OREANDA-NEWS. November 06, 2015.
Liberty Media Corporation ("
Liberty Media") (
NASDAQ: LMCA, LMCB, LMCK)
today reported third quarter 2015 results. Highlights include
(1):
-
SiriusXM reported strong third quarter results
-
Subscriber base grew to nearly 29 million
-
Record third quarter revenue up 11% to \\$1.17 billion
-
Net income of \\$167 million, an increase of 22%
-
Adjusted EBITDA(2) climbed 17% to record \\$447 million
-
Free cash flow(2) per fully-diluted share increased 54% to
6.9 cents
-
Liberty Media's ownership of SiriusXM stood at 60.7% as of October 20th
-
Completed hedging period for forward purchase of Live Nation
Entertainment shares
-
Acquiring 15.9 million shares at average share price of \\$24.91; upon
settlement will own 34.4%
-
From August 1st through October 31st,
repurchased 1.0 million LMCK shares at an average price per share of
\\$36.87 and a total cost of \\$38.3 million
"SiriusXM had another outstanding quarter, reaching record revenue,
adjusted EBITDA and adjusted EBITDA margin. Subscribers reached an
all-time high of almost 29 million, and SiriusXM continues to extend its
lead in exclusive, valuable content," stated
Greg Maffei, President and
CEO of Liberty Media. "At Liberty, we continued to repurchase our shares
and completed the hedging period on our forward purchase of Live Nation
shares. Upon settlement, our ownership of Live Nation will increase to
34.4%."
Liberty Media
Liberty Media's revenue increased \\$100 million to \\$1.3 billion in the
third quarter. Adjusted OIBDA(2) increased \\$81 million to
\\$473 million and operating income increased \\$72 million to \\$321 million.
The increases in revenue, adjusted OIBDA and operating income were
primarily due to operating results at SiriusXM.
SiriusXM
SiriusXM is a separate publicly traded company and additional
information about SiriusXM can be obtained through its website and
filings with the Securities and Exchange Commission. SiriusXM reported
its stand-alone third quarter results on October 22, 2015. For
presentation purposes in this release, we include below the results of
SiriusXM, as reported by SiriusXM, without regard to the purchase
accounting adjustments applied by us for purposes of our financial
statements. Liberty Media believes the presentation of financial results
as reported by SiriusXM is useful to investors as the comparability of
those results is best understood in the context of SiriusXM's historical
financial presentation. For a reconciliation of revenue, adjusted OIBDA
(as defined by Liberty Media) and operating income for SiriusXM's
stand-alone operating results as reported by SiriusXM to those results
as reported by Liberty Media, see Liberty Media's Form 10-Q for the
quarter ended September 30, 2015.
Highlights of SiriusXM's earnings release included the following:
-
Record third quarter revenue up 11% to \\$1.17 billion
-
Third quarter net income climbed 22% to \\$167 million
-
Adjusted EBITDA(2) climbed 17% to a record \\$447 million
-
Free cash flow(2) per fully-diluted share increased 54% to
6.9 cents
-
SiriusXM's cumulative share repurchases now exceed \\$6 billion
Share Repurchases
Between the reclassification of the original Liberty Capital tracking
stock on March 3, 2008 and July 23, 2014, Liberty Media repurchased
shares of Series A common stock for aggregate cash consideration of
approximately \\$2.9 billion, representing 51% of shares outstanding(3).
From August 1, 2015 through October 31, 2015, Liberty Media repurchased
approximately 1.0 million shares of Series C common stock at an average
cost per share of \\$36.87 for total cash consideration of \\$38.3 million.
For the period covering the creation of the Liberty Media Series C
common stock on July 23, 2014 through October 31, 2015, Liberty Media
repurchased approximately 8.9 million shares of Series A and
Series C common stock collectively at an average cost per share of
\\$37.92 for total cash consideration of \\$338 million, representing 2.6%
of shares outstanding(4). The total remaining repurchase
authorization for Liberty Media stock is approximately \\$1.3 billion.
