Paramount Global: M&A transaction — Paramount Global completes merger with Skydance Media; cash and stock consideration paid

Paramount Global

Merger closed August 7, 2025; Paramount becomes wholly owned subsidiary of Paramount Skydance Corp.
Class A shareholders received $23.00 cash or 1.5333 Class B shares; Class B shareholders $15.00 cash or stock.
Aggregate cash consideration ~$4.45B; ~318.8M New Paramount Class B shares issued as stock consideration.
Skydance unitholders received ~313.8M New Paramount Class B shares; Skydance becomes a subsidiary.
Paramount Skydance Corp. guarantees Paramount's existing debt and joins credit agreement; prior governance agreement with NAI terminated.

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Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Paramount Global: Amended and restated certificate of incorporation and bylaws in connection with closing of transaction (effective 2025-08-06).

Change: bylaw amendment
Effective: 2025-08-06

Exact text from the filing

On August 6, 2025, in connection with the Closing and pursuant to the Transaction Agreement, Paramount amended and restated its certificate of incorporation and its bylaws in their entirety to reflect the changes contemplated by the Transaction Agreement, described in the Information Statement/Prospectus.

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Paramount Global underwent a change of control involving Skydance Media, LLC (closed 2025-08-07).

Action: change of control
Counterparty: Skydance Media, LLC
Closing: 2025-08-07

Exact text from the filing

This Current Report on Form 8-K is being filed in connection with the completion on August 7, 2025 (the “ Closing Date ”) of the transactions contemplated by the Transaction Agreement, dated as of July 7, 2024 (the “ Transaction Agreement ”), by and among Paramount Global, a Delaware corporation (“ Paramount ”), Skydance Media, LLC

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Source: SEC EDGAR

accession 0001193125-25-175027

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