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Emergency Pod! Paramount Outbids Netflix and Wins Warner Bros.

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Emergency Pod! Paramount Outbids Netflix and Wins Warner Bros.

Paramount has successfully acquired Warner Brothers Discovery in a $111 billion deal, surpassing Netflix's bid. Netflix retreated due to shareholder dissatisfaction, political headwinds, and financial discipline, while Paramount's persistent offers, backed by Larry Ellison's personal guarantee, convinced the Warner board. The merger will form a media behemoth with extensive streaming, cable, news, and film assets, but is anticipated to result in significant layoffs and operational cuts across both companies. Regulatory hurdles remain, with U.S. state attorneys general and European regulators scrutinizing the deal for antitrust issues, though political dynamics may affect approval. Industry observers fear negative consequences for Hollywood, including reduced competition and consolidation, despite Paramount's argument that the combined company will better compete with tech giants like Netflix and Amazon.

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[Music] This episode of The Town is presented by 20th Century Studios Avatar Fire and Ash. Don't miss the movie Critics Are Raving is epic and exciting and gorgeous and heartbreaking, and stands as one of the greatest films ever made. It's got incredible visuals, jaw-dropping action, and a cinematic achievement. Avatar Fire and Ash now playing in theaters, and now nominated for the Academy Awards for Best Visual Effects and Best Costume Design. It is Friday, February 27th. It's official! We have a winner in the Battle for Warner Brothers and it's paramount! Quite a stunner? Not that the Ellison ended up on top, or that they ultimately agreed to a deal worth $111 billion. I've actually been predicting the Ellison since the beginning of the auction for Warner Brothers Studio and HBO Max and CNN last fall. Even after Netflix closed its $83 billion deal for the studio and streamer in December. But still, the way it went down pretty surprising. Earlier this week, Paramount finally raised its bid from $30 a share for the whole company to $31. Plus, the Ellison's agreed to a bunch of additional sweeteners on top of the breakup fees in Larry Ellison, one of the richest men in the world. He agreed to backstop the deal if it falls through. It was all enough for the Warner Brothers Discovery Board to declare the Paramount bid "superior," which then gave Netflix four days to submit a matching bid, which most of us expected them to do, given how aggressive Netflix has been fighting for their deal. But nope! Ted Serrano's and Greg Peters, the co-CEOs, they walked almost immediately. Ted was actually in DC, courting the Justice Department when this all went down. "We've always been disciplined," he wrote in a statement. "At the price required to match Paramount's guidance is latest offer, the deal is no longer financially attractive." Of course, there was a political cloud hovering over all of this, especially Netflix's ability to close this deal amid antitrust scrutiny. We discussed that with Ted on the show last week. The Trump administration is pretty happy with how the Ellison's are managing Paramount, and in particular CBS News, and David Ellison was all smiles doing the thumbs up with Lindsey Graham at the State of the Union on Tuesday. So, how did this happen? Was it just that Paramount was willing to dramatically overpay to the extent Netflix was not? After all, the Netflix shareholders didn't like this deal. The stock has been in decline ever since they started talking about buying warners, and has shot up when Paramount got the deal. Or was this preordained by Trump? And most importantly, what comes next? Regulators are still going to take a close look here, and David Zadzlov, he said on a town hall this morning that this deal could not close still, and if it does, it will likely take six to 12 months. And then the aftermath and all likelihood, two studios are about to get smashed together. That cannot be good for Hollywood in general. Pretty disastrous, actually. So today it's an emergency pod with our usual Monday guy, Lucas Shaw from Bloomberg. Paramount wins Warner Brothers. Now what? From The Ring or in Puck, I'm Matt Bellany, and this is the town. Okay, we are here emergency pod time. Lucas is at home dealing with five other things. I am in Arizona going to some spring training games, Dodger Central. But we are convening here because finally we have a winner in the sweepstakes for Warner Brothers and its Paramount. Just like I said it would be not quite how I thought it would go down. Lucas, I assume you were also surprised by this. I was surprised by the speed with which Netflix retreated. But not the more I thought about it, I wasn't because over the last week there had been this sort of creeping feeling that Warner Brothers was going to go with Paramount and that Netflix. Like I thought that the whole Sarandas PR tour to me, even though it was like in theory offensive, I interpreted as a little defensive. Like he saw where it was going. Right. And we they had lost the war in public, the war of public opinion and was frustrated by it and wanted to try to counter the narrative and it was it ended up being too little too late. Yeah, I mean, well, there's the public narrative and then there's the political narrative, which I think was intertwonning. Yeah, they are, of course. But you know, listen, how long have we been talking about this being an era of consolidation in media to fight big tech, you know, Disney, Bob Fox, Amazon, but MGM. Now Paramount is buying Warner Brothers. So, you know, big picture. This is not a huge surprise. This is happening. But the ramifications are absolutely enormous here. And I don't think people in Hollywood quite realize what is about to happen. So we're going to go