A California District Judge signed a temporary restraining order on July 20 that pauses the proposed $110 billion acquisition of Warner Bros. Discovery by Paramount for 14 days. The order came after state attorneys general led by California’s Rob Bonta filed a lawsuit challenging the deal on antitrust grounds. The combined entity would control major film studios, broadcast networks including CBS, cable channels such as CNN and MTV, and streaming platforms Paramount+ and HBO Max.
In her order, Judge Araceli Martínez-Olguín noted that the states presented “compelling evidence that the combined firm resulting from the transaction will possess substantial market share in the wide-release theatrical distribution market.” The coalition of states challenging the deal, which includes Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon and Washington, argues the merger would violate the Clayton Antitrust Act by reducing competition in theatrical film distribution and basic cable programming. According to the states, the merged company would control nearly one-third of films and roughly one-third of basic cable television programming.
Paramount defended the transaction as lawful and pro-competitive, stating it would benefit consumers, creators and workers while stabilizing the challenged cable television market. The company indicated during Friday’s hearing that it was willing to delay closing until mid-August to avoid the restraining order. The 14-day pause preserves the status quo while the court considers the antitrust issues, though states could seek additional temporary restraining orders or a preliminary injunction after that period expires.
The U.S. Department of Justice’s Antitrust Division approved the deal in June, and several global jurisdictions have granted clearance. However, the European Union and United Kingdom set a provisional deadline of July 22. Paramount has stated it expects to close the transaction by the end of September, though delays beyond that date would trigger a “ticking fee” of approximately $650 million per quarter paid to Warner Bros. shareholders.
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