paramount

Paramount Skydance’s proposed takeover of Warner Bros. Discovery cleared a major hurdle Thursday as Warner stockholders overwhelmingly embraced the $111-billion deal.

Approval was expected. Paramount Chairman David Ellison’s proposal would pay Warner investors $31 a share — four times the price of the company’s stock a year ago. Warner Bros. officials did not disclose the precise vote count during the nine-minute special shareholder meeting beyond saying the merger “received sufficient votes and has overwhelmingly passed.”

Paramount offered the generous premium to compete with, and ultimately triumph over, Netflix, which withdrew from the auction in late February after Ellison’s father, Oracle billionaire Larry Ellison, agreed to guarantee the financing of his son’s deal.

The merger would create a new Hollywood behemoth by giving Paramount, which owns CBS and the Melrose Avenue film studio, such valuable assets as HBO, HBO Max, CNN, TBS, Food Network and Warner Bros.’ film and television studios in Burbank. Warner controls beloved TV shows, franchises and movies, including “Casablanca,” Harry Potter, D.C. Comics, “Game of Thrones,” “Euphoria,” “The Pitt,” and “Rooster.”

“Shareholder approval marks another important milestone towards completing our acquisition of Warner Bros. Discovery, building on our successful equity and debt syndications and progress across regulatory approvals,” Paramount said Thursday in a statement. “We look forward to closing the transaction in the coming months and realizing the creation of a next-generation media and entertainment company that better serves both the creative community and consumers.”

Paramount now must secure regulatory approvals in the U.S. and abroad. Ellison, who is poised to honor President Trump with a dinner Thursday evening in Washington, hopes to complete the deal by late summer.

Shareholders, however, made known their disdain for Warner Chief Executive David Zaslav’s proposed golden parachute, which could swell to $887 million, depending on when the transaction closes. His cash, stock and options would be valued at more than $550 million. Warner board members also agreed to pay his tax bill, which could approach $330 million, should the merger be completed by year’s end.

Shareholders, in a non-binding vote, voted against Zaslav’s package.

Paramount’s deal has encountered significant opposition in Hollywood and beyond.

More than 4,000 filmmakers, actors and industry workers, including Ben Stiller, Bryan Cranston, Ted Danson, J.J. Abrams and Kristen Stewart have signed an open letter asking California Atty. Gen. Rob Bonta and other regulators to block the deal.

Opponents fear the consolidation would be lead to massive layoffs and diminish the quality of programming that Warner Bros., CNN and HBO are known for. Hollywood has sustained thousands of layoffs over the last six years; the film production economy hasn’t recovered from shutdowns during the 2023 labor strikes.

“This is already an incredibly consolidated industry where writers have seen merger after merger leave fewer and fewer companies in control of what our members can get paid to write,” Michele Mulroney, president of the Writers Guild of America West, said Wednesday during a press briefing organized by Free Press and other progressive groups that oppose the merger.

“A combined Warner Bros. and Paramount would create a media behemoth with tremendous leverage to reduce content, to raise prices, to increase control of production, to suppress member compensation, worsen working conditions and silence the voices of our members,” Mulroney said.

Trump has long agitated for changes at CNN, and few expect his Justice Department to block the transaction. Defense Department Secretary Pete Hegseth echoed the sentiment. “The sooner David Ellison takes over that network the better,” Hegseth told reporters in March.

It’s unclear whether Bonta or other state attorney generals will file a lawsuit to try to stop the deal. Bonta previously told The Times that his office is reviewing the consolidation.

“This deal can get blocked. I personally think it will get blocked — or undone,” Alvaro Bedoya, former Federal Trade Commission member who now serves as a senior adviser to the American Economic Liberties Project, told reporters Wednesday. He pointed to other proposed mergers that unraveled due to fierce opposition, including the proposed combinations of grocery giants Kroger and Albertson’s.

David Ellison has promised to keep HBO entact and the Paramount and Warner Bros. movie studios humming. He promised cinema owners last week that a combined Paramount-Warner Bros. would release 30 movies into theaters each year.

“This transaction uniquely brings together complementary strengths to create a company that can greenlight more projects, back bold ideas, support talent across multiple stages of their careers,” Paramount said in a statement to push back on the opposition. The company would have the power to “bring stories to audiences at a truly global scale — while strengthening competition by ensuring multiple scaled players are investing in creative talent.”

To finance the Warner takeover, Ellison’s billionaire father, Larry Ellison, has agreed to guarantee the $45.7 billion in equity needed. Bank of America, Citibank and Apollo Global have agreed to provide Paramount with more than $54 billion in debt financing.

Paramount has enlisted a former Trump administration official, lawyer Makan Delrahim, who served as Trump’s antitrust chief during the president’s first term.

In a confident move, Delrahim filed to win the Justice Department’s blessing in December — even though Paramount didn’t have an agreement with Warner Bros. Discovery’s board at the time. In February, a key deadline for the Justice Department to raise issues with Paramount’s proposed Warner takeover passed without comment from the Trump regulators.

