A federal judge handed AT&T a sweeping victory on Tuesday and approved its $85 billion acquisition of Time Warner, a deal that promises to reshape the media industry.

After a six-week trial, Judge Richard Leon ruled that the government had failed to prove that the deal violates antitrust law.

Using unusually strong language, he discouraged the Justice Department from asking him to put the ruling on hold while they consider an appeal. He said such a request would be “manifestly unjust” because it would have the effect of killing the acquisition.

AT&T vowed to close the deal by June 20 — creating a powerhouse that will unite Time Warner’s movies and TV shows with AT&T’s enormous distribution system, including cable, satellite, and cell phone networks.

The deal was announced in October 2016. The Justice Department sued in November 2017 to stop it, arguing that it would harm competition and raise prices for consumers.

AT&T said it needed Time Warner to survive in a rapidly changing media landscape, especially to compete against the likes of Netflix and Amazon.

The judge had the option of rejecting the deal outright or demanding certain conditions, including that AT&T sell some of Time Warner’s assets. But he signed off on the deal with no conditions.

“The Government has failed to meet its burden of proof to show that the merger is likely to result in a substantial lessening of competition,” he wrote in his ruling.

Makan Delrahim, the Justice Department’s top antitrust official, said the government was disappointed in the ruling and would “consider next steps.”

“We continue to believe that the pay-TV market will be less competitive and less innovative as a result of the proposed merger between AT&T and Time Warner,” he said in a statement.

AT&T and Time Warner’s lead lawyer, Daniel Petrocelli, said outside court that the companies were gratified and relieved.

“The case stands as a testament to the wisdom of this combination of these two great companies and how it will benefit consumers for generations to come,” he told reporters.

The judge’s ruling will likely be seen by tech and telecom giants as a green light to pursue a slew of major media acquisitions.

Comcast is widely expected to bid within days for part of 21st Century Fo. That would set up a showdown with Disne, which has already put in a bid for those assets. Fox stock jumped more than 6% in after-hours trading following the ruling.

“Brian Roberts and Team Comcast are cleared to bid,” BTIG Research analyst Rich Greenfield told CNNMoney after the ruling. “The question is whether Disney is ready.”

Related: AT&T-Time Warner ruling: The media industry hangs in the balance

Some of AT&T’s top executives traveled to Washington for the announcement. AT&T CEO Randall Stephenson remained at company headquarters in Dallas, and he learned of the ruling when AT&T general counsel David McAtee called him, a spokesperson said.

The Time Warner deal is a crucial achievement for Stephenson, who views AT&T as competing with Google, Facebook, Netflix and other Silicon Valley giants.

Outgoing Time Warner CEO Jeff Bewkes also learned the news from a phone call, and he was relieved and very happy about the ruling, a spokesperson said.

AT&T announced plans to acquire Time Warner on October 22, 2016. That same day, Donald Trump, then a candidate for president, pledged that his administration would block the deal.

“As an example of the power structure I’m fighting, AT&T is buying Time Warner and thus CNN, a deal we will not approve in my administration because it’s too much concentration of power in the hands of too few,” he said.

More than a year later, the Trump Justice Department sued to stop the deal.

The government alleged that a combined AT&T-Time Warner would have too much leverage in negotiations with television distributors, which would hurt competitors, harm innovation and could lead to increased cable prices for consumers.

AT&T and Time Warner say the combined company can leverage viewer data to make better content to sell more targeted ads, which they claim could help lower prices for consumers.

During the trial, the judge heard from dozens of witnesses, including Stephenson and Bewkes.

Initially, AT&T and Time Warner planned to use a “selective enforcement” defense, alleging that the administration was blocking the deal because of Trump’s dislike of CNN.

But Leon blocked discovery on certain White House communications that AT&T and Time Warner were seeking, and the companies dropped that defense, choosing to litigate the case on pure antitrust grounds. </s> A federal judge handed AT&T a sweeping victory on Tuesday and approved its $85 billion acquisition of Time Warner, a deal that promises to reshape the media industry.

After a six-week trial, Judge Richard Leon ruled that the government had failed to prove that the deal violates antitrust law.

Using unusually strong language, he discouraged the Justice Department from asking him to put the ruling on hold while they consider an appeal. He said such a request would be “manifestly unjust” because it would have the effect of killing the acquisition.

AT&T vowed to close the deal by June 20 — creating a powerhouse that will unite Time Warner’s movies and TV shows with AT&T’s enormous distribution system, including cell phone and satellite networks.

