Paramount and Warner Bros. Discovery Agree to Pause $111 Billion Merger Pending Antitrust Trial

Paramount Pictures, led by CEO David Ellison, announced an agreement to suspend its proposed acquisition of Warner Bros. Discovery (WBD) until a court-ordered trial on antitrust claims is resolved. The pause, which could extend the closing date to 2027, follows a lawsuit filed in mid-July by twelve state attorneys general and a separate challenge by the Writers Guild of America seeking to block the transaction.

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Paramount and WBD have secured clearances or non-objections from regulators in 65 jurisdictions, including the European Commission, Australia, China, the United States, Germany, France, Spain, Canada and South Korea. The U.S. Justice Department granted clearance in June, despite internal objections from career lawyers reviewing the deal. Paramount has also arranged $24 billion of financing from sovereign wealth funds of Saudi Arabia, Qatar and the United Arab Emirates, which would own 38.5 % of the combined company but hold no board seats or voting shares, eliminating the need for a CFIUS review.

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In a memo circulated to employees on a Monday morning, Ellison emphasized confidence that the merger poses no legal issues and will ultimately be completed. He noted that the parties will discuss potential trial dates and are required to update the court by the scheduled deadline of July 31. The memo also referenced the agreement not to proceed with the preliminary injunction hearing set for August 3, opting instead for a direct trial on the merits. Ellison thanked staff for their patience amid the uncertainty and reiterated the strategic benefits of the combined entity for creators and audiences.

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• “We believe this is the right path because the facts and the law are on our side, and a full hearing will demonstrate why the plaintiffs’ arguments should not prevail.” — David Ellison, the oracle co-founder

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• “I know this additional uncertainty has been challenging, and I want to thank you for your continued patience, commitment and collective contributions,” — David Ellison, the oracle co-founder

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