Introduction



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Introduction

“A mountain of entertainment” is the slogan of Paramount+, the streaming service operated by Paramount Skydance, but at what cost? Decades of mergers and acquisitions have reduced the number of major U.S. media companies to a handful of transnational conglomerates that dominate the production and circulation of news, film, television, sports, games, and other forms of shared culture. The rise of digital technology once promised a new era of variety and abundance, but digital culture is now dominated by a handful of large companies across the media and tech sectors. Yet another set of mergers and acquisitions threatens to worsen this already precarious state of affairs. If there is a Paramount Skydance-Warner Bros. Discovery merger, not only would this newly-formed already conglomerated mega-conglomerate be burdened with $79 billion of debt, it would struggle to respect competitive safeguards, serve consumer needs, cultivate the media industry’s long term health, and act in the broader interest of democracy and public welfare. The harms are too great, the costs are too high. 

Paramount Skydance was formed in 2024 by David Ellison, with financing from his father, Larry Ellison, the billionaire founder of the database company Oracle. David ran a small film production company called Skydance, but just last year leveraged his father’s position to acquire the holdings of Paramount, which includes the Hollywood studio, CBS, Paramount+, Nickelodeon, Miramax, Pluto, MTV, Comedy Central, Showtime, BET, local television stations, sports licenses, a vast catalog of film and television content, and more. After a bidding war with Netflix, the Ellisons now intend to add the holdings of Warner Bros. Discovery, which include the Hollywood studio, CNN, HBO, DC, New Line, Turner, Discovery, Cartoon Network, various holdings in sports and gaming, the largest catalog of film and television content in existence, and much more.

To consummate this consolidation, Paramount Skydance has promised investors over $6 billion in what it calls “synergies”: cost reductions that arise when two companies combine their “duplicative functions.” Less sanitized synonyms for synergy include: mass firings (in this case, an estimated 6,000 globally), reduced spending on things like licensing and production (certainly not an increase in output to a promised 30 theatrical films per year), a fire sale on real estate (an estimated $4 billion), and the stripping of various other assets (e.g., cable channels, non-core subsidiaries, etc.). This synergy goal, promised within three years, is already double the $3 billion in synergies Discovery had promised during its merger with WarnerMedia in 2021 (resulting in an estimated 4,000–5,000 layoffs) and triple the $2 billion in synergies Disney had promised during its acquisition of 21st Century Fox in 2019 (resulting in an estimated 5,000–10,000 layoffs). Most troubling of all, these “synergies” could actually be as high as $24 billion according to analysts. Job losses would not be limited to the laid-off employees at these two conglomerates, but would also likely include tens of thousands of additional workers in film, television, and streaming production, at animation studios, at movie theaters, and at the hundreds of ancillary businesses across the country—dry cleaners, caterers, transportation companies, etc.—that rely on studio spending. 

These unprecedented estimates are due to the incredible levels of debt involved in the merger. The finance community has pointed out that while $6 billion in synergies would justify the merger’s purchase price, it would not even scratch the surface of its debt crisis. The merged company would face $79 billion in debt: the debt necessary to acquire Warner Bros. Discovery ($54 billion), the sum of Paramount’s existing debt ($10 billion), and Warner Bros. Discovery’s current net debt ($29 billion, to be refinanced to $15 billion). This debt level would put Paramount Skydance at a pre-synergy leverage ratio (debt-to-adjusted EBITDA) of over 7x; as a point of reference, the typical leverage ratio in a private equity-backed leveraged buyout, notorious for its destructive debt-driven effects, is only 4–6x. Much of Paramount Skydance’s promised financial goals assume a significant de-leveraging by 2030, which would require unrealistic profit growth and cuts never before seen in the entertainment industry. 

Analysts are already pricing this risk into the market: Fitch downgraded Paramount Skydance’s credit to “junk territory” in March 2026, and S&P Global Ratings downgraded its post-merger credit in May to BB. The debt risk is further exacerbated by the fact that the Ellison Trust is providing tens of billions of dollars in equity to finance the deal and is “backstopping” the remaining equity—up to a total of $40.4 billion—if its other investment partners back out. Notably, Ellison’s wealth is tied up in his technology company, Oracle, which itself is facing debt pressure due to an overextension in data center construction and a backlog of unpaid contracts from tech firms like OpenAI. As a result, Larry’s Oracle, much like his David’s Paramount Skydance, has seen the quality of its credit rating plummet. Thus, the stability of this deal and, by extension, global media industries are tied to the current AI investment bubble, not to mention an increasingly precarious private credit market. While Paramount Skydance is technically footing the bill, media consumers would pay the price in the form of higher costs at movie theaters, for video games, for streaming services, for news subscriptions, and more. Many of these price hikes would result directly from more expensive business-to-business transactions: cable providers would pay higher affiliate fees, movie theaters would pay higher rental rates, libraries would pay higher licensing fees. 

