8-KOther EventsExhibits & Filings

Warner Bros. Discovery, Inc. 8-K Report, Corporate Update (Mar 5, 2018)

Filed March 5, 2018For Securities:WBD

Summary

This 8-K filing from Warner Bros. Discovery, Inc. (though filed under the entity that would become WBD, it reflects Discovery Communications, Inc. at the time) on March 5, 2018, primarily serves to provide investors with unaudited pro forma condensed combined financial statements. These statements combine the financial performance of Discovery Communications, Inc. and Scripps Networks Interactive, Inc. as of and for the year ended December 31, 2017. This is a crucial step in the previously announced exchange offer where Scripps Networks Interactive, Inc. senior notes were being exchanged for new notes issued by Discovery Communications, LLC, guaranteed by the parent company and Scripps. The pro forma financials are essential for understanding the expected financial profile of the combined entity post-merger.

Key Highlights

  • 1The primary purpose of this filing is to furnish investors with unaudited pro forma condensed combined financial statements for Discovery Communications, Inc. and Scripps Networks Interactive, Inc.
  • 2These pro forma statements are presented as of and for the year ended December 31, 2017, offering a look at the combined entity's financial standing before the full integration.
  • 3The filing is directly linked to an ongoing offer to exchange senior notes issued by Scripps Networks Interactive, Inc. for new notes from Discovery Communications, LLC.
  • 4The new Discovery notes will be fully and unconditionally guaranteed by Discovery Communications, Inc. and Scripps Networks Interactive, Inc.
  • 5The unaudited pro forma statements are intended to provide a clearer picture of the combined company's financial position and performance.
  • 6Forward-looking statements within the pro forma statements are subject to risks and uncertainties, as outlined in the cautionary language.
  • 7Investors are directed to Discovery's Form 10-K filed on February 28, 2018, for a comprehensive understanding of associated risk factors.

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