FOOTNOTES
1)
|
|
Liberty Media's President and CEO, Greg Maffei, will discuss these
highlights and other matters in Liberty Media's earnings conference
call which will begin at 4:30 p.m. (E.S.T.) on November 4, 2015. For
information regarding how to access the call, please see "Important
Notice" later in this document.
|
2)
|
|
For definitions of adjusted OIBDA (as defined by Liberty Media),
adjusted EBITDA (as defined by SiriusXM) and free cash flow (as
defined by SiriusXM) and applicable reconciliations see the
accompanying schedules.
|
3)
|
|
Based on shares outstanding at the time of the introduction of the
original Liberty Capital stock.
|
4)
|
|
Based on shares outstanding as of October 31, 2014. There were no
share repurchases from July 23, 2014 through December 31, 2014.
|
|
|
|
NOTES
Unless otherwise noted, the foregoing discussion compares financial
information for the three months ended September 30, 2015 to the same
period in 2014.
The following financial information with respect to Liberty Media's
equity affiliates and available for sale securities is intended to
supplement Liberty Media's condensed consolidated balance sheet and
statement of operations to be included in its Form 10-Q for the period
ended September 30, 2015.
Fair Value of Corporate Public Holdings
|
|
|
|
|
|
|
|
|
|
(amounts in millions)
|
|
|
6/30/2015 |
|
|
|
9/30/2015 |
Live Nation Debt and Equity(1) |
|
|
\\$
|
1,501
|
|
|
|
|
1,316
|
Other Public Holdings(2) |
|
|
|
580
|
|
|
|
|
461
|
Total Liberty Media
|
|
|
\\$
|
2,081
|
|
|
|
|
1,777
|
________________________
|
(1)
|
|
Represents the fair value of Liberty Media's debt and equity
investments. In accordance with GAAP, Liberty Media accounts for its
investment in the equity of Live Nation using the equity method of
accounting and includes it in its consolidated balance sheet at its
historical carrying value of \\$375 million and \\$395 million as of
June 30, 2015 and September 30, 2015, respectively.
|
(2)
|
|
Represents the carrying value of other public holdings which are
accounted for at fair value.
|
|
|
|
Cash and Debt
The following presentation is provided to separately identify cash and
liquid investments and debt information.
|
|
|
|
|
|
|
|
|
(amounts in millions)
|
|
|
6/30/2015 |
|
|
9/30/2015 |
Cash and liquid investments(1)(2) |
|
|
\\$
|
841
|
|
|
|
|
607
|
|
Less: Short-term marketable securities
|
|
|
|
51
|
|
|
|
|
19
|
|
Total Liberty Media Cash (GAAP)
|
|
|
\\$
|
790
|
|
|
|
|
588
|
|
|
|
|
|
|
|
|
|
|
Debt:
|
|
|
|
|
|
|
|
|
SiriusXM senior notes(3) |
|
|
\\$
|
5,150
|
|
|
|
|
5,150
|
|
Liberty 1.375% cash convertible notes due 2023(4) |
|
|
|
1,000
|
|
|
|
|
1,000
|
|
Margin loans
|
|
|
|
250
|
|
|
|
|
250
|
|
Atlanta Braves debt(5) |
|
|
|
185
|
|
|
|
|
175
|
|
Other subsidiary debt(6) |
|
|
|
16
|
|
|
|
|
305
|
|
Total Liberty Media Debt
|
|
|
\\$
|
6,601
|
|
|
|
|
6,880
|
|
Unamortized discount and fair market value adjustment
|
|
|
|
(99
|
)
|
|
|
|
(78
|
)
|
Total Liberty Media Debt (GAAP)
|
|
|
\\$
|
6,502
|
|
|
|
|
6,802
|
|
_______________________
|
(1)
|
|
Includes \\$51 million and \\$19 million of short-term marketable
securities with an original maturity greater than 90 days as of June
30, 2015 and September 30, 2015, respectively.
|
(2)
|
|
Includes \\$294 million and \\$153 million of cash and liquid
investments held at SiriusXM as of June 30, 2015 and September 30,
2015, respectively.
|
(3)
|
|
Outstanding principal amount of Senior Notes with no reduction for
the net unamortized discount.
|
(4)
|
|
Face amount of the cash convertible notes with no adjustment for the
fair market value adjustment.
|
(5)
|
|
Includes Atlanta National League Baseball Club, Inc. borrowings
largely to fund the construction of a new stadium in Cobb County,
Georgia; Atlanta Braves' construction financing obligations as of
6/30/2015 have been reclassified as Other long-term liabilities for
comparative purposes.
|
(6)
|
|
Includes SiriusXM capital leases and borrowings under the SiriusXM
revolving credit facility.
|
|
|
|
Total Liberty Media cash and liquid investments decreased \\$234 million
during the quarter. Cash from operations at SiriusXM and additional
borrowings at SiriusXM were more than offset by shares repurchased by
SiriusXM, shares repurchased by Liberty Media and capital expenditures.
