Jim Boyle (2:10)

Stand back.

David Faber (2:11)

You buy in 3, 2, 1. Q.

Andrew Ross Sorkin (2:15)

Good morning, everybody. Welcome to Squawk Box right here on cnbc. We're live from the NASDAQ market site in Times Square. I'm Becky Quick along with Andrew Ross. Sorkin. Joe is out today, Medline raising close to 6.3 in the world's biggest IPO this year. In fact, it was the biggest US IPO since Rivian's four years ago. The medical supply company is selling more than 215 million shares at $29 apiece. The initial plan was to sell about 180 million shares at somewhere between 26 and $30 each and raise up to $5.4 billion. Medline was founded in 1966 and it was bought by private equity firms including Blackstone and Carlyle back in 2021. We have a first on Squawk Box interview today with Medline CEO.

David Faber (3:03)

Meantime, we got some news on the soap opera that is the takeover of Warner Brothers Discovery. Its board now planning to tell shareholders to reject a takeover offer from Paramount Skydance and stick with that Netflix deal, according to multiple reports. And that would leave Paramount to decide whether to increase its offer for Warner. Some believe Paramount Warner Brothers tie up would be more likely to survive government review since President Trump is close with billionaire Larry Ellison, the father of Paramount CEO David Ellison unclear. But on Truth Social yesterday, President Trump said for those people that think I'm close with the new owner of CBS, please understand that 60 Minutes has treated me far worse since the so called takeover than they ever treated me before. If they are friends, I'd hate to see my enemies. So we'll see which side ultimately this president were if he were to decide one group is better than the other at roughly the same time, and this is interesting, we also learned Jared Kushner's firm, Affinity Partners has dropped out of the Paramount's bid which he had sided with effectively. He was backing Paramount's bid originally for Warner Brothers Discovery. Kushner is president of course, President Trump's son in law. So that at least takes that piece off the table.

Andrew Ross Sorkin (4:14)

Potential conflict of interest for the president who has said that he's going to be involved in the decision making process for which one gets to go through regulatory approval. There are some interesting questions that have been raised though. Rich Greenfield brings up the idea again that because there's all this Middle east money that's involved with it, including one of the backers of Al Jazeera involved in it, it would be interesting to see how that would go over with cfius. Now the Middle Eastern money would supposedly not have any say in what's going on. Interest, passive interest in it, not actively involved. But there are going to be potential regulatory questions that come with either one of these bids.

David Faber (5:00)

It seems to me this is going to go on for many, many months because if you're Paramount, there's no incentive to actually jump this bid at this point. You have a, you can run the proxy contest all the way through April.

Andrew Ross Sorkin (5:12)

Right.

David Faber (5:12)

You could play who tenders their shares. You could see where things stand. You could see where the regulatory environment see what the president thinks of you or whomever on any given day. This could take a while.

Andrew Ross Sorkin (5:25)

Rich Greenfield's going to be joining us and he's got some other thoughts. He thinks Paramount should say forget it and go on to one of two other things. Either go on and try and make some deal with Comcast with NBCUniversal, or just take all of that money and spend pretty aggressively on investing in their own streaming service in terms of marketing and getting more content that they put into themselves. But we'll talk to him about that.

David Faber (5:49)

Well, and then the question on that front is could they get the money from the Middle east and all of these other people to give them the same kind of money, or are we talking about a different kind, you know, a lot less?

Andrew Ross Sorkin (6:00)

CNBC confirming that President Trump plans to interview Fed Governor Christopher Waller today as the president continues his search for his preferred candidate to lead the Fed after Chairman Jay Powell. On prediction market Kalshee Betters currently see about a 20% chance that Trump will nominate Waller to head the Fed. That is up significantly from yesterday. Kevin Hassett has been seen as the front runner for weeks at this point. He now on Cauchy has about 55% in terms of that prediction market.

David Faber (6:29)

The House set to vote on legislation later today to reduce the cost of health care, but it won't include extending Affordable Care act insurance premium tax credits. Those expire at the end of the year. House Speaker Mike Johnson refusing to give a vote to a proposal that was backed by some centrist Republicans to extend those credits in a limited fashion. Now, it's still possible some House GOP members could join with Democrats to force a vote on that issue. But even if that passed, you'd be unlikely to face, or I should say very likely to face, an uphill battle in the Senate.

Andrew Ross Sorkin (7:00)

President Trump planning to deliver a live address to the nation from the White house tonight at 9pm Eastern Time. Press Secretary Caroline Levitt said that the president will tout the administration's accomplishments from his first 11 months in office, as well as his plans to, in their words, continue delivering for the American people over the next three years.

