Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 25, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-34177 | |
Entity Registrant Name | Warner Bros. Discovery, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 35-2333914 | |
Entity Address, Address Line One | 230 Park Avenue South | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10003 | |
City Area Code | 212 | |
Local Phone Number | 548-5555 | |
Title of 12(b) Security | Series A Common Stock | |
Trading Symbol | WBD | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 2,438,565,638 | |
Entity Central Index Key | 0001437107 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenues: | ||||
Revenues | $ 9,979 | $ 9,823 | $ 31,037 | $ 22,809 |
Costs and expenses: | ||||
Costs of revenues, excluding depreciation and amortization | 5,309 | 5,627 | 18,630 | 13,488 |
Selling, general and administrative | 2,291 | 2,589 | 7,241 | 7,167 |
Depreciation and amortization | 1,989 | 2,233 | 5,961 | 5,024 |
Restructuring and other charges | 269 | 1,521 | 510 | 2,559 |
Impairments and loss on dispositions | 24 | 43 | 61 | 47 |
Total costs and expenses | 9,882 | 12,013 | 32,403 | 28,285 |
Operating income (loss) | 97 | (2,190) | (1,366) | (5,476) |
Interest expense, net | (574) | (555) | (1,719) | (1,219) |
Gain on extinguishment of debt | 22 | 0 | 17 | 0 |
Loss from equity investees, net | (14) | (78) | (73) | (135) |
Other (expense) income, net | (63) | (28) | (109) | 411 |
Loss before income taxes | (532) | (2,851) | (3,250) | (6,419) |
Income tax benefit | 125 | 566 | 563 | 1,201 |
Net loss | (407) | (2,285) | (2,687) | (5,218) |
Net income attributable to noncontrolling interests | (8) | (21) | (32) | (44) |
Net income attributable to redeemable noncontrolling interests | (2) | (2) | (7) | (8) |
Net loss available to Warner Bros. Discovery, Inc. | $ (417) | $ (2,308) | $ (2,726) | $ (5,270) |
Net loss per share allocated to Warner Bros. Discovery, Inc. Series A common stockholders: | ||||
Basic (in dollars per share) | $ (0.17) | $ (0.95) | $ (1.12) | $ (3) |
Diluted (in dollars per share) | $ (0.17) | $ (0.95) | $ (1.12) | $ (3) |
Weighted average shares outstanding: | ||||
Basic (in shares) | 2,438 | 2,428 | 2,436 | 1,775 |
Diluted (in shares) | 2,438 | 2,428 | 2,436 | 1,775 |
Distribution | ||||
Revenues: | ||||
Revenues | $ 5,026 | $ 4,990 | $ 15,324 | $ 11,180 |
Advertising | ||||
Revenues: | ||||
Revenues | 1,796 | 2,042 | 6,613 | 6,239 |
Content | ||||
Revenues: | ||||
Revenues | 2,840 | 2,531 | 8,240 | 4,918 |
Other | ||||
Revenues: | ||||
Revenues | $ 317 | $ 260 | $ 860 | $ 472 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (407) | $ (2,285) | $ (2,687) | $ (5,218) |
Currency translation | ||||
Change in net unrealized gains (losses) | (393) | (690) | 93 | (1,275) |
Less: Reclassification adjustment for net (gains) losses included in net income | 0 | 0 | 0 | (2) |
Net change, net of income tax benefit (expense) of $(22), $(11), $(32) and $(50) | (393) | (690) | 93 | (1,277) |
Pension plan and SERP liability, net of income tax benefit (expense) of $(2), $0, $(8) and $0 | (1) | 0 | (14) | 0 |
Derivatives | ||||
Change in net unrealized gains (losses) | 15 | 28 | 29 | 9 |
Less: Reclassification adjustment for net (gains) losses included in net income | (6) | (4) | (12) | (21) |
Net change, net of income tax benefit (expense) of $3, $0, $(1) and $5 | 9 | 24 | 17 | (12) |
Comprehensive loss | (792) | (2,951) | (2,591) | (6,507) |
Comprehensive income attributable to noncontrolling interests | (8) | (21) | (32) | (44) |
Comprehensive income attributable to redeemable noncontrolling interests | (2) | (2) | (7) | (8) |
Comprehensive loss attributable to Warner Bros. Discovery, Inc. | $ (802) | $ (2,974) | $ (2,630) | $ (6,559) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Currency translation | ||||
Income tax benefit (expense), currency translation | $ (22) | $ (11) | $ (32) | $ (50) |
Income tax benefit (expense) on defined benefit plans | (2) | 0 | (8) | 0 |
Derivatives | ||||
Income tax benefit (expense) | $ 3 | $ 0 | $ (1) | $ 5 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 2,383 | $ 3,731 |
Receivables, net | 6,312 | 6,380 |
Prepaid expenses and other current assets | 4,136 | 3,888 |
Total current assets | 12,831 | 13,999 |
Film and television content rights and games | 22,454 | 26,652 |
Property and equipment, net | 5,810 | 5,301 |
Goodwill | 34,727 | 34,438 |
Intangible assets, net | 39,874 | 44,982 |
Other noncurrent assets | 8,053 | 8,629 |
Total assets | 123,749 | 134,001 |
Current liabilities: | ||
Accounts payable | 1,329 | 1,454 |
Accrued liabilities | 10,040 | 11,504 |
Deferred revenues | 1,917 | 1,694 |
Current portion of debt | 1,302 | 365 |
Total current liabilities | 14,588 | 15,017 |
Noncurrent portion of debt | 43,498 | 48,634 |
Deferred income taxes | 9,098 | 11,014 |
Other noncurrent liabilities | 10,423 | 10,669 |
Total liabilities | 77,607 | 85,334 |
Commitments and contingencies (See Note 16) | ||
Redeemable noncontrolling interests | 281 | 318 |
Warner Bros. Discovery, Inc. stockholders’ equity: | ||
Series A common stock: $0.01 par value; 10,800 and 10,800 shares authorized; 2,668 and 2,660 shares issued; and 2,438 and 2,430 shares outstanding | 27 | 27 |
Preferred stock: $0.01 par value; 1,200 and 1,200 shares authorized, 0 shares issued and outstanding | 0 | 0 |
Additional paid-in capital | 54,944 | 54,630 |
Treasury stock, at cost: 230 and 230 shares | (8,244) | (8,244) |
(Accumulated deficit) retained earnings | (526) | 2,205 |
Accumulated other comprehensive loss | (1,427) | (1,523) |
Total Warner Bros. Discovery, Inc. stockholders’ equity | 44,774 | 47,095 |
Noncontrolling interests | 1,087 | 1,254 |
Total equity | 45,861 | 48,349 |
Total liabilities and equity | $ 123,749 | $ 134,001 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Warner Bros. Discovery, Inc. stockholders’ equity: | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock authorized (in shares) | 10,800 | 10,800 |
Common stock issued (in shares) | 2,668 | 2,660 |
Common stock outstanding (in shares) | 2,438 | 2,430 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock authorized (in shares) | 1,200 | 1,200 |
Preferred stock issued (in shares) | 0 | 0 |
Preferred stock outstanding (in shares) | 0 | 0 |
Treasury stock (in shares) | 230 | 230 |
CONSOLIDATED STATEMENT OF CASH
CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Operating Activities | ||
Net loss | $ (2,687) | $ (5,218) |
Adjustments to reconcile net income to cash (used in) provided by operating activities: | ||
Content rights amortization and impairment | 12,547 | 11,441 |
Depreciation and amortization | 5,961 | 5,024 |
Deferred income taxes | (2,071) | (2,105) |
Preferred stock conversion premium | 0 | 789 |
Share-based compensation expense | 391 | 317 |
Equity in losses of equity method investee companies and cash distributions | 136 | 178 |
Gain on sale of investments | 0 | (144) |
Gain from derivative instruments, net | (100) | (479) |
Other, net | 230 | 187 |
Changes in operating assets and liabilities, net of acquisitions and dispositions: | ||
Receivables, net | (33) | (139) |
Film and television content rights, games and payables, net | (9,853) | (8,612) |
Accounts payable, accrued liabilities, deferred revenues and other noncurrent liabilities | (1,245) | (182) |
Foreign currency, prepaid expenses and other assets, net | 623 | 401 |
Cash provided by operating activities | 3,899 | 1,458 |
Investing Activities | ||
Purchases of property and equipment | (1,048) | (623) |
Cash acquired from business acquisition and working capital settlement | 0 | 3,609 |
Proceeds from sales and maturities of investments | 0 | 162 |
Investments in and advances to equity investments | (91) | (137) |
Proceeds from derivative instruments, net | 38 | 722 |
Other investing activities, net | 76 | 9 |
Cash (used in) provided by investing activities | (1,025) | 3,742 |
Financing Activities | ||
Principal repayments of term loans | (2,850) | (6,000) |
Principal repayments of debt, including premiums and discounts to par value | (2,818) | (327) |
Borrowings from debt, net of discount and issuance costs | 1,496 | 0 |
Distributions to noncontrolling interests and redeemable noncontrolling interests | (282) | (286) |
Securitization receivables collected but not remitted | 238 | 236 |
Borrowings under commercial paper program and revolving credit facility | 4,298 | 885 |
Repayments under commercial paper program and revolving credit facility | (4,304) | (885) |
Other financing activities, net | (86) | (93) |
Cash used in financing activities | (4,308) | (6,470) |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (66) | (122) |
Net change in cash, cash equivalents, and restricted cash | (1,500) | (1,392) |
Cash, cash equivalents, and restricted cash, beginning of period | 3,930 | 3,905 |
Cash, cash equivalents, and restricted cash, end of period | $ 2,430 | $ 2,513 |
CONSOLIDATED STATEMENT OF EQUIT
CONSOLIDATED STATEMENT OF EQUITY - USD ($) shares in Millions, $ in Millions | Total | Warner Bros. Discovery, Inc. Stockholders’ Equity | Preferred Stock | Common Stock | Additional Paid-In Capital | Treasury Stock | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Loss | Noncontrolling Interests |
Beginning balance (in shares) at Dec. 31, 2021 | 736 | ||||||||
Beginning balance at Dec. 31, 2021 | $ 13,033 | $ 11,599 | $ 0 | $ 7 | $ 11,086 | $ (8,244) | $ 9,580 | $ (830) | $ 1,434 |
Beginning balance (in shares) at Dec. 31, 2021 | 12 | ||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Net (loss) income available to Warner Bros. Discovery, Inc. and attributable to noncontrolling interests | 472 | 456 | 456 | 16 | |||||
Other comprehensive income (loss) | (117) | (117) | (117) | ||||||
Share-based compensation | 53 | 53 | 53 | ||||||
Tax settlements associated with share-based plans | (38) | (38) | (38) | ||||||
Dividends paid to noncontrolling interests | (192) | (192) | |||||||
Issuance of stock in connection with share-based plans (in shares) | 3 | ||||||||
Issuance of stock in connection with share-based plans | 19 | 19 | 19 | ||||||
Redeemable noncontrolling interest adjustments to redemption value | (3) | (3) | (3) | ||||||
Ending balance (in shares) at Mar. 31, 2022 | 739 | ||||||||
Ending balance at Mar. 31, 2022 | 13,227 | 11,969 | $ 0 | $ 7 | 11,120 | (8,244) | 10,033 | (947) | 1,258 |
Ending balance (in shares) at Mar. 31, 2022 | 12 | ||||||||
Beginning balance (in shares) at Dec. 31, 2021 | 736 | ||||||||
Beginning balance at Dec. 31, 2021 | 13,033 | 11,599 | $ 0 | $ 7 | 11,086 | (8,244) | 9,580 | (830) | 1,434 |
Beginning balance (in shares) at Dec. 31, 2021 | 12 | ||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Other comprehensive income (loss) | (1,289) | ||||||||
Ending balance (in shares) at Sep. 30, 2022 | 2,658 | ||||||||
Ending balance at Sep. 30, 2022 | 49,762 | 48,517 | $ 0 | $ 27 | 54,547 | (8,244) | 4,306 | (2,119) | 1,245 |
Ending balance (in shares) at Sep. 30, 2022 | 0 | ||||||||
Beginning balance (in shares) at Mar. 31, 2022 | 739 | ||||||||
Beginning balance at Mar. 31, 2022 | 13,227 | 11,969 | $ 0 | $ 7 | 11,120 | (8,244) | 10,033 | (947) | 1,258 |
Beginning balance (in shares) at Mar. 31, 2022 | 12 | ||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Net (loss) income available to Warner Bros. Discovery, Inc. and attributable to noncontrolling interests | (3,411) | (3,418) | (3,418) | 7 | |||||
Other comprehensive income (loss) | (506) | (506) | (506) | ||||||
Share-based compensation | 143 | 143 | 143 | ||||||
Conversion and issuance of common stock and noncontrolling interest in connection with the acquisition of the WarnerMedia Business (in shares) | (12) | (739) | |||||||
Conversion and issuance of common stock and noncontrolling interest in connection with the acquisition of the WarnerMedia Business | 43,195 | 43,193 | $ (7) | 43,173 | 2 | ||||
Conversion and issuance of common stock and noncontrolling interest in connection with the acquisition of the WarnerMedia Business (in shares) | 2,658 | ||||||||
Conversion and issuance of common stock and noncontrolling interest in connection with the acquisition of the WarnerMedia Business | $ 27 | ||||||||
Dividends paid to noncontrolling interests | (31) | (31) | |||||||
Issuance of stock in connection with share-based plans | 3 | 3 | 3 | ||||||
Redeemable noncontrolling interest adjustments to redemption value | (1) | (1) | (1) | ||||||
Ending balance (in shares) at Jun. 30, 2022 | 2,658 | ||||||||
Ending balance at Jun. 30, 2022 | 52,619 | 51,383 | $ 0 | $ 27 | 54,439 | (8,244) | 6,614 | (1,453) | 1,236 |
Ending balance (in shares) at Jun. 30, 2022 | 0 | ||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Net (loss) income available to Warner Bros. Discovery, Inc. and attributable to noncontrolling interests | (2,287) | (2,308) | (2,308) | 21 | |||||
Other comprehensive income (loss) | (666) | (666) | (666) | ||||||
Share-based compensation | 111 | 111 | 111 | ||||||
Tax settlements associated with share-based plans | (5) | (5) | (5) | ||||||
Dividends paid to noncontrolling interests | (12) | (12) | |||||||
Issuance of stock in connection with share-based plans | 2 | 2 | 2 | ||||||
Ending balance (in shares) at Sep. 30, 2022 | 2,658 | ||||||||
Ending balance at Sep. 30, 2022 | $ 49,762 | 48,517 | $ 0 | $ 27 | 54,547 | (8,244) | 4,306 | (2,119) | 1,245 |
Ending balance (in shares) at Sep. 30, 2022 | 0 | ||||||||
Beginning balance (in shares) at Dec. 31, 2022 | 2,430 | 2,660 | |||||||
Beginning balance at Dec. 31, 2022 | $ 48,349 | 47,095 | $ 27 | 54,630 | (8,244) | 2,205 | (1,523) | 1,254 | |
Beginning balance (in shares) at Dec. 31, 2022 | 0 | ||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Net (loss) income available to Warner Bros. Discovery, Inc. and attributable to noncontrolling interests | $ (1,061) | (1,069) | (1,069) | 8 | |||||
Other comprehensive income (loss) | 418 | 418 | 418 | ||||||
Share-based compensation | 101 | 101 | 101 | ||||||
Tax settlements associated with share-based plans | (53) | (53) | (53) | ||||||
Dividends paid to noncontrolling interests | (225) | (225) | |||||||
Issuance of stock in connection with share-based plans (in shares) | 6 | ||||||||
Issuance of stock in connection with share-based plans | 9 | 9 | 9 | ||||||
Redeemable noncontrolling interest adjustments to redemption value | (3) | (3) | (3) | ||||||
Other adjustments to stockholders' equity | (2) | (2) | (2) | ||||||
Ending balance (in shares) at Mar. 31, 2023 | 2,666 | ||||||||
Ending balance at Mar. 31, 2023 | $ 47,533 | 46,496 | $ 27 | 54,685 | (8,244) | 1,133 | (1,105) | 1,037 | |
Beginning balance (in shares) at Dec. 31, 2022 | 2,430 | 2,660 | |||||||
Beginning balance at Dec. 31, 2022 | $ 48,349 | 47,095 | $ 27 | 54,630 | (8,244) | 2,205 | (1,523) | 1,254 | |
Beginning balance (in shares) at Dec. 31, 2022 | 0 | ||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Other comprehensive income (loss) | 96 | ||||||||
Ending balance (in shares) at Sep. 30, 2023 | 2,438 | 2,668 | |||||||
Ending balance at Sep. 30, 2023 | $ 45,861 | 44,774 | $ 27 | 54,944 | (8,244) | (526) | (1,427) | 1,087 | |
Ending balance (in shares) at Sep. 30, 2023 | 0 | ||||||||
Beginning balance (in shares) at Mar. 31, 2023 | 2,666 | ||||||||
Beginning balance at Mar. 31, 2023 | $ 47,533 | 46,496 | $ 27 | 54,685 | (8,244) | 1,133 | (1,105) | 1,037 | |
Increase (Decrease) in Stockholders' Equity | |||||||||
Net (loss) income available to Warner Bros. Discovery, Inc. and attributable to noncontrolling interests | (1,224) | (1,240) | (1,240) | 16 | |||||
Other comprehensive income (loss) | 63 | 63 | 63 | ||||||
Share-based compensation | 130 | 130 | 130 | ||||||
Tax settlements associated with share-based plans | (7) | (7) | (7) | ||||||
Dividends paid to noncontrolling interests | (26) | (26) | |||||||
Issuance of stock in connection with share-based plans (in shares) | 1 | ||||||||
Issuance of stock in connection with share-based plans | 8 | 8 | 8 | ||||||
Redeemable noncontrolling interest adjustments to redemption value | 2 | 2 | 2 | ||||||
Ending balance (in shares) at Jun. 30, 2023 | 2,667 | ||||||||
Ending balance at Jun. 30, 2023 | 46,479 | 45,452 | $ 27 | 54,816 | (8,244) | (105) | (1,042) | 1,027 | |
Increase (Decrease) in Stockholders' Equity | |||||||||
Net (loss) income available to Warner Bros. Discovery, Inc. and attributable to noncontrolling interests | (409) | (417) | (417) | 8 | |||||
Other comprehensive income (loss) | (385) | (385) | (385) | ||||||
Share-based compensation | 126 | 126 | 126 | ||||||
Reclassification of redeemable noncontrolling interest to noncontrolling interest (See Note 14) | 62 | 2 | 2 | 60 | |||||
Tax settlements associated with share-based plans | (5) | (5) | (5) | ||||||
Dividends paid to noncontrolling interests | (8) | (8) | |||||||
Issuance of stock in connection with share-based plans (in shares) | 1 | ||||||||
Issuance of stock in connection with share-based plans | 5 | 5 | 5 | ||||||
Redeemable noncontrolling interest adjustments to redemption value | $ (4) | (4) | (4) | ||||||
Ending balance (in shares) at Sep. 30, 2023 | 2,438 | 2,668 | |||||||
Ending balance at Sep. 30, 2023 | $ 45,861 | $ 44,774 | $ 27 | $ 54,944 | $ (8,244) | $ (526) | $ (1,427) | $ 1,087 | |
Ending balance (in shares) at Sep. 30, 2023 | 0 |
DESCRIPTION OF BUSINESS AND BAS
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Description of Business Warner Bros. Discovery, Inc. (“Warner Bros. Discovery”, “WBD”, the “Company”, “we”, “us” or “our”) is a premier global media and entertainment company that combines the WarnerMedia Business’s premium entertainment, sports and news assets with Discovery’s leading non-fiction and international entertainment and sports businesses, thus offering audiences a differentiated portfolio of content, brands and franchises across television, film, streaming and gaming. Some of our iconic brands and franchises include Warner Bros. Pictures Group, Warner Bros. Television Group, DC, HBO, Max, Discovery Channel, discovery+, CNN, HGTV, Food Network, TNT, TBS, TLC, OWN, Warner Bros. Games, Batman, Superman, Wonder Woman, Harry Potter, Looney Tunes, Hanna-Barbera, Game of Thrones, and The Lord of the Rings. Merger with the WarnerMedia Business of AT&T On April 8, 2022 (the “Closing Date”), Discovery, Inc. (“Discovery”) completed its merger (the “Merger”) with the WarnerMedia business (the “WarnerMedia Business”, “WM Business” or “WM”) of AT&T Inc. (“AT&T”) and changed its name to “Warner Bros. Discovery, Inc.”. On April 11, 2022, the Company’s shares started trading on the Nasdaq Global Select Market (the “Nasdaq”) under the trading symbol WBD. The Merger was executed through a Reverse Morris Trust type transaction, under which WM was distributed to AT&T’s shareholders via a pro rata distribution, and immediately thereafter, combined with Discovery. (See Note 2 and Note 3.) Prior to the Merger, WarnerMedia Holdings, Inc. (“WMH”) distributed $40.5 billion to AT&T (subject to working capital and other adjustments) in a combination of cash, debt securities, and WM's retention of certain debt. Discovery transferred purchase consideration of $42.4 billion in equity to AT&T shareholders in the Merger. In August 2022, the Company and AT&T finalized the post-closing working capital settlement process, pursuant to section 1.3 of the Separation and Distribution Agreement, which resulted in the Company receiving a $1.2 billion payment from AT&T in the third quarter of 2022 in lieu of adjusting the equity issued as purchase consideration in the Merger. AT&T shareholders received shares of WBD Series A common stock (“WBD common stock”) in the Merger representing 71% of the combined Company and the Company's pre-Merger shareholders continued to own 29% of the combined Company, in each case on a fully diluted basis. Discovery was deemed to be the accounting acquirer of the WM Business for accounting purposes under U.S. generally accepted accounting principles (“U.S. GAAP”); therefore, Discovery is considered the Company’s predecessor and the historical financial statements of Discovery prior to April 8, 2022, are reflected in this Quarterly Report on Form 10-Q as the Company’s historical financial statements. Accordingly, the financial results of the Company as of and for any periods prior to April 8, 2022 do not include the financial results of the WM Business and current results will not be comparable to historical results. Labor Disruption The Writers Guild of America (“WGA”) and Screen Actors Guild-American Federation of Television and Radio Artists (“SAG-AFTRA”) went on strike in May and July 2023 following the expiration of their respective collective bargaining agreements with the Alliance of Motion Picture and Television Producers (“AMPTP”). The WGA strike ended on September 27, 2023, and a new collective bargaining agreement was ratified on October 9, 2023. The SAG-AFTRA remains on strike. As a result of the strikes, we have paused and may continue to pause certain theatrical and television productions, which has resulted in delayed production spending. The strikes have had, and are expected to continue to have, a material impact on the operations and results of the Company. This includes a positive impact on cash flow from operations attributed to delayed production spend, and a negative impact on the results of operations attributed to timing and performance of the remainder of the 2023 film slate, as well as the Company’s ability to produce, license, and deliver content. We continue to closely monitor the ongoing impact to our business; however, the full effects on our operations and results will depend on future developments, which are highly uncertain and cannot be predicted. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its majority-owned subsidiaries in which a controlling interest is maintained, including variable interest entities (“VIE”) for which the Company is the primary beneficiary. Intercompany accounts and transactions between consolidated entities have been eliminated. Unaudited Interim Financial Statements These consolidated financial statements are unaudited; however, in the opinion of management, they reflect all adjustments consisting only of normal recurring adjustments necessary to state fairly the financial position, results of operations and cash flows for the periods presented in conformity with U.S. GAAP applicable to interim periods. The results of operations for the interim periods presented are not necessarily indicative of results for the full year or future periods. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Form 10-K”). Use of Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results may differ from these estimates. Summary of Significant Accounting Policies There have been no changes to the Company's significant accounting policies described in the 2022 Form 10-K. Accounting and Reporting Pronouncements Adopted Supplier Finance Programs In September 2022, the Financial Accounting Standards Board issued guidance updating the disclosure requirements for supplier finance program obligations. This guidance provides specific authoritative guidance for disclosure of supplier finance programs, including key terms of such programs, amounts outstanding, and where the obligations are presented in the statement of financial position. The guidance is effective for annual periods beginning after December 15, 2022, including interim periods, except for the disclosure of roll forward information, which is effective for annual periods beginning after December 15, 2023. Certain components of this guidance must be applied retrospectively, while others may be applied prospectively. The Company adopted the guidance effective January 1, 2023 and has provided the required disclosures in Note 14. |
