UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM
For the quarterly period ended
OR
For the transition period from to
Commission File Number
(Exact name of Registrant as specified in its charter)
State of | ||
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol | Name of each exchange on which registered |
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Accelerated Filer ☐ | Non-accelerated Filer ☐ | Smaller Reporting Company | Emerging Growth Company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the Registrant is a shell company as defined in Rule 12b-2 of the Exchange Act. Yes
The number of outstanding shares of Liberty Media Corporation's common stock as of October 31, 2024 was:
Series A | Series B | Series C | |||||
Liberty Formula One common stock | |||||||
Liberty Live common stock |
Table of Contents
I-2
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(unaudited)
September 30, 2024 |
| December 31, 2023 |
| ||
amounts in millions |
| ||||
Assets | |||||
Current assets: | |||||
Cash and cash equivalents | $ | |
| | |
Trade and other receivables, net |
| |
| | |
Other current assets |
| |
| | |
Current assets of discontinued operations (note 2) | — | | |||
Total current assets |
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| | |
Investments in affiliates, accounted for using the equity method (note 7) |
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Property and equipment, at cost |
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Accumulated depreciation |
| ( |
| ( | |
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Goodwill |
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Intangible assets subject to amortization, net |
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Other assets |
| |
| | |
Noncurrent assets of discontinued operations (note 2) | — | | |||
Total assets | $ | |
| | |
Liabilities and Equity | |||||
Current liabilities: | |||||
Accounts payable and accrued liabilities | $ | |
| | |
Current portion of debt, including $ | | | |||
Deferred revenue |
| |
| | |
Other current liabilities |
| |
| | |
Current liabilities of discontinued operations (note 2) | — | | |||
Total current liabilities |
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Long-term debt, including $ |
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Other liabilities |
| |
| | |
Noncurrent liabilities of discontinued operations (note 2) | — | | |||
Total liabilities | $ | |
| |
(Continued)
See accompanying notes to condensed consolidated financial statements.
I-3
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES
Condensed Consolidated Balance Sheets (Continued)
(unaudited)
| September 30, 2024 |
| December 31, 2023 |
| ||
amounts in millions, |
| |||||
except share amounts |
| |||||
Stockholders' equity: | ||||||
Preferred stock, $ | $ |
| ||||
Series A Liberty Formula One common stock, $ | — | — | ||||
Series A Liberty Live common stock, $ | ||||||
Series A Liberty SiriusXM common stock, $ | | |||||
Series B Liberty Formula One common stock, $ | ||||||
Series B Liberty Live common stock, $ | ||||||
Series B Liberty SiriusXM common stock, $ | ||||||
Series C Liberty Formula One common stock, $ | | | ||||
Series C Liberty Live common stock, $ | | | ||||
Series C Liberty SiriusXM common stock, $ | | |||||
Additional paid-in capital |
| — |
| | ||
Accumulated other comprehensive earnings (loss), net of taxes |
| ( |
| | ||
Retained earnings |
| |
| | ||
Total stockholders' equity |
| |
| | ||
Noncontrolling interests in equity of subsidiaries |
| |
| | ||
Total equity |
| |
| | ||
Commitments and contingencies (note 9) | ||||||
Total liabilities and equity | $ | |
| |
See accompanying notes to condensed consolidated financial statements.
I-4
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
(unaudited)
Three months ended |
| Nine months ended |
| |||||||
September 30, | September 30, |
| ||||||||
| 2024 |
| 2023 |
| 2024 |
| 2023 |
| ||
amounts in millions, |
| |||||||||
except per share amounts |
| |||||||||
Revenue: | ||||||||||
Formula 1 revenue | $ | | | | | |||||
Other revenue |
| |
| |
| |
| | ||
Total revenue |
| |
| |
| |
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Operating costs and expenses: | ||||||||||
Cost of Formula 1 revenue (exclusive of depreciation shown separately below) | | | | | ||||||
Other cost of sales | | — | | — | ||||||
Other operating expense |
| |
| |
| |
| | ||
Selling, general and administrative, including stock-based compensation (note 4): |
| |
| |
| |
| | ||
Impairment and acquisition costs | | — | | | ||||||
Depreciation and amortization |
| |
| |
| |
| | ||
| |
| |
| |
| | |||
Operating income (loss) |
| |
| |
| |
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Other income (expense): | ||||||||||
Interest expense |
| ( |
| ( |
| ( |
| ( | ||
Share of earnings (losses) of affiliates, net (note 7) |
| |
| |
| |
| | ||
Realized and unrealized gains (losses) on financial instruments, net (note 6) |
| ( |
| |
| |
| ( | ||
Unrealized gains (losses) on intergroup interests | — | ( | — | ( | ||||||
Other, net |
| |
| ( |
| |
| | ||
| |
| |
| |
| ( | |||
Earnings (loss) from continuing operations before income taxes |
| |
| |
| |
| | ||
Income tax (expense) benefit |
| ( |
| ( |
| ( |
| ( | ||
Net earnings (loss) from continuing operations |
| |
| |
| |
| | ||
Net earnings (loss) from discontinued operations (note 2) | ( | | ( | | ||||||
Net earnings (loss) | ( | | ( | | ||||||
Less net earnings (loss) attributable to the noncontrolling interests |
| ( |
| |
| ( |
| | ||
Net earnings (loss) attributable to Liberty stockholders | $ | ( |
| |
| ( |
| | ||
Net earnings (loss) from continuing operations attributable to Liberty stockholders: | ||||||||||
Liberty Formula One common stock | $ | | | | | |||||
Liberty Live common stock | | ( | | ( | ||||||
Liberty SiriusXM common stock | — | | — | | ||||||
Liberty Braves common stock | NA | ( | NA | ( | ||||||
Net earnings (loss) from discontinued operations attributable to Liberty stockholders: | ||||||||||
Liberty SiriusXM common stock | ( | | ( | | ||||||
$ | ( | | ( | |
(Continued)
See accompanying notes to condensed consolidated financial statements.