David Faber (7:23)

Cheese will be next.

Cameron Costa (7:24)

Coming up on Squawkpod, Netflix co CEO Greg Peters sits down with CNBC's David Faber. We will bring you that first full interview. Has the streaming giant won in its bid for Warner Brothers Discovery?

Greg Peters (7:38)

We're confident regulators will ultimately see this as Pro Consumer, Pro Creator, Pro Worker, Pro Growth, Pro Innovation and Pro Competition.

Cameron Costa (7:45)

Will the other suitor, Paramount, backed by the wealthy Ellison family, go away without a fight? One of Wall Street's top media analysts, Rich Greenfield, says that offer may have been a house of cards joke, fully intended.

Andrew Ross Sorkin (7:59)

It wasn't even clear that there was any money behind all of this in terms of like, who was actually funding it. We've been asking this question now for months. Is Larry ellison writing a $75 billion check? And I think, Andrew, the clear answer is no.

David Faber (8:16)

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Greg Peters (9:30)

Youm'Re.

Cameron Costa (9:30)

Listening to Squawk Pod and we're going to catch you up very quickly on the media deal that we mentioned earlier, the one that's been brewing for months. Netflix's deal to buy the streaming and film assets of Warner Bros. Discovery, AKA Warner Bros. HBO and HBO Max. Warner Bros. Discovery was shopping around for a buyer of those assets for months. Comcast was on the table at one point, and so was Drumroll, please. Paramount Skydance. Earlier this month, Netflix announced that it put forth the winning bid, prompting questions about whether Paramount would launch a hostile bid, which as of last week, as we all know, it did. That same day, Paramount CEO David Ellison spoke directly to our own David Faber at cnbc, explaining his communication with Warner Bros. Discovery CEO David Zaslav.

David Faber (10:21)

We're sitting on Wall street where cash is still king. We are offering shareholders $17.6 billion more cash than the deal they currently have signed up with Netflix. And we believe when they see what is currently in our offer that that's what they'll vote for. The last communication that I had with David Zaslav is I made it incredibly clear in text message this is all going to be public for everybody to see that we addressed all of the issues that they asked for and very specifically that our offer was not best and final. And so when we literally delivered a $30 per share all cash offer, we never heard back.

Cameron Costa (10:55)

Today, over a week later, we learned that Warner Bros. Discovery board unanimously recommended shareholders reject that hostile bid and stick with Netflix. You heard that tidbit from Andrew and Becky a little bit earlier. But more deals mean more leverage. Here's Becky.

Andrew Ross Sorkin (11:11)

I reached out to Mario Gabelli, who is a shareholder in Warner Bros. Discovery to get his take on this about a week, saying he was leaning towards the Paramount Skydance offer. He had listened to Paramount Skydance at a UBS conference and basically said it sounded like it was more money, it sounded like it was cash up front. Well, I just called him to see what he thought about Warner Brothers latest said he hasn't watched read through the filing, he isn't familiar with the details on some of those things. Said at this point he's still waiting to see what happens. But he said basically the most important part is to keep it in play, meaning they want to see more back and forth from Netflix. I think he has said he would like to see Paramount Skydance raise their offer as well. But he's looking at all parts of this. He looks at the idea would be to give Netflix a higher cash part of that offer. That's what he'd like to maybe see. Eliminate the collar on the stock that exists with that. But from the shareholders perspective at least, Mario Gabelli, whose Firm owns about 5.7 million shares of Warner Brothers, which was valued at about $160 million, he'd basically like just to see more from all sides on this. And that's how somebody like Mario is kind of playing this. They want to keep it in play. They want to see more, see what's to come on these things.

David Faber (12:20)

So the only thing I was going to mention that to me is so interesting about this is that ultimately this thing will get decided by shareholders simply probably on just dollars and cents.

Andrew Ross Sorkin (12:31)

That's the, and that's kind of what Mario's take on all of this is. We'll see. Well, that's not making any comment about.

David Faber (12:37)

He just wants the most money, but he's not.

Andrew Ross Sorkin (12:38)

Show me the money.

David Faber (12:39)

But it's not a story about who's the best steward for the asset or anything else like that.

Andrew Ross Sorkin (12:44)

Not for somebody like Mario, by the way.

David Faber (12:46)

Like Mario.

Andrew Ross Sorkin (12:46)

Mario also owns shares in both Netflix and Paramount, Skydance. So an interesting play to see some of the media investors who are involved with this, which is, well, that's what you've said too, is they think there's more coming. And that's what.

