Netflix Revises Warner Bros. Discovery Acquisition to All-Cash Deal at $27.75 Per Share

1 min read     Updated on 20 Jan 2026, 06:29 PM
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Overview

Netflix announced on January 20, 2026, the revision of its Warner Bros. Discovery acquisition to an all-cash deal at $27.75 per share. The change from the original cash-and-stock combination aims to simplify the transaction structure. Both companies formalized the revision through an amended merger agreement filed with the SEC.

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Netflix disclosed on Tuesday, January 20, 2026, that it has restructured its proposed acquisition of Warner Bros. Discovery into an all-cash transaction, moving away from the original mixed consideration structure. The revision maintains the established per-share price while streamlining the deal mechanics for shareholders.

Transaction Structure Revision

The entertainment giant filed an amended and restated merger agreement with the Securities and Exchange Commission, outlining the key changes to the acquisition terms:

Parameter: Details
Merger Consideration: $27.75 per share
Payment Structure: All-cash transaction
Previous Structure: Cash and Netflix stock combination
Filing Date: January 20, 2026

According to Netflix's SEC filing, the company and WBD have agreed to revise their previously announced transaction structure. The merger consideration of $27.75 per share will now be paid entirely in cash to WBD stockholders, replacing the original combination of cash and Netflix common stock shares.

Strategic Simplification

Netflix stated that the restructuring aims to simplify the transaction structure, potentially making the deal more straightforward for regulatory approval and shareholder acceptance. The all-cash approach eliminates complexities associated with stock valuations and exchange ratios that were part of the original mixed consideration structure.

The revised terms remain subject to the conditions outlined in the amended and restated merger agreement. Both companies have formalized this structural change through proper regulatory filings, indicating their commitment to completing the acquisition under the new framework.

Shareholder Impact

Under the revised agreement, Warner Bros. Discovery shareholders will receive the full $27.75 per share in cash upon completion of the merger. This eliminates any uncertainty related to Netflix stock performance that would have affected the value of the mixed consideration structure in the original deal terms.

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