A federal judge approved on 30 September 2026 the settlement between Paramount and 12 state attorneys general over its acquisition of Warner Bros. Discovery, removing the last substantial legal obstacle to a transaction first announced in February 2026.
The settlement itself was announced on 21 September 2026. The twelve settling states are California, which led, together with Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon and Washington.
The transaction values Warner Bros. Discovery at 31.00 dollars per share in cash, an equity value of 81 billion dollars and an enterprise value of 110 billion dollars. Financing comprises 47 billion dollars of new Class B equity at 16.02 dollars per share backed by the Ellison family and RedBird, together with 54 billion dollars of debt commitments.
The commitments extracted in the settlement are unusually specific. Paramount must release 30 films a year including 20 wide releases in the first two years, rising to 32 films including 21 wide releases in years three to five, with at least four independent films a year, for five years. It must spend an additional 1.5 billion dollars on domestic production over five years above 2025 levels, fund a 25 million dollar independent film fund and a 47.5 million dollar workforce fund for displaced workers, and establish a news editorial independence board covering CNN and CBS.
Enforcement runs through two mechanisms: a payment of 30 million dollars into union health and retirement funds for each missed film, and divestiture of Miramax. California Attorney General Rob Bonta said the settlement was not a vote of support for the merger.
The structure is the story here. State attorneys general have become a parallel approval track in politically exposed sectors, running alongside federal antitrust review rather than within it, and they settle in a different currency. The remedies here are not divestitures of overlapping assets, which is what antitrust law conventionally produces. They are commitments about output volume, employment, production spending and editorial governance, with liquidated damages attached.
For a board contemplating a large consolidating transaction, two lessons follow. The first is that in a sector with visible employment and public interest dimensions, the state track has to be planned for from the outset rather than managed as litigation once it arrives. The second is that the price of settling is operational: a five-year schedule of film counts and spending floors constrains capital allocation well beyond closing, and the 30 million dollar per film penalty converts a creative decision into a balance sheet item.
Reporting on the transaction has used 81 billion and 110 billion interchangeably. The first is equity value and the second is enterprise value.