The deal was announced in October 2016. The Justice Department sued in November 2017 to stop it, arguing that it would harm competition and raise prices for consumers.

AT&T said it needed Time Warner to survive in a rapidly changing media landscape, especially to compete against the likes of Netflix and Amazon.

The judge had the option of rejecting the deal outright or demanding certain conditions, including that AT&T sell some of Time Warner’s assets. But he signed off on the deal with no conditions and ripped the government’s case apart.

“The Government has failed to meet its burden of proof to show that the merger is likely to result in a substantial lessening of competition,” he wrote in his ruling.

Related: Why Corporate America is watching the AT&T-Time Warner trial so closely

Makan Delrahim, the Justice Department’s top antitrust official, said the government was disappointed in the ruling and would “consider next steps.”

“We continue to believe that the pay-TV market will be less competitive and less innovative as a result of the proposed merger between AT&T and Time Warner,” he said in a statement.

AT&T and Time Warner’s lead lawyer, Daniel Petrocelli, said outside court that the companies were gratified and relieved.

“The case stands as a testament to the wisdom of this combination of these two great companies and how it will benefit consumers for generations to come,” he told reporters.

The judge’s ruling will likely be seen by tech and telecom giants as a green light to pursue a slew of major media acquisitions.

Comcast is widely expected to bid within days for part of 21st Century Fox. That would set up a showdown with Disney, which has already put in a bid for those assets. Fox stock jumped more than 6% in after-hours trading following the ruling.

“Brian Roberts and Team Comcast are cleared to bid,” BTIG Research analyst Rich Greenfield told CNNMoney after the ruling. “The question is whether Disney is ready.”

Some of AT&T’s top executives traveled to Washington for the announcement. AT&T CEO Randall Stephenson remained at company headquarters in Dallas, and he learned of the ruling when AT&T general counsel David McAtee called him, a spokesperson said.

The Time Warner deal is a crucial achievement for Stephenson, who views AT&T as competing with Google, Facebook, Netflix and other Silicon Valley giants.

Related: AT&T-Time Warner ruling: The media industry hangs in the balance

Outgoing Time Warner CEO Jeff Bewkes also learned the news from a phone call, and he was relieved and very happy about the ruling, a spokesperson said.

AT&T announced plans to acquire Time Warner on October 22, 2016. That same day, Donald Trump, then a candidate for president, pledged that his administration would block the deal.

“As an example of the power structure I’m fighting, AT&T is buying Time Warner and thus CNN, a deal we will not approve in my administration because it’s too much concentration of power in the hands of too few,” he said.

More than a year later, the Trump Justice Department sued to stop the deal.

Related: Was Trump a factor? Time Warner says DOJ suit was motivated by politics

The government alleged that a combined AT&T-Time Warner would have too much leverage in negotiations with television distributors, which would hurt competitors, harm innovation and could lead to increased cable prices for consumers.

AT&T and Time Warner say the combined company can leverage viewer data to make better content to sell more targeted ads, which they claim could help lower prices for consumers.

During the trial, the judge heard from dozens of witnesses, including Stephenson and Bewkes.

Initially, AT&T and Time Warner planned to use a “selective enforcement” defense, alleging that the administration was blocking the deal because of Trump’s dislike of CNN.

But Leon blocked discovery on certain White House communications that AT&T and Time Warner were seeking, and the companies dropped that defense, choosing to litigate the case on pure antitrust grounds. </s> A US federal judge cleared AT&T's planned acquisition of Time Warner overnight, drawing to a close the six-week antitrust trial which saw regulators and the White House argue that the $85bn deal would give AT&T undue leverage. Judge Richard Leon of the US District Court for the District of Columbia ruled the government, which claimed AT&T's acquisition would hurt competition in the pay-TV market, had "failed to meet its burden to establish that the proposed transaction is likely to lessen ... </s> AT&T announced Thursday evening that it has completed the acquisition of Time Warner. The announcement comes two days after a judge ruled that the deal does not violate antitrust laws.

"The content and creative talent at Warner Bros., HBO and Turner are first-rate. Combine all that with AT&T's strengths in direct-to-consumer distribution, and we offer customers a differentiated, high-quality, mobile-first entertainment experience," Randall Stephenson, chairman and CEO of AT&T, said in a statement. "We're going to bring a fresh approach to how the media and entertainment industry works for consumers, content creators, distributors and advertisers."

