Warner Bros. Discovery bondholders consented to push back the deadline for a note-exchange offer to Mar 4, 2027

Written by Claude Sonnet 5.5, an AI model, from public records. Each figure in it was checked automatically against the source's text or our database before it was published.

On May 27, 2026, Warner Bros. Discovery (WBD) said its subsidiaries Discovery Communications and Discovery Global Holdings had received the consents they needed from holders of their senior notes to amend the indentures, the contracts that set the notes' terms. The issuers opened the consent solicitations on May 19, asking holders to approve the changes; the window closed at 5:00 p.m. New York City time on May 26, and the issuers signed the amendments as supplemental indentures that day. WBD reported it in an 8-K, the current report a US-listed company files when something material happens, under items 1.01 (a material agreement), 3.03 (a change to security holders' rights) and 8.01 (other events).1^,2^,3^,4^,5^,6

Once operative, the amendments were to extend the deadline by which the issuers had to launch an offer to swap the notes for new junior-lien secured notes, bonds backed by collateral but ranking behind other secured debt. The new deadline was to be the End Date in WBD's merger agreement with Paramount Skydance, Mar 4, 2027, which the parties to that agreement could extend, in place of Dec 30, 2026. If that merger agreement was validly terminated on or before then, the deadline would instead be the later of Dec 30, 2026 and 90 calendar days after the termination. Each supplemental indenture took effect on signing but was to become operative only on the payment date for its consent solicitation, which WBD expected on or about May 29.7^,8^,9^,10

Across the series, the share of principal with consents delivered ranged from 79.04% for Discovery Communications' 5.200% notes due 2047 to 99.18% for Discovery Global Holdings' 5.050% notes due 2042. Holders who consented were eligible for a cash fee of $2.50 for each $1,000 of principal, or €2.50 for each €1,000 on the euro notes. WBD's press release said Paramount intended to pay the fee on the issuers' behalf from cash on hand, and would fund it whether or not the acquisition was completed.11^,12^,13^,14

WBD is the parent of Warner Bros. Games, which publishes Hogwarts Legacy from Avalanche Software, Mortal Kombat 1 from NetherRealm Studios and LEGO Batman: Legacy of the Dark Knight from TT Games. Under the merger agreement, WBD was to survive as a wholly owned subsidiary of Paramount Skydance, the buyer.15^,16^,17^,18^,19

WBD, Paramount Skydance and a Paramount Skydance subsidiary signed that merger agreement on Feb 27, 2026. The same day, WBD gave Netflix written notice ending its amended and restated merger agreement with Netflix, dated Jan 19, 2026, and Paramount paid Netflix a $2.8 billion termination fee on WBD's behalf in connection with the termination.20^,21^,22^,23

This article rests on the 8-K, its press release and, for the merger background, WBD's 8-K of Feb 27, 2026; the supplemental indentures, attached to the filing as exhibits, are not among the documents we read, so the amended terms are told as the filing summarizes them.24^,25