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Antitrust Trial Set for Paramount–Warner Deal as October Ticking Fee Looms

A March 2, 2027 trial will require Paramount to start a ticking fee on October 1 if the sale has not closed, putting steep daily costs and a tight timeline on the $110–111 billion transaction.

Overview

  • A coalition of 12 state attorneys general won a federal trial date of March 2, 2027 to challenge the proposed Paramount Skydance acquisition of Warner Bros. Discovery and the merger is paused pending that court outcome.
  • Under the merger agreement Paramount must begin paying $0.25 per share per quarter starting October 1 if the deal remains unconsummated, a charge that translates to roughly $650 million per quarter or about $7 million per day.
  • If the transaction ultimately fails because of regulatory or legal obstacles Paramount would owe Warner a $7 billion termination fee under the contract.
  • Q2 results show the deal rationale: Paramount raised full‑year adjusted EBITDA guidance to $3.8–3.9 billion and added about 2 million Paramount+ subscribers to reach roughly 81.6 million, while Warner reported streaming revenue up about 10% to roughly $3.08–3.1 billion and streaming EBITDA rising about 75%.
  • Warner’s overall Q2 picture was weaker with revenue down about 11% and net income plunging 91% as linear ad sales fell—largely because the company no longer holds NBA live rights—and studio revenue slid roughly 39%, leaving the March trial as the decisive event for the deal’s future and for investors, employees, and content plans.