Included in the consolidated cash and liquid investments balance at
September 30, 2015 is \\$153 million at SiriusXM. Although SiriusXM is a
consolidated subsidiary, it is a separate public company with a
significant non-controlling interest, therefore Liberty Media does not
have ready access to SiriusXM's cash balance. Excluding cash held at
SiriusXM, Liberty Media's cash and liquid investments balance at
September 30, 2015 was \\$454 million.
Total Liberty Media debt increased by \\$0.3 billion primarily as a result
of borrowings under the SiriusXM revolving credit facility.
Important Notice: Liberty Media Corporation (Nasdaq: LMCA, LMCB,
LMCK) President and CEO,
Greg Maffei, will discuss Liberty Media's
earnings release in a conference call which will begin at 4:30 p.m.
(E.S.T.) on November 4, 2015. The call can be accessed by dialing (844)
838-8043 or (678) 509-7480 at least 10 minutes prior to the start time.
The call will also be broadcast live across the Internet and archived on
our website. To access the webcast go to http://www.libertymedia.com/events.
Links to this press release will also be available on the Liberty Media
website.
This press release includes certain forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995,
including statements about business strategies, market potential, future
financial prospects, growth of SiriusXM's subscriber base, the future
financial performance of SiriusXM, the continuation of our stock
repurchase plan, the repurchase activity of SiriusXM, the construction
of the new stadium for the Atlanta Braves and the associated mixed use
development, the settlement of our forward purchase of Live Nation
shares and other matters that are not historical facts. These
forward-looking statements involve many risks and uncertainties that
could cause actual results to differ materially from those expressed or
implied by such statements, including, without limitation, possible
changes in market acceptance of new products or services, regulatory
matters affecting our businesses, the competitive position of SiriusXM
versus other radio and audio entertainment providers, the ability of
SiriusXM to attract and retain subscribers, the dependence of SiriusXM
upon the auto industry, general economic conditions, the failure of
SiriusXM's satellites (which, in most cases, are not insured), the
interruption or failure of SiriusXM's information and communication
systems, the security of personal customer information, royalties
SiriusXM pays for music rights (which increase over time), the
unfavorable outcome of pending or future litigation, the failure to
realize benefits of acquisitions, rapid technological and industry
change, failure of third parties to perform, changes in consumer
protection laws and their enforcement, continued access to capital on
terms acceptable to Liberty Media, changes in law and market
conditions conducive to stock repurchases. These forward-looking
statements speak only as of the date of this presentation, and Liberty
Media expressly disclaims any obligation or undertaking to disseminate
any updates or revisions to any forward-looking statement contained
herein to reflect any change in Liberty Media's expectations with regard
thereto or any change in events, conditions or circumstances on which
any such statement is based. Please refer to the publicly filed
documents of Liberty Media, including the most recent Forms 10-K and
10-Q, for additional information about Liberty Media and about the risks
and uncertainties related to Liberty Media's business which may affect
the statements made in this presentation.
