Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Mar. 31, 2016 | May. 06, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | wmg | |
Entity Registrant Name | Warner Music Group Corp. | |
Entity Central Index Key | 1,319,161 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 1,055 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Mar. 31, 2016 | Sep. 30, 2015 |
Current assets: | ||
Cash and equivalents | $ 316 | $ 246 |
Accounts receivable, net of allowances of $54 million and $56 million | 318 | 349 |
Inventories | 41 | 42 |
Royalty advances expected to be recouped within one year | 135 | 130 |
Prepaid and other current assets | 64 | 60 |
Total current assets | 874 | 827 |
Royalty advances expected to be recouped after one year | 203 | 195 |
Property, plant and equipment, net | 210 | 220 |
Goodwill | 1,622 | 1,632 |
Intangible assets subject to amortization, net | 2,348 | 2,514 |
Intangible assets not subject to amortization | 118 | 119 |
Other assets | 110 | 114 |
Total assets | 5,485 | 5,621 |
Current liabilities: | ||
Accounts payable | 176 | 173 |
Accrued royalties | 1,102 | 1,087 |
Accrued liabilities | 249 | 296 |
Accrued interest | 53 | 58 |
Deferred revenue | 206 | 206 |
Current portion of long-term debt | 13 | 13 |
Other current liabilities | 22 | 24 |
Total current liabilities | 1,821 | 1,857 |
Long-term debt | 2,899 | 2,981 |
Deferred tax liabilities, net | 292 | 302 |
Other noncurrent liabilities | 239 | 242 |
Total liabilities | 5,251 | 5,382 |
Equity: | ||
Common stock ($0.001 par value; 10,000 shares authorized; 1,055 shares issued and outstanding) | 0 | 0 |
Additional paid-in capital | 1,128 | 1,128 |
Accumulated deficit | (702) | (740) |
Accumulated other comprehensive loss, net | (205) | (167) |
Total Warner Music Group Corp. equity | 221 | 221 |
Noncontrolling interest | 13 | 18 |
Total equity | 234 | 239 |
Total liabilities and equity | $ 5,485 | $ 5,621 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2016 | Sep. 30, 2015 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 54 | $ 56 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 10,000 | 10,000 |
Common stock, shares issued | 1,055 | 1,055 |
Common stock, shares outstanding | 1,055 | 1,055 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | ||
Income Statement [Abstract] | |||||
Revenue | $ 745 | $ 677 | $ 1,594 | $ 1,506 | |
Costs and expenses: | |||||
Cost of revenue | (374) | (318) | (823) | (763) | |
Selling, general and administrative expenses | [1] | (256) | (252) | (532) | (548) |
Amortization expense | (63) | (63) | (125) | (128) | |
Total costs and expenses | (693) | (633) | (1,480) | (1,439) | |
Operating income | 52 | 44 | 114 | 67 | |
Gain on sale of real estate | 19 | 19 | |||
Interest expense, net | (43) | (45) | (88) | (91) | |
Other (expense) income | (1) | 14 | 7 | 5 | |
Income (loss) before income taxes | 27 | 13 | 52 | (19) | |
Income tax (expense) benefit | (15) | 6 | (12) | (3) | |
Net income (loss) | 12 | 19 | 40 | (22) | |
Less: Income attributable to noncontrolling interest | (1) | (1) | (2) | (2) | |
Net income (loss) attributable to Warner Music Group Corp. | $ 11 | $ 18 | $ 38 | $ (24) | |
[1] | (a) Includes depreciation expense of: $(12) $(14) $(25) $(28) |
Consolidated Statements of Ope5
Consolidated Statements of Operations (Unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement [Abstract] | ||||
Depreciation expense | $ (12) | $ (14) | $ (25) | $ (28) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 12 | $ 19 | $ 40 | $ (22) |
Other comprehensive loss, net of tax: | ||||
Foreign currency adjustment | (12) | (56) | (36) | (90) |
Deferred losses on derivative financial instruments | (1) | (2) | ||
Other comprehensive loss, net of tax | (13) | (56) | (38) | (90) |
Total comprehensive (loss) income | (1) | (37) | 2 | (112) |
Less: Income attributable to noncontrolling interest | (1) | (1) | $ (2) | (2) |
Comprehensive (loss) income attributable to Warner Music Group Corp. | $ (2) | $ (38) | $ (114) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 6 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities | ||
Net income (loss) | $ 40 | $ (22) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 150 | 156 |
Unrealized (gains)/losses and remeasurement of foreign denominated loans | (2) | 10 |
Deferred income taxes | (10) | (12) |
Loss on extinguishment of debt | 4 | |
Loss on divestiture of business | 3 | |
Gain on sale of real estate | (19) | |
Non-cash interest expense | 5 | 6 |
Non-cash share-based compensation expense | 4 | (1) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 25 | 20 |
Inventories | (1) | (1) |
Royalty advances | (21) | (33) |
Accounts payable and accrued liabilities | (41) | (49) |
Royalty payables | 35 | (11) |
Accrued interest | (5) | (2) |
Deferred revenue | 2 | 79 |
Other balance sheet changes | 3 | 2 |
Net cash provided by operating activities | 172 | 142 |
Cash flows from investing activities | ||
Acquisition of music publishing rights, net | (12) | (9) |
Capital expenditures | (23) | (39) |
Investments and acquisitions of businesses, net | (8) | (11) |
Divestiture of business, net of cash on hand | 6 | |
Proceeds from the sale of real estate | 42 | |
Net cash provided by (used in) investing activities | 5 | (59) |
Cash flows from financing activities | ||
Proceeds from the Revolving Credit Facility | 173 | |
Repayment of the Revolving Credit Facility | (173) | |
Repayment of Acquisition Corp. Senior Term Loan Facility | (6) | (6) |
Call premiums paid on early redemption of debt | (3) | |
Distribution to noncontrolling interest holder | (3) | (2) |
Repayment of capital lease obligations | (14) | (1) |
Net cash used in financing activities | (100) | (9) |
Effect of exchange rate changes on cash and equivalents | (7) | (13) |
Net increase in cash and equivalents | 70 | 61 |
Cash and equivalents at beginning of period | 246 | 157 |
Cash and equivalents at end of period | 316 | $ 218 |
13.75% Senior Notes due 2019 | ||
Cash flows from financing activities | ||
Repayment of Senior Notes | (50) | |
6.75% Senior Notes | ||
Cash flows from financing activities | ||
Repayment of Senior Notes | $ (24) |
Consolidated Statements of Cas8
Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) | Mar. 31, 2016 | Mar. 31, 2015 |
13.75% Senior Notes due 2019 | ||
Interest rate | 13.75% | 13.75% |
6.75% Senior Notes | ||
Interest rate | 6.75% | 6.75% |
Consolidated Statement of Equit
Consolidated Statement of Equity (Unaudited) - 6 months ended Mar. 31, 2016 - USD ($) $ in Millions | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Total Warner Music Group Corp. Equity | Noncontrolling Interest |
Beginning balance at Sep. 30, 2015 | $ 239 | $ 1,128 | $ (740) | $ (167) | $ 221 | $ 18 | |
Beginning balance, shares at Sep. 30, 2015 | 1,055 | 1,055 | |||||
Net income | $ 40 | 38 | 38 | 2 | |||
Other comprehensive loss, net of tax | (38) | (38) | (38) | ||||
Disposal of noncontrolling interest related to divestiture | (4) | (4) | |||||
Distribution to noncontrolling interest holders | (3) | (3) | |||||
Ending balance at Mar. 31, 2016 | $ 234 | $ 1,128 | $ (702) | $ (205) | $ 221 | $ 13 | |
Ending balance, shares at Mar. 31, 2016 | 1,055 | 1,055 |
Description of Business
Description of Business | 6 Months Ended |
Mar. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business | 1. Description of Business Warner Music Group Corp. (the “Company”) was formed on November 21, 2003. The Company is the direct parent of WMG Holdings Corp. (“Holdings”), which is the direct parent of WMG Acquisition Corp. (“Acquisition Corp.”). Acquisition Corp. is one of the world’s major music-based content companies. Acquisition of Warner Music Group by Access Industries Pursuant to an Agreement and Plan of Merger, dated as of May 6, 2011 (the “Merger Agreement”), by and among the Company, AI Entertainment Holdings LLC (formerly Airplanes Music LLC), a Delaware limited liability company (“Parent”) and an affiliate of Access Industries, Inc. (“Access”), and Airplanes Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), on July 20, 2011 (the “Merger Closing Date”) Merger Sub merged with and into the Company with the Company surviving as a wholly owned subsidiary of Parent (the “Merger”). In connection with the Merger, the Company delisted its common stock from the NYSE. The Company continues to file with the SEC current and periodic reports that would be required to be filed with the SEC pursuant to Section 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) in accordance with certain covenants contained in the agreements governing its outstanding indebtedness. Acquisition of Parlophone Label Group On July 1, 2013, the Company completed its acquisition of Parlophone Label Group (the “PLG Acquisition”). The Company classifies its business interests into two fundamental operations: Recorded Music and Music Publishing. A brief description of these operations is presented below. Recorded Music Operations The Company’s Recorded Music business primarily consists of the discovery and development of artists and the related marketing, distribution and licensing of recorded music produced by such artists. The Company plays an integral role in virtually all aspects of the recorded music value chain from discovering and developing talent to producing albums and promoting artists and their products. In the United States, Recorded Music operations are conducted principally through the Company’s major record labels—Warner Bros. Records and Atlantic Records. The Company’s Recorded Music operations also include Rhino, a division that specializes in marketing the Company’s music catalog through compilations and reissuances of previously released music and video titles. The Company also conducts its Recorded Music operations through a collection of additional record labels, including, Asylum, Big Beat, Canvasback, Eastwest, Elektra, Erato, FFRR, Fueled by Ramen, Nonesuch, Parlophone, Reprise, Roadrunner, Sire, Warner Classics and Warner Music Nashville. Outside the United States, Recorded Music activities are conducted in more than 50 countries through various subsidiaries, affiliates and non-affiliated licensees. Internationally, the Company engages in the same activities as in the United States: discovering and signing artists and distributing, marketing and selling their recorded music. In most cases, the Company also markets and distributes the records of those artists for whom the Company’s domestic record labels have international rights. In certain smaller markets, the Company licenses the right to distribute the Company’s records to non-affiliated third-party record labels. The Company’s international artist services operations include a network of concert promoters through which it provides resources to coordinate tours for the Company’s artists and other artists as well as management companies that guide artists with respect to their careers. The Company’s Recorded Music distribution operations include Warner-Elektra-Atlantic Corporation (“WEA Corp.”), which markets and sells music and video products to retailers and wholesale distributors; Alternative Distribution Alliance (“ADA”), which distributes the products of independent labels to retail and wholesale distributors; and various distribution centers and ventures operated internationally. In addition to the Company’s Recorded Music products being sold in physical retail outlets, Recorded Music products are also sold in physical form to online physical retailers such as Amazon.com, barnesandnoble.com and bestbuy.com and in digital form to online digital download services such as Apple’s iTunes and Google Play, and are offered by digital streaming services such as Apple Music, Deezer, Rhapsody, Spotify and YouTube, including digital radio services such as iHeart Radio, Pandora and Sirius XM. The Company has integrated the exploitation of digital content into all aspects of its business, including artist and repertoire (“A&R”), marketing, promotion and distribution. The Company’s business development executives work closely with A&R departments to ensure that while a record is being produced, digital assets are also created with all distribution channels in mind, including streaming services, social networking sites, online portals and music-centered destinations. The Company also works side by side with its online and mobile partners to test new concepts. The Company believes existing and new digital businesses will be a significant source of growth and will provide new opportunities to successfully monetize its assets and create new revenue streams. The proportion of digital revenues attributed to each distribution channel varies by region and proportions may change as the roll out of new technologies continues. As an owner of music content, the Company believes it is well positioned to take advantage of growth in digital distribution and emerging technologies to maximize the value of its assets. The Company has diversified its revenues beyond its traditional businesses by entering into expanded-rights deals with recording artists in order to partner with artists in other aspects of their careers. Under these agreements, the Company provides services to and participates in artists’ activities outside the traditional recorded music business such as touring, merchandising and sponsorships. The Company has built artist services capabilities and platforms for exploiting this broader set of music-related rights and participating more widely in the monetization of the artist brands it helps create. The Company believes that entering into expanded-rights deals and enhancing its artist services capabilities in areas such as concert promotion and management have permitted it to diversify revenue streams and capitalize on other revenue opportunities. This provides for improved long-term relationships with artists and allows the Company to more effectively connect artists and fans. Music Publishing Operations While recorded music is focused on exploiting a particular recording of a composition, music publishing is an intellectual property business focused on the exploitation of the composition itself. In return for promoting, placing, marketing and administering the creative output of a songwriter, or engaging in those activities for other rightsholders, the Company’s Music Publishing business garners a share of the revenues generated from use of the composition. The Company’s Music Publishing operations include Warner/Chappell, its global Music Publishing company, headquartered in Los Angeles with operations in over 50 countries through various subsidiaries, affiliates and non-affiliated licensees. The Company owns or controls rights to more than one million musical compositions, including numerous pop hits, American standards, folk songs and motion picture and theatrical compositions. Assembled over decades, its award-winning catalog includes over 65,000 songwriters and composers and a diverse range of genres including pop, rock, jazz, classical, country, R&B, hip-hop, rap, reggae, Latin, folk, blues, symphonic, soul, Broadway, techno, alternative, gospel and other Christian music. Warner/Chappell also administers the music and soundtracks of several third-party television and film producers and studios, including Lucasfilm, Ltd., Hallmark Entertainment and Disney Music Publishing. The Company has an extensive production music library collectively branded as Warner/Chappell Production Music. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Interim Financial Statements The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six month period ended March 31, 2016 are not necessarily indicative of the results that may be expected for the fiscal year ended September 30, 2016. The consolidated balance sheet at September 30, 2015 has been derived from the audited consolidated financial statements at that date but does not include all of the information and notes required by U.S. GAAP for complete financial statements. For further information, refer to the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended September 30, 2015 (File No. 001-32502). Basis of Consolidation The accompanying financial statements present the consolidated accounts of all entities in which the Company has a controlling voting interest and/or variable interest required to be consolidated in accordance with U.S. GAAP. All intercompany balances and transactions have been eliminated. