WEBVTT - Warner Bros. Urges Investors to Reject Paramount Bid 

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<v Speaker 1>Bloomberg Audio Studios, podcasts, radio news. You're listening to the

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<v Speaker 2>Paramount updating.

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<v Speaker 3>It's bid for Warner Brothers, but it did not increase

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<v Speaker 3>its price. It's sticking to that thirty dollars a share

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<v Speaker 3>offer for Warner Brothers. But what they did do is

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<v Speaker 3>offer some more commitment on financing. Forty one billion dollar

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<v Speaker 3>new equity backstop.

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<v Speaker 2>KEITHA.

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<v Speaker 3>Rongenathen is Bloomberg Intelligence analyst on US Media and she's.

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<v Speaker 2>Here with us. Now does this move the needle at all? Here?

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<v Speaker 3>Gita for Paramount to basically talk about the financing and

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<v Speaker 3>how it's going to backstop it by the Ellison family,

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<v Speaker 3>but not change the actual price.

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<v Speaker 4>Yeah, not completely sure, Scarlett. I do think that they

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<v Speaker 4>need to up the price. You know, Warner Brothers Discovery.

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<v Speaker 4>Of course, the main concern that they raised was financing,

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<v Speaker 4>but they also called the proposal inadequate, inferior to Netflix,

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<v Speaker 4>and illusory. The inadequate really stems from the fact that

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<v Speaker 4>they feel that Paramount Skuid Dance is undervaluing their TV

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<v Speaker 4>network business pretty substantially. Plus they also talk about the

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<v Speaker 4>extra almost two dollars a share that they would need

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<v Speaker 4>from Paramount if they were to walk away from a Netflix.

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<v Speaker 4>This is for this is to cover both the termination

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<v Speaker 4>fee that Warner Brothers Discovery would own would owe Netflix,

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<v Speaker 4>as well as, you know, some of the financing costs.

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<v Speaker 2>So there's all of that.

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<v Speaker 4>You know, you kind of put all of that match

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<v Speaker 4>together and we come up with at least a thirty

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<v Speaker 4>two dollars fifty cent increased bid that Paramount would need

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<v Speaker 4>to present in order to kind of get the Warner

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<v Speaker 4>Brothers Discovery board back to the table. So, yes, the

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<v Speaker 4>financing helps a little bit, but not sure it really

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<v Speaker 4>changes the conversation.

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<v Speaker 5>We haven't heard a whole lot from Netflix recently. Are

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<v Speaker 5>they just quietly sitting on assign lines and confident in

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<v Speaker 5>their bid?

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<v Speaker 4>So they did, you know, put out a letter to

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<v Speaker 4>employees shareholders just kind of reiterating their commitment to the deal.

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<v Speaker 4>They think that it will go through. They don't think

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<v Speaker 4>they will have, you know, huge problems with the regulators.

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<v Speaker 4>And it was interesting today even in the Warner Brothers

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<v Speaker 4>Discovery letter that they put out suggesting that you know,

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<v Speaker 4>they don't see or they rather that they view both

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<v Speaker 4>of the deals as equal from a regulatory perspective. And

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<v Speaker 4>one of the key numbers that they highlighted the Warner

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<v Speaker 4>Brothers Discovery team was the nine billion dollars in synergies.

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<v Speaker 4>So Paramount Skydan's basically talking about three billion dollars in

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<v Speaker 4>centergies from its Skydance deals six billion dollars from the

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<v Speaker 4>you know, Warner Brothers Discovery deals, saying that that will

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<v Speaker 4>actually put a lot of you know that that's bad

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<v Speaker 4>for Hollywood. Sure, it would result in a lot of

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<v Speaker 4>job losses, whereas the Netflix deal might actually be better.

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<v Speaker 3>So who knows, And I mean, this is something that's

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<v Speaker 3>going to play out over the next year and a

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<v Speaker 3>half to two years. Githa. We know that Jared Kushner,

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<v Speaker 3>the President's son in law, his private aquity firm, Affinity Partners,

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<v Speaker 3>was involved in the Paramount Skuydance deal. It was supposed

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<v Speaker 3>to contribute two hundred million dollars to the financing, but

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<v Speaker 3>it has since pulled out of this bid, perhaps because

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<v Speaker 3>of potential conflicts of interest. Does this change the scope

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<v Speaker 3>of Paramount Suiddances offer, Does it make it more attractive,

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<v Speaker 3>less attractive, or does it not really do much?

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<v Speaker 4>I think yes, you're right, Scarlett. The optics were definitely

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<v Speaker 4>bad and it kind of, you know, looked a little

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<v Speaker 4>bit questionable. So now they're kind of removing that, which

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<v Speaker 4>is which is definitely good. I think it's more positive

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<v Speaker 4>for the Paramount Skydance deal. That said, though, I think

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<v Speaker 4>they really really need to deliver a knockout bid, and

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<v Speaker 4>the knockout bid that we're kind of looking for is

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<v Speaker 4>something like thirty five dollars. I think that really then

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<v Speaker 4>gets Netflix thinking about, Okay, do we need to re

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<v Speaker 4>up our offer, and everybody gets excited at the Warner

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<v Speaker 4>Brothers Discovery board again until they do some thing really

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<v Speaker 4>significant on the pricing front. I don't think the Warner

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<v Speaker 4>Brothers Discovery board is going to want to come back

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<v Speaker 4>to the table to re engage Keith.

