Neal Freyman (2:14)

So like shoes?

Toby Howell (2:16)

Yeah, shoes. $250 worth of shoes. Nothing suspicious at all. But it would have been smarter to send that to LinkedIn ads. They have the highest B2B return on ad spend of all online ad networks and a network of over 1 billion professionals and 130 million decision makers.

Neal Freyman (2:33)

You can target your buyers by job title, industry, company role, seniority skills, company revenue. So you can stop wasting budget on the wrong audience right now.

Toby Howell (2:41)

Spend $250 on your first campaign on LinkedIn ads and get a free $250 credit for the next one. So just go to LinkedIn.com/MBD. That's LinkedIn.com MBD terms and conditions may apply. So remember in Harry Potter when Ron has a crush on Hermione but she goes to the Yule Ball with Viktor Crumb, meaning Ron has to bide his time until later to finally try and win her over? Well, imagine Ron is Paramount, Crumb is Netflix, and Hermione is Warner Brothers. And you have a good handle on what's going on with the takeover saga. Paramount yesterday officially launched a hostile tender offer for Warner Brothers discovery at $30 a share, which would value the total company at $108 billion. Paramount's pitch to Hermione, I mean shareholders is that its bid gives them $18 billion more in cash than Netflix's offer represents a better chance of getting across the finish line since regulators will be tougher on Netflix and also asserts that they were always the better option had they only been given a fair shot. Paramount pinky promises it can afford the massive price tag despite its measly $14 billion market cap, thanks to help from Oracle co founder and elder Ellison Larry backstopping the bid, along with debt commitments from banks, notably the sovereign wealth funds of Saudi Arabia, Abu Dhabi and Qatar are also involved, kicking in at $24 billion, though they would forego any board voting rights. But likely the number one thing working in Paramount's favor is the skepticism President Trump showed when asked about Netflix's deal. Speaking about the Netflix bid, he said it could be a problem, which many interpreted as a sign of antitrust headaches in the future. Bets on Polymarket this morning show just a 19% chance of the Netflix deal closing by the end of 2026, down from 60% just before Trump's comments. Neil, I thought Warner Brothers Discovery chose Netflix. How is Paramount suddenly back in the running?

Neal Freyman (4:35)

Well, they're launching a hostile takeover, and that's when the company attempting the takeover is basically taking no for an answer. The book definition is when one company tries to acquire another company against the wishes of the target company's leadership, whether it's its board of directors or its executives. There have been a number of examples of hostile takeovers in the past, many of which have not been so successful. Some have been just go back to 2022. Elon Musk tried to take over Twitter against the wishes of its board of directors. Eventually they acquiesced and and Elon Musk acquired Twitter. Twitter. JetBlue tried to take over Spirit in a hostile takeover in 2022 as well. Microsoft, all the way back in 2008, tried to launch a hostile bid for two for Yahoo. The hostile bids are not so common in the big media industry because it's kind of clubby and all of the CEOs know each other. So when there's a takeover attempt, it's usually pretty friendly. Brian Roberts, who's the CEO of Comcast, tried to do a hostile takeover at Disney in 2004 that did not fare well. So what Paramount is doing is going is trying to sidestep the board of directors from Warner Brothers who said no to Paramount and said yes to Netflix. And they're saying, look, we're going to give you an all cash$30 per share offer. Take it or leave it. If they sell 51% of outstanding shares, then Paramount will eventually own the company. And that's what is on the table right now for 20 days. It's called the tender offer. It's open for 20 business days. Any Warner Brothers shareholder can sell their shares to Paramount at $30 a share. Of course, a lot of stuff could happen in between. Then there could be lawsuits. Netflix could also raise its bid and come in with a counter offer to counter what Paramount just launched. So it could get very, very messy. But basically that's what's happening.

