Warner Bros Discovery: Selecting a Buyer

Warner Bros. Discovery (WBD) has effectively hung a “for sale” sign—whether as a whole company or in parts—and potential buyers are lining up. Paramount, Comcast and Netflix are reportedly preparing bids and could submit formal offers by the November 20 deadline set by WBD for first-round proposals. Amazon has also expressed interest, though it has been noticeably quieter than the other three.

The possibility of WBD (either together or separated) combining with another major player would trigger a complex antitrust review but not all the bidders present the same overlaps.

1. WBD + Paramount: A Classic Horizontal Consolidation

A WBD–Paramount combination is the most traditionally “media-to-media” of the potential mergers, and also the one with the clearest horizontal overlaps.

Massive Overlaps in Cable Network Programming

Both companies operate large suites of cable networks—CNN, TNT, TBS, Discovery and HGTV on the WBD side; MTV, Comedy Central, Nickelodeon and CBS Studios on the Paramount side. Combined, they would control roughly a third of all national cable network programming (market share ~33–35%), a level of concentration significantly higher than in past cases such as Disney–Fox.

This raises concerns about pricing power over cable and virtual MVPD distributors and the ability to leverage bundles of “must-have” channels in carriage negotiations.

Premium Content and Children’s Programming

HBO and Showtime occupy the same premium niche. Combining them would concentrate a significant portion of the highest-budget scripted series (share ~50%). Children’s content would also become more concentrated, with Cartoon Network and Nickelodeon under one roof—two of the three major suppliers in that segment.

National Television Advertising

Both companies sell substantial national TV advertising. Together they would become one of the two largest sellers in the U.S., in a market that remains distinct from digital advertising despite the growth of streaming (share ~25–30%).

Sports Rights and Local Markets

Paramount brings major sports rights (NFL AFC games; UEFA Champions League), while WBD holds NBA and March Madness. Sports rights are typically treated as a distinct market because of their exclusivity and the competitive leverage they provide. Paramount’s CBS broadcast network also triggers local market considerations: each local TV market is its own geographic market for advertising and content.

Overall, a WBD–Paramount merger would force regulators to examine traditional media concentration across multiple content genres, plus downstream bargaining power and potential impacts on local broadcasters.

While these overlaps certainly raise antitrust concerns, Oracle’s CEO Larry Ellison — father of Paramount’s CEO David Ellison — is known to be close to Donald Trump, which some think could help make the merger review smoother. Most of the regulatory issues would arise in the United States, while the deal would likely face less scrutiny in Europe and the UK.

2. WBD + Netflix: Streaming Concentration

A merger between WBD and Netflix would confront regulators with a different structural problem: the fusion of one of the largest premium content creators with the largest subscription video streaming platform.

A New Giant in SVOD

Netflix remains the leader in subscription streaming, while Max occupies the premium end of the market. Combined, they would control close to 40% of U.S. SVOD subscriptions—a significant step up in concentration in a market that has already narrowed around four or five major players.

Premium Scripted Content

HBO and Netflix are the two dominant suppliers of prestige, high-budget scripted content. A combined studio would command an outsized share of the cultural and commercial high end of the market (~70–80% market share), potentially reducing the alternatives available to both distributors and consumers.

Vertical Integration and Content Foreclosure

Netflix’s business has historically depended on broad access to licensed content. Merging with WBD gives Netflix access to one of the world’s deepest libraries—and the ability to deny access to rival streamers. That raises questions first examined in the Comcast–NBCUniversal and AT&T–Time Warner cases: whether a vertically integrated firm might raise licensing prices, alter release windows, or withhold content from distribution rivals.

Data, Algorithms, and Discovery

Netflix has built its dominance partly on data-driven personalization. WBD would contribute an enormous library, rich viewing data from HBO/Max, and theatrical release patterns. Integrating those datasets raises questions around algorithmic self-preferencing, a concern common in recent Big Tech investigations.

Advertising and Multi-Platform Monetization

As Netflix expands its ad-supported tier, combining its digital targeting with WBD’s national TV inventory introduces another cross-market issue: the creation of a powerful hybrid advertising seller across premium streaming, cable networks, and broadcast partnerships.

A WBD–Netflix deal would therefore blend horizontal streaming concentration with significant vertical concerns involving content access, distribution, and advertising.

However, a clean divestiture of HBO/Max could address the most significant issues, and many of the vertical concerns are typically harder for regulators to prove and relatively straightforward to remedy.

3. WBD + Amazon: More than a Media Merger

A combination with Amazon stands apart from traditional media deals because Amazon is not only a content distributor. When Amazon acquired MGM Studios, many observers struggled to see the strategic logic, but an acquisition of WBD would be a different story: it would catapult Amazon to the top of the streaming and SVOD market, giving it multiple avenues to leverage.

SVOD Consolidation Plus Platform Leverage

Prime Video is already one of the top three U.S. streaming services. Adding Max would push the merged firm close to the top of the market (~28–32% market share), rivaling Netflix. That creates a horizontal streaming issue, but the more significant questions are vertical and ecosystem-based.

Content Foreclosure and Exclusive Licensing

Like Netflix, Amazon would gain priority access to WBD’s deep content library. But unlike Netflix, Amazon could combine that access with its enormous retail footprint and its growing advertising business, creating a multi-channel ecosystem where preferential treatment could shift viewing and consumption patterns.

Advertising: Retail, Digital, and Streaming

Amazon is now the third-largest digital advertiser in the United States. Adding WBD’s national TV inventory and HBO/Max viewing data could significantly enhance its retail media offering—a closed loop between advertising exposure and online purchases. Regulators are increasingly attentive to these cross-market linkages.

Conglomerate Bundling

A combined Amazon–WBD entity could bundle Prime membership, Max, shopping benefits, music, and other digital services. Each component might seem innocuous alone, but regulators would examine whether the full bundle could tilt consumer choice in ways rivals cannot replicate.

However, aside from the SVOD consolidation—which could pose genuine problems—the remaining concerns appear more theoretical than concrete, and again difficult for regulators to prove. Interestingly, this deal could attract even more scrutiny in Europe than in the United States, though an in-depth review would be likely in both jurisdictions.

A Common Thread: More Than Market Shares

Each of these hypothetical mergers presents a different pattern of concerns—classic horizontal overlaps in the WBD–Paramount case, a mix of horizontal and vertical issues in a WBD–Netflix combination, and multi-market platform effects in a WBD–Amazon pairing.

Based purely on antitrust grounds, all of these combinations raise concerns. But a transaction of this scale is rarely a standard merger review; it is almost certain to become politicized, which could ultimately change the fate of the review.