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810, Consolidation (“ASC 810”) requires the Company first evaluate its investments to determine if any investments qualify as a variable interest entity (“VIE”). A VIE is consolidated if the Company is deemed to be the primary beneficiary of the VIE, which is the party involved with the VIE that has both (i) the power to control the most significant activities of the VIE and (ii) either the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. If an entity is not deemed to be a VIE, the Company consolidates the entity if the Company has a controlling voting interest. The Company maintains a 52-53 week fiscal year ending on the last Friday in each reporting period. As such, all references to March 31, 2016 and March 31, 2015 relate to the periods ended March 25, 2016 and March 27, 2015, respectively. For convenience purposes, the Company continues to date its financial statements as of March 31. The fiscal year ended September 30, 2015 ended on September 25, 2015. For convenience purposes, the Company continues to date its balance sheet as of September 30. The Company has performed a review of all subsequent events through the date the financial statements were issued, and has determined that no additional disclosures are necessary. Income Taxes At the end of each interim period, the Company makes its best estimate of the effective tax rate expected to be applicable for the full fiscal year and uses that rate to provide for income taxes on a current year-to-date basis before discrete items. If a reliable estimate of the annual effective tax rate cannot be made, which could be caused by the significant variability in rates when marginal earnings are expected for the year, a discrete tax rate is calculated for the period. New Accounting Pronouncements During the first quarter of fiscal 2016, the Company adopted ASU 2015-17, Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”). ASU 2015-17 requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The Company has elected to adopt this standard retrospectively, and thus the reclassification of prior period balances has been made. The application of ASU 2015-17 to the Company’s September 30, 2015 Consolidated Balance Sheets resulted in a decrease to current deferred tax assets of $52 million, an increase to non-current deferred tax assets of $2 million, and a decrease to non-current deferred tax liabilities of $50 million. In May 2014, the FASB issued guidance codified in ASC 606, Revenue Recognition – Revenue from Contracts with Customers (“ASC 606”), which replaces the guidance in former ASC 605, Revenue Recognition and ASC 928, Entertainment – Music. The amendment was the result of a joint effort by the FASB and the International Accounting Standards Board to improve financial reporting by creating common revenue recognition guidance for U.S. GAAP and international financial reporting standards ("IFRS"). The joint project clarifies the principles for recognizing revenue and develops a common revenue standard for U.S. GAAP and IFRS. ASC 606 is effective for annual periods beginning after December 15, 2017, and interim periods within those years. Early application is not permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The update may be applied using one of two methods: retrospective application to each prior reporting period presented, or retrospective application with the cumulative effect of initially applying the update recognized at the date of initial application. The Company is currently evaluating the transition method that will be elected and the impact of the update on its financial statements and disclosures. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). This ASU will explicitly require management to assess an entity’s ability to continue as a going concern, and to provide related disclosure when substantial doubt exists. ASU 2014-15 will be effective in the first annual period ending after December 15, 2016, and interim periods thereafter. Earlier adoption is permitted. The adoption of this standard is not expected to have a significant impact on the Company’s financial statements, other than disclosure. In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). This ASU will require that debt issuance costs are presented as a direct deduction to the related debt in the liability section of the balance sheet, rather than presented as an asset. ASU 2015-03 will be effective for annual periods beginning after December 15, 2015, and interim periods within those years. Earlier adoption is permitted. The adoption of this standard is not expected to have a significant impact on the Company’s financial statements, other than presentation. In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”). This ASU will require that equity investments are measured at fair value with changes in fair value recognized in net income. The Company may elect to measure equity investments that do not have a readily determinable fair value at cost minus impairment, if any, plus or minus changes resulting from observable price. ASU 2016-01 will be effective for annual periods beginning after December 15, 2017, and interim periods within those years. Earlier adoption is permitted. The adoption of this standard is not expected to have a significant impact on the Company’s financial statements, other than disclosure. In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”). This ASU establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the statement of operations. ASU 2016-02 will be effective for annual periods after December 15, 2018, and interim periods within those years. Earlier adoption is permitted. The adoption of this standard is not expected to have a significant impact on the Company’s financial statements, other than presentation. In March 2016, the FASB issued ASU 2016-05, Derivatives and Hedging: Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships (“ASU 2016-05”) and ASU 2016-06, Derivatives and Hedging: Contingent Put and Call Options in Debt Instruments (“ASU 2016-06”). ASU 2016-05 clarifies that a change in the counterparty to a derivative instrument that has been designated as a hedging instrument does not, in and of itself, require dedesignation of that hedging relationship provided that all other hedge accounting criteria continue to be met. ASU 2016-06 clarifies the steps required to determine bifurcation of an embedded derivative. ASU 2016- 05 and ASU 2016-06 are effective for annual periods after December 15, 2016, and interim periods within those years. Early adoption is permitted. The guidance may be adopted prospectively or by a modified retrospective approach. The Company is evaluating the impact of the future adoption of this standard on its financial statements and disclosures. In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation ("ASU 2016-09"). This ASU provides amended guidance which simplifies the accounting for share-based payment transactions involving multiple aspects of the accounting for share-based transactions, including income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for annual periods after December 15, 2016, and interim periods within those years. Early adoption is permitted. The Company is evaluating the impact of the future adoption of this standard on its financial statements and disclosures. |
Comprehensive Loss
Comprehensive Loss | 6 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Comprehensive Loss | 3. Comprehensive Loss Comprehensive loss, which is reported in the accompanying consolidated statements of equity, consists of net income (loss) and other gains and losses affecting equity that, under U.S. GAAP, are excluded from net income (loss). For the Company, the components of other comprehensive loss primarily consist of foreign currency translation losses and minimum pension liabilities. The following summary sets forth the changes in the components of accumulated other comprehensive loss, net of related taxes: Foreign Minimum (Losses) Accumulated Currency Pension On Derivative Other Translation Liability Financial Comprehensive Loss Adjustment Instruments Loss, net (in millions) Balance at September 30, 2015 $ (157 ) $ (10 ) $ — $ (167 ) Other comprehensive loss (a) (36 ) — (2 ) (38 ) Amounts reclassified from accumulated other comprehensive income — — — — Balance at March 31, 2016 $ (193 ) $ (10 ) $ (2 ) $ (205 ) (a) Foreign currency translation adjustments include intra-entity foreign currency transactions that are of a long-term investment nature of $63.9 million. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Mar. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 4. Goodwill and Intangible Assets Goodwill The following analysis details the changes in goodwill for each reportable segment: Recorded Music Music Publishing Total (in millions) Balance at September 30, 2015 $ 1,168 $ 464 $ 1,632 Acquisitions — — — Divestitures (a) (7 ) — (7 ) Other adjustments (b) (3 ) — (3 ) Balance at March 31, 2016 $ 1,158 $ 464 $ 1,622 (a) Divestiture of business during the six months ended March 31, 2016. (b) Other adjustments during the six months ended March 31, 2016 represent foreign currency movements. The Company performs its annual goodwill impairment test in accordance with FASB ASC Topic 350, Intangibles—Goodwill and other (“ASC 350”) during the fourth quarter of each fiscal year as of July 1. The Company may conduct an earlier review if events or circumstances occur that would suggest the carrying value of the Company’s goodwill may not be recoverable. No indicators of impairment were identified during the current period that required the Company to perform an interim assessment or recoverability test. Intangible Assets Intangible assets consist of the following: Weighted Average March 31, September 30, Useful Life 2016 2015 (in millions) Intangible assets subject to amortization: Recorded music catalog 10 years $ 967 $ 992 Music publishing copyrights 27 years 1,489 1,497 Artist and songwriter contracts 13 years 906 926 Trademarks 7 years 7 7 Total gross intangible asset subject to amortization 3,369 3,422 Accumulated amortization (1,021 ) (908 ) Total net intangible assets subject to amortization 2,348 2,514 Intangible assets not subject to amortization: Trademarks and tradenames Indefinite 118 119 Total net intangible assets $ 2,466 $ 2,633 |
Debt
Debt | 6 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | 5. Debt Debt Capitalization Long-term debt, including the current portion, consists of the following: March 31, September 30, 2016 2015 (in millions) Revolving Credit Facility—Acquisition Corp. (a) $ — $ — Senior Term Loan Facility due 2020—Acquisition Corp. (b) 1,276 1,282 5.625% Senior Secured Notes due 2022—Acquisition Corp. 275 275 6.00% Senior Secured Notes due 2021—Acquisition Corp. 450 450 6.25% Senior Secured Notes due 2021—Acquisition Corp. (c) 176 177 6.75% Senior Notes due 2022—Acquisition Corp. 635 660 13.75% Senior Notes due 2019—Holdings 100 150 Total debt 2,912 2,994 Less: current portion 13 13 Total long-term debt $ 2,899 $ 2,981 ( a ) Reflects $150 million of commitments under the Revolving Credit Facility, less letters of credit outstanding of approximately $5 million at both March 31, 2016 and September 30, 2015. There were no loans outstanding under the Revolving Credit Facility at March 31, 2016 or September 30, 2015. (b) Principal amount of $1.280 billion and $1.287 billion less unamortized discount of $4 million and $5 million at March 31, 2016 and September 30, 2015, respectively. Of this amount, $13 million, representing the scheduled amortization of the Senior Term Loan Facility, was included in the current portion of long-term debt at March 31, 2016 and September 30, 2015. (c) Face amount of €158 million. Above amounts represent the dollar equivalent of such notes at March 31, 2016 and September 30, 2015. Debt Redemptions On February 16, 2016, Holdings redeemed $50 million of its $150 million outstanding 13.75% Senior Notes due 2019. The Company recorded a loss on extinguishment of debt of approximately $5 million, which represents the premium paid on early redemption. Open Market Purchases On March 11, 2016, Acquisition Corp. purchased, in the open market, approximately $25 million of its $660 million outstanding 6.75% Senior Notes due 2022. The acquired notes were subsequently retired. Following retirement of the acquired notes, approximately $635 million of the 6.75% Senior Notes due 2022 remain outstanding. Interest Rates The loans under the Revolving Credit Facility bear interest at Acquisition Corp.’s election at a rate equal to (i) the rate for deposits in the borrowing currency in the London interbank market (adjusted for maximum reserves) for the applicable interest period (“Revolving LIBOR”), plus 2.00% per annum, or (ii) the base rate, which is the highest of (x) the corporate base rate established by the administrative agent from time to time, (y) 0.50% in excess of the overnight federal funds rate and (z) the one-month Revolving LIBOR plus 1.0% per annum, plus, in each case, 1.00% per annum. If there is a payment default at any time, then the interest rate applicable to overdue principal will be the rate otherwise applicable to such loan plus 2.0% per annum. Default interest will also be payable on other overdue amounts at a rate of 2.0% per annum above the amount that would apply to an alternative base rate loan. The loans under the Senior Term Loan Facility bear interest at Acquisition Corp.’s election at a rate equal to (i) the rate for deposits in U.S. dollars in the London interbank market (adjusted for maximum reserves) for the applicable interest period (“Term Loan LIBOR”), plus 2.75% per annum, or (ii) the base rate, which is the highest of (x) the corporate base rate established by the administrative agent as its prime rate in effect at its principal office in New York City from time to time, (y) 0.50% in excess of the overnight federal funds rate and (z) one-month Term Loan LIBOR, plus 1.00% per annum, plus, in each case, 1.75% per annum. The loans under the Senior Term Loan Facility are subject to a Term Loan LIBOR “floor” of 1.00%. If there is a payment default at any time, then the interest rate applicable to overdue principal and interest will be the rate otherwise applicable to such loan plus 2.0% per annum. Default interest will also be payable on other overdue amounts at a rate of 2.0% per annum above the amount that would apply to an alternative base rate loan. Amortization and Maturity of Senior Term Loan Facility The loans under the Senior Term Loan Facility amortize in equal quarterly installments due December, March, June and September in aggregate annual amounts equal to 1.00% of the original principal amount of the amended Senior Term Loan Facility, or $13 million per year, with the balance payable on maturity date of the Term Loans. The loans outstanding under the Senior Term Loan Facility mature on July 1, 2020. Maturity of Revolving Credit Facility The maturity date of the Revolving Credit Facility is April 1, 2019. Maturities of Senior Notes and Senior Secured Notes As of March 31, 2016, there are no scheduled maturities of notes until 2019, when $100 million is scheduled to mature. Thereafter, $1.536 billion is scheduled to mature. Interest Expense, net Total interest expense, net, was $43 million and $45 million for the three months ended March 31, 2016 and March 31, 2015, respectively. Total interest expense, net, was $88 million and $91 million for the six months ended March 31, 2016 and March 31, 2015, respectively. The weighted-average interest rate of the Company’s total debt was 5.4% at March 31, 2016 and 5.6% at September 30, 2015 and March 31, 2015. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Mar. