Twelve states file antitrust lawsuit to block Paramount's $81 billion acquisition of Warner Bros. Discovery

A group of twelve states filed a federal lawsuit on Monday seeking to stop Paramount Global's proposed $81 billion acquisition of Warner Bros. Discovery. The complaint, led by California Attorney General Rob Bonta, alleges the merger would diminish competition in the film and television markets and endanger employment across the industry.

"The unlawful merger of these two entertainment behemoths would lead to higher prices, lower quality, and less content for film and television, harming movie theaters, basic cable distributors, and ultimately, audiences on every sofa and movie theater seat in the U.S.," Bonta said.

The states—California, Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon and Washington—requested that the companies postpone closing the deal until the court resolves the case, and warned they would seek a temporary restraining order if the request is ignored.

Paramount, owned by Skydance, aims to combine Warner's assets, including HBO Max, the Harry Potter franchise and CNN, with its own CBS, Paramount+, and film library. The merger received shareholder approval in April and a statement of support from the U.S. Justice Department, which said the combined entity would increase competition in the media ecosystem.

Regulatory reviews are ongoing in the European Union and the United Kingdom, while Paramount has cited clearances in several other countries. The companies had targeted a third-quarter closing and have pledged a quarterly “ticking fee” to shareholders if the transaction is delayed beyond September 30, along with a $7 billion termination fee.

Industry groups and thousands of actors, directors and writers have publicly opposed the deal, citing concerns about job losses and reduced content diversity. Lawmakers from both parties have also expressed reservations about the merger's impact on market concentration.