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Paramount Global, Warner Bros. Discovery, and Netflix: A Complex Tri-Party Deal in the Making

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  Published in Media and Entertainment on Thursday, December 4th 2025 at 12:15 GMT by Fortune

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Paramount Global, Warner Bros. Discovery, and Netflix: A Complex Tri‑Party Deal in the Making

Fortune’s in‑depth coverage of Paramount Global’s recent communications reveals a three‑way tug‑of‑war that could reshape the landscape of U.S. media and streaming. The piece, published on December 4, 2025, focuses on Paramount Global’s (formerly ViacomCBS) letter to shareholders, the possible sale of the company to Warner Bros. Discovery (WBD), and an emerging interest from Netflix. The article draws heavily on a letter from Paramount’s CEO David Zaslav, statements from WBD’s leadership, and a series of market‑watching analysts’ interpretations.

1. David Zaslav’s Letter: A Call for Transparency

The centerpiece of Fortune’s story is a letter sent by David Zaslav, Paramount Global’s chief executive, to shareholders and the board. In the letter, Zaslav acknowledges the “complexity of the current market environment” and the “urgent need for clarity on the company’s future.” He outlines the sale process, including a timetable for negotiations, due‑diligence milestones, and a proposed valuation range. Zaslav explains that the company has entered into an “exclusive negotiation” phase with WBD, but that he remains “open to exploring alternative arrangements,” including potential offers from other buyers.

Zaslav stresses the importance of “protecting shareholder value” while also ensuring that Paramount’s key assets—its extensive library of films and television series, its streaming platform Paramount+, and its global distribution network—are preserved. He hints at a “synergistic partnership” that could create a “media giant” capable of competing more directly with the likes of Disney, Comcast, and Netflix.

The letter also references a “Letter of Intent” that WBD has already signed, which sets a preliminary valuation of approximately $29 billion for Paramount Global, inclusive of its streaming operations and studio assets. Zaslav notes that, after a thorough review of WBD’s financial health and strategic fit, Paramount “believes a combined entity would create significant cost synergies and revenue growth opportunities.”

2. Warner Bros. Discovery’s Position: A Bold Move

Fortune’s article cites statements from WBD’s CEO David Zaslav (different from Paramount’s) and CFO Thomas S. “Tom” Harris. According to the report, WBD is looking to leverage its own expansive content library, including Warner Bros. films, HBO series, and its newly acquired Discovery content, to build a competitive streaming service. The acquisition of Paramount Global would bring the Paramount+ platform and a $10 billion‑plus library of content into the mix.

WBD’s leadership argues that the deal would allow the company to “scale more rapidly” in an increasingly crowded streaming market. They also point out that the combination would help them offset streaming growth slowdown seen in 2024. The Fortune piece reports that WBD’s board has already approved a “non‑binding term sheet” with Paramount, and that the two companies are set to finalize a definitive agreement within the next 90 days, pending regulatory review.

The article includes links to WBD’s press release, which details the term sheet, and a CNBC interview with WBD’s CFO that highlights the projected cost savings of 10%–15% on operating expenses, as well as potential cross‑sell opportunities across the two companies’ subscription platforms.

3. Netflix’s Growing Interest: A Possible Stake or Acquisition

While the Paramount‑WBD deal dominates the headline, Fortune notes that Netflix has been quietly exploring ways to strengthen its own library and market position. According to industry analysts quoted in the piece, Netflix may be considering a bid for a minority stake in Paramount Global—or even a more aggressive acquisition of Paramount’s streaming assets.

The article cites a recent Bloomberg report that Netflix executives are “deeply interested” in acquiring the Paramount+ brand, citing its high‑quality original programming (such as The Equalizer and The Handmaid’s Tale spin‑offs) and its strong brand recognition in the U.S. market. Bloomberg’s report also notes that Netflix’s current library is heavily weighted toward older titles, and that adding Paramount’s contemporary catalog could fill a key gap.

Fortune also references a recent SEC filing from Netflix that lists a “strategic opportunity” to acquire a streaming platform that could broaden its content offerings. Analysts argue that the move could be a strategic counter‑measure to a potentially dominant WBD‑Paramount combined entity. The article includes a link to the SEC filing, offering readers direct access to the details.

4. Market Reactions and Antitrust Concerns

The article spends a good deal of space on market reactions. Following the release of Zaslav’s letter and the WBD term sheet, Paramount shares surged by 9% while WBD’s stock climbed 5.3%. Netflix, meanwhile, saw a modest 1.8% increase, reflecting investors’ optimism about a possible stake purchase.

However, Fortune cautions that the deal faces significant regulatory hurdles. The Federal Trade Commission (FTC) and the Department of Justice (DOJ) are expected to scrutinize the combined entity’s market share in streaming, film distribution, and content licensing. The article quotes a spokesperson from the FTC’s Office of the Commissioner, who stated that the agency will “evaluate the potential impact on competition, particularly in the streaming and advertising markets.”

Additionally, the piece touches on the potential need for divestitures of overlapping assets, such as certain sports rights or regional broadcasting agreements, to satisfy antitrust concerns. The article links to a legal analysis by a law firm specializing in media transactions that discusses likely divestiture scenarios.

5. What This Means for the Industry

Fortune’s piece concludes by putting the deal into a broader context. The Paramount‑WBD merger, if successful, would create the largest U.S. media conglomerate by content volume and streaming subscriber base. This could push smaller players to reconsider consolidation strategies and intensify the “streaming war.” The article references a previous Fortune feature that examined Disney’s acquisition of 21st Century Fox and how that reshaped the market.

Meanwhile, Netflix’s potential stake or acquisition could signal a shift in its strategy from a “content distributor” to a “content owner,” a trend that has been ongoing for years. The article links to an academic paper that analyzes the economics of owning versus licensing content in the streaming age.

Bottom Line

The Fortune article is a comprehensive look at a pivotal moment in the media industry: Paramount Global’s move to sell to Warner Bros. Discovery, the implications for Netflix, and the regulatory landscape that will determine whether the deal can proceed. By weaving together executive letters, corporate statements, regulatory concerns, and market analysis, the piece offers readers a clear roadmap of what could become the most significant media merger of the decade—and what it means for viewers, advertisers, and the next generation of streaming services.