EQUITY AND EARNINGS PER SHARE
EQUITY AND EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2023 | |
Equity And Earnings Per Share [Abstract] | |
EQUITY AND EARNINGS PER SHARE | EQUITY AND EARNINGS PER SHARE Common Stock Issued in Connection with the WarnerMedia Merger In connection with the Merger, each issued and outstanding share of Discovery Series A common stock, Discovery Series B convertible common stock, and Discovery Series C common stock, was reclassified and automatically converted into one share of WBD common stock, and each issued and outstanding share of Discovery Series A-1 convertible preferred stock (“Series A-1 Preferred Stock”) and Series C-1 convertible preferred stock was reclassified and automatically converted into 13.1135 and 19.3648 shares of WBD common stock, respectively. The Merger required the consent of Advance/Newhouse Programming Partnership under Discovery's certificate of incorporation as the sole holder of the Series A-1 Preferred Stock. In connection with Advance/Newhouse Programming Partnership’s entry into the consent agreement and related forfeiture of the significant rights attached to the Series A-1 Preferred Stock in the reclassification of the shares of Series A-1 Preferred Stock into common stock, it received an increase to the number of shares of common stock of the Company into which the Series A-1 Preferred Stock converted. The impact of the issuance of such additional shares of common stock was $789 million and was recorded as a transaction expense in selling, general and administrative expense upon the closing of the Merger in the three months ended June 30, 2022. On April 8, 2022, the Company issued 1.7 billion shares of WBD common stock as consideration paid for the acquisition of WM. (See Note 3.) Earnings Per Share All share and per share amounts have been retrospectively adjusted to reflect the reclassification and automatic conversion into WBD common stock, except for Series A-1 Preferred Stock, which has not been recast because the conversion of Series A-1 Preferred Stock into WBD common stock in connection with the Merger was considered a discrete event and treated prospectively. The table below sets forth the Company’s calculated earnings per share (in millions). Earnings per share amounts may not recalculate due to rounding. Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net loss $ (407) $ (2,285) $ (2,687) $ (5,218) Less: Allocation of undistributed income to Series A-1 convertible preferred stock — — — (49) Net income attributable to noncontrolling interests (8) (21) (32) (44) Net income attributable to redeemable noncontrolling interests (2) (2) (7) (8) Net loss allocated to Warner Bros. Discovery, Inc. Series A common stockholders for basic and diluted net loss per share $ (417) $ (2,308) $ (2,726) $ (5,319) Denominator — weighted average: Common shares outstanding — basic and diluted 2,438 2,428 2,436 1,775 Basic net loss per share allocated to common stockholders $ (0.17) $ (0.95) $ (1.12) $ (3.00) Diluted net loss per share allocated to common stockholders $ (0.17) $ (0.95) $ (1.12) $ (3.00) The table below presents the details of share-based awards that were excluded from the calculation of diluted earnings per share (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Anti-dilutive share-based awards 73 59 68 48 |
ACQUISITIONS AND DISPOSITIONS
ACQUISITIONS AND DISPOSITIONS | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITIONS AND DISPOSITIONS | ACQUISITIONS AND DISPOSITIONS Acquisitions WarnerMedia On April 8, 2022, the Company completed its Merger with the WarnerMedia Business of AT&T. The Merger was executed through a Reverse Morris Trust type transaction, under which WM was distributed to AT&T’s shareholders via a pro-rata distribution, and immediately thereafter, combined with Discovery. Discovery was deemed to be the accounting acquirer of WM. The Merger combined WM’s content library of popular and valuable intellectual property with Discovery’s global footprint, collection of local-language content and deep regional expertise across more than 220 countries and territories. The Company expects this broad, worldwide portfolio of brands, coupled with its DTC potential and the attractiveness of the combined assets, to result in increased market penetration globally. The Merger is also expected to create significant cost synergies for the Company. Purchase Price 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 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. (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. Balances reflect rounding of dollar and share amounts to millions, which may result in differences for recalculated standalone amounts compared with the amounts presented above. In August 2022, the Company and AT&T finalized the post-closing working capital settlement process, pursuant to section 1.3 of the Separation and Distribution Agreement, which resulted in the Company receiving a $1.2 billion payment from AT&T in the third quarter of 2022. Purchase Price Allocation The Company applied the acquisition method of accounting to WM, whereby the excess of the fair value of the purchase price paid over the fair value of identifiable net assets acquired and liabilities assumed was allocated to goodwill. Goodwill reflects the assembled workforce of WM as well as revenue enhancements, cost savings and operating synergies that are expected to result from the Merger. The goodwill recorded as part of the Merger has been allocated to the Studios, Networks and DTC reportable segments in the amount of $9,308 million, $7,074 million and $5,727 million, respectively, and is not deductible for tax purposes. During the three months ended June 30, 2023, the Company finalized the fair value of assets acquired and liabilities assumed. Measurement period adjustments were reflected in the period in which the adjustments occurred. Adjustments recorded during the six months ended June 30, 2023 were $368 million, primarily related to taxes, and were recorded in other noncurrent assets, deferred income taxes, and other noncurrent liabilities, with an offset to goodwill. 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 Measurement Period Final 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 The fair values of the assets acquired and liabilities assumed were determined using several valuation approaches including, but not limited to, various cost approaches and income approaches, such as relief from royalty, multi-period excess earnings, and with-or-without methods. 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 The Company incurred acquisition-related costs of $31 million and $125 million for the three and nine months ended September 30, 2023, respectively, and $59 million and $340 million for the three and nine months ended September 30, 2022, respectively. These costs were associated with legal and professional services and integration activities and were recognized as operating expenses on the consolidated statement of operations. Additionally, the expense related to the issuance of additional shares of common stock in connection with the conversion of Advance/Newhouse Programming’s Series A-1 Preferred Stock was $789 million and was recorded as a transaction expense in selling, general and administrative expense upon the closing of the Merger. (See Note 2.) As a result of the Merger, WM’s assets, liabilities, and operations were included in the Company’s consolidated financial statements from the Closing Date. The following table presents WM revenue and earnings as reported within the consolidated financial statements (in millions). Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Revenues: Distribution $ 3,730 $ 7,256 Advertising 761 1,924 Content 3,147 5,982 Other 245 453 Total revenues 7,883 15,615 Inter-segment eliminations (699) (1,539) Net revenues $ 7,184 $ 14,076 Net loss available to Warner Bros. Discovery, Inc. $ (2,135) $ (5,155) Pro Forma Combined Financial Information The following unaudited pro forma combined financial information presents the combined results of the Company and WM as if the Merger had been completed on January 1, 2021. The unaudited pro forma combined financial information is presented for informational purposes and is not indicative of the results of operations that would have been achieved if the Merger had occurred on January 1, 2021, nor is it indicative of future results. The following table presents the Company’s pro forma combined revenues and net income (in millions). Nine Months Ended September 30, 2022 Revenues $ 32,087 Net loss available to Warner Bros. Discovery, Inc. (3,951) The unaudited pro forma combined financial information includes, where applicable, adjustments for (i) additional costs of revenues from the fair value step-up of film and television library, (ii) additional amortization expense related to acquired intangible assets, (iii) additional depreciation expense from the fair value of property and equipment, (iv) transaction costs and other one-time non-recurring costs, (v) additional interest expense for borrowings related to the Merger and amortization associated with fair value adjustments of debt assumed, (vi) changes to align accounting policies, (vii) elimination of intercompany activity, and (viii) associated tax-related impacts of adjustments. These pro forma adjustments are based on available information as of the date hereof and upon assumptions that the Company believes are reasonable to reflect the impact of the Merger with WM on the Company’s historical financial information on a supplemental pro forma basis. Adjustments do not include costs related to integration activities, cost savings or synergies that have been or may be achieved by the combined business. Dispositions In September and October 2023, the Company sold two of its three regional sports networks (“RSN”), and expects to exit its remaining RSN during the fourth quarter of 2023. In September 2022, the Company sold 75% of its interest in The CW Network to Nexstar Media Inc. (“Nexstar”), in exchange for Nexstar agreeing to fund a majority of The CW Network’s expenses and the retention of the Company’s share of certain receivables that existed prior to the transaction. There was no cash consideration exchanged in the transaction. The Company recorded an immaterial gain and retained a 12.5% ownership interest in The CW Network, which is accounted for as an equity method investment. In April 2022, the Company completed the sale of its minority interest in Discovery Education for a sale price of $138 million and recorded a gain of $133 million . |
RESTRUCTURING AND OTHER CHARGES
RESTRUCTURING AND OTHER CHARGES | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING AND OTHER CHARGES | RESTRUCTURING AND OTHER CHARGES 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 finalized the framework supporting its ongoing restructuring and transformation initiatives during the year ended December 31, 2022, which will 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, the restructuring program is expected to be substantially completed by the end of 2024. Additionally, the Company initiated a strategic realignment plan associated with its WB Theatrical Animation group during the three months ended September 30, 2023. Restructuring and other charges by reportable segments and corporate and inter-segment eliminations were as follows (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Studios $ 134 $ 562 $ 220 $ 762 Networks 48 354 161 666 DTC 34 517 61 992 Corporate and inter-segment eliminations 53 88 68 139 Total restructuring and other charges $ 269 $ 1,521 $ 510 $ 2,559 During the three months ended September 30, 2023, restructuring and other charges primarily included content impairments and other content development costs and write-offs of $112 million, contract terminations and facility consolidation activities of $31 million, organization restructuring costs of $125 million, and other charges of $1 million. During the three months ended September 30, 2022, restructuring and other charges primarily included content impairments of $891 million, organization restructuring costs of $238 million, other content development costs and write-offs of $377 million, and contract termination costs of $15 million. During the nine months ended September 30, 2023, restructuring and other charges primarily included content impairments and other content development costs and write-offs of $123 million, contract terminations and facility consolidation activities of $102 million, organization restructuring costs of $284 million, and other charges of $1 million. During the nine months ended September 30, 2022, restructuring and other charges primarily included content impairments of $1,392 million, organization restructuring costs of $446 million, other content development costs and write-offs of $706 million, and contract termination costs of $15 million. Changes in restructuring liabilities recorded in accrued liabilities and other noncurrent liabilities by major category and by reportable segment and corporate and inter-segment eliminations were as follows (in millions). Studios Networks DTC Corporate and Inter-Segment Eliminations Total December 31, 2022 $ 156 $ 361 $ 188 $ 159 $ 864 Contract termination accruals, net 41 15 2 16 74 Employee termination accruals, net 42 138 51 53 284 Other accruals — 2 — — 2 Cash paid (132) (300) (150) (128) (710) September 30, 2023 $ 107 $ 216 $ 91 $ 100 $ 514 |
REVENUES
REVENUES | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | REVENUES The following table presents the Company’s revenues disaggregated by revenue source (in millions). Three Months Ended September 30, 2023 Studios Networks DTC Corporate and Inter-segment Eliminations Total Revenues: Distribution $ 13 $ 2,833 $ 2,179 $ 1 $ 5,026 Advertising 4 1,709 138 (55) 1,796 Content 3,000 215 120 (495) 2,840 Other 209 111 1 (4) 317 Total $ 3,226 $ 4,868 $ 2,438 $ (553) $ 9,979 Three Months Ended September 30, 2022 Studios Networks DTC Corporate and Inter-segment Eliminations Total Revenues: Distribution $ 4 $ 2,924 $ 2,062 $ — $ 4,990 Advertising 8 1,944 106 (16) 2,042 Content 2,884 277 145 (775) 2,531 Other 192 69 4 (5) 260 Total $ 3,088 $ 5,214 $ 2,317 $ (796) $ 9,823 Nine Months Ended September 30, 2023 Studios Networks DTC Corporate and Inter-segment Eliminations Total Revenues: Distribution $ 19 $ 8,769 $ 6,536 $ — $ 15,324 Advertising 11 6,394 362 (154) 6,613 Content 8,425 744 715 (1,644) 8,240 Other 564 300 12 (16) 860 Total $ 9,019 $ 16,207 $ 7,625 $ (1,814) $ 31,037 Nine Months Ended September 30, 2022 Studios Networks DTC Corporate and Inter-segment Eliminations Total Revenues: Distribution $ 8 $ 6,885 $ 4,287 $ — $ 11,180 Advertising 18 5,998 248 (25) 6,239 Content 5,525 813 279 (1,699) 4,918 Other 338 133 9 (8) 472 Total $ 5,889 $ 13,829 $ 4,823 $ (1,732) $ 22,809 Contract Liabilities and Contract Assets The following table presents contract liabilities on the consolidated balance sheets (in millions). Category Balance Sheet Location September 30, 2023 December 31, 2022 Contract liabilities Deferred revenues $ 1,917 $ 1,694 Contract liabilities Other noncurrent liabilities 142 361 For the nine months ended September 30, 2023 and 2022, respectively, revenues of $1,202 million and $376 million were recognized that were included in deferred revenues as of December 31, 2022 and December 31, 2021, respectively. Contract assets were not material as of September 30, 2023 and December 31, 2022. Remaining Performance Obligations As of September 30, 2023, $12,508 million of revenue is expected to be recognized from remaining performance obligations under our long-term contracts. The following table presents a summary of remaining performance obligations by contract type (in millions). Contract Type September 30, 2023 Duration Distribution - fixed price or minimum guarantee $ 3,620 Through 2031 Content licensing and sports sublicensing 5,792 Through 2030 Brand licensing 2,279 Through 2043 Advertising 817 Through 2027 Total $ 12,508 The value of unsatisfied performance obligations disclosed above does not include: (i) contracts involving variable consideration for which revenues are recognized in accordance with the sales or usage-based royalty exception, and (ii) contracts with an original expected length of one year or less, such as most advertising contracts; however for content licensing revenues, including revenues associated with the licensing of theatrical and television product for television and streaming services, the Company has included all contracts regardless of duration. |
SALES OF RECEIVABLES
SALES OF RECEIVABLES | 9 Months Ended |
Sep. 30, 2023 | |
Receivables [Abstract] | |
SALES OF RECEIVABLES | SALES OF RECEIVABLES Revolving Receivables Program During the three months ended September 30, 2023, the Company amended its revolving receivables program to reduce the facility limit to $5,500 million and extend the program to August 2024. The Company’s bankruptcy-remote consolidated subsidiary held $2,892 million of pledged receivables as of September 30, 2023 in connection with its revolving receivables program. For the three and nine months ended September 30, 2023, the Company has recognized $36 million and $78 million, respectively, in selling, general and administrative expenses, net of non-designated derivatives from the revolving receivables program in the consolidated statements of operations. (See Note 10.) For the three and nine months ended September 30, 2022, the Company recognized $93 million and $134 million in selling, general and administrative expenses in the consolidated statements of operations, respectively. The outstanding portfolio of receivables derecognized from our consolidated balance sheets was $5,190 million as of September 30, 2023. The following table presents a summary of receivables sold (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Gross receivables sold/cash proceeds received $ 3,381 $ 3,283 $ 9,797 $ 6,488 Collections reinvested under revolving agreement (3,487) (3,792) (9,974) (7,297) Net cash proceeds remitted (a) $ (106) $ (509) $ (177) $ (809) Net receivables sold $ 3,352 $ 3,272 $ 9,656 $ 6,470 Obligations recorded (Level 3) $ 114 $ 129 $ 374 $ 227 (a) Includes the collection on receivables sold but not remitted of $238 million and $236 million as of September 30, 2023 and 2022, respectively. The following table presents a summary of the amounts transferred or pledged (in millions). September 30, 2023 December 31, 2022 Gross receivables pledged as collateral $ 2,892 $ 3,468 Restricted cash pledged as collateral $ — $ 150 Balance sheet classification: Receivables, net $ 2,629 $ 3,015 Prepaid expenses and other current assets $ — $ 150 Other noncurrent assets $ 263 $ 453 Accounts Receivable Factoring Total trade accounts receivable sold under the Company’s factoring arrangement was $72 million for the nine months ended September 30, 2023. No amounts were sold under the Company’s factoring arrangement for the nine months ended September 30, 2022. The impact to the consolidated statements of operations was immaterial for the three and nine months ended September 30, 2023 and 2022. This accounts receivable factoring agreement is separate and distinct from the revolving receivables program. |
CONTENT RIGHTS
CONTENT RIGHTS | 9 Months Ended |
Sep. 30, 2023 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
CONTENT RIGHTS | CONTENT RIGHTS For purposes of amortization and impairment, capitalized content costs are grouped based on their predominant monetization strategy: individually or as a group. Beginning this quarter, programming rights are presented as two separate captions: licensed content and advances and live programming and advances. Live programming includes licensed sports rights and related advances. The table below presents the components of content rights (in millions). September 30, 2023 Predominantly Monetized Individually Predominantly Monetized as a Group Total Theatrical film production costs: Released, less amortization $ 2,867 $ — $ 2,867 Completed and not released 555 — 555 In production and other 1,188 — 1,188 Television production costs: Released, less amortization 1,590 5,834 7,424 Completed and not released 354 720 1,074 In production and other 425 2,653 3,078 Total theatrical film and television production costs $ 6,979 $ 9,207 $ 16,186 Licensed content and advances, net 4,499 Live programming and advances, net 2,038 Game development costs, less amortization 630 Total film and television content rights and games 23,353 Less: Current content rights and prepaid license fees, net (899) Total noncurrent film and television content rights and games $ 22,454 December 31, 2022 Predominantly Monetized Individually Predominantly Monetized as a Group Total Theatrical film production costs: Released, less amortization $ 3,544 $ — $ 3,544 Completed and not released 507 — 507 In production and other 1,795 — 1,795 Television production costs: Released, less amortization 2,200 6,143 8,343 Completed and not released 939 401 1,340 In production and other 457 3,386 3,843 Total theatrical film and television production costs $ 9,442 $ 9,930 $ 19,372 Licensed content and advances, net 4,961 Live programming and advances, net 2,214 Game development costs, less amortization 650 Total film and television content rights and games 27,197 Less: Current content rights and prepaid license fees, net (545) Total noncurrent film and television content rights and games $ 26,652 Content amortization consisted of the following (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Predominately monetized individually $ 631 $ 1,357 $ 3,193 $ 3,534 Predominately monetized as a group 2,364 2,584 9,039 6,492 Total content amortization $ 2,995 $ 3,941 $ 12,232 $ 10,026 |
INVESTMENTS
INVESTMENTS | 9 Months Ended |
Sep. 30, 2023 | |
Investments [Abstract] | |
