STOCK TITAN

Paramount Skydance (Nasdaq: PSKY) corrects Existing WBD note exchange data

(Neutral)
(Neutral)
Form Type
8-K/A

Rhea-AI Filing Summary

Paramount Skydance Corporation filed an amendment to update a table in previously issued unaudited pro forma financial statements describing exchanges of various Existing WBD Notes into Second Lien Secured Exchange Notes. The corrected table lists the aggregate principal amounts of notes validly delivered in consent solicitations and eligible to participate in the exchange offers, including $655,825,000 of 4.125% Senior Notes due 2029 and $4,104,687,000 of 5.050% Senior Notes due 2042. The company states that, apart from this updated table, the prior report and its other exhibits remain unchanged.

Positive

  • None.

Negative

  • None.

Filing Explained

The corrected table identifies Existing WBD Notes validly delivered in consent solicitations and eligible for exchange offers; this filing does not establish that the exchanges were completed or that replacement notes were issued.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
4.125% Notes due 2029 delivered $655,825,000 Aggregate principal amount of 4.125% Senior Notes due 2029 validly delivered and eligible to participate in exchange offers
3.625% Notes due 2030 delivered $914,183,000 Aggregate principal amount of 3.625% Senior Notes due 2030 validly delivered and eligible to participate in exchange offers
5.000% Notes due 2037 delivered $453,281,000 Aggregate principal amount of 5.000% Senior Notes due 2037 validly delivered and eligible to participate in exchange offers
5.050% Notes due 2042 delivered $4,104,687,000 Aggregate principal amount of 5.050% Senior Notes due 2042 validly delivered and eligible to participate in exchange offers
5.141% Notes due 2052 delivered $949,883,000 Aggregate principal amount of 5.141% Senior Notes due 2052 validly delivered and eligible to participate in exchange offers
4.302% euro Notes due 2030 delivered €234,382,000 Aggregate principal amount of 4.302% Senior Notes due 2030 (euro-denominated) validly delivered and eligible to participate
4.693% euro Notes due 2033 delivered €316,641,000 Aggregate principal amount of 4.693% Senior Notes due 2033 (euro-denominated) validly delivered and eligible to participate
unaudited pro forma financial statements financial
"filed ... to file, among other things, the unaudited pro forma financial statements included as Exhibit 99.3"
Second Lien Secured Exchange Notes financial
"Existing WBD Notes to be Exchanged ... Second Lien Secured Exchange Notes Offered"
exchange offers financial
"Validly Delivered in Consent Solicitations and Eligible to Participate in the Exchange Offers"
An exchange offer is a proposal by a company to swap its existing financial instruments, like bonds or debt, for new ones, often with different terms or maturity dates. For investors, it provides a chance to adjust their holdings, often aiming for better returns or more favorable conditions, while helping the company manage its finances more effectively.
Senior Secured Second Lien Notes financial
"6.250% Senior Secured Second Lien Notes due 2029"
A senior secured second lien note is a type of loan or bond that is backed by specific company assets but is paid after a first‑lien lender if those assets must be sold. Think of it as two people holding a mortgage on the same house: the first person gets paid from a sale first, and the second person gets whatever remains; because of that lower payout priority, second‑lien notes usually offer higher interest to compensate investors for the added risk. Investors watch these for the trade-off between higher yield and greater recovery uncertainty in a default.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did Paramount Skydance (PSKY) change in this 8-K/A amendment?

Paramount Skydance (PSKY) updated a single table in its unaudited pro forma financial statements. The corrected table revises information on Existing WBD Notes being exchanged into Second Lien Secured Exchange Notes; all other parts of the earlier report and exhibits remain unchanged.

Which Existing WBD Notes are covered in the updated PSKY exchange table?

The updated PSKY table covers multiple series of Existing WBD Notes from a DCL Issuer and a DGH Issuer. These include various fixed-rate senior notes with maturities ranging from 2029 to 2052 that are eligible to be exchanged for Second Lien Secured Exchange Notes.

What are some key principal amounts of Existing WBD Notes in the PSKY amendment?

Key figures include $655,825,000 of 4.125% Senior Notes due 2029 and $4,104,687,000 of 5.050% Senior Notes due 2042. Other large positions include $2,691,764,000 of 4.279% Senior Notes due 2032 and $1,353,828,000 of 4.054% Senior Notes due 2029.

Does this Paramount Skydance (PSKY) amendment affect items beyond the corrected table?

