Twelve state attorneys general, led by California’s Rob Bonta, filed suit Monday in the Northern District of California to block Paramount Skydance’s $110 billion purchase of Warner Bros. Discovery. I read the AG’s complaint: the theory is straight Section 7 of the Clayton Act, and it pegs the combined company’s share of U.S. theatrical film distribution and basic cable programming at nearly a third apiece.
That share is the leverage. A distributor who rejects the merged company’s fee demands risks losing CNN for news viewers, Nickelodeon and Cartoon Network for families, or TNT and TBS in one swing. The states argue distributors would eat higher carriage fees and pass them straight to subscribers.
I’ve followed Public Knowledge’s case against this deal. The group’s legal director, John Bergmayer, has made the same argument since AT&T bought Time Warner in 2016 and Discovery bought WarnerMedia in 2022: both mergers cleared on promises to regulators that broke within a few years. Bergmayer says the states are now “doing the job the Justice Department refused to do.”
That’s the real shift: DOJ’s Antitrust Division closed its investigation and cleared the deal about a month before the states sued, a clearance also reflected in Warner Bros. Discovery’s own SEC filings. Old yardstick: DOJ sign-off meant the deal was done. New yardstick: state Clayton Act authority is a second gate, on its own clock, in its own courtroom.
Paramount points to dozens of antitrust authorities worldwide that already cleared the deal or found no violation, confident this challenge “raises no such concerns.” The states counter that the public “should not be forced to rely on Defendants’ empty commitments” when Paramount and Warner Bros. could simply keep competing.
Worth watching the N.D. Cal. docket this quarter.
Rebecca Lauren