Processing your request


please wait...

Case Page

 

Case Status:    ONGOING    
On or around 11/29/2022 (Date of last review)

Filing Date: September 23, 2022

This is a federal securities class action on behalf of all persons or entities who (1) exchanged Discovery, Inc. common stock for Warner Bros. Discovery, Inc. ("WBD") common stock pursuant or traceable to Discovery’s February 4, 2022 Registration Statement on Form S-4 and Joint Proxy Statement/Prospectus filed with the SEC on February 10, 2022, or (2) purchased shares of WBD common stock on the open market traceable to the Prospectus through the date of the filing of the Complaint.

The Merger was announced on May 17, 2021 and closed on April 8, 2022. Pursuant to the Merger, Discovery combined its business with WarnerMedia to form Warner Bros.

The Complaint alleges that Defendants made materially false and misleading statements and omitted material facts in the Registration Statement and Prospectus for Warner Bros. common stock. Among other things, as subsequently disclosed by Defendants after the Merger, the Complaint alleges: (i) WarnerMedia's HBO Max streaming business had a high churn rate that made the business not "viable" unless the churn rate was reversed, (ii) AT&T was overinvesting in WarnerMedia entertainment content for streaming, without sufficient concern for return on investments, (iii) WarnerMedia had a business model to grow the number of subscribers to its streaming service without regard to cost or profitability, (iv) WarnerMedia was improvidently concentrating its investments in streaming and ignoring its other business lines, and (v) WarnerMedia had overstated the number of subscribers to HBO Max by as many as 10 million subscribers, by including as subscribers AT&T customers who had received bundled access to HBO Max, but had not signed onto the service. As a result, the Complaint alleges, the Registration Statement and Prospectus and certain of the Defendants' other public statements, contained untrue statements of material fact or omitted to state material facts required to be stated therein or necessary to make the statements therein not misleading, in violation of Sections 11 and 12(a)(2) of the Securities Act.

On November 4, 2022, the Court issued an Order consolidating cases. All future docketing was ordered to be done in the lead case 22-CV-08171.

Protected Content


Please Log In or Sign Up for a free account to access restricted features of the Clearinghouse website, including the Advanced Search form and the full case pages.

When you sign up, you will have the option to save your search queries performed on the Advanced Search form.