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<v Speaker 5>Have one of the comparable deals out there for a

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<v Speaker 5>spin off of Warner Brothers. Cable Networks is what Comcast

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<v Speaker 5>is spinning out. It's cable Networks and a company called

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<v Speaker 5>Versant is that publicly traded yet have they done that?

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<v Speaker 6>Spin out.

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<v Speaker 4>Yeah, they did. You know, they have a when issued trading.

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<v Speaker 4>The actual the complete distribution will will happen sometime in

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<v Speaker 4>January when it will start trading, but we do you

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<v Speaker 4>know they with the when issue trading, we do have

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<v Speaker 4>some price discovery for that stock. So right now, if

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<v Speaker 4>you kind of look at where versus just trading, we

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<v Speaker 4>get a d or a forward EBIDOM multiple of about

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<v Speaker 4>five point two times, which is higher than what paramount

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<v Speaker 4>Skydance had suggested for the valuation of the Warner Brothers

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<v Speaker 4>Discovery at four point five x. So already there we're

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<v Speaker 4>kind of seeing some signs that the valuation of the

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<v Speaker 4>global networks business should be slightly higher.

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<v Speaker 3>Do you see any other m and A taking place

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<v Speaker 3>in media? I know we're all fixated on the bidding

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<v Speaker 3>war for Warner Brothers Discovery, but at one point Comcast

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<v Speaker 3>was a potential bidder and it dropped out fairly early.

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<v Speaker 3>But are there any other deals kind of percolating in

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<v Speaker 3>the background that you would keep your eye on.

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<v Speaker 4>I think there's just a lot of consolidation that's waiting

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<v Speaker 4>to happen. Scarlett. I think people first want to wait

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<v Speaker 4>and watch a little bit see what happens with the

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<v Speaker 4>Warner Brothers Discovery situation kind of test out what's happening

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<v Speaker 4>with the regulators. But yeah, there are absolutely a lot

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<v Speaker 4>of smaller players, and you know, Netflix becoming bigger or

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<v Speaker 4>Paramount becoming bigger really kind of forces everybody to take

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<v Speaker 4>a hard look at their portfolios and see what they

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<v Speaker 4>should do next. As you rightly mentioned, NBC is the

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<v Speaker 4>one name that definitely comes up to mind. Comcasts NBC

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<v Speaker 4>they need something. Their Peacock platform is really subscale, so

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<v Speaker 4>it's really going to depend on whether they want to

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<v Speaker 4>do some kind of partnership or they actually need to

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<v Speaker 4>go out and acquire some other smaller networks, maybe AMC networks,

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<v Speaker 4>maybe some other kind of you know, streaming business. So

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<v Speaker 4>a lot of deals waiting to happen, but I think

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<v Speaker 4>this is really the big one that everybody's focused on

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<v Speaker 4>at the moment.

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<v Speaker 6>Stay with us. More from Bloomberg Intelligence coming up after this.

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<v Speaker 1>You're listening to the Bloomberg Intelligence podcast. Catch us live

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<v Speaker 1>weekdays at ten am Eastern on Applecarcklay and Android Auto

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<v Speaker 1>with the Bloomberg Business app. Listen on demand wherever you

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<v Speaker 5>Let's switch gears to the airline business. Bankrupt Spirit Aviation Holdings,

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<v Speaker 5>you remember them, is in revived discussions to merge with

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<v Speaker 5>front Tier Group Holdings in a deal that could rescue

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<v Speaker 5>the deep discount airline from insolvency. Let's break this potential

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<v Speaker 5>deal down. But George Ferguson, senior airspace, defense and airlines

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<v Speaker 5>analysts for Bloomberg Intelligence, George, does it make sense putting

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<v Speaker 5>these two I'm going to call them struggling regional airlines

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<v Speaker 5>or discount airlines? Does it make sense to put that together?

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<v Speaker 4>You know what?

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<v Speaker 7>I think it might actually so this is you know,

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<v Speaker 7>back to the future. Originally sort of I think, you

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<v Speaker 7>know what we saw sort of set off a little

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<v Speaker 7>fight for Spirit Airlines was the initial uh you know

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<v Speaker 7>merger purchase from Frontier. Frontier taking the Spirit, jet Blue

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<v Speaker 7>decided they didn't want to let that those two you

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<v Speaker 7>know coalesce, you know, merge together and become a major

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<v Speaker 7>competitor to them, So they stepped in the middle, tried

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<v Speaker 7>to grab Spirit and after that everyone Spirit Frontier jet

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<v Speaker 7>Blue just went through some pretty rough times as fairs

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<v Speaker 7>weakened in the market. I think, you know, the economy

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<v Speaker 7>Flyer kind of faded out a little bit on higher

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<v Speaker 7>inflation and other problems, and so, you know, I think

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<v Speaker 7>where we're back to, though, is that Spirit and Frontier

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<v Speaker 7>had very similar business, uh you know, types, similar cultures.

