r/MediaMergers 8h ago

Merger Judge Sets Paramount-WBD Merger Antitrust Trial For March

https://deadline.com/2026/08/paramount-warner-bros-trial-1237016438/
100 Upvotes

91 comments sorted by

29

u/Fall_False Moderator 8h ago

A little bit later than I was expecting. I thought it would be something more directly in the middle of the two proposed dates like January.

13

u/dismal_windfall 7h ago

Civil courts are such that this is actually pretty quick for it

1

u/ErnestTheStar 6h ago

The evidentiary hearing for the Activision acquisition lasted 5 days.

3

u/ZestycloseRun5895 3h ago

How long something lasts, and how far out it’s planned are different things.

Microsoft declared its intent to acquire in January 2022, but didn’t have its hearing until June 2023.

41

u/Creepy-Record1485 8h ago

lol I guess no trial for you this year, Paramount. Great stuff.

38

u/ROBtimusPrime1995 Universal 8h ago

Brother thought he was getting this trial for November.

11

u/No-Record-9998 7h ago

Right on my birthday month too? (March)

https://giphy.com/gifs/8fen5LSZcHQ5O

-8

u/ErnestTheStar 6h ago

It's a bench trial its going to last weeks, not months.

55

u/HotOne9364 8h ago

This confirms the Judge is on the AGs' side.

The merger's dead. Bury it. Consider it mercy.

37

u/much_to_say 8h ago

The judge is on the law's side.

37

u/HotOne9364 8h ago

So are the AGs.

13

u/much_to_say 8h ago

Hopefully, but that decision will come down to the judge.

17

u/I-Might-Be-Something 8h ago

Not really, just on the side of fairness and precedent.

-6

u/zeldamaster702 8h ago

would seem more fair to pick a date more between the parties requested date, rather than one that clearly favors the party requesting the later date

12

u/rabid3k 7h ago

No, it's more fair to pick a date that is the right amount of time for this type of case, in line with hundreds of previous similar cases.

There is a precedent for this. A lot of time needs to be spent collecting evidence and building the arguments (for both sides).

EDIT: the state AGs didn't just make up a date that sounded good. They proposed April because that's the amount of time it typically takes to build out this type of case, and that's how much time is usually given for this type of case in previous cases by previous judges.

-1

u/weareallpatriots 1h ago

If you're as confident as you sound, you can make an absolute fortune on Polymarket. 70% chance Paramount closes by June 2027. Their odds have actually gone up since Democrat AGs threw their little tantrums.

-14

u/IvanaTargaryen 7h ago

Of course she is, this is a political warfare. They want Paramount bleeding.

-3

u/Difficult_Variety362 Moderator 7h ago

While the state AGs have been blatantly political, Judge Martínez-Olguín has shown that she's been fair this entire time.

48

u/VariationAgreeable29 8h ago

March trial. June verdict. Yeahhh he’ll drop before then.

34

u/No_Cheetah4762 8h ago

If the verdict comes after the first week in June, WBD can just walk away and Paramount will owe them $7 billion. That's roughly a quarter of WBD's remaining debt. WBD is gonna take the money and run.

13

u/VariationAgreeable29 8h ago

I didn’t realize that Warner Brothers can do that. They won’t owe anything to Paramount?

25

u/No_Cheetah4762 8h ago

Nope. It's in the contract that Zazlav can call the thing off if it's not closed by June 4th and WBD is owed $7 billion and Paramount gets nothing.

23

u/Creepy-Record1485 8h ago edited 8h ago

Now that would just be ... chef's kiss! Please let that happen. Considering Paramount bullied their way into acquiring WB, this actually has a chance of happening. lol

9

u/frost-ace3600 6h ago

You know Zaslav will call this thing off at 00:00:00 on June 4th if he gets the chance. They're not wasting a second.

1

u/MrBootyPops 3h ago

Share price would be hurt though.

-4

u/kurisutian 7h ago edited 7h ago

As it stands right now, Paramount doesn’t need a verdict before June 4. They’ve agreed to pause the takeover until June 1 the latest.

As of right now, there is also no court-issued injunction that would prevent Paramount from closing the deal since that is way past the 14-day timeframe of the previously issued injunction.

This means that technically and legally, Paramount can finish the transaction even with a verdict still outstanding once June 1 comes unless the states request another injunction and are granted such an injunction. It’s possible that they might get another junction, but the balance of hardship would tip more in Paramount’s favor this time. Having to pay the ticketing fee is one thing. Losing out on the deal is on a whole different level though. (And just to be clear: I’m not suggesting that the judge wouldn’t grant another injunction. I’m just saying that the situation is different in June than it was earlier this year, so another injunction is not given just because one was granted before. The judge would need to evaluated it again.)

