Paramount Skydance remains exposed to state antitrust action over its $110 billion acquisition of Warner Bros. Discovery despite Oregon Attorney General Dan Rayfield withdrawing a court application that sought to delay completion of the transaction.
Rayfield’s office had asked a court in Multnomah County to order Paramount to produce records and delay completion of the deal for 60 days while Oregon conducted its review. The motion was withdrawn on 10 July after a dispute over access to the documents. That removed one immediate procedural obstacle, but it did not resolve the state competition issues or prevent another authority from seeking an injunction.
California Attorney General Rob Bonta has separately confirmed that the California Department of Justice is examining the proposed combination. Bonta said in February that the state was considering whether the transaction could increase market concentration, reduce competition, harm media workers and restrict creative diversity. California’s review remains separate from the US Department of Justice Antitrust Division’s decision to close its federal investigation on 12 June.
The federal decision concluded that the merger was unlikely to harm competition in streaming, television or the development, production and distribution of films for theatrical release. State attorneys general are not bound by that assessment. They can bring proceedings under state or federal antitrust law and seek interim relief if they allege that a transaction would unlawfully reduce competition.
The European Commission is reviewing the acquisition separately under Council Regulation 139/2004. Its case record, M.12278, gives a provisional decision deadline of 22 July 2026. Paramount, led by chairman and chief executive David Ellison, says the combination would create a stronger competitor in the streaming market.
Solicitors advising Paramount Skydance, Warner Bros. Discovery and transaction counterparties will be tracking the California Department of Justice review, the European Commission timetable and any effect on regulatory approvals or closing conditions. Competition barristers may be required if California Attorney General Rob Bonta or another state seeks interim relief.
M&A lawyers and in-house counsel will need to review financing deadlines, termination rights, disclosure duties and any change-of-control provisions affected by further delay.
The US Department of Justice Antitrust Division closed its investigation on 12 June, but that decision did not end scrutiny by state or European authorities. California continues its separate review, the European Commission is assessing the transaction and Oregon Attorney General Dan Rayfield has already used court proceedings to seek records and a delay. Law firms acting on the acquisition will require coordinated US antitrust, EU competition and litigation advice as the authorities proceed on different timetables.