The Ellisons are staring down a temporary restraining order, a near-certain preliminary injunction, and a 12-state attorney general assault on their $80 billion Paramount-Warner Bros. Discovery merger. Their response, per people inside the camp, is essentially: try and stop us. According to the New York Post, the father-and-son team is prepared to bleed $650 million a quarter in "ticking fees" and take this thing all the way to the Supreme Court.
The Deal is Stuck, and the Clock is Already Running
Here is the situation. Paramount Skydance, the media company Larry and David Ellison control, wants to buy Warner Bros. Discovery in a transaction valued at around $80 billion. A federal judge in San Francisco granted a temporary restraining order blocking the deal from closing, and that order has already been extended by at least a month. Twelve state attorneys general filed a lawsuit to block the merger entirely.
The New York Post reports that people inside the Ellison camp fully expect the judge to follow the restraining order with a preliminary injunction, which would freeze the deal pending a full trial. That trial, according to LightShed Partners analyst Rich Greenfield, probably does not resolve until sometime in 2027. In the meantime, the Ellisons are contractually obligated to pay $650 million per quarter in ticking fees just to keep the deal alive. That is not a typo.
The Judge, the Math, and a Very Bad Look
Judge Araceli Martinez-Olguin, a Biden appointee confirmed on a party-line Senate vote, was pretty direct when she issued the temporary restraining order. She cited the combined company's anticipated 27% market share in wide-distribution theatrical releases and wrote, according to the New York Post's reporting, that "on this combined firm market share alone, the Court is persuaded that it can presume the proposed merger is likely to violate antitrust laws." That is not a judge who sounds like she is keeping an open mind.
The Ellisons are not exactly a sympathetic pair in this moment either. Larry Ellison is worth $167 billion and is famously close with Donald Trump, a relationship that helped grease the wheels for federal approval from the Trump administration. Now the same friendship is being used by opponents to argue that a merged CBS-and-CNN media giant would be subject to the influence of a man who has spent a decade trying to destroy the press. Whether you think that argument holds legal water or not, it is not a great look.
So Why Not Just Walk Away?
Walking away is an option. It is just a $7 billion option. That is the breakup fee the Ellisons would owe Warner Bros. Discovery shareholders if they pull the plug, and the New York Post reports that analyst Rich Greenfield seriously doubts they will go that route. People inside the deal confirm it: "There's no f--king way we give up," one person in the Paramount orbit told the Post.
The strategic logic tracks, if you squint past the staggering dollar amounts. Without Warner, the Ellisons are left running a mid-sized media company that lacks Warner's cable infrastructure, streaming assets, and studio firepower. Warner Bros. had a genuinely strong year at the box office. Walking away from that scale, after already outbidding Netflix in a come-from-behind move to win the deal, would be an embarrassing and expensive retreat for people who do not appear to have embarrassing retreats in their personal vocabularies.
California Is Leftward of the Entire European Union on This One
Here is the detail that deserves more attention than it is getting. The European Union, an institution not exactly known for waving corporate mega-mergers through with a shrug, approved this deal. Twelve American state AGs, led by California's Rob Bonta, are now staking out a position to the left of Brussels on media consolidation. Let that sentence sit for a moment.
The New York Post reports the core of Bonta's antitrust argument is essentially that two already-struggling companies would produce better competition and lower consumer prices if kept separate rather than merged. Warner Bros. Discovery's stock price told a pretty bleak story before the bidding war started. The idea that a weakened Warner and a Paramount still digesting its own restructuring would somehow provide more vigorous competition than a combined entity is the kind of theory that sounds coherent in a legal brief and falls apart the moment you look at how many hours of content YouTube serves every single day.
The SCOTUS Gambit
The long game, as the New York Post describes it from inside the Ellison camp, ends at the Supreme Court. If the preliminary injunction hits, there is a trial. If they lose the trial, they appeal. If they lose the appeal, the thinking is they take it all the way to Washington. Given the current Supreme Court's disposition toward executive-branch deference and its broader skepticism of what it views as regulatory overreach, the Ellisons might not be crazy to fancy their odds at that level.
Makan Delrahim, the Ellisons' general counsel, ran the antitrust division of the Justice Department under Trump's first term. He knows how these fights work from both sides. The New York Post notes that the Ellisons have been war-gaming the state AG attack for some time, knowing it was coming. This is not a team that stumbled into a legal ambush. They walked in expecting one.
The Dingo Take
Let's be honest about what is actually happening here. A pair of billionaires with a combined net worth that could fund several small nations want to build a media empire, got the green light from a federal government run by one of their personal friends, and are now fighting a coalition of state officials who think the whole thing smells. The merits of the antitrust case are genuinely complicated. The optics of Trump's buddy Larry Ellison potentially controlling both CBS and CNN through a single corporate structure are not complicated at all. They are terrible. That does not automatically make the merger illegal, but it explains why twelve AGs showed up ready to fight.
The Post's framing leans hard into treating those AGs as partisan obstructionists and the judge as a "liberal activist" whose rulings are predetermined by her political priors. Maybe. Or maybe a 27% theatrical market share is actually worth scrutinizing and the fact that the EU approved it does not automatically settle the question for American courts operating under different legal standards. The EU approved a lot of things over the years that aged poorly.
What we know for certain is this: the Ellisons have more money than most sovereign wealth funds, a general counsel who wrote the antitrust rulebook from inside the government, and apparently zero intention of backing down. The people of California and eleven other states are footing the bill for the other side. A $650 million quarterly ticking fee is someone's idea of an acceptable cost of doing business. That gap in resources between the two sides of this fight tells you almost everything you need to know about how American antitrust enforcement actually works in 2026.
