Paramount Markets $44 Billion Debt Offering to Finance Warner Bros. Deal

Paramount Skydance began marketing a roughly $44.4 billion debt offering Monday to help finance its pending acquisition of Warner Bros. Discovery while a federal judge still weighs the last antitrust settlement hurdle, Deadline and The Wrap reported. The package includes about $32 billion in investment-grade debt and the equivalent of roughly $12.4 billion in high-yield bonds, according to the outlets’ reading of Paramount’s SEC filing. Proceeds would combine with cash on hand, term-loan financing, and equity commitments to fund a deal Paramount has framed around an enterprise value near $110 billion. For filing purposes the company used an October close marker even as it warned the actual closing date remains uncertain. The remaining regulatory gate is U.S. District Judge Araceli Martinez-Olguin’s decision on a proposed settlement of an antitrust suit brought by 12 state attorneys general led by California’s Rob Bonta. The judge declined to approve the settlement at a Sept. 24 hearing and allowed opposition briefs due Monday; Paramount and the AGs defended the deal while Martinez-Olguin offered no public timetable for a ruling. Deadline noted total debt financing transactions around $51.9 billion when counting a $7.5 billion Term B loan marketed earlier, plus a $49 billion bridge loan as contingent backup. Equity funding includes up to $46.7 billion (plus ticking fees) from the Lawrence J. Ellison Revocable Trust and $250 million from RedBird Capital, with subscription rights assigned in part to outside investors including Middle East sovereign wealth funds and LionTree. The combined company is expected to carry more than $80 billion in long-term debt; CEO David Ellison has targeted at least $6 billion in synergies. For Hollywood deal watchers on Studio, the bond roadshow is the financing chapter of the Paramount–Warner story — not a talent overall-deal reshuffle like Shawn Levy’s Disney move already covered on the site. Until the judge rules, the debt marketing and the courtroom calendar travel together: Wall Street is being asked to underwrite a merger that still needs one more legal green light. Verified facts as of Sept. 28 reports: ~$44.4 billion debt offering (~$32B investment-grade + ~$12.4B high-yield); proceeds for WBD acquisition; SEC filing says closing date uncertain with an October marker for modeling; Judge Martinez-Olguin weighing AG settlement after declining to approve Sept. 24; combined company expected to carry $80B+ debt; Ellison targeting $6B+ synergies. Whether the settlement wins court approval — and on what timetable — will decide if the October close scenario stays a filing assumption or becomes a closing date.