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M&A

Paramount's Acquisition of Warner Bros. Discovery

An examination of the Paramount-Skydance acquisition of Warner Bros., with insight into the bidding process, financing structure and regulatory challenges

Younas Ficel ·

In February 2026, Paramount Global and Skydance Media agreed to a $110 billion acquisition of Warner Bros. Discovery after months of bidding and public pressure on WBD's board. The company initially agreed to an $82 billion merger with Netflix in December of 2025 but Paramount returned with repeatedly higher offers before ultimately securing shareholder approval in April 2026.

The deal stood out because Paramount pursued the acquisition through a prolonged hostile process rather than a quick negotiated agreement. The company used a combination of a tender offer, proxy solicitation and public pressure on WBD's board while increasing its bid. WBD rejected the proposal twice before changing its recommendation to $31 per share. Netflix declined to increase its own bid and formally withdrew afterwards.

The structure of the transaction also attracted attention with the deal being backed by $40 billion in equity financing. This was largely supported by Larry Ellison, alongside $55 billion in acquisition debt. Regulators in the US, UK and EU are now reviewing the merger over competition concerns as the transaction would reduce the number of major US film studios from five to four.

The deal is a reminder that hostile tactics still work in large M&A, particularly where bidders are competing for scale and market power.

Sources

This post is general commentary and not legal advice. ClearCut Law is a commentary site, not a law firm.