Kalifornský generální prokurátor Rob Bonta zrušil pondělní plánované jednání o narovnání s Paramount Skydance kvůli navrhované akvizici Warner Bros. Discovery a obvinil firmu z jednání v dobré víře. Spor o antimonopolní žalobu tak zůstává nevyřešený.
California Attorney General Rob Bonta canceled Monday’s planned settlement meeting with Paramount Skydance (Paramount Skydance Corp (NASDAQ:PSKY) over the company’s proposed acquisition of Warner Bros. Discovery, accusing Paramount of acting in bad faith.
According to a report in The New York Times, Bonta’s office accused Paramount of leaking and misrepresenting details from a preliminary meeting held Friday, prompting the attorney general to call off talks that were intended to explore a settlement.
The canceled meeting came after reports that California was expected to seek the sale of some cable channels and structural safeguards separating the companies' movie studios as conditions for settling the antitrust case.
California and 11 other states sued last month to block the transaction, arguing the combination would reduce competition in theatrical film distribution and cable television and could hurt consumers, theaters and workers.
Paramount has pledged to release at least 30 theatrical films a year after the merger, but the states have argued that commitment would not adequately address their antitrust concerns.
Paramount’s proposed acquisition values Warner Bros. Discovery at $81 billion in equity value and $110 billion in enterprise value, which includes debt and other liabilities assumed in the transaction.
The Justice Department and regulators in dozens of other countries have cleared the transaction, but the state lawsuits remain a major obstacle to closing the deal.
Paramount faces financial pressure to complete the transaction, with Warner Bros. Discovery shareholders entitled to a quarterly ticking fee if the deal remains unclosed after September 30.
The breakdown in settlement discussions leaves the antitrust case unresolved as Paramount seeks to complete one of the largest media transactions in the industry.
Paramount Skydance prodloužila lhůtu pro své hotovostní nabídky a nabídky na výměnu dluhopisů Warner Bros. Discovery do 4. září 2026. K 21. srpnu bylo nabídnuto asi 64,26 % tender dluhopisů a 73,82 % exchange dluhopisů.
, /PRNewswire/ -- Paramount Skydance Corporation (NASDAQ: PSKY) ("Paramount") today announced the extension of the Expiration Dates in connection with the previously announced (i) offers to purchase (the "Tender Offers" and each, a "Tender Offer") for cash, upon the terms and subject to the conditions set forth in the related offer to purchase (the "Offer to Purchase"), any and all of the identified notes in each series of the Existing Tender Offer Notes (defined by reference to the table set forth below) issued by Discovery Global Holdings, Inc. (formerly WarnerMedia Holdings, Inc.) (the "DGH Issuer") and Discovery Communications, LLC (the "DCL Issuer" and together with the DGH Issuer, each a "WBD Issuer" and collectively the "WBD Issuers"), as applicable, and (ii) offers to exchange (the "Exchange Offers" and each, an "Exchange Offer" and, together with the Tender Offers, the "Offers" and each, an "Offer"), upon the terms and subject to the conditions set forth in the related exchange offer memorandum (the "Offering Memorandum"), any and all of the identified notes in each series of the Existing Exchange Offer Notes (defined by reference to the table set forth below) (together with the Existing Tender Offer Notes, the "Offer Notes") issued by the applicable WBD Issuer for notes to be newly issued by Paramount.
The Expiration Dates for the Tender Offers and Exchange Offers (as defined in each of the Offer to Purchase and Offering Memorandum, respectively) have been extended to 5:00 p.m., New York City time, on September 4, 2026, unless further extended. The Settlement Dates for the Tender Offers and Exchange Offers (as defined in each of the Offer to Purchase and Offering Memorandum, respectively) will occur promptly after the Expiration Date and are currently anticipated to occur in the third quarter of 2026. Paramount anticipates extending the Expiration Date for such Tender Offers and Exchange Offers until such time that would result in the Settlement Dates occurring on or promptly following the closing date of the proposed acquisition (the "Acquisition") by Paramount of Warner Bros. Discovery, Inc. ("WBD"). Tenders of the Offer Notes in the Offers may be withdrawn at any time prior to the Expiration Date. The aforementioned extensions further extend the Expiration Dates previously extended by Paramount on June 12, 2026, June 26, 2026, July 13, 2026, July 17, 2026, July 24, 2026, July 31, 2026, August 7, 2026, and August 17, 2026.
As of 5:00 p.m., New York City time, on August 21, 2026, approximately 64.26% and 73.82% of the aggregate principal amount of the Existing Tender Offer Notes and Existing Exchange Offer Notes, respectively, have been validly tendered in the applicable Offers. As Paramount previously announced that it anticipates extending the Offers to align with the closing date of the Acquisition, Paramount does not view these figures to be representative of the final results of the applicable Offers.
Information about each series of Offer Notes eligible to participate in the Offers is summarized below.
Type of Offer
Offer Notes to be Tendered
or Exchanged, as
Applicable
Issuer of Offer Notes
CUSIP No. / Common Code
/ ISIN Eligible to
Participate in the Offers (1)
Aggregate Principal
Amount of Offer Notes
Eligible to Participate in the
Offers (2)
Tender Offer
3.950% Senior Notes due
2028
DCL Issuer
25470D CP2
US25470DCP24
$1,234,458,000
Exchange Offer
4.125% Senior Notes due
2029
DCL Issuer
25470D CQ0
US25470DCQ07
$655,825,000
Exchange Offer
3.625% Senior Notes due
2030
DCL Issuer
25470D CR8
US25470DCR89
$914,183,000
Exchange Offer
5.000% Senior Notes due
2037
DCL Issuer
25470D CS6
US25470DCS62
$453,281,000
Exchange Offer
6.350% Senior Notes due
2040
DCL Issuer
25470D CT4
US25470DCT46
$438,102,000
Exchange Offer
4.950% Senior Notes due
2042
DCL Issuer
25470D CU1
US25470DCU19
$130,366,000
Exchange Offer
4.875% Senior Notes due
2043
DCL Issuer
25470D V91
CV9US25470DC
$141,584,000
Exchange Offer
5.200% Senior Notes due
2047
DCL Issuer
25470D W74
CW7US25470DC
$3,161,000
Exchange Offer
5.300% Senior Notes due
2049
DCL Issuer
25470D X57
CX5US25470DC
$247,860,000
Tender Offer
3.755% Senior Notes due
2027
DGH Issuer
254948 AH5
US254948AH58
254948 AN2
US254948AN27
U25483 AA3
USU25483AA38
$1,189,336,000
Exchange Offer
4.054% Senior Notes due
2029
DGH Issuer
254948 AJ1
US254948AJ15
254948 AP7
US254948AP74
U25483 AB1
USU25483AB11
$1,353,828,000
Exchange Offer
4.279% Senior Notes due
2032
DGH Issuer
254948 AK8
US254948AK87
254948 AQ5
US254948AQ57
$2,691,764,000
Exchange Offer
5.050% Senior Notes due
2042
DGH Issuer
254948 AL6
US254948AL60
254948 AR3
US254948AR31
U25483 AD7
USU25483AD76
$4,104,687,000
Exchange Offer
5.141% Senior Notes due
2052
DGH Issuer
254948 AM4
US254948AM44
254948 AS1
US254948AS14
$949,883,000
Exchange Offer
4.302% Senior Notes due
2030
DGH Issuer
XS3393993285
339399328
€234,382,000
Exchange Offer
4.693% Senior Notes due
2033
DGH Issuer
XS3393994507
339399450
€316,641,000
__________
(1)
No representation is made as to the correctness or accuracy of the identifiers listed in this press release or printed on the Offer Notes. Such identifiers are provided solely for the convenience of the holders.
