Warner Bros. Discovery Announces Commencement of Consent Solicitations

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[{"type":"text","content":"NEW YORK, May 19, 2026 /PRNewswire/ -- Warner Bros. Discovery, Inc. (NASDAQ: WBD) (\"WBD\") today announced that Discovery Global Holdings, Inc. (formerly WarnerMedia Holdings, Inc.) (the \"DGH Issuer\") and Discovery Communications, LLC (the \"DCL Issuer\" and together with the DGH Issuer, each a \"WBD Issuer\" and collectively the \"WBD Issuers\"), each a subsidiary of WBD, have commenced solicitations (with respect to each Class of WBD Notes (each defined by reference to the table set forth below), a \"Consent Solicitation\" and collectively, the \"Consent Solicitations\") of consents, upon the terms and subject to the conditions set forth in the related consent solicitation statement (the \"Consent Solicitation Statement\"), from holders of the WBD Notes to certain proposed amendments (the \"Proposed Amendments\") to the indentures governing the WBD Notes (collectively, the \"Existing WBD Indentures\"). The Proposed Amendments would (i) extend the deadline by which the WBD Issuers are obligated to commence an offer for junior lien secured notes (\"Junior Lien Exchange Notes\") of the WBD Issuers to holders of WBD Notes in exchange for the WBD Notes (the \"Required Exchange Transactions\") from December 30, 2026 to the End Date (as defined in the Agreement and Plan of Merger (the \"Merger Agreement\") governing the Acquisition (as defined below)), which is March 4, 2027 (as such date may be extended by the parties to the Merger Agreement); provided that if the Merger Agreement is validly terminated on or prior to such date, such deadline shall be the date that is the later of (x) December 30, 2026 and (y) 90 calendar days following the date on which the Merger Agreement is validly terminated, (ii) specify that either: (1) if the Acquisition is consummated, (a) such Junior Lien Exchange Notes will not include a restrictive liens covenant or a restricted debt prepayments covenant, (b) such Junior Lien Exchange Notes will be guaranteed on a senior basis by WBD and each subsidiary of the applicable WBD Issuer that is an obligor under the senior secured funded debt facility with the lowest lien priority to which WBD is an obligor as of the consummation of the Acquisition (the \"Applicable Take-Out Facility\"), (c) such Junior Lien Exchange Notes will be secured by the assets of WBD, the applicable WBD Issuer, and such applicable g...

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