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<v Speaker 7>I think if you put the two airplace airlines together,

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<v Speaker 7>now you have an airline that have something like three

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<v Speaker 7>hundred and fifty seats, I think there's enough other markets

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<v Speaker 7>they could go after. I mean, in comparison, you know Southwest,

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<v Speaker 7>which is is a domestic and sort of near to

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<v Speaker 7>the US kind of market airline, they have seven hundred airplanes.

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<v Speaker 7>They find a place to put all those airplanes. So

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<v Speaker 7>I think it could sort of charge growth up pretty

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<v Speaker 7>quickly for Frontier, sort of help them lay in an

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<v Speaker 7>extra hundred airplanes might not be a bad idea, and

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<v Speaker 7>they might get a really nice price on it.

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<v Speaker 3>But do two week airlines make a strong airline.

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<v Speaker 7>I mean, look, right now, I think the economy portion

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<v Speaker 7>of the business is reeling. It has too much capacity.

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<v Speaker 7>Spirit is shedding. Some of those airplanes are going to

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<v Speaker 7>go elsewhere. So we're you know, we're talking about an

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<v Speaker 7>airline that only has one hundred and I think if

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<v Speaker 7>you want to be competitive in the market. You have

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<v Speaker 7>to be able to fly sort of coast to coast

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<v Speaker 7>off of your customers, you know, a full comple men

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<v Speaker 7>of destinations. I think you need more half for those

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<v Speaker 7>loyalty programs that helped drive some better results as you

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<v Speaker 7>sell them, you know, credit cards and they buy their

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<v Speaker 7>groceries and things like that that on it. So I

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<v Speaker 7>don't think it hurts for Frontier to try to get

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<v Speaker 7>larger and to do it, to supercharge it through taking

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<v Speaker 7>one hundred airplanes out of Spirit. I don't think it's

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<v Speaker 7>a I don't think it's a bad idea.

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<v Speaker 6>Will the regulators allow this church, I.

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<v Speaker 7>Don't think it's going to be a problem, right. I

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<v Speaker 7>don't think it was originally a problem when when Jet

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<v Speaker 7>Blue was looking at Spirit and when Frontier was looking

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<v Speaker 7>at Spirit. But now Spirit's even smaller. We kind of

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<v Speaker 7>put them together today, looking at available seat miles in

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<v Speaker 7>one queue, a combined airline looked to us to be

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<v Speaker 7>the sixth largest in the country.

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<v Speaker 2>It was just.

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<v Speaker 7>Ahead of Jet Blue. If it adds I don't know.

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<v Speaker 7>If it adds you know, some premium seating and knock

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<v Speaker 7>some seating out of some of those airplanes, it might

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<v Speaker 7>not even beat Jet Blue. I don't think this is

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<v Speaker 7>a big issue for the US market.

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<v Speaker 3>What would this mean for jobs? Jobs at Spirit, jobs

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<v Speaker 3>at Frontier.

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<v Speaker 7>I mean, I think it could probably preserve some jobs,

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<v Speaker 7>because I don't think they're going to want to shrink

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<v Speaker 7>the airline operations. But I do think if Spirit doesn't

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<v Speaker 7>find someone to go with soon, that they may cease

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<v Speaker 7>to exist, and that obviously hurts jobs.

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<v Speaker 6>Stay with us. More from Bloomberg Intelligence coming up after this.

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<v Speaker 1>You're listening to the Bloomberg Intelligence podcast. Catch us live

0:10:34.640 --> 0:10:37.760
<v Speaker 1>weekdays at ten am Eastern on Apple, Cocklay and Android

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<v Speaker 1>Auto with the Bloomberg Business App. Listen on demand wherever

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<v Speaker 1>you get your podcasts, or watch us live on YouTube.

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<v Speaker 5>Marry Scarthoompaul Sweeney live here in our Bloomberg and Director

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<v Speaker 5>Brooker Studio in New York City streaming live on.

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<v Speaker 6>YouTube as well.

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<v Speaker 5>Well. Home Builder Leonar reported some earnings today, A little

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<v Speaker 5>bit disappointing here on stock down five percent today, down

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<v Speaker 5>eighteen percent year to date. It's a big company, it's

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<v Speaker 5>kind of market capped for like twenty eight billion dollars.

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<v Speaker 5>But I'm looking at some of the homebuilders, a lot

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<v Speaker 5>of them are down double digits on a a year

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<v Speaker 5>to date basis.

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<v Speaker 8>Yere.

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<v Speaker 5>Let's break it down with Drew redding Hope, building analyst

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<v Speaker 5>for Bloomberg Intelligence. Drew talk to us about Leonar. What

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<v Speaker 5>did they say to the street here with their latest earnings?

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<v Speaker 8>Yeah, this was a This was a tough print for

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<v Speaker 8>Leonard at this cord. They came into the quarter with

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<v Speaker 8>a pretty low bar. Investor expectations had been coming down,

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<v Speaker 8>but they still disappointed on both orders and margins. And

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<v Speaker 8>even more concerning was the guidance they issued for the

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<v Speaker 8>first quarter, which was short on orders, closings, and margins.

