WarnerMedia-Discovery Merger Gets Green Light From U.S. Regulators

The merger of AT&T’s WarnerMedia and Discovery has cleared U.S. regulators, the companies announced Wed.,  in the last major hurdle for the $43-billion deal.

Basically, regulators let the waiting period expire without objection.

AT&T CEO John Stankey had indicated on the telco’s earnings call with analysts last week that approval could be coming sooner than expected — but this is even faster than anticipated and a giant step forward to finally closing the deal. European regulators have already given it the thumbs up. Discovery shareholders still need to approve the transaction, but that’s considered in the bag with major stakeholders including John Malone already committed.

As per expired As per an SEC filing: “As of February 9, 2022, Discovery, Inc. (“Discovery”) and AT&T Inc. (“AT&T”) have satisfied the closing condition in Section 9.1(d)(i)of the Agreement and Plan of Merger (the “Merger Agreement”), dated as of May 17, 2021, by and among Discovery, AT&T, DrakeSubsidiary, Inc. and Magallanes, Inc. (“Spinco”) relating to the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended(“HSR Act”). The HSR Act statutory waiting period has expired or otherwise been terminated, and any agreement not to consummate the transaction between the parties and the Federal Trade Commission or the Antitrust Division of the United States Department of Justice or any other applicable governmental entity, has also expired or otherwise been terminated.”

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AT&T announced plans to spin off WarnerMedia last May, The combination, which will result in a media powerhouse led by Discovery CEO David Zaslav, sparked a flurry of consolidation and industry M&A speculation. The combined company will house two streaming services in Discovery+ and HBO Max, a storied film studio and cable networks including the recently embattled CNN.

Wall Street and Hollywood have been eager to learn the particulars of the combined entity’s structure and leadership but Discovery legally has had to stay mostly mum until the deal closes.

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