NEW YORK (AP) — Twelve states challenged Paramount’s takeover of Warner Bros. Discovery on Monday, filing a lawsuit that argues the $81 billion mega merger would “extinguish competition” in Hollywood and threaten jobs across the industry.
The office of California’s attorney general, who is leading the case, said the states are asking Warner and Paramount to not close their merger “until after the judicial process concludes” — and if the companies do not agree, the coalition will then file a temporary restraining order.
“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.,” California Attorney General Rob Bonta said in a statement.
The additional states joining the suit include Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon, and Washington.
Skydance-owned Paramount said Monday's lawsuit “distorts settled antitrust law” and maintained its merger would create a "stronger competitor against dominant streaming and technology platforms who have harmed the market for theatrical exhibition and jobs in the entertainment industry.”
The company vowed to “vigorously defend” the transaction. Warner deferred to Paramount for comment.
A Paramount-Warner combo would mean putting HBO Max, cult-favorite titles like “Harry Potter” and even CNN under the same roof with CBS, “Top Gun” and the Paramount+ streaming service.
The states’ lawsuit could throw a wrench in those plans, at least for now. The antitrust case arrives at a pivotal time for the Paramount-Warner transaction — which, after months of what became a very public bidding war with Netflix, received shareholders’ stamp of approval in April and then a blessing from the Trump administration just last month.
The U.S. Justice Department isn’t challenging the deal — and instead released an unusually lengthy statement in support, maintaining a Paramount-Warner combo would “increase competition across the media and entertainment ecosystem, with benefits for American consumers and workers.”
Paramount has touted additional regulatory clearances it says it’s received in a handful of other countries, including China, Canada and Australia. But other reviews remain in progress, including in the European Union and the U.K. — which has separately suggested it may intervene.
Paramount and Warner previously said they hoped to close their deal sometime in the third quarter of this year, signaling recently an effort to complete the process in the coming weeks. The clock is ticking. Paramount pledged to give shareholders some compensation if the acquisition doesn’t close by Sept. 30 — in the form of a 25-cent per share “ticking fee” for every quarter past that date. It’s also agreed to a regulatory termination fee of $7 billion.
Including debt, Paramount’s proposed purchase of Warner is valued at nearly $111 billion (or $31 per share) based on current outstanding shares.
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