Warner Bros shareholders approve Paramount’s $81 billion takeover

Warner Bros. Discovery and Paramount Merger Advances Following Shareholder Approval

Warner Bros. Discovery shareholders have overwhelmingly approved an $81 billion merger with Paramount, marking a significant step forward in a deal that could fundamentally transform the entertainment landscape. The transaction, valued at nearly $111 billion including debt, would create one of the largest media conglomerates in history.

Under the proposed merger, iconic entertainment brands would unite under a single corporate umbrella. HBO Max would join forces with Paramount+, while franchises like “Harry Potter” would share a home with “Top Gun.” News operations including CNN and CBS would also combine, creating a powerful force in American journalism.

“This historic transaction marks another key milestone,” said Warner Bros. Discovery CEO David Zaslav following Thursday’s vote. Paramount expressed optimism about “realizing the creation of a next-generation media and entertainment company” in the coming months.

Despite shareholder approval, the merger still faces significant regulatory hurdles. Critics argue that further consolidation in an already concentrated media landscape could harm competition, reduce creative diversity, and ultimately hurt consumers. The deal requires approval from federal regulators, with possible challenges at the state level and in courts both domestically and internationally.

California Attorney General Rob Bonta has been particularly vocal, announcing his state is investigating the transaction. Senator Elizabeth Warren urged continued opposition, writing on social media: “State attorneys general across the country are stepping up to stop this antitrust disaster. We need to keep up this fight.”

The path to this merger has been contentious. Late last year, Warner initially rejected Paramount’s advances, opting instead for a $72 billion streaming and studio deal with Netflix. Undeterred, Paramount launched a hostile bid targeting Warner’s entire business, including cable operations Netflix didn’t want. After months of public wrangling and Warner’s board repeatedly backing Netflix’s offer, Paramount eventually sweetened its bid, prompting Netflix to withdraw.

Industry professionals have mobilized against the deal, with thousands of actors, directors, and writers expressing “unequivocal opposition” through a collective letter. They argue the merger would lead to job losses and fewer opportunities for creative expression. Jane Fonda’s Committee for the First Amendment called the vote “a serious setback” while emphasizing that opposition efforts would continue.

The consolidation would bring together two of Hollywood’s five remaining legacy studios, potentially reshaping how entertainment content is produced and distributed. Paramount CEO David Ellison has attempted to ease concerns by promising a 45-day theatrical window guarantee and pledging to release 30 movies annually between the combined studios, which he claims would remain separate operations.

“I love cinema and I love film,” Ellison stated at last week’s CinemaCon. “You can count on our complete commitment.”

Critics remain skeptical, pointing to regulatory filings that already indicate layoffs and consolidated operations to cut costs. Media observers are particularly concerned about editorial changes at news divisions. CBS has experienced significant shifts since coming under Skydance ownership less than a year ago, including the appointment of Free Press founder Bari Weiss as CBS News editor-in-chief. Many anticipate similar changes at CNN if the merger proceeds.

The political dimensions of the deal have drawn scrutiny. Paramount’s financing includes investments from sovereign wealth funds in Saudi Arabia, the United Arab Emirates, and Qatar, though regulatory filings indicate these investors would not have voting rights in the combined company. The Ellison family, particularly Oracle founder Larry Ellison who is backing his son’s bid with billions, maintains close ties to former President Donald Trump.

In Washington, support for the merger largely falls along party lines. Democratic senators have raised antitrust concerns, while Republicans have generally been less vocal in their opposition. European regulators are also examining the transaction.

Following Thursday’s vote, shares of Paramount Skydance fell about 4.5%, while Warner Bros. Discovery stock declined slightly.

In a separate vote, Warner shareholders rejected a proposed compensation package for company executives following the merger, signaling potential governance tensions as the deal moves forward.