Friday, 11 March 2022

Discovery Inc-WarnerMedia merger - Variety: AT&T’s Short, Bumpy Ride in Hollywood: Timeline of WarnerMedia’s Road to Discovery Spinoff Deal

Story from Variety: 

WarnerMedia has been owned by telco giant AT&T for less than four years and it will soon have a new parent company — likely by the end of next month. 
Discovery’s shareholder vote on the acquisition of WarnerMedia is set for today during a special meeting of stockholders at 10 a.m. ET. The deal is expected to get an easy thumbs-up given the approval already bestowed by Discovery’s oldest and most influential holders, investor John Malone and Advance/Newhouse Co. Both agreed to convert long-held preferred shares into common shares in order to smooth the path for the spinoff combination. 

As Discovery conducts a mostly ceremonial poll of shareholders, AT&T is signaling the start of a new chapter. The telco giant will conduct a virtual investor conference at the exact same time as the vote to unveil its post-spinoff strategy. The push into entertainment was initiated by the previous regime led by former AT&T chairman-CEO Randall Stephenson. His successor, John Stankey, has been cleaning up the debt and destruction ever since. 

Stankey has hedged his bets in unloading WarnerMedia with a deal that hands control to the Discovery camp but leaves his shareholders with 71% of the enlarged company.

Nonetheless, AT&T’s short but eventful stewardship of Warner Bros., HBO, CNN and the Turner networks is nigh. Here’s a look back at key moments during AT&T’s bumpy ride in Hollywood. 

2016

  • Oct. 20The first report surfaces, in the Wall Street Journal, that AT&T is in advanced talks to acquire Time Warner.
  • Oct. 22AT&T unveils an agreement to acquire Time Warner for $85.4 billion. 
  • Nov. 9 Republican presidential candidate Donald Trump, who repeatedly criticized CNN and vowed to block AT&T’s acquisition, is elected president of the United States. 

2017

  • Feb. 15Time Warner shareholders approve the merger with AT&T.
  • Feb. 28FCC chairman Ajit Pai refuses to review the AT&T-Time Warner merger, passing the decision to the Department of Justice.
  • Nov. 8AT&T CEO Randall Stephenson and Makan Delrahim, head of the Justice Department’s antitrust division, meet to discuss recommendations for AT&T to divest DirecTV or Turner Broadcasting to assuage antitrust concerns.
  • Nov. 20The Justice Department files a lawsuit to block the AT&T-Time Warner acquisition. The feds say the deal would “greatly harm American consumers.” AT&T blasts the Trump administration for its “radical and inexplicable departure from decades of antitrust precedent.”
  • Dec. 22Shareholders vote to extend the merger agreement deadline to June 21, 2018.

2018

  • March 19The antitrust trial begins before U.S. District Court Judge Richard Leon in Washington, D.C.
  • April 18Time Warner CEO Jeff Bewkes testifies, disputing the business case for the government’s thesis that the enlarged company would withhold its content from rival distributors. “We want to be on all platforms. We want to be in every bundle, everywhere,” he tells Judge Leon.
  • April 19AT&T’s Stephenson testifies, explaining AT&T’s sense of urgency to acquire a significant content studio. “If you miss one technology cycle, it may not kill you, but it will make you sick for a very long time,” he tells Judge Leon.
  • May 23AT&T’s Stephenson causes a stir within Time Warner by saying at an investor conference that episodes of HBO’s “Game of Thrones” may be better in a mobile experience if they were hacked down to 20 minutes apiece. 
  • June 12Judge Leon rules in favor of AT&T, going so far as to assert in the opinion that an appeal by the government would lead to “certain irreparable harm to the defendants.” 
  • June 14AT&T announces the close of its transaction to acquire Time Warner. Jeff Bewkes is succeeded by John Stankey as CEO of Time Warner.
  • June 15 AT&T rebrands Time Warner as WarnerMedia.
  • July 12The Justice Department files an appeal in the AT&T antitrust case.
  • Sept. 25 — AT&T launches advertising and analytics arm Xandr.
  • Oct. 10WarnerMedia reveals plans to launch a streaming service in 2019.
  • Dec. 14The early stirrings of HBO Max take shape when TNT and TBS president Kevin Reilly is promoted to chief content officer of digital and subscription for WarnerMedia. 