Paramount Skydance Chief Executive David Ellison made his case directly to theater owners Thursday, pledging to release a minimum of 30 films a year from the combined Paramount and Warner Bros. Discovery company during a speech at the CinemaCon trade convention in Las Vegas.

“I wanted to look every single one of you in the eye and give you my word,” Ellison said in a brief on-stage speech, adding that Paramount has already nearly doubled its film lineup for this year with 15 planned releases, up from 8 in 2025.

He also said all films will remain in theaters exclusively for 45 days, starting Thursday. Films will then go to streaming platforms in 90 days. The amount of time that films stay in theaters — known as windowing — has been a controversial topic for theater owners, as some studios reduced that period during the pandemic. Theater operators have said the shortened window has trained audiences to wait to watch films at home and cuts into theater revenues.

“I have dedicated the last 20 years of my life to elevating and preserving film,” said Ellison, clad in a dark jacket and shirt with blue jeans. “And at Paramount, we want to tell even more great stories on the big screen — stories that make people think, laugh, dream, wonder and feel — and we want to share them with as broad an audience as possible.”

Ellison’s CinemaCon appearance comes as more than 1,000 Hollywood actors and creatives have signed a letter opposing Paramount’s proposed acquisition of Warner. Supporters of the letter have said the deal would reduce competition in the industry and “further consolidate an already concentrated media landscape.”

Some theater operators have also questioned whether the combined company could achieve its goal of releasing 30 films a year, particularly after the cost cuts that are expected after the merger closes.

“People can speculate all they want — but I am standing here today telling you personally that you can count on our complete commitment,” Ellison said. “And we’ll show you we mean it.”

The speech came after a star-studded video directed by “Wicked: For Good” director Jon M. Chu that was shot on the Paramount lot on Melrose Avenue and showcased directors and actors including Issa Rae, Will Smith, Chris Pratt, James Cameron and Timothée Chalamet that are working with the company.

The video closed with “Top Gun” actor Tom Cruise perched atop the Paramount water tower.

“As you saw, the Paramount lot is alive again,” Ellison said after the video. “And we could not be more excited.”

CBS hasn’t given up on producing an original late-night show — despite easing Stephen Colbert out the door.

“The Late Show With Stephen Colbert” ends next month after CBS canceled the popular program, citing financial pressures. The network’s top two executives told reporters during a press briefing in Hollywood on Wednesday that the network still wants to be a player in the 11:35 p.m. hour.

CBS struck a one-year deal with media mogul Byron Allen to bring his “Comics Unleashed” syndicated show to the prominent time slot once occupied by David Letterman until Colbert took the mantle a decade ago. President Trump, in social media posts, has taken credit for getting Colbert, whom he dislikes, tossed off the air.

Colbert’s final broadcast will be May 21.

Beyond the stop-gap arrangement with Allen, network executives acknowledged they don’t have a long-term plan for the late-night hours — but development executives are working on it.

“We are still going to develop other ideas, other concepts,” said George Cheeks, whose role as chair of TV Media at Paramount includes running CBS. He added that Allen’s programs, including “Funny You Should Ask” at 12:35 a.m., will allow the company to immediately turn a small profit — an increasingly critical mandate as CBS prepares to absorb the high cost of keeping NFL football on its schedule.

“If we are going to go back into that space, we have to go back into that space with a different financial model,” Cheeks said, in contrast to a show set in a theater with a band, live audience and large group of writers and support staff to stage a nightly show with numerous guests.

“I grew up in late night — I believe in late night,” Cheeks said. “The reality is that the reach is still there, but the reach is primarily on YouTube.”

It’s become increasingly difficult for CBS or other major networks to make money on a topical show when the majority of the audience, particularly younger viewers, watch snippets on YouTube.

CBS Entertainment President Amy Reisenbach acknowledged the network wasn’t actively developing a replacement late-night show; instead the effort was in the brainstorming stage. “They’re just conversations at this point,” she said.

CBS can make money on “Comics Unleashed” because Allen pays CBS for the hours and covers production costs. In return, Allen’s company receives most of the commercial spots in the programs, which his company can sell to advertisers to defray its costs.

Cheeks dismissed concerns that Allen’s programs, which have been in syndication for years, would not be viewed as “CBS-level quality.” He called Allen “a great partner.”

“Comics Unleashed” has run at 12:35 a.m., but CBS is moving it one hour earlier on the schedule, where it will have more exposure and benefit from running immediately after TV stations’ local late news. “Funny You Should Ask” will air in the 12:35 a.m. time slot.

“I actually think the shows are strong. … They have a point of view,” Cheeks said of Allen’s programs. “It’s a change in format … a change from what people are used to.”

It’s been a rough year for CBS.

The last 12 months have included a nasty spat with Trump over a “60 Minutes” segment with Kamala Harris, which Paramount ended by paying the president $16 million. Then came the tempest over Colbert’s cancellation just days after he called the Trump settlement “a big fat bribe.”

