Paramount Offers to Sell CNN as Bargaining Chip to Resolve State Antitrust Lawsuit
Paramount Skydance has signaled it may divest CNN to settle a 12-state antitrust lawsuit blocking its $110 billion acquisition of Warner Bros. Discovery. California Attorney General Rob Bonta dismissed the offer and accompanying threats to relocate the studio as "blackmail."
How this story has developed
This report is part of a developing story — read the earlier chapters below.
- DOJ Approves $111 Billion Paramount-Warner Bros. Merger, Reshaping Media Landscape
- Paramount Acquires Warner Bros. for $111 Billion, Will Merge HBO Max into Paramount+
- Congressional Hearing Alleges Trump Administration Politicized DOJ to Approve Paramount-Warner Bros. Merger
- US States Prepare Antitrust Suit Against Paramount-WBD Merger, Threatening $110 Billion Deal
- EU Approves Paramount's $110 Billion Takeover of Warner Bros. Discovery With Significant Conditions
- Paramount Delays WBD Merger Closing as U.S. Antitrust Lawsuit Forces Court Battle
- FCC Commissioners Face Ethics Complaints Over Paramount Gifts Amid Merger Review
- Paramount Offers to Sell CNN as Bargaining Chip to Resolve State Antitrust Lawsuit (this article)
- Federal Judge Delays Paramount-WBD Merger Antitrust Trial to March 2027
- Hollywood Unions Split: WGA Fights to Block Paramount-WBD Merger While DGA and IATSE Seek Settlement
- Major Theater Chains Endorse Paramount-WBD Merger After Securing Theatrical Window Guarantees
- California Regulators
- State attorneys general argue the merger is an illegal consolidation that will harm consumers and the entertainment industry.
- Paramount Leadership
- Executives view the state lawsuit as an unwarranted hurdle after federal regulators cleared the deal.
- Media Industry Analysts
- Observers note that state attorneys general are increasingly acting as independent gatekeepers for corporate megadeals.
Why this matters
This standoff tests whether state-level regulators can successfully block a $110 billion corporate megadeal that federal authorities have already approved. The outcome could reshape the American media landscape, potentially forcing the sale of CNN and triggering the relocation of one of Hollywood's oldest studios.
Key points
- Paramount Skydance has publicly offered to sell CNN to resolve a 12-state antitrust lawsuit blocking its $110 billion acquisition of Warner Bros. Discovery.
- California Attorney General Rob Bonta rejected the offer, stating that divesting CNN does not address the merger's broader anti-competitive impacts.
- Paramount CEO David Ellison has reportedly threatened to move the studio out of California if a settlement is not reached by October 1.
- Bonta dismissed the relocation threat as "blackmail" and an attempt to pressure regulators into approving an illegal deal.
- The merger has already received antitrust clearance from the U.S. Department of Justice, the UK, the EU, and China.
- Paramount faces a $7 million-per-day penalty if the transaction is not completed by the October deadline.
The long-stalled $110 billion merger between Paramount Skydance and Warner Bros. Discovery has escalated into a high-stakes standoff between Hollywood executives and state regulators. In a bid to clear the final regulatory hurdle blocking the acquisition, Paramount's chief legal officer, Makan Delrahim, publicly stated that the sale of CNN is "on the table" as a potential concession. The offer marks the clearest signal yet that Paramount views the iconic cable news network as a negotiable asset if divesting it ensures the broader transaction survives. The public admission shifts the dynamic of the negotiations, demonstrating that the studio is willing to sacrifice a marquee brand to appease state-level antitrust concerns.[1][6]
The proposed megadeal has already secured antitrust clearance from the U.S. Department of Justice, as well as regulators in the European Union, the United Kingdom, and China. However, a coalition of 12 states, led by California Attorney General Rob Bonta, filed a lawsuit in July to block the merger. The states argue that combining two of the country's largest film and television studios would unlawfully concentrate market power. According to the lawsuit, the consolidation would lead to higher prices for consumers and reduced competition across the theatrical film and cable television industries, effectively creating an unchecked media behemoth.[3][6]
The pressure to finalize the deal is mounting rapidly for Paramount's leadership. Under the terms of the acquisition agreement, Paramount faces a staggering $7 million-per-day penalty if the transaction is not completed by October 1. With a federal judge recently setting a trial date for March 2027, the company is staring down the prospect of hundreds of millions of dollars in ticking fees unless a settlement can be reached before the deadline. The financial strain of the delay has forced executives to aggressively seek alternative paths to bypass the litigation and close the merger.[2][4]
In an effort to force a resolution, Paramount CEO David Ellison has reportedly threatened to relocate the company's operations out of California entirely. During a recent meeting with his executive leadership team, Ellison indicated that if Bonta refuses to negotiate a settlement, he will move either standalone Paramount or the combined entity to a state with a more favorable regulatory and tax environment, such as Tennessee, Texas, or Georgia. Delrahim echoed this sentiment, framing a potential exit as a "fiduciary duty to shareholders" that could save the company $500 million annually in state taxes.[2][6]
The prospect of losing one of Hollywood's historic studios—and the estimated 30,000 jobs tied to its Southern California operations—has sent ripples through the local economy. Economic development officials in other states have already signaled their willingness to welcome the entertainment giant. Representatives in Georgia, which boasts extensive soundstages and a lower tax burden, noted their "long-term relationships with our industry partners" when asked about a potential Paramount relocation. The threat leverages California's reliance on the entertainment industry, attempting to pit the state's economic interests against its antitrust enforcement priorities.[2][7]
Economic development officials in other states have already signaled their willingness to welcome the entertainment giant.
