BOOM! Billionaires Punched in the Nose Over Paramount-Warner by State Enforcers, Unions

BIG by Matt Stoller

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BOOM! Billionaires Punched in the Nose Over Paramount-Warner by State Enforcers, Unions<br>The Paramount-Warner merger challenge looks odd, but that's only because all the other cops are bought off. Here are the arguments for and against the deal, and the process going forward.<br>Matt Stoller<br>Jul 15, 2026

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Yesterday, 12 states, led by California Attorney General Rob Bonta, filed a complaint asking a Federal judge to stop the $110 billion merger of Paramount and Warner Bros Discovery, which would otherwise be the largest combination of Hollywood studios in history. The states alleged this deal would put too much power in the hands of the billionaire Ellison family.<br>Then today, another shoe dropped. The Writer’s Guild East and the Writer’s Guild West filed another case opposing the deal, this one on grounds that it would give the Ellison’s too much power over workers in Hollywood. The complaint from the writers unions included statements from well-known creative power players in the tv and movie business, the people behind The Office, Spiderman, Stepbrothers, and so forth. And that’s not all. The states also filed for an emergency injunction to pause the deal, with the first hearing on Friday morning at 10am. More action could be coming.<br>In this piece, I’m going to explain what is happening, the arguments involved, and next steps. But make no mistake, this legal case is the most significant fight over corporate power and media we may see in this Trump term.<br>There’s more than just TV and movies at stake, though those are significant enough. Larry Ellison, who made his money founding database company Oracle, has reshaped Paramount’s CBS to be friendlier to his Trump, firing Stephen Colbert and killing stories on 60 Minutes critical of the government. If Paramount takes over Warner, the expectation is that Ellison will also refashion CNN into a conservative-friendly outlet.

California Attorney General Rob Bonta announces opposition to the $110 billion Paramount-Warner deal.<br>But the heart of the combination is the movie and TV business. And as I noted on Sunday, this deal wasn’t supposed to encounter political hurdles. Richard Rushfield at the Ankler reported that the Hollywood monied establishment never believed that real opposition to this deal could materialize.<br>When inklings of opposition from state officials emerged, the thinking was that Bonta wouldn’t dare act, that he was just making political noise to please Democrats mad over CNN. For instance, Puck’s Matt Belloni, a podcast host popular in the entertainment business who had earlier written, with questionable sourcing, that “Rob Bonta wants Paramount to sell CNN.” That dynamic has changed. Hollywood is surprised by the challenge, and Bonta, at his press conference, took a veiled shot at Belloni.<br>From the other side, opponents of the merger are quite pleased. Actor Mark Ruffalo, praised the case, as did New York City Mayor Zohran Mamdani, who made it clear that the deal would negatively affect NYC.

Mark Ruffalo@MarkRuffalo

💥<br>Fighting for the people against the oligarchs.

Mayor Zohran Kwame Mamdani @NYCMayor

Proud that New York is one of 12 states suing to stop Paramount's acquisition of Warner Bros.

This is not a merger that serves the public. It would hand one company nearly a third of the movies and cable channels Americans watch, raise prices for streaming and cable, endanger

10:24 PM · Jul 13, 2026 · 466K Views

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This case is unprecedented in more ways that one. The Federal Antitrust Division gave the green light for the deal against the wishes of staff, and actively lobbied for the merger with a public statement of support. As if that weren’t weird enough, state attorneys general have never challenged a merger this big and this political, but did so anyway. Moreover, the WGA has never filed an antitrust case to block a deal, and their claims on labor market shares seem like a new front in antitrust law.<br>The deal is also structured oddly, with Paramount agreeing to pay Warner shareholders a “ticking fee” of $7 million a day, starting September 30th. Such a deal structure indicated remarkable confidence by the Ellison’s they could get this merger over the line in near-record time.<br>And yet, even when Bonta announced opposition yesterday, Wall Street bid up the stock of Warner, meaning that merger arbitrageurs looked at the case and thought that either the deal is still likely to close, or that Warner is likely to get a ticking fee, or both. So what happens now?<br>The States’ Case Against the Merger

Let’s start with the case itself. The state complaint is a pretty meat and potatoes argument, alleging that the market shares of the companies will lead to a reduction in output and higher prices for theater owners and consumers. (If you want all the documents on the...