FCC Chairman Doubts States’ Suit Will Block Paramount Warner Bros. Discovery Deal as Shareholder Lawsuit Alleges Insider Deal-Making

FCC Chairman Brendan Carr said Wednesday he doubts a coalition of 12 state attorneys general will succeed in blocking Paramount Skydance’s proposed $110 billion acquisition of Warner Bros. Discovery. He made the remarks at the Hill Nation Summit in Washington, DC, two days after the states filed suit.

Carr pointed to recent reports that California had considered dropping the case if the deal required spinning off CNN. “Now, I don’t understand what antitrust theory you have that says there’s a problem with this acquisition that is made or broken based on one cable channel being included,” he said.

The coalition, which includes Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon and Washington in addition to California, argues the merger would reduce competition in theatrical film distribution and cable television programming.

The states are seeking a temporary restraining order and preliminary injunction to halt the transaction. ” A ProPublica report published the same day said CBS or Paramount had given FCC commissioners expensive Kennedy Center gala tickets over the past decade.

Separately, Freedom of the Press Foundation and the Public Integrity Project filed a shareholder derivative lawsuit in Delaware on Tuesday on behalf of Paramount shareholder Paul Robbins.

The suit alleges that CEO David Ellison and other insiders breached fiduciary duties by trading editorial independence of CBS and CNN for favorable treatment from the Trump administration. Under the merger agreement, Warner Bros. Discovery shareholders would receive an additional “ticking” payment if the deal closes after September 30.