kessler

Paramount Skydance’s top antitrust attorney told a judge Friday that David Ellison’s company would voluntarily delay its proposed $111-billion takeover of Warner Bros. Discovery at least until mid-August amid a legal challenge brought by 12 state attorneys general.

The states, led by California Atty. Gen. Rob Bonta, have asked a judge to issue a temporary restraining order that would prevent Paramount from finalizing its deal as the court battle ramps up. Paramount made the pledge in hopes of avoiding such a ruling that would tie its hands — and give the states an early win in the litigation.

Federal District Judge Araceli Martínez-Olguín said she would decide by Wednesday whether to issue a restraining order.

Tech scion David Ellison has been a regular in Washington D.C. this year as he races to consolidate Warner Bros. Discovery — less than a year after his family bought Paramount.

(Anna Moneymaker / Getty Images)

Friday’s hearing in Oakland opened the first chapter in the fight over the blockbuster deal that both sides agree would dramatically reshape Hollywood. Two century-old film studios — with rights to Harry Potter, Batman, “Top Gun,” “The Big Bang Theory” and “Game of Thrones” — would be combined, and HBO and CNN would come under new ownership.

Antitrust attorney James H. Weingarten, of the Washington law firm Milbank, represents California and the other states. He told the judge it would be impossible to untangle the two companies if they are allowed to combine.

“If this merger is allowed to close … the harms begin,” Weingarten said. “The job losses, the synergies — that’s the fancy word for ‘we’re going to save money and there might be job cuts.’ All of that process starts rolling.”

Bonta filed the suit Monday, alleging the proposed merger — the largest in Hollywood in decades — would violate the U.S. Clayton Antitrust Act, a 112-year-old law to prevent mergers that weaken competition and raise costs for consumers.

The lawsuit alleges antitrust violations in three markets where the two companies currently compete: wide-release films, potential blockbuster movies and cable television, where the combined entity would own more than 50 cable channels.

Paramount shares fell 4.3% to $8.75 on Friday. Warner stock slipped 1.5% to $26.87 — below Paramount’s offer of $31 a share.

More than two dozen lawyers attended Friday’s hearing, including from Colorado, Oregon, Washington and New York who came to support California, which is leading the case.

Paramount, represented by antitrust lawyer Jeffrey L. Kessler, argued a temporary restraining order was not necessary. The two sides should instead focus on the next big step — whether the judge issues a preliminary injunction, he said. Such a ruling could delay the deal for months.

Kessler said Paramount should be allowed a hearing to defend against a preliminary injunction by the end of August. The company wants to wrap up the litigation by late September to avoid a higher payout to Warner Bros. Discovery shareholders.

In a show of confidence earlier this year, Paramount offered Warner Bros. Discovery shareholders a “ticking fee” of 25 cents for every quarter after Sept. 30 — until the deal was done. Such payments would cost Paramount more than $7 million a day, which Kessler called a “massive injury.”

California Atty Gen. Rob Bonta is leading a coalition of 12 state attorneys general to try to halt Hollywood’s biggest merger in decades.

(Genaro Molina/Los Angeles Times)

Paramount would also have to pay Warner a $7-billion breakup fee should the deal fall apart.

Kessler argued the states had not made a sufficient case that competition would be harmed. “We don’t think they’ve come close to jumping through that hurdle,” Kessler said.

Earlier this year, Kessler represented the state attorney generals in their winning case against Live Nation Entertainment. A jury found that Live Nation, which owns Ticketmaster, operated as a monopoly. This time, Kessler is representing corporate interests.

Prominent Los Angeles litigator Daniel Petrocelli is representing Warner Bros. Discovery.

Paramount hired attorney Jeffrey Kessler to lead its antitrust defense.

(Noah Berger / Associated Press)

The case was assigned to Martínez-Olguín Wednesday after Paramount requested an earlier judge be removed because he formerly worked as a labor attorney.

Martínez-Olguín said she inherited the case because she was already overseeing another lawsuit dealing with the merger — not because Paramount had agitated for a change.

Once again, Walker Kessler sat hunched forward, ears and eyes intently locked onto the person whose words would change his life.

This wasn’t his bewildering 2022 NBA draft day experience captured on video that began with him hearing commissioner Adam Silver announce he had been chosen by the Memphis Grizzlies only to learn moments later that he had been traded to the Minnesota Timberwolves, only to learn two weeks after that he’d been dealt to the Utah Jazz.

