Judge Delays Paramount-WBD Merger Approval Amid New Financing Push

Key points

• Judge Martinez-Olguin granted motions for the 'Block the Merger' coalition and the League of United Latin American Citizens to file amicus briefs by 12:01 a.m. PST on September 25, 2026.
• The ruling delays the formal sign-off on the September 21 antitrust settlement between Paramount and 12 state attorneys general, which was scheduled for a hearing on September 24.
• Paramount Skydance announced it is launching a syndication to raise $7.5 billion through senior secured term loans, bringing total additional secured debt to approximately $44.4 billion.
• Paramount faces a ticking fee of $7 million per day starting October 1, with potential quarterly costs exceeding $630 million if the merger is delayed.
• Opposition groups, including Free Press and Senator Cory Booker, argue the settlement is weak and fails to protect public interest, while Paramount maintains the agreement is fair and procedurally sound.

Background

The merger, valued at $111 billion, has faced significant legal and political scrutiny. A settlement was reached on September 21 with 12 state attorneys general, including California’s Rob Bonta, to resolve antitrust challenges. The agreement includes concessions such as an editorial independence board for CNN and CBS News, increased U.S. production commitments, and quotas for independent films. Previous reports indicated that Paramount CEO David Ellison had threatened to relocate the company’s headquarters from Los Angeles if the merger faced further delays or was blocked. The deal is backed by substantial financing, including $46.7 billion in equity guaranteed by Larry Ellison and $24 billion from Middle Eastern sovereign wealth funds.

How outlets are covering it

Deadline and Variety report on the same core developments but emphasize different aspects. Deadline focuses on the legal delay, highlighting the judge’s ruling on amicus briefs and the opposition’s arguments that the settlement is 'weak and unenforceable.' It also notes Paramount’s concern over potential financial penalties and the political pressure from California officials. Variety, in contrast, centers on the financial implications, detailing Paramount’s new $7.5 billion debt raise and the total secured debt of $44.4 billion. It also notes the potential impact on the merged entity’s net debt, estimated at $77.2 billion by Morgan Stanley. Both outlets agree that the merger is close to closing but face significant hurdles, with Deadline emphasizing the legal battle and Variety focusing on the financial structure.

Why it matters

The delay in approving the Paramount-WBD merger could have significant implications for the media industry, including potential job losses, changes in content production, and shifts in market power. The financial burden of the ticking fee and the additional debt raise could impact Paramount’s financial stability and the broader industry. The outcome of this legal battle will also set a precedent for future antitrust cases involving large media mergers.

What to watch

The next steps include the filing of amicus briefs by the opposition groups by the September 25 deadline. Judge Martinez-Olguin will then review these briefs before making a final decision on the settlement. Paramount will continue to raise the necessary funds to finance the merger, and the company may face further legal challenges if the opposition groups succeed in their efforts to block the deal. The merger is expected to close within two weeks if the settlement is approved, but the delay could push this timeline further.