Apollo Global Management Inc., Bank of America and Citigroup provided the initial debt financing for the acquisition. Per the outlet, they sold approximately $30 billion in investment-grade debt, $12.4 billion in junk bonds and $9.46 billion in loans in just a week.

The update comes after Bloomberg reported that investors faced more than $100 million in paper losses after the combined company’s bonds started trading on Thursday, which led to the banks facing a flood of angry complaints from money managers.

Skydance Chief Financial Officer Dennis Cinelli dismissed the selloff as “one-day choppiness in the market,” telling Bloomberg it entered “not for a one-day trade, but to execute a transformative transaction to create a next-generation entertainment and technology company.” Citigroup’s Leon Kalvaria, chairman of the institutional clients group, added that the financing “turned out incredibly well in a choppy market.”

Representatives for, Bank of America, Apollo and Citigroup declined to comment, while Skydance did not immediately return TheWrap’s request for comment.

The debt sale comes as the merger is slated to close on Oct. 6, with the combined company expected to carry around $80 billion in debt.

The combined company, which has been named Skydance, will begin trading on the NYSE on Oct. 6 under the ticker symbol SKYD. The company will distribute warrants to purchase shares on Oct. 13.

While the deal isn’t officially closed, David Ellison has already started shaking up the combined company’s leadership team, tapping HBO CEO Casey Bloys to run Paramount+ and HBO Max, with Paramount Streaming head Cindy Holland exiting on Tuesday. The company also recruited Mattel CEO Ynon Kreiz to serve as co-CEO of the combined company.

The post Paramount-Warner Bros. Merger: Wall Street Banks Wrap Up $52 Billion Debt Sale appeared first on TheWrap.

While interviewing Will McIntosh, president of digital platforms and ventures for Versant, which owns Fandango, at TheGrill 2026, TheWrap Managing Editor Roger Cheng posed that question to the audience.

Crickets.

While most people know Fandango for selling movie tickets, it had quietly become the No. 2 transactional VOD platform in the U.S. behind only Amazon (it used to be known as Vudu). Currently, Versant is working to also establish Fandango as a free streaming brand.

To that end, McIntosh announced at TheGrill a partnership between Versant and Lionsgate that will make all five previously released “Hunger Games” movies available to stream for free on Fandango’s platform with minimal commercial interruptions for two weeks before tickets go on sale for “The Hunger Games: Sunrise on the Reaping,” which hits theaters in the U.S. in November.

“That’s a very prescriptive way where we’re gonna take the one thing we’re known for — ticket sales — and tie it back to something new that we’re trying to build with this free streaming service,” the Versant executive explained, adding, “I think it speaks to [the fact that] we can’t do it on our own and we need partners like Lionsgate to really lean in. Fortunately, they do.”

That type of novel program is an example of the new risk-taking spirit taking hold at Versant, which spun out of cable giant Comcast only 10 months ago. McIntosh said that Versant defines the company by its four verticals: business news and finance (CNBC), political opinion news (MS NOW), sports and golf lifestyle (Golf Channel, GolfNow) and genre sports and entertainment (E!, Syfy, Oxygen, Fandango, Rotten Tomatoes and USA Network). The broader goal is move away from its reliance on the ever-shrinking cable TV revenue.

That ambition — and it’s smaller size — has played an instrumental role in shaping Versant’s “entrepreneurial” approach to expansion, acquisition and growth. Over its short stretch as a public company, it has made four acquisitions, including the cloud-based business management software platform formerly known as the Indy Cinema Group and Full Swing, the No. 1 golf simulator tech company.

Both acquisitions had been on leaders’ minds prior to Versant’s spin-off, but they never had the freedom to truly pursue either at Comcast.

“My experiences inside of Comcast were largely fantastic. My group was able to operate as a well-funded start-up inside of a company that had a lot of capital for a long time,” McIntosh said. “But the last five years there, it was very difficult to get some of our best ideas greenlit and to continue to grow our businesses the way we had historically, and for all the right reasons.”

“Comcast, a big company, was building multiple billion-dollar theme parks. We were spending billions of dollars trying to get Peacock to scale, and Comcast has to constantly invest in its broadband infrastructure. What that meant for businesses like GolfNow and Fandango is that there wasn’t a lot of capital left to reinvest,” McIntosh added. Since Versant’s move into its own, publicly traded company, the red tape and bureaucracy has been significantly cut down.