The network got new owners — David Ellison and Skydance Media — in August and Ellison promptly installed a new boss at CBS News, Bari Weiss, who has made talent moves to shake up the division.

Six weeks ago, Paramount prevailed in the bidding war for Warner Bros. Discovery — a deal that will bring more turmoil to Paramount, CBS and Hollywood production.

Because of last year’s Paramount change in ownership, the NFL has the ability to reopen the network’s TV license deal, which is expected to increase the cost of retaining the NFL by as much as $1 billion a year, potentially cutting into CBS’ programming budget.

“Capital allocation is always a major consideration,” Cheeks said. “But I would harken back to something that David Ellison said recently, which was content investment was mission critical to the future of this company.”

CBS unveiled its new fall schedule Wednesday, announcing that fan-favorite LL Cool J was returning to star in a new show, “NCIS: New York,” with Scott Caan, and the introduction of a new legal drama, “Cupertino,” from hit-making executive producers Robert and Michelle King. CBS will serve up two other new shows, including a comedic drama, “Einstein,” and a half-hour vampire family comedy, “Eternally Yours.”

Cheeks also acknowledged that, for the first time in 18 years, CBS would not end the television season in first place in viewers. This year, that honor goes to NBC, which broadcast a blockbuster February with the Super Bowl and the Winter Olympics.

A constellation of stars are lining up against Paramount’s proposed takeover of Warner Bros. Discovery, expressing fears the blockbuster merger would devastate the industry and shrink production jobs.

The letter was signed by nearly 1,000 artists and movie creators, including such big names as Ben Stiller, Bryan Cranston, Noah Wyle, Joaquin Phoenix, Kristen Stewart and Jane Fonda, whose group the Committee for the First Amendment, helped organize the campaign.

“This transaction would further consolidate an already concentrated media landscape, reducing competition at a moment when our industries—and the audiences we serve—can least afford it,” according to the letter. “The result will be fewer opportunities for creators, fewer jobs across the production ecosystem, higher costs, and less choice for audiences in the United States and around the world.”

The Hollywood workforce has shrunk by more than 42,000 jobs between 2022 and 2024, according to a recent study. The economy has not bounced back following shutdowns due to the COVID-19 pandemic, followed by the twin labor strikes three years ago.

Thousands of film workers have been searching for work — but many of the big opportunities have moved abroad.

The strikes prompted studio executives to reset their output after previously spending big to build streaming services to compete with Netflix.

Two other consolidations led to widespread cutbacks: Walt Disney Co.’s acquisition of Fox entertainment assets in 2019, and Discovery’s takeover of AT&T’s WarnerMedia four years ago.

The resulting entity — Warner Bros. Discovery, led by David Zaslav — instituted deep cost cuts and thousands of layoffs to cut expenses because the firm was nearly drowning in deal debt — $43 billion — from the day Zaslav took the helm.

Paramount’s proposed takeover of Warner Bros. would result in a significantly higher debt load, $79 billion in debt, prompting concerns from the group and others about further cuts.

Tech scion David Ellison, son of billionaire Oracle co-founder Larry Ellison, is leading the effort to buy Warner Bros. Discovery to prop up Paramount, which the family acquired in August. Ellison’s Paramount Skydance prevailed in a nearly six month bidding war in late February after Netflix bowed out when the elder Ellison agreed to financially back his son’s $111-billion deal.

Warner shareholders will be asked to approve the merger April 23.

Ellison is pushing to wrap the deal up this summer.

“We are deeply concerned by indications of support for this merger that prioritize the interests of a small group of powerful stakeholders over the broader public good,” the letter said. “The integrity, independence, and diversity of our industry would be grievously compromised. Competition is essential for a healthy economy and a healthy democracy. So is thoughtful regulation and enforcement.”

The group urged California Atty. Gen. Rob Bonta and his fellow state attorneys general to sue to block the transaction.

Bonta has told The Times that his office is reviewing the transaction to see if it violates anti-trust rules. Two historic movie studios, several streaming services and dozens of cable channels would be brought under one roof.

“Media consolidation has already weakened one of America’s most vital global industries,” the group said, “one that has long shaped culture and connected people around the world.”

Bonta’s office is leading the charge against another merger, TV station giant Nexstar Media Group’s $6.2-billion takeover Virginia-based Tegna. Eight state attorneys general, including Bonta, have sued to block that deal. A judge is expected to rule on whether to issue a preliminary injunction later this week.

Paramount President Jeff Shell is expected to exit the company after being entangled in a legal battle with a controversial Las Vegas gambler and self-styled “fixer.”

Shell has been negotiating his exit and is expected to leave imminently after just eight months on the job, said two people familiar with the matter who were not authorized to comment publicly.

The veteran entertainment executive officially joined the media company with David Ellison’s takeover in August, though he had been a key member of Ellison’s team for nearly two years as the group worked to assemble the pieces of the tech scion’s growing empire. Ellison’s Skydance Media acquired Paramount and then pulled off a stunning $111-billion deal to buy Warner Bros. Discovery in late February.