Time Warner head Jeff Bewkes is now officially the former chairman and CEO of the company; he will be a senior advisor during a transition period, AT&T said. Bewkes' direct reports will now report to John Stankey, who is the CEO of AT&T's media business.

Earlier Thursday, the Justice Department said in a court filing that it would not ask for a stay to stop the merger, and the companies and the Justice Department together said that the deal could be closed immediately.

On Tuesday, Judge Richard Leon had approved AT&T's $85 billion acquisition of Time Warner, rejecting the government's antitrust objections.

The Justice Department may still appeal the judge's ruling in the case.

"This does not mean we have made a decision about an appeal," a Justice Department spokesperson said. "We are still evaluating options."

Related: Judge approves $85 billion AT&T-Time Warner deal

AT&T and Time Warner had previously agreed not to close until six days after a ruling, to give the government time to consider asking for a stay.

The deal will unite Time Warner's TV shows and movies with AT&T's enormous distribution system, including cell phone and satellite networks.

Leon took apart the government's case in his opinion. In an unusual move, he warned the government against asking him for a stay. He said a stay would be "manifestly unjust" because it would effectively kill the acquisition.

AT&T argued the deal was critical to its survival in an industry increasingly dominated by Netflix, Facebook and other newcomers. The Justice Department said a combination would harm competition and raise prices for consumers.

Related: Which media companies are still up for grabs?

Officials in the Justice Department's antitrust division were "disappointed but not surprised" because the judge seemed to cast doubt on their arguments during trial, a source with knowledge of the department's thinking said.

Leon also told Justice Department lawyers in court that he did not believe the government was likely to win an appeal on the merits.

In a letter to the Justice Department, AT&T and Time Warner's lead lawyer, Daniel Petrocelli, laid out AT&T's plans for managing the Turner networks, which include CNN, HLN, TNT and TBS.

Turner will be managed as a "separate business unit," and AT&T will have no role in setting Turner's prices with distributors, the letter said. The number of Turner employees, pay levels and benefits "will remain largely unchanged," it said.

If a federal appeals court agrees to hear the case, it will probably go to a three-judge panel. A successful Justice Department appeal could undo the merger. If the government loses its appeal, it could still take the matter to the Supreme Court.

AT&T's acquisition of Time Warner is known as a vertical merger because the two companies do not directly compete with each other.

The Supreme Court has not heard a vertical merger case since the 1970s, and antitrust lawyers are eager for the high court to clarify modern standards on antitrust economics and law. </s> AT&T has announced the closure of an $85 billion deal to acquire Time Warner.

On Thursday, the wireless tech giant said the takeover is now complete and will give customers a "differentiated, high-quality, mobile-first entertainment experience."

The announcement was made only a few days after US District Court Judge Richard Leon ruled that the acquisition may proceed, with no special conditions attached.

In a statement, AT&T CEO Randall Stephenson said, "We're going to bring a fresh approach to how the media and entertainment industry works for consumers, content creators, distributors, and advertisers."

In order to finance the deal, AT&T has issued 1.185 million shares of common stock and paid $42 billion in cash. Including net debt accrued from Time Warner, AT&T now has $180.4 billion in net debt.

Under the terms of the deal, Time Warner shareholders will receive 1.4 shares of AT&T common stock, alongside $53.75 in cash per Time Warner share.

TechRepublic: AT&T looks to improve US public safety with network dedicated to first responders

The former chairman and CEO of Time Warner, Jeff Bewkes, will remain as a senior advisor during the transition period.

The Trump Administration will not be pleased with the news, having opposed the merger.

The US Department of Justice (DoJ) had sued to quash the deal, claiming that such a takeover would hamper competition, reduce innovation in the media and pay-TV space, and would eventually result in price hikes for consumers.

In particular, the DoJ argued that AT&T's ownership of satellite television provider DirecTV and Time Warner -- together with its Turner subsidiary -- could harm rival pay-TV companies. The DoJ has previously said the merged company could use Time Warner content as a "weapon" to hike up prices.

However, Leon ruled that the US government had failed to prove the acquisition was not permissible under antitrust rules.

The DoJ has 60 days to appeal the court's ruling, even though the acquisition has closed.

However, the US agency has not requested a freeze on the ruling while deciding whether or not to challenge the deal.
• Equifax names former IBM Watson exec as new CTO </s> A federal judge has approved AT&T's $85 billion deal to acquire Time Warner. How will the decision impact other telecom and media giants, along with their customers? </s> WASHINGTON -- AT&T and Time Warner have completed their merger, one of the biggest media deals ever, just two days after a federal judge approved the combination over objections by the Trump Justice Department that it would hurt consumers and competition.

