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Core Viewpoint - Netflix has revised its acquisition proposal for Warner Bros. Discovery's film and streaming business to an all-cash offer at $27.75 per share, countering Paramount's criticisms of its previous mixed cash and stock proposal [1][2]. Group 1: Acquisition Details - The new all-cash proposal aims to expedite the transaction process and address Paramount's concerns regarding the stock component of Netflix's initial offer [1][2]. - If successful, the merger would result in a combined total of approximately 450 million subscribers for both companies, enhancing Netflix's content library to compete against rivals like Disney and Amazon [1]. Group 2: Financial Implications - The all-cash structure eliminates a major criticism from Paramount, which argued that the stock component made Netflix's offer less competitive [2]. - Netflix's market capitalization stands at $402 billion with an investment-grade credit rating, while Paramount's market cap is only $12.6 billion, with its bonds rated as junk by S&P [5]. Group 3: Valuation and Debt - Warner Bros. has disclosed the valuation of its cable assets, which are set to be spun off into a separate company, Discovery Global, with a per-share value estimated between $0.72 and $6.86 [6]. - Discovery Global is projected to have $17 billion in debt by June 30, 2026, which is expected to decrease to $16.1 billion by year-end, aided by better-than-expected cash flow [6]. Group 4: Leverage and Financial Strength - The combined debt of the merged entity would be approximately $85 billion, which is lower than the $87 billion projected if merged with Paramount. The financial leverage ratio for Netflix's proposal is below 4 times, compared to about 7 times for Paramount's offer [8]. - Warner Bros. has consistently rejected Paramount's $30 per share cash offer, citing insufficient value when considering various risks and uncertainties [8]. Group 5: Regulatory Approval - Netflix and Warner Bros. executives recently met with regulators in Europe to advocate for the approval of the transaction, expressing confidence in its eventual approval [9]. - Concerns have been raised by Hollywood unions and theater operators regarding the potential negative impact of the merger on their interests [9].