I-5
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Operations (Continued)
(unaudited)
Three months ended |
| Nine months ended | ||||||||
September 30, | September 30, | |||||||||
2024 |
| 2023 |
| 2024 |
| 2023 | ||||
Basic net earnings (loss) from continuing operations attributable to Liberty stockholders per common share (notes 3 and 5): | ||||||||||
Series A, B and C Liberty Formula One common stock | $ | | | | | |||||
Series A, B and C Liberty Live common stock | $ | | ( | | ( | |||||
Series A, B and C Liberty SiriusXM common stock | $ | — | | — | | |||||
Series A, B and C Liberty Braves common stock | $ | NA | ( | NA | ( | |||||
Basic net earnings (loss) from discontinued operations attributable to Liberty stockholders per common share (notes 3 and 5): | ||||||||||
Series A, B and C Liberty SiriusXM common stock | $ | ( | | ( | | |||||
Diluted net earnings (loss) from continuing operations attributable to Liberty stockholders per common share (notes 3 and 5): | ||||||||||
Series A, B and C Liberty Formula One common stock | $ | | | | | |||||
Series A, B and C Liberty Live common stock | $ | | ( | | ( | |||||
Series A, B and C Liberty SiriusXM common stock | $ | — | | — | | |||||
Series A, B and C Liberty Braves common stock | $ | NA | ( | NA | ( | |||||
Diluted net earnings (loss) from discontinued operations attributable to Liberty stockholders per common share (notes 3 and 5): | ||||||||||
Series A, B and C Liberty SiriusXM common stock | $ | ( | | ( | |
See accompanying notes to condensed consolidated financial statements.
I-6
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Comprehensive Earnings (Loss)
(unaudited)
Three months ended | Nine months ended | |||||||||
September 30, | September 30, |
| ||||||||
| 2024 |
| 2023 |
| 2024 |
| 2023 | |||
amounts in millions | ||||||||||
Net earnings (loss) | $ | ( |
| |
| ( |
| | ||
Other comprehensive earnings (loss), net of taxes: | ||||||||||
Foreign currency translation adjustments |
| |
| ( |
| |
| | ||
Credit risk on fair value debt instruments gains (losses) |
| ( |
| |
| ( |
| | ||
Unrealized holding gains (losses) arising during the period | — | | — | — | ||||||
Share of other comprehensive earnings (loss) of equity affiliates |
| ( |
| ( |
| ( |
| | ||
Recognition of previously unrealized (gains) losses on debt | — | | — | ( | ||||||
Other comprehensive earnings (loss) from continuing operations |
| ( |
| |
| ( |
| | ||
Other comprehensive earnings (loss) from discontinued operations | ( | ( | ( | ( | ||||||
Comprehensive earnings (loss) | ( | | ( | | ||||||
Less comprehensive earnings (loss) attributable to the noncontrolling interests |
| ( |
| |
| ( |
| | ||
Comprehensive earnings (loss) attributable to Liberty stockholders | $ | ( |
| |
| ( |
| | ||
Comprehensive earnings (loss) from continuing operations attributable to Liberty stockholders: | ||||||||||
Liberty Formula One common stock | $ | | | | | |||||
Liberty Live common stock | ( | | ( | | ||||||
Liberty SiriusXM common stock | — | | — | | ||||||
Liberty Braves common stock | NA | ( | NA | ( | ||||||
Comprehensive earnings (loss) from discontinued operations attributable to Liberty stockholders: | ||||||||||
Liberty SiriusXM common stock | ( | | ( | | ||||||
$ | ( | | ( | |
See accompanying notes to condensed consolidated financial statements.
