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High yield can’t ignore it, but can it absorb it? Paramount debt financing set to test market

Debt markets are bracing for Paramount Skydance’s nearly USD 50bn acquisition financing package that will be nearly impossible to ignore, thanks to the major role it will play in high yield indexes.

Market participants are expected to scrutinize synergies that Paramount has said will substantially reduce leverage, as well as the potential structure of the deal to buy Warner Bros. Discovery. They will also assess how correlated the company’s performance is to other names in their portfolios, according to industry analysts and buysiders.

After a bruising battle with rival bidder Netflix, Paramount struck a USD 110bn all-cash deal to acquire Warner Bros. this winter that proposes wringing out USD 6bn in synergies and delivering more than USD 10bn in annual free cash flow by 2030 through a combination of cost cuts and growth.

Executives have said that Paramount will achieve the synergies primarily by nonlabor cuts across platform consolidation and optimizing areas like real estate, procurement and corporate overhead.

The combined company will carry 6.5x leverage based on projected 2026 adjusted EBITDA or 4.3x taking into account the projected synergies, according to Paramount. Leverage is forecast to fall to 3x EBITDA within three years, providing what the company says will be a path to investment grade credit metrics.

Two industry analysts said that it remains to be seen if Paramount can achieve the synergies, noting that the company has given itself a long timeline to hit the target and that it is taking on Warner Bros’ struggling TV networks business along with its valuable studios and streaming unit.

“Synergies can actually be very high in this scenario, but it’s either a home run or they’re painting a rosier picture,” said one of the analysts. The second analyst said that the combined company has so many “fast declining businesses that it makes it hard to have too much faith in the synergies.”

Warner Bros’s linear networks revenue fell 13% in 4Q25, while Paramount’s TV Media unit saw a 5% decline even as the overall company reported revenue growth. Paramount is scheduled to report 1Q26 earnings on 4 May and Warner Bros. two days later.

To structure the giant financing, Paramount may want to take a page from Charter Communications’ USD 78.7bn acquisition of Time Warner Cable in 2015, analysts said.

The telecom giant crafted a structure that maintained Time Warner Cable’s investment grade rating and permitted additional debt issuance at this box, even though Charter was a high yield issuer. The structure, which remains in place nine years later, allowed Charter to tap the much larger investment grade bond market and reduce interest expense.

Pulling off a split rating, though, is not easy and if Paramount wants to wall off assets inside an investment-grade box, rather than a whole business, it could complicate the company’s ability to realize synergies, said a third industry analyst.

A buysider and the industry analysts cautioned that the market hasn’t been able to make sound predictions on what the upcoming debt package could look like given Paramount’s so far limited disclosure.

“There really isn’t much for someone in my seat to look at just yet, simply because we can start proposing certain types of funding strategies, but you need to have some understanding of what they’re trying to accomplish and what their equity capital is going to look like,” said a buysider.

So far, banks led by BofA Securities and Citi have syndicated a USD 49bn bridge facility that backstops permanent financing. Paramount will use proceeds from the debt sales to purchase Warner Bros. equity and refinance the target company’s own USD 15bn bridge facility.  A further USD 14bn of existing Warner Bros. debt will be rolled over.

Billionaire Larry Ellison, who bankrolled his son David’s production company Skydance’s acquisition of Paramount in 2025, and RedBird Capital Partners committed USD 47bn in equity financing to win over Warner Bros’ board of directors.

Since then, Paramount was able to secure around USD 24bn of equity investments from Saudi Arabia’s Public Investment Fund, Qatar Investment Authority and Abu Dhabi’s L’imad Holding Co, which would ease the burden on the Ellison family. Paramount has asked the Federal Communication Commission for permission to accept higher foreign investments than previously allowed, according to a filing.

Once Paramount and its bankers are ready to broadly syndicate the debt, the financing will hit a market that has already digested the biggest buyout of all time, Electronics Arts, along with multiple deals to fund the construction of AI data centers.

Those deals have come despite elevated volatility in the wake of the US’s conflict with Iran and ongoing fears that software credits will be disrupted by AI.

Bankers led by JPMorgan easily sold a giant bond and loan package for EA in late March thanks to an extensive pre-marketing effort that addressed questions about the business. Heavy demand allowed the syndicate to tighten pricing on bond tranches, which have since traded over par.

In a contrast to EA, investors will likely scrutinize Paramount given the high level of cross ownership of debt across Paramount’s complicated capital structure, said a second buysider.

“I think the market is starving to buy less correlated carry. Warner Bros. is going to be correlated with Paramount. It’s going to be correlated with other assets that we buy,” said the buysider.

“Everybody’s looking for diversification because the market right now where it is; we’ve had a couple of things that just absolutely blow up. So, I think the market is very averse to taking concentrated idiosyncratic risk due to the volatility and illiquidity in the markets when something does go wrong,” the buysider continued.

Issuers connected to Paramount are set to take a sizable portion of the non-investment grade market based on the company’s forecasted USD 79bn in pro-forma net debt at closing and the size of high yield and leverage loan indexes. The ICE BofA US High Yield index stood at USD 1.48tn as of the end of 2025, while the Morningstar LSTA US leveraged Loan index had USD 1.4tn outstanding as of 1Q26.

Paramount’s existing bonds, which will remain outstanding, arguably aren’t getting paid enough for the risk given that the new debt effectively primes the notes and the merger carries execution risk, said one of the industry analysts.

Fitch downgraded the issuer from BBB- to BB+ in March shortly after the deal was announced, citing “competitive pressures across the media sector” and free cash flow headwinds connected to transformation.

Paramount’s USD 1.75bn 6.875% senior unsecured notes due 2036 last traded at 93.34, yielding 7.84%, according to MarketAxess. The USD 1bn 4.2% senior unsecured notes due 2032 last exchanged hands at 87.5, yielding 6.75%.

“I think there will be more price discovery across the structure” once the deal closes, the industry analyst said, adding that Paramount debt with shorter maturities is probably the best spot to play since the notes may be taken out early to extend maturities.

On the flipside, Paramount’s deal is a much better scenario for the existing Warner Bros. bondholders compared to Netflix’s proposed deal, market participants said.

Under Netflix’s bid, the streaming giant would have just acquired Warner Bros’ studios business and spun off the remaining networks division along with much of the company’s heavy debt load.

“It would have been hard for WBD bonds to be in a go forward structure under networks, and staying with studios is probably a relief,” one of the industry analysts said.

WBD’s USD 1.4bn 4.05% senior unsecured notes due 2029 last exchanged hands at 97.63, yielding 4.96%. The USD 2.7bn 4.279% senior unsecured notes due 2032 last traded at 90.35.

Paramount and Warner Bros. did not respond to requests for comment.