The knives are out. Netflix Inc. will now pay all cash to Warner Bros. Discovery Inc. to fend off Paramount Skydance Corp.’s advances, fast-tracking a shareholder vote and sparking a proxy war.

The new offer, still at $27.75 per share plus retained equity in Discovery Global following its separation later this year, will be financed through cash, available credit facilities and committed financing, said Netflix and Warner Bros. Discovery in a Jan. 20 joint statement.

This means a simpler transaction structure and a faster path to stockholder vote – which could happen as early as April – and which directly triggered Paramount’s previous proposal to start a boardroom proxy war should Warner Bros. Discovery vote on the transaction before its annual shareholder meeting.

“Our revised all-cash agreement will enable an expedited timeline to a stockholder vote and provide greater financial certainty,” said Ted Sarandos, co-chief executive of Netflix, in a statement.

The Los Gatos-based streaming giant struck the deal with the HBO owner last December to buy its highly lucrative streaming and studios division at $27.75 a share, including $23.25 in cash and $4.50 in shares of Netflix common stock. Paramount, which originally started the bidding war last September, countered with an all-cash hostile takeover attempt at $30 a share, which has been rejected. It has since then sued Warner Bros. Discovery for nondisclosure of financial details to shareholders.

By Thursday, Paramount had filed preliminary proxy materials with the U.S. Securities and Exchange Commission, soliciting shareholders of Warner Bros. Discovery to vote against the revised deal with Netflix at the fast-tracked meeting. Netflix does not seem to fret.

Sarandos said the company’s acquisition will “significantly expand U.S. production capacity and investment in original programming, driving job creation and long-term industry growth.”   

The updated transaction has been unanimously approved by the boards of both Netflix and Warner Bros. Discovery at the time of the announcement.

A heated rivalry

Persistent as it has been throughout its previous eight offers to get the entirety of Warner Bros. Discovery, Paramount is not backing down quietly. It announced Thursday an extension to its tender offer till Feb. 20, to which Warner Bros. Discovery reiterated its rejection.

Variety reported that Warner Bros. Discovery said more than 93% of its shareholders have rejected Paramount’s “inferior scheme” and that if Paramount fails again to convince Warner Bros. Discovery shareholders to back its offer by Feb. 20, Chief Executive David Ellison would have to extend the deadline again.

Paramount executives are counting on European regulators to block the Netflix merger, given the track history of strict antitrust crackdowns against Big Tech mergers, sources told CNBC. Bloomberg News reported three weeks ago that the execs were meeting French President Emmanuel Macron and top officials from France and U.K. to gauge support for its bid.

On the other side of the aisle, a Warner Bros. Discovery source told CNBC that there was a “95% certainty” that the transaction would pass in Europe, give or take some Netflix concessions.

Netflix is showing up strong, too. Its fourth quarter earnings report came out the day of its joint announcement, showing strong results that “met or exceeded all of our financial objectives,” including a revenue growth at 16%, an operating profit growth at about 30% and 2.5 times the advertisement sales in 2025 with a growth projection of $3 billion in 2026.

Sarandos forecasted a 2026 revenue of $51 billion, up 14% year-over-year. He also repeated that the streaming company will keep Warner Bros. Discovery’s current theatrical release timeframe.

“We’re working really hard to close the acquisition of Warner Bros. Studios and HBO, which we see as a strategic accelerant,” Sarandos said during the fourth quarter and 2025 year-end earnings call. “It’s an exciting time.”