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The DOJ Greenlights Paramount and Warner Bros. Discovery’s $110 Billion Merger, But State Attorney Generals Are Not Done Fighting

The Justice Department’s Antitrust Division has approved Paramount Skydance’s proposed acquisition of Warner Bros. Discovery, clearing one of the most closely watched media merger reviews in recent memory of federal antitrust concerns without requiring any divestitures, behavioral remedies, or concessions.

The decision, announced Friday, follows an eight-month investigation that included a review of more than two million documents from over 80 parties, hours of executive depositions, and staff-led meetings with both companies. “The transaction is not likely to result in harm to competition or American consumers,” the division said in a statement, adding that the deal could ultimately strengthen competition by creating a more formidable rival across streaming, television, and film.

The roughly $110 billion deal would bring together Paramount’s assets, including CBS, CBS News, Paramount Pictures, and Paramount+, with Warner Bros. Discovery’s portfolio of HBO and HBO Max, Warner Bros. Pictures, CNN, TNT, TBS, HGTV, and more. The combined streaming platform would boast approximately 200 million subscribers. Paramount CEO David Ellison has told investors the deal is on track to close by September, after which a ticking fee kicks in, making the transaction more expensive by the day.

In a statement, Paramount said the merger would create “a stronger company better positioned to compete against dominant technology platforms in an industry increasingly defined by intense competition for audiences, talent, technology, and investment.”

The approval does not end the merger’s legal scrutiny. California Attorney General Rob Bonta confirmed the deal “remains under investigation by the California Department of Justice,” and state attorneys general in New York and nearly a dozen other states are weighing antitrust action. Senator Elizabeth Warren was quick to respond to the DOJ’s decision, saying “this fight isn’t over” and calling on state attorneys general to block the merger, which she described as reeking of “corruption and influence-peddling.”

The merger has drawn significant opposition from within the industry itself. More than 5,500 filmmakers, actors, and other Hollywood professionals have signed an open letter opposing the deal, among them Florence Pugh, Pedro Pascal, Joaquin Phoenix, Robert De Niro, and Mark Ruffalo, who argue it would eliminate jobs, raise prices, and concentrate power across film, television, and streaming. Paramount has projected more than $6 billion in cost savings within three years of closing, with executives saying most synergies would come from non-labor sources, a claim critics have met with skepticism.

The deal also faces regulatory scrutiny abroad. The European Union is reviewing the transaction under both standard merger rules, with a July 7 deadline, and its Foreign Subsidies Regulation, with a July 14 deadline, examining the approximately $24 billion being fronted by the sovereign wealth funds of Saudi Arabia, Qatar, and Abu Dhabi. The UK’s Competition and Markets Authority opened its own merger inquiry earlier this week. Australia has already signed off on the deal.

The merger’s path through Washington has not been without controversy. Democrats have raised concerns about the Ellison family’s ties to the Trump administration, and Paramount has accused Netflix of waging a “scorched-earth campaign” to derail the deal after the streaming giant backed out of its own bid for Warner Bros. Discovery earlier this year. Netflix called the allegation “absurd.”

Paramount’s stock rose approximately 3% in after-hours trading following the announcement.

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