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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Liberty Media Corp. - Liberty Cap Class A Common Stock (MM) | NASDAQ:LCAPA | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 75.85 | 0 | 01:00:00 |
|
ý
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
State of Delaware
(State or other jurisdiction of
incorporation or organization)
|
|
20-8988475
(I.R.S. Employer
Identification No.)
|
12300 Liberty Boulevard
|
|
|
Englewood, Colorado
(Address of principal executive offices)
|
|
80112
(Zip Code)
|
Large accelerated filer
ý
|
|
Accelerated filer
o
|
|
Non-accelerated filer
o
(do not check if smaller
reporting company)
|
|
Smaller reporting company
o
|
|
Series A
|
|
Series B
|
||
Liberty Capital common stock
|
71,668,160
|
|
|
7,342,191
|
|
Liberty Starz common stock
|
48,428,683
|
|
|
2,938,005
|
|
|
|
September 30, 2011
|
|
December 31, 2010
|
|||
|
amounts in millions
|
|||||
Assets
|
|
|
|
|||
Current assets:
|
|
|
|
|||
Cash and cash equivalents
|
$
|
1,937
|
|
|
2,090
|
|
Trade and other receivables, net
|
299
|
|
|
257
|
|
|
Program rights
|
476
|
|
|
411
|
|
|
Short term marketable securities
|
275
|
|
|
509
|
|
|
Restricted cash (note 9)
|
695
|
|
|
53
|
|
|
Receivable from Liberty Interactive
|
44
|
|
|
85
|
|
|
Other current assets
|
41
|
|
|
137
|
|
|
Total current assets
|
3,767
|
|
|
3,542
|
|
|
Investments in available-for-sale securities and other cost investments, including $1,076 million and $1,219 million pledged as collateral for share borrowing arrangements (note 6)
|
2,782
|
|
|
4,550
|
|
|
Investments in affiliates, accounted for using the equity method (note 7)
|
507
|
|
|
91
|
|
|
Property and equipment, at cost
|
499
|
|
|
520
|
|
|
Accumulated depreciation
|
(280
|
)
|
|
(273
|
)
|
|
|
219
|
|
|
247
|
|
|
Intangible assets not subject to amortization
|
475
|
|
|
485
|
|
|
Intangible assets subject to amortization, net
|
139
|
|
|
164
|
|
|
Program rights
|
325
|
|
|
323
|
|
|
Deferred costs
|
243
|
|
|
345
|
|
|
Deferred tax assets
|
238
|
|
|
371
|
|
|
Other assets, at cost, net of accumulated amortization
|
220
|
|
|
674
|
|
|
Total assets
|
$
|
8,915
|
|
|
10,792
|
|
|
September 30, 2011
|
|
December 31, 2010
|
|||
|
amounts in millions
|
|||||
Liabilities and Equity
|
|
|
|
|||
Current liabilities:
|
|
|
|
|||
Accounts payable
|
$
|
13
|
|
|
21
|
|
Accrued liabilities
|
272
|
|
|
243
|
|
|
Financial instruments (note 8)
|
1,085
|
|
|
1,222
|
|
|
Current portion of debt (note 9)
|
754
|
|
|
37
|
|
|
Deferred income tax liabilities
|
742
|
|
|
712
|
|
|
Deferred revenue
|
74
|
|
|
240
|
|
|
Other current liabilities
|
72
|
|
|
36
|
|
|
Total current liabilities
|
3,012
|
|
|
2,511
|
|
|
Long-term debt (note 9)
|
37
|
|
|
2,101
|
|
|
Deferred revenue
|
531
|
|
|
846
|
|
|
Other liabilities
|
257
|
|
|
308
|
|
|
Total liabilities
|
3,837
|
|
|
5,766
|
|
|
Stockholders' equity:
|
|
|
|
|||
Preferred stock, $.01 par value. Authorized 50,000,000 shares; no shares issued
|
—
|
|
|
—
|
|
|
Series A Liberty Capital common stock, $.01 par value. Authorized 2,000,000,000 shares; issued and outstanding 72,429,959 shares at September 30, 2011
|
1
|
|
|
—
|
|
|
Series B Liberty Capital common stock, $.01 par value. Authorized 75,000,000 shares; issued and outstanding 7,342,191 shares at September 30, 2011
|
—
|
|
|
—
|
|
|
Series C Liberty Capital common stock, $.01 par value. Authorized 2,000,000,000 shares; zero issued and outstanding shares at September 30, 2011
|
—
|
|
|
—
|
|
|
Series A Liberty Starz common stock, $.01 par value. Authorized 4,000,000,000 shares; issued and outstanding 49,234,478 shares at September 30, 2011
|
—
|
|
|
—
|
|
|
Series B Liberty Starz common stock, $.01 par value. Authorized 150,000,000 shares; issued and outstanding 2,938,005 shares at September 30, 2011
|
—
|
|
|
—
|
|
|
Series C Liberty Starz common stock, $.01 par value. Authorized 4,000,000,000 shares; zero issued and outstanding shares at September 30, 2011
|
—
|
|
|
—
|
|
|
Additional paid-in capital
|
3,818
|
|
|
—
|
|
|
Parent's investment
|
—
|
|
|
4,117
|
|
|
Accumulated other comprehensive earnings, net of taxes
|
32
|
|
|
54
|
|
|
Retained earnings
|
1,233
|
|
|
855
|
|
|
Total stockholders' equity
|
5,084
|
|
|
5,026
|
|
|
Noncontrolling interests in equity of subsidiaries
|
(6
|
)
|
|
—
|
|
|
Total equity
|
5,078
|
|
|
5,026
|
|
|
Commitments and contingencies (note 10)
|
|
|
|
|||
Total liabilities and equity
|
$
|
8,915
|
|
|
10,792
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|||||||||
|
September 30,
|
|
September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions,
except per share amounts
|
|||||||||||
Revenue:
|
|
|
|
|
|
|
|
|||||
Communications and programming services
|
$
|
540
|
|
|
570
|
|
|
2,051
|
|
|
1,554
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|||||
Operating
|
323
|
|
|
349
|
|
|
1,048
|
|
|
987
|
|
|
Selling, general and administrative, including stock-based compensation (note 3)
|
91
|
|
|
120
|
|
|
290
|
|
|
385
|
|
|
Legal settlement
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
Depreciation and amortization
|
15
|
|
|
27
|
|
|
56
|
|
|
73
|
|
|
|
429
|
|
|
496
|
|
|
1,387
|
|
|
1,445
|
|
|
Operating income
|
111
|
|
|
74
|
|
|
664
|
|
|
109
|
|
|
Other income (expense):
|
|
|
|
|
|
|
|
|||||
Interest expense
|
(3
|
)
|
|
(12
|
)
|
|
(13
|
)
|
|
(46
|
)
|
|
Liberty Interactive interest income (expense)
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
Share of earnings (losses) of affiliates, net (note 7)
|
53
|
|
|
(59
|
)
|
|
3
|
|
|
(70
|
)
|
|
Realized and unrealized gains (losses) on financial instruments, net (note 8)
|
(257
|
)
|
|
70
|
|
|
(81
|
)
|
|
124
|
|
|
Gains (losses) on dispositions, net
|
1
|
|
|
(2
|
)
|
|
(1
|
)
|
|
22
|
|
|
Other, net
|
10
|
|
|
30
|
|
|
61
|
|
|
73
|
|
|
|
(196
|
)
|
|
27
|
|
|
(31
|
)
|
|
106
|
|
|
Earnings (loss) from continuing operations before income taxes
|
(85
|
)
|
|
101
|
|
|
633
|
|
|
215
|
|
|
Income tax (expense) benefit
|
42
|
|
|
(27
|
)
|
|
(256
|
)
|
|
(86
|
)
|
|
Net earnings (loss)
|
(43
|
)
|
|
74
|
|
|
377
|
|
|
129
|
|
|
Less net earnings (loss) attributable to the noncontrolling interests
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|
(3
|
)
|
|
Net earnings (loss) attributable to Liberty stockholders
|
$
|
(42
|
)
|
|
74
|
|
|
378
|
|
|
132
|
|
Net earnings (loss) attributable to Liberty stockholders:
|
|
|
|
|
|
|
|
|||||
Liberty Capital common stock
|
$
|
(103
|
)
|
|
26
|
|
|
198
|
|
|
(34
|
)
|
Liberty Starz common stock
|
61
|
|
|
48
|
|
|
180
|
|
|
166
|
|
|
|
$
|
(42
|
)
|
|
74
|
|
|
378
|
|
|
132
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||
|
September 30,
|
|
September 30,
|
||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
||||
|
amounts in millions,
except per share amounts
|
||||||||||
ProForma basic net earnings (loss) attributable to Liberty stockholders per common share (note 4):
|
|
|
|
|
|
|
|
||||
Series A and Series B Liberty Capital common stock
|
(1.27
|
)
|
|
0.30
|
|
|
2.44
|
|
|
(0.37
|
)
|
Series A and Series B Liberty Starz common stock
|
1.20
|
|
|
0.96
|
|
|
3.53
|
|
|
3.32
|
|
ProForma diluted net earnings (loss) attributable to Liberty stockholders per common share (note 4):
|
|
|
|
|
|
|
|
||||
Series A and Series B Liberty Capital common stock
|
(1.27
|
)
|
|
0.29
|
|
|
2.39
|
|
|
(0.37
|
)
|
