Discovery completed its merger with AT&T spinoff of Warner Brothers on 4/11/2022 to form Warner Brothers Discovery (WBD) for 1.00 shares of Warner Brothers Discovery stock for each Discovery share. This includes all classes of Discovery, DISCA, DISCB, and DISCK.

The Form S-4/A SEC filing for this merger can be found through the SEC EDGAR web site at:

https://www.sec.gov/Archives/edgar/data/0001437107/000119312522016165/d249842ds4a.htm

Resolution:

The companies plan to structure the merger so it is a non-taxable event. We will assume they are successful and will treat this merger as a simple merger. The information below is based on the information available from a form S-4/A filed with the SEC. Price information is from websites offering historical prices.

NOTE: The companies state they will endeavor to satisfy the conditions necessary to make this transaction non-taxable. However, there is the possibility the IRS will disagree with their characterization. These instructions assume the companies succeed in their efforts. New instructions will be written, if and when it becomes known the merger should be treated as a taxable event.

The Merger Entry Go to Transactions > Merger or Accounting > Securities > Record merger of securities depending on the version of the software being used. If you are unfamiliar with merger transactions you can get help at this URL: http://www.iclub.com/support/kb/default.asp?page=normal_merger

Here is the information needed for Discovery shareholders to complete the merger. If you owned Discovery class B (DISCB), or class C (DISCK) shares, just merge those shares into WBD with the same exchange ratio, 1 WSB share for each DISCB or DISCK share. If you owned multiple Discovery share classes, enter a separate merger for each share class.

• Date: 4/12/2022 (This is only suggested if your club also held AT&T shares, so there is a separation between the spinoff from AT&T.
• Old Security or Merging Company: Discovery (DISCA) (or DISCB or DISCK as appropriate)
• Price per share of old Security / :  Use last DISCA valuation, if needed
• Cash received:  See your broker statement for cash-in-lieu
• New Security: Warner Brothers Discovery (WBD)
• New Security Price: 24.43   (Average of open and close prices on 4/11/2022)
• Shares received : 1.00 x (# of DISCA shares owned).
  • (Remember to include fractional shares.)
•  For example, if you owned 100 DISCA shares, you should receive 1.00 x 100 = 100 WBD shares.

Save the transaction and the merger has been entered.