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David Ellison is best argument to block Paramount-Warner Bros. deal

It will take someone better versed in finance, corporate law, family psychology and, perhaps, the impact of great wealth on brain chemistry than I to analyze the recent actions of Paramount Skydance Chief Executive David Ellison.

To a cultural journalist, however, it seems like he continues to make himself the best argument yet for opposing his company’s proposed acquisition of Warner Bros. Discovery.

Mere days after taking to the media to insist that he is a misunderstood film buff who just wants to save Hollywood, he threatened to help destroy it.

If California Atty. Gen. Rob Bonta and state attorneys general from 11 other states, including New York, New Jersey, Washington and Colorado, refuse to negotiate a settlement of their antitrust lawsuit, Ellison said he will yank Paramount Studios, and potentially Warner Bros., out of California.

Um, OK, Ultron.

So that’s how Ellison wants to prove that he will be a steward of the flailing entertainment industry — by threatening to rip out a big part of its still-beating heart and implant it in Texas or Tennessee?

Will he be taking the Hollywood sign as well, to stick atop the Grand Ole Opry or, better yet, the Alamo?

Not only does this grant Bonta VIP access to the moral highground, it all but negates Ellison’s recent New York Times guest essay. Especially the part in which he wrote: “The states claim this deal will give one company too much influence over theatrical releases and cable operators, while the W.G.A. argues that our combined market power will hurt writers.”

If one man can decide, in a fit of pique, to scoop up a huge portion of the entertainment industry and float it thousands of miles away, I’d say that’s a decent argument for “too much influence.”

Also, good luck with the landing. Texas and Tennessee are both fine states with vibrant cities, undeniable corporate incentives and lower costs of living, but their draconian abortion laws and restrictive LGBTQ+ legislation may give many in the entertainment industry pause.

Still, according to Ellison, it’s Bonta and his gang who are trying to make things political, not him; in his essay, Ellison claimed that the suit is mostly about preventing his ownership of CNN, despite his insistence that (the hiring of Bari Weiss to oversee CBS News to the contrary) the news network would remain autonomous.

As a journalist, I would love to believe that Bonta and the other attorneys general are simply going to bat for the Fourth Estate; with President Trump openly longing for the day when Ellison controls CNN, it is no doubt a concern. But as Ellison seems intent on personally underscoring, the bigger issue is how to prevent a dwindling number of individuals from controlling enormous portions of an industry that not only employs millions, but also plays a vital role in shaping the nature of art and culture in this country and the world.

(Never mind the queasy fact that Ellison is being bankrolled by his billionaire father Larry, who is putting many, if not all, of his eggs in the AI basket, to the detriment of his employees.)

Shaping art and culture is, of course, precisely why Ellison wants to buy Warner Bros. Discovery, almost literally at all costs. When he first lost the bid for Warner Bros. to Netflix, he (and his dad) responded by offering enough money (including a $7-billion payout should the deal not clear antitrust regulation) to make Ted Sarandos blink. Money has always been a ladder to power and influence in this country, and the widening wealth gap, not to mention the current administration, has turned the ladder into a rocket ship. (See please Elon Musk.)

Ellison has continually stressed his love of cinematic storytelling. Under the proposed Paramount Warner, he promises to produce 30 theatrical films and 170 television series a year and create more work for everyone.

That would be lovely (if fiscally difficult) to believe. If only he hadn’t just tried to hold the state that gave birth to cinematic storytelling hostage by threatening to kidnap one of its kids.

As negotiating tactics go, it certainly undermines whatever public approval he hoped to gain with his “I’m just a guy, standing in front of the movie biz asking it to love me” bit.

Change is coming for Paramount Studios — the lot on Melrose Avenue — either way. If Paramount Skydance acquires Warner Bros., production will likely shift to the Warner Bros. lot, with Paramount leased or sold.

Now, it seems, Ellison is willing to have a fire sale — he’ll certainly need to raise a bunch of cash if he’s going to quickly flee to redder pastures. As for the thousands of local workers who depend on Paramount production to make a living, well, Ellison and his executives may be able to afford to relocate or (more probably) commute out of state, but most of the people who actually make movies and television cannot.

Business, of course, is business and it has become financially and politically fashionable to desert California to avoid whatever local law, regulation or tax you now find unfair. Tech mavens, including Musk, have ditched California for the Lone Star State. Ellison’s father recently took Oracle out of Redwood City, first to Austin, Texas, then to Nashville, workers be damned.

But Ellison taking Paramount and potentially Warner Bros. out of Los Angeles isn’t about business. It’s pure politics, of the savage, oligarchical variety.

Given the stakes, it’s difficult to imagine that some sort of deal won’t be struck that allows the sale to go through. But Ellison isn’t saving the entertainment industry, he’s leveraging it.

And if he has to spit in Hollywood’s face to save his own, well, apparently that’s fine too.

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British authorities approve Paramount’s Warner Bros. deal

British regulators on Thursday cleared tech scion David Ellison’s $111-billion deal to buy Warner Bros. Discovery — the latest international agency to find the blockbuster combination of TV channels and historic film studios wouldn’t dampen competition.

