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Warner Bros Discovery Inc

For the period ended Sep 30, 2024. Filed Nov 7, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 7, 2024

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-06-30; filed 2024-08-07.

0001437107-24-000165

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-07.

0001437107-24-000187

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 199 previous paragraphs and 204 current paragraphs.

133 unchanged; 43 reworded; 27 added; 20 removed; 3 previous and 1 current paragraphs rearranged.

Tables are not compared: 19 previous and 14 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (27)

Current report

Content revenue decreased 4% and 10% for the three and nine months ended September 30, 2024, respectively. The decrease for the three months ended September 30, 2024 was primarily attributable to a 40% decrease in theatrical product revenue attributable to lower film rental revenue due to the strong prior year performance of Barbie, which was released in the third quarter of 2023, partially offset by the sublicensing of Olympic sports rights in Europe in the current year, which had a favorable impact of $578 million for the three months ended September 30, 2024.

Current report

The decrease for the nine months ended September 30, 2024 was primarily attributable to a 60% decrease in games revenue due to the strong performance of the 2023 slate, including Hogwarts Legacy, compared to the 2024 slate and a 10% decrease in television product revenue attributable to fewer television series availabilities resulting in lower licensing revenue, partially offset by the sublicensing of Olympic sports rights in Europe in the current year which had a favorable impact of $578 million for the nine months ended September 30, 2024.

Current report

Other revenue decreased 7% and 1% for the three and nine months ended September 30, 2024, respectively, primarily attributable to the timing of services provided to the unconsolidated TNT Sports UK joint venture. In addition, the decrease for the nine months ended September 30, 2024 was also attributable to lower studio production services due to the impact of the WGA and SAG-AFTRA strikes, partially offset by the opening of Warner Bros. Studio Tour Tokyo in June 2023.

Current report

Costs of revenues decreased 2% and 6% for the three and nine months ended September 30, 2024, respectively. The decrease for the three months ended September 30, 2024 was primarily attributable to a 37% decrease in theatrical product content expense as a result of lower revenues, lower content expense related to the amortization of purchase accounting fair value step-up for content, and lower Networks and DTC content expense, including our exit from the AT&T SportsNet business, partially offset by the broadcast of the Olympics in Europe in the current year.

Current report

The decrease for the nine months ended September 30, 2024 was primarily due to lower content expense related to the amortization of purchase accounting fair value step-up for content, a 14% decrease in television product expense commensurate with lower television revenue, and lower Networks content expense, including our exit from the AT&T SportsNet business, partially offset by the broadcast of the Olympics in Europe in the current year. The exit from the AT&T SportsNet business had favorable impacts to costs of revenues of $97 million and $276 million for the three and nine months ended September 30, 2024, respectively. The broadcast of the Olympics in Europe in the current year had unfavorable impacts to costs of revenues of $663 million and $665 million for the three and nine months ended September 30, 2024, respectively.

Current report

During the nine months ended September 30, 2024, we repaid in full at maturity $40 million of aggregate principal amount outstanding of our floating rate notes due March 2024 and we repurchased or repaid $5,387 million of aggregate principal amount outstanding of our senior notes. (See Note 8 to the accompanying consolidated financial statements.)

Current report

•The decrease in theatrical product revenue was attributable to lower film rental revenue due to the strong prior year performance of Barbie, which was released in the third quarter of 2023.

Current report

•The decrease in games revenue was attributable to the better prior year performance of Mortal Kombat 1, which was released in September 2023 compared to less significant releases in the third quarter of 2024.

Current report

Content revenue decreased 13% for the nine months ended September 30, 2024, primarily attributable to a 60% decrease in games revenue, a 10% decrease in television product revenue, and a 2% decrease in theatrical product revenue.

Current report

•The decrease in games revenue was attributable to the strong performance of the 2023 slate, including Hogwarts Legacy, compared to the 2024 slate.

Current report

•The decrease in television product revenue was attributable to fewer television series availabilities in 2024 resulting in lower licensing revenue.

Current report

Selling, general and administrative expenses decreased 10% and 5% for the three and nine months ended September 30, 2024, respectively. The decrease for the three months ended September 30, 2024 was primarily attributable to lower theatrical and games marketing expenses. The decrease for the nine months ended September 30, 2024 was primarily attributable to lower overhead expenses and lower games marketing expenses.

Current report

Adjusted EBITDA decreased 58% and 56% for the three and nine months ended September 30, 2024, respectively.

Current report

Content revenue increased $618 million and $652 million for the three and nine months ended September 30, 2024, respectively, primarily attributable to the sublicensing of Olympic sports rights in Europe in the current year, which had a favorable impact of $578 million on content revenue.

Current report

Other revenue decreased 21% and 18% for the three and nine months ended September 30, 2024, respectively, primarily attributable to the timing of services provided to the unconsolidated TNT Sports UK joint venture.

