Paramount CEO David Ellison Threatens California Exit Amid Warner Bros. Discovery Merger Fight
Paramount CEO David Ellison has told top executives he will begin moving the company out of California on 1 October if state Attorney General Rob Bonta refuses to negotiate a settlement in the antitrust lawsuit blocking Paramount's $110 billion merger with Warner Bros. Discovery.
Ellison made the remarks at a meeting last week, according to reporting first published by Puck and confirmed by Deadline on 11 August. He was emphatic that he does not want to relocate but told the group he does not feel welcome in Paramount's home state.
The 1 October date is not arbitrary. It is the day Paramount starts accruing a so-called ticking fee — a penalty built into the Warner Bros. Discovery deal terms that costs the company $7 million per day for as long as the transaction remains unclosed. The total ticking fee exposure is estimated at roughly $650 million per side, per an earlier Deadline report.
That clock puts real pressure on both companies. The merger, described in court filings as the largest in Hollywood history, would combine two of the biggest names in film and television. A coalition of 12 state attorneys general, led by Bonta, sued on 13 July to stop it. The complaint, filed in the U.S. District Court for the Northern District of California, alleges the deal violates Section 7 of the Clayton Act, the federal statute that bars mergers likely to substantially lessen competition.
The suit focuses on three areas: wide-release films, blockbuster films, and cable network programming. Bonta has said the combined studio would extinguish competition between Paramount and Warner Bros. in each of those categories.
Ellison has pushed back hard. He told executives he has approached the attorney general about a settlement and said he is "absolutely open" to resolving the case, per a separate Deadline report from 4 August. He has also promised that the combined studios would release 30 films a year with significant theatrical windows — a pitch aimed at addressing concerns that the merger would reduce output.
Bonta has shown little interest in backing down. In a Deadline op-ed, he wrote that Paramount and Warner Bros. "see the writing on the wall" that they will lose in court and are "resorting to the court of public opinion." In a prior statement, Bonta accused Ellison of "muddying WBD merger waters with misinformation & side deals" and declared: "We intend to win."
California has also committed resources to the fight. In May, the state dedicated $8 million annually to its antitrust enforcement war chest amid the legal battle.
Paramount, for its part, has called the lawsuit a distortion of settled antitrust law and a misrepresentation of competition in the entertainment industry, per Reuters. The company submitted suggested settlement terms to California and other states in June, according to Bloomberg.
The regulatory road has been smoother elsewhere. The UK Competition and Markets Authority approved the acquisition on 4 August. But the California-led coalition remains the chief obstacle.
Rumours surfaced months ago that Ellison was eyeing an exit from California, with destinations including Tennessee, Texas and Georgia mentioned as possibilities. Those rumours now carry a deadline.
For the crews, writers' rooms and staff at Paramount's California operations, 1 October is the date to watch — and the question is whether Bonta and Ellison can find common ground before the ticking fee starts running $7 million a day.