(2)
Represents the aggregate principal amount of Offer Notes outstanding that are eligible to participate in the Offers.
The Exchange Offers are being made pursuant to an exemption from the registration requirements of the U.S. Securities Act of 1933, as amended (the "Securities Act"), and the rules and regulations of the Securities and Exchange Commission (the "SEC") promulgated thereunder, and are also not being registered under any state or foreign securities laws. Any securities offered pursuant to the Exchange Offers may not be offered or sold in the United States or to any U.S. persons (as defined below) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Exchange Offers will only be made, and the securities offered pursuant to the Exchange Offers are only being offered and issued, to holders of applicable Existing Exchange Offer Notes who are (a) reasonably believed to be "qualified institutional buyers" as defined in Rule 144A under the Securities Act or (b) not "U.S. persons," as defined in Rule 902 of Regulation S under the Securities Act (such holders, "Eligible Holders"), and only Eligible Holders who have completed and returned the eligibility certification are authorized to receive or review the Offering Memorandum or to participate in the Exchange Offers. The eligibility certification is available electronically at: https://gbsc-usa.com/eligibility/paramount.
GeneralEach Offer is a separate offer, and each may be individually consummated, amended, extended, terminated, or withdrawn, subject to certain conditions and applicable law, at any time in Paramount's sole discretion, and without also consummating, amending, extending, terminating, or withdrawing any other Offer with respect to any other series of Offer Notes. Paramount may terminate an Offer if any of the conditions of such Offer described in the Offer to Purchase or Offering Memorandum, as applicable, are not satisfied or waived by the applicable Expiration Date, subject to applicable law. In addition, Paramount may waive the conditions to an Offer without extending such Offer in accordance with applicable law.
The Offers are being made solely by Paramount and are not being made by WBD or the WBD Issuers. None of Paramount, WBD, the WBD Issuers, the Dealer Managers, the Exchange Agent (as defined below), the Information Agent (as defined below), the trustees under each of the indentures governing the Offer Notes, the trustee or collateral agent under the indenture that will govern the notes to be issued in the Exchange Offers, or any affiliate of any of them makes any recommendation as to whether any holder of Offer Notes should tender or refrain from tendering all or any portion of the principal amount of such holder's Offer Notes for cash or notes to be issued in the Exchange Offers. No one has been authorized by any of them to make such a recommendation. Holders must make their own decision whether to tender Offer Notes in any Offer and, if so, the amount of Offer Notes to tender.
Only Eligible Holders may receive a copy of the Offering Memorandum and participate in the Exchange Offers. Paramount has engaged Global Bondholder Services Corporation to act as the exchange agent (in such capacity, the "Exchange Agent") and information agent (in such capacity, the "Information Agent") for the Offers. Questions concerning the Offers, or requests for additional copies of the Offer to Purchase or Offering Memorandum or other related documents, may be directed to Corporate Actions by telephone at (855) 654-2014 (U.S. toll-free) or (212) 430-3774 (banks and brokers) or by email at [email protected]. Holders should also consult their broker, dealer, commercial bank, trust company or other institution for assistance concerning the Offers. The Exchange Offer documents and the Tender Offer documents can be accessed at the following link: https://gbsc-usa.com/paramount.
Paramount has engaged BofA Securities and Citigroup as dealer managers (in such capacity, the "Dealer Managers") for the Offers. Holders with questions regarding the Offers should contact BofA Securities, Inc. at +1 (888) 292-0070 (toll-free) or +1 (980) 388-3646 (collect) or [email protected] or Citigroup Global Markets Inc. at +1 (800) 558-3745 (toll-free) or +1 (212) 723-6106 or [email protected]. Latham & Watkins LLP is serving as legal counsel to Paramount and Cahill Gordon & Reindel LLP is serving as legal counsel to the Dealer Managers.
This press release is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any security, and does not constitute an offer, solicitation, or sale of any security in any jurisdiction in which such offer, solicitation, or sale would be unlawful.
About Paramount, a Skydance CorporationParamount, a Skydance Corporation is a next-generation global media and entertainment company, comprised of three business segments: Studios, Direct-to-Consumer, and TV Media. PSKY's portfolio unites legendary brands, including Paramount Pictures, Paramount Television, CBS, CBS News, CBS Sports, Nickelodeon, MTV, BET, Comedy Central, Showtime, Paramount+, Pluto TV, and Skydance Animation, Film, Television, Interactive/Games, and Paramount Sports Entertainment.
PSKY-IR
Cautionary Note Concerning Forward-Looking StatementsThis communication contains "forward-looking statements" regarding the Acquisition and the other transactions referred to herein. The reader is cautioned not to rely on these forward-looking statements. These statements are based on current expectations of future events. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from the expectations and projections of Paramount. Risks and uncertainties include, but are not limited to: the risk that the closing conditions for the Acquisition will not be satisfied, including the risk that clearances under applicable antitrust or regulatory laws will not be obtained or will be obtained subject to conditions that are not anticipated; the possibility that the transactions described herein will not be completed in the expected timeframe or at all; the occurrence of any event, change or other circumstances that could give rise to the termination of the Acquisition; potential adverse effects to the businesses of Paramount or WBD during the pendency of the Acquisition, such as employee departures or distraction of management from business operations; negative effects of the announcement or the consummation of the Acquisition on the market price of WBD or Paramount stock; the risk of stockholder litigation relating to the Acquisition, including resulting expense or delay; the potential that the expected benefits and opportunities of the Acquisition, if completed, may not be realized or may take longer to realize than expected; risks related to the streaming business of the post-Acquisition combined business (the "Combined Company"); the adverse impact on the Combined Company's advertising revenues as a result of changes in consumer behavior, advertising market conditions, and deficiencies in audience measurement; risks related to operating in highly competitive and dynamic industries; the unpredictable nature of consumer behavior, as well as evolving technologies and distribution models; risks related to the Combined Company's decision to invest in new businesses, products, services, and technologies, and the evolution of the Combined Company's business strategy; the potential for loss of carriage or other reduction in, or the impact of negotiations for, the distribution of the Combined Company's content; damage to the Combined Company's reputation or brands; losses due to asset impairment charges for goodwill, content and long-lived assets, including finite-lived intangible assets; liabilities related to discontinued operations and former businesses; increasing scrutiny of, and evolving expectations for, sustainability initiatives; evolving business continuity, cybersecurity, privacy and data protection and similar risks; challenges in protecting and maintaining the Combined Company's intellectual property rights; domestic and global political, economic and regulatory factors affecting the Combined Company's business generally or the Acquisition; the inability to hire or retain key employees or secure creative talent; disruptions to the Combined Company's operations as a result of labor disputes; risks and costs associated with the integration of, and Paramount's ability to integrate, the businesses of Paramount Global, Skydance Media, LLC, and WBD successfully and to achieve anticipated synergies, including in the amounts or on the timelines anticipated to realize such synergies; litigation related to the Acquisition and other matters or transactions; risks associated with the Combined Company's holding company structure, including its dependence on distributions from its subsidiaries to meet tax obligations and other cash requirements; risks related to our indebtedness, including our substantial outstanding debt obligations, our ability to incur substantially more debt and our ability to meet the financial and other covenants contained in the agreements governing the indebtedness of Paramount, WBD, or the Combined Company. A further list and description of these risks, uncertainties and other factors and the general risks associated with the respective businesses of Paramount and WBD can be found in Paramount's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on February 25, 2026, including in the sections captioned "Cautionary Note Concerning Forward-Looking Statements" and "Item 1A. Risk Factors," Paramount's most recently filed Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, filed with the SEC on August 4, 2026, including in the sections captioned "Cautionary Note Concerning Forward-Looking Statements" and "Item 1A. Risk Factors," and Paramount's subsequent filings with the SEC, and in WBD's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on February 27, 2026, including in the section captioned "Item 1A. Risk Factors," WBD's Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, filed with the SEC on August 6, 2026, and WBD's subsequent filings with the SEC. Neither Paramount nor WBD undertakes to update any forward-looking statement as a result of new information or future events or developments, except as required by law.
