Netflix’s $82B Warner Bros. Deal Fuels Regulatory Fears and Cuts Shares 36%

NFLXNFLX

Netflix’s viewing hours grew only 2% YoY in H2 2025 despite double-digit revenue growth and strong margins, while ad revenue reached $1.5B in 2025 and is forecast to double by 2026. Its proposed $82B Warner Bros. Discovery acquisition has stoked regulatory and leverage concerns and spurred a 36% share decline.

1. Analyst Raises Rating on Netflix After 36% Stock Decline

Following a steep 36% drop from its mid-2025 peak, a leading Wall Street firm upgraded Netflix to Buy, citing an attractive forward P/E of 26.6 and potential 24% upside if consensus earnings of $3.12 per share for 2026 materialize. The upgrade reflects confidence that Netflix’s core streaming business—bolstered by record 325 million global subscribers—remains robust despite investor concerns over a maturing growth profile.

2. Viewing Hours Growth Signals Engagement Challenge

In the second half of 2025, Netflix reported only 2% year-over-year growth in total viewing hours, down sharply from double-digit gains in prior periods. Management highlighted that slower engagement could constrain future pricing power, even as paid memberships rose 8% year over year. This yellow flag on user engagement underscores the importance of continued content investment and optimization of its lower-priced ad-supported tier, which has grown rapidly since its 2022 launch.

3. Warner Bros. Discovery Deal Presents Execution and Leverage Risk

Netflix’s proposed $82.7 billion all-cash acquisition of Warner Bros. Discovery studio and streaming assets would add blockbuster franchises such as Harry Potter, Game of Thrones and Friends to its library. While the deal could accelerate advertising revenue growth—expected to double again in 2026—it introduces significant integration complexity and elevates leverage. Regulatory scrutiny and a competing hostile bid from Paramount Skydance further cloud the transaction’s likelihood and timing, leaving investors cautious about potential dilution of free cash flow.

4. Advertising Business and Margin Expansion Drive Future Outlook

In 2025 Netflix’s ad-supported tier generated $1.5 billion in revenue, more than doubling from the prior year, yet still represented under 4% of total revenues of $45.2 billion. Management forecasts ad revenue will double again in 2026, while overall operating margin should expand toward 32% driven by higher-margin subscription growth and improved fixed-cost absorption. Guidance for full-year 2026 calls for 12%–14% revenue growth and a 31.5% operating margin, signaling continued profitability momentum despite near-term engagement headwinds.

Sources

SFFFB
+4 more