Full Breakdown
Warner Bros. Discovery Shareholders Approve Paramount Skydance $111 Billion Takeover
4/25/2026, 11:45:25 AM
Approval
On April 23, Warner Bros. Discovery shareholders voted to adopt the Paramount Skydance merger. The vote was described as “overwhelmingly” in favor, though the exact tally was not disclosed. The $31-per-share cash offer is about four times the price a year earlier.
Finance
The deal values Warner Bros. Discovery at $111 billion, debt included. Paramount secured a $45.7 billion equity guarantee from Larry Ellison and $54 billion of debt from Bank of America, Citibank and Apollo. They project $6 billion in savings and a “ticking-fee” clause that raises the price if closing slips September 30. Reported payouts for CEO David Zaslav range $550 million–$887 million.
Statements
Paramount said the merger will create a company, merging HBO Max with Paramount+ and keeping HBO. WBD board chair Samuel A. Di Piazza Jr. said the firm will expand choice, support talent, and that CEO David Zaslav called the vote a milestone delivering value.
Opposition
Elizabeth Warren, Cory Booker, WGA West and 4,000 creatives oppose the merger, citing job losses, competition and hikes. Critics also note Paramount CEO David Ellison’s ties to President Donald Trump and warn CNN’s editorial independence could be compromised. Shareholders rejected a $886-million package for Zaslav.
Conflicts
Sources differ on the undisclosed vote count. Reported Zaslav payouts range from $550 million to $887 million. Closing dates are given as either the end of September 2026 or Q3 2026. U.S. Justice Department continues antitrust review, while European Commission notes the combined firm would hold under 20 percent market share but needs clearance.
Quotes
- “Shareholder approval marks another important milestone towards completing our acquisition of Warner Bros. Discovery, building on our successful equity and debt syndications and progress across regulatory approvals.” — Paramount
- “The Paramount-Warner Bros. merger isn’t a done deal.” — Sen. Elizabeth Warren
- “This is already an incredibly consolidated industry where writers have seen merger after merger leave fewer and fewer companies in control of what our members can get paid to write.” — Michele Mulroney, WGA West President
- “We appreciate the support and confidence our stockholders have placed in us to unlock the full value of our world-class entertainment portfolio.” — Samuel A. Di Piazza Jr., WBD Board Chair
Impact
The merger would combine two legacy studios, two streaming services and the news outlets CBS and CNN, reducing U.S. film studios to four. Analysts anticipate layoffs, higher subscription fees and greater market power, raising concerns about competition, content diversity and political influence over news.
Next
The deal now seeks clearance from the U.S. Justice Department, state attorneys general and the European Commission. Antitrust lawsuits may follow, and the “ticking-fee” clause pressures a September 30 close. Integration plans include merging HBO Max with Paramount+ and later assessing a CBS News-CNN combination, targeting a Q3 2026 close.