|
|
|
|
|
|
|
|
LIBERTY MEDIA CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEET (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12/31/2014 |
|
|
9/30/2015 |
|
|
|
amounts in millions
|
Assets
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
\\$
|
681
|
|
|
|
588
|
|
Trade and other receivables, net
|
|
|
|
235
|
|
|
|
278
|
|
Short term marketable securities
|
|
|
|
199
|
|
|
|
19
|
|
Deferred income tax assets
|
|
|
|
931
|
|
|
|
840
|
|
Other current assets
|
|
|
|
270
|
|
|
|
385
|
|
Total current assets
|
|
|
|
2,316
|
|
|
|
2,110
|
|
Investments in available-for-sale securities and other cost
investments
|
|
|
|
816
|
|
|
|
541
|
|
Investments in affiliates, accounted for using the equity method
|
|
|
|
851
|
|
|
|
759
|
|
|
|
|
|
|
|
|
|
Property and equipment, at cost
|
|
|
|
2,215
|
|
|
|
2,443
|
|
Accumulated depreciation
|
|
|
|
(501
|
)
|
|
|
(656
|
)
|
|
|
|
|
1,714
|
|
|
|
1,787
|
|
Intangible assets not subject to amortization
|
|
|
|
|
|
|
|
Goodwill |
|
|
|
14,345
|
|
|
|
14,345
|
|
FCC licenses
|
|
|
|
8,600
|
|
|
|
8,600
|
|
Other
|
|
|
|
1,073
|
|
|
|
1,073
|
|
|
|
|
|
24,018
|
|
|
|
24,018
|
|
|
|
|
|
|
|
|
|
Intangible assets subject to amortization, net
|
|
|
|
1,166
|
|
|
|
1,112
|
|
Other assets, at cost, net of accumulated amortization
|
|
|
|
326
|
|
|
|
353
|
|
Total assets
|
|
|
\\$
|
31,207
|
|
|
|
30,680
|
|
|
|
|
|
|
|
|
|
Liabilities and Equity
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
|
|
\\$
|
712
|
|
|
|
755
|
|
Current portion of debt
|
|
|
|
257
|
|
|
|
256
|
|
Deferred revenue
|
|
|
|
1,641
|
|
|
|
1,717
|
|
Other current liabilities
|
|
|
|
40
|
|
|
|
33
|
|
Total current liabilities
|
|
|
|
2,650
|
|
|
|
2,761
|
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
|
5,595
|
|
|
|
6,546
|
|
Deferred income tax liabilities
|
|
|
|
2,438
|
|
|
|
2,429
|
|
Other liabilities
|
|
|
|
348
|
|
|
|
502
|
|
Total liabilities
|
|
|
|
11,031
|
|
|
|
12,238
|
|
|
|
|
|
|
|
|
|
Equity:
|
|
|
|
|
|
|
|
Total stockholders' equity
|
|
|
|
11,398
|
|
|
|
10,994
|
|
Non-controlling interests in equity of subsidiaries
|
|
|
|
8,778
|
|
|
|
7,448
|
|
Total equity
|
|
|
|
20,176
|
|
|
|
18,442
|
|
Commitments and contingencies
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
|
\\$
|
31,207
|
|
|
|
30,680
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBERTY MEDIA CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Nine Months Ended
|
|
|
|
9/30/2014 |
|
|
9/30/2015 |
|
|
9/30/2014 |
|
|
9/30/2015 |
|
|
|
amounts in millions
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subscriber revenue
|
|
|
\\$
|
892
|
|
|
|
969
|
|
|
|
2,602
|
|
|
|
2,812
|
|
Other revenue
|
|
|
|
292
|
|
|
|
315
|
|
|
|
753
|
|
|
|
775
|
|
Total revenue
|
|
|
|
1,184
|
|
|
|
1,284
|
|
|
|
3,355
|
|
|
|
3,587
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of subscriber services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue share and royalties
|
|
|
|
204
|
|
|
|
239
|
|
|
|
600
|
|
|
|
783
|
|
Programming and content(1) |
|
|
|
66
|
|
|
|
68
|
|
|
|
194
|
|
|
|
191
|
|
Customer service and billing(1) |
|
|
|
94
|
|
|
|
94
|
|
|
|
276
|
|
|
|
280
|
|
Other(1) |
|
|
|
33
|
|
|
|
33
|
|
|
|
97
|
|
|
|
98
|
|
Subscriber acquisition cost
|
|
|
|
120
|
|
|
|
133
|