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 6. Commitments and Contingencies Pricing of Digital Music Downloads On December 20, 2005 and February 3, 2006, the Attorney General of the State of New York served the Company with requests for information in connection with an industry-wide investigation as to the pricing of digital music downloads. On February 28, 2006, the Antitrust Division of the U.S. Department of Justice served us with a Civil Investigative Demand, also seeking information relating to the pricing of digitally downloaded music. Both investigations were ultimately closed, but subsequent to the announcements of the investigations, more than thirty putative class action lawsuits were filed concerning the pricing of digital music downloads. The lawsuits were consolidated in the Southern District of New York. The consolidated amended complaint, filed on April 13, 2007, alleges conspiracy among record companies to delay the release of their content for digital distribution, inflate their pricing of CDs and fix prices for digital downloads. The complaint seeks unspecified compensatory, statutory and treble damages. On October 9, 2008, the District Court issued an order dismissing the case as to all defendants, including us. However, on January 12, 2010, the Second Circuit vacated the judgment of the District Court and remanded the case for further proceedings and on January 10, 2011, the U.S. Supreme Court denied the defendants’ petition for Certiorari. Upon remand to the District Court, all defendants, including the Company, filed a renewed motion to dismiss challenging, among other things, plaintiffs’ state law claims and standing to bring certain claims. The renewed motion was based mainly on arguments made in defendants’ original motion to dismiss, but not addressed by the District Court. On July 18, 2011, the District Court granted defendants’ motion in part, and denied it in part. Notably, all claims on behalf of the CD-purchaser class were dismissed with prejudice. However, a wide variety of state and federal claims remain for the class of Internet download purchasers. Plaintiffs filed an operative consolidated amended complaint on August 31, 2011. The Company filed its answer to the fourth amended complaint on October 9, 2015. Plaintiffs filed an amended Class Certification brief on October 12, 2015. The Company filed amended answers to the fourth amended complaint on November 3, 2015. A mediation took place on February 22, 2016 but the parties were unable to reach a resolution. A new Class Certification briefing schedule is currently under discussion. The Company intends to defend against these lawsuits vigorously, but is unable to predict the outcome of these suits. Regardless of the merits of the claims, this and any related litigation could continue to be costly, and divert the time and resources of management. The potential outcomes of these claims that are reasonably possible cannot be determined at this time and an estimate of the reasonably possible loss or range of loss cannot presently be made. Other Matters In addition to the matter discussed above, the Company is involved in various litigation and regulatory proceedings arising in the normal course of business. Where it is determined, in consultation with counsel based on litigation and settlement risks, that a loss is probable and estimable in a given matter, the Company establishes an accrual. In the currently pending proceedings, the amount of accrual is not material. An estimate of the reasonably possible loss or range of loss in excess of the amounts already accrued cannot be made at this time due to various factors typical in contested proceedings, including (1) the results of ongoing discovery; (2) uncertain damage theories and demands; (3) a less than complete factual record; (4) uncertainty concerning legal theories and their resolution by courts or regulators; and (5) the unpredictable nature of the opposing party and its demands. However, the Company cannot predict with certainty the outcome of any litigation or the potential for future litigation. As such, the Company continuously monitors these proceedings as they develop and adjusts any accrual or disclosure as needed. Regardless of the outcome, litigation could have an adverse impact on the Company, including the Company’s brand value, because of defense costs, diversion of management resources and other factors and it could have a material effect on the Company’s results of operations for a given reporting period. |
Derivative Financial Instrument
Derivative Financial Instruments | 6 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | 7. Derivative Financial Instruments The Company uses derivative financial instruments, primarily foreign currency forward exchange contracts, for the purpose of managing foreign currency exchange risk by reducing the effects of fluctuations in foreign currency exchange rates. The Company enters into foreign currency forward exchange contracts primarily to hedge the risk that unremitted or future royalties and license fees owed to its domestic companies for the sale, or anticipated sale, of U.S.-copyrighted products abroad may be adversely affected by changes in foreign currency exchange rates. The Company focuses on managing the level of exposure to the risk of foreign currency exchange rate fluctuations on its major currencies, which include the Euro, British pound sterling, Japanese yen, Canadian dollar, Swedish krona and Australian dollar. The foreign currency forward exchange contracts related to royalties are designated and qualify as cash flow hedges under the criteria prescribed in ASC 815. The Company records these contracts at fair value on its balance sheet and gains or losses on these contracts are deferred in equity (as a component of comprehensive loss). These deferred gains and losses are recognized in income in the period in which the related royalties and license fees being hedged are received and recognized in income. However, to the extent that any of these contracts are not considered to be perfectly effective in offsetting the change in the value of the royalties and license fees being hedged, any changes in fair value relating to the ineffective portion of these contracts are immediately recognized in the statement of operations. The Company may at times choose to hedge foreign currency risk associated with financing transactions such as third-party debt and other balance sheet items. The foreign currency forward exchange contracts related to balance sheet items denominated in foreign currency are reviewed on a contract-by-contract basis and are designated accordingly. If these foreign currency forward exchange contracts do not qualify for hedge accounting, then the Company records these contracts at fair value on its balance sheet and the related gains and losses are immediately recognized in the statement of operations where there is an equal and offsetting entry related to the underlying exposure. The fair value of foreign currency forward exchange contracts is determined by using observable market transactions of spot and forward rates (i.e., Level 2 inputs) which is discussed further in Note 10. Additionally, netting provisions are provided for in existing International Swap and Derivative Association Inc. agreements in situations where the Company executes multiple contracts with the same counterparty. As a result, net assets or liabilities resulting from foreign exchange derivatives subject to these netting agreements are classified within other current assets or other current liabilities in the Company’s consolidated balance sheets. The Company monitors its positions with, and the credit quality of, the financial institutions that are party to any of its financial transactions. As of March 31, 2016, the Company had outstanding hedge contracts for the sale of $195 million and the purchase of $114 million of foreign currencies at fixed rates that will be settled by September 2016. As of March 31, 2016, the Company had $2 million of deferred losses in comprehensive loss related to foreign exchange hedging. As of September 30, 2015, the Company had no outstanding hedge contracts and no deferred gains or losses in comprehensive loss related to foreign exchange hedging. The following is a summary of amounts recorded in the Consolidated Balance Sheet pertaining to the Company’s use of foreign currency derivatives at March 31, 2016 and September 30, 2015: March 31, September 30, 2016 (a) 2015 (b) (in millions) Other current assets $ 1 $ — Other current liabilities (2) — (a) Includes $6 million and $7 million of foreign exchange derivative contracts in asset and liability positions, respectively. (b) Includes no foreign exchange derivative contracts in asset and liability positions. |
Segment Information
Segment Information | 6 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | 8. Segment Information As discussed more fully in Note 1, based on the nature of its products and services, the Company classifies its business interests into two fundamental operations: Recorded Music and Music Publishing, which also represent reportable segments of the Company. Information as to each of these operations is set forth below. The Company evaluates performance based on several factors, of which the primary financial measure is operating income (loss) before non-cash depreciation of tangible assets and non-cash amortization of intangible assets (“OIBDA”). The Company has supplemented its analysis of OIBDA results by segment with an analysis of operating income (loss) by segment. The accounting policies of the Company’s business segments are the same as those described in the summary of significant accounting policies included elsewhere herein. The Company accounts for intersegment sales at fair value as if the sales were to third parties. While intercompany transactions are treated like third-party transactions to determine segment performance, the revenues (and corresponding expenses recognized by the segment that is counterparty to the transaction) are eliminated in consolidation, and therefore, do not themselves impact consolidated results. Corporate Recorded Music expenses and Music Publishing eliminations Total Three Months Ended (in millions) March 31, 2016 Revenues $ 621 $ 127 $ (3 ) $ 745 OIBDA 93 54 (20 ) 127 Depreciation of property, plant and equipment (8 ) (1 ) (3 ) (12 ) Amortization of intangible assets (47 ) (16 ) — (63 ) Operating income (loss) 38 37 (23 ) 52 March 31, 2015 Revenues $ 564 $ 117 $ (4 ) $ 677 OIBDA 91 51 (21 ) 121 Depreciation of property, plant and equipment (9 ) (2 ) (3 ) (14 ) Amortization of intangible assets (47 ) (16 ) — (63 ) Operating income (loss) 35 33 (24 ) 44 Corporate Recorded Music expenses and Music Publishing eliminations Total Six Months Ended (in millions) March 31, 2016 Revenues $ 1,358 $ 243 $ (7 ) $ 1,594 OIBDA 245 59 (40 ) 264 Depreciation of property, plant and equipment (16 ) (3 ) (6 ) (25 ) Amortization of intangible assets (93 ) (32 ) — (125 ) Operating income (loss) 136 24 (46 ) 114 March 31, 2015 Revenues $ 1,278 $ 236 $ (8 ) $ 1,506 OIBDA 202 68 (47 ) 223 Depreciation of property, plant and equipment (19 ) (3 ) (6 ) (28 ) Amortization of intangible assets (96 ) (32 ) — (128 ) Operating income (loss) 87 33 (53 ) 67 |
Additional Financial Informatio
Additional Financial Information | 6 Months Ended |
Mar. 31, 2016 | |
Additional Financial Information [Abstract] | |
Additional Financial Information | 9. Additional Financial Information Cash Interest and Taxes The Company made interest payments of approximately $34 million and $31 million during the three months ended March 31, 2016 and March 31, 2015, respectively. The Company made interest payments of approximately $88 million and $87 million during the six months ended March 31, 2016 and March 31, 2015, respectively. The Company paid approximately $7 million of income and withholding taxes with no offsetting refunds during both the three months ended March 31, 2016 and March 31, 2015. The Company paid approximately $13 million of income and withholding taxes with no offsetting refunds during the six months ended March 31, 2016 and paid $15 million of income and withholding taxes offset by a refund of $9 million during the six months ended March 31, 2015. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 10. Fair Value Measurements ASC 820 defines fair value as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition to defining fair value, ASC 820 expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1—inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. Level 2—inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models and similar techniques. In accordance with the fair value hierarchy, described above, the following table shows the fair value of the Company’s financial instruments that are required to be measured at fair value as of March 31, 2016 and September 30, 2015. Fair Value Measurements as of March 31, 2016 (Level 1) (Level 2) (Level 3) Total (in millions) Other Current Assets: Foreign Currency Forward Exchange Contracts (a) $ — $ 1 $ — $ 1 Other Current Liabilities: Foreign Currency Forward Exchange Contracts (a) — (2 ) — (2 ) Total $ — $ (1 ) $ — $ (1 ) Fair Value Measurements as of September 30, 2015 (Level 1) (Level 2) (Level 3) Total (in millions) Other Current Liabilities: Contractual Obligations (b) — — (1 ) (1 ) Other Non-Current Liabilities: Contractual Obligations (b) — — — — Total $ — $ — $ (1 ) $ (1 ) (a) The fair value of the foreign currency forward exchange contracts is based on dealer quotes of market forward rates and reflects the amount that the Company would receive or pay at their maturity dates for contracts involving the same currencies and maturity dates. (b) This represents purchase obligations and contingent consideration related to the Company’s various acquisitions. This is based on a discounted cash flow approach and it is adjusted to fair value on a recurring basis and any adjustments are included as a component of operating income in the statement of operations. These amounts were mainly calculated using unobservable inputs such as future earnings performance of the Company’s various acquisitions and the expected timing of the payment. The following table reconciles the beginning and ending balances of net assets and liabilities classified as Level 3: Total (in millions) Balance at September 30, 2015 $ (1 ) Additions — Reductions — Payments 1 Balance at March 31, 2016 $ — The majority of the Company’s non-financial instruments, which include goodwill, intangible assets, inventories, and property, plant, and equipment, are not required to be re-measured to fair value on a recurring basis. These assets are evaluated for impairment if certain triggering events occur. If such evaluation indicates that impairment exists, the asset is written down to its fair value. In addition, an impairment analysis is performed at least annually for goodwill and indefinite-lived intangible assets. Fair Value of Debt Based on the level of interest rates prevailing at March 31, 2016, the fair value of the Company’s debt was $2.913 billion. Based on the level of interest rates prevailing at September 30, 2015, the fair value of the Company’s debt was $2.976 billion. The fair value of the Company’s debt instruments are determined using quoted market prices from less active markets or by using quoted market prices for instruments with identical terms and maturities; both approaches are considered a Level 2 measurement. |
Guarantor and Non-Guarantor Sub
Guarantor and Non-Guarantor Subsidiaries Financial Information | 6 Months Ended |