David Faber (12:58)

Well, they all think there's more coming. But it's interesting because I wonder whether he would ever say, given that he owns these other assets, that they're paying too much. And again, the other piece you don't know is does he own a little bit of Paramount and a little bit of Netflix and a lot of Warner Brothers Discovery? Because he's making, you know, so about.

Andrew Ross Sorkin (13:13)

5.7 million shares of Warner Brothers Discovery. I don't know what he owns on both Netflix and Paramount, but right.

David Faber (13:19)

If he owned a lot of Netflix, for example, and he didn't own these, you know, it might be a different situation. So you gotta always figure out, but the soap opera continues, what the true incentives are.

Cameron Costa (13:29)

CNBC's David Faber secured another interview with a key player the morning of all of this news. Netflix's co CEO Greg Peters.

Becky Quick (13:38)

Very happy to have Greg Peters, the co CEO of Netflix, join us now on a morning in which of course, their deal to acquire Warner Brothers Discovery has been reaffirmed essentially by the Warner board. You heard from Sam DiPiazo just a little while ago right here.

Andrew Ross Sorkin (13:53)

Great.

Becky Quick (13:53)

Great to have you with us this morning. Thank you.

Greg Peters (13:56)

Good to be here.

Becky Quick (13:57)

Love to start with antitrust because it has been one of the key risks seen for both your deal and potentially as well for the Paramount deal. In its communications this morning, the, the, the Warner Brothers board says despite media statements to the contrary, they don't think there's a material difference in regulatory risk between the two deals. How do you see it for Netflix as the path to getting approval here? Given so many people seem to have objections to putting together the number one and number three streamer in both Netflix and hbo.

Greg Peters (14:33)

Yeah, we believe the regulatory process will ultimately conclude based on the facts, and we feel those facts really support the approval of the deal. We're confident regulators will ultimately see this as pro consumer, pro creator, pro worker, pro growth, pro innovation and pro competition. You came up with a few examples of how you might define the market. We look at, you know, the market definition in a couple of different ways. A key one for our side is just, you know, who's winning TV View Share. And I think if you look at, at that, we're way low in the rankings. We're six behind Google and YouTube buying Disney buying Comcast, NBCU, Fox, Paramount. Even when we put, you know, HBO Max and HBO on top of the Netflix viewing, that still puts us behind YouTube and Disney. So we believe there's a really good story as to why this is a deal that's good for consumers. At the end of the day, it doesn't creators any way and we're already engaged with competition authorities, including DOJ and EU Commission to explain that to them.

Becky Quick (15:30)

You are. So you've, you've already begun that engagement. Can you describe at all what you're seeing there and. Or what is giving you perhaps confidence that you can in fact meet any objections they may have?

Greg Peters (15:40)

Well, I think it's just, you know, helping them with the facts essentially around what's happening. And I think, you know, there's. We mentioned the View Share on tv, another way to look at this. As I've heard people talk about combining the number of subscribers, I think it's important to understand that, you know, the, the two services are highly complementary. More than 75% of HBO Max members also subscribe to Netflix. So this creates actually an opportunity to offer consumers a more tailored, better optimized subscription plan, more value. We also think, you know, when you think about the number of buyers that are out there on the creator side, we've got new buyers coming in like Amazon with Apple. We've got the fast services, you know, like to be. So there's just, there's a tremendous number of ways to get your project made and get it out to an audience.

Becky Quick (16:25)

Yeah. And to those who would say, well, really, they're just buying HBO obviously as part of this overall deal, but HBO in particular, to kill it. You talk about the overlap to, you know, to put a key competitor out of business. How do you. Or to really put it, pull it aside and sort of undermine it. How do you respond to that criticism?

Greg Peters (16:44)

Well, I think that would be a very bad idea because, I mean, there's a. We think there's a tremendous value in HBO and it's an amazing brand. It says prestige tv. We're excited to double down on that promise. I think actually the HBO brand and service gives us an other tool for how we think about assembling our plans. How do we deliver different offerings to our members? We've just gone through a similar exercise with Our ad plans where we had to think about how do you compose the right set of offerings to satisfy different consumers while maximizing the value for the business. That sort of key thesis with regard to the HBO brand and service is a key component, part of value for us. So we want to see HBO thrive rather than the opposite.

Becky Quick (17:24)

Yeah. To come back to antitrust for a moment, the president's going to play an important role here. Is there any indication you've gotten from the administration in terms of how they're going to view this transaction?

