After announcing an almost-$83 billion deal to buy most of Warner Bros. Discovery on Friday, Netflix’s top brass projected calm on Monday as Paramount Skydance lobbed a hostile bid to purchase all of WBD, and investors seemed to recoil at the sheer size of Netflix’s own offer.
“Today’s move was entirely expected,” Co-CEO Ted Sarandos told investors at a UBS conference, brushing off Paramount’s bid just hours earlier. “We have a deal done, and we are incredibly happy with the deal. We think it’s great for our shareholders. It’s great for consumers. We think it’s a great way to create and protect jobs in the entertainment industry.” From Netflix’s perspective, Sarandos added, “We have a deal done, and we’re incredibly happy with the deal.”
Sarandos’s co-CEO, Greg Peters, then walked the audience through Netflix’s three-phase plan to wring value from Warner Bros. and HBO. If the deal goes through, he said, Netflix would turbocharge licensing opportunities, “double down” on the HBO brand, and unlock upsides from Warner Bros’ vast library of IP, which many analysts consider a “crown jewel” in the industry.
The executives’ comments came after investors sent Netflix stock tumbling down 6% in the two trading sessions since its Warner deal was announced, with some analysts blasting the $82.7 billion deal as “exorbitant” and “very risky.” Netflix stock is down more than 20% over the last six months.
Peters acknowledged that Netflix is known as a builder, not a buyer—generally developing its own intellectual property, rather than purchasing other companies’: “We haven’t done this before,” he said. But the company that started out lending DVDs by mail has pivoted several times to become the more than $400-billion behemoth now challenging Hollywood’s order.
And it’s worth noting that Netflix began streaming other companies’ content before it began producing its own programming. Its licensing operations are still vaunted in the industry, with the famous example of the legal drama Suits becoming a smash hit several years after it stopped airing on cable TV. As Peter put it: “Essentially, we are constantly in the business of evaluating various different licensing opportunities for titles and then trying to figure out, how do we maximize the value of that asset on our platform?” The Warner deal will just make official what Netflix already does, day in and day out.”
Sarandos, the executive behind the model that made “Netflix and chill” a byword for the millennial dating practice of and binging shows and movies at home, has largely refused to release movies in theaters, except to qualify for awards. At an event earlier this year, Sarandos dismissed going to the movies as “an outmoded idea for most people” and said Netflix was “saving Hollywood” with its stream-at-home model.
But on Monday he extended an olive branch to theater owners, saying of theatrical releases “We didn’t buy this company to destroy that value.” “What we are going to do with this is we’re deeply committed to releasing those movies exactly the way they’ve released those movies today,” he said at the UBS conference. “When this deal closes, we are in that business, and we’re going to do it.”
Sarandos also discussed his conversations with President Donald Trump—which Bloomberg reported over the weekend began in November.
President Trump “cares deeply about American industry, and he loves the entertainment industry,” Sarandos said. Jobs were the president’s main concern, according to Sarandos, who reeled off statistics showing that Netflix original productions employed 140,000 people between 2020 and 2024, contributing $125 billion to the U.S. economy. “We are producing in all 50 states,” he said. “We’ve used 500 independent production companies to make content for us, about roughly 1,000 original projects.”
Sarandos and Peters pointed out that Paramount’s offer might entail more job cuts, because Paramount and Warner have more overlap in their operations than Netflix and Warner. “In the offer that Paramount was talking about today, they also were talking about $6 billion of synergies,” said Sarandos. “Where do you think synergies come from? Cutting jobs. Yeah, so we’re not cutting jobs, we’re making jobs.”
Sarandos also discussed HBO, the premium cable channel turned streamer—Netflix’s former rival and inspiration. Sarandos has famously said of Netflix that “the goal is to become HBO faster than HBO can become us,” comments he later modified to add he wants “CBS and BBC” too. Now that his company is set to become HBO’s parent, he said it can realize its true destiny as the leading light of prestige TV.
“They’ve been doing gymnastics to make themselves into a general entertainment brand,” Sarandos said of HBO in the HBO Max era overseen by WBD CEO David Zaslav. “Under this transaction, they don’t have to do that anymore.”