Mar. 31, 2016 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Guarantor and Non-Guarantor Subsidiaries Financial Information | WARNER MUSIC GROUP CORP. Supplementary Information Consolidating Financial Statements The Company is the direct parent of Holdings, which is the direct parent of Acquisition Corp. Holdings has issued and outstanding the 13.75% Senior Notes due 2019 (the “Holdings Notes”). In addition, Acquisition Corp. has issued and outstanding the 5.625% Senior Secured Notes due 2022, the 6.00% Senior Secured Notes due 2021, the 6.25% Senior Secured Notes due 2021, and the 6.75% Senior Notes due 2022 (together, the “Acquisition Corp. Notes”). The Holdings Notes are guaranteed by the Company. These guarantees are full, unconditional, joint and several. The following condensed consolidating financial statements are presented for the information of the holders of the Holdings Notes and present the results of operations, financial position and cash flows of (i) the Company, which is the guarantor of the Holdings Notes, (ii) Holdings, which is the issuer of the Holdings Notes, (iii) the subsidiaries of Holdings (Acquisition Corp. is the only direct subsidiary of Holdings) and (iv) the eliminations necessary to arrive at the information for the Company on a consolidated basis. Investments in consolidated or combined subsidiaries are presented under the equity method of accounting. The Acquisition Corp. Notes are also guaranteed by the Company and, in addition, are guaranteed by all of Acquisition Corp.’s domestic wholly-owned subsidiaries. The secured notes are guaranteed on a senior secured basis and the unsecured notes are guaranteed on an unsecured senior basis. The Company’s guarantee of the Acquisition Corp. Notes is full and unconditional. The guarantee of the Acquisition Corp. Notes by Acquisition Corp.’s domestic, wholly-owned subsidiaries are full, unconditional, joint and several. The following condensed consolidating financial statements are also presented for the information of the holders of the Acquisition Corp. Notes and present the results of operations, financial position and cash flows of (i) Acquisition Corp., which is the issuer of the Acquisition Corp. Notes, (ii) the guarantor subsidiaries of Acquisition Corp., (iii) the non-guarantor subsidiaries of Acquisition Corp. and (iv) the eliminations necessary to arrive at the information for Acquisition Corp. on a consolidated basis. Investments in consolidated subsidiaries are presented under the equity method of accounting. There are no restrictions on Acquisition Corp.’s ability to obtain funds from any of its wholly-owned subsidiaries through dividends, loans or advances. The Company and Holdings are holding companies that conduct substantially all of their business operations through Acquisition Corp. Accordingly, the ability of the Company and Holdings to obtain funds from their subsidiaries is restricted by the indentures for the Acquisition Corp. Notes and the credit agreements for the Acquisition Corp. Senior Credit Facilities, including the Revolving Credit Facility and Senior Term Loan Facility, and, with respect to the Company, the indenture for the Holdings Notes. Consolidating Balance Sheet (Unaudited) March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Assets: Current assets: Cash and equivalents $ — $ 83 $ 217 $ — $ 300 $ 16 $ — $ — $ 316 Accounts receivable, net — 152 166 — 318 — — — 318 Inventories — 14 27 — 41 — — — 41 Royalty advances expected to be recouped within one year — 87 48 — 135 — — — 135 Prepaid and other current assets 6 5 53 — 64 — — — 64 Total current assets 6 341 511 — 858 16 — — 874 Due (to) from parent companies 806 (316 ) (490 ) — — — — — — Investments in and advances to (from) consolidated subsidiaries 2,323 1,338 — (3,661 ) — 308 221 (529 ) — Royalty advances expected to be recouped after one year — 131 72 — 203 — — — 203 Property, plant and equipment, net — 143 67 — 210 — — — 210 Goodwill — 1,372 250 — 1,622 — — — 1,622 Intangible assets subject to amortization, net — 1,213 1,135 — 2,348 — — — 2,348 Intangible assets not subject to amortization — 71 47 — 118 — — — 118 Other assets 35 51 21 — 107 3 — — 110 Total assets $ 3,170 $ 4,344 $ 1,613 $ (3,661 ) $ 5,466 $ 327 $ 221 $ (529 ) $ 5,485 Liabilities and Deficit: Current liabilities: Accounts payable $ — $ 82 $ 94 $ — $ 176 $ — $ — $ — $ 176 Accrued royalties — 548 554 — 1,102 — — — 1,102 Accrued liabilities — 94 155 — 249 — — — 249 Accrued interest 47 — — — 47 6 — — 53 Deferred revenue — 144 62 — 206 — — — 206 Current portion of long-term debt 13 — — — 13 — — — 13 Other current liabilities — 2 20 — 22 — — — 22 Total current liabilities 60 870 885 — 1,815 6 — — 1,821 Long-term debt 2,799 — — — 2,799 100 — — 2,899 Deferred tax liabilities, net — 113 179 — 292 — — — 292 Other noncurrent liabilities 3 125 111 — 239 — — — 239 Total liabilities 2,862 1,108 1,175 — 5,145 106 — — 5,251 Total Warner Music Group Corp. equity (deficit) 308 3,235 426 (3,661 ) 308 221 221 (529 ) 221 Noncontrolling interest — 1 12 — 13 — — — 13 Total equity (deficit) 308 3,236 438 (3,661 ) 321 221 221 (529 ) 234 Total liabilities and equity (deficit) $ 3,170 $ 4,344 $ 1,613 $ (3,661 ) $ 5,466 $ 327 $ 221 $ (529 ) $ 5,485 Consolidating Balance Sheet September 30, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Assets: Current assets: Cash and equivalents $ — $ 73 $ 173 $ — $ 246 $ — $ — $ — $ 246 Accounts receivable, net — 170 179 — 349 — — — 349 Inventories — 15 27 — 42 — — — 42 Royalty advances expected to be recouped within one year — 80 50 — 130 — — — 130 Prepaid and other current assets 5 9 46 — 60 — — — 60 Total current assets 5 347 475 — 827 — — — 827 Due (to) from parent companies 863 (174 ) (689 ) — — — — — — Investments in and advances to (from) consolidated subsidiaries 2,365 1,187 — (3,552 ) — 376 221 (597 ) — Royalty advances expected to be recouped after one year — 120 75 — 195 — — — 195 Property, plant and equipment, net — 145 75 — 220 — — — 220 Goodwill — 1,379 253 — 1,632 — — — 1,632 Intangible assets subject to amortization, net — 1,271 1,243 — 2,514 — — — 2,514 Intangible assets not subject to amortization — 71 48 — 119 — — — 119 Other assets 39 53 17 — 109 5 — — 114 Total assets $ 3,272 $ 4,399 $ 1,497 $ (3,552 ) $ 5,616 $ 381 $ 221 $ (597 ) $ 5,621 Liabilities and Deficit: Current liabilities: Accounts payable $ — $ 79 $ 94 $ — $ 173 $ — $ — $ — $ 173 Accrued royalties — 513 574 — 1,087 — — — 1,087 Accrued liabilities 1 269 26 — 296 — — — 296 Accrued interest 48 — — — 48 10 — — 58 Deferred revenue — 140 66 — 206 — — — 206 Current portion of long-term debt 13 — — — 13 — — — 13 Other current liabilities — 7 18 (1 ) 24 — — — 24 Total current liabilities 62 1,008 778 (1 ) 1,847 10 — — 1,857 Long-term debt 2,831 — — — 2,831 150 — — 2,981 Deferred tax liabilities, net — 110 192 — 302 — — — 302 Other noncurrent liabilities 3 131 105 3 242 — — — 242 Total liabilities 2,896 1,249 1,075 2 5,222 160 — — 5,382 Total Warner Music Group Corp. equity (deficit) 376 3,149 405 (3,554 ) 376 221 221 (597 ) 221 Noncontrolling interest — 1 17 — 18 — — — 18 Total equity (deficit) 376 3,150 422 (3,554 ) 394 221 221 (597 ) 239 Total liabilities and equity (deficit) $ 3,272 $ 4,399 $ 1,497 $ (3,552 ) $ 5,616 $ 381 $ 221 $ (597 ) $ 5,621 Consolidating Statement of Operations (Unaudited) For The Three Months Ended March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Revenues $ — $ 452 $ 382 $ (89 ) $ 745 $ — $ — $ — $ 745 Costs and expenses: Cost of revenue — (221 ) (196 ) 43 (374 ) — — — (374 ) Selling, general and administrative expenses — (202 ) (101 ) 47 (256 ) — — — (256 ) Amortization of intangible assets — (30 ) (33 ) — (63 ) — — — (63 ) Total costs and expenses — (453 ) (330 ) 90 (693 ) — — — (693 ) Operating income (loss) — (1 ) 52 1 52 — — — 52 Gain on sale of real estate — — 19 — 19 — — — 19 Interest income (expense), net (21 ) 1 (18 ) — (38 ) (5 ) — — (43 ) Equity gains (losses) from equity method investments 58 41 — (99 ) — 21 11 (32 ) — Other income (expense), net (1 ) (19 ) 24 — 4 (5 ) — — (1 ) Income (loss) before income taxes 36 22 77 (98 ) 37 11 11 (32 ) 27 Income tax benefit (expense) (15 ) (7 ) (12 ) 19 (15 ) — — — (15 ) Net income (loss) 21 15 65 (79 ) 22 11 11 (32 ) 12 Less: income attributable to noncontrolling interest — — (1 ) — (1 ) — — — (1 ) Net income (loss) attributable to Warner Music Group Corp. $ 21 $ 15 $ 64 $ (79 ) $ 21 $ 11 $ 11 $ (32 ) $ 11 Consolidating Statement of Operations (Unaudited) For The Three Months Ended March 31, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Revenues $ — $ 415 $ 297 $ (35 ) $ 677 $ — $ — $ — $ 677 Costs and expenses: Cost of revenue — (203 ) (145 ) 30 (318 ) — — — (318 ) Selling, general and administrative expenses — (129 ) (128 ) 5 (252 ) — — — (252 ) Amortization of intangible assets — (30 ) (33 ) — (63 ) — — — (63 ) Total costs and expenses — (362 ) (306 ) 35 (633 ) — — — (633 ) Operating income (loss) — 53 (9 ) — 44 — — — 44 Interest income (expense), net (19 ) 2 (22 ) — (39 ) (6 ) — — (45 ) Equity gains (losses) from equity method investments 41 (9 ) — (31 ) 1 24 18 (42 ) 1 Other income (expense), net (4 ) — 17 — 13 — — — 13 Income (loss) before income taxes 18 46 (14 ) (31 ) 19 18 18 (42 ) 13 Income tax benefit (expense) 6 3 — (3 ) 6 — — — 6 Net income (loss) 24 49 (14 ) (34 ) 25 18 18 (42 ) 19 Less: income attributable to noncontrolling interest — — (1 ) — (1 ) — — — (1 ) Net income (loss) attributable to Warner Music Group Corp. $ 24 $ 49 $ (15 ) $ (34 ) $ 24 $ 18 $ 18 $ (42 ) $ 18 Consolidating Statement of Operations (Unaudited) For The Six Months Ended March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Revenues $ — $ 900 $ 821 $ (127 ) $ 1,594 $ — $ — $ — $ 1,594 Costs and expenses: Cost of revenue — (442 ) (456 ) 75 (823 ) — — — (823 ) Selling, general and administrative expenses — (339 ) (245 ) 52 (532 ) — — — (532 ) Amortization of intangible assets — (61 ) (64 ) — (125 ) — — — (125 ) Total costs and expenses — (842 ) (765 ) 127 (1,480 ) — — — (1,480 ) Operating (loss) income — 58 56 — 114 — — — 114 Gain on sale of real estate — — 19 — 19 — — — 19 Interest income (expense), net (41 ) 2 (39 ) — (78 ) (10 ) — — (88 ) Equity gains (losses) from equity method investments 105 60 — (165 ) — 53 38 (91 ) — Other income (expense), net 1 (20 ) 31 — 12 (5 ) — — 7 Income (loss) before income taxes 65 100 67 (165 ) 67 38 38 (91 ) 52 Income tax benefit (expense) (12 ) (12 ) (8 ) 20 (12 ) — — — (12 ) Net income (loss) 53 88 59 (145 ) 55 38 38 (91 ) 40 Less: income attributable to noncontrolling interest — — (2 ) — (2 ) — — — (2 ) Net income (loss) attributable to Warner Music Group Corp. $ 53 $ 88 $ 57 $ (145 ) $ 53 $ 38 $ 38 $ (91 ) $ 38 Consolidating Statement of Operations (Unaudited) For The Six Months Ended March 31, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Revenues $ — $ 776 $ 810 $ (80 ) $ 1,506 $ — $ — $ — $ 1,506 Costs and expenses: Cost of revenue — (370 ) (463 ) 70 (763 ) — — — (763 ) Selling, general and administrative expenses 1 (262 ) (297 ) 10 (548 ) — — — (548 ) Amortization of intangible assets — (60 ) (68 ) — (128 ) — — — (128 ) Total costs and expenses 1 (692 ) (828 ) 80 (1,439 ) — — — (1,439 ) Operating income (loss) 1 84 (18 ) — 67 — — — 67 Interest income (expense), net (40 ) 4 (44 ) — (80 ) (11 ) — — (91 ) Equity gains (losses) from equity method investments 35 (11 ) — (23 ) 1 (13 ) (24 ) 37 1 Other income (expense), net (6 ) — 10 — 4 — — — 4 Income (loss) before income taxes (10 ) 77 (52 ) (23 ) (8 ) (24 ) (24 ) 37 (19 ) Income tax benefit (expense) (3 ) (5 ) (1 ) 6 (3 ) — — — (3 ) Net income (loss) (13 ) 72 (53 ) (17 ) (11 ) (24 ) (24 ) 37 (22 ) Less: income attributable to noncontrolling interest — — (2 ) — (2 ) — — — (2 ) Net income (loss) attributable to Warner Music Group Corp. $ (13 ) $ 72 $ (55 ) $ (17 ) $ (13 ) $ (24 ) $ (24 ) $ 37 $ (24 ) Consolidating Statement of Comprehensive Income (Unaudited) For The Three Months Ended March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Net income (loss) $ 21 $ 15 $ 65 $ (79 ) $ 22 $ 11 $ 11 $ (32 ) $ 12 Other comprehensive income (loss), net of tax: Foreign currency adjustment (12 ) — (12 ) 12 (12 ) (12 ) (12 ) 24 (12 ) Deferred losses on derivative financial instruments (1 ) (1 ) — 1 (1 ) (1 ) (1 ) 2 (1 ) Other comprehensive income (loss), net of tax: (13 ) (1 ) (12 ) 13 (13 ) (13 ) (13 ) 26 (13 ) Total comprehensive (loss) income 8 14 53 (66 ) 9 (2 ) (2 ) (6 ) (1 ) Less: income attributable to noncontrolling interest — — (1 ) — (1 ) — — — (1 ) Comprehensive (loss) income attributable to Warner Music Group Corp. $ 8 $ 14 $ 52 $ (66 ) $ 8 $ (2 ) $ (2 ) $ (6 ) $ (2 ) Consolidating Statement of Comprehensive Income (Unaudited) For The Three Months Ended March 31, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Net (loss) income $ 24 $ 49 $ (14 ) $ (34 ) $ 25 $ 18 $ 18 $ (42 ) $ 19 Other comprehensive income (loss), net of tax: Foreign currency adjustment (56 ) — (56 ) 56 (56 ) (56 ) (56 ) 112 (56 ) Other comprehensive income (loss), net of tax: (56 ) — (56 ) 56 (56 ) (56 ) (56 ) 112 (56 ) Total comprehensive (loss) income (32 ) 49 (70 ) 22 (31 ) (38 ) (38 ) 70 (37 ) Less: income attributable to noncontrolling interest — — (1 ) — (1 ) — — — (1 ) Comprehensive (loss) income attributable to Warner Music Group Corp. $ (32 ) $ 49 $ (71 ) $ 22 $ (32 ) $ (38 ) $ (38 ) $ 70 $ (38 ) Consolidating Statement of Comprehensive Income (Unaudited) For The Six Months Ended March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Net income (loss) $ 53 $ 88 $ 59 $ (145 ) $ 55 $ 38 $ 38 $ (91 ) $ 40 Other comprehensive income (loss), net of tax: Foreign currency adjustment (36 ) — (36 ) 36 (36 ) (36 ) (36 ) 72 (36 ) Deferred losses on derivative financial instruments (2 ) (2 ) — 2 (2 ) (2 ) (2 ) 4 (2 ) Other comprehensive income (loss), net of tax: (38 ) (2 ) (36 ) 38 (38 ) (38 ) (38 ) 76 (38 ) Total comprehensive (loss) income 15 86 23 (107 ) 17 — — (15 ) 2 Less: income attributable to noncontrolling interest — — (2 ) — (2 ) — — — (2 ) Comprehensive (loss) income attributable to Warner Music Group Corp. $ 15 $ 86 $ 21 $ (107 ) $ 15 $ — $ — $ (15 ) $ — Consolidating Statement of Comprehensive Income (Unaudited) For The Six Months Ended March 31, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Net (loss) income $ (13 ) $ 72 $ (53 ) $ (17 ) $ (11 ) $ (24 ) $ (24 ) $ 37 $ (22 ) Other comprehensive income (loss), net of tax: Foreign currency adjustment (90 ) — (90 ) 90 (90 ) (90 ) (90 ) 180 (90 ) Other comprehensive income (loss), net of tax: (90 ) — (90 ) 90 (90 ) (90 ) (90 ) 180 (90 ) Total comprehensive (loss) income (103 ) 72 (143 ) 73 (101 ) (114 ) (114 ) 217 (112 ) Less: income attributable to noncontrolling interest — — (2 ) — (2 ) — — — (2 ) Comprehensive (loss) income attributable to Warner Music Group Corp. $ (103 ) $ 72 $ (145 ) $ 73 $ (103 ) $ (114 ) $ (114 ) $ 217 $ (114 ) Consolidating Statement of Cash Flows (Unaudited) For The Six Months Ended March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Cash flows from operating activities Net income (loss) $ 53 $ 88 $ 59 $ (145 ) $ 55 $ 38 $ 38 $ (91 ) $ 40 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization — 80 70 — 150 — — — 150 Unrealized (gains)/losses and remeasurement of foreign denominated loans (1 ) (1 ) — — (2 ) — — — (2 ) Deferred income taxes — — (10 ) — (10 ) — — — (10 ) Gain on sale of real estate — — (19 ) — (19 ) — — — (19 ) (Gain)/Loss on extinguishment of debt (1 ) — — — (1 ) 5 — 4 Loss on divestiture of business — — 3 — 3 — — 3 Non-cash interest expense 5 — — — 5 — — — 5 Non-cash share-based compensation expense — 4 — — 4 — — — 4 Equity losses (gains), including distributions (105 ) (60 ) — 165 — (53 ) (38 ) 91 — Changes in operating assets and liabilities: — — — — Accounts receivable — 18 7 — 25 — — — 25 Inventories — — (1 ) — (1 ) — — — (1 ) Royalty advances — (18 ) (3 ) — (21 ) — — — (21 ) Accounts payable and accrued liabilities — 52 (73 ) (20 ) (41 ) — — — (41 ) Royalty payables — 36 (1 ) — 35 — — — 35 Accrued interest (1 ) — — — (1 ) (4 ) — — (5 ) Deferred revenue — 3 (1 ) — 2 — — — 2 Other balance sheet changes — — 3 — 3 — — — 3 Net cash provided by (used in) operating activities (50 ) 202 34 — 186 (14 ) — — 172 Cash flows from investing activities — — Acquisition of music publishing rights, net — (9 ) (3 ) — (12 ) — — — (12 ) Capital expenditures — (15 ) (8 ) — (23 ) — — — (23 ) Investments and acquisitions of businesses, net — (5 ) (3 ) — (8 ) — — — (8 ) Divestiture of business, net of cash on hand — — 6 — 6 — — 6 Proceeds from the sale of real estate — — 42 — 42 — 42 Advances to issuer 163 — — (163 ) — — — — — Net cash provided by (used in) investing activities 163 (29 ) 34 (163 ) 5 — — — 5 Cash flows from financing activities Dividend by Acquisition Corp. to Holdings Corp. (83 ) — — — (83 ) 83 — — — Repayment of Acquisition Corp. Senior Term Loan Facility (6 ) — — — (6 ) — — — (6 ) Repayment of Holdings 13.75% Senior Notes — — — — — (50 ) — — (50 ) Call premiums paid on early redemption of debt — — — — — (3 ) — — (3 ) Repayment of Acquisition Corp. 6.75% Senior Notes (24 ) — — — (24 ) — — — (24 ) Distribution to noncontrolling interest holder — — (3 ) — (3 ) — — — (3 ) Repayment of capital lease obligations — — (14 ) — (14 ) — — — (14 ) Change in due to (from) issuer — (163 ) — 163 — — — — — Net cash provided by (used in) financing activities (113 ) (163 ) (17 ) 163 (130 ) 30 — — (100 ) Effect of exchange rate changes on cash and equivalents — — (7 ) — (7 ) — — — (7 ) Net increase (decrease) in cash and equivalents — 10 44 — 54 16 — — 70 Cash and equivalents at beginning of period — 73 173 — 246 — — — 246 Cash and equivalents at end of period $ — $ 83 $ 217 $ — $ 300 $ 16 $ — $ — $ 316 Consolidating Statement of Cash Flows (Unaudited) For The Six Months Ended March 31, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Cash flows from operating activities Net (loss) income $ (13 ) $ 72 $ (53 ) $ (17 ) $ (11 ) $ (24 ) $ (24 ) $ 37 $ (22 ) Adjustments to reconcile net (loss) income to net cashprovided by operating activities: Depreciation and amortization — 80 76 — 156 — — — 156 Unrealized (gains)/losses and remeasurement of foreign denominated loans (29 ) — 39 — 10 — — — 10 Deferred income taxes — — (12 ) — (12 ) — — — (12 ) Non-cash interest expense 5 — — — 5 1 — — 6 Non-cash share-based compensation expense — (1 ) — — (1 ) — — — (1 ) Equity losses (gains), including distributions (35 ) 11 — 23 (1 ) 13 24 (37 ) (1 ) Changes in operating assets and liabilities: Accounts receivable — 20 — — 20 — — — 20 Inventories — 1 (2 ) — (1 ) — — — (1 ) Royalty advances — (17 ) (16 ) — (33 ) — — — (33 ) Accounts payable and accrued liabilities — 4 (47 ) (6 ) (49 ) — — — (49 ) Royalty payables — (54 ) 43 — (11 ) — — — (11 ) Accrued interest (2 ) — — — (2 ) — — — (2 ) Deferred revenue — 66 13 — 79 — — — 79 Other balance sheet changes — (3 ) 6 — 3 — — — 3 Net cash provided by (used in) operating activities (74 ) 179 47 — 152 (10 ) — — 142 Cash flows from investing activities Acquisition of music publishing rights, net — (7 ) (2 ) — (9 ) — — — (9 ) Capital expenditures — (29 ) (10 ) — (39 ) — — — (39 ) Investments and acquisitions of businesses, net — (7 ) (4 ) — (11 ) — — — (11 ) Advances to issuer 90 — — (90 ) — — — — — Net cash provided by (used in) investing activities 90 (43 ) (16 ) (90 ) (59 ) — — — (59 ) Cash flows from financing activities Dividend by Acquisition Corp. to Holdings Corp. (10 ) — — — (10 ) 10 — — — Proceeds from the Revolving Credit Facility 173 — — — 173 — — — 173 Repayment of the Revolving Credit Facility (173 ) — — — (173 ) — — — (173 ) Repayment of Acquisition Corp. Senior Term Loan Facility (6 ) — — — (6 ) — — — (6 ) Distribution to noncontrolling interest holder — — (2 ) — (2 ) — — — (2 ) Repayment of capital lease obligations — — (1 ) — (1 ) — — — (1 ) Change in due to (from) issuer — (90 ) — 90 — — — — — Net cash provided by (used in) financing activities (16 ) (90 ) (3 ) 90 (19 ) 10 — — (9 ) Effect of exchange rate changes on cash and equivalents — — (13 ) — (13 ) — — — (13 ) Net increase (decrease) in cash and equivalents — 46 15 — 61 — — — 61 Cash and equivalents at beginning of period — 26 131 — 157 — — — 157 Cash and equivalents at end of period $ — $ 72 $ 146 $ — $ 218 $ — $ — $ — $ 218 |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Interim Financial Statements | Interim Financial Statements The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six month period ended March 31, 2016 are not necessarily indicative of the results that may be expected for the fiscal year ended September 30, 2016. The consolidated balance sheet at September 30, 2015 has been derived from the audited consolidated financial statements at that date but does not include all of the information and notes required by U.S. GAAP for complete financial statements. For further information, refer to the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended September 30, 2015 (File No. 001-32502). |
Basis of Consolidation | Basis of Consolidation The accompanying financial statements present the consolidated accounts of all entities in which the Company has a controlling voting interest and/or variable interest required to be consolidated in accordance with U.S. GAAP. All intercompany balances and transactions have been eliminated. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810, Consolidation (“ASC 810”) requires the Company first evaluate its investments to determine if any investments qualify as a variable interest entity (“VIE”). A VIE is consolidated if the Company is deemed to be the primary beneficiary of the VIE, which is the party involved with the VIE that has both (i) the power to control the most significant activities of the VIE and (ii) either the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. If an entity is not deemed to be a VIE, the Company consolidates the entity if the Company has a controlling voting interest. The Company maintains a 52-53 week fiscal year ending on the last Friday in each reporting period. As such, all references to March 31, 2016 and March 31, 2015 relate to the periods ended March 25, 2016 and March 27, 2015, respectively. For convenience purposes, the Company continues to date its financial statements as of March 31. The fiscal year ended September 30, 2015 ended on September 25, 2015. For convenience purposes, the Company continues to date its balance sheet as of September 30. The Company has performed a review of all subsequent events through the date the financial statements were issued, and has determined that no additional disclosures are necessary. |
Income Taxes | Income Taxes At the end of each interim period, the Company makes its best estimate of the effective tax rate expected to be applicable for the full fiscal year and uses that rate to provide for income taxes on a current year-to-date basis before discrete items. If a reliable estimate of the annual effective tax rate cannot be made, which could be caused by the significant variability in rates when marginal earnings are expected for the year, a discrete tax rate is calculated for the period. |
New Accounting Pronouncements | New Accounting Pronouncements During the first quarter of fiscal 2016, the Company adopted ASU 2015-17, Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”). ASU 2015-17 requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The Company has elected to adopt this standard retrospectively, and thus the reclassification of prior period balances has been made. The application of ASU 2015-17 to the Company’s September 30, 2015 Consolidated Balance Sheets resulted in a decrease to current deferred tax assets of $52 million, an increase to non-current deferred tax assets of $2 million, and a decrease to non-current deferred tax liabilities of $50 million. In May 2014, the FASB issued guidance codified in ASC 606, Revenue Recognition – Revenue from Contracts with Customers (“ASC 606”), which replaces the guidance in former ASC 605, Revenue Recognition and ASC 928, Entertainment – Music. The amendment was the result of a joint effort by the FASB and the International Accounting Standards Board to improve financial reporting by creating common revenue recognition guidance for U.S. GAAP and international financial reporting standards ("IFRS"). The joint project clarifies the principles for recognizing revenue and develops a common revenue standard for U.S. GAAP and IFRS. ASC 606 is effective for annual periods beginning after December 15, 2017, and interim periods within those years. Early application is not permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The update may be applied using one of two methods: retrospective application to each prior reporting period presented, or retrospective application with the cumulative effect of initially applying the update recognized at the date of initial application. The Company is currently evaluating the transition method that will be elected and the impact of the update on its financial statements and disclosures. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). This ASU will explicitly require management to assess an entity’s ability to continue as a going concern, and to provide related disclosure when substantial doubt exists. ASU 2014-15 will be effective in the first annual period ending after December 15, 2016, and interim periods thereafter. Earlier adoption is permitted. The adoption of this standard is not expected to have a significant impact on the Company’s financial statements, other than disclosure. In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). This ASU will require that debt issuance costs are presented as a direct deduction to the related debt in the liability section of the balance sheet, rather than presented as an asset. ASU 2015-03 will be effective for annual periods beginning after December 15, 2015, and interim periods within those years. Earlier adoption is permitted. The adoption of this standard is not expected to have a significant impact on the Company’s financial statements, other than presentation. In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”). This ASU will require that equity investments are measured at fair value with changes in fair value recognized in net income. The Company may elect to measure equity investments that do not have a readily determinable fair value at cost minus impairment, if any, plus or minus changes resulting from observable price. ASU 2016-01 will be effective for annual periods beginning after December 15, 2017, and interim periods within those years. Earlier adoption is permitted. The adoption of this standard is not expected to have a significant impact on the Company’s financial statements, other than disclosure. In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”). This ASU establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the statement of operations. ASU 2016-02 will be effective for annual periods after December 15, 2018, and interim periods within those years. Earlier adoption is permitted. The adoption of this standard is not expected to have a significant impact on the Company’s financial statements, other than presentation. In March 2016, the FASB issued ASU 2016-05, Derivatives and Hedging: Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships (“ASU 2016-05”) and ASU 2016-06, Derivatives and Hedging: Contingent Put and Call Options in Debt Instruments (“ASU 2016-06”). ASU 2016-05 clarifies that a change in the counterparty to a derivative instrument that has been designated as a hedging instrument does not, in and of itself, require dedesignation of that hedging relationship provided that all other hedge accounting criteria continue to be met. ASU 2016-06 clarifies the steps required to determine bifurcation of an embedded derivative. ASU 2016- 05 and ASU 2016-06 are effective for annual periods after December 15, 2016, and interim periods within those years. Early adoption is permitted. The guidance may be adopted prospectively or by a modified retrospective approach. The Company is evaluating the impact of the future adoption of this standard on its financial statements and disclosures. In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation ("ASU 2016-09"). This ASU provides amended guidance which simplifies the accounting for share-based payment transactions involving multiple aspects of the accounting for share-based transactions, including income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for annual periods after December 15, 2016, and interim periods within those years. Early adoption is permitted. The Company is evaluating the impact of the future adoption of this standard on its financial statements and disclosures. |
Comprehensive Loss (Tables)
Comprehensive Loss (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | Comprehensive loss, which is reported in the accompanying consolidated statements of equity, consists of net income (loss) and other gains and losses affecting equity that, under U.S. GAAP, are excluded from net income (loss). For the Company, the components of other comprehensive loss primarily consist of foreign currency translation losses and minimum pension liabilities. The following summary sets forth the changes in the components of accumulated other comprehensive loss, net of related taxes: Foreign Minimum (Losses) Accumulated Currency Pension On Derivative Other Translation Liability Financial Comprehensive Loss Adjustment Instruments Loss, net (in millions) Balance at September 30, 2015 $ (157 ) $ (10 ) $ — $ (167 ) Other comprehensive loss (a) (36 ) — (2 ) (38 ) Amounts reclassified from accumulated other comprehensive income — — — — Balance at March 31, 2016 $ (193 ) $ (10 ) $ (2 ) $ (205 ) (a) Foreign currency translation adjustments include intra-entity foreign currency transactions that are of a long-term investment nature of $63.9 million. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Goodwill for Each Reportable Segment | The following analysis details the changes in goodwill for each reportable segment: Recorded Music Music Publishing Total (in millions) Balance at September 30, 2015 $ 1,168 $ 464 $ 1,632 Acquisitions — — — Divestitures (a) (7 ) — (7 ) Other adjustments (b) (3 ) — (3 ) Balance at March 31, 2016 $ 1,158 $ 464 $ 1,622 (a) Divestiture of business during the six months ended March 31, 2016. (b) Other adjustments during the six months ended March 31, 2016 represent foreign currency movements. |
Schedule of Intangible Assets | Intangible assets consist of the following: Weighted Average March 31, September 30, Useful Life 2016 2015 (in millions) Intangible assets subject to amortization: Recorded music catalog 10 years $ 967 $ 992 Music publishing copyrights 27 years 1,489 1,497 Artist and songwriter contracts 13 years 906 926 Trademarks 7 years 7 7 Total gross intangible asset subject to amortization 3,369 3,422 Accumulated amortization (1,021 ) (908 ) Total net intangible assets subject to amortization 2,348 2,514 Intangible assets not subject to amortization: Trademarks and tradenames Indefinite 118 119 Total net intangible assets $ 2,466 $ 2,633 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term debt, including the current portion, consists of the following: March 31, September 30, 2016 2015 (in millions) Revolving Credit Facility—Acquisition Corp. (a) $ — $ — Senior Term Loan Facility due 2020—Acquisition Corp. (b) 1,276 1,282 5.625% Senior Secured Notes due 2022—Acquisition Corp. 275 275 6.00% Senior Secured Notes due 2021—Acquisition Corp. 450 450 6.25% Senior Secured Notes due 2021—Acquisition Corp. (c) 176 177 6.75% Senior Notes due 2022—Acquisition Corp. 635 660 13.75% Senior Notes due 2019—Holdings 100 150 Total debt 2,912 2,994 Less: current portion 13 13 Total long-term debt $ 2,899 $ 2,981 ( a ) Reflects $150 million of commitments under the Revolving Credit Facility, less letters of credit outstanding of approximately $5 million at both March 31, 2016 and September 30, 2015. There were no loans outstanding under the Revolving Credit Facility at March 31, 2016 or September 30, 2015. (b) Principal amount of $1.280 billion and $1.287 billion less unamortized discount of $4 million and $5 million at March 31, 2016 and September 30, 2015, respectively. Of this amount, $13 million, representing the scheduled amortization of the Senior Term Loan Facility, was included in the current portion of long-term debt at March 31, 2016 and September 30, 2015. (c) Face amount of €158 million. Above amounts represent the dollar equivalent of such notes at March 31, 2016 and September 30, 2015. |
Derivative Financial Instrume25