“The biggest difference is we’re able to be entrepreneurial, nimble. There’s a very straight line to [Versant CEO] Mark [Lazarus] to get a ‘yes’ or a ‘no,'” McIntosh explained. “A lot of the early organic growth initiatives and some of the M&A we’ve done were all ideas that we had inside of Comcast that we just could not act on. I think it’s put us in a place to be entrepreneurial.”

With all of its acquisitions, Versant wants to expand its ability to “connect people with what they’re passionate about” by tying established media platforms and brands to new, transactional technologies. “If you look at our golf vertical today, roughly 50% of our revenue comes from the media assets and 50% of our revenue comes from the digital and transactional assets,” McIntosh said Wednesday. “The goal over the next three to five years is to do that in the other three verticals. We’re just getting started, but we’re well on our way.”

Like every company in its position, Versant faces a constant “build vs. buy” question with every acquisition it plans and considers. For years, the answer to that question has always depended on how much organic growth investors believe can be generated by an asset after it is acquired. However, McIntosh admitted that AI has further complicated that already complex equation.

“Because [on] what’s going on with AI, I think the idea of building and building quickly is much different now than it was even two or three years ago,” he said. “I do think that ‘build vs. buy’ question is a good one, and I do think we’ll actually probably build more in the future.”

The post How Versant Is Letting Its ‘Entrepreneurial’ Spirit Take the Lead Post-Comcast appeared first on TheWrap.

The deal closes out Versant’s first round of distribution renewals since becoming a standalone public company earlier this year, as subscriber losses continue to pressure the traditional pay-TV business. Versant’s linear distribution revenue fell 6.3% year over year in the second quarter, primarily due to subscriber declines, though contractual rate increases partially offset the losses.

Under the agreement, USA Network, MS NOW, CNBC, Golf Channel, Oxygen True Crime, E! and SYFY will remain available to Verizon customers. Financial terms were not disclosed.

“Verizon is a valued distribution partner, and this long-term renewal reflects the clear value our portfolio delivers to distributors and audiences,” Versant chief revenue and business officer Dave Pietrycha said in a statement. “We are pleased to continue bringing Verizon customers the premium live news, sports and entertainment programming they value.”

The Verizon pact follows two other multi-year renewals with large pay-TV distributors, one in the U.S. and one in Canada, that Versant CEO Mark Lazarus disclosed during the company’s second-quarter earnings call.

With the latest deal, Versant has renewed every distribution partnership that was set to expire in 2026. The company completed its spinoff from Comcast in January, taking control of a collection of cable networks at a time when cord-cutting continues to shrink the traditional television bundle.

“Versant offers an iconic portfolio of brands and we’re pleased to continue bringing their popular lineup of news, sports and entertainment to Verizon customers,” Verizon SVP of consumer growth Matt Coakley said. “We look forward to continuing our partnership alongside a diverse array of premium programming available to Fios customers.”

Completing those renewals gives Versant some stability as it confronts the broader decline of the cable bundle. Lazarus acknowledged that pressure during the company’s second-quarter earnings call, saying Versant was “not blind to the normal headwinds that everyone in the industry is facing.”

The post Versant Completes 2026 Distribution Renewal Cycle With Verizon Deal appeared first on TheWrap.

“Paramount and Warner Bros. shaped over a century of culture. By combining them, we aren’t rewriting history — we’re equipping these iconic studios with a more powerful engine,” he shared Friday morning. “Together, we are Skydance: a creative-first home for bold, quality storytelling.”

“We chose this name for a few important reasons. First and foremost, as we bring Paramount and Warner Bros. together, we wanted to preserve what has made each of these studios iconic. Both have distinct identities, extraordinary legacies and brands that have resonated with audiences for generations,” Ellison continued in his X post. “We never wanted a new corporate identity to diminish, alter or overshadow either one. Instead, we wanted a name that would give the combined company an identity of its own while allowing Paramount and Warner Bros. — and all our extraordinary brands — to remain in the spotlight.”

Additionally, the ticker symbol will now change from PSKY to SKYD starting Tuesday, per a Friday SEC filing. The CEO’s announcement also featured a video montage of the companies’ most famous movies, shows and properties, further highlighting DC, HBO Max, Nickelodeon, CBS, Paramount+ and CNN as brands under the Skydance umbrella.

“We have big goals for Skydance, and we intend to pursue them with passion, imagination and a willingness to take smart risks,” Ellison concluded. “At the same time, we will honor what makes Paramount and Warner Bros. special — giving both studios the opportunity to grow, tell more great stories and bring those stories to even broader audiences around the world, powered by the scale and capabilities of Skydance.”

