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HBO’s ‘Succession’ Tries to Get the Merger-Mad Media Industry Right

Last summer Rupert Murdoch was preparing to hand over the bulk of his empire in a sale that would put an end to a cocktail-party pastime in London, New York and Los Angeles: Which of his legacy-obsessed children would be taking over the family business?

The answer, when it came, was both unexpected and poetic: None of them. Instead, the spoils of the alpha mogul’s career would go to the Walt Disney Company in a deal worth more than $71 billion.

Just as the Murdoch dynasty was dissolving, another dynastic media family led by a headstrong octogenarian found itself in the throes of a high-stakes battle for control: the fictional Roy clan of the HBO series “Succession.”

With “Succession,” the parallels between fact and fiction were uncanny. Mr. Murdoch was giving the keys to his media kingdom to someone outside his family circle, the Disney chief executive Robert A. Iger, just as the show’s first season barreled toward its final episodes — centered on a brutal reckoning for a would-be heir.

While it has included the soap opera elements that make the premium-cable genre addictive, “Succession,” whose second season begins Aug. 11, manages to provide viewers with an accurate reconstruction of the boardroom machinations behind the merger-mad media industry of recent years. And that’s by design.

“I don’t want to be in a fake version of the world,” said the show’s creator, Jesse Armstrong, a British TV writer and producer.

The series grew out of a screenplay by Mr. Armstrong, “Murdoch,” that got some attention in Hollywood but remained stubbornly unproduced. The material in that script gave rise to the stuff of an HBO series once Mr. Armstrong broadened the scope to include the larger landscape of Wall Street, drawing from his knowledge of the media and entertainment barons like Sumner Redstone and John Malone who have provided the industry with much of its drama.

“What would happen if a charismatic, trusted, feared, founder/C.E.O. was suddenly out of the picture?” Mr. Armstrong said in an email, describing his thought process when he was sketching out the series. “What are the repercussions?”

To keep the narrative plausible, “Succession” has relied on consultants like Merissa Marr, who covered the cantankerous Mr. Redstone during her time as an editor and reporter at The Wall Street Journal, and William D. Cohan, an investigative business reporter who once worked in mergers and acquisitions at Lazard Frères, JPMorgan Chase and Merrill Lynch.

In addition to the journalists who have lent their expertise, the writing staff has a resident Enron expert in Lucy Prebble, the author of “Enron,” the 2009 play on the collapse of the Houston-based energy giant.

The show’s deep familiarity with the world it describes, evident in the scenes involving the complexity of family trusts and the minutia of boardroom procedures, has been persuasive enough to attract viewers with firsthand knowledge. Jerry Hall, Mr. Murdoch’s wife, is a big “Succession” fan, she has told people she’s an avid watcher of the show.

But all work and no play would make for a dull show, and “Succession” departs enough from the real world to make for an entertaining escape. In creating the show’s patriarch, Logan Roy (played by Brian Cox), Mr. Armstrong said he used Mr. Murdoch as a foundational figure, with dashes of Mr. Redstone and other media industry leaders past and present.

“Even the Sulzbergers,” Mr. Armstrong added, referring to the family that controls The New York Times.

In the second season, the Roys encounter a rival media clan that seems to be a mash-up of the Sulzbergers and the Bancrofts, the New England family that sold The Wall Street Journal to Mr. Murdoch after nearly 80 years of stewardship.

“The inspirations are multiple, so it’s all good research for us,” he said.

The show’s business acumen was very much on display in scenes from the second episode that would propel all the action to come. To create that crucial episode, the writers posed a question: How would a family lose control of a family-controlled company?

Mr. Armstrong’s answer reads almost like a Wall Street analyst’s note: “We’d always imagined the Roy family controlled their holding in the public corporation via a private holding company, and in discussions it occurred to us that there can be financial secrets in that sort of structure that wouldn’t be possible in the publicly traded company.”

The Roys, in other words, have hidden debts on their books. The children, led at first by Kendall Roy (played by Jeremy Strong), soon discover that those debts could sink the business if the company’s share price falls below a certain level.

