Some of the most powerful state attorneys general in the nation just got eclipsed by five regular citizens in a move to put the brakes on Paramount‘s merger with Warner Bros Discovery.
“The April 23, 2026, stockholder vote materially changed the posture of the proposed acquisition,” says a wide-ranging antitrust filed Thursday in California federal court by five pay-TV and streaming services subscribers. “Before that vote, the transaction remained contingent on Warner Bros. Discovery stockholder approval. After that vote, a major closing condition had been satisfied, and the threatened injury to Plaintiffs became substantially more imminent because the remaining barriers to consummation were principally regulatory and closing-condition barriers rather than stockholder approval.”
In a graph-filled and David Ellison name-checking 46-page complaint suit filed Thursday in U.S. District Court (read it here), Pamela Faust, Len Marazzo, Lisa McCarthy, Deborah Rubinsohn and Gary Talewsky aim to do what California’s Rob Bonta, New York’s Letitia James and other AGs and most of the Democratic Party have only been talking about up to now: to stop the $111 billion multi-studio merger that has been greenlighted thus far by the Trump administration.
And that puts CNN, a longtime thorn in MAGA’s paw, right at the center of this.
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“By placing CNN and other news assets under Paramount’s control as part of a broader consolidation strategy,” the complaint states, “Paramount’s proposed acquisition of Warner Bros. Discovery would reduce the number of independent owners capable of sustaining national television news operations at scale and weaken competitive constraints that protect editorial rivalry, investigative resources, and viewpoint diversity.”
In that vein, the five plaintiffs — who also are looking to unravel last year’s Paramount acquisition of Skydance — are going right to the math.
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“If Paramount acquires Warner Bros. Discovery, Paramount and Warner Bros. would combine into a single firm with approximately 23.6% market share, making the combined Paramount/Warner Bros. entity the largest studio shown in the chart,” the complaint reads. “The post-merger top four studios would be Paramount/Warner Bros. at approximately 23.6%, Disney at approximately 21.4%, Universal at approximately 20.2%, and Sony/Columbia at approximately 11.1%, for a combined top-four share of approximately 76.3%. The proposed transaction, therefore, would not merely combine two studios; it would increase top-four concentration by approximately 10.2 percentage points and eliminate Paramount as an independent studio competitor.”
Surely lining up as the first of what could be many legal efforts to block the mega-deal, Thursday’s suit was quickly rejected out of hand by Paramount Skydance itself.
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“We are aware of the private action filed today in federal district court and are confident that it is without merit,” a company spokesperson told Deadline. “The combination of Paramount and WBD will create a stronger competitor that is well positioned to serve as a champion for creative talent and consumer choice.”
Of course, that’s not how Faust, Marazzo, McCarthy, Rubinsohn and Talewsky interpret it.
“Plaintiffs are threatened with imminent loss or injury if the proposed acquisition of Warner Bros. Discovery by Paramount is consummated,” the lawsuit states. “These injuries include increased prices, diminished consumer choice, reduced output and quality of entertainment and news programming, less consumer choice, and degradation of non-price dimensions of competition in national news, including credibility, editorial independence, investigative vigor, output, and viewpoint diversity.”
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Despite a flurry of protests, Warner Bros Discovery shareholders voted last week to approve the merger — a key hurdle in advancing the huge deal. Those same investors, however, balked at endorsing WBD CEO David Zaslav’s massive golden paramount, though that vote is non-binding.
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