Netflix, Inc. agreed to acquire Warner Bros., including its film and television studios and HBO Max, from Warner Bros. Discovery, Inc. (WBD) on December 5, 2025.
The deal carries a total enterprise value of approximately $82.7 billion and an equity value of $72.0 billion. Netflix plans to integrate Warner Bros.’ existing operations and expects the transaction to close 12 to 18 months after the planned separation of WBD’s Global Networks division, Discovery Global, in Q3 2026.
The acquisition aims to combine Netflix’s streaming capabilities with Warner Bros.’ extensive content library. This includes popular franchises such as “The Big Bang Theory,” “The Sopranos,” “Game of Thrones,” “The Wizard of Oz,” and the DC Universe.
“Our mission has always been to entertain the world,” said Ted Sarandos, co-CEO of Netflix. “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.”
Co-CEO Greg Peters stated the acquisition will improve Netflix’s offering and accelerate its business for decades. David Zaslav, President and CEO of Warner Bros. Discovery, emphasized the combination of two major storytelling companies.
Netflix expects to maintain Warner Bros.’ current operations, including theatrical releases for films, and benefit from the addition of HBO and HBO Max to its content offerings. The company anticipates achieving $2-3 billion in annual cost savings by the third year and expects the transaction to be accretive to GAAP earnings per share by year two.
Under the terms of the agreement, WBD shareholders will receive $23.25 in cash and $4.50 in Netflix common stock for each WBD share. The stock component of the deal includes a collar mechanism:
- VWAP Range: If Netflix’s 15-day volume weighted average price (VWAP) falls between $97.91 and $119.67 (measured three trading days prior to closing), WBD shareholders will receive Netflix stock valued at $4.50 per share.
- VWAP Below Range: If the VWAP is below $97.91, WBD shareholders will receive 0.0460 Netflix shares for each WBD share.
- VWAP Above Range: If the VWAP is above $119.67, WBD shareholders will receive 0.0376 Netflix shares for each WBD share.
WBD’s Global Networks division, Discovery Global, will become a separate publicly traded company in Q3 2026 before the Netflix acquisition closes. This new entity will include brands such as CNN, TNT Sports in the U.S., Discovery, free-to-air channels across Europe, and digital products like Discovery+ and Bleacher Report.
Both Netflix and WBD’s Boards of Directors unanimously approved the transaction. The acquisition is contingent on regulatory approvals, WBD shareholder approval, and other standard closing conditions.
Moelis & Company LLC advised Netflix financially, with Skadden, Arps, Slate, Meagher & Flom LLP providing legal counsel. Wells Fargo, BNP, and HSBC are providing committed debt financing. Allen & Company, J.P. Morgan, and Evercore are financial advisors to WBD, with Wachtell Lipton, Rosen & Katz and Debevoise & Plimpton LLP serving as legal counsel.
