The Justice Department cleared Paramount’s $111 billion acquisition of Warner Bros. Discovery on Friday, removing the largest federal obstacle to a deal that would create a media conglomerate housing HBO, CNN, Warner Bros., CBS, Paramount Pictures, and Paramount+ under a single roof — while igniting a sharp political backlash and leaving the path to closing still contested.
The DOJ’s Antitrust Division said it determined the transaction “is not likely to result in harm to competition or American consumers” across streaming video on demand, linear television, and theatrical film distribution, and that the deal would “increase competition across the media and entertainment ecosystem.” Critically, the agency imposed no divestitures, behavioral remedies, or concessions as conditions of approval — a significant victory for Paramount CEO David Ellison, who called the deal “pro-competitive, pro-consumer, and good for the overall creative economy.”
The clearance caps a months-long regulatory marathon. Paramount announced its agreement to acquire Warner Bros. Discovery on February 27, paying $31 per share in cash and valuing WBD at an enterprise value of $110 billion — a 147% premium to WBD’s unaffected share price of $12.54. WBD shareholders voted to approve the deal at a special meeting on April 23. The merged entity will be backed in part by $24 billion pledged by the sovereign wealth funds of Saudi Arabia, Qatar, and Abu Dhabi, giving the new company roughly 49.5% foreign ownership.
The deal’s road was rarely smooth. Paramount outmuscled Netflix, which had its own agreement to acquire WBD, paying a $2.8 billion breakup fee to extricate WBD from that arrangement. Labor groups including the Teamsters filed concerns with the DOJ over anticipated job cuts. Paramount has projected at least $6 billion in synergies from the merger, a figure that has fueled anxiety across Hollywood about what consolidation of this scale means for employment and content spending.
Federal clearance does not end the fight. California Attorney General Rob Bonta has been conducting an active state-level investigation and is among a coalition of attorneys general who have signaled potential litigation to block the deal. Sen. Elizabeth Warren called the DOJ approval “terrible news” and said the merger “reeked of corruption and influence-peddling.” The UK’s Competition and Markets Authority separately opened a merger inquiry this week. Paramount has targeted a Q3 2026 close, with a contractual deadline of September 30 before ticking fees begin to accrue.
