Tag Archives: antitrust

Breaking: Paramount Agrees to Halt its Acquisition of Warner Bros. Discovery Until June 2027 or Court Rulings are Decided

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In a legal filing, Paramount and state attorneys general have reached an agreement to delay the acquisition of Warner Bros. Discovery to June 2027 or earlier if it makes it way through courts and a ruling is made before. The agreement needs to be approved by Judge Araceli Martínez-Olguín, who is overseeing the case.

On July 13, a dozen attorneys general filed a lawsuit to stop the acquisition of Warner Bros. Discovery by Paramount Skydance. The lawsuit raised antitrust concerns and a decrease of competition. On July 20, a temporary restraining order was granted that prevented the deal from “closing” or “consummating” or taking any steps that would integrate or consolidate the operations. That temporary restraining order was extended an additional two weeks before today’s deal.

The delay throws the entire deal into chaos as it potentially increases the cost to Paramount. For each quarter the deal doesn’t close beginning in October 2026 the cost increases $650 million. If the decision really stretches out until June 2027, that’d increase the cost nearly $2 billion. Paramount has stated that it might have to rework its financing if the price increases and with the volatility in the Ellison’s net-worth due to Oracle stock prices, the deal’s financial situation became far more complicated.

Paramount described the delay as a “significant win” as it will give the company “a direct path to a trial based on the evidence,” a spokeswoman said. “This is the fastest and clearest way to prove that this transaction is good for competition, good for consumers, and good for creators.”

Below is California Attorney General Rob Bonta’s press release regarding the deal:

California Attorney General Rob Bonta today announced securing an agreement with Warner Bros. and Paramount that would keep the entertainment titans from merging until June 1, 2027, or until after a decision by the court on the states’ claims, whichever comes first. If the court finds in favor of the states, the merger would be blocked pending appeal. Last week, Attorney General Bonta led a coalition of 12 attorneys general in filing a lawsuit challenging the unlawful merger, and this week, he celebrated a critical win when he secured a temporary restraining order pausing the merger. The Warner Bros./ Paramount merger is expected to result in higher prices, lower content quality, and fewer movies and TV shows. The proposed $110 billion merger — the largest in Hollywood history — would combine two of Hollywood’s five major film distributors and two of the five major owners of basic cable channels, extinguishing competition between Paramount and Warner Bros., and inflicting substantial harm on movie theaters, basic cable distributors, and ultimately, audiences nationwide. 

“Our argument against this illegal merger is straightforward: When too few corporations have too much power in markets central to American life, it makes things more expensive, and it makes things worse,” said Attorney General Bonta. “Today’s agreement is great news for audiences, movie theaters, and the many people who write, build, and create the art, news, and entertainment so many of us enjoy. We are eager to continue to make our case in court and celebrate another tremendous win in our effort to ensure this unlawful merger never sees the light of day.”

As part of today’s deal, Warner Bros./Paramount agree not to merge until 5 days after a decision on the merits of the states’ challenge or until June 1, 2027, whichever comes earlier. If the court finds in favor of the states, the merger would be blocked pending appeal. If there is no merits determination by June 1, 2027, the states can file a motion for a preliminary injunction.

For more than a century, Warner Bros. and Paramount have stood astride the film and television industry as independent sources of creativity and competition. The lawsuit alleges that the merger violates Section 7 of the Clayton Act, which holds that mergers that may substantially lessen competition or tend to create a monopoly are illegal. The attorneys general allege that, if Warner Bros. and Paramount are allowed to merge, it would lessen competition in three markets: film distribution, anticipated blockbuster film distribution, and licensing cable TV channels.

And the release from the office of Attorney General Letitia James:

Attorney General Letitia James and a coalition of 11 other attorneys general today secured a months-long halt to Paramount Skydance Corp.’s (Paramount) $110 billion takeover of Warner Bros. Discovery, Inc. (Warner Bros.). On July 13, Attorney General James and the coalition sued Paramount and Warner Bros., alleging that their merger would illegally reduce competition throughout the film and television industries, harming workers, consumers, and businesses. Attorney General James and the coalition today secured a stipulation from Paramount and Warner Bros. that will delay the merger until after a court ruling on the merits of the lawsuit or June 1, 2027, whichever is earlier.

