The Fixer Class

On Thursday, Netflix announced it's buying Warner Bros. Discovery for $82.7 billion.

The media is calling it a "streaming megamerger." Wall Street is calling it "synergy." We're calling it what it is: Big Tech buying a monopoly, greased by the same revolving-door insiders who've been running this game for decades.

Here's what you need to know.

Netflix is acquiring HBO, the Warner Bros. studios, the DC Universe, and Harry Potter. The crown jewels of American entertainment. They're leaving behind the rotting carcass of cable TV — CNN, TNT, TBS — which will be spun off into a separate company to die quietly with WBD's debt.

The deal values WBD at $27.75 per share. That's a 120% premium over where the stock traded in September. Netflix is paying $23.25 in cash and $4.50 in stock. They've also agreed to a $5.8 billion breakup fee if regulators block it.

That breakup fee tells you everything. Netflix isn't worried.

They shouldn't be. They hired the fixer.

Let's map who's connected.

The Fixer: Steven Sunshine, Skadden Arps

Netflix retained Skadden Arps to run their antitrust defense. Specifically, they hired Steven C. Sunshine — the former Deputy Assistant Attorney General in charge of merger enforcement at the DOJ.

Read that again. The guy who used to decide which mergers live and die is now being paid to make sure this one lives.

Sunshine supervised interventions in over 35 proposed transactions during his time at the DOJ. He wrote the playbook. Now he sells the map to navigate around it. His recent work includes getting Microsoft's $69 billion Activision deal past the FTC.

This is the revolving door in its purest form. Government service as a resume builder. Regulatory experience as a product to sell. The same people who are supposed to protect competition end up getting paid by the monopolists.

Sunshine's fee for this deal? Not disclosed. But Skadden's M&A partners bill north of $2,000 per hour. For a deal this size, the legal tab will be nine figures.

That's the fixer class. They don't break laws. They write the loopholes, leave government, and then charge monopoly prices to exploit them.

The Insiders Who Dumped

While the bidding war heated up, WBD executives were quietly heading for the exits.

The CFO sold over 222,000 shares in late October. The Chief Accounting Officer sold more in late November. Both trades were filed as "pre-planned" 10b5-1 sales — the legal mechanism that lets executives schedule trades in advance and claim they weren't acting on inside information.

Here's what TCT knows about 10b5-1 plans: they're often adopted right before major strategic shifts. The timing provides legal cover, but the pattern is consistent. Insiders reduce exposure. Retail holds the bag through the volatility.

The CFO knew a bidding war was underway. He knew regulatory uncertainty was coming. He sold anyway.

That's not illegal. But it tells you who has the information advantage — and it's not you.

The Options Flow: Somebody Knew

On December 1 — four days before the announcement — unusual activity lit up WBD calls.

The December 5 expiration, $25 strike showed a volume-to-open-interest ratio of 535.0.

That's not retail speculation. That's a highly leveraged bet that the stock would spike within days, timed to expire on the exact day of the announcement. Whoever placed that trade knew something.

This is the footprint of the network. The information leaked somewhere — through a banker, a lawyer, a PR firm, a printer. Someone in the chain talked, or traded, or both.

By the time you read the headline, the smart money already collected.

The Smart Money Positioning

Here's what's interesting: the bond market saw this coming too.

WBD has been drowning in debt since the Discovery-WarnerMedia merger. That debt made the company's bonds risky — and cheap. But a deal like this — an $83 billion cash infusion, the spinoff of the toxic cable assets — is a "credit positive" event. Bond prices rise. Yields compress. Bondholders win.

Reports indicate that even President Trump recently picked up WBD bonds. Say what you want about the man — he knows how to read a room. While CNBC was debating streaming subscriber counts, the smart money was positioning in the credit markets for exactly this kind of restructuring event.

That's the lesson. The equity story is noise. The bond story is signal. If you want to see where the real money flows, stop watching stock tickers and start watching debt.

The Monopoly They're Building

Let's be clear about what Netflix is actually buying: dominance.

Post-merger, Netflix will control HBO, Max, the Warner Bros. film library, DC Comics, Harry Potter, and their own original content machine. They'll own the production and the distribution. They'll set the prices. They'll control what gets made and what gets buried.

Rep. Darrell Issa sent a letter to the DOJ warning that Netflix already has "unequaled market power" and this deal pushes them past 30% market share. He's right. But will it matter?

Netflix has Skadden. They have the playbook. They'll offer some token concessions — maybe divest a small streaming service, maybe accept behavioral conditions — and the deal will sail through.

That's how the fixer class works. They don't stop consolidation. They manage it. They give regulators a face-saving "win" while delivering exactly what the client paid for.

Here's what the network saw that you didn't:

The bond play: WBD's debt was distressed. A sale or restructuring was the only path to credit improvement. Smart money bought bonds cheap, waited for the announcement, and watched prices rise. This is the trade that doesn't show up on CNBC.

The options play: Someone (or several someones) loaded December 5 calls four days early. A 535x volume-to-open-interest ratio is a statistical scream. That's not luck. That's information.

The insider exit: Executives sold into the rumor. They used legal cover to reduce exposure before the volatility hit. Retail bought the news.

The pattern is always the same. By the time the headline prints, the extraction is already complete.

This isn't a story about streaming wars. It's a story about how the permanent establishment operates.

A Big Tech giant buys a monopoly. A revolving-door lawyer greases the regulatory path. Insiders dump stock while retail holds. Options flow spikes days before the announcement. And the bond market — where the real money lives — already priced in the win.

The fixer class doesn't lose. They built the system. They know every door because they installed the locks.

Your job isn't to be outraged. Your job is to see the network — and position accordingly.

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