Current report

Costs of revenues increased 22% and decreased 1% for the three and nine months ended September 30, 2024, respectively. The increase for the three months ended September 30, 2024 was primarily attributable to the broadcast of the Olympics in Europe in the current year, partially offset by lower content expense, including our exit from the AT&T SportsNet business. The decrease for the nine months ended September 30, 2024 was primarily attributable to our exit from the AT&T SportsNet business and lower content expense, including the allocation of U.S. sports costs to DTC, partially offset by the broadcast of the Olympics in Europe in the current year. The exit from the AT&T SportsNet business had favorable impacts to costs of revenues of $97 million and $276 million for the three and nine months ended September 30, 2024, respectively. The broadcast of the Olympics in Europe in the current year had unfavorable impacts to costs of revenues of $663 million and $665 million for the three and nine months ended September 30, 2024, respectively.

Current report

Selling, general and administrative expenses increased 6% and was flat for the three and nine months ended September 30, 2024, respectively. The increase for the three months ended September 30, 2024 was primarily attributable to higher overhead expenses and marketing expenses related to the broadcast of the Olympics in Europe. For the nine months ended September 30, 2024, lower overhead expenses were offset by higher marketing expenses related to the broadcast of the Olympics in Europe.

Current report

Adjusted EBITDA decreased 11% and 9% for the three and nine months ended September 30, 2024, respectively. The broadcast of the Olympics in Europe negatively impacted Adjusted EBITDA by $65 million and $66 million for the three and nine months ended September 30, 2024, respectively.

Current report

Advertising revenue increased 51% and 73% for the three and nine months ended September 30, 2024, respectively, primarily attributable to an increase in domestic ad-lite subscribers.

Current report

Content revenue decreased 11% and 54% for the three and nine months ended September 30, 2024, respectively, primarily attributable to fewer third-party licensing deals.

Current report

Costs of revenues decreased 5% and increased 2% for the three and nine months ended September 30, 2024, respectively. The decrease for the three months ended September 30, 2024 was primarily attributable to lower content expense due to timing of programming releases, partially offset by the broadcast of the Olympics in Europe. The increase for the nine months ended September 30, 2024 was primarily attributable to higher sports related expenses driven by the allocation of U.S. sports from the Networks segment and the broadcast of the Olympics in Europe, partially offset by decreased non-sports content expense.

Current report

Selling, general and administrative expenses increased 27% and decreased 6% for the three and nine months ended September 30, 2024, respectively. The increase for the three months ended September 30, 2024 was primarily attributable to higher overhead expenses, higher marketing expenses due to the continuation of Max launches, and the broadcast of the Olympics in Europe in the current year. The decrease for the nine months ended September 30, 2024 was primarily attributable to lower marketing costs due to the prior year launch of Max in the U.S. and lower overhead expenses, partially offset by the continuation of Max launches internationally.

Current report

Adjusted EBITDA increased $178 million and $110 million for the three and nine months ended September 30, 2024, respectively. The broadcast of the Olympics in Europe negatively impacted Adjusted EBITDA by $41 million and $42 million for the three and nine months ended September 30, 2024, respectively.

Current report

Adjusted EBITDA improved 10% and decreased 1% for the three and nine months ended September 30, 2024, respectively. The improvement for the three months ended September 30, 2024 was primarily attributable to lower facility costs and personnel costs, partially offset by higher overhead expenses. The decrease for the nine months ended September 30, 2024 was primarily attributable to higher overhead and securitization expenses, partially offset by lower facility costs.

Current report

review and adjust our ratings or outlook. For example, in August 2024, S&P revised our ratings outlook from stable to negative

Current report

primarily due to declines in our linear business, including as a result of the weak operating environment for linear networks.

Current report

•changes to our corporate or debt-specific credit ratings or outlook;
Removed paragraphs (20)

Previous report

Content revenue decreased 13% for both the three and six months ended June 30, 2024. The decrease for the three months ended June 30, 2024 was primarily attributable to lower volume of third-party licensing deals at DTC and a 27% decrease in television product revenue attributable to the timing of initial telecast productions and lower licensing revenue, partially offset by a 19% increase in theatrical product revenue attributable to higher home entertainment revenue due to the performance of Dune: Part Twoand higher film rental revenue due to the performance of Godzilla x Kong: The New Empire.

Previous report

The decrease for the six months ended June 30, 2024 was primarily attributable to a 66% decrease in games revenue due to the performance of Suicide Squad: Kill the Justice League compared to Hogwarts Legacy in the prior year, a 26% decrease in television product revenue attributable to lower initial telecast revenue, as well as fewer television series resulting in lower licensing revenue, and lower volume of third-party licensing deals at DTC, partially offset by a 30% increase in theatrical product revenue attributable to higher film rental revenue due to the performance of Dune: Part Twoand Godzilla x Kong: The New Empire.

Previous report

Costs of revenues decreased 6% and 7% for the three and six months ended June 30, 2024, respectively, primarily attributable to lower content expense related to the amortization of purchase accounting fair value step-up for content.

Previous report

During the three months ended June 30, 2024, the Company commenced a tender offer to purchase for cash up to $2.61 billion in aggregate purchase price (excluding accrued and unpaid interest) of its senior notes. The Company completed the tender offer in June 2024 by purchasing senior notes in the aggregate principal amount of $3,399 million validly tendered and accepted for purchase pursuant to the offer and recorded a gain on extinguishment of $542 million. (See Note 8 to the accompanying consolidated financial statements.)