Greg Peters (17:38)

I think just stepping back, the president and this administration, they care about American industry, they care about the success of American companies. I think we have a great story that We've created over 140,000 jobs in just the last four years in the United States. We think about production, post production, construction. We support small businesses and local communities. I really think this deal is a win for the entire industry. It brings an important iconic studio into a sustainable model. That means more investment, that means more opportunities, more American jobs, more union jobs, more production. Staying in the United States, EU is.

Becky Quick (18:11)

Going to play an important role. You raised it as well. What are your expectations there? We oftentimes can just get, you know, overly focused on the US Regulatory process.

Greg Peters (18:21)

As I mentioned, we're already engaged with the EU Commission as well. I think we have a similar story there where we can bring more opportunities for creators in the European Union to tell their stories in big ways and bring that to a bigger global audience. One of the things we love about this deal, the other big center of value for us is there's an incredible library of content out there in the Warner Brothers catalog, and we can bring that to more people around the world and create value for consumers and for creators as a result.

Becky Quick (18:49)

Becky's got a question, David.

Andrew Ross Sorkin (18:51)

Thanks, Greg. Just spoke with one of your shareholders, Mario Gabelli, a little bit ago and just asked him what he thought about all of this with the filing coming out today and seeing what's happening. And Mario's firm, Gabelli Funds, I think, owns about 5.7 million shares of Warner Brothers Discovery. Going to be a big question on what shareholders decide to do with all of these issues. He said basically he most importantly would like to continue to see this whole deal in play. If with looking at Netflix on this. He said he'd love to see a higher cash portion of that offer coming in cash from Netflix and maybe eliminate the collar on this. But ultimately he said he's still deciding where he thinks this is going and would like to see this still in play. Is Netflix going to sweeten its offer?

Greg Peters (19:37)

I would say I don't want to speculate on what's going to happen from here. We are pretty happy that we've presented a pretty strong deal and I think the Warner Brothers Discovery board sent a pretty clear message that they believe that this is the best value. It's the most certain path forward. Our deal structure is clean. It's certain. We're a scaled company with over 400 billion market cap. We've got strong investment grade balance sheet. This deal offers flexibility for Warner Brothers to do what they're planning on doing, which they think is best for their business, which is separate Discovery Global. So we believe this is a great deal and would love to see this through.

Becky Quick (20:13)

Greg, if I could step back for a minute and just sort of given. I haven't had a chance to ask you this question or to Ted, why are you doing the deal? I mean there had been many who were sort of questioning it throughout saying they're not really serious here. My reporting indicated otherwise. But they worry about your multiple. They worry about what it says about how you view your own ability to grow and that your multiple therefore will take a hit longer term here as you integrate this. They worry about integration. You've never done a deal, let alone a deal of this size. Why is this worth undertaking all of this distraction and risk?

Greg Peters (20:47)

Yeah, I think we're in the business of doing things that we've never done before and learning how to do them well. I mean we didn't do ads before, we didn't do live before. I think those are been quite successful and additive to the business. We're going to make them even more successful at the end of the day, you know, we like our organic growth path. You know, we're on a great trajectory to deliver double digit growth still. We see that coming for many years. But we saw as we got into looking at this opportunity, basically the opportunity to accelerate that and we think about the catalog of titles, we think by bringing those to bigger distribution reach, by having a best in class product experience, we unlock more value for both consumers and for creators. We do that day in, day out. So this is just another opportunity to do that more. I mentioned the HBO brand. We think there's an opportunity to bring that into the mix and that helps us elaborate our plan offering and optimize value both again for consumers as well for the business. So we looked at this and we said, hey, you know, it's probably irresponsible for us not to actually bid on this and bid on it in a disciplined way. And if we can bring it in, then we'll figure out how to do the integration just like we figured out how to do a bunch of stuff that we've never done before.

Becky Quick (21:53)

Yeah. And you're not concerned ultimately? I mean, your multiple to earnings has been the envy of the media business for years. Are you concerned at all that you put that in danger?

Greg Peters (22:02)

I think we'll prove it, just like we proved it every previous quarter that we can actually make value out of this and we'll show our shareholders how we're doing that. And I think the results will speak for themselves.

Becky Quick (22:17)

When it comes to whether you would raise. Becky asked the question, but I'm curious. Obviously you don't need to now you've got a deal. It's been reaffirmed, but there certainly is a possibility that Paramount will come back and it is possible they will meet many of the objections raised by the board. If that does happen, will you guys fight to keep this asset?

