Press Release: Paramount Skydance Corporation Announces Extension of Expiration Dates and Other Modifications of Previously Announced Exchange Offers and Tender Offers

Dow Jones
09/28

LOS ANGELES and NEW YORK, Sept. 28, 2026 /PRNewswire/ -- Paramount Skydance Corporation $(PSKY)$ (the "Company") today announced the extension of the Expiration Dates and certain other modifications in connection with the previously announced (i) offers to purchase (the "Tender Offers" and each, a "Tender Offer") for cash, upon the terms and subject to the conditions set forth in the related offer to purchase (the "Offer to Purchase"), any and all of the identified notes in each series of the Existing Tender Offer Notes (defined by reference to the table set forth below) issued by Discovery Global Holdings, Inc. (formerly WarnerMedia Holdings, Inc.) (the "DGH Issuer") and Discovery Communications, LLC (the "DCL Issuer" and together with the DGH Issuer, each a "WBD Issuer" and collectively the "WBD Issuers"), as applicable, and (ii) offers to exchange (the "Exchange Offers" and each, an "Exchange Offer" and, together with the Tender Offers, the "Offers" and each, an "Offer"), upon the terms and subject to the conditions set forth in the related exchange offer memorandum (the "Offering Memorandum"), any and all of the identified notes in each series of the Existing Exchange Offer Notes (defined by reference to the table set forth below) (together with the Existing Tender Offer Notes, the "Offer Notes") issued by the applicable WBD Issuer for notes to be newly issued by the Company (the "New PSKY Notes").

The Expiration Dates for the Tender Offers and Exchange Offers (as defined in each of the Offer to Purchase and Offering Memorandum, respectively) have been extended to 5:00 p.m., New York City time, on October 6, 2026, unless further extended. The Settlement Dates for the Tender Offers and Exchange Offers (as defined in each of the Offer to Purchase and Offering Memorandum, respectively) will occur promptly after the Expiration Date and are currently anticipated to occur in the fourth quarter of 2026. The Company anticipates extending the Expiration Date for such Tender Offers and Exchange Offers until such time that would result in the Settlement Dates occurring on or promptly following the closing date of the proposed acquisition (the "Acquisition") by the Company of Warner Bros. Discovery, Inc. ("WBD"). Tenders of the Offer Notes in the Offers may be withdrawn at any time prior to the Expiration Date. The aforementioned extensions further extend the Expiration Dates previously extended by the Company on June 12, 2026, June 26, 2026, July 13, 2026, July 17, 2026, July 24, 2026, July 31, 2026, August 7, 2026, August 17, 2026, August 24, 2026, August 31, 2026, September 8, 2026, September 14, 2026, and September 21, 2026.

The Company also announced the modification of the description of the New PSKY Notes contained in the Offering Memorandum to align certain terms of the New PSKY Notes with the corresponding terms that are expected to govern the senior secured second lien notes (the "Second Lien Secured Notes") that the Company separately announced today it intends to offer, subject to market and other conditions. This press release does not constitute an offer to sell, or a solicitation of an offer to buy, the Second Lien Secured Notes. As of 5:00 p.m., New York City time, on September 25, 2026, approximately 67.33% and 74.88% of the aggregate principal amount of the Existing Tender Offer Notes and Existing Exchange Offer Notes, respectively, have been validly tendered in the applicable Offers. As the Company previously announced that it anticipates extending the Offers to align with the closing date of the Acquisition, the Company does not view these figures to be representative of the final results of the applicable Offers.

Information about each series of Offer Notes eligible to participate in the Offers is summarized below.

