Who Really Calls the Shots When Larry Ellison’s Billions Are “On the Table”?

Who Really Calls the Shots When Larry Ellison’s Billions Are “On the Table”?

When you hear that a billionaire is “backing” a big media deal, most people picture something concrete: a vault door swinging open, pallets of cash, and then it’s all wrapped up.

But that's not how it usually plays out.

Look at Larry Ellison’s role in Paramount’s $78 billion hostile bid for Warner Bros. Discovery. DealBook reported that Paramount’s offer was “backed in part by billions” from Ellison, even as Oracle’s stock slid about 10 percent amid worries over its aggressive AI spending. It sounds like a huge pile of money, but the fine print matters: is that backing a firm, legally binding pledge or a friendly signal that can be withdrawn if things change? The Times says Warner Bros. Discovery’s board was uneasy enough about Ellison’s commitment that it preferred an $83 billion breakup deal with Netflix instead.

A person at a desk looking at a news website and a financial report.

Here's the basic incentive problem. A bidder like Paramount wants to signal that money is no object, because that makes the offer feel inevitable and discourages rivals. The financier, by contrast, wants flexibility. They want as much influence as possible while making the smallest concrete promise. That produces hedged phrases like "indicated willingness" or "preliminary commitment." Try paying a contractor with "indicated willingness" and see how far that gets you.

In municipal government we saw a smaller-scale version around development. A builder would show up with a slick packet and claim a regional bank was very excited to finance the project. No signed term sheet. No loan documents. Just a letter of interest. On paper it looked impressive and council members felt pressure to approve zoning changes. Six months later, when interest rates moved or the bank’s priorities shifted, that excitement evaporated and the project died; the zoning, though, stayed. The paperwork was real. The money never was.

Media consolidation runs on the same soft commitments, only with far bigger numbers. When a board picks a buyer, the debate gets dressed up as questions of culture fit and streaming strategy or whether the content library adds real value. Those things matter, but they come after a simpler concern: which capital is actually committed now, in binding form and with penalties if the backer walks. The side holding the stack of signed commitments ends up steering the whole conversation.

A person presenting a project proposal to a group of people.

Simple example. Two buyers show up to acquire a local TV chain. Buyer A lays out an ambitious plan — more local news, deeper community coverage, investment in investigative reporting — but their financing depends on a private equity firm that has only "indicated interest" in leading a debt package once markets calm. Buyer B offers a leaner plan and more cuts, but arrives with fully underwritten loans from three banks and a signed equity check from a family office. The board can argue about editorial mission all it wants, but when the vote happens Buyer B wins, because their money is certain and legally enforceable.

Now imagine the same dynamic at the Paramount–Netflix scale. Netflix’s bid, as the Times described it, is simple: pay cash for the pieces of Warner Bros. Discovery you want and leave the rest. That makes financing easier and gives a board something concrete to compare. Paramount’s hostile, company-wide offer rides on Ellison’s billions at a time when Oracle is under pressure. If you sat on the Warner Bros. Discovery board, you wouldn’t just ask whether you like Paramount’s plan; the bigger question is whether Ellison’s money will hold up — what if Oracle’s slide worsens, or he decides building AI data centers looks like a better bet than bankrolling Hollywood?

To most readers those financing maneuvers show up as a bland headline about “ownership changes.” The practical effects are much more immediate. Once a merged company stacks up loans and equity promises and feels the interest clock ticking, the instinct is to cut. Local newsrooms close, foreign bureaus get folded, entertainment divisions steer toward safe, formulaic shows. There isn’t a memo explaining that your town’s coverage disappeared because a mega-deal came in a little light; you just pick up the remote or open your homepage and notice everything looks the same, only thinner.

Two people standing, one with many signed papers, the other with one letter, in front of a merger diagram.

Opacity makes the problem worse. If a local paper only lists “Smith Publishing, Inc.” as its owner, that reveals almost nothing about the private equity firm behind it or the leveraged loans owed to a hedge fund abroad. The pieces under the masthead may be written in your town, but the real audience is whoever holds the debt and equity, watching for a quarterly return. When someone like Ellison joins the capital stack, he’s doing more than backing a deal; he’s buying influence over what survives when the cost cutters come.

I'm not against outside financing or wealthy backers; you can't run a major media operation on bake sales. But when control follows the money, the public deserves safeguards so the decisions that shape our coverage aren't all made out of sight.

At the very least, regulators should treat vague financing for what it is: risk. When a bidder parades a pledge from a single billionaire, securities and antitrust authorities need to insist on clear disclosure. Is it a signed, conditional commitment or just a handshake and a headline? Boards should lay out in public filings why they trusted a particular capital stack and what would happen if a named backer pulled out. Sunlight won't stop every bad deal, but it makes quiet exits harder.

Plain labeling would help. If a media company’s voting control or its key financing sits with just one or two players, that should be obvious to the public, not buried in a prospectus. You shouldn't have to study legal filings to learn that the person who owns your nightly news is also betting billions on volatile A.I. infrastructure.

A person at a desk looking at a news website and a financial report.

Most of us will never sit at a board table arguing over whose billions to take; we'll just live with the result. The rules for these deals can't be treated as inside baseball. If the capital stack ends up deciding which stories survive, the least we should expect is to know who is holding that stack and whether their promise is more than just "very excited" money on a slide deck.

This reporting draws on The New York Times Business and DealBook coverage of the Paramount, Warner Bros. Discovery and Netflix bids, as well as a DealBook piece that raises questions about Larry Ellison’s financing pledge.

Sources