into a bunch of different topics. First, we're going to go into why this happened. So give me your sense of why this went south for Netflix, why Paramount beat this down and took this and essentially swiped it away from a closed deal. I think there are a bunch of factors. Look, Paramount was relentless. They kept coming, kept coming, kept coming and they kind of bid by bid answered different problems that the Warner Brothers board had. Have Larry Ellison back this personally. Okay, he did have a breakup fee. Yeah, I mean, they end up with a deal where they are going to have to pay Netflix $2.8 billion. Go away. They have to commit $7 billion if this deal falls apart because of court case regulatory scrutiny, all of that. Larry Ellison is largely backstopping a $111 billion deal. Paramount can't change the terms are backed out. If their business falls apart, if Warner Brothers business falls apart, because remember both these companies make basically all their money from cable networks that are shrinking every year. And so that really helped Paramount. And then there was the political pressure that they created where they kept talking about what a bad deal the Netflix kind of arrangement was they got folks in Europe energized. They got attorneys general energized the Senate, people in the White House. And even though Netflix and Warner Brothers dismissed it all as noise where it really I think had an impact was on Warner Brothers shareholders who started to say, wait, why are we doing this Netflix deal when Paramount is going to buy the whole company and they're probably going to get it approved. And then the wrinkle on the Netflix side is their shareholders didn't like the deal. And so a certain point. That's the big one there. I think I think that pressure if the if the Netflix stock had started going up on the prospect of buying Warner Brothers. It's a different ballgame. But the Netflix stock was down with 3035% and it kept going up every time the Paramount people would make a new deal because the shareholders were so hopeful that this wouldn't happen for Netflix. Like that's got to make an impact on them. Yeah, I mean, Netflix's market cap over the course of this process went down by more than they were offering to pay for the assets from Paramount, which is pretty crazy. And Ted argued throughout the process that they've done a lot of things that the shareholders didn't like and this was all just uncertainty and you know they when people when they added ads people were upset. And but I think this is different because this was a fundamental change of what the company had done for the entirety of its of its existence. They just didn't do deals like this and people were asking like why right why are you going about trying to buy this traditional media asset when you're kicking everybody's ass and streaming. And are you going to get caught in a bidding war which would have happened again this week where you're going to spend too much money. You're going to take on all this debt and if you're a shareholder it also means oh you're not going to be doing buybacks anymore. That's not as lucrative for us. So yeah, I think they they ran into a real problem with their shareholders that the political situation only made even worse. And look, I think Netflix got really frustrated at the end that basically nobody kind of nobody was on their side. You know what though I think that the Ted press tour did start to convince people around town they started to say like oh you know maybe they will keep Warner Brothers separate maybe they will commit to movie theaters. You know maybe the alternative here of CBS and the Barry Weiss nonsense coming to CNN and all the cost cutting in the last maybe that's not what we should be rooting for here. I do I felt like the tide was turning a little at least within the Hollywood community certainly not on the political end. I have felt that earlier right where initially the deal gets announced and the the Hollywood response was oh my god this is horrible. How could we allow this to happen and I felt like over the course of the next you know week or two people started to think about it and they're like well if this is going to happen maybe Netflix is actually better than Paramount and we don't love it. But like you know let's try to basically let's try to get what we can out of Netflix on theaters and all that and Ted after initially slipping up on some of the messaging became very consistent said the same thing over and over again on theaters you could not say it anymore clearly then he did yeah I would bullet point by bullet point with them and literally got him to commit to things like marketing and you know all this stuff that he was was happy to do you know there was not a James Cameron who came out and said I'm behind these people like we should we should go with this. But it's easier to pick holes at the deal that has been made the Netflix deal then pick holes in the deal in the case of Paramount that was a theoretical deal right we spent all this time arguing about movie theaters which was one of the central concerns about the Netflix deal and spent very little time arguing about the billions of dollars and cuts that Paramount is about to make because that deal wasn't on the table at the time exactly and now I think the realization hit people in town last night because I'm sure your texts and emails are blowing up. Like mine like holy shit this is catastrophic you know is my entire department going to be gone what is going to happen to CNN what is going to happen to not not the creative team necessarily at Warner Brothers maybe they'll keep them to pick the movies but everybody else all of the apparatus that goes into making and marketing and distributing and exploiting movies all those people are on the table now. Yes I think my favorite was I thought I'd be happy but now I'm scared yeah I think scared is a good moniker I mean even also the HBO people