Paramount Skydance to Distribute Warrants Tied to Warner Bros. Discovery Deal

Paramount Skydance Corporation plans to issue roughly 470 million warrants to eligible holders of its Class B Common Stock in connection with its acquisition of Warner Bros. Discovery, according to an exhibit filed with the SEC.

The warrant distribution was declared by the company's board of directors after being recommended by a Special Committee that was advised by independent financial and legal advisors. The plan was first announced on April 7, 2026, alongside news of a syndication of purchase obligations tied to private placement subscription agreements involving The Lawrence J. Ellison Revocable Trust, Lawrence J. Ellison and RedBird Capital Partners Fund IV.

Eligible holders of record as of October 5, 2026, the record date, will receive one warrant for each share of Class B Common Stock held, rounded down to the nearest whole warrant, at no cost. Fractional warrants will not be issued. The company expects to distribute the warrants on or about October 13, 2026, with the shares trading ex-dividend the following day.

Certain parties are excluded from the distribution, including Lawrence J. Ellison, David F. Ellison, Gerald J. Cardinale, the Ellison trust, RedBird Capital Partners Fund IV, their affiliates, and any company subsidiaries holding Class B shares as of the record date. Holders of Class B shares through the Paramount Global 401(k) Plan's company stock fund are also excluded and subject to separate arrangements.

The warrants are expected to be listed on the New York Stock Exchange around the issue date. The distribution itself is not dilutive, since the warrants only convert into shares if exercised, though ownership could be diluted if warrants are later exercised. The company would receive cash proceeds only from warrant exercises, not from the distribution itself, and expects to use any such proceeds for general corporate purposes. The warrants are scheduled to expire ten years after the issue date. The entire distribution remains contingent on the closing of the Warner Bros. Discovery acquisition, which is subject to further closing conditions and whose timing is not yet certain.

Finazon · prior-day close · Sep 24, 2026

Finazon · prior-day close · Sep 24, 2026