Previous report

•The decrease in television product revenue was attributable to the timing of initial telecast productions and lower licensing revenue.

Previous report

•The decrease in games revenue was attributable to the weak performance of Suicide Squad: Kill the Justice League, which was released in the first quarter of 2024 as compared to the strong performance of Hogwarts Legacy, which was released in the first quarter of 2023.

Previous report

•The increase in theatrical product revenue was attributable to higher home entertainment revenue due to the performance of Dune: Part Two and higher film rental revenue due to the performance of Godzilla x Kong: The New Empire, which was released in the first quarter of 2024.

Previous report

Content revenue decreased 10% for the six months ended June 30, 2024, primarily attributable to a 66% decrease in games revenue and a 26% decrease in television product revenue, partially offset by a 30% increase in theatrical product revenue.

Previous report

•The decrease in games revenue was attributable to the weak performance of Suicide Squad: Kill the Justice League, which was released in the first quarter of 2024 as compared to the strong performance of Hogwarts Legacy, which was released in the first quarter of 2023.

Previous report

Adjusted EBITDA decreased 24% and 55% for the three and six months ended June 30, 2024, respectively.

Previous report

Content revenue increased 5% and 7% for the three and six months ended June 30, 2024, respectively, primarily attributable to timing of third party licensing deals, partially offset by lower inter-segment content licensing to DTC.

Previous report

Costs of revenues decreased 10% and 9% for the three and six months ended June 30, 2024, respectively, primarily attributable to lower content expense, including the allocation of U.S. sports costs to DTC, and our exit from the AT&T SportsNet business, which had a favorable impact to cost of revenues of $98 million and $179 million for the three and six months ended June 30, 2024, respectively.

Previous report

Selling, general and administrative expenses was relatively flat for the three months ended June 30, 2024 and decreased 3% for the six months ended June 30, 2024. The decrease for the six months ended June 30, 2024 was primarily attributable to lower overhead expenses.

Previous report

Adjusted EBITDA decreased 7% and 8% for the three and six months ended June 30, 2024, respectively.

Previous report

Advertising revenue increased 99% and 86% for the three and six months ended June 30, 2024, respectively, primarily attributable to higher Max domestic engagement and ad-lite subscriber growth.

Previous report

Content revenue decreased 70% and 62% for the three and six months ended June 30, 2024, respectively, primarily attributable to lower volume of third-party licensing deals.

Previous report

Costs of revenues increased 5% for the three and six months ended June 30, 2024, primarily attributable to higher content expense driven by sports content, partially offset by decreased content licensing costs commensurate with lower content revenue.

Previous report

Adjusted EBITDA decreased $103 million and $69 million for the three and six months ended June 30, 2024, respectively.

Previous report

The following tables present our Adjusted EBITDA and a reconciliation of Adjusted EBITDA to operating loss (in millions).

Previous report

Adjusted EBITDA decreased 19% and 6% for the three and six months ended June 30, 2024, respectively, primarily attributable to higher securitization expense.
Reworded paragraphs (43)

Previous wording

In connection with the Merger, the Company has announced and has taken actions to implement projects to achieve cost synergies for the Company. The Company’s ongoing restructuring and transformation initiatives includes, among other things, strategic content programming assessments, organization restructuring, facility consolidation activities, and other contract termination costs. While the Company’s restructuring efforts are ongoing, this restructuring program is expected to be substantially completed by the end of 2024. We expect to incur up to $5.3 billion in pre-tax charges, of which we have incurred $4.5 billion as of June 30, 2024 related to this plan. Of the total expected pre-tax charges, we expect total cash expenditures to be $1.0 - $ 1.5 billion.

Current wording

In connection with the Merger, the Company has announced and has taken actions to implement projects to achieve cost synergies for the Company. The Company’s ongoing restructuring and transformation initiatives include, among other things, strategic content programming assessments, organization restructuring, facility consolidation activities, and other contract termination costs. While the Company’s restructuring efforts are ongoing, this restructuring program is expected to be substantially completed by the end of 2024. We expect to incur up to $5.3 billion in pre-tax charges, of which we have incurred $4.5 billion as of September 30, 2024 related to this plan. Of the total expected pre-tax charges, we expect total cash expenditures to be $1.0 - $1.5 billion.

Previous wording

Distribution revenue decreased 4% and 3% for the three and six months ended June 30, 2024, respectively, primarily attributable to 9% and 8% declines in Networks domestic linear subscribers for the three and six months ended June 30, 2024, respectively, and lower domestic subscribers at DTC largely resulting from continued linear wholesale subscriber declines in the U.S., partially offset by 5% and 6% increases in domestic contractual affiliate rates for the three and six months ended June 30, 2024, respectively.

Current wording

Distribution revenue decreased 1% and 2% for the three and nine months ended September 30, 2024, respectively, primarily attributable to a 9% and 8% decline in Networks domestic linear subscribers for the three and nine months ended September 30, 2024, respectively, and lower domestic subscribers at DTC largely resulting from continued linear wholesale subscriber declines in the U.S., partially offset by a 5% increase in domestic, linear contractual affiliate rates for both the three and nine months ended September 30, 2024, respectively, and a 15% increase in subscribers and an increase in pricing for both the three and nine months ended September 30, 2024, following the launch of Max in Latin America in the first quarter of 2024 and in Europe in the second quarter of 2024.

