SILVER SPRING, Md.,
May 7, 2020 /PRNewswire/
-- Discovery, Inc. ("Discovery" or the "Company") (Nasdaq:
DISCA, DISCB, DISCK) announced today that Discovery Communications,
LLC ("DCL") has priced an offering of $1,000,000,000 aggregate principal amount of
3.625% Senior Notes due 2030 (the "2030 Notes") and $1,000,000,000 aggregate principal amount of
4.650% Senior Notes due 2050 (the "2050 Notes" and, together with
the 2030 Notes, the "Notes"). The 2030 Notes were priced at
100.000% of their principal amount to yield 3.625% to maturity. The
2050 Notes were priced at 99.872% of their principal amount to
yield 4.658% to maturity. The sale of the Notes is expected to
close on May 18, 2020, subject to
customary closing conditions.
The Notes will be unsecured and will rank equally with all of
DCL's other unsecured senior indebtedness. The Notes will be fully
and unconditionally guaranteed by the Company and its wholly owned
subsidiary Scripps Networks Interactive, Inc. ("Scripps").
DCL expects the aggregate net proceeds from the offering of the
Notes to be approximately $2.0
billion after deducting the underwriting discount and
estimated expenses related to the offering.
The Company intends to use the net proceeds from the offering to
fund the previously announced tender offers for several series of
outstanding notes issued by DCL and Scripps and to pay accrued and
unpaid interest, premiums, fees and expenses in connection
with those tender offers. The Company intends to use any remaining
proceeds for general corporate purposes, which may include without
limitation, repayment and refinancing of debt, working capital and
capital expenditures.
BofA Securities, Inc., Citigroup Global Markets Inc., Credit
Suisse Securities (USA) LLC and
Goldman Sachs & Co. LLC are acting as the active joint
book-running managers for the offering of the Notes.
The Notes are being offered pursuant to a prospectus supplement
and an accompanying prospectus filed as part of an effective
registration statement on Form S-3 that the Company, DCL and
Scripps previously filed with the Securities and Exchange
Commission (the "SEC"). Prospective investors should read the
prospectus forming a part of that registration statement and the
prospectus supplement related to the offering of the Notes and the
other documents that Discovery and DCL have filed with the SEC for
more complete information about Discovery, DCL, Scripps and this
offering. These documents are available at no charge by visiting
EDGAR on the SEC website at www.sec.gov. Alternatively, these
documents will be made available upon request by DCL or by any
underwriter or dealer participating in the offering. Interested
parties may obtain a prospectus by contacting one of the joint
book-running managers at: BofA Securities, Inc., 200 North College
Street, NC1-004-03-43, Charlotte, NC 28255-0001, Attn:
Prospectus Department, toll-free: 1-800-294-1322, e-mail:
dg.prospectus_requests@bofa.com; Citigroup Global Markets Inc., c/o
Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, telephone:
1-800-831-9146, e-mail: prospectus@citi.com; Credit Suisse
Securities (USA) LLC, Eleven
Madison Avenue, New York, NY
10010, Attn: Prospectus Department, telephone: 1-800-221-1037,
e-mail: usa.prospectus@credit-suisse.com; and Goldman Sachs &
Co. LLC, 200 West Street, New York,
NY 10282-2198, Attn: Prospectus Department, telephone:
1-212-902-1171, facsimile: 212-902-9316, e-mail:
prospectus-ny@ny.email.gs.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the Notes, nor shall there be any
offer, solicitation or sale of the Notes, in any jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
the registration or qualification under the securities laws of any
such jurisdiction. The offering may be made only by means of a
prospectus supplement and the accompanying prospectus.
About Discovery
Discovery is a global
leader in real life entertainment, serving a passionate audience of
superfans around the world with content that inspires, informs and
entertains. Discovery delivers over 8,000 hours of original
programming each year and has category leadership across deeply
loved content genres around the world. Available in 220 countries
and territories and in nearly 50 languages, Discovery is a platform
innovator, reaching viewers on all screens, including TV Everywhere
products such as the GO portfolio of apps; direct-to-consumer
streaming services such as Eurosport Player, Food Network Kitchen
and MotorTrend OnDemand; digital-first and social content from
Group Nine Media; a landmark natural history and factual content
partnership with the BBC; and a strategic alliance with PGA TOUR to
create the international home of golf. Discovery's portfolio of
premium brands includes Discovery Channel, HGTV, Food Network, TLC,
Investigation Discovery, Travel Channel, MotorTrend, Animal Planet,
Science Channel, and the forthcoming multi-platform JV with
Chip and Joanna Gaines, Magnolia, as
well as OWN: Oprah Winfrey Network in the U.S., Discovery Kids in
Latin America, and Eurosport, the
leading provider of locally relevant, premium sports and Home of
the Olympic Games across Europe.
Cautionary Statement Concerning Forward-looking
Statements
This press release contains certain "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995 that are based on current expectations,
forecasts and assumptions that involve risks and uncertainties.
Forward-looking statements include statements regarding the
Company's expectations, beliefs, intentions or strategies regarding
the future, and can be identified by forward-looking words such as
"anticipate," "believe," "could," "continue," "estimate," "expect,"
"intend," "may," "should," "will" and "would" or similar words.
Forward-looking statements in this press release include, without
limitation, statements regarding the completion of, and use of
proceeds from, the offering. These statements are based on
information available to the Company as of the date hereof, and
actual results could differ materially from those stated or
implied, due to market conditions, as well as risks and
uncertainties associated with the Company's business, which include
the risk factors disclosed in the Company's Annual Report on Form
10-K filed with the SEC on February 27,
2020 and in the Company's Quarterly Report on Form 10-Q
filed with the SEC on May 6, 2020.
The Company expressly disclaims any obligation or undertaking to
update or revise any forward-looking statement contained herein to
reflect any change in the Company's expectations with regard
thereto or any change in events, conditions or circumstances on
which any such statement is based.
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SOURCE Discovery, Inc.