Twelve States Sue to Kill the Paramount-WBD Merger the Trump Administration Waved Through
A coalition of 12 states filed suit on Thursday to block the proposed $111 billion merger between Paramount Skydance and Warner Bros. Discovery, weeks after the Trump administration quietly approved the deal.
California's Attorney General Rob Bonta led the charge, warning that combining two of Hollywood's biggest studios would push prices up, drag content quality down, and squeeze out competition across both theatrical releases and cable television.
The merger would bring together major film operations from both studios and fold Paramount+ into HBO Max. Netflix had previously been in talks to acquire WBD's streaming and studio assets, but Paramount muscled in with a hostile takeover, reportedly with backing from Washington.
The coalition asked both companies to hold off on closing the deal until the courts have had their say. If that request is refused, the states are prepared to seek a temporary restraining order. Arizona, California, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon, and Washington are all party to the case, which has been filed in the US District Court for the Northern District of California.
The Justice Department gave the merger its blessing on June 12th, concluding it posed no threat to competition or consumers. That decision reportedly caught DOJ staff lawyers off guard. The attorneys who conducted the investigation had been heading toward recommending the deal be blocked, not rubber-stamped.
The political backdrop here is not exactly subtle. Paramount CEO David Ellison is said to have told Trump administration officials he would shake things up at CNN, which the president has long treated as a personal grievance. Separately, Paramount secured FCC approval for its Skydance acquisition after agreeing to install what FCC Chairman Brendan Carr described as a 'bias monitor' at CBS. The company also settled a $16 million lawsuit with Trump over a 60 Minutes interview, despite CBS publishing transcripts and footage that directly contradicted his claims. Few observers thought that settlement was a coincidence.
The lawsuit rests on the Clayton Act, which prohibits mergers that would substantially reduce competition or nudge a company toward monopoly status. The states argue both conditions apply here. The combined entity would be one of just four major film distributors handling more than 85 percent of wide-release theatrical films in the US. On the cable side, only two companies would control 59 percent of basic cable: the merged Paramount-WBD and Disney.
Paramount and WBD have publicly committed to releasing at least 30 films a year, apparently hoping that pledge would soften regulatory opposition. The states aren't buying it. The promise carries no legal weight and does nothing to address the cable market concerns. The lawsuit also points out that WBD previously committed to 16 theatrical releases in 2023 and more than 20 in 2024, then delivered 11 and nine respectively. Commitments, it turns out, are easier to make than keep.
The cable bundling concern is particularly pointed. A distributor that pushed back on the merged company's pricing could find itself cut off from CNN, Nickelodeon, Cartoon Network, HGTV, Food Network, TNT, and TBS all at once. That kind of leverage makes genuine negotiation largely theoretical, and the resulting costs would almost certainly land on consumers through higher monthly bills.
John Bergmayer of advocacy group Public Knowledge was blunt: 'State attorneys general are doing the job the Justice Department refused to do.' He argued the deal would concentrate too much power over what gets produced, what theaters can screen, what distributors pay, and what audiences end up watching and spending.
Paramount, for its part, says it is 'confident this transaction raises no such concerns,' pointing to clearance from dozens of antitrust authorities internationally. The company says it remains open to engaging with state regulators on legitimate competition issues.
How much weight that argument carries in a Northern California courtroom remains to be seen.