A federal judge is not ready to sign off on the settlement that would clear Paramount Skydance’s path to combine with Warner Bros. Discovery. At a Thursday hearing, Judge Araceli Martínez-Olguín asked the parties to respond by Monday at noon to public-interest concerns raised by Sen. Cory Booker, and to provide a written version of the consent decree with any redlined amendments and details of the state monitoring committee. She said she would rule in due course.
What Paramount has committed to
The proposed consent decree resolves antitrust litigation with 12 state attorneys general over the $110 billion deal. The obligations are specific, not soft promises.
- $300 million per year for five years in U.S. film and TV production, totaling $1.5 billion.
- 30 theatrical releases in the first two years and 32 per year in the following three; at least four independent films per year, defined as films based on an original screenplay or co-produced by Paramount.
- At least 20% blockbusters in the slate; if Congress passes a federal film tax credit, 20% of production must be U.S.-based in years one and two, and 30% in the next three.
- A 45-day theatrical window and a 90-day holdback from streaming.
- Separate cable distribution negotiations for Paramount and Warner Bros. networks unless a distributor requests otherwise; an independent oversight board at CNN and CBS News; continued operation of free, ad-supported Pluto TV.
- Community contributions of $5 million per year to an independent films fund and $9.5 million annually for film and TV career training.
Penalties are structural as well as financial. Missing a theatrical release target carries a $30 million penalty per film. More serious violations can force divestment of the 49% Miramax stake within 12 months, and BET, Comedy Central, VH1, Smithsonian, Destination America and Science Channel within 120 days.
The states’ case for settling
The judge asked the parties to establish that the settlement was not the result of collusion but came from an arms-length process. California senior assistant attorney general Paula Blizzard said the states considered the negotiation procedurally fair, citing tens of hours of conferences and drafts. She framed the choice as remedies over a permanent block.
“If we block the merger, it would be forever,” Blizzard said. She added that much of the public criticism stems from concerns “outside antitrust,” while the case itself remains focused on antitrust law.
Tension surfaced over Paramount CEO David Ellison’s reported threat to move out of California. Blizzard said the case would not be decided by threats, while Paramount Skydance counsel Josh Holian called the move talk a business decision, not blackmail, and said the company wants the order entered quickly to start competing. Holian also noted that Paramount-WBD accounts for three of the top 20 domestic box office films in 2026, including “Scary Movie 6,” and described the Miramax divestiture as a backstop to “keep our feet to the fire.”
Why it matters for the screen business
A court-enforceable consent decree is not a clean merger approval. The release commitments are supply-side promises that affect distribution windows, independent film flow, theatrical volume and cable carriage. For ad-supported streaming buyers, the requirement to keep Pluto TV free and ad-supported preserves AVOD inventory inside the combined portfolio. For TV distribution teams, separate carriage negotiations reduce the chance that one bundled negotiation extracts market power.
The immediate trigger is procedural: responses to Booker’s call for independent public-interest review are due Monday at noon, and optional amicus responses are due Friday at 12:01 p.m. PT. If the settlement is approved, Paramount CEO David Ellison expects the deal to close in the next two weeks. The watch item is not just the closing date but the compliance monitoring structure and penalty triggers that will shape slates and licensing decisions for years.
Source: TheWrap