|
|
|
367
|
|
|
|
392
|
|
Other operating expense(1) |
|
|
|
119
|
|
|
|
93
|
|
|
|
274
|
|
|
|
226
|
|
Selling, general and administrative(1) |
|
|
|
209
|
|
|
|
207
|
|
|
|
640
|
|
|
|
608
|
|
Depreciation and amortization
|
|
|
|
90
|
|
|
|
96
|
|
|
|
272
|
|
|
|
272
|
|
|
|
|
|
935
|
|
|
|
963
|
|
|
|
2,720
|
|
|
|
2,850
|
|
Operating income (loss)
|
|
|
|
249
|
|
|
|
321
|
|
|
|
635
|
|
|
|
737
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
|
(70
|
)
|
|
|
(84
|
)
|
|
|
(185
|
)
|
|
|
(244
|
)
|
Share of earnings (losses) of affiliates, net
|
|
|
|
(6
|
)
|
|
|
29
|
|
|
|
(53
|
)
|
|
|
(8
|
)
|
Realized and unrealized gains (losses) on financial instruments, net
|
|
|
|
(15
|
)
|
|
|
(200
|
)
|
|
|
(55
|
)
|
|
|
(188
|
)
|
Other, net
|
|
|
|
(8
|
)
|
|
|
4
|
|
|
|
(46
|
)
|
|
|
12
|
|
|
|
|
|
(99
|
)
|
|
|
(251
|
)
|
|
|
(339
|
)
|
|
|
(428
|
)
|
Earnings (loss) before income taxes
|
|
|
|
150
|
|
|
|
70
|
|
|
|
296
|
|
|
|
309
|
|
Income tax (expense) benefit
|
|
|
|
(63
|
)
|
|
|
(29
|
)
|
|
|
(31
|
)
|
|
|
(150
|
)
|
Net earnings (loss)
|
|
|
|
87
|
|
|
|
41
|
|
|
|
265
|
|
|
|
159
|
|
Less net earnings (loss) attributable to the non-controlling
interests
|
|
|
|
54
|
|
|
|
63
|
|
|
|
160
|
|
|
|
139
|
|
Net earnings (loss) attributable to Liberty stockholders
|
|
|
\\$
|
33
|
|
|
|
(22
|
)
|
|
|
105
|
|
|
|
20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Includes stock based compensation as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Programming and content
|
|
|
\\$
|
4
|
|
|
|
5
|
|
|
|
13
|
|
|
|
13
|
|
Customer service and billing
|
|
|
|
2
|
|
|
|
1
|
|
|
|
4
|
|
|
|
4
|
|
Other costs of subscriber services
|
|
|
|
2
|
|
|
|
2
|
|
|
|
6
|
|
|
|
6
|
|
Operating
|
|
|
|
4
|
|
|
|
5
|
|
|
|
12
|
|
|
|
13
|
|
Selling, general and administrative
|
|
|
|
41
|
|
|
|
43
|
|
|
|
116
|
|
|
|
111
|
|
|
|
|
\\$
|
53
|
|
|
|
56
|
|
|
|
151
|
|
|
|
147
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBERTY MEDIA CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
|
|
|
|
9/30/2014 |
|
|
9/30/2015 |
|
|
|
amounts in millions
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
Net earnings
|
|
|
\\$
|
265
|
|
|
|
159
|
|
Adjustments to reconcile net earnings to net cash provided by
operating activities:
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
|
272
|
|
|
|
272
|
|
Stock-based compensation
|
|
|
|
151
|
|
|
|
147
|
|
Excess tax benefit from stock-based compensation
|
|
|
|
(11
|
)
|
|
|
(18
|
)
|
Share of (earnings) losses of affiliates, net
|
|
|
|
53
|
|
|
|
8
|
|
Realized and unrealized (gains) losses on financial instruments, net
|
|
|
|
55
|
|
|
|
188
|
|
Losses (gains) on dilution of investment in affiliate
|
|
|
|
67
|
|
|
|
1
|
|
Deferred income tax expense (benefit)
|
|
|
|
9
|
|
|
|
98
|
|
Other, net
|
|
|
|
(16
|
)
|
|
|
19
|
|
Changes in operating assets and liabilities
|
|
|
|
|
|
|
|
Current and other assets
|
|
|
|
(72
|
)
|
|
|
(141
|
)
|
Payables and other liabilities
|
|
|
|
28
|
|
|
|
142
|
|
Net cash provided (used) by operating activities
|
|
|
|
801
|
|
|
|
875
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
Investments in and loans to cost and equity investees
|
|
|
|
(169
|
)
|
|
|
—
|
|
Cash proceeds from sale of investments
|
|
|
|
247
|
