A coalition of 12 Democratic attorneys general led by California filed a lawsuit Monday seeking to block the $110 billion merger between Warner Bros. Discovery and Paramount Skydance, despite the deal having been approved by the Trump administration.
“The unlawful merger of these two entertainment behemoths would lead to higher prices, lower quality, and less content for film and television, harming movie theaters, basic cable distributors, and ultimately, audiences on every sofa and movie theater seat in the U.S.,” California Attorney General Rob Bonta said in a statement.
The legal challenge comes just days after reports that advisers close to Ellison had encouraged him to consider relocating Paramount’s headquarters and shifting as much as $30 billion in planned content spending outside California if Bonta sued to stop the merger.
The lawsuit, filed in the U.S. District Court for the Northern District of California, argues the merger would violate federal antitrust law by substantially reducing competition in the film and television industries.
The combined company would control nearly one-third of the U.S. theatrical film distribution market and almost one-third of the nation’s basic cable programming, according to the complaint.
The coalition warned it will seek a temporary restraining order if Warner Bros. Discovery and Paramount Skydance move to finalize the merger before the court has a chance to rule. The attorneys general argue the deal would result in higher prices, fewer choices for consumers, reduced investment in film and television content, and diminished competition for movie theaters and cable providers.
The lawsuit represents the most significant legal threat facing the merger after the Trump Department of Justice approved the acquisition in June without requiring the companies to sell any assets or accept behavioral conditions.
Federal antitrust regulators concluded the review after Paramount Skydance CEO David Ellison met with Justice Department officials, leaving state challenges and approvals from regulators in Europe and the United Kingdom among the final remaining hurdles.
In the complaint, the attorneys general argue the merger would combine two of Hollywood’s five largest film distributors and two of the nation’s five biggest owners of basic cable channels.
They claim the combined company would control about 27% of the wide-release theatrical film market, more than 30% of anticipated blockbuster releases and roughly 27% of the basic cable programming market.
The states also argue the consolidation would dramatically reduce competition across the entertainment industry.
According to the lawsuit, only three distributors would control roughly 75% of wide-release theatrical films after the merger, while four companies would account for about 86% of those releases. In the lucrative blockbuster market, the attorneys general say four studios would control more than 90% of anticipated top-grossing films.
Bonta’s office alleges Paramount and Warner Bros. currently compete aggressively for theatrical release dates, premium screens and licensing agreements with movie theaters, while also battling to secure carriage agreements with cable and satellite providers.
The lawsuit contends that eliminating that competition would weaken the negotiating leverage of theaters and television distributors, ultimately leading to higher prices, fewer programming options and less investment in original content.
The complaint also argues that fewer major studios would reduce opportunities for filmmakers and audiences alike. Bonta said consolidation in Hollywood threatens not only competition but also the diversity of stories reaching movie screens and television viewers across the country.
Paramount has previously said the deal would preserve jobs, keep both the Paramount and Warner Bros. studio lots operating in California and better position the combined company to compete against streaming giants such as Netflix and Amazon.
The company has also maintained that antitrust regulators around the world have found no basis to block the transaction.
The proposed merger would unite a vast portfolio of entertainment brands under one company, including Warner Bros. Pictures, HBO Max, CNN and Discovery’s cable networks alongside Paramount Pictures, CBS, MTV, Nickelodeon and the “Mission: Impossible,” “Top Gun,” “Batman” and “Harry Potter” franchises.
Company executives have projected the combination would generate billions of dollars in annual cost savings through operational efficiencies, though labor groups have warned it could result in significant job cuts across Hollywood.
The coalition includes the attorneys general of Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon and Washington alongside California.
The California Post has reached out to Warner Bros. Discovery, Paramount, the White House, and the Department of Justice for comment.