DOJ clears – The U.S. Department of Justice has signed off on David Ellison’s Paramount Skydance’s $111 billion bid to buy Warner Bros. Discovery, removing a major U.S. hurdle while the deal moves toward a planned end-of-September closing. Paramount says the transaction is
By Friday, the biggest stop sign for David Ellison’s Paramount Skydance had been taken off the road.
The U.S. Department of Justice signed off on Paramount’s $111 billion mega-deal to buy Warner Bros. Discovery, clearing a major obstacle as Ellison’s media company pushes to build a Hollywood superpower. The approval came after the government’s review removed what had been a central point of uncertainty for the transaction.
Paramount, for its part, framed the DOJ decision as both validation and leverage. In a statement. a Paramount spokesperson said the company was “grateful for the Department of Justice’s thorough review of this transaction. as well as the work of the other agencies that have completed their reviews and provided clearance to date.” The spokesperson added: “This deal is pro-competitive. resulting in a stronger company better positioned to compete against dominant technology platforms in an industry increasingly defined by intense competition for audiences. talent. technology. and investment.”.
Paramount has said it is aiming to acquire WBD by the end of September. The timing is tied to the structure of the agreement: Paramount is set to pay WBD shareholders a so-called “ticking fee” of about $7 million per day if the deal isn’t closed, beginning September 30.
The deal’s road, however, doesn’t end at the U.S. border.
Even with the DOJ green light, Paramount could still face regulatory challenges abroad or lawsuits by U.S. states. That prospect matters because it shifts the fight from federal clearance—already achieved—to the risk that other jurisdictions try to unwind or slow the merger after the fact.
The transaction itself has been built on a dramatic bidding standoff. WBD had originally agreed to sell its studio and streaming assets—including the Warner Bros. studio and HBO Max—to Netflix for $27.75 per share. Paramount responded with a counteroffer: it offered $30 per share for the entire company. including its TV assets like CNN. HGTV. and TruTV.
Both Paramount and Netflix argued they had the more favorable regulatory path and were offering more value to WBD’s investors. The contest wasn’t just about price. It was also about where regulators might be most comfortable and which offer could clear the legal hurdles with the fewest detours.
WBD’s board chose Paramount’s direction in February, deciding that the Paramount offer was better than Netflix’s.
For now, the DOJ decision changes the momentum. The deal is no longer held up by the U.S. review that ended on Friday. Paramount’s next test is whether other regulators and courts—especially outside the federal system—let the merger proceed on the timetable the company wants. with the daily “ticking fee” looming if closing slips past September 30.
Paramount Skydance Warner Bros. Discovery DOJ clearance David Ellison $111 billion deal Netflix offer CNN HBO Max regulatory challenges ticking fee