INVESTMENTS | INVESTMENTS The Company’s equity investments consisted of the following, net of investments recorded in other noncurrent liabilities (in millions). Category Balance Sheet Location Ownership September 30, 2023 December 31, 2022 Equity method investments: The Chernin Group (TCG) 2.0-A, LP Other noncurrent assets 44% $ 274 $ 313 nC+ Other noncurrent assets 32% 125 135 TNT Sports Other noncurrent assets 50% 102 96 Other Other noncurrent assets 470 518 Total equity method investments 971 1,062 Investments with readily determinable fair values Other noncurrent assets 41 28 Investments without readily determinable fair values Other noncurrent assets (a) 434 498 Total investments $ 1,446 $ 1,588 (a) Investments without readily determinable fair values included $17 million as of September 30, 2023 and $10 million as of December 31, 2022 that were included in prepaid expenses and other current assets. Equity Method Investments Certain of the Company’s other equity method investments are VIEs, for which the Company is not the primary beneficiary. As of September 30, 2023, the Company’s maximum exposure for all of its unconsolidated VIEs, including the investment carrying values and unfunded contractual commitments made on behalf of VIEs, was approximately $767 million. The Company’s maximum estimated exposure excludes the non-contractual future funding of VIEs. The aggregate carrying values of these VIE investments were $708 million as of September 30, 2023 and $720 million as of December 31, 2022. VIE gains and losses are recorded in loss from equity investees, net on the consolidated statements of operations. VIE losses were $6 million and $59 million for the three and nine months ended September 30, 2023, respectively, and $15 million and $35 million for the three and nine months ended September 30, 2022, respectively. Equity Investments Without Readily Determinable Fair Values Assessed Under the Measurement Alternative During the three and nine months ended September 30, 2023, the Company concluded that its other equity investments without readily determinable fair values had decreased $2 million and $73 million, respectively, in fair value as a result of observable price changes in orderly transactions for the identical or similar investment of the same issuer. The decrease in fair value is recorded in other (expense) income, net on the consolidated statements of operations. (See Note 14.) As of September 30, 2023, the Company had recorded cumulative impairments of $302 million for its equity investments without readily determinable fair values. |
DEBT
DEBT | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The table below presents the components of outstanding debt (in millions). Weighted-Average September 30, 2023 December 31, 2022 Term loans with maturities of 3 years or less 6.82 % $ 1,150 $ 4,000 Floating rate senior notes with maturities of 5 years or less 7.00 % 40 500 Senior notes with maturities of 5 years or less 4.00 % 13,646 12,759 Senior notes with maturities between 5 and 10 years 4.28 % 8,607 10,373 Senior notes with maturities greater than 10 years 5.11 % 21,644 21,644 Total debt 45,087 49,276 Unamortized discount, premium, debt issuance costs, and fair value adjustments for acquisition accounting, net (287) (277) Debt, net of unamortized discount, premium, debt issuance costs, and fair value adjustments for acquisition accounting 44,800 48,999 Current portion of debt (1,302) (365) Noncurrent portion of debt $ 43,498 $ 48,634 During the three months ended September 30, 2023, the Company’s wholly-owned subsidiaries, Warner Media, LLC (“WML”), Historic TW Inc. (“TWI”), Discovery Communications, LLC (“DCL”) and WMH, commenced cash tender offers to purchase for cash any and all of (i) WML’s outstanding 4.050% Senior Notes due 2023 and 3.550% Senior Notes due 2024, (ii) TWI’s outstanding 7.570% Senior Notes due 2024, (iii) DCL’s outstanding 3.800% Senior Notes due 2024, and (iv) WMH’s outstanding 3.528% Senior Notes due 2024 and 3.428% Senior Notes due 2024. The Company completed the tender offer in August 2023 by purchasing senior notes in the amount of $1.9 billion validly tendered and accepted for purchase pursuant to the offers. The Company also repaid $250 million of aggregate principal amount outstanding of its term loan prior to the due date of April 2025, repaid in full at maturity $178 million of aggregate principal amount outstanding of its senior notes due September 2023, and completed open market repurchases for $95 million of aggregate principal amount outstanding of its senior notes. During the three months ended June 30, 2023, the Company commenced a tender offer to purchase for cash any and all of its outstanding Floating Rate Notes due in 2024. The Company completed the tender offer in June 2023, by purchasing Floating Rate Notes in the amount of $460 million validly tendered and accepted for purchase pursuant to the offer. The Company also repaid $1.1 billion of aggregate principal amount outstanding of its term loan prior to the due date of April 2025 and completed open market repurchases for $88 million of aggregate principal amount outstanding of its senior notes. During the three months ended March 31, 2023, the Company issued $1.5 billion of 6.412% fixed rate senior notes due March 2026. After March 2024, the senior notes are redeemable at par plus accrued and unpaid interest. The proceeds were used to pay $1.5 billion of aggregate principal amount outstanding of the Company’s term loan prior to the due date of April 2025. The Company also repaid $106 million of aggregate principal amount outstanding of its senior notes due February 2023. During the three months ended September 30, 2022, the Company repaid $2.5 billion of aggregate principal amount outstanding of its term loan prior to its due date of April 2025. During the three months ended June 30, 2022, the Company repaid $3.5 billion of aggregate principal amount outstanding of its term loans prior to the due dates of October 2023 and April 2025. The Company also assumed $41.5 billion of senior notes (at par value) and term loans in connection with the Merger. During the three months ended March 31, 2022, the Company repaid in full at maturity $327 million aggregate principal amount outstanding of its 2.375% Euro Denominated Senior Notes due March 2022. As of September 30, 2023, all senior notes are fully and unconditionally guaranteed by the Company, Scripps Networks Interactive, Inc. (“Scripps Networks”), DCL (to the extent it is not the primary obligor on such senior notes), and WMH (to the extent it is not the primary obligor on such senior notes), except for $1.2 billion of senior notes of the legacy WarnerMedia Business assumed by the Company in connection with the Merger and $23 million of un-exchanged senior notes issued by Scripps Networks. Additionally, the term loans of WMH, made under the $10.0 billion term loan credit agreement (the “Term Loan Credit Agreement”), are fully and unconditionally guaranteed by the Company, Scripps Networks, and DCL. Revolving Credit Facility and Commercial Paper Programs The Company has a multicurrency revolving credit agreement (the “Revolving Credit Agreement”) and has the capacity to borrow up to $6.0 billion under the Revolving Credit Agreement (the “Credit Facility”). The Company may also request additional commitments up to $1.0 billion from the lenders upon the satisfaction of certain conditions. The Company’s commercial paper program is supported by the Credit Facility. Borrowing capacity under the Credit Facility is effectively reduced by any outstanding borrowings under the commercial paper program. As of September 30, 2023 and December 31, 2022, the Company had no outstanding borrowings under its Credit Facility or its commercial paper program. Credit Agreement Financial Covenants |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | DERIVATIVE FINANCIAL INSTRUMENTSIn the normal course of business, the Company is exposed to foreign currency exchange rate market risk and interest rate fluctuations. As part of its risk management strategy, the Company uses derivative financial instruments, primarily foreign currency forward contracts, fixed-to-fixed currency swaps, total return swaps and interest rate swaps, to hedge certain foreign currency, market value and interest rate exposures. The Company’s objective is to reduce earnings volatility by offsetting gains and losses resulting from these exposures with losses and gains on the derivative contracts used to hedge them. The Company does not enter into or hold derivative financial instruments for speculative trading purposes. The following table summarizes the impact of derivative financial instruments on the Company’s consolidated balance sheets (in millions). There were no amounts eligible to be offset under master netting agreements as of September 30, 2023 and December 31, 2022. The fair value of the Company’s derivative financial instruments was determined using a market-based approach (Level 2). September 30, 2023 December 31, 2022 Fair Value Fair Value Notional Prepaid expenses and other current assets Other non- Accounts payable and accrued liabilities Other non- Notional Prepaid expenses and other current assets Other non- Accounts payable and accrued liabilities Other non- Cash flow hedges: Foreign exchange $ 1,653 $ 69 $ 27 $ 33 $ 9 $ 1,382 $ 49 $ 35 $ 42 $ 25 Cross-currency swaps — — — — — 482 3 58 — — Net investment hedges: (a) Cross-currency swaps 1,700 21 7 8 43 1,778 20 12 — 73 Fair value hedges: Interest rate swaps 1,500 3 — — 6 — — — — — No hedging designation: Foreign exchange 1,017 3 1 2 97 976 5 1 3 96 Cross-currency swaps — — — — — 139 3 — — 3 Interest rate swaps 6,000 66 14 — — — — — — — Total return swaps 388 — — 17 — 291 — — 13 — Total $ 162 $ 49 $ 60 $ 155 $ 80 $ 106 $ 58 $ 197 (a) Excludes €164 million of euro-denominated notes ($174 million equivalent at December 31, 2022) designated as a net investment hedge and £400 million of sterling notes ($487 million equivalent at September 30, 2023) designated as a net investment hedge. (See Note 9.) Derivatives Designated for Hedge Accounting Cash Flow Hedges The Company uses foreign exchange forward contracts to mitigate the foreign currency risk related to revenues, production rebates and production expenses and fixed-to-fixed cross-currency swaps to mitigate foreign currency risk associated with its British Pound Sterling denominated debt. In April 2023, the Company unwound cross-currency swaps related to its Sterling debt and recognized a gain of $76 million as an adjustment to other comprehensive income. The Sterling debt was subsequently re-designated as a net investment hedge effective May 2023. The following table presents the pre-tax impact of derivatives designated as cash flow hedges on income and other comprehensive loss (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Gains (losses) recognized in accumulated other comprehensive loss: Foreign exchange - derivative adjustments $ 15 $ 30 $ 35 $ 10 Gains (losses) reclassified into income from accumulated other comprehensive loss: Foreign exchange - distribution revenue (3) (2) (5) — Foreign exchange - advertising revenue — — — 1 Foreign exchange - costs of revenues 12 8 3 27 Foreign exchange - other (expense) income, net — — 18 — Interest rate - interest expense, net (1) — — (1) Interest rate - other (expense) income, net 1 — 1 — If current fair valu es of designated cash flow hedges as of September 30, 2023 remained static over the next twelve months, the amount the Company would reclassify from accumulated other comprehensive loss into income in the next twelve months would not be material for the current fiscal year. The maximum length of time the Company is hedging exposure to the variability in future cash flows is 32 years. Net Investment Hedges The Company uses fixed-to-fixed cross currency swaps to mitigate foreign currency risk associated with the net assets of non-USD functional entities. During the three months ended September 30, 2023, the Company settled its Euro denominated debt that was designated as the hedging instrument in a net investment hedge. During the three months ended June 30, 2023, to mitigate the currency risk associated with the net assets of non-USD functional entities, the Company re-designated its Sterling denominated debt due in 2024 as a net investment hedge after the unwind of the cash flow hedge previously noted. The following table presents the pre-tax impact of derivatives designated as net investment hedges on other comprehensive loss (in millions). Other than amounts excluded from effectiveness testing, there were no other material gains (losses) reclassified from accumulated other comprehensive loss to income during the three and nine months ended September 30, 2023 and 2022. Three Months Ended September 30, Amount of gain (loss) recognized in AOCI Location of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) Amount of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) 2023 2022 2023 2022 Cross currency swaps $ 5 $ (63) Interest expense, net $ 7 $ 5 Euro-denominated notes (foreign denominated debt) (2) 13 N/A — — Sterling notes (foreign denominated debt) 17 58 N/A — — Total $ 20 $ 8 $ 7 $ 5 Nine Months Ended September 30, Amount of gain (loss) recognized in AOCI Location of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) Amount of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) 2023 2022 2023 2022 Cross currency swaps $ 30 $ 8 Interest expense, net $ 18 $ 27 Euro-denominated notes (foreign denominated debt) 3 19 N/A — — Sterling notes (foreign denominated debt) 11 112 N/A — — Total $ 44 $ 139 $ 18 $ 27 Fair Value Hedges During the three months ended March 31, 2023, the Company issued $1.5 billion of 6.412% fixed rate senior notes due March 2026. Simultaneously, the Company entered into a fixed-to-floating interest rate swap designated as a fair value hedge to allow the Company to mitigate the variability in the fair value of its senior notes due to fluctuations in the benchmark interest rate. Changes in the fair value of the senior note and the interest rate swap are recorded in interest expense, net. The following table presents fair value hedge adjustments to hedged borrowings (in millions). Carrying Amount of Cumulative Amount of Fair Value Hedging Adjustments Included in Hedged Borrowings Balance Sheet Location September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022 Noncurrent portion of debt $ 1,497 $ — $ (3) $ — The following table presents the pretax impact of derivatives designated as fair value hedges on income, including offsetting changes in fair value of the hedged items (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Gain (loss) on changes in fair value of hedged fixed rate debt (1) $ 4 $ — $ 3 $ — (Loss) gain on changes in the fair value of derivative contracts (1) (4) — (3) — Total in interest expense, net $ — $ — $ — $ — (1) Accrued interest expense related to the hedged debt and derivative contracts is excluded from the amounts above and was not material as of September 30, 2023. Derivatives Not Designated for Hedge Accounting Prior to the Merger, the Company was exposed to interest rate risk associated with the expected issuance of debt related to the Merger. To mitigate this risk, the Company entered into interest rate swaps and subsequently unwound them prior to the Merger. As part of the Merger, the Company acquired deferred compensation plans that have risk related to the fair value gains and losses on these investments and entered into total return swaps to mitigate this risk. The gains and losses associated with these swaps are recorded to selling, general and administrative expenses, offsetting the deferred compensation investment gains and losses. The Company is exposed to risk of secured overnight financing rate changes in connection with securitization interest paid on the receivables securitization program. To mitigate this risk, the Company entered into $6.0 billion notional of non-designated interest rate swaps. The gains and losses on these derivatives are recorded to selling, general and administrative expenses, offsetting securitization interest expense. Forward contracts designated as cash flow hedges are de-designated as production spend occurs or when rebate receivables are recognized. After de-designation, gains and losses on these derivatives directly impact earnings in the same line as the hedged risk. The following table presents the pretax gains (losses) on derivatives not designated as hedges and recognized in selling, general and administrative expense and other (expense) income, net in the consolidated statements of operations (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Interest rate swaps $ 18 $ — $ 80 $ — Total return swaps (19) — 12 — Total in selling, general and administrative expense (1) — 92 — Interest rate swaps (1) — (1) 512 Cross-currency swaps — 5 1 12 Foreign exchange derivatives (1) (24) 1 (70) Total in other (expense) income, net (2) (19) 1 454 Total $ (3) $ (19) $ 93 $ 454 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants. Assets and liabilities carried at fair value are classified in the following three categories: Level 1 – Quoted prices for identical instruments in active markets. Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 3 – Valuations derived from techniques in which one or more significant inputs are unobservable. The tables below present assets and liabilities measured at fair value on a recurring basis (in millions). September 30, 2023 Category Balance Sheet Location Level 1 Level 2 Level 3 Total Assets Cash equivalents: Time deposits Cash and cash equivalents $ — $ 99 $ — $ 99 Equity securities: Money market fund Cash and cash equivalents 4 — — 4 Mutual funds Prepaid expenses and other current assets 31 — — 31 Company-owned life insurance contracts Prepaid expenses and other current assets — 2 — 2 Mutual funds Other noncurrent assets 229 — — 229 Company-owned life insurance contracts Other noncurrent assets — 95 — 95 Total $ 264 $ 196 $ — $ 460 Liabilities Deferred compensation plan Accrued liabilities $ 59 $ — $ — $ 59 Deferred compensation plan Other noncurrent liabilities 579 — — 579 Total $ 638 $ — $ — $ 638 December 31, 2022 Category Balance Sheet Location Level 1 Level 2 Level 3 Total Assets Cash equivalents: Time deposits Cash and cash equivalents $ — $ 50 $ — $ 50 Equity securities: Money market funds Cash and cash equivalents 20 — — 20 Mutual funds Prepaid expenses and other current assets 14 — — 14 Company-owned life insurance contracts Prepaid expenses and other current assets — 1 — 1 Mutual funds Other noncurrent assets 243 — — 243 Company-owned life insurance contracts Other noncurrent assets — 94 — 94 Time deposits Other noncurrent assets — 8 — 8 Total $ 277 $ 153 $ — $ 430 Liabilities Deferred compensation plan Accrued liabilities $ 73 $ — $ — $ 73 Deferred compensation plan Other noncurrent liabilities 590 — — 590 Total $ 663 $ — $ — $ 663 In addition to the financial instruments listed in the tables above, the Company holds other financial instruments, including cash deposits, accounts receivable, accounts payable, term loans, and senior notes. The carrying values for such financial instruments, other than the senior notes, each approximated their fair values as of September 30, 2023 and December 31, 2022. The estimated fair value of the Company’s outstanding senior notes, including accrued interest, using quoted prices from over-the-counter markets, considered Level 2 inputs, was $36.8 billion and $38.0 billion as of September 30, 2023 and December 31, 2022, respectively. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION The Company has various incentive plans under which performance based restricted stock units (“PRSUs”), service based restricted stock units (“RSUs”), and stock options have been issued. The table below presents awards granted (in millions, except weighted-average grant price). Nine Months Ended September 30, 2023 Awards Weighted-Average Grant Price Awards granted: PRSUs 4.0 $ 15.41 RSUs 28.5 $ 14.89 Stock options 2.2 $ 15.02 The table below presents unrecognized compensation cost related to non-vested share-based awards and the weighted-average amortization period over which these expenses will be recognized as of September 30, 2023 (in millions, except years). Unrecognized Compensation Cost Weighted-Average Amortization Period PRSUs $ 37 1.6 RSUs 576 2.1 Stock options 128 2.7 Total unrecognized compensation cost $ 741 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Income tax benefit was $125 million and $563 million for the three and nine months ended September 30, 2023, respectively, and income tax benefit was $566 million and $1,201 million for the three and nine months ended September 30, 2022, respectively. The decrease in income tax benefit for the three and nine months ended September 30, 2023 was primarily attributable to an increase in pre-tax book income. The decrease was partially offset by an unfavorable tax adjustment related to the preferred stock conversion transaction expense recorded in the nine months ended September 30, 2022 associated with the Merger. Income tax benefit for the three and nine months ended September 30, 2023 reflects an effective income tax rate that differs from the federal statutory tax rate primarily attributable to the effect of foreign operations, changes in uncertain tax positions, and state and local income taxes. As of September 30, 2023 and December 31, 2022, the Company’s reserves for uncertain tax positions totaled $2,191 million and $1,929 million, respectively. The increase in the reserve for uncertain tax positions as of September 30, 2023 was primarily attributable to tax reserves that were recorded in 2023 through purchase accounting related to the Merger, partially offset by tax reserves released in 2023 upon audit resolutions. It is reasonably possible that the total amount of unrecognized tax benefits related to certain of the Company’s uncertain tax positions could decrease by as much as $77 million within the next twelve months as a result of ongoing audits, lapses of statutes of limitations or regulatory developments. As of September 30, 2023 and December 31, 2022, the Company had accrued $558 million and $413 million, respectively, of total interest and penalties payable related to unrecognized tax benefits. The increase in the interest and penalties accrual as of September 30, 2023 includes interest and penalty accruals recorded in 2023 through purchase accounting related to the Merger. The Company recognizes interest and penalties related to unrecognized tax benefits as a component of income tax expense. |
SUPPLEMENTAL DISCLOSURES
SUPPLEMENTAL DISCLOSURES | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