The update comes as the $110 billion Paramount-WBD merger is set to close next week after settling the antitrust lawsuit with California Attorney General Rob Bonta and 11 other state AGs. It had previously cleared its other regulatory hurdles, both domestic and international.

While the deal isn’t officially closed just yet, Ellison has already started shaking up the combined company’s leadership team, tapping HBO CEO Casey Bloys to run Paramount+ and HBO Max, with Paramount Streaming head Cindy Holland exiting on Tuesday. Mattel CEO Ynon Kreiz will also join as co-CEO, while WB film chiefs Mike De Luca and Pam Abdy are now expected to depart.

Ellison founded his initial Skydance Productions media production and financing company in 2006, before changing the name to Skydance Media in 2020 and then becoming Paramount Skydance Corporation once they merged with Paramount Global and National Amusements last year.

The post Combined Paramount-Warner Bros. to Be Called Skydance, David Ellison Reveals appeared first on TheWrap.

TheWrap could not immediately confirm the report. An individual close to Abdy and De Luca said neither had been informed of anything by Paramount leadership.

Paramount declined to comment to TheWrap.

Puck, which first reported the news, cited two sources that the studio chiefs will reportedly not be joining the newly merged company with Paramount, which has yet to release its new name.

De Luca and Abdy’s fates were initially unclear in the days following Judge Araceli Martínez-Olguín’s approval of Paramount’s settlement with 12 state attorneys general on Wednesday– which put the $110 billion merger on track to close next week.

De Luca and Abdy did not respond to TheWrap’s request for comment.

Under De Luca and Abdy, Warner Bros. had a spectacular year in 2025, with two films nominated for Best Picture at the Academy Awards and Paul Thomas Anderson’s “One Battle After Another” ultimately winning the top prize, and multiple box office hits, including “A Minecraft Movie.”

But 2026 has been much tougher. For example, “The Bride!” failed to motivate audiences. The reported decision comes ahead of an expected underwhelming domestic opening weekend for the Tom Cruise-led film, “Digger,” which is projected to bring in $12 million to $15 million.

Nonetheless, Warner’s go-forward film slate is packed with likely blockbusters, including “The Lord of the Rings: The Hunt for Gollum,” “The Batman Part II,” “Gremlins 3” and “A Minecraft Movie Squared.”

Paramount needs to find $6 billion in savings to make the merger work, and the move – if confirmed – may be a cost-cutting measure. Eliminating two studio chiefs would immediately save tens of millions of dollars a year, including stock incentives. However, it’s worth noting that the relationships those executives have built with talent across the film industry may be worth many times that to a studio that needs to release 30 movies a year, as Paramount does.

Paramount Skydance CEO David Ellison may be planning to elevate Paramount Pictures co-chairs Josh Greenstein and Dana Goldberg to oversee both studios once the merger is complete. Per the report, an additional top executive is likely to be hired to run Warner for Ellison – but a name has not yet been floated.

This is just the latest staffing news to surface this week regarding the new Paramount-Warner Bros. company. On Wednesday, it was revealed that Mattel CEO Ynon Kreiz has joined Ellison’s Paramount as co-CEO at the combined Paramount-Warner Bros. TheWrap reported that he nabbed a pay package that topped $46.5 million.

Also, TheWrap reported that CBS News’ editor in chief Bari Weiss will not lead CNN once it comes inside the merged company.

“Ellison and Kreiz will lead the anticipated combined company as one team, pairing complementary skillsets to maximize the full upside of the merger under a comprehensive long-term strategy,” a company spokesperson told TheWrap at the time. “Ellison will focus on the company’s long-term strategy, creative vision and direction, including its talent relationships, strategic partnerships, technology and capital allocation. Kreiz will focus on the company’s day-to-day management and integration of the combined businesses.”

The post Warner Film Chiefs Mike De Luca and Pam Abdy to Exit Ahead of Paramount Merger appeared first on TheWrap.

“The notion that $6 billion of cost-related synergies means the firing of all these people is just completely antiquated,” Gerry Cardinale, founder of RedBird Capital Partners and a major shareholder in the combined company, said during the Bloomberg Screentime conference on Thursday.

Cardinale, who first backed David Ellison at Skydance and helped push through the acquisition of Paramount, said a majority of the projected merger cost savings would come through non-labor means. He cited the unification of the tech stack that the different platforms live on, as well as selling real estate, as other ways to cut costs.

