8-KRegulation FD

Warner Bros. Discovery, Inc. 8-K Report, Regulation FD Disclosure (Jun 11, 2025)

Filed June 11, 2025For Securities:WBD

Summary

Warner Bros. Discovery, Inc. (WBD) has filed a Current Report on Form 8-K to provide an update on its previously announced cash tender offers and related consent solicitations. The key takeaway for investors is the Company's intention to exercise the early settlement right, potentially leading to the settlement of accepted notes and payment for consents on June 30, 2025, provided all conditions are met. This action is a procedural step aimed at expediting the debt management process related to these offers. Investors should note the specific deadlines associated with this early settlement. The Early Tender Deadline for notes is June 23, 2025, and the Consent Expiration Time for consents is June 13, 2025. The Company emphasizes that the full terms and conditions are detailed in the Offer to Purchase and Consent Solicitation Statement, and holders are urged to review this document carefully. The filing also includes standard cautionary statements regarding forward-looking information and does not constitute an offer to buy or sell securities.

Key Highlights

  • 1WBD intends to exercise the early settlement right for its ongoing cash tender offers and consent solicitations.
  • 2The expected early settlement date is June 30, 2025, subject to satisfaction of all conditions.
  • 3Notes validly tendered and accepted by the Early Tender Deadline (June 23, 2025) will be settled on the early settlement date.
  • 4Consents validly delivered by the Consent Expiration Time (June 13, 2025) will be paid for on the early settlement date.
  • 5The full details of the offers and solicitations are available in the Offer to Purchase and Consent Solicitation Statement.
  • 6The filing serves as a Regulation FD disclosure and does not constitute an offer to purchase or sell securities.

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