Series A and Series B Liberty Starz common stock
|
1.15
|
|
|
0.92
|
|
|
3.40
|
|
|
3.19
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|||||||||
|
September 30,
|
|
September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions
|
|||||||||||
Net earnings (loss)
|
$
|
(43
|
)
|
|
74
|
|
|
377
|
|
|
129
|
|
Other comprehensive earnings (loss), net of taxes:
|
|
|
|
|
|
|
|
|||||
Unrealized holding gains (losses) arising during the period
|
(1
|
)
|
|
3
|
|
|
(28
|
)
|
|
(28
|
)
|
|
Recognition of previously unrealized (gains) losses on available-for-sale securities, net
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
(13
|
)
|
|
Reattribution of other comprehensive earnings from Liberty Interactive
|
—
|
|
|
—
|
|
|
—
|
|
|
30
|
|
|
Other
|
(1
|
)
|
|
—
|
|
|
6
|
|
|
—
|
|
|
Other comprehensive earnings (loss)
|
(4
|
)
|
|
3
|
|
|
(22
|
)
|
|
(11
|
)
|
|
Comprehensive earnings (loss)
|
(47
|
)
|
|
77
|
|
|
355
|
|
|
118
|
|
|
Less comprehensive earnings (loss) attributable to the noncontrolling interests
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|
(3
|
)
|
|
Comprehensive earnings (loss) attributable to Liberty stockholders
|
$
|
(46
|
)
|
|
77
|
|
|
356
|
|
|
121
|
|
Comprehensive earnings (loss) attributable to Liberty stockholders:
|
|
|
|
|
|
|
|
|||||
Liberty Capital common stock
|
$
|
(111
|
)
|
|
29
|
|
|
178
|
|
|
(45
|
)
|
Liberty Starz common stock
|
65
|
|
|
48
|
|
|
178
|
|
|
166
|
|
|
|
$
|
(46
|
)
|
|
77
|
|
|
356
|
|
|
121
|
|
|
Nine Months Ended
|
|||||
|
September 30,
|
|||||
|
2011
|
|
2010
|
|||
|
amounts in millions
|
|||||
Cash flows from operating activities:
|
|
|
|
|||
Net earnings
|
$
|
377
|
|
|
129
|
|
Adjustments to reconcile net earnings to net cash provided by operating activities:
|
|
|
|
|||
Depreciation and amortization
|
56
|
|
|
73
|
|
|
Amortization of program rights
|
523
|
|
|
551
|
|
|
Cash payments for program rights
|
(599
|
)
|
|
(507
|
)
|
|
Stock-based compensation
|
24
|
|
|
36
|
|
|
Cash payments for stock-based compensation
|
(10
|
)
|
|
(37
|
)
|
|
Noncash interest expense
|
—
|
|
|
1
|
|
|
Share of (earnings) loss of affiliates, net
|
(3
|
)
|
|
70
|
|
|
Realized and unrealized (gains) losses on financial instruments, net
|
81
|
|
|
(124
|
)
|
|
Losses (gains) on disposition of assets, net
|
1
|
|
|
(22
|
)
|
|
Change in tax accounts from Liberty Interactive, net
|
53
|
|
|
153
|
|
|
Deferred income tax expense
|
125
|
|
|
49
|
|
|
Other noncash charges (credits), net
|
(287
|
)
|
|
140
|
|
|
Changes in operating assets and liabilities
|
|
|
|
|||
Current and other assets
|
(200
|
)
|
|
(166
|
)
|
|
Payables and other liabilities
|
175
|
|
|
74
|
|
|
Net cash provided (used) by operating activities
|
316
|
|
|
420
|
|
|
Cash flows from investing activities:
|
|
|
|
|||
Cash proceeds from dispositions
|
17
|
|
|
59
|
|
|
Proceeds (payments) from settlement of financial instruments, net
|
—
|
|
|
750
|
|
|
Investments in and loans to cost and equity investees
|
(297
|
)
|
|
(288
|
)
|
|
Repayment of loan by Liberty Interactive
|
—
|
|
|
316
|
|
|
Repayment of loans by cost and equity investees
|
189
|
|
|
101
|
|
|
Capital expended for property and equipment
|
(9
|
)
|
|
(10
|
)
|
|
Net sales (purchases) of short term investments
|
302
|
|
|
(427
|
)
|
|
Net (increase) decrease in restricted cash
|
(139
|
)
|
|
(33
|
)
|
|
Reattribution of cash to Liberty Interactive
|
(264
|
)
|
|
(807
|
)
|
|
Other investing activities, net
|
(4
|
)
|
|
(7
|
)
|
|
Net cash provided (used) by investing activities
|
(205
|
)
|
|
(346
|
)
|
|
Cash flows from financing activities:
|
|
|
|
|||
Borrowings of debt
|
1
|
|
|
97
|
|
|
Repayments of debt
|
(58
|
)
|
|
(1,018
|
)
|
|
Repurchases of Liberty common stock
|
(213
|
)
|
|
(627
|
)
|
|
Other financing activities, net
|
6
|
|
|
119
|
|
|
Net cash provided (used) by financing activities
|
(264
|
)
|
|
(1,429
|
)
|
|
Net increase (decrease) in cash and cash equivalents
|
(153
|
)
|
|
(1,355
|
)
|
|
Cash and cash equivalents at beginning of period
|
2,090
|
|
|
3,951
|
|
|
Cash and cash equivalents at end of period
|
$
|
1,937
|
|
|
2,596
|
|
|
Stockholders' equity
|
|
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
Liberty
Capital
|
|
Liberty
Starz
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
|
|
Preferred Stock
|
|
Series A
|
|
Series B
|
|
Series A
|
|
Series B
|
|
Additional Paid-in Capital
|
|
Parent's
Investment
|
|
Accumulated
other
comprehensive
earnings
|
|
Retained
earnings
|
|
Noncontrolling
interest in
equity of
subsidiaries
|
|
Total equity
|
||||||||||||||||||
|
amounts in millions
|
|||||||||||||||||||||||||||||||||||||||
Balance at January 1, 2011
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
4,117
|
|
|
54
|
|
|
855
|
|
|
—
|
|
|
5,026
|
|
Net earnings
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
378
|
|
|
(1
|
)
|
|
377
|
|
|||||||
Other comprehensive loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(22
|
)
|
|
—
|
|
|
—
|
|
|
(22
|
)
|
|||||||
Stock compensation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16
|
|
|||||||
Issuance of common stock upon exercise of stock options
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|||||||
Series A Liberty Capital stock repurchases
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(213
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(213
|
)
|
|||||||
Impact of reattribution with Liberty Interactive
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45
|
|
|||||||
Transfer of tax attributes to Liberty Interactive
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(44
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(44
|
)
|
|||||||
Change in capitalization in connection with Split-off (note 1)
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,818
|
|
|
(3,819
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Sale of noncontrolling interest, net of tax impacts
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(105
|
)
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
(110
|
)
|
|||||||
Other
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|||||||
Balance at September 30, 2011
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,818
|
|
|
—
|
|
|
32
|
|
|
1,233
|
|
|
(6
|
)
|
|
5,078
|
|
•
|
the change in attribution from the Interactive Group to the Capital Group of a
14.6%
ownership interest in Live Nation Entertainment, Inc.;
|
•
|
the change in attribution from the Capital Group to the Interactive Group of the following debt securities:
|
•
|
$469 million
in principal amount of 4% Exchangeable Senior Debentures due 2029 (the "2029 Exchangeables");
|
•
|
$460 million
in principal amount of 3.75% Exchangeable Senior Debentures due 2030 (the "2030 Exchangeables"); and
|
•
|
$492 million
in principal amount of 3.5% Exchangeable Senior Debentures due 2031 (the "2031 Exchangeables", and together with the 2029 Exchangeables and the 2030 Exchangeables, the "Exchangeable Notes");
|
•
|
the change in attribution from the Capital Group to the Interactive Group of approximately
$830 million
in net taxable income to be recognized ratably in tax years 2014 through 2018 as a result of the cancellation in April 2009 of
$400 million
in principal amount of 2029 Exchangeables and
$350 million
in principal amount of 2030 Exchangeables; and
|
•
|
the change in attribution from the Capital Group to the Interactive Group of
$807 million
in cash.