His appearance at the event comes a day after a judge signed off on a settlement between Paramount and a dozen state attorneys general that essentially sealed what had been a contentious deal, which is projected to close on Oct. 6. Cardinale said he believed the combined companies represent a growth investment, and to give it a couple of quarters before things normalize and you start to see its potential trajectory.

While he said there would be some job losses, he stressed that wouldn’t be the main focus.

“You don’t spend $40 billion a year making movies and think that your entire premise of your business plan is to fire everybody in Hollywood,” he said. “It’s just the opposite.”

But his sentiment stands in contrast with a Los Angeles County-commissioned study that said the merger would result in the loss of nearly 4,500 film and TV jobs and cost the region $2.8 billion in economy value.

As part of the settlement, Paramount is required to produce 30 films for the first two years, and 32 films for the following three years, as well as invest at least $1.5 billion in U.S. productions over that five-year stretch.

Coziness with Trump

Much of the criticism over the merger was related to the Ellison family’s relationship with President Donald Trump, with father Larry Ellison making no secret of his support of the MAGA movement.

Cardinale downplayed David Ellison’s relationship with Trump, calling it “way overstated.” He argued that with such a pro-business administration, every CEO in corporate America should have a relationship with the president.

Indeed, the CEOs of all of the top tech companies have largely paid tribute to Trump through gifts and donations.

“Having that relationship does not mean in any way that there’s this coziness that everyone wants it to be,” he said. “The inference on cozy here is just not appropriate.”

Cardinale touched on several other topics. They include:

• He sees an opportunity for the combined streaming businesses to grow, noting that there is little overlap between HBO Max and Paramount+’s subscriber base.
• He believes valuations in American sports team are way too high. While he didn’t comment on the recent deal led by Bob Iger to buy the Los Angeles Lakers for $12.5 billion, he said he wouldn’t have done the deal.
• Cardinale worked with Ben Affleck to develop AI startup InterPositive, which was sold to Netflix. His firm has a unit called RedBird X that is incubating seven new AI businesses.
• He lauded David Ellison’s ability to draw talent to him. “People are incredibly loyal to him,” he said. “You can’t fake that. And let me tell you, there’s no last name in the world that delivers that. You either are it or you’re not, and people want to work for him because he’s genuine.”

The post RedBird Founder Says Majority of Paramount-WBD Merger Cost Savings Won’t Come From Jobs appeared first on TheWrap.

Three individuals close to the deal confirmed that Raine, led by co-founder Joe Ravitch and partner Erik Hodge, had accepted a purchase price. One individual said that the deal with a private equity-backed marketing firm was expected to close in the next two weeks. However, other M&A deals involving Imagine have been on the table in the past and not closed.

Raine has been “invested for a long time,” said one insider close to the deal. “It’s time to come out.”

The move to sell Raine’s stake to private equity comes as Imagine has struggled in recent years to produce the kind of film and TV hits that made it so formidable in the 2000s with titles like “How the Grinch Stole Christmas,” “24” and “Arrested Development.”

Howard, 72, most recently directed the Sydney Sweeney indie thriller “Eden” and is in post-production on a true-story Afghanistan war drama called “Alone at Dawn” starring Adam Driver for Amazon MGM. Grazer, 75, is the producing force behind Howard’s films and others at Imagine, like the Netflix documentaries “Marty, Life Is Short” and “Freefall: A Reckoning for Boeing.”

The deal is complete in principle, one individual close to the transaction said, but the name of the buyer and price could not be learned immediately. TheWrap understands that Grazer has been negotiating the deal himself.

Raine has become frustrated with Imagine’s lackluster output in recent years, and the relationship between Raine and Grazer had become strained, according to a knowledgeable individual. Another individual close to the relationship said it was not strained.

It is also true that Raine does not usually stay partnered in investments for a decade.

A representative for Imagine called TheWrap’s report “factually inaccurate” while declining to give any further detail.

Imagine has been exploring a sale since at least 2024, when the company started working with an investment bank, but a planned sale to Centricus Asset Management Ltd. valued at $700 million fell apart as interest cooled in production companies, as TheWrap exclusively reported at the time.

Raine’s initial investment in 2016 marked a turning point for the company behind films like “The Da Vinci Code” franchise and TV series like “Parenthood” and “Friday Night Lights,” as the arrival of streaming opened up new distribution avenues. Later in 2016, China Media Capital came onboard as an investor with $100 million, while FountainVest Partners invested another $100 million in 2018.