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<v Speaker 8>So we think that consensus needs to come down pretty

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<v Speaker 8>sharply here. You know, what this tells us is that

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<v Speaker 8>even though rates have fallen to kind of that low

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<v Speaker 8>six percent range, I think we're about six point three now,

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<v Speaker 8>it doesn't appear that they're significantly catalyzing demand, which was

0:11:56.080 --> 0:11:57.920
<v Speaker 8>what a lot of people had been expecting. So I

0:11:57.960 --> 0:12:00.280
<v Speaker 8>think that points out that, you know, there's other things

0:12:00.320 --> 0:12:02.440
<v Speaker 8>going on. It's you know, we've we've said in the

0:12:02.480 --> 0:12:05.480
<v Speaker 8>past it's not just rates, but its prices and overall affordability.

0:12:06.360 --> 0:12:09.400
<v Speaker 8>But something we've heard pretty consistently from the builders is

0:12:09.920 --> 0:12:13.120
<v Speaker 8>that consumer confidence is really holding the market back. There's

0:12:13.160 --> 0:12:16.280
<v Speaker 8>concerns over the direction of the economy and concerns about

0:12:16.280 --> 0:12:18.280
<v Speaker 8>the labor market. If look, if you don't have a job,

0:12:18.440 --> 0:12:21.440
<v Speaker 8>you're you're certainly not buying a house. So we expect

0:12:21.480 --> 0:12:24.360
<v Speaker 8>in this environment the use of sales incentives to remain

0:12:24.400 --> 0:12:26.760
<v Speaker 8>elevate it and that's going to continue to pressure margins.

0:12:27.080 --> 0:12:29.199
<v Speaker 3>Yeah, I mean, they get volume, but they don't get

0:12:29.200 --> 0:12:33.440
<v Speaker 3>the profitability. So home builders are facing a lot of challenges.

0:12:33.480 --> 0:12:36.720
<v Speaker 3>They also face competition from the resale market. Talk a

0:12:36.720 --> 0:12:39.040
<v Speaker 3>little bit about the numbers involved here in terms of

0:12:39.080 --> 0:12:41.360
<v Speaker 3>new construction versus existing homes.

0:12:42.800 --> 0:12:45.720
<v Speaker 8>Yeah, that's a that's a great point. You know, the

0:12:45.840 --> 0:12:48.960
<v Speaker 8>lack of force sale inventory in the resale market was

0:12:49.000 --> 0:12:52.160
<v Speaker 8>a huge benefit to the builders over the last couple

0:12:52.160 --> 0:12:55.120
<v Speaker 8>of years. There weren't a lot of options with funneled

0:12:55.160 --> 0:12:57.600
<v Speaker 8>buyers into the new home market, where you know, builders

0:12:57.640 --> 0:13:00.320
<v Speaker 8>have been able to make monthly payments more attractive for

0:13:00.400 --> 0:13:03.360
<v Speaker 8>their use of buydowns. That dynamic has shifted over the

0:13:03.440 --> 0:13:06.319
<v Speaker 8>last year where we're starting to see pretty significant increases

0:13:06.880 --> 0:13:10.040
<v Speaker 8>in for sale listings in the resale market, particularly in

0:13:10.440 --> 0:13:16.120
<v Speaker 8>the most important markets for the builders. You know, think Florida, Texas, California.

0:13:16.200 --> 0:13:18.640
<v Speaker 8>So all of a sudden, there's this new competition for them,

0:13:18.720 --> 0:13:20.560
<v Speaker 8>and in order to get a sale, they're having to

0:13:20.559 --> 0:13:24.680
<v Speaker 8>fight harder for each one, which means higher incentives, more

0:13:24.760 --> 0:13:27.400
<v Speaker 8>pressure on pricing. Drue.

0:13:27.400 --> 0:13:30.400
<v Speaker 5>I'm looking at the existing home sales in the United States.

0:13:30.400 --> 0:13:32.480
<v Speaker 5>It has been been running at about a four million

0:13:33.160 --> 0:13:36.520
<v Speaker 5>home rate for the last few years, but historically that's

0:13:36.520 --> 0:13:39.160
<v Speaker 5>been a lot higher, hasn't it. So there just there's

0:13:39.160 --> 0:13:41.080
<v Speaker 5>just not a lot of supply of existing homes out

0:13:41.120 --> 0:13:41.920
<v Speaker 5>there in the marketplace.

0:13:42.080 --> 0:13:45.880
<v Speaker 6>And is that an interest rate story?

