Warner Bros Discovery Shareholders Approve $110B Paramount Merger, Reject Pay Packages

Warner Bros Discovery shareholders on Thursday backed the company's proposed US$110 billion merger with Paramount Skydance, but cast an advisory vote against executive compensation plans tied to the deal. Under the pay packages proposed to executives, CEO David Zaslav could receive up to US$887 million if the sale is completed. Proxy advisor ISS had said Zaslav's potential payout was "extremely large". "Management now faces a twofold challenge: securing [regulatory] approval for the deal and proving it can create long-term value without fuelling concerns around excessive pay," PP Foresight analyst Paolo Pescatore said. Attention now turns to regulatory authorities, with both Washington and London expected to examine the merger’s impact on competition. The US Department of Justice sent subpoenas in late March seeking information on how the merger would affect studio output, content rights, streaming competition and cinemas. "The real regulatory pressure sits overseas, where European authorities will focus on structural market impact," said Forrester research director Mike Proulx.