Previous wording

Advertising revenue decreased 3% and 5% for the three and six months ended June 30, 2024, respectively, primarily attributable to audience declines in domestic networks of 13% for both the three and six months ended June 30, 2024, respectively, and continued softness in the U.S. linear advertising market, partially offset by higher Max U.S. engagement and ad-lite subscriber growth.

Current wording

Advertising revenue decreased 7% and 5% for the three and nine months ended September 30, 2024, respectively, primarily attributable to audience declines in domestic linear networks of 21% and 15% for the three and nine months ended September 30, 2024, respectively, partially offset by an increase in domestic Max ad-lite subscribers.

Previous wording

Selling, general and administrative expenses increased 2% and decreased 2% for the three and six months ended June 30, 2024, respectively. The increase for the three months ended June 30, 2024 was primarily attributable to higher marketing expense. The decrease for the six months ended June 30, 2024 was primarily attributable to lower overhead expenses, partially offset by higher marketing expense.

Current wording

Selling, general and administrative expenses increased 4% and decreased 2% for the three and nine months ended September 30, 2024, respectively. The increase for the three months ended September 30, 2024 was primarily attributable to higher overhead expenses. The decrease for the nine months ended September 30, 2024 was primarily attributable to lower marketing costs due to the prior year launch of Max in the U.S. and lower overhead expenses.

Previous wording

Depreciation and amortization decreased 9% for both the three and six months ended June 30, 2024, primarily attributable to intangible assets acquired during the Merger that are being amortized using the sum of the months’ digits method.

Current wording

Depreciation and amortization decreased 11% and 9% for the three and nine months ended September 30, 2024, respectively, primarily attributable to intangible assets acquired during the Merger that are being amortized using the sum of the months’ digits method, partially offset by the shortening of the useful lives of certain intangible assets. (See Note 2 to the accompanying consolidated financial statements.)

Previous wording

Restructuring and other charges decreased 19% and 37% for the three and six months ended June 30, 2024, respectively. Restructuring and other charges primarily includes contract terminations, facility consolidation activities, organizational restructuring, and other charges. (See Note 3 to the accompanying consolidated financial statements.)

Current wording

Restructuring and other charges decreased 97% and 69% for the three and nine months ended September 30, 2024, respectively. Restructuring and other charges primarily includes contract terminations, facility consolidation activities, organizational restructuring, and other charges. (See Note 3 to the accompanying consolidated financial statements.)

Previous wording

Impairments and loss on dispositions was $9,395 million and $9,407 million for the three and six months ended June 30, 2024, respectively, primarily attributable to a $9.1 billion pre-tax, non-cash goodwill impairment charge related to the Networks reporting unit (see Note 2 to the accompanying consolidated financial statements) and a $231 million right-of-use (“ROU”) asset impairment charge related to the Hudson Yards, New York office lease. (See Note 13 to the accompanying consolidated financial statements.)

Current wording

Impairments and loss on dispositions was $5 million and $9,412 million for the three and nine months ended September 30, 2024, respectively. Impairments and loss on dispositions for the nine months ended September 30, 2024 was primarily attributable to a $9.1 billion pre-tax, non-cash goodwill impairment charge related to the Networks reporting unit during the three months ended June 30, 2024 (see Note 2 to the accompanying consolidated financial statements) and a $231 million ROU asset impairment charge related to the Hudson Yards, New York office lease. (See Note 13 to the accompanying consolidated financial statements.)

Previous wording

Interest expense, net decreased $56 million and $112 million for the three and six months ended June 30, 2024, respectively, primarily attributable to lower debt during the period. (See Note 8 and Note 9 to the accompanying consolidated financial statements.)

Current wording

Interest expense, net decreased $80 million and $192 million for the three and nine months ended September 30, 2024, respectively, primarily attributable to lower debt during the period. (See Note 8 and Note 9 to the accompanying consolidated financial statements.)

Previous wording

Losses from our equity method investees were $23 million and $71 million for the three and six months ended June 30, 2024, respectively. The changes are attributable to our share of earnings and losses from our equity investees. (See Note 7 to the accompanying consolidated financial statements.)

Current wording

Losses from our equity method investees were $18 million and $89 million for the three and nine months ended September 30, 2024, respectively. The changes are attributable to our share of earnings and losses from our equity investees. (See Note 7 to the accompanying consolidated financial statements.)

Previous wording

Income tax benefit was $7 million and $260 million for the three months ended June 30, 2024 and 2023, respectively, and income tax (expense) benefit was $(129) million and $438 million for the six months ended June 30, 2024 and 2023, respectively. During the three months ended June 30, 2024, the Company recorded a non-cash goodwill impairment charge of $9.1 billion, the majority of which was not deductible for tax purposes. (See Note 2.) The increase in income tax expense for the three and six months ended June 30, 2024 compared to the same periods in 2023 was primarily attributable to an increase in pre-tax book income excluding the non-cash goodwill impairment charge, the effect of foreign operations, including the tax attribute carryforwards in jurisdictions for which no tax benefit can be recognized, and an increase in uncertain tax positions, primarily attributable to a one-time favorable audit resolution reserve release included in the 2023 income tax benefit for the three and six months ended June 30, 2023.