By 2021, Imagine was valued in the $850 million range, but independent production companies have had a rough go over the last couple of years. LeBron James’ SpringHill Company, once valued at $750 million, merged with Fulwell 72 in 2024, just four years after it was founded by the NBA superstar; and Kevin Hart’s Hartbeat, once valued at $650 million, has gone through several rounds of downsizing over the last two years. Even Hello Sunshine, valued at nearly $1 billion at one point, shuttered its kids and family unit in 2023.

Imagine has, of course, a much longer tail of content and a track record that includes lucrative library titles, although the company’s last global theatrical hit was 2016’s “Da Vinci” sequel “Inferno” starring Tom Hanks.

Imagine was behind Luca Guadagnino’s “After the Hunt” in 2025, which grossed just $9 million worldwide despite a starry cast that included Julia Roberts and Andrew Garfield, and Howard’s “Eden” eked out only $2.8 million at the box office after Vertical picked it up for distribution.

The last Imagine film to crack $100 million at the box office was 2017’s Tom Cruise crime movie “American Made,” which still only grossed $135 million against a $50 million budget.

The TV side has also been light, although 2022’s “Under the Banner of Heaven” limited series received critical acclaim and the Keke Palmer-led “The ‘Burbs” was a hit on Peacock last year, scoring a renewal for a second season.

Imagine has been very busy in the documentary space with films and series for Netflix, Disney+ and Peacock like “Jim Henson Idea Man,” “Music by John Williams” and “Avedon.”

Next up, the studio is behind the 20th Century “guy gets trapped in a whale” thriller “Whalefall” that’s in theaters in October, and also produced David Leitch’s heist thriller “How to Rob a Bank” for Amazon MGM and Pete Berg’s sports drama “The Mosquito Bowl” for Netflix.

TV-wise, Imagine has the Andrew Garfield/Jude Law Siegfried & Roy Apple series “Wild Things.”

And perhaps most importantly, a sequel to “The Grinch” that would reunite Howard and Jim Carrey is in early development.

Raine Group, meanwhile, has been behind several big sports and gambling deals over the last few years, including investing in and advising DraftKings. Most recently, Raine teamed with Ares on a $750 million catalog acquisition fund for music and artist management company Firebird.

The post Raine Group Close to Sale of Majority Stake in Ron Howard and Brian Grazer’s Imagine Entertainment | Exclusive appeared first on TheWrap.

Raine partner Erik Hodge said Wednesday that his firm is increasingly focused on IP and the migration of established Hollywood talent onto platforms like YouTube, where creators can build sizable audiences without the infrastructure once provided by a traditional studio or network.

“There’s a lot of opportunity around the migration of traditional talent, traditional content, onto YouTube,” Hodge said at TheWrap’s TheGrill conference.

Rather than signaling a slowdown in dealmaking, the shift could redirect investment toward individual pieces of IP, creator businesses and independent production companies. These deals could spawn in the shadow of mega-mergers like Paramount’s $110 billion acquisition of Warner Bros. Discovery to Fox’s $22 billion purchase of Roku, of which the panelists believe there will be fewer of going forward.

Hodge, Loeb & Loeb partner John Kulback and Gerber Kawasaki CEO Ross Gerber joined TheWrap’s Roger Cheng for a discussion titled “The M&A Gold Rush in Media: Who’s Next?”

For Hodge, who leads Raine’s entertainment and content practice, the common denominator is IP.

“For us, it’s always about IP,” Hodge said. “It’s always trying to figure out what the entry point is to own IP, and that’s changed a lot.”

He pointed to Raine’s investment in Moonbug Entertainment, the digital-first children’s company behind franchises including “Cocomelon” and “Blippi,” as an example. Hodge said Moonbug assembled individual pieces of children’s IP and expanded them into areas including consumer products, licensing and streaming before the company was sold to Candle Media.

The creator economy could provide another version of that model.

Hodge said YouTube has given creators access to distribution that once required the backing of a studio or network. As those businesses mature, however, some are developing greater need for outside capital.

One trend Raine is watching is the movement of traditional media talent in the opposite direction — away from established networks and toward independently owned digital businesses.

Hodge pointed to Raine’s investment in Uncensored, the digital media network behind “Piers Morgan Uncensored,” as an example.

“With Piers, there’s almost no difference between the show that he has on YouTube and the show that he used to have on Fox or CNN,” Hodge said.

Morgan’s program can also be licensed as traditional TV programming, offering a model in which talent can build a digital-first business while still distributing its content through conventional media.