Toby Howell (6:24)

It's not necessarily apples to apples either. The Netflix bid and the Paramount bid, because Netflix doesn't really want the cable assets that are part of Warner Brothers Discoveries port portfolio. They're a streamer. They want the content. So they only bid for that portion of the company. Paramount wants the whole enchilada. They want cnn. They want everything that comes along with it, warts and all. So you can't just say, oh, it is $18 billion more in cash. It's not necessarily bidding for the exact same thing. The other aspect to this, first of all, media reporters had a field day yesterday, diving into every backdoor conversation and what was going on in and the general consensus that Semaphore actually said was that Paramount thought it was playing 5D chess. They kept saying behind closed doors that, hey, we have a really good relationship with the Trump administration. I think we're going to get this bid done because, you know, Trump likes the Ellis in the family. That has kind of come around and backfired a little bit that they overplayed their hand in that regards. Ted Sarandos Netflix co CEO had a meeting with Trump and basically Ted did the dirty work in the groundwork to try to say that, hey, our bid is going to be fine as well. So maybe the Ellison angle has overstepped their boundaries a little bit, which is coming back to bite them in the butt.

Neal Freyman (7:37)

Yeah, it's not clear what Trump is thinking and he is the big X factor here because on Sunday night he did say that he was worried about Netflix and Warner Brothers market share combined, called that quote a problem. But then yesterday morning, he went on a rant against Paramount in 60 Minutes. Paramount just bought CBS, which owns 60 Minutes. And he said Paramount's doing a bad, bad job running this particular network, at least according to him. So it's very not clear what he's thinking. He is basically, if you've seen the Apprentice, he's basically playing his role on the Apprentice. He's got, he's, he's in the boardroom, he's sitting there. He loves playing kingmaker. He's having these two guys battle to battle against each other and he's not basically explaining what he's thinking at all. So right now the ball is in Warner Brothers court. It's very unclear what offer is better. As you said, it's not apples to apples. Barclays, the TD Cowan, the investment bank said it's very hard to argue that Netflix, Netflix's offer is better. So we will see what Warner Brothers shareholders decide with this $30 per share offer. There is a chance that perhaps if they, if Warner Brothers executives and the board of directors see that all of their shareholders are defecting to Paramount and selling their shares, they could go to Paramount and say, oh, okay, let's actually talk in friendly terms because we want to get the best deal for us. So this is an incredibly juicy saga that we will keep reporting on over the next few weeks. While the world's most famous factory is at the North Pole, the world's biggest factories are in China, which yesterday reported an astonishing $1 trillion trade surplus with the rest of the world. Something we've never seen before in the history of the global economy. It shows China's exporting might in a wide range of goods, from low value toys and T shirts to higher value cars, drones and solar panels. Everything comes with a Made in China tag these days. The trillion dollar surplus also shows the limits to Washington's trade war with Beijing. The Trump administration has slapped steep tariffs on China to slow the flow of goods to the US and that's been working okay. Chinese exports to the United States Dropped by nearly a fifth through the first 11 months of the year. But facing barriers in America, Chinese factories have found eager buyers elsewhere. So far this year, Chinese exports to Africa, Southeast Asia and Latin America have surged by 26%, 14% and 7.1%, respectively. The EU Chamber of Commerce in China estimates that for every shipping container sent from Europe to China, four containers head in the opposite direction. Around the world. They estimate that China accounts for about 37% of everything that's exported in shipping containers. Toby we have never seen this level of industrial prowess by a single country before, not even the United States after World War II. And it's the kind of thing that keeps world leaders awake at night.

Toby Howell (10:16)

This is when you're at the middle school lunch table and your, you know, best fruit roll up trade partner says, actually I don't necessarily want to buy your goods anymore. You go and find another lunch table and you start selling all your stuff to them. China has plenty of willing buyers from the world market. That is why even though you have this trade war with the U.S. the EU steps in, you know, Africa steps in. The they have plenty of people who want their goods. The other part of this story as well is a currency story. The renminbi, which is China's official name for its currency, is very weak when compared to something like the euro. So one that makes it very difficult for the European Union to compete at all. They can't set up their own manufacturing prowess because of just how cheap China can produce and export goods for. And then it also just leads to falling prices within China, falling input prices within China. So everything is just cheaper when compared to global currencies that it's competing against. Which is why China is able to just have this flood of goods hitting the world market.