Derivative Financial Instruments (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Summary of Amounts Recorded in Consolidated Balance Sheet | The following is a summary of amounts recorded in the Consolidated Balance Sheet pertaining to the Company’s use of foreign currency derivatives at March 31, 2016 and September 30, 2015: March 31, September 30, 2016 (a) 2015 (b) (in millions) Other current assets $ 1 $ — Other current liabilities (2) — (a) Includes $6 million and $7 million of foreign exchange derivative contracts in asset and liability positions, respectively. (b) Includes no foreign exchange derivative contracts in asset and liability positions. |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | The accounting policies of the Company’s business segments are the same as those described in the summary of significant accounting policies included elsewhere herein. The Company accounts for intersegment sales at fair value as if the sales were to third parties. While intercompany transactions are treated like third-party transactions to determine segment performance, the revenues (and corresponding expenses recognized by the segment that is counterparty to the transaction) are eliminated in consolidation, and therefore, do not themselves impact consolidated results. Corporate Recorded Music expenses and Music Publishing eliminations Total Three Months Ended (in millions) March 31, 2016 Revenues $ 621 $ 127 $ (3 ) $ 745 OIBDA 93 54 (20 ) 127 Depreciation of property, plant and equipment (8 ) (1 ) (3 ) (12 ) Amortization of intangible assets (47 ) (16 ) — (63 ) Operating income (loss) 38 37 (23 ) 52 March 31, 2015 Revenues $ 564 $ 117 $ (4 ) $ 677 OIBDA 91 51 (21 ) 121 Depreciation of property, plant and equipment (9 ) (2 ) (3 ) (14 ) Amortization of intangible assets (47 ) (16 ) — (63 ) Operating income (loss) 35 33 (24 ) 44 Corporate Recorded Music expenses and Music Publishing eliminations Total Six Months Ended (in millions) March 31, 2016 Revenues $ 1,358 $ 243 $ (7 ) $ 1,594 OIBDA 245 59 (40 ) 264 Depreciation of property, plant and equipment (16 ) (3 ) (6 ) (25 ) Amortization of intangible assets (93 ) (32 ) — (125 ) Operating income (loss) 136 24 (46 ) 114 March 31, 2015 Revenues $ 1,278 $ 236 $ (8 ) $ 1,506 OIBDA 202 68 (47 ) 223 Depreciation of property, plant and equipment (19 ) (3 ) (6 ) (28 ) Amortization of intangible assets (96 ) (32 ) — (128 ) Operating income (loss) 87 33 (53 ) 67 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | In accordance with the fair value hierarchy, described above, the following table shows the fair value of the Company’s financial instruments that are required to be measured at fair value as of March 31, 2016 and September 30, 2015. Fair Value Measurements as of March 31, 2016 (Level 1) (Level 2) (Level 3) Total (in millions) Other Current Assets: Foreign Currency Forward Exchange Contracts (a) $ — $ 1 $ — $ 1 Other Current Liabilities: Foreign Currency Forward Exchange Contracts (a) — (2 ) — (2 ) Total $ — $ (1 ) $ — $ (1 ) Fair Value Measurements as of September 30, 2015 (Level 1) (Level 2) (Level 3) Total (in millions) Other Current Liabilities: Contractual Obligations (b) — — (1 ) (1 ) Other Non-Current Liabilities: Contractual Obligations (b) — — — — Total $ — $ — $ (1 ) $ (1 ) (a) The fair value of the foreign currency forward exchange contracts is based on dealer quotes of market forward rates and reflects the amount that the Company would receive or pay at their maturity dates for contracts involving the same currencies and maturity dates. (b) This represents purchase obligations and contingent consideration related to the Company’s various acquisitions. This is based on a discounted cash flow approach and it is adjusted to fair value on a recurring basis and any adjustments are included as a component of operating income in the statement of operations. These amounts were mainly calculated using unobservable inputs such as future earnings performance of the Company’s various acquisitions and the expected timing of the payment. |
Reconciliation of Net Liabilities Classified as Level 3 | The following table reconciles the beginning and ending balances of net assets and liabilities classified as Level 3: Total (in millions) Balance at September 30, 2015 $ (1 ) Additions — Reductions — Payments 1 Balance at March 31, 2016 $ — |
Guarantor and Non-Guarantor S28
Guarantor and Non-Guarantor Subsidiaries Financial Information (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Schedule of Consolidating Balance Sheet (Unaudited) | Consolidating Balance Sheet (Unaudited) March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Assets: Current assets: Cash and equivalents $ — $ 83 $ 217 $ — $ 300 $ 16 $ — $ — $ 316 Accounts receivable, net — 152 166 — 318 — — — 318 Inventories — 14 27 — 41 — — — 41 Royalty advances expected to be recouped within one year — 87 48 — 135 — — — 135 Prepaid and other current assets 6 5 53 — 64 — — — 64 Total current assets 6 341 511 — 858 16 — — 874 Due (to) from parent companies 806 (316 ) (490 ) — — — — — — Investments in and advances to (from) consolidated subsidiaries 2,323 1,338 — (3,661 ) — 308 221 (529 ) — Royalty advances expected to be recouped after one year — 131 72 — 203 — — — 203 Property, plant and equipment, net — 143 67 — 210 — — — 210 Goodwill — 1,372 250 — 1,622 — — — 1,622 Intangible assets subject to amortization, net — 1,213 1,135 — 2,348 — — — 2,348 Intangible assets not subject to amortization — 71 47 — 118 — — — 118 Other assets 35 51 21 — 107 3 — — 110 Total assets $ 3,170 $ 4,344 $ 1,613 $ (3,661 ) $ 5,466 $ 327 $ 221 $ (529 ) $ 5,485 Liabilities and Deficit: Current liabilities: Accounts payable $ — $ 82 $ 94 $ — $ 176 $ — $ — $ — $ 176 Accrued royalties — 548 554 — 1,102 — — — 1,102 Accrued liabilities — 94 155 — 249 — — — 249 Accrued interest 47 — — — 47 6 — — 53 Deferred revenue — 144 62 — 206 — — — 206 Current portion of long-term debt 13 — — — 13 — — — 13 Other current liabilities — 2 20 — 22 — — — 22 Total current liabilities 60 870 885 — 1,815 6 — — 1,821 Long-term debt 2,799 — — — 2,799 100 — — 2,899 Deferred tax liabilities, net — 113 179 — 292 — — — 292 Other noncurrent liabilities 3 125 111 — 239 — — — 239 Total liabilities 2,862 1,108 1,175 — 5,145 106 — — 5,251 Total Warner Music Group Corp. equity (deficit) 308 3,235 426 (3,661 ) 308 221 221 (529 ) 221 Noncontrolling interest — 1 12 — 13 — — — 13 Total equity (deficit) 308 3,236 438 (3,661 ) 321 221 221 (529 ) 234 Total liabilities and equity (deficit) $ 3,170 $ 4,344 $ 1,613 $ (3,661 ) $ 5,466 $ 327 $ 221 $ (529 ) $ 5,485 Consolidating Balance Sheet September 30, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Assets: Current assets: Cash and equivalents $ — $ 73 $ 173 $ — $ 246 $ — $ — $ — $ 246 Accounts receivable, net — 170 179 — 349 — — — 349 Inventories — 15 27 — 42 — — — 42 Royalty advances expected to be recouped within one year — 80 50 — 130 — — — 130 Prepaid and other current assets 5 9 46 — 60 — — — 60 Total current assets 5 347 475 — 827 — — — 827 Due (to) from parent companies 863 (174 ) (689 ) — — — — — — Investments in and advances to (from) consolidated subsidiaries 2,365 1,187 — (3,552 ) — 376 221 (597 ) — Royalty advances expected to be recouped after one year — 120 75 — 195 — — — 195 Property, plant and equipment, net — 145 75 — 220 — — — 220 Goodwill — 1,379 253 — 1,632 — — — 1,632 Intangible assets subject to amortization, net — 1,271 1,243 — 2,514 — — — 2,514 Intangible assets not subject to amortization — 71 48 — 119 — — — 119 Other assets 39 53 17 — 109 5 — — 114 Total assets $ 3,272 $ 4,399 $ 1,497 $ (3,552 ) $ 5,616 $ 381 $ 221 $ (597 ) $ 5,621 Liabilities and Deficit: Current liabilities: Accounts payable $ — $ 79 $ 94 $ — $ 173 $ — $ — $ — $ 173 Accrued royalties — 513 574 — 1,087 — — — 1,087 Accrued liabilities 1 269 26 — 296 — — — 296 Accrued interest 48 — — — 48 10 — — 58 Deferred revenue — 140 66 — 206 — — — 206 Current portion of long-term debt 13 — — — 13 — — — 13 Other current liabilities — 7 18 (1 ) 24 — — — 24 Total current liabilities 62 1,008 778 (1 ) 1,847 10 — — 1,857 Long-term debt 2,831 — — — 2,831 150 — — 2,981 Deferred tax liabilities, net — 110 192 — 302 — — — 302 Other noncurrent liabilities 3 131 105 3 242 — — — 242 Total liabilities 2,896 1,249 1,075 2 5,222 160 — — 5,382 Total Warner Music Group Corp. equity (deficit) 376 3,149 405 (3,554 ) 376 221 221 (597 ) 221 Noncontrolling interest — 1 17 — 18 — — — 18 Total equity (deficit) 376 3,150 422 (3,554 ) 394 221 221 (597 ) 239 Total liabilities and equity (deficit) $ 3,272 $ 4,399 $ 1,497 $ (3,552 ) $ 5,616 $ 381 $ 221 $ (597 ) $ 5,621 |
Schedule of Consolidating Statement of Operations (Unaudited) | Consolidating Statement of Operations (Unaudited) For The Three Months Ended March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Revenues $ — $ 452 $ 382 $ (89 ) $ 745 $ — $ — $ — $ 745 Costs and expenses: Cost of revenue — (221 ) (196 ) 43 (374 ) — — — (374 ) Selling, general and administrative expenses — (202 ) (101 ) 47 (256 ) — — — (256 ) Amortization of intangible assets — (30 ) (33 ) — (63 ) — — — (63 ) Total costs and expenses — (453 ) (330 ) 90 (693 ) — — — (693 ) Operating income (loss) — (1 ) 52 1 52 — — — 52 Gain on sale of real estate — — 19 — 19 — — — 19 Interest income (expense), net (21 ) 1 (18 ) — (38 ) (5 ) — — (43 ) Equity gains (losses) from equity method investments 58 41 — (99 ) — 21 11 (32 ) — Other income (expense), net (1 ) (19 ) 24 — 4 (5 ) — — (1 ) Income (loss) before income taxes 36 22 77 (98 ) 37 11 11 (32 ) 27 Income tax benefit (expense) (15 ) (7 ) (12 ) 19 (15 ) — — — (15 ) Net income (loss) 21 15 65 (79 ) 22 11 11 (32 ) 12 Less: income attributable to noncontrolling interest — — (1 ) — (1 ) — — — (1 ) Net income (loss) attributable to Warner Music Group Corp. $ 21 $ 15 $ 64 $ (79 ) $ 21 $ 11 $ 11 $ (32 ) $ 11 Consolidating Statement of Operations (Unaudited) For The Three Months Ended March 31, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Revenues $ — $ 415 $ 297 $ (35 ) $ 677 $ — $ — $ — $ 677 Costs and expenses: Cost of revenue — (203 ) (145 ) 30 (318 ) — — — (318 ) Selling, general and administrative expenses — (129 ) (128 ) 5 (252 ) — — — (252 ) Amortization of intangible assets — (30 ) (33 ) — (63 ) — — — (63 ) Total costs and expenses — (362 ) (306 ) 35 (633 ) — — — (633 ) Operating income (loss) — 53 (9 ) — 44 — — — 44 Interest income (expense), net (19 ) 2 (22 ) — (39 ) (6 ) — — (45 ) Equity gains (losses) from equity method investments 41 (9 ) — (31 ) 1 24 18 (42 ) 1 Other income (expense), net (4 ) — 17 — 13 — — — 13 Income (loss) before income taxes 18 46 (14 ) (31 ) 19 18 18 (42 ) 13 Income tax benefit (expense) 6 3 — (3 ) 6 — — — 6 Net income (loss) 24 49 (14 ) (34 ) 25 18 18 (42 ) 19 Less: income attributable to noncontrolling interest — — (1 ) — (1 ) — — — (1 ) Net income (loss) attributable to Warner Music Group Corp. $ 24 $ 49 $ (15 ) $ (34 ) $ 24 $ 18 $ 18 $ (42 ) $ 18 Consolidating Statement of Operations (Unaudited) For The Six Months Ended March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Revenues $ — $ 900 $ 821 $ (127 ) $ 1,594 $ — $ — $ — $ 1,594 Costs and expenses: Cost of revenue — (442 ) (456 ) 75 (823 ) — — — (823 ) Selling, general and administrative expenses — (339 ) (245 ) 52 (532 ) — — — (532 ) Amortization of intangible assets — (61 ) (64 ) — (125 ) — — — (125 ) Total costs and expenses — (842 ) (765 ) 127 (1,480 ) — — — (1,480 ) Operating (loss) income — 58 56 — 114 — — — 114 Gain on sale of real estate — — 19 — 19 — — — 19 Interest income (expense), net (41 ) 2 (39 ) — (78 ) (10 ) — — (88 ) Equity gains (losses) from equity method investments 105 60 — (165 ) — 53 38 (91 ) — Other income (expense), net 1 (20 ) 31 — 12 (5 ) — — 7 Income (loss) before income taxes 65 100 67 (165 ) 67 38 38 (91 ) 52 Income tax benefit (expense) (12 ) (12 ) (8 ) 20 (12 ) — — — (12 ) Net income (loss) 53 88 59 (145 ) 55 38 38 (91 ) 40 Less: income attributable to noncontrolling interest — — (2 ) — (2 ) — — — (2 ) Net income (loss) attributable to Warner Music Group Corp. $ 53 $ 88 $ 57 $ (145 ) $ 53 $ 38 $ 38 $ (91 ) $ 38 Consolidating Statement of Operations (Unaudited) For The Six Months Ended March 31, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Revenues $ — $ 776 $ 810 $ (80 ) $ 1,506 $ — $ — $ — $ 1,506 Costs and expenses: Cost of revenue — (370 ) (463 ) 70 (763 ) — — — (763 ) Selling, general and administrative expenses 1 (262 ) (297 ) 10 (548 ) — — — (548 ) Amortization of intangible assets — (60 ) (68 ) — (128 ) — — — (128 ) Total costs and expenses 1 (692 ) (828 ) 80 (1,439 ) — — — (1,439 ) Operating income (loss) 1 84 (18 ) — 67 — — — 67 Interest income (expense), net (40 ) 4 (44 ) — (80 ) (11 ) — — (91 ) Equity gains (losses) from equity method investments 35 (11 ) — (23 ) 1 (13 ) (24 ) 37 1 Other income (expense), net (6 ) — 10 — 4 — — — 4 Income (loss) before income taxes (10 ) 77 (52 ) (23 ) (8 ) (24 ) (24 ) 37 (19 ) Income tax benefit (expense) (3 ) (5 ) (1 ) 6 (3 ) — — — (3 ) Net income (loss) (13 ) 72 (53 ) (17 ) (11 ) (24 ) (24 ) 37 (22 ) Less: income attributable to noncontrolling interest — — (2 ) — (2 ) — — — (2 ) Net income (loss) attributable to Warner Music Group Corp. $ (13 ) $ 72 $ (55 ) $ (17 ) $ (13 ) $ (24 ) $ (24 ) $ 37 $ (24 ) |
Schedule of Consolidating Statement of Comprehensive Income (Unaudited) | Consolidating Statement of Comprehensive Income (Unaudited) For The Three Months Ended March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Net income (loss) $ 21 $ 15 $ 65 $ (79 ) $ 22 $ 11 $ 11 $ (32 ) $ 12 Other comprehensive income (loss), net of tax: Foreign currency adjustment (12 ) — (12 ) 12 (12 ) (12 ) (12 ) 24 (12 ) Deferred losses on derivative financial instruments (1 ) (1 ) — 1 (1 ) (1 ) (1 ) 2 (1 ) Other comprehensive income (loss), net of tax: (13 ) (1 ) (12 ) 13 (13 ) (13 ) (13 ) 26 (13 ) Total comprehensive (loss) income 8 14 53 (66 ) 9 (2 ) (2 ) (6 ) (1 ) Less: income attributable to noncontrolling interest — — (1 ) — (1 ) — — — (1 ) Comprehensive (loss) income attributable to Warner Music Group Corp. $ 8 $ 14 $ 52 $ (66 ) $ 8 $ (2 ) $ (2 ) $ (6 ) $ (2 ) Consolidating Statement of Comprehensive Income (Unaudited) For The Three Months Ended March 31, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Net (loss) income $ 24 $ 49 $ (14 ) $ (34 ) $ 25 $ 18 $ 18 $ (42 ) $ 19 Other comprehensive income (loss), net of tax: Foreign currency adjustment (56 ) — (56 ) 56 (56 ) (56 ) (56 ) 112 (56 ) Other comprehensive income (loss), net of tax: (56 ) — (56 ) 56 (56 ) (56 ) (56 ) 112 (56 ) Total comprehensive (loss) income (32 ) 49 (70 ) 22 (31 ) (38 ) (38 ) 70 (37 ) Less: income attributable to noncontrolling interest — — (1 ) — (1 ) — — — (1 ) Comprehensive (loss) income attributable to Warner Music Group Corp. $ (32 ) $ 49 $ (71 ) $ 22 $ (32 ) $ (38 ) $ (38 ) $ 70 $ (38 ) Consolidating Statement of Comprehensive Income (Unaudited) For The Six Months Ended March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Net income (loss) $ 53 $ 88 $ 59 $ (145 ) $ 55 $ 38 $ 38 $ (91 ) $ 40 Other comprehensive income (loss), net of tax: Foreign currency adjustment (36 ) — (36 ) 36 (36 ) (36 ) (36 ) 72 (36 ) Deferred losses on derivative financial instruments (2 ) (2 ) — 2 (2 ) (2 ) (2 ) 4 (2 ) Other comprehensive income (loss), net of tax: (38 ) (2 ) (36 ) 38 (38 ) (38 ) (38 ) 76 (38 ) Total comprehensive (loss) income 15 86 23 (107 ) 17 — — (15 ) 2 Less: income attributable to noncontrolling interest — — (2 ) — (2 ) — — — (2 ) Comprehensive (loss) income attributable to Warner Music Group Corp. $ 15 $ 86 $ 21 $ (107 ) $ 15 $ — $ — $ (15 ) $ — Consolidating Statement of Comprehensive Income (Unaudited) For The Six Months Ended March 31, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Net (loss) income $ (13 ) $ 72 $ (53 ) $ (17 ) $ (11 ) $ (24 ) $ (24 ) $ 37 $ (22 ) Other comprehensive income (loss), net of tax: Foreign currency adjustment (90 ) — (90 ) 90 (90 ) (90 ) (90 ) 180 (90 ) Other comprehensive income (loss), net of tax: (90 ) — (90 ) 90 (90 ) (90 ) (90 ) 180 (90 ) Total comprehensive (loss) income (103 ) 72 (143 ) 73 (101 ) (114 ) (114 ) 217 (112 ) Less: income attributable to noncontrolling interest — — (2 ) — (2 ) — — — (2 ) Comprehensive (loss) income attributable to Warner Music Group Corp. $ (103 ) $ 72 $ (145 ) $ 73 $ (103 ) $ (114 ) $ (114 ) $ 217 $ (114 ) |
