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Paul, Weiss Advises Advance in $150 Billion WarnerMedia-Discovery Combination

Paul, Weiss is advising media conglomerate Advance in the combination of AT&T Inc.’s WarnerMedia with Discovery, Inc. Advance is a ​founder and major shareholder in Discovery.

Under the terms of the agreement, AT&T ​will spin out its existing Warner Media assets, which will be immediately merged with Discovery. ​AT&T’s shareholders will receive stock representing 71% of the new company. Discovery shareholders will own 29% of the new company, and Discovery President and CEO David Zaslav will lead it. ​In exchange for supporting the deal and relinquishing its extensive rights over Discovery, Advance will receive a significant premium and will be entitled to continued board representation on the new entity. The transaction is expected to close in mid-2022, subject to approval by Discovery shareholders and customary closing conditions.

Combining WarnerMedia’s premium entertainment, sports and news assets with Discovery’s leading nonfiction and international entertainment and sports businesses, the deal will create a pure-play content company with one of the deepest libraries in the world. The resulting company will bring together over 100 of the most cherished, popular and trusted brands in the world, including HBO, Warner Bros., Discovery, DC Comics, CNN, Cartoon Network, HGTV, Food Network, the Turner Networks, TNT, TBS, Eurosport, Magnolia, TLC, Animal Planet, ID and many more.

The Paul, Weiss team includes corporate partners Robert Schumer, Ariel Deckelbaum, Cullen Sinclair, Tracey Zaccone and John Kennedy and  counsel Jason Tyler and Frances Mi; tax partners Jeffrey Samuels and Brian Krause and counsel Alyssa Wolpin; litigation partners Jaren Janghorbani, Rick Rule, Aidan Synnott and Lewis Clayton; and antitrust counsel Marta Kelly and Yuni Sobel.

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