|
|
|
||
Three months ended:
|
|
||
September 30, 2011
|
$
|
3
|
|
September 30, 2010
|
$
|
13
|
|
Nine months ended:
|
|
||
September 30, 2011
|
$
|
24
|
|
September 30, 2010
|
$
|
36
|
|
|
Series A
|
||||||||||||
|
Liberty
Capital
|
|
WAEP
|
|
Liberty
Starz
|
|
WAEP
|
||||||
|
numbers of Awards in thousands
|
||||||||||||
Outstanding at January 1, 2011
|
4,996
|
|
|
$
|
19.38
|
|
|
3,217
|
|
|
$
|
46.15
|
|
Granted
|
—
|
|
|
$
|
—
|
|
|
496
|
|
|
$
|
72.92
|
|
Exercised
|
(565
|
)
|
|
$
|
9.86
|
|
|
(150
|
)
|
|
$
|
31.30
|
|
Forfeited/Cancelled/Exchanged
|
(2
|
)
|
|
$
|
25.17
|
|
|
(33
|
)
|
|
$
|
64.77
|
|
Outstanding at September 30, 2011
|
4,429
|
|
|
$
|
20.58
|
|
|
3,530
|
|
|
$
|
50.35
|
|
Exercisable at September 30, 2011
|
1,382
|
|
|
$
|
10.62
|
|
|
707
|
|
|
$
|
35.08
|
|
|
No. of
outstanding
Awards
(000's)
|
|
WAEP of
outstanding
Awards
|
|
Weighted
average
remaining
life
|
|
Aggregate
intrinsic
value
(000's)
|
|
No. of
exercisable
Awards
(000's)
|
|
WAEP of
exercisable
Awards
|
|
Aggregate
intrinsic
value
(000's)
|
||||||||||
Series A Capital
|
4,429
|
|
|
$
|
20.58
|
|
|
5.6 years
|
|
$
|
201,729
|
|
|
1,382
|
|
|
$
|
10.62
|
|
|
$
|
76,711
|
|
Series A Starz
|
3,530
|
|
|
$
|
50.35
|
|
|
5.8 years
|
|
$
|
56,403
|
|
|
707
|
|
|
$
|
35.08
|
|
|
$
|
20,684
|
|
Series B Starz
|
36
|
|
|
$
|
26.71
|
|
|
3.7 years
|
|
$
|
1,566
|
|
|
36
|
|
|
$
|
26.71
|
|
|
$
|
1,566
|
|
|
Series A
|
|
Series B
|
||
|
amounts in millions
|
||||
Liberty Capital common stock
|
4.4
|
|
|
—
|
|
Liberty Starz common stock
|
3.5
|
|
|
0.1
|
|
|
Liberty Capital Common Stock
|
||||||||||
|
Three months ended September 30, 2011
|
|
Nine months ended September 30, 2011
|
|
Three months ended September 30, 2010
|
|
Nine months ended September 30, 2010
|
||||
|
numbers of shares in millions
|
||||||||||
Basic EPS
|
81
|
|
|
81
|
|
|
86
|
|
|
92
|
|
Stock options
|
—
|
|
|
2
|
|
|
3
|
|
|
—
|
|
Diluted EPS
|
81
|
|
|
83
|
|
|
89
|
|
|
92
|
|
|
Liberty Starz Common Stock
|
||||||||||
|
Three months ended September 30, 2011
|
|
Nine months ended September 30, 2011
|
|
Three months ended September 30, 2010
|
|
Nine months ended September 30, 2010
|
||||
|
numbers of shares in millions
|
||||||||||
Basic EPS
|
51
|
|
|
51
|
|
|
50
|
|
|
50
|
|
Stock options
|
2
|
|
|
2
|
|
|
2
|
|
|
2
|
|
Diluted EPS
|
53
|
|
|
53
|
|
|
52
|
|
|
52
|
|
|
|
|
Fair Value Measurements at September 30, 2011
|
|||||||||
Description
|
Total
|
|
Quoted prices
in active markets
for identical assets
(Level 1)
|
|
Significant other
observable
inputs
(Level 2)
|
|
Significant
unobservable
inputs
(Level 3)
|
|||||
|
|
|
amounts in millions
|
|||||||||
Short term marketable securities
|
$
|
275
|
|
|
275
|
|
|
—
|
|
|
—
|
|
Available-for-sale securities
|
$
|
2,773
|
|
|
2,380
|
|
|
393
|
|
|
—
|
|
Financial instruments
|
$
|
1,085
|
|
|
1,076
|
|
|
9
|
|
|
—
|
|
|
September 30, 2011
|
|
December 31,
2010
|
|
||
|
amounts in millions
|
|||||
Capital Group
|
|
|
|
|||
Time Warner Inc.(1)(2)
|
$
|
373
|
|
|
1,101
|
|
Time Warner Cable Inc.(1)(2)
|
196
|
|
|
567
|
|
|
Sprint Nextel Corporation ("Sprint")(1)
|
140
|
|
|
301
|
|
|
Motorola Solutions(1)(3)
|
311
|
|
|
471
|
|
|
Motorola Mobility(1)(3)
|
245
|
|
|
—
|
|
|
Viacom, Inc.
