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ACQUISITIONS AND DISPOSITIONS (Tables)

12 Months Ended

Dec. 31, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

Schedule of Components of Aggregate Purchase Consideration

The following table summarizes the components of the aggregate purchase consideration paid to acquire WM (in millions).

Fair value of WBD common stock issued to AT&T shareholders (1)						$	42,309
Estimated fair value of share-based compensation awards attributable to pre-combination services (2)						94
Settlement of preexisting relationships (3)						(27)
Purchase consideration						$	42,376

(1) The fair value of WBD common stock issued to AT&T shareholders represents approximately 1,732 million shares of WBD common stock multiplied by the closing share price for Discovery Series A common stock of $24.43 on Nasdaq on the Closing Date. The number of shares of WBD common stock issued in the Merger was determined based on the number of fully diluted shares of Discovery, Inc. common stock immediately prior to the closing of the Merger, multiplied by the quotient of 71%/29%.

(2) This amount represents the value of AT&T restricted stock unit awards that were not vested and were replaced by WBD restricted stock unit awards with similar terms and conditions as the original AT&T awards. The conversion was based on the ratio of the volume-weighted average per share closing price of AT&T common stock on the ten trading days prior to the Closing Date and the volume-weighted average per share closing price of WBD common stock on the ten trading days following the Closing Date. The fair value of replacement equity-based awards attributable to pre-Merger service was recorded as part of the consideration transferred in the Merger. See Note 15 for additional information.

(3) The amount represents the effective settlement of outstanding payables and receivables between the Company and WM. No gain or loss was recognized upon settlement as amounts were determined to be reflective of fair market value.

Schedule of Allocation of the Purchase Price to the Assets Acquired and Liabilities Assumed

The allocation of the purchase price to the assets acquired and liabilities assumed, measurement period adjustments, and a reconciliation to total consideration transferred is presented in the table below (in millions).

						Preliminary April 8, 2022						Measurement Period Adjustments						Final April 8, 2022
Cash						$	2,419					$	(10)					$	2,409
Accounts receivable						4,224						(60)						4,164
Other current assets						4,619						(133)						4,486
Film and television content rights and games						28,729						(344)						28,385
Property and equipment						4,260						13						4,273
Goodwill						21,513						596						22,109
Intangible assets						44,889						100						44,989
Other noncurrent assets						5,206						283						5,489
Current liabilities						(10,544)						12						(10,532)
Debt assumed						(41,671)						(9)						(41,680)
Deferred income taxes						(13,264)						492						(12,772)
Other noncurrent liabilities						(8,004)						(940)						(8,944)
Total consideration paid						$	42,376					$	—					$	42,376

Schedule of Intangible Assets Acquired, Exclusive of Content Assets, and Weighted Average Useful Life of Assets

The table below presents a summary of intangible assets acquired, exclusive of content assets, and the weighted average useful life of these assets.

						Fair Value						Weighted Average Useful Life in Years
Trade names						$	21,084					34
Affiliate, advertising and subscriber relationships						14,800						6
Franchises						7,900						35
Other intangible assets						1,205
Total intangible assets acquired						$	44,989

Schedule of WM Revenue and Earnings as Reported and Pro Forma Combined Revenues and Net Loss

The following table presents WM revenue and earnings as reported within the consolidated financial statements (in millions).

						Year Ended December 31, 2022
Revenues:
Advertising						$	2,849
Distribution						10,980
Content						10,001
Other						720
Total revenues						24,550
Inter-segment eliminations						(2,225)
Net revenues						$	22,325
Net loss available to Warner Bros. Discovery, Inc.						$	(7,202)

The following table presents the Company’s pro forma combined revenues and net loss (in millions).

									Year Ended December 31, 2022
Revenues												$	43,095
Net loss available to Warner Bros. Discovery, Inc.												(5,359)

X

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Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate.

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