Britain’s Competition and Markets Authority and the government’s culture minister separately reviewed Paramount Skydance’s proposed Warner acquisition, which is facing significant turbulence in the U.S. as California Atty. Gen. Rob Bonta leads a coalition of state attorneys general who are battling to try to unravel the mammoth deal.

“The evidence shows that, after the merger, Paramount will continue to face sufficient competition in the various areas it operates in, including the production and distribution of films and TV content, the supply of children’s channels to pay-TV providers and the supply of streaming services,” the authority said in a statement.

Earlier this summer, Secretary of State for Digital, Culture, Media and Sport Lisa Nandy said she was weighing whether to intervene by launching an in-depth investigation into potential harms that could result from the proposed Paramount-Warner Bros. combination.

Nandy opted not to issue an “intervention notice” after striking an agreement with Paramount that provides “assurances and legally-binding commitments” that the company would not abuse its market clout.

The authority’s approval was significant because Paramount owns CBS News, children’s channel Nickelodeon and Channel 5, one of the largest over-the-air television broadcasters in the United Kingdom.

Warner Bros. Discovery owns HBO, CNN, Cartoon Network and TNT Sports, which broadcasts the Olympics, Champions League and Premier League soccer matches.

Ellison and his team now have won clearances from 66 antitrust regulators, including the U.S. Department of Justice, and regulators in Australia, Germany, France, Italy, China and Canada, among others. The European Commission also approved the deal last month.

“These clearances recognize that the combination of Paramount and WBD will enhance consumer choice and enable a creative-first company to invest in more projects and bring stories to audiences worldwide,” Paramount said in a statement.

Still, the deal is stalled in the U.S.

Bonta and his fellow Democrat state attorneys general have won early victories in their court battle, and a federal judge this week scheduled a March trial — months later than Paramount had hoped — to determine whether the merger would violate the century-old U.S. Clayton Antitrust Act.

Paramount is facing a June 4 deadline to finalize the deal or pay Warner a $7-billion break-up fee.

Bonta and the 11 other state attorneys general, including from New York, Colorado and Oregon, have alleged the merger of two major film studios would give Paramount-Warner Bros. more than 25% of the wide-release theatrical film market. Their lawsuit contends the combined company would own too many cable TV channels — more than 50, including CNN, TBS, HGTV and Comedy Central.

The Writers Guild of America has separately sued to block the transaction, claiming the combination of two historic studios would reduce opportunities and pay for writers.

Ellison, in a guest essay this week, blamed politics for the U.S. friction. “The issue is whether I can be trusted as a steward of Warner’s CNN,” Ellison wrote in his op-ed in the New York Times.

Bonta, in a recent interview with The Times, denied his lawsuit was motivated by politics, saying it was a “meat-and-potatoes” antitrust case.

More than 5,000 entertainment industry workers, including such high-profile stars as Jane Fonda, Ben Stiller, Bryan Cranston and Mark Ruffalo, signed an open letter early this year, calling on Bonta to thwart the merger. The group alleged the transaction would weaken Hollywood with “fewer opportunities for creators, fewer jobs across the production ecosystem, higher costs, and less choice for audiences.”

Britain’s competition authority found the combined company would still encounter competition from Universal Pictures, Disney and Sony Pictures Entertainment and “a range of other smaller studios.”

In addition, the CMA factored in the competition brought by streaming services to traditional forms of movie and TV distribution — one of Paramount’s key arguments.

“Paramount is grateful to the CMA for its constructive engagement and its review of the transaction,” Paramount said in its statement. “These conclusions further demonstrate the misguided and gerrymandered market definitions relied upon by the US state AGs in their antitrust complaint in California.”

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Paramount’s David Ellison says critics don’t get his politics

Paramount Chairman David Ellison believes the tug-of-war over his proposed $111-billion purchase of Warner Bros. Discovery comes down to a single question: whether he can be trusted to control CNN.

“I believe this fight is not really about market share,” Ellison wrote in a Tuesday op-ed in the New York Times, noting that regulators around the world, including the U.S. Justice Department, have approved the deal that has been temporarily blocked by an antitrust lawsuit brought by California Atty. Gen. Rob Bonta and his coalition of Democrat state attorneys general.

“I believe a plainer worry sits beneath the briefs and the news releases … The issue is whether I can be trusted as a steward of Warner’s CNN,” Ellison wrote.

The rare opinion piece serves as Ellison’s acknowledgment that his family’s close association with President Trump has sullied his standing in Hollywood and beyond.

Shakeups at CBS News, which is part of Paramount, the departure of CBS late night host Stephen Colbert, and a visible presidential lobbying effort — including hosting a dinner for Trump in Washington in late April and attending Trump’s birthday extravaganza in June with UFC fights on the White House lawn — have come with a cost.

More than 5,000 entertainment industry workers, including such high-profile stars as Jane Fonda, Ben Stiller, Bryan Cranston and Mark Ruffalo, signed an open letter early this year, calling on Bonta to try to block the merger.

Bonta and the other state attorneys general sued, saying the merger of two of the major film studios would give Paramount-Warner Bros. more than 25% of the wide-release theatrical film market. Their lawsuit also alleged the combined company would own too many cable TV channels — more than 50, including CNN, TBS, HGTV and Comedy Central.

