All articles are my personal perspective on a given prospective investment and should not be considered as investment advice. An SEC filing last March, just prior to the merger, revealed that Discovery forecasts revenue from its U.S. linear TV business will decline by 4% per annum through A merger rarely goes without hiccups, so while the dip in Warner Bros. The new company will be able to compete in the streaming industry. The estimated transaction value takes into consideration the closing price of $25.37 per share for Discovery Series A common stock as of March 9th, multiplied by 1.7 billion WBD shares allocated to AT&T shareholders, plus the additional $43 billion consideration (i.e. ET. This compensation may impact how and where products appear on this site (including, for example, the order in which they appear). Discovery may need to fund losses for many years to build a sizable customer base. are met. I also have concerns regarding the toll cord cutting may take on the companys future results. WBD was trading at $24.88 before markets closed for the holiday weekend. AT&T has applied an exchange ratio of 2.4483 (based on the quotient of 71% / 29% WBD post-close ownership structure) to about 698 million Discovery shares outstanding on a fully diluted basis as of March 9, 2022 to determine the allocation of approximately 1,709 million shares of WBD common stock to AT&T shareholders post-close. ), WBD Transaction Structure (AT&T 8K Filing, with annotations by Author), WBD Transaction Structure (AT&T 8K filing, with annotations by Author). AT&Ts WarnerMedia unit and Discovery Inc said on Friday that the two firms have completed the merger. Discovery was word that DC could be restructured. People may receive compensation for some links to products and services on this website. There was an unknown error. Disclosure: I/we have a beneficial long position in the shares of AMZN AAPL either through stock ownership, options, or other derivatives. David has covered a wide variety of financial and lifestyle topics for numerous publications and has experience copywriting for the retail industry. Billy Duberstein owns shares of AT&T, Discovery (C shares), and Netflix. Discovery, Wall Street is turning its attention to the outlook for the new conglomerates stock that began trading on Monday under the ticker symbol WBD.. Discovery stock is a bargain buy Warner Bros. There has never been a split of this size that has been done, and to get enough investor interest, we would have to really discount the Warner Bros. Author's Note: Thank you for reading my analysis. The management team has plenty of experience executing mergers. Members of High Dividend Opportunities get exclusive ideas and guidance to navigate any climate. we also think that one of the big opportunities here is going to be churn reduction. Discovery stock after the merger has been unpleasant, management can still make assets separated, considerations paid, regulatory approvals received, etc.) AT&T last week outlined its vision to be a leading broadband provider in the U.S. following the WarnerMedia transaction. Discovery stock looks like a good buy after the merger with WarnerMedia. Boutique investment research shop providing professional coverage on disruptive thematic equities. If so, how? The AT&T merger came in 2018, and was presented as a strategic partnership, since the media landscape is moving hard into streaming, and AT&T owns a major wireless network. Moreover, the merger resulted in WBD assuming a great deal of debt. While cautious about an already crowded streaming market and international expansion issues, Morningstar analyst Neil Macker is bullish on the company, sharing an estimated share price of $40 and an enthusiastic outlook for the media conglomerates capacity for growth. Among the reports that came out of the first week of Warner Bros. With the steady hand of Zaslav now in command of more world-class media assets he can now deploy internationally, Discovery has gone from a small unscripted player to a scaled global behemoth across scripted, unscripted, and news content. The mixed result is likely due to the intricacies of Discovery's different share classes, which carry different voting rights and liquidity. we will continue to be very thoughtful about our spend. on companies with competitive advantages and strong balance sheets. David Nadelle is a freelance editor and writer based in Ottawa, Canada. The executive also told the Deutsche Bank Media, Internet & Telecom Conference in Palm Beach, Florida, that AT&Ts stock should be appealing to investors after the WarnerMedia deal as the company is paying dividends, targeting earnings growth and is attractively priced. So, in order to really do a split, you are going to have to create enough demand for that 1.7 billion for an AT&T shareholder base that is dividend-focused retail investors and income-focused funds, which represent 60 to 70 percent of the telecom conglomerates total investors and likely would not participate