Both Netflix co-CEOs also hammered a message clearly aimed at regulators who might take anti-trust action to halt the deal: The combined company would hardly dominate TV. The Netflix deal spins off CNN, TNT, Discovery, HGTV, the Food Network and the company’s other cable channels, while the Paramount offer keeps the cable assets attached. Using Nielsen viewership data that appeared to include linear TV as well as streaming, Peters said Netflix commands just 8% of U.S. TV hours; adding HBO would raise that to 9%.
“We’d still be behind YouTube,” he noted. “And we’d still be behind a combined Paramount–WBD at 14%.”
BofA Research’s Media & Entertainment team used a different metric—total TV streaming—from Nielsen data to calculate that Warner and Netflix combined would be about 21% of the market, whereas Paramount and Netflix would be 8%. Both would still come in behind YouTube at 28%, however.
Trump weighed in on Sunday about his relationship with Sarandos and the pending antitrust question. Saying the Netflix co-CEO is a “fantastic person,” Trump added that the Warner-Netflix market share “could be a problem.” At any rate, Trump added, uncharacteristically for a sitting president, he would be involved in what happens next.
Sarandos finished the UBS panel by reiterating to everyone listening and watching, many of whom have been long-term holders of Netflix stock, that he was “excited” about the deal. (The question of whether Netflix would sweeten its bid for WBD wasn’t raised.)
“We think this deal with Warner Brothers is good for shareholders,” he said. “We think it’s good for consumers. We think it’s good for creators. We think it’s great for the entertainment industry as a whole.”
[Editor’s note: one of the authors worked at Netflix from June 2024 through July 2025.]
The immense electricity needs of AI computing was flagged early on as a bottleneck, prompting Alphabet’s Google Cloud to plan for how to source energy and how to use it, according to Google Cloud CEO Thomas Kurian.
Speaking at the Fortune Brainstorm AI event in San Francisco on Monday, he pointed out that the company—a key enabler in the AI infrastructure landscape—has been working on AI since well before large language models came along and took the long view.
“We also knew that the the most problematic thing that was going to happen was going to be energy, because energy and data centers were going to become a bottleneck alongside chips,” Kurian told Fortune’sAndrew Nusca. “So we designed our machines to be super efficient.”
The International Energy Agency has estimated that some AI-focused data centers consume as much electricity as 100,000 homes, and some of the largest facilities under construction could even use 20 times that amount.
At the same time, worldwide data center capacity will increase by 46% over the next two years, equivalent to a jump of almost 21,000 megawatts, according to real estate consultancy Knight Frank.
At the Brainstorm event, Kurian laid out Google Cloud’s three-pronged approach to ensuring that there will be enough energy to meet all that demand.
First, the company seeks to be as diversified as possible in the kinds of energy that power AI computation. While many people say any form of energy can be used, that’s actually not true, he said.
“If you’re running a cluster for training and you bring it up and you start running a training job, the spike that you have with that computation draws so much energy that you can’t handle that from some forms of energy production,” Kurian explained.
The second part of Google Cloud’s strategy is being as efficient as possible, including how it reuses energy within data centers, he added.
In fact, the company uses AI in its control systems to monitor thermodynamic exchanges necessary in harnessing the energy that has already been brought into data centers.
And third, Google Cloud is working on “some new fundamental technologies to actually create energy in new forms,” Kurian said without elaborating further.
Earlier on Monday, utility company NextEra Energy and Google Cloud said they are expanding their partnership and will develop new U.S. data center campuses that will include with new power plants as well.
Tech leaders have warned that energy supply is critical to AI development alongside innovations in chips and improved language models.
The ability to build data centers is another potential chokepoint as well. Nvidia CEO Jensen Huang recently pointed out China’s advantage on that front compared to the U.S.
“If you want to build a data center here in the United States, from breaking ground to standing up an AI supercomputer is probably about three years,” he said at the Center for Strategic and International Studies in late November. “They can build a hospital in a weekend.”
PepsiCo plans to cut prices and eliminate some of its products under a deal with an activist investor announced Monday.
The Purchase, New York-based company, which makes Cheetos, Tostitos and other Frito-Lay products as well as beverages, said it will cut nearly 20% of its product offerings by early next year. PepsiCo said it will use the savings to invest in marketing and improved value for consumers. It didn’t disclose which products or how much it would cut prices.
PepsiCo said it also plans to accelerate the introduction of new offerings with simpler and more functional ingredients, including Doritos Protein and Simply NKD Cheetos and Doritos, which contain no artificial flavors or colors. The company also recently introduced a prebiotic version of its signature cola.
