Summary
This Form 8-K filing by Discovery Communications, Inc. (now Warner Bros. Discovery, Inc.) on March 13, 2017, primarily concerns the completion of a registered offering of new senior notes. Discovery Communications, LLC (DCL), a subsidiary, issued $450 million in 3.800% Senior Notes due 2024 and $200 million in additional 4.900% Senior Notes due 2026. This offering was made under an existing shelf registration statement and involved several major underwriters.
Key Highlights
- 1Discovery Communications, LLC completed a registered offering of $450 million in 3.800% Senior Notes due 2024.
- 2An additional $200 million in 4.900% Senior Notes due 2026 were issued via a reopening.
- 3The total aggregate principal amount of the new debt offering is $650 million.
- 4The Notes are unsecured and rank equally with DCL's other unsecured senior indebtedness.
- 5The Notes are fully and unconditionally guaranteed on an unsecured and unsubordinated basis by Discovery Communications, Inc.
- 6Redemption options for both the 2024 and 2026 Notes are detailed, including make-whole provisions and future redemption prices.
- 7The offering was conducted through an underwritten public offering under a shelf registration statement.
Frequently Asked Questions
The primary purpose of this 8-K filing is to report on the completion of a material definitive agreement, specifically the registered offering of $450 million in Senior Notes due 2024 and an additional $200 million in Senior Notes due 2026 by Discovery Communications, LLC.
The 2024 Notes have a principal amount of $450 million, bear an interest rate of 3.800% per year, and mature on March 13, 2024. The 2026 Notes have a principal amount of $200 million, bear an interest rate of 4.900% per year, and mature on March 11, 2026. Both issues are unsecured and guaranteed by the parent company, Discovery Communications, Inc.
The full and unconditional guarantee by Discovery Communications, Inc. on an unsecured and unsubordinated basis means that the parent company is directly liable for the debt obligations of its subsidiary, DCL, in the event DCL cannot meet its obligations. This provides an additional layer of security for the noteholders.
Yes, the company has the option to redeem the notes before maturity. For the 2024 Notes, redemption prior to January 13, 2024, involves a make-whole premium, and after that date, they can be redeemed at 100% of the principal plus accrued interest. For the 2026 Notes, redemption prior to December 11, 2025, involves a make-whole premium, and after that date, they can be redeemed at 100% of the principal plus accrued interest.