Shell brought substantial experience running a media company to Ellison’s inner circle, a group that included former investment bankers and others who haven’t run a large-scale enterprise. Shell also served as a member of Paramount’s board and is expected to leave that role, too.

His exit comes after the high-roller, Robert James “R.J.” Cipriani, sued Shell in Los Angeles County Superior Court on March 9, alleging fraud and breach of an oral contract. Cipriani claimed that he provided Shell with “sophisticated, high-value crisis communications services,” according to his suit. He alleged Shell spilled corporate secrets, which Shell has denied, and also failed to deliver on a verbal pledge to help Cipriani develop an English-language version of a Roku TV Spanish music show.

Shell maintains Cipriani fictionalized the two men’s dealings, then spread “false and salacious lies to extract a massive payday.” Cipriani has been seeking $150 million in damages. Shell filed a counterclaim, saying the two men met only twice and that Shell owed him nothing.

The legal skirmish cast a cloud over Shell’s tenure helping lead the company because the Ellisons wanted to stay focused on their Warner Bros. takeover and lining up regulators approvals in the U.S. and abroad. The Cipriani controversy made Shell’s future at Paramount untenable, the sources said.

Shell’s departure comes three years after he was ousted as NBCUniversal chief executive.

NBCUniversal-owner Comcast hired a law firm to investigate him after a CNBC anchor filed an internal sexual harassment claim against him. Shell stepped down, acknowledging that he’d had an “inappropriate relationship” with the journalist, who has since left the company.

The job at Paramount was envisioned to be his second act.

Shell’s dealings with Cipriani began with an August 2024 meeting at litigator Patty Glaser’s Century City office. At the time, Glaser represented both men and urged Cipriani to “cease” his efforts to drum up damaging stories about Shell, who was trying to recover from the scandal that cost him his job at NBC.

Jeff Shell, Paramount Skydance president.

(Paramount / Skydance)

The most serious of Cipriani’s allegations was that he made a report about Shell to the U.S. Securities & Exchange Commission that Shell had discussed highly sensitive Paramount information with him: Paramount’s proposed $7.7-billion deal with the UFC owner to bring the mixed-martial arts fights to CBS and other Paramount outlets. Shell, in his lawsuit, denied the allegation.

Robert James “R.J.” Cipriani in Amazon Prime Video’s 2025 series, “Cocaine Quarterback.”

(Courtesy of Prime)

Paramount’s brass hired the Gibson Dunn law firm to investigate Shell’s surreptitious dealings with Cipriani. Investigators have been reviewing whether Shell had divulged any secrets. The review is still pending.

“Nobody believed me,” Cipriani said Wednesday. “The best thing I did was cooperate with Gibson Dunn and showed them that the texts were real.”

It’s unclear whether Ellison will look to bring in other experienced media executives or look to senior Warner Bros. Discovery executives following Paramount’s proposed takeover of that company.

Warner Bros. Discovery shareholders will soon render a verdict on Hollywood’s biggest merger in nearly a decade.

Warner has set an April 23 special meeting of stockholders to vote on the company’s proposed sale, for $31-a-share, to the Larry Ellison family’s Paramount Skydance.

The $111-billion deal is expected to reshape the entertainment industry by combining two historic film studios, dozens of prominent TV networks, including CBS, HBO, HGTV and Comedy Central, streaming services and prominent news organizations, CNN and CBS News. The tie-up would give Paramount such beloved characters as Batman, Wile E. Coyote, and Harry Potter, television shows including “Hacks,” and “The Pitt,” and a rich vault of movies that includes “Casablanca,” and “One Battle After Another.”

The $31-a-share offer represents a 63% increase over Paramount Chairman David Ellison’s initial $19-a-share proposal for the company in mid-September, and a staggering 150% premium over Warner’s stock’s trading levels prior to news of Ellison’s interest.

“This transaction is the culmination of the Board’s robust process to unlock the full value of our world-class portfolio,” Warner Bros. Discovery Chief Executive David Zaslav said Thursday in a statement. “We are working closely with Paramount to close the transaction and deliver its benefits to all stakeholders.”

Paramount hopes to finalize the takeover by September. It has been working to secure the blessing of government regulators in the U.S. and abroad.

Should those regulatory deliberations stretch beyond September, Paramount will pay shareholders a so-called “ticking fee” — an extra 25 cents a share for every 90-day-period until the deal closes.

The transaction will leave the combined company with nearly $80-billion in debt, a sum that experts say will lead to significant cost cuts.

Paramount Skydance Chairman and CEO David Ellison attends President Trump’s State of the Union address three days before clinching his hard-fought Warner Bros. Discovery deal.

(Mark Schiefelbein / Associated Press)

For weeks it appeared that Netflix would scoop up Warner Bros.

Netflix initially won the bidding war in early December with a $27.75 offer for the studios and streaming services, including HBO Max. But Ellison refused to throw in the towel. He and his team continued to lobby shareholders, politicians and Warner board members, insisting their deal for the entire company, including the cable channels, was superior and they had a more certain path to win regulatory approval.

