Trump Makes Shock Confession in Media Power Grab Scheme

0:00Seriously, why aren't Democrats in Washington doing more to stop Trump? I know. Have you heard about Phil Weiser in Colorado, though? No. Is he different? Yeah. A.G. Weiser sued the Trump administration 65 times. He's beating Trump in court again and again. Things like protecting Obamacare against Trump's illegal tariffs. And he even won against Ticketmaster. So he actually gets results. Exactly. As governor, Phil will fight for Colorado. Paid for by Phil Weiser for Colorado Registered Agent Anna Noskezi. This is a Monday.com ad. TheSameMonday.com helping people worldwide getting work done faster and better.

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1:21So he actually gets results. Exactly. As governor, Phil will fight for Colorado. Paid for by Phil Weiser for Colorado Registered Agent N. N. N. N. N. N. Gazi.

1:30Michael Popok:We got a hostile takeover involving Donald Trump and Jared Kushner and Warner Brothers and CNN, of all things, all coming bursting out into the open as Netflix battles it out with Donald Trump's buddy's company, Skydance Paramount, over the Warner Brothers assets, including CNN. And Donald Trump is putting his big fat thumb on the scale in favor of Skydance Paramount and Larry Ellison and his family, mainly because Jared Kushner, his son-in-law, who has an investment company through Saudi Arabia called Affinity Partners, is part of their deal. And on the losing end, potentially, is Netflix, an American company.

2:14Michael Popok:So Donald Trump is siding with Jared Kushner, his son-in-law, his buddy Larry Ellison, Saudi Arabia, Qatar and Abu Dhabi to take over an American company, Warner Brothers, get control of Superman and CNN and all of its assets and beat out Netflix, an American company. I'm going to report on it right here on the Midas Touch Network and Legal AF. We got a hostile takeover, folks, and that means something. I'll explain it to you, putting on my Wall Street hat as well. I've been involved with hostile takeovers. I'll tell you what all that means and how Donald Trump is going to try to use his Department of Justice and its antitrust division.

2:55Michael Popok:He's going to use it as a tool to bash Netflix and to award this prize of Warner Brothers, including CNN, over to his buddy Larry Ellison. Now, that'll give Donald Trump two major mainstream media properties, CBS and CNN. CNN, all under the rubric of Paramount Skydance, which will fulfill one of his dreams to take over mainstream media. Do you know why now we're on the Midas Touch Network and on Legal AF? Why the independence of commentary and analysis and journalism is so important right now as Donald Trump gobbles up mainstream media who all bent the knee? So let's talk about this deal. On paper, Of course, it hit all the media and Hollywood papers.

3:41Michael Popok:Oh, Warner Brothers, which is HBO and DC Comics like Superman and CNN and TNN, they're going to be taken over. And there's a bidding war. Now, here's how it works. Before there's a hostile takeover, there's a friendly bidding process. A board of directors, in this case for Warner Brothers, sets up a special committee, which is independent from the board of directors. It may have one or two board members of the board on there. But then with other people assigned to it who are independent, they get their own lawyer, their own general counsel or advisors to the special committee. And under Delaware law, which is what controls most companies in America, are incorporated in Delaware.

4:24Michael Popok:So they have the benefit of all the Delaware precedent, Delaware Chancery Court judges who know what they're doing in the world of business and mergers and acquisitions. The special committee makes the decision. It has to, once it's decided that for shareholder value, it needs to sell itself, then the company goes up on the auction block and it becomes in play. It's an auction, highest bidder. Now, it's not just numbers. If all things are equal and everybody's bidding in cash, okay. But if some of them make different proposals, like we're going to take half the company, or we're going to take the company and break it up, or we're going to put this division over here, or we've got a lot of Arab money or something like that.

5:03Michael Popok:So you have to evaluate, and that's what the special committee, along with its advisors, economic advisors, business advisors, legal advisors, tax advisors, that's what they evaluate in order to tell the shareholders, the public shareholders, what the board or the special committee's view is. Now, they accepted Netflix's offer of$28 a share for a$72 billion purchase price, largest acquisition in U.S. history. Paramount didn't like that. And the Ellison family, who is best friends with Donald Trump, didn't like that. And they don't want to lose CNN, and neither does Donald Trump. So they fired back with what's called a hostile bid,$108 billion.