PepsiCo is making the changes after prodding from Elliott Investment Management, which took a $4 billion stake in the company in September. In a letter to PepsiCo’s board, Elliott said the company is being hurt by a lack of strategic clarity, decelerating growth and eroding profitability in its North American food and beverage businesses.
In a joint statement with PepsiCo Monday, Elliott Partner Marc Steinberg said the firm is confident that PepsiCo can create value for shareholders as it executes on its new plan.
“We appreciate our collaborative engagement with PepsiCo’s management team and the urgency they have demonstrated,” Steinberg said. “We believe the plan announced today to invest in affordability, accelerate innovation and aggressively reduce costs will drive greater revenue and profit growth.”
Elliott said it plans to continue working closely with the company.
PepsiCo shares were flat in after-hours trading Monday.
PepsiCo said it expects organic revenue to grow between 2% and 4% in 2026. The company’s organic revenue rose 1.5%. the first nine months of this year.
PepsiCo also said it plans to review its supply chain and continue to make changes to its board, with a focus on global leaders who can help it reach its growth and profitability goals.
“We feel encouraged about the actions and initiatives we are implementing with urgency to improve both marketplace and financial performance,” PepsiCo Chairman and CEO Ramon Laguarta said in a statement.
PepsiCo said in February that years of double-digit price increases and changing customer preferences have weakened demand for its drinks and snacks. In July, the company said it was trying to combat perceptions that its products are too expensive by expanding distribution of value brands like Chester’s and Santitas.
Paramount Skydance’s tender offer for Warner Bros. Discovery emerged from months of fitful courtship, a shifting media landscape, and a high‑stakes bidding war that ultimately pitted the studio behind “Top Gun: Maverick” against streaming giant Netflix for control of one of Hollywood’s crown jewels. The company’s tender offer regulatory filing with the Securities and Exchange Commission, filed hours after Paramount launched a hostile bid worth $108 billion (or $77.9 billion in equity), laid out a detailed chronology in which Paramount repeatedly tried to lure Warner Bros., to no avail. Netflix and Warner Bros. agreed a deal worth nearly $83 billion ($72 billion in equity) on Friday.
The filing revealed Paramount CEO’s last-ditch text message to WBD counterpart David Zaslav at roughly 4pm ET on December 4, the day before Netflix ultimately announced its deal, as previously reported by the Financial Times. “Daivd [sic], I appreciate you’re underwater today so I wanted to send you a quick text. Please note when you next meet as a board we wanted to offer you a package that addressed all of the issues you discussed we [sic] me,” David Ellison wrote as he apparently felt his target slipping away.
“Also please know despite the noise of the last 24 hours I have nothing but respect and admiration for you and the company,” Ellison added. “It would be the honor of a lifetime to be your partner and to be the owner of these iconic assets. If we have the privilege to work together you will see that my father and I are the people you had dinner with. We are always loyal and honorable to our partners and hope we have the opportunity to prove that to you. Best, David.” Later that day, Paramount sent Zaslav a letter criticizing a “tainted” sale process.
Paramount told investors today that it continued to believe it was never taken seriously. “During the entirety of the sale ‘process’ undertaken by the Warner Bros. Board, representatives of Warner Bros. did not provide a single markup of a single transaction document, have a single meeting to go page-by-page through the documents, or engage in a ‘real time’ back-and-forth negotiation with Paramount or its advisors.”
Early outreach in 2023
In 2023 and 2024, Paramount’s predecessor, Paramount Global, and Warner Bros. held intermittent talks about a possible merger, but those conversations ended without a deal as Paramount Global moved instead to merge with Skydance, under the control of current CEO Ellison. After that transaction closed in August 2025, Paramount’s new leadership revisited the idea of combining with Warner Bros., concluding that a tie‑up could create a stronger, scaled competitor to streaming platforms and big technology companies, according to the SEC filing.
The urgency increased in June 2025 when Warner Bros. publicly unveiled plans to split itself in two, targeting completion by mid‑2026, a strategy it continued to defend through early autumn. Paramount believed this breakup would destroy value and make any future full-company acquisition far harder, so it decided to move quickly, seeing a narrow window to buy all of Warner Bros. before the separation took effect.