The Ellison family is close to President Trump. This week, Trump named Larry Ellison to a proposed White House council on technology issues, including artificial intelligence.

Warner’s board, under pressure, reopened the bidding in late February to allow Paramount to make its case. Warner board members ultimately concluded that Paramount’s bid topped the one from Netflix and the streamer bowed out. Paramount paid a $2.8-billion termination fee to Netflix and signed the merger agreement on Feb. 27.

Warner’s board is advising its shareholders to approve the Paramount deal. Failure to cast a vote will be the same as a no-vote, according to the company’s proxy.

Warner’s largest shareholders include the Vanguard Group, BlackRock, Inc. and State Street Corp.

Zaslav has significant stock and options holdings, worth about $517 million at the deal’s close, according to the proxy.

The regulatory filing also disclosed that a mysterious bidder had surfaced at the auction’s 11th hour.

A firm called Nobelis Capital, Pte., reportedly based in Singapore, alerted Warner on Feb. 18 that it was willing to pay $32.50 a share in cash.

The firm said it had placed $7.5 billion into an escrow account. However, Warner’s bankers “could not find the purported deposit at J.P. Morgan,” according to the proxy. And there was no evidence that Nobelis had any assets or any “equity or debt financing” lined up, Warner said, adding that it “took no further action with respect to the Nobelis proposal.”

Democratic lawmakers are demanding scrutiny into Paramount Skydance’s financial backers amid rising concerns about potential foreign influence of U.S. media properties.

In a letter this week to Federal Communications Commission Chairman Brendan Carr, seven U.S. senators criticized Carr’s suggestion that Paramount’s $111-billion bid for Warner Bros. Discovery, backed by billionaire Larry Ellison and his family, was on a fast track to receive FCC approval with scant oversight.

Such complicated mergers typically receive an intense government review. The proposed merger would combine two legendary film studios, dozens of cable channels, HBO, CBS and two major news organizations, CNN and CBS News.

Ellison and his son, David, who chairs Paramount, are friendly with President Trump, who has long agitated for changes at CNN, which is slated to be absorbed by Paramount.

The company has said it expects to complete the deal by the end of September.

The Democrats expressed concerns that the fix may be in. Trump’s Justice Department has been reviewing whether the merger would violate U.S. antitrust laws, but a key deadline passed last month without comment from the department’s antitrust regulators.

Also at issue is the Middle Eastern money the Ellison family has been expecting to pull off Paramount’s leveraged buyout of its larger entertainment company rival. The acquisition would leave the combined company with nearly $80 billion in debt.

Late last year, Paramount disclosed that it had lined up $24 billion from wealth funds representing the royal families of Saudi Arabia, Qatar and Abu Dhabi, who would then become equity partners in the combined company.

Paramount has described the funds as largely passive investors, saying the royal families would not have input into corporate decision-making. They also would not control seats on the Paramount-Warner board.

Congressional Democrats previously have warned about potential national security concerns. The senators, led by Cory Booker (D-N.J.) and Chuck Schumer (D-N.Y.), remain concerned, particularly because the transaction will help shape the future of Hollywood production and the direction of key news outlets, including CNN, which maintains a strong presence around the world.

Members of the party have called on Carr to conduct “a full and independent” analysis of the foreign ownership interests before signing off on the merger. The FCC could play an important role, they said, because the tie-up includes Paramount-owned CBS, which holds FCC broadcast station licenses.

Paramount declined to comment. FCC officials did not respond to a request for comment.

Booker and Schumer pointed to Carr’s comments at an industry conference in Spain earlier this month. During an appearance at the Mobile World Congress, Carr suggested the Paramount-Warner deal could be swiftly approved because the foreign investment would warrant only a “very quick, almost pro forma review,” Carr reportedly said.

The FCC has a duty to examine foreign ownership, the lawmakers said, referencing the U.S. Communications Act, which forbids owners from outside the U.S. from holding more than 25% of the equity or voting interests in an entity that maintains an FCC license.

The lawmakers mentioned the FCC’s move earlier this year to tighten its foreign ownership framework to bolster transparency.

Paramount has not yet disclosed its final list of equity partners.

The company previously disclosed its proposed partners in Securities & Exchange Commission filings. However, last month, the composition of the Paramount-Warner deal changed when Larry Ellison agreed to fully guarantee the $45.7-billion in equity needed to finance the $31-a-share buyout of Warner investors.

Before Ellison stepped up, Warner board members had expressed concerns about Paramount’s financing. The tech billionaire’s increased involvement helped carry the Paramount deal over the finish line. Netflix bowed out Feb. 26, ceding the prize to Paramount.

Still, Paramount is expected to line up billions of dollars from outside investors.

It would be significant if Saudi Arabia’s Public Investment Fund, the Qatar Investment Authority and Abu Dhabi’s L’imad Holding Co., contributed $24 billion to the deal, the Democrats wrote.

