WBD Reports Termination of Netflix Merger Agreement
Summary
Warner Bros. Discovery, Inc. ("WBD") terminated its Amended and Restated Agreement and Plan of Merger with Netflix, Inc. on February 27, 2026. This action followed WBD's determination on February 26, 2026, that a revised proposal from Paramount Skydance Corporation ("PSKY") constituted a "Company Superior Proposal." Netflix waived its right to negotiate revisions to the Merger Agreement. Concurrently with the termination, WBD entered into an agreement with PSKY, and PSKY, on behalf of WBD, paid a $2,800,000,000 termination fee to Netflix.
Why It Matters
The termination of a previously disclosed material merger agreement with Netflix and the immediate entry into a new agreement with PSKY, accompanied by a substantial $2.8 billion termination fee, represents a significant strategic pivot for WBD, impacting its future business structure and partnerships.
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Key Quote
“On February 26, 2026, WBD provided notice to Netflix that the revised proposal WBD received from Paramount Skydance Corporation ("PSKY") constituted a Company Superior Proposal (as defined in the Merger Agreement) (the "Determination").”
— From Item 1.02
Filing Details
Reported Items
Additional Information
- CIK Number
- 0001065280
- Filing Date
- Friday, February 27, 2026
- Filing Time
- 12:00 AM UTC
- Form Type
- 8-K
- Materiality Level
- high
- Sentiment
- neutral