|
|
|
175
|
|
Cash (paid) for acquisitions, net of cash acquired
|
|
|
|
(47
|
)
|
|
|
—
|
|
Proceeds (payments) on financial instruments, net
|
|
|
|
(30
|
)
|
|
|
(88
|
)
|
Capital expended for property and equipment
|
|
|
|
(153
|
)
|
|
|
(176
|
)
|
Purchases of short term investments and other marketable securities
|
|
|
|
(349
|
)
|
|
|
(51
|
)
|
Sales of short term investments and other marketable securities
|
|
|
|
68
|
|
|
|
231
|
|
Other investing activities, net
|
|
|
|
32
|
|
|
|
(40
|
)
|
Net cash provided (used) by investing activities
|
|
|
|
(401
|
)
|
|
|
51
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
Borrowings of debt
|
|
|
|
2,218
|
|
|
|
1,779
|
|
Repayments of debt
|
|
|
|
(1,660
|
)
|
|
|
(818
|
)
|
Repurchases of Liberty common stock
|
|
|
|
—
|
|
|
|
(303
|
)
|
Subsidiary shares repurchased by subsidiary
|
|
|
|
(1,650
|
)
|
|
|
(1,648
|
)
|
Excess tax benefit from stock-based compensation
|
|
|
|
11
|
|
|
|
18
|
|
Taxes paid in lieu of shares issued for stock-based compensation
|
|
|
|
(30
|
)
|
|
|
(51
|
)
|
Other financing activities, net
|
|
|
|
—
|
|
|
|
4
|
|
Net cash provided (used) by financing activities
|
|
|
|
(1,111
|
)
|
|
|
(1,019
|
)
|
Net increase (decrease) in cash and cash equivalents
|
|
|
|
(711
|
)
|
|
|
(93
|
)
|
Cash and cash equivalents at beginning of period
|
|
|
|
1,088
|
|
|
|
681
|
|
Cash and cash equivalents at end of period
|
|
|
\\$
|
377
|
|
|
|
588
|
|
|
|
|
|
|
|
|
|
NON-GAAP FINANCIAL MEASURES
SCHEDULE 1
This press release includes a presentation of adjusted OIBDA, which is a
non-GAAP financial measure, for Liberty Media, together with a
reconciliation to operating income, as determined under GAAP. Liberty
Media defines adjusted OIBDA as revenue less operating expenses, and
selling, general and administrative expenses, excluding all stock based
compensation, and excludes from that definition depreciation and
amortization, restructuring and impairment charges and separately
reported legal settlements that are included in the measurement of
operating income pursuant to GAAP.
Liberty Media believes adjusted OIBDA is an important indicator of the
operational strength and performance of its businesses, including each
business' ability to service debt and fund capital expenditures. In
addition, this measure allows management to view operating results and
perform analytical comparisons and benchmarking between businesses and
identify strategies to improve performance. Because adjusted OIBDA is
used as a measure of operating performance, Liberty Media views
operating income as the most directly comparable GAAP measure. Adjusted
OIBDA is not meant to replace or supersede operating income or any other
GAAP measure, but rather to supplement such GAAP measures in order to
present investors with the same information that Liberty Media's
management considers in assessing the results of operations and
performance of its assets. Please see the attached schedules for
applicable reconciliations.
The following table provides a reconciliation of adjusted OIBDA for
Liberty Media to operating income calculated in accordance with GAAP for
the three months ended September 30, 2014, December 31, 2014, March 31,
2015, June 30, 2015 and September 30, 2015, respectively.
