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NFLX · CIK 1065280

What Netflix, Inc. told the SEC could break it.

The biggest thing Netflix flagged is its pending acquisition of Warner Bros. Discovery's streaming and studios businesses, which hinges on governmental and regulatory approvals it may not get — a failure that could carry a $5.8 billion termination fee. Beyond the deal, its exposures lean financial: most of its revenue (56%) comes in currencies other than the dollar, and it carries $24.0 billion in committed content obligations, alongside smaller non-income tax assessments in Brazil.

4 self-disclosed vulnerabilities, pulled from its own filings — each in the company’s words, with the source. This is the risk register almost nobody reads.

In its own words

What could break it.

Regulatory & policy

  • WBD acquisition — regulatory-approval condition and $5.8B termination feehigh

    Netflix's pending acquisition of Warner Bros. Discovery's streaming and studios businesses is conditioned on governmental/regulatory approvals; failure to satisfy conditions could delay or prevent the deal and trigger a $5.8 billion termination fee in certain circumstances.

    Consummation of the WBD transaction is conditioned on, among other things, obtaining necessary governmental and regulatory approvals. If any of the conditions to the WBD transaction are not satisfied, it could delay or prevent the WBD transaction from occurring, which could result in Netflix's obligation to pay a $5.8 billion termination fee in certain specified circumstances.

    SEC filing →As of 2026
  • Brazil non-income tax assessmentslow

    Netflix recorded increased other cost of revenues driven by non-income tax assessments in Brazil, though it does not expect these to materially impact future results.

    a $1,116 million increase in other cost of revenues, primarily driven by non-income tax assessments in Brazil.

Currency (FX)

  • 56% of revenue in non-USD currencies (Euro, GBP, BRL, MXN, CAD, ARS)medium

    Currencies other than the U.S. dollar accounted for 56% of revenue and 31% of operating expenses in 2025 — primarily Euro, British pound, Brazilian real, Mexican peso, Canadian dollar and Argentine peso — creating material foreign-currency exposure.

    Currencies denominated in other than the U.S. dollar accounted for 56% of revenue and 31% of operating expenses for the year ended December 31, 2025.

    SEC filing →As of 2026

Liquidity & debt

  • $24.0 billion of content obligationsmedium

    As of December 31, 2025, Netflix had $24.0 billion of content obligations ($4.1B current content liabilities, $1.6B non-current, with the balance not yet reflected on the balance sheet) — large committed future cash outflows for content.

    At December 31, 2025, the Company had $ 24.0 billion of obligations comprised of $ 4.1 billion included in “Current content liabilities” and $ 1.6 billion of “Non-current content liabilities” on the Consolidated

    SEC filing →As of 2026

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