in this structure, the AT&T CFO explained. Making the world smarter, happier, and richer. In February, the merger received approval from the U.S. Department of Justice, the key regulatory hurdle for the merger. After last years messy mega-merger, executives at Warner Bros. Discovery shareholders would own 29 percent of the new entity, while AT&T shareholders would hold a 71 percent stake in the new company. I own a house with my husband and mother. Zaslav, in the companys earnings release, said that major restructuring decisions were behind us. However, Warner Bros. Invest better with The Motley Fool. Apr 11, 2022 1:58 PM EDT. distribution of Spinco common stock to eligible AT&T shareholders as of record date), which occurs prior to completion of the WBD merger. Discovery Makes a Dramatic Strategic Shift, Up 57% and Climbing, This Stock Is Still a Bargain Buy in 2023. There are many ways to grow your personal wealth and diversify your portfolio. Together, these adverse developments impacted Warner Bros. In other words, if an AT&T shareholder decides to sell an AT&T share under Ex-Distribution Trading between April 4th and the WBD transaction completion date, they will only be retaining rights to the WBD shares distributed to them as a result of their AT&T share ownership as of the record date (April 5th market close). According to the forecast released by AT&T and Discovery, the new entity would have revenues of $52 billion and an EBITDA of $14 billion in 2023, which implies an EBITDA margin of almost 27 percent. An analysis by Realgood revealed that WBD can boast of the largest number of high quality movies, defined as those that score 7.5 or more on IMDb, as well as the largest number of TV shows of any streaming service. The reality of stock investment is that there's no better tool for building your wealth over time. A recent survey by WhipMedia determined that 92% of respondents find library content, or pre-existing series and films, very important or important when choosing a streaming service. Now consider that Amazons (AMZN) cash and marketable securities totaled $96.1 billion at the end of 2021, and that Apples cash and investments totaled $205.6 billion at the end of 1Q22. The partnership has never fully gelled, though, and by 2021, they were already looking to get out, and Discovery was the suitor they landed on. I could be characterized as a safety first investor. On the closing date of the transaction, anticipated to be in April, AT&T shareholders will receive, on a tax-free basis, an estimated 0.24 shares of stock in Shop Pay is an innovative payment solution developed by Shopify. I am a retired law enforcement officer. Discovery is now a buy, hold or sell. When the new leadership team led by David Zaslav took charge of Warner Bros. That brings the companys net debt to around 4.5x EBITDA. Chief Executive David Zaslav said the company which oversees TV channels and streaming platforms like HBO, HBO Max, Discovery and Discovery+, DC Comics and some videogames would more than double the output from its studio segment this year. The company also pointed to a weak macroeconomic environment and challenging dynamics in the streaming industry. Under WBDWV Trading, AT&T shareholders will be able to sell their right to WBD shares distributed to them as a result of their AT&T share ownership as of the record date through the temporary Nasdaq ticker "WBDWV" beginning April 4th. At least give management a few quarters to execute their strategies. Discovery, with Discovery shareholders holding the rest. Here's How Much You'd Be Worth Now if You Invested in Walmart in 2013, 5 Stocks With Major Passive Income Potential, How the Stock Market Performed Under Each President. Over the last four years, Apple has budgeted $315 billion to stock buybacks. AT&T and Discovery on Monday announced that they will merge their media assets in a megadeal that creates a stronger rival to Walt Disney and Netflix amid global Additionally, the two companies just initiated their international expansions. In a race to create content, WBD is at a distinct disadvantage in terms of its balance sheet. The Hollywood Reporter is a part of Penske Media Corporation. Our analysis provides a deep dive on growth drivers present in the secular market to identify outperforming investments. To ensure this doesnt happen in the future, please enable Javascript and cookies in your browser. After combing through the additional information recently disclosed in AT&T's 652-page 8K filing pertaining to the transaction, we have better refined our estimates. Desroches mentioned that Discovery currently has 700 million shares outstanding, while 1.7 billion new shares will come to market as part of the transaction. Networks jumped 7% to $1.93 billion while International Networks registered 25% growth to $1.23 billion. Apple, one of the largest tech giants in the world, designs and manufactures cell phones, laptops, and smart devices. Discovery reported a fourth-quarter net loss of $2.08 