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Court Clears Paramount–Warner Merger as High‑Debt Skydance Nears Close

Judicial approval lets the deal close Tuesday, with markets focused on heavy new borrowing, credit downgrades, consent-decree rules that restrict cost cuts.

Overview

  • A federal judge approved a multistate consent decree that clears the final antitrust obstacle and requires annual theatrical release minimums, a domestic production‑spending floor, preservation of the Paramount and Warner studio lots, separate cable negotiations, and an editorial‑independence board for CBS News and CNN.
  • Paramount Skydance priced roughly $41.4 billion of senior secured notes and an $8.5 billion term loan and completed a bank‑led debt placement of about $52 billion to fund the roughly $110 billion acquisition, leaving the combined company expected to carry about $80 billion of long‑term debt.
  • Credit markets reacted: S&P Global downgraded the issuer rating to BB from BB+ citing projected leverage near 7.6 times EBITDA, and PSKY shares plunged intraday before settling lower as investors weighed the cost of the new borrowing.
  • The merged parent will be named Skydance and trade under the ticker SKYD when the deal closes, with David Ellison and Ynon Kreiz set as co‑CEOs and early management plans placing Casey Bloys over the combined streaming operations.
  • Analysts warn of acute execution risk because high interest rates and heavy leverage must be balanced against the consent decree’s spending and newsroom safeguards, so investors will watch near‑term financing costs, any sponsor guarantees, and whether projected synergies protect creative output and journalism independence.