Greg Peters (22:36)

Let's see what happens. I would also say that we have shown again and again and again through multiple deals. You think about licensing deals, when we bid for rights for live events, etc. We do the work to establish what's the value to the business. We bid aggressively up until that point. But also we are dispassionate when it comes to the fact if somebody's willing to bid more, then we say, okay, Godspeed, and we'll exercise the same discipline here.

Andrew Ross Sorkin (23:04)

Yeah.

Becky Quick (23:05)

When it comes to the Hollywood community. Ahead by Bob Iger on with me last week as well, sort of talking broadly in terms of would it be healthy for Netflix to own Warner Brothers? What will the impact be on the creative community, on the ecosystem of television and films, particularly motion pictures? What do you say to those who are very concerned ultimately that you're still going to follow the Netflix model? You're not going to really release as many movies. And ultimately this could be damaging to that entire community, some of whom have stood up already and indicated their concern about the, about, about the deal itself.

Greg Peters (23:41)

Yep, we will maintain Warner Brothers operations. That means we're 100% committed to releasing Warner Brothers films in theaters with industry standard windows. And I think if you step back, you know, Warner has three core businesses that Netflix doesn't have. It's got a successful theatrical film division. It's got a world class television studio. It's got hbo. We mentioned that before. We see these as assets, not as liabilities. We want to preserve their value. We want to preserve their Contributions, we're going to operate them as such. You know, we've debated building these businesses multiple times in the past and it's not we thought they were good businesses, it's just that we had other things to focus on. But now as part of this transaction, we bring mature, world class versions of these businesses in house and we're looking forward to adding that expertise. So I'd say, you know, this is complementary. We want to keep that value and we're going to keep those operations. Essentially. Had they been running before?

Becky Quick (24:32)

Yeah, there had been some talk, let's call it, that you and Sarandos had a different view of this and that you were not nearly as enthusiastic about the transaction. Is that true?

Greg Peters (24:45)

No, it's actually, it's been remarkable because I think that we assumed we might come in with different perspectives on it as well. But we did the work and really the work speaks for itself, which is you get in and you actually build the models. You understand, how would these titles contribute? And again, remember, this is an exercise we do day in and day out where we're looking at various different licensing opportunities, understanding how well titles perform on our service. So we have a very elaborate, deep understanding of how that works. And when you've got that, you know, that, that model, then you know, you do the hard work and you beat it up and you challenge yourself on all the assumptions. But when you conclude at the end of the day that there is a tremendous amount of value creation in this kind of deal for our members, the people that we serve, for the creative community as well, we look at it and we say, you know, we're excited both to move forward.

Becky Quick (25:33)

Yeah. And finally, Greg, back to the sort of antitrust, the gamut of things you run. When do you see the deal closing? What are your expectations in terms of when you will actually own this asset?

Greg Peters (25:44)

We've been looking at this as a 12 to 18 month process. Obviously, you know, there's different regulatory press across different jurisdictions. But again, you know, we think that we've got a very clear message. It'll, you know, regulators will do their work as they should do. That's fine. We expect them to do. We will support them through that process. But we believe at the end of the day the data is going to speak for itself.

Becky Quick (26:05)

And if you're taken to court, will you fight?

Greg Peters (26:08)

Yeah, we have a good case and we believe that we should defend that case and make that case strongly.

Becky Quick (26:14)

Greg, very much appreciate your taking time this morning. Thank you.

Greg Peters (26:18)

Thank you.

David Faber (26:20)

Joining us right now is Rich Greenfield. LightShed Partners, you've probably now had some opportunity to go through the document that Warner Brothers put out. You've seen what Netflix had to say about it. Which in your mind is the better deal. Rich, putting aside whether we get to a bidding war, which I'm sure we will, but. Or we may, at least right now.

Andrew Ross Sorkin (26:41)