Many in Hollywood fear that the consolidation of two historic studios will bring thousands of layoffs and contribute to a bleaker employment picture. Ellison’s Skydance Media’s takeover of Paramount a year ago resulted in the loss of 2,000 jobs.

Some have opposed the Warner Bros. deal, saying one family shouldn’t be allowed to control two significant news operations: CBS News and CNN, which is owned by Warner Bros. Discovery.

“There has been speculation about my politics, my loyalties, my intentions,” Ellison wrote.

“Unfortunately, I can’t give anyone a view into my heart and mind, but I can share this: I have regularly voted for candidates of both parties; I hold some views that would be called conservative and others that would be called liberal, just like most Americans,” Ellison said. “And when it comes to our news operations, I do not aspire to lead these companies to bend their newsrooms to my views. I believe that news should be based on facts and truth.”

“Great news organizations like CNN and CBS News are here to tell it straight down the middle,” he said. “That requires newsrooms that reflect the whole world, not one side of it. And it requires independence. Our journalists will continue to answer to the facts and to all the people they serve — not to any party or cause.”

“These were founding principles for both CNN and CBS News, for legends like Ted Turner and Edward R. Murrow, and it is exactly that kind of independence that has always fueled the greatness of “60 Minutes,” Ellison wrote.

Fired “60 Minutes” correspondents, including Cecilia Vega, have complained that since Bari Weiss became editor-in-chief of CBS News last fall, journalists have been asked to tilt the presentation of controversial news events, including protests to Immigration and Customs Enforcement actions earlier this year in Minnesota, which led to the deaths of two Americans.

Paramount has pushed back saying the plaintiff states have defined markets that fail to factor in the rise of technology companies, including Netflix, Google’s YouTube and Amazon Studios, which also attract significant swaths of viewership.

The Writers Guild of America has separately sued to block the merger, saying the deal would lead to less opportunities and lower pay for writers struggling to stay in the industry.

U.S. District Judge Araceli Martínez-Olguín, who is overseeing the high-profile case, issued a temporary restraining order to block the merger from finalizing while the two sides hash out the evidence. Late last month, Paramount agreed to delay the merger until after a trial — or until June 1, whichever date comes first.

In court documents filed Friday, Bonta and his coalition of 11 other Democratic attorneys general proposed having a two- to three-week trial in April to weigh the evidence.

Ellison’s Paramount pushed back, saying the media company would like to start the courtroom action on Nov. 4.

Now the judge must schedule the court date.

“The states claim this deal will give one company too much influence over theatrical releases and cable operators, while the W.G.A. argues that our combined market power will hurt writers,” Ellison said in the opinion piece. “Both suits imagine a Hollywood that no longer exists — an industry ruled by a handful of legacy studios.”

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Why Paramount’s Warner Bros. deal suddenly looks less certain

Tech scion David Ellison for months projected confidence that his blockbuster Hollywood merger was on a glide path to completion.

His media company Paramount Skydance’s pitch early this year was that its proposed $111-billion acquisition of rival Warner Bros. Discovery could easily clear regulatory hurdles — unlike Netflix’s competing bid.

Ellison has heavyweights in his corner: his billionaire father Larry Ellison, co-founder of software giant Oracle, is bankrolling the deal, and President Trump is eager for the Ellison family to own CNN and other Warner assets, including HBO and the Burbank film and TV studios behind “Batman,” Harry Potter, Wile E. Coyote, and “The Pitt.”

“We could technically close [the deal] tomorrow,” Ellison told business new channel CNBC during a March interview. “There is nothing in this transaction that trips anything that would create cause for concern.”

But Paramount made a dramatic retreat Friday after two weeks of legal setbacks. The firm had been aiming to close the deal by September but agreed to table its takeover — perhaps until next spring — to allow a fiercer than expected challenge from California Atty. General Rob Bonta and 11 other Democrat state attorneys general to advance to trial before an Oakland-based federal judge.

The state prosecutors allege Paramount’s proposed merger with Warner Bros. violates a century-old antitrust law by giving the combined company too much heft in theatrical movie distribution and cable television.

The delay could saddle Paramount, the smallest of the major media companies, with substantial legal fees and hundreds of millions of dollars in added deal costs. In February, Paramount offered Warner investors a sweetener, so-called “ticking fees,” to win the auction.

Those fees, which begin accruing in October, will cost Paramount an extra $7 million a day — until the purchase is finalized. And if Paramount fails to close the merger, it would owe Warner Bros. Discovery a $7-billion breakup fee.

“Anyone who thinks they know how this deal ends should think again,” Forrester Research analyst Mike Proulx said in a statement. “This deal may still close or it may not. … The path to either outcome just got longer, messier, and likely more expensive.”

Paramount now must strengthen its case for a high-stakes trial while fortifying Paramount’s existing businesses and holding together a coalition of financiers, which includes the royal families of Saudi Arabia, Abu Dhabi and Qatar which jointly agreed to contribute $24 billion for equity stakes in the combined company.

Paramount reversed course after U.S. District Judge Araceli Martínez-Olguín dealt the company a blow on Monday when she temporarily blocked Paramount from finalizing the acquisition until mid-August. Looming was a key Aug. 3 hearing for the judge to determine whether the moratorium should be extended.

Paramount was concerned the judge would block the deal for the foreseeable future.

“They saw the writing on the wall,” Bonta said in an interview.