I mean what is what's that going to look like maybe yeah you I think it'd be as a nine to get rid of Casey boys and his creative team at HBO and already the Paramount people are saying that they're not going to do that but again it's everybody else let's walk through that okay Casey is obligated contractually to report to the CEO company. So are they going to keep HBO separate and have Casey report in the David David Allison I would guess yes and I don't believe he would report to Cindy Holland not going to happen so they will have Casey and Cindy running parallel organizations for parallel streaming services yeah why not you do what you got to do to keep people that's not what's that's not usually what you do that's not usually that they have a president Jeff Shell that nobody reports to. So I mean it's it's all in how you want to set this up I mean this is all very early there are many many questions about this and the overarching truth here is that there are going to be massive massive cuts I think the movie lots are on the table will Ellison sell off the Warner Brothers lot to you know develop it for condos will he sell the Paramount lot will he you know sell both of them I mean all of this is on the table it's it's pretty catastrophic for the industry. In the short term at least you know he's arguing that he's going to create a behemoth that can finally take on Netflix and in the long haul it'll be a growth mode company but that's going to that's that's a big big ask and it gets to this question can this deal close probably right I don't know man you look Rob Bonta the attorney general California is already put now statement saying this is not a done deal we are looking hard at this the other state attorney general in Cal. In the liberal states are going to go hard against this the European regulators are going to go hard against this there was a report from TD Cowen this morning that said they are pretty confident that this can close they cited the sprint deal from 2020 from 2019 where a lot of the attorney general opposed that and there were some concessions made and ultimately the department of justice signing off on it was a positive and they got that deal is a sprint team mobile deal I really do think that this is going to be a challenge this is not over the paramount people don't agree with this but by like normal antitrust measurements the paramount deal is actually like the one that would not get blocked because it is a merger combining a bunch of duplicate of assets direct competitors but we haven't really seen the Trump administration come out and try to block and which is why I don't think that this one would I don't think the Netflix deal would have gotten blocked I do think it would have wound up in court for a year or two I don't think that this deal would get blocked I don't think the department of justice is the problem I honestly do think that's where the politics comes into play you think they'll see either attorney general or Europe basically because I mean Elizabeth Warren and Cory Booker already told us don't really don't but you could have said the same thing on the other side and that nonsense hearing in DC with Ted Serandos that did impact the public opinion on this and if this this has now become something bigger than just a corporate deal bigger than Hollywood bigger than media this is now something that like regular people know about and if this is a cause to live in the democratic political apparatus we've got a protection and we've got to protect the media we've got to protect your data and all of this stuff that the Ellison family Trump donors want to suck up and turn into this big media behemoth this could be a problem for them I think you mentioned Rob on to from California already said that they were going to review this closely Europe has generally expressed concerns about kind of media consolidation and kind of American hegemony I think they Europe probably would have been more alarmed by Netflix than then Paramount other than the fact that Paramount is in fact buying a bunch of the European TV network assets which makes it a little more complicated but I think gun to my head I think it'll be a I think it'll be a slog I think they'll probably need to pay some of those those tickers that they that they that they pledge for the how long it goes and there are concessions that they can make I mean this is the same thing that was true on the Netflix side and Paramount could say we agreed that we won't do XYZ and okay that's enough for the California attorney general okay we will do XYZ that's enough for the New York attorney general something like that we will continue to produce a lot of stuff in the US oh by the way we will continue to sell many of our most popular shows to Netflix right which I do think is going to happen I want to get it go back to that question of the consolidation and really the power of the Ellison owned platform now let's assume this deal goes through I don't think people really realize what this deal will create I mean this is now a company that will have you know with with duplicates they could have 219 million subscribers on streaming they will have dozens of linear platforms and television networks they will have CNN they will have CBS news they will have two of the original five six movie studios they will have pretty unprecedented amount of the traditional entertainment assets now take out this you know Apple Amazon Netflix this will be a pretty dominant platform how do we think what I think what I like for more they'll account between CBS and Paramount and Warner Brothers they'll account for more production than any entity on the planet and how do we think Ellison is going to use this platform because his argument has always been that if we're allowed to do this deal there will be synergies and there will be additive elements here that are going to make the linear business work for us and allow us to create this