No, this time it was about the love of his life, Abbie Stockard. Glued to a screen, Kessler reacted to the words, “Your new Miss America is … Alabama!” as if he’d been electrocuted. He jumped from his chair and put his hands over his mouth, speechless as Stockard was crowned.

Nineteen months later, Kessler — now the Lakers center — found his voice while on a Fourth of July outing at Lake Martin, Ala., and asked Stockard to marry him. She said yes.

The Lakers obtained the 7-foot-2 Kessler from the Jazz on July 1 in exchange for 2031 and 2033 first-round picks and 2028 and 2030 pick swaps, bringing to L.A. a strong defensive presence to accompany offensive-first star guards Luka Doncic and Austin Reaves.

Kessler, 24, agreed to a four-year, $130 million contract, not a bad nest egg for newlyweds. The Instagram story of the two sharing their engagement was captioned: “The future Kessler’s. Let’s get y’all married!!!”

Kessler’s mother, Andrea, played matchmaker two years ago, taking a photo of Stockard during an Auburn basketball game and sending it to her son. He messaged her on Instagram.

Stockard was on the dance team at Auburn, where she studied pediatric nursing. Now she is a former Miss America engaged to the Lakers’ newest star.

“I get to marry Walker Kessler — my best friend!,” she wrote on social media. “Our story is truly one that only the Lord could have written. So many things I once thought were coincidences were really His perfect plan unfolding, and our story is greater than anything I could have imagined.

“There’s no one else I’d rather spend the rest of my life with, doing life together and cheering each other on!”

In 201 games with the Jazz, Kessler averaged 9.5 points, 9.3 rebounds and 2.4 blocks across 25.3 minutes. He played only five games last season while recovering from a shoulder injury.

The Lakers secured their starting center of the future in a massive trade with Utah on Wednesday, agreeing to send two first-round picks (2031 and 2033) and two pick swaps (2028 and 2030) to the Jazz in exchange for 24-year-old Walker Kessler, sources not authorized to speak publicly on the matter confirmed Wednesday to The Times.

Kessler, who was limited to five games last season because of a shoulder injury, is expected to sign a four-year, $130-million contract with the Lakers, people with knowledge of the situation said.

The center was a restricted free agent, but the Lakers worked around difficult negotiating limitations by throwing in nearly every first-round asset they had in addition to digging into their $51 million in salary-cap space. If the Lakers had only presented an offer sheet to the Jazz to lure Kessler away instead of working on a trade, Utah would have had until July 7 to match the offer.

Kessler’s addition, a day after LeBron James told the Lakers that he’d return for an unprecedented 24th season elsewhere, highlighted a flurry of transactions that will help the Lakers remake their roster around Luka Doncic. Soon after the Kessler trade Wednesday, the Lakers agreed to terms with three free agents — center Sandro Mamukelashviki, guard Quentin Grimes and guard Collin Sexton.

Kessler is a much-needed defensive backstop. The 7-foot-2 center has averaged 2.4 blocks over his career. He was off to a strong start last season in Utah before a season-ending shoulder injury. The previous season, he averaged 11.1 points and 12.2 rebounds. His 4.6 offensive rebounds per game in 2024-25 led the league.

Mamukelashvili declined a $2.8-million player option with the Toronto Raptors and was rewarded with a four-year, $52-million deal with the Lakers, a person with knowledge of the situation confirmed to The Times. Primarily coming off the bench, the Georgian center averaged 11.2 points and 4.8 rebounds for the Raptors last season.

Toronto’s Sandro Mamukelashvili scores on a layup in front of Wizards forward Anthony Gill on Feb. 28 in Washington.

(Scott Taetsch / Getty Images)

His three-point shooting has improved in recent seasons; Mamushkelasvili shot 38.9% from three-point range last season on 3.7 attempts per game, improving from 37.3% on 2.6 attempts the previous season. The long-range shooting element would stand out in a revamped front line that includes the return Deandre Ayton, who was the Lakers’ major free agent signing last year. He exercised a $8.1-million player option after career lows in points (12.5), rebounds (eight) and minutes (27.2) per game.

Grimes, 26, averaged 13.4 points, 3.6 rebounds and 3.3 assists for the Philadelphia 76ers last season. He agreed to a four-year, $60-million contract, The Times confirmed.

Sexton agreed to a two-year, $19-million contract, The Times confirmed, after the guard played for the Charlotte Hornets and Chicago Bulls last year. The Lakers will be his fifth team in his eight-year career, which began in Cleveland, where he was named All-Rookie second team in 2019.