“From the workers and artists who bring stories to life to the families who buy tickets at the box office, Paramount’s illegal takeover of Warner Bros. is a bad deal for all those who count on a competitive entertainment industry,” said Attorney General James. “Halting this merger while our case proceeds is a critical victory in our efforts to uphold the law and protect the film and television industries. I look forward to continuing our case to stop this illegal merger.”

On July 20, Attorney General James and the coalition won a temporary restraining order preventing Paramount and Warner Bros. from carrying out their merger. Under the stipulation announced today, Paramount and Warner Bros. will continue to remain separate companies until five days after the court’s decision on the merits of the case or June 1, 2027, whichever comes earlier.

Joining Attorney General James in this case are the attorneys general of Arizona, California, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, Oregon, and Washington.

For New York, this matter is being handled by Assistant Attorneys General Pratik Agarwal, Morgan Feder, and Will Margrabe and Attorney General Fellow Jaya Mantovani, all of the Antitrust Bureau, under the supervision of Bureau Chief Elinor Hoffmann and Deputy Bureau Chief Amy McFarlane, and with the assistance of Chief Economist Chitra Marti. The Antitrust Bureau is part of the Division for Economic Justice, which is led by Chief Deputy Attorney General Christopher D’Angelo and overseen by First Deputy Attorney General Jennifer Levy.

Restraining Order Against Paramount’s Warner Bros. Discovery Acquisition Extended

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On July 13, a dozen attorneys general filed a lawsuit to stop the acquisition of Warner Bros. Discovery by Paramount Skydance. The lawsuit raised antitrust concerns and a decrease of competition. On July 20, a temporary restraining order was granted that prevented the deal from “closing” or “consummating” or taking any steps that would integrate or consolidate the operations.

Now, the judge has extended that restraining order by an additional 14 days, through August 17. The reason is to give the parties in the case more time to set an extended schedule for legal proceedings.

A hearing is currently set for August 3 to address the motion by the states and a preliminary injunction that could outright block the deal.

Paramount, though, has filed a motion for a three-day evidentiary hearing to take place later in August instead of that August 3 motion. They want that format so they can cross-examine the states’ expert witnesses. The states have said it’s an attempt to get around the process and decrease the time for the states to prepare their argument before the court.

The European Commission Approves Paramount’s Acquisition of Warner Bros. Discovery with Conditions

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The European Commission has approved Paramount Skydance‘s $111 billion acquisition of Warner Bros. Discovery. The approval does come with some conditions.

  • Paramount must terminated its stake in a theatrical distribution joint venture with Universal Pictures called United International Pictures. This must be done within 13 months of the closing of the transaction.
  • It can not go into an agreement or understanding with Universal to co-distribute films in the European Union for 10 years.
  • The company can’t move the distribution of Warner Bros. films from their existing distributor to the one used by Paramount where that distributor also distributes Universal’s or Disney’s films in Bulgaria, Croatia, Czechia, Cyprus, Denmark, Estonia, Finland, Greece, Hungary, Iceland, Latvia, Lithuania, Norway, Poland, Portugal, Romania, Slovakia, Slovenia and Sweden.
  • Paramount won’t shift its distribution of its films to the distributor used by Warner Bros. where that distributor also distributes Universal or Disney films.

The commission felt that there was enough competition for film production in the EU and US including Disney, Universal, Sony, MGM, A24, Lionsgate, and more. It also didn’t think there was issues when it came to the overlap in pay-tv channels, in particular for children.

The deal still has many hurdles to go before it’s completed. United Kingdom’s Competition and Markets Authority must still approve the deal plus there’s multiple lawsuits including one brought by the attorneys general from a dozen states that has led to a temporary restraining order concerning the deal. Paramount has requested a speedy trial and skip a hearing regarding the restraining order.

Paramount has filed for an Expedited Evidentiary Hearing to Avoid a Lengthy Process and Increased Cost to get Warner Bros. Discovery

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The clock is ticking for Paramount Skydance when it comes to their takeover over Warner Bros. Discovery. The business move has a temporary restraining order granted preventing it from going forward inching the entertainment company closer to its September 30 deadline to complete the deal.

On July 13, a dozen attorneys general filed a lawsuit focused on antitrust and competition against the deal which would have Paramount Acquiring WBD. On July 20, a judge granted a temporary restraining order preventing the deal from being “closing” or “consummating” or taking any steps that would integrate or consolidate the operations.