direct consumer platform that is going to be best in class and better than Netflix and you know I still haven't fully bought into their argument for why this is better overall other than just a consolidation play but then you can think about why would you what we've seen I only say that because we've seen these deals happen again and again and again and we yet to have a successful example of one of these mega mergers that kind of had the intended effect and would be looked back upon as a positive we heard these same arguments for Warner and discovery or in it's not that different from Disney Fox right you know Disney Fox the the what Disney bought from Fox was probably a little smaller than what Paramount is underbothers but Disney a much larger company than Paramount and and Fox the Fox network was not part of the Disney transaction and Warner doesn't have a linear broadcast network as well so that's one thing but the power of these sports assets the Ellison now have football UFC golf March madness they own all of March madness now like they can deploy those assets across all these platforms and potentially save those linear networks longer than would have been saved under the Warner regime because what if you start putting UFC on TBS or TNT which I believe they can do what if you start using this to I just think that they having all of this having all of these different kind of levers of audience can prolong the linear business a little bit longer not the same as discovery and Warner brothers but you you we keep having these media companies that because of the decline of cable are sort of worried about their future and believe that they're going to you know they will ultimately fail if they don't get bigger and so you just keep having smaller companies swallowing and swallowing and swallowing so yes you know Paramount is in a much stronger position having the assets of Warner Brothers discovery on the Earth's foot than not right you know just having David Ellison's firepower the Ellison's firepower behind Paramount may not have been enough they have a bunch of cable networks that are just not going to get turned around so it was really all about what they could do in streaming I don't ultimately think that this is really about necessarily like prolonging or strengthening linear what linear gives the Ellison is a bunch of cash flow they do needed to continue because the numbers on the declines are pretty scary they need it to continue because they need to use that cash flow to invest in streaming and to pay down their debt right and so and the Warner Brothers discovery networks are more profitable than the Paramount networks because David Zazlet doesn't spend a lot of money it's a bunch of low cost reality programming for the most part and the Paramount networks are just not as strong brands and they've been neglected for so long well they were they were used yeah they were used skewing to begin with like MTV and BH one and like they just were in the worst possible position for a digital disruption I think the real quest the most interesting question at least from like what is the combined company mean or do is like we've been hearing forever about like oh these different streaming services all they need to do is join forces and then they can keep up with Netflix right like David Zazlet was talking all about we got a you know bundling HBM acts with Disney plus and peacock and Paramount plus and you just needed put it all together now we're going to see right a company is going to have HBO Max and Paramount plus and the same thing they can choose to combine it and make it one they can choose to to sell it as a package deal this is this is the shot if you think that this is going to make you competitive with Netflix you now have the resources you have two studios you have a lot of programming you have HBO you have a library all this brand go for can you is that really what you needed in order to be a suitable rival to Netflix and YouTube and Amazon and Disney yes not to mention the debt question because I was looking at these numbers last night my partner puck bill cohen I did a back and forth last night on this if you can read that puck he went through the debt issue and we're talking about 70 billion dollars of net debt for this company and that's an estimate but the revenue and profit associated with this company does not support that level of debt at least not in the short term are we just getting into another one of discovery situation here where the focus for the next five years is going to be on paying down this debt and doing whatever possible they can to loosen the the rains of this debt that's going to be a huge part of it I mean I mean why doesn't that just equal cuts and layoffs rather than investment David Ellison has been talking about how he's the one that's going to invest in this company and they are going to be able to put two and two together and make five and I think that's not what I mean but the history of this Warner discovery transaction tells us that that's not what happens they just have to cut and cut and cut to pay down that. Well, this why I said when I said really history of all these transactions is that they talk about how great it'll be for the industry but then they just end up firing a bunch of people and cutting costs now again yes David Ellison is said we're going to put 30 movies a year in theaters we're going to invest more in production we all would like to believe it we want that to be the case because it's what the industry could use. The history of M&A suggests otherwise you don't usually combine the same assets to spend more money you do it to save money especially if you have debt and you know they've already talked about having billions of dollars in synergy so yes you're going to see thousands of people lose their jobs and we'll see what the impact is on on output right you know we'll see how many movies combine Warner Brothers and