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Enforcement ActionLow RiskMultistate

Oregon AG Files Lawsuit Challenging Warner Bros./Paramount Merger

Paramount Skydance CorporationJuly 13, 2026Oregon Attorney General

Summary

Oregon Attorney General Dan Rayfield and a coalition of 12 state attorneys general filed a lawsuit challenging the $110 billion acquisition of Warner Bros. Discovery by Paramount Skydance Corporation. The lawsuit alleges the merger violates Section 7 of the Clayton Act by substantially lessening competition in theatrical film distribution and basic cable television licensing, which could lead to higher prices and reduced choice for consumers.

Remedy

The coalition of states seeks to block the merger through a lawsuit and is prepared to file a temporary restraining order if the companies do not pause the deal pending judicial review.

Injunction

Contract Impact

In-house legal teams should review vendor and distribution agreements for change-of-control provisions that may be triggered by a merger of this scale. Key clauses to examine include exclusivity terms, pricing renegotiation rights, and non-compete covenants that could be impacted by reduced competition. Customer agreements, particularly those with theaters and cable distributors, should be checked for most-favored-nation clauses and termination rights tied to market concentration. Employee agreements may need review for non-solicitation and confidentiality provisions that could be affected by the combined entity's market power.

Contract Search Terms

merger clausechange of controlcompetition clauseantitrust compliancemarket share limitationexclusivity agreementdistribution agreementpricing termsnon-compete clause

Laws Cited

Clayton Act Section 7
15 U.S.C. 18

Violation Types

Entity Details

Entity

Paramount Skydance Corporation

Industry

Media & Entertainment

Multistate Coalition

Official Sources

Source Evidence

Entity Name
"Paramount Skydance Corporation (Paramount)"
Laws Cited
"Section 7 of the Clayton Act"
Summary
"The proposed merger would combine two of Hollywood's five major film distributors and two of the five major basic cable companies, eliminating competition between Paramount and Warner Bros. and inflicting substantial harm on movie theaters, basic cable distributors and, ultimately, audiences in Oregon and nationwide."
Is Multistate
"Attorney General Dan Rayfield and a coalition of 12 attorneys general"
Co Enforcers
"the attorneys general of California, Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, and Washington"
Document Urls
"https://www.doj.state.or.us/wp-content/uploads/2026/07/Redacted-Paramount-Warner-complaint-file-stamped.pdf"

Related Enforcement Actions

CO

Paramount Skydance Corporation

Colorado Attorney General Phil Weiser joined a coalition of 12 attorneys general in settling a lawsuit against Paramount Skydance Corporation over its merger with Warner Bros. Discovery, which the states alleged would harm competition by lowering film output and raising prices. The settlement includes a five-year commitment to increase film output, a $1.5 billion investment in domestic production, a $47.5 million worker fund, and an independent monitor. This is an antitrust/competition enforcement action, not a privacy enforcement action, despite the extraction schema's privacy focus.

OR

Paramount Skydance Corporation

$30.0M

Oregon and a coalition of state attorneys general settled their lawsuit challenging Paramount Skydance Corporation’s merger with Warner Bros. Discovery. The proposed, court-enforceable settlement sets film production and release commitments, cable negotiation restrictions, worker and independent-film funding, and a conditional $30 million payment for each missed film-output requirement.

CO

Paramount Skydance Corporation

Colorado Attorney General Phil Weiser announced that a stipulation filed in federal court stops Paramount and Warner Bros. from merging until the court rules on the merits or until June 1, 2027, whichever comes first. The action stems from a lawsuit filed by a coalition of a dozen state attorneys general challenging the proposed $110 billion acquisition of Warner Bros. Discovery, Inc. by Paramount Skydance Corporation. A prior temporary restraining order had already halted the merger for 14 days.

CA

Paramount Skydance Corporation

A coalition of 12 state attorneys general, led by Colorado AG Phil Weiser, obtained a temporary restraining order from a federal court in California to halt the proposed $110 billion merger of Warner Bros. Discovery, Inc. by Paramount Skydance Corporation. The lawsuit alleges the merger violates Section 7 of the Clayton Act by substantially lessening competition in film distribution, anticipated blockbuster film distribution, and licensing cable TV channels.

OR

Paramount Skydance Corporation

Oregon Attorney General Dan Rayfield secured a temporary restraining order blocking Paramount Skydance Corporation's proposed $110 billion acquisition of Warner Bros. Discovery. The lawsuit, joined by 11 other state attorneys general, alleges the merger would harm Oregonians through higher prices, lower content quality, and reduced competition in film and television distribution.

CT

Paramount Skydance Corporation

Attorney General Tong joined a coalition of 12 attorneys general in filing a lawsuit to block the proposed $110 billion merger of Warner Bros. Discovery and Paramount Skydance, alleging it violates Section 7 of the Clayton Act. The court granted a temporary restraining order halting the merger while it considers a preliminary injunction.