NETFLIX INC (NFLX) Risk Factors

Recent key developments

Concrete developments — dated events, named agreements and instruments, legal proceedings — that NETFLIX INC surfaced in its latest filing.

• The WBD transaction may not be completed on the currently contemplated timeline or terms, or at all. In connection with the WBD transaction, we have commitments for up to a $42.2 billion senior unsecured bridge term loan facility, a $5 billion senior unsecured revolving credit facility, and a $20 billion senior unsecured delayed draw term loan facility. Upon completion, we expect to assume additional outstanding debt of WBD, which may include secured debt and/or restrictive covenants. Netflix may be required to pay a $5.8 billion termination fee in certain circumstances. Regulatory agencies may impose requirements, limitations, costs, divestitures, or restrictions on WBD's streaming and studios businesses as a condition of approval.
• We have a lower-priced ad-supported subscription plan.
• We expanded our entertainment video offering to include games and live programming.
• We continue to expand our offering of consumer products and live experiences.
• We have increased enforcement of our terms of use to limit multi-household usage and shared viewing outside of a household.
• The Writers Guild of America collective bargaining agreement expires on May 1, 2026; the SAG-AFTRA and Directors Guild of America agreements expire on June 30, 2026.May 1, 2026
• As of December 31, 2025, we had $14.5 billion aggregate principal amount of senior notes outstanding, some denominated in currencies other than the U.S. dollar, and approximately $5.7 billion of total content liabilities, some denominated in currencies other than the U.S. dollar.December 31, 2025
• We have a $3 billion unsecured revolving credit facility, with no borrowings as of December 31, 2025.December 31, 2025
• In July 2025, the EU committed not to adopt or maintain network usage fees in a joint statement with the United States, though the risk of de facto obligations remains in the EU and certain other jurisdictions.July 2025
• In January 2025, a U.S. federal appeals court overturned the Federal Communications Commission's net neutrality rules.January 2025
• EU revised its Audio Visual Media Services Directive in 2018 to require European works comprise at least 30% of media service providers’ catalogs and require prominence of those works, with certain EU Member States imposing additional investment obligations and levies.2018