Paramount has filed a motion for an abbreviated three-day evidentiary hearing to present its case to the court. A hearing was set for August 3 but Paramount is asking for that to be pushed to the week of August 17 or August 24 with a mini trial instead of a focus on the preliminary injunction.

Paramount wants the case to go quickly as the cost to purchase WBD increases if the deal isn’t done by September 30. The price increases 25 cents per share per quarter it’s not approved. That would add $627 million to the cost of the overall deal each quarter, or roughly $7 million per day. This lawsuit will likely drag on for months if it moves forward making it unlikely the deal will close by that date. The company has said delays could force it to renegotiate the deal’s financing, cause uncertainty for its stock price, or end the transaction altogether.

Restraining Order Granted in Paramount Skydance/Warner Bros. Discovery Merger

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It’s an early win for a dozen State Attorneys General in their lawsuit attempting to stop the merger between Paramount Skydance and Warner Bros. Discovery. The temporary restraining order pauses the merger for 14 days and in response to a lawsuit filed July 13 by California, Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon, and Washington.

The lawsuit was filed in the U.S. District for the Northern District of California and alleges the deal violates Section 7 of the Clayton Act. That focuses on lessening competition through mergers and is an attempt to prevent monopolies.

U.S. District Judge Araceli Martinez-Olguin wrote that the AG’s:

…present compelling evidence that the combined firm resulting from the transaction will possess substantial market share in the wide-release theatrical distribution market.

On this combined firm market share alone, the Court is persuaded that it can presume the proposed merger is likely to violate antitrust laws.

The order prevents the deal from “closing” or “consummating” or taking any steps that would integrate or consolidate the operations.

Attorney General Bonta said in a statement:

My office and attorneys general nationwide have secured an emergency order blocking the unlawful merger of Warner Bros. and Paramount. This is a critical first win in our case to ensure this megamerger never sees the light of day. History tells the tale of what happens when a few people have great power over markets that are central to Americans’ lives: fewer opportunities for more people, worse products and services for all people. With our lawsuit, we’re fighting for a free and fair market and a thriving film and television industry that serves creatives and audiences alike. We have a full tank of gas, the law on our side, and look forward to continuing to make our case.

The AGs argued the temporary restraining order was needed because Paramount had indicated it could possibly close the deal soon. Paramount’s lead attorney, Jeffrey Kessler, said that they were prepared to commit to not closing the merger for the next 28 days.

The decision is important as it delays the closing of the deal for Paramount. Paramount Skydance wants the deal to close before September 30, 2026 or the cost will increase the longer it drags on. The price increases 25 cents per share per quarter it’s not approved. That would add $627 million to the cost of the overall deal each quarter, or roughly $7 million per day. This lawsuit could drag on for months making it unlikely the deal will close by that date. The company has said delays could force it to renegotiate the deal’s financing, cause uncertainty for its stock price, or end the transaction altogether.

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Alan Cumming and Block the Merger UK urge a Stop to the Paramount Skydance/Warner Bros. Discovery Merger

With the acquisition of Warner Bros. Discovery by Paramount Skydance having been approved by some governments, but more to come, organizing against the deal has ramped up. Alan Cumming and Block the Merger UK has been urging individuals to speak out against the deal ahead of a decision by the UK government.

Block the Merger UK is urging people to contact the Department for Culture, Media and Sport or Ofcom and demand the merger is examined in depth.

Cumming and the organization highlight the consolidation leads to “one country” controlling a “massive slice of what we watch in Britain.” This new company would be “beholden to Donald Trump, autocrats and oligarchs.”

Concerns of job cuts are also raised and there’s still time for UK regulators to hear input from citizens.

A website has been set up with an email template and ways, and who, to contact.

Block the Merger was launched in April spinning out of a coalition of Hollywood stars and staff spoke up against the merger.

UK Culture Secretary Lisa Nandy said last month she is “minded to intervene” in the $110 billion takeover. A formal decision has not been made. If there is intervention, it’d trigger investigations by Ofcom and the Competition and Markets Authority, the antitrust watchdog.

But, things are up in the air as the House of Commons has gone into recess with any update by Nandy. That means things are potentially in limbo until September 1 when Parliament returns from its summer break.

Paramount has a deadline of September 30 to close the deal. If it doesn’t the price increases with a “ticking fee” that increases share cost by 25 cents per share, about $650 million, for every quarter beyond the third.

