Paramount's $110B WBD Merger Poised to Close Within Weeks

Dealmakers gathered at the Financial Times Business of Entertainment Summit on Thursday to discuss Paramount's $110 billion merger with Warner Bros. Discovery, which they said remains on track to close within the next two weeks despite a late legal wrinkle. A federal judge delayed a hearing meant to review Monday's settlement of two antitrust lawsuits tied to the deal, but panelists expressed confidence the transaction would still finalize soon.

David Hernand, a partner at Simpson Thacher whose firm is not involved in the deal, framed the merger as a sign of technology's dominance over legacy media distribution. "Tech came in and said, 'We can build a better mousetrap on the distribution side,'" he said. "Distribution – when we're talking about electronic distribution, whether it's cable or internet – is moving atoms, and tech companies are really good at that, as it turns out." He added that companies once reliant on broadcast and cable are now "trying to play catch-up and figure out how they're going to play in this world" against Apple, YouTube, Netflix and Amazon.

Two panelists had direct stakes in the deal. Aaron Sobel, a private equity partner at Apollo Global Management — which supplied one-third of the merger's financing — said the transaction gives a traditional media player a real shot against Big Tech. "I don't think you can overstate how important getting that deal done was," Sobel said, describing Paramount and Warner Bros. Discovery as two companies that "arguably couldn't have existed without combining." He credited Paramount CEO David Ellison's backing and capital as key, saying industry momentum had been shifting toward Netflix before the deal came together, calling the current swing back to traditional media "kind of ironic."

Alex Michael, senior managing director and global head of sports and entertainment at LionTree, which advised Paramount on the merger, called it "a big deal, literally and figuratively," adding it was "a big domino that everyone was waiting for."

The panel also revisited Netflix's earlier pursuit of Warner Bros. Discovery's studio and streaming operations, an offer made last December that Paramount ultimately topped after more than a dozen bids. Netflix Chief Content Officer Bela Bajaria had spoken just before the panel began. Sobel pointed to Netflix's stock performance since losing the deal, arguing that companies without strong IP will pivot toward more traditional strategies, particularly in live events and sports, predicting media companies will increasingly "look similar, not different."

Discussion turned to Comcast's planned spinoff of NBCUniversal, announced over the summer and projected to close by mid-2027, after an NBCUniversal executive asked the panel for advice. Hernand suggested Comcast go further than its current plan by separating NBC from Universal, floating a combination of Universal and Sony — a suggestion he acknowledged "would create a lot of outrage in Los Angeles." Sobel noted that Comcast Co-CEO and Chairman Brian Roberts and his family control the company, which limits typical M&A flexibility for "controlled companies," but said that if Roberts became more open to adjusting his voting control, a breakup could make sense. He added that he could envision Netflix and Comcast's digital and media assets combining at some point.

Source: Deadline

FREQUENTLY ASKED QUESTIONS

When is the Paramount-Warner Bros. Discovery merger expected to close?
Panelists at the Financial Times Business of Entertainment Summit said the $110 billion deal is on track to close within the next two weeks, following Monday's settlement of two antitrust lawsuits, though a federal judge delayed a hearing to review that settlement.
Who financed the Paramount-Warner Bros. Discovery deal?
Apollo Global Management provided one-third of the financing for the merger, according to Apollo private equity partner Aaron Sobel.