 
                                                                  Aggregate 
                                                                  Principal 
                                                 CUSIP No. /      Amount of 
                                                Common Code /    Offer Notes 
                Offer Notes to                  ISIN Eligible    Eligible to 
                be Tendered or                  to Participate  Participate in 
                Exchanged, as     Issuer of     in the Offers     the Offers 
Type of Offer     Applicable     Offer Notes         (1)             (2) 
--------------  --------------  --------------  --------------  -------------- 
                3.950% Senior 
                   Notes due                      25470D CP2 
 Tender Offer        2028         DCL Issuer     US25470DCP24   $1,234,458,000 
--------------  --------------  --------------  --------------  -------------- 
                4.125% Senior 
                   Notes due                      25470D CQ0 
Exchange Offer       2029         DCL Issuer     US25470DCQ07    $655,825,000 
--------------  --------------  --------------  --------------  -------------- 
                3.625% Senior 
                   Notes due                      25470D CR8 
Exchange Offer       2030         DCL Issuer     US25470DCR89    $914,183,000 
--------------  --------------  --------------  --------------  -------------- 
                5.000% Senior 
                   Notes due                      25470D CS6 
Exchange Offer       2037         DCL Issuer     US25470DCS62    $453,281,000 
--------------  --------------  --------------  --------------  -------------- 
                6.350% Senior 
                   Notes due                      25470D CT4 
Exchange Offer       2040         DCL Issuer     US25470DCT46    $438,102,000 
--------------  --------------  --------------  --------------  -------------- 
                4.950% Senior 
                   Notes due                      25470D CU1 
Exchange Offer       2042         DCL Issuer     US25470DCU19    $130,366,000 
--------------  --------------  --------------  --------------  -------------- 
                4.875% Senior 
                   Notes due                      25470D V91 
Exchange Offer       2043         DCL Issuer     CV9US25470DC    $141,584,000 
--------------  --------------  --------------  --------------  -------------- 
                5.200% Senior 
                   Notes due                      25470D W74 
Exchange Offer       2047         DCL Issuer     CW7US25470DC     $3,161,000 
--------------  --------------  --------------  --------------  -------------- 
                5.300% Senior 
                   Notes due                      25470D X57 
Exchange Offer       2049         DCL Issuer     CX5US25470DC    $247,860,000 
--------------  --------------  --------------  --------------  -------------- 
                                                  254948 AH5 
                                                 US254948AH58 
                                                  254948 AN2 
                3.755% Senior                    US254948AN27 
                   Notes due                      U25483 AA3 
 Tender Offer        2027         DGH Issuer     USU25483AA38   $1,189,336,000 
--------------  --------------  --------------  --------------  -------------- 
                                                  254948 AJ1 
                                                 US254948AJ15 
                                                  254948 AP7 
                4.054% Senior                    US254948AP74 
                   Notes due                      U25483 AB1 
Exchange Offer       2029         DGH Issuer     USU25483AB11   $1,353,828,000 
--------------  --------------  --------------  --------------  -------------- 
                                                  254948 AK8 
                4.279% Senior                    US254948AK87 
                   Notes due                      254948 AQ5 
Exchange Offer       2032         DGH Issuer     US254948AQ57   $2,691,764,000 
--------------  --------------  --------------  --------------  -------------- 
                                                  254948 AL6 
                                                 US254948AL60 
                                                  254948 AR3 
                5.050% Senior                    US254948AR31 
                   Notes due                      U25483 AD7 
Exchange Offer       2042         DGH Issuer     USU25483AD76   $4,104,687,000 
--------------  --------------  --------------  --------------  -------------- 
                                                  254948 AM4 
                5.141% Senior                    US254948AM44 
                   Notes due                      254948 AS1 
Exchange Offer       2052         DGH Issuer     US254948AS14    $949,883,000 
--------------  --------------  --------------  --------------  -------------- 
                4.302% Senior 
                   Notes due                     XS3393993285 
Exchange Offer       2030         DGH Issuer       339399328    EUR234,382,000 
--------------  --------------  --------------  --------------  -------------- 
                4.693% Senior 
                   Notes due                     XS3393994507 
Exchange Offer       2033         DGH Issuer       339399450    EUR316,641,000 
--------------  --------------  --------------  --------------  -------------- 
 
 
 
(1)  No representation is made as to the correctness or accuracy of the 
     identifiers listed in this press release or printed on the Offer Notes. 
     Such identifiers are provided solely for the convenience of the holders. 
(2)  Represents the aggregate principal amount of Offer Notes outstanding that 
     are eligible to participate in the Offers. 
 

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