1. United States
2. Ind.
3. Letter

I am writing to urge the Senate Judiciary Committee’s Subcommittee on Antitrust, Competition Policy, and Consumer Rights to advocate for structural conditions on the proposed $111 billion merger between Paramount Global and Warner Bros. Discovery before it proceeds further. This transaction would consolidate HBO, CNN, CBS, Paramount+, Warner Bros. Pictures, and Nickelodeon under a single corporate entity. Given the scale of horizontal and vertical integration involved, the transaction warrants review under Section 7 of the Clayton Act (15 U.S.C. § 18). However, beyond traditional market concentration concerns, this merger presents governance and conflict-of-interest issues that call for structural safeguards. Public reporting indicates that David Ellison would control the merged entity, while his father, Larry Ellison, leads Oracle Corporation. Oracle provides cloud infrastructure services to the media companies involved, holds federal contracts processing Medicare and classified defense data, and its stock is reportedly involved in financing arrangements tied to the transaction. Yet Oracle is characterized in merger materials as an independent vendor. Where material related-party relationships exist, SEC Regulation S-K (Item 404) requires disclosure and careful governance review. More importantly, when infrastructure providers operate simultaneously in commercial media, federal health systems, and classified defense environments, structural firewalls and independent oversight mechanisms are not optional best practices — they are risk mitigations. There is clear precedent for such safeguards. In the proposed TikTok restructuring involving Oracle, federal authorities required data isolation, oversight boards, and auditing mechanisms due to national security and data integrity concerns. The merged Paramount–Warner entity would reach a comparable American audience and control vast amounts of consumer behavioral data. Yet no comparable structural conditions have been publicly proposed. If this transaction is to proceed, I respectfully request that Congress press for: • Mandatory structural separation between Oracle’s federal cloud operations and any commercial media data environments serving the merged entity • Independent third-party audits of data governance and algorithmic infrastructure • Clear related-party designation and disclosure requirements where financial entanglement exists • Governance safeguards ensuring that financing relationships do not influence infrastructure contracting decisions Structural remedies are consistent with past antitrust settlements and merger approvals where vertical integration raised systemic risk concerns. This is not merely a question of media consolidation. It is a convergence of national infrastructure, federal data systems, cloud computing dominance, and mass-market content distribution. Ensuring appropriate structural guardrails before closing protects competition, consumer data, and public trust without preemptively foreclosing the transaction itself. Thank you for your leadership and consideration.