Neal Freyman (11:18)

And what's remarkable about China's factories is that in the 80s and 90s when this economy was getting going and they became the world's producer, manufacturer, main exporter is they were making those low value goods. They were making toys, cheap consumer electronics, apparel, things like that. And now they are still making those kind of goods which lot of people want to buy. But at the same time, they've moved up the value food chain in remarkable ways. They are making autos, they are making solar panels, they are making drones, they are making semiconductors. So the fact that they make all those low value items and all those advanced manufacturing items is absolutely astonishing. Economists who have never seen anything like this and it's very much a warning shot across about to a lot of countries, especially in Europe Macron, Emmanuel Macron, the President of France, just came back from, of a visit to China and he said it's hitting the heart of the European industrial and innovation model. Germany gets 5% of its GDP from auto manufacturing and Chinese cars are surging on the roads there. This is a huge problem that they're going to have to deal with.

Toby Howell (12:20)

And I do think that there is a paradox within the domestic China itself, because they want to spur consumption of their own people. They want people to buy stuff, import stuff, things like French wine or foreign goods like that. But when you have such a weak currency, it's very expensive to buy imported goods. So that is weighing on domestic consumption. Even while they're, they have this sustainably high factory employment, they want two things at once, but you can't necessarily have both things at once. So some are saying that maybe they have to cut that trade surplus a little bit in order to spur this domestic spending because they have been lagging for years when it comes to, you know, just everyday people living and spending money in China.

Neal Freyman (13:04)

Yeah, top economists in China have said we need to let the renminbi appreciate so to, to bolster our consumers, because there is a two track economy in China right now. Its factories, its exporting is doing amazingly well. Domestic consumption is not doing well at all. Moving on. You know, when you did someone a little dirty, feel bad about it, then buy them a couple of beers to smooth things over. That's kind of what the Trump administration is doing for American farmers. Yesterday, the president announced $12 billion in aid to struggling U.S. farmers who have seen lucrative foreign markets dry up because of the trade war. Of course, that's not how Trump framed it. Publicly, administration officials are blaming low crop prices and higher costs for farm equipment, as well as some Biden era policies as the reasons farmers are hurting. Still, there's no denying that farmers have been bruised up from the trade war, specifically those who sell soybeans. After Trump imposed high tariffs on China earlier this year, China stopped buying American soybeans altogether. A devastating blow. Each year, China buys about 29 million metric tons of soybeans from the U.S. making it the top export market. But that 29 million went to zero as China decided to hit Trump where it hurts his base of voters. After Trump and Chinese President Xi Jinping agreed to a truce in the fall, China has ramped up its soybean purchases, but it's still about a third of what they normally buy. And officials say that a cash infusion is needed to help farmers bridge the gap into the planning season next fall.

Toby Howell (14:26)

It's not just tariffs that are weighing on farmers. It's also just a variety of factors. The US Harvested the largest crop on record this fall, which unfortunately is not good when you have no buyers. That just pushed prices down even further. We are seeing that play out in farmer bankruptcies are up 60% the first half of 2025. And yes, there are some input costs that are going up as well. Fertilizer, what Trump spoke to these farmers always operate on a very razor thin margin. So any slight change in the input cost does change the calculus as well. They are thankful for a bailout. I mean, obviously when you're struggling, any infusion of cash is going to be good. But most of all, they just want to be able to compete again on the global markets again. They want to to sell their goods to buyers at fair prices rather than just get, you know, a one time top up of their coffers via this bailout. So yes, on the one hand they are thanking Trump for this, but on the other hand they're saying we really just want our businesses back.