The merger could shape the way consumers stream TV and movies and how much they pay, and may usher in a new era of accelerating change and deal making in the media and telecom worlds.
• None Wave of corporate mergers seen in wake of AT&T, Time Warner deal 



The deadline to complete the merger was next week, but the closing came swiftly after the Justice Department signaled it wouldn't ask the court to postpone the merger while it pondered an appeal of the judge's decision.

On Tuesday, U.S. District Judge Richard Leon ruled against the government's attempt to block the megamerger on anti-competitive grounds. The Trump administration had opposed the merger, which promises to join one of the country's biggest telecom providers with a media powerhouse that owns the Warner Bros. movie studio and DC Comics as well as the cable-TV networks CNN, HBO, TBS and TNT.

The Justice Department had pressured Time Warner to sell Turner Broadcasting, which includes the cable news operation CNN, or other segments of the business, which both companies resisted. They've now won that bet.

In his opinion, Leon cited the "tectonic changes" brought about by the likes of Netflix, Hulu and Amazon and consumers choosing to cut the cable cord. "AT&T and Time Warner concluded that each had a problem the other could solve," he wrote. "Together, AT&T and Time Warner concluded that both companies could stop 'chasing taillights' and catch up with the competition." </s> Shares of AT&T sank about more than 4.8% in overnight trading into Wednesday morning following a judge's ruling that the telecom giant could proceed with its $85.4 billion takeover of Time Warner Cable after twenty months of of uncertainty.

Time Warner were up about 3.6% in early trading Wednesday following the news.

The deal is widely considered to be a harbinger of future media mergers that could radically shift how Americans consume television and movies going forward. Most notably, Disney's ongoing offer to buy 21st Century Fox for $52.4 billion, which Comcast is expected to compete against.

The Department of Justice, as well as President Donald Trump, had originally opposed the merger. The deal could "greatly harm American consumers" through "higher monthly bills and fewer of the new, emerging innovative options that consumers are beginning to enjoy," Makan Delrahim, head of the Justice Department's antitrust division, said when announcing the suit last year.

AT&T rebuffed those claims made by the Justice Department and Trump, saying similar mergers are "routinely approved because they benefit consumers without removing any competitor from the market."

The merger is considered "vertical" because it would combine Time Warner, which makes programming, with AT&T, a distributor of that content, which would then have access to more Time Warner brands like HBO, TNT, TBS, and CNN. </s> WASHINGTON — AT&T's $85.4 billion acquisition of media giant Time Warner can proceed, a federal judge said Tuesday.

U.S. District Judge Richard Leon ruled that the combined companies do not pose a danger to consumers, a decision that amounts to a resounding win for the two companies.

Leon ruled that AT&T can buy all of Time Warner without any conditions, such as selling certain assets or agreeing to refrain from raising prices. Industry analysts had expected AT&T to win, but many speculated that the judge would force the company to agree to certain measures.

The judge, based in Washington, has spent the last few months listening to arguments for and against the deal. AT&T and Time Warner claimed the deal will be good for consumers and help them compete against tech companies such as Google and Facebook. The Department of Justice, with the support of President Donald Trump, opposed the merger, arguing that the combined companies would be too powerful and reduce competition.

Makan Delrahim, the antitrust chief of the DOJ, said in a statement that he and his staff are "disappointed" but will "closely review the Court's opinion and consider next steps," leaving the door open for an appeal of the ruling.

The acquisition will create one of the most powerful companies in global media, marrying AT&T's widespread consumer distribution capabilities with the crown jewels of Time Warner, including HBO, Warner Bros. film and TV studios, and TV channels including CNN, TNT and TBS.

Gary Ginsberg, executive Vice President of Time Warner, said that they were happy with the decision.

“We are grateful to the court for seeing it the way we did, for recognizing this case was meritless," Ginsberg said. “It was political and should never have been brought in the first place."

Ginsberg added that Time Warner CEO Jeff Bewkes is “happy and relieved.”

Approval of the deal is expected to trigger more deals that could redraw the media and marketing landscape. Comcast is now expected to make an aggressive bid for parts of 21st Century Fox, which already has a deal to sell some of its entertainment assets to Disney.
AT&T completes its acquisition of Time Warner. The announcement comes two days after a judge ruled that the deal does not violate antitrust laws.