SUPPLEMENTAL DISCLOSURES | SUPPLEMENTAL DISCLOSURES The following tables present supplemental information related to the consolidated financial statements (in millions). Other (Expense) Income, net Other (expense) income, net, consisted of the following (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Foreign currency losses, net $ (83) $ (36) $ (180) $ (106) (Losses) gains on derivative instruments, net (2) (19) 1 454 Change in the value of investments with readily determinable fair value — (16) 21 (106) Gain on sale of equity method investments — 8 — 141 Change in fair value of equity investments without readily determinable fair value (2) — (73) — Interest income 43 20 128 39 Other (loss) income, net (19) 15 (6) (11) Total other (expense) income, net $ (63) $ (28) $ (109) $ 411 Supplemental Cash Flow Information Nine Months Ended September 30, 2023 2022 Cash paid for taxes, net $ 1,191 $ 859 Cash paid for interest, net 2,065 1,305 Non-cash investing and financing activities: Non-cash consideration related to the sale of the Ranch Lot 175 — Non-cash consideration related to the purchase of the Burbank Studios Lot 175 — Equity issued for the acquisition of WarnerMedia — 42,309 Non-cash consideration related to the sale of The CW Network — 126 Accrued consideration for the joint venture with BT — 82 Non-cash consideration transferred related to transaction agreements with JCOM 68 — Non-cash consideration paid related to transaction agreements with JCOM 2 — Accrued purchases of property and equipment 33 29 Assets acquired under finance lease and other arrangements 94 40 Cash, Cash Equivalents, and Restricted Cash September 30, 2023 December 31, 2022 Cash and cash equivalents $ 2,383 $ 3,731 Restricted cash - recorded in prepaid expenses and other current assets (1) 47 199 Total cash, cash equivalents, and restricted cash $ 2,430 $ 3,930 (1) Restricted cash primarily includes cash posted as collateral related to the Company’s revolving receivables and hedging programs. (See Note 6 and Note 10.) Goodwill and Intangible Assets During the nine months ended September 30, 2023, the Company performed goodwill and intangible assets impairment monitoring procedures for all of its reporting units and identified no indicators of impairment or triggering events. Due to declining levels of global GDP growth, disruption in the film and television industry, a weakening advertising market associated with the Company’s Networks reporting unit, and execution risk associated with anticipated growth in the Company’s DTC reporting unit, the Company will continue to monitor its reporting units for changes that could impact recoverability. During the three months ended September 30, 2023, the Company reassessed the useful lives and amortization methods for its linear networks and HBO trademarks and trade names and concluded the pattern of amortization should be accelerated. Accordingly, the Company has changed the amortization method for these assets from the straight-line method to the sum-of-the-months’ digits method effective July 1, 2023. This change was considered a change in estimate, was accounted for prospectively, and resulted in incremental amortization expense of $171 million. Assets Held for Sale In 2022, the Company classified its Ranch Lot and Knoxville office building and land as assets held for sale. The Company reclassified $209 million to prepaid expenses and other assets on the consolidated balance sheet during 2022 and stopped recording depreciation on the assets. The Knoxville office building and land was sold during the three months ended March 31, 2023 and the Ranch Lot was sold during the three months ended September 30, 2023. The Burbank Studios Lot was purchased during the three months ended September 30, 2023 in exchange for the Ranch Lot and cash. Supplier Finance Programs Consistent with customary industry practice, the Company generally pays certain content producers at or near the completion of the production cycle. In these arrangements, content producers may earn fees upon contractual milestones to be invoiced at or near completion of production. In these instances, the Company accrues the content in progress in accordance with the contractual milestones. Certain of the Company’s content producers sell their related receivables to a bank intermediary who provides payments that coincide with these contractual production milestones upon confirmation with the Company of our obligation to the content producer. This confirmation does not involve a security interest in the underlying content or otherwise result in the payable receiving seniority with respect to other payables of the Company. As of September 30, 2023 and December 31, 2022, the Company has confirmed $266 million and $273 million, respectively, of accrued content producer liabilities. These amounts were outstanding and unpaid by the Company and were recorded in accrued liabilities on the consolidated balance sheets, given the principal purpose of the arrangement is to allow producers access to funds prior to the typical payment due date and the arrangement does not significantly change the nature of the payables and does not significantly extend the payment terms beyond the industry norms. Invoices processed through the program are subject to a one-year maximum tenor. The Company does not incur any fees or expenses associated with the paying agent services, and this service may be terminated by the Company or the financial institution upon 30 days’ notice. At, or near, the production completion date (invoice due date), the Company pays the financial institution the stated amounts for confirmed producer invoices. These payments are reported as cash flows from operating activities. Noncontrolling Interest In August 2023, the Company and JCOM Co., Ltd. (“JCOM”) executed a series of transaction agreements to which the Company and JCOM each contributed to Discovery Japan, Inc. (“JVCo”), an existing 80/20 joint venture between the Company and JCOM, certain rights, liabilities, or rights via license agreements in exchange for new common shares of JVCo, resulting in the Company and JCOM owning 51% and 49% of JVCo, respectively. Retaining controlling financial interest subsequent to the transaction, the Company continues to consolidate the joint venture. As the terms of the agreement no longer incorporate JCOM’s option to put its noncontrolling interest to the Company, JCOM’s noncontrolling interest was reclassified from redeemable noncontrolling interest to noncontrolling interest outside of stockholders’ equity on the Company’s consolidated balance sheet. Accumulated Other Comprehensive Loss The table below presents the changes in the components of accumulated other comprehensive loss, net of taxes (in millions). Three Months Ended September 30, 2023 Currency Translation Derivatives Pension Plan and SERP Liability Accumulated Beginning balance $ (1,012) $ 22 $ (52) $ (1,042) Other comprehensive income (loss) before reclassifications (393) 15 (1) (379) Reclassifications from accumulated other comprehensive loss to net income — (6) — (6) Other comprehensive income (loss) (393) 9 (1) (385) Ending balance $ (1,405) $ 31 $ (53) $ (1,427) Three Months Ended September 30, 2022 Currency Translation Derivatives Pension Plan and SERP Liability Accumulated Beginning balance $ (1,432) $ (8) $ (13) $ (1,453) Other comprehensive income (loss) before reclassifications (690) 28 — (662) Reclassifications from accumulated other comprehensive loss to net income — (4) — (4) Other comprehensive income (loss) (690) 24 — (666) Ending balance $ (2,122) $ 16 $ (13) $ (2,119) Nine Months Ended September 30, 2023 Currency Translation Derivatives Pension Plan and SERP Liability Accumulated Other Comprehensive Loss Beginning balance $ (1,498) $ 14 $ (39) $ (1,523) Other comprehensive income (loss) before reclassifications 93 29 (14) 108 Reclassifications from accumulated other comprehensive loss to net income — (12) — (12) Other comprehensive income (loss) 93 17 (14) 96 Ending balance $ (1,405) $ 31 $ (53) $ (1,427) Nine Months Ended September 30, 2022 Currency Translation Derivatives Pension Plan and SERP Liability Accumulated Other Comprehensive Loss Beginning balance $ (845) $ 28 $ (13) $ (830) Other comprehensive income (loss) before reclassifications (1,275) 9 — (1,266) Reclassifications from accumulated other comprehensive loss to net income (2) (21) — (23) Other comprehensive income (loss) (1,277) (12) — (1,289) Ending balance $ (2,122) $ 16 $ (13) $ (2,119) |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONSIn the normal course of business, the Company enters into transactions with related parties. Related parties include entities that share common directorship, such as Liberty Global plc (“Liberty Global”), Liberty Broadband Corporation (“Liberty Broadband”) and their subsidiaries (collectively the “Liberty Group”). The Company’s Board of Directors includes Dr. John Malone, who is Chairman of the Board of Liberty Global and Liberty Broadband and beneficially owns approximately 30% and 48% of the aggregate voting power with respect to the election of directors of Liberty Global and Liberty Broadband, respectively. The majority of the revenue earned from the Liberty Group relates to multi-year network distribution arrangements. Related party transactions also include revenues and expenses for content and services provided to or acquired from equity method investees, or minority partners of consolidated subsidiaries. The table below presents a summary of the transactions with related parties (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Revenues and service charges: Liberty Group $ 469 $ 549 $ 1,443 $ 1,242 Equity method investees 161 111 560 348 Other 63 48 157 237 Total revenues and service charges $ 693 $ 708 $ 2,160 $ 1,827 Expenses $ 79 $ 72 $ 271 $ 314 Distributions to noncontrolling interests and redeemable noncontrolling interests $ 13 $ 22 $ 282 $ 286 The table below presents receivables due from and payables due to related parties (in millions). September 30, 2023 December 31, 2022 Receivables $ 346 $ 338 Payables $ 21 $ 38 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Put Rights The Company has granted put rights to non-controlling interest holders in certain consolidated subsidiaries, but the Company is unable to reasonably predict the ultimate amount or timing of any payment. In 2022, GoldenTree exercised its irrevocable put right for MotorTrend Group LLC (“MTG”), and the Company will be required to purchase GoldenTree’s 32.5% noncontrolling interest. Subsequent to September 30, 2023, the process of determining fair market value based on the procedures required under the joint venture agreement was finalized. The Company expects to complete its purchase of GoldenTree’s 32.5% interest during the fourth quarter of 2023. Legal Matters From time to time, in the normal course of its operations, the Company is subject to various litigation matters and claims, including claims related to employees, stockholders, vendors, other business partners or intellectual property. However, a determination as to the amount of the accrual required for such contingencies is highly subjective and requires judgment about future events. Although the outcome of these matters cannot be predicted with certainty and the impact of the final resolution of these matters on the Company's results of operations in a particular subsequent reporting period is not known, management does not believe that the resolution of these matters will have a material adverse effect on the Company's future consolidated financial position, future results of operations or cash flows. |
REPORTABLE SEGMENTS
REPORTABLE SEGMENTS | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
REPORTABLE SEGMENTS | REPORTABLE SEGMENTS The Company’s operating segments are determined based on: (i) financial information reviewed by its chief operating decision maker, the Chief Executive Officer (“CEO”), (ii) internal management and related reporting structure, and (iii) the basis upon which the CEO makes resource allocation decisions. The accounting policies of the reportable segments are the same as the Company’s, except that certain inter-segment transactions that are eliminated for consolidation are not eliminated at the segment level. Inter-segment transactions primarily include advertising and content licenses. The Company records inter-segment transactions of content licenses at the gross amount. The Company does not report assets by segment because it is not used to allocate resources or evaluate segment performance. The Company evaluates the operating performance of its operating segments based on financial measures such as revenues and Adjusted EBITDA. Adjusted EBITDA is defined as operating income excluding: • employee share-based compensation; • depreciation and amortization; • restructuring and facility consolidation; • certain impairment charges; • gains and losses on business and asset dispositions; • certain inter-segment eliminations; • third-party transaction and integration costs; • amortization of purchase accounting fair value step-up for content; • amortization of capitalized interest for content; and • other items impacting comparability. The Company uses this measure to assess the operating results and performance of its segments, perform analytical comparisons, identify strategies to improve performance, and allocate resources to each segment. The Company believes Adjusted EBITDA is relevant to investors because it allows them to analyze the operating performance of each segment using the same metric management uses. The Company excludes employee share-based compensation, restructuring, certain impairment charges, gains and losses on business and asset dispositions, and transaction and integration costs from the calculation of Adjusted EBITDA due to their impact on comparability between periods. Integration costs include transformative system implementations and integrations, such as Enterprise Resource Planning systems, and may take several years to complete. The Company also excludes the depreciation of fixed assets and amortization of intangible assets, amortization of purchase accounting fair value step-up for content, and amortization of capitalized interest for content, as these amounts do not represent cash payments in the current reporting period. Certain corporate expenses and inter-segment eliminations related to production studios are excluded from segment results to enable executive management to evaluate segment performance based upon the decisions of segment executives. Adjusted EBITDA should be considered in addition to, but not a substitute for, operating income, net income, and other measures of financial performance reported in accordance with U.S. GAAP. The tables below present summarized financial information for each of the Company’s reportable segments and inter-segment eliminations (in millions). Revenues Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Studios $ 3,226 $ 3,088 $ 9,019 $ 5,889 Networks 4,868 5,214 16,207 13,829 DTC 2,438 2,317 7,625 4,823 Corporate (2) (11) (3) 2 Inter-segment eliminations (551) (785) (1,811) (1,734) Total revenues $ 9,979 $ 9,823 $ 31,037 $ 22,809 Adjusted EBITDA Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Studios $ 727 $ 762 $ 1,640 $ 1,004 Networks 2,396 2,630 6,855 6,247 DTC 111 (634) 158 (1,379) Corporate (328) (340) (928) (749) Inter-segment eliminations 63 6 4 (8) Adjusted EBITDA $ 2,969 $ 2,424 $ 7,729 $ 5,115 Reconciliation of Net Loss available to Warner Bros. Discovery, Inc. to Adjusted EBITDA Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Net loss available to Warner Bros. Discovery, Inc. $ (417) $ (2,308) $ (2,726) $ (5,270) Net income attributable to redeemable noncontrolling interests 2 2 7 8 Net income attributable to noncontrolling interests 8 21 32 44 Income tax benefit (125) (566) (563) (1,201) Loss before income taxes (532) (2,851) (3,250) (6,419) Other expense (income), net 63 28 109 (411) Loss from equity investees, net 14 78 73 135 Gain on extinguishment of debt (22) — (17) — Interest expense, net 574 555 1,719 1,219 Operating income (loss) 97 (2,190) (1,366) (5,476) Depreciation and amortization 1,989 2,233 5,961 5,024 Employee share-based compensation 140 113 381 317 Restructuring and other charges 269 1,521 510 2,559 Transaction and integration costs 31 59 125 1,129 Facility consolidation costs 14 — 37 — Amortization of fair value step-up for content 393 645 1,986 1,515 Amortization of capitalized interest for content 12 — 34 — Impairments and loss on dispositions 24 43 61 47 Adjusted EBITDA $ 2,969 $ 2,424 $ 7,729 $ 5,115 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTSIn October 2023, the Company repaid $600 million of aggregate principal amount outstanding of its term loan due April 2025. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ (417) | $ (2,308) | $ (2,726) | $ (5,270) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 shares | Sep. 30, 2023 shares | |
Trading Arrangements, by Individual | ||
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Bruce Campbell [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | Bruce Campbell, Chief Revenue and Strategy Officer, adopted a new Rule 10b5-1 trading arrangement on September 11, 2023. This trading arrangement has a termination date of March 3, 2025. Under the trading arrangement, up to an aggregate of 202,962 shares of common stock issuable upon the exercise of options expiring on March 1, 2025, are available to be sold by the broker upon reaching pricing targets defined in the trading arrangement. | |
Name | Bruce Campbell | |
Title | Chief Revenue and Strategy Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | September 11, 2023 | |
Arrangement Duration | 539 days | |
Aggregate Available | 202,962 | 202,962 |
Gunnar Wiedenfels [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | Gunnar Wiedenfels, Chief Financial Officer, adopted a new Rule 10b5-1 trading arrangement on September 12, 2023. This trading arrangement has a termination date of March 3, 2025. Under the trading arrangement, up to (i) 100,000 shares of common stock, (ii) 40,001 shares of common stock issuable upon the exercise of options expiring on May 22, 2024, and (iii) 50,741 shares of common stock issuable upon the exercise of options expiring on March 1, 2025, for an aggregate of 190,742 shares of common stock, are available to be sold by the broker upon reaching pricing targets defined in the trading arrangement. | |
Name | Gunnar Wiedenfels | |
Title | Chief Financial Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | September 12, 2023 | |
Arrangement Duration | 538 days | |
Aggregate Available | 190,742 | 190,742 |
Gunnar Wiedenfels Trading Arrangement, Common Stock [Member] | Gunnar Wiedenfels [Member] | ||
Trading Arrangements, by Individual | ||
Aggregate Available | 100,000 | 100,000 |
Gunnar Wiedenfels Trading Arrangement, Common Stock Issuable Upon Exercise Of Options Expiring On May 22, 2024 [Member] | Gunnar Wiedenfels [Member] | ||
Trading Arrangements, by Individual | ||
Aggregate Available | 40,001 | 40,001 |
Gunnar Wiedenfels Trading Arrangement, Common Stock Issuable Upon Exercise Of Options Expiring On March 1, 2025 [Member] | Gunnar Wiedenfels [Member] | ||
Trading Arrangements, by Individual | ||
Aggregate Available | 50,741 | 50,741 |
DESCRIPTION OF BUSINESS AND B_2
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its majority-owned subsidiaries in which a controlling interest is maintained, including variable interest entities (“VIE”) for which the Company is the primary beneficiary. Intercompany accounts and transactions between consolidated entities have been eliminated. |
Unaudited Interim Financial Statements | Unaudited Interim Financial Statements These consolidated financial statements are unaudited; however, in the opinion of management, they reflect all adjustments consisting only of normal recurring adjustments necessary to state fairly the financial position, results of operations and cash flows for the periods presented in conformity with U.S. GAAP applicable to interim periods. The results of operations for the interim periods presented are not necessarily indicative of results for the full year or future periods. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Form 10-K”). |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results may differ from these estimates. |
Accounting and Reporting Pronouncements Adopted | Accounting and Reporting Pronouncements Adopted Supplier Finance Programs In September 2022, the Financial Accounting Standards Board issued guidance updating the disclosure requirements for supplier finance program obligations. This guidance provides specific authoritative guidance for disclosure of supplier finance programs, including key terms of such programs, amounts outstanding, and where the obligations are presented in the statement of financial position. The guidance is effective for annual periods beginning after December 15, 2022, including interim periods, except for the disclosure of roll forward information, which is effective for annual periods beginning after December 15, 2023. Certain components of this guidance must be applied retrospectively, while others may be applied prospectively. The Company adopted the guidance effective January 1, 2023 and has provided the required disclosures in Note 14. |
Derivatives | In the normal course of business, the Company is exposed to foreign currency exchange rate market risk and interest rate fluctuations. As part of its risk management strategy, the Company uses derivative financial instruments, primarily foreign currency forward contracts, fixed-to-fixed currency swaps, total return swaps and interest rate swaps, to hedge certain foreign currency, market value and interest rate exposures. The Company’s objective is to reduce earnings volatility by offsetting gains and losses resulting from these exposures with losses and gains on the derivative contracts used to hedge them. The Company does not enter into or hold derivative financial instruments for speculative trading purposes. |
Fair Value Measurements | Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants. Assets and liabilities carried at fair value are classified in the following three categories: Level 1 – Quoted prices for identical instruments in active markets. Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 3 – Valuations derived from techniques in which one or more significant inputs are unobservable. |
Reportable Segments | The Company’s operating segments are determined based on: (i) financial information reviewed by its chief operating decision maker, the Chief Executive Officer (“CEO”), (ii) internal management and related reporting structure, and (iii) the basis upon which the CEO makes resource allocation decisions. The accounting policies of the reportable segments are the same as the Company’s, except that certain inter-segment transactions that are eliminated for consolidation are not eliminated at the segment level. Inter-segment transactions primarily include advertising and content licenses. The Company records inter-segment transactions of content licenses at the gross amount. The Company does not report assets by segment because it is not used to allocate resources or evaluate segment performance. The Company evaluates the operating performance of its operating segments based on financial measures such as revenues and Adjusted EBITDA. Adjusted EBITDA is defined as operating income excluding: • employee share-based compensation; • depreciation and amortization; • restructuring and facility consolidation; • certain impairment charges; • gains and losses on business and asset dispositions; • certain inter-segment eliminations; • third-party transaction and integration costs; • amortization of purchase accounting fair value step-up for content; • amortization of capitalized interest for content; and • other items impacting comparability. |