Neal Freyman (15:23)

Yeah. Research economists at North Dakota State University Shonarita said that crop producers in the United States are going to lose between 35 billion and $43 billion on what they just harvested this fall. So the $12 billion bailout comes far short of that. Farmers right now are going through their biggest Crisis since the 80s in the United States.

Toby Howell (15:42)

All right, we're going to take a quick break and come back with Toby's Trends.

Neal Freyman (15:48)

You know that saying, more money, more problems. Toby, of course.

Toby Howell (15:52)

Why do you think my life is so chaotic?

Neal Freyman (15:54)

Sure. Well, with startups it's more like more money, more security. Big enterprise deals usually come with even bigger security and compliance requirements.

Toby Howell (16:02)

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Neal Freyman (16:13)

They automate your compliance and continuously monitor your programs so future deals never get blocked. Plus, Vanta scales with your company so you'll always have the support you need no matter what growth phase you're in.

Toby Howell (16:25)

Morning Brew Daily listeners can get $1,000 off at v vanta.com/morning brew that's vanta.com Morning Brew.

Toby Howell (16:35)

Neil, would you rather have surgery performed by a junior resident or a department head?

Neal Freyman (16:40)

Is that even a question? Give me the doctor with the most practiced hands, please.

Toby Howell (16:44)

Customers of Quest Software have the same outlook. Quest has been a global leader in data management, cybersecurity and platform modernization for decades. So now that the AI transformation is here, companies are turning to their establishment established expertise for support.

Neal Freyman (16:58)

Quest's approach to AI success is based on three priorities trusted AI ready data secure identities and platform modernization that scales with AI demand.

Toby Howell (17:08)

And they have thousands of customers around the world, including more than 90% of the Fortune 500. So on top of Quest's expansive product suite, they use insights from those relationships to inform how companies build AI readiness and success.

Neal Freyman (17:21)

With something as complex and significant as AI, you're probably going to want to have a seasoned pro in the room with you. Head to quest.com/brew to get started. That's quest.com/brew Silicon Valley has long been.

Toby Howell (17:35)

Characterized by the social network era of hoodies and flip flops. But times are a change in and those changes towards a more formal get up are being ushered along by founders going to etiquette class, a trend I want to talk about on today's edition of Toby's Trends. Led by investors including Sam Lesson, Zuck's old college classmate, and Jack Raines, who I've played pickup basketball with in New York City, etiquette workshops became the talk of San Francisco after 40 young, mostly male founders attended a recent event. Once their models walked founders through appropriate outfits for board meetings versus brunch with the boss. Attendees were also coached through the so called invisible curriculum of entrepreneurship, which includes basic communication skills like remembering to ask questions rather than to monologue. The thrust behind the idea is that tech leaders are no longer outsiders who can get away with countercultural signals like dressing poorly. They are now the global political actors appearing everywhere from Davos to the White House. So there is an expectation that they look and sound more polished given their proximity to power. Neal, for a long time the quality of your code was all that was important. Now optics and esthetics matter too. Perhaps an etiquette school for podcasters is in the cards for us.

Neal Freyman (18:50)

I don't think we needed Toby. I think we know how to get along in this world. But for many tech founders, probably they would admit it. They were the subject of Sabrina Carpenter's man child. And now that they're going to be appearing in public places and selling their pitches to a more genteel type of investor or a skeptical public, they need to look and dress the part. And that was the thread that permeated this etiquette school. What you heard from the the founders of the etiquette school as well as the people attending the class is that this new technological paradigm is what all these founders are building is based on AI, and it is a technology that is not necessarily welcomed by the public. A June survey from Pew Research center found 50% of Americans are more concerned than excited about the increased use of AI in everyday life. That's up from 37% in 2021. So you've got a very skeptical public about all of these products and software features that these founders are creating, and they have to sell it to the skeptical public, and they're not going to do it looking like Zuck in the social network. And that was a main theme that was hammered into them at this etiquette school, which I find pretty fascinating.