Sometimes short term harm may be worth future growth, but history tells us that media mergers of this size and significance are rarely good for business (consider AOL Time Warner, AT&T Time Warner, and Warner Bros. Discovery), rarely good for consumers (who pay more and get less), and never good for democracy (which requires a free and un-monopolized flow of information). Given Paramount Skydance’s relationship with Saudi Arabia, Qatar, and the United Arab Emirates, there is the additional risk that foreign investors could threaten both neutrality and free speech across media, but is particularly concerning for news media. It also comes on the heels of a global pandemic, labor unrest, inflation and economic hardship, and decades of unrestrained consolidation. In short, the U.S. media industry may be at a tipping point. Many sectors of the business, many workers, and many forms of content will not be able to survive yet another blow. 

We, a team of nearly two dozen experts in media industries from universities across the U.S. and Canada, therefore encourage government regulators, non-governmental organizations, legislators, and citizens to challenge this deal. In the following document, we enumerate precisely why we—and the American people—should be so concerned. David Ellison and his lobbying team have worked very hard to convince investors, the Department of Justice, and the public that such a challenge would be useless, that his company has “a clear regulatory path” to this acquisition, and that no legal impediment can stand in the way of a deal closing. In making this claim, they borrow from a popular script in both the tech and media sectors: that consolidation is inevitable, that regulators are feckless, and that our courts and lawmakers have no power. Too often, this argument has turned into a self-fulfilling prophecy, but this time, it can and must be different. As media historians know very well, congressional investigations, legal solutions, and legislative action have successfully reigned in media power many times in this country’s past. The Paramount Decrees and the Financial Interest & Syndication Rules (Fin-Syn) dismantled vertical integration in film and television, respectively, and opened the doors to new entrants in the form of independent theaters, independent producers, and independent creators. 

A note about names. For the sake of clarity, we will refer to this proposed conglomerate as Paramount-Warner Bros., as that has become the common term for this in the press. But it is worth mentioning that the full title of the proposed merger, Paramount Skydance-Warner Bros. Discovery, addresses at least a few of the many conglomerations that have already radically transformed the economics, the worker experience, the culture, and the market share of these corporations.

While the following pages will address some of the quantitative measures of the impact of this potential merger—like market share—that occupy the courts and antitrust lawyers, our scope in this document is far wider. The thirteen sections of this study use a broad conception of consumer welfare and public interest that includes democratic objectives like fair media access for libraries and other non-profit or public-serving organizations, the preservation of community cultural spaces like theaters and of community social events like sports, and the support of a diverse range of stories and identities of storytellers. We are scholars of culture and media who think carefully about and research in depth the many (often non-quantifiable) ways that media impact and shape our lives as citizens and individuals.

Who We Are

This policy paper documents the distinct areas of harm across a variety of sectors that are caused by consolidation generally and by this merger in particular. In writing this policy paper, we gathered together as media scholars from across the U.S. and Canada to summarize various forms of evidence and articulate the argument that flows both from that evidence and from their own scholarly expertise. We are all academics who research film, television, communication, and/or media studies. All of us work in or with the subfield of media industry studies, which uses structural analysis, political economy, ethnographic research, archival history, and media theory to study the past and present of a wide range of media businesses. Although most of us have Ph.D.s in media studies, our collaboration (both authors and contributors) also includes librarians, media practitioners, and scholars from sociology, communication, business history, and journalism. 

All of us are deeply engaged in media education; we collectively teach thousands of students each year about media through topics like film and television history, media economics, comparative media systems, media labor, social media, audience studies, video games studies, sports and media, and more. Our former students populate all levels of companies large and small in every media sector in this country and many of our current students plan to work in the media industries. Our work in this document and in our research agendas more broadly is motivated by a desire to better serve these students and protect their budding careers as media workers and their lives as media consumers. 

This work is also broadly motivated by our own personal passion for the media forms we study; the field of media studies is populated by cinephiles, historians, preservationists, archivists, and fans, or in other words, people who love film, television, streaming media, news, video games, and media entertainment enough to dedicate their lives to studying it and protecting its future. 

For us, the stakes of this fight are very clear and very worthwhile. We hope you think so, too.