Netflix has entered into two senior unsecured credit agreements totaling $25 billion, replacing a prior bridge commitment letter. The new facilities are intended to provide permanent financing for the cash portion of its proposed merger with Warner Bros. Discovery, Inc. (WBD), as well as to cover related fees and expenses.

Key Details

  • Total Financing: The financing consists of a $5 billion revolving credit facility and a $20 billion delayed draw term loan credit facility.
  • Term Loan Structure: The $20 billion delayed draw term loan is split into two tranches: a $10 billion two-year facility and a $10 billion three-year facility.
  • Purpose of Funds: Proceeds are primarily designated to pay the cash portion of the purchase price under the Merger Agreement with WBD, dated December 4, 2025, and to pay related transaction costs and refinance certain debt.
  • Key Terms: The agreements, dated December 19, 2025, include customary covenants, such as maintaining a minimum consolidated EBITDA to consolidated interest expense ratio of 3.0 to 1.0. Wells Fargo Bank, N.A. is the administrative agent.