Twelve States Sue to Block Paramount’s $110 Billion Warner Bros. Discovery Deal

Twelve state attorneys general have sued to block Paramount Skydance’s proposed $110 billion acquisition of Warner Bros. Discovery.

The states argue that the deal would reduce competition and give the combined company too much power across film and television.

The lawsuit was filed July 13 in federal court in Northern California. The states bringing the case are Arizona, California, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon and Washington.

The challenge comes one month after the U.S. Department of Justice closed its own investigation without seeking to block the deal.

The case sets up a legal fight over whether greater scale helps media companies compete or gives them too much control.

States Warn About Prices and Content Spending

The states argue that the merger would combine two of the nation’s five major film distributors and two of the five largest owners of basic cable channels.

They allege that the combined company and Disney would together control 59% of U.S. basic cable.

If the deal closes, the combined company would own more than 50 basic cable channels, including CNN, TNT, HGTV, Nickelodeon, MTV and Food Network.

The states say the larger group of channels would give Paramount more power when negotiating fees with cable and television distributors. Those higher costs could eventually reach subscribers through larger monthly bills.

They also argue that less competition could lead to less spending on movies and television programming.

The deal would bring Paramount+, HBO Max and Discovery+ under the same corporate owner. The complaint identifies those streaming services as part of the combined company’s reach, but the lawsuit’s formal competition claims focus on theatrical film distribution and basic cable programming.

The states are not arguing that combining the three streaming services, on its own, would violate antitrust law.

Paramount Says the Deal Would Strengthen Competition

Paramount rejected the states’ claims and said it will defend the transaction.

The company argues that Paramount and Warner Bros. Discovery need more scale to compete with larger streaming and technology companies, including Netflix, Amazon and Disney.

Paramount says the combined company would invest more in movies and television. It has also committed to releasing at least 30 theatrical films each year.

After an eight-month investigation, the Justice Department came to a different conclusion and closed its review without challenging the deal. It said the merger was unlikely to harm competition in subscription streaming, linear television or theatrical-film development, production and distribution.

Paramount also says competition and foreign-investment reviews in 24 jurisdictions have cleared the deal or allowed it to continue.

Insider Take

The two sides see media scale very differently.

Paramount says combining the companies’ content and streaming services will create a stronger competitor with more money to invest. The states argue that fewer independent companies will mean greater negotiating power and less investment in content, potentially limiting choice.

For subscription operators, the issue is bigger than whether Paramount+, HBO Max and Discovery+ eventually become one service or bundle.

The fight reaches into the economics behind the subscription.

Who controls the content? How much must be spent to keep subscribers engaged? Does combining services create better value, or does it make it easier to raise prices and reduce investment?

The lawsuit does not prove that streaming prices will increase or that the three services will be combined. It does show that state regulators are paying close attention to how media ownership and distribution power affect subscription businesses.

The transaction has not closed. The states are asking the court to permanently block it, and the lawsuit could delay the companies’ planned closing.

Sources

• New York Attorney General, “Attorney General James Sues to Block Paramount’s Merger with Warner Bros.,” July 13, 2026
  https://ag.ny.gov/press-release/2026/attorney-general-james-sues-block-paramounts-merger-warner-bros

• State of California et al. v. Paramount Skydance Corp. and Warner Bros. Discovery, Complaint, July 13, 2026
  https://ag.ny.gov/sites/default/files/court-filings/california-et-al-v-paramount-skydance-corp-et-al-complaint-2026.pdf

• U.S. Department of Justice, “Statement on the Closing of Its Investigation of the Merger of Paramount Skydance and Warner Bros.,” June 12, 2026
  https://www.justice.gov/opa/pr/statement-department-justice-antitrust-division-closing-its-investigation-merger-paramount

• Paramount, “State Attorneys General Challenge to Proposed Merger Defies Evidence-Based Antitrust Enforcement and Must Be Rejected,” July 13, 2026
  https://www.paramount.com/press/state-attorneys-general-challenge-to-proposed-merger-defies-evidence-based-antitrust-enforcement-and-must-be-rejected-delay-in-closing-of-transaction-only-benefits-big-tech-and-harms-consumers-and-hollywood-talent

• Paramount, “Paramount to Acquire Warner Bros. Discovery,” February 27, 2026
  https://www.paramount.com/press/paramount-to-acquire-warner-bros-discovery-to-form-next-generation-global-media-and-entertainment-company