Paramount produce in three years we'll see how many television shows combine their studios release we'll see what the investment is in the streaming services my assumption is that they'll be able to spend spread that programming across their networks and their streaming services and something that may be strategically very good for them but not lead to an increase in output. Do we think Taylor shared in regrets failing on Paramount for universal no could have had HBO show could have I guess I don't think he regrets it but will there be a talent drain listen this the Republican cloud over the Ellisons now I mean they went all in there's that picture of David Ellison doing the thumbs up with Lindsey Graham that may come back to haunt him if he starts getting the impression that this is the new Fox and that some creators do not want to work for Yeah, I don't know I mean trooper Murdoch is pretty darn successful it was and throughout his ownership of Fox news and the movie studio it didn't really seem to hurt this creative output people like Seth MacFarlane and Steve Levitt and and you know other creators who have spoken out against Fox news continued to make shows for Fox yeah and I also feel like it became I mean we're in a different era became more of an issue in the Trump era than it was in say when when George Bush was president or Barack Obama was president you know people didn't necessarily like the Murdoch's politics and Hollywood but they held their nose and they worked with them and look Fox television made a lot of great shows the TV studio the movie studio they work with top tier filmmakers Jim Cameron had no problem working for for Murdoch I mean Jim Cameron was that the number one defender David Ellison in this deal at least from a Hollywood perspective yeah it's amazing now CNN people that's another one I mean they CBS news has already had problems recruiting people and I think that only gets worse I mean it just the amount of cutting that is about to happen at CNN is going to be pretty extraordinary I think well if you're one of those on air host CNN you're probably feeling the squeeze right now oh and forget that I mean all these bureaus around the world that you click it with CBS news and CNN like all of that is going to be combined how much do you think David Ellison thinks about the news business I think he thinks about the bottom line and where he can cut and he looks at these two very expensive news operations and says you know it's going to get ridiculousness right like they're going to start treating CNN like the former Viacom people treated their cable networks what can we cut to the absolute bone to continue to get our carriage fees and are advertising they just for Stanley to cheat 24 hours a day exactly that's what it's going to be you run Stanley to cheat you run town halls you run you know the repeat of the nightly programs all night like it's just going to be cuts and you know what it's probably I hate to say this but it's probably in the short term the better business move because you just extract all the carriage fees and ads CNN has been pretty lost from the right and the ratings are down so like it probably can't get much worse so if you're not going to invest and you're not going to put in a strategy to try to take on MSMBC or MS now and Fox then what are you going to do there if they wanted to this wouldn't and they do the steal they would now have the ability to do something that they could spend off a bunch of cable networks or find a buyer for them yeah either one just say we want they say they're not going to do that although remember when they put it out there that they want to people to pitch them ideas to reinvent MTV and as other networks that that hasn't happened yet nobody has bought in yet there may be I know there are people that that have ideas and they have money but we'll see if that ends Alasin has always been so loyal to his people where we talked about HBO, we didn't really talk about the studios. >> Oh, whether Mike and Pam Warner brothers survive this? >> Mike and Pam Channing. >> Yeah. I mean, I think not, I don't think they're going to go in and just like outright fire everybody to start. I think every indication that I have had is that they're going to give people a chance and see if they can work with the new regime. I don't know whether these people will report into the Paramount Studio team or whether they will be a separate entity. Like I think will happen with HBO. My guess is that they will have to report into the Paramount people and Warner's will become a division there. But I don't think all of a sudden if you really want to increase the output of movies, I don't think it makes a lot of sense to get rid of the people who are producing and making those movies at Warner's. At least the creative executive. I think everybody else, business affairs, legal marketing, all of that. I think that gets consolidated. But the creative teams I think will stay in the short term. You agree? Depends on short. I mean, we agree that this deal isn't going to even get approved until Paramount hopes by the fall. But let's say early next year, then they have to integrate. These things always tend to take a couple of years. I think the real question is like, okay, when they've actually gotten in there and started to move things around. Like even when Richard Plepler, the head of HBO, laughed after the AT&T deal, like it took two or three years for that to happen. Yeah, it's true. By the way, if the legislature turns blue this fall and we have a democratic-led house or Senate even, does that impact this? Does the hammer fall on all Trump aligned media? Well, they don't, again, they don't have oversight. They don't, but they have loud voices. Right, but I think the loud voices mattered more when there was a competitive process. When you could get shareholders to say, oh, like the sentiment is on the side of Paramount, we should go with that. If the shareholders have approved the deal, those voices matter a little bit less. Yeah. All right, final two questions. Who are the big winners here? As you know, this is the podcast that cares mostly about winning losers. Not just that, but we care mostly about how much money David Zazloff makes in a year. So obviously he's a big winner. The Warner Stock was trading around $7 a share last fall. Then Paramount comes along. Zazloff needs to send Ellison some kind of a nice looking Hawaiian couch for his lini house or something, because this is all happening because the Paramount people emerged as aggressive buyers who wanted this at any cost. And then they got Netflix involved and then that's all you need. So $7 last fall, the initial Paramount offer was $19 a share. Nobody thought it could go to $30. 