Paramount Skydance is paying $31 a share in cash for Warner Bros. Discovery: $81 billion in equity, $110 billion once WBD’s debt is folded in. That’s a 147% premium to WBD’s unaffected price of $12.54 a share, the kind of number a board only accepts when it’s convinced no better bid is coming. Now Oregon wants a judge to freeze the deal for 60 days.
Attorney General Dan Rayfield filed a motion in Multnomah County Court demanding Paramount turn over lobbying records tied to an internal effort the state calls “Project Warrior,” plus documents on the company’s role in the Department of Justice’s merger approval statement. Paramount has been “dodging and delaying” the records request since Rayfield’s office sent it in June, the state says. The company won’t commit to closing before July 16, but won’t rule it out either.
Warner Bros. was fought over in court once before: AT&T beat a DOJ antitrust suit to keep it in 2018. This time it’s Salem, not Washington, standing in the way. Oregon just wants 60 days to read the files before the deal closes.
What Paramount actually gets: HBO Max, the Warner Bros. film studio, and cable networks including CNN, the assets it went hunting for after Skydance took over the old Paramount Global. The deal still targets a Q3 close. Oregon’s hearing on the motion is set for today.
— Diana Kowalski