2019

  • Feb. 26The U.S. Court of Appeals in Washington, D.C. unanimously upholds the ruling in favor of the AT&T-Time Warner deal. 
  • Feb. 28Longtime Turner senior executive David Levy and longtime HBO leader Richard Plepler abruptly exit the company amid rumors of a massive AT&T-drive restructuring ahead. 
  • March 4AT&T reveals a major reorganization: Bob Greenblatt joins as chairman of WarnerMedia Entertainment and direct-to-consumer. Warner Bros. chairman-CEO Kevin Tsujihara adds oversight of global kids and young adults business. CNN chief Jeff Zucker promoted to chairman of news and sports for WarnerMedia, taking on oversight of Turner Sports and AT&T’s regional nets.
  • March 18Warner Bros.’ Tsujihara abruptly resigns following a scandal over his relationship with an aspiring female actor.
  • June 24BBC Studios Americas president Ann Sarnoff is named chair-CEO of Warner Bros.
  • July 9WarnerMedia reveals its streaming service will be named HBO Max.
  • Aug. 22 Sarnoff formally begins her tenure as head of Warner Bros.
  • Sept. 3Stankey is promoted to AT&T president and chief operating officer.
  • Sept. 12WarnerMedia signs J.J. Abrams to a massive production pact valued at $500 million, demonstrating AT&T’s commitment to keeping the studio in the dealmaking big leagues.

2020

  • April 1Former Hulu chief Jason Kilar named WarnerMedia CEO. 
  • April 21WarnerMedia sets HBO Max launch date as May 27, pricing it at $14.99 a month. 
  • April 24Stephenson announces he will step down as CEO of AT&T on July 1, with Stankey set as his successor.
  • April 30 Xandr is folded into WarnerMedia. 
  • May 27 HBO Max launches amid the pandemic.
  • Aug. 7In a massive executive shakeup, Reilly, Greenblatt and WarnerMedia corporate communications chief Keith Cocozza exit the company. Warner Bros.’ Sarnoff is promoted to oversee the newly expanded content group. HBO programming president Casey Bloys adds oversight of programming at HBO Max and WarnerMedia’s basic cablers. 
  • Aug. 10AT&T begins layoffs for 800 employees, primarily from Warner and HBO. 
  • Oct. 8WarnerMedia announces plans to cut 1,000 jobs to reduce costs by at least 20% in response to profit hit taken during COVID-19 pandemic. 
  • Nov. 18Warner Bros. announces that “Wonder Woman 1984” will debut on HBO Max on Dec. 25, the same day it’s set to open in U.S. movie theaters. 
  • Dec. 3Warner Bros. announces that its entire 2021 slate — a list of 17 films that includes blockbusters like “The Matrix Resurrections” and Denis Villeneuve’s “Dune” remake — will debut both on HBO Max and in theaters on their respective release dates.

2021

  • Jan. 25Stephenson formally retires. 
  • May 16Bloomberg News reports that AT&T is in advanced talks with Discovery to craft a spinoff deal for WarnerMedia, with Discovery CEO David Zaslav leading the enlarged company.
  • May 17 Stankey and Discovery CEO David Zaslav formally announce the $43 billion proposed merger. 
  • June 1Discovery sets Warner Bros. Discovery as the name of the merged company. 
  • June 23Electronic Arts purchases Warner Bros. Interactive Entertainment’s Playdemic for $1.4 billion.
  • Sept. 13 Fox Corp. acquires TMZ from WarnerMedia.
  • Dec. 21AT&T announces plans to sell Xandr to Microsoft.
  • Dec. 22 European Commission approves Discovery-WarnerMedia deal. 

2022

  • Jan. 5Reports emerge that WarnerMedia and ViacomCBS are exploring a possible sale of a majority stake in the CW network with Nexstar Media Group as the leading potential buyer. 
  • Feb. 1AT&T decides to do a spinoff of WarnerMedia rather than structure the deal as a split-off.
  • Feb. 9The Justice Department approves Discovery-WarnerMedia merger.
  • Feb. 10Discovery sets March 11 for a shareholder vote on the merger. 
  • March 2AT&T sets March 11 for an investor presentation day. 

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