Warner Bros. secures bondholder consent for $110B sale to Paramount

Warner Bros. Discovery has obtained bondholder approval to modify its debt terms, clearing another hurdle in its mammoth acquisition by Paramount Skydance Corporation. The deal carries an enterprise value of roughly $110B, making it one of the most consequential transactions the entertainment industry has ever seen.

What the consent solicitation actually does

WBD kicked off consent solicitations on May 19, 2026, targeting holders across multiple series of its senior notes. The goal: amend indenture terms to accommodate the structural demands of the Paramount deal.

The core amendment extends the deadline for required exchange transactions related to junior lien notes. Previously set for December 30, 2026, the new deadline shifts to March 4, 2027, under certain conditions. That extra runway gives both companies breathing room as they navigate regulatory approvals and integration planning.

Paramount Skydance is footing the bill for the consent payments, which come to $2.50 for every $1,000 in principal for eligible participating holders. Those payments apply regardless of whether the acquisition ultimately closes.

The deal by the numbers

The acquisition values WBD’s equity at approximately $81B, or around $31 per share. Combined with debt and other obligations, the total enterprise value lands near $110B.

The post-acquisition company is expected to carry roughly $79B in net debt. WBD shareholders already approved the merger back in April 2026. What remains is regulatory review.

Why this deal happened and what it means

The path to this moment involved a fierce bidding war. Netflix was among the other major players reportedly making offers.

For investors, the $79B net debt figure is the number to circle in red. The AT&T-Time Warner combination, which eventually unwound into the current Warner Bros. Discovery, is a cautionary tale that’s still fresh in the market’s memory.

What traders should watch: the spread between WBD’s current trading price and the $31-per-share deal price. Any widening of that gap would signal growing market skepticism about regulatory approval. Conversely, if the spread tightens, the market is pricing in a smooth path to closing.

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