Netflix acquires Warner Bros. in deal valued at $82.7 billion

The deal values WBD at $27.75 per share with a $72 billion equity value and is expected to close after WBD completes the separation of its Global Networks division into Discovery Global.

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Netflix Inc. and Warner Bros. Discovery Inc. (WBD) have today announced a definitive agreement for the streaming platform to acquire WBD, including its film and television studios, HBO Max and HBO.

The cash-and-stock deal values WBD at $27.75 per share and gives the company a total enterprise value of about $82.7 billion, with an equity value of $72.0 billion. The transaction is expected to close after WBD completes the previously announced separation of its Global Networks division into a new publicly traded company, Discovery Global, now planned for the third quarter of 2026.

If approved, the acquisition would bring Warner Bros.’ long-running film and TV catalog, spanning The Big Bang Theory, The Sopranos, Game of Thrones, The Wizard of Oz and the DC Universe, under the platform, alongside its original.

Commenting on the development, Ted Sarandos, Netflix’s co-CEO, said, “Our mission has always been to entertain the world. By combining Warner Bros.’ incredible library of shows and movies, from timeless classics like Casablanca and Citizen Kane to modern favorites like Harry Potter and Friends, with our culture-defining titles like Stranger Things, KPop Demon Hunters and Squid Game, we'll be able to do that even better. Together, we can give audiences more of what they love and help define the next century of storytelling.” 

Greg Peters, Netflix’s co-CEO, added, “This acquisition will improve our offering and accelerate our business for decades to come. Warner Bros. has helped define entertainment for more than a century and continues to do so with phenomenal creative executives and production capabilities. With our global reach and proven business model, we can introduce a broader audience to the worlds they create, giving our members more options, attracting more fans to our best-in-class streaming service, strengthening the entire entertainment industry and creating more value for shareholders.”

David Zaslav, president and CEO of WBD, said, “Today’s announcement combines two of the greatest storytelling companies in the world to bring to even more people the entertainment they love to watch the most. For more than a century, Warner Bros. has thrilled audiences, captured the world’s attention, and shaped our culture. By coming together with Netflix, we will ensure people everywhere will continue to enjoy the world’s most resonant stories for generations to come.”

Under the agreement, WBD shareholders will receive $23.25 in cash and $4.50 in Netflix stock for each WBD share. The stock portion is subject to a collar, with share exchange ratios tied to Netflix’s 15-day volume-weighted average price before closing. If the VWAP falls between $97.91 and $119.67, shareholders will receive the platform stock valued at $4.50. If it falls below $97.91, they will receive 0.0460 Netflix shares per the studio share; if above $119.67, they will receive 0.0376 shares.

The combined business would expand Netflix’s studio capabilities, increase U.S. production capacity and add HBO and HBO Max programming to its service. The platform expects the deal to generate at least $2-3 billion in annual cost savings by year three and to be accretive to GAAP earnings per share in year two.

The studio's planned separation of its streaming and studios business from its Global Networks division is a prerequisite for the acquisition. Discovery Global, the networks unit, will include brands such as CNN, TNT Sports in the U.S., Discovery channels in Europe, and digital platforms such as Discovery+ and Bleacher Report.

Boards of both the platform and the studio approved the deal unanimously. The closing remains subject to regulatory approvals, a WBD shareholder vote and customary conditions, with an expected timeline of 12-18 months.

Moelis & Company LLC is advising Netflix, with Skadden, Arps, Slate, Meagher & Flom LLP serving as legal counsel. Wells Fargo, BNP and HSBC are providing committed debt financing.
Allen & Company, J.P. Morgan and Evercore are advising WBD, with Wachtell Lipton, Rosen & Katz and Debevoise & Plimpton LLP providing legal counsel.

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