Paramount Skydance is asking the 12 state attorneys general suing to block its $110 billion acquisition of Warner Bros. Discovery to settle, arguing litigation serves no one after regulators in 68 countries have already cleared the combination. The company framed the request as the “better path” for workers and consumers in the affected states, while accusing the AGs of inflicting “harm without benefit to their own constituents.”

The ticking clock

The merger agreement carries a $0.25 per share per day ticking fee payable to Warner Bros. shareholders if the deal is not closed by September 30. Paramount has not disclosed the share count that determines the daily accrual, but the company has acknowledged that a drag to June 2027, the timeline the state lawsuit forced last month, could push the fee above $1.9 billion. The source does not specify whether the consideration is cash, stock, or a mix, nor does it provide the premium to Warner Bros.’ undisturbed price. A break fee, if any, is also absent from the disclosure.

The state case

California Attorney General Rob Bonta leads the coalition, which alleges the transaction violates antitrust law and would reduce competition in ways that raise cable bills and movie-ticket prices. A federal judge imposed a temporary block in June. Paramount counters that it has already offered commitments and concessions to the states, mirroring the remedies accepted by the 68 international jurisdictions that approved the deal.

The cost of delay

The bidding war that produced the $110 billion valuation saw Paramount prevail over Netflix in February. Since then, the regulatory map has split: broad global clearance on one side, a concentrated U.S. state challenge on the other. Each day past the September deadline adds to the tab, and the company has not quantified how much of the potential $1.9 billion exposure is already baked into its forecasts.

What Ellison offered

“We remain confident that the law and the facts are on our side,” CEO David Ellison said in the Friday statement. “We have offered commitments and concessions and remain open to working constructively with the State AGs to find a path forward in the interest of our employees and the creative community in California and across the world, just as we have with the regulators in 68 countries worldwide.” The statement does not detail the concessions.