I mean, I don't even think it's close. Andrew. I mean, think about the things that you learned in this document. I mean, just right off the bat, there was somebody bidding for Discovery Global. Like the cable network piece. Like, so much of this discussion is like, is it worth a dollar? Is it worth $3? How will it trade versus Versant? Somebody actually made a bid for the cable network purse. I don't know who that is. Like, it's not obviously disclosed. It's companies C in the document, but somebody was bidding for the cable network piece. To me, that changes everything. Like, think about how much value this split could unlock. I think that was one of the things that really came clear in the document, and you heard it earlier in the Sam conversation with David, is that if you go with the Paramount bid, you get stuck owning. You can't spin off the cable networks. The cable network business for both Paramount and Warner is getting worse. And God forbid you don't get approval. Not only are there costs associated with not splitting at this point, but you would get stuck with this asset in 2027, and who knows if you could even spin it off or what that does to you. And so I think the certainty of getting the spin done in the. In the first half or, you know, sort of over the summer of 2026 is a very important part of this deal. And knowing that there's a bidder that wants to buy it means that the value, this $1 versus 3, maybe it's more than both of those because there's actually a buyer for these assets that no one's even aware of until they saw this document. I think that's a very big deal. And then on top of that, the fact that on December 1, like that seminal week when all of this is going down, the offer that comes in from Paramount is this. I mean, this pun is intended, but it really felt like a house of cards when you looked at, like, how all of these different investors, if one pulled out, the whole deal could fall apart. The, the, the portion that the Ellison family was putting in wasn't even clear the Ellisons were putting it in. It could be syndicated out to any number of other parties. And so it wasn't even Clear that there was any money behind all of this in terms of like, who was actually funding it. We've been asking this question now for months. Is Larry ellison writing a $75 billion check? And I think, Andrew, the clear answer is no. Most of this was being financed through debt, levering it to seven times. And even worse, the actual amount of capital that was being put in on the equity side, most of it was coming from the Middle east. Because I don't think most investors want to invest in a cable network company levered at seven times.

David Faber (29:17)

Okay, so let me then ask this question. Do you imagine this turns into a bidding war, which means, do you think that Paramount is going to come back with an upgraded offer? And I don't know if an upgraded offer means more money itself. Maybe they have to, given what you're saying about this, you know, the spin and how much value that might have if they come back and say, you know what, forget about all of these different trusts and other things. It's just a flat offer. Here's what it is. No strings attached. Does that do the job?

Andrew Ross Sorkin (29:51)

Look, if Larry Ellison is willing to sell down his Oracle position, put it in escrow, you know, 40 plus billion dollars in escrow, then I think this might be a different story. Now look, there's still a bunch of like the operating covenants, you know, while this transaction is occurring. They weren't allowed to change salaries of any employees. They couldn't make a licensing deal over $10 million. Like there was a lot of very restrict restrictive covenants on this transaction. It's actually funny, Andrew, these are things that I think actually were problematic when Skydance was buying Paramount, that inhibited Paramount from running their business. Warner Brothers basically said, no freaking way. Like, there's no way we're going to allow this. And the Paramount team didn't seem to listen to that. Those comments from the board, very different. When you read the back and forth between Netflix and the board and Paramount on the board, it seems like night and day. And so my point of view that that story is, I don't think it's simply about going from 30 to 32 and having more certainty on the cash component. I think it's also the entire structure of the deal, it was more problematic. And so I don't think it's that simple. Now look, Paramount comes back with $40 a share, all cash, Larry Ellison signature. He's selling his Oracle stock to buy wbd. Great. But the reality is the fact that they've had this many opportunities and most of the Cash is coming from the Middle east and even the Ellison piece could be syndicated out to others, God knows who.

David Faber (31:20)

But look, I don't know. $40 seems, I think, I think a lot of people think is rich across the board. I mean, my question is, do you, do you see them coming back at 33, $32? I don't know. And then what is.

Andrew Ross Sorkin (31:32)

I don't think 32 gets it done, but I don't think 32 gets it done. And so that's the problem. So, yes, sure, they could come back at 32. My guess is Netflix would go up a couple of dollars if they needed to. I'm not even sure they a lot of other. My point is there are many pieces of this offer from Paramount that make it clear it is not comparable. And I think that is the key.

David Faber (31:56)

Let me tell me ask you about one piece of comparable or not comparable, which is the regulatory environment. I'm imagining that if this is going to Netflix, that you're going to hear from Paramount, you might ultimately hear from Disney and so many other media companies that are going to talk to the Department of Justice, they'll talk to the eu, they'll talk to all of the different various regulatory jurisdictions and they will try to throw a wrench in this thing.

Capella University Announcer (32:21)

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David Faber (32:22)

By the way, similarly, I imagine something like that would happen in the Paramount context as well. I don't know if you think that they both are equal, on equal footing when it comes to the regulatory environment the way Warner Brothers described.