Paramount Skydance žádá státy, které žalobou blokují fúzi s Warner Bros. Discovery, aby složily záruku 1,88 miliardy USD na pokrytí nákladů z prodlení. Firma tvrdí, že ji zpoždění už stojí miliardy na běžících poplatcích.
Paramount Skydance will seek to force the states holding up its merger with Warner Bros. Discovery to pay for the fees and costs associated with the delay, according to a new filing in the antitrust case Monday.
Paramount is requesting a $1.88 billion bond that would be posted by the states behind the lawsuit. In July, a dozen state attorneys general led by California's Rob Bonta filed to challenge the proposed $110 billion merger between Paramount and WBD.
The proposed deal would combine two storied film studios — Paramount and Warner Bros. — as well as put together a sprawling portfolio of pay TV networks in the U.S. and streaming platforms HBO Max and Paramount+.
The group of state attorneys general said in its initial filing that the merger would violate the Clayton Antitrust Act, which is the more-than-100-year-old law that prohibits anticompetitive mergers and acquisitions.
In a statement from a Paramount spokesperson, the company pointed to the Clayton Antitrust Act and other federal law that calls on the plaintiffs — or states in this case — being required "to post a bond covering the potential harm from halting a transaction to litigate."
"Here, every month of delay carries substantial and quantifiable financial consequences," Paramount said in its statement.
A representative from Bonta's office didn't immediately respond to a request for comment on Monday.
Paramount has received regulatory approvals from the Antitrust Division of the U.S. Department of Justice, as well as all other global jurisdictions needed to move forward with the merger. But last month, Paramount agreed to delay the proposed acquisition to as late as June 2027 while the state AGs' case heads to trial.
Paramount long planned to have the deal closed by the end of September. The delay could prove costly for Paramount.
Paramount agreed to a so-called ticking fee under the terms of the merger agreement, meaning that beginning Sept. 30 it would pay WBD shareholders an additional 25 cents per share, per quarter, until the deal closes. The amount could add up to roughly $650 million in cash value per quarter.
"By the time trial concludes and the parties submit their final briefs, Paramount will have paid Warner Bros. shareholders an unrecoverable $1.3 billion in ticking fees alone," Paramount said in the filing. "Delay also threatens to nullify the regulatory approvals that Defendants have already spent months securing."
"Absent security, even a complete victory on the merits would not restore a dollar of those extraordinary losses. That is precisely why federal law requires plaintiffs to provide security as a condition for receiving preliminary relief such as the court-approved order," the filing says.
In Paramount's statement, the company said that the $1.88 billion amount is a "straightforward calculation of the maximum potential ticking consideration and financing costs from this litigation."
However, the statement goes on to add that these are not the only costs associated with delaying the deal: "By virtue of what will be at least an eight-month delay in closing, there will be no integration and no ramped-up investment in content, production, and creative talent by the combined company. Of course, in addition, employees of both Paramount and WBD are also harmed by the uncertainties caused by the delay."
In addition to California, the group of states suing to block the merger includes Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon and Washington.
Tržní sázky dál dávají Paramount Skydance 74% šanci na převzetí Warner Bros. Discovery do července 2027, ale spor s 12 státními žalobci zvyšuje riziko, že transakce padne.
Prediction markets traders still see Paramount Skydance as likely to succeed in its bid to acquire Warner Bros. Discovery, but a battle in court with 12 state attorneys general is increasing the chances that the merger falls through.
Traders on prediction market platform Kalshi think that there's a 74% likelihood that Paramount will acquire Warner Bros. by July 2027, while there are 22% odds that a deal doesn't go through by that date.
Before California and 11 other states sued to block the merger on July 13, odds Paramount would succeed in acquiring the company were over 80%. However, the likelihood the merger would be successful fell to as low as 66% on July 24 when Paramount announced it would delay the acquisition to 2027.
On Kalshi, speculators are asked in the market who will successfully take over Warner Bros. before July 2027, and contracts are resolved from news reports, official press releases and or government filings.
Meanwhile, on platform Polymarket, odds are a similar 23% that no acquisition succeeds by June 30, 2027. The contracts on Polymarket are resolved using a consensus of reporting.
The merger's termination date is March 4, 2027, and that date automatically extends to June 4, 2027 if only regulatory obstacles remain.
A federal judge set a March 2027 trial date for the states' lawsuit. Paramount said before the date was announced that it wouldn't complete the acquisition until court rules on the states' claims or until June 1, 2027, whichever comes first. If the deal doesn't close by Sept. 30, Paramount will owe 25 cents per share, per quarter to Warner Bros. shareholders until the transaction is finalized.
Last week, the Directors Guild of America and International Alliance of Theatrical Stage Employees wrote a letter to California Attorney General Rob Bonta — who has taken the lead in the states' case against the merger — and Paramount CEO David Ellison, calling on them to negotiate a solution or push to move the start date of the trial earlier to avoid prolonged uncertainty.
Disclosure: CNBC and Kalshi have a commercial relationship that includes customer acquisition and a minority investment.
David Ellison zvažuje přesun CBS News z New Yorku, aby získal výhodu v právním sporu s generálními prokurátory státu New York a Kalifornie. Rob Bonta vede koalici 12 států. Paramount zároveň uvažuje o přesunu části produkce z Kalifornie a od 1. října by musel platit 7 milionů dolarů denně, pokud se spor nevyřeší.
