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DEBT
6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
DEBT DEBT
Our debt consists of the following:
At
At
June 30, 2026
December 31, 2025
4.0% Senior Notes due 2026
$
$347
3.70% Senior Notes due 2026
86
85
2.90% Senior Notes due 2027
578
573
3.375% Senior Notes due 2028
490
487
3.70% Senior Notes due 2028
492
489
4.20% Senior Notes due 2029
491
489
7.875% Senior Debentures due 2030
905
915
4.95% Senior Notes due 2031
1,224
1,221
4.20% Senior Notes due 2032
927
921
5.50% Senior Debentures due 2033
418
417
4.85% Senior Debentures due 2034
76
76
6.875% Senior Debentures due 2036
1,117
1,119
6.75% Senior Debentures due 2037
75
75
5.90% Senior Notes due 2040
273
272
4.50% Senior Debentures due 2042
34
34
4.85% Senior Notes due 2042
404
400
4.375% Senior Debentures due 2043
1,090
1,079
4.875% Senior Debentures due 2043
14
14
5.85% Senior Debentures due 2043
1,107
1,103
5.25% Senior Debentures due 2044
277
275
4.90% Senior Notes due 2044
435
432
4.60% Senior Notes due 2045
456
452
4.95% Senior Notes due 2050
768
763
6.25% Junior Subordinated Debentures due 2057
628
628
6.375% Junior Subordinated Debentures due 2062
989
989
Borrowings under credit facility
1,800
Obligations under finance leases
2
3
Total debt (a)
15,156
13,658
Less current portion
665
433
Total long-term debt, net of current portion
$14,491
$13,225
(a) At June 30, 2026 and December 31, 2025, our total senior and junior debt was net of unamortized fair value adjustments
of $1.28 billion and $1.32 billion, respectively, recorded in connection with the pushdown of the Ultimate Parent’s basis
(see Note 2). The face value of our total debt at June 30, 2026 and December 31, 2025 was $16.43 billion (including
credit facility borrowings discussed below) and $14.98 billion, respectively.
Senior Debt
In January 2026, we repaid our $347 million of 4.0% senior notes at maturity.
Commercial Paper
At both June 30, 2026 and December 31, 2025, we had no outstanding commercial paper borrowings.
Credit Facility
In April 2026, we entered into an amendment to our revolving credit facility (the “Credit Facility”), increasing the
commitments from $3.50 billion to $5.00 billion, which will be reduced to $4.94 billion in January 2027 through
maturity in January 2028. The Credit Facility is used for general corporate purposes and to support commercial
paper borrowings, if any. We may, at our option, also borrow in certain foreign currencies up to specified limits
under the Credit Facility. Borrowing rates under the Credit Facility are determined at the time of each borrowing
and are generally based on either the prime rate in the U.S. or an applicable benchmark rate plus a margin (based
on our senior unsecured debt rating), depending on the type and tenor of the loans entered into. The benchmark rate
for loans denominated in U.S. dollars is Term SOFR, and for loans denominated in euros, sterling and yen is based
on EURIBOR, SONIA and TIBOR, respectively. In the first quarter of 2026, in connection with the $2.8 billion
termination fee paid to Netflix (see Note 15), we borrowed $2.15 billion under the Credit Facility. As of June 30,
2026, outstanding borrowings under the Credit Facility totaled $1.8 billion at a weighted average interest rate of
6.13%. The remaining availability under the Credit Facility at June 30, 2026, was $3.2 billion. At August 3, 2026,
outstanding borrowings under the Credit Facility totaled $1.75 billion at a weighted average interest rate of 6.13%.
Credit facility borrowings outstanding at the closing of the WBD Merger are expected to be repaid with the
funding from the private placement described in Note 1.
The Credit Facility has one principal financial covenant which sets a maximum Consolidated Total Leverage Ratio
(“Leverage Ratio”) at the end of each quarter. The maximum Leverage Ratio was 4.50x for the quarter ended
June 30, 2026 and will remain at this level until maturity. The Leverage Ratio reflects the ratio of our Consolidated
Indebtedness, net of a maximum of $3.0 billion of unrestricted cash and cash equivalents at the end of a quarter, to
our Consolidated EBITDA (each as defined in the credit agreement) for the trailing twelve-month period. We met
the covenant as of June 30, 2026.
Other Bank Borrowings
At both June 30, 2026 and December 31, 2025, there were no outstanding bank borrowings under Miramax’s $50
million credit facility that matures in November 2027.