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Across markets and continents, independent competition authorities scrutinized every major facet of the transaction – including theatrical distribution, film production, streaming and content licensing – and consistently found robust competition, directly contradicting the artificially narrow market definitions relied on by the state attorneys general.

The judgment of 68 jurisdictions cannot simply be dismissed. Their conclusion is clear: this transaction is lawful, pro-competitive and raises no antitrust concerns. The lawsuit brought by just 12 of 50 State AGs stands alone – contrary to the global regulatory consensus, the facts, the law and sound economic analysis. While we are prepared to make our case at trial, the delay occasioned by this lawsuit is inflicting harm not merely on the two companies involved, but on the broader industry and, ultimately, the very constituents these 12 State AGs represent.

More than 60 regulatory entities have already approved this merger, including in Australia, Brazil, Canada and the European Union. Governments across the globe looked at the facts and pushed the deal through. Only in California do a handful of loud celebrities get to stall the merger at the expense of the far less visible production crew members.

The consequences of this lawsuit are serious, even if the legal theory is not. Every month this case drags through the courts is a month of delayed production and delayed hiring. And California should understand the consequences of antibusiness policies better than most states. Chevron, Palantir and Oracle have moved their headquarters from California to friendlier states. Paramount has reportedly floated leaving California if the state keeps trying to block this deal. Bonta should not take that as a bluff.

Uncertainty is the worst thing for our business, and uncertainty and delay is not good for anybody. ...We know [Paramount Skydance CEO] David Ellison well. We did his first series, ‘Manhattan,’ some years ago. I can tell you that I was impressed with him. He loves content. I have no reason not to believe that he will be investing very heavily in content, whether it’s a 30-film slate or whether it’s at a bolstered Paramount+.

If you think it’s wrong for the Trump Justice Department to use legal weaponization for political purposes, it is just as indefensible for a dozen Democratic AG’s to do the same thing. And that is what is going on here.

The proposed Paramount-Warner Bros Discovery merger is poised to create a powerful combined company, one that will have the scale and the passion to deliver even more such films to theater screens the world over. It’s a move that is feared by some, but in our strongly held view, this instead is a step forward that should be welcomed and celebrated. Perhaps that’s why Paramount’s action to strengthen itself has already been cleared by competition authorities and regulators in the United States, Europe and throughout the world, as of this writing in some 65 countries globally already.

The attorneys general don’t get to ignore the platforms that compete every day for audiences, talent, capital and content just because it makes their case harder. Believe me, as somebody who’s in those rooms, every green light, marketing budget and release date is decided against the reality of that broadly competitive environment. In the face of these pressures, Paramount has strong incentives to invest in theatrical releases to keep its own streaming platform attractive to customers who can unsubscribe with a click.

The state AGs’ focus does not represent how people actually consume entertainment today. Audiences now have a variety of ways to access entertainment—choosing from streaming, YouTube, social video, gaming, live sports, independent films, creator content, and traditional TV. In this highly competitive environment, content is critical. This merger will allow Paramount and WBD to bring more high-quality content to consumers, whether they be in theaters or at home, and more effectively compete with the leading streaming services, including Netflix, Amazon, and Disney.

The European Commission has today formally cleared the acquisition of Warner Bros. Discovery, Inc. by Paramount Skydance Corporation, representing a major milestone in completing the transaction in line with the publicly stated timeline.

With the clearance from the European Commission, bodies and governments representing 65 jurisdictions have either cleared the transaction or chosen not to challenge it on competition and/or foreign direct investment grounds.

Jeffrey Kessler, Paramount Skydance lead trial counsel and Winston Taylor partner and co-executive chairman, joins ‘Squawk on the Street’ to discuss the lawsuit from a group of 12 state attorneys general challenging the proposed Paramount Skydance acquisition of Warner Bros. Discovery, the regulatory scrutiny facing the proposed merger, and more.

The complaint filed by the state attorneys general in federal district court in the Northern District of California distorts settled antitrust law and is based on a misrepresentation of competition in the entertainment industry today. As numerous antitrust authorities around the world have already concluded after months of review, this transaction creates a stronger competitor against dominant streaming and technology platforms who have harmed the market for theatrical exhibition and jobs in the entertainment industry. This merger will create a company capable of investing more aggressively in premium content, theatrical releases, and creative talent at a time when those investments matter more than ever.

A combined Paramount-Warner Bros. could provide consumers with a compelling entertainment platform that competes with streaming giants Netflix, Disney and Amazon. Tech giants have entered the industry with capital, resources, existing subscriber bases and distribution networks that dwarf the scale of legacy studios. The merger can provide greater competition against these dominant streaming platforms and will result in downward pressure on costs for families who are already stretched thin. [...] The evidence here on market share, consumer pricing, worker output and competitive dynamics supports letting this transaction move forward. American consumers and families need more competition in streaming, not less. Based on the evidence, this merger delivers it, and the law supports letting it move forward.

The Transaction’s positive impacts on organized labor flow naturally from the business logic that drives the underlying deal. Paramount wants to combine with WBD to create a stronger, more efficient competitor that will operate at scale and take on Netflix and the other streaming giants. Content is the “fuel” that drives Paramount’s ability to compete. Competing at scale will require Paramount to generate more content across its films, streaming, and linear television offerings. Paramount cannot enhance and expand content production without organized labor, and the Teamsters and other unions will stand as must-have partners for Paramount for years to come. More content means more work opportunities for organized labor of all types—writers, actors, directors, and other above-the-line talent, as well as drivers, location scouts, casting directors, catering professionals, mechanics, animal handlers, and the many other skilled workers who make productions possible.

Combining two of the industry’s streaming players — HBO Max and Paramount+ — would result in a stronger competitor in the global marketplace with the ability to meaningfully invest in film and TV production and distribution for decades to come. [...] Antitrust enforcement serves the public best when it follows evidence wherever it leads. So far, the evidence suggests this transaction passes that test.

The combined firm's strategy is to expand output and compete more effectively at scale. That strategy necessarily requires more productions, not fewer; larger and more diverse creative teams; and sustained engagement with our partners across unions, guilds, and independent talent […] The economic logic and our incentives to compete are straightforward: a firm seeking to grow market share against larger competitors (including the streaming giants) must invest in more and better content and talent not cut.

Paramount’s proposed merger with WBD will help drive meaningful improvements for movie theaters and their audiences. To compete more effectively with Netflix, and others leading services, a combined Paramount-WBD will need to capture audiences’ attention in fresh ways, and that includes broadening theatrical distribution to tap into the magic of the moviegoing experience and create momentum behind films before they reach streaming services. The combined Paramount and WBD thus will have every incentive to get more films into wider distribution on more movie theater screens—it is how it will compete for audiences across the entertainment ecosystem.