0:13:46.800 --> 0:13:50.320
<v Speaker 8>Yeah, it's partly an interest rate story. You know. The

0:13:50.360 --> 0:13:52.640
<v Speaker 8>one thing that we've consistently pointed out is that if

0:13:52.679 --> 0:13:55.160
<v Speaker 8>you look at the composition of outstanding mortgages, you have

0:13:55.200 --> 0:13:58.839
<v Speaker 8>a majority of current mortgage holders who have something well

0:13:58.880 --> 0:14:02.560
<v Speaker 8>below the prevailing mortgage rate, which is around six percent. Now,

0:14:03.120 --> 0:14:04.920
<v Speaker 8>a lot of people during the pandemic, we're able to

0:14:04.920 --> 0:14:07.120
<v Speaker 8>lock in rates in the fours and even you know,

0:14:07.200 --> 0:14:10.840
<v Speaker 8>the high threes, some perhaps in the twos. So, you know,

0:14:10.920 --> 0:14:13.680
<v Speaker 8>the existing home market has really been frozen if you

0:14:13.720 --> 0:14:16.800
<v Speaker 8>look at total volumes, you know, you mentioned we've been

0:14:16.880 --> 0:14:19.800
<v Speaker 8>hovering around this four million annualized rate for about three

0:14:19.880 --> 0:14:23.480
<v Speaker 8>years now, that's that's about twenty percent below what a

0:14:23.560 --> 0:14:27.680
<v Speaker 8>normalized market would look like. So you know, I think

0:14:27.920 --> 0:14:30.240
<v Speaker 8>rates coming in will certainly help. As we look out

0:14:30.240 --> 0:14:31.800
<v Speaker 8>to next year, we do think that you're going to

0:14:31.840 --> 0:14:34.560
<v Speaker 8>see perhaps mid to highest single digit growth in the

0:14:34.600 --> 0:14:37.080
<v Speaker 8>existing home market. But keep in mind we're coming off

0:14:37.400 --> 0:14:40.520
<v Speaker 8>you know, historically low levels, so some improvement, but I

0:14:40.560 --> 0:14:43.320
<v Speaker 8>think context is certainly key there well.

0:14:43.280 --> 0:14:46.640
<v Speaker 3>And are certainly not the only builder facing these these challenges.

0:14:47.280 --> 0:14:51.280
<v Speaker 3>How is the company specifically saying or explaining to investors

0:14:51.280 --> 0:14:54.920
<v Speaker 3>how it's adapting to this new normal of persistent affordability

0:14:54.960 --> 0:14:59.840
<v Speaker 3>concerns due to softening consumer confidence and a weakening job

0:14:59.840 --> 0:15:03.320
<v Speaker 3>mar get all these macro headwinds that it has no

0:15:03.360 --> 0:15:03.920
<v Speaker 3>control over.

0:15:05.320 --> 0:15:09.360
<v Speaker 8>Yeah, Lenar has been a pretty interesting example. Remember they're

0:15:09.400 --> 0:15:12.440
<v Speaker 8>the second largest builder by volume in the country, and

0:15:12.480 --> 0:15:16.680
<v Speaker 8>they run a production first business, which means their goal

0:15:16.840 --> 0:15:18.760
<v Speaker 8>is to push volumes, and over the last couple of

0:15:18.880 --> 0:15:23.240
<v Speaker 8>years they've been willing to sacrifice margin to get volume.

0:15:23.360 --> 0:15:25.040
<v Speaker 8>So you know, they'll tell you they're bringing a more

0:15:25.080 --> 0:15:28.440
<v Speaker 8>affordable product to the market, But what we've seen is

0:15:28.480 --> 0:15:31.400
<v Speaker 8>a dramatic drop in their gross margins. In just three years,

0:15:31.480 --> 0:15:33.720
<v Speaker 8>they've gone from you know, a gross margin in the

0:15:33.800 --> 0:15:36.440
<v Speaker 8>high twenty percent to something in the high teens percent

0:15:37.600 --> 0:15:40.200
<v Speaker 8>in twenty twenty five, so a very sharp ball. And

0:15:40.240 --> 0:15:43.520
<v Speaker 8>what they told us last quarter is that, you know,

0:15:43.640 --> 0:15:47.000
<v Speaker 8>they can only push so hard on this market. The

0:15:47.320 --> 0:15:49.320
<v Speaker 8>demand just simply isn't there. So in order to get

0:15:49.320 --> 0:15:52.200
<v Speaker 8>more sales, the incentives have to keep ratcheting up. So

0:15:52.600 --> 0:15:55.400
<v Speaker 8>what they told us is that they're they're making some

0:15:55.440 --> 0:15:58.160
<v Speaker 8>sort of a pivot into where they're looking to sustain

0:15:58.200 --> 0:16:00.480
<v Speaker 8>their gross margin. So what we want to hear from

0:16:00.520 --> 0:16:02.480
<v Speaker 8>them on the call is, you know, where do we

0:16:02.560 --> 0:16:06.600
<v Speaker 8>think that gross margin floor ultimately lands and is the

0:16:06.640 --> 0:16:10.120
<v Speaker 8>pullback in production that we've started to see it has

0:16:10.120 --> 0:16:10.920
<v Speaker 8>it normalized?

0:16:11.720 --> 0:16:14.880
<v Speaker 6>Stay with us more from Bloomberg Intelligence coming up after this.

0:16:18.760 --> 0:16:22.440
<v Speaker 1>You're listening to the Bloomberg Intelligence podcast. Catch us live

0:16:22.520 --> 0:16:25.920
<v Speaker 1>weekdays at ten am Eastern on Applecarclay, and Android Auto

0:16:26.000 --> 0:16:29.080
<v Speaker 1>with the Bloomberg Business App. Listen on demand wherever you

0:16:29.120 --> 0:16:32.120
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0:16:32.760 --> 0:16:35.840
<v Speaker 5>The biggest IPO of the year priced last night, Medline.

