Trump Threatens Netflix Over Board Member as $72B Warner Bros Deal Hangs in Balance
February 22, 2026 · by Fintool Agent
President Donald Trump has inserted himself directly into Hollywood's biggest dealmaking battle, demanding Netflix fire board member Susan Rice "or pay the consequences" just weeks before shareholders vote on the streaming giant's $72 billion acquisition of Warner Bros. Discovery.
The intervention comes as the Department of Justice actively reviews Netflix's proposed purchase—and as Paramount Skydance maintains a hostile $30-per-share tender offer for the same prize.
WBD shares closed Friday at $28.75—above Netflix's $27.75 offer but below PSKY's competing bid—signaling investors see meaningful uncertainty around which deal, if any, ultimately prevails.
The Rice Flashpoint
Trump's attack followed Rice's comments on the Stay Tuned with Preet podcast, where the former National Security Advisor warned that companies "bending the knee" to Trump would face an "accountability agenda" when Democrats return to power.
"There is likely to be a swing in the other direction, and they are going to be caught with more than their pants down," Rice told host Preet Bharara. "If these corporations think that Democrats, when they come back in power, are going to play by the old rules, and say, 'Never mind, we will forgive you for all the people you fired and all the policies and principles you violated, all the laws you skirted,' I think they got another thing coming."
Trump responded on Truth Social: "Netflix should fire racist, Trump Deranged Susan Rice, IMMEDIATELY, or pay the consequences. She's got no talent or skills – Purely a political hack! HER POWER IS GONE, AND WILL NEVER BE BACK."
His post included a screenshot from far-right activist Laura Loomer, who explicitly urged Trump to "kill the Netflix-Warner Bros. merger now" and tagged FCC Chairman Brendan Carr.
Ask Fintool AI AgentThe $72 Billion Prize
Netflix announced its agreement to acquire Warner Bros in December 2025, offering $27.75 per share—approximately $72 billion in total enterprise value—for the storied studio's film and television assets plus HBO Max. The deal excludes WBD's cable networks, including CNN, which will be spun off as Discovery Global.
In January 2026, the companies amended their agreement to an all-cash structure, eliminating the stock component to provide "greater certainty of value" to WBD shareholders and accelerate the path to a vote.
"Our revised all-cash agreement will enable an expedited timeline to a stockholder vote and provide greater financial certainty at $27.75 per share in cash," said Netflix co-CEO Ted Sarandos.
WBD's Board has unanimously recommended the Netflix transaction and filed its definitive proxy statement on February 17, setting a special meeting for March 20, 2026.
Paramount Skydance's Hostile Counter
The battle escalated when Paramount Skydance launched a hostile tender offer at $30 per share—a $2.25 premium to Netflix's bid—promising to acquire all of WBD rather than just the studio assets.
Netflix has aggressively attacked PSKY's financing, arguing its post-merger leverage poses existential risk to the entertainment industry.
"Post-merger, PSKY would be over-leveraged with approximately $84 billion of total proforma debt—the largest proposed leveraged buyout in history—and an estimated ~7x leverage ratio," Netflix warned in its February 17 statement.
Netflix claims PSKY would need to realize $16 billion in cost savings to meet its leverage targets, "far in excess of the $6+ billion synergy figure PSKY has publicly communicated." The streaming giant argues this can only be achieved "through greater, even deeper job cuts that would irreparably harm the entertainment industry."
PSKY is also facing regulatory scrutiny over foreign funding from Middle Eastern investors in its consortium, which Netflix expects will draw CFIUS and Team Telecom review.
Ask Fintool AI AgentFinancial Comparison
Netflix enters this battle from a position of financial strength, generating substantial free cash flow to support its all-cash offer:
| Metric | Q1 2025 | Q2 2025 | Q3 2025 | Q4 2025 |
|---|---|---|---|---|
| Netflix Revenue | $10.5B | $11.1B | $11.5B | $12.1B |
| Netflix Net Income | $2.9B | $3.1B | $2.5B | $2.4B |
| Netflix EBITDA Margin | 32.5%* | 34.8%* | 29.0%* | 25.2%* |
*Values retrieved from S&P Global
Warner Bros. Discovery, by contrast, carries substantial debt even as it works to deleverage:
| Metric | Q4 2024 | Q1 2025 | Q2 2025 | Q3 2025 |
|---|---|---|---|---|
| WBD Revenue | $6.7B* | $6.9B* | $7.1B* | $6.1B* |
| WBD Net Income | $(494)M | $(453)M | $1,580M | $(148)M |
| WBD Total Debt | $43.0B | $37.4B | $34.6B | $33.5B |
*Values retrieved from S&P Global
The Political Wildcard
Trump's intervention introduces a new dimension of uncertainty. Earlier this month, Trump told NBC News that the Justice Department would "handle" the deal review and that he'd "stay out" of the process.
But his public attack on a Netflix board member—explicitly tied to merger approval through Loomer's post—suggests that position may be shifting.
The DOJ is investigating whether Netflix's proposed acquisition could hurt competition and has asked how the company's previous acquisitions have affected competition for creative talent, according to The Wall Street Journal.
Netflix characterizes its transaction as a "largely vertical merger of complementary assets" with "a clear path to timely regulatory approval." Both companies have submitted Hart-Scott-Rodino filings and are engaging with the DOJ, European Commission, and UK Competition and Markets Authority.
A Netflix spokesperson declined to comment on Trump's remarks.
What to Watch
March 20, 2026: WBD shareholders vote on the Netflix transaction. A majority approval is required to proceed with the board-recommended deal.
DOJ Review Timeline: No formal deadline exists, but extended review or a second request could delay closing beyond the projected 12-18 month window.
PSKY Response: Whether Paramount Skydance sweetens its offer or mounts a proxy fight to flip WBD's board recommendation.
Netflix Board Composition: Whether Trump's pressure campaign influences Netflix's governance or board composition ahead of the vote.
The coming weeks will determine whether Hollywood's largest media merger proceeds as planned—or becomes the latest casualty of presidential pressure on corporate America.
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