Paramount’s escalating proposals
By early September 2025, the filing noted, media reports surfaced that Paramount was preparing an offer, helping push Warner Bros.’ share price sharply higher from a pre‑rumor closing price of $12.54—it was trading at $19.46 by September 15, the day after Paramount offered $19 per share in cash and stock. (The New York Times reported on the secret bids from Paramount in October.)
Warner Bros. rejected that approach within days, saying the bid undervalued the company and that its own breakup plan promised better long‑term value. Paramount responded on September 30 with an improved offer worth $22 a share, primarily in cash, and went further on deal protections, including a $2 billion termination fee and a commitment to litigate to secure antitrust clearance, while also dangling roles for Zaslav as co-CEO and co-Chairman of the board of the combined company.
Warner Bros. rebuffed this proposal as well, again calling it inadequate and insisting its planned separation remained superior, a stance that only hardened Paramount’s view that the board was underestimating the industrial logic of a combination. In October, Warner Bros. publicly announced a wider review of “strategic alternatives,” signaling that it would run a formal sale process and had received interest from multiple parties in both the whole company and specific assets such as its streaming arm.
Paramount attempted to enter that process on more favorable terms, pushing back on an initial Warner Bros. confidentiality agreement that included a lengthy standstill, tight controls on financing contacts and waivers of potential legal claims about the sale. Its advisers negotiated for a shorter standstill, “most‑favored‑nation” treatment versus other bidders, and freedom to challenge the process if Warner Bros. ultimately retreated to its separation plan, underscoring deep mistrust over how the auction might be run.
Due diligence and financing ramp-up
As the process unfolded, Paramount was granted limited access to a virtual data room, which it viewed as “sparsely populated” given the size and complexity of a potential deal. In mid‑November, Warner Bros. hosted an in‑person management presentation in California, while antitrust lawyers for both sides met to assess regulatory risks and lay out arguments that a Paramount–Warner Bros. merger would be pro‑competitive in a market dominated by tech‑backed streaming giants.
Parallel to those talks, Paramount’s board set up a special committee of independent directors to vet a large equity infusion from the Ellison family and private‑equity firm RedBird. Paramount also locked in a $54 billion senior secured bridge facility led by Wall Street banks.
A bidding war with Netflix
On November 20, Paramount submitted another improved proposal, lifting its implied offer to $25.50 a share, heavily weighted to cash and backed by signed debt commitments and promised equity. That bid included a $5 billion regulatory reverse breakup fee and more aggressive litigation undertakings, signaling Paramount’s willingness to fight regulators if required to close the transaction. (Netflix committed to a $5.8 billion breakup fee in its winning bid, which Bloomberg reported is among the highest of all time.)
Even as Paramount sweetened its terms, public commentary suggested some influential Warner Bros. figures saw Netflix as a more attractive partner, particularly for its pure‑play streaming focus and global reach. During a particular November 13 interview on CNBC, WBD chairman emeritus John Malone questioned Paramount’s intervention and discussed the merits of a Netflix deal, adding to market speculation that Warner Bros. leadership might prefer a streaming‑first tie‑up over a legacy‑studio merger.
Netflix deal and Paramount’s pivot to a tender
The process culminated on December 4, 2025, when Warner Bros. signed a merger agreement with Netflix that would see Netflix acquire Warner Bros.’ streaming businesses after a complicated internal reorganization and spin‑off of other assets. That deal offered cash and Netflix stock with headline value of about $27.75 per share but included adjustments tied to spin‑off net debt and a 21‑month outer closing date.
Paramount responded the same day with what it calls its “Prior Proposal,” a merger agreement valuing Warner Bros. at $30 a share in straight cash, with what it argues are stronger regulatory commitments, a shorter outside date and no price haircut tied to balance‑sheet mechanics. When Warner Bros. nevertheless chose the Netflix deal, Paramount concluded that the board had opted for an “obviously financially inferior transaction with extraordinary regulatory risk and a longer timeline to a possible closing,” and decided its only route was to go directly to shareholders.
Calls to Paramount, WBD, and Netflix to comment on the events as laid out in the filing were not immediately returned. We will update this post with any response.
Editor’s note: the author worked for Netflix from June 2024 through July 2025.
For this story, Fortune journalists used generative AI as a research tool. An editor verified the accuracy of the information before publishing.
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