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Paramount Enhances Offer for Warner Bros. Discovery Acquisition

| 8-K

Summary

On February 10, 2026, Paramount Skydance Corporation announced enhancements to its $30 per share, all-cash tender offer for Warner Bros. Discovery, Inc. (WBD). The revised offer includes a ticking fee of $0.25 per share per quarter if the transaction does not close by December 31, 2026, totaling approximately $650 million each quarter. Paramount will also fund the $2.8 billion termination fee to Netflix and address WBD's debt financing costs. Paramount has secured clearance for its tender offer from the U.S. Department of Justice and foreign investment authorities in Germany. The enhanced offer aims to provide WBD shareholders with superior value and certainty compared to Netflix's transaction.

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