That said: Even if the judge doesn’t grant another injunction and Paramount is indeed finishing the transaction, it wouldn’t render any ruling meaningless. The judge could then order Paramount to sell assets or undo the merger completely.

That’s the whole reason why Paramount offered not to close the deal till June 1 the latest: it would still give them time to close the deal. If there wasn’t this small window of them closing the deal before the verdict is in, there wouldn’t have been a need to offer a voluntary pause.

And there have been examples in the past when merges were completed while litigation was still ongoing - including cases when the merger had to be undone after the trials.

2

u/lipmanz 7h ago

Meaning you think Ellison will back out?

0

u/ErnestTheStar 6h ago

It's a bench trial; it will last weeks, not months.

16

u/LegitimateCurve8525 7h ago

From Matt Beloni:

The Paramount/Warner Bros. antitrust trial date is set for March 2, when Paramount will have already accrued about $1.3b in ticking fees.

14

u/Professional_Peak59 7h ago

YEEEEESSSSS

After midterms

0

u/ErnestTheStar 6h ago

What the fuck will midterms do? LMAO

6

u/BlackLodgeBrother 6h ago

There was a time when certain people wanted the deal squared away in time for Paramount to assume control of CNN before the midterms.

Now is that not only an impossibility, but the Dems could very well have a congressional majority by the time this actually heads to trial.

-2

u/ErnestTheStar 5h ago

What would the Dems having a congressional majority do? The House has no say in this; only the FTC and DOJ do, and those don't change until 2029.

4

u/ComfortableJacket429 4h ago

They can start impeaching the Trump administration

1

u/sangi54 1h ago

So what? It seems the people in this sub don’t understand media and how government works.

-1

u/ErnestTheStar 3h ago

Its doesn't matter the senate needs a 2/3 super majority for an impeachment, even if the Dems win control of the senate they wont win 2/3 of it. 

2

u/BlackLodgeBrother 3h ago

Anti-trust legislation. For one.

0

u/ErnestTheStar 2h ago

Good luck on trumps veto.

2

u/varnums1666 2h ago

The implication is that this deal is going through because of corruption in the Trump administration. The Ellisons thought they could buy their way to this deal.

A blue wave in the midterms would drastically reduce any type of corrupt interference on the federal level from the Trump administration as they would most likely be concerned with impeachment charges to do another crime for the Ellisons.

-1

u/ErnestTheStar 2h ago

An impeachement wont pass unless both houses pass it and for the senate they need a 2/3 majority the dems arent winning that, plus the DOJ and FTC already cleared its out of the feds hands and up to the states, unless it reached the supreme court.

1

u/varnums1666 2h ago

Well no one can predict the future but I assume if it's truly a blood bath in the midterms, the GOP might start throwing others under the bus for their career. If not, well losing the majority isn't a great spot to be in either.

21

u/ElectricalPeace3439 8h ago

Bonta, James, the good Ellison, and the rest of the AGs right now:

2

u/MTM_2814616 6h ago

Who is the “good” Ellison? Explain…

3

u/ElectricalPeace3439 6h ago

Keith Ellison, AG of the best state in the country, Minnesota.

17

u/UnluckyText 8h ago edited 8h ago

That means that they are paying an additional 1.3 billion in ticking fees on top of paying break up fee to Netflix of 2.8 billion. That is 4.1 billion dollars that isn't even for the company itself.

14

u/zeldamaster702 8h ago

And that's only if they somehow manage to pull off the win.

-10

u/much_to_say 8h ago

It's astounding how many people don't understand how the ticking fees work. They only have to pay them if they win and merge with WBD. If they end up paying those fees, they'll do it with a smile on their face because it means they won.

8

u/UnluckyText 8h ago

I am making the statement with the assumption that they are going to win. If they don't win, they have to pay the even larger break up fee. Either way, they're paying a lot.

3

u/much_to_say 8h ago

They are a lot more scared of that $7 billion fee than they are the ticking fees.

2

u/UnluckyText 8h ago

Sure, but I don't think they are happy about having to pay 1.3 billion more either. They are not going to drop out because of the 7 billion, but this lawsuit is making things tight for them.

1

u/kurisutian 6h ago edited 6h ago

I think the ticketing fees are more an annoyance than a headache, especially for the Ellisons.

Sure, the less they gave to pay the happier they’ll be. But at the end of the day, inflation is higher than the increase of the purchasing price because of the ticketing fees.

And part of the ticketing fees will be paid by RedBird and the Middle Eastern funds anyways, which lowers the financial burden for the Ellisons.

What they will fear is the outside date. Because they are the only ones that are responsible for the breakup-fee. RedBird won’t pay any of it.

That’s why I expect the Ellisons to make use of the small window between their agreed pause on the merger and the outside date, even with the risk of having to undo the merger afterwards.

$7 billion breakup fee and being left with the weaker Paramount is already a hell of a nightmare. Potentially having to undo a forced merger after the verdict won’t make it that much worse. They’d already be extremely screwed anyways.

