Paramount said on Friday that the statutorily required U.S. antitrust waiting period for its $108.4 billion all-cash bid to buy Warner Bros Discovery expired on February 19. The company characterized the end of the 10-day waiting period under the Hart-Scott-Rodino Act as a significant procedural milestone that means "there is no statutory impediment in the U.S. to closing Paramount’s proposed acquisition of WBD."
That procedural milestone, however, does not conclude the possibility of U.S. enforcement action. The U.S. Department of Justice retains the authority to continue examining the proposed transaction, to request additional information, and to file suit to prevent the deal from closing. Notably, the DOJ has previously sued to block mergers after the Hart-Scott-Rodino waiting period expired - an example cited is the department's 2023 action to block the proposed JetBlue-Sprint merger months after that statutory window had ended.
Paramount’s announcement also underlined that it has not reached a definitive agreement with Warner Bros Discovery. Warner Bros Discovery has signed a separate agreement with Netflix, under which Netflix has offered $27.75 per share, valuing the studios and streaming assets at $82.7 billion. The Netflix transaction itself will be subject to rigorous review by competition authorities in the United States and Europe, who must assess whether combining Netflix’s global streaming operations with Warner Bros Discovery’s long-established studio assets could reduce competition or limit consumer choice.
The companies involved and the reviewing authorities remain positioned to take additional steps. The expiration of the 10-day Hart-Scott-Rodino waiting period simply means that no further statutory hold is in effect in the U.S.; it does not foreclose extended inquiry or litigation by antitrust enforcers prior to any closing.
Contextual note - The procedural expiration of the HSR waiting period is different from the conclusion of antitrust review. Regulatory scrutiny can continue well beyond the initial statutory window, and enforcers may act at later stages if they determine competitive concerns justify intervention.