Columbia Law School business professor Eric Talley added: “This doesn’t constitute Paramount Skydance coming out and waving a big white flag — but it is a small white flag of surrender.”

Paramount, in a statement, said heading straight to trial would prove advantageous.

“This is the fastest and clearest way to prove that this transaction is good for competition, good for consumers, and good for creators,” Paramount said. “We look forward to proving our case at trial.”

Last week, the Writers Guild of America separately filed a lawsuit seeking to stop the merger, alleging that writers would encounter less work and lower pay should Paramount buy Warner Bros.

Now the merger won’t close until after a resolution in the litigation or by June 1, 2027, whichever date comes first.

“This is what we’ve been asking for from the start,” Bonta said. “We just wanted the court to have sufficient time to review our case without the threat of the companies merging.”

Ellison, through a Paramount spokesperson, declined an interview request.

The delay brings a different set of challenges, Talley said, including pushing the date of the takeover until after November’s pivotal mid-term elections when control of Congress might change hands.

“That itself could be disruptive,” Talley said. “Suppose we get a flip of the House of Representatives or the Senate, then we may see testimony in Congress.”

Prominent Democrats, including Sens. Cory Booker (D-N.J.), Elizabeth Warren (D-Mass.) and Adam Schiff (D-Burbank) have expressed alarm over the potential consolidation, which would shrink the number of legacy film studios and bring CNN in addition to CBS News under Ellison control.

Attempts to get Ellison to testify in Congress have fallen short. The Paramount chief declined an invitation to appear before the Senate Judiciary Subcommittee on Antitrust, Competition Policy and Consumer Rights in February, as well as a subsequent request from Booker to appear during an April spotlight hearing.

“To what extent was the rush to get the deal done related to the midterms, and what press coverage was going to look like in the upcoming election season?” Talley asked. “CNN is not a huge money-making asset but it is a prominent asset of Warner Brothers Discovery.”

On Friday night, Trump extolled his friendship with the Ellison family during the White House Correspondents Assn. dinner while also criticizing prominent CNN anchors.

David Ellison is “going to make, I think, fantastic changes and keep some of the great stuff going,” Trump said.

CBS News has been roiled since shortly after the Ellisons acquired Paramount in August, and installed Bari Weiss as editor in chief of CBS News. She has overseen a series of controversial moves, including shaking up the evening news and sacking several “60 Minutes” correspondents.

Paramount scored one victory: the European Commission gave its blessing for the merger to go forward in the European countries it represents. The company now has gained clearances from more than 60 jurisdictions, including from the U.S. Justice Department, which found the merger would likely boost competition — not harm it.

Now, Paramount’s biggest obstacle is winning the case against Bonta and the other state attorneys general.

The states plan to request a trial in 2027, after the two sides conduct months of discovery to prepare their cases.

“We want to take depositions of employees. We want to take depositions of customers and competitors in these marketplaces that are impacted [and] we want documents,” Bonta said.

“We want to depose their experts and probe and test their experts’ opinions,” he said. “That all takes time.”

Bonta and the other state attorneys sidestepped the political landscape in making their lawsuit arguments.

“This is just a straight-up meat-and-potatoes antitrust case,” Bonta said. “The main point here is that antitrust enforcement is important because monopolies that lessen competition hurt everyday people.

“Once we have a trial, we’re going to win,” Bonta said. “So we think and we hope there will never be a merger.”

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Paramount shareholder lawsuit accuses Ellisons of ‘corruption’

In the latest lawsuit against Paramount Skydance, a corporate shareholder has alleged corruption at the highest levels of the company, which is battling to complete its $111-billion takeover of rival Warner Bros. Discovery to create a new media behemoth.

Controlling shareholders Larry Ellison and his son David have presided over a firm that allegedly made “illegal promises and payments to secure regulatory approval,” for the Ellison family’s Paramount purchase last summer, according to the shareholder lawsuit filed this week in Delaware court.

Larry Ellison allegedly discussed with President Trump how Paramount’s pending Warner Bros. acquisition would result in a shake-up at CNN, states the lawsuit filed by Paramount shareholder Paul Robbins.

“The Ellisons [won] the bidding war for Warner Bros. by promising sweeping changes at CNN and other personal benefits to President Trump,” according to the 59-page complaint.

The case was brought on Robbins’ behalf by the nonprofit Public Integrity Project and the advocacy group Freedom of Press Foundation, which has been critical of the Trump’s administration policies toward the media.

The complaint noted that Netflix withdrew from the bidding in February — the same day Co-Chief Executive Ted Sarandos met at the White House with then-Atty. General Pam Bondi and another top official.

The lawsuit suggests Netflix dropped out after recognizing the challenges of dealing with the Trump Administration and that Trump always wanted to see the prize go to Paramount because of his close ties to the Ellison family, who have ushered in more favorable news coverage of Trump and the departure of late night comedian Stephen Colbert.

Robbins does not appear to have first-hand accounts supporting his claims, which are based on public documents and media reports about dealings between the Ellisons and Trump. He has owned Paramount stock since 2021, but the lawsuit does not say how many shares he owns.

He could not be reached for comment.

A Paramount spokesperson could not be immediately reached.