10 offers later it closed the 31. So obviously David Zazloff. Okay, so if David Zazloff is the biggest winner, who do we think is the biggest loser? Well, it's not Ted. It's not Ted Sarandos. I mean, no, obviously he didn't get the asset, but he's getting all of these, this breakup fee, his shareholders love the fact that he didn't get it. The perception is that they won by losing, right? Yeah. So because this morning if there was a reputational damage to Ted and I said I didn't think so. I don't think so either because he never said anything that was going to come back to haunt him. I don't think except for the theaters thing. I mean, I joke last night that it's going to take a week or two for him to go back to Trashing theaters, which may happen, but I don't think he said anything during this whole process that people are going to be like, well, wow, we can't work with them anymore. Or wow, this company is so weakened now that they're going to, it's going to be a downward spiral or can they compete with all these other competitors now as just a streaming company? I don't think he did anything. So I think that is still a winner here. The losers are probably the employees, right? Just because of how many more job cuts their face and how would in general the, you know, the Los Angeles economy, the economy of New York and Atlanta, we're CNN is based. Like that's the biggest loser here. If I were a city leader in LA or New York, it would concern me that thousands of my constituents are about to lose their job. Right. Classic good for the shareholders. Not so good for the employees. Exactly. And final question. What should Netflix use the two billion dollar break up fee to do? Craig's voting for the Saudis as the big winners, by the way. Craig's a big Saudi guy. The Middle Eastern money. The Middle Eastern money that Paramount has here. I mean, they won't do it. Netflix should buy the Paramount lot. Great idea, Craig. Great idea. I agree, because Ted has coveted a lot for a long time. The problem with that one is there's no way David Ellison would sell it to him. But why? From the beginning, I had heard that Larry thought of this whole deal as a real estate deal. And that he would be able to get billions of dollars in selling these lots. I mean, there are historical designation, at least on the Paramount lot. I'm not sure about Warner's. But yeah, Ted has wanted this lot. They're already based in Hollywood, Netflix. So why not just sell him the Paramount lot and then move everyone to Warner's? We can run through the fun things that Netflix could do, but won't do. Like, you're your colleague Eric Gardner's idea about investing in a news division to take on CNN CBS. We'll never happen. But it's fun to think about. Yeah. I think another one. It wouldn't be enough for the full deal, but just for if they really wanted to do it for shits and giggles to get back a Paramount would be to go in and take the CBS NFL package. Of course, that just stealing NFL from Paramount would be the ultimate F you. Just like, okay, guys, this is the big time you want to you want to play with us. You're going to play for this. And now we're now going to be able to out bid you for this because we can spend anything we want. Yeah. Jack up the rights again. Jack them up to where Paramount has to double what it pays for NFL. You don't think that's going to happen. I think they're going to take the money. They're going to put it into their content. They can buy a movie theater chain. They could. I don't think that's going to happen. Ted Seren is the defender of movie theaters now. Maybe take your money and buy it. Look, someone, someone we both know made a suggestion. I mean, this was when they were trying to win the deal. But if they wanted to, that Netflix would just commit to like investing $500 million in refurbishing movie theaters and it would change the narrative around that. But why would they do that? I'm just passing along straight. Yeah, that is the ultimate Hollywood wishful thinking. They should buy the arc light in LA. That would win them so much. Yeah, I'm going to send a Ramadom. But they already have the Egyptian like two blocks away. So what? It's all for show anyways. It's not like they actually make money on the Egyptian. So just buy it and everyone would love you and have your premieres there. Can I ask a question to closest out here? Yeah, please, Craig. Finish it off here. If Netflix got Warner Brothers, where was it on the Defcon scale? And what is it now that Paramount's going to get Warner Brothers? Defcon one is the most dire and Defcon five is the least dire. I think Paramount is like a two. And Netflix would have been like a three or a four. No. You disagree? I think that Paramount is a one and Netflix was a two. I think they're both like, wow, Lucas is more cynical than me. I think they're both very alarming to everyone. Yeah. Okay, especially because we've been through the Disney Fox of it all. And we now have had like five years to see what happened. Yep. All right. Maybe you're convincing me. I should be more cynical. All right, Lucas. Thanks for joining. Thanks, Matt. (upbeat music)

