Netflix’s Acquisition Of Warner Bros. Will be Fully In Cash If Shareholders Vote For Sale

The studios released a joint statement yesterday morning, announcing that Netflix is now prepared for their acquisition of Warner Bros. to be a full cash deal.  The streamer is set to pay $83 billion in cash, with shareholders said to be getting the opportunity to vote on the deal by the end of April.  

This grand total comes out to $27.75 per share for shareholders.  The companies both stated that a cash only deal is beneficial because it, “…simplifies the transaction structure, provides greater certainty of value for WBD stockholders, and accelerates the path to a WBD stockholder vote.”  Prior to this joint announcement, Netflix had the intention of making this acquisition with 84% in cash, with rival Paramount being the only studio attempting to acquire with a full cash bid.  This would’ve left Warner Bros. shareholders at risk of losing value if Netflix’s stock faltered.  In Netflix’s new bid, they have also agreed to reduce the net debt of Discovery Global by $260 million before the cable networks are spun off.  Discovery Global overachieved monetarily in 2025, but the net debt total is still vast with WBD projecting for the net debt to be at $17 billion at the end of June this year, decreasing to $16.1 billion by the end of this year.  WBD anticipates their deal with Netflix to close approximately 12-18 months to the day of the original deal announcement; December 4, 2025, and the hope is that the spin off of Discovery Global will be completed in half of that time frame.

The shape of the Netflix deal has included many variations of debt financing stemming from 3 banks: Fargo, BNP, and HSBC.  The original deal started at $59 billion in debt financing before dropping to $34 billion in the coming days, and the revised deal now is at $42.2 billion according to the SEC.  The deal was given the greenlight by Netflix and WBD boards as Paramount continues to mount a hostile takeover in an effort to prevent Netflix from acquiring WBD.  Paramount Skydance has been steady at $30 per share in an all cash offer for WBD, with CEO David Ellison asserting that there will also be less regulatory concerns and pushback if WBD goes with their bid.  In this standoff, a major point of contention has been the valuation of Discovery Global.  Proxy fillings show that figures WBD posses ensure that in a future acquisition, Discovery Global can be valued between $4 and $7 per share.  Paramount has repeatedly claimed that their deal beats Netflix’s in large part because their belief is that Discovery Global holds zero value on a per share basis, and their hope is to acquire WBD in full without a spin off.  

The shape of a deal between Netflix and WBD has been faced with widespread criticism as it is feared it will cause irreparable damage to the movie theater industry.  Netflix CEO Ted Sarrandos has been quoted calling movie theaters today “outdated” and “not consumer friendly”, asserting that people would prefer to watch movies in the comfort of their own home.  While he’s been forced to backtrack in an attempt to get in the public’s good graces, it is still very unclear what the theatrical window for Warner Bros. films will look like under Netflix.  

There are plenty of examples of films that have maintained strong legs over a number of weeks in theaters, with the most recent example being Avatar: Fire and Ash.  The film has maintained the top spot at the box office each weekend since releasing on December 19th, bringing in over $500 million not counting the first 10 days of release.  Netflix themselves have even experimented with theatrical releases more heavily in 2025, with it being estimated that the brief release of the Stranger Things 5 finale grossed $25 million for theaters.  Warner Bros. themselves had a massive  year at the box office, crossing $4 billion at the global box office all the way back in September with films including: Sinners, A Minecraft Movie, F1: The Movie, and Superman.

This story is far from over and as a true sale of WBD nears, stay turned at MXDWN where we will keep you up to date with all the latest information.

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