Andrew Ross Sorkin (32:35)

They are different, Andrew, for sure. I think you can't compare a horizontal two studios to cable network groups merging with, you know, again, I'm just going to use the document. Here is a company, you know, Paramount today, if you merge it with Warner Brothers, you have about 12 to 13 billion dollars of EBITDA, they're saying 9 billion of synergy. So like, you know, 75% increase. But it's all coming from essentially cost cutting. So that's going to be looked at by the regulators very differently than Netflix, which is essentially doesn't have the assets that are being acquired and they're not even buying the cable network piece. So these are very different, you know, regulatory analysis. I honestly believe both of them, I do agree both of them can get done. Is the Paramount theoretically easier if Trump is on board?

David Faber (33:29)

Sure.

Andrew Ross Sorkin (33:30)

I mean, that's been the pitch from the very beginning. Although as I know you and Becky have pointed out, Trump's made some comments in recent days and weeks that it's not even clear, you know, whether he actually does prefer one of these bids or not. You know, Trump is the most transactional president in history, it feels like. And so who knows what it will take to get either deal done. But it doesn't feel like regulatory approval was a key swing factor in how they approach this.

David Faber (33:56)

Okay, Rich Greenfield, always great to see you get your perspective on all of this. We.

Andrew Ross Sorkin (34:01)

What do you think happens next? What do you think the next play is?

David Faber (34:07)

I would imagine the next play could take weeks, if not months, and maybe Paramount comes back with a stronger bid in the context of both a higher number, I would imagine, and some strength, you know, strengthening around how the, how the financing is structured. Meantime, I imagine there'll be a lot of back and forth on the antitrust side to try to show that one side or the other is not going to be able to get to the finish line. But, you know, I think this one's going to go for, go for a while. That's, that's my guess. What's yours? I think you're in the same boat.

Andrew Ross Sorkin (34:41)

No, I mean, my guess is Paramount doesn't have the money right now and they are out searching for dollars because, as you see, they wouldn't have gone to the Middle east if they had the money. Obviously, Larry doesn't want to spend the money himself. And so the question is, where are they going to come up with this much money? And even is Jared pulling out a sign that the Middle east money is going to pull out? I think that is a big question. Like, there are definitely. I don't care what they say.

David Faber (35:03)

I read that slightly differently. I read that as, let's take that, that potential conflict problem off the table.

Andrew Ross Sorkin (35:11)

What if they take the Middle east money off the table? Is that going to stick?

David Faber (35:14)

That becomes a different, different problem piece. We got to run. Rich, it's good to see you. Talk to you soon.

Cameron Costa (35:20)

Next on Squawk Pod. The biggest IPO of 2025 comes in the year's final days. Medical and surgical supply company Medline raises more than $6 billion in a Wall street debut decades in the making. CEO Jim Boyle.

Jim Boyle (35:37)

We've been a private company for 58 years, with 58 years of consecutive growth. We just feel like this is the right time for us to kind of expand our voice.

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Cameron Costa (37:06)

Welcome back to Squawkpod.

David Faber (37:08)

You're watching Squawkbox right here on CNBC. I'm Andrew. Russ Sorkin along with Becky Quick. Joe's off today. We got a lot going on, though. The medical supply company raising nearly $6.3 billion. It makes it the largest IPO since Rivian's IPO back in 2021. Joining us right now, first on CNBC is Medline CEO Jim Boyle. Good morning to you.

Jim Boyle (37:28)

Good morning.

David Faber (37:28)

Congratulations. This has been quite a road for you to get to this point. Why go public now? What's the, what's, what's the thinking in terms of where you came from and where you are right now?

Jim Boyle (37:39)

And as you know, we've been a private company for 58 years with 58 years of consecutive growth. We just feel like this is the right time for us to kind of expand our voice. Historically, we've done very little advertising and very little marketing. And this gives us a way to amplify our voice and actually expand really, the receptivity of who we are. We are the largest company you've never heard of, and we happen to be everywhere, which is a pretty interesting thing.

David Faber (38:03)

How much of this is, though, about an exit, if you will, for the, for the private equity folks who've been backing this company for at least the.

Jim Boyle (38:09)

Past couple years, Part of it is that, right, private equity invests in business to create a return on invested capital. However, I mean, this has been a journey for 58 years for us to prepare for tomorrow. And so it's a blend of both. Right. It allows them to Create an exit and allows us to create the next.

David Faber (38:25)

Step in the journey for the investor class that's looking at this and saying, should I be buying in now? Where do they see the valuation? Who do you think are your comps, if you will? You know, we're companies that from a valuation perspective, I don't know that I.