Current wording

Income tax benefit was $319 million and $125 million for the three months ended September 30, 2024 and 2023, respectively, and income tax benefit was $190 million and $563 million for the nine months ended September 30, 2024 and 2023, respectively. During the nine months ended September 30, 2024, the Company recorded a non-cash goodwill impairment charge of $9.1 billion, the majority of which was not deductible for tax purposes. (See Note 2.) For the three months ended September 30, 2024, the increase in income tax benefit compared to the same period in 2023 was primarily attributable to the effect of foreign operations, including a net tax benefit related to prior year tax positions finalized in tax returns filed during the three months ended September 30, 2024. The increase in income tax benefit was partially offset by a decrease in pre-tax book loss. For the nine months ended September 30, 2024, the decrease in income tax benefit compared to the same period in 2023 was primarily attributed to a decrease in pre-tax book loss (excluding the non-cash goodwill impairment charge), and an increase in uncertain tax positions, primarily attributable to a one-time favorable audit resolution reserve release included in the 2023 income tax benefit for the nine months ended September 30, 2023. The decrease was partially offset by an increase in tax benefits associated with the foreign operations.

Previous wording

Income tax expense for the three and six months ended June 30, 2024 reflects an effective income tax rate that differs from the federal statutory tax rate primarily attributable to the non-deductible goodwill impairment charge and the effect of foreign operations.

Current wording

Income tax benefit for the three and nine months ended September 30, 2024 reflects an effective income tax rate that differs from the federal statutory tax rate primarily attributable to the non-deductible goodwill impairment charge and the effect of foreign operations.

Previous wording

The following tables present, for our Studios segment, revenues by type, certain operating expenses, Adjusted EBITDA and a reconciliation of Adjusted EBITDA to operating income (loss) (in millions).

Current wording

The following table presents, for our Studios segment, revenues by type, certain operating expenses, Adjusted EBITDA and a reconciliation of Adjusted EBITDA to operating income (loss) (in millions).

Previous wording

Unless otherwise indicated, the discussion of percent changes below is on an ex-FX basis. The Studios discussion below also includes intra-segment revenue and expense between product lines, which represented 3% of total revenues and operating expenses for this segment for the three and six months ended June 30, 2024.

Current wording

Unless otherwise indicated, the discussion of percent changes below is on an ex-FX basis. The Studios discussion below also includes intra-segment revenue and expense between product lines, which represented less than 3% of total revenues and operating expenses for this segment for the three and nine months ended September 30, 2024. Intra-segment revenue and expense are eliminated at the Studios segment level.

Previous wording

Content revenue decreased 6% for the three months ended June 30, 2024, primarily attributable to a 27% decrease in television product revenue and a 41% decrease in games revenue, partially offset by a 19% increase in theatrical product revenue.

Current wording

Content revenue decreased 18% for the three months ended September 30, 2024, primarily attributable to a 40% decrease in theatrical product revenue and a 31% decrease in games revenue, partially offset by a 30% increase in television product revenue.

Previous wording

•The decrease in television product revenue was attributable to lower initial telecast revenue, reflecting lower episode deliveries as a result of the WGA and SAG-AFTRA strikes in the prior year and the timing of television production, as well as fewer television series resulting in lower licensing revenue.

Current wording

•The increase in television product revenue was attributable to higher initial telecast revenue due to the impact of the WGA and SAG-AFTRA strikes in the prior year.

Previous wording

•The increase in theatrical product revenue was attributable to higher film rental revenue due to the performance of Dune: Part Two and Godzilla x Kong: The New Empire, which were released in the first quarter of 2024, as well as higher carryover from releases in the fourth quarter of 2023 compared to the fourth quarter of 2022, and higher home entertainment revenue due to the performance of Dune: Part Two, Wonka, and Aquaman and the Lost Kingdom.

Current wording

•The decrease in theatrical product revenue was attributable to lower film rental revenue and intra-segment licensing revenue, partially offset by higher home entertainment revenue. Film rental revenue decreased due to the strong prior year performance of Barbie, which was released in the third quarter of 2023, partially offset by higher carryover releases from the fourth quarter of 2023 compared to the fourth quarter of 2022. Home entertainment revenue increased due to the performance of Dune: Part Two, Wonka, and Godzilla x Kong: The New Empire.

Previous wording

Other revenue increased 16% and 3% for the three and six months ended June 30, 2024, respectively, primarily attributable to the opening of Warner Bros. Studio Tour Tokyo in June 2023.

Current wording

Other revenue was flat and increased 7% for the three and nine months ended September 30, 2024, respectively. The increase for the nine months ended September 30, 2024 was primarily attributable to the opening of Warner Bros. Studio Tour Tokyo in June 2023, partially offset by lower studio production services due to the impact of the WGA and SAG-AFTRA strikes.