EQUITY AND EARNINGS PER SHARE (
EQUITY AND EARNINGS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity And Earnings Per Share [Abstract] | |
Schedule of Income Available to Warner Bros. Discovery Stockholders | The table below sets forth the Company’s calculated earnings per share (in millions). Earnings per share amounts may not recalculate due to rounding. Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net loss $ (407) $ (2,285) $ (2,687) $ (5,218) Less: Allocation of undistributed income to Series A-1 convertible preferred stock — — — (49) Net income attributable to noncontrolling interests (8) (21) (32) (44) Net income attributable to redeemable noncontrolling interests (2) (2) (7) (8) Net loss allocated to Warner Bros. Discovery, Inc. Series A common stockholders for basic and diluted net loss per share $ (417) $ (2,308) $ (2,726) $ (5,319) Denominator — weighted average: Common shares outstanding — basic and diluted 2,438 2,428 2,436 1,775 Basic net loss per share allocated to common stockholders $ (0.17) $ (0.95) $ (1.12) $ (3.00) Diluted net loss per share allocated to common stockholders $ (0.17) $ (0.95) $ (1.12) $ (3.00) |
Schedule of Weighted Average Basic And Diluted Shares Outstanding | The table below sets forth the Company’s calculated earnings per share (in millions). Earnings per share amounts may not recalculate due to rounding. Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net loss $ (407) $ (2,285) $ (2,687) $ (5,218) Less: Allocation of undistributed income to Series A-1 convertible preferred stock — — — (49) Net income attributable to noncontrolling interests (8) (21) (32) (44) Net income attributable to redeemable noncontrolling interests (2) (2) (7) (8) Net loss allocated to Warner Bros. Discovery, Inc. Series A common stockholders for basic and diluted net loss per share $ (417) $ (2,308) $ (2,726) $ (5,319) Denominator — weighted average: Common shares outstanding — basic and diluted 2,438 2,428 2,436 1,775 Basic net loss per share allocated to common stockholders $ (0.17) $ (0.95) $ (1.12) $ (3.00) Diluted net loss per share allocated to common stockholders $ (0.17) $ (0.95) $ (1.12) $ (3.00) |
Schedule of Basic And Diluted Earnings per Share | The table below sets forth the Company’s calculated earnings per share (in millions). Earnings per share amounts may not recalculate due to rounding. Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net loss $ (407) $ (2,285) $ (2,687) $ (5,218) Less: Allocation of undistributed income to Series A-1 convertible preferred stock — — — (49) Net income attributable to noncontrolling interests (8) (21) (32) (44) Net income attributable to redeemable noncontrolling interests (2) (2) (7) (8) Net loss allocated to Warner Bros. Discovery, Inc. Series A common stockholders for basic and diluted net loss per share $ (417) $ (2,308) $ (2,726) $ (5,319) Denominator — weighted average: Common shares outstanding — basic and diluted 2,438 2,428 2,436 1,775 Basic net loss per share allocated to common stockholders $ (0.17) $ (0.95) $ (1.12) $ (3.00) Diluted net loss per share allocated to common stockholders $ (0.17) $ (0.95) $ (1.12) $ (3.00) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The table below presents the details of share-based awards that were excluded from the calculation of diluted earnings per share (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Anti-dilutive share-based awards 73 59 68 48 |
ACQUISITIONS AND DISPOSITIONS (
ACQUISITIONS AND DISPOSITIONS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Components of the 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 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. (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 Recognized Identified 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 Measurement Period Final 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 | 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 Revenue and Earnings as Reported within the Consolidated Financial Statements and Pro Forma Information | The following table presents WM revenue and earnings as reported within the consolidated financial statements (in millions). Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Revenues: Distribution $ 3,730 $ 7,256 Advertising 761 1,924 Content 3,147 5,982 Other 245 453 Total revenues 7,883 15,615 Inter-segment eliminations (699) (1,539) Net revenues $ 7,184 $ 14,076 Net loss available to Warner Bros. Discovery, Inc. $ (2,135) $ (5,155) Nine Months Ended September 30, 2022 Revenues $ 32,087 Net loss available to Warner Bros. Discovery, Inc. (3,951) |
RESTRUCTURING AND OTHER CHARG_2
RESTRUCTURING AND OTHER CHARGES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Other Charges by Reportable Segment | Restructuring and other charges by reportable segments and corporate and inter-segment eliminations were as follows (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Studios $ 134 $ 562 $ 220 $ 762 Networks 48 354 161 666 DTC 34 517 61 992 Corporate and inter-segment eliminations 53 88 68 139 Total restructuring and other charges $ 269 $ 1,521 $ 510 $ 2,559 |
Schedule of Changes in Restructuring Liabilities Recorded in Accrued Liabilities and Other Noncurrent Liabilities | Changes in restructuring liabilities recorded in accrued liabilities and other noncurrent liabilities by major category and by reportable segment and corporate and inter-segment eliminations were as follows (in millions). Studios Networks DTC Corporate and Inter-Segment Eliminations Total December 31, 2022 $ 156 $ 361 $ 188 $ 159 $ 864 Contract termination accruals, net 41 15 2 16 74 Employee termination accruals, net 42 138 51 53 284 Other accruals — 2 — — 2 Cash paid (132) (300) (150) (128) (710) September 30, 2023 $ 107 $ 216 $ 91 $ 100 $ 514 |
REVENUES (Tables)
REVENUES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents the Company’s revenues disaggregated by revenue source (in millions). Three Months Ended September 30, 2023 Studios Networks DTC Corporate and Inter-segment Eliminations Total Revenues: Distribution $ 13 $ 2,833 $ 2,179 $ 1 $ 5,026 Advertising 4 1,709 138 (55) 1,796 Content 3,000 215 120 (495) 2,840 Other 209 111 1 (4) 317 Total $ 3,226 $ 4,868 $ 2,438 $ (553) $ 9,979 Three Months Ended September 30, 2022 Studios Networks DTC Corporate and Inter-segment Eliminations Total Revenues: Distribution $ 4 $ 2,924 $ 2,062 $ — $ 4,990 Advertising 8 1,944 106 (16) 2,042 Content 2,884 277 145 (775) 2,531 Other 192 69 4 (5) 260 Total $ 3,088 $ 5,214 $ 2,317 $ (796) $ 9,823 Nine Months Ended September 30, 2023 Studios Networks DTC Corporate and Inter-segment Eliminations Total Revenues: Distribution $ 19 $ 8,769 $ 6,536 $ — $ 15,324 Advertising 11 6,394 362 (154) 6,613 Content 8,425 744 715 (1,644) 8,240 Other 564 300 12 (16) 860 Total $ 9,019 $ 16,207 $ 7,625 $ (1,814) $ 31,037 Nine Months Ended September 30, 2022 Studios Networks DTC Corporate and Inter-segment Eliminations Total Revenues: Distribution $ 8 $ 6,885 $ 4,287 $ — $ 11,180 Advertising 18 5,998 248 (25) 6,239 Content 5,525 813 279 (1,699) 4,918 Other 338 133 9 (8) 472 Total $ 5,889 $ 13,829 $ 4,823 $ (1,732) $ 22,809 |
Schedule of Contract Liabilities | The following table presents contract liabilities on the consolidated balance sheets (in millions). Category Balance Sheet Location September 30, 2023 December 31, 2022 Contract liabilities Deferred revenues $ 1,917 $ 1,694 Contract liabilities Other noncurrent liabilities 142 361 |
Schedule of Remaining Performance Obligations by Contract Type | The following table presents a summary of remaining performance obligations by contract type (in millions). Contract Type September 30, 2023 Duration Distribution - fixed price or minimum guarantee $ 3,620 Through 2031 Content licensing and sports sublicensing 5,792 Through 2030 Brand licensing 2,279 Through 2043 Advertising 817 Through 2027 Total $ 12,508 |
SALES OF RECEIVABLES (Tables)
SALES OF RECEIVABLES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Receivables [Abstract] | |
Schedule of Receivables Sold | The following table presents a summary of receivables sold (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Gross receivables sold/cash proceeds received $ 3,381 $ 3,283 $ 9,797 $ 6,488 Collections reinvested under revolving agreement (3,487) (3,792) (9,974) (7,297) Net cash proceeds remitted (a) $ (106) $ (509) $ (177) $ (809) Net receivables sold $ 3,352 $ 3,272 $ 9,656 $ 6,470 Obligations recorded (Level 3) $ 114 $ 129 $ 374 $ 227 (a) Includes the collection on receivables sold but not remitted of $238 million and $236 million as of September 30, 2023 and 2022, respectively. |
Schedule of Amounts Transferred or Pledged | The following table presents a summary of the amounts transferred or pledged (in millions). September 30, 2023 December 31, 2022 Gross receivables pledged as collateral $ 2,892 $ 3,468 Restricted cash pledged as collateral $ — $ 150 Balance sheet classification: Receivables, net $ 2,629 $ 3,015 Prepaid expenses and other current assets $ — $ 150 Other noncurrent assets $ 263 $ 453 |
CONTENT RIGHTS (Tables)
CONTENT RIGHTS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Components of Content Rights | The table below presents the components of content rights (in millions). September 30, 2023 Predominantly Monetized Individually Predominantly Monetized as a Group Total Theatrical film production costs: Released, less amortization $ 2,867 $ — $ 2,867 Completed and not released 555 — 555 In production and other 1,188 — 1,188 Television production costs: Released, less amortization 1,590 5,834 7,424 Completed and not released 354 720 1,074 In production and other 425 2,653 3,078 Total theatrical film and television production costs $ 6,979 $ 9,207 $ 16,186 Licensed content and advances, net 4,499 Live programming and advances, net 2,038 Game development costs, less amortization 630 Total film and television content rights and games 23,353 Less: Current content rights and prepaid license fees, net (899) Total noncurrent film and television content rights and games $ 22,454 December 31, 2022 Predominantly Monetized Individually Predominantly Monetized as a Group Total Theatrical film production costs: Released, less amortization $ 3,544 $ — $ 3,544 Completed and not released 507 — 507 In production and other 1,795 — 1,795 Television production costs: Released, less amortization 2,200 6,143 8,343 Completed and not released 939 401 1,340 In production and other 457 3,386 3,843 Total theatrical film and television production costs $ 9,442 $ 9,930 $ 19,372 Licensed content and advances, net 4,961 Live programming and advances, net 2,214 Game development costs, less amortization 650 Total film and television content rights and games 27,197 Less: Current content rights and prepaid license fees, net (545) Total noncurrent film and television content rights and games $ 26,652 |
Schedule of Content Amortization | Content amortization consisted of the following (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Predominately monetized individually $ 631 $ 1,357 $ 3,193 $ 3,534 Predominately monetized as a group 2,364 2,584 9,039 6,492 Total content amortization $ 2,995 $ 3,941 $ 12,232 $ 10,026 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Investments [Abstract] | |
Schedule of Investments Recorded in Other Noncurrent Liabilities | The Company’s equity investments consisted of the following, net of investments recorded in other noncurrent liabilities (in millions). Category Balance Sheet Location Ownership September 30, 2023 December 31, 2022 Equity method investments: The Chernin Group (TCG) 2.0-A, LP Other noncurrent assets 44% $ 274 $ 313 nC+ Other noncurrent assets 32% 125 135 TNT Sports Other noncurrent assets 50% 102 96 Other Other noncurrent assets 470 518 Total equity method investments 971 1,062 Investments with readily determinable fair values Other noncurrent assets 41 28 Investments without readily determinable fair values Other noncurrent assets (a) 434 498 Total investments $ 1,446 $ 1,588 (a) Investments without readily determinable fair values included $17 million as of September 30, 2023 and $10 million as of December 31, 2022 that were included in prepaid expenses and other current assets. |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Components of Outstanding Debt | The table below presents the components of outstanding debt (in millions). Weighted-Average September 30, 2023 December 31, 2022 Term loans with maturities of 3 years or less 6.82 % $ 1,150 $ 4,000 Floating rate senior notes with maturities of 5 years or less 7.00 % 40 500 Senior notes with maturities of 5 years or less 4.00 % 13,646 12,759 Senior notes with maturities between 5 and 10 years 4.28 % 8,607 10,373 Senior notes with maturities greater than 10 years 5.11 % 21,644 21,644 Total debt 45,087 49,276 Unamortized discount, premium, debt issuance costs, and fair value adjustments for acquisition accounting, net (287) (277) Debt, net of unamortized discount, premium, debt issuance costs, and fair value adjustments for acquisition accounting 44,800 48,999 Current portion of debt (1,302) (365) Noncurrent portion of debt $ 43,498 $ 48,634 |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table summarizes the impact of derivative financial instruments on the Company’s consolidated balance sheets (in millions). There were no amounts eligible to be offset under master netting agreements as of September 30, 2023 and December 31, 2022. The fair value of the Company’s derivative financial instruments was determined using a market-based approach (Level 2). September 30, 2023 December 31, 2022 Fair Value Fair Value Notional Prepaid expenses and other current assets Other non- Accounts payable and accrued liabilities Other non- Notional Prepaid expenses and other current assets Other non- Accounts payable and accrued liabilities Other non- Cash flow hedges: Foreign exchange $ 1,653 $ 69 $ 27 $ 33 $ 9 $ 1,382 $ 49 $ 35 $ 42 $ 25 Cross-currency swaps — — — — — 482 3 58 — — Net investment hedges: (a) Cross-currency swaps 1,700 21 7 8 43 1,778 20 12 — 73 Fair value hedges: Interest rate swaps 1,500 3 — — 6 — — — — — No hedging designation: Foreign exchange 1,017 3 1 2 97 976 5 1 3 96 Cross-currency swaps — — — — — 139 3 — — 3 Interest rate swaps 6,000 66 14 — — — — — — — Total return swaps 388 — — 17 — 291 — — 13 — Total $ 162 $ 49 $ 60 $ 155 $ 80 $ 106 $ 58 $ 197 (a) Excludes €164 million of euro-denominated notes ($174 million equivalent at December 31, 2022) designated as a net investment hedge and £400 million of sterling notes ($487 million equivalent at September 30, 2023) designated as a net investment hedge. (See Note 9.) |
Schedule of Pre-Tax Impact of Derivatives Designated as Cash Flow Hedges | The following table presents the pre-tax impact of derivatives designated as cash flow hedges on income and other comprehensive loss (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Gains (losses) recognized in accumulated other comprehensive loss: Foreign exchange - derivative adjustments $ 15 $ 30 $ 35 $ 10 Gains (losses) reclassified into income from accumulated other comprehensive loss: Foreign exchange - distribution revenue (3) (2) (5) — Foreign exchange - advertising revenue — — — 1 Foreign exchange - costs of revenues 12 8 3 27 Foreign exchange - other (expense) income, net — — 18 — Interest rate - interest expense, net (1) — — (1) Interest rate - other (expense) income, net 1 — 1 — |
Schedule of Pre-Tax Impact of Derivatives Designated as Net Investment Hedges on Other Comprehensive Loss | The following table presents the pre-tax impact of derivatives designated as net investment hedges on other comprehensive loss (in millions). Other than amounts excluded from effectiveness testing, there were no other material gains (losses) reclassified from accumulated other comprehensive loss to income during the three and nine months ended September 30, 2023 and 2022. Three Months Ended September 30, Amount of gain (loss) recognized in AOCI Location of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) Amount of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) 2023 2022 2023 2022 Cross currency swaps $ 5 $ (63) Interest expense, net $ 7 $ 5 Euro-denominated notes (foreign denominated debt) (2) 13 N/A — — Sterling notes (foreign denominated debt) 17 58 N/A — — Total $ 20 $ 8 $ 7 $ 5 Nine Months Ended September 30, Amount of gain (loss) recognized in AOCI Location of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) Amount of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) 2023 2022 2023 2022 Cross currency swaps $ 30 $ 8 Interest expense, net $ 18 $ 27 Euro-denominated notes (foreign denominated debt) 3 19 N/A — — Sterling notes (foreign denominated debt) 11 112 N/A — — Total $ 44 $ 139 $ 18 $ 27 |
Schedule of Fair Value Hedge Adjustments to Hedged Borrowings | The following table presents fair value hedge adjustments to hedged borrowings (in millions). Carrying Amount of Cumulative Amount of Fair Value Hedging Adjustments Included in Hedged Borrowings Balance Sheet Location September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022 Noncurrent portion of debt $ 1,497 $ — $ (3) $ — The following table presents the pretax impact of derivatives designated as fair value hedges on income, including offsetting changes in fair value of the hedged items (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Gain (loss) on changes in fair value of hedged fixed rate debt (1) $ 4 $ — $ 3 $ — (Loss) gain on changes in the fair value of derivative contracts (1) (4) — (3) — Total in interest expense, net $ — $ — $ — $ — (1) Accrued interest expense related to the hedged debt and derivative contracts is excluded from the amounts above and was not material as of September 30, 2023. |
Schedule of Pre-Tax Impact of Items Not Designated as Hedges | The following table presents the pretax gains (losses) on derivatives not designated as hedges and recognized in selling, general and administrative expense and other (expense) income, net in the consolidated statements of operations (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Interest rate swaps $ 18 $ — $ 80 $ — Total return swaps (19) — 12 — Total in selling, general and administrative expense (1) — 92 — Interest rate swaps (1) — (1) 512 Cross-currency swaps — 5 1 12 Foreign exchange derivatives (1) (24) 1 (70) Total in other (expense) income, net (2) (19) 1 454 Total $ (3) $ (19) $ 93 $ 454 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | The tables below present assets and liabilities measured at fair value on a recurring basis (in millions). September 30, 2023 Category Balance Sheet Location Level 1 Level 2 Level 3 Total Assets Cash equivalents: Time deposits Cash and cash equivalents $ — $ 99 $ — $ 99 Equity securities: Money market fund Cash and cash equivalents 4 — — 4 Mutual funds Prepaid expenses and other current assets 31 — — 31 Company-owned life insurance contracts Prepaid expenses and other current assets — 2 — 2 Mutual funds Other noncurrent assets 229 — — 229 Company-owned life insurance contracts Other noncurrent assets — 95 — 95 Total $ 264 $ 196 $ — $ 460 Liabilities Deferred compensation plan Accrued liabilities $ 59 $ — $ — $ 59 Deferred compensation plan Other noncurrent liabilities 579 — — 579 Total $ 638 $ — $ — $ 638 December 31, 2022 Category Balance Sheet Location Level 1 Level 2 Level 3 Total Assets Cash equivalents: Time deposits Cash and cash equivalents $ — $ 50 $ — $ 50 Equity securities: Money market funds Cash and cash equivalents 20 — — 20 Mutual funds Prepaid expenses and other current assets 14 — — 14 Company-owned life insurance contracts Prepaid expenses and other current assets — 1 — 1 Mutual funds Other noncurrent assets 243 — — 243 Company-owned life insurance contracts Other noncurrent assets — 94 — 94 Time deposits Other noncurrent assets — 8 — 8 Total $ 277 $ 153 $ — $ 430 Liabilities Deferred compensation plan Accrued liabilities $ 73 $ — $ — $ 73 Deferred compensation plan Other noncurrent liabilities 590 — — 590 Total $ 663 $ — $ — $ 663 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Awards Granted | The table below presents awards granted (in millions, except weighted-average grant price). Nine Months Ended September 30, 2023 Awards Weighted-Average Grant Price Awards granted: PRSUs 4.0 $ 15.41 RSUs 28.5 $ 14.89 Stock options 2.2 $ 15.02 |
Schedule of Unrecognized Compensation Cost Related to Non-Vested Share-Based Awards and Weighted-Average Amortization Period | The table below presents unrecognized compensation cost related to non-vested share-based awards and the weighted-average amortization period over which these expenses will be recognized as of September 30, 2023 (in millions, except years). Unrecognized Compensation Cost Weighted-Average Amortization Period PRSUs $ 37 1.6 RSUs 576 2.1 Stock options 128 2.7 Total unrecognized compensation cost $ 741 |
SUPPLEMENTAL DISCLOSURES (Table
SUPPLEMENTAL DISCLOSURES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Other (Expense) Income, Net | Other (expense) income, net, consisted of the following (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Foreign currency losses, net $ (83) $ (36) $ (180) $ (106) (Losses) gains on derivative instruments, net (2) (19) 1 454 Change in the value of investments with readily determinable fair value — (16) 21 (106) Gain on sale of equity method investments — 8 — 141 Change in fair value of equity investments without readily determinable fair value (2) — (73) — Interest income 43 20 128 39 Other (loss) income, net (19) 15 (6) (11) Total other (expense) income, net $ (63) $ (28) $ (109) $ 411 |
Schedule of Supplemental Cash Flow Information | Supplemental Cash Flow Information Nine Months Ended September 30, 2023 2022 Cash paid for taxes, net $ 1,191 $ 859 Cash paid for interest, net 2,065 1,305 Non-cash investing and financing activities: Non-cash consideration related to the sale of the Ranch Lot 175 — Non-cash consideration related to the purchase of the Burbank Studios Lot 175 — Equity issued for the acquisition of WarnerMedia — 42,309 Non-cash consideration related to the sale of The CW Network — 126 Accrued consideration for the joint venture with BT — 82 Non-cash consideration transferred related to transaction agreements with JCOM 68 — Non-cash consideration paid related to transaction agreements with JCOM 2 — Accrued purchases of property and equipment 33 29 Assets acquired under finance lease and other arrangements 94 40 |