The opportunity isn’t limited to established stars.

Kulback said creator businesses that begin with an individual personality and brand deals can eventually require more sophisticated infrastructure, from commercial executives capable of securing larger partnerships to expertise in consumer products and live events.

“There’s all sorts of different ways that creators are finding ways to make money that require additional expertise,” Kulback said.

Gerber pointed to MrBeast as an example of how far that evolution can go, from an individual YouTube creator to a broader content and consumer-products business.

Gerber said many creators have already developed enormous audiences without building the business infrastructure around them.

“There are many creators that have huge engagement that still have not even built out real businesses,” Gerber said.

That could eventually create opportunities to consolidate creator-led companies themselves.

“I think that model is a very attractive model of the future,” Gerber said, describing the possibility of “acquiring pieces of creator businesses and putting that together into a more cohesive company.”

Gaming is another area drawing investor attention. Gerber said he has invested in Take-Two Interactive and pointed to the value of major gaming franchises as entertainment increasingly moves across games, film and television.

The panelists also argued that M&A does not have to revolve solely around the cost-cutting often associated with major media combinations.

Hodge pointed to Mediawan’s deal to acquire Peter Chernin’s North Road Company as an example of consolidation designed to provide companies and creators with greater access, resources and scale rather than simply eliminate overlapping costs.

“M&A can also be — and should, and often is — about access to resources,” Hodge said.

Artificial intelligence could create another category of investment opportunities. Hodge pointed to advertising as one potential entry point, while Kulback said emerging AI tools for creators are increasingly blurring the separation between technology IP and content IP, raising questions around copyright, image and likeness rights and the guilds. Kulback represented Google DeepMind in its research partnership and investment in A24.

Gerber said the combination of YouTube, AI and increasingly accessible production and business tools has dramatically lowered the barriers that once made Hollywood difficult to enter.

“This is the best, most entrepreneurial time that I’ve ever seen” for creators, Gerber said.

For investors, that could mean Hollywood’s next wave of dealmaking looks considerably different from the one that built its biggest media conglomerates: fewer mega-mergers at the top, and more bets on creators, IP and independent companies with room to scale.

The post Hollywood Dealmakers Eye Creators as Mega-Merger Options Dwindle appeared first on TheWrap.

Just in time for California AG Rob Bonta and Paramount Chief Legal Officer Makan Delrahim, the two key figures on each side, to unpack the resolution at TheWrap’s annual business conference TheGrill.

Both Bonta and Delrahim appeared on stage (albeit in separate panels) with The Wrap CEO and Editor-in-Chief Sharon Waxman, who asked the questions everyone wanted to ask.

The sessions marked a fitting capper to a remarkable and unpredictable 12 months filled with a bidding war, competing corporate egos, several false starts and a dramatic final stand with between Bonta and Paramount. In a final turn, both Delrahim and Bonta talked up the benefits of the deal.

“When you talk about jobs, an increase from 5% to 40% is massive job increases for the United States, and that’s why IATSE, SAG-AFTRA, the Teamsters, the Laborers, and the Directors Guild of America all support the settlement,” Bonta said, while “vehemently, respectfully” disagreeing with the notion that he caved under political pressure.

“It’s a deal that is pro-competitive. It’s a deal that is transformational. That’s why we committed to it,” Delrahim said. “I’m just grateful for the time and the attention and the professional work that Attorney General Bonta and his 11 other colleagues did to work with us in good faith.”

Despite Delrahim’s claims of “good faith,” there were many bumps on the road to get to the settlement, from a canceled mediation meeting over leaks to a threat by Ellison to move Paramount out of California, risking thousands of jobs and billions in economic output.

But now comes the hard part: making good on the settlement’s requirements and building what Ellison has referred to as a “stronger Hollywood.”

Below is a recap of the key takeaways from Bonta and Delrahim.

What turned the tide in reaching the settlement?

When asked about what was the turning point that made both sides reach a settlement, Bonta told TheWrap it was Paramount deciding to negotiate in good faith.

“They weren’t addressing the concerns that we had in the case,” he said. “When they finally decided to sit down and make real commitments on the issues that we cared about when it came to the antitrust enforcement case, that’s when when we settled the case.”

Meanwhile, Delrahim argued that the key to getting a settlement done was that the 12 states had no antitrust case. He said that their argument that Paramount-WBD would have a combined market share of 27% in the theatrical film market didn’t take Amazon MGM Studios, Lionsgate or A24 into account.

