---
title: "Netflix → Warner Bros. (studios and HBO Max)"
url: "https://mahouse.world/ma-deals/netflix-buy-warner-bros-studios-and-hbo-max-2025"
type: "M&A deal"
year: "2025"
---

# Netflix → Warner Bros. (studios and HBO Max)

Netflix, long a builder rather than a buyer, agreed in December 2025 to pay $82.7bn including debt for Warner Bros.' studios, HBO and HBO Max — then walked away within twelve weeks, collecting a $2.8bn break fee, when Paramount Skydance outbid it for the whole of Warner Bros. Discovery.

Netflix agreed to buy the studios and HBO Max but withdrew in February 2026 when the Warner board accepted a higher Paramount Skydance bid.

- **Acquirer:** Netflix (United States)
- **Target:** Warner Bros. (studios and HBO Max) (United States)
- **Value:** $82.7B
- **Announced:** December 2025
- **Outcome:** Terminated
- **Sector:** Media
- **Deal type:** acquisition

## Why it mattered

Warner Bros. Discovery (WBD) had announced in June 2025 that it would separate its studios and streaming from its cable networks. Paramount Skydance wanted the whole company; its unsolicited proposals rose from about $19 a share in September to $23.50 in October, and after rejecting them WBD's board opened an auction on 21 October. Netflix won it on 5 December with $27.75 a share in cash and stock for the studios, HBO and HBO Max — an enterprise value of $82.7bn, equity of $72.0bn — while WBD shareholders would keep the cable business as a new company, Discovery Global. Netflix lined up a $59bn bridge loan and accepted a $5.8bn fee if antitrust review blocked the deal; WBD owed $2.8bn if it left for a better offer.

Paramount answered with a hostile $30-a-share cash tender for all of WBD on 8 December. The Justice Department sent Netflix and WBD a second request on 16 January 2026, and on 20 January Netflix switched to all cash at the same price. In February Paramount raised its offer to $31, agreed to pay Netflix's break fee and added a ticking fee for delay. On 26 February WBD's board declared that bid superior; Netflix declined to match, calling the deal "no longer financially attractive", and WBD terminated the agreement the next day.

## What it left behind

Netflix received the $2.8bn in cash, paid by Paramount on WBD's behalf, which lifted its first-quarter 2026 earnings. Its co-chief executives called Warner Bros. a "nice to have" at the right price, not a "must have" at any price. Paramount's $31 cash deal was approved by WBD shareholders on 23 April 2026 and cleared by the Justice Department in June, but California and 11 other states sued in July. They settled on 21 September in return for film-output and US production commitments, subject to court approval; as of 29 September 2026 the purchase had not closed, and Paramount was raising about $44.4bn of notes to fund it. A signed agreement proved a floor, not a finish line: once a rival was willing to pay the break fee, the only question was who would go higher, and the bidder with a firm walk-away price left with cash instead of debt.

Source: https://about.netflix.com/en/news/netflix-to-acquire-warner-bros