Paramount, a Skydance Corporation, and Netflix both want to purchase Warner Bros. Discovery but will face similar antitrust issues and might have to alter plans to satisfy regulators, according to a competition law guru.
Warner Bros. Discovery (WBD) agreed to sell its film and television studios and streaming platform, HBO Max, to Netflix in a cash-and-stock deal valued at $27.75 per share. But then Paramount announced Monday an all-cash tender offer to acquire WBD for $30.00 per share in cash, with the company suggesting it’s a “superior” offer.
Scott Wagner, co-head of the antitrust practice at Bilzin Sumberg, regularly guides clients through regulatory investigations conducted by the Department of Justice and other government agencies. He said both companies face significant challenges.
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“I think even with Paramount’s share of the streaming market — even though it’s less than Netflix — I think that the considerations would be very similar just on the streaming front, whether it’s Netflix or Paramount,” Wagner told Fox News Digital.
“Yeah, Netflix has a bigger market share. It may be less of a problem with Paramount,” he continued. “But I still think with Paramount’s market share, it’s a big enough market share that the combined company, it would still be looked at, you know, with a very close eye.”
Another factor is that Paramount’s proposed transaction is for the entirety of WBD — including its Global Networks segment that includes CNN and other cable assets — while Netflix is seeking to acquire only the studio and streaming divisions, leaving behind struggling cable holdings such as CNN.
Paramount controlling both CBS News and CNN would give the company a powerful share of traditional media, though Wagner said courts may also weigh newer outlets such as X, Substack and podcasts when defining the overall market.
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“From a technical antitrust perspective, the news side of things will probably be less of a concern than the streaming side,” Wagner said.
“You could certainly make an argument that the relevant market is the legacy media,” he continued. “But I think the better argument is probably that the market is broader than just the legacy media.”
Meanwhile, President Donald Trump insisted Wednesday that CNN be part of any sale.
“I think the people that have run CNN for the last long period of time are a disgrace,” Trump told reporters at the White House. “I think it’s imperative that CNN be sold because you certainly wouldn’t want to put people, just leave those people with some money, good money at CNN so that, you know, they can spend even more money spreading poison because it’s lies. It’s a disgrace. So, I wouldn’t want to see the same company end up with CNN.”
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Netflix hasn’t indicated it wants anything to do with the struggling network, but Wagner believes that could change if they want to successfully acquire WBD.
“If I were advising Netflix, my advice to them would be that you want to do whatever you can to get the DOJ to approve this deal,” Wagner said.
“I’m not gonna opine on what kind of influence the president’s off-the-cuff comments in a press conference have on the DOJ,” he continued. “But if you know taking on CNN is something that it needed to do to get the deal done, they might do it.”
Wagner suggested Netflix could even include CNN in the acquisition to satisfy regulators and then sell it once the deal is approved.
“That is certainly a possibility,” he said.
Either way, Wagner said the saga isn’t going to be decided anytime soon.
“A merger like this would generally take anywhere from a year to two years to get approved. And then there’s generally kind of a period after the approval — assuming it was approved — there’s generally a period after the approval to consummate the deal,” he said.
“It’s not just the U.S. that’ll be looking at this. The EU and other jurisdictions will also be looking at the acquisition,” he continued. “It’s also possible that you know an enforcer in another jurisdiction will be looking for some sort of change to the deal or some sort of spinoff that the U.S. doesn’t ask for.”
Fox News Digital’s Joseph A. Wulfsohn contributed to this report.
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