Podcast Summary

Key Points:

  1. Paramount has won the bidding war for Warner Brothers Discovery with a $111 billion offer, outbidding Netflix.
  2. Netflix withdrew due to shareholder pressure, political scrutiny, and financial concerns, while Paramount's aggressive bidding and Larry Ellison's backing were decisive.
  3. The merger will create a massive media conglomerate with significant assets in streaming, linear TV, news, and film studios, but is expected to lead to major job cuts and industry consolidation.
  4. Regulatory approval is uncertain, with potential antitrust challenges from U.S. and European authorities, though political factors may influence the outcome.
  5. The deal raises concerns about its impact on Hollywood, including potential studio closures and reduced competition, despite claims it will strengthen the combined entity against tech giants.

Summary:

Paramount has successfully acquired Warner Brothers Discovery in a $111 billion deal, surpassing Netflix's bid. Netflix retreated due to shareholder dissatisfaction, political headwinds, and financial discipline, while Paramount's persistent offers, backed by Larry Ellison's personal guarantee, convinced the Warner board. The merger will form a media behemoth with extensive streaming, cable, news, and film assets, but is anticipated to result in significant layoffs and operational cuts across both companies.

S. state attorneys general and European regulators scrutinizing the deal for antitrust issues, though political dynamics may affect approval. Industry observers fear negative consequences for Hollywood, including reduced competition and consolidation, despite Paramount's argument that the combined company will better compete with tech giants like Netflix and Amazon.

FAQs

Paramount won the bid for Warner Brothers with a deal worth $111 billion, backed by Larry Ellison's financial support.

Netflix withdrew because the price required to match Paramount's offer was no longer financially attractive, and their shareholders disapproved of the deal.

Paramount's relentless bidding, Larry Ellison's personal backing, and political pressure against Netflix's bid were key factors in securing the deal.

The deal faces scrutiny from state attorneys general, European regulators, and antitrust authorities, which could delay closure by 6-12 months.

The merger is expected to lead to massive job cuts, consolidation of studios, and significant restructuring, which could be disastrous for the industry.

The combined entity will have extensive streaming subscribers and linear networks, potentially prolonging the linear business through synergies like sports content deployment.

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