- Netflix is buying Warner Bros Discovery’s studios and streaming assets for an enterprise value of $82.7 billion, while the Global Networks unit is spun off as Discovery Global.
- The deal is funded by a $59 billion unsecured bridge loan led by Wells Fargo, to be refinanced with bonds, term loans, and a revolving credit facility.
- Netflix’s pro forma net debt is expected to jump toward $75 billion (about 3.7× net debt/EBITDA) before gradually falling back to the mid‑2× range through cash flow and cost savings.
- The transaction faces regulatory review, execution and integration risks, and potential disruption from a competing all‑cash bid from Paramount Skydance.
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Netflix’s acquisition of Warner Bros Discovery’s studios and streaming businesses represents a landmark consolidation in the entertainment and streaming industry. Declared on December 5, 2025, the agreement values the Netflix-side assets at an enterprise value of $82.7 billion (equity $72.0 billion) [4]. Bear in mind that this excludes Warner Bros Discovery’s “Global Networks” division—TV networks like CNN, TBS, and others—which will be spun off into a separate public entity called Discovery Global by Q3 2026. [4][2]
To finance the deal, Netflix has arranged a massive short-term (bridge) unsecured loan facility totaling about $59 billion from banks including Wells Fargo, BNP Paribas, and HSBC. Wells Fargo’s commitment alone of ~$29.5 billion represents one of the largest by a single bank for an investment-grade bridge loan. [1][2][3] That bridge will ultimately be replaced by a mix of longer-term financing: up to $25 billion in bonds, $20 billion in delayed-draw term loans, and a $5 billion revolving credit facility. [2][3]
Financially, the acquisition will sharply increase Netflix’s leverage. As is, Netflix had ~$14.5 billion in long-term debt; including the bridge loan and taking on roughly $10-11 billion of WBD’s debt, its indebtedness will spike. Under current estimates, pro forma net debt could reach ~$75 billion, pushing net debt/EBITDA to approximately 3.7× initially [7]. However, analysts expect that with disciplined deleveraging through cost savings ($2-3 billion/year by year three), growing EBITDA, and strategic refinancing, leverage should decline toward mid-2× by 2027. [1][7]
Strategically, the acquisition is a bold move: it commits Netflix to an even larger content library (HBO, DC Studios, storied franchises) and expands its subscriber base well beyond 300 million overall. But it comes with heightened execution risks—integrating operations, preserving theatrical releases, managing regulatory hurdles (antitrust in multiple jurisdictions) and navigating the ongoing competitive bid from Paramount Skydance, which offers $30/share, all cash, for the entire WBD (including Global Networks). [6][9][17]
Open questions abound: Can Netflix manage its cash flows and cost savings aggressively enough to satisfy ratings agencies? Will regulatory bodies in the U.S., EU, U.K., and elsewhere approve such a consolidation—especially given concerns about market power and dominance? Could Paramount oust Netflix with its cash offer or force modifications to the deal? And how will Discovery Global fare as a standalone asset post-spin off?
Supporting Notes
- Netflix to acquire WBD’s film & TV studios, HBO Max, and related streaming businesses for an enterprise value of ~$82.7 billion, equity value ~$72.0 billion. [4][1]
- Offer to WBD shareholders: $27.75/share comprised of $23.25 cash + $4.50 in Netflix stock with a collar on stock price. [4][1]
- Global Networks (Discovery Global) division will be spun off before deal close, expected by Q3 2026. [4][2]
- Bridge financing: $59 billion unsecured bridge loan led by Wells Fargo (~$29.5 billion), with BNP Paribas and HSBC also participating. [1][3]
- Planned replacement financing: $25 billion in bonds, $20 billion in delayed-draw term loans, $5 billion revolving credit facility. [2][3]
- Projected debt load increase: Netflix’s long-term debt at ~$14.5 billion pre-deal, pro-forma net debt likely rising toward ~$75 billion with net debt/EBITDA at ~3.7× initially; anticipated to fall to mid-2× range by 2027. [7][3]
- Annual cost savings target of $2-3 billion by year three; accretion to GAAP EPS expected by year two post-closing. [4][6]
- Paramount Skydance launched a rival $30/share all-cash bid; WBD board favored Netflix’s offer due to inclusion of Netflix equity and spin-off consideration. [6][9][17]
- Breakup fee: Netflix must pay WBD $5.8 billion if deal fails to close under certain conditions. [5][26]
Sources
- [1] www.ft.com (Financial Times) — 6 December 2025
- [2] finance.yahoo.com (Yahoo Finance / Bloomberg) — 5 December 2025
- [3] fortune.com (Fortune) — 5 December 2025
- [4] newsroom.netflix.com (Netflix Investor News & Events) — 5 December 2025
- [5] fortune.com (Fortune) — 5 December 2025
- [6] www.fool.com (The Motley Fool) — 10 December 2025
- [7] fortune.com (Fortune Intelligence) — 11 December 2025
- [8] www.ainvest.com (AInvest.com) — 5 December 2025
- [9] www.lemonde.fr (Le Monde) — 9 December 2025
- [10] www.forbes.com (Forbes) — 5 December 2025