Paramount Skydance has moved to strengthen the financing package behind its proposed $111 billion acquisition of Warner Bros. Discovery after completing a new set of debt restructuring transactions. The company said in an SEC filing that it has syndicate its previously disclosed debt funding and put in place permanent financing that will support the merger and form part of the combined company’s post-closing capital structure.
The financing update comes as the deal remains subject to regulatory approval and a vote by Warner Bros. Discovery shareholders, who are scheduled to consider the transaction at a special meeting on April 23. Paramount described the debt progress as a key step toward closing the acquisition, while also emphasizing that the new structure broadens support from lenders and reduces its own balance-sheet exposure.
Debt package reshaped ahead of closing
Paramount said the latest transactions lower its aggregate long-term debt commitments from $54 billion to $49 billion. The company also cut previously disclosed commitments for a $3.50 billion revolving credit facility to zero, while amending an existing senior unsecured revolving credit line to raise committed liquidity from $3.5 billion to $5 billion before the merger closes.
The company said the financing is designed to support both the acquisition and the initial capital structure of the merged Paramount-Warner Bros. Discovery business. That structure includes a $5 billion Term Loan A and a $5 billion new revolver, according to the filing.
Lender exposure spread across more banks
Paramount said it syndicated the bridge loan commitments to reduce exposure for Citi, Bank of America and Apollo Global Funding. The financing was broadened across 18 banks, a move that usually helps lower concentration risk and signals wider lender confidence in a pending acquisition.
The company entered into a credit agreement on April 7 with Citibank as administrative agent and collateral agent. BofA Securities, Citibank, Apollo Global Funding, Deutsche Bank Securities and Wells Fargo Securities served as joint lead arrangers and joint bookrunners, while Bank of America acted as syndication agent, according to the filing.
Equity support adds momentum
The debt update follows Paramount’s earlier announcement that sovereign wealth funds from Saudi Arabia, Qatar and Abu Dhabi, along with LionTree Investment Fund, would join as equity investors in the Warner Bros. Discovery bid. Together, the three Middle Eastern funds are investing close to $24 billion, including a roughly $10 billion commitment from Saudi Arabia’s Public Investment Fund.
Andy Gordon, Paramount’s chief strategy officer and COO, said the financing progress marks “another important milestone towards completion of our acquisition of Warner Bros. Discovery.” He said the demand for both the equity and debt offerings shows confidence in the plan to combine the two media companies.
Key financing changes at a glance
| Item | Earlier structure | Updated structure |
|---|---|---|
| Long-term debt commitments | $54 billion | $49 billion |
| Revolving credit facility commitment | $3.5 billion | $0 |
| Existing senior unsecured revolver liquidity | $3.5 billion | $5 billion |
| Permanent financing included | Not disclosed | $5 billion Term Loan A and $5 billion new revolver |
Gordon said the stronger demand for the funding package reflects belief in the combined company’s potential to compete more effectively and deliver more value across the media and entertainment sector. The filing also disclosed that Jeff Shell, who stepped down as president and a board member on April 8, is eligible to receive at least $5 million in severance tied to his departure.
The transaction still faces the main hurdles of regulatory clearance and shareholder approval, but the new financing structure suggests Paramount is trying to lock in the capital needed to move quickly once those conditions are met.
