What is the primary purpose of these exchange and cash tender offers?

The primary purpose is to manage the company's outstanding debt. By offering to exchange existing notes for new, longer-dated notes or to repurchase them for cash, Discovery, Inc. aims to refinance its debt, extend its maturity profile, and potentially improve its capital structure.

Who is eligible to participate in these offers?

Eligibility is restricted. For exchange offers, only 'qualified institutional buyers' or certain non-U.S. persons are eligible. For cash tender offers, eligibility is for those who are *not* 'qualified institutional buyers' and *not* certain non-U.S. persons, with further exclusions for specific retail and Canadian investors. Full details are in the respective offer documents.

What are the key dates for these offers?

The offers were set to expire on September 16, 2020, unless extended. The expected settlement date for exchanges and repurchases was September 21, 2020.

What new debt is being issued in the exchange offer?

In the exchange offers, eligible holders can receive new Discovery Communications, LLC Senior Notes due 2055. These new notes will be guaranteed by Discovery, Inc. and Scripps Networks Interactive, Inc. on an unsecured and unsubordinated basis.

WBD 8-K SEC Disclosure — Sep 10, 2020

Summary

This 8-K filing from Warner Bros. Discovery, Inc. (then Discovery, Inc.) on September 10, 2020, announces the commencement of five separate exchange offers and five separate cash tender offers for its existing senior notes. The company is offering holders of its 2037, 2040, 2042, 2043, and 2047 senior notes the opportunity to exchange them for a new series of senior notes due 2055, or to tender them for cash. These offers are a proactive debt management strategy aimed at optimizing the company's capital structure and extending its debt maturity profile.

Key Highlights

1Discovery, Inc. launched five exchange offers for its outstanding senior notes due 2037, 2040, 2042, 2043, and 2047.
2The exchange offers allow eligible holders to swap existing notes for new Discovery Communications, LLC Senior Notes due 2055.
3Simultaneously, the company initiated five cash tender offers for the same series of existing senior notes.
4The offers are subject to specific conditions, including maximum consideration/tender amount and completion of the other offer type (exchange offers condition for cash offers, and cash offers condition for exchange offers).
5Eligibility for participation in both exchange and cash offers is restricted to "qualified institutional buyers" and certain non-U.S. persons for exchange offers, and certain non-qualified institutional buyers and non-U.S. persons for cash offers, excluding specific retail and Canadian investors.
6The exchange offers and cash tender offers are set to expire on September 16, 2020, unless extended.
7The expected settlement date for accepted tenders and exchanges is September 21, 2020.

Warner Bros. Discovery, Inc. 8-K Report, Corporate Update (Sep 10, 2020)

Summary

Key Highlights

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