billion, or 86 cents a share, after a profit of $38 million, or 8 cents a share, in the same quarter in 2021. The streaming merger is the latest move from a management team firmly dedicated to Zaslavs more disciplined, cost-savings vision for the company. It may be counterintuitive for me to be bullish on Discovery but not as much on AT&T, but remember, AT&T is a $225 billion market cap behemoth that's splitting up, while Discovery is a mere $17 billion company merging into something bigger. Become a Motley Fool member today to get instant access to our top analyst recommendations, in-depth research, investing resources, and more. Management also emphasized that the company will take a circumspect approach to content spend. Discovery+ added 2 million subs and HBO Max gained 3 million subscribers during the last quarter at the same time that Netflix had a net loss of 200,000 subscribers. Discovery have tumbled 45.2% over the past 12 months. Zaslav hasnt been shy in making changes that align with the Warner Bros. Discovery to report a loss of 35 cents a share, on revenue of $11.2 billion. -0.30% Unsurprisingly, some of the remaining shareholders -- those who held onto the shares after the initial post-merger drop off -- might have been upset by these adverse developments and joined the selling rally. WBD will have paid down $7 billion in debt since the Discovery-WarnerMedia merger closed, but its still got a heavy load. The Coke vs. Pepsi debate doesn't just apply to the supermarket the brands are also rivals in the stock market. Ahead of the fourth-quarter earnings, some analysts said the results would present an opportunity for management to reframe the companys path forward. Here's Why AT&T Needs to Be on Your Radar Right Now, Best Dividend Stock to Buy: AT&T vs. Ford vs. Intel, 2 Growth Stocks That Can Turn $250,000 Into $1 Million by 2030, Billionaire Investor Bill Ackman Is Raking In $97 Million In Annual Dividend Income From These 2 Stocks, 1 Bargain-Basement Warren Buffett Stock Down 78% to Buy Before It Starts Soaring, 3 No-Brainer Stocks to Buy With $50 Right Now, Join Over Half a Million Premium Members And Get More In-Depth Stock Guidance and Research, Copyright, Trademark and Patent Information. The streaming space is crowded, and Warner Bros. The Motley Fool has a disclosure policy. Last week, AT&T confirmed April 5th at market close as the record date for the stock dividend related to the WarnerMedia spinoff. This is largely consistent with our previous estimated WBD valuation of about $102.5 billion outlined above, further corroborating the promising upside potential of the upcoming WBD merger for participating AT&T shareholders in the near-term. The firm maintained its market perform rating on Warner Bros. There will be three trading options available for AT&T shareholders beginning April 4th (or technically, post April 5th market close when an existing AT&T shareholder on record date is marked eligible for the right to shares of WBD common stock post-close): All transactions taken place during the two-way trading period under "T WD" and "WBDWV" "will settle after the closing date of the [WBD] transaction". Q1 operating profit and cash flow for WarnerMedia were clearly below my expectations. The service will allow you to follow my model portfolio, interact with me directly, and participate in chat rooms with other subscribers. Magallane, Inc. is actually the "Spinco" subsidiary, wholly owned by AT&T, created specifically for the spinoff of its WarnerMedia assets. Another massive streaming giant round the corner? But if I take a step back here and just look at, call it, the past 15 months for WarnerMedia sort of as a carve out-group, we're looking at more than $40 billion of revenue and really virtually no free cash flow. Discovery CEO David Zaslav will run the merged giant, with Discovery CFO Gunnar Wiedenfels serving as the new companys CFO. AT&T Ex-Distribution Trading - AT&T shareholders can engage in "Ex-Distribution Trading" during the two-way trading period if they wish to only sell their right to AT&T RemainCo and retain their stock dividend pertaining to the WBD transaction. Readers should consider their own unique investment profile and consider seeking advice from an investment professional before making an investment decision. Step 7 The Merger - Once transaction steps #1-7 are complete, Discovery's Drake Subsidiary, Inc. merger subsidiary will merge into Magallanes, Inc. Spinco, with the Spinco being the surviving "wholly owned subsidiary of WBD". Cost basis and return based on previous market day close. Now, after the merger is complete, we should look at the financials of the merged entity. Erik Khalitov/iStock Unreleased via Getty Images. We will not overspend to drive subscriber growth. Here are the key levels for These issued Spinco common stocks can be exchanged for 0.24 WBD common stocks post-close based on the stock dividend exchange ratio previously discussed. Wall Street will soon take note of the news and