Schedule of Cash and Cash Equivalents | Cash, Cash Equivalents, and Restricted Cash September 30, 2023 December 31, 2022 Cash and cash equivalents $ 2,383 $ 3,731 Restricted cash - recorded in prepaid expenses and other current assets (1) 47 199 Total cash, cash equivalents, and restricted cash $ 2,430 $ 3,930 (1) Restricted cash primarily includes cash posted as collateral related to the Company’s revolving receivables and hedging programs. (See Note 6 and Note 10.) |
Schedule of Restrictions on Cash and Cash Equivalents | Cash, Cash Equivalents, and Restricted Cash September 30, 2023 December 31, 2022 Cash and cash equivalents $ 2,383 $ 3,731 Restricted cash - recorded in prepaid expenses and other current assets (1) 47 199 Total cash, cash equivalents, and restricted cash $ 2,430 $ 3,930 (1) Restricted cash primarily includes cash posted as collateral related to the Company’s revolving receivables and hedging programs. (See Note 6 and Note 10.) |
Schedule of Accumulated Other Comprehensive Loss | The table below presents the changes in the components of accumulated other comprehensive loss, net of taxes (in millions). Three Months Ended September 30, 2023 Currency Translation Derivatives Pension Plan and SERP Liability Accumulated Beginning balance $ (1,012) $ 22 $ (52) $ (1,042) Other comprehensive income (loss) before reclassifications (393) 15 (1) (379) Reclassifications from accumulated other comprehensive loss to net income — (6) — (6) Other comprehensive income (loss) (393) 9 (1) (385) Ending balance $ (1,405) $ 31 $ (53) $ (1,427) Three Months Ended September 30, 2022 Currency Translation Derivatives Pension Plan and SERP Liability Accumulated Beginning balance $ (1,432) $ (8) $ (13) $ (1,453) Other comprehensive income (loss) before reclassifications (690) 28 — (662) Reclassifications from accumulated other comprehensive loss to net income — (4) — (4) Other comprehensive income (loss) (690) 24 — (666) Ending balance $ (2,122) $ 16 $ (13) $ (2,119) Nine Months Ended September 30, 2023 Currency Translation Derivatives Pension Plan and SERP Liability Accumulated Other Comprehensive Loss Beginning balance $ (1,498) $ 14 $ (39) $ (1,523) Other comprehensive income (loss) before reclassifications 93 29 (14) 108 Reclassifications from accumulated other comprehensive loss to net income — (12) — (12) Other comprehensive income (loss) 93 17 (14) 96 Ending balance $ (1,405) $ 31 $ (53) $ (1,427) Nine Months Ended September 30, 2022 Currency Translation Derivatives Pension Plan and SERP Liability Accumulated Other Comprehensive Loss Beginning balance $ (845) $ 28 $ (13) $ (830) Other comprehensive income (loss) before reclassifications (1,275) 9 — (1,266) Reclassifications from accumulated other comprehensive loss to net income (2) (21) — (23) Other comprehensive income (loss) (1,277) (12) — (1,289) Ending balance $ (2,122) $ 16 $ (13) $ (2,119) |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Transactions with Related Parties and Amount Due from/to Related Parties | The table below presents a summary of the transactions with related parties (in millions). Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Revenues and service charges: Liberty Group $ 469 $ 549 $ 1,443 $ 1,242 Equity method investees 161 111 560 348 Other 63 48 157 237 Total revenues and service charges $ 693 $ 708 $ 2,160 $ 1,827 Expenses $ 79 $ 72 $ 271 $ 314 Distributions to noncontrolling interests and redeemable noncontrolling interests $ 13 $ 22 $ 282 $ 286 The table below presents receivables due from and payables due to related parties (in millions). September 30, 2023 December 31, 2022 Receivables $ 346 $ 338 Payables $ 21 $ 38 |
REPORTABLE SEGMENTS (Tables)
REPORTABLE SEGMENTS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Reportable Segments and Inter-Segment Eliminations | The tables below present summarized financial information for each of the Company’s reportable segments and inter-segment eliminations (in millions). Revenues Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Studios $ 3,226 $ 3,088 $ 9,019 $ 5,889 Networks 4,868 5,214 16,207 13,829 DTC 2,438 2,317 7,625 4,823 Corporate (2) (11) (3) 2 Inter-segment eliminations (551) (785) (1,811) (1,734) Total revenues $ 9,979 $ 9,823 $ 31,037 $ 22,809 |
Schedule Of Adjusted EBITDA By Segment | Adjusted EBITDA Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Studios $ 727 $ 762 $ 1,640 $ 1,004 Networks 2,396 2,630 6,855 6,247 DTC 111 (634) 158 (1,379) Corporate (328) (340) (928) (749) Inter-segment eliminations 63 6 4 (8) Adjusted EBITDA $ 2,969 $ 2,424 $ 7,729 $ 5,115 |
Schedule of Reconciliation of Net Loss Available to Warner Bros. Discovery, Inc. to Adjusted EBITDA | Reconciliation of Net Loss available to Warner Bros. Discovery, Inc. to Adjusted EBITDA Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Net loss available to Warner Bros. Discovery, Inc. $ (417) $ (2,308) $ (2,726) $ (5,270) Net income attributable to redeemable noncontrolling interests 2 2 7 8 Net income attributable to noncontrolling interests 8 21 32 44 Income tax benefit (125) (566) (563) (1,201) Loss before income taxes (532) (2,851) (3,250) (6,419) Other expense (income), net 63 28 109 (411) Loss from equity investees, net 14 78 73 135 Gain on extinguishment of debt (22) — (17) — Interest expense, net 574 555 1,719 1,219 Operating income (loss) 97 (2,190) (1,366) (5,476) Depreciation and amortization 1,989 2,233 5,961 5,024 Employee share-based compensation 140 113 381 317 Restructuring and other charges 269 1,521 510 2,559 Transaction and integration costs 31 59 125 1,129 Facility consolidation costs 14 — 37 — Amortization of fair value step-up for content 393 645 1,986 1,515 Amortization of capitalized interest for content 12 — 34 — Impairments and loss on dispositions 24 43 61 47 Adjusted EBITDA $ 2,969 $ 2,424 $ 7,729 $ 5,115 |
DESCRIPTION OF BUSINESS AND B_3
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Apr. 08, 2022 | Apr. 07, 2022 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Business Acquisition [Line Items] | |||||
Cash acquired from business acquisition and working capital settlement | $ 0 | $ 3,609 | |||
WarnerMedia | |||||
Business Acquisition [Line Items] | |||||
Total consideration paid | $ 42,376 | ||||
Cash acquired from business acquisition and working capital settlement | $ 1,200 | ||||
Percentage of voting interests acquired | 29% | ||||
WarnerMedia | WarnerMedia | |||||
Business Acquisition [Line Items] | |||||
Total consideration paid | $ 42,400 | ||||
WarnerMedia | AT&T | |||||
Business Acquisition [Line Items] | |||||
Percentage of voting interests acquired | 71% | ||||
WarnerMedia | AT&T | |||||
Business Acquisition [Line Items] | |||||
Total consideration paid | $ 40,500 |
EQUITY AND EARNINGS PER SHARE -
EQUITY AND EARNINGS PER SHARE - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Apr. 08, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Class of Stock [Line Items] | ||||||
Selling, general and administrative | $ 2,291 | $ 2,589 | $ 7,241 | $ 7,167 | ||
WarnerMedia | ||||||
Class of Stock [Line Items] | ||||||
Equity interest issued or issuable (in shares) | 1,732,000,000 | |||||
Series A Common Stock, par value $0.01 per share | WarnerMedia | ||||||
Class of Stock [Line Items] | ||||||
Equity interest issued or issuable (in shares) | 1,700,000,000 | |||||
Series A Common Stock, par value $0.01 per share | AT&T | WarnerMedia | ||||||
Class of Stock [Line Items] | ||||||
Entity shares issued per acquiree share | 1 | |||||
Series B Common Stock | AT&T | WarnerMedia | ||||||
Class of Stock [Line Items] | ||||||
Entity shares issued per acquiree share | 1 | |||||
Series C Common Stock | AT&T | WarnerMedia | ||||||
Class of Stock [Line Items] | ||||||
Entity shares issued per acquiree share | 1 | |||||
Series A-1 Convertible Preferred Stock | WarnerMedia | ||||||
Class of Stock [Line Items] | ||||||
Selling, general and administrative | $ 789 | $ 789 | ||||
Series A-1 Convertible Preferred Stock | AT&T | WarnerMedia | ||||||
Class of Stock [Line Items] | ||||||
Entity shares issued per acquiree share | 13.1135 | |||||
Series C-1 Convertible Preferred Stock | AT&T | WarnerMedia | ||||||
Class of Stock [Line Items] | ||||||
Entity shares issued per acquiree share | 19.3648 |
EQUITY AND EARNINGS PER SHARE_2
EQUITY AND EARNINGS PER SHARE - Schedule of Calculated Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Numerator: | ||||
Net loss | $ (407) | $ (2,285) | $ (2,687) | $ (5,218) |
Less: | ||||
Allocation of undistributed income to Series A-1 convertible preferred stock | 0 | 0 | 0 | (49) |
Net income attributable to noncontrolling interests | (8) | (21) | (32) | (44) |
Net income attributable to redeemable noncontrolling interests | (2) | (2) | (7) | (8) |
Net loss allocated to Warner Bros. Discovery, Inc. Series A common stockholders for basic and diluted net loss per share | $ (417) | $ (2,308) | $ (2,726) | $ (5,319) |
Denominator — weighted average: | ||||
Common shares outstanding — basic (in shares) | 2,438 | 2,428 | 2,436 | 1,775 |
Common shares outstanding — diluted (in shares) | 2,438 | 2,428 | 2,436 | 1,775 |
Basic net loss per share allocated to common stockholders (in dollars per share) | $ (0.17) | $ (0.95) | $ (1.12) | $ (3) |
Diluted net loss per share allocated to common stockholders (in dollars per share) | $ (0.17) | $ (0.95) | $ (1.12) | $ (3) |
EQUITY AND EARNINGS PER SHARE_3
EQUITY AND EARNINGS PER SHARE - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Anti-dilutive share-based awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive share-based awards | 73 | 59 | 68 | 48 |
ACQUISITIONS AND DISPOSITIONS -
ACQUISITIONS AND DISPOSITIONS - Acquisitions (Narrative) (Details) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Apr. 08, 2022 USD ($) countryAndTerritory | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | |
Business Acquisition [Line Items] | |||||||
Number of countries and territories available | countryAndTerritory | 220 | ||||||
Cash acquired from business acquisition and working capital settlement | $ 0 | $ 3,609 | |||||
Transaction and integration costs | $ 31 | $ 59 | 125 | 1,129 | |||
Selling, general and administrative | 2,291 | 2,589 | 7,241 | 7,167 | |||
WarnerMedia | |||||||
Business Acquisition [Line Items] | |||||||
Cash acquired from business acquisition and working capital settlement | 1,200 | ||||||
Impact of measurement period adjustments | $ 368 | ||||||
Transaction and integration costs | $ 31 | $ 59 | $ 125 | $ 340 | |||
WarnerMedia | Series A-1 Convertible Preferred Stock | |||||||
Business Acquisition [Line Items] | |||||||
Selling, general and administrative | $ 789 | $ 789 | |||||
WarnerMedia | Studios | |||||||
Business Acquisition [Line Items] | |||||||
Acquisitions | 9,308 | ||||||
WarnerMedia | Networks | |||||||
Business Acquisition [Line Items] | |||||||
Acquisitions | 7,074 | ||||||
WarnerMedia | DTC | |||||||
Business Acquisition [Line Items] | |||||||
Acquisitions | $ 5,727 |
ACQUISITIONS AND DISPOSITIONS_2
ACQUISITIONS AND DISPOSITIONS - Schedule of Components of the Aggregate Purchase Consideration (Details) - WarnerMedia $ / shares in Units, shares in Millions | Apr. 08, 2022 USD ($) day $ / shares shares |
Business Acquisition [Line Items] | |
Fair value of WBD common stock issued to AT&T shareholders | $ 42,309,000,000 |
Fair value of share-based compensation awards attributable to pre-combination services | 94,000,000 |
Settlement of preexisting relationships | (27,000,000) |
Purchase consideration | $ 42,376,000,000 |
Equity interest issued or issuable (in shares) | shares | 1,732 |
Business acquisition, share price (in dollars per share) | $ / shares | $ 24.43 |
Percentage of voting interests acquired | 29% |
Number of trading days | day | 10 |
Gain (loss) recognized upon settlement | $ 0 |
AT&T | |
Business Acquisition [Line Items] | |
Percentage of voting interests acquired | 71% |
ACQUISITIONS AND DISPOSITIONS_3
ACQUISITIONS AND DISPOSITIONS - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Apr. 08, 2022 | Mar. 31, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | ||||
Goodwill | $ 34,727 | $ 34,438 | ||
Intangible assets | $ 44,989 | |||
WarnerMedia | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | ||||
Cash | 2,409 | |||
Accounts receivable | 4,164 | |||
Other current assets | 4,486 | |||
Film and television content rights and games | 28,385 | |||
Property and equipment | 4,273 | |||
Goodwill | 22,109 | |||
Intangible assets | 44,989 | |||
Other noncurrent assets | 5,489 | |||
Current liabilities | (10,532) | |||
Debt assumed | (41,680) | $ (1,200) | ||
Deferred income taxes | (12,772) | |||
Other noncurrent liabilities | (8,944) | |||
Total consideration paid | 42,376 | |||
Measurement Period Adjustments | ||||
Cash | $ (10) | |||
Accounts receivable | (60) | |||
Other current assets | (133) | |||
Film and television content rights and games | (344) | |||
Property and equipment | 13 | |||
Goodwill | 596 | |||
Intangible assets | 100 | |||
Other noncurrent assets | 283 | |||
Current liabilities | 12 | |||
Debt assumed | (9) | |||
Deferred income taxes | 492 | |||
Other noncurrent liabilities | (940) | |||
Total consideration paid | $ 0 | |||
WarnerMedia | Preliminary | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | ||||
Cash | 2,419 | |||
Accounts receivable | 4,224 | |||
Other current assets | 4,619 | |||
Film and television content rights and games | 28,729 | |||
Property and equipment | 4,260 | |||
Goodwill | 21,513 | |||
Intangible assets | 44,889 | |||
Other noncurrent assets | 5,206 | |||
Current liabilities | (10,544) | |||
Debt assumed | (41,671) | |||
Deferred income taxes | (13,264) | |||
Other noncurrent liabilities | (8,004) | |||
Total consideration paid | $ 42,376 |
ACQUISITIONS AND DISPOSITIONS_4
ACQUISITIONS AND DISPOSITIONS - Schedule of Intangible Assets Acquired, Exclusive of Content Assets, and Weighted Average Useful Life (Details) $ in Millions | Apr. 08, 2022 USD ($) |
Business Acquisition [Line Items] | |
Fair Value | $ 44,989 |
Trade names | |
Business Acquisition [Line Items] | |
Fair Value | $ 21,084 |
Weighted Average Useful Life in Years | 34 years |
Affiliate, advertising and subscriber relationships | |
Business Acquisition [Line Items] | |
Fair Value | $ 14,800 |
Weighted Average Useful Life in Years | 6 years |
Franchises | |
Business Acquisition [Line Items] | |
Fair Value | $ 7,900 |
Weighted Average Useful Life in Years | 35 years |
Other intangible assets | |
Business Acquisition [Line Items] | |
Fair Value | $ 1,205 |
ACQUISITIONS AND DISPOSITIONS_5
ACQUISITIONS AND DISPOSITIONS - Schedule of Revenue and Earnings as Reported within the Consolidated Financial Statements (Details) - WarnerMedia - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2022 | Sep. 30, 2022 | |
Business Acquisition [Line Items] | ||
Revenues | $ 7,184 | $ 14,076 |
Net loss available to Warner Bros. Discovery, Inc. | (2,135) | (5,155) |
Operating Segments | ||
Business Acquisition [Line Items] | ||
Revenues | 7,883 | 15,615 |
Inter-segment eliminations | ||
Business Acquisition [Line Items] | ||
Revenues | (699) | (1,539) |
Distribution | Operating Segments | ||
Business Acquisition [Line Items] | ||
Revenues | 3,730 | 7,256 |
Advertising | Operating Segments | ||
Business Acquisition [Line Items] | ||
Revenues | 761 | 1,924 |
Content | Operating Segments | ||
Business Acquisition [Line Items] | ||
Revenues | 3,147 | 5,982 |
Other | Operating Segments | ||
Business Acquisition [Line Items] | ||
Revenues | $ 245 | $ 453 |
ACQUISITIONS AND DISPOSITIONS_6
ACQUISITIONS AND DISPOSITIONS - Schedule of Pro Forma Information (Details) - WarnerMedia $ in Millions | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Business Acquisition [Line Items] | |
Revenues | $ 32,087 |
Net loss available to Warner Bros. Discovery, Inc. | $ (3,951) |
ACQUISITIONS AND DISPOSITIONS_7
ACQUISITIONS AND DISPOSITIONS - Dispositions (Narrative) (Details) | 1 Months Ended | 2 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2022 USD ($) | Apr. 30, 2022 USD ($) | Oct. 31, 2023 network | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Aug. 31, 2023 network | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Number of regional sports networks | network | 3 | |||||||
Gain on sale of equity method investments | $ 0 | $ 8,000,000 | $ 0 | $ 141,000,000 | ||||
Subsequent Event | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Number of regional sports networks sold | network | 2 | |||||||
Discontinued Operations, Disposed of by Sale | The C W Network L L C | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Minority interest sale price | $ 0 | |||||||
Discontinued Operations, Disposed of by Sale | Discovery Education | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Minority interest sale price | $ 138,000,000 | |||||||
Gain on sale of equity method investments | $ 133,000,000 | |||||||
Discontinued Operations, Disposed of by Sale | The C W Network L L C | The C W Network L L C | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Equity method investment, ownership percentage | 75% | 75% | 75% | |||||
Ownership interest retained | 12.50% |
RESTRUCTURING AND OTHER CHARG_3
RESTRUCTURING AND OTHER CHARGES - Schedule of Restructuring and Other Charges by Reportable Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | $ 269 | $ 1,521 | $ 510 | $ 2,559 |
Operating Segments | Studios | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 134 | 562 | 220 | 762 |
Operating Segments | Networks | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 48 | 354 | 161 | 666 |
Operating Segments | DTC | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 34 | 517 | 61 | 992 |
Corporate and Inter-Segment Eliminations | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | $ 53 | $ 88 | $ 68 | $ 139 |
RESTRUCTURING AND OTHER CHARG_4
RESTRUCTURING AND OTHER CHARGES - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | $ 269 | $ 1,521 | $ 510 | $ 2,559 |
Content Impairment | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 891 | 123 | 1,392 | |
Content Development Costs and Write Offs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 112 | 377 | 123 | 706 |
Contract Terminations And Facility Consolidation Activities | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 31 | 102 | ||
Organization Restructuring Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 125 | 238 | 284 | 446 |
Other Restructuring | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | $ 1 | $ 1 | ||
Contract Termination | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | $ 15 | $ 15 |
RESTRUCTURING AND OTHER CHARG_5
RESTRUCTURING AND OTHER CHARGES - Schedule of Changes in Restructuring Liabilities Recorded in Accrued Liabilities and Other Noncurrent Liabilities (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Restructuring Reserve | |
Beginning balance | $ 864 |
Other accruals | 2 |
Cash paid | (710) |
Ending balance | 514 |
Contract termination accruals, net | |
Restructuring Reserve | |
Restructuring reserve, accrual adjustment | 74 |
Employee termination accruals, net | |
Restructuring Reserve | |
Restructuring reserve, accrual adjustment | 284 |
Corporate and Inter-Segment Eliminations | |
Restructuring Reserve | |
Beginning balance | 159 |
Other accruals | 0 |
Cash paid | (128) |
Ending balance | 100 |
Corporate and Inter-Segment Eliminations | Contract termination accruals, net | |
Restructuring Reserve | |
Restructuring reserve, accrual adjustment | 16 |
Corporate and Inter-Segment Eliminations | Employee termination accruals, net | |
Restructuring Reserve | |
Restructuring reserve, accrual adjustment | 53 |
Studios | Operating Segments | |
Restructuring Reserve | |
Beginning balance | 156 |
Other accruals | 0 |
Cash paid | (132) |
Ending balance | 107 |
Studios | Operating Segments | Contract termination accruals, net | |
Restructuring Reserve | |
Restructuring reserve, accrual adjustment | 41 |
Studios | Operating Segments | Employee termination accruals, net | |
Restructuring Reserve | |
Restructuring reserve, accrual adjustment | 42 |
Networks | Operating Segments | |
Restructuring Reserve | |
Beginning balance | 361 |
Other accruals | 2 |
Cash paid | (300) |
Ending balance | 216 |
Networks | Operating Segments | Contract termination accruals, net | |
Restructuring Reserve | |
Restructuring reserve, accrual adjustment | 15 |
Networks | Operating Segments | Employee termination accruals, net | |
Restructuring Reserve | |
Restructuring reserve, accrual adjustment | 138 |
DTC | Operating Segments | |
Restructuring Reserve | |
Beginning balance | 188 |
Other accruals | 0 |
Cash paid | (150) |
Ending balance | 91 |
DTC | Operating Segments | Contract termination accruals, net | |
Restructuring Reserve | |
Restructuring reserve, accrual adjustment | 2 |
DTC | Operating Segments | Employee termination accruals, net | |
Restructuring Reserve | |
Restructuring reserve, accrual adjustment | $ 51 |
REVENUES - Schedule of Disaggre
REVENUES - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 9,979 | $ 9,823 | $ 31,037 | $ 22,809 |
Distribution | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 5,026 | 4,990 | 15,324 | 11,180 |
Advertising | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,796 | 2,042 | 6,613 | 6,239 |
Content | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,840 | 2,531 | 8,240 | 4,918 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 317 | 260 | 860 | 472 |
Operating Segments | Studios | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,226 | 3,088 | 9,019 | 5,889 |
Operating Segments | Studios | Distribution | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 13 | 4 | 19 | 8 |
Operating Segments | Studios | Advertising | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 4 | 8 | 11 | 18 |
Operating Segments | Studios | Content | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,000 | 2,884 | 8,425 | 5,525 |
Operating Segments | Studios | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 209 | 192 | 564 | 338 |
Operating Segments | Networks | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 4,868 | 5,214 | 16,207 | 13,829 |
Operating Segments | Networks | Distribution | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,833 | 2,924 | 8,769 | 6,885 |
Operating Segments | Networks | Advertising | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,709 | 1,944 | 6,394 | 5,998 |
Operating Segments | Networks | Content | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 215 | 277 | 744 | 813 |
Operating Segments | Networks | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 111 | 69 | 300 | 133 |
Operating Segments | DTC | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,438 | 2,317 | 7,625 | 4,823 |
Operating Segments | DTC | Distribution | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,179 | 2,062 | 6,536 | 4,287 |
Operating Segments | DTC | Advertising | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 138 | 106 | 362 | 248 |
Operating Segments | DTC | Content | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 120 | 145 | 715 | 279 |
Operating Segments | DTC | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1 | 4 | 12 | 9 |
Corporate and Inter-Segment Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | (553) | (796) | (1,814) | (1,732) |