The deal could still close without UK clearance. The CMA though is investigating the merger and intends to issue an update August 7.

The deal between Paramount and Warner Bros. Discovery has come under heavy scrutiny this past week with a dozen attorneys general suing to stop the deal as well as the Writer’s Guild of America suing, and a third lawsuit involving shareholders.

Paramount Shareholders Sue David and Larry Ellison over “Illegal” Deal to acquire Warner Bros. Discovery

It hasn’t been a good week for the Ellisons and Paramount Skydance with multiple lawsuits being filed regarding their attempted takeover of Warner Bros. Discovery. This week, a dozen attorneys general sued claiming antitrust violations and the Writers Guild of America stepped in with a lawsuit of their own. Now, shareholders of Paramount are suing saying the father/son duo cut an “illegal” deal with President Donald Trump to secure the government’s approval of the takeover. Trump’s government approved the deal in June though there’s been some concerns raised about the approval process.

The shareholder lawsuit is attempting to block the $111 billion merger along with unspecified monetary damages. The lawsuit claims that the Ellisons promised “illegal private benefits” to President Trump in exchange for the government approval.

That side deal would include funneling money to Trump by settling his legal claims against CNN as well as firing CNN anchors Trump does not like.

The lawsuit states:

The Ellisons’ actions not only harm the reputations of the news outlets they currently own, which are hemorrhaging viewers, but they are latent liabilities waiting to be triggered by a future administration.

Paramount has responded through a spokesperson:

This lawsuit recycles allegations that have already been reported and already addressed. As we’ve said consistently: no commitments from either David or Larry Ellison have been made to any government body, State AG, or federal agency regarding the future of CNN or any other news property, other than the goal to deliver truth-based journalism.

The Warner Bros. Discovery transaction stands on its own merits. Combining these two libraries and platforms gives consumers more choice, not less — greater investment in original programming, a stronger competitor to streaming rivals, and a more durable footing for journalism and storytelling alike. We remain confident in the merger’s fundamentals and will continue toward closing.

The lawsuit not only names the Ellisons but also includes Paramount Skydance board members: Gerry Cardinale, Safra Catz, Andrew Brandon-Gordon, Paul Marinelli, John Thornton, Barbara Byrne, Andrew Campion, Justin Hamill and Sherry Lansing.

Paramount Skydance also faces a hurdle in the European Commission and the U.K. The company has attempted to address EU competition concerns such as ending a film distribution venture it has with Universe Pictures. The European Commission has extended its deadline for its decision from July 7 to July 22.

Paramount Skydance wants the deal to close before September 1, 2026 or the cost will increase the longer it drags on. The price increases 25 cents per share per quarter it’s not approved. That would add $627 million to the cost of the overall deal each quarter, or roughly $7 million per day. This lawsuit will likely drag on for months if it moves forward making it unlikely the deal will close by that date. The company has said delays could force it to renegotiate the deal’s financing, cause uncertainty for its stock price, or end the the transaction altogether.

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The WGA has filed a lawsuit to Block the Paramount-Warner Bros. Discovery Merger

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Things are heating up when it comes to the Paramount Skydance acquisition of Warner Bros. Discovery. Yesterday, a dozen attorneys general filed a lawsuit to stop the merger. On the same day, the Writers Guild of America West and Writers Guild of America East also filed a lawsuit to block the proposed merger.

In the complaint, the WGA states the merger would reduce opportunities, lower pay, and worsen working conditions for writers. They also state the merger would reduce output as well as suppress competition for writers’ work.

The WGA complaint focuses on the anticompetitive effects of the merger in three markets for writing services: anticipated top grossing films, episodic television and streaming series, and overall deals.

In June, the White House and the Department of Justice approved the mergerOregon has been investigating Paramount Skydance’s “Project Warrior” which was focused on winning approval for the deal. They recently withdrew motions regarding their own lawsuit. It’s unknown if they’ll continue to pursue that as they are a part of antitrust lawsuit by the attorneys general.

Paramount Skydance still faces a hurdle in the European Commission and the U.K. The company has attempted to address EU competition concerns such as ending a film distribution venture it has with Universe Pictures. The European Commission has extended its deadline for its decision from July 7 to July 22.