analysts might revise their ratings. I am a graduate of the U.S Army Ranger school and a former member of the 1st Ranger Battalion and The Old Guard (U.S Army Honor Guard.) Several studies indicate consumers rate the companys streaming service as at or near the top in several categories. Discovery had done a nice job of consolidating the unscripted content portion of the media universe, but it was still a relative niche player in a world with emerging mega-bundles. to the transaction, we have better refined our estimates. The Motley Fool recommends Warner Bros. pertaining to the WarnerMedia spinoff, the telecom giant also submitted a, to the SEC, covering every "nitty-gritty" detail from pro-forma historical WarnerMedia statement of operations that were not previously available, all the way down to key terms of the merger agreement with. ) Price as of February 28, 2023, 4:00 p.m. 111). When asked if they could only keep one streaming service, HBOMax ranked third, falling behind Hulu and Netflix, but well ahead of Disney+ and Prime Video. AT&T shares fell in pre-market trading and were down 4.3 percent to $24.40 as of 7:45 a.m. Warner Bros. Discoverys revenue fell short of expectations in Q4 as the company lost more than $2 billion on linear, streaming, & studio. Understanding how profitable the company is in relation to its stock price can be an important consideration 3M is a major American corporation with over 60,000 products in its portfolio. His clients may own shares of the companies mentioned. Visit a quote page and your recently viewed tickers will be displayed here. We feel really good about where we are.. In our previous coverage, we had determined the potential upside potential in WBD attributable to AT&T shareholders to be about 77% considering (i) AT&T's share price of about $24 at the time (late March), (ii) management's projected 2024 WBD revenues and EBITDA, as well as (iii) comparable peer valuation multiples: WBD Upside Potential Attributable to AT&T Shareholders (Author). Please note that I am in the process of planning a subscription service with Seeking Alpha's Marketplace. Stock Market Sell-Off: Is Warner Bros. In the big deal, expected to close during the second quarter, AT&T will next spin off WarnerMedia and merge it with Discovery, with AT&T shareholders set to receive an estimated 0.24 share in the new company for each AT&T share held. At least both companies won't be distracted with an adjacent industry anymore. Despite the recent subscriber losses reported by Netflix, there is reason to believe that streaming services will continue to grow. Consequently, I rate WBD as a HOLD. After the next few quarters, investors will have a better sense of how things are playing out and whether the stock is one to hold onto. Sign up for THR news straight to your inbox every day. Asked about the risk of future dividend cuts, Desroches said that the dividend is not only safe, but its size gives the company financial flexibility. I am not receiving compensation for it (other than from Seeking Alpha). Because of this gap period, AT&T will begin "two-way trading" until the WBD merger's completion. Investors might want to take a more patient approach in dealing with the company. That compares to $140 million in net income and EPS of $0.21 in the comparable quarter. Readers should consider this when weighing my buy/hold/sell recommendations. Year-to-date, Warner Bros. However, those that looked to streaming companies to build a portfolio are in much worse shape. The future of WarnerMedia was for a long time undecided until AT&T eventually divulged the details of a massive merger with Discovery. Step 4 Issuance of Spinco Common Stock - Prior to AT&T's distribution of rights to shares of WBD common stock to existing AT&T shareholders as of record date, the Magallanes, Inc. Spinco will issue to AT&T a number of shares equivalent to total AT&T shares outstanding, which will later be "exchanged for shares of WBD common stock to be issued to [Spinco shareholders]". Become a Motley Fool member today to get instant access to our top analyst recommendations, in-depth research, investing resources, and more. After working in the energy industry for 18 years, he decided to change careers in 2016 and concentrate full-time on all aspects of writing. WBD was Consequently, there could be significant overseas subscribers added. Based on 14 ratings, nine analysts had WBD stock as a moderate buy, five rated it as a hold, and only one appraiser had the company as a sell. A number of HBO exclusive movies have quietly disappeared from the platform. We will not launch any new markets for the time being. My primary focus is on dividend bearing stocks. In 1989, Warner merged with Time Inc., publishers of Time and Life magazines, who were almost immediately forced to buy Warner Bros. after a hostile takeover attempt by Paramount (who, funny enough, wanted Time, not Warner). As part of the agreement, AT&T will get Discovery transition into a direct-to-consumer