|
294
|
|
|
301
|
|
|
Live Nation(4)
|
24
|
|
|
389
|
|
|
Century Link, Inc.(1)
|
122
|
|
|
248
|
|
|
Barnes & Noble, Inc. (5)
|
206
|
|
|
—
|
|
|
Priceline(1)
|
234
|
|
|
208
|
|
|
Other AFS equity securities(1)(2)
|
35
|
|
|
100
|
|
|
SIRIUS XM debt securities
|
377
|
|
|
384
|
|
|
Other AFS debt securities
|
216
|
|
|
404
|
|
|
Other cost investments and related receivables
|
8
|
|
|
9
|
|
|
Total attributed to the Capital Group
|
2,781
|
|
|
4,483
|
|
|
Starz Group
|
|
|
|
|||
Other
|
1
|
|
|
67
|
|
|
Total attributed to the Starz Group
|
1
|
|
|
67
|
|
|
Consolidated Liberty
|
$
|
2,782
|
|
|
4,550
|
|
(1)
|
Includes shares pledged as collateral for share borrowing arrangements. See note 8.
|
(2)
|
As discussed in note 2, certain of these securities were reattributed from its Capital Group to its Interactive Group in the first quarter of 2011.
|
(3)
|
Effective January 4, 2011 Motorola, Inc. separated Motorola Mobility Holdings, Inc. in a 1 for 8 stock distribution. Motorola, Inc. simultaneously completed a 1 for 7 reverse stock split and was renamed Motorola Solutions, Inc.
|
(4)
|
In June 2011, Liberty acquired an additional
5.5 million
shares of Live Nation for
$58 million
. The additional ownership requires the Company to account for the investment as an equity method affiliate. For additional discussion see note 7. Liberty continues to hold debt securities in Live Nation which are included in available-for-sale securities.
|
(5)
|
In August 2011, Liberty acquired
204,000
shares of preferred stock of Barnes & Noble, Inc. which is convertible into an approximate
17%
common equity interest for
$204 million
. The preferred stock accrues dividends at a rate of
7.75%
per annum. Liberty has elected to account for its investment in Barnes & Noble at fair value. Accordingly, changes in fair value of Barnes & Noble, Inc. preferred stock are reported in realized and unrealized gains (losses) on financial instruments in the accompanying condensed consolidated statements of operations.
|
|
September 30, 2011
|
|
December 31, 2010
|
|||||||||
|
Equity
securities
|
|
Debt
securities
|
|
Equity
securities
|
|
Debt
securities
|
|||||
|
amounts in millions
|
|||||||||||
Gross unrealized holding gains
|
$
|
1
|
|
|
52
|
|
|
32
|
|
|
66
|
|
Gross unrealized holding losses(1)
|
$
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
(1)
|
Liberty does not currently have any gross unrealized losses that have been in such position for greater than a year.
|
|
September 30, 2011
|
|
December 31, 2010
|
||||||||||
|
Percentage
ownership
|
|
Market
Value
|
|
Carrying
amount
|
|
Carrying
amount
|
||||||
|
|
|
dollar amounts in millions
|
||||||||||
Capital Group
|
|
|
|
|
|
|
|
||||||
SIRIUS XM
|
40
|
%
|
|
$
|
3,906
|
|
|
$
|
32
|
|
|
5
|
|
Live Nation(a)
|
21
|
%
|
|
$
|
314
|
|
|
376
|
|
|
—
|
|
|
Other
|
various
|
|
|
N/A
|
|
|
99
|
|
|
86
|
|
||
|
|
|
|
|
|
|
$
|
507
|
|
|
91
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions
|
|||||||||||
Capital Group
|
|
|
|
|
|
|
|
|||||
SIRIUS XM
|
$
|
42
|
|
|
(51
|
)
|
|
34
|
|
|
(51
|
)
|
Live Nation(a)
|
1
|
|
|
—
|
|
|
(44
|
)
|
|
—
|
|
|
Other
|
10
|
|
|
(8
|
)
|
|
13
|
|
|
(19
|
)
|
|
|
$
|
53
|
|
|
(59
|
)
|
|
3
|
|
|
(70
|
)
|
(a)
|
During June 2011, Liberty acquired an additional
5.5 million
shares of Live Nation which increased our ownership percentage above 20% of the outstanding voting shares. Due to the presumption that an entity with an ownership percentage greater than 20% has significant influence and no other factors would rebut that presumption, the Company is accounting for the investment as an equity method affiliate. The Company has elected to record its share of earnings (loss) for Live Nation on a three-month lag due to timeliness considerations. Increases in ownership which result in a change to the equity method of accounting generally require retroactive recognition of an investment's share of earnings (loss) in prior periods. Due to the relative insignificance of our share of losses for Live Nation in previous periods, both quantitatively and qualitatively, the Company has recorded such amounts in the current year. Approximately
$12 million
of the losses recorded for the nine months ended September 30, 2011 relate to the prior year.
|
|
June 30,
2011
|
|
|
December 31,
2010
|
|
|
|
amounts in millions
|
|||||
Current assets
|
$
|
965
|
|
|
992
|
|
Property and equipment, net
|
1,723
|
|
|
1,761
|
|
|
Intangible assets
|
2,602
|
|
|
2,633
|
|
|
Goodwill
|
1,835
|
|
|
1,835
|
|
|
Other assets
|
179
|
|
|
162
|
|
|
Total assets
|
$
|
7,304
|
|
|
7,383
|
|
Current liabilities
|
$
|
2,171
|
|
|
2,350
|
|
Deferred income taxes
|
927
|
|
|
915
|
|
|
Long-term debt
|
2,672
|
|
|
2,696
|
|
|
Other liabilities
|
1,039
|
|
|
1,214
|
|
|
Stockholders' equity
|
495
|
|
|
208
|
|
|
Total liabilities and equity
|
$
|
7,304
|
|
|
7,383
|
|
|
Three months ended
June 30,
|
|
Six months ended
June 30,
|
|||||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||||
|
amounts in millions
|
|
amounts in millions
|
|||||||||||
Revenue
|
$
|
744
|
|
|
700
|
|
|
$
|
1,468
|
|
|
$
|
1,364
|
|
Costs of services
|
(273
|
)
|
|
(266
|
)
|
|
(544
|
)
|
|
(527
|
)
|
|||
Selling, general and administrative expenses
|
(231
|
)
|
|
(237
|
)
|
|
(452
|
)
|
|
(445
|
)
|
|||
Restructuring, impairments and related costs
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
|||
Depreciation and amortization
|
(67
|
)
|
|
(69
|
)
|
|
(135
|
)
|
|
(139
|
)
|
|||
Operating income
|
173
|
|
|
126
|
|
|
337
|
|
|
251
|
|
|||
Interest expense
|
(76
|
)
|
|
(77
|
)
|
|
(154
|
)
|
|
(155
|
)
|
|||
Loss on extinguishment of debt
|
(1
|
)
|
|
(32
|
)
|
|
(7
|
)
|
|
(34
|
)
|
|||
Other income (loss), net
|
80
|
|
|
—
|
|
|
80
|
|
|
(2
|
)
|
|||
Income tax expense
|
(3
|
)
|
|
(2
|
)
|
|
(5
|
)
|
|
(3
|
)
|
|||
Net income attributable to SIRIUS XM stockholders
|
$
|
173
|
|
|
15
|
|
|
$
|
251
|
|
|
$
|
57
|
|
Type of financial instrument
|
September 30, 2011
|
|
December 31,
2010
|
|
|||
|
amounts in millions
|
||||||
Liabilities
|
|
|
|
||||
Borrowed shares(1)
|
$
|
1,076
|
|
|
1,219
|
|
|
Other
|
9
|
|
|
11
|
|
||
|
1,085
|
|
|
1,230
|
|
||
Less current portion
|
(1,085
|
)
|
—
|
|
(1,222
|
)
|
|
|
$
|
—
|
|
|
8
|
|
(1)
|
The market values of borrowed shares are as follows:
|
|
September 30, 2011
|
|
December 31,
2010
|
|
||
|
amounts in millions
|
|||||
Time Warner
|
$
|
91
|
|
|
97
|
|
Time Warner Cable
|
48
|
|
|
50
|
|
|
Sprint(a)
|
83
|
|
|
221
|
|
|
Motorola Solutions(b)
|
311
|
|
|
471
|
|
|
Motorola Mobility(b)
|
245
|
|
|
—
|
|
|
CenturyLink(a)
|
62
|
|
|
165
|
|
|
Priceline
|
234
|
|
|
208
|
|
|
Other
|
2
|
|
|
7
|
|
|
|
$
|
1,076
|
|
|
1,219
|
|
(a)
|
In January 2011, the Company unwound a portion of the borrowed share position with respect to approximately
25 million
Sprint shares and
2 million
CenturyLink shares through the delivery of such shares to the counterparty. The asset associated with these AFS securities ($
115 million
and $
74 million
, respectively) was retired as well as the liability ($
115 million
and $
74 million
, respectively).
