Netflix changes Warner Bros. Discovery deal to all-cash, keeping $27.75 per share value

Netflix and Warner Bros. Discovery said they have amended their agreement so that Netflix’s planned acquisition of Warner Bros. becomes an all-cash transaction. The companies kept the headline valuation at $27.75 per WBD share, but removed the earlier mix of cash-and-stock mechanics, pitching the change as a way to increase “value certainty” for shareholders. ([ir.netflix.net](https://ir.netflix.net/investor-news-and-events/financial-releases/press-release-details/2026/Netflix-and-Warner-Bros--Discovery-Amend-Agreement-to-All-Cash-Transaction/?utm_source=openai))

The revised structure is also intended to speed up the process. Netflix and WBD said the change should accelerate the path to a stockholder vote, with an expected vote date by April 2026, and noted that WBD filed a preliminary proxy statement as part of the updated timeline. ([ir.netflix.net](https://ir.netflix.net/investor-news-and-events/financial-releases/press-release-details/2026/Netflix-and-Warner-Bros--Discovery-Amend-Agreement-to-All-Cash-Transaction/?utm_source=openai))

Under the companies’ plan, WBD shareholders would still receive the additional value of shares in Discovery Global following its separation from WBD. Netflix said the all-cash deal would be financed through a mix of cash on hand, credit facilities and committed financing. ([ir.netflix.net](https://ir.netflix.net/investor-news-and-events/financial-releases/press-release-details/2026/Netflix-and-Warner-Bros--Discovery-Amend-Agreement-to-All-Cash-Transaction/?utm_source=openai))

Executives framed the shift as simplifying a complicated transaction while keeping the economic value intact. Netflix co-CEOs and WBD leadership argued the combined company would broaden consumer choice, expand film and TV investment, and strengthen production capacity — claims that will be weighed against regulatory scrutiny and competitive concerns. ([ir.netflix.net](https://ir.netflix.net/investor-news-and-events/financial-releases/press-release-details/2026/Netflix-and-Warner-Bros--Discovery-Amend-Agreement-to-All-Cash-Transaction/?utm_source=openai))

The amended deal remains subject to typical closing conditions, including WBD shareholder approval and regulatory clearances. Netflix and WBD said they are engaging with competition authorities in the U.S. and Europe, and emphasized they remain committed to completing the transaction on the previously described timeline after the related corporate separation work is done. ([ir.netflix.net](https://ir.netflix.net/investor-news-and-events/financial-releases/press-release-details/2026/Netflix-and-Warner-Bros--Discovery-Amend-Agreement-to-All-Cash-Transaction/?utm_source=openai))

For investors, the practical change is straightforward: rather than betting on how Netflix’s stock price might move before closing, WBD shareholders are being offered a fixed cash payout per share plus whatever value ultimately comes from the Discovery Global spinoff. That tradeoff can reduce market uncertainty but also concentrates the decision on regulatory risk and the credibility of integration plans in a rapidly shifting streaming and media environment.