Paramount boss David Ellison is considering moving CBS News out of the Big Apple as his legal battle with New York and California’s attorneys general is heating up, The Post has learned.
One point of leverage for Ellison is potentially moving his news operations out of New York City as California AG Rob Bonta leads a coalition of 12 lefty states in an effort to block Paramount’s $110 billion acquisition of Warner Bros. Discovery, people close to Paramount told The Post on Wednesday.
Paramount Skydance CEO David Ellison speaks during the Bloomberg Screentime conference in Los Angeles on Oct. 9. (AFP or licensors) AFP via Getty Images Pulling CBS News from the city would mark a seismic change to the local media landscape — and the idea comes as Paramount’s board has approved a plan to move the Hollywood studio out of California if Bonta doesn’t agree to settlement talks.
“The real negotiation is how much he will move out of California and New York of his current operations. If it involves a lot of production, that’s a lot of jobs,” a source told The Post.
Rob Bonta, attorney general of California, is pictured during an interview in San Francisco on Feb. 17. (Bloomberg) Bloomberg via Getty Images The person, a media executive with knowledge of Paramount’s intentions, said Ellison could move all his news operations to Atlanta, where CNN is headquartered, in anticipation of eventually winning the legal row with the state AGs — even if the case reaches the Supreme Court.
Another source close to the company described the possible moves as “contingency plans.”
CBS News’ broadcast center could fetch the billionaire Ellison family a “couple of billion dollars,” the source added.
Paramount insiders believe Bonta wants a spin-off of CNN, a Warner Bros. asset, before any deal is pushed through – though Ellison isn’t willing to do that as of now.
But people inside Paramount are still optimistic that the company will be able to reach a settlement with Bonta, whom Ellison wants to come to the table by Oct. 1.
Under the terms of its deal with WBD, from that date onward, Paramount would have to cough up a painful $7 million per day until the merger is completed.
People walk by the CBS Broadcast Center in Manhattan. (Getty Images North America) Getty Images No formal talks are now taking place, and the two sides remain at odds over possible concessions, people close to the matter told the Post.
Paramount did not immediately respond to The Post’s request for comment.
But Paramount’s optimism comes as pressure has been mounting within the Democratic Party to keep the studio owner happy and prevent any backlash from an exodus of Hollywood jobs, sources said.
Ellison is seeking leverage in his battle with Bonta and New York AG Letitia James, though it’s unclear how much of his production operations he is prepared to move out of California or New York.
Britská vláda schválila fúzi společností Paramount Skydance a Warner Bros. Discovery v hodnotě 110 miliard USD po ujištění o redakční nezávislosti a mediální diverzitě.
The UK government has greenlit Paramount Skydance’s $110 billion merger with Warner Bros. Discovery, saying it has received assurances from the company about editorial independence and diversity of media.
The UK’s antitrust arm said Thursday that it decided not to further probe the deal, weeks after British culture minister Lisa Nandy said she was mulling intervening.
“We have cleared this deal as it does not raise competition concerns in the UK. The evidence shows that, after the merger, Paramount will continue to face sufficient competition in the various areas it operates in,” the Competition and Markets Authority said in a statement.
The UK goverment greenlit the Paramount-Warner Bros. Discovery deal, after David Ellison’s Paramount made assurances about media diversity and editorial independence. Variety via Getty Images The UK’s culture department added that Paramount, which is led by CEO David Ellison, provided several assurances — including that it would maintain “distinct editorial identities of key services and the editorial independence of news.”
The media giant, which is home to Paramount Pictures, CBS and MTV, has offered to make those assurances legally binding, according to the department.
Last week, British actors Benedict Cumberbatch, Alan Cumming and Benedict Wong pushed the UK government to block the deal, citing concerns over the livelihoods of British film and TV crews, independent film financing and the consolidation of news publications.
The government’s decision to OK the deal follows the European Union’s decision last month to approve the merger only if Paramount exited a joint venture with Universal Pictures in the region, alongside other commitments.
Paramount initially expected the merger to go through by the end of September, but it has been embroiled suits from 12 US state attorneys general and the Writer’s Guild, which seek to block it. Paramount, which agreed to pause the merger, is currently set to go to trial next March.
The delay is poised to cost Paramount millions — if not billions — of dollars. Under the merger agreement, Paramount must pay Warner Bros. Discovery shareholders about $7 million for every day after Sept. 30 that the deal has not closed.
Actor Benedict Cumberbatch spoke out against the Paramount-WBD merger, urging the British government to block the deal late last month. AFP via Getty Images
Paramount is embroiled in an antitrust lawsuit in the US over the merger and it is set to go to trial in March 2027. Getty Images A March trial date means those “ticking fees” will balloon well over $1 billion before the judge rules.
Paramount said in a statement Thursday that the UK and EU’s decisions “further demonstrate the misguided and gerrymandered market definitions relied upon by the US state (attorneys general) in their antitrust complaint in California.”
“The combination of Paramount and WBD will enhance consumer choice” and create a media company “capable of competing with the tech companies that have come to dominate the industry,” it added.
, /PRNewswire/ -- Paramount Skydance Corporation (Nasdaq: PSKY) today announced financial results for the second quarter ending June 30, 2026.
The company will conduct a conference call with a live audio webcast available on Paramount's Investors homepage at ir.paramount.com beginning at 2:00 p.m. (PT) / 5:00 p.m. (ET) on August 4.
Please visit the Paramount Investors homepage to view a letter to shareholders.
The conference call can also be accessed by dialing 800-715-9871 (U.S. domestic) or 646-307-1963 (international) using conference ID 61912. Please call five minutes in advance to ensure that you are connected prior to the call.
An audio replay of the call will be available on August 4 in the Events and Webcasts section of Paramount's Investors homepage.
The earnings release and any other information related to the call will be accessible on Paramount's Investors homepage as well.
To automatically receive Paramount's latest financial news by email, please visit the Investors homepage and subscribe to email alerts.
About Paramount, a Skydance Corporation
Paramount, a Skydance Corporation is a next-generation global media and entertainment company, comprised of three business segments: Studios, Direct-to-Consumer, and TV Media. PSKY's portfolio unites legendary brands, including Paramount Pictures, Paramount Television, CBS, CBS News, CBS Sports, Nickelodeon, MTV, BET, Comedy Central, Showtime, Paramount+, Pluto TV, and Skydance Animation, Film, Television, Interactive/Games, and Paramount Sports Entertainment. For more information, please visit www.paramount.com.
Soud v Kalifornii stanovil na březen 2027 jednání o žalobách proti akvizici Warner Bros. Discovery společností Paramount Skydance. Paramount nesmí transakci uzavřít, dokud soud nerozhodne, nebo do června 2027.
The Warner Bros. Water Tower is pictured at Warner Bros. Studios in Burbank, California, U.S. February 27, 2026. REUTERS/Daniel Cole Purchase Licensing Rights, opens new tab
CompaniesAug 4 (Reuters) - Lawsuits challenging Paramount Skydance's (PSKY.O), opens new tab acquisition of Warner Bros. Discovery (WBD.O), opens new tab will go to trial in March 2027, a federal judge in California ruled on Tuesday.