|
(b)
|
As discussed in note 6, Motorola Inc. separated into two companies effective January 4, 2011 through a stock distribution and reverse stock split.
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions
|
|||||||||||
Non-strategic Securities(1)
|
$
|
(337
|
)
|
|
392
|
|
|
48
|
|
|
422
|
|
Borrowed shares(1)
|
72
|
|
|
(244
|
)
|
|
(46
|
)
|
|
(183
|
)
|
|
Net change from Non-strategic securities(1)
|
(265
|
)
|
|
148
|
|
|
2
|
|
|
239
|
|
|
Exchangeable senior debentures
|
—
|
|
|
(76
|
)
|
|
(85
|
)
|
|
(82
|
)
|
|
Equity collars
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
Other
|
8
|
|
|
(2
|
)
|
|
2
|
|
|
(31
|
)
|
|
|
$
|
(257
|
)
|
|
70
|
|
|
(81
|
)
|
|
124
|
|
(1)
|
As described above, gains and (losses) on borrowed shares completely offset the gains and (losses) on the same Non-strategic Securities owned by the Company.
|
|
|
|
Carrying value
|
|||||||
|
Outstanding Principal September 30, 2011
|
|
||||||||
|
September 30,
2011 |
|
December 31,
2010
|
|
||||||
|
amounts in millions
|
|||||||||
Capital Group
|
|
|
|
|
|
|||||
Exchangeable Senior Debentures 3.125% due 2023
|
$
|
—
|
|
|
—
|
|
|
1,283
|
|
|
Bank Facility
|
750
|
|
|
750
|
|
|
750
|
|
||
Total attributed Capital Group debt
|
750
|
|
|
750
|
|
|
2,033
|
|
||
Starz Group
|
|
|
|
|
|
|||||
Subsidiary debt
|
41
|
|
|
41
|
|
|
105
|
|
||
Total attributed Starz Group debt
|
41
|
|
|
41
|
|
|
105
|
|
||
Total debt
|
$
|
791
|
|
|
791
|
|
|
2,138
|
|
|
Less current maturities
|
|
|
|
(754
|
)
|
|
(37
|
)
|
||
Total long-term debt
|
|
|
|
$
|
37
|
|
|
2,101
|
|
•
|
Starz, LLC—consolidated subsidiary attributed to the Starz Group that provides premium networks distributed by cable operators, direct-to-home satellite providers, telephone companies and other distributors in the United States and develops, produces and acquires entertainment content and distributes such content to consumers in a wide variety of formats in the United States and throughout the world.
|
•
|
ANLBC—consolidated subsidiary attributed to the Capital Group that owns and operates the Atlanta Braves Major League Baseball franchise.
|
•
|
TruePosition, Inc.—consolidated subsidiary attributed to the Capital Group that develops and markets technology for locating wireless phones and other wireless devices enabling wireless carriers, application providers and other enterprises to provide E-911 services domestically and other location-based services to mobile users both domestically and worldwide.
|
|
Nine months ended September 30,
|
|||||||||||
|
2011
|
|
2010
|
|||||||||
|
Revenue
|
|
Adjusted
OIBDA
|
|
Revenue
|
|
Adjusted
OIBDA
|
|||||
|
amounts in millions
|
|||||||||||
Starz Group
|
|
|
|
|
|
|
|
|||||
Starz, LLC
|
$
|
1,183
|
|
|
356
|
|
|
1,246
|
|
|
238
|
|
Corporate and other
|
1
|
|
|
(9
|
)
|
|
8
|
|
|
(10
|
)
|
|
Adjustment for tracking stock purposes(1)
|
—
|
|
|
—
|
|
|
(317
|
)
|
|
67
|
|
|
|
1,184
|
|
|
347
|
|
|
937
|
|
|
295
|
|
|
Capital Group
|
|
|
|
|
|
|
|
|||||
ANLBC
|
199
|
|
|
11
|
|
|
186
|
|
|
8
|
|
|
TruePosition
|
619
|
|
|
380
|
|
|
86
|
|
|
(11
|
)
|
|
Corporate and other
|
49
|
|
|
(1
|
)
|
|
28
|
|
|
(7
|
)
|
|
Adjustment for tracking stock purposes(1)
|
—
|
|
|
—
|
|
|
317
|
|
|
(67
|
)
|
|
|
867
|
|
|
390
|
|
|
617
|
|
|
(77
|
)
|
|
Consolidated Liberty
|
$
|
2,051
|
|
|
737
|
|
|
1,554
|
|
|
218
|
|
|
Three months ended September 30,
|
|||||||||||
|
2011
|
|
2010
|
|||||||||
|
Revenue
|
|
Adjusted
OIBDA
|
|
Revenue
|
|
Adjusted
OIBDA
|
|||||
|
amounts in millions
|
|||||||||||
Starz Group
|
|
|
|
|
|
|
|
|||||
Starz, LLC
|
$
|
389
|
|
|
107
|
|
|
405
|
|
|
86
|
|
Corporate and other
|
—
|
|
|
(3
|
)
|
|
3
|
|
|
(3
|
)
|
|
Adjustment for tracking stock purposes(1)
|
—
|
|
|
—
|
|
|
(89
|
)
|
|
6
|
|
|
|
389
|
|
|
104
|
|
|
319
|
|
|
89
|
|
|
Capital Group
|
|
|
|
|
|
|
|
|||||
ANLBC
|
104
|
|
|
19
|
|
|
95
|
|
|
13
|
|
|
TruePosition
|
32
|
|
|
7
|
|
|
60
|
|
|
17
|
|
|
Corporate and other
|
15
|
|
|
(1
|
)
|
|
7
|
|
|
1
|
|
|
Adjustment for tracking stock purposes(1)
|
—
|
|
|
—
|
|
|
89
|
|
|
(6
|
)
|
|
|
151
|
|
|
25
|
|
|
251
|
|
|
25
|
|
|
Consolidated Liberty
|
$
|
540
|
|
|
129
|
|
|
570
|
|
|
114
|
|
(1)
|
As discussed above, due to the change in segments, the prior periods have been changed to reflect the current segment presentation. The adjustment is necessary to align the tracking stock subtotals to the Unaudited Attributed Financial Information for tracking stock groups found in Exhibit 99.1, wherein this change in attribution has been reflected prospectively.
