10-KPeriod: FY2025

Warner Bros. Discovery, Inc. Annual Report, Year Ended Dec 31, 2025

Filed February 27, 2026For Securities:WBD

Summary

Warner Bros. Discovery, Inc. (WBD) has experienced a transformative year ending December 31, 2025, marked by significant strategic decisions and ongoing operational adjustments. The company's financial performance reflects continued pressures on its linear networks segment, with declining distribution and advertising revenues. However, the Streaming segment demonstrated robust growth, with a 13% increase in total subscribers, primarily driven by the global expansion of HBO Max. The Studios segment also saw a notable increase in revenue and Adjusted EBITDA, buoyed by strong theatrical product performance. A pivotal development during the year was the company's proactive financial management, including substantial debt repurchases and a refinancing strategy, evidenced by the significant gain on extinguishment of debt. Despite these efforts, the company's leverage ratio remains a key focus for investors. The most significant event disclosed is the termination of the Netflix Merger Agreement in favor of the acquisition agreement with Paramount Skydance Corporation (PSKY) on February 27, 2026, which is set to acquire WBD for $31.00 per share in cash, plus potential ticking consideration. This transaction, pending regulatory and shareholder approval, signifies a major strategic shift for the company.

Key Highlights

  • 1The company is subject to a pending acquisition by Paramount Skydance Corporation (PSKY) for $31.00 per share in cash, plus ticking consideration, announced on February 27, 2026.
  • 2Streaming segment revenue grew 5% and subscriber base increased by 13% to 131.6 million, driven by global expansion of HBO Max.
  • 3Studios segment revenue increased 9%, with theatrical product revenue up 15% due to strong film performance.
  • 4Global Linear Networks segment revenue declined 12%, reflecting an 8% decrease in distribution revenue and a 13% decrease in advertising revenue, largely due to declining linear subscribers.
  • 5WBD recorded a gain on extinguishment of debt of $2.96 billion in 2025 due to substantial senior note repurchases.
  • 6Despite a significant goodwill impairment of $9.15 billion in the Global Linear Networks segment in 2024, the company's goodwill remained largely stable in 2025.
  • 7The company terminated its merger agreement with Netflix in connection with entering into the PSKY Merger Agreement, incurring a $2.8 billion termination fee paid by PSKY on behalf of WBD.

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