Schedule of Consolidating Statement of Cash Flows (Unaudited) | Consolidating Statement of Cash Flows (Unaudited) For The Six Months Ended March 31, 2016 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Cash flows from operating activities Net income (loss) $ 53 $ 88 $ 59 $ (145 ) $ 55 $ 38 $ 38 $ (91 ) $ 40 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization — 80 70 — 150 — — — 150 Unrealized (gains)/losses and remeasurement of foreign denominated loans (1 ) (1 ) — — (2 ) — — — (2 ) Deferred income taxes — — (10 ) — (10 ) — — — (10 ) Gain on sale of real estate — — (19 ) — (19 ) — — — (19 ) (Gain)/Loss on extinguishment of debt (1 ) — — — (1 ) 5 — 4 Loss on divestiture of business — — 3 — 3 — — 3 Non-cash interest expense 5 — — — 5 — — — 5 Non-cash share-based compensation expense — 4 — — 4 — — — 4 Equity losses (gains), including distributions (105 ) (60 ) — 165 — (53 ) (38 ) 91 — Changes in operating assets and liabilities: — — — — Accounts receivable — 18 7 — 25 — — — 25 Inventories — — (1 ) — (1 ) — — — (1 ) Royalty advances — (18 ) (3 ) — (21 ) — — — (21 ) Accounts payable and accrued liabilities — 52 (73 ) (20 ) (41 ) — — — (41 ) Royalty payables — 36 (1 ) — 35 — — — 35 Accrued interest (1 ) — — — (1 ) (4 ) — — (5 ) Deferred revenue — 3 (1 ) — 2 — — — 2 Other balance sheet changes — — 3 — 3 — — — 3 Net cash provided by (used in) operating activities (50 ) 202 34 — 186 (14 ) — — 172 Cash flows from investing activities — — Acquisition of music publishing rights, net — (9 ) (3 ) — (12 ) — — — (12 ) Capital expenditures — (15 ) (8 ) — (23 ) — — — (23 ) Investments and acquisitions of businesses, net — (5 ) (3 ) — (8 ) — — — (8 ) Divestiture of business, net of cash on hand — — 6 — 6 — — 6 Proceeds from the sale of real estate — — 42 — 42 — 42 Advances to issuer 163 — — (163 ) — — — — — Net cash provided by (used in) investing activities 163 (29 ) 34 (163 ) 5 — — — 5 Cash flows from financing activities Dividend by Acquisition Corp. to Holdings Corp. (83 ) — — — (83 ) 83 — — — Repayment of Acquisition Corp. Senior Term Loan Facility (6 ) — — — (6 ) — — — (6 ) Repayment of Holdings 13.75% Senior Notes — — — — — (50 ) — — (50 ) Call premiums paid on early redemption of debt — — — — — (3 ) — — (3 ) Repayment of Acquisition Corp. 6.75% Senior Notes (24 ) — — — (24 ) — — — (24 ) Distribution to noncontrolling interest holder — — (3 ) — (3 ) — — — (3 ) Repayment of capital lease obligations — — (14 ) — (14 ) — — — (14 ) Change in due to (from) issuer — (163 ) — 163 — — — — — Net cash provided by (used in) financing activities (113 ) (163 ) (17 ) 163 (130 ) 30 — — (100 ) Effect of exchange rate changes on cash and equivalents — — (7 ) — (7 ) — — — (7 ) Net increase (decrease) in cash and equivalents — 10 44 — 54 16 — — 70 Cash and equivalents at beginning of period — 73 173 — 246 — — — 246 Cash and equivalents at end of period $ — $ 83 $ 217 $ — $ 300 $ 16 $ — $ — $ 316 Consolidating Statement of Cash Flows (Unaudited) For The Six Months Ended March 31, 2015 WMG WMG WMG Warner Warner Acquisition Non- Acquisition Holdings Music Music Corp. Guarantor Guarantor Corp. Corp. Group Group Corp. (issuer) Subsidiaries Subsidiaries Eliminations Consolidated (issuer) Corp. Eliminations Consolidated (in millions) Cash flows from operating activities Net (loss) income $ (13 ) $ 72 $ (53 ) $ (17 ) $ (11 ) $ (24 ) $ (24 ) $ 37 $ (22 ) Adjustments to reconcile net (loss) income to net cashprovided by operating activities: Depreciation and amortization — 80 76 — 156 — — — 156 Unrealized (gains)/losses and remeasurement of foreign denominated loans (29 ) — 39 — 10 — — — 10 Deferred income taxes — — (12 ) — (12 ) — — — (12 ) Non-cash interest expense 5 — — — 5 1 — — 6 Non-cash share-based compensation expense — (1 ) — — (1 ) — — — (1 ) Equity losses (gains), including distributions (35 ) 11 — 23 (1 ) 13 24 (37 ) (1 ) Changes in operating assets and liabilities: Accounts receivable — 20 — — 20 — — — 20 Inventories — 1 (2 ) — (1 ) — — — (1 ) Royalty advances — (17 ) (16 ) — (33 ) — — — (33 ) Accounts payable and accrued liabilities — 4 (47 ) (6 ) (49 ) — — — (49 ) Royalty payables — (54 ) 43 — (11 ) — — — (11 ) Accrued interest (2 ) — — — (2 ) — — — (2 ) Deferred revenue — 66 13 — 79 — — — 79 Other balance sheet changes — (3 ) 6 — 3 — — — 3 Net cash provided by (used in) operating activities (74 ) 179 47 — 152 (10 ) — — 142 Cash flows from investing activities Acquisition of music publishing rights, net — (7 ) (2 ) — (9 ) — — — (9 ) Capital expenditures — (29 ) (10 ) — (39 ) — — — (39 ) Investments and acquisitions of businesses, net — (7 ) (4 ) — (11 ) — — — (11 ) Advances to issuer 90 — — (90 ) — — — — — Net cash provided by (used in) investing activities 90 (43 ) (16 ) (90 ) (59 ) — — — (59 ) Cash flows from financing activities Dividend by Acquisition Corp. to Holdings Corp. (10 ) — — — (10 ) 10 — — — Proceeds from the Revolving Credit Facility 173 — — — 173 — — — 173 Repayment of the Revolving Credit Facility (173 ) — — — (173 ) — — — (173 ) Repayment of Acquisition Corp. Senior Term Loan Facility (6 ) — — — (6 ) — — — (6 ) Distribution to noncontrolling interest holder — — (2 ) — (2 ) — — — (2 ) Repayment of capital lease obligations — — (1 ) — (1 ) — — — (1 ) Change in due to (from) issuer — (90 ) — 90 — — — — — Net cash provided by (used in) financing activities (16 ) (90 ) (3 ) 90 (19 ) 10 — — (9 ) Effect of exchange rate changes on cash and equivalents — — (13 ) — (13 ) — — — (13 ) Net increase (decrease) in cash and equivalents — 46 15 — 61 — — — 61 Cash and equivalents at beginning of period — 26 131 — 157 — — — 157 Cash and equivalents at end of period $ — $ 72 $ 146 $ — $ 218 $ — $ — $ — $ 218 |
Description of Business - Addit
Description of Business - Additional Information (Detail) | 6 Months Ended |
Mar. 31, 2016OperationsCountrysongwriters | |
Description Of Business [Line Items] | |
Number of fundamental operations | Operations | 2 |
Number of countries in which Recorded Music activity conducted | Country | 50 |
Number of songwriters and composers | songwriters | 65,000 |
Parlophone Label Group | |
Description Of Business [Line Items] | |
Acquisition date | Jul. 1, 2013 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions | 6 Months Ended |
Mar. 31, 2016USD ($) | |
Accounting Policies [Abstract] | |
Decrease in current deferred tax assets | $ 52 |
Increase in non-current deferred tax assets | 2 |
Decrease in non-current deferred tax liabilities | $ 50 |
Comprehensive Loss - Schedule o
Comprehensive Loss - Schedule of Accumulated Other Comprehensive Loss (Detail) $ in Millions | 6 Months Ended | |
Mar. 31, 2016USD ($) | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning balance | $ 239 | |
Ending balance | 234 | |
Foreign Currency Translation Loss | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning balance | (157) | |
Other comprehensive loss | (36) | [1] |
Ending balance | (193) | |
Minimum Pension Liability Adjustment | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning balance | (10) | |
Ending balance | (10) | |
(Losses) On Derivative Financial Instruments | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Other comprehensive loss | (2) | [1] |
Ending balance | (2) | |
Accumulated Other Comprehensive Loss | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning balance | (167) | |
Other comprehensive loss | (38) | [1] |
Ending balance | $ (205) | |
[1] | Foreign currency translation adjustments include intra-entity foreign currency transactions that are of a long-term investment nature of $63.9 million. |
Comprehensive Loss - Schedule32
Comprehensive Loss - Schedule of Accumulated Other Comprehensive Loss (Parenthetical) (Detail) $ in Millions | 6 Months Ended |
Mar. 31, 2016USD ($) | |
Equity [Abstract] | |
Intra-entity foreign currency transaction adjustments | $ 63.9 |
Goodwill and Intangible Asset33
Goodwill and Intangible Assets - Changes in Goodwill for Each Reportable Segment (Detail) $ in Millions | 6 Months Ended | |
Mar. 31, 2016USD ($) | ||
Goodwill [Line Items] | ||
Beginning balance | $ 1,632 | |
Divestitures | (7) | [1] |
Other adjustments | (3) | [2] |
Ending balance | 1,622 | |
Recorded Music | ||
Goodwill [Line Items] | ||
Beginning balance | 1,168 | |
Divestitures | (7) | [1] |
Other adjustments | (3) | [2] |
Ending balance | 1,158 | |
Music Publishing | ||
Goodwill [Line Items] | ||
Beginning balance | 464 | |
Ending balance | $ 464 | |
[1] | Divestiture of business during the six months ended March 31, 2016. | |
[2] | Other adjustments during the six months ended March 31, 2016 represent foreign currency movements. |
Goodwill and Intangible Asset34
Goodwill and Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Mar. 31, 2016 | Sep. 30, 2015 | |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Total gross intangible asset subject to amortization | $ 3,369 | $ 3,422 |
Accumulated amortization | (1,021) | (908) |
Total net intangible assets subject to amortization | 2,348 | 2,514 |
Intangible assets not subject to amortization | 118 | 119 |
Total net intangible assets | 2,466 | 2,633 |
Trademarks and tradenames | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Intangible assets not subject to amortization | $ 118 | 119 |
Recorded music catalog | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life | 10 years | |
Total gross intangible asset subject to amortization | $ 967 | 992 |
Music publishing copyrights | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life | 27 years | |
Total gross intangible asset subject to amortization | $ 1,489 | 1,497 |
Artist and songwriter contracts | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life | 13 years | |
Total gross intangible asset subject to amortization | $ 906 | 926 |
Trademarks | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life | 7 years | |
Total gross intangible asset subject to amortization | $ 7 | $ 7 |
Debt - Long-term Debt (Detail)
Debt - Long-term Debt (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Mar. 11, 2016 | Feb. 16, 2016 | Sep. 30, 2015 | |
Debt Instrument [Line Items] | |||||
Total debt | $ 2,912 | $ 2,994 | |||
Less: current portion | 13 | 13 | |||
Total long-term debt | 2,899 | 2,981 | |||
Acquisition Corp. | Senior Term Loan Facility due 2020 | |||||
Debt Instrument [Line Items] | |||||
Total debt | [1] | 1,276 | 1,282 | ||
Less: current portion | 13 | 13 | |||
Acquisition Corp. | 5.625% Senior Secured Notes due 2022 | |||||
Debt Instrument [Line Items] | |||||
Total debt | 275 | 275 | |||
Acquisition Corp. | 6.00% Senior Secured Notes due 2021 | |||||
Debt Instrument [Line Items] | |||||
Total debt | 450 | 450 | |||
Acquisition Corp. | 6.25% Senior Secured Notes due 2021 | |||||
Debt Instrument [Line Items] | |||||
Total debt | [2] | 176 | 177 | ||
Acquisition Corp. | 6.75% Senior Notes due 2022 | |||||
Debt Instrument [Line Items] | |||||
Total debt | 635 | $ 660 | 660 | ||
Holdings Company | 13.75% Senior Notes due 2019 | |||||
Debt Instrument [Line Items] | |||||
Total debt | $ 100 | $ 150 | $ 150 | ||
[1] | Principal amount of $1.280 billion and $1.287 billion less unamortized discount of $4 million and $5 million at March 31, 2016 and September 30, 2015, respectively. Of this amount, $13 million, representing the scheduled amortization of the Senior Term Loan Facility, was included in the current portion of long-term debt at March 31, 2016 and September 30, 2015. | ||||
[2] | Face amount of €158 million. Above amounts represent the dollar equivalent of such notes at March 31, 2016 and September 30, 2015. |
Debt - Long-term Debt (Parenthe
Debt - Long-term Debt (Parenthetical) (Detail) € in Millions | 6 Months Ended | 12 Months Ended | |||
Mar. 31, 2016USD ($) | Sep. 30, 2015USD ($) | Mar. 31, 2016EUR (€) | Mar. 11, 2016 | Sep. 30, 2015EUR (€) | |
Debt Instrument [Line Items] | |||||
Current portion of long-term debt | $ 13,000,000 | $ 13,000,000 | |||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Commitments under revolving credit facility | 150,000,000 | 150,000,000 | |||
Letters of credit outstanding | 5,000,000 | 5,000,000 | |||
Revolving Credit Facility Outstanding | $ 0 | $ 0 | |||
Senior Term Loan Facility due 2020 | Acquisition Corp. | |||||
Debt Instrument [Line Items] | |||||
Due date of Senior Secured Notes | 2,020 | 2,020 | |||
Face or principal amount of debt instrument | $ 1,280,000,000 | $ 1,287,000,000 | |||
Unamortized discount | 4,000,000 | 5,000,000 | |||
Current portion of long-term debt | $ 13,000,000 | $ 13,000,000 | |||
5.625% Senior Secured Notes | Acquisition Corp. | |||||
Debt Instrument [Line Items] | |||||
Due date of Senior Secured Notes | 2,022 | 2,022 | |||
Interest rate | 5.625% | 5.625% | 5.625% | 5.625% | |
6.00% Senior Secured Notes | Acquisition Corp. | |||||
Debt Instrument [Line Items] | |||||
Due date of Senior Secured Notes | 2,021 | 2,021 | |||
Interest rate | 6.00% | 6.00% | 6.00% | 6.00% | |
6.25% Senior Secured Notes | Acquisition Corp. | |||||
Debt Instrument [Line Items] | |||||
Due date of Senior Secured Notes | 2,021 | 2,021 | |||
Interest rate | 6.25% | 6.25% | 6.25% | 6.25% | |
Face or principal amount of debt instrument | € | € 158 | € 158 | |||
6.75% Senior Notes due 2022 | Acquisition Corp. | |||||
Debt Instrument [Line Items] | |||||
Due date of Senior Secured Notes | 2,022 | 2,022 | |||
Interest rate | 6.75% | 6.75% | 6.75% | 6.75% | 6.75% |
13.75% Notes due 2019 | Holdings Company | |||||
Debt Instrument [Line Items] | |||||
Due date of Senior Secured Notes | 2,019 | 2,019 | |||
Interest rate | 13.75% | 13.75% | 13.75% | 13.75% |
Debt - Debt Redemptions - Addit
Debt - Debt Redemptions - Additional Information (Detail) - USD ($) $ in Millions | Feb. 16, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Mar. 31, 2015 |
Debt Instrument [Line Items] | ||||
Outstanding senior notes | $ 2,912 | $ 2,994 | ||
Loss on extinguishment of debt | 4 | |||
13.75% Senior Notes due 2019 | ||||
Debt Instrument [Line Items] | ||||
Redemption of senior notes | $ 50 | |||
Interest rate | 13.75% | 13.75% | ||
Holdings Company | 13.75% Senior Notes due 2019 | ||||
Debt Instrument [Line Items] | ||||
Redemption of senior notes | $ 50 | |||
Outstanding senior notes | $ 150 | $ 100 | $ 150 | |
Interest rate | 13.75% | |||
Loss on extinguishment of debt | $ 5 |
Debt - Open Market Purchases -
Debt - Open Market Purchases - Additional Information (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Mar. 11, 2016 | Sep. 30, 2015 |
Debt Instrument [Line Items] | |||
Outstanding senior notes | $ 2,912 | $ 2,994 | |
Acquisition Corp. | 6.75% Senior Notes due 2022 | |||
Debt Instrument [Line Items] | |||
Open market purchases of senior debt | $ 25 | ||
Outstanding senior notes | $ 635 | $ 660 | $ 660 |
Interest rate | 6.75% | 6.75% | 6.75% |
Debt - Interest Rates - Additio
Debt - Interest Rates - Additional Information (Detail) | 6 Months Ended |
Mar. 31, 2016 | |
Senior Term Loan Facility due 2020 | |
Debt Instrument [Line Items] | |
Description of variable rate basis | The loans under the Senior Term Loan Facility bear interest at Acquisition Corp.’s election at a rate equal to (i) the rate for deposits in U.S. dollars in the London interbank market (adjusted for maximum reserves) for the applicable interest period (“Term Loan LIBOR”), plus 2.75% per annum, or (ii) the base rate, which is the highest of (x) the corporate base rate established by the administrative agent as its prime rate in effect at its principal office in New York City from time to time, (y) 0.50% in excess of the overnight federal funds rate and (z) one-month Term Loan LIBOR, plus 1.00% per annum, plus, in each case, 1.75% per annum. |
Interest rate applicable to overdue principal | 2.00% |
Term loan Base rate plus Election Rate | 1.00% |
London Interbank Offered Rate (LIBOR) | Senior Term Loan Facility due 2020 | |
Debt Instrument [Line Items] | |
Debt instrument, marginal interest rate | 2.75% |
Base Rate | Senior Term Loan Facility due 2020 | |
Debt Instrument [Line Items] | |
Debt instrument, marginal interest rate | 1.75% |
Additional Interest rate on other overdue amounts | 2.00% |
Federal Funds Effective Swap Rate | Senior Term Loan Facility due 2020 | |
Debt Instrument [Line Items] | |
Debt instrument, marginal interest rate | 0.50% |
Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Debt instrument, marginal interest rate | 1.00% |
Description of variable rate basis | The loans under the Revolving Credit Facility bear interest at Acquisition Corp.’s election at a rate equal to (i) the rate for deposits in the borrowing currency in the London interbank market (adjusted for maximum reserves) for the applicable interest period (“Revolving LIBOR”), plus 2.00% per annum, or (ii) the base rate, which is the highest of (x) the corporate base rate established by the administrative agent from time to time, (y) 0.50% in excess of the overnight federal funds rate and (z) the one-month Revolving LIBOR plus 1.0% per annum, plus, in each case, 1.00% per annum. If there is a payment default at any time, then the interest rate applicable to overdue principal will be the rate otherwise applicable to such loan plus 2.0% per annum. |
Interest rate applicable to overdue principal | 2.00% |
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |
Debt Instrument [Line Items] | |
Debt instrument, marginal interest rate | 2.00% |
Revolving Credit Facility | Base Rate | |
Debt Instrument [Line Items] | |
Debt instrument, marginal interest rate | 1.00% |
Additional Interest rate on other overdue amounts | 2.00% |
Revolving Credit Facility | Federal Funds Effective Swap Rate | |
Debt Instrument [Line Items] | |
