David Ellison Won Warner Bros. Now He Has to Make the $81 Billion Deal Work.

Dow Jones
Oct 03

Winning Warner Bros. Discovery was the easy part. Now Paramount Chief Executive David Ellison has to make the $81-billion deal work.

After about a year spent fending off rival bidders, federal regulators and state attorneys general, Paramount is poised to take control of Warner next week.

Ellison on Friday said the newly combined company will be called Skydance, the name of the boutique film and TV production company he founded before his conquest of Paramount and Warner.

A video announcing the name, styled as a Hollywood sizzle reel set to soaring music, showcased clips from storied films and TV shows such as "Titanic," "The Lord of the Rings" and "The Sopranos" that will now be part of Ellison's empire.

Senior leaders at Paramount are expected to spend the weekend completing leadership and integration strategies for the combined company in advance of Tuesday's expected close.

But the closing will mark the beginning of a far more complex undertaking: combining two sprawling media companies, cutting billions of dollars in costs, managing nearly $80 billion in debt and navigating restrictions designed to preserve jobs, movie production and competition.

The combination will usher in a new era for Hollywood, creating one of the world's largest media and entertainment companies, with assets including CBS, HBO, CNN, two major movie and television studios, and the Paramount+ and HBO Max streaming services.

His challenge is to turn his vast collection of assets into a company capable of competing with Netflix, Disney, Amazon and Apple while simultaneously taking billions of dollars in costs out of the business.

Doing so will require combining overlapping operations, and eliminating jobs without undermining the movies, television shows and streaming programming Ellison and the company need to compete for audiences.

Paramount has told investors it expects $6 billion in annual synergies within three years of combining operations, sparking concern in Hollywood about layoffs. At the same time, Ellison has committed to continue investing heavily in content.

Gerry Cardinale, founder and managing partner of Paramount co-controlling shareholder RedBird Capital Partners, said at a Bloomberg conference this week that the majority of cost savings won't come from layoffs.

"You don't spend $40 billion a year making movies and think that your entire premise of your business plan is to fire everyone in Hollywood," Cardinale said.

Ellison has promised to release at least 30 movies a year and will need to invest heavily in content for the streaming operation. His commitment to release that many movies is now legally enforceable, as part of a settlement Paramount made to resolve an antitrust lawsuit from 12 state attorneys general who sought to block the deal.

The settlement, approved by a federal judge Wednesday, also commits Paramount to at least $1.5 billion more in domestic production spending over five years. It includes protections for the editorial independence of CBS and CNN, money allocated for entertainment worker benefits and a commitment to negotiate distribution deals for the two companies' basic cable channels separately.

Also, the NFL is expected to exercise an option to up its deals with rights holders in the coming years and is expected to seek a significant increase in rights fees. "It's definitely gonna go up," Cardinale said.

Ellison is wasting no time putting his stamp on the combined company and recruiting help to operate it.

Earlier this week, he tapped Mattel CEO Ynon Kreiz as co-CEO. Kreiz brings experience overseeing a large public company and more than three decades in the entertainment business.

During his tenure at Mattel, Kreiz pushed the company beyond its traditional toy business, seeking to turn brands such as Barbie and Hot Wheels into franchises that could generate movies, television shows and games.

That playbook could translate readily to Paramount and Warner, which together control a deep bench of franchises including Batman, Superman, Harry Potter, Star Trek, Mission: Impossible, Transformers and SpongeBob SquarePants.

"We think the appointment of an experienced public company CEO makes sense in this scenario given the size of the combined company and complexity of the integration ahead," Raymond James analyst Ric Prentiss said in a report.

In an interview, Ellison said the structure will give him the "opportunity to be able to focus on the creative, on the technology, capital allocation and overall strategic vision of the company."

Ellison is expected to unveil the combined company's organizational structure in the coming days, including leadership teams for the movie and television studios, according to people familiar with the matter. Warner film studio heads Michael De Luca and Pamela Abdy aren't expected to join the new company, people familiar with the matter said. Their record includes critically acclaimed movies but several box-office disappointments.

Earlier this week, Ellison picked HBO and HBO Max content chief Casey Bloys to oversee the streaming programming strategy of the combined company, according to people familiar with the matter. Paramount streaming head Cindy Holland stepped down on Tuesday, clearing the way for Bloys.

Combining CNN and CBS News will also be a challenge. Besides having different newsroom cultures and labor structures, the two organizations operate under different business models: cable news and broadcast television.

For now, Ellison isn't putting a single executive in charge of both news operations. He has been wooing CNN CEO Mark Thompson to remain at the network after the deal closes, The Wall Street Journal reported Thursday.

There are also no immediate plans to give CBS News Editor in Chief Bari Weiss a role in CNN's management, people familiar with the matter said. Some CNN staffers have been concerned about Weiss having influence over the network's operations. Weiss's tenure at CBS News has generated controversy, including an overhaul of "60 Minutes" that led to the departures of key talent and producers.

Next week Ellison is expected to christen the closing by ringing the opening bell at the New York Stock Exchange, said people familiar with the matter.

Ellison had his sights set on Warner long before he made his first bid last year, shortly after he secured control of Paramount in August 2025.

"We started planning for Warner Bros. before we'd even closed on the Paramount transaction," he said. Ellison's pursuit of Warner entailed nine bids and a showdown with Netflix, followed by a long effort to secure regulatory approval around the world.

He first offered Warner CEO David Zaslav $19 a share a year ago, but ultimately agreed to pay $31 a share in cash to win a bidding war with Netflix, with the Ellison family backstopping the deal.

The rapid empire building has stirred unease in Hollywood, where filmmakers and other talent worry that concentrating so much production and distribution under one owner could give them fewer places to sell their work.

Ellison's father, Oracle co-founder Larry Ellison, whose family controls Paramount, has close ties to President Trump, adding another source of tension in predominantly liberal Hollywood, particularly amid concerns about the future direction of CNN and CBS News.

Ellison knows he needs to win the trust of the industry as well as Wall Street.

"We are going to be a champion for artists, and we're going to unlock a tremendous amount of shareholder value," he said.

 

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