California regulators have flatly rejected the relocation threats. Speaking at a political summit in Sacramento, Bonta described Ellison's maneuvering as a desperate tactic. "I call it blackmail now," Bonta stated, accusing Paramount of attempting to pressure regulators who are "daring to enforce the law fairly and firmly." He characterized the state's challenge as a straightforward antitrust case aimed at preventing an illegal consolidation of power. Bonta emphasized that the state will not be intimidated into dropping a lawsuit that protects consumers from monopolistic practices.[3][5]
Bonta also dismissed the notion that divesting CNN would be sufficient to resolve the states' concerns. While Paramount executives have previously suggested the lawsuit was politically motivated by fears over CNN's editorial independence under new ownership, Bonta clarified that the news network is not the core issue. "A divestiture of CNN, a spinoff of CNN, a structural remedy that just applies to CNN will never, ever, ever, ever, ever resolve this case," Bonta said. He reiterated that the lawsuit focuses on the broader theatrical and cable television markets, which would remain highly concentrated even without CNN.[2][4][5]
The public posturing over CNN has also generated internal friction within Paramount. Shortly after Delrahim's comments made headlines, unnamed Paramount sources pushed back, insisting that there is "zero truth" to the idea that Ellison is actually prepared to sell the network. These insiders suggested that the chief legal officer's remarks were merely a negotiating tactic intended to convey a willingness to talk, rather than a concrete plan to unload the asset. The conflicting statements reveal a company struggling to present a unified front as it navigates the high-stakes legal battle.[2][4]
The conflicting narratives highlight the complex dual-track strategy Paramount is employing. On one hand, the company is signaling to regulators that it is willing to make structural concessions to save the merger. On the other, it is attempting to reassure its own employees and investors that it remains committed to integrating Warner Bros. Discovery's marquee brands, including CNN, into its portfolio. This balancing act aims to keep all options open while applying maximum pressure on California regulators to settle the case out of court.[1][4]
As the October deadline approaches, the standoff underscores a shifting landscape in corporate mergers. Companies have traditionally viewed federal antitrust clearance as the definitive finish line for megadeals. However, the aggressive intervention by state attorneys general demonstrates that regional regulators are increasingly willing to act as independent gatekeepers. By forcing a massive corporation to consider divesting a major asset or relocating its headquarters, the 12-state coalition has proven that state-level antitrust suits can effectively stall, and potentially reshape, the largest transactions in the media industry.[1]
Viewpoints in depth
California Regulators
State attorneys general argue the merger is an illegal consolidation that will harm consumers and the entertainment industry.
Led by California Attorney General Rob Bonta, the 12-state coalition maintains that combining Paramount and Warner Bros. Discovery would create an anti-competitive behemoth in the theatrical film and cable television markets. They dismiss Paramount's behavioral promises—such as pledging to release 30 films a year—as unenforceable. Regulators view the threat to move jobs out of state as "blackmail" and insist that divesting a single asset like CNN does not address the broader structural issues of market concentration.
Paramount Leadership
Executives view the state lawsuit as an unwarranted hurdle after federal regulators cleared the deal.
Paramount Skydance leadership argues that the merger is necessary to compete with massive tech-backed streaming platforms. Having secured antitrust approval from the DOJ, the EU, and the UK, executives are frustrated by the state-level blockade. Facing a looming October deadline and exorbitant daily penalties, leadership asserts they have a fiduciary duty to explore all options—including selling CNN or relocating the company to a more tax-friendly state—to ensure the $110 billion transaction survives.
Media Industry Analysts
Observers note that state attorneys general are increasingly acting as independent gatekeepers for corporate megadeals.
Industry analysts point out that Paramount's public maneuvering sets a new precedent for contested mergers. By putting a marquee brand like CNN on the table, Paramount signals that state-level antitrust suits can force structural concessions even after federal clearance is granted. However, analysts remain divided on whether the CNN offer is a genuine structural remedy or a strategic bluff designed to test the resolve of California regulators before the daily ticking fees take effect.
Sources
[1]TheStreetMedia Industry AnalystsParamount uses CNN as bargaining chip to facilitate WBD deal
Read on TheStreet →
[2]TheWrapMedia Industry AnalystsCalifornia AG Rob Bonta Rebuffs David Ellison's Paramount Move Threat, Shrugs Off 30-Film Commitment and CNN Sale
Read on TheWrap →
[3]Fox BusinessCalifornia RegulatorsCalifornia AG blasts Paramount-WBD merger as 'illegal,' says threat to leave state is 'blackmail' effort
Read on Fox Business →
[4]Media Play NewsMedia Industry AnalystsParamount Denies Wanting to Sell CNN to Close WBD Merger
Read on Media Play News →
[5]The San Francisco StandardCalifornia RegulatorsCalifornia AG dismisses Paramount 'blackmail' threat to move jobs out of state
Read on The San Francisco Standard →
[6]EuronextParamount LeadershipParamount Says CNN Sale 'on The Table' To Resolve California Suit Over Warner Bros Deal
Read on Euronext →
[7]The Atlanta Journal-ConstitutionParamount LeadershipCould Atlanta become home to Paramount Skydance?
Read on The Atlanta Journal-Constitution →
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