Proposed Netflix–Warner Bros deal comes under US antitrust scrutiny

Netflix’s bold nearly $83 billion offer to acquire Warner Bros Discovery (WBD) has prompted an antitrust review by the US Department of Justice (DoJ), highlighting the regulatory challenges surrounding consolidation in the global media and streaming sector. The scrutiny comes as Paramount Global continues to advance a competing bid for WBD, ensuring that the high-stakes Hollywood deal drama remains active.

A Financial Times report indicates that antitrust regulators are consulting industry stakeholders to assess whether Netflix’s takeover of WBD’s studio operations and HBO Max could hand the streaming giant excessive market power. The review is reportedly grounded in Section 2 of the Sherman Act, which prohibits unlawful monopolisation, and Section 7 of the Clayton Act, which allows authorities to challenge mergers that could significantly reduce competition. Although Section 2 has historically been used infrequently, US regulators have increasingly revived it in recent years as part of a more aggressive approach toward Big Tech and dominant digital platforms, the FT report noted.

Reports said Netflix has sought to downplay the situation, maintaining that it is unaware of any investigation “outside of the standard merger review process” and that it is “constructively engaging” with the DoJ. Warner Bros Discovery has also voiced confidence that the deal will ultimately pass regulatory scrutiny. The DoJ has declined to comment.

Separately, The Wall Street Journal, citing a civil subpoena, reported that the Justice Department is also looking into whether Netflix may have pursued exclusionary or anticompetitive practices that could further cement its market position. This suggests regulators are evaluating not only the merger’s immediate impact on competition but also whether it might strengthen Netflix’s long-term dominance in streaming, content licensing, and distribution. While Netflix appears to be ahead in the race to acquire WBD, Paramount — backed by Oracle billionaire Larry Ellison — has continued to apply pressure through a hostile bid and the possibility of a proxy fight aimed at reshaping WBD’s board. Netflix has pushed back, accusing Paramount of misrepresenting the regulatory process and prioritising “optics over outcomes.”

The proposed transaction has also drawn political and industry resistance. Netflix co-CEO Ted Sarandos recently encountered scepticism from lawmakers during a Senate hearing, where concerns were raised about growing concentration in the streaming industry. The Writers Guild of America has publicly opposed the deal and urged regulators to block it.

Although President Donald Trump had earlier signalled that Netflix’s expanding market share might warrant concern, he has since said the Justice Department should address the issue independently.