Paramount Skydance Corporation has entered into a definitive merger agreement to acquire Warner Bros. Discovery in a transaction valuing WBD at an enterprise value of $110 billion. The deal has valued WBD’s equity at $81 billion, with Paramount agreeing to pay $31.00 per share in cash for all outstanding shares.
The Boards of Directors of both companies have unanimously approved the transaction. The merger has been expected to close in Q3 2026, subject to regulatory clearances and WBD shareholder approval, with a vote anticipated in early spring 2026. If the transaction has not closed by September 30, 2026, WBD shareholders will have received a $0.25 per share ticking fee for each quarter until completion.
Paramount has funded the transaction through $47 billion in equity commitments and $54 billion in debt financing. The equity issuance has included new Class B shares priced at $16.02 per share, fully backed by the Ellison Family and RedBird Capital Partners. Debt commitments have come from Bank of America, Citigroup, and Apollo. The proposed merger has not been subject to financing conditions.
The combined entity has brought together film and television studios, streaming services, and linear networks under one umbrella. The merged company has owned a film library of over 15,000 titles and thousands of hours of television programming, including franchises such as Game of Thrones, Mission Impossible, Harry Potter, Top Gun, the DC Universe and SpongeBob SquarePants.
The companies have committed to producing a minimum of 30 theatrical films annually, with 15 feature films per studio each year. Each film has been set to receive a full theatrical release, with at least a 45-day global window before paid video-on-demand availability.
The merger has combined direct-to-consumer platforms including Paramount+, HBO Max and Pluto, creating a unified streaming competitor positioned to expand subscriber growth and monetisation. The company has also held sports rights spanning the NFL, Olympics, UFC, PGA Tour, NHL, Big Ten and Big 12 Football, NCAA College Basketball, and Champions League.
Paramount has expected the acquisition to generate more than $6 billion in synergies through technology integration, corporate efficiencies, and operational streamlining. On a fully synergised basis, the transaction has valued WBD at 7.5x projected 2026 EBITDA.
At closing, the merged entity has anticipated a net debt-to-EBITDA ratio of 4.3x, with a stated path toward investment-grade credit metrics within three years.
In connection with the merger agreement, Paramount has terminated its prior all-cash tender offer for WBD shares.
David Ellison, Chairman and CEO of Paramount, 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 said: “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.”
