8-KMaterial AgreementsFinancial EventsExhibits & Filings

Warner Bros. Discovery, Inc. 8-K Report, Material Agreement (May 17, 2012)

Filed May 17, 2012For Securities:WBD

Summary

This 8-K filing from Discovery Communications, Inc. (WBD) reports on the completion of a registered offering of $1 billion in aggregate principal amount of senior notes. The offering consisted of $500 million of 3.30% notes due 2022 and $500 million of 4.95% notes due 2042. These notes are unsecured and guaranteed by Discovery Communications, Inc., ranking equally with other unsecured senior indebtedness of Discovery Communications, LLC (DCL).

Key Highlights

  • 1Discovery Communications, LLC (DCL) successfully issued $1 billion in senior notes.
  • 2The offering comprises two tranches: $500 million of 3.30% Notes due 2022 and $500 million of 4.95% Notes due 2042.
  • 3The notes mature on May 15, 2022, and May 15, 2042, respectively.
  • 4Interest payments are scheduled semi-annually, on May 15 and November 15, commencing November 15, 2012.
  • 5DCL has the option to redeem the notes early, subject to a make-whole premium.
  • 6The notes are unsecured and guaranteed by Discovery Communications, Inc.
  • 7The issuance was conducted through an underwritten public offering with J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, and RBS Securities Inc. acting as representatives for the underwriters.

Frequently Asked Questions

Discovery Communications, Inc. (through its subsidiary DCL) raised a total of $1 billion through the issuance of two series of senior notes.

The company issued $500 million of 3.30% Notes due 2022 and $500 million of 4.95% Notes due 2042. Interest is payable semi-annually, and the notes are unsecured with a guarantee from the parent company.

Yes, DCL has the option to redeem some or all of the notes at any time. This redemption would require payment of a make-whole premium, in addition to accrued and unpaid interest.

The notes are unsecured and rank equally in right of payment with all other unsecured senior indebtedness of Discovery Communications, LLC (DCL). They are also fully and unconditionally guaranteed by Discovery Communications, Inc. on an unsecured and unsubordinated basis.