A coalition of 12 state attorneys general, led by California AG Rob Bonta, filed the federal antitrust suit on July 13, 2026, defying the DOJ's approval . The participating states are: California, Arizona, Colorado, Connecticut, Massachusetts, Minnesota, New York, Pennsylvania, Maryland, New Jersey, Illinois, and the District of Columbia (the list varies slightly by source; all include California, New York, Colorado, and Massachusetts as core members) .
The suit alleges the $110–111 billion merger violates the Clayton Act, claiming it will:
Paramount blasted the lawsuit, saying it "distorts settled antitrust law and is based on a misrepresentation of competition in the entertainment industry today" . The company argues that:
Per the merger agreement filed with the SEC, a "ticking fee" of $0.00277778 per share per day kicks in if the deal hasn't closed by September 30, 2026, capped at $0.25 per share per 90-day period . Multiple sources estimate this works out to roughly $7 million per day for Paramount owner David Ellison, or about $650 million per quarter . Paramount also faces a $7 billion termination fee if regulators ultimately block the deal .
| Regulator | Status |
|---|---|
| U.S. DOJ | Approved on June 12, 2026 — the Antitrust Division closed its investigation, finding the transaction "not likely to result in harm to competition" in SVOD, theatrical, or other markets |
| EU Commission | Pending. Paramount formally submitted remedies on July 1, 2026, including a likely exit from its film distribution joint venture with Universal Pictures to address EU concerns . The EU set a new deadline after July 7 to assess the remedies; approval is seen as likely |