Paramount CEO David Ellison says the company is "absolutely open" to settling the antitrust lawsuit that has put its $110 billion merger with Warner Bros. Discovery on hold — but he would rather fight it in court.

Speaking during Paramount's Q2 2026 earnings call on 4 August, Ellison said he believes Paramount will win at trial, which a federal judge has scheduled for March, according to Deadline.

The lawsuit was filed by 12 state attorneys general and the Writers Guild of America, and it is the single biggest obstacle standing between Paramount and the completion of a deal that would reshape the American media landscape. The U.S. Justice Department's Antitrust Division cleared the acquisition back in June, as reported by Reuters. But the state-led challenge has kept the merger in limbo.

The financial stakes of delay are mounting. Paramount has promised to pay a "ticking fee" — a penalty that accrues the longer a deal takes to close — to Warner Bros. Discovery shareholders if the merger is not completed by 30 September. That fee is estimated at roughly $650 million per quarter the deal remains pending. Paramount CFO Dennis Cinelli added that a "bridge commitment fee" tied to financing arrangements would add about $190 million in further costs if the close slips, per Deadline.

If the deal were to fall apart entirely, Paramount would owe a $7 billion breakup fee.

Ellison struck a confident tone on financing. He said the core financing for the deal has all been placed, with nothing at risk, and that he is confident the transaction will close. Larry Ellison, David's father, underpinned the bid with a $40.4 billion irrevocable personal guarantee, as reported by AP News.

The road to this point has been anything but smooth. Paramount's path to acquiring Warner Bros. Discovery involved a multi-month battle against a rival bid from Netflix, which agreed in December 2025 to buy Warner Bros. Discovery's studios and streaming division, per Reuters. Paramount offered $30 a share and pursued a hostile takeover — meaning it went directly to shareholders rather than negotiating with the target company's board. By late February 2026, Paramount had emerged as the apparent victor, according to AP News.

Paramount has called the states' antitrust lawsuit a distortion of "settled antitrust law" and argued the merger would create a "stronger competitor," as reported by AP News.

Once the deal closes, the combined company — to be called New Paramount — is expected to be led by David Ellison as Chair and CEO, with Jeffrey Shell as President, according to Paramount's investor relations filings. Entities controlled by the Ellison family would hold approximately 77.5% of the new company's Class A common stock.

On the streaming side, Paramount told investors it expects to grow its direct-to-consumer profit in 2026 relative to 2025, with profitability weighted more heavily to the first half of the year, per its Q2 earnings filing.

For now, the clock is ticking. A March trial means months of legal preparation and carrying costs before a verdict — unless a settlement comes first.