PSKY 8-K/A
Paramount Skydance Corp (PSKY)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(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):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification Number) |
| (Address
of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including
area code: (
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 | ||
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 |
Second Lien Exchange | ||||
| 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