QUARTERLY SUMMARY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(amounts in millions)
|
|
|
3Q14
|
|
|
4Q14
|
|
|
1Q15
|
|
|
2Q15
|
|
|
3Q15
|
Liberty Media
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
\\$
|
1,184
|
|
|
|
\\$
|
1,095
|
|
|
|
\\$
|
1,081
|
|
|
|
\\$
|
1,222
|
|
|
|
\\$
|
1,284
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted OIBDA
|
|
|
|
392
|
|
|
|
|
359
|
|
|
|
|
373
|
|
|
|
|
418
|
|
|
|
|
473
|
|
Depreciation and amortization
|
|
|
|
(90
|
)
|
|
|
|
(87
|
)
|
|
|
|
(84
|
)
|
|
|
|
(92
|
)
|
|
|
|
(96
|
)
|
Stock compensation expense
|
|
|
|
(53
|
)
|
|
|
|
(66
|
)
|
|
|
|
(44
|
)
|
|
|
|
(47
|
)
|
|
|
|
(56
|
)
|
Legal settlement(1) |
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
(108
|
)
|
|
|
|
—
|
|
Operating Income
|
|
|
\\$
|
249
|
|
|
|
\\$
|
206
|
|
|
|
\\$
|
245
|
|
|
|
\\$
|
171
|
|
|
|
\\$
|
321
|
|
_______________________
|
(1)
|
|
SiriusXM recognized \\$108 million during June 2015 for the portion of
the \\$210 million Capitol Settlement related to SiriusXM's use of
pre-1972 sound recordings for the periods prior to the Capitol
Records lawsuit settlement during June 2015. The \\$108 million
expense is included in the Revenue share and royalties line item in
the accompanying condensed consolidated financial statements for the
nine months ended September 30, 2015 but has been excluded from
Adjusted OIBDA for the corresponding period as this expense was not
incurred as a part of SiriusXM's normal operations for the period,
and this lump sum amount does not relate to the on-going performance
of the business. SiriusXM recognized approximately \\$9 million to
Revenue share and royalties within the unaudited condensed
consolidated statement of operations with respect to the Capitol
Settlement during the three months ended September 30, 2015 related
to SiriusXM's use of pre-1972 sound recordings during the period and
is included as a component of Adjusted OIBDA. Of the remaining \\$93
million of the settlement, approximately \\$40 million was recorded to
Other current assets and approximately \\$53 million was recorded to
Other long-term assets within the unaudited condensed consolidated
balance sheets as of September 30, 2015, which will be amortized to
Revenue share and royalties within the unaudited condensed
consolidated statement of operations over the future service period
through December 2017.
|
|
|
|
SCHEDULE 2
This press release also includes a presentation of Adjusted EBITDA,
which is a non-GAAP financial measure used by SiriusXM, together with a
reconciliation to SiriusXM's stand-alone net income, as determined under
GAAP. SiriusXM defines Adjusted EBITDA as follows: EBITDA is defined as
net income before interest expense, net of amounts capitalized; income
tax expense and depreciation and amortization. SiriusXM adjusts EBITDA
to exclude the impact of other income, loss on change in value of
derivatives as well as certain other charges discussed below. This
measure is one of the primary Non-GAAP financial measures on which
SiriusXM (i) evaluates the performance of its on-going core operating
results period over period, (ii) bases its internal budgets and (iii)
compensated management. As such, adjusted EBITDA is a Non-GAAP financial
performance measure that excludes (if applicable): (i) certain
adjustments as a result of the purchase price accounting for the Sirius
and XM merger, (ii) depreciation and amortization, (iii) share-based
payment expense and (iv) other significant operating expense (income)
that does not relate to the on-going performance of SiriusXM's business.
The purchase price accounting adjustments include: (i) the elimination
of deferred revenue associated with the investment in XM Canada, (ii)
recognition of deferred subscriber revenues not recognized in purchase
price accounting, and (iii) elimination of the benefit of deferred
credits on executory contracts, which are primarily attributable to
third party arrangements with programming providers. SiriusXM believes
adjusted EBITDA is a useful measure of the underlying trend of its
operating performance, which provides useful information about its
business apart from the costs associated with its physical plant,
capital structure and purchase price accounting. SiriusXM believes
investors find this Non-GAAP financial measure useful when analyzing its
results and comparing its operating performance to the performance of
other communications, entertainment and media companies. SiriusXM
believes investors use current and projected adjusted EBITDA to estimate
its current and prospective enterprise value and to make investment
decisions. Because SiriusXM funds and builds-out its satellite radio
system through the periodic raising and expenditure of large amounts of
capital, its results of operations reflect significant charges for
depreciation expense. The exclusion of depreciation and amortization
expense is useful given significant variation in depreciation and
amortization expense that can result from the potential variations in
estimated useful lives, all of which can vary widely across different
industries or among companies within the same industry. SiriusXM
believes the exclusion of share-based payment expense is useful given
share-based payment expense is not directly related to the operational
conditions of its business. SiriusXM also believes the exclusion of the
portion of the pre-1972 sound recordings legal settlement recognized in
June 2015 is useful as it does not represent an expense incurred as part
of normal operations for the period. The portion of the pre-1972 sound
recordings legal settlement related to the period of July 2015 through
December 2017 is not excluded from adjusted EBITDA as the royalty
expense relates to the on-going performance of SiriusXM's business.
