Some of Wall Street’s biggest rainmakers are vying for a windfall as the Paramount-Netflix bidding war for Warner Bros Discovery reaches a climax, capping a blockbuster year for mergers and acquisitions.
Centerview’s Blair Effron, Evercore co-founder Roger Altman and recently appointed Moelis chief executive Navid Mahmoodzadegan are among the bankers advising on one of the hottest deals of 2025.
The skirmish comes after Paramount last week made a $108bn hostile bid, including debt, for the whole of WBD, gatecrashing Netflix’s agreement to buy its studio business and HBO Max streaming service for nearly $83bn.
It bookends a banner year for M&A, with $4.3tn of deals having been struck this year globally, pushing investment banking fees to a near-record high, according to LSEG data.
WBD shareholders expect that Paramount’s hostile approach could mean the price tag of the biggest deal of the year is bumped yet further, potentially delivering hundreds of millions of dollars in fees for the banks involved.
Bankers are now bracing themselves for a frenzied final stretch of the year, before a December 22 deadline for Warner to opine on which deal it favours. Years of relationship building could hand some advisers a hefty payday and leave others with nothing.
Wall Street heavyweights Goldman Sachs and Morgan Stanley are among those that missed out, having advised Comcast on a competing bid for WBD that was unsuccessful.
The deal is expected to accelerate through the festive season.
“I’ve missed Christmas Eve and New Year’s and the Fourth of July holidays for deals a lot smaller than this,” said Dwayne Safer, who worked for 10 years in investment banking at Stifel and is now an associate professor of finance at Messiah University.
The auction process already claimed one holiday, with negotiations coming to a head on Thanksgiving weekend in late November. “When the NBA players play on Christmas Day, nobody says our holidays are ruined. They say isn’t it great you’re in the NBA,” said an adviser involved in the deal. “This is as good as it gets for investment bankers.”
The work of the next few weeks will include strategising how high rival bidders may be able to stretch with their offers, as well as canvassing investors to see which bid they are leaning towards.
The best-placed banks are Allen & Co, Evercore and JPMorgan Chase, which are advising WBD, and have helped chief executive David Zaslav orchestrate an auction process that has forged a deal worth nearly quadruple WBD’s share price last year, when it fell to all-time lows below $8 a share.
JPMorgan advised on WBD’s original plan to split its studio and streaming business from CNN and other television assets, as part of which it mapped out a debt-reduction strategy and provided a $17bn bridge loan.
The slate of advisers helped WBD to contend with an activist investor and guided the company as it shifted its plans from splitting the company’s studio and streaming business from its cable TV division into a wider strategic review which opened the door to a sale, following Paramount’s first bid for WBD in September.
Boutique bank Moelis tapped into its long-standing relationship with Netflix to win a role as its lead adviser on the WBD sale, as until recently the streaming video company was viewed as an outside contender for the asset, compared with Paramount and the other rival bidder Comcast.
Netflix, which previously eschewed large dealmaking, used Moelis as adviser on some smaller deals, including its acquisition of visual effects start-up Scanline in 2022. Moelis also advised advertising group Regency on its sale of 32 billboards dotted across Hollywood’s iconic Sunset Strip to the streaming giant.
For Moelis’s Mahmoodzadegan, the role as Netflix’s main adviser stands to be a huge coup in his first year in the position after he took over from the firm’s eponymous founder, Ken Moelis. It would be the third-biggest deal in the boutique bank’s 18-year history, according to Dealogic data, and would likely be one of its biggest-ever paydays.
The frantic rounds of dealmaking have pitted past allies against one another. Moelis was an adviser to David Ellison in his company’s acquisition of Paramount earlier this year, but the billionaire Ellison family recruited Centerview for their WBD bid, so Moelis teamed up with Netflix.
Wells Fargo, which is better known for its Main Street lending business, is also an adviser to Netflix. Its role in the deal highlights its efforts to deploy its vast balance sheet to win M&A advisory roles.
Wells is stumping up more than half of a $59bn bridge loan to fund the lion’s share of the cash portion of Netflix’s deal. BNP Paribas and HSBC are also financing the loan.
Wells also nabbed an advisory role on the second-biggest deal of the year — Union Pacific’s $85bn takeover of railroad company Norfolk Southern. The deals have boosted Wells’ ranking in announced M&A volume to ninth overall from 16th place a year ago, according to LSEG data.
Paramount is working with boutique firms Centerview and M Klein & Company, as well as bulge-bracket investment banks Bank of America and Citigroup. BofA, Citi and private capital group Apollo have also committed to providing $54bn in debt financing. RedBird Advisors is advising on the M&A side and is an affiliate of RedBird Capital, one of Paramount’s investors. Gerry Cardinale, a former Goldman Sachs banker and founder of RedBird Capital, is playing a key role in negotiations.
The banks, WBD, Netflix and Paramount declined to comment.
This article has been amended to clarify Wells Fargo’s role on the takeover of Norfolk Southern by Union Pacific.
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