Paramount Seeks $1.88 B Bond Over Warner Bros. Discovery Merger Delay

Paramount Skydance has filed a motion asking the 12 states suing the company and the Writers Guild of America (WGA) to post a $1.88 billion bond to cover alleged financial injury if the $111 billion “ParaBros” merger with Warner Bros. Discovery is blocked by antitrust litigation. U.S. District Judge Araceli Martínez-Olguín has set a hearing on the bond request for September 24 and a trial on the merits for March 2, 2027. Paramount agreed to pause the closing of the deal until the trial concludes.

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The merger received regulatory clearance in 69 jurisdictions, including approvals from the U.S. Department of Justice, the United Kingdom and Mexico. In July 2026, a coalition of state attorneys general led by California Attorney General Rob Bonta and the WGA filed antitrust suits alleging that the combined company would dominate theatrical releases, basic cable, and depress writer compensation. Judge Martínez-Olguín issued a temporary injunction that halted the transaction and set the trial date. Under the merger agreement, Warner Bros. Discovery shareholders are entitled to a “ticking fee” of $7 million per day (about $635 million per quarter) beginning October 1 if the deal does not close.

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• Bond amount requested: $1.88 billion

Hollywood Reporter

• Merger value: $111 billion

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• Regulatory approvals: 69 jurisdictions

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• Ticking fee: $7 million per day; $635 million per quarter

Deadline Hollywood

• Trial start date: March 2, 2027

Deadline Hollywood

• Bond-request hearing: September 24

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• Target closing: Late September 2026 (extended to September 30, 2026 pending injunction)

Deadline Hollywood

Paramount argues that the Clayton Act and Federal Rule of Civil Procedure 65(c) obligate the plaintiffs to post a bond because the injunction imposes “substantial financial harm.” The company says the states have not disputed the evidence of $1.88 billion in potential damages.

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California AG Rob Bonta’s office responded that Paramount’s motion “has no merit” and that the state will present its case at the September 24 hearing. The WGA echoed the states’ position, stating that the court’s joint stipulation does not constitute an injunction that would trigger a bond requirement.

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The states contend that Paramount’s losses are self-inflicted, arising from its own decision to delay closing under a joint stipulation. They argue that allowing a massive bond would incentivize merging parties to negotiate extraordinary fees to shield themselves from antitrust enforcement. The opposition also notes that the court never issued a formal injunction, which, under the states’ reading, makes Paramount ineligible for bond relief.

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Paramount asserts that the court’s joint stipulation functions as an injunction, thereby justifying the bond request. The states counter that no injunction was issued, creating a factual dispute over whether the bond is statutorily required. No definitive judicial ruling on this specific point has been reported.

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• “If plaintiffs insist that this transaction is paused during the pendency of their lawsuit, they must accept the financial consequences if their challenge ultimately fails. Paramount agreed to delay closing to facilitate a prompt resolution of the case, while expressly preserving its legal rights and we continue to honor that agreement. We are not asking the district court to lift the no-close order, but to require enforcement of the bond that protects our financial interests while the litigation remains pending,” — The company

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The September 24 hearing will determine whether the court orders the states and the WGA to post the $1.88 billion bond. If granted, the bond would remain in place while the antitrust trial proceeds toward its March 2, 2027 start. A denial would leave Paramount without the proposed financial protection, potentially extending the delay of the merger.

Variety Magazine