Paramount Skydance announced that it has entered into a definitive merger agreement to acquire Warner Bros. Discovery (WBD), in a transaction that will create a leading global media and entertainment company.
According to a statement released by Paramount, the agreement provides for the purchase of all outstanding WBD shares at $31 per share in cash. The transaction has been unanimously approved by the boards of directors of both companies and is expected to close in the third quarter of the year.
If the transaction is not completed by September 30, WBD shareholders will receive 25 cents per share for each quarter until the deal is finalized.
$110 Billion Enterprise Value
Under the agreement, Paramount will acquire WBD at an equity value of $81 billion and a total enterprise value of $110 billion. The companies expect to generate more than $6 billion in synergies, primarily driven by operational efficiencies across the combined organization.
The transaction will be supported by $47 billion in equity financing from the Ellison family and RedBird Capital Partners, along with $54 billion in additional debt financing provided by Bank of America, Citigroup, and Apollo.
Deal Follows Months of Bidding
The agreement comes after months of competitive negotiations. On December 8, 2025, Paramount submitted an initial offer to acquire WBD for $30 per share in cash, representing an enterprise value of $108.4 billion.
That bid followed an earlier agreement between WBD and Netflix. On December 5, 2025, Netflix announced it had reached a deal to acquire WBD — including Warner Bros.’ film and television studios as well as HBO and HBO Max — at a $72 billion equity value and $82.7 billion enterprise value.
WBD’s board initially recommended that shareholders reject Paramount’s offer and support the Netflix transaction. Paramount subsequently revised its proposal multiple times, strengthening its financial terms.
On February 17, WBD announced that Netflix had granted a waiver of certain restrictions under their merger agreement, allowing WBD to engage in discussions with Paramount Skydance during a seven-day window to finalize its best and final offer.
WBD later determined that Paramount’s revised $31-per-share proposal constituted a “superior offer” under the terms of its agreement with Netflix and gave Netflix four business days to submit a revised bid. Shortly thereafter, Netflix declined to increase its offer, stating that matching Paramount’s proposal was no longer financially attractive.
On February 27, Netflix confirmed that its merger agreement with WBD had been terminated and that Paramount Skydance had paid a $2.8 billion termination fee.
Source: Patronlar Dünyası/ Prepared by: İlayda Gök