Sarandos

The morning after Netflix clinched its deal to buy Warner Bros., Paramount Skydance Chairman David Ellison assembled a war room of trusted advisors, including his billionaire father, Larry Ellison.

Furious at Warner Bros. Discovery Chief David Zaslav for ending the auction, the Ellisons and their team began plotting their comeback on that crisp December day.

To rattle Warner Bros. Discovery and its investors, they launched a three-front campaign: a lawsuit, a hostile takeover bid and direct lobbying of the Trump administration and Republicans in Congress.

“There was a master battle plan — and it was extremely disciplined,” said one auction insider who was not authorized to comment publicly.

Netflix stunned the industry late Thursday by pulling out of the bidding, clearing the way for Paramount to claim the company that owns HBO, HBO Max, CNN, TBS, Food Network and the Warner Bros. film and television studios in Burbank. The deal was valued at more than $111 billion.

The streaming giant’s reversal came just hours after co-Chief Executive Ted Sarandos met with Atty Gen. Pam Bondi and a deputy at the White House. It was a cordial session, but the Trump officials told Sarandos that his deal was facing significant hurdles in Washington, according to a person close to the administration who was not authorized to comment publicly.

Even before that meeting, the tide had turned for Paramount in a swell of power, politics and brinkmanship.

“Netflix played their cards well; however, Paramount played their cards perfectly,” said Jonathan Miller, chief executive of Integrated Media Co. “They did exactly what they had to do and when they had to do it — which was at the very last moment.”

Key to victory was Larry Ellison, his $200-billion fortune and his connections to President Trump and congressional Republicans.

Paramount also hired Trump’s former antitrust chief, attorney Makan Delrahim, to quarterback the firm’s legal and regulatory action.

Republicans during a Senate hearing this month piled onto Sarandos with complaints about potential monopolistic practices and “woke” programming.

David Ellison skipped that hearing. This week, however, he attended Trump’s State of the Union address in the Capitol chambers, a guest of Sen. Lindsey Graham (R-S.C.). The two men posed, grinning and giving a thumbs-up, for a photo that was posted to Graham’s X account.

David Ellison, the chairman and chief executive of Paramount Skydance Corp., walks through Statuary Hall to the State of the Union address at the U.S. Capitol on Feb. 24, 2026.

(Anna Moneymaker / Getty Images)

On Friday, Netflix said it had received a $2.8-billion payment — a termination fee Paramount agreed to pay to send Netflix on its way.

Long before David Ellison and his family acquired Paramount and CBS last summer, the 43-year-old tech scion and aircraft pilot already had his sights set on Warner Bros. Discovery.

Paramount’s assets, including MTV, Nickelodeon and the Melrose Avenue movie studio, have been fading. Ellison recognized he needed the more robust company — Warner Bros. Discovery — to achieve his ambitions.

“From the very beginning, our pursuit of Warner Bros. Discovery has been guided by a clear purpose: to honor the legacy of two iconic companies while accelerating our vision of building a next-generation media and entertainment company,” David Ellison said in a Friday statement. “We couldn’t be more excited for what’s ahead.”

Warner’s chief, Zaslav, who had initially opposed the Paramount bid, added: “We look forward to working with Paramount to complete this historic transaction.”

Netflix, in a separate statement, said it was unwilling to go beyond its $82.7-billion proposal that Warner board members accepted Dec. 4.

“We believe we would have been strong stewards of Warner Bros.’ iconic brands, and that our deal would have strengthened the entertainment industry and preserved and created more production jobs,” Sarandos and co-Chief Executive Greg Peters said in a statement.

“But this transaction was always a ‘nice to have’ at the right price, not a ‘must have’ at any price,” the Netflix chiefs said.

Netflix may have miscalculated the Ellison family’s determination when it agreed Feb. 16 to allow Paramount back into the bidding.

The Los Gatos, Calif.-based company already had prevailed in the auction, and had an agreement in hand. Its next step was a shareholder vote.

“They didn’t need to let Paramount back in, but there was a lot of pressure on them to make sure the process wouldn’t be challenged,” Miller said.

In addition, Netflix’s stock had also been pummeled — the company had lost a quarter of its value — since investors learned the company was making a Warner run.

Upon news that Netflix had withdrawn, its shares soared Friday nearly 14% to $96.24.

Netflix Chief Executive Ted Sarandos arrives at the White House on Feb. 26, 2026.

(Andrew Leyden / Getty Images)

Invited back into the auction room, Paramount unveiled a much stronger proposal than the one it submitted in December.

The elder Ellison had pledged to personally guarantee the deal, including $45.7 billion in equity required to close the transaction. And if bankers became worried that Paramount was too leveraged, the tech mogul agreed to put in more money in order to secure the bank financing.

