The details of Paramount’s deal with 12 states settling their antitrust case — paving the way for its takeover of Warner Bros. Discovery, the biggest merger in Hollywood history — have been revealed.
Among the top-line items: Paramount is agreeing to keep its operations in California and has committed to not sell the Paramount Studios or Warner Bros. lots in the state for at least five years. That comes after Paramount Skydance chief David Ellison had threatened to pull up stakes from the Golden State if he couldn’t close the WBD deal by Oct. 1.
Under the terms of the proposed settlement, Paramount will invest at least an additional $300 million on film production in the U.S. annually — for a total of $1.5 billion over five years — and is obligated to release at least 30 movies for theatrical distribution per year (something Ellison has repeatedly promised he would do).
The company also has agreed to have a third-party entity — a “news editorial independence board” — oversee news operations of CNN and CBS News, a measure intended to maintain their editorial independence under Paramount’s ownership.
The terms of the settlement would conclude at the end of the fifth calendar year that follows the closing, so if the Paramount-WBD merger closes before the end of this year as expected, the commitment period would run through Dec. 31, 2031.
David Ellison said in a statement: “We are grateful to Attorney General Bonta and his fellow AGs, as well as the WGA, for engaging in good faith to find a path forward to a resolution that serves all parties, and to Governor Newsom for his support throughout this process. Our shared aim was an outcome that best serves consumers, workers and — most importantly — the creative community so vital to the art of visual storytelling. We’re confident this agreement does exactly that, memorializing a series of commitments that include 30+ films annually and expanded U.S. film production to help revitalize our industry here at home.”
The merged Paramount-Warner Bros. will face penalties if it doesn’t meet those requirements, including potential divestiture of assets. The text of the proposed settlement with the states, which requires approval by the judge overseeing the case, is available at this link.
Also Monday, the Writers Guild of America announced a settlement with Paramount resolving the WGA’s antitrust suit over the Warner Bros. merger. Under that agreement, WGA obtained a concession from Paramount “to prohibit writer layoffs at CBS News Broadcast for 5 years.”
Here are the key points from the Paramount settlement with the state AGs, which came after a marathon weekend of negotiations between the two sides:
Movie commitments: Paramount-Warner Bros. is required to release minimum numbers of annual film releases in both the wide release and “tentpole” categories, among others; spend at least $300 million more annually on film production in the United States than was spent in 2025; and agree to commitments regarding pricing to theaters. In years one and two, at least 20 of 30 movies must be “wide release films”; that goes up to 21 of 32 movies for years 3-5. At least four of the films must be “independent films,” and at least 50% of the movies must be produced or jointly produced with another company. The merged company is required to operate a fund for purchasing indie films and make an annual contribution of $5 million per year, for a total of $25 million over five years. If the company doesn’t meet those obligations, after a six-month grace period it would be forced to divest its entire ownership interest in Miramax Studios.
Basic cable commitments: The merged company is required to conduct separate negotiations for the distribution of basic cable channels owned by Paramount and Warner Bros. for five years. The settlement puts restrictions on changes to affiliate fee negotiations and agreements with distributors, as well as a restriction on the use of confidential information of either Paramount or Warner Bros. in the negotiations of affiliate fees for the other. If the company does not uphold those commitments, it will be required to divest the following channels: BET, BET Gospel, BET Her, BET Hip-Hop, BET Jams, and BET Soul; VH1; Comedy Central; Smithsonian; Destination America; and Science,
Maintaining both WB and Paramount lots: The company must maintain the production lots of both Paramount (5555 Melrose Ave. in Los Angeles) and Warner Bros. (4000 Warner Blvd. in Burbank, California) through at least the end of 2031.
Employment commitments: The company must honor collective bargaining agreements and commit $47.5 million to a “workforce fund” over five years for training and career development for employees who are laid off as a result of the merger.
News oversight board: The new Paramount-WB must form a “News Editorial Independence Board” to establish “guiding editorial and journalism principles for the combined entity’s news channels.” The proposed settlement requires both an internal “compliance monitor” and an independent “monitoring trustee” to ensure the merged company’s compliance with the terms. In addition, a “State Committee” of five states will also oversee enforcement and monitor compliance.
Payment of states’ legal fees: The company will reimburse the 12 states for “reasonable attorneys’ fees and reasonable economic expert fees” they have incurred in an amount of not more than $40 million.