“This is not incidental capital, it represents roughly one-fifth of the total transaction value,” Booker and the others wrote. “And it is not clear that this will be the only foreign investment.”

Initially, Paramount included Chinese technology company Tencent Holdings as a minority investor, but Paramount later removed Tencent from the investor pool due to concerns about its problematic status — it has been blacklisted by the U.S. Department of Defense.

Bloomberg News reported earlier this month that Tencent might return to the fold.

“This constellation of foreign investment from China and from Gulf States, with complex and sometimes competing relationships with the United States, demands rigorous, not perfunctory review,” Booker and the others wrote.

The letter also was signed by Sens. Dick Durbin (D-Ill.), Elizabeth Warren (D-Mass.), Richard Blumenthal (D-Conn.), Sheldon Whitehouse (D-R.I.) and Mazie K. Hirono (D-Hawaii).

They keyed in on the role of Saudi Arabia’s sovereign wealth fund, saying it was controlled by Crown Prince Mohammed bin Salman “whom the U.S. intelligence community concluded ordered the murder of Washington Post journalist Jamal Khashoggi in 2018.”

The proposed $24-billion investment would give “these governments a significant financial stake in the future content, licensing, and strategic decisions of a combined entity that includes some of the most-watched news and entertainment networks in America.”

It is also unclear whether the current tensions in the Middle East over the Iran war will have an impact on Paramount’s investor syndicate.

Trump’s son-in-law Jared Kushner, a proposed Paramount investor, also withdrew late last year.

Paramount shares held steady at $9.17. The company’s stock is down 31% since Feb. 27, when the company prevailed in the Warner auction.

Should Paramount Skydance prevail in its $111-billion takeover of Warner Bros. Discovery, the Larry Ellison family would control two historic Hollywood film studios, dozens of cable channels, HBO and two legendary newsrooms, CBS News and CNN.

Concerns about the potential loss of more Hollywood jobs, and questions about newsroom independence dominated a hearing Friday to address Los Angeles’ crisis of shrinking film and TV production jobs.

Paramount wants to wrap up its Warner merger by September — a rapid timetable. The takeover deal, which was struck last month after Netflix bowed out, would put HBO and CNN under the control of Larry Ellison and his son David, the chairman of Paramount, which includes CBS.

Both Ellisons maintain friendly relations with President Trump. Those bonds, along with challenges to legacy media and changes at CBS News in recent months, sparked handwringing during the hearing called by Sen. Adam Schiff (D-Burbank) and Rep. Laura Friedman (D-Glendale).

“The questions surrounding this merger go beyond jobs, contracts and consumers,” Schiff said. “They also go to editorial independence of two of America’s most significant news organizations, CNN and CBS News.”

Trump has long agitated for changes at CNN, and members of his cabinet, including War Secretary Pete Hegseth, have openly cheered for an Ellison takeover of CNN.

To pave the way for the Ellisons’ purchase of Paramount, the company paid $16 million to Trump last summer to settle his lawsuit over edits to a “60 Minutes” interview with Kamala Harris in October 2024. Most 1st Amendment experts had deemed Trump’s suit “frivolous.”

Since the Ellisons took the helm, there has been a change in direction at CBS News and a reduction in its size and scope. Staff members at CNN are bracing for similar changes, including to the tone of its newscasts.

In addition to the long-term health of Los Angeles’ film economy, the merger’s fate could determine “whether we have state sponsored media … or whether we have journalists who can truly follow the story,” Friedman said.

A Paramount spokesperson declined to comment.

The deal is currently before regulators in the U.S. and abroad.

Paramount Chairman David Ellison has vowed to “build a stronger Hollywood,” by increasing the creative output of the two legendary movie studios — Paramount and Warner Bros. — to 30 theatrical releases a year. Warner Bros., which owns such prominent franchises as “The Matrix,” Batman, Harry Potter, “The Big Bang Theory,” and “Friends,” has long been one of Hollywood’s most prolific studios.

But Paramount has suffered from years of under-investment and Ellison and his team have been working to boost the film pipeline.

Ellison has also pledged to keep both studio lots and preserve HBO.

“HBO will continue to operate independently under our ownership, enabling it to create more of the world-class content it is renowened for,” Ellison wrote in the Feb. 28 letter to Schiff and Friedman, responding to their concerns about consolidation.

During Friday’s hearing, the lawmakers turned to former CNN anchor Jim Acosta, who famously jousted with Trump during his first term, for his reflections. He was asked whether any “guardrails” could protect against potential merger harms.

“If this merger goes through, the guard-rails are gone,” Acosta said bluntly. “If we continue to go down this road it will be lights-out for the news industry… We need media options that are not controlled by the wealthiest and most powerful people in the country.”

The hearing occurred the same day that CBS News imposed another sweeping round of layoffs and disbanded its CBS News radio network. It also came the same week as Trump’s Federal Communications Commission approved a massive television station merger, which will allow Texas-based Nexstar Media Group to control more than 250 stations, despite a legal challenge from state attorneys general.