Toby Howell (19:57)

And a part of the reason why these founders need to attend etiquette school is that a lot of them are immigrants. A lot of them are international students who are not so familiar with Western business norms. So it is a service to some people if you enter into a new country that if I went over to Japan, for instance, they have a lot of cultural norms about how you should act, how you should present yourself. Sometimes you do need that thought. So, yes, you can roll your eyes and say, oh, these are all just, you know, hoodie wearing people that need to start wearing suits to work. Or you could realize that a lot of them probably haven't encountered things like when to shake hands and make eye contact, when to wear what to what certain events. So there is the immigrant angle to this as well as the fact that, you know, some people just need to step their, their wardrobe up.

Neal Freyman (20:42)

Well, we can't leave you without some of the tips from the etiquette class. I was looking at what they were being instructed you must wear. When you're wearing a suit, you must wear a tie or the suit has to have a pocket square. Okay, you hear that, Toby? I know you hate ties, so you need to have a pocket square in your suit. If you're going sans tie, it's okay to mix patterns. Just make sure the pattern on the jacket is bigger than the one on your shirt. And then when you go to a fancy dinner, you and you see this huge wine list in languages you don't understand, it's acceptable to order anything but a rose.

Toby Howell (21:14)

Dang it. I have kind of missed all three of those, so maybe I need to go to again. I'm. I'm telling you, podcast etiquette school could be in our future, Neil. Now let's spread to the finish with some final headlines. Well, Nvidia got its wish. Trump announced Yesterday that the US will allow Nvidia to export its H200AI chips to to approved Chinese customers, regaining a key revenue stream and customer in the form of the world's second largest AI market. But there is a catch. In exchange for the relaxed export controls, Nvidia must pay Uncle Sam 25% of those China sales. It's an escalation of the previous deal in which Nvidia had agreed to a share of just 15% of its sales. Still, investors liked what they were seeing, pushing shares 2% higher in after hours trading. The move prompted backlash though from some senators, with Elizabeth Warren calling it a colossal economic and national security failure. Trump, on the other hand, believes the US is keeping its tech advantage, saying Nvidia's US customers have access to the company's highly advanced Blackwell chips and soon Rubin, neither of which are part of this deal. Neil, pretty big pivot here though when it comes to the US's export control policy.

Neal Freyman (22:24)

There's two sides to this debate. There's one side and on this side is David Sachs, who's the AI leader in the White House and Jensen Huang, who is the CEO of Nvidia. They have been pushing Trump to allow sales of these higher end semiconductors to China because they say that it will lead to Chinese dependence on American technology for AI. And that is the way to spread technological soft power across the world, especially in China. So they say instead of cutting us off from the market, why don't you let us get in there and make them dependent on us? And that appears to be the argument that won out. So the other argument against this, like Senator Warren and many others say that we're giving them to China right now. First of all, we're locked in this big geopolitical race for the next, what could be the next industrial revolution. And right now we're giving them our main advantage. So they might have engineers, they might have better power. But we have Compu, we have Nvidia, we have these chips that all these AI models run on and we're giving basically ceding to them our main advantage. So those are the two arguments. One side we one out, but that other side is still going to hammer the fact that we, the United States is basically ceding the one thing that it has going for them right now and it's still the United States is still in the lead. But perhaps if we let Nvidia sell some of its best chips to China, then we're going to let that lead slip away.

Toby Howell (23:44)

One aspect to look at here too is that the US previously approved H20 exports over to China and then China actually said, actually, companies within China do not use these chips. Which again, was them either angling for two things. One, they actually did not want their companies using these chips or they were waiting for a better deal down the line. So maybe they pull a similar stud again and said, okay, you gave us a 200. Actually, we, we did have our eyes on the more advanced Blackwells. We did have our eyes on the more advanced Rubin. So maybe they will do a similar thing where they say, actually, we're taking our ball and going home. We don't actually even want your chips unless you gave us better ones in.

