Tender Offer - Warner Bros. Discovery, Inc.
Form Type: 8-K
Filing Date: 2025-06-26
Corporate Action: Tender-offer
Type: New
Accession Number: 000143710725000161
Filing Summary: On June 26, 2025, WarnerMedia Holdings, Inc., a wholly-owned subsidiary of Warner Bros. Discovery, Inc., entered into a Non-Investment Grade Leveraged Bridge Loan Agreement for an 18-month $17.0 billion term loan to finance the anticipated early settlement of cash tender offers and consent solicitations. This financing is intended to repay a senior unsecured term loan credit facility and cover associated fees and expenses. Additionally, the obligations under the bridge loan will be secured by a lien on the personal property assets of Warner Bros. Discovery and certain subsidiaries. The announcement also includes modifications to an existing multicurrency revolving credit agreement, aligning the negative covenants with those in the Bridge Loan Agreement, and addresses changes in debt and collateral support. The bridge loan's borrowings will be subject to varying interest rates and will mature on the earlier of 18 months after borrowing or the consummation of a significant corporate event related to the Separation Transaction.
Additional details:
Item Title: bridge_loan_amount
Item Value: 17.0 billion
Item Title: interest_rates
Item Value: 3.00% to 4.00% depending on the period
Item Title: loan_security
Item Value: secured by lien on substantially all personal property assets
Item Title: amendment_details
Item Value: reduced credit commitments to $4 billion, permitted new debt under Bridge Loan
Form Type: 8-K
Filing Date: 2025-06-24
Corporate Action: Tender-offer
Type: New
Accession Number: 000143710725000159
Filing Summary: On June 24, 2025, Warner Bros. Discovery, Inc. announced the early participation results of previously stated tender offers made by its subsidiaries. The tender offers include a buyback of substantially all outstanding notes and debentures, referred to collectively as 'the Notes'. The tender offers were initially announced on June 9, 2025, and were conducted according to the terms laid out in the Offer to Purchase and Consent Solicitation Statement, dated June 9, 2025. This document provides complete terms and conditions for the offers, which holders were encouraged to review before making any decisions. The release of June 24 also detailed the pricing terms associated with these tender offers.
Additional details:
Date Of Report: 2025-06-24
Submission Type: offer to purchase
Issuer Names: Discovery Communications, LLC, WarnerMedia Holdings, Inc., Warner Media, LLC, Historic TW, Inc.
Press Release Dates: June 24, 2025
Exhibit Numbers: 99.1, 99.2
Form Type: 8-K
Filing Date: 2025-06-16
Corporate Action: Tender-offer
Type: Update
Accession Number: 000143710725000151
Filing Summary: On June 16, 2025, Warner Bros. Discovery, Inc. announced that it received the required consents for the adoption of proposed amendments to the indentures governing various notes and debentures, related to cash tender offers and consent solicitations initiated by its wholly-owned subsidiaries. These subsidiaries commenced the tender offers on June 9, 2025. The amendments include significant modifications to restrictive covenants and events of default in the indentures, as well as changes affecting future transactions and obligations related to the outstanding notes. The execution of supplemental indentures is contingent upon the closing of the offers. The requisite consents were an essential step toward implementing these changes, enabling the company to streamline its financial obligations and operational flexibility.
Additional details:
Date Of Report: 2025-06-13
Offering Period Start: 2025-06-09
Number Of Notes: substantially all
Amendments Applied: eliminate restrictive covenants, events of default, and certain guarantees
Notes Types: 4.302% Senior Notes due 2030, 4.693% Senior Notes due 2033
Form Type: 8-K
Filing Date: 2025-06-11
Corporate Action: Tender-offer
Type: New
Accession Number: 000143710725000141
Filing Summary: On June 10, 2025, Warner Bros. Discovery, Inc. posted a list of frequently asked questions (FAQ Disclosure) regarding its previously announced cash tender offers and related consent solicitations by its subsidiaries, including Discovery Communications, LLC, WarnerMedia Holdings, Inc., and Warner Media, LLC. The FAQ Disclosure is accessible on the Company's investor relations website and is intended to provide clarity about the tender offers and solicitations. The complete terms and conditions are outlined in the Offer to Purchase and Consent Solicitation Statement, dated June 9, 2025. The Company emphasizes that this document is not an offer to purchase or a solicitation for any securities. It also states that the cash tender offers and related solicitations will not be valid in jurisdictions where they are prohibited. The report includes Exhibit 99.1, which is the Tender Offer FAQ, focusing on these announcements.
Additional details:
Item Number: 99.1
Item Description: Tender Offer Frequently Asked Questions, dated June 10, 2025
Form Type: 8-K
Filing Date: 2025-06-11
Corporate Action: Tender-offer
Type: New
Accession Number: 000143710725000144
Filing Summary: On June 11, 2025, Warner Bros. Discovery, Inc. announced that it plans to exercise the early settlement right in relation to its previously announced cash tender offers and related consent solicitations by its wholly owned subsidiaries. The early settlement date is anticipated to be June 30, 2025, pending requisite consents and other conditions specified in the Offer to Purchase and Consent Solicitation Statement dated June 9, 2025. Validly tendered notes not withdrawn by the early tender deadline of June 23, 2025, will be settled on the early settlement date, along with consents validly delivered by the consent expiration time of June 13, 2025. Detailed terms and conditions for the cash tender offers and consent solicitations are included in the Offer to Purchase and Consent Solicitation Statement, and holders are advised to review them thoroughly before making decisions.
Additional details:
Title Of Each Class: Series A Common Stock
Trading Symbol: WBD
Name Of Each Exchange: Nasdaq Global Select Market
Title Of Each Class: 4.302% Senior Notes due 2030
Trading Symbol: WBDI30
Name Of Each Exchange: Nasdaq Global Market
Title Of Each Class: 4.693% Senior Notes due 2033
Trading Symbol: WBDI33
Name Of Each Exchange: Nasdaq Global Market
Form Type: 8-K
Filing Date: 2024-05-14
Corporate Action: Tender-offer
Type: Update
Accession Number: 000143710724000113
Filing Summary: Warner Bros. Discovery, Inc. announced an increase in the aggregate purchase price tender cap for its wholly-owned subsidiaries Warner Media, LLC, Discovery Communications, LLC, and WarnerMedia Holdings, Inc. The cash tender offer cap was raised from $1,750,000,000 to $2,500,000,000. This offer, originally announced on May 9, 2024, is guided by terms specified in the Offer to Purchase dated May 9, 2024. The increase was formalized in a press release associated with the Current Report on Form 8-K, dated May 14, 2024. Although this relates to a tender offer, specific details like tender offer price, currency, expiration date, or percentage being acquired were not provided.
Additional details:
Acquirer Cik: 1437107
Target Cik: 1437107
: 0
Form Type: 8-K
Filing Date: 2024-05-09
Corporate Action: Tender-offer
Type: New
Accession Number: 000143710724000107
Filing Summary: The document relates to a current report (Form 8-K) detailing a tender offer by Warner Bros. Discovery through its subsidiaries for various senior and global notes, with a total offer price of $1.75 billion. The offer was announced on May 9, 2024, and includes multiple note series issued by Warner Media, Discovery Communications, and Scripps Networks Interactive. The document serves to inform about the announcement and intentions surrounding the financial transactions associated with the tender offer.
Additional details:
Acquirer Cik: 1437107
Target Cik: 1437107
: stock
Price: 1
Comments
No comments yet. Be the first to comment!