Paramount Chairman David Ellison laid out his vision for taking over Warner Bros. Discovery, including combining the two streaming services — HBO Max and Paramount+, which together boast more 200 million subscribers.
“The combination … really puts us in a position to be able to compete with all the leading players in the space,” Ellison said during a Monday morning investor call, which came after Paramount stunned the industry late last week by pulling off the $110-billion takeover, which Ellison and his team had pursued for six months.
Ellison ticked off some of the popular franchises that Paramount, which owns “Mission: Impossible,” and “Top Gun,” will inherit with Warner Bros., which has the rights to Harry Potter, “Lord of the Rings,” DC Comics and “Game of Thrones.”
Key to the success of the new giant will be propelling streaming growth so the firm can be more competitive with Netflix, which has 325 million subscribers worldwide, and Walt Disney Co. and Amazon Prime Video.
The combined company also must manage its enormous portfolio of linear television networks, which would include Paramount’s CBS and Nickelodeon, and Warner Bros.’ CNN, TNT, and the Food Network.
Industry-wide, cable channels have been losing steam amid the migration to streaming. Paramount relies heavily on cable channel profits to pay down debt and said Monday there were no plans to sell any cable channels.
Early in its tenure, Warner Bros. Discovery resisted calls to sell CNN, saying it was important to its portfolio.
The combination of the two streaming services will not be immediate. Warner Bros. Discovery shareholders must approve the Paramount deal, which also needs to win the blessing of international regulators. Germany and Slovakia have already signaled their consent.
Then, the company must work through a host of technical challenges to migrate technology platforms, which have massive cloud-computing deals. Ellison told analysts the integration would take place “over the coming years.”
Throughout Monday’s call, Ellison sought to alleviate concerns that the merger would simply usher in more layoffs and dizzying programming cuts, which have become the hallmark of Warner Bros. Discovery.
Chief Executive David Zaslav and his team have worked feverishly to pay down the colossal debt that came from Discovery’s 2022 takeover of the larger WarnerMedia. Warner Bros. Discovery still has $33.5 billion in debt on its books, which Paramount must absorb in addition to its own acquisition costs and debt.
Specifically, Ellison gave a shout-out to HBO and its executive team, led by HBO Chairman Casey Bloys, who is deeply respected in Hollywood.
Ellison’s flourish appeared intended to quiet chatter about whether Bloys and Paramount’s streaming chief, Cindy Holland, could co-exist in the combined Paramount-Warner Bros.
“HBO is a crown jewel in this business,” Ellison said. “It will continue to have the resources and independence to do what it does best. At the same time, we believe in licensing our content to other platforms and producing third-party content in our television studios,” Ellison added, saying, “we are committed to growing our studios and the popular shows they create.”
Ellison said there were no plans to diminish HBO or its ambitions. “Our view is that HBO should stay HBO,” Ellison said.
The plan is to keep the Warner Bros. film division semi-separate from Paramount on Melrose Avenue with each studio releasing about 15 films a year. Ellison said the combined Paramount-Warner would maintain the 45-day film release window before moving titles to a streaming service.
He also made a pledge not to whack programming budgets. “We have no intention to pull back from production,” Ellison said.
Still, the new company will need to grapple with $79 billion in net debt at close, making it one of the largest leveraged buyouts in history. The younger Ellison, whose father — Oracle co-founder Larry Ellison — is financially backing the merger, will have $25-billion in debt more than the Warner Bros. Discovery deal, which led to the constant waves of layoffs.
Paramount Chief Operating Officer Andrew Gordon reiterated that the company has identified $6 billion in cost cuts, which he said could largely be achieved by “consolidating our streaming technology stacks and cloud providers, including [Paramount+] and HBO Max, realizing global efficiencies … [and] optimizing the combined real estate footprint.”
It’s unclear whether Parmount will sell the famed Melrose Avenue movie lot and move into the Warner Bros.’ campus in Burbank. Warner’s lot is considerably larger and has been better maintained over the years as Paramount (formerly Viacom) withstood years of under-investment.
“We are positioning the business for investment and growth in addition to reducing debt over the near term,” Gordon said.
Gordon added that Paramount on Friday paid the $2.8-billion termination fee to Netflix, to allow Warner to ditch the deal it signed with the streaming giant on Dec. 4. Paramount agreed to pay $31 per share to Warner Bros. Discovery’s shareholders.
Ellison said his proposed Warner Bros. takeover “is not about consolidation — it’s about reinventing the business.”
Mid-day Monday, Paramount Skydance shares were trading down about 1% to $13.30.
Netflix continued to gain ground, rising 1% to $97.24. Warner Bros. Discovery held steady at $28.40.
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