The proposed Paramount-Warner merger would prompt at least $6 billion in cost savings, according to Paramount. Industry veterans warn that billions more in cuts may be necessary to make the deal math work.

A combined Paramount-Warner would carry nearly $80 billion in debt, a legacy of the proposed leveraged buyout and the mergers that came before it.

The hearing at Burbank City Hall —“Lights, Camera, Competition”: Promoting American Film Production,” — was wide-ranging. Award-winning actor Noah Wyle, the star and a producer of Warner Bros.’ “The Pitt,” discussed the need to bring more productions back to Los Angeles where thousands of out-of-work film professionals have been suffering. “The Pitt” is filmed in Burbank.

“Over the last six years, the aggregate effect of projects leaving the state in search of tax credits, the pandemic and last year’s fires has been a near cratering of our once thriving industry,” Wyle said. “We lost 42,000 film and TV jobs between 2022 and 2024.”

The hearing unfolded down the road from the massive Warner Bros. studio complex, and was held to explore ways to boost the Hollywood economy, including the potential for a national tax credit under consideration in Congress. The campaign is intended to keep film jobs in the U.S. amid an increased migration to Britain, where Warner Bros. maintains an expansive studio complex in London, and other countries that offer generous subsidies.

“Work in the entertainment industry is precarious,” said Matthew D. Loeb, International President of the International Alliance of Theatrical Stage Employees (IATSE). “Past studio mergers have meant fewer jobs.”

In remarks that are likely to stoke concerns through the corridors of CNN, Secretary of Defense Pete Hegseth said Friday he is looking forward to Paramount’s ownership of the network.

“The sooner David Ellison takes over that network the better,” Hegseth said during a morning briefing.

Hegseth’s invoking the name of the Paramount Skydance chief executive — whose company will take control of CNN once its deal to merge with Warner Bros. Discovery is finalized — amplified the fear many have that the cable news channel will seek to appease the Trump administration.

The typically combative Hegseth made the remarks after blasting CNN’s reporting on the U.S. military action in Iran. CNN said the Trump administration underestimated the impact its attack would have on the Strait of Hormuz, echoing the claims of other media outlets. Oil tankers have been unable to get through the passage due to attacks by Iranian drones, escalating gas prices as a result.

“CNN doesn’t think we thought of that,” Hegseth said. “It’s a fundamentally unserious report.”

Paramount declined to comment on the remarks by Hegseth, a former Fox News host who has a lot of experience in bashing the mainstream media. A CNN representative said the network stands by its reporting.

Trump has a friendship with Ellison’s father, Larry, and the two have reportedly discussed changes to CNN once Paramount takes ownership. But it’s the rare time such expectations have been offered up publicly by a top member of the administration.

Trump, who has long expressed disdain for CNN, expressed his preference for Paramount to prevail over Netfilx in its pursuit of Warner Bros. Discovery so that CNN would be in the hands of the Ellisons.

In his last public statement about CNN, David Ellison said he wants to be in the “truth business” and insisted there would be no corporate interference in the network’s coverage.

“CNN is an incredible brand with an incredible team, and we absolutely believe in the independence that needs to be maintained, obviously, for those incredible journalists, and we want to support that going forward,” Ellison told CNBC on March 5.

Paramount has been forced to battle the perception of that its news organizations will tilt to the right under its stewardship. One of David Ellison’s first moves after his company Skydance Media took over CBS was installing Bari Weiss as editor in chief of the network’s news division despite having no experience in TV news. Ellison acquired Weiss’s the Free Press, a centrist digital news site that often targets excesses of the political left and is staunchly pro-Israel.

The acquisition and the appointment of Weiss were seen as a way to help smooth the regulatory approval of Skydance’s acquisition of Paramount last year. CBS News has been under intense scrutiny for signs that is shifting its coverage to please the administration.

A number of CBS News journalists unhappy over the division’s direction under Weiss have already departed. Scott MacFarlane, the Justice Department correspondent who announced his exit Monday, was said to be particularly unhappy over the network’s handling of the anniversary of the Jan. 6, 2021, attack on the U.S. Capitol by Trump supporters who wanted to overturn the 2020 election results.

Anderson Cooper also passed on signing a new deal with “60 Minutes,” where he has been a correspondent since 2007. But with the merger, the CNN anchor will still be a part of the company.

Weiss’ has had some early missteps. The Jan. 6 story was among several highly criticized segments during the first week of “CBS Evening News with Tony Dokoupil.” She delayed a “60 Minutes” segment on the government’s use of an El Salvador prison to detain undocumented migrants for more reporting, only to have it air with minor changes. The delay prompted charges that Weiss was trying to placate the White House, which CBS denied.

Notwithstanding the controversy, some insiders contend there has
not been a significant shift in how CBS News is covering most stories.

The network was among the first to report that the severity of injuries to U.S. service members from an Iranian drone attack in Kuwait were far more serious than the government initially said.

