Netflix’s $72 billion bid to acquire Warner Bros Discovery’s studio and streaming businesses has entered a turbulent new phase, with the streaming giant now confronted by a consumer lawsuit aiming to stop the deal on competition grounds.
The proposed class action was filed in federal court in California by an HBO Max subscriber who argues that the merger would weaken competition in the already highly concentrated subscription video-on-demand market. The suit arrives amid growing political pushback and a dramatic counter-offer from Paramount Skydance, which on Monday launched a hostile $108.4 billion bid for Warner Bros Discovery in an attempt to derail Netflix’s move.
The lawsuit leans heavily on U.S. antitrust laws that allow consumers—not just regulators—to sue over mergers they believe will harm competition. Such cases are difficult to win, but the plaintiff’s attorneys argue that dismantling one of Netflix’s most formidable rivals could leave subscribers exposed to higher prices and fewer choices.
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In their filing, lawyers for the HBO Max subscriber wrote that “Netflix has demonstrated repeated willingness to raise subscription prices even while facing competition from full-scale rivals such as WBD,” adding that the takeover would remove HBO Max as a direct competitor and hand Netflix control over some of Hollywood’s most valuable franchises, including Harry Potter, DC Comics, and Game of Thrones.
Netflix, which remains the world’s largest streaming service, dismissed the lawsuit in a brief statement, saying it believes the case is “meritless” and accusing plaintiffs of attempting to ride the media frenzy surrounding the deal. Attorneys for the plaintiff declined to comment.
The legal challenge adds another layer of intrigue to what has already become one of the most closely watched media consolidation plays in years. Netflix’s offer was announced last week following a tense bidding battle, and the Warner Bros Discovery board said Monday that it would now review Paramount’s rival proposal. With two giants wrestling over the storied studio, the industry is bracing for the possibility of a seismic shift that reshapes the global entertainment landscape.
The competitive stakes are enormous as Warner Bros Discovery—home to HBO, Warner Bros Pictures, DC Studios, Discovery Channel, CNN, and a broad catalogue of legacy media assets—remains one of the few companies capable of challenging Netflix in both scale and cultural influence. HBO Max, in particular, is viewed as a prestige powerhouse, and its removal as an independent streaming competitor could give Netflix even greater leverage in pricing, licensing, and content gatekeeping.
Regulators are almost certain to scrutinize the merger closely. Members of Congress have already questioned Netflix’s intentions, with lawmakers warning that the deal could trigger a sweeping contraction in the streaming market. The U.S. Department of Justice and Federal Trade Commission have taken increasingly aggressive stances on Big Tech consolidation, and a Netflix-Warner Bros tie-up would be of a magnitude seldom seen in the entertainment industry.
The law firm behind the lawsuit, Bathaee Dunne, is no stranger to major antitrust fights. It has brought actions against several large entertainment and financial firms, including a case in which YouTube TV subscribers accuse The Walt Disney Company of harming competition in the market for live-streamed television. Disney, while denying wrongdoing, agreed to pay an undisclosed amount to settle that case.
Warner Bros Discovery itself is not a defendant in the new suit filed by Michelle Fendelender in the U.S. District Court for the Northern District of California. The case is listed as No. 5:25-cv-10521.