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The ruling is a win for California Attorney General Rob Botna, who had sought an April trial. Paramount had asked for trial to start in November.
Paramount has agreed not to close the deal until a judge rules in the case, or until June 2027, whichever comes sooner.
The trial will last 12 days on claims by the California-led group of states and the Writers Guild of America.
The states say the deal would harm competition in film and television distribution. The union says it would decrease competition for writing work.
Paramount has defended the deal, saying it will lead to more content production and a stronger Hollywood.
Paramount could owe as much as $1.7 billion in ticking fees it promised to Warner Bros. shareholders if the deal is delayed until next summer.
Reporting by Jody Godoy in New York; Editing by Mark Porter and Nick Zieminski
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Jody Godoy reports on tech policy and antitrust enforcement, including how regulators are responding to the rise of AI. Reach her at [email protected]
Paramount Skydance by mohla dlužit WBD více než 1,18 miliardy USD na tzv. „ticking fees“ poté, co soud stanovil termín procesu na 2. března. Pokud fúze neprojde, hrozí jí i 7miliardový poplatek za zrušení.
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Paramount Skydance CEO David Ellison's company may soon have to pay up to WBD investors. Gabe Ginsberg/Getty Images David Ellison and his billionaire father may need to get their checkbooks ready.
Paramount Skydance is expected to need to pay Warner Bros. Discovery shareholders more than $1 billion in so-called ticking fees after a federal judge set the date for the trial about its merger: It's March 2.
The Ellisons' and Paramount's other financial backers agreed to pay WBD investors $650 million per quarter, which is about $7 million per day, that its merger isn't finalized, starting after September 30.
There are 169 days between October 1 and March 19, which is when Paramount's trial is scheduled to end.
That implies Paramount would owe WBD shareholders about $1.18 billion, unless the company reaches a settlement with the 12 states suing to block its deal.
If Paramount doesn't complete its merger with WBD, it would owe WBD a $7 billion termination fee under the agreement.
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Paramount Skydance souhlasila s odkladem uzavření fúze s Warner Bros. Discovery až do 1. června 2027, zatímco čelí žalobě 12 států kvůli antimonopolním obavám.
David Ellison's Paramount agreeing to delay its WBD deal is actually a big flex Analysis by You're currently following this author! Want to unfollow? Unsubscribe via the link in your email.
Paramount Skydance CEO David Ellison (left) and his billionaire father Larry Ellison are trying to buy Warner Bros. Discovery. Angela Weiss/AFP via Getty Images; Eric Thayer/Getty Images; Andrew Harnik/Getty Images Paramount Skydance's agreement to delay its merger with Warner Bros. Discovery might have a simple explanation: CEO David Ellison can afford to wait.
After months of trying to fast-track its WBD mega-deal, Paramount agreed on Friday not to close it until June 2027, or until five days after a trial ends.
Attorneys general from 12 states have sued Paramount to block its acquisition of WBD, arguing the merger is anticompetitive. A judge had paused the deal, which had already been approved by the US Department of Justice and global regulators like the European Commission.
Although Paramount was eager to avoid a delay, its sudden reversal signals it's confident that a jury would take its side in a trial — and that the cost of waiting to merge with WBD is overstated.
Not too ticked offParamount's decision to willingly delay its WBD merger may first appear to be an own-goal, given the financial penalties it would incur by waiting.
Ellison's company agreed to pay WBD shareholders a "ticking fee" of about $7 million each day the deal doesn't close, starting after September 30. Paramount lawyer Jeffrey Kessler told the judge overseeing the case that the company "would suffer very severe harm" if it had to pay the ticking fee, which amounts to $650 million per quarter.
If the deal is delayed six months, Paramount would owe WBD shareholders $1.3 billion. The most it could owe is $1.95 billion in ticking fees since the pause agreement lasts until June 1.
However, the ultrawealthy Ellisons and their financial partners have agreed to pay $110 billion for WBD, which makes a $7 million per day charge more of an annoyance than a roadblock.
A $1.3 billion charge for a six-month delay would increase Paramount's purchase price by 1.2%, which, when annualized to 2.4%, is less than June's inflation rate of 3.5%. The same is true of a 2% price bump over nine months.
"It's a lot of money in absolute dollars, but it's not a huge deal," said Hernan Lopez of media consultancy firm Owl & Co.
Some investors thought Paramount would pay over $33 per share for WBD, Lopez said. That explains why WBD shares fell after Paramount won the bidding war by offering $31 per share. Those savings may have given it more breathing room to offer WBD shareholders a ticking fee.
Paramount seemed prepared for turbulence in the regulatory process, as the company already accounted for the ticking fee in the tens of billions in cash it set aside for this deal. However, Ellison may find himself waiting longer to reunite with WBD than he hoped.
"They must have priced in some delay, though likely not three full quarters," Lopez said. Paramount declined to comment.
'Every single dollar matters' — as does every dayStill, just because the Ellisons could afford to pay a few billion extra doesn't mean they want to, especially since they'd be on the hook for a $7 billion charge if they drop their bid for WBD.
"I think every single dollar matters, even with Ellison's virtually endless resources," said analyst Brandon Katz of entertainment data firm Greenlight Analytics.
Although Paramount has deep-pocketed owners, Katz noted that "there's a lot of ancillary money involved outside the purchase price" — including a $2.8 billion breakup fee to Netflix, which had previously agreed to buy WBD's studio and streaming business.
Paramount's biggest frustration may be the opportunity cost of not closing the WBD deal sooner.
Ellison's dream of building a Hollywood superpower may be disrupted if his company has to wait months before merging HBO Max with Paramount+ and the Warner Bros. Studio with its studio.
In the meantime, Paramount is planning to boost its streamer by adding micro dramas, bolstering its free tier, and introducing interactive features, Business Insider reported last week.
Still, Ellison likely knows that sleek new streaming features and AI enhancements on their own may not turn Paramount into Netflix.
Instead, the media mogul believes paying $110 billion for WBD is worth it — and worth the wait.
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David Ellison uvedl, že je „vysoce přesvědčen“, že Paramount uspěje v antimonopolním řízení a dokončí spojení s Warner Bros. Discovery. Herci Benedict Cumberbatch, Alan Cumming a Benedict Wong mezitím vyzvali britskou vládu, aby je zablokovala.
Paramount CEO David Ellison said Monday that he’s “highly confident” his company will win its antitrust case and merge with Warner Bros. Discovery — as actors Benedict Cumberbatch, Alan Cumming and Benedict Wong push the UK government to block it.
Ellison told staffers in a note obtained by The Post that Paramount, home to CBS, Paramount Pictures, MTV and Nickelodeon, has complied with antitrust laws, citing various clearances from different regulatory bodies and governments.
“Over the past several months, our leadership team and legal partners have worked closely with antitrust and competition authorities around the world,” he said. “As a result regulatory bodies and governments representing 65 jurisdictions — including the European Commission, Australia, China, the US, Germany, France, Spain, Canada and South Korea — have either cleared the transaction or elected not to challenge it on cometition and/ or foreign direct investment grounds.”