CBS News is also moving ahead with the hiring of Jeremy Adler, once a top advisor to former congresswoman and outspoken Trump nemesis Liz Cheney, to handle communications for Weiss, according to people familiar with the plan who were not authorized to speak publicly.

Axios — citing unnamed sources — reported that White House officials are angry about Adler joining the network, as Cheney was vice chairman of the committee that investigated the Jan. 6 insurrection.

Cheney, the daughter of former Vice President Dick Cheney and one of the most conservative members of Congress during her time, supported Trump’s opponent Kamala Harris in the 2020 election.

Adler was Cheney’s deputy chief of staff and senior communications advisor from 2019 to 2023. He also served as a regional press secretary on now-Secretary of State Marco Rubio’s 2016 presidential campaign.

California Atty. Gen. Rob Bonta called out the federal government for largely vacating its role as antitrust regulator, saying it’s now up to California and other states to look out for consumers’ interests.

Bonta, the state’s top law enforcement officer, spoke Thursday at a Capitol Forum conference in Beverly Hills on antitrust issues and the future of Hollywood. His appearance came just days after the U.S. Department of Justice settled its case against Live Nation and Ticketmaster a week into a high-stakes trial, leaving state attorneys general to try to continue to fight that battle on their own.

The Justice Department’s about-face revealed a major fracture in antitrust enforcement. State attorneys general — particularly in Democratic-controlled states — say their role is becoming increasingly important to challenge alleged anti-competitive behavior.

President Trump has “abdicated the federal administration’s responsibilities to hold big corporations accountable to the law and protect a competitive marketplace,” Bonta said.

Bonta’s appearance comes as another major Hollywood merger appears to be sailing through its federal review with Trump’s tacit approval: Paramount Skydance’s proposed $110-billion deal for Warner Bros. Discovery.

The merger, announced late last month, has rattled Hollywood unions and some antitrust experts. It would combine legendary film studios, robust television production units and two prominent news organizations, CBS News and CNN, as well as dozens of cable channels.

“Paramount and Warner Bros. haven’t cleared regulatory scrutiny,” Bonta said. “My office has an open investigation into [the deal] and we intend to be vigorous in our review.”

California could bring its own lawsuit to block Paramount’s takeover, or join with other state attorney generals to launch legal proceedings to try thwart the deal or extract concessions — even if the Justice Department ultimately clears David Ellison’s deal.

Bonta outlined various concerns, including a continued contraction of Hollywood’s labor market, the consolidation of streaming services — Paramount+, HBO Max, Pluto and Discovery+ — and potentially higher prices and lower wages.

“There’s no industry as iconically California as the entertainment industry,” Bonta said. “It’s baked into California’s DNA.”

California Attorney General Rob Bonta vowed to drill into Paramount Skydance’s proposed takeover of Warner Bros. Discovery.

(Paul Kuroda/For The Times)

Paramount filed for Justice Department approval in December .

The maneuver started the regulatory review clock. And last month a key deadline for the Justice Department to raise concerns about Paramount’s proposed acquisition of Warner passed without comment from Washington.

Paramount has said it could finalize its deal by the end of September.

The architect of Paramount’s strategy, Chief Legal Officer Makan Delrahim, delivered his own keynote address, stressing the Ellison-family’s acquisition of Warner Bros. would not reduce competition and instead would be “a huge win for the creative community.”

“Paramount’s transaction with Warners is an opportunity to expand output, to grow the number of movies, shows and other content we are offering to the consumer,” Delrahim said, adding that will result in “more job opportunities,” including in Southern California, which is reeling from a production flight to other states and countries.

Delrahim conceded that Paramount was driven to buy Warner Bros. — it prevailed after Netflix bowed out — because Paramount is not big enough to compete in an industry dominated by technology giants.

He criticized the proposed Netflix deal, saying he doubted it would have passed regulatory muster due to Netflix’s strength in the streaming market.

Paramount still needs to win the support of Warner shareholders, and also gain regulatory approvals from the Justice Department, state attorney generals and overseas governments.

“This deal is a big win for Los Angeles, for California and for all communities that embrace filmmaking,” Delrahim said.

Tech mogul Larry Ellison has personally guaranteed the $45.7-billion in equity needed for the transaction . The company would have to take on more than $60-billion in debt — raising concerns among Hollywood workers about large-scale cost-cuts and layoffs.

“What is Paramount doing is …paying $110 billion to take out a rival,” said attorney Ethan E. Litwin, a former lawyer for TV networks, who also spoke at the conference. “When you take out a major rival in a highly concentrated industry … you are taking out competitors for projects. “

Bonta declined to say whether he would try to stop the Paramount-Warner merger.

Progressive State Leaders Committee, an affiliate of the Democratic Attorneys General Association, in December hired Rohit Chopra, a former director of the Consumer Financial Protection Bureau and former commissioner on the Federal Trade Commission, as a senior advisor. He will help coordinate efforts as the group, including Bonta, wages antirust enforcement battles.

“The federal government is just not enforcing the law,” Chopra said during Thursday’s conference. “Our states are really the last line of defense.”