Paramount Skydance wants the deal to close before September 1, 2026 or the cost will increase the longer it drags on. The price increases 25 cents per share per quarter it’s not approved. That would add $627 million to the cost of the overall deal each quarter, or roughly $7 million per day. This lawsuit will likely drag on for months if it moves forward making it unlikely the deal will close by that date. The company has said delays could force it to renegotiate the deal’s financing, cause uncertainty for its stock price, or end the the transaction altogether.

California leads 11 Other States in Suing to Block Paramount’s Acquisition of Warner Bros. Discovery

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As expected, California and 11 other states have filed a lawsuit to stop Paramount Skydance‘s acquisition of Warner Bros. Discovery. They state that the $110 billion deal would lessen competition in film distribution and television as well as harm theaters and television distributors.

The lawsuit is being lead by California Attorney General Bonta and includes Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon, and Washington.

The lawsuit was filed in the U.S. District for the Northern District of California and alleges the deal violates Section 7 of the Clayton Act. That focuses on lessening competition through mergers and is an attempt to prevent monopolies.

In the lawsuit the attorneys general allege:

  • Wide Release Theatrical Film Distribution, where Warner Bros. and Paramount are two of the five major film distributors and would combine for around 27% share of the market. After the merger, only three distributors will control 75% of these films and only four distributors (Defendants, Disney, Universal, and Sony) will control 86% of them.
  • Anticipated Top-Grossing Theatrical Film Distribution, a submarket of theatrical film distribution focused on anticipated blockbuster films with wide audiences and large production budgets. After the merger, Defendants will control more than 30% of these films, and four distributors (Defendants, Disney, Universal, and Sony) will control more than 90% of them.
  • Licensing Basic Cable Television Channels, or the market for distributing basic cable channels to cable and satellite providers. Warner Bros. is the second largest and Paramount is the third largest in this market, and they would combine for a 27% share.

In June, the White House and the Department of Justice approved the merger. Oregon has been investigating Paramount Skydance’s “Project Warrior” which was focused on winning approval for the deal. They recently withdrew motions regarding their own lawsuit. It’s unknown if they’ll continue to pursue that as they are a part of this.

Paramount Skydance still faces a hurdle in the European Commission and the U.K. The company has attempted to address EU competition concerns such as ending a film distribution venture it has with Universe Pictures. The European Commission has extended its deadline for its decision from July 7 to July 22.

Paramount Skydance wants the deal to close before September 30, 2026 or the cost will increase the longer it drags on. The price increases 25 cents per share per quarter it’s not approved. That would add $627 million to the cost of the overall deal each quarter, or roughly $7 million per day. This lawsuit will likely drag on for months if it moves forward making it unlikely the deal will close by that date. The company has said delays could force it to renegotiate the deal’s financing, cause uncertainty for its stock price, or end the the transaction altogether.

Oregon Attorney General investigating Paramount over its Warner Bros. Discovery Deal

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Oregon’s Attorney General Dan Rayfield is stepping into the acquisition of Warner Bros. Discovery by Paramount Skydance. The office had asked for records regarding the deal, in particular its “Project Warrior,” the lobbying of the White House and the Department of Justice, questioning their approval of the merger in June.

The office had asked for records regarding the deal and stated that Paramount Skydance had not been responsive to record requests. The company has responded back that those records are not pertinent to antitrust concerns.

After initially filing multiple motions, the Attorney General’s withdrew the request to delay the closing of the merger as well as the request of records. The $110 billion acquisition could close as early as July 22.

The investigation is not over though, and the office has stated they are considering their next steps. Jenny Hansson, a spokeswoman for the A.G.’s office, said:

Paramount made it clear that they weren’t going to comply with the investigative demand, and that they think they’re above the law. We’re not going to let them waste Oregonians’ resources on these games. We’ve withdrawn the motion to consider our next steps.

Oregon is the first state to step in regarding the deal but more may join as California’s Attorney General has voiced concern over the deal and it is expected a motion will be filed in the next few weeks regarding it.

Paramount Skydance still faces a hurdle in the European Commission and the U.K. The company has attempted to address EU competition concerns such as ending a film distribution venture it has with Universe Pictures. The European Commission has extended its deadline for its decision from July 7 to July 22.

Paramount Skydance wants the deal to close before September 1, 2026 or the cost will increase the longer it drags on. The price increases 25 cents per share per quarter it’s not approved. That would add $627 million to the cost of the overall deal each quarter, or roughly $7 million per day.

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