Previous wording

Costs of revenues decreased 3% and were flat for the three and six months ended June 30, 2024, respectively. The decrease for the three months ended June 30, 2024 was primarily attributable to a 35% decline in television product content expense commensurate with lower television revenue, partially offset by 38% higher theatrical product content expense commensurate with higher theatrical revenue. For the six months ended June 30, 2024, a 29% decrease in television product content expense commensurate with lower television revenue was offset by a 40% increase in theatrical product content expense commensurate with higher theatrical revenue.

Current wording

Costs of revenues decreased 3% and 1% for the three and nine months ended September 30, 2024, respectively. The decrease for the three months ended September 30, 2024 was primarily attributable to a 37% decrease in theatrical product content expense as a result of lower revenues and lower average cost per title, partially offset by 31% higher television product content expense commensurate with higher television product revenue, and 47% higher games content expense due to impairments of $122 million. For the nine months ended September 30, 2024, a 14% decrease in television product expense commensurate with lower television product revenue was partially offset by a 6% increase in theatrical product content expense due to product mix, and a 9% increase in games content expense due to impairments of $335 million. The increase in games content expense was partially offset by lower intra-segment licensing costs.

Previous wording

The tables below present, for our Networks segment, revenues by type, certain operating expenses, Adjusted EBITDA and a reconciliation of Adjusted EBITDA to operating income (in millions).

Current wording

The table below presents, for our Networks segment, revenues by type, certain operating expenses, Adjusted EBITDA and a reconciliation of Adjusted EBITDA to operating income (in millions).

Previous wording

Distribution revenue decreased 8% and 7% for the three and six months ended June 30, 2024, respectively, primarily attributable to a 9% and 8% decline in domestic linear subscribers for the three and six months ended June 30, 2024, respectively, partially offset by a 5% and 6% increase in domestic contractual affiliate rates for the three and six months ended June 30, 2024, respectively. In addition, the exit from the AT&T SportsNet business had unfavorable impacts of $71 million and $148 million for the three and six months ended June 30, 2024, respectively. Declines in linear subscribers are expected to continue throughout 2024.

Current wording

Distribution revenue decreased 7% for the three and nine months ended September 30, 2024, primarily attributable to a 9% and 8% decline in domestic linear subscribers for the three and nine months ended September 30, 2024, respectively, partially offset by a 5% increase in domestic contractual affiliate rates for both periods. In addition, the exit from the AT&T SportsNet business had unfavorable impacts of $68 million and $215 million for the three and nine months ended September 30, 2024, respectively. Declines in linear subscribers are expected to continue throughout 2024.

Previous wording

Advertising revenue decreased 9% and 10% for the three and six months ended June 30, 2024, respectively, primarily attributable to audience declines in domestic networks of 13% for both the three and six months ended June 30, 2024, and continued softness in the U.S. linear advertising market.

Current wording

Advertising revenue decreased 13% and 11% for the three and nine months ended September 30, 2024, respectively, primarily attributable to audience declines in domestic networks of 21% and 15% for the three and nine months ended September 30, 2024, respectively, and continued softness in the U.S. linear advertising market, partially offset by the broadcast of the Olympics in Europe in the current year.

Previous wording

The following tables present, for our DTC segment, revenues by type, certain operating expenses, Adjusted EBITDA and a reconciliation of Adjusted EBITDA to operating loss (in millions).

Current wording

The following table presents, for our DTC segment, revenues by type, certain operating expenses, Adjusted EBITDA and a reconciliation of Adjusted EBITDA to operating loss (in millions).

Previous wording

Distribution revenue increased 1% for the three and six months ended June 30, 2024, primarily attributable to a 7% increase in subscribers following the launch of Max in Latin America in the first quarter of 2024 and in Europe in the second quarter of 2024, partially offset by continued domestic linear wholesale subscriber declines.

Current wording

Distribution revenue increased 8% and 3% for the three and nine months ended September 30, 2024, respectively, primarily attributable to a 15% increase in subscribers and an increase in pricing following the launch of Max in Latin America in the first quarter of 2024 and in Europe in the second quarter of 2024, partially offset by continued domestic linear wholesale subscriber declines.

Previous wording

Global ARPU increased 4% for the three and six months ended June 30, 2024, primarily attributable to subscriber growth of the ad-lite tier domestically along with a continuing subscriber mix shift from linear wholesale, partially offset by growth in lower ARPU international markets.

Current wording

Global ARPU increased 1% and 3% for the three and nine months ended September 30, 2024, respectively, primarily attributable to subscriber growth of the ad-lite tier domestically, higher pricing, and a continuing subscriber mix shift from linear wholesale, partially offset by growth in lower ARPU international markets.

Previous wording

Historically, we have generated a significant amount of cash from operations. During the six months ended June 30, 2024, we funded our working capital needs primarily through cash flows from operations. As of June 30, 2024, we had $3.6 billion of cash and cash equivalents on hand. We are a well-known seasoned issuer and have the ability to conduct registered offerings of securities, including debt securities, common stock and preferred stock, on short notice, subject to market conditions. Access to sufficient capital from the public market is not assured. We have a $6.0 billion revolving credit facility and a commercial paper program described below. We also participate in a revolving receivables program and an accounts receivable factoring program described below.

