Ellison’s White House Visit Escalates Battle Over Warner Bros. Discovery Deal

David Ellison’s private visit to the White House has sharpened political scrutiny around the contest for Warner Bros. Discovery, adding a new dimension to a commercial fight already defined by competing bids and regulatory uncertainty. Paramount has maintained its $30-per-share all-cash proposal but announced supplemental terms designed to reduce the downside of prolonged review: quarterly cash payments pegged at roughly $650 million beginning in 2027 to compensate shareholders for delay, and an offer to assume the $2.8 billion termination fee Warner Bros. Discovery would owe Netflix if that deal collapses. Those enhancements leave Paramount’s headline price unchanged while recasting the race as a contest over who better insulates investors from the costs of drawn-out approval processes. Regulators, meanwhile, are intensifying their scrutiny of Netflix’s proposed acquisition of HBO and the studio assets, a review that has been spotlighted by reporting of a Justice Department subpoena seeking information about Netflix’s practices. Netflix and Warner Bros. Discovery are preparing to defend their transaction at an upcoming regulatory panel that has signaled skepticism about market concentration, vertical integration and advertising effects — a session likely to probe subscriber overlap, distribution leverage and possible remedies. Warner Bros. Discovery’s shares reacted only modestly to Paramount’s enhanced pitch, edging up about one percent as most shareholders remain unconvinced. Paramount’s contingent payments and the termination-fee pledge are meant to appeal to fence‑sitting investors by monetizing delay risk, but they also expose Paramount to significant contingent liabilities if litigation or protracted review continues. The Ellison family’s political connections have focused attention on whether executive access could affect perceptions of the review, complicating the optics for directors tasked with choosing a path that balances price, regulatory prospects and reputational risk. For Netflix, the combination of DOJ interest and a probing regulatory panel increases the chance of conditions, divestitures or remedies that could shrink projected synergies or delay closing. Directors and advisers at Warner Bros. Discovery must now translate competing claims about speed and certainty into advice to shareholders ahead of a scheduled vote in late March or early April. Whatever outcome emerges, the battle will shape expectations about how antitrust authorities treat large content-and-distribution combinations and could set precedents for future media consolidation.