0:16:36.080 --> 0:16:38.440
<v Speaker 5>It's not really sexy. It's like a medical device company.

0:16:38.880 --> 0:16:42.120
<v Speaker 5>But it's like a six plus billion dollar IPO. It's

0:16:42.160 --> 0:16:45.160
<v Speaker 5>just extraordin. It got some blue chip private equity of

0:16:45.160 --> 0:16:48.040
<v Speaker 5>folks behind it. I have no idea what this company does,

0:16:48.080 --> 0:16:50.880
<v Speaker 5>but I know who does, and that's Jonathan Palmer. He's

0:16:50.880 --> 0:16:54.200
<v Speaker 5>an analyst at Bloomberg Intelligence. He covers all the healthcare

0:16:54.560 --> 0:16:56.880
<v Speaker 5>device companies and things like that. And the good thing

0:16:56.880 --> 0:16:59.480
<v Speaker 5>about Bloomberg Intelligence, We're not an underwriter, we're not a

0:16:59.480 --> 0:17:02.600
<v Speaker 5>broker dealer. We could write on private companies. We can

0:17:02.640 --> 0:17:05.440
<v Speaker 5>write research on private companies, we can write research on

0:17:05.720 --> 0:17:06.560
<v Speaker 5>IPO companies.

0:17:06.600 --> 0:17:08.000
<v Speaker 6>And that's exactly what Jonathan did.

0:17:08.200 --> 0:17:10.359
<v Speaker 5>So he's out there with a definitive view on this

0:17:10.400 --> 0:17:14.240
<v Speaker 5>company for investors. Jonathan, what does Mendline do here and

0:17:14.240 --> 0:17:15.199
<v Speaker 5>why are they coming public?

0:17:15.840 --> 0:17:16.760
<v Speaker 9>Thanks Paul for having me.

0:17:16.840 --> 0:17:16.919
<v Speaker 5>So.

0:17:17.040 --> 0:17:20.320
<v Speaker 9>Medline is what's traditionally thought of as a distributor, but

0:17:20.400 --> 0:17:23.399
<v Speaker 9>I'd argue it's more than that. So really, this company's

0:17:23.440 --> 0:17:25.800
<v Speaker 9>been around for decades. It's started by the Mills family

0:17:25.880 --> 0:17:29.080
<v Speaker 9>in the sixties. In twenty twenty one, they sold to

0:17:29.119 --> 0:17:31.600
<v Speaker 9>private equity and now they're coming back to the public markets.

0:17:32.920 --> 0:17:35.720
<v Speaker 9>You know, what they traditionally did was provide distribution and

0:17:35.840 --> 0:17:37.199
<v Speaker 9>logistics to hospitals.

0:17:37.640 --> 0:17:38.800
<v Speaker 6>But over the years they.

0:17:38.680 --> 0:17:43.000
<v Speaker 9>Actually started making their own products, so things like masks, strape, sutures,

0:17:43.119 --> 0:17:45.520
<v Speaker 9>all the stuff that kind of you need into surgery

0:17:45.680 --> 0:17:47.800
<v Speaker 9>or to take care of patients. It's not too sexy,

0:17:48.160 --> 0:17:51.119
<v Speaker 9>but it has a much better margin than logistics. So

0:17:51.520 --> 0:17:54.240
<v Speaker 9>half the company today is their own medline brand products.

0:17:54.280 --> 0:17:57.680
<v Speaker 9>Half of it is distribution services. The secret sauce here

0:17:57.920 --> 0:17:59.920
<v Speaker 9>is that they basically give They don't give it all,

0:18:00.240 --> 0:18:02.840
<v Speaker 9>but they can essentially give away the distribution and logistics

0:18:02.920 --> 0:18:05.840
<v Speaker 9>piece while capturing all the margin on the product side.

0:18:06.160 --> 0:18:07.600
<v Speaker 2>How much market share do they have?

0:18:07.680 --> 0:18:10.199
<v Speaker 3>I mean, I've gone to hospitals before and seen the

0:18:10.240 --> 0:18:12.960
<v Speaker 3>midline name attached to I don't know, like a bed

0:18:12.960 --> 0:18:16.200
<v Speaker 3>for instance, or you know the canister on the wall

0:18:16.280 --> 0:18:17.800
<v Speaker 3>where you get your ro gloves.

0:18:17.920 --> 0:18:19.280
<v Speaker 9>Yeah, that's a good question. I mean I think it

0:18:19.560 --> 0:18:22.040
<v Speaker 9>would depend on the product category. I mean, from the

0:18:22.040 --> 0:18:25.120
<v Speaker 9>distribution side, they're just a little bit bigger than their

0:18:25.119 --> 0:18:28.159
<v Speaker 9>peers like Cardinal Health and what was Owen's and Minor.

0:18:28.440 --> 0:18:31.200
<v Speaker 9>It's kind of a a oligopoly where those big three

0:18:31.200 --> 0:18:34.800
<v Speaker 9>players are distributing to all the healthcare facilities. You know,

0:18:35.040 --> 0:18:38.160
<v Speaker 9>in terms of products, you know, it's about half of revenue,

0:18:38.240 --> 0:18:41.240
<v Speaker 9>so roughly twelve fifteen billion right here.