Current wording

Historically, we have generated a significant amount of cash from operations. During the nine months ended September 30, 2024, we funded our working capital needs primarily through cash flows from operations. As of September 30, 2024, we had $3.3 billion of cash and cash equivalents on hand. We are a well-known seasoned issuer and have the ability to conduct registered offerings of securities, including debt securities, common stock and preferred stock, on short notice, subject to market conditions. Access to sufficient capital from the public market is not assured. We have a $6.0 billion revolving credit facility and a commercial paper program described below. We also participate in a revolving receivables program and an accounts receivable factoring program described below.

Previous wording

We have a multicurrency revolving credit agreement (the “Revolving Credit Agreement”) and have the capacity to borrow up to $6.0 billion under the Revolving Credit Agreement (the “Credit Facility”). We may also request additional commitments up to $1.0 billion from the lenders upon the satisfaction of certain conditions. The Revolving Credit Agreement contains customary representations and warranties as well as affirmative and negative covenants. As of June 30, 2024, the Company was in compliance with all covenants and there were no events of default under the Revolving Credit Agreement.

Current wording

As of September 30, 2024, we had a multicurrency revolving credit agreement (the “Revolving Credit Agreement”) and had the capacity to borrow up to $6.0 billion under the Revolving Credit Agreement (the “Credit Facility”). We could also request additional commitments up to $1.0 billion from the lenders upon the satisfaction of certain conditions. The Revolving Credit Agreement contained customary representations and warranties as well as affirmative and negative covenants. As of September 30, 2024, the Company was in compliance with all covenants and there were no events of default under the Revolving Credit Agreement. In October 2024, the Company replaced the Revolving Credit Agreement with a new multicurrency revolving credit agreement. (See Note 17 to the accompanying consolidated financial statements.)

Previous wording

During the six months ended June 30, 2024, we borrowed and repaid $11,605 million under our Credit Facility and commercial paper program. As of June 30, 2024, we had no outstanding borrowings under the Credit Facility or the commercial paper program.

Current wording

During the nine months ended September 30, 2024, we borrowed and repaid $14,203 million under our Credit Facility and commercial paper program. As of September 30, 2024, we had no outstanding borrowings under the Credit Facility or the commercial paper program.

Previous wording

During the three months ended June 30, 2024, the Company issued €650 million of 4.302% fixed rate senior notes due January 2030 and €850 million of 4.693% fixed rate senior notes due May 2033. After December 2029 and February 2033, respectively, the senior notes are redeemable at par plus accrued and unpaid interest.

Current wording

During the nine months ended September 30, 2024, the Company issued €650 million of 4.302% fixed rate senior notes due January 2030 and €850 million of 4.693% fixed rate senior notes due May 2033. After December 2029 and February 2033, respectively, the senior notes are redeemable at par plus accrued and unpaid interest.

Previous wording

We have a revolving agreement to transfer up to $5,200 million of certain receivables through our bankruptcy-remote subsidiary, Warner Bros. Discovery Receivables Funding, LLC, to various financial institutions on a recurring basis in exchange for cash equal to the gross receivables transferred. We service the sold receivables for the financial institution for a fee and pay fees to the financial institution in connection with this revolving agreement. As customers pay their balances, our available capacity under this revolving agreement increases and typically we transfer additional receivables into the program. In some cases, we may have collections that have not yet been remitted to the bank, resulting in a liability. The outstanding portfolio of receivables derecognized from our consolidated balance sheets was $5,068 million as of June 30, 2024.

Current wording

We have a revolving agreement to transfer up to $5,200 million of certain receivables through our bankruptcy-remote subsidiary, Warner Bros. Discovery Receivables Funding, LLC, to various financial institutions on a recurring basis in exchange for cash equal to the gross receivables transferred. We service the sold receivables for the financial institution for a fee and pay fees to the financial institution in connection with this revolving agreement. As customers pay their balances, our available capacity under this revolving agreement increases and typically we transfer additional receivables into the program. In some cases, we may have collections that have not yet been remitted to the bank, resulting in a liability. The outstanding portfolio of receivables derecognized from our consolidated balance sheets was $4,761 million as of September 30, 2024.

Previous wording

We have a factoring agreement to sell certain of our non-U.S. trade accounts receivable on a limited recourse basis to a third-party financial institution. Total trade accounts receivable sold under the Company’s factoring arrangement was $57 million for the six months ended June 30, 2024.

Current wording

We have a factoring agreement to sell certain of our non-U.S. trade accounts receivable on a limited recourse basis to a third-party financial institution. Total trade accounts receivable sold under the Company’s factoring arrangement was $57 million for the nine months ended September 30, 2024.

Previous wording

During the six months ended June 30, 2024, we repaid $40 million of aggregate principal amount of our floating rate notes due March 2024.

Current wording

During the nine months ended September 30, 2024, we repaid $40 million of aggregate principal amount of our floating rate notes due March 2024.

Previous wording

During the six months ended June 30, 2024, we repurchased or repaid $4,497 million of aggregate principal amount outstanding of our senior notes. In addition, we have $506 million of senior notes coming due in September 2024, and an additional $3,165 million of senior notes coming due through June 30, 2025.