Jim Boyle (38:42)

Have an N of 1A comp. I consider Medline an N of 1. My aspiration is to be the Costco of health care. And what I mean by that is if you think about Costco co, they have a membership model that people pay to be a member of. Medline has a prime vendor model that both the vendor community and our customers pay to be a member of. They have a Kirkland brand that drives savings in value for their membership and accretive margins for Costco. We have the Medline brand that does the exact same thing. They have an extremely loyal customer base. We have a 99% retention rate. And when you think about the supply chain in and of itself, Costco is a pretty robust, resilient supply chain. And we have over 335,000 products with 29 million square feet in the US that we serve customers from.

David Faber (39:22)

What are the margins like at your company?

Jim Boyle (39:25)

The margins at our company are built around making sure we can continue to invest in the business to serve our customers. And we have, listen, we sell things that cost pennies. We don't sell things that cost thousands of dollars. So the margin profile is managed in a way that delivers best in class.

David Faber (39:43)

We can go look in the documents.

Jim Boyle (39:45)

Yes, it's 13% EBITDA margin.

David Faber (39:47)

So my question to you is, given all of the pressures on the health care complex, do you think that those margins long term can be maintained, can be expanded, get pushed?

Jim Boyle (40:01)

Well, the way I look at is we are the value player in the marketplace. We are best in class from a cost perspective and a price perspective. So I think that can be maintained. The reality is with what's happening with tariffs, cuts in Medicaid, Medicare, I mean, we have to continue to drive down costs to deliver value for our customers.

Andrew Ross Sorkin (40:18)

Hey, Jim, one of the questions has been the amount of debt debt that the company has because with private equity, obviously there was some debt that went into it. I think as of the end of September, you had net debt of about $15 billion and a net debt to EBITDA ratio of 4.5. No health care companies in the S&P 500 have net debt to EBITDA ratio greater than 3.8. Where will you be post IPO and how quickly can you pay down that debt?

Jim Boyle (40:47)

Yeah, we're raising 5 billion in primary. 4 billion will be used to buy down debt to get us to three and a quarter with a goal to get sub three over time, which we can get to pretty quickly with free cash flow generation.

Capella University Announcer (40:59)

Okay.

David Faber (41:01)

Where do you see this whole health care debate going? And also just the strength of the consumer in this moment right now as it relates to either your own products or what you're seeing?

Jim Boyle (41:10)

Listen, health care is going through a crisis of complexity, right? You have cuts in reimbursement, Medicare and Medicaid. The Affordable Care act is going through some interesting kind of dynamics right now. You have shifting sites of care. The total hips, total knees, open hearts are all leaving the four walls of the hospital. They're going to the surgery center space. You have a challenge from a labor management perspective. I mean, it is a challenging space. And the way we look at it is we have to make sure we're delivering the right product to the right place at the right time at the best delivered value for our customers to ultimately give caregivers what they need to serve patients. And we're in the boat with our customers. Our customers are struggling and our job is to deliver solutions and value that yield better outcomes.

David Faber (41:50)

In terms of product, what's the highest margin product, what's the growth product side of this? What does this sort of portfolio look like?

Jim Boyle (42:00)

Well, when you think about the products, we make exam gloves, we make 900,000 custom kits that are used both in surgery and in the nursing procedure tray arm. That's our largest product category. And our blended margin across all of our categories. Surgical solutions, frontline care and lab and diagnostics are pretty consistent at that 13% EBITDA margins. When I look at the business, we're really excited about the laving diagnostics space. It's a market that's 25 billion that we only do a billion dollars in. That's ripe for disruption and opportunity for us to grow. And I look across the rest of the landscape, there's tremendous opportunity. And in pretty much every category we sell, just for context, we sell exam gloves, personal protective apparel, dme, so crutches, canes and walkers. I mean, we have a pretty robust product portfolio.

David Faber (42:44)

And for better or worse, healthcare is not an industry that's going away anytime soon. It's not going to be here for a very long time. I wish it was. I think we all wish it was. But anyway, thank you for coming in. We wish you a lot of luck. We hope to follow your progress. So come on back.

Jim Boyle (42:57)

Thank you very much.

David Faber (42:58)

Thank you.

Jim Boyle (42:58)

You bet.

Cameron Costa (43:01)

That's the podcast for today. Thank you for tuning in. Squawk Box is hosted by Joe Kernan, Becky Quick and Andrew Ross Sorkin. Weekday mornings on cnbc starting at 6am Eastern and going all the way until 9 to get the best bits of that three hour TV show right into your ears. Follow us here on Squawkpod, wherever you're listening now, we'll meet you right back here tomorrow. Have a great day.

Jim Boyle (43:26)

We are clear.

David Faber (43:27)

Thanks, guys.

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