Is Paramount making a Tony Soprano move?

David Ellison’s media company appears to be girding for a big battle with California Atty. Gen. Rob Bonta and fellow state attorneys general who may team up to file a lawsuit aiming to block Paramount’s proposed $111-billion takeover of Warner Bros. Discovery.

Last week, Paramount hired powerhouse antitrust attorney Jeffrey Kessler to help defend its proposed takeover of Warner, which owns CNN, TBS, HBO and the prestigious Burbank film and television studios.

Kessler — co-executive chairman of Winston & Strawn in New York — is one of the nation’s top antitrust lawyers. He most recently led the state attorneys’ case against concert promoter and ticketing firm Live Nation, resulting in a monumental win for the states, including California.

Now Kessler may be on the opposite side, potentially going after the government to help Paramount build a behemoth that would include CNN and CBS News, two historic film studios and four streaming services.

The states have not indicated whether they plan to go to court to block Paramount’s takeover of Warner, but Bonta has said Ellison’s proposed consolidation, which is widely expected to lead to layoffs, is problematic.

Paramount declined Tuesday to discuss Kessler’s remit. Kessler was not immediately available for comment.

Hiring an attorney who is more commonly aligned against big companies prompted at least one observer to postulate that Paramount could be angling to remove a big name from the legal chessboard to prevent him from joining the other side, in the vein of TV mob boss Tony Soprano.

During the HBO show’s fifth season, Soprano spent months consulting with top divorce attorneys, creating a potential conflict of interest that prevented those lawyers from representing his wife Carmela in the dispute.

Attorney Jeffrey Kessler arrives at federal court in Oakland in a file photo.

(Noah Berger/Associated Press)

Kessler also knows the ins and outs of a courtroom as well as antitrust settlements, which could benefit Paramount as it seeks to avoid a bruising court challenge.

More than 5,000 artists and other entertainment industry workers already have signed an open letter that urges Bonta to take action to upend the Paramount and Warner Bros. deal.

Ellison and his team have vowed to make $6 billion in cuts following the merger. The combined company would have to contend with $79 billion in deal debt.

Adding Kessler comes as state attorneys general have been taking a more aggressive role in waging anti-trust fights. Many believe the U.S. Justice Department has been sitting on the sidelines to allow deals favored by President Trump to sail through their legally mandated regulatory reviews.

Trump favors Paramount’s takeover of CNN and other Warner properties.

Paramount Chief Legal Officer Makan Delrahim has made several savvy tactical moves since joining Ellison’s Melrose Avenue firm last fall.

Delrahim, who was Trump’s antitrust chief during his first term, filed paperwork to win the U.S. Justice Department’s blessing in December — soon after Netflix had clinched the bidding war for Warner Bros.

Netflix ultimately bowed out of the auction in late February. And Delrahim’s move gave Ellison’s Paramount a head start in the regulatory approval process.

The company is waiting for confirmation that the Justice Department will consent to its Warner Bros. purchase. It is separately responding to issues raised by regulators in Europe.

It’s not clear when Bonta or his fellow attorneys general might decide whether to bring a case against Paramount, although the deadline is approaching because Ellison wants to get his deal wrapped up by September.

Attorneys general also could opt for negotiating a settlement agreement with Paramount, which might be willing to bend to concessions to get the deal approved.

Bonta is leading a challenge against another big merger — TV station owner Nexstar Media Group’s $6.2-billion purchase of rival company Tegna Inc. Nexstar owns KTLA-TV Channel 5 in Los Angeles and more than 100 other stations.

Nexstar initially argued that Bonta’s action came too late — after Nexstar had gained its federal approvals for the deal. Nexstar also was in the process of consolidating Tegna’s operations and top Tegna executives had cashed out.

The move backfired on Nexstar as a federal judge in Northern California issued a preliminary injunction, ordering Nexstar to halt the Tegna consolidation.

U.S. District Judge Troy Nunley ruled Tegna must be managed as a separate company pending the outcome of a trial.

On Tuesday, Tegna announced that it hired a former Fox TV station executive, Patrick Paolini, as its chief executive. Beginning next week, Paolini will be responsible for “Tegna’s daily operations, revenue-generating business strategies, local journalism and production, and growth initiatives,” according to a corporate statement.

Paolini will report to Tegna’s board — not Nexstar.