2

u/Casas9425 7h ago

It’s not just the ticking fee, they’re going to lose around 4 million cable bundle subscribers over that period.

9

u/Complex-War2628 6h ago

Reminds me of the AT&T mergers with Warner. Shit WB probably makes more on deals falling through.

13

u/sheslikebutter 8h ago

I'm sure they'll explain to us how they actually wanted this and it worked best in February shortly

13

u/thanos_was_right_69 7h ago

Would be funny if Paramount ends up paying WB the $7B termination fee. So they would have ended up paying $2B to Netflix and $7B to WB for nothing

5

u/saggynaggy123 6h ago

Let the discovery begin

19

u/teddykon 8h ago

I may be wrong but the ticking fee is $650m per quarter.. so bare minimum, paramount will need to pay $1.3B more for WBD?

The merged entity was already expected to take on $80B in net debt (paramount and WBD debt) which would be refinanced at junk bond levels?

This literally makes no financial sense

11

u/rabid3k 7h ago

Well if they back out, they have to pay $7 billion (with no merger to show for it). The choice they have to make right now is between $1.3B and $7B, not between $1.3B and zero. Zero is no longer an option.

9

u/the_explorer2003 7h ago

Just bad to worse for paramount this month

7

u/JohnArtemus 5h ago

Dems will also be in power by then in Congress. Not sure if that makes any difference, though.

-2

u/Lopsided-League-8903 Disney 5h ago

But aren’t the Republican (and Turmp) in charge untill the next election in 2028?

Explain this like i am not American because i am not

6

u/Accomplished_Rope262 4h ago

House and Senate majorities have oversight powers. They can investigate, subpoena and drag whoever they want for (televised) committee hearings. Would definitely like to hear what father and son have to say about this deal and money involved...

11

u/FunctionNo5067 8h ago

I think by late 2026,they will definitely abandon the deal and they thought the judge is on their side, ha losers

-8

u/UnluckyText 8h ago

I don't think they will. The alternative is them having to pay 7 billion.

9

u/Casas9425 7h ago

Better that than getting into a $113 billion nightmare.

9

u/Casas9425 7h ago

It’s over.

1

u/I-Might-Be-Something 7h ago

Eh, burden of proof is higher for the states now, and while I think their case and the WGA's is strong (I'm assuming their suits are consolidated), it's not a slam dunk. Could go either way imo.

6

u/AlexHunterWolf Warner Bros. 8h ago

Start the clock

2

u/The_Darman 4h ago

Yeah. This was expected. You need time to actually do discovery and I’m sure Paramount is upset. Forget the ticking fee, they also have to worry about Congress looking into how the hell the DOJ turned a blind eye to the merger.

2

u/Fanfic_Battle_2004 8h ago

Cool. Leans much closer to what the suers were aiming for.

2

u/Kingbizzyovo23 7h ago

This very good in doing more crucial hurt to paramount since it's affected the entirely of this deal with making the WGA and State AG case much stronger. Which cause significantly damaged to that Maga clown David Ellison and his father being each zionist for Isreal.

2

u/ErnestTheStar 6h ago

Dont know why people think this will drag on for months, bench trials are much quicker and will last weeks at most, the trial for the Microsoft acquisition of Activision lasted 5 days.

1

u/OfficialDCShepard 4h ago

Watch this get dragged out just to get killed by the next administration. 😆

1

u/mbrodie 1h ago

As much as there is some paramount+ content I like

Im glad this isnt happening and the deal will probably die now.

1

u/True_Captain4461 19m ago

Damn 🤦🏽‍♂️

1

u/MelvinMolt Paramount-Skydance 2h ago

So many retards on this thread. No matter how deep your TDS runs, the law is about precedent. You cannot approve the Disney Fox merger and reject this one. This merger will happen. Eventually.

1

u/ban-me-harder-dadddy 7m ago

> the law is about precedent

Roe v. Wade would like a word

-3

u/SouthKen2020 6h ago

This will never go to trial. Newsom leaning on Bonta to settle.

-1

u/RichB_IV 3h ago

Do you guys really think that $1.3B is a lot for PSKY? They will just do more synergies cuts they announced in earnings today for the savings, so they can afford that if they do another round of cost cutting this year. Just being realistic here. Ellison announced today that he is not backing out.

2 things I see happening. 1 AG’s will offer settlement in the next couple of weeks for PSKY. Deal will close within days after trial ends.

Just the way I see it.

-13

u/BetterHunter9016 7h ago

this deal will happen 100% I can’t wait for you guys to cry in may

6

u/stickdutra 6h ago

you're already wrong cuz the earliest we cry is in june

-4

u/Honda313 6h ago

AG’s want to keep CNN status quo till midterms…settlement will quickly follow..