Europe Won’t Kill the Paramount–Warner Deal — But It Could Make David Ellison Wait
David Ellison’s proposed $110 billion merger between Paramount and Warner Bros. Discovery may be moving smoothly in the United States. But across the Atlantic, the story could unfold at a very different pace.
While Washington regulators appear inclined to approve the deal, European authorities are preparing for a deeper and more complex antitrust review. The consensus among analysts is clear: Europe is unlikely to block the merger outright. However, it could significantly delay it.
And in a deal of this size, time matters.
Why Europe Matters So Much
Once U.S. regulators complete their review, the European Union and the United Kingdom will begin their own assessments.
The European Commission in Brussels has wide authority to examine how the merger would affect competition across all 27 EU member states. That includes cinema distribution, traditional television networks and streaming platforms.
This is not just a simple studio merger. It is a combination of two major entertainment ecosystems.
On one side is Warner Bros. Discovery, which includes HBO Max, Discovery+, Cartoon Network, Eurosport and a range of European television assets.
On the other is Paramount, with Paramount+, SkyShowtime and well-known brands such as Nickelodeon, MTV and Comedy Central.
When these companies combine, regulators must untangle overlapping businesses across multiple countries, languages and distribution systems. That complexity alone guarantees a careful and potentially lengthy review.
The Streaming Question: Probably Not the Problem
At first glance, streaming might seem like the biggest issue.
After all, this deal combines HBO Max and Discovery+ with Paramount+ and SkyShowtime. However, in Europe, both companies remain smaller players compared to Netflix and Amazon Prime Video.
HBO Max has only recently expanded into several European territories. Paramount+ is also a late entrant. Together, they still hold less market share than the streaming giants.
That reality may actually help Ellison’s case. European regulators are unlikely to view the combined company as dominating the subscription video-on-demand market.
In fact, European cinema owners have publicly supported the Paramount–Warner merger. Many preferred this scenario over a potential Warner acquisition by Netflix, which could have strengthened a dominant streaming rival even further.
In short, streaming is unlikely to derail the deal.
Traditional Television: The Real Headache
The real regulatory challenges may lie in traditional television.
Unlike a hypothetical Netflix purchase of Warner’s film and streaming assets, Ellison’s proposal includes all of Warner Bros. Discovery. That means its European linear TV business is part of the package.
In Europe, that includes:
- Cartoon Network
- Eurosport
- TVN Group in Poland
- Various lifestyle and factual brands
When combined with Paramount’s European channels — including Nickelodeon, MTV and Comedy Central — regulators must determine whether the merged company would hold too much power in certain national markets.
Complicating matters further, these channels operate differently across countries.
For example, Comedy Central may be free-to-air in one country but part of a paid television package in another. Shows are often licensed to third-party broadcasters or platforms. Rights agreements vary from market to market.
The European Commission will need to examine how these overlapping rights and distribution deals interact in each of the 27 member states. That makes the review detailed and time-consuming.
Could Europe Demand Asset Sales?
History suggests that Brussels may approve the deal — but only with conditions.
When Disney acquired 21st Century Fox in 2019, European regulators required Disney to sell several factual television channels in certain territories before approving the transaction.
A similar outcome is possible here.
Paramount and Warner may need to divest smaller overlapping channels or brands in specific markets to reduce competition concerns.
Such remedies would not kill the deal. But negotiating them could extend the timeline significantly.
The U.K. Review: Likely Simpler
The United Kingdom will conduct its own review through its competition authority.
Compared to the EU’s 27-country puzzle, the U.K. review may be more straightforward. Paramount can argue that combining Channel 5 and its British pay TV channels with Warner’s U.K. brands, including TNT Sports, would not dramatically reshape the competitive landscape.
While scrutiny is expected, analysts believe the U.K. process is less likely to create major obstacles.
A New Layer: Foreign Investment Scrutiny
Another element adds complexity: financing.
The merger is backed in part by investment from Middle Eastern sovereign wealth funds, including Saudi Arabia’s Public Investment Fund, the Qatar Investment Authority and Abu Dhabi’s L’imad Holding.
Under the EU’s foreign subsidies regulation, Brussels has the authority to examine whether non-EU state-backed funding creates unfair competitive advantages.
This does not mean the deal will be blocked. However, it may invite additional questions and extend the review process.
In large international mergers, financing structures often receive as much attention as market share calculations.
The Timeline: Where Delays Could Happen
Paramount is expected to formally notify the European Commission in the coming months.
Once filed, the process begins with a 25-working-day preliminary review. If regulators find no serious concerns, approval can come relatively quickly.
But if the Commission opens a Phase II investigation to examine the deal in more detail, the timeline could stretch dramatically.
In 2025, the average length of a Phase II investigation was more than 15 months.
That does not mean this deal will necessarily take that long. Previous media mergers have moved faster. The Disney-Fox merger received EU approval in under two months. Amazon’s acquisition of MGM was cleared in less than five weeks.
The key question is whether regulators see enough overlapping assets in traditional television to justify a deeper probe.
If they do, Ellison’s 12-month closing timeline could come under pressure.
Why Europe Is Unlikely to Block the Deal
Despite the potential delays, few industry observers expect Europe to reject the merger outright.
Paramount’s central argument is straightforward: even combined, the company would hold less than 20 percent market share in individual European markets.
Compared to global streaming giants and entrenched local broadcasters, Paramount–Warner would not dominate any single sector.
European regulators also understand the shifting dynamics of the entertainment industry. Traditional TV revenues are declining. Streaming competition is fierce. Studios face growing pressure to consolidate in order to compete globally.
In that context, the merger may appear more defensive than aggressive.
The Bigger Picture: A Question of Time, Not Approval
For David Ellison, the challenge is less about convincing Europe to say yes and more about how long it will take to hear that answer.
Regulatory reviews in the EU are methodical. They involve consultations with trade bodies, national authorities and industry stakeholders. The layered nature of European media markets ensures no quick shortcuts.
In Hollywood terms, the deal may already look like a blockbuster. In Brussels, it looks like a long script that must be read carefully.
If the merger survives U.S. scrutiny and navigates European conditions, it could reshape the global entertainment landscape.
But even if Europe ultimately approves it, the continent may control the clock.
And in a $110 billion transaction, every month counts.