“Once you factor those in, that market share goes below 20%, and that’s assuming you take their time frame from ’22 to ’25 for that market share, which is based on box office revenues,” he said. “That’s just not how antitrust works. So once the facts were out before a judge, it would have never ever held up.”

“Every step of the way when you have a bad case, you’re making precedent, and as a former enforcer, it makes it more difficult for the future. So now, every time the state AGs bring a case, guess what the parties are going to do? They’re going to file the motion we filed,” he continued. “The state AGs, I think, realized there’s not a case here. Why are we doing this? And they realized that delay is not going to help anyone, which is why all the unions and everybody supported that.”

He also credited Ellison himself with getting the deal over the finish line during the Yom Kippur holiday.

“David was incredibly involved in this process himself with the staff. He and I would fly up, come down. He was personally invested and he is the single best client a lawyer can have because he’s incredibly genuine, he’s credible, and as a former producer and a guy who understands his business, he can speak with authority when asked these questions and allegations come up about different parts of the business,” he said. “It is incredible. You don’t even have to prepare because the truth actually is incredibly powerful.”

Though Delrahim said Ellison’s threat to move was “not a bluff,” he dismissed the idea that it played any major role in settling the litigation.

Bonta defends settlement, touts it as “opposite” of Disney-Fox merger

Under the terms of the settlement, Paramount-WBD is required to invest a minimum of $1.5 billion over five years in domestic TV and film production.

It also must release at least 30 films a year in theaters for two years and 32 per year for the following three years. At least four films per year must be independent films and at least 20% must be blockbusters. If Congress passes a federal film tax credit, Paramount agreed that 20% of all film production must be in the U.S. for the first two years of the merger and 30% of the next three.

Bonta told TheWrap that the film requirement is the “opposite” of the Disney-Fox merger, noting that the two companies made about 28 films per year before the combination, which would later drop to 14 films per year.

“If the federal film tax credit passes and a California film tax credit passes, it could be a 700% increase in films being made in the United States. Only about 5%, according to Paramount’s own numbers, of their total film production is made in the United States. That could get to 40%,” he added. “So when you talk about jobs, a 700% increase from 5% to 40% is massive job increases for the United States.”

Additionally, the combined company must negotiate the distribution agreements for Paramount and Warner’s suite of cable networks separately and set up an independent editorial board to oversee CNN and CBS News’ operations.

When asked about the future of CNN, news and free speech, Bonta admitted that he’s concerned about there being too much misinformation and disinformation, but argued that the editorial board would help “ensure journalistic integrity and fact-based, non-biased, objective reporting.” Similarly, Delrahim said that while he understands the political concerns around Ellison’s ownership, he does not believe that CNN and CBS News will “foreclose access” to information.

Other settlement terms include continuing to operate Paramount and Warner Bros. Discovery’s studio lots for five years, honoring collective bargaining agreements with Hollywood’s unions and making community investments, including a $5 million-per-year contribution to an independent film fund and $9.5 million annually for film and TV career training and development programs to benefit qualified educational institutions and community arts organizations.

Failure to comply with the various commitments in the settlement range from a $30 million penalty per film that misses the theatrical goal to forced divestitures of the company’s 49% Miramax stake within a 12-month period as well as BET, Comedy Central, VH1, Smithsonian, Destination America and Science Channel within a 120-day period.

“The proposed consent decree reflects a settlement between the parties
that is a fair, reasonable, and good faith approach to address the competitive harms alleged in the Complaint, and does not violate the law or public policy,” Judge Araceli Martínez-Olguín wrote in her order on Wednesday.

Did Bonta cave?

Despite reaching the settlement, some are concerned that the agreement does not go far enough to address the potential harms posed by the merger.

“Allowing the Paramount Skydance-Warner Bros. Discovery merger to move forward with no meaningful structural remedies will cost jobs, mute creativity, weaken independent journalism, and damage our First Amendment rights. The ripples of this merger will be far-reaching, long-lasting, and impossible to contain,” the Block the Merger coalition said in a statement. “We are going to continue the fight.”

Bonta has also been accused of caving due to Ellison’s threat to move and pressure from California Gov. Gavin Newsom, Los Angeles Mayor Karen Bass, the Democratic nominee in California’s gubernatorial race Xavier Becerra — a claim he “vehemently and respectfully disagrees” with and said had “no influence” on the states’ decision.

