US STATES WEIGH LEGAL CHALLENGE AS $110BN PARAMOUNT–WARNER BROS. MERGER CLEARS FEDERAL HURDLE

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RismadarVoice Reporters
June 16, 2026

The proposed $110 billion merger between Paramount Skydance and Warner Bros. Discovery has moved a step closer after the U.S. Department of Justice signalled it would not block the transaction but the deal is now facing growing scrutiny from state regulators who say the battle is far from over.

Paramount Skydance, led by chief executive David Ellison, welcomed the federal antitrust approval last week and said it intends to complete the acquisition of Warner Bros. Discovery “as soon as possible.” The agreement would combine two of Hollywood’s most powerful studios along with extensive television, streaming and cable assets under a single corporate structure.

However, California Attorney General, Rob Bonta said the review is still active at the state level, warning that federal clearance does not end potential legal exposure.

“The merger of Warner Bros. and Paramount is not a done deal and remains under investigation by my office,” Bonta said, signalling that California could still pursue legal action.

New York Attorney General, Letitia James is also reportedly examining the transaction, and other state attorneys general are believed to be coordinating their own reviews. Legal experts note that states retain the authority to challenge mergers independently, even when federal regulators decline to intervene, often by seeking court injunctions to block completion of a deal.

At the heart of the proposed transaction is a major consolidation of Hollywood assets. If completed, the merger would bring together Warner Bros. and Paramount film studios, multiple streaming platforms, and a wide-ranging portfolio of broadcast and cable networks. It would also place CBS News and CNN under the same corporate umbrella, raising additional concerns about media concentration and editorial independence.

The deal would be controlled by Ellison, the 43-year-old son of Oracle co-founder Larry Ellison, a prominent business figure with political ties to President Donald Trump. The restructuring has already drawn attention within the news industry, particularly amid reported efforts to reshape operations at CBS’s “60 Minutes” and other flagship programs.

Opposition from within Hollywood has also been significant. More than 5,500 actors, directors, writers and producers have signed an open letter urging regulators to block the merger, warning it could reduce competition, shrink job opportunities and limit the number of buyers for film and television content. Signatories include high-profile figures such as JJ Abrams, Bryan Cranston, Jane Fonda, Pedro Pascal and Ben Stiller.

Industry advocacy groups opposing media consolidation have echoed those concerns, arguing that state attorneys general now play a critical role in enforcing antitrust protections following what they view as reduced federal enforcement.

Paramount, however, maintains that the merger would strengthen the industry rather than weaken it. The company argues the combined entity would be better positioned to compete with dominant technology platforms that are reshaping entertainment consumption. It has also pledged to maintain a strong theatrical pipeline, including plans to release around 30 films annually in cinemas.

To prepare for possible legal resistance, Paramount has retained prominent litigator Jeffrey Kessler. He has publicly argued that the merger is pro-competitive and necessary for the long-term viability of traditional media sectors, including network television and theatrical distribution.

Even if litigation does not materialise immediately, state regulators could still slow the process through formal information requests and extended regulatory reviews, potentially delaying completion of the transaction.

The deal is also attracting international attention. European Union regulators are reportedly examining the financing structure, including backing from Middle Eastern sovereign wealth funds, while the United Kingdom’s competition authority has opened its own review.

Financial terms add further pressure to close the deal quickly. Under the agreement, Paramount must pay Warner Bros. shareholders a quarterly “ticking fee” of 25 cents per share if the merger is not completed by September 30. Analysts estimate this could exceed $600 million per quarter in additional costs.

While federal regulators have signalled approval, the outcome now depends on whether state and international authorities choose to escalate their scrutiny — a process that could determine whether one of Hollywood’s largest consolidations ever is ultimately allowed to proceed.

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