Acquisitions

Paramount’s $111 Billion Warner Bros. Discovery Merger Clears DOJ, But Faces New Hurdles

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Paramount Skydance’s blockbuster $111 billion acquisition of Warner Bros. Discovery cleared its biggest regulatory hurdle earlier this month when the US Department of Justice’s Antitrust Division approved the deal without requiring concessions — but the transaction is still far from finalized, facing continued legal challenges, foreign-investment scrutiny, and a tight closing timeline.

DOJ Gives the Green Light

The Hollywood Reporter reported that the DOJ found the merger would not harm competition in the markets for streaming, linear TV, or film production and distribution, clearing the way for Paramount to become the largest theatrical distributor in the country and own a top-five streaming service. According to Variety, the approval came without any required concessions from the companies.

Under the terms of the original agreement, Paramount agreed to pay $31.00 per share in cash for all outstanding shares of Warner Bros. Discovery, a transaction valued at roughly $110-111 billion depending on the methodology used, according to SEC filings. The deal would bring together Warner Bros. Pictures, HBO, CNN, TNT, TBS, and HGTV under Paramount’s ownership, per a report from World of Reel.

Industry Backlash

The merger has drawn significant opposition from Hollywood’s creative community. World of Reel reported that more than 5,500 industry professionals — including actors Mark Ruffalo, Javier Bardem, and Joaquin Phoenix, along with high-profile directors such as David Fincher and Denis Villeneuve — signed an open letter from the Writers Guild of America warning the deal could eliminate jobs and raise consumer prices. Separately, consumer groups have filed an antitrust lawsuit seeking to block the deal, which Paramount has asked a judge to dismiss, according to The Digital Weekly.

Foreign Investment Concerns

A more recent complication centers on foreign ownership of the combined company. Variety reported that three Democratic senators — Cory Booker, Elizabeth Warren, and Adam Schiff — sent a letter to FCC Chairman Brendan Carr urging the agency to block the deal from closing until a national security review of foreign investors is complete. According to the senators’ letter, the merged Paramount-WBD entity would be roughly 49.5% owned by foreign investors, with about 38.5% of the equity held by sovereign wealth funds from Saudi Arabia, Qatar, and Abu Dhabi.

The European Commission is separately investigating the deal under the EU’s Foreign Subsidies Regulation, examining approximately $24 billion in financing tied to those same sovereign wealth funds, with a provisional deadline of July 14 for its review, Variety reported.

Closing Timeline Under Pressure

Paramount CEO David Ellison and his team have pledged to close the deal by September 30, 2026, according to Deadline, and have promised to pay shareholders a daily “ticking fee” if the deadline is missed. Combined with potential delays from the EU review and the FCC foreign-investment scrutiny, analysts say the process could realistically stretch into September even under a best-case scenario.

If completed, the deal would leave the US film industry with just four major studios — Paramount, Disney, Universal, and Sony — according to legal news outlet JURIST, intensifying scrutiny over its long-term effects on competition and consumer choice in media and entertainment.

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