State attorneys general prepare antitrust suit to block Paramount-Warner deal

State attorneys general are preparing to sue as soon as next week to block Paramount’s $110 billion acquisition of Warner Bros. Discovery, putting California Attorney General Rob Bonta at the center of a renewed antitrust fight over Hollywood consolidation. The case would target a deal that joins two of Hollywood’s four major studios, a structure that has raised alarms among actors, writers and theater owners who fear fewer movies, fewer creative options and less competition for audiences and talent.

Paramount argues the merger would make the company more competitive in a crowded media market, and the combined studio is committed to releasing at least 30 theatrical films a year. The same transaction also carries a more fragile financial profile than a simple headline valuation suggests, with a 25-cent-per-share ticking fee that would amount to about $650 million in cash each quarter if the deal does not close before October and about $80 billion in debt expected after closing.

Paramount and Warner Bros. Discovery announced their definitive merger agreement on February 27, 2026, with Paramount agreeing to pay $31.00 per share in cash for all WBD shares. Both boards approved the deal unanimously, and Warner Bros. Discovery stockholders approved it on April 23, 2026. The transaction was originally expected to close in the third quarter of 2026, but that timetable has already slipped under the weight of regulatory review.

Federal regulators cleared the acquisition on June 12, 2026, when the Justice Department found it did not expect the deal to harm competition or consumers. Even so, the California Department of Justice kept the transaction under investigation, keeping state attorneys general in play despite federal approval. Oregon has added pressure of its own: Attorney General Dan Rayfield said Paramount withheld records tied to its lobbying efforts and asked a court to delay closing by 60 days, while Paramount told Oregon it would not close before July 22, 2026.