Paramount–WBD Takeover Could Be Delayed Until June 2027

The delays and costs continue to mount on Paramount’s proposed $110 billion takeover of TNT Sports parent company Warner Bros. Discovery.

As part of an ongoing antitrust lawsuit filed by 12 states, the CBS Sports parent company stipulated late Friday that it is willing to delay the closing of the media megadeal until as late as June 1, 2027 as it seeks to fight the legal challenge. 

In a major concession, Paramount agreed that it will postpone closing on the WBD acquisition until after the states’ antitrust case is heard, or by next June—whichever comes first. The statement arrives after a judge in the U.S. District Court for the Northern District of California earlier this week placed a 14-day temporary restraining order on the deal, and then extended it by another two weeks to Aug. 17. 

“This is the fastest and clearest way to prove that this transaction is good for competition, good for consumers, and good for creators—a conclusion dozens of competition authorities around the world have already reached,” Paramount said in a statement Friday. 

This agreement also cancels a hearing that was to begin on Aug. 3 on a preliminary injunction on the deal that the 12 states sought. Instead, the parties will go directly to trial on the underlying antitrust claims. 

Getting Costly

The latest stipulation nearly guarantees that Paramount will be subject to at least some quarterly ticking fees, amounting to roughly $650 million for each quarter after Sept. 30 in which the WBD deal does not close. Additionally, the extended timetable also brings into play an additional $7 billion breakup fee that Paramount would owe WBD if the deal does not close due to regulatory issues. 

After the Paramount–WBD merger received a series of approvals by regulators on both sides of the Atlantic, the deal is facing its strongest challenge yet from the states, led in the case by California attorney general Rob Bonta.

While the legal case focuses primarily on the potential Hollywood-related impacts of the deal, and an alleged violation of federal antitrust law, the Paramount-WBD agreement also has far-reaching sports impacts. The planned combination of TNT Sports and CBS Sports would have touchpoints in nearly every major pro and college sports entity in the U.S., with the notable exception of the NBA.