Warner Bros. Discovery Shareholders Approve Paramount Merger

Paramount - Warner Bros. Discovery
Paramount - Warner Bros. Discovery

Warner Bros. Discovery, Inc. (WBD) recently announced that its shareholders approved the previously agreed-upon transaction with Paramount Skydance Corporation. This announcement was made at the company’s special meeting of stockholders on April 23rd.

The preliminary vote count indicates that WBD shareholders overwhelmingly supported the adoption of the merger agreement with Paramount. The final voting results, which are subject to certification by the company’s independent inspector of elections, will be filed with the U.S. Securities and Exchange Commission on Form 8-K.

WBD expects the merger to close in Q3 2026, pending customary closing conditions, including regulatory clearances. Financial advisors to Warner Bros. Discovery include Allen & Company, J.P. Morgan, and Evercore, while Wachtell, Lipton, Rosen & Katz and Debevoise & Plimpton LLP are serving as legal counsel to WBD.

Interestingly, Deadline.com reported that while WBD shareholders approved the merger, they voted against David Zaslav’s proposed pay package, which amounts to approximately $886.8 million, with a minimum payout of $711.4 million. It is important to note that shareholder votes regarding Zaslav’s compensation are non-binding, meaning they cannot be enforced. However, the rejection of the pay package appears to serve as a symbolic protest.

As previously noted, Warner Bros. Discovery is the major broadcast partner for All Elite Wrestling (AEW), owning a minority stake of less than 10% in the wrestling promotion. Meanwhile, Paramount is a major streaming partner of UFC, which is also owned by TKO, the parent company of WWE.

Initially, Netflix was considered the top suitor to acquire Warner Bros. Discovery, but that deal would not have included WBD’s linear TV networks, which Paramount intends to acquire as part of the merger. AEW currently has a multi-year broadcast agreement with WBD, believed to last three years, with an option for a fourth year.