FCC chairman sees ‘competitive problems’ with Netflix-Warner Bros. deal

Brendan Carr, the Trump-appointed chairman of the FCC, offered his opinion that Netflix’s proposed $83 billion deal to buy Warner Bros. studios and HBO Max businesses. raises ‘competitive problems’ to be taken over.

However, the FCC does not have any authority to review the Netflix-WB deal. The proposed sale does not involve the transfer of broadcast licenses, which is regulated by the FCC; Warner Bros. Discovery does not own any television broadcast properties. Meanwhile, Netflix isn’t buying WBD’s cable TV assets (which will be spun off into a new company, Discovery Global), but even if it were, the FCC has no jurisdiction in that area.

Carr made the comments in a interview with Bloomberg published Friday. “What you’ve seen Netflix do overall, in terms of organic growth, has been fantastic,” the FCC chairman said. “I’ve seen legitimate competitive concerns raised about their acquisition here, and just the size and consolidation that you’re seeing in the streaming market.”

The Department of Justice and the FTC are the US government agencies reviewing the Netflix-WB deal for potential antitrust issues.

Paramount Skydance, led by chairman and CEO David Ellison, has launched a hostile takeover campaign, hoping to devastate Warner Bros shareholders. to convince Discovery that the $30 per share offer is the better deal. Carr said in the Bloomberg interview that he doesn’t see any competitive concerns if Paramount Skydance were to strike a deal for WBD, but he said the FCC could review that because Paramount’s offer includes financing from foreign entities. In addition to David Ellison’s father, Oracle co-founder and multi-billionaire Larry Ellison (who has personally committed $40.4 billion to the future deal), Paramount’s proposal is backed by the sovereign wealth funds of Saudi Arabia, Qatar and Abu Dhabi.

This week, Netflix switched to an all-cash deal for the WB assets, intended to counter Paramount’s claim to have the superior deal because it offered all-cash versus Netflix’s previous cash-and-stock terms. Netflix and WBD said they have each filed Hart-Scott-Rodino (HSR) antitrust filings and are “in discussions with competition authorities,” including the U.S. Department of Justice and the European Commission. “Netflix and WBD remain committed to working closely with regulators and all stakeholders to ensure a smooth and successful transaction,” the companies said.

As part of promoting its rival bid, Paramount has argued that the Netflix-WB deal is subject to “serious regulatory risk because it would further entrench market concentration, unlike a combination with Paramount that increases competition and strengthens the entertainment industry’s long-term prospects.” Netflix and HBO Max would together control an estimated 43% share of global streaming subscribers, according to Paramount, “which would lead to higher prices for consumers, lower compensation for content creators and talent, and significant harm to U.S. and international theatrical exhibitors.”

Politicians on both sides of the aisle are wary of the power Netflix would gain with a takeover of Warner Bros. Senator Elizabeth Warren (D-Massachusetts) called the proposed deal “an anti-monopoly nightmare.” Netflix co-CEO Ted Sarandos and WBD chief strategy officer Bruce Campbell will testify before a Senate antitrust hearing next month. Sen. Mike Lee (R-Utah), chairman of the Senate Subcommittee on Antitrust, Competition Policy and Consumer Rights, has said there are “a lot of antitrust red flags here” and predicted in a tweet last month: “Get ready for an intense antitrust hearing in the Senate.”

On antitrust issues, Netflix has defined its core competition as total TV viewing (including YouTube watched on big screen TVs) – and, more broadly, that it is competing for consumers’ attention with the likes of Instagram. “We love competition and are working to capture more consumer attention. Despite our success over the years, our share of TV time remains below 10% in the key markets we serve,” Netflix said in its Q4 2025 letter to shareholders.

Carr, after being appointed chairman of the FCC by Trump, actively promoted the White House agenda, claiming that the agency is not “independent” of the Trump administration.

In September, Carr threatened ABC and its affiliates with the prospect of FCC investigations into complaints of “news distortion” unless they “Jimmy Kimmel Live!” (Carr called Kimmel’s comments “the most sick behavior possible.”) After two major broadcast groups — Sinclair and Nexstar — said they were anticipating Kimmel’s show, ABC suspended the late-night host for nearly a week before bringing Kimmel back on the air.

This week, the FCC’s Media Bureau issued a warning that late-night and daytime TV shows like “The View” or “Jimmy Kimmel Live!” that on-air political interviews may not be considered “bona fide” news programs – and therefore could be subject to the agency’s “equal time” rule to grant comparable airtime to opponents.

“For years, traditional TV networks assumed that their late night and daytime talk shows qualified as ‘bona fide news’ programs – even when they were motivated by purely partisan political purposes,” Carr tweeted on January 21. “Today, the FCC reminded them of their obligation to provide equal opportunity to all candidates.”