On June 12, Trump's DOJ cleared Paramount CEO David Ellison's $111 billion acquisition of Warner Bros. Discovery — no divestitures, no conditions required. The merged company would own CBS, Paramount, HBO, CNN, Warner Bros. studios, and streaming services Paramount+ and Max. The EU is still reviewing, and UK regulators could push closing into 2027. A coalition of about a dozen state AGs, led by California and New York, is preparing lawsuits to block the deal.

1. Scale Up or Get Crushed (David Ellison, DOJ)

Ellison and the DOJ say you can't beat Netflix as two separate shrinking media companies.

Combining Paramount and WBD is how Hollywood competes with Netflix. That's the argument from Ellison and the DOJ both. The agency's approval statement said the deal would "increase competition across the media and entertainment ecosystem." The DOJ's framing: tech giants like Netflix are the real monopolists, and legacy media needs scale to survive. The investigation lasted eight months and reviewed more than 2 million documents.

They'd own some of the biggest franchises in entertainment. Ellison called the deal "pro-competitive, pro-consumer, and good for the overall creative economy." The merged company's library would include Game of Thrones, Harry Potter, Mission Impossible, Top Gun, DC Universe, and SpongeBob SquarePants across two major streaming platforms and a combined studio. It would also own HBO and CNN.

The projected savings are $6 billion. Paramount COO Andy Gordon called them "mostly non-labor savings." Ellison also pledged CNN's editorial independence: "We absolutely believe in the independence that needs to be maintained for those incredible journalists."

2. But DOJ's Own Lawyers Disagreed (Rob Bonta, Letitia James)

The career lawyers who spent months on this actually wanted to sue — DOJ leadership stopped them.

The career lawyers who read the evidence were against it. Staff attorneys in the Antitrust Division were "leaning" toward recommending a lawsuit. They believed the combination would be "anticompetitive and violate antitrust law." Senior DOJ officials closed the investigation before staff could issue their recommendation. The career lawyers didn't participate in drafting the approval statement, and sources say the outcome surprised them.

A dozen states are preparing lawsuits to block it. California AG Rob Bonta said the merger "remains under investigation" by his office. New York AG Letitia James is leading the coalition behind the scenes. States in the mix include Colorado, Oregon, Nevada, Washington, Connecticut, and Tennessee — with lawsuits expected in the coming weeks.

The Skydance deal already cut more than 2,000 jobs. LA City Councilor Nithya Raman said this deal's "math only works through mass layoffs." Mayor Karen Bass said she can't support "a deal that results in massive job losses." More than 5,000 entertainment professionals signed an open letter backing the state AGs.

3. Especially After CBS Paid Trump $16 Million (Sen. Warren, Free Press)

CBS settled Trump's lawsuit for $16 million while this merger was pending. Then it canceled Colbert's show.

The CBS settlement came right before this DOJ approval. In 2024, Trump sued CBS over a 60 Minutes segment. While Paramount was seeking DOJ clearance for this deal, CBS settled that lawsuit for $16 million. CBS then canceled The Late Show with Stephen Colbert and undermined 60 Minutes' editorial independence. Sen. Elizabeth Warren called the DOJ approval "terrible news for Americans" and said it "reeks of corruption."

What happened at CBS could happen to CNN and HBO. Craig Aaron, co-CEO of Free Press, said "the fix was in at the Trump Justice Department from the start." He warned the Ellison family will pursue "pro-MAGA editorial control" across Warner properties. Rep. Jamie Raskin predicted the merged company would bring the same editorial pressure to CNN and HBO that it brought to 60 Minutes. David Ellison's father, Larry Ellison, is personally guaranteeing $45.7 billion of the deal's financing and maintains close ties to Trump.

It's not too late to stop it. Constitutional lawyer Zephyr Teachout at Fordham Law argues that state AGs should block the merger. She also says they should seek to unwind the CBS settlement — she calls it a corrupt payment to Trump. The precedent exists: a state AG previously blocked the Nexstar-Tegna merger after federal regulators approved it.

Where This Lands

Ellison and the DOJ say they built a scaled global media company ready to compete with Netflix and Amazon — and an eight-month investigation backed them up. State AGs in California, New York, and roughly ten other states say the career lawyers who actually read the evidence were heading toward a lawsuit, and they intend to finish what those lawyers started. Warren, Aaron, and Teachout go further: they say the DOJ traded an antitrust clearance for political loyalty. They point to the $16 million CBS settlement as proof — Paramount bought a regulatory pass, and the DOJ let it happen. The state lawsuits are weeks away.

Sources