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Definitions and Sources for
Warner Bros. Discovery, Inc.
(1) Foreign Exchange Impacting Comparability: In addition to the Merger (as defined below), the impact of exchange rates on our
business is an important factor in understanding period-to-period comparisons of our results. For example, our international revenues are
favorably impacted as the U.S. dollar weakens relative to other foreign currencies, and unfavorably impacted as the U.S. dollar strengthens
relative to other foreign currencies. We believe the presentation of results on a constant currency basis ("ex-FX"), in addition to results
reported in accordance with U.S. GAAP provides useful information about our operating performance because the presentation ex-FX
excludes the effects of foreign currency volatility and highlights our core operating results. The presentation of results on a constant currency
basis should be considered in addition to, but not a substitute for, measures of financial performance reported in accordance with U.S. GAAP.
The ex-FX change represents the percentage change on a period-over-period basis adjusted for foreign currency impacts. The ex-FX change
is calculated as the difference between the current year amounts translated at a baseline rate, which is a spot rate for each of our currencies
determined early in the fiscal year as part of our forecasting process (the “2022 Baseline Rate”), and the prior year amounts translated at the
same 2022 Baseline Rate. In addition, consistent with the assumption of a constant currency environment, our ex-FX results exclude the
impact of our foreign currency hedging activities, as well as realized and unrealized foreign currency transaction gains and losses. Results on
a constant currency basis, as we present them, may not be comparable to similarly titled measures used by other companies.
(2) Pro Forma Combined Financial Information: The unaudited pro forma combined financial information in this press release presents the
combined results of the Company and the WarnerMedia business as if the transaction whereby the Company acquired the WarnerMedia
business (the "Merger") had been completed on January 1, 2021. Management believes reviewing our actual operating results in addition to
pro forma combined results is useful in identifying trends in, or reaching conclusions regarding, the overall operating performance of our
businesses. Our combined Networks, DTC, Studios, Corporate, and inter-segment eliminations pro forma combined financial information is
based on the historical operating results of the respective segments and includes adjustments in accordance with Article 11 of Regulation S-X
to illustrate the effects of the Merger as if it had occurred on January 1, 2021. The unaudited pro forma financial information is presented for
informational purposes and is not indicative of the results of operations that would have been achieved if the Merger had occurred on January
1, 2021, nor is it indicative of future results. The unaudited pro forma combined financial information includes, where applicable, adjustments
for (i) additional costs of revenues from the fair value step-up of film and television library, (ii) additional amortization expense related to
acquired intangible assets, (iii) additional depreciation expense from the fair value of property and equipment, (iv) transaction costs and other
one-time non-recurring costs, (v) additional interest expense for borrowings related to the Merger and amortization associated with fair value
adjustments of debt assumed, (vi) changes to align accounting policies, (vii) elimination of intercompany activity, and (viii) associated tax-
related impacts of adjustments. These pro forma adjustments are based on available information as of the date hereof and upon assumptions
that the Company believes are reasonable to reflect the impact of the Merger with the WarnerMedia business on the Company's historical
financial information on a supplemental pro forma basis.
Adjustments do not include costs related to integration activities, cost savings or synergies that have been or may be achieved by the
combined business.
We may refer to total company results (ex. Revenues, Adj. EBITDA) as "combined basis."
For historical pro forma financial information including segment level detail and reconciliations of non-GAAP metrics to their GAAP equivalent,
please refer to the Trending Schedules and Non-GAAP Reconciliations posted in the "Quarterly Results" section of the Company's investor
relations website (https://ir.wbd.com).
(3) Adjusted EBITDA: The Company evaluates the operating performance of its operating segments based on financial measures such as
revenues and Adjusted EBITDA. Adjusted EBITDA is defined as operating income excluding: (i) employee share-based compensation,
(ii) depreciation and amortization, (iii) restructuring and facility consolidation, (iv) certain impairment charges, (v) gains and losses on
business and asset dispositions, (vi) certain inter-segment eliminations, (vii) third-party transaction and integration costs, (viii) amortization of
purchase accounting fair value step-up for content, (ix) amortization of capitalized interest for content, and (x) other items impacting
comparability.
The Company uses this measure to assess the operating results and performance of its segments, perform analytical comparisons, identify
strategies to improve performance, and allocate resources to each segment. The Company believes Adjusted EBITDA is relevant to investors
because it allows them to analyze the operating performance of each segment using the same metric management uses. The Company
excludes employee share-based compensation, restructuring, certain impairment charges, gains and losses on business and asset
dispositions, and transaction and integration costs from the calculation of Adjusted EBITDA due to their impact on comparability between
periods.
The Company also excludes the depreciation of fixed assets and amortization of intangible assets, amortization of purchase accounting fair
value step-up for content, and amortization of capitalized interest for content, as these amounts do not represent cash payments in the
current reporting period. Certain corporate expenses and inter-segment eliminations related to production studios are excluded from segment
results to enable executive management to evaluate segment performance based upon the decisions of segment executives. Adjusted
EBITDA should be considered in addition to, but not a substitute for, operating income, net income, and other measures of financial
performance reported in accordance with U.S. GAAP.
Q4 and Full-Year 2022 Earnings Press Release | February 23, 2023