|
|
September 30, 2011
|
||||||||
|
Total
assets
|
|
Investments
in affiliates
|
|
Capital
expenditures
|
||||
|
amounts in millions
|
||||||||
Starz Group
|
|
|
|
|
|
||||
Starz, LLC
|
$
|
2,013
|
|
|
—
|
|
|
4
|
|
Corporate and other
|
622
|
|
|
—
|
|
|
—
|
|
|
|
2,635
|
|
|
—
|
|
|
4
|
|
|
Capital Group
|
|
|
|
|
|
||||
ANLBC
|
565
|
|
|
31
|
|
|
1
|
|
|
TruePosition
|
319
|
|
|
—
|
|
|
3
|
|
|
Corporate and other
|
5,494
|
|
|
476
|
|
|
1
|
|
|
|
6,378
|
|
|
507
|
|
|
5
|
|
|
Inter-group eliminations
|
(98
|
)
|
|
—
|
|
|
—
|
|
|
Consolidated Liberty
|
$
|
8,915
|
|
|
507
|
|
|
9
|
|
|
Three months ended
September 30,
|
|
Nine months ended
September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions
|
|||||||||||
Consolidated segment Adjusted OIBDA
|
$
|
129
|
|
|
114
|
|
|
737
|
|
|
218
|
|
Stock-based compensation
|
(3
|
)
|
|
(13
|
)
|
|
(24
|
)
|
|
(36
|
)
|
|
Gain on legal settlement
|
—
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
Depreciation and amortization
|
(15
|
)
|
|
(27
|
)
|
|
(56
|
)
|
|
(73
|
)
|
|
Interest expense
|
(3
|
)
|
|
(12
|
)
|
|
(13
|
)
|
|
(46
|
)
|
|
Liberty interest income (expense)
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
Share of earnings (losses) of affiliates, net
|
53
|
|
|
(59
|
)
|
|
3
|
|
|
(70
|
)
|
|
Realized and unrealized gains (losses) on financial instruments, net
|
(257
|
)
|
|
70
|
|
|
(81
|
)
|
|
124
|
|
|
Gains (losses) on dispositions, net
|
1
|
|
|
(2
|
)
|
|
(1
|
)
|
|
22
|
|
|
Other, net
|
10
|
|
|
30
|
|
|
61
|
|
|
73
|
|
|
Earnings (loss) from continuing operations before income taxes
|
$
|
(85
|
)
|
|
101
|
|
|
633
|
|
|
215
|
|
•
|
customer demand for our products and services and our ability to adapt to changes in demand;
|
•
|
competitor responses to our products and services, and the products and services of the entities in which we have interests;
|
•
|
uncertainties inherent in the development and integration of new business lines and business strategies;
|
•
|
uncertainties associated with product and service development and market acceptance, including the development and provision of programming for new television and telecommunications technologies;
|
•
|
our future financial performance, including availability, terms and deployment of capital;
|
•
|
our ability to successfully integrate and recognize anticipated efficiencies and benefits from the businesses we acquire;
|
•
|
the ability of suppliers and vendors to deliver products, equipment, software and services;
|
•
|
the outcome of any pending or threatened litigation;
|
•
|
availability of qualified personnel;
|
•
|
changes in, or failure or inability to comply with, government regulations, including, without limitation, regulations of the Federal Communications Commission, and adverse outcomes from regulatory proceedings;
|
•
|
changes in the nature of key strategic relationships with partners, vendors and joint venturers;
|
•
|
general economic and business conditions and industry trends including the current economic downturn;
|
•
|
consumer spending levels, including the availability and amount of individual consumer debt;
|
•
|
disruption in the production of theatrical films or television programs due to strikes by unions representing writers, directors or actors;
|
•
|
continued consolidation of the broadband distribution and movie studio industries;
|
•
|
increased digital TV penetration and the impact on channel positioning of our networks;
|
•
|
rapid technological changes;
|
•
|
capital spending for the acquisition and/or development of telecommunications networks and services;
|
•
|
the regulatory and competitive environment of the industries in which we, and the entities in which we have interests, operate;
|
•
|
threatened terrorist attacks and ongoing military action in the Middle East and other parts of the world; and
|
•
|
fluctuations in foreign currency exchange rates and political unrest in international markets.
|
|
Three Months Ended
|
|
Nine Months Ended
|
|||||||||
|
September 30,
|
|
September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions
|
|||||||||||
Revenue
|
|
|
|
|
|
|
|
|||||
Starz Group
|
|
|
|
|
|
|
|
|||||
Starz, LLC
|
$
|
389
|
|
|
316
|
|
|
1,183
|
|
|
929
|
|
Corporate and other
|
—
|
|
|
3
|
|
|
1
|
|
|
8
|
|
|
|
389
|
|
|
319
|
|
|
1,184
|
|
|
937
|
|
|
Capital Group
|
|
|
|
|
|
|
|
|||||
Starz Media
|
—
|
|
|
89
|
|
|
—
|
|
|
317
|
|
|
ANLBC
|
104
|
|
|
95
|
|
|
199
|
|
|
186
|
|
|
TruePosition
|
32
|
|
|
60
|
|
|
619
|
|
|
86
|
|
|
Corporate and other
|
15
|
|
|
7
|
|
|
49
|
|
|
28
|
|
|
|
151
|
|
|
251
|
|
|
867
|
|
|
617
|
|
|
Consolidated Liberty
|
$
|
540
|
|
|
570
|
|
|
2,051
|
|
|
1,554
|
|
Adjusted OIBDA
|
|
|
|
|
|
|
|
|||||
Starz Group
|
|
|
|
|
|
|
|
|||||
Starz, LLC
|
$
|
107
|
|
|
92
|
|
|
356
|
|
|
305
|
|
Corporate and other
|
(3
|
)
|
|
(3
|
)
|
|
(9
|
)
|
|
(10
|
)
|
|
|
104
|
|
|
89
|
|
|
347
|
|
|
295
|
|
|
Capital Group
|
|
|
|
|
|
|
|
|||||
Starz Media
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
(67
|
)
|
|
ANLBC
|
19
|
|
|
13
|
|
|
11
|
|
|
8
|
|
|
TruePosition
|
7
|
|
|
17
|
|
|
380
|
|
|
(11
|
)
|
|
Corporate and other
|
(1
|
)
|
|
1
|
|
|
(1
|
)
|
|
(7
|
)
|
|
|
25
|
|
|
25
|
|
|
390
|
|
|
(77
|
)
|
|
Consolidated Liberty
|
$
|
129
|
|
|
114
|
|
|
737
|
|
|
218
|
|
Operating Income (Loss)
|
|
|
|
|
|
|
|
|||||
Starz Group
|
|
|
|
|
|
|
|
|||||
Starz, LLC
|
$
|
101
|
|
|
87
|
|
|
337
|
|
|
288
|
|
Corporate and other
|
(4
|
)
|
|
(10
|
)
|
|
(16
|
)
|
|
(23
|
)
|
|
|
97
|
|
|
77
|
|
|
321
|
|
|
265
|
|
|
Capital Group
|
|
|
|
|
|
|
|
|||||
Starz Media
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
(71
|
)
|
|
ANLBC
|
12
|
|
|
(1
|
)
|
|
(19
|
)
|
|
(32
|
)
|
|
TruePosition
|
5
|
|
|
15
|
|
|
380
|
|
|
(18
|
)
|
|
Corporate and other
|
(3
|
)
|
|
(10
|
)
|
|
(18
|
)
|
|
(35
|
)
|
|
|
14
|
|
|
(3
|
)
|
|
343
|
|
|
(156
|
)
|
|
Consolidated Liberty
|
$
|
111
|
|
|
74
|
|
|
664
|
|
|
109
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions
|
|||||||||||
Interest expense
|
|
|
|
|
|
|
|
|||||
Starz Group
|
$
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
(1
|
)
|
Capital Group
|
(3
|
)
|
|
(12
|
)
|
|
(10
|
)
|
|
(45
|
)
|
|
Consolidated Liberty
|
$
|
(3
|
)
|
|
(12
|
)
|
|
(13
|
)
|
|
(46
|
)
|
Share of earnings (losses) of affiliates
|
|
|
|
|
|
|
|
|||||
Starz Group
|
$
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Capital Group
|
53
|
|
|
(59
|
)
|
|
3
|
|
|
(70
|
)
|
|
Consolidated Liberty
|
$
|
53
|
|
|
(59
|
)
|
|
3
|
|
|
(70
|
)
|
Realized and unrealized gains (losses) on financial instruments, net
|
|
|
|
|
|
|
|
|||||
Starz Group
|
$
|
(5
|
)
|
|
—
|
|
|
(4
|
)
|
|
(1
|
)
|
Capital Group
|
(252
|
)
|
|
70
|
|
|
(77
|
)
|
|
125
|
|
|
Consolidated Liberty
|
$
|
(257
|
)
|
|
70
|
|
|
(81
|
)
|
|
124
|
|
Gains (losses) on dispositions, net
|
|
|
|
|
|
|
|
|||||
Starz Group
|
$
|
(1
|
)
|
|
(2
|
)
|
|
(3
|
)
|
|
(2
|
)
|
Capital Group
|
2
|
|
|
—
|
|
|
2
|
|
|
24
|
|
|
Consolidated Liberty
|
$
|
1
|
|
|
(2
|
)
|
|
(1
|
)
|
|
22
|
|
Other, net
|
|
|
|
|
|
|
|
|||||
Starz Group
|
$
|
(1
|
)
|
|
3
|
|
|
1
|
|
|
5
|
|
Capital Group
|
11
|
|
|
27
|
|
|
60
|
|
|
71
|
|
|
Consolidated Liberty
|
$
|
10
|
|
|
30
|
|
|
61
|
|
|
76
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions
|
|||||||||||
Capital Group
|
|
|
|
|
|
|
|
|||||
SIRIUS XM
|
$
|
42
|
|
|
(51
|
)
|
|
34
|
|
|
(51
|
)
|
Live Nation
|
1
|
|
|
—
|
|
|
(44
|
)
|
|
—
|
|
|
Other
|
10
|
|
|
(8
|
)
|
|
13
|
|
|
(19
|
)
|
|
|
$
|
53
|
|
|
(59
|
)
|
|
3
|
|
|
(70
|
)
|
|
Three months ended
September 30,
|
|
Nine months ended
September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions
|
|||||||||||
Non-strategic Securities(1)
|
$
|
(337
|
)
|
|
392
|
|
|
48
|
|
|
422
|
|
Borrowed shares(1)
|
72
|
|
|
(244
|
)
|
|
(46
|
)
|
|
(183
|
)
|
|
Net change in Non-strategic Securities(1)
|
(265
|
)
|
|
148
|
|
|
2
|
|
|
239
|
|
|
Exchangeable senior debentures
|
—
|
|
|
(76
|
)
|
|
(85
|
)
|
|
(82
|
)
|
|
Equity collars
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
Other derivatives
|
8
|
|
|
(2
|
)
|
|
2
|
|
|
(31
|
)
|
|
|
$
|
(257
|
)
|
|
70
|
|
|
(81
|
)
|
|
124
|
|
(1)
|
Based on the nature of the borrowed share accounting, as described in the footnotes, gains and (losses) on borrowed shares completely offset the gains and (losses) on the same Non-strategic Securities owned by the Company.
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions
|
|||||||||||
Revenue
|
|
|
|
|
|
|
|
|||||
Starz, LLC
|
$
|
389
|
|
|
316
|
|
|
1,183
|
|
|
929
|
|
Corporate and other
|
—
|
|
|
3
|
|
|
1
|
|
|
8
|
|
|
|
$
|
389
|
|
|
319
|
|
|
1,184
|
|
|
937
|
|
Adjusted OIBDA
|
|
|
|
|
|
|
|
|||||
Starz, LLC
|
$
|
107
|
|
|
92
|
|
|
356
|
|
|
305
|
|
Corporate and other
|
(3
|
)
|
|
(3
|
)
|
|
(9
|
)
|
|
(10
|
)
|
|
|
$
|
104
|
|
|
89
|
|
|
347
|
|
|
295
|
|
Operating Income (Loss)
|
|
|
|
|
|
|
|
|||||
Starz, LLC
|
$
|
101
|
|
|
87
|
|
|
337
|
|
|
288
|
|
Corporate and other
|
(4
|
)
|
|
(10
|
)
|
|
(16
|
)
|
|
(23
|
)
|
|
|
$
|
97
|
|
|
77
|
|
|
321
|
|
|
265
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions
|
|||||||||||
Revenue
|
$
|
389
|
|
|
397
|
|
|
1,183
|
|
|
1,226
|
|
Operating expenses
|
(226
|
)
|
|
(234
|
)
|
|
(654
|
)
|
|
(740
|
)
|
|
SG&A expenses
|
(56
|
)
|
|
(79
|
)
|
|
(173
|
)
|
|
(254
|
)
|
|
Adjusted OIBDA
|
107
|
|
|
84
|
|
|
356
|
|
|
232
|
|
|
Stock-based compensation
|
(2
|
)
|
|
(1
|
)
|
|
(5
|
)
|
|
(4
|
)
|
|
Depreciation and amortization
|
(4
|
)
|
|
(6
|
)
|
|
(14
|
)
|
|
(17
|
)
|
|
Operating income
|
$
|
101
|
|
|
77
|
|
|
337
|
|
|
211
|
|
|
Three months ended
September 30,
|
|
Nine months ended
September 30,
|
|||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|||||
|
amounts in millions
|
|||||||||||
Revenue
|
|
|
|
|
|
|
|
|||||
Starz Media
|
$
|
—
|
|
|
89
|
|
|
—
|
|
|
317
|
|
ANLBC
|
104
|
|
|
95
|
|
|
199
|
|
|
186
|
|
|
TruePosition
|
32
|
|
|
60
|
|
|
619
|
|
|
86
|
|
|
Corporate and other
|
15
|
|
|
7
|
|
|
49
|
|
|
28
|
|
|
|
$
|
151
|
|
|
251
|
|
|
867
|
|
|
617
|
|
Adjusted OIBDA
|
|
|
|
|
|
|
|
|||||
Starz Media
|
$
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
(67
|
)
|
ANLBC
|
19
|
|
|
13
|
|
|
11
|
|
|
8
|
|
|
TruePosition
|
7
|
|
|
17
|
|
|
380
|
|
|
(11
|
)
|
|
Corporate and other
|
(1
|
)
|
|
1
|
|
|
(1
|
)
|
|
(7
|
)
|
|
|
$
|
25
|
|
|
25
|
|
|
390
|
|
|
(77
|
)
|
Operating Income (Loss)
|
|
|
|
|
|
|
|
|||||
Starz Media
|
$
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
(71
|
)
|
ANLBC
|
12
|
|
|
(1
|
)
|
|
(19
|
)
|
|
(32
|
)
|
|
TruePosition
|
5
|
|
|
15
|
|
|
380
|
|
|
(18
|
)
|
|
Corporate and other
|
(3
|
)
|
|
(10
|
)
|
|
(18
|
)
|
|
(35
|
)
|
|
|
$
|
14
|
|
|
(3
|
)
|
|
343
|
|
|
(156
|
)
|
|
Variable rate debt
|
|
Fixed rate debt
|
||||||||||
|
Principal
amount
|
|
Weighted avg
interest rate
|
|
Principal
amount
|
|
Weighted avg
interest rate
|
||||||
|
dollar amounts in millions
|
||||||||||||
Capital Group
|
$
|
750
|
|
|
0.3
|
%
|
|
$
|
—
|
|
|
N/A
|
|
Starz Group
|
$
|
—
|
|
|
N/A
|
|
|
$
|
41
|
|
|
5.2
|
%
|
|
Series A Liberty Capital Common Stock
|
||||||||||
Period
|
(a) Total Number
of Shares
Purchased
|
|
(b) Average
Price Paid per
Share
|
|
(c) Total Number of
Shares Purchased as Part
of Publicly Announced
Plans or Programs
|
|
(d) Maximum Number
(or Approximate Dollar
Value) of Shares that
May Yet Be purchased
Under the Plans or
Programs
|
||||
August 1 - 31, 2011
|
1,054,241
|
|
|
$
|
68.16
|
|
|
1,054,241
|
|
|
$235 million
|
September 1 - 30, 2011
|
652,199
|
|
|
$
|
68.30
|
|
|
652,199
|
|
|
$190 million
|
Total
|
1,706,440
|
|
|
|
|
|
1,706,440
|
|
|
|
(a)
|
Exhibits
|
2.1
|
|
Reorganization Agreement, dated as of August 30, 2011, between Liberty Media Corporation and Liberty CapStarz, Inc. (incorporated by reference to Exhibit 2.1 to Post-Effective Amendment No. 1 to Liberty Media Corporation's Registration Statement on Form S-4 filed on September 23, 2011 (File No. 333-171201) (the “S-4”)).