Corporate and Inter-Segment Eliminations | Distribution | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1 | 0 | 0 | 0 |
Corporate and Inter-Segment Eliminations | Advertising | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | (55) | (16) | (154) | (25) |
Corporate and Inter-Segment Eliminations | Content | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | (495) | (775) | (1,644) | (1,699) |
Corporate and Inter-Segment Eliminations | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ (4) | $ (5) | $ (16) | $ (8) |
REVENUES - Schedule of Contract
REVENUES - Schedule of Contract Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Contract liabilities - deferred revenues | $ 1,917 | $ 1,694 |
Contract liabilities - other noncurrent liabilities | $ 142 | $ 361 |
REVENUES - Narrative (Details)
REVENUES - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | ||
Revenue recognized related to the contract liability (deferred revenues) | $ 1,202 | $ 376 |
REVENUES - Schedule of Remainin
REVENUES - Schedule of Remaining Performance Obligations by Contract Type (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 12,508 |
Distribution - fixed price or minimum guarantee | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 3,620 |
Remaining performance obligations, expected timing of satisfaction, period | 8 years 3 months |
Content licensing and sports sublicensing | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 5,792 |
Remaining performance obligations, expected timing of satisfaction, period | 7 years 3 months |
Brand licensing | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 2,279 |
Remaining performance obligations, expected timing of satisfaction, period | 20 years 3 months 3 days |
Advertising | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 817 |
Remaining performance obligations, expected timing of satisfaction, period | 4 years 3 months |
SALES OF RECEIVABLES - Narrativ
SALES OF RECEIVABLES - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Face amount | $ 5,500,000,000 | $ 5,500,000,000 | ||
Loss on revolving receivables program | 36,000,000 | $ 93,000,000 | 78,000,000 | $ 134,000,000 |
Outstanding receivables derecognized | 5,190,000,000 | 5,190,000,000 | ||
Accounts receivable sold under factoring arrangements | 72,000,000 | $ 0 | ||
Asset Pledged as Collateral | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Cash | $ 2,892,000,000 | $ 2,892,000,000 |
SALES OF RECEIVABLES - Schedule
SALES OF RECEIVABLES - Schedule of Receivables Sold (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Receivables [Abstract] | ||||
Gross receivables sold/cash proceeds received | $ 3,381 | $ 3,283 | $ 9,797 | $ 6,488 |
Collections reinvested under revolving agreement | (3,487) | (3,792) | (9,974) | (7,297) |
Net cash proceeds remitted | (106) | (509) | (177) | (809) |
Net receivables sold | 3,352 | 3,272 | 9,656 | 6,470 |
Obligations recorded (Level 3) | 114 | 129 | 374 | 227 |
Collection on receivables sold but not remitted | $ 238 | $ 236 | $ 238 | $ 236 |
SALES OF RECEIVABLES - Schedu_2
SALES OF RECEIVABLES - Schedule of Amounts Transferred or Pledged (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Financing Receivable, Allowance for Credit Loss [Line Items] | ||
Restricted cash pledged as collateral | $ 47 | $ 199 |
Asset Pledged as Collateral | ||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||
Gross receivables pledged as collateral | 2,892 | 3,468 |
Restricted cash pledged as collateral | 0 | 150 |
Asset Pledged as Collateral | Receivables, net | ||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||
Receivables, net | 2,629 | 3,015 |
Asset Pledged as Collateral | Other noncurrent assets | ||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||
Other noncurrent assets | $ 263 | $ 453 |
CONTENT RIGHTS - Schedule of Co
CONTENT RIGHTS - Schedule of Components of Content Rights (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Content Rights [Line Items] | ||
Predominantly Monetized Individually | $ 6,979 | $ 9,442 |
Predominantly Monetized as a Group | 9,207 | 9,930 |
Total | 16,186 | 19,372 |
Licensed content and advances, net | 4,499 | 4,961 |
Live programming and advances, net | 2,038 | 2,214 |
Game development costs, less amortization | 630 | 650 |
Total film and television content rights and games | 23,353 | 27,197 |
Less: Current content rights and prepaid license fees, net | (899) | (545) |
Total noncurrent film and television content rights and games | 22,454 | 26,652 |
Theatrical film production costs | ||
Content Rights [Line Items] | ||
Predominantly Monetized Individually, Released, less amortization | 2,867 | 3,544 |
Predominantly Monetized Individually, Completed and not released | 555 | 507 |
Predominantly Monetized Individually, In production and other | 1,188 | 1,795 |
Predominantly Monetized as a Group, Released, less amortization | 0 | 0 |
Predominantly Monetized as a Group, Completed and not released | 0 | 0 |
Predominantly Monetized as a Group, In production and other | 0 | 0 |
Total, Released, less amortization | 2,867 | 3,544 |
Total, Completed and not released | 555 | 507 |
Total, In production and other | 1,188 | 1,795 |
Television production costs | ||
Content Rights [Line Items] | ||
Predominantly Monetized Individually, Released, less amortization | 1,590 | 2,200 |
Predominantly Monetized Individually, Completed and not released | 354 | 939 |
Predominantly Monetized Individually, In production and other | 425 | 457 |
Predominantly Monetized as a Group, Released, less amortization | 5,834 | 6,143 |
Predominantly Monetized as a Group, Completed and not released | 720 | 401 |
Predominantly Monetized as a Group, In production and other | 2,653 | 3,386 |
Total, Released, less amortization | 7,424 | 8,343 |
Total, Completed and not released | 1,074 | 1,340 |
Total, In production and other | $ 3,078 | $ 3,843 |
CONTENT RIGHTS - Schedule of _2
CONTENT RIGHTS - Schedule of Content Amortization (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||
Predominately monetized individually | $ 631 | $ 1,357 | $ 3,193 | $ 3,534 |
Predominately monetized as a group | 2,364 | 2,584 | 9,039 | 6,492 |
Total content amortization | $ 2,995 | $ 3,941 | $ 12,232 | $ 10,026 |
CONTENT RIGHTS - Narrative (Det
CONTENT RIGHTS - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Content Expense [Line Items] | ||||
Content impairments | $ 191 | $ 909 | $ 315 | $ 1,415 |
Restructuring and other charges | 269 | 1,521 | 510 | 2,559 |
Content Development Costs and Write Offs | ||||
Content Expense [Line Items] | ||||
Restructuring and other charges | $ 112 | 377 | 123 | 706 |
Content Impairment | ||||
Content Expense [Line Items] | ||||
Restructuring and other charges | 891 | $ 123 | 1,392 | |
Content Development Write-Off | ||||
Content Expense [Line Items] | ||||
Restructuring and other charges | $ 234 | $ 563 |
INVESTMENTS - Schedule of Inves
INVESTMENTS - Schedule of Investments Recorded in Other Noncurrent Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments: | $ 971 | $ 1,062 |
Investments with readily determinable fair values | 41 | 28 |
Investments without readily determinable fair values | 434 | 498 |
Total investments | $ 1,446 | 1,588 |
The Chernin Group (TCG) 2.0-A, LP | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investment, ownership percentage | 44% | |
Equity method investments: | $ 274 | 313 |
nC+ | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investment, ownership percentage | 32% | |
Equity method investments: | $ 125 | 135 |
TNT Sports | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investment, ownership percentage | 50% | |
Equity method investments: | $ 102 | 96 |
Other | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments: | 470 | 518 |
Prepaid expenses and other current assets | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments without readily determinable fair values | $ 17 | $ 10 |
INVESTMENTS - Equity Method Inv
INVESTMENTS - Equity Method Investments (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investments | $ 971 | $ 971 | $ 1,062 | ||
Loss from equity investees, net | 14 | $ 78 | 73 | $ 135 | |
Variable Interest Entity, Not Primary Beneficiary | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Variable interest, maximum exposure to loss | 767 | 767 | |||
Equity method investments | 708 | 708 | $ 720 | ||
Loss from equity investees, net | $ 6 | $ 15 | $ 59 | $ 35 |
INVESTMENTS - Equity Investment
INVESTMENTS - Equity Investments Without Readily Determinable Fair Values Assessed Under the Measurement Alternative (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Investments [Abstract] | ||||
Equity securities without readily determinable fair value, decrease in fair value | $ 2 | $ 0 | $ 73 | $ 0 |
Equity securities without readily determinable fair value, cumulative impairments | $ 302 | $ 302 |
DEBT - Schedule of Components o
DEBT - Schedule of Components of Outstanding Debt (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | |||
Total debt | $ 45,087 | $ 49,276 | |
Unamortized discount, premium, debt issuance costs, and fair value adjustments for acquisition accounting, net | (287) | (277) | |
Debt, net of unamortized discount, premium, debt issuance costs, and fair value adjustments for acquisition accounting | 44,800 | 48,999 | |
Current portion of debt | (1,302) | (365) | |
Noncurrent portion of debt | $ 43,498 | 48,634 | |
Senior Notes | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate | 6.412% | ||
Term loans with maturities of 3 years or less | Term Loan | |||
Debt Instrument [Line Items] | |||
Debt instrument, maturity term | 3 years | ||
Total debt | $ 1,150 | 4,000 | |
Term loans with maturities of 3 years or less | Weighted Average | Term Loan | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate | 6.82% | ||
Floating rate senior notes with maturities of 5 years or less | Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, maturity term | 5 years | ||
Total debt | $ 40 | 500 | |
Floating rate senior notes with maturities of 5 years or less | Weighted Average | Senior Notes | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate | 7% | ||
Senior notes with maturities of 5 years or less | Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, maturity term | 5 years | ||
Total debt | $ 13,646 | 12,759 | |
Senior notes with maturities of 5 years or less | Weighted Average | Senior Notes | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate | 4% | ||
Senior notes with maturities between 5 and 10 years | Senior Notes | |||
Debt Instrument [Line Items] | |||
Total debt | $ 8,607 | 10,373 | |
Senior notes with maturities between 5 and 10 years | Minimum | Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, maturity term | 5 years | ||
Senior notes with maturities between 5 and 10 years | Maximum | Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, maturity term | 10 years | ||
Senior notes with maturities between 5 and 10 years | Weighted Average | Senior Notes | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate | 4.28% | ||
Senior notes with maturities greater than 10 years | Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, maturity term | 10 years | ||
Total debt | $ 21,644 | $ 21,644 | |
Senior notes with maturities greater than 10 years | Weighted Average | Senior Notes | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate | 5.11% |
DEBT - Long Term Debt (Narrativ
DEBT - Long Term Debt (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||||||
Aug. 31, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Apr. 08, 2022 | |
WarnerMedia | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt assumed | $ 1,200,000,000 | $ 41,680,000,000 | ||||||
Senior Notes And Term Loans | WarnerMedia | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt assumed | $ 41,500,000,000 | |||||||
Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 6.412% | |||||||
Senior note, amount repurchased | $ 1,900,000,000 | $ 88,000,000 | $ 95,000,000 | |||||
Principal repayments of term loans | 178,000,000 | $ 106,000,000 | ||||||
Face amount | 1,500,000,000 | |||||||
Senior Notes | Senior Notes Due 2023, 4.050% | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 4.05% | |||||||
Senior Notes | Senior Notes Due 2024, 3.550% | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 3.55% | |||||||
Senior Notes | Senior Notes Due 2024, 7.570% | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 7.57% | |||||||
Senior Notes | Senior Notes Due 2024, 3.800% | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 3.80% | |||||||
Senior Notes | Senior Notes Due 2024, 3.528% | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 3.528% | |||||||
Senior Notes | Senior Notes Due 2024, 3.428% | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 3.428% | |||||||
Senior Notes | Floating rate senior notes with maturities of 5 years or less | ||||||||
Debt Instrument [Line Items] | ||||||||
Senior note, amount repurchased | 460,000,000 | |||||||
Senior Notes | 2.375% Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 2.375% | |||||||
Extinguishment of debt, amount | $ 327,000,000 | |||||||
Senior Notes | Un-exchanged Scripps Senior Notes | Scripps Networks | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal amount of liabilities assumed | $ 23,000,000 | |||||||
Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal repayments of term loans | $ 250,000,000 | $ 1,100,000,000 | $ 1,500,000,000 | $ 2,500,000,000 | $ 3,500,000,000 | |||
Face amount | $ 10,000,000,000 |
DEBT - Revolving Credit Facilit
DEBT - Revolving Credit Facility (Narrative) (Details) | Apr. 08, 2024 | Sep. 30, 2023 USD ($) | Apr. 08, 2023 | Dec. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Apr. 09, 2022 |
Line of Credit Facility [Line Items] | ||||||
Long-term debt, gross | $ 45,087,000,000 | $ 49,276,000,000 | ||||
Commercial Paper | ||||||
Line of Credit Facility [Line Items] | ||||||
Long-term debt, gross | $ 0 | $ 0 | ||||
Term Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, covenant, consolidated interest coverage ratio, minimum | 3 | |||||
Debt instrument, covenant, adjusted consolidated leverage ratio, maximum | 5 | 5.75 | ||||
Term Loan | Forecast | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, covenant, adjusted consolidated leverage ratio, maximum | 4.50 | |||||
Revolving Credit Facility | Line of Credit | ||||||
Line of Credit Facility [Line Items] | ||||||
Revolving line of credit, maximum borrowing capacity | $ 6,000,000,000 | |||||
Debt instrument, covenant, consolidated interest coverage ratio, minimum | 3 | |||||
Debt instrument, covenant, adjusted consolidated leverage ratio, maximum | 5 | 5.75 | ||||
Revolving Credit Facility | Line of Credit | Forecast | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, covenant, adjusted consolidated leverage ratio, maximum | 4.50 | |||||
Additional Commitments Upon Satisfaction of Certain Conditions | Line of Credit | ||||||
Line of Credit Facility [Line Items] | ||||||
Revolving line of credit, maximum borrowing capacity | $ 1,000,000,000 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS - Schedule of Derivative Instruments in Statement of Financial Position, Fair Value (Details) € in Millions, £ in Millions | Sep. 30, 2023 USD ($) | Sep. 30, 2023 GBP (£) | Dec. 31, 2022 USD ($) | Dec. 31, 2022 EUR (€) |
Derivatives, Fair Value [Line Items] | ||||
Amounts eligible to be offset under master netting agreements | $ 0 | $ 0 | ||
Prepaid expenses and other current assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets | 162,000,000 | 80,000,000 | ||
Other noncurrent assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets | 49,000,000 | 106,000,000 | ||
Accounts payable and accrued liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability | 60,000,000 | 58,000,000 | ||
Other noncurrent liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability | 155,000,000 | 197,000,000 | ||
Not Designated as Hedging Instrument | Foreign exchange derivatives | ||||
Derivatives, Fair Value [Line Items] | ||||
Notional | 1,017,000,000 | 976,000,000 | ||
Not Designated as Hedging Instrument | Foreign exchange derivatives | Prepaid expenses and other current assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 3,000,000 | 5,000,000 | ||
Not Designated as Hedging Instrument | Foreign exchange derivatives | Other noncurrent assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 1,000,000 | 1,000,000 | ||
Not Designated as Hedging Instrument | Foreign exchange derivatives | Accounts payable and accrued liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 2,000,000 | 3,000,000 | ||
Not Designated as Hedging Instrument | Foreign exchange derivatives | Other noncurrent liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 97,000,000 | 96,000,000 | ||
Not Designated as Hedging Instrument | Cross-currency swaps | ||||
Derivatives, Fair Value [Line Items] | ||||
Notional | 0 | 139,000,000 | ||
Not Designated as Hedging Instrument | Cross-currency swaps | Prepaid expenses and other current assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 0 | 3,000,000 | ||
Not Designated as Hedging Instrument | Cross-currency swaps | Other noncurrent assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 0 | 0 | ||
Not Designated as Hedging Instrument | Cross-currency swaps | Accounts payable and accrued liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 0 | 0 | ||
Not Designated as Hedging Instrument | Cross-currency swaps | Other noncurrent liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 0 | 3,000,000 | ||
Not Designated as Hedging Instrument | Interest rate swaps | ||||
Derivatives, Fair Value [Line Items] | ||||
Notional | 6,000,000,000 | 0 | ||
Not Designated as Hedging Instrument | Interest rate swaps | Prepaid expenses and other current assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 66,000,000 | 0 | ||
Not Designated as Hedging Instrument | Interest rate swaps | Other noncurrent assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 14,000,000 | 0 | ||
Not Designated as Hedging Instrument | Interest rate swaps | Accounts payable and accrued liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 0 | 0 | ||
Not Designated as Hedging Instrument | Interest rate swaps | Other noncurrent liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 0 | 0 | ||
Not Designated as Hedging Instrument | Total return swaps | ||||
Derivatives, Fair Value [Line Items] | ||||
Notional | 388,000,000 | 291,000,000 | ||
Not Designated as Hedging Instrument | Total return swaps | Prepaid expenses and other current assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 0 | 0 | ||
Not Designated as Hedging Instrument | Total return swaps | Other noncurrent assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 0 | 0 | ||
Not Designated as Hedging Instrument | Total return swaps | Accounts payable and accrued liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 17,000,000 | 13,000,000 | ||
Not Designated as Hedging Instrument | Total return swaps | Other noncurrent liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 0 | 0 | ||
Cash Flow Hedging | Designated as Hedging Instrument | Foreign exchange derivatives | ||||
Derivatives, Fair Value [Line Items] | ||||
Notional | 1,653,000,000 | 1,382,000,000 | ||
Cash Flow Hedging | Designated as Hedging Instrument | Foreign exchange derivatives | Prepaid expenses and other current assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 69,000,000 | 49,000,000 | ||
Cash Flow Hedging | Designated as Hedging Instrument | Foreign exchange derivatives | Other noncurrent assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 27,000,000 | 35,000,000 | ||
Cash Flow Hedging | Designated as Hedging Instrument | Foreign exchange derivatives | Accounts payable and accrued liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 33,000,000 | 42,000,000 | ||
Cash Flow Hedging | Designated as Hedging Instrument | Foreign exchange derivatives | Other noncurrent liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 9,000,000 | 25,000,000 | ||
Cash Flow Hedging | Designated as Hedging Instrument | Cross-currency swaps | ||||
Derivatives, Fair Value [Line Items] | ||||
Notional | 0 | 482,000,000 | ||
Cash Flow Hedging | Designated as Hedging Instrument | Cross-currency swaps | Prepaid expenses and other current assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 0 | 3,000,000 | ||
Cash Flow Hedging | Designated as Hedging Instrument | Cross-currency swaps | Other noncurrent assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 0 | 58,000,000 | ||
Cash Flow Hedging | Designated as Hedging Instrument | Cross-currency swaps | Accounts payable and accrued liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 0 | 0 | ||
Cash Flow Hedging | Designated as Hedging Instrument | Cross-currency swaps | Other noncurrent liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 0 | 0 | ||
Net Investment Hedges | Designated as Hedging Instrument | Foreign exchange derivatives | Euro-Denominated Borrowings | ||||
Derivatives, Fair Value [Line Items] | ||||
Notional | 174,000,000 | € 164 | ||
Net Investment Hedges | Designated as Hedging Instrument | Foreign exchange derivatives | Sterling Notes | ||||
Derivatives, Fair Value [Line Items] | ||||
Notional | 487,000,000 | £ 400 | ||
Net Investment Hedges | Designated as Hedging Instrument | Cross-currency swaps | ||||
Derivatives, Fair Value [Line Items] | ||||
Notional | 1,700,000,000 | 1,778,000,000 | ||
Net Investment Hedges | Designated as Hedging Instrument | Cross-currency swaps | Prepaid expenses and other current assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 21,000,000 | 20,000,000 | ||
Net Investment Hedges | Designated as Hedging Instrument | Cross-currency swaps | Other noncurrent assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 7,000,000 | 12,000,000 | ||
Net Investment Hedges | Designated as Hedging Instrument | Cross-currency swaps | Accounts payable and accrued liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 8,000,000 | 0 | ||
Net Investment Hedges | Designated as Hedging Instrument | Cross-currency swaps | Other noncurrent liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 43,000,000 | 73,000,000 | ||
Fair Value Hedges | Designated as Hedging Instrument | Interest rate swaps | ||||
Derivatives, Fair Value [Line Items] | ||||
Notional | 1,500,000,000 | 0 | ||
Fair Value Hedges | Designated as Hedging Instrument | Interest rate swaps | Prepaid expenses and other current assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 3,000,000 | 0 | ||
Fair Value Hedges | Designated as Hedging Instrument | Interest rate swaps | Other noncurrent assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative assets, Fair Value | 0 | 0 | ||
Fair Value Hedges | Designated as Hedging Instrument | Interest rate swaps | Accounts payable and accrued liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | 0 | 0 | ||
Fair Value Hedges | Designated as Hedging Instrument | Interest rate swaps | Other noncurrent liabilities | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, Fair Value | $ 6,000,000 | $ 0 |
