Update: He didn’t stop there. Hours after filing, Bonta taunted David Ellison with a Godfather jab in a Variety op-ed, while selling a broader case than the one he actually filed.
Update 2: Paramount has answered. In an official statement, the studio calls the lawsuit “wrong on both the facts and the law” and brands any delay in closing a gift to Big Tech — making the TRO fight all but certain.
Update 3: The day ended in Washington — Ellison is quietly backing a bipartisan federal film tax incentive, dining with GOP leadership the same night California sued him.
Update 4: Now Paramount’s own investors are suing. A shareholder has sued the Ellisons and the entire board, alleging an illegal Trump side deal cleared the way for this merger. It’s the fourth lawsuit against the deal, and the restraining order hearing is set for Friday.
Update #5: The judge has denied the subscribers’ attempt to freeze the deal.
Update #6: The freeze is now the whole story. A judge paused the deal, Europe approved the merger anyway, and Paramount then agreed not to close until a trial verdict, as late as June 2027.
Update #7: Bonta’s own governor wants out. Per the WSJ, Newsom’s office is urging Bonta to settle the lawsuit, warning that blocking the merger costs California jobs.
Update #8: The trial date fight is on. Paramount asked for a November 4 trial, the states want April 5, 2027, and the states’ discovery demands mean DC’s regime change could end up in court paperwork under oath.
Update #9: The trial has a date. The judge set it for March 2 to 19, 2027, closer to the states’ ask, and told both sides to pick a settlement referee, with over $1 billion in ticking fees due first.
Update #10: The world map is complete. The UK cleared the merger, making 66 jurisdictions that have said yes, leaving the Oakland courtroom as the only fight left.
Update #11: Paramount is answering the states in writing. Per Bloomberg, signed contracts with AMC and Regal will guarantee 30 movies a year in theaters.
Update #12: The exit threat that started this story now has a deadline. Hours after Bonta’s second op-ed dismissed Paramount’s fixes as piecemeal promises and vowed to win, Puck reported Ellison set October 1 to settle, or Paramount leaves California, with the board already signed off.
California Attorney General Rob Bonta and eleven other state attorneys general filed an antitrust lawsuit Monday to block Paramount Skydance’s $110 billion acquisition of Warner Bros. Discovery, asking a federal court to stop the largest merger in Hollywood history before it closes.
The timing is the story. The suit landed one day after Semafor reported that David Ellison’s inner circle has been urging him to pull Paramount’s corporate headquarters — and much of its roughly $30 billion in annual content spending — out of California if Bonta sued.
Bonta sued anyway.
What the states are alleging
The complaint, filed in the U.S. District Court for the Northern District of California, argues the merger violates Section 7 of the Clayton Act by killing competition between two of Hollywood’s five major studios in three markets:
- Wide release theatrical distribution: Paramount and Warner Bros. would combine for roughly 27% of the market. Post-merger, three distributors would control 75% of wide releases, and four — the combined company, Disney, Universal, and Sony — would control 86%.
- Blockbuster distribution: the combined studio would control more than 30% of anticipated top-grossing films, with four distributors controlling over 90%.
- Basic cable licensing: Warner Bros. Discovery is the second-largest player and Paramount the third. Together they’d hold 27% of the market.
The states — California joined by Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon, and Washington — argue the result is higher prices, fewer movies, and worse terms for theaters and cable distributors.
They asked Paramount and WBD not to close until the case is decided, then filed for a temporary restraining order Monday night. A federal judge granted that freeze, and Paramount has since agreed to keep the deal on ice until a trial verdict.
“America has no kings in government or our economy,” Bonta said in announcing the suit.
The states are defying the DOJ
What makes this fight unusual: the federal government already cleared the deal.
The Department of Justice signed off last month, and regulators in China, South Africa, Saudi Arabia, and elsewhere have approved it, with the European Commission reportedly set to follow.
Paramount’s $30-per-share all-cash tender offer — announced in December and backed by a personal guarantee from Larry Ellison — was expected to close within weeks.
Paramount is already fighting. In its official response to the suit, the studio called the lawsuit “wrong on both the facts and the law,” as its pitch all along has been that the combined company is a counterweight to Netflix and the tech platforms.
The California exit threat
Per Semafor’s report, Paramount offered Bonta’s office binding commitments — 30 theatrical releases per year, a 45-day theatrical window, and keeping both the Paramount and Warner Bros. lots operating in California — and got nowhere.
One Ellison adviser described the state as “inhospitable” and said a lawsuit would push the company over the edge, following Chevron, Oracle, and Tesla out the door.
Paramount already signed a 10-year lease on more than 285,000 square feet of production space in Bayonne, New Jersey, last year.
So Bonta either called the bluff or walked straight into it. Either way, the standoff is now in federal court.
You can read the official press release from Attorney General Rob Bonta here, titled: “Attorney General Bonta Files Lawsuit to Block $110 Billion Warner Bros./Paramount Merger.”
What It Means for DC
Everything at DC Studios has been in a holding pattern pegged to this deal closing. A court fight blows up that timeline.
And there’s a penalty clock attached. If the deal hasn’t closed by September 30, 2026, Paramount owes WBD shareholders an extra $0.25 per share every quarter it drags on, roughly $650 million per quarter. A drawn-out court battle gets expensive fast.
It also freezes a slate already in limbo. With the deal now on ice until a trial verdict, the DCU’s leadership questions, its greenlight decisions, and the promised HBO Max–Paramount+ combination all slide.
And those leadership questions are the real story. As I reported today, my sources say the Paramount board wants James Gunn and Peter Safran out once the merger closes, with Mike De Luca and Pam Abdy set to take DC under their umbrella — and already fielding pitches from Zack Snyder, Ben Affleck, and Christopher McQuarrie.
Every one of those dominoes is pegged to a closing date this lawsuit just threw into doubt.
Wall Street, meanwhile, has been openly framing the deal as an IP play built on Superman and Batman.
The states won their freeze, and Paramount then agreed to keep the deal unclosed until a trial verdict, as late as June 2027. The biggest story in Hollywood moved from the boardroom to a federal courtroom, and it’s staying there into next year.