I-7
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(unaudited)
Nine months ended | ||||||
September 30, | ||||||
| 2024 |
| 2023 |
| ||
amounts in millions | ||||||
Cash flows from operating activities: | ||||||
Net earnings (loss) | $ | ( |
| | ||
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: | ||||||
(Earnings) loss from discontinued operations | | ( | ||||
Depreciation and amortization |
| |
| | ||
Stock-based compensation |
| |
| | ||
Share of (earnings) loss of affiliates, net |
| ( |
| ( | ||
Realized and unrealized (gains) losses on financial instruments, net |
| ( |
| | ||
Unrealized (gains) losses on intergroup interests, net | — | | ||||
Deferred income tax expense (benefit) |
| |
| | ||
Intergroup tax allocation | ( | ( | ||||
Intergroup tax (payments) receipts | | | ||||
Other, net |
| |
| | ||
Changes in operating assets and liabilities | ||||||
Current and other assets |
| ( |
| ( | ||
Payables and other liabilities |
| |
| | ||
Net cash provided (used) by operating activities |
| |
| | ||
Cash flows from investing activities: | ||||||
Investments in equity method affiliates and debt and equity securities |
| ( |
| ( | ||
Cash proceeds from dispositions | | | ||||
Cash (paid) received for acquisitions, net of cash acquired | ( | |||||
Capital expended for property and equipment, including internal-use software and website development |
| ( |
| ( | ||
Other investing activities, net |
| ( |
| ( | ||
Net cash provided (used) by investing activities |
| ( |
| ( | ||
Cash flows from financing activities: | ||||||
Borrowings of debt |
| |
| | ||
Repayments of debt |
| ( |
| ( | ||
Issuance of Series C Liberty Formula One common stock | | — | ||||
Settlement of intergroup interests | — | ( | ||||
Atlanta Braves Holdings, Inc. Split-Off | — | ( | ||||
Other financing activities, net |
| |
| | ||
Net cash provided (used) by financing activities |
| |
| ( | ||
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash | | — | ||||
Net cash provided (used) by discontinued operations: | ||||||
Cash provided (used) by operating activities | | | ||||
Cash provided (used) by investing activities | ( | ( | ||||
Cash provided (used) by financing activities | ( | ( | ||||
Net cash provided (used) by discontinued operations | ( | ( | ||||
Net increase (decrease) in cash, cash equivalents and restricted cash |
| |
| ( | ||
Cash, cash equivalents and restricted cash at beginning of period |
| |
| | ||
Cash, cash equivalents and restricted cash at end of period | $ | |
| |
I-8
The following table reconciles cash and cash equivalents and restricted cash reported in our condensed consolidated balance sheets to the total amount presented in our condensed consolidated statements of cash flows:
September 30, | December 31, | |||||
2024 |
| 2023 | ||||
amounts in millions | ||||||
Cash and cash equivalents | $ | | | |||
| — | |||||
Cash and cash equivalents included in current assets of discontinued operations | — | | ||||
— | | |||||
Total cash and cash equivalents and restricted cash at end of period | $ | | |
See accompanying notes to condensed consolidated financial statements.
I-9
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Equity
(unaudited)
Stockholders' equity |
| |||||||||||||||||||||||||||||||
|
| Accumulated |
|
| Noncontrolling |
| ||||||||||||||||||||||||||
Additional | other | interest in | ||||||||||||||||||||||||||||||
Preferred | Liberty Formula One | Liberty Live | Liberty SiriusXM | Paid-in | comprehensive | Retained | equity of | Total | ||||||||||||||||||||||||
| Stock |
| Series A |
| Series B |
| Series C |
| Series A |
| Series B |
| Series C | Series A |
| Series B |
| Series C |
| Capital |
| earnings (loss) |
| earnings |
| subsidiaries |
| equity |
| |||
amounts in millions | ||||||||||||||||||||||||||||||||
Balance at January 1, 2024 | $ | — | — | — | | — | — | | | — | |
| | |
| |
| |
| | ||||||||||||
Net earnings (loss) | — | — | — | — | — | — | — | — | — | — | — | — |
| ( |
| ( |
| ( | ||||||||||||||
Other comprehensive earnings (loss) | — | — | — | — | — | — | — | — | — | — |
| — | ( |
| — |
| ( |
| ( | |||||||||||||
Liberty SiriusXM Holdings Inc. Split-Off | — | — | — | — | — | — | — | ( | — | ( |
| ( | |
| — |
| ( |
| ( | |||||||||||||
Issuance of Series C Liberty Formula One common stock | — | — | — | — | — | — | — | — | — | — |
| | — |
| — |
| — |
| | |||||||||||||
Stock-based compensation |
| — | — | — | — | — | — | — | — | — | — |
| | — |
| — |
| |
| | ||||||||||||
Withholding taxes on net share settlements of stock-based compensation | — | — | — | — | — | — | — | — | — | — |
| ( | — |
| — |
| — |
| ( | |||||||||||||
Dividends paid by subsidiary | — | — | — | — | — | — | — | — | — | — |
| — | — |
| — |
| ( | ( | ||||||||||||||
Reclassification to additional paid-in capital | — | — | — | — | — | — | — | — | — | — |
| | — |
| ( |
| — | — | ||||||||||||||
Other, net | — | — | — | — | — | — | — | — | — | — | ( | — | ( | | | |||||||||||||||||
Balance at September 30, 2024 | $ | — | — | — | | — | — | |