“My job is to focus on the antitrust concerns and getting a resolution. So what a company may or may not do, what a governor or a next governor says or doesn’t say, has no influence,” Bonta said. “I’m the attorney general of California. I need to make a decision about the case that I brought with my 11 other attorneys general, and if we get a resolution to that case, as we did when Paramount finally came to the table in good faith, then we take it and we resolve the case.”

He added that it was ultimately a “unanimous” decision for the states to settle the case, though Connecticut AG William Tong unsuccessfully pushed for Paramount-WBD to divest CNN and CBS News during negotiations.

When asked about the political opposition surrounding the deal, Delrahim accused the Block the Merger coalition’s Norm Eisen of using the campaign against the merger as a fundraising opportunity for himself. He also doubled down on previous remarks that some who opposed the merger were antisemitic.

But when asked if there would be any retaliation against creatives who opposed the merger, Delrahim said that would be “silly.”

“We’re in the business of storytelling. We’re in the business of fulfilling consumers’ demands, and you don’t do that,” he said.

What happens now?

With the settlement now approved, the next order of business is to officially close the merger. Ellison has said the deal would close within two weeks of reaching the settlement, putting the closing date in early October.

Paramount’s Class B stock listing is expected to move from the Nasdaq to the New York Stock Exchange on Oct. 5 and begin trading on the NYSE on Oct. 6. Paramount would distribute warrants to purchase those shares on Oct. 13.

However, the merger is “subject to further closing conditions, and the ultimate timing for the closing of the WBD merger, if any, is not yet certain,” the company noted in a Friday SEC filing. As a result, Paramount may choose to cancel or postpone the move.

While the deal isn’t officially closed, Ellison has already started shaking up the combined company’s leadership team, tapping HBO CEO Casey Bloys to run Paramount+ and HBO Max, with Paramount Streaming head Cindy Holland exiting on Tuesday. Paramount has also recruited Mattel CEO Ynon Kreiz to serve as co-CEO of the combined company.

Shares of Paramount closed at $10.33 apiece, up 3.4% at the end of Wednesday’s trading session, while WBD shares finished at $30.95 per share, up 0.32%.

The post Paramount’s Makan Delrahim, California AG Rob Bonta Get Candid on Warner Bros. Merger Settlement appeared first on TheWrap.

“This merger will stifle creativity, weaken free speech and cost people their jobs — it is a bad deal for this country and should never have been approved,” the actor, who has been an outspoken critic against the $110 billion deal, wrote on X Wednesday evening. “This is an incredibly disappointing outcome for the hundreds of thousands of us who stood up to block it, but it’s also not the end.”

He continued: “This grassroots movement isn’t going to fade away and neither is our resolve. This was never about just one merger: this was about fighting back against corrupt oligarch billionaires trampling the interests of everyday people to line their own pockets. We’re still in that fight. Join us.”

A representative for Bonta’s office did not immediately respond to TheWrap’s request for comment. A spokesperson for Paramount told TheWrap, “Didn’t read it.”

As we mentioned, Ruffalo has repeatedly spoken out against the merger these past several months. In fact, earlier in September, the Marvel star called on California Attorney General Rob Bonta and the other state AGs to not settle the antitrust suit amid reported talks with Paramount.

“Don’t you dare @AGRobBonta, do not cave,” he wrote at the time. “5670 film makers put their necks on the line for you to fight this merger. Another 75,000+ and counting have signed to tell you not to concede in just 3 weeks. You work for the people — the very people who will be hurt if you let this lousy deal filled with empty promises go forward. Please sign to send a message to the AG’s and Paramount. Reject the deal. The people don’t want it!”

Ruffalo also faced controversy last month after he called out the business relationship between Larry Ellison’s tech giant Oracle, which is backstopping more than $40 billion of the Warner Bros. Discovery acquisition, and Israel’s ongoing military activity in Gaza amid his objections to the deal. The comments proved to be divisive in Hollywood, prompting Paramount to blast Ruffalo as “antisemitic” for the remarks and sparking warring industry petitions that separately criticized and supported the actor.

While Ruffalo remained displeased with the outcome of Judge Araceli Martínez-Olguín’s decision, which cleared the final hurdle for Paramount’s $110 billion merger with Warner Bros. Discovery, AG Bonta and Paramount’s legal chief Makan Delrahim touted the settlement as a win for both sides.

Read up on their stances here and here.

The post Mark Ruffalo Bemoans Paramount Getting Approval for Warner Bros. Merger: ‘An Incredibly Disappointing Outcome’ appeared first on TheWrap.