Paramount, pushing to buy Warner Bros., girds for legal challenges

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Is Paramount making a Tony Soprano move?

David Ellison’s media company is preparing to fight a potential lawsuit led by California Attorney General Rob Bonta and other state attorneys general. The lawsuit would attempt to stop Paramount’s planned $111 billion acquisition of Warner Bros. Discovery.

Paramount recently brought on leading antitrust lawyer Jeffrey Kessler to assist with its plan to acquire Warner, the company behind CNN, TBS, HBO, and the well-known film and television studios in Burbank.

Richard Kessler, a leading antitrust lawyer and co-executive chairman at Winston & Strawn in New York, recently spearheaded the states’ successful lawsuit against Live Nation, the major concert promoter and ticketing company. This victory included a significant win for California and other states.

Kessler could now be working against the government, potentially suing them to allow Paramount to create a massive media company. This company would combine CNN and CBS News, along with two major film studios and four streaming platforms.

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People are worried about Larry Ellison’s potential $111 billion purchase of Warner Bros. Discovery because of his close relationship with former President Trump and general uncertainty surrounding the future of the entertainment industry.

It’s unclear if any states will sue to stop Paramount from acquiring Warner, but Attorney General Bonta has voiced concerns about the deal proposed by Ellison, which many believe will result in job losses.

Paramount didn’t comment on Kessler’s role on Tuesday, and Kessler couldn’t be reached for a statement.

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Democratic members of Congress are asking California Attorney General Rob Bonta to investigate the potential impact of the Paramount-Warner Bros. merger on both employment and fair competition.

Some believe Paramount’s decision to hire a lawyer known for representing plaintiffs against large corporations might be a strategic move to keep that lawyer from assisting their opponents in the case – a tactic reminiscent of a power play seen in shows like The Sopranos.

While filming the fifth season of the HBO show, James Gandolfini, who played Tony Soprano, met with several divorce lawyers for advice. This created a problem because those same lawyers couldn’t then represent his character’s wife, Carmela, when she and Tony faced marital issues on the show.

Kessler is highly familiar with courtroom procedures and negotiating antitrust settlements, skills that could help Paramount navigate potential legal challenges and avoid a difficult court battle.

Over 5,000 artists and entertainment professionals have signed a letter asking Attorney General Bonta to investigate and potentially block the agreement between Paramount and Warner Bros.

After the merger, Ellison and his team plan to reduce costs by $6 billion. The new, combined company will also have to manage $79 billion in debt related to the deal.

The appointment of Kessler coincides with a growing trend of state attorneys general actively pursuing antitrust cases. Some feel the U.S. Justice Department hasn’t been fully engaged, potentially allowing mergers and acquisitions favored by President Trump to proceed without thorough legal scrutiny.

Trump favors Paramount’s takeover of CNN and other Warner properties.

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After Netflix finalized the purchase of Warner Bros., the Ellisons and their team immediately started planning how to regain their position.

Since joining Ellison’s law firm last fall, Paramount Chief Legal Officer Makan Delrahim has demonstrated strong strategic thinking with a series of well-planned decisions.

Ajay Bhatia, who led antitrust efforts under President Trump’s first term, submitted documents seeking approval from the Justice Department in December, shortly after Netflix successfully won the competition to acquire Warner Bros.

Netflix eventually stopped bidding in late February. Meanwhile, Delrahim’s actions allowed Paramount, led by Ellison, to get a jumpstart on getting regulatory approval.

The company is awaiting approval from the Justice Department for its acquisition of Warner Bros. At the same time, it’s addressing concerns from European regulators.

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It’s uncertain when Bonta and other state attorneys general will decide if they’ll sue Paramount, but they’re facing a deadline because Ellison aims to finalize his agreement by September.

The attorneys general could also try to reach a settlement with Paramount, who might be open to making compromises to get the merger approved.

Attorney General Rob Bonta is opposing the proposed $6.2 billion merger between Nexstar Media Group and Tegna Inc., two major television station owners. Nexstar, which owns Los Angeles’ KTLA 5 and over 100 other stations, is seeking to acquire its competitor, Tegna.

Nexstar first claimed California’s attempt to block the deal happened too late, after they’d already received federal approval. They also pointed out that they were already merging Tegna’s business and its leaders had already received their payouts.

Nexstar’s attempt to merge with Tegna was blocked when a federal judge in California issued a temporary order preventing the deal from moving forward.

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Nexstar, the company that owns KTLA, told regulators that its recent large merger with Tegna wouldn’t reduce competition among television stations.

Judge Troy Nunley has ordered that Tegna will operate as an independent company until a trial concludes.

Tegna announced Patrick Paolini, a former executive from Fox TV stations, as its new CEO on Tuesday. He will start next week and oversee all aspects of the company, including daily operations, how Tegna makes money, local news coverage, and plans for future growth.

Paolini will report to Tegna’s board — not Nexstar.

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2026-05-26 22:31