DERIVATIVE FINANCIAL INSTRUME_4
DERIVATIVE FINANCIAL INSTRUMENTS - Narrative (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |
Apr. 30, 2023 | Sep. 30, 2023 | Mar. 31, 2023 | |
Senior Notes | |||
Derivative [Line Items] | |||
Face amount | $ 1,500,000,000 | ||
Weighted average interest rate | 6.412% | ||
Designated as Hedging Instrument | Cash Flow Hedging | |||
Derivative [Line Items] | |||
Maximum length of time hedged in cash flow hedge | 32 years | ||
Designated as Hedging Instrument | Net Investment Hedges | Cross-currency swaps | |||
Derivative [Line Items] | |||
Gain on derivative | $ 76,000,000 | ||
Not Designated as Hedging Instrument | Interest rate swaps | |||
Derivative [Line Items] | |||
Notional | $ 6,000,000,000 |
DERIVATIVE FINANCIAL INSTRUME_5
DERIVATIVE FINANCIAL INSTRUMENTS - Schedule of Pre-Tax Impact of Derivatives Designated as Cash Flow Hedges (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gains (losses) recognized in accumulated other comprehensive loss | $ 15 | $ 28 | $ 29 | $ 9 |
Cash Flow Hedging | Designated as Hedging Instrument | Foreign exchange derivatives | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gains (losses) recognized in accumulated other comprehensive loss | 15 | 30 | 35 | 10 |
Cash Flow Hedging | Designated as Hedging Instrument | Foreign exchange derivatives | Distribution | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gains (losses) reclassified into income from accumulated other comprehensive loss | (3) | (2) | (5) | 0 |
Cash Flow Hedging | Designated as Hedging Instrument | Foreign exchange derivatives | Advertising | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gains (losses) reclassified into income from accumulated other comprehensive loss | 0 | 0 | 0 | 1 |
Cash Flow Hedging | Designated as Hedging Instrument | Foreign exchange derivatives | Cost of Revenues | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gains (losses) reclassified into income from accumulated other comprehensive loss | 12 | 8 | 3 | 27 |
Cash Flow Hedging | Designated as Hedging Instrument | Foreign exchange derivatives | Other (expense) income, net | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gains (losses) reclassified into income from accumulated other comprehensive loss | 0 | 0 | 18 | 0 |
Cash Flow Hedging | Designated as Hedging Instrument | Interest rate swaps | Other (expense) income, net | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gains (losses) reclassified into income from accumulated other comprehensive loss | 1 | 0 | 1 | 0 |
Cash Flow Hedging | Designated as Hedging Instrument | Interest rate swaps | Interest Expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gains (losses) reclassified into income from accumulated other comprehensive loss | $ (1) | $ 0 | $ 0 | $ (1) |
DERIVATIVE FINANCIAL INSTRUME_6
DERIVATIVE FINANCIAL INSTRUMENTS - Schedule of Net Investment Hedges in Accumulated Other Comprehensive Income (Loss) (Details) - Designated as Hedging Instrument - Net Investment Hedges - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Derivative [Line Items] | ||||
Amount of gain (loss) recognized in AOCI | $ 20 | $ 8 | $ 44 | $ 139 |
Amount of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) | 7 | 5 | 18 | 27 |
Euro-Denominated Notes | ||||
Derivative [Line Items] | ||||
Amount of gain (loss) recognized in AOCI | (2) | 13 | 3 | 19 |
Amount of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) | 0 | 0 | 0 | 0 |
Sterling Notes | ||||
Derivative [Line Items] | ||||
Amount of gain (loss) recognized in AOCI | 17 | 58 | 11 | 112 |
Amount of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) | 0 | 0 | 0 | 0 |
Cross-currency swaps | ||||
Derivative [Line Items] | ||||
Amount of gain (loss) recognized in AOCI | 5 | (63) | 30 | 8 |
Amount of gain (loss) recognized in income on derivative (amount excluded from effectiveness testing) | $ 7 | $ 5 | $ 18 | $ 27 |
DERIVATIVE FINANCIAL INSTRUME_7
DERIVATIVE FINANCIAL INSTRUMENTS - Schedule of Fair Value Hedge Adjustments to Hedged Borrowings (Details) - Long-Term Debt - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Carrying Amount of Hedged Borrowings | $ 1,497 | $ 0 |
Cumulative Amount of Fair Value Hedging Adjustments Included in Hedged Borrowings | $ (3) | $ 0 |
DERIVATIVE FINANCIAL INSTRUME_8
DERIVATIVE FINANCIAL INSTRUMENTS - Schedule of Pretax Impact of Derivatives Designated as Fair Value Hedges on Income, Including Offsetting Changes in Fair Value of the Hedged Items (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Gain (loss) on changes in fair value of hedged fixed rate debt | $ 4 | $ 0 | $ 3 | $ 0 |
(Loss) gain on changes in the fair value of derivative contracts | (4) | 0 | (3) | 0 |
Total in interest expense, net | $ 0 | $ 0 | $ 0 | $ 0 |
DERIVATIVE FINANCIAL INSTRUME_9
DERIVATIVE FINANCIAL INSTRUMENTS - Schedule of Pre-Tax Impact of Items Not Designated as Hedges (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total in other (expense) income, net | $ (2) | $ (19) | $ 1 | $ 454 |
Not Designated as Hedging Instrument | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total in other (expense) income, net | (3) | (19) | 93 | 454 |
Selling, General and Administrative Expenses | Not Designated as Hedging Instrument | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total in other (expense) income, net | (1) | 0 | 92 | 0 |
Other (expense) income, net | Not Designated as Hedging Instrument | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total in other (expense) income, net | (2) | (19) | 1 | 454 |
Interest rate swaps | Selling, General and Administrative Expenses | Not Designated as Hedging Instrument | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total in other (expense) income, net | 18 | 0 | 80 | 0 |
Interest rate swaps | Other (expense) income, net | Not Designated as Hedging Instrument | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total in other (expense) income, net | (1) | 0 | (1) | 512 |
Total return swaps | Selling, General and Administrative Expenses | Not Designated as Hedging Instrument | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total in other (expense) income, net | (19) | 0 | 12 | 0 |
Cross-currency swaps | Other (expense) income, net | Not Designated as Hedging Instrument | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total in other (expense) income, net | 0 | 5 | 1 | 12 |
Foreign exchange derivatives | Other (expense) income, net | Not Designated as Hedging Instrument | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total in other (expense) income, net | $ (1) | $ (24) | $ 1 | $ (70) |
FAIR VALUE MEASUREMENTS - Sched
FAIR VALUE MEASUREMENTS - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | $ 460 | $ 430 |
Liabilities | 638 | 663 |
Cash and cash equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Time deposits | 99 | 50 |
Equity securities | 4 | 20 |
Prepaid expenses and other current assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Equity securities | 31 | 14 |
Company-owned life insurance contracts | 2 | 1 |
Other noncurrent assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Time deposits | 8 | |
Equity securities | 229 | 243 |
Company-owned life insurance contracts | 95 | 94 |
Accrued liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Deferred compensation plan | 59 | 73 |
Other noncurrent liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Deferred compensation plan | 579 | 590 |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 264 | 277 |
Liabilities | 638 | 663 |
Level 1 | Cash and cash equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Time deposits | 0 | 0 |
Equity securities | 4 | 20 |
Level 1 | Prepaid expenses and other current assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Equity securities | 31 | 14 |
Company-owned life insurance contracts | 0 | 0 |
Level 1 | Other noncurrent assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Time deposits | 0 | |
Equity securities | 229 | 243 |
Company-owned life insurance contracts | 0 | 0 |
Level 1 | Accrued liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Deferred compensation plan | 59 | 73 |
Level 1 | Other noncurrent liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Deferred compensation plan | 579 | 590 |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 196 | 153 |
Liabilities | 0 | 0 |
Level 2 | Cash and cash equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Time deposits | 99 | 50 |
Equity securities | 0 | 0 |
Level 2 | Prepaid expenses and other current assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Equity securities | 0 | 0 |
Company-owned life insurance contracts | 2 | 1 |
Level 2 | Other noncurrent assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Time deposits | 8 | |
Equity securities | 0 | 0 |
Company-owned life insurance contracts | 95 | 94 |
Level 2 | Accrued liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Deferred compensation plan | 0 | 0 |
Level 2 | Other noncurrent liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Deferred compensation plan | 0 | 0 |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Liabilities | 0 | 0 |
Level 3 | Cash and cash equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Time deposits | 0 | 0 |
Equity securities | 0 | 0 |
Level 3 | Prepaid expenses and other current assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Equity securities | 0 | 0 |
Company-owned life insurance contracts | 0 | 0 |
Level 3 | Other noncurrent assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Time deposits | 0 | |
Equity securities | 0 | 0 |
Company-owned life insurance contracts | 0 | 0 |
Level 3 | Accrued liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Deferred compensation plan | 0 | 0 |
Level 3 | Other noncurrent liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Deferred compensation plan | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) $ in Billions | Sep. 30, 2023 | Dec. 31, 2022 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior notes, fair value | $ 36.8 | $ 38 |
SHARE-BASED COMPENSATION - Sche
SHARE-BASED COMPENSATION - Schedule of Awards Granted (Details) shares in Millions | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Awards granted, awards (in shares) | shares | 4 |
Awards granted, weighted-average grant price (in dollars per share) | $ / shares | $ 15.41 |
RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Awards granted, awards (in shares) | shares | 28.5 |
Awards granted, weighted-average grant price (in dollars per share) | $ / shares | $ 14.89 |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock options, granted (in shares) | shares | 2.2 |
Stock options, weighted-average grant price (in dollars per share) | $ / shares | $ 15.02 |
SHARE-BASED COMPENSATION - Sc_2
SHARE-BASED COMPENSATION - Schedule of Unrecognized Compensation Cost Related to Non-Vested Share-Based Awards and Weighted-Average Amortization Period (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Cost | $ 741 |
PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Cost | $ 37 |
Weighted-Average Amortization Period (years) | 1 year 7 months 6 days |
RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Cost | $ 576 |
Weighted-Average Amortization Period (years) | 2 years 1 month 6 days |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Cost | $ 128 |
Weighted-Average Amortization Period (years) | 2 years 8 months 12 days |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |||||
Income tax benefit | $ 125 | $ 566 | $ 563 | $ 1,201 | |
Unrecognized tax benefits | 2,191 | 2,191 | $ 1,929 | ||
Unrecognized tax benefits, decreases resulting from current period tax positions | 77 | ||||
Unrecognized tax benefits, income tax penalties and interest accrued | $ 558 | $ 558 | $ 413 |
SUPPLEMENTAL DISCLOSURES - Sche
SUPPLEMENTAL DISCLOSURES - Schedule of Other (Expense) Income, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Foreign currency losses, net | $ (83) | $ (36) | $ (180) | $ (106) |
(Losses) gains on derivative instruments, net | (2) | (19) | 1 | 454 |
Change in the value of investments with readily determinable fair value | 0 | (16) | 21 | (106) |
Gain on sale of equity method investments | 0 | 8 | 0 | 141 |
Change in fair value of equity investments without readily determinable fair value | (2) | 0 | (73) | 0 |
Interest income | 43 | 20 | 128 | 39 |
Other (loss) income, net | (19) | 15 | (6) | (11) |
Total other (expense) income, net | $ (63) | $ (28) | $ (109) | $ 411 |
SUPPLEMENTAL DISCLOSURES - Sc_2
SUPPLEMENTAL DISCLOSURES - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Noncash or Part Noncash Divestitures [Line Items] | ||
Cash paid for taxes, net | $ 1,191 | $ 859 |
Cash paid for interest, net | 2,065 | 1,305 |
Non-cash consideration related to the purchase of the Burbank Studios Lot | 175 | 0 |
Equity issued for the acquisition of WarnerMedia | 0 | 42,309 |
Accrued consideration for the joint venture with BT | 0 | 82 |
Accrued purchases of property and equipment | 33 | 29 |
Assets acquired under finance lease and other arrangements | 94 | 40 |
Ranch Lot | ||
Noncash or Part Noncash Divestitures [Line Items] | ||
Non-cash consideration related to the sale | 175 | 0 |
The CW Network | ||
Noncash or Part Noncash Divestitures [Line Items] | ||
Non-cash consideration related to the sale | 0 | 126 |
JCOM | ||
Noncash or Part Noncash Divestitures [Line Items] | ||
Non-cash consideration related to the sale | 68 | 0 |
Non-cash consideration paid related to transaction agreements with JCOM | $ 2 | $ 0 |
SUPPLEMENTAL DISCLOSURES - Sc_3
SUPPLEMENTAL DISCLOSURES - Schedule of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2021 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 2,383 | $ 3,731 | ||
Restricted cash - recorded in prepaid expenses and other current assets | 47 | 199 | ||
Total cash, cash equivalents, and restricted cash | $ 2,430 | $ 3,930 | $ 2,513 | $ 3,905 |
SUPPLEMENTAL DISCLOSURES - Good
SUPPLEMENTAL DISCLOSURES - Goodwill and Intangible Assets (Narrative) (Details) $ in Millions | Jul. 01, 2023 USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Amortization of intangible assets | $ 171 |
SUPPLEMENTAL DISCLOSURES - Asse
SUPPLEMENTAL DISCLOSURES - Assets Held for Sale (Narrative) (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Discontinued Operations, Held-for-sale | Ranch Lot And Knoxville Office Building | |
Long-Lived Assets Held-for-sale [Line Items] | |
Assets held for sale | $ 209 |
SUPPLEMENTAL DISCLOSURES - Supp
SUPPLEMENTAL DISCLOSURES - Supplier Finance Programs (Narrative) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Supplier finance program, obligation, current | $ 266 | $ 273 |
Supplier finance program, termination timing, period | 30 days |
SUPPLEMENTAL DISCLOSURES - Nonc
SUPPLEMENTAL DISCLOSURES - Noncontrolling Interest (Narrative) (Details) - Discovery Japan, Inc. ("JVCo") | Aug. 31, 2023 | Jul. 31, 2023 |
Noncontrolling Interest [Line Items] | ||
Ownership percentage (as a percent) | 51% | 80% |
JCOM Co., Ltd. (K"JCOM") | ||
Noncontrolling Interest [Line Items] | ||
Ownership percentage (as a percent) | 49% | 20% |
SUPPLEMENTAL DISCLOSURES - Sc_4
SUPPLEMENTAL DISCLOSURES - Schedule of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax | ||||||||
Beginning balance | $ 46,479 | $ 47,533 | $ 48,349 | $ 52,619 | $ 13,227 | $ 13,033 | $ 48,349 | $ 13,033 |
Other comprehensive income (loss) before reclassifications | (662) | |||||||
Reclassifications from accumulated other comprehensive loss to net income | (4) | |||||||
Other comprehensive income (loss) | (385) | 63 | 418 | (666) | (506) | (117) | ||
Ending balance | 45,861 | 46,479 | 47,533 | 49,762 | 52,619 | 13,227 | 45,861 | 49,762 |
Accumulated Other Comprehensive Loss | ||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax | ||||||||
Beginning balance | (1,042) | (1,105) | (1,523) | (1,453) | (947) | (830) | (1,523) | (830) |
Other comprehensive income (loss) before reclassifications | (379) | 108 | (1,266) | |||||
Reclassifications from accumulated other comprehensive loss to net income | (6) | (12) | (23) | |||||
Other comprehensive income (loss) | (385) | 63 | 418 | (666) | (506) | (117) | 96 | (1,289) |
Ending balance | (1,427) | (1,042) | (1,105) | (2,119) | (1,453) | (947) | (1,427) | (2,119) |
Currency Translation | ||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax | ||||||||
Beginning balance | (1,012) | (1,498) | (1,432) | (845) | (1,498) | (845) | ||
Other comprehensive income (loss) before reclassifications | (393) | (690) | 93 | (1,275) | ||||
Reclassifications from accumulated other comprehensive loss to net income | 0 | 0 | 0 | (2) | ||||
Other comprehensive income (loss) | (393) | (690) | 93 | (1,277) | ||||
Ending balance | (1,405) | (1,012) | (2,122) | (1,432) | (1,405) | (2,122) | ||
Derivatives | ||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax | ||||||||
Beginning balance | 22 | 14 | (8) | 28 | 14 | 28 | ||
Other comprehensive income (loss) before reclassifications | 15 | 28 | 29 | 9 | ||||
Reclassifications from accumulated other comprehensive loss to net income | (6) | (4) | (12) | (21) | ||||
Other comprehensive income (loss) | 9 | 24 | 17 | (12) | ||||
Ending balance | 31 | 22 | 16 | (8) | 31 | 16 | ||
Pension Plan and SERP Liability | ||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax | ||||||||
Beginning balance | (52) | $ (39) | (13) | $ (13) | (39) | (13) | ||
Other comprehensive income (loss) before reclassifications | (1) | 0 | (14) | 0 | ||||
Reclassifications from accumulated other comprehensive loss to net income | 0 | 0 | 0 | 0 | ||||
Other comprehensive income (loss) | (1) | 0 | (14) | 0 | ||||
Ending balance | $ (53) | $ (52) | $ (13) | $ (13) | $ (53) | $ (13) |
RELATED PARTY TRANSACTIONS - Na
RELATED PARTY TRANSACTIONS - Narrative (Details) - Board of Directors Chairman | Sep. 30, 2023 |
Liberty Global | |
Related Party Transaction [Line Items] | |
Aggregate voting power percentage of a related party | 30% |
Liberty Broadband | |
Related Party Transaction [Line Items] | |
Aggregate voting power percentage of a related party | 48% |
RELATED PARTY TRANSACTIONS - Sc
RELATED PARTY TRANSACTIONS - Schedule of Transactions with Related Parties (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Related Party Transaction [Line Items] | ||||
Total revenues and service charges | $ 9,979 | $ 9,823 | $ 31,037 | $ 22,809 |
Expenses | 9,882 | 12,013 | 32,403 | 28,285 |
Distributions to noncontrolling interests and redeemable noncontrolling interests | 282 | 286 | ||
Related Party | ||||
Related Party Transaction [Line Items] | ||||
Total revenues and service charges | 693 | 708 | 2,160 | 1,827 |
Expenses | 79 | 72 | 271 | 314 |
Distributions to noncontrolling interests and redeemable noncontrolling interests | 13 | 22 | 282 | 286 |
Liberty Group | ||||
Related Party Transaction [Line Items] | ||||
Total revenues and service charges | 469 | 549 | 1,443 | 1,242 |
Equity method investees | ||||
Related Party Transaction [Line Items] | ||||
Total revenues and service charges | 161 | 111 | 560 | 348 |
Other | ||||
Related Party Transaction [Line Items] | ||||
Total revenues and service charges | $ 63 | $ 48 | $ 157 | $ 237 |
RELATED PARTY TRANSACTIONS - _2
RELATED PARTY TRANSACTIONS - Schedule of Receivables Due from and Payables Due to Related Parties (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Related Party Transaction [Line Items] | ||
Receivables | $ 6,312 | $ 6,380 |
Payables | 1,329 | 1,454 |
Liberty Group | ||
Related Party Transaction [Line Items] | ||
Receivables | 346 | 338 |
Payables | $ 21 | $ 38 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - MTG Joint Venture | Dec. 31, 2023 | Dec. 31, 2022 |
Other Commitments [Line Items] | ||
Percentage of voting interests acquired | 32.50% | |
Forecast | ||
Other Commitments [Line Items] | ||
Percentage of voting interests acquired | 32.50% |
REPORTABLE SEGMENTS - Schedule
REPORTABLE SEGMENTS - Schedule of Reportable Segments and Inter-Segment Eliminations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 9,979 | $ 9,823 | $ 31,037 | $ 22,809 |
Operating Segments | Studios | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 3,226 | 3,088 | 9,019 | 5,889 |
Operating Segments | Networks | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 4,868 | 5,214 | 16,207 | 13,829 |
Operating Segments | DTC | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 2,438 | 2,317 | 7,625 | 4,823 |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | (2) | (11) | (3) | 2 |
Inter-segment eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | $ (551) | $ (785) | $ (1,811) | $ (1,734) |
REPORTABLE SEGMENTS - Schedul_2
REPORTABLE SEGMENTS - Schedule of Adjusted EBITDA by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | $ 2,969 | $ 2,424 | $ 7,729 | $ 5,115 |
Operating Segments | Studios | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 727 | 762 | 1,640 | 1,004 |
Operating Segments | Networks | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 2,396 | 2,630 | 6,855 | 6,247 |
Operating Segments | DTC | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 111 | (634) | 158 | (1,379) |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | (328) | (340) | (928) | (749) |
Inter-segment eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | $ 63 | $ 6 | $ 4 | $ (8) |
REPORTABLE SEGMENTS - Schedul_3
REPORTABLE SEGMENTS - Schedule of Reconciliation of Net Loss Available to Warner Bros. Discovery, Inc. to Adjusted EBITDA (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Segment Reporting [Abstract] | ||||
Net loss available to Warner Bros. Discovery, Inc. | $ (417) | $ (2,308) | $ (2,726) | $ (5,270) |
Net income attributable to redeemable noncontrolling interests | 2 | 2 | 7 | 8 |
Net income attributable to noncontrolling interests | 8 | 21 | 32 | 44 |
Income tax benefit | (125) | (566) | (563) | (1,201) |
Loss before income taxes | (532) | (2,851) | (3,250) | (6,419) |
Other expense (income), net | 63 | 28 | 109 | (411) |
Loss from equity investees, net | 14 | 78 | 73 | 135 |
Gain on extinguishment of debt | (22) | 0 | (17) | 0 |
Interest expense, net | 574 | 555 | 1,719 | 1,219 |
Operating income (loss) | 97 | (2,190) | (1,366) | (5,476) |
Depreciation and amortization | 1,989 | 2,233 | 5,961 | 5,024 |
Employee share-based compensation | 140 | 113 | 381 | 317 |
Restructuring and other charges | 269 | 1,521 | 510 | 2,559 |
Transaction and integration costs | 31 | 59 | 125 | 1,129 |
Facility consolidation costs | 14 | 0 | 37 | 0 |
Amortization of fair value step-up for content | 393 | 645 | 1,986 | 1,515 |
Amortization of capitalized interest for content | 12 | 0 | 34 | 0 |
Impairments and loss on dispositions | 24 | 43 | 61 | 47 |
Adjusted EBITDA | $ 2,969 | $ 2,424 | $ 7,729 | $ 5,115 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ in Millions | 1 Months Ended |
Oct. 31, 2023 USD ($) | |
Term Loan | Subsequent Event | |
Subsequent Event [Line Items] | |
Principal amount outstanding | $ 600 |