Netflix Reaches Definitive Deal to Acquire Warner Bros. Studios and HBO Assets for $72 Billion

Overview

• Warner Bros. Discovery shareholders will receive $27.75 per share in cash and stock, valuing the equity at about $72 billion and the enterprise at roughly $82.7 billion including debt, with boards of both companies approving the deal.
• The purchase covers Warner Bros. film and TV studios and HBO/HBO Max, transferring franchises such as Harry Potter, DC and Game of Thrones, and Netflix says it intends to maintain theatrical releases for Warner films.
• About 84% of the consideration is cash, and Netflix secured committed debt financing from Wells Fargo, BNP Paribas and HSBC, with reports of a $5 billion reverse break fee if regulators block the transaction.
• Netflix outbid Paramount/Skydance and Comcast in a competitive auction, while Paramount has accused Warner of running a process that favored Netflix.
• Regulatory scrutiny is expected from U.S. and international authorities, lawmakers have flagged concerns, and Warner’s Discovery Global networks must be spun off, with the companies guiding to a 12–18 month path to close and projecting $2–3 billion in annual cost synergies by year three.