Warner Bros. Discovery shareholders on Thursday approved the company’s sale to Paramount Skydance, clearing a major hurdle for a hostile takeover that values the combined media group at about $110 billion.
The deal closes a drawn-out bidding war and would create one of the largest entertainment companies in the world, bringing together major assets including CNN, CBS, HBO and Nickelodeon, along with franchises such as Harry Potter, Game of Thrones, Mission: Impossible and SpongeBob SquarePants.
“Today's stockholder approval is another key milestone toward completing this historic transaction that will deliver exceptional value to our stockholders,” WBD chief executive David Zaslav said in a release.
“We will continue to work with Paramount to complete the remaining steps in this process that will create a leading, next-generation media and entertainment company.”
Under the agreement, Paramount will pay $31.00 per share in cash for Warner Bros. shares, giving the company an equity value of roughly $81 billion. Including debt that Paramount will assume, the total deal value rises to about $110 billion.
Paramount’s unsolicited bid emerged after a separate agreement involving Netflix had been in place, triggering a competitive takeover fight that ended when Netflix declined to raise its offer.
Attention now turns to the Ellison family’s growing media influence. David Ellison is expected to lead the combined company and pursue aggressive cost-cutting to manage the debt load tied to the acquisition. His father, Oracle co-founder Larry Ellison, helped finance the deal and provided backing that secured board approval.
Larry Ellison’s ties to President Donald Trump have also drawn scrutiny, with Trump signaling he may weigh in on regulatory approval.
The transaction still faces review from regulators, including the European Commission and several U.S. states such as California. Financing from sovereign wealth funds in Saudi Arabia, Qatar and Abu Dhabi is also expected to invite national security review.
The merger has sparked strong opposition in Hollywood. An open letter signed by more than 1,000 industry figures, including Jane Fonda, Joaquin Phoenix, Bryan Cranston, J.J. Abrams and Denis Villeneuve, warned the deal would further concentrate the industry.
“This transaction would further consolidate an already concentrated media landscape, reducing competition at a moment when our industries -- and the audiences we serve -- can least afford it,” the petition said.
“The result will be fewer opportunities for creators, fewer jobs across the production ecosystem, higher costs, and less choice for audiences in the United States and around the world.”
Paramount Skydance has said it will maintain a steady slate of theatrical releases as it integrates the two studios.