Previously, a Paramount spokesperson said: “No commitments from either David or Larry Ellison have been made to any government body, State AG or federal agency regarding the future of CNN or any other news property, other than the goal to deliver truth-based journalism.”

It’s the third lawsuit lobbed at Paramount this week. On Monday, California Atty. Gen. Rob Bonta led a coalition of 12 Democrat state attorneys general filed a federal antitrust lawsuit seeking to block the Paramount-Warner merger due to concerns about consolidation in movie distribution and cable channels.

The Writers Guild of America added another an antitrust lawsuit against Paramount on Tuesday, alleging the massive merger would result in fewer jobs and lower pay for writers.

Many in Hollywood are opposed to the deal due to fears that another studio consolidation would bring more layoffs, programming cutbacks and a fragile business environment due to the heavy debt burden — nearly $80 billion — that Paramount would have to take on to buy Warner Bros.

The shareholder lawsuit noted that Paramount participated in a raucous event with UFC fighters on the White House lawn in June to celebrate Trump’s 80th birthday and the nation’s 250th anniversary. Paramount has UFC broadcast rights.

The event came two days after Trump’s Justice Department wrapped its regulatory review of Paramount’s Warner Bros. proposal, giving the merger a key green light.

Justice Department investigators reportedly did not have a chance to express potential antitrust concerns when high-level Justice Department officials closed the inquiry — a major win for Paramount and the Ellisons, the lawsuit states.

“There have been some line attorneys in the DOJ that have reviewed this [merger] and have some concerns,” New York Atty. Gen. Letitia James said Tuesday during a virtual town hall with opponents of the merger. “Their analysis of this particular case was ignored by the front office, if you will, at 1600 Pennsylvania Ave. [the White House] That’s the front office.”

Ellison’s Skydance Media emerged with its deal to buy Paramount two years ago. Previous controlling shareholder, Shari Redstone, was desperate for an exit and Trump was mounting his White House comeback by battling then-President Joe Biden, then Kamala Harris.

Trump declined an invitation to appear on CBS’ “60 Minutes,” then under Redstone control. He became infuriated by an October 2024 interview with Harris on “60 Minutes.”

Trump filed a $10 billion lawsuit against CBS (he later upped it to $20 billion). After Trump won the election, he had considerable sway over Paramount because it needed his administration’s approval for the sale to the Ellisons.

Paramount agreed to pay Trump $16 million to end his “60 Minutes” lawsuit, allowing the sale to go forward. The Ellisons acquired Paramount in August, then set their sights on Warner Bros. Discovery, which owns CNN.

“The Ellisons proceeded to remake CBS in the President’s image, bought properties he enjoyed, and even hosted events to honor him,” the lawsuit said. “This helped the Ellisons, but it appears to have hurt Paramount and its media outlets.”

In late April, David Ellison hosted an elaborate dinner in Washington to honor the “Trump White House,” according to invitations to the event, “even though President Trump continually insulted journalists at CBS and elsewhere,” the lawsuit said.

On Wednesday, during a confirmation hearing on Capitol Hill, U.S. Sen. Cory Booker (D-NJ) blasted acting Atty. General Todd Blanche for his attendance at the dinner while his agency was reviewing the Paramount deal.

Also on Wednesday, the nonprofit news site ProPublica reported Federal Communications Commission Chairman Brendan Carr has accepted $63,000 in free tickets from CBS in recent years — while Paramount mergers were pending.

Times Staff Writer Ben Wieder contributed to this report.

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States sue to block Paramount’s $111-billion Warner Bros. takeover

California Atty. Gen. Rob Bonta and 11 other Democratic state attorneys general filed a lawsuit Monday to block Paramount Skydance’s proposed $111-billion takeover of Warner Bros. Discovery — a last-ditch effort to derail a deal that would transform Hollywood.

Tech scion David Ellison’s proposed merger has been hurtling toward the finish line after securing approvals from the U.S. Justice Department and numerous foreign governments. President Trump, an ally of Ellison’s billionaire father Larry Ellison, favors the deal. He is eager for a big shakeup at CNN, which is currently controlled by Warner Bros.

David Ellison now faces his biggest challenge yet as he attempts to build a new entertainment behemoth.

A Paramount representative did not immediately comment.

The suit, filed in federal court in San Francisco, alleges that the proposed merger would violate the U.S. Clayton Act, a century-old antitrust law to prevent mergers that weaken competition and increase costs for consumers.

“Consolidation here not only leads to higher prices — it also leads to fewer opportunities for important stories to come to life, and fewer ways for audiences to encounter stories, ideas, and perspectives beyond their own experiences,” Bonta said in a statement.

“California and our sister states are fighting for free and fair markets, not rigged markets,” he said.

California and the 11 other states, including New York, New Jersey, Washington and Colorado, allege the merger would devastate the theatrical film business by combining two historic film studio rivals. The Ellison family would control such storied franchises as Harry Potter, Bugs Bunny, Batman, “Top Gun” and “Game of Thrones.”

The proposed purchase also would unite two prominent news organizations — CNN and CBS News.

The states have asked Paramount to delay the closing of its Warner Bros. takeover until the litigation can be resolved.

If Paramount refuses, Bonta said the coalition would seek a temporary restraining order asking a judge to hold up the merger, a move that would cause costly delays and escalate legal expenses for Paramount in their quest to finalize the deal.

