The bidding war for Warner Bros. Discovery has seen the titans of Netflix and Paramount courting President Trump at the White House and even at the Kennedy Center.
Every new meeting is ratcheting up the pressure — not just on the deal, but on a little-known government official named Gail Slater.
Ms. Slater, 54, heads the Department of Justice’s antitrust division, which is widely expected to handle the government’s review of the proposed sale of Warner Bros.
The president’s involvement has upended the usual process for reviewing major business deals like this one. It calls into question the legitimacy of Ms. Slater’s inquiry before it even starts, according to antitrust experts and former agency officials. It could force her to make a case based on politics, not merit, or put her at odds with a president who often demands loyalty over everything.
“The notion that the president might have already picked a winner and a loser before any investigation has even begun is highly problematic, and presents her with a formidable challenge,” said Bill Baer, who led the antitrust division during the Obama administration.
A spokeswoman for the Justice Department declined to comment.
Netflix surprised Hollywood last week when it agreed to buy the Warner Bros. studio and streaming business for $83 billion, a move that would combine two of the nation’s pre-eminent streaming sites responsible for hits like “Stranger Things,” “Bridgerton” and “The White Lotus” and give Netflix a movie studio. The streaming giant would not acquire the company’s television channels, which include CNN and TNT. On Monday, Paramount Skydance, the entertainment company backed by David and Larry Ellison, announced a hostile bid for the entirety of Warner Bros. Discovery, including the television channels, that valued the company at $108 billion.
Traditionally, the government gets the chance to review major corporate deals to see whether they will reduce competition or harm consumers. That power is split between the Federal Trade Commission and the Justice Department, which has handled previous reviews involving Warner Bros. The White House and the president usually keep government reviews of deals at arm’s length to avoid allegations of undue influence.
At the Justice Department, lower-level staff traditionally make a recommendation about whether the agency should sue to block a merger based on their investigation. The final call rests with Ms. Slater and other senior department officials.
The Warner Bros. deal would be the most significant to land on Ms. Slater’s desk since she was confirmed in March, after a long career as an antitrust lawyer in Washington. So far, her most public work has focused on ongoing antitrust cases against Google and settling lawsuits against companies that were filed before she arrived at the agency.
Though she is relatively new to the job, this is not the first time Ms. Slater has been in an awkward position related to a contentious merger. The first involved the tech company Hewlett Packard Enterprise, which hoped to acquire the networking company Juniper Networks. Though the Justice Department initially challenged the acquisition, Ms. Slater’s former deputy has suggested publicly that Hewlett Packard Enterprise went around Ms. Slater to get the agency to back off and allow the deal to go through.
A spokeswoman for Netflix pointed to comments made on Monday by Greg Peters, Netflix’s co-chief executive, who said that the company will work with regulators and expected the deal to be approved. Representatives for Paramount and Warner Bros. Discovery declined to comment.
On Sunday, Mr. Trump said he would be “involved” in the decision about whether to challenge the deal and raised concerns about Netflix’s dominance in Hollywood.
William P. Barr, who served as attorney general during Mr. Trump’s first term, said he did not believe that the president’s comments would impede Ms. Slater’s ability to make a legitimate judgment on the deal.
“He wasn’t taking a position on the merger. But even if he did, I frankly think that Gail will call it on the merits,” said Mr. Barr, adding that Ms. Slater was a “serious antitrust lawyer.”
Ms. Slater leads a team that will likely grapple with the legality of any deal for Warner Bros. That analysis will focus on complicated questions about market competition and consumer harm, like whether a deal might lead to price increases for streaming products.
Her staff could also consider the effect the deal would have on people who make television and movies, who sell their services to companies like Netflix, Warner Bros. and Paramount. The Justice Department won a similar case in 2022 when a judge agreed to block a merger of two major publishers, Penguin Random House and Simon & Schuster.
Mr. Trump’s intervention isn’t the only factor putting pressure on Ms. Slater and her review.
The political questions shadowing the federal review could push state attorneys general to launch their own challenge. Something similar happened in 2019, when the Justice Department let the phone company T-Mobile merge with its competitor, Sprint. A group of states tried to block the merger on their own, though they were ultimately unsuccessful.
State officials are already starting to take an interest in the fate of Warner Bros. Colorado will investigate the deal for the entertainment company, and expects to work with other states on the matter, said the state’s attorney general, Phil Weiser, a Democrat.
In an interview, Mr. Weiser said he was “committed to a system of antitrust enforcement that’s always fair and that always analyzes cases based on the individual merits and never based on” which companies are involved.
“I’d like to be working with the federal government and will continue to give them the benefit of the doubt that they will analyze the case on the merits,” he said. “But I’m going to remain vigilant.”
Lauren Hirsch contributed reporting.
David McCabe is a Times reporter who covers the complex legal and policy issues created by the digital economy and new technologies.
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