Judge Clears Paramount’s $110 Billion Warner Bros. Merger for October 6 Closing

Paramount Skydance’s $110 billion acquisition of Warner Bros. Discovery has been cleared to close after a federal judge approved a settlement with 12 states and lifted the court order that had blocked the companies from completing the merger.

Paramount and Warner Bros. Discovery said Wednesday, September 30, 2026, that they expect the deal to close October 6, subject to customary closing conditions. U.S. District Judge Araceli Martínez-Olguín entered a consent decree resolving the states’ antitrust lawsuit and modified the no-close order she imposed earlier in the case.

The decision ends the legal hold that had pushed the acquisition toward a March 2027 antitrust trial. California and 11 other states sued in July, arguing that combining Paramount and Warner Bros. Discovery would reduce competition across film and television and give the merged company greater control over content production and distribution.

The merger can proceed under a five-year settlement that imposes requirements on theatrical releases, production spending, cable negotiations and the companies’ news operations.

The combined company must release at least 30 films in U.S. theaters during each of the first two years after closing and at least 32 annually during the following three years. The agreement also sets minimum requirements for wide releases and independent films, while requiring at least half of the movies counted toward the annual totals to be produced or co-produced by the combined company.

Films used to meet those requirements generally must remain in theaters for at least 45 days and stay off subscription streaming services for at least 90 days after their initial U.S. theatrical release. After the applicable cure period, falling below the annual film minimum could require the company to sell Miramax and pay $30 million for each film below the required total.

The settlement also separates negotiations involving the companies’ cable networks. Paramount and Warner Bros. cable operations must negotiate affiliation agreements independently for five years, limiting their ability to use the combined portfolio when dealing with television distributors.

If a material violation is not corrected, the court could require the company to divest BET, VH1, Comedy Central, Smithsonian Channel, Destination America and Science Channel.

Paramount must also increase annual spending on U.S. film and television production by at least $300 million above the companies’ combined 2025 level and keep both the Paramount and Warner Bros. studio lots operating during the settlement period.

CBS News and CNN will also come under a separate oversight structure. A five-member editorial independence board will review certain disputes involving the news organizations after the merger, placing part of the combined company’s editorial operations under protections negotiated as part of the antitrust settlement.

Martínez-Olguín will retain authority to enforce the decree for five years, allowing the court to address violations of the conditions after the companies combine rather than resolving the states’ competition claims through the trial that had been scheduled for next year.

The Writers Guild of America, which separately challenged the transaction, has also resolved its dispute with Paramount. The company agreed to contribute $17.5 million to the Writers’ Guild-Industry Health Fund after closing and pay up to $6 million toward the union’s legal fees and costs.

Paramount is already preparing for the combined company’s leadership. Mattel Chairman and CEO Ynon Kreiz will join Paramount on October 5 and become co-CEO alongside David Ellison when the merger closes. Ellison will remain chairman and CEO, focusing on strategy, creative direction, technology and capital allocation, while Kreiz will oversee day-to-day operations and integration.

The expected October 6 closing follows months in which the court order prevented Paramount from completing the acquisition while the states pursued their antitrust claims. Paramount had also sought a $1.88 billion bond from the states and the Writers Guild, arguing that delays threatened to impose substantial costs as the litigation continued.

Under the February merger agreement, Warner Bros. Discovery shareholders will receive $31 per share in cash, plus $0.00277778 per share for each calendar day after September 30 through the closing date. Paramount and Warner Bros. Discovery announced the October 6 target immediately after the court approved the settlement.

If the transaction closes as scheduled, Warner Bros. Discovery will become a wholly owned subsidiary of Paramount Skydance, completing a deal that had remained blocked by the state antitrust case since July.