This seems at first glance like a bit of stretch. In the real world, any public company that takes out loans would have to alert its shareholders, since such a move would constitute a potential risk. But in the case of the Roys, Mr. Armstrong said, an unusual ownership structure allows the family to keep some financial details hidden.

That scenario is indeed rooted in reality, mirroring a corporate structure used by Mr. Redstone, whose National Amusements company is the privately held parent of CBS and Viacom. In 2008, Mr. Redstone came under pressure from shareholders when they discovered that National Amusements had taken out loans linked to the value of CBS and Viacom stocks. During her time as a reporter at The Journal, Ms. Marr, one of the show’s consultants, covered this unusual debt arrangement, which serves the series as a kind of MacGuffin.

Like the Roys, the Redstone family wrestled with succession until recently, when it became clear that Mr. Redstone’s daughter, Shari Redstone, had emerged victorious in one of the few instances of a woman taking charge of a family media dynasty.

Ms. Marr said she and the writing staff spent a lot of time creating a realistic back story for the Roy family’s business. They know all about “its assets, its ownership and capital structure,” she said in an email, even if the details will never appear on the show.

“Jesse and his writing team leave no stone unturned in the writing room,” Ms. Marr said. “They come to the table with pretty sophisticated business ideas, and it’s a matter of working out what works in what scenario.”

“Succession” has taken liberties here and there that some experts might quibble over. Unlike what happened with National Amusements, for example, the Roy family hides the debt on the public company’s books without shareholders finding out about it, which is unlikely to happen in the real world.

Mr. Cohan, a consultant for the show’s first season whose many business-centric books include “Money and Power: How Goldman Sachs Came to Rule the World,” said that while the debt arrangement felt like a “bit of a stretch,” the scenario is not impossible.

“Sometimes, loan documents are hidden,” he said.

Mr. Cohan said he suggested to the show’s writers that they include a private equity player, a “barbarian-at-the-gate type,” who could become a potential business rival, someone like a Stephen A. Schwarzman, the pugnacious billionaire behind the Blackstone Group.

“Succession” ultimately takes a different tack, creating a younger character for that role, but later an older media lion does appear in Sandy Furness (played by the veteran character actor Larry Pine). As the nemesis to Logan Roy, and the real power behind the takeover attempt, he is reminiscent of Mr. Malone, the fearsome cable magnate who, in 2004, pulled off one of the most deft merger maneuvers in corporate history when he quietly bought up enough shares in Mr. Murdoch’s News Corp. to threaten the family’s control of the business.

Mr. Malone’s aim wasn’t to buy out Mr. Murdoch’s family legacy. Instead, he wanted to grab DirecTV, the satellite TV service partly owned by Mr. Murdoch. With the leverage he had gained through his amassing of those News Corp. shares, Mr. Malone cut a deal, gaining control of DirecTV in exchange for his stake in News Corp.

After falling victim to Mr. Malone’s gamesmanship, Mr. Murdoch created provisions that would keep any outside shareholder from owning so much stock in his company.

While taking a broad swipe at corporate America, “Succession” narrows its focus now and then to consider the rapacious appetites and craven impulses that often guide the deal makers whose multibillion-dollar machinations have dominated the finance pages in recent years. And while the media industry makes for an ideal setting for this kind of thing to play out, Mr. Armstrong said he had not limited himself to media barons as he builds the world of his show.

“People outside of the corporate world, I think, don’t sometimes appreciate how figures like Carlos Ghosn or a Masayoshi Son or an Elon Musk create warps in the theoretically iron laws of economics,” he said, citing the leaders of Nissan, SoftBank and Tesla.

The unorthodox moves of those larger-than-life corporate raiders have given Mr. Armstrong leeway, allowing him to warp the rules governing his fictional world just as those business leaders have managed to do in the real world.

The second season, which introduces Holly Hunter in the role of a rival corporate chief, wades even deeper into the arcana of takeovers than the first. Corporate cant abounds, and regular viewers who are not conversant with terms like “bear hug” and “asset swap” will be soon.

“It’s a dance, getting the world right but keeping it comprehensible,” Mr. Armstrong said. “The audience needs to feel they’re in a real version of the world you are portraying, not have every nuance explicated.”

That’s what articles like this one are for.

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