Current wording

During the nine months ended September 30, 2024, we repurchased or repaid $5,387 million of aggregate principal amount outstanding of our senior notes. In addition, we have $296 million of senior notes coming due in November 2024, and an additional $2,749 million of senior notes coming due through September 30, 2025.

Previous wording

We effected capital expenditures of $447 million during the six months ended June 30, 2024, including amounts capitalized to support Max. In addition, we expect to continue to incur significant costs to develop and market Max.

Current wording

We effected capital expenditures of $662 million during the nine months ended September 30, 2024, including amounts capitalized to support Max. In addition, we expect to continue to incur significant costs to develop and market Max.

Previous wording

Our uses of cash have included investments in equity method investments and equity investments without readily determinable fair value. (See Note 7 to the accompanying consolidated financial statements.) We also provide funding to our investees from time to time. During the six months ended June 30, 2024, we contributed $68 million for investments in and advances to our investees.

Current wording

Our uses of cash have included investments in equity method investments and equity investments without readily determinable fair value. (See Note 7 to the accompanying consolidated financial statements.) We also provide funding to our investees from time to time. During the nine months ended September 30, 2024, we contributed $104 million for investments in and advances to our investees.

Previous wording

We had redeemable equity balances of $118 million at June 30, 2024, which may require the use of cash in the event holders of noncontrolling interests put their interests to us. Distributions to noncontrolling interests and redeemable noncontrolling interests totaled $161 million and $269 million for the six months ended June 30, 2024 and 2023, respectively.

Current wording

We had redeemable equity balances of $117 million at September 30, 2024, which may require the use of cash in the event holders of noncontrolling interests put their interests to us. Distributions to noncontrolling interests and redeemable noncontrolling interests totaled $172 million and $282 million for the nine months ended September 30, 2024 and 2023, respectively.

Previous wording

We expect to continue to make payments for income taxes and interest on our outstanding senior notes. During the six months ended June 30, 2024, we made cash payments of $484 million and $1,061 million for income taxes and interest on our outstanding debt, respectively.

Current wording

We expect to continue to make payments for income taxes and interest on our outstanding senior notes. During the nine months ended September 30, 2024, we made cash payments of $832 million and $1,873 million for income taxes and interest on our outstanding debt, respectively.

Previous wording

Cash provided by operating activities was $1,813 million and $1,383 million during the six months ended June 30, 2024 and 2023, respectively. The increase in cash provided by operating activities was primarily attributable to an improvement in working capital activity, due mainly to lower net content investment in 2024, partially offset by a decrease in net income, excluding non-cash items. Cash flow for the six months ended June 30, 2023 was also positively impacted by the WGA and SAG-AFTRA strikes.

Current wording

Cash provided by operating activities was $2,660 million and $3,899 million during the nine months ended September 30, 2024 and 2023, respectively. The decrease in cash provided by operating activities was primarily attributable to a decrease in net income, excluding non-cash items, partially offset by lower net content investment in 2024. Cash flow for the nine months ended September 30, 2023 was also positively impacted by the WGA and SAG-AFTRA strikes.

Previous wording

Cash used in investing activities was $137 million and $567 million during the six months ended June 30, 2024 and 2023, respectively. The decrease in cash used in investing activities was primarily attributable to proceeds from the sale of investments and fewer purchases of property and equipment during the six months ended June 30, 2024.

Current wording

Cash used in investing activities was $355 million and $1,025 million during the nine months ended September 30, 2024 and 2023, respectively. The decrease in cash used in investing activities was primarily attributable to fewer purchases of property and equipment and proceeds from the sale of investments during the nine months ended September 30, 2024.

Previous wording

Cash used in financing activities was $2,274 million and $1,683 million during the six months ended June 30, 2024 and 2023, respectively. The increase in cash used in financing activities was primarily attributable to increased principal repayments of debt, partially offset by a decrease in securitization receivables collected but not remitted and lower distributions to noncontrolling interests and redeemable noncontrolling interests during the six months ended June 30, 2024.

Current wording

Cash used in financing activities was $3,149 million and $4,308 million during the nine months ended September 30, 2024 and 2023, respectively. The decrease in cash used in financing activities was primarily attributable to lower net debt activity and lower distributions to noncontrolling interests and redeemable noncontrolling interests, partially offset by a decrease in securitization receivables collected but not remitted during the nine months ended September 30, 2024.

Showing the first 40 of 43 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

The following table presents our Adjusted EBITDA and a reconciliation of Adjusted EBITDA to operating loss (in millions).
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

Selling, general and administrative expenses decreased 3% and 5% for the three and six months ended June 30, 2024, respectively, primarily attributable to lower overhead expenses and lower marketing costs due to the prior year launch of Max in the U.S.

Previous report — wording carried elsewhere

Other revenue increased 20% and 12% for the three and six months ended June 30, 2024, respectively, primarily attributable to the opening of Warner Bros. Studio Tour Tokyo in June 2023.

Previous report — wording carried elsewhere

Selling, general and administrative expenses decreased 17% for the three and six months ended June 30, 2024, primarily attributable to lower marketing costs due to the prior year launch of Max in the U.S. and lower overhead expenses.