Larry Ellison, co-founder of software giant Oracle, is bankrolling his son’s ambitions to acquire a second major entertainment company in less than a year. The Ellison family acquired control of CBS-owner Paramount in August and, at the time, David Ellison touted the move of Paramount’s headquarters from New York’s Times Square to Hollywood.

Now, Paramount is reportedly threatening to leave California in the face of Bonta’s legal action.

If the merger goes through, Paramount would own four streaming services, including Warner’s HBO Max and the dominant U.S. cable TV channel owner with HBO, TBS, HGTV, Animal Planet, Food Network, Comedy Central and Nickelodeon.

The U.S. Justice Department last month approved the merger, saying the combination would likely bolster competition — not harm it. The agency’s decision had been expected because of Larry Ellison’s strong support of Trump.

In a show of confidence earlier this year, the Ellisons agreed to increase the payout to Warner investors should the regulatory approval process drag on. Those extra 25-cent-per-share payments begin with the October-December quarter, and would add more than $650 million in deal costs each quarter — giving David Ellison an increased incentive to quickly close the deal.

The proposed merger has sparked fears in Hollywood that it will bring thousands of job losses — similar to past consolidations, including Walt Disney Co.’s 2019 takeover of Fox entertainment properties.

Some theater owners, hard hit by the pandemic and production slowdowns, have expressed concerns the merger would lead to fewer films being made.

The new colossus would significantly dampen competition, Bonta and the other Democrat prosecutors argue. They pointed to the wide-release movie film distribution business, where Warner Bros. and Paramount control about 27% of the market.

After the merger just four companies — Paramount-Warner, Disney, NBCUniversal and Sony Pictures — would control 86% of the films that were widely released, Bonta said.

Paramount has said the deal will boost competition — not hamper it. Ellison has promised to continue releasing 30 films a year with a combined Warner Bros.-Paramount studio, roughly the current output of the two studios.

Ellison also vowed to protect the HBO brand.

Another concern is the licensing of basic cable TV channels, including CNN and HGTV, to pay-TV providers such as Charter’s Spectrum, DirecTV and Google’s YouTube TV. Warner Bros. is the second largest cable channel owner and Paramount is the third largest. Together their channels would represent about 27% of the market.

The typical threshold for antitrust concerns is at least 30% marketshare.

More than 5,000 entertainment industry workers, including Jane Fonda, Ben Stiller, Bryan Cranston, Javier Bardem, Lin-Manuel Miranda and Mark Ruffalo, signed an open letter calling on Bonta to block the merger.

Some have expressed concerns about marrying CNN and CBS News following months of turmoil at CBS News since David Ellison hired journalist Bari Weiss as CBS News editor in chief. Last month, Weiss orchestrated a dramatic shakeup at the iconic “60 Minutes” news program, with top executives and three well-known correspondents tossed out.

The Ellison family recently shed its movie theater chain, which it picked up as part of the Paramount acquisition, to clear the way for the Warner deal.

California Attorney General Rob Bonta in his office in 2024. (Paul Kuroda / For The Times)

California Atty. Gen. Rob Bonta is leading an effort by state attorneys general to block Paramount’s proposed takeover of Warner Bros. Discovery.

(Paul Kuroda/For The Times)

The deal also faces opposition outside the U.S.
. The British culture minister in late June said she was weighing whether to intervene in the deal due to concerns about maintaining a competitive media market. Britain’s Competition and Markets Authority also has opened an investigation into Paramount’s proposed merger.

In April, a federal judge in Sacramento granted a request from Bonta and seven other attorneys general for a preliminary injunction, which freezes the merger of Nexstar Media Group, which owns KTLA-TV Channel 5, and Tegna. The deal was designed to create the nation’s largest TV outlet group .

A larger group of state attorneys general also won a New York jury verdict against Live Nation Entertainment and its subsidiary Ticketmaster. Jurors found that Live Nation had illegally monopolized the live concert industry.

Bonta also has an ongoing case against Amazon for price fixing, which the company denies.

Still, legal experts say the states may face an uphill climb to detrail the Paramount-Warner Bros. merger because the arrival of Netflix, Amazon and Apple dramatically shifted the landscape.

The tech giants, which introduced consumer-friendly streaming options, have lessened the influence of traditional companies like Paramount and Warner Bros.

Paramount’s deal would mark the third time Warner has changed hands in the last decade.

AT&T bought the company in 2018 and then sold it to the smaller Discovery four years later. That deal left Warner Bros. burdened by debt, leading to deep cost cuts and setting the stage for the Ellison takeover.

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Legal correspondent Paula Reid expected to join MS NOW after CNN departure

As CNN prepares for change under a new owner, the network’s chief legal affairs correspondent, Paula Reid, is heading for the exit and expected to jump to MS NOW.

The Washington-based Reid’s contract with CNN is up in several months and she has told the network she does not plan to renew. She is expected to sign on with CNN competitor MS NOW, according to people familiar with her plans who were not authorized to comment publicly.

A representative for MS NOW said the network does not comment on personnel matters but added, “as everyone in Washington knows, Paula Reid is an exceptional reporter, and any news organization would be fortunate to showcase her journalism.”