According to PSKY, the amendment only corrects the specified table in Exhibit 99.3. The company indicates the rest of the original report and its other exhibits are not modified or updated by this 8-K/A filing.

What currencies appear in the updated PSKY Existing WBD Notes table?

The updated table presents aggregate principal amounts in both U.S. dollars and euros. Dollar-denominated notes include several large series such as those due 2029 and 2042, while euro-denominated notes include issues due 2030 and 2033 from the DGH Issuer.

How are the Existing WBD Notes described as participating in PSKY’s exchange offers?

The table lists the aggregate principal amount of Existing WBD Notes that were validly delivered in consent solicitations and are eligible to participate in the exchange offers. Each series is paired with a corresponding Second Lien Secured Exchange Note series.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K/A

(Amendment No. 1)

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): July 31, 2026

 

Paramount Skydance Corporation

(Exact name of registrant as specified in its charter)

 

Delaware   001-42791   99-3917985
(State or other jurisdiction of
incorporation)
  (Commission File Number)   (IRS Employer Identification
Number)

 

1515 Broadway
New York, New York
      10036
(Address of principal executive
offices)
      (Zip Code)

 

Registrant’s telephone number, including area code: (212) 258-6000

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Class B Common Stock, $0.001 par value   PSKY   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

  

Item 8.01 Other Events

 

On July 31, 2026, Paramount Skydance Corporation (the “Company”) filed a Current Report on Form 8-K (the “Original Report”) to file, among other things, the unaudited pro forma financial statements included as Exhibit 99.3 thereto. The Company is filing this Amendment No. 1 on Form 8-K/A (the “Amendment”) to amend Exhibit 99.3 of the Original Report in order to correct certain information included in the table on page 5 of such Exhibit 99.3. The table below updates and supersedes the information in the table on page 5 of Exhibit 99.3 to the Original Report. Except for the information contained on such table, this Amendment does not otherwise modify or update the Original Report or the exhibits thereto.

 

Existing WBD Notes to be
Exchanged (the “Existing
WBD Notes”)
  Issuer of Existing
WBD Notes
 

Aggregate Principal Amount of Notes
Validly Delivered in Consent Solicitations
and Eligible to Participate in the
Exchange Offers

   

Second Lien
Secured

Exchange
Notes Offered

4.125% Senior Notes due 2029   DCL Issuer   $655,825,000     6.250% Senior Secured Second Lien Notes due 2029
3.625% Senior Notes due 2030   DCL Issuer   $914,183,000     4.875% Senior Secured Second Lien Notes due 2030
5.000% Senior Notes due 2037   DCL Issuer   $453,281,000     5.000% Senior Secured Second Lien Notes due 2037
6.350% Senior Notes due 2040   DCL Issuer   $438,102,000     6.350% Senior Secured Second Lien Notes due 2040
4.950% Senior Notes due 2042   DCL Issuer   $130,366,000     4.950% Senior Secured Second Lien Notes due 2042
4.875% Senior Notes due 2043   DCL Issuer   $141,584,000     4.875% Senior Secured Second Lien Notes due 2043
5.200% Senior Notes due 2047   DCL Issuer   $3,161,000     5.200% Senior Secured Second Lien Notes due 2047
5.300% Senior Notes due 2049   DCL Issuer   $247,860,000     5.300% Senior Secured Second Lien Notes due 2049
4.054% Senior Notes due 2029   DGH Issuer   $1,353,828,000     6.304% Senior Secured Second Lien Notes due 2029
4.279% Senior Notes due 2032   DGH Issuer   $2,691,764,000     4.904% Senior Secured Second Lien Notes due 2032
5.050% Senior Notes due 2042   DGH Issuer   $4,104,687,000     5.050% Senior Secured Second Lien Notes due 2042
5.141% Senior Notes due 2052   DGH Issuer   $949,883,000     5.141% Senior Secured Second Lien Notes due 2052
4.302% Senior Notes due 2030   DGH Issuer   €234,382,000     5.802% Senior Secured Second Lien Notes due 2030
4.693% Senior Notes due 2033   DGH Issuer   €316,641,000     5.068% Senior Secured Second Lien Notes due 2033

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  PARAMOUNT SKYDANCE CORPORATION
       
  By: /s/ Stephanie Kyoko McKinnon
    Name: Stephanie Kyoko McKinnon
    Title: General Counsel and Secretary

 

Date: August 4, 2026

 

 

 

Filing Exhibits & Attachments

3 documents