Paramount CEO David Ellison told staffers that he’s “highly confident” his company will prevail in its antirust lawsuit. AFP via Getty Images Ellison added that absent the lawsuit filed by 12 US states, led by California, and a separate suit from the Writers Guild of America, Paramount would have been able to close the deal in the coming weeks.
“Let me be clear: we remain highly confident that this transaction does not pose any legal issues, and we will complete it and bring these two companies together,” he said, before acknowledging that the deal is on pause. “For not it remains business as usual.”
On Friday, Paramount agreed not to close the takeover until the court decides whether the deal violates antitrust laws. The merger deal expires on June 4, 2027 if the deal hasn’t closed by that date.
Benedict Cumberbatch, along with Benedict Wong and Alan Cumming
urged the UK government to block the merger of Parmount and WBD. David Benthal/BFA.com/Shutterstock Meanwhile, actors Cumberbatch, Wong and Cumming penned an op-ed in “The Guardian” on Monday, pushing the UK government to stop the proposed Paramount-Warner Bros. merger, saying it “threatens to inflict immense harm on the British public.”
The letter, which was addressed to culture minister Lisa Nandy, said that her intervention could be “prove one of the most important decisions any culture secretary has taken for UK film, television and media in a generation.”
In the letter, which is titled, “A TV and cinema calamity could be disastrous for what you watch and what you know. Act now to stop that,” they argued that the $110 billion merger will result in “redundancies, cancelled productions, fewer films commissioned and fewer risks taken.”
Cumming and his fellow actors said the deal “threatens to inflict immense harm on the British public.” PA Images via Getty Images The move comes after Nandy told the UK Parliament that she is “minded to intervene” in the takeover, but she has yet to make a final decision on whether to submit the union to a full public interest probe.
She is expected to reach a conclusion when Parliament returns from its summer break in September.
“Nandy has opened the door to intervention,” Cumberbatch, Cumming and Wong wrote. “She must walk through it, for the sake of everyone who makes UK television and film – and everyone who watches it. If she does not, we will be left without the ability to protect our industry and our culture from this consolidation. We must not push the public’s interest aside; we must stand up for it and block this merger.”
Some of the issues that the actors — who have all starred in big budget Marvel flicks — cited concern the livelihoods of British film and TV crews, independent film financing and the consolidation of news publications.
The merger — if approved — would combine Hollywood studios Paramount Pictures and Warner Bros., as well as streaming services Paramount+ and HBO Max and networks CBS and CNN.
In the letter, Wong, Cummings and Cumberbatch appealed to
culture minister Lisa Nandy to blocl the merger. Getty Images for Tribeca Festival Last week the European Commission approved the Paramount-Warner Bros. merger, but with some conditions.
They also noted that the deal would “raise prices, shrink the number of films made and degrade the quality of what audiences see.”
, /PRNewswire/ -- The European Commission has today formally cleared the acquisition of Warner Bros. Discovery, Inc. (NASDAQ: WBD) ("WBD") by Paramount Skydance Corporation (NASDAQ: PSKY) ("Paramount"), representing a major milestone in completing the transaction in line with the publicly stated timeline.
Paramount has already received competition clearances from antitrust and competition authorities in the following jurisdictions: the United States, Australia, Brazil, Canada, China, Kuwait, Montenegro, New Zealand, North Macedonia, Saudi Arabia, Serbia, South Africa, South Korea, Ukraine, and the COMESA Competition Commission (the regional competition authority for the Common Market for Eastern and Southern Africa). Additionally, Paramount has received foreign direct investment clearances in Australia, Germany, France, Spain, Slovenia, Belgium, Czechia, New Zealand, Italy, and Romania. The transaction was also unconditionally approved by European Commission under its Foreign Subsidies Regulation regime and by the Austrian Federal Competition Authority under its media merger control regime.
With the clearance from the European Commission, bodies and governments representing 65 jurisdictions have either cleared the transaction or chosen not to challenge it on competition and/or foreign direct investment grounds.
These clearances recognize that the combination of Paramount and WBD will enhance consumer choice and enable a creative-first company to invest in more projects and bring stories to audiences worldwide. It will create a scaled media and entertainment company capable of competing with the tech companies that have come to dominate the industry, strengthening the media ecosystem and creating more opportunities for creatives both in front of and behind the camera.
The conclusions reached by the European Commission directly refute key assumptions that underpin the state AGs' complaint seeking to block the transaction. In its finding that "at film production level, enough film studios remain as competitors in the EEA", the European Commission correctly defined the market as including "smaller US studios such as Amazon MGM, A24 and Lionsgate, as well as European studios" in addition to "other major US studios like Disney, NBC Universal and Sony." The European Commission did not find that high-budget or 'blockbuster' films constituted a relevant market. It rather considered them as an element of differentiation in its competitive assessment, and found that the market will remain competitive for these types of films too. In coming to the conclusion that "as regards the AV value chain, the Commission's investigation showed that enough alternative competitors remain to exert sufficient competitive pressure on the merged entity in the EEA", the European Commission rightly considered streaming platforms as competing directly with linear TV. These conclusions further undermine the market definition relied upon by the state AGs in their complaint.
"Today's approval from the European Commission marks another significant milestone in bringing Paramount and Warner Bros. Discovery together. We appreciate the Commission's constructive engagement and thorough analysis throughout its review," said Makan Delrahim, Chief Legal Officer, Paramount. "Not only does this combination not pose any competitive harms, it actually enhances competition by creating a scaled media and entertainment company with the ability to truly challenge the tech platforms that have come to dominate the industry. By strengthening competition it will support increased investment in content, expand opportunities for creatives and deliver greater choice for consumers. We are pleased that the European Commission, following its robust review, joins other bodies, including the United States Department of Justice, Australia's ACCC, Canada's CCB, Brazil's CADE, China's SAMR and South Africa, in concluding that this transaction does not harm competition and can proceed, further underscoring its potential to strengthen the global media and entertainment ecosystem."
The transaction brings together the two companies' complementary strengths to create more competition and support greater investment in storytelling and talent. Paramount has proactively made clear its plans and incentives for the combined company: to increase output to at least 30 high-quality films annually, each of which will receive a full theatrical release starting immediately; to continue licensing content to and acquiring content from third parties; and to preserve iconic brands with independent creative leadership.
***
About Paramount, a Skydance Corporation
Paramount, a Skydance Corporation is a next-generation global media and entertainment company, comprised of three business segments: Studios, Direct-to-Consumer, and TV Media. PSKY's portfolio unites legendary brands, including Paramount Pictures, Paramount Television, CBS, CBS News, CBS Sports, Nickelodeon, MTV, BET, Comedy Central, Showtime, Paramount+, Pluto TV, and Skydance Animation, Film, Television, Interactive/Games, and Paramount Sports Entertainment.