Reid‘s planned departure comes ahead of the impending merger of CNN parent Warner Bros. Discovery and Paramount. The combination has led to speculation over who will run CNN, and the uncertainty is said to have played a factor in Reid’s decision.

Reid joined CNN from CBS News in 2021.

CNN and Paramount’s CBS News will be combined after the merger, but the management structure is still under discussion. Paramount put Bari Weiss, founder of the heterodox digital news site the Free Press, in charge of CBS News in October, with a mandate to move the network’s coverage more to the political center. Based on the chaos that has ensued at CBS News under her watch, many CNN insiders are concerned over her possible stewardship of an even larger and more complex organization.

CBS News executives and on-air talent have pushed back at Weiss’ efforts to make changes at the division, which many insiders have viewed as an attempt to placate the Trump White House while Paramount seeks regulatory approvals needed ahead of closing the $111-billion Warner Bros. Discovery deal.

Internal resistance to Weiss has been strongest at the venerable news magazine “60 Minutes.” The program’s star correspondent Scott Pelley was fired last month after he confronted management over the dismissals of executive producer Tanya Simon and his on-air colleagues Sharyn Alfonsi and Cecilia Vega.

Weiss’ overhaul of the “CBS Evening News” with her handpicked anchor Tony Dokoupil has failed to improve the third-place program’s competitive position in the ratings. The program has also been criticized for some of its editorial decisions and logistical snafus.

CNN anchor Anderson Cooper has reportedly told colleagues he does not want to work for Weiss if the cable network is put under her purview. He already rejected an offer from Weiss to anchor the “CBS Evening News” and declined to renew his deal as a “60 Minutes” contributor after nearly two decades with the program.

The chaos at CBS has given pause to people at CNN. Larry Ellison, the tech billionaire and father of Paramount Chief Executive David Ellison, has reportedly promised Trump there will be sweeping changes to CNN after the merger.

Reid, 43, is among the many TV news correspondents and anchors that Trump has disparaged over the years, claiming they are unfair in their coverage. As White House correspondent for CBS News, Reid was known for asking tough questions of Trump during his White House briefings on the coronavirus.

Reid was a lawyer before becoming a journalist at CBS News in 2010. In addition to serving as White House correspondent for the network, she covered the Justice Department and the Supreme Court.

Reid would be another significant hire for MS NOW, the progressive-leaning channel that is rebuilding its roster after separating from NBC News and its parent, Comcast. The network formerly known as MSNBC is now part of Versant, a company with a stable of cable networks spun off by Comcast.

Peter Alexander, former chief White House correspondent for NBC News, is joining MS NOW as a morning anchor later this year. The network also hired former “CBS Mornings” executive producer Shauna Thomas as political director.

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U.K. may challenge Paramount takeover of Warner Bros. Discovery

Britain’s culture minister may challenge Paramount Skydance’s takeover of Warner Bros. Discovery — presenting a potential speed bump to David Ellison’s plan to wrap up his $111-billion deal by September.

Earlier this month, Paramount secured the U.S. Justice Department’s blessing to buy the Warner assets, which include CNN, HBO, Cartoon Network, Animal Planet and the Warner Bros. film and TV studios in Burbank.

Paramount also must win the approval of British and European regulators, who are known for drilling deeply into media matters because of their influence on society.

Britain’s Competition and Markets Authority took a preliminary step this month by opening an investigation into Ellison’s proposed merger.

On Tuesday, Lisa Nandy, Britain’s secretary of state for culture, media and sport, notified Parliament that she was inclined to intervene in the blockbuster deal.

In a written statement, Nandy cited her ability to weigh in on “public interest grounds,” due to concerns about maintaining a competitive media market in Britain.

“The UK’s move to intervene in the Paramount–WBD deal confirms what we’ve been saying for months. The real regulatory risk was never in the US — it’s in Europe,” Forrester VP Research Director Mike Proulx said Tuesday in a statement.

While Nandy cautioned she has not made “a final decision on intervention at this stage,” she has invited Paramount and Warner Bros. to respond to her concerns by Monday.

Lisa Nandy arriving at Downing Street in London.

Lisa Nandy, Britain’s secretary of state for culture, media and sport, has said she may intervene in the deal on “public interest grounds.”

(Alishia Abodunde / Getty Images)

Paramount did not offer immediate comment.

The company owns CBS News, children’s channel Nickelodeon and Channel 5, one of the largest over-the-air television broadcasters in the United Kingdom.

Warner Bros. Discovery owns CNN, Cartoon Network and TNT Sports, which broadcasts the Olympics, Champions League and Premier League soccer matches.

“I am conscious that the proposed acquisition is global in nature,” Nandy wrote in her statement. “In reaching this decision, my focus has been, and will remain, on the UK public interest and the range of services available to UK audiences, including Channel 5, TNT Sports, Cartoon Network, Nickelodeon, and CNN International, as well as Paramount+ and HBO Max.”

If Nandy decides to intervene, the Office of Communications, known as Ofcom, would launch an assessment of the deal. Britain’s Competition and Markets Authority also would determine how the merger might reshape the competitive landscape.

Teams from the two companies have been huddling for months to plan for the melding of the two operations as soon as Paramount receives all of its regulatory approvals.

