California Attorney General Rob Bonta has an open investigation into the Paramount Skydance–Warner Bros. Discovery merger and says the $110-billion transaction "is not a done deal," weeks after the Trump Department of Justice let its review lapse without conditions [1]. No court has frozen the deal. What exists is a state antitrust investigation, a multistate coalition drafting a complaint it could file within the month, and a consumer class action the companies are moving to dismiss — none of which a federal clearance forecloses [2][4].

This paper's June 20 reporting on state and foreign reviews keeping the deal outside the closing lane established that DOJ clearance is a necessary but not sufficient condition for this merger to close. The June 18 story on the DOJ staff-process dispute established that career-staff objections created a dated public record that gave state challengers a documented basis for a suit. Bonta's investigation is where that record now gets tested.

Bonta's path is clearer than it looked six weeks ago. In March he led a multistate antitrust lawsuit against Nexstar Media Group's acquisition of Tegna, establishing that state attorneys general will take mergers to court even after the federal agencies clear them [1]. California, New York, Washington, and other states are now preparing a coalition suit to block Paramount-Warner, which people familiar with the effort say could be filed as soon as this month [2]. What is new is the target: a clearance issued by a Trump administration that has otherwise run a permissive merger-review posture, which makes a state challenge here the strongest counter-signal to the assumption that a no-conditions federal approval is functionally final.

Alongside the state review runs a private front. A consumer class action seeking to block the merger is already in federal court, and Paramount has moved to dismiss it, characterizing the suit as a "clumsy attempt to politicize antitrust litigation" [4]. The company has signaled it will bring the same posture to any state action. None of these proceedings has produced an order halting the deal; each is a separate track on which the transaction can still be slowed or unwound.

The foreign calendar is where the pressure compounds. The European Commission pushed its decision deadline from July 7 to July 22 after Paramount Skydance submitted a concession package committing to exit United International Pictures, its four-decade film-distribution joint venture with Universal, across several European markets [3]. The UK Competition and Markets Authority is running a separate formal probe with an August 7 deadline [3]. With DOJ clearance in hand, the live gates are now the California investigation, the EU review, and the UK proceeding — none of them a formality.

The EU's scrutiny is not only a competition review. A parallel inquiry under the Foreign Subsidies Regulation examines the roughly $24 billion in Saudi, Qatari, and Abu Dhabi sovereign-wealth-fund backing behind the deal — a foreign-subsidy instrument, not an antitrust one [5]. Its findings, if adverse, would address the source of the capital rather than the structure of the media market, a distinction domestic coverage has largely folded into a single "antitrust" story [5].

Paramount and Warner still expect to close by the end of the third quarter [2]. That timetable now depends on three independent proceedings — the California investigation, the EU review running to July 22, and the UK probe to August 7 — resolving in the companies' favor. Whether they can is not a scheduling question. It is a substantive one.

For X's media-merger critics, that is the point. With the Trump DOJ having cleared the deal in a single stroke, the state attorney general is the last institution standing between a $110-billion consolidation of cable news, streaming, and studio distribution and its completion. Mainstream coverage files the same facts under routine post-clearance antitrust process. The gap is whether a no-conditions federal approval is the end of the story or merely the first clearance among several — and, for now, it is the latter.

-- THEO KAPLAN, San Francisco