0:18:42.440 --> 0:18:44.760
<v Speaker 2>What about tariffs? How affected by tariffs are there?

0:18:44.800 --> 0:18:48.040
<v Speaker 3>Because I can't imagine that these items gloves, masks, swaps,

0:18:48.119 --> 0:18:49.240
<v Speaker 3>ranges are made in the US.

0:18:49.600 --> 0:18:52.000
<v Speaker 9>Well, they do have a fair amount of manufacturing in

0:18:52.520 --> 0:18:55.640
<v Speaker 9>the United States. They have talked about tariffs a couple

0:18:55.760 --> 0:18:58.760
<v Speaker 9>hundred million impact this year and next year. I mean

0:18:58.800 --> 0:19:00.840
<v Speaker 9>to be honest with you, For a be this size

0:19:00.840 --> 0:19:04.639
<v Speaker 9>and this scale, that that's a pretty surmountable hurdle. You know,

0:19:04.640 --> 0:19:06.880
<v Speaker 9>it'll get priced in in the next round of contract

0:19:06.880 --> 0:19:09.840
<v Speaker 9>negotiations and it'll be you know, business as usual going off,

0:19:09.840 --> 0:19:10.399
<v Speaker 9>going forward.

0:19:10.520 --> 0:19:12.800
<v Speaker 5>As a former banker, I just look at the deal

0:19:13.040 --> 0:19:19.400
<v Speaker 5>dynamics here, upsized offering offering finished north to ten times oversubscribed.

0:19:19.800 --> 0:19:22.720
<v Speaker 5>Top ten investors in this allocation took more than fifty

0:19:22.760 --> 0:19:25.200
<v Speaker 5>percent of the shares. Top twenty five investors took about

0:19:25.200 --> 0:19:28.440
<v Speaker 5>eighty percent of the deal. Here are the private equity guys,

0:19:28.440 --> 0:19:30.359
<v Speaker 5>are they selling here or is this just company shares?

0:19:31.119 --> 0:19:34.080
<v Speaker 9>It's a combination of both. And then the Mills family

0:19:34.160 --> 0:19:36.480
<v Speaker 9>still owns about twenty percent of the company and they're

0:19:36.520 --> 0:19:38.400
<v Speaker 9>not selling any shares good.

0:19:38.480 --> 0:19:40.159
<v Speaker 6>So what what what are you suppose each here?

0:19:40.200 --> 0:19:40.560
<v Speaker 8>Do you think?

0:19:41.160 --> 0:19:41.560
<v Speaker 2>I'm sorry?

0:19:41.600 --> 0:19:42.639
<v Speaker 6>What what are the U s of proce each here?

0:19:42.680 --> 0:19:43.640
<v Speaker 6>What are they going to use the money.

0:19:43.480 --> 0:19:46.360
<v Speaker 9>For primary to pay down debt? They had about sixteen

0:19:46.359 --> 0:19:48.719
<v Speaker 9>billion dollars of debt. You know that they levered up

0:19:48.720 --> 0:19:50.720
<v Speaker 9>on the private equity transaction, and they're paying down a

0:19:50.720 --> 0:19:53.120
<v Speaker 9>pretty healthy slug of that right here.

0:19:54.080 --> 0:19:55.400
<v Speaker 6>Stock hasn't even opened yet.

0:19:55.560 --> 0:19:58.320
<v Speaker 3>I mean, Jesus, well, when I was doing this, then

0:19:58.400 --> 0:19:59.160
<v Speaker 3>is the ticker to watch?

0:19:59.320 --> 0:20:01.480
<v Speaker 5>I was doing this if I didn't have it open

0:20:01.560 --> 0:20:04.560
<v Speaker 5>by ten third, not till the noon hour. Now, I

0:20:04.600 --> 0:20:06.159
<v Speaker 5>know my boss would come over and smack me with

0:20:06.200 --> 0:20:07.840
<v Speaker 5>this tennis record. That's happened many times.

0:20:07.960 --> 0:20:08.639
<v Speaker 2>You're not allout to do that.

0:20:09.200 --> 0:20:11.119
<v Speaker 6>We're opening up this kid, Let's go, let's go.

0:20:12.880 --> 0:20:15.840
<v Speaker 3>You had mentioned that some of its traditional competitors, like

0:20:15.960 --> 0:20:17.560
<v Speaker 3>Cardinal Health, for instance.

0:20:17.560 --> 0:20:19.280
<v Speaker 2>Is that still a competitor in that?

0:20:19.880 --> 0:20:22.840
<v Speaker 3>Does Cardinal Health also make its own products and sell

0:20:22.880 --> 0:20:23.680
<v Speaker 3>it under its own name?

0:20:23.840 --> 0:20:26.720
<v Speaker 9>They do, but not at the same scale as Medline.