This communication contains "forward-looking statements" regarding the Merger. The reader is cautioned not to rely on these forward-looking statements. These statements are based on current expectations of future events. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from the expectations and projections of PSKY or WBD. Risks and uncertainties include, but are not limited to: the risk that the closing conditions for the Merger will not be satisfied, including the risk that clearances under applicable antitrust or regulatory laws will not be obtained; the possibility that the transaction will not be completed in the expected timeframe or at all; potential adverse effects to the businesses of PSKY or WBD during the pendency of the transaction, such as employee departures or distraction of management from business operations; the risk of stockholder litigation relating to the transaction, including resulting expense or delay; the potential that the expected benefits and opportunities of the Merger, if completed, may not be realized or may take longer to realize than expected; risks related to PSKY's streaming business; the adverse impact on PSKY's advertising revenues as a result of changes in consumer behavior, advertising market conditions and deficiencies in audience measurement; risks related to operating in highly competitive and dynamic industries; the unpredictable nature of consumer behavior, as well as evolving technologies and distribution models; risks related to PSKY's decisions to invest in new businesses, products, services and technologies, and the evolution of PSKY's business strategy; the potential for loss of carriage or other reduction in, or the impact of negotiations for, the distribution of PSKY's content; damage to PSKY's reputation or brands; losses due to asset impairment charges for goodwill, content and long-lived assets, including finite-lived intangible assets; liabilities related to discontinued operations and former businesses; increasing scrutiny of, and evolving expectations for, sustainability initiatives; evolving business continuity, cybersecurity, privacy and data protection and similar risks; challenges in protecting and maintaining PSKY's intellectual property rights; domestic and global political, economic and regulatory factors affecting PSKY's businesses generally; the inability to hire or retain key employees or secure creative talent; disruptions to PSKY's operations as a result of labor disputes; risks and costs associated with the integration of, and PSKY's ability to integrate, the businesses of Paramount Global and Skydance successfully and to achieve anticipated synergies; litigation relating to the transactions contemplated by the transaction agreement entered into on July 7, 2024, between Paramount Global and Skydance, potentially resulting in substantial costs; volatility in the price of PSKY's Class B common stock; the effect PSKY's dual-class capital structure and the concentrated ownership may have on the price of its Class B common stock or business; risks related to a private sale of a controlling interest in PSKY, including that PSKY's stockholders may not realize any change of control premium on shares of PSKY's Class B common stock and that PSKY may become subject to the control of a presently unknown third party; risks associated with PSKY's status as a "controlled company" under Nasdaq rules, including its exemption from certain corporate governance requirements; risks associated with the lack of voting rights of PSKY's Class B common stock; risks that anti-takeover provisions in PSKY's amended and restated certificate of incorporation (the "Charter") and amended and restated bylaws, and under Delaware law, could deter, delay, or prevent a change of control; risks that exclusive forum provisions in the Charter could limit a stockholder's choice of forum for certain claims and discourage lawsuits against PSKY's directors and officers; risks that corporate opportunity provisions in the Charter could permit certain persons to pursue competitive opportunities that might otherwise be available to PSKY; risks associated with PSKY's holding company structure, including its dependence on distributions from its subsidiaries to meet tax obligations and other cash requirements; risks related to PSKY's indebtedness, including PSKY's substantial outstanding debt obligations; risks related to PSKY's ability to incur substantially more debt and PSKY's ability to meet the financial and other covenants contained in the agreements governing PSKY's indebtedness; risks relating to PSKY's ability to deleverage the business in accordance with management's targets, including risks arising from assumptions, uncertainties and contingencies that may affect PSKY's ability to reduce indebtedness; risks relating to management's ability to execute on its strategic plan and improve its financial profile and cash flows from operations; and risks relating to any capital or other financing PSKY may have to raise in order to reduce its indebtedness following the Merger. A further list and description of these risks, uncertainties and other factors and the general risks associated with the respective businesses of PSKY and WBD can be found in PSKY's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on February 25, 2026, and PSKY's Form 10-Q for the quarterly period ended March 31, 2026, filed with the SEC on May 4, 2026, including, in each case, in the sections captioned "Cautionary Note Concerning Forward-Looking Statements" and "Item 1A. Risk Factors," and PSKY's subsequent filings with the SEC, and WBD's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on February 27, 2026, and WBD's Form 10-Q for the quarterly period ended March 31, 2026, filed with the SEC on May 6, 2026, including, in each case, in the sections captioned "Cautionary Note Concerning Forward-Looking Statements" and "Item 1A. Risk Factors," and WBD's subsequent filings with the SEC. Copies of these filings, as well as subsequent filings, are available online at www.sec.gov, ir.wbd.com or on request from PSKY or WBD. PSKY undertakes no obligation to update any forward-looking statement as a result of new information or future events or developments, except as required by law.
Warner Bros. Discovery uzavřela o 3,76 % níže poté, co kalifornský federální soudce pozastavil 110miliardovou akvizici Paramount Skydance. Trh sleduje další antimonopolní vývoj.
Warner Bros. Discovery (WBD 3.76%), a global film, TV, cable, and streaming entertainment conglomerate, closed at $25.86, down 3.76%. Shares fell after a California federal judge paused Paramount Skydance’s (PSKY 2.06%) $110 billion acquisition. Investors are watching what antitrust developments come next. Trading volume reached 44.2M shares, coming in about 115% above its three-month average of 20.6M shares. Warner Bros. Discovery IPO'd in 2005 and has grown 224% since going public.
How the markets moved todayS&P 500 (^GSPC 0.19%) closed at 7,445, down 0.17%, while the Nasdaq Composite (^IXIC 0.05%) finished at 25,508, down 0.05%. Among global media and entertainment sector rivals, Netflix closed at $67.60, down 1.96%, and Walt Disney ended at $96.44, down 1.26%, as merger headlines kept Warner Bros. Discovery and its peers in focus.
What this means for investorsThe Warner Bros. Discovery and Paramount Skydance deal continued to run into new hurdles today, this time as a federal judge placed a 14-day pause on the acquisition via a temporary restraining order. The TV and streaming juggernauts had previously hoped to close the deal by July 22nd, but will now have an August 3rd hearing to see if the pause should be extended.
California Attorney General Rob Bonta stated, "This is a critical first win in our case to ensure this megamerger never sees the light of day." Today’s news comes one week after the Writers’ Guild of America also filed a lawsuit to stop the merger, as they deem that it would “threaten the economic and creative health of the American entertainment industry."
WBD stock currently trades 20% below PSKY’s original $31-per-share cash offer, as the market remains uncertain of the deal’s completion. Meanwhile, Paramount is on the hook to pay a quarterly $0.25-per-share “ticking fee” if the deal is not closed by September 30th.
Josh Kohn-Lindquist has no position in any of the stocks mentioned. The Motley Fool has positions in and recommends Warner Bros. Discovery. The Motley Fool has a disclosure policy.
Skupina generálních prokurátorů jednotlivých států má už v pondělí podat žalobu proti plánované akvizici Warner Bros. Discovery společností Paramount Skydance kvůli antimonopolním obavám. Federální ministerstvo spravedlnosti USA už transakci schválilo.