Australia, New Zealand, China, Saudi Arabia, Ukraine, Serbia, France and Italy have already given their approvals to the deal.

Saudi Arabia’s Public Investment Fund is planning to contribute $10 billion to help the billionaire Ellison family pull off the merger, which would make the Saudi royal family a significant, although passive, equity owner. In addition, the royal families of Qatar and Abu Dhabi have agreed to each contribute $7 billion in equity financing.

The Federal Communications Commission must evaluate the foreign ownership stakes due to Paramount’s holding of CBS broadcast licenses. U.S. antitrust regulators already have concluded the combination would not violate federal anticompetition laws.

Approval had been expected because President Trump — who has friendly ties with Ellison and his father, tech billionaire Larry Ellison — favors the deal.

Trump has been eager for changes at CNN.

The U.S. government stopped short of asking Paramount to make concessions or divestitures. Many expect that Paramount may have to reconfigure its children’s television holdings abroad due to the proposed combination of two large players — Nickelodeon and Cartoon Network.

Nandy suggested that Britain also should scrutinize the impact of combining two major streaming services, HBO Max, a Warner property, with Paramount+.

HBO programming, including “Game of Thrones,” “Boardwalk Empire” and “Succession,” has long been popular in Britain.

A coalition of state attorneys general, led by California‘s Rob Bonta, also is expected to challenge the deal, in part, due to concerns about news media consolidation. Bonta’s office has said the matter remains under review.

Opposition to the deal has been building in the U.S. for months. A group of Hollywood activists — led by actors Jane Fonda and Mark Ruffalo — have spearheaded a “block the merger” campaign that now has support from more than 5,000 entertainment workers.

The group’s open letter calls on Bonta to take action to thwart the Ellison expansion effort. Paramount’s Chief Legal Officer Makan Delrahim has blasted the campaign, calling it “fear-mongering” and a partisan distortion of antitrust law.

Forrester’s Proulx noted differences in attitudes toward the deal among the various constituencies.

“For U.S. consumers, this merger has become a proxy fight about political influence and control of media,” Proulx said. “In the UK, it’s being treated as a structural competition issue where regulators, not consumers, will decide how this deal plays out and how long it takes.”

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Supreme Court turns away Alan Dershowitz’s defamation suit against CNN

The Supreme Court on Monday turned away Harvard law professor Alan Dershowitz’s defamation suit against CNN, refusing to reconsider the high bar for press freedom set in the New York Times vs. Sullivan case.

Justices Clarence Thomas and Neil M. Gorsuch dissented.

The no-comment decision may signal the justices are not anxious to revisit another civil rights era landmark.

But the Dershowitz lawsuit may have been a less than ideal test case.

He sued CNN for $300 million, alleging its commentators distorted his arguments during President Trump’s first impeachment trial before the Senate.

He lost before a federal district judge and the 11th Circuit Court of Appeals in Atlanta. Judges said he had presented no evidence of “actual malice” or knowing falsehoods, citing the doctrine set in the landmark decision.

Dershowitz’s appeal urged the Supreme Court to reconsider and discard the “actual malice” rule or to limit its use against private citizens who are treated as public figures.

In 1964, a unanimous Supreme Court said the 1st Amendment’s protection for the freedom of speech and the press limited state libel verdicts.

An all-white Alabama jury had awarded a $500-million judgment to Montgomery city commissioner L.B. Sullivan over a fund-raising ad for the Rev. Martin Luther King that had appeared in the New York Times.

The ad did not mention Sullivan by name but he said he was defamed by the ad’s criticism of the police.

Reversing that verdict, the court’s opinion said the 1st Amendment was intended to protect debate and criticism of public officials.

With that goal in mind, the justices barred defamation suits over minor or honest mistakes and said plaintiffs must show the defendants displayed “actual malice” by making statements they knew were false or showed a “reckless disregard” for the truth.

The decision was later extended to include public figures like Dershowitz.

In 2020, he defended President Trump’s conduct and told senators it fell short of an impeachable offense.

The House had accused Trump of threatening to withhold military aid to pressure Ukrainian President Volodymyr Zelenskyy into investigating his political rival, Joe Biden, and his son Hunter.

In response to a question about an alleged quid pro quo, Dershowitz said a president can make deals that are in the public interest or his political interest, but not for a corrupt personal benefit.

“If a President does something which he believes will help get him elected — in the public interest — that cannot be the kind of quid pro quo that results in impeachment,” he said.

That statement drew sharp and immediate criticism on CNN.

Commentator Paul Begala asserted the “the Dershowitz doctrine would make presidents immune from every criminal act.”

CNN aired the full video of Dershowitz’s testimony and invited him to appear twice in the next two days to clarify his comments.

Months later, he filed a lawsuit alleging defamation and said CNN had perpetrated “a deliberate scheme to defraud its own audience.”

His suit was dismissed by judges who said he did not have enough evidence to send the case to a trial.

“In his zealous and highly scrutinized representation, Dershowitz made a spontaneous series of remarks before Congress that, he says, were misinterpreted by pundits,” Judge Britt Grant, a Trump appointee wrote for the 11th Circuit Court.

“If anything, the evidence shows that they believed in the truth of their reporting, and that they formed their opinions independently. Without evidence of actual malice Dershowitz’s defamation claim cannot go forward,” she said.

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