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PARAMOUNT FILES PROXY MATERIALS AND EXTENDS TENDER OFFER

Paramount Skydance Corporation (NASDAQ: PSKY) ("Paramount") today announced it has filed preliminary proxy materials with the U.S. Securities and Exchange Commission ("SEC") to solicit shareholders of Warner Bros. Discovery, Inc. (NASDAQ: WBD) ("WBD") to vote against the amended transaction with Netflix, Inc. (NASDAQ: NFLX) and related proposals at the special meeting of WBD stockholders. Paramount has also extended its $30 per share all-cash tender offer to February 20, 2026, reaffirming its co

articleWarner Bros. Discovery, Inc. - Series AJanuary 22, 202613/company/warner-bros-discovery-inc/news/paramount-files-proxy-materials-and-extends-tender-offer-2
PARAMOUNT FILES PROXY MATERIALS AND EXTENDS TENDER OFFER

About this update from Warner Bros. Discovery, Inc. - Series A

[{"type":"list","items":[{"val":[{"type":"text","content":"Amended Netflix merger agreement represents acknowledgment by WBD that its original agreement was inferior, but new transaction remains inferior to Paramount's $30 per share all cash offer","length":197,"tagName":"p"}]},{"val":[{"type":"text","content":"Paramount will solicit WBD shareholders to vote against the Netflix transaction and other proposals at WBD special meeting","length":127,"tagName":"p"}]},{"val":[{"type":"text","content":"Paramount extends its tender offer as it continues to work toward regulatory clearance","length":86,"tagName":"p"}]}],"tagName":"ul","bulletedList":true,"length":410,"olType":false},{"type":"text","content":"LOS ANGELES and NEW YORK, Jan. 22, 2026 /PRNewswire/ -- Paramount Skydance Corporation (NASDAQ: PSKY) ("Paramount") today announced it has filed preliminary proxy materials with the U.S. Securities and Exchange Commission ("SEC") to solicit shareholders of Warner Bros. Discovery, Inc. (NASDAQ: WBD) ("WBD") to vote against the amended transaction with Netflix, Inc. (NASDAQ: NFLX) and related proposals at the special meeting of WBD stockholders. Paramount has also extended its $30 per share all-cash tender offer to February 20, 2026, reaffirming its commitment to a transaction with WBD at a $108.4 billion enterprise value that is significantly greater and far more certain than the purported $82.7 billion enterprise value of the Netflix transaction.","length":786,"tagName":"p"},{"type":"text","content":"In the materials filed by WBD in connection with its amended Netflix merger agreement, WBD revealed for the first time some of the critical information that had been withheld from its shareholders, but it still has omitted highly material information its shareholders need about Discovery Global:","length":296,"tagName":"p"},{"type":"text","content":"The consideration payable to WBD shareholders in the Netflix transaction falls well short of Paramount's $30 per share all-cash offer. ","length":138,"tagName":"p"},{"type":"list","items":[{"val":[{"type":"text","content":"In the Netflix transaction, WBD shareholders will receive $27.75 per share in cash, or less if WBD is unsuccessful in putting $17 billion in debt on Discovery Global (assuming the separation occurs as of June 30, 2026). If WBD has to allocate some ...

More updates from Warner Bros. Discovery, Inc. - Series A

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