0:20:26.720 --> 0:20:28.800
<v Speaker 9>And that's, like I mentioned before, really been their secret

0:20:28.800 --> 0:20:32.320
<v Speaker 9>sauce and how they've outcompeted their peers. The other thing

0:20:32.359 --> 0:20:35.360
<v Speaker 9>that's interesting is Cardinal. You know, Cardinal is much more

0:20:35.359 --> 0:20:38.600
<v Speaker 9>of a drug distributor with this medical division. I don't

0:20:38.600 --> 0:20:40.600
<v Speaker 9>think they want to be in that business long term.

0:20:40.640 --> 0:20:43.159
<v Speaker 9>Owns and Minor actually just sold their business for a

0:20:43.160 --> 0:20:47.040
<v Speaker 9>couple hundred million to private equity. So Medline's the queer

0:20:47.119 --> 0:20:49.119
<v Speaker 9>number one gold standard player in this space.

0:20:49.800 --> 0:20:53.639
<v Speaker 5>Fifteen to seventeen times ford EBITDA Are you kidding me?

0:20:53.720 --> 0:20:56.719
<v Speaker 5>This isn't a technology company, it's a healthcare company.

0:20:56.960 --> 0:21:00.040
<v Speaker 9>Well, to put it into context, though, product companies, you know,

0:21:00.119 --> 0:21:05.520
<v Speaker 9>the Medtronics, the Becton, Dickinson's, the Abbot Labs, they're all

0:21:05.560 --> 0:21:08.439
<v Speaker 9>trading twenty times. So really it's getting a discount relative

0:21:08.440 --> 0:21:11.000
<v Speaker 9>to product companies, and it's kind of priced in line

0:21:11.080 --> 0:21:14.399
<v Speaker 9>with the healthcare distribution companies like the Cardinal Health, the

0:21:14.520 --> 0:21:15.680
<v Speaker 9>McKesson and so forth.

0:21:16.880 --> 0:21:19.560
<v Speaker 3>I'm looking at the Cornerstone investors. There is at least

0:21:19.600 --> 0:21:21.760
<v Speaker 3>eight of them. They lined up more than two point

0:21:21.760 --> 0:21:24.040
<v Speaker 3>three billion dollars in commitments. What does that tell you

0:21:24.080 --> 0:21:27.240
<v Speaker 3>about the investor base of Medline.

0:21:27.400 --> 0:21:29.720
<v Speaker 9>Well, to me, it says that this is a very

0:21:29.760 --> 0:21:33.160
<v Speaker 9>stable business. I mean, they've talked about growing the top

0:21:33.160 --> 0:21:36.040
<v Speaker 9>line high single digits and adjusted EBITA by the same

0:21:36.160 --> 0:21:38.399
<v Speaker 9>or better. I mean, I think this is a story

0:21:38.400 --> 0:21:40.919
<v Speaker 9>that's going to unfold over multiple years where you know,

0:21:40.920 --> 0:21:42.119
<v Speaker 9>they're going to come out of the gate, they're going

0:21:42.160 --> 0:21:44.800
<v Speaker 9>to hit their numbers, they'll pay down debt so their

0:21:44.880 --> 0:21:47.800
<v Speaker 9>leverage goes down, you know, post this private equity era,

0:21:48.280 --> 0:21:51.119
<v Speaker 9>and then we'll probably see some more our shareholder friendly

0:21:52.040 --> 0:21:55.120
<v Speaker 9>capital deployment, whether it's buybacks. You know, this would seem

0:21:55.160 --> 0:21:56.479
<v Speaker 9>like a good business to have a divid end.

0:21:56.600 --> 0:21:59.920
<v Speaker 5>Ultimately, there's a healthcare industry broadly defined that they like

0:22:00.119 --> 0:22:02.560
<v Speaker 5>this administration or they concern that maybe some o regulatory

0:22:02.680 --> 0:22:03.520
<v Speaker 5>riskcty out there.

0:22:04.040 --> 0:22:05.800
<v Speaker 9>I think it depends on who you ask, Okay, I

0:22:05.800 --> 0:22:08.399
<v Speaker 9>mean I think uncertain Nobody likes uncertainty in the business world, right,

0:22:08.400 --> 0:22:11.359
<v Speaker 9>and there's been a lot of uncertainty around healthcare in particular.

0:22:11.840 --> 0:22:14.000
<v Speaker 9>I mean, these companies in the service industry have been

0:22:14.040 --> 0:22:16.680
<v Speaker 9>a lady a little less in the spotlight than let's

0:22:16.680 --> 0:22:19.640
<v Speaker 9>say the drug and pharmaceutical industry. But you know, at

0:22:19.640 --> 0:22:21.760
<v Speaker 9>the end of the day, people get sick, they need

0:22:21.760 --> 0:22:23.680
<v Speaker 9>to go to the hospital, they need operations, they need

0:22:23.680 --> 0:22:25.800
<v Speaker 9>to see doctors. It's business as usual.

0:22:26.840 --> 0:22:31.520
<v Speaker 1>This is the Bloomberg Intelligence Podcast, available on Apple, Spotify,

0:22:31.720 --> 0:22:35.680
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0:22:35.880 --> 0:22:39.159
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0:22:39.240 --> 0:22:43.119
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0:22:43.160 --> 0:22:46.479
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