Adjusted EBITDA has certain limitations in that it does not take into
account the impact to SiriusXM's statements of comprehensive income of
certain expenses, including share-based payment expense and certain
purchase price accounting for the merger of Sirius and XM. SiriusXM
endeavors to compensate for the limitations of the non-GAAP measure
presented by also providing the comparable GAAP measure with equal or
greater prominence and descriptions of the reconciling items, including
quantifying such items, to derive the non-GAAP measure. Investors that
wish to compare and evaluate SiriusXM's operating results after giving
effect for these costs, should refer to net income as disclosed in its
unaudited consolidated statements of comprehensive income. Since
adjusted EBITDA is a non-GAAP financial performance measure, SiriusXM's
calculation of adjusted EBITDA may be susceptible to varying
calculations; may not be comparable to other similarly titled measures
of other companies; and should not be considered in isolation, as a
substitute for, or superior to measures of financial performance
prepared in accordance with GAAP. The reconciliation of SiriusXM's
stand-alone net income to adjusted EBITDA is calculated as follows:
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited
|
|
|
|
For the Three Months Ended
|
|
|
|
September 30,
|
|
|
|
2015
|
|
|
2014
|
(\\$ in thousands)
|
|
|
|
|
|
|
|
|
Net income (GAAP):
|
|
|
\\$
|
166,550
|
|
|
|
|
136,170
|
|
Add back items excluded from Adjusted EBITDA:
|
|
|
|
|
|
|
|
|
Purchase price accounting adjustments:
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
1,813
|
|
|
|
|
1,813
|
|
Operating expenses
|
|
|
|
—
|
|
|
|
|
(945
|
)
|
Share-based payment expense (GAAP)
|
|
|
|
23,393
|
|
|
|
|
21,805
|
|
Depreciation and amortization (GAAP)
|
|
|
|
70,404
|
|
|
|
|
64,550
|
|
Interest expense, net of amounts capitalized (GAAP)
|
|
|
|
76,624
|
|
|
|
|
75,416
|
|
Other income (GAAP)
|
|
|
|
(4,133
|
)
|
|
|
|
(6,602
|
)
|
Income tax expense (GAAP)
|
|
|
|
112,543
|
|
|
|
|
89,044
|
|
Adjusted EBITDA
|
|
|
\\$
|
447,194
|
|
|
|
|
381,251
|
|
|
|
|
|
|
|
|
|
|
|
|
SCHEDULE 3
SiriusXM's free cash flow derives from cash flow provided by operating
activities, capital expenditures and restricted and other investment
activity. The calculation for free cash flow is as follows (in
thousands).
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited
|
|
|
|
For the Three Months Ended
|
|
|
|
September 30,
|
|
|
|
2015
|
|
|
2014
|
(\\$ in thousands)
|
|
|
|
|
|
|
|
|
Cash flow information
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
\\$
|
188,613
|
|
|
|
|
296,096
|
|
Net cash used in investing activities
|
|
|
\\$
|
(29,714
|
)
|
|
|
|
(28,827
|
)
|
Net cash used in financing activities
|
|
|
\\$
|
(300,407
|
)
|
|
|
|
(333,664
|
)
|
Free cash flow
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
\\$
|
188,613
|
|
|
|
|
296,096
|
|
Additions to property and equipment
|
|
|
|
(29,714
|
)
|
|
|
|
(28,827
|
)
|
Pre-1972 sound recordings legal settlement
|
|
|
|
210,000
|
|
|
|
|
—
|
|
Free cash flow
|
|
|
\\$
|
368,899
|
|
|
|
|
267,269
|
|
|
|
|
|
|
|
|
|
|
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