5:46Michael Popok:I didn't go to, I didn't major in math, but I know that$108 billion is bigger than$72 billion, all things being equal. Most of it's in cash. Where's the cash coming from? Donald Trump's son-in-law Jared Kushner, his affinity partners, which is a couple of billion in Saudi Arabian money. That's an investor. Saudi Arabia's sovereign wealth fund, Abu Dhabi's sovereign wealth fund, Qatar's sovereign wealth fund, and then some other bank money, some money from the Ellison family, all stitched together in order to make this hostile bid. Now, the hostile bid is to try to blow the special committee off the ball and to appeal directly to the voters who are the shareholders to put pressure on the special committee to accept Paramount's deal, waving around a lot of cash and a lot of money.

6:33Michael Popok:That means Netflix is going to have to come up. I'm not giving you stock advice on what to buy right now, but you can see what stock is up and what stock is down in this transaction already. There's another group of people that are going to help regulate this issue, besides Donald Trump's threats that he's going to interfere on behalf of Paramount. And that's the stockholders, because there's already dozens of plaintiff's law firms that have already drafted, I'm sure, their lawsuits to file in Delaware to argue the board has done something wrong or Paramount has or Netflix has to try to get highest stockholder value and shareholder value and legal fees available.

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8:39Michael Popok:Thanks to Miracle Made for sponsoring this episode. How do I know that Donald Trump, so that's hostile takeover. Generally, a company has what's called a poison pill or some sort of shareholder rights agreement that protects the company from hostile takeovers. But from my research, it appears that Warner Brothers Discovery does not have a poison pill. A poison pill means if somebody hostily comes in and tries to gobble them up, they're poisoned. Something happens. They have to sell off a whole division or the stock that they acquire is in voting shares. Something happens that's negative. That's called a poison pill.

9:19Michael Popok:But apparently there's no poison pill or there's no protective mechanism. They are vulnerable to a hostile takeover. This will be decided by a special committee, by the board, and then by a Delaware Chancery judge. Now, Donald Trump wants to interfere. And now I know why, because Jared Kushner, his son-in-law, is involved. Here's what he said coming out of a gala, I think, at the Kennedy Center. Maybe you'll relate it to FIFA with Melania at his side. Play the clip. I did. I met with Ted. I think he's fantastic. I think he's, in the history of Hollywood, has really been almost, you could say, nothing like what he's done.

9:55He'd go back to Louis B. Mayer, maybe. Metro-Golden-Mayer, MGM. Ted has done an incredible job. I mean, he had a company that was very troubled seven or eight years ago, and he took it over and he he's really done a legendary job should they be allowed to buy warner brothers should that's the question they have a very big market share and when they have warner brothers you know that chair goes up a lot so i don't know that's going to be for some economists to tell and also and i'll be involved in that decision too but did they make they have a very big market share did he make any guarantees to you about the merger if they do merge now no He came up.

10:32He was in the Oval Office last week. I have a lot of respect for him. He's a great person. But he's done one of the greatest jobs in the history of movies and other things. He's got a lot of interesting things happening, aside from what you're talking about. But it is a big market here. There's no question about that.

10:51Michael Popok:And to show you that we're in the hostile takeover world, the son of Larry Ellison, the Nepo baby that runs Paramount Skydance, He went on the Squawk Box earlier today, and he had this to say about his bid. Play the clip. David, why are you doing this? So look, we're really here to finish what we started. Like just to kind of take you through the road in terms of how we got here. On December 1st, we made an offer to acquire Warner Brothers Discovery to their board, had a conversation with David Zasloff. He came back with a bunch of issues. We then on December 4th sent in a bid that addressed every single one of them that is superior to the bid that they signed up.