That promise assuaged Warner Bros. Discovery board members who had fretted for weeks that they weren’t sure Ellison would sign on the dotted line, according to two people close to the auction who were not authorized to comment.

Paramount’s pressure campaign had been relentless, first winning over theater owners, who expressed alarm over Netflix’s business model that encourages consumers to watch movies in their homes.

During the last two weeks, Sarandos got dragged into two ugly controversies.

First, famed filmmaker James Cameron endorsed Paramount, saying a Netflix takeover would lead to massive job losses in the entertainment industry, which is already reeling from a production slowdown in Southern California that has disrupted the lives of thousands of film industry workers.

Then, a week ago, Trump took aim at Netflix board member Susan Rice, a former high-level Obama and Biden administration official. In a social media post, Trump called Rice a “no talent … political hack,” and said that Netflix must fire her or “pay the consequences.”

The threat underscored the dicey environment for Netflix.

Additionally, Paramount had sowed doubts about Netflix among lawmakers, regulators, Warner investors and ultimately the Warner board.

Paramount assured Warner board members that it had a clear path to win regulatory approval so the deal would quickly be finalized. In a show of confidence, Delrahim filed to win the Justice Department’s blessing in December — even though Paramount didn’t have a deal.

This month, a deadline for the Justice Department to raise issues with Paramount’s proposed Warner takeover passed without comment from the Trump regulators.

“Analysts believe the deal is likely to close,” TD Cowen analysts said in a Friday report. “While Paramount-WBD does present material antitrust risks (higher pay TV prices, lower pay for TV/movie workers), analysts also see a key pro-competitive effect: improved competition in streaming, with Paramount+ and HBO Max representing a materially stronger counterweight to #1 Netflix.”

Throughout the battle, David Ellison relied on support from his father, attorney Delrahim, and three key board members: Oracle Executive Vice Chair Safra A. Catz; RedBird Capital Partners founder Gerry Cardinale; and Justin Hamill, managing director of tech investment firm Silver Lake.

In the final days, David Ellison led an effort to flip Warner board members who had firmly supported Netflix. With Paramount’s improved offer, several began leaning toward the Paramount deal.

On Tuesday, Warner announced that Paramount’s deal was promising.

On Thursday, Warner’s board determined Paramount’s deal had topped Netflix. That’s when Netflix surrendered.

“Paramount had a fulsome, 360-degree approach,” Miller said. “They approached it financially. … They understood the regulatory environment here and abroad in the EU. And they had a game plan for every aspect.”

On Friday, Paramount shares rose 21% to $13.51.

It was a reversal of fortunes for David Ellison, who appeared on CNBC just three days after that war room meeting in December.

“We put the company in play,” David Ellison told the CNBC anchor that day. “We’re really here to finish what we started.”

Times staff writer Ana Cabellos and Business Editor Richard Verrier contributed to this report.

WASHINGTON — Warner Bros. Discovery is switching gears, announcing Thursday that Paramount Skydance’s revised bid tops the one on the table from Netflix.

The move is the latest twist in Hollywood’s biggest auction in years — and five months after Paramount Chairman David Ellison began his dogged pursuit of the larger media company. Netflix now has four business days to regroup and potentially submit a higher offer.

Warner Bros. Discovery said its board, in consultation with its bankers and lawyers, determined Paramount’s most recent offer constitutes a “superior proposal,” compared to the Netflix deal.

Paramount on late Monday bid to buy all of Warner Bros. Discovery for $31 a share in cash. Paramount had previously offered $30 a share.

Netflix has offered $27.75 a share — but the streaming giant only wants Warner’s HBO, HBO Max and the Warner Bros. film and television studios in Burbank. Concerns have been growing that Netflix would face push-back from regulators as it seeks to swallow one of Hollywood’s historic film studios behind “Superman,” “Casablanca” and “The Matrix.”

Paramount’s offer includes acquiring Warner’s cable television channels like CNN and HGTV.

“We are pleased WBD’s Board has unanimously affirmed the superior value of our offer, which delivers to WBD shareholders superior value, certainty and speed to closing,” said David Ellison, the chairman and chief executive of Paramount.

The new wrinkle comes as Netflix Co-CEO Ted Sarandos met with White House staffers on Thursday at a pivotal moment for the streaming giant, which has been navigating the high-stakes bidding war to acquire Warner Bros. Discovery.

Sarandos met with White House staff members and Justice Department officials, according to two people familiar with the meeting. The visit was arranged more than two weeks ago and President Trump was not scheduled to attend.

The White House and Netflix declined to comment on the substance of the meeting, but it comes as the media giant has come under pressure by the president to fire board member Susan Rice, a former Biden administration adviser that Trump recently called a “political hack.”

