Date:	--/--/-- --:--:--
Event Id:	E5DU03Q1V
Action Type:	MERGER
Action Status:	ANNOUNCED
Acquirer Symbol:
Target Symbol:	WBD
Updated:	--/--/-- --:--:--
Purchase Price Per Share:	31
Price Per Share Currency:	USD
News References:	https://www.prnewswire.com/news-releases/warner-bros-discovery-sets-shareholder-meeting-date-of-april-23-2026-to-approve-transaction-with-paramount-skydance-302726244.html

Action Notes

Paramount, a Skydance Corporation today announced it has commenced an all-cash tender offer to acquire all of the outstanding shares of Warner Bros. Discovery, Inc for $30.00 per share in cash. Paramount's proposed transaction is for the entirety of WBD, including the Global Networks segment. The Paramount offer for the entirety of WBD provides shareholders $18 billion more in cash than the Netflix consideration. WBD's Board of Directors recommendation of the Netflix transaction over Paramount's offer is based on an illusory prospective valuation of Global Networks that is unsupported by the business fundamentals and encumbered by high levels of financial leverage assigned to the entity. On 12/10, Paramount announced a letter to Warner shareholders outlining their offer. Warner Bros. Discovery Board of Directors Unanimously Recommends Shareholders Reject Paramount Tender Offer. On 12/22, WBD confirmed it had received an amended, unsolicited tender offer from Paramount Skydance. The WBD Board of Directors will carefully review the amended offer.01/07 WARNER BROS. DISCOVERY BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS SHAREHOLDERS REJECT AMENDED PARAMOUNT TENDER OFFER. Following engagement with PSKY during the seven-day limited waiver period, we received a revised PSKY proposal to acquire WBD, which we are reviewing in consultation with our financial and legal advisors. We will update our shareholders following the Board's review. The Netflix merger agreement remains in effect, and the Board continues to recommend in favor of the Netflix transaction. WBD shareholders are advised not to take any action at this time with respect to the amended PSKY tender offer. On 02/24, WBD announced the revised proposal from Paramount Skydance could reasonably be expected to lead to a 'Company Superior Proposal' as defined in the WBD merger agreement with Netflix. The offer includes an increase in the price to $31.00 per share. On 02/26, WBD announced the revised Paramount Skydance proposal is a superior proposal to that of Netflix. Netflix decided not to revise their agreement with WBD, and that has been terminated. On 02/27, a definitive merger agreement between Paramount and WBD was announced for the same terms as the revised proposal. Closing is expected in Q3 2026.