When Warner Bros. Discovery agreed to be bought, the press release of Feb 27, 2026 valued the company at an enterprise value of $110 billion and an equity value of $81 billion. When the sale closed on Oct 6, the closing 8-K said the aggregate merger consideration was approximately $78 billion. The buyer signed as Paramount Skydance Corporation. The closing filing calls it Skydance Corporation, formerly Paramount Skydance. Three figures for one purchase, and none of them is wrong.
Start with the price a holder sees. The agreement paid $31.00 in cash for each WBD share, plus a small daily amount if closing slipped past Sep 30, 2026. That per-share price is what a shareholder receives. Every other number here is a total.
Equity value applies the per-share price to every share. The proxy statement counts 2,506,768,389 WBD shares outstanding on its March 20, 2026 record date. Multiplied by $31, that is $77,709,820,059, or $77.7 billion. The press release says $81 billion and gives no share count, so we can’t rebuild its figure. The merger agreement, which the proxy reproduces, defines a fully diluted count. It adds restricted stock units, performance units at target, options and deferred stock units to the shares outstanding. A count like that would push the total above $77.7 billion. The release doesn’t say whether it used one.
Enterprise value adds the debt side. The usual build is equity value, plus debt, plus preferred stock and minority stakes, minus cash. The bankers in the two proxy statements describe it that way. J.P. Morgan and Allen & Company, advising WBD, say they calculated enterprise values for comparable companies as fully diluted equity value plus total debt, preferred equity and non-controlling interests, less cash. Goldman Sachs, advising Electronic Arts, runs the sum backward. It takes an enterprise value, subtracts debt, adds cash, and divides the equity value left by fully diluted shares to get a value per share.
WBD’s gap is $110 billion minus $81 billion, or $29 billion. The release doesn’t break it down. WBD’s results for the fourth quarter of 2025, published the day before, give the likely source. Gross debt of $33.5 billion less $4.6 billion of cash is $28.9 billion, which the company states as $29.0 billion of net debt at Dec 31, 2025.
A buyer pays the shareholders and takes on the debt, so the two totals answer different questions. Equity value is what the owners are paid. Enterprise value is the price of the whole business, whoever financed it, and it is the figure to set against earnings. The release gives the $110 billion as 7.5 times fully synergized 2026 EBITDA. EBITDA is earned before interest, so it belongs to lenders and shareholders together, and only enterprise value counts both. At closing WBD repaid all loans and ended all commitments under two credit agreements, which the 8-K reports under Item 1.02. Reading an 8-K explains the item numbers.
The per-share price also moves. If the deal closed after Sep 30, 2026, each share’s price rose by $0.00277778 for every calendar day after that date, through the closing date. The proxy caps this at $0.25 per 90 days, and 90 times $0.00277778 is $0.25. The deal closed Oct 6, six days later. Six times $0.00277778 is $0.01666668, so each share was converted into the right to receive $31.01666668, which rounds to $31.02. The 8-K puts the total of the extra amounts at $41,886,975.78. Divide that by $0.01666668 and the sum covers about 2.513 billion shares. Multiply those by $31.01666668 and you get $77.95 billion, which squares with the approximately $78 billion in Item 5.01.
Not every holder gets the per-share price. Item 2.01 of the 8-K sorts out what holders of options and stock units get. A vested option pays the difference between the merger consideration and its exercise price, so a made-up option struck at $25 would pay $31.01666668 minus $25, or $6.01666668 a share. An option struck at or above the merger consideration was cancelled for nothing. Vested stock units paid the full amount. Unvested ones became a right to be paid later. Holders who properly exercised appraisal rights are carved out of the per-share price altogether.
Electronic Arts shows how loosely the labels travel. EA’s earnings releases of Oct 28, 2025, Feb 3, 2026 and May 5, 2026 each describe the buyout by an investor consortium as an enterprise value of approximately $55 billion. The consortium is the Public Investment Fund plus funds affiliated with Silver Lake and with Affinity Partners. The price was $210 a share in cash. EA’s proxy statement calls the same $55 billion the total funds needed to complete the merger. It lists what the funds pay for. They are the merger consideration, payments on equity awards, repayment of debt, and fees and expenses. The closing 8-K of Aug 4, 2026 calls approximately $55 billion the total consideration payable.
The proxy counts 250,106,129 EA shares on its Nov 19, 2025 record date. At $210 they come to $52,522,287,090, or $52.5 billion. One figure carries three labels, and it runs roughly $2.5 billion above the price of the shares alone. Two closing 8-Ks use the word consideration for numbers of different kinds. WBD’s sits close to shares times price. EA’s does not.
Before comparing deal values, ask three things. Is the figure per share or a total? Does it count only shares, or awards too? Does it include debt? Then look for the sentence in the filing that says what the number covers.