Paramount Targets Q3 Closing Date for Warner Bros. Discovery Deal


Paramount Skydance has set an ambitious target of closing the Warner Bros. Discovery transaction by the fall as David Ellison’s media conglomerate trumpeted its hard-fought agreement to acquire its much larger rival.

In a statement issued Friday, Ellison, chairman and CEO of Paramount Skydance, said, “From the very beginning, our pursuit of Warner Bros. Discovery has been guided by a clear purpose: to honor the legacy of two iconic companies while accelerating our vision of building a next-generation media and entertainment company. By bringing together these world-class studios, our complementary streaming platforms, and the extraordinary talent behind them, we will create even greater value for audiences, partners and shareholders — and we couldn’t be more excited for what’s ahead.”

David Zaslav, president and CEO of Warner Bros. Discovery emphasized that the new agreement after a whirlwind period when it appeared WBD would be hitched to Netflix marks a good return for WBD shareholders. All in, the deal has an enterprise value of $110 billion, including the $33 billion in debt that WBD has on its books. That represents a multiple of 7.5 times WBD’s “fully synergized” earnings before interest, taxes, depreciation and amortization.

“I’m very pleased with the outcome we achieved for WBD shareholders and the entertainment industry. Our guiding principle throughout this process has been to secure a transaction that maximizes the value of our iconic assets and our century-old studio while delivering as much certainty as possible for our investors. We look forward to working with Paramount to complete this historic transaction,” Zaslav said.

Paramount Skydance has set a March 2 conference call with Wall Street analysts to discuss the finer points of the complicated transaction that is backed by the personal wealth of David Ellison’s father, tech billionaire Larry Ellison, and Middle Eastern sovereign wealth funds. To help raise the cash, Paramount said it plans to issue some $47 billion of new Class B shares at $16.02 per share, “supported by a fully committed investment from the Ellison Family and RedBird Capital Partners.” Gerry Cardinale’s RedBird Capital Partners partnered with Ellison in 2024 to buy what was then Paramount Global for about $8 billion.

In its release, Paramount Skydance sketched out key aspects of the deal and the assets that will be brought together, including enduring entertainment franchises “Friends” to “Star Trek” to “The Godfather” to “Casablanca” to CBS to CNN. It also made commitments in key areas that have been lightning rods as the industry has wrestled with the implications of Hollywood’s largest studio being swallowed by either Netflix or its much smaller rival Paramount Skydance.

For starters, Paramount vows to be a “Hollywood Champion” by maintaining both studios — though many questions remain about how they will be structured and will they have separate reporting structures. The company has committed to release a minimum of 30 movies per year in theaters.

“We will invest in expanding the creative engines at the core of both WBD and Paramount. We will maintain both studios while prioritizing the attraction and retention of world-class creative talent, strengthening our ability to deliver a broad pipeline of high-quality content, including 15 theatrical feature films per year per studio, for our combined platforms and third-party distribution partners,” the company stated.

Paramount also reiterated its pledge to invest in and protect the exclusive theatrical window for films, which was a big source of hubbub when Netflix was poised to buy WBD.

“Every film will receive a full theatrical release, with a minimum 45-day window globally before becoming available on paid video-on-demand (VOD), with the intention of 60-90 days or more to maximize the audience for our most successful releases,” Paramount said.

“Both studios will continue to support a vibrant third-party ecosystem by licensing their films and shows across their own and third-party platforms, while remaining active buyers of content from third-party studios and independent producers. Following its theatrical run, each film will transition to the current industry standard home video window, preserving paid video-on-demand prior to availability on subscription streaming services. Paramount will continue to adhere to specific windowing regimes in geographies it operates in, including in France where Paramount maintains its windowing commitments,” the company said.

In total, the combined Paramount and Warner Bros. Discovery will have a library of film more than 15,000 titles and thousands of hours of television programming.

The company also touted its combined sports portfolio that includes CBS’ NFL rights, Warner Bros. Discovery’s European rights to Olympics coverage, the NCAA’s March Madness basketball tournament, NHL games and UFC. Paramount said it would work to harmonize the distribution across its combined footprint, “thereby giving sports fans easier access to more of the content they want in one place.”


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