Trump warned that if Netflix did not fire Rice, the company would “pay the consequences.”

The president’s demands to fire Rice marked a shift in the president’s involvement with Netflix’s business as it seek to acquire Warner Bros — a bid that is being countered by Paramount.

In December, Netflix won the bidding for the storied studio and HBO, prompting Paramount executives to launch a multi-pronged strategy to scuttle the Netflix deal.

The Department of Justice has since opened an investigation to determine whether to try to block Netflix’s proposed $82.7-billion deal to take over Warner Bros. Discovery. Netflix has more than 300 million subscribers worldwide, and the addition of Warner’s HBO Max would make the streaming giant even more dominant.

Sarandos’ trek to the White House comes as the auction has taken on political dimensions. Paramount has refused to abandon its campaign to buy Warner, which owns HBO and such popular franchises as Harry Potter, Superman and “Game of Thrones.”

Paramount — which is controlled by the family of billionaire Larry Ellison, a Trump friend — has been angling to thwart Netflix.

During a Senate hearing this month, some Republican lawmakers blasted Sarandos, raising questions about potential antitrust concerns and some of Netflix’s programming. Paramount Chief Executive David Ellison declined an invitation to participate in the Feb. 3 hearing.

This week, he was at the Capitol as a guest of Sen. Lindsey Graham (R-SC) for Trump’s State of the Union address. The two men were pictured giving a thumbs-up in a photo circulating on social media.

Trump has said he would stay out of the Netflix-versus-Paramount battle, but over the weekend he demanded, in a social media post, that Netflix “IMMEDIATELY” fire Rice from its board.

It was not known if the topic of Rice came up Thursday.

Sarandos has sought to downplay the controversy, saying during a BBC interview: “This is a business deal, it’s not a political deal.”
Paramount has enlisted a former Trump administration official, the lawyer Makan Delrahim, who served as Trump’s antitrust chief during the president’s first term.

As Paramount moved Monday to sweeten its bid for Warner Bros. Discovery, a high-stakes political battle is playing out behind the scenes.

Paramount’s latest offer enhanced its earlier $30-a-share bid, valued at $108 billion, said a person familiar with the process who was not authorized to comment publicly. Details of the revised proposal, first reported by Bloomberg, were not immediately available.

The firm is leveraging both the dynastic wealth of Larry Ellison’s empire and his ties to the Trump administration to dismantle Netflix’s rival $82.7-billion deal for Warner, which owns CNN, HBO and the premier Hollywood film and television studios, according to people close to the auction.

Over the weekend, President Trump turned up the heat, demanding that Netflix “IMMEDIATELY” fire Susan Rice — a former Obama and Biden administration official — who serves on Netflix’s 13-member board or “pay the consequences.”

Trump, in a Saturday night social media post, called the former ambassador “deranged … She’s got no talent or skills — Purely a political hack!”

Trump previously said he would not get involved in the pivotal Warner Bros. auction, instead leaving the matter to the Department of Justice, which is investigating whether a Netflix takeover, or Paramount’s alternative bid, would harm competition. Trump has been an outspoken critic of CNN and many of its on-air hosts.

Netflix won the bidding for the storied studio and HBO in December, prompting the spurned Paramount executives to launch a multipronged strategy to scuttle the Netflix deal.

Netflix co-Chief Executive Ted Sarandos sought to downplay the latest controversy, saying during a BBC interview Monday: “This is a business deal, it’s not a political deal.”

But Paramount, which declined to comment for this article, has not been shy about playing its political cards.

Warner Bros. Studio in Burbank.

(Myung J. Chun/Los Angeles Times)

The company, overseen by Larry Ellison’s son, David, is trying to convince Justice Department regulators and Warner Bros. shareholders that the Netflix deal is too dicey and that they should instead side with Paramount, said sources who were not authorized to comment publicly.

Paramount has attempted numerous maneuvers to gain the upper hand.

“This deal was never going to be decided on the merits of the offer or rigid antitrust considerations,” said Gabriel Kahn, a professor at the USC Annenberg School for Communication and Journalism. “This was a classic Trump administration deal where proximity to the president counts a lot more than financial terms.”

Trump’s Saturday night outburst came after Rice, during a podcast interview last week, said that “it is not going to end well” for corporations, media outlets and law firms that “bent the knee” to Trump should Democrats regain control in Washington.

The comments of Rice, a Netflix director for eight years, came as Paramount-owned CBS was involved in a headline-grabbing dust-up with late-night talk-show host, Stephen Colbert, over Trump’s Federal Communications Commission chair‘s threat to modify a rule requiring that broadcasters to give political candidates equal time. Colbert has accused his company of kowtowing to Trump, which CBS has denied.