Neal Freyman (24:22)

A big win for your insufferable movie nerd Friends. One battle after another from their favorite director Paul Thomas Anderson led the nominations for the golden globes yesterday, scoring nine in total, including acting nods for Leonardo DiCaprio and Sean Penn. Considered the less impressive but more fun cousin of the Oscars, the Golden Globes honors the best in movies and television for the year and Kickstarts awards season when it airs in January. Coming in second place for total nominations was the Norwegian drama Sentimental value, while Ryan Coogler's Sinners Nab 7, the second installment of Wicked, received a disappointing total of five and it was shut out of an award it was expected to compete for, best comedy or musical. Most of all, the nominations highlighted why Netflix and Paramount are duking it out for the prize of Warner Brothers. It's behind One Battle After Another and Sinners, as well as the TV show with the most nominations, HBO's White Lotus.

Toby Howell (25:11)

You forgot the most important category though, and that is podcasts are coming to Golden Globes for for the first time ever. And so six shows made these shortlist for who can win most popular podcasts of 2025. They were armchair Expert with Dax Shepard, Call Her Daddy Good, Hang with Amy Poehler, the Mel Robbins Podcast Smart List, and up first from npr. Notably, there are one name that is not on the list, Morning Brew Daily, but other than that, the biggest podcast in the world, Joe Rogan was shut out from this short list as well. Very personality driven list. All of these kind of have one host that you are pretty familiar with. Not a lot of news podcasts on this list other than up first from npr. So I'm going to be tuning in though it is an interesting wrinkle to the Golden Globes. People listen to podcasts, we know this to be true. So I think it's a fun category to introduce into this normally, you know, Hollywood adjacent award show.

Neal Freyman (26:05)

Finally, there's a new Rising Star in chess, Sarwagya Singh Kushwaha, a young Indian has won five of his eight rated chess matches to nab an impressive 1572 rating from FIDE, the international governing body of chess. Oh, and there's this part. He's 3 years old. Kushwaha became the youngest player in chess history to earn an official rating at the age of 3 years, 7 months and 20 days. This toddler, because he is a toddler, was born in 2022 and he's already defeating much older young men who've been playing for years. His father told the Indian Express, we pushed him into chess last year because we noticed his mind was a sponge and he would pick up things very quickly. In a week of being taught chess, he can name all the pieces accurately. Toby, what's your rating? Could this 3 year old beat you at chess?

Toby Howell (26:50)

He absolutely could because also your Chess.com rating that I'm sure some people are hearing that 1500 number and comparing it to is not the same as a FIDE rated number. So you probably cannot beat this kid because you need to play, you know, over the board matches. It is absolutely remarkable seeing the photos of him shaking his hands of opponents. He doesn't even have a hand. He's three years old. He's so small, but he plays four to five hours a day. Kids brains do, you know, take in information much more effectively than adults. So I don't see a reason why this kid can't just keep it going. What's he going to be like when he's six?

Neal Freyman (27:30)

Well, he needs. He has nine years to set another record because the youngest grandmaster in chess ever was Abhimanyu Mishra, reached grandmaster status at age 12 years, 4 months and 25 days.

Toby Howell (27:43)

Oh, my good.

Neal Freyman (27:44)

We're rooting for you, buddy. All right, that is all the time we have. Thanks so much for starting your morning with us and have a wonderful Tuesday. If you want to get in touch, send a note to Morning Brew daily at Morning Broadcom or DM us on Instagram @me Daily Show. Let's roll the credits. Emily Milian is our executive producer. Raymond Lu is our producer. Our associate producers are Olivia Graham and Olivia Lake. Uchenawa Ogu is our technical director. Hair and makeup is crashing a wedding. Devin Emery is our president and our show is a production of Morning Brew.

Toby Howell (28:10)

Right. Shut it down. Let's run it back tomorrow.

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