$110B Warner‑Paramount Vote Set

Warner Bros. Discovery shareholders will vote April 23 on a proposed $110 billion merger with Paramount‑Skydance — a deal that could redraw the global media map and concentrate greenlight power. The merger has already triggered a Los Angeles County job‑impact review and drawn antitrust and national‑security scrutiny as studios prepare to reallocate content, talent and distribution resources. (reuters.com) (foxbusiness.com) (deadline.com)

Paramount’s offer is an all‑cash $31.00 per WBD share that values Warner Bros. Discovery at roughly $81 billion equity and about $110 billion enterprise value and is backed by an equity package and debt commitments to fund the purchase. (paramount.com) The merger agreement includes a $0.25‑per‑share quarterly “ticking” consideration that kicks in after Sept. 30, 2026, a $7 billion regulatory termination fee payable by Paramount Skydance if regulators block the deal, and Paramount has agreed to cover the $2.8 billion breakup fee WBD owed Netflix. (wbd.com) Warner Bros. Discovery’s board has issued a unanimous recommendation that shareholders approve the Paramount transaction and the company has commenced mailing the definitive proxy; shareholders of record as of 5:00 p.m. ET on March 20, 2026 are eligible to vote. (PR Newswire) (SEC DEFA14A) Paramount says the purchase is supported by about $47 billion of equity financing and roughly $54 billion of committed debt provided by lenders including Bank of America, Citigroup and Apollo to underwrite the transaction. (paramount.com) (Cahill press release) Credit markets reacted: Fitch downgraded Paramount Skydance and related issuers to speculative‑grade (BB+) and S&P put Paramount on CreditWatch with negative implications amid concerns over elevated post‑deal leverage. (Fitch Ratings) (Deadline) Los Angeles County’s Board of Supervisors voted to direct the Department of Economic Opportunity to conduct a comprehensive analysis of the merger’s direct and indirect job impact on the county’s entertainment workforce, while talent such as Eva Longoria has publicly warned that consolidation could threaten jobs and diversity. (Fox Business) (Deadline) Paramount and WBD expect the transaction to close in the third quarter of 2026, subject to regulatory approvals and customary closing conditions, with both companies’ boards having approved the deal. (paramount.com) (paramount press release)

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