Netflix’s Sarandos and Paramount’s David Ellison have made separate treks to the White House.

In October, Paramount hired a former Trump administration official, Makan Delrahim, who oversaw the Justice Department’s antitrust division during Trump’s first term, to quarterback Paramount’s campaign to win over regulators and politicians.

A formidable ally — Sen. Ted Cruz (R-Texas) — recently visited Delrahim on Paramount’s Melrose Avenue lot in Los Angeles. While there, Cruz said he was a fan of the CBS show “NCIS,” which prompted Paramount executives to put together an impromptu tour of the “NCIS Origins” soundstages, according to a person familiar with the visit.

In December, Delrahim made a tactical move to apply for Justice Department approval of Paramount’s deal — despite the absence of a signed agreement with the Warner Bros. board and the consent of its shareholders. The gambit was meant to speed the agency’s approval should the Netflix deal crumble. Warner stockholders are expected to vote March 20.

Last week, Paramount announced that a major deadline had passed without pushback from the Justice Department. “There is no statutory impediment in the U.S. to closing Paramount’s proposed acquisition of WBD,” Paramount said in a regulatory filing.

Paramount faces a separate deadline late Monday to improve the finances of its proposed takeover to shake the support of Warner Bros. Discovery’s board members for the Netflix deal.

Paramount wants to buy all of Warner Bros. Discovery, including CNN.

Netflix, in contrast, does not want the bulk of cable TV channels beyond HBO, and has offered $27.75 a share. It has the right to match any improved Paramount proposal.

Warner is planning to spin off the bulk of its channel portfolio, including HGTV, TBS and Cartoon Network, in a separate company. Its shareholders will receive stock in that entity, slated to be called Discovery Global.

Concerns over Netflix’s deal have been mounting.

Department of Justice regulators have sent inquiries to the three companies, according to one senior executive who was not authorized to speak publicly. The department is said to be looking at Netflix’s historic business strategy of steering most of its film releases to its streaming platform, often bypassing movie theaters. Sarandos has promised to maintain a 45-day theatrical window for Warner Bros. films.

Bloomberg has reported that regulators also are trying to determine whether Netflix has exerted leverage over creators in negotiations when acquiring programming to build its catalog.

This month, Republican lawmakers blasted Sarandos during a Senate Judiciary Subcommittee on Antitrust, Competition Policy, and Consumer Rights hearing to explore antitrust implications of the Warner Bros. sale. Sen. Mike Lee (R-Utah) sent Netflix a series of pointed follow-up questions, including: “If allowed to proceed, what effect will the merger have on future competition?”

Ted Sarandos, left, and David Zaslav at the 2026 Golden Globes.

(Allen J. Schaben / Los Angeles Times)

The hearing also veered into culture wars, with Sen. Josh Hawley (R-Mo.) suggesting Netflix was promoting a “transgender ideology” to children, which Sarandos denied.

Another Missouri Republican, Sen. Eric Schmitt, accused Netflix of making some of “the wokest content in the history of the world.”

“Netflix has no political agenda of any kind,” Sarandos told the lawmakers.

David Ellison also was invited to appear at the Feb. 3 hearing, but he declined — which raised the eyebrows of some members of the panel.

Skydance Media founder and Chief Executive David Ellison, who leads Paramount, is shown in 2023 in New York.

(Evan Agostini / Invision / Associated Press)

Sen. Cory Booker (D-N.J.) challenged Ellison for failing to answer lawmakers’ questions under oath, including about his dealings with the president.

Ellison instead responded with a statement but Booker and other lawmakers wrote back, saying Ellison’s statement “failed to address” the issues raised by Booker.

“The pattern of evasion, combined with Paramount’s apparent confidence that a politically sensitive transaction will clear without difficulty warrants serious scrutiny,” Booker, Senate Minority Leader Chuck Schumer and others wrote in the Feb. 19 letter.

The Democrats instructed Ellison “to preserve records related to the proposed Paramount-Warner Bros. Discovery transaction.”

The move came days after Gail Slater, the Justice Department’s antitrust chief, was bounced from her job, reportedly after becoming a thorn in the side of some business interests. Slater’s former top deputy, who also left the Justice Department, publicly warned that antitrust decisions are being influenced by corporate lobbyists — not in the interest of ordinary Americans.

“We see this happen again and again,” USC’s Kahn said.

“Let’s not forget that Larry Ellison’s Oracle was part of the consortium that purchased the U.S. operations of TikTok. Repeated complaints from the FCC about content at CBS have been heeded by the Ellison regime,” Kahn said, adding: “This is the reality of trying to do any business in the Trump administration: It’s about payoffs and proximity.”