A group of state attorneys general is expected to file a lawsuit as soon as Monday challenging Paramount Skydance's proposed acquisition of Warner Bros. Discovery, CNBC's David Faber reported.
The lawsuit, which will be brought by a group including California Attorney General Rob Bonta, is expected to try to block the merger on antitrust grounds, Faber reported.
The deal would combine two storied film studios — Paramount and Warner Bros. — as well as streaming platforms Paramount+ and HBO Max. Paramount CEO David Ellison has previously said the streaming services would become one following the merger.
It would also mean the formation of the largest portfolio of TV networks in the U.S., bringing together Paramount's broadcast network CBS and pay TV channels like MTV and BET with WBD's CNN, TNT and others.
The merger won approval from WBD shareholders in April, and Ellison said in a recent earnings call that it was on track to close by September.
The deal came under scrutiny from lawmakers in both the U.S. and Europe, including related to foreign funding that was part of Paramount's offer. In mid-June, the U.S. Department of Justice signed off on the tie-up, clearing it of federal antitrust concerns.
"The Division has completed its analysis of the proposed merger of Paramount and Warner Bros. and determined based on the evidence received in its investigation that the transaction is not likely to result in harm to competition or American consumers," the department said in its determination.
The merger has also won approval from several global jurisdictions as it moves toward a potential close.
However, the the European Union is still reviewing the deal for approval , with a new provisional deadline set for July 22. The European Commission said in a public filing this month that Paramount has submitted concessions in a bid to smooth over concerns regarding the deal.
Hollywood has previously expressed concerns about the combination, citing the likelihood for fewer film releases and the potential for job losses in the industry. Ellison has promised that once combined the film studios would put out a slate of 30 movies per year and has said he's committed to protecting jobs.
Ellison first set his sights on WBD last September. Just weeks after Paramount and Ellison's Skydance completed its merger, the company made its initial run for WBD, resulting in several bids and a formal sale process.
WBD ultimately signed a deal to sell its film studio and streaming assets to Netflix. However, Paramount launched a hostile takeover offer and subsequently amended its bid. Netflix ditched its deal, and Paramount walked away with an agreement to buy the entirety of WBD for $31 per share.
Paramount Skydance spojuje reklamní produktový a technologický tým do jedné moderní organizace. Změny mají podpořit digitální transformaci pod vedením Davida Ellisona.
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Paramount Skydance CEO David Ellison has leaned into technology since taking the helm. Ian Gavan/Getty Images for Paramount Pictures; Illustration by Cheng Xin/Getty Images Paramount Skydance has revamped another key tech team as CEO David Ellison's digital transformation takes shape.
Paramount's ad product and tech teams are joining forces, becoming the latest units to get a makeover. Earlier this year, Ellison combined streaming engineering groups and reassigned some staffers who'd helped merge the tech platforms of Paramount+ and free streamer Pluto TV.
Ad product and tech employees learned about the new structure and leaders in a late-June memo from Hugh Williams, a former Google tech exec who joined Paramount this spring as an EVP.
Merging the ad product and tech groups will help create "the modern, unified product and technology organization we set out to build," Williams said in the memo, which was obtained by Business Insider.
Ellison is set on modernizing Paramount, a 114-year-old Hollywood powerhouse that hasn't been known for its tech prowess. He's hoping to narrow the gap with Netflix, both by "prioritizing investments in advanced technology" and by buying Warner Bros. Discovery.
Paramount has made strides in streaming tech by adding a short-form video feed and plans to add interactive features, such as a shopping tool and sports stats. The company is also eyeing video podcasts to drive engagement.
Paramount's rearranged ad product and tech group has five parts, and each unit's leader will report directly to Williams, the EVP said.
Staffers on these teams should prepare for "movement between the groups soon to align with the new team structure," Williams added.
Todd Bender, currently Paramount's EVP of Advertising Platforms, will take on a new role as EVP of Integration, Williams said. Bender will support Williams and product chief Dane Glasgow "in complex integration planning work" with the changes, Williams said in the memo.
Here's a breakdown of Paramount ad product and tech's new structure and leadership team:Product Management (PM)Led by four executives:
Charlie Goodman: SVP, Decisioning & Ad Formats PMMatthew Jacobs: Senior Director, Reporting, Measurement, and Attribution PMGeorge Powell: VP, Ad Platforms & Systems PMMichele Stone: SVP, Revenue Enablement PMDescription: "Accountable for why we do work and what work we do, organized around the full 'pitch to pay' lifecycle of advertising across every screen. This spans how clients and our sales teams plan and transact with us; how we decide, deliver, operate, and shape the ad experience; the shared platforms and infrastructure the organization runs on; and how we measure outcomes and turn delivered value into revenue."EngineeringLed by Rich Orme: EVP, Engineering
Background: Orme joined Paramount in June after working in tech for close to three decades. He most recently started and ran AI advisory firm Leif Partners and previously worked at tech investment firm Silver Lake.Description: "Accountable for how and when we build software. Once the PM team decides what to build, Engineering owns the architecture, design, build, and delivery dates. Almost all of our engineers will report into this new organization."DataLed by TBD
Williams said that Paramount plans to hire an EVP of Data to head up its data science and analytics efforts.Description: "Accountable for how and when we build our data solutions, spanning analytics and data science. Analytics owns the insights, reporting, dashboards, experimentation, and ensuring our data is relevant, reliable, and reusable. They will answer the hard and interesting data questions about Ads. Data science owns the models and algorithms that power our products. Data partners closely with Engineering and is a key partner across Product Management."Advertising SolutionsLed by Dayna Wasilefski: VP, Advertising Solutions
Background: Wasilefski is a longtime Paramount executive stepping in for Paul Mahood, the ad sales product and tech SVP who's leaving the company at the end of July after more than two decades.Description: "Owns the significant vendor solutions that run our customer and linear businesses, including our CRM and all Salesforce instances, linear systems, and the technology behind local, sports, and our other non-streaming businesses. We will continue to deliver these with the availability and continuity the business depends on. This team owns the how and the when for customizing and operating those solutions."Field CTOLed by Travis Scoles: EVP, Field CTODescription: "A small, senior, client-facing team focused on direct relationships with our ad sales teams and advertisers. This team will build small, high-value custom solutions, representing our product and technology strategy to clients and partners, and feeding market intelligence back into the organization. Their work is deliberately one-off: anything that becomes durable is handed back to the broader organization to own and prioritize. The team will also represent Ads Product and Tech in client forums and evangelize Paramount as leaders in the Ads space."Paramount has a new-look leadership teamEllison's Paramount has had plenty of leadership changes this year.
Besides bringing on Williams, the company also landed former Google AI language product exec Barak Turovsky in May as its head of consumer AI. And in March, Paramount hired Danielle Carney from Amazon to oversee its US ad sales team.
Meanwhile, tech chief Phil Wiser left the company in late May. A few months earlier, agency partnerships EVP Chris Simon stepped down, and streaming product and tech chief Vibol Hou also left.
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