Paramount Says California AG Contradicted Himself on TV in $1.88 Billion Warner Bros. Merger Fight

Paramount Skydance says California Attorney General Rob Bonta contradicted his own legal position in television interviews as the company seeks a $1.88 billion bond in the fight over its $110 billion acquisition of Warner Bros. Discovery.

In a court filing Tuesday, Paramount pointed to interviews in which Bonta described the companies’ agreement to pause the merger as effectively equivalent to an injunction. Paramount says those remarks conflict with California’s argument that no bond should be required because the companies voluntarily agreed to delay the deal.

The dispute could determine whether California, 11 other states and the Writers Guild of America must provide financial protection against losses Paramount says it will incur while their antitrust challenges move toward trial.

Paramount has asked U.S. District Judge Araceli Martinez-Olguin in Oakland to require the states and the WGA to post a $1.88 billion bond. The company says the money would help cover losses caused by the delay if the challengers ultimately lose their cases.

The requested amount is based largely on costs Paramount agreed to assume as part of the acquisition. Beginning October 1, the company must pay Warner Bros. Discovery shareholders about $7 million for each day the transaction remains unclosed. Paramount has estimated those payments could reach about $1.3 billion by the time trial and final briefing conclude in April.

The company has said the fees could rise to about $1.7 billion if the transaction remains delayed through June 1, 2027, with roughly $190 million in additional financing costs.

California argues those potential losses stem from agreements Paramount entered voluntarily, including both the ticking fee and the later arrangement to keep the merger from closing during the litigation.

Judge Martinez-Olguin issued a temporary restraining order on July 20 that initially blocked Paramount and Warner Bros. Discovery from completing the transaction. Four days later, the companies, the states and the WGA reached an agreement keeping the deal from closing and the businesses from integrating until five days after a ruling on the antitrust claims or June 1, 2027, whichever comes first.

Paramount argues Bonta’s public descriptions of that arrangement support treating the pause as the functional equivalent of the injunction the states had sought. California maintains that the voluntary agreement does not carry the same bond consequences as court-ordered injunctive relief.

“We believe Paramount’s motion has no merit and look forward to presenting our case in court at the September 24th hearing,” Bonta’s office said Tuesday.

The bond fight comes as the underlying antitrust cases move toward trial.

California and 11 other states sued in July to block the acquisition, alleging the combination would reduce competition among major film and television companies and give the merged business greater power to raise prices.

The Writers Guild filed a separate lawsuit, arguing the transaction would reduce competition for writers’ work and put pressure on wages and employment opportunities.

Paramount says the merger would strengthen its ability to compete with companies including Netflix and Disney while supporting greater film and television production. The company said Tuesday that regulators representing 69 jurisdictions have cleared the transaction and that the two U.S. lawsuits are the remaining barrier to closing the deal.

Judge Martinez-Olguin has scheduled the bond hearing for September 24. A trial covering the states’ and the WGA’s antitrust challenges is set to begin March 2, 2027, with final briefing expected to extend into April.