Summary
This 8-K filing from Discovery Communications, Inc. (pre-Warner Bros. Discovery merger) announces the completion of a significant debt offering on September 21, 2017. Discovery Communications, LLC (DCL), a subsidiary, successfully issued approximately $5.55 billion in USD-denominated Senior Notes and £400 million in Sterling-denominated Senior Notes. This action was primarily undertaken to fund the pending merger with Scripps Networks Interactive, Inc. and associated transaction costs, as well as to replace existing financing arrangements. The offerings include a variety of fixed and floating rate notes with maturities ranging from 2019 to 2047 for the USD notes and a 2024 maturity for the Sterling notes. The proceeds from these notes will be crucial for closing the merger, which was expected to be completed around the first quarter of 2018. The filing also details specific redemption provisions, including a special mandatory redemption clause tied to the successful consummation or termination of the merger agreement with Scripps Networks Interactive by August 30, 2018.
Key Highlights
- 1Discovery Communications, LLC completed a registered offering of approximately $5.55 billion in USD Senior Notes and £400 million in Sterling Senior Notes.
- 2The USD Notes consist of $500M in 2.200% Senior Notes due 2019, $1.2B in 2.950% Senior Notes due 2023, $1.7B in 3.950% Senior Notes due 2028, $1.25B in 5.000% Senior Notes due 2037, $1.25B in 5.200% Senior Notes due 2047, and $400M in Floating Rate Senior Notes due 2019.
- 3The Sterling Notes consist of £400 million in 2.500% Senior Notes due 2024.
- 4The primary purpose of the debt issuance is to finance the pending merger with Scripps Networks Interactive, Inc. and related expenses.
- 5The issuance of these notes led to the termination of a previously established $6.8 billion bridge facility that was intended to finance the merger.
- 6Certain notes (2023, 2028, 2037, 2047 USD Notes, and all Sterling Notes) are subject to a special mandatory redemption at 101% of principal if the Scripps merger is terminated or not consummated by August 30, 2018.
- 7The notes are unsecured, senior indebtedness, guaranteed by Discovery Communications, Inc. and future domestic subsidiaries that guarantee DCL's revolving credit facility.