Judge Clears Final Hurdle: Paramount-WBD Merger Set to Close Oct. 6

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Source: deadline.com
Judge Clears Final Hurdle: Paramount-WBD Merger Set to Close Oct. 6
Photo: deadline.com
TL;DR

U.S. District Judge Araceli Martínez-Olguín approved the settlement between Paramount Skydance and 12 state attorneys general, removing the final legal barrier to the $110 billion merger with Warner Bros. Discovery. The combined entity, to be led by David Ellison and new co-CEO Ynon Kreiz, is scheduled to close on October 6. The deal includes a five-year consent decree requiring 30 annual theatrical releases, $300 million in annual U.S. production spending, and an editorial oversight board for CNN and CBS News, but lacks structural divestitures.

Key points

  • Judge Martínez-Olguín approved the Sept. 21 settlement, calling it a 'reasonable factual and legal resolution' despite public dissatisfaction.
  • Paramount and WBD are targeting an October 6 closing date, with a 'ticking fee' of $7 million per day accruing to WBD shareholders if delayed.
  • Ynon Kreiz, former Mattel CEO, was named co-CEO alongside David Ellison; Casey Bloys will lead combined streaming operations after Cindy Holland's departure.
  • The settlement requires Paramount to maintain studio lots in California until 2031 and invest an additional $300 million annually in U.S. film production.
  • Larry Ellison personally backed $46.7 billion in equity, while sovereign wealth funds from Saudi Arabia, Qatar, and the UAE committed $24 billion for a 38.5% stake.

Background

The merger faced significant opposition since Paramount announced the acquisition in February 2026, including a hostile bid that derailed a potential WBD-Netflix deal. In July, 12 state attorneys general, led by California’s Rob Bonta, sued to block the merger over antitrust concerns in cable, wide-release, and blockbuster film markets. After a brief trial period, the parties reached a settlement on Sept. 21, which included concessions on film output and editorial independence but no asset sales. Critics, including the Block the Merger coalition and Sen. Cory Booker, argued the settlement failed to protect competition or workers, while supporters noted it avoided the risk and expense of full litigation.

How outlets are covering it

Deadline and Variety emphasize the legal clearance and the imminent closing, highlighting the judge’s approval and the new leadership structure. NBC News focuses on the financial mechanics, noting the $110 billion valuation and the ticking fee that incentivized a rapid close. The Los Angeles Times frames the event as a victory for David Ellison but warns of severe challenges, including $80 billion in debt, potential layoffs, and strained relations with Hollywood talent who opposed the consolidation. While Bonta’s office called the settlement a resolution of antitrust concerns, critics like the Block the Merger coalition and Sen. Elizabeth Warren condemned it as a failure to protect consumers and independent journalism, arguing the lack of structural remedies leaves the media landscape vulnerable to consolidation.

Why it matters

The merger creates the largest media company in the U.S., combining HBO, Paramount+, CNN, and CBS News. It signals a shift in media ownership toward billionaire-backed entities and raises questions about editorial independence and market competition. The deal’s approval despite significant opposition may set a precedent for future media consolidations, potentially impacting job security, creative output, and the diversity of news sources in the industry.

What to watch

Paramount and WBD are expected to formally combine by October 6. The new leadership will focus on integrating operations, managing $80 billion in debt, and fulfilling the consent decree’s requirements, including maintaining 30 theatrical releases annually and preserving studio lots. The company will also face scrutiny over its editorial independence board and potential layoffs to meet cost-cutting targets. Critics will monitor whether the settlement’s provisions effectively protect competition and workers in the long term.

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