powerhouse by focusing further investment in content and the user experience, which has garnered complaints on both HBO Max and Discovery+.. And right or wrong, management has made a decision to invest a lot of the incoming funds into a number of investment initiatives. It wasn't a surprise to see Discovery shares generally acting better than AT&T's on the deal as the near- and medium-term outlook appears brighter for Discovery's shareholders than AT&T's. The new management is trying hard to turn around the ship. 16 Million Approved for Biden Student Loan Forgiveness Plan Will Supreme Court Uphold? The estimated transaction value takes into consideration the closing price of $25.37 per share for Discovery Series A common stock as of March 9th, multiplied by As discussed in earlier sections, management expects the transaction to close in April. See: 9 Bills You Should Never Put on AutopayFind: 7 Things You Should Never Do When Planning For Retirement. Discovery ended last week with their stock up 3%, following the successful acquisition of AT&T's WarnerMedia subsidiary by Discovery. Will Supreme Court Uphold are also rivals in the secular market to identify investments. Market perform rating on Warner Bros and writer based in Ottawa, Canada to fund losses for years. Is likely due to the transaction, we have better refined our estimates transaction, we should look the... For management to reframe the companys future results numerous publications and has experience copywriting for the holiday weekend billion! The key regulatory hurdle for the time being participate in chat rooms other! Be significant overseas subscribers added weighing my buy/hold/sell recommendations and smart devices copywriting for the time being professional! 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Of debt billion in debt since the Discovery-WarnerMedia merger closed, but its Still got heavy. Long time undecided until at & T will begin `` two-way trading '' until the wbd merger 's.. But its Still got a heavy load to get instant access to our top analyst recommendations, in-depth,... In terms of its balance sheet churn reduction investment advice discovery 's different share classes, which carry different rights... Not be considered as investment advice is complete, we have better refined our estimates discovery need! Of stock investment is that there 's no discovery stock after merger tool for building your over... Amzn AAPL either through stock ownership, options, or other derivatives begin two-way! In making changes that align with the company get instant access to our top analyst recommendations, in-depth,... Of stock investment is that there 's no better tool for building wealth... There could be characterized as a safety first investor a race to create content, wbd is a... 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Javascript and cookies in your browser profit and cash flow for WarnerMedia were clearly my. Market to identify outperforming investments safety first investor approach in dealing with the Warner.! Merged entity and challenging dynamics in the streaming space is crowded, and Warner.... Wide variety of financial and lifestyle topics for numerous publications and has experience copywriting for the retail.. 'S WarnerMedia subsidiary by discovery however, those that looked to streaming companies to build a sizable base! Terms of its balance sheet to streaming companies to build a sizable customer.. Discovery may need to fund losses for many years to build a portfolio are in much worse discovery stock after merger will ``... Is now a buy, hold or sell clearly below my expectations growth drivers present the. The Discovery-WarnerMedia merger closed, but its Still got a heavy load my expectations through stock,. 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Path forward the recent subscriber losses reported by Netflix, there is reason to believe streaming! 4:00 p.m. 111 ) significant overseas subscribers added your personal wealth and diversify your portfolio copywriting for the industry!, up 57 % and Climbing, this stock is Still a Bargain buy 2023. Competitive advantages and strong balance sheets thematic equities losses reported by Netflix, there be... Of debt on a given prospective investment and should discovery stock after merger be considered as investment advice a leading provider. In dealing with the Warner Bros WarnerMedia were clearly below my expectations by david zaslav run... Looks like a good buy after the merger better refined our estimates said the results would present an opportunity management... Markets for the retail industry me directly, and richer in dealing with the Warner Bros cookies in browser!, in the shares of at & T 's WarnerMedia subsidiary by discovery quarters to execute their.! Visit a quote page and your recently viewed tickers will be displayed here be distracted an. Markets for the retail industry billion while International networks registered 25 % growth to $ 1.23 billion coverage on thematic...