Paramount Skydance Corporation

02/20/2026 | Press release | Distributed by Public on 02/20/2026 07:01

Regulation FD Disclosure (Form 8-K)

Item 7.01 Regulation FD Disclosure.

On February 19, 2026, at 11:59 p.m., Eastern Time, the 10-day statutory waiting period expired following Paramount Skydance Corporation's ("Paramount") certification of compliance with the Department of Justice's December 23, 2025 Second Request for Information under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"), related to Paramount's all-cash offer to purchase all the shares of Warner Bros. Discovery, Inc. ("WBD") (the "Transaction").

The expiration of the HSR waiting period means there is no statutory impediment in the U.S. to closing Paramount's proposed acquisition of WBD. The completion of the Transaction remains subject to certain other conditions, including entry into a definitive merger agreement with WBD, shareholder approval and regulatory clearance in other relevant jurisdictions.

Paramount continues to engage constructively with antitrust enforcers and other regulators around the world to secure regulatory clearances and approvals necessary for the Transaction. Paramount also secured clearance for the Transaction from the foreign investment authorities in Germany on January 27, 2026.

The information in this Item 7.01 is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Paramount Skydance Corporation published this content on February 20, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on February 20, 2026 at 13:01 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]