On the heels of Netflix declining to match Paramount Skydance’s $31-per-share all-cash ($110.9 billion equity value) bid for Warner Bros. Discovery, Netflix co-CEO Ted Sarandos says the decision to walk away was not a difficult one.
“We definitely wanted this asset; We didn’t need it,” Sarandos told Bloomberg News in an interview.
Paramount is now on the hook to pay WBD $76.9 billion in cash, in addition to assuming upwards of $79 billion in net debt, which includes $57.5 billion in new debt financing, $15 billion to refinance WBD’s existing debt load around $33 billion, and $3.5 billion in bridge financing.
Discovery acquired the former WarnerMedia from AT&T for $43 billion in 2022 to create Warner Bros. Discovery.
Paramount also paid Netflix a $2.8 billion termination fee, in addition to guaranteeing a $7 billion termination fee to WBD, and a $650 million quarterly “ticking” fee should the deal not close by the Sept. 30 deadline.
The outsized fiscal size of the deal and Paramount’s relatively modest finances (outside the funds from Larry Ellison, father of Paramount CEO David Ellison, who is offering $45.7 billion in cash; $24 billion in Middle East sovereign wealth funds; and $54 billion bridge loan from Bank of America, Citi and Apollo Capital) surprised Sarandos.
“Unusual, yeah, unusual, irrational, whatever words you want to use in that,” Sarandos said. “It’ll be fascinating to see the next steps.”
The executive believes that due to the fiscal levering of the deal, Paramount will fast-forward cost synergies and cuts involving at least $6 billion — which Sarandos believes will result in layoffs and a reduction of content production.
“We were in the books of Warner Bros., and the biggest cost centers are people in productions,” he said. “They are telling people who lend them the money that’s gonna happen in 18 months or so. It would be less production, less people working.”
Sarandos said Netflix’s involvement in the M&A deal involved dealing with 50 regulatory bodies around the world, in addition to the Justice Department and Congress in the United States.
“There are easier ways to make $2.8 billion,” Sarandos quipped.
When asked about Netflix shareholder’s apparent dislike for the WBD asset merger involving Warner Bros. Studios and HBO Max, Sarandos said short-term negative reaction on Wall Street is nothing new to the streamer.
Netflix’s stock price shot up 10% following its withdrawal, and was up 13.7% through midmorning trading on March 2.
“We’ve taken short-term hits for long-term gains in our business many times in our 20 years as a public company. And they worked out pretty well,” Sarandos said.
The executive has no idea if the Paramount deal will pass regulatory muster, adding that it should be scrutinized as much as Netflix was.
“It should be looked at with every bit of the same microscope,” Sarandos said. “Remember, we were asked to go and testify [before Congress]. David and I both were. I came.”
Regardless, Sarandos wishes Paramount well going forward, adding that Netflix will continue licensing content from both Paramount and Warner Bros. Discovery.
“I wish them luck,” he said. “They’ve got regulatory hurdles to clear. Even when we were thinking about keeping these businesses together and running, we knew that we had a difficult task ahead of integration. I can’t imagine doing all that and trying to cut billions and billions of dollars. Today, Paramount has half of the people that they had one year ago. So that gives you some sense of where this is heading for the town and for the business.”
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