|
3.1
|
|
Restated Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the S-4).
|
3.2
|
|
Certificate of Amendment to the Restated Certificate of Incorporation of the Company
(incorporated by reference to Exhibit 3.2 to the S-4).
|
3.3
|
|
Bylaws of the Company (incorporated by reference to Exhibit 3.3 to the S-4).
|
4.1
|
|
Specimen certificate for shares of the Company's Series A Capital common stock, par value $.01 per share (incorporated by reference to Exhibit 4.1 to the S-4).
|
4.2
|
|
Specimen certificate for shares of the Company's Series B Capital common stock, par value $.01 per share (incorporated by reference to Exhibit 4.1 to the S-4).
|
4.3
|
|
Specimen certificate for shares of the Company's Series A Starz common stock, par value $.01 per share (incorporated by reference to Exhibit 4.1 to the S-4).
|
4.4
|
|
Specimen certificate for shares of the Company's Series B Starz common stock, par value $.01 per share (incorporated by reference to Exhibit 4.1 to the S-4).
|
10.1
|
|
Tax Sharing Agreement, dated September 23, 2011, between Liberty Interactive Corporation, Liberty Interactive LLC and Liberty Media Corporation (incorporated by reference to Exhibit 10.4 to the S-4).
|
10.2
|
|
Services Agreement, dated as of September 23, 2011, by and between Liberty Interactive Corporation and Liberty Media Corporation (incorporated by reference to Exhibit 10.5 to the S-4).
|
10.3
|
|
Facilities Sharing Agreement, dated September 23, 2011, by and between Liberty Interactive Corporation and Liberty Property Holdings, Inc. (incorporated by reference to Exhibit 10.6 to the S-4).
|
10.4
|
|
Aircraft Time Sharing Agreements, each effective as of September, 23, 2011, by and between Liberty Media Corporation and Liberty Interactive Corporation (incorporated by reference to Exhibit 10.8 to the S-4).
|
31.1
|
|
Rule 13a-14(a)/15d-14(a) Certification*
|
31.2
|
|
Rule 13a-14(a)/15d-14(a) Certification*
|
32
|
|
Section 1350 Certification**
|
99.1
|
|
Reconciliation of Liberty Interactive Corporation Net Assets and Net Earnings to Liberty Interactive LLC Net Assets and Net Earnings**
|
101.INS
|
XBRL Instance Document**
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document**
|
|
101.CAL
|
XBRL Taxonomy Calculation Linkbase Document**
|
|
101.LAB
|
XBRL Taxonomy Label Linkbase Document**
|
|
101.PRE
|
XBRL Taxonomy Presentation Linkbase Document**
|
|
101.DEF
|
XBRL Taxonomy Definition Document**
|
|
|
LIBERTY MEDIA CORPORATION
|
|
Date:
|
November 8, 2011
|
By:
|
/s/ GREGORY B. MAFFEI
|
|
|
|
Gregory B. Maffei
President and Chief Executive Officer
|
Date:
|
November 8, 2011
|
By:
|
/s/ CHRISTOPHER W. SHEAN
|
|
|
|
Christopher W. Shean
Senior Vice President and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)
|
2.1
|
|
Reorganization Agreement, dated as of August 30, 2011, between Liberty Media Corporation and Liberty CapStarz, Inc. (incorporated by reference to Exhibit 2.1 to Post-Effective Amendment No. 1 to Liberty Media Corporation's Registration Statement on Form S-4 filed on September 23, 2011 (File No. 333-171201) (the “S-4”)).
|
3.1
|
|
Restated Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the S-4).
|
3.2
|
|
Certificate of Amendment to the Restated Certificate of Incorporation of the Company.*
|
3.3
|
|
Bylaws of the Company (incorporated by reference to Exhibit 3.3 to the S-4).
|
4.1
|
|
Specimen certificate for shares of the Company's Series A Capital common stock, par value $.01 per share (incorporated by reference to Exhibit 4.1 to the S-4).
|
4.2
|
|
Specimen certificate for shares of the Company's Series B Capital common stock, par value $.01 per share (incorporated by reference to Exhibit 4.1 to the S-4).
|
4.3
|
|
Specimen certificate for shares of the Company's Series A Starz common stock, par value $.01 per share (incorporated by reference to Exhibit 4.1 to the S-4).
|
4.4
|
|
Specimen certificate for shares of the Company's Series B Starz common stock, par value $.01 per share (incorporated by reference to Exhibit 4.1 to the S-4).
|
10.1
|
|
Tax Sharing Agreement, dated September 23, 2011, between Liberty Interactive Corporation, Liberty Interactive LLC and Liberty Media Corporation (incorporated by reference to Exhibit 10.4 to the S-4).
|
10.2
|
|
Services Agreement, dated as of September 23, 2011, by and between Liberty Interactive Corporation and Liberty Media Corporation (incorporated by reference to Exhibit 10.5 to the S-4).
|
10.3
|
|
Facilities Sharing Agreement, dated September 23, 2011, by and between Liberty Interactive Corporation and Liberty Property Holdings, Inc. (incorporated by reference to Exhibit 10.6 to the S-4).
|
10.4
|
|
Aircraft Time Sharing Agreements, each effective as of September, 23, 2011, by and between Liberty Media Corporation and Liberty Interactive Corporation (incorporated by reference to Exhibit 10.8 to the S-4).
|
31.1
|
|
Rule 13a-14(a)/15d-14(a) Certification*
|
31.2
|
|
Rule 13a-14(a)/15d-14(a) Certification*
|
32
|
|
Section 1350 Certification**
|
99.1
|
|
Reconciliation of Liberty Interactive Corporation Net Assets and Net Earnings to Liberty Interactive LLC Net Assets and Net Earnings**
|
101.INS
|
XBRL Instance Document**
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document**
|
|
101.CAL
|
XBRL Taxonomy Calculation Linkbase Document**
|
|
101.LAB
|
XBRL Taxonomy Label Linkbase Document**
|
|
101.PRE
|
XBRL Taxonomy Presentation Linkbase Document**
|
|
101.DEF
|
XBRL Taxonomy Definition Document**
|
|
|
|
|
|
|
|
|
|
|
LIBERTY MEDIA CORPORATION
|
|
|
|
|
|
|
|
|
|
|
|
1 Year Liberty Media Corp. - Liberty Cap Class A Common Stock (MM) Chart |
1 Month Liberty Media Corp. - Liberty Cap Class A Common Stock (MM) Chart |
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