Netflix and Warner Bros Discovery announced this Friday, December 5, 2025, in Hollywood, The transaction, in cash and shares, has an equity value of US$72 billion and a total enterprise value of US$82.7 billion. The closing is conditional on the completion of the spin-off of the Global Networks division, which will form the new public company Discovery Global in the third quarter of 2026.
The deal unites the largest streaming service in the world with one of the most traditional studios in Hollywood, adding franchises such as Harry Potter, DC Universe, Game of Thrones and The transaction was unanimously approved by the boards of both companies and depends on regulatory and shareholder approvals of Warner Bros Discovery.
- Value per WBD share: US$27.75 ($23.25 in cash + US$4.50 in Netflix shares).
- Equity value: US$72 billion.
- Total enterprise value: US$82.7 billion.
- Closing forecast: between 12 and 18 months.
Financial details and transaction structure
Each Warner Bros Discovery shareholder will receive US$23.25 in cash and Netflix shares equivalent to US$4.50 per share, subject to a collar mechanism. If the weighted average share price of Netflix over the 15 days prior to closing is between $97.91 and $119.67, the share value remains fixed at $4.50.
If the price falls below US$97.91, shareholders will receive 0.0460 shares of Netflix per share of WBD. Acima of $119.67, the number of shares drops to 0.0376. Bancos as well as Wells Fargo, BNP Paribas and HSBC will provide committed financing for the cash portion.
The spin-off of Discovery Global, announced in June 2025, will be completed before the acquisition. The new company will house CNN, TNT Sports, Discovery Channel, HGTV and Bleacher Report, among other linear TV and sports assets.
The transaction should generate annual synergies of US$ 2 to US$ 3 billion from the third year onwards and be accretive to Netflix’s earnings per share in the second year.
Highlighted benefits for consumers and creators
The combination expands Netflix’s catalog with historical libraries from Warner Bros and premium programming from HBO. Clássicos as Casablanca, Mágico as Oz and
The company will maintain the current operations of the Warner Bros studios, including theatrical theatrical releases. The expectation is to increase production capacity in the Estados Unidos and increase investments in original content in the long term.
- More plan options and affordable prices for subscribers.
- Expanded access to iconic franchises and new spin-off stories.
- Preservation of HBO’s premium production model.
- Creating jobs and strengthening the American audiovisual industry.
Statements from top executives
Ted Sarandos, co-CEO of Netflix, said the acquisition allows them to “give audiences more of what they love and help define the next century of storytelling.” Greg Peters, also co-CEO, highlighted that the operation accelerates the business by decades by incorporating Warner’s phenomenal production capabilities.
David Zaslav, President and CEO of Warner Bros Discovery, said the agreement ensures that Warner’s most impactful stories will continue to reach future generations through Netflix’s global platform.
Current operations remain unchanged
Netflix confirmed that it will retain the Warner Bros studios at Burbank and the HBO creative teams. Lançamentos theaters will follow the current calendar, and the HBO brand will continue to be associated with high-quality productions.
The integration of the HBO Max and Netflix platforms will occur gradually after closing. Não immediate changes are expected for subscribers of none of the services.
Warner Bros’s animation studios, games and consumer products are also part of the acquired package.
Next steps and schedule
Netflix will hold a conference call with investors at 8am ET (10am on Brasília) this Friday to detail the operation. Documentos will be filed with the SEC, including the Form S-4 with prospectus and proxy for shareholders of Warner Bros Discovery.
Approval by WBD shareholders will take place at an extraordinary meeting to be scheduled. Após the spin-off of Discovery Global in the third quarter of 2026, the regulatory process begins in Estados Unidos and Europa.
Moelis & Company and Skadden Arps act as financial and legal advisors to Netflix. J.P. Morgan, Allen & Company and Evercore advise Warner Bros Discovery.