11:28Our offer is$30 a share, all cash,$41 billion in equity that's backstopped by the Ellison family and Redbird,$54 billion in debt with commitments from Citi, Bank of America, and Apollo. We have faster regulatory certainty to close. And our deal is pro-consumer. It's pro-creative talent. It's pro-competition. And we believe that when you actually to further contextualize, there are thirty dollars in cash or sorry, thirty dollars a share is basically seventeen point six billion dollars in cash more than the twenty dollars, twenty three dollars in share they signed up.

12:06Michael Popok:So here's what's going to happen. Donald Trump is going to try to use the Department of Justice that he controls and its antitrust division to make an argument that somehow Netflix, which is a giant streaming service with 400 million streaming customers, by taking over a Hollywood old line studio is anti-competitive for consumers. I don't really see that. Look, for those that don't remember Netflix in the beginning days, I do in 2000 or so when it was the Red Envelope Company. You got DVDs of movies three to six at a time for like six or$8 a month, showed up in a red envelope. You know, that's what they were doing.

12:50Michael Popok:They just were like Amazon and shipping movies. That's what you got. Then maybe 10 years in, streaming got fast enough. The velocity of dial up and modems and internet speed, upload and download got fast enough that they could start streaming the movies instead of sending you a physical disc. So you did that. They had no original content. Then they started doing original content about eight or nine or 10 years ago, which accelerated during COVID. And now they're a studio. Netflix makes movies. Netflix makes TV shows and documentaries and hosts sporting events. They are in need of content. And so the reason they want Warner Brothers, HBO, DC Comics, Superman, and CNN is they want the content to shove through their pipe of streaming.

13:41Michael Popok:Paramount Skydance, Paramount is already a Hollywood studio. Skydance is this TV station thing. And they're desperately in need of assets as well. But I don't really, I see them equally as anti-competitive here, just because Netflix is larger in streaming. They're not larger in content creation. So Donald Trump's going to, though, put his big fat thumb on the scale and try to benefit Larry Ellison and his son-in-law and to get control of CNN. Never lose sight of the fact that Donald Trump got control of CBS. They're effectively going to be, forget the Columbia Broadcasting System and the Tiffany Network, they're effectively going to become the propaganda network for Donald Trump with ads that are supporting of the administration, guaranteed by Ellison's son.

14:31Michael Popok:60 Minutes. I mean, 60 Minutes just went after Marjorie Taylor Greene. I'm not sure we're going to see much more of that going on in the future, especially about people Donald Trump likes. So that's what Donald Trump wants. You know what he'll never take over? Midas Touch. He'll never take over Legal AF or the work of me, Michael Popok. I assure you of that. And help us. Take a minute, hit the free subscribe button here on Midas Touch. Come over to Legal AF, where we're going to cross the one million subscriber in just about a year. It's taken us to get there with your help. We're at about 980 ,000.

15:04Michael Popok:We're going to hit 990 this weekend. And then right before Christmas Hanukkah, we're going to get a big gift for all of us, a million subscribers, and get us ready to be strong and robust for 2026 and beyond. Thank you for your support. I'm Michael Popak. Can't get your fill of Legal AF? Me neither. That's why we formed the Legal AF Substack. Every time we mention something in a hot take, whether it's a court filing or a oral argument, come over to the Substack. You'll find the court filing and the oral argument there, including a daily roundup that I do call, wait for it, Morning AF. What else?

15:39Michael Popok:All the other contributors from Legal AF are there as well. We got some new reporting. We got interviews. We got ad-free versions of the podcast and hot takes. Where? Legal AF on Substack. Come over now to free subscribe.

15:56Seriously, why aren't Democrats in Washington doing more to stop Trump? I know. Have you heard about Phil Weiser in Colorado, though? No. Is he different? Yeah. A.G. Weiser sued the Trump administration 65 times. He's beating Trump in court again and again. Things like protecting Obamacare against Trump's illegal tariffs. And he even won against Ticketmaster. So he actually gets results. Exactly. As governor, Phil will fight for Colorado. Paid for by Phil Weiser for Colorado registered agent, Anna Neskazi. Still waiting in line? Again? That's time you will never get back. Save time and money with Stamps.com.

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