Debt instrument, marginal interest rate | 0.50% |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Sep. 30, 2015 | |
Debt Instrument [Line Items] | |||||
Annual Amortization of original principal on term loan | 1.00% | ||||
Interest expense, net | $ 43 | $ 45 | $ 88 | $ 91 | |
Weighted-average interest rate of total debt | 5.40% | 5.60% | 5.40% | 5.60% | 5.60% |
Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Scheduled maturities of long-term debt in 2019 | $ 100 | $ 100 | |||
Scheduled to mature | 1,536 | $ 1,536 | |||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Extended maturity date of credit facility | Apr. 1, 2019 | ||||
Term Loan Facility | |||||
Debt Instrument [Line Items] | |||||
Credit Facility maturity date | Jul. 1, 2020 | ||||
Annual amortization amount of original principal on term loan | $ 13 | $ 13 |
Derivative Financial Instrume41
Derivative Financial Instruments - Additional Information (Detail) - USD ($) | Mar. 31, 2016 | Sep. 30, 2015 |
Derivatives Fair Value [Line Items] | ||
Outstanding hedge contracts | $ 0 | |
Deferred gains (losses) in comprehensive loss related to foreign exchange hedging | $ (2,000,000) | $ 0 |
Sale | ||
Derivatives Fair Value [Line Items] | ||
Outstanding hedge contracts | 195,000,000 | |
Purchase | ||
Derivatives Fair Value [Line Items] | ||
Outstanding hedge contracts | $ 114,000,000 |
Derivative Financial Instrume42
Derivative Financial Instruments - Summary of Amounts Recorded in Consolidated Balance Sheet (Detail) $ in Millions | Mar. 31, 2016USD ($) | [1],[2] |
Other Current Assets | ||
Derivatives Fair Value [Line Items] | ||
Other current assets | $ 1 | |
Other Current Liabilities | ||
Derivatives Fair Value [Line Items] | ||
Other current liabilities | $ (2) | |
[1] | Includes $6 million and $7 million of foreign exchange derivative contracts in asset and liability positions, respectively | |
[2] | The fair value of the foreign currency forward exchange contracts is based on dealer quotes of market forward rates and reflects the amount that the Company would receive or pay at their maturity dates for contracts involving the same currencies and maturity dates. |
Derivative Financial Instrume43
Derivative Financial Instruments - Summary of Amounts Recorded in Consolidated Balance Sheet (Parenthetical) (Detail) - USD ($) | Mar. 31, 2016 | Sep. 30, 2015 |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ||
Foreign exchange derivative contracts in asset | $ 6,000,000 | $ 0 |
Foreign exchange derivative contracts in liability | $ 7,000,000 | $ 0 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 6 Months Ended |
Mar. 31, 2016Operations | |
Segment Reporting [Abstract] | |
Number of fundamental operations | 2 |
Segment Information - Schedule
Segment Information - Schedule of Segment Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 745 | $ 677 | $ 1,594 | $ 1,506 |
OIBDA | 127 | 121 | 264 | 223 |
Depreciation of property, plant and equipment | (12) | (14) | (25) | (28) |
Amortization of intangible assets | (63) | (63) | (125) | (128) |
Operating income | 52 | 44 | 114 | 67 |
Operating Segments | Recorded Music | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 621 | 564 | 1,358 | 1,278 |
OIBDA | 93 | 91 | 245 | 202 |
Depreciation of property, plant and equipment | (8) | (9) | (16) | (19) |
Amortization of intangible assets | (47) | (47) | (93) | (96) |
Operating income | 38 | 35 | 136 | 87 |
Operating Segments | Music Publishing | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 127 | 117 | 243 | 236 |
OIBDA | 54 | 51 | 59 | 68 |
Depreciation of property, plant and equipment | (1) | (2) | (3) | (3) |
Amortization of intangible assets | (16) | (16) | (32) | (32) |
Operating income | 37 | 33 | 24 | 33 |
Corporate Expenses and Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | (3) | (4) | (7) | (8) |
OIBDA | (20) | (21) | (40) | (47) |
Depreciation of property, plant and equipment | (3) | (3) | (6) | (6) |
Operating income | $ (23) | $ (24) | $ (46) | $ (53) |
Additional Financial Informat46
Additional Financial Information - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Supplemental Cash Flow Information [Abstract] | ||||
Accrued interest paid | $ 34,000,000 | $ 31,000,000 | $ 88,000,000 | $ 87,000,000 |
Income taxes paid net of refunds | 7,000,000 | 7,000,000 | 13,000,000 | 15,000,000 |
Tax refund | $ 0 | $ 0 | $ 0 | $ 9,000,000 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Financial Instruments (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Sep. 30, 2015 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Total | $ (1) | ||
Contractual Obligations | $ (1) | ||
Other Current Assets | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Foreign Currency Forward Exchange Contracts | [1],[2] | 1 | |
Other Current Liabilities | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Other current liabilities | [1],[2] | (2) | |
Contractual Obligations | [3] | (1) | |
Level 2 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Total | (1) | ||
Level 2 | Other Current Assets | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Foreign Currency Forward Exchange Contracts | [2] | 1 | |
Level 2 | Other Current Liabilities | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Other current liabilities | [2] | $ (2) | |
Level 3 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Contractual Obligations | (1) | ||
Level 3 | Other Current Liabilities | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Contractual Obligations | [3] | $ (1) | |
[1] | Includes $6 million and $7 million of foreign exchange derivative contracts in asset and liability positions, respectively | ||
[2] | The fair value of the foreign currency forward exchange contracts is based on dealer quotes of market forward rates and reflects the amount that the Company would receive or pay at their maturity dates for contracts involving the same currencies and maturity dates. | ||
[3] | This represents purchase obligations and contingent consideration related to the Company’s various acquisitions. This is based on a discounted cash flow approach and it is adjusted to fair value on a recurring basis and any adjustments are included as a component of operating income in the statement of operations. These amounts were mainly calculated using unobservable inputs such as future earnings performance of the Company’s various acquisitions and the expected timing of the payment. |
Fair Value Measurements - Recon
Fair Value Measurements - Reconciliation of Net Liabilities Classified as Level 3 (Detail) - Level 3 $ in Millions | 6 Months Ended |
Mar. 31, 2016USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Balance at September 30, 2015 | $ (1) |
Payments | $ 1 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Sep. 30, 2015 |
Level 2 measurement | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Debt Instrument, Fair Value Disclosure | $ 2,913 | $ 2,976 |
Guarantor and Non-Guarantor S50
Guarantor and Non-Guarantor Subsidiaries Financial Information - Additional Information (Detail) | 6 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Sep. 30, 2015 | Mar. 11, 2016 | |
13.75% Notes due 2019 | Holdings Company | |||
Condensed Financial Statements Captions [Line Items] | |||
Interest rate | 13.75% | 13.75% | |
Due date of Senior Secured Notes | 2,019 | 2,019 | |
5.625% Senior Secured Notes due 2022 | Acquisition Corp. | |||
Condensed Financial Statements Captions [Line Items] | |||
Interest rate | 5.625% | 5.625% | |
Due date of Senior Secured Notes | 2,022 | 2,022 | |
6.00% Senior Secured Notes due 2021 | Acquisition Corp. | |||
Condensed Financial Statements Captions [Line Items] | |||
Interest rate | 6.00% | 6.00% | |
Due date of Senior Secured Notes | 2,021 | 2,021 | |
6.25% Senior Secured Notes due 2021 | Acquisition Corp. | |||
Condensed Financial Statements Captions [Line Items] | |||
Interest rate | 6.25% | 6.25% | |
Due date of Senior Secured Notes | 2,021 | 2,021 | |
6.75% Senior Notes due 2022 | Acquisition Corp. | |||
Condensed Financial Statements Captions [Line Items] | |||
Interest rate | 6.75% | 6.75% | 6.75% |
Due date of Senior Secured Notes | 2,022 | 2,022 |
Guarantor and Non-Guarantor S51
Guarantor and Non-Guarantor Subsidiaries Financial Information - Consolidating Balance Sheet (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Sep. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2014 |
Current assets: | ||||
Cash and equivalents | $ 316 | $ 246 | $ 218 | $ 157 |
Accounts receivable, net | 318 | 349 | ||
Inventories | 41 | 42 | ||
Royalty advances expected to be recouped within one year | 135 | 130 | ||
Prepaid and other current assets | 64 | 60 | ||
Total current assets | 874 | 827 | ||
Royalty advances expected to be recouped after one year | 203 | 195 | ||
Property, plant and equipment, net | 210 | 220 | ||
Goodwill | 1,622 | 1,632 | ||
Intangible assets subject to amortization, net | 2,348 | 2,514 | ||
Intangible assets not subject to amortization | 118 | 119 | ||
Other assets | 110 | 114 | ||
Total assets | 5,485 | 5,621 | ||
Current liabilities: | ||||
Accounts payable | 176 | 173 | ||
Accrued royalties | 1,102 | 1,087 | ||
Accrued liabilities | 249 | 296 | ||
Accrued interest | 53 | 58 | ||
Deferred revenue | 206 | 206 | ||
Current portion of long-term debt | 13 | 13 | ||
Other current liabilities | 22 | 24 | ||
Total current liabilities | 1,821 | 1,857 | ||
Long-term debt | 2,899 | 2,981 | ||
Deferred tax liabilities, net | 292 | 302 | ||
Other noncurrent liabilities | 239 | 242 | ||
Total liabilities | 5,251 | 5,382 | ||
Total Warner Music Group Corp. equity (deficit) | 221 | 221 | ||
Noncontrolling interest | 13 | 18 | ||
Total equity | 234 | 239 | ||
Total liabilities and equity | 5,485 | 5,621 | ||
Eliminations | ||||
Current assets: | ||||
Investments in and advances to (from) consolidated subsidiaries | (3,661) | (3,552) | ||
Total assets | (3,661) | (3,552) | ||
Current liabilities: | ||||
Other current liabilities | (1) | |||
Total current liabilities | (1) | |||
Other noncurrent liabilities | 3 | |||
Total liabilities | 2 | |||
Total Warner Music Group Corp. equity (deficit) | (3,661) | (3,554) | ||
Total equity | (3,661) | (3,554) | ||
Total liabilities and equity | (3,661) | (3,552) | ||
Eliminations | ||||
Current assets: | ||||
Investments in and advances to (from) consolidated subsidiaries | (529) | (597) | ||
Total assets | (529) | (597) | ||
Current liabilities: | ||||
Total Warner Music Group Corp. equity (deficit) | (529) | (597) | ||
Total equity | (529) | (597) | ||
Total liabilities and equity | (529) | (597) | ||
WMG Acquisition Corp. (issuer) | Reportable Legal Entities | ||||
Current assets: | ||||
Prepaid and other current assets | 6 | 5 | ||
Total current assets | 6 | 5 | ||
Due (to) from parent companies | 806 | 863 | ||
Investments in and advances to (from) consolidated subsidiaries | 2,323 | 2,365 | ||
Other assets | 35 | 39 | ||
Total assets | 3,170 | 3,272 | ||
Current liabilities: | ||||
Accrued liabilities | 1 | |||
Accrued interest | 47 | 48 | ||
Current portion of long-term debt | 13 | 13 | ||
Total current liabilities | 60 | 62 | ||
Long-term debt | 2,799 | 2,831 | ||
Other noncurrent liabilities | 3 | 3 | ||
Total liabilities | 2,862 | 2,896 | ||
Total Warner Music Group Corp. equity (deficit) | 308 | 376 | ||
Total equity | 308 | 376 | ||
Total liabilities and equity | 3,170 | 3,272 | ||
Guarantor Subsidiaries | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and equivalents | 83 | 73 | 72 | 26 |
Accounts receivable, net | 152 | 170 | ||
Inventories | 14 | 15 | ||
Royalty advances expected to be recouped within one year | 87 | 80 | ||
Prepaid and other current assets | 5 | 9 | ||
Total current assets | 341 | 347 | ||
Due (to) from parent companies | (316) | (174) | ||
Investments in and advances to (from) consolidated subsidiaries | 1,338 | 1,187 | ||
Royalty advances expected to be recouped after one year | 131 | 120 | ||
Property, plant and equipment, net | 143 | 145 | ||
Goodwill | 1,372 | 1,379 | ||
Intangible assets subject to amortization, net | 1,213 | 1,271 | ||
Intangible assets not subject to amortization | 71 | 71 | ||
Other assets | 51 | 53 | ||
Total assets | 4,344 | 4,399 | ||
Current liabilities: | ||||
Accounts payable | 82 | 79 | ||
Accrued royalties | 548 | 513 | ||
Accrued liabilities | 94 | 269 | ||
Deferred revenue | 144 | 140 | ||
Other current liabilities | 2 | 7 | ||
Total current liabilities | 870 | 1,008 | ||
Deferred tax liabilities, net | 113 | 110 | ||
Other noncurrent liabilities | 125 | 131 | ||
Total liabilities | 1,108 | 1,249 | ||
Total Warner Music Group Corp. equity (deficit) | 3,235 | 3,149 | ||
Noncontrolling interest | 1 | 1 | ||
Total equity | 3,236 | 3,150 | ||
Total liabilities and equity | 4,344 | 4,399 | ||
Non-Guarantor Subsidiaries | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and equivalents | 217 | 173 | 146 | 131 |
Accounts receivable, net | 166 | 179 | ||
Inventories | 27 | 27 | ||
Royalty advances expected to be recouped within one year | 48 | 50 | ||
Prepaid and other current assets | 53 | 46 | ||
Total current assets | 511 | 475 | ||
Due (to) from parent companies | (490) | (689) | ||
Royalty advances expected to be recouped after one year | 72 | 75 | ||
Property, plant and equipment, net | 67 | 75 | ||
Goodwill | 250 | 253 | ||
Intangible assets subject to amortization, net | 1,135 | 1,243 | ||
Intangible assets not subject to amortization | 47 | 48 | ||
Other assets | 21 | 17 | ||
Total assets | 1,613 | 1,497 | ||
Current liabilities: | ||||
Accounts payable | 94 | 94 | ||
Accrued royalties | 554 | 574 | ||
Accrued liabilities | 155 | 26 | ||
Deferred revenue | 62 | 66 | ||
Other current liabilities | 20 | 18 | ||
Total current liabilities | 885 | 778 | ||
Deferred tax liabilities, net | 179 | 192 | ||
Other noncurrent liabilities | 111 | 105 | ||
Total liabilities | 1,175 | 1,075 | ||
Total Warner Music Group Corp. equity (deficit) | 426 | 405 | ||
Noncontrolling interest | 12 | 17 | ||
Total equity | 438 | 422 | ||
Total liabilities and equity | 1,613 | 1,497 | ||
WMG Acquisition Corp. Consolidated | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and equivalents | 300 | 246 | $ 218 | $ 157 |
Accounts receivable, net | 318 | 349 | ||
Inventories | 41 | 42 | ||
Royalty advances expected to be recouped within one year | 135 | 130 | ||
Prepaid and other current assets | 64 | 60 | ||
Total current assets | 858 | 827 | ||
Royalty advances expected to be recouped after one year | 203 | 195 | ||
Property, plant and equipment, net | 210 | 220 | ||
Goodwill | 1,622 | 1,632 | ||
Intangible assets subject to amortization, net | 2,348 | 2,514 | ||
Intangible assets not subject to amortization | 118 | 119 | ||
Other assets | 107 | 109 | ||
Total assets | 5,466 | 5,616 | ||
Current liabilities: | ||||
Accounts payable | 176 | 173 | ||
Accrued royalties | 1,102 | 1,087 | ||
Accrued liabilities | 249 | 296 | ||
Accrued interest | 47 | 48 | ||
Deferred revenue | 206 | 206 | ||
Current portion of long-term debt | 13 | 13 | ||
Other current liabilities | 22 | 24 | ||
Total current liabilities | 1,815 | 1,847 | ||
Long-term debt | 2,799 | 2,831 | ||
Deferred tax liabilities, net | 292 | 302 | ||
Other noncurrent liabilities | 239 | 242 | ||
Total liabilities | 5,145 | 5,222 | ||
Total Warner Music Group Corp. equity (deficit) | 308 | 376 | ||
Noncontrolling interest | 13 | 18 | ||
Total equity | 321 | 394 | ||
Total liabilities and equity | 5,466 | 5,616 | ||
Holdings Company | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and equivalents | 16 | |||
Total current assets | 16 | |||
Investments in and advances to (from) consolidated subsidiaries | 308 | 376 | ||
Other assets | 3 | 5 | ||
Total assets | 327 | 381 | ||
Current liabilities: | ||||
Accrued interest | 6 | 10 | ||
Total current liabilities | 6 | 10 | ||
Long-term debt | 100 | 150 | ||
Total liabilities | 106 | 160 | ||
Total Warner Music Group Corp. equity (deficit) | 221 | 221 | ||
Total equity | 221 | 221 | ||
Total liabilities and equity | 327 | 381 | ||
Warner Music Group Corp. | Reportable Legal Entities | ||||
Current assets: | ||||
Investments in and advances to (from) consolidated subsidiaries | 221 | 221 | ||
Total assets | 221 | 221 | ||
Current liabilities: | ||||
Total Warner Music Group Corp. equity (deficit) | 221 | 221 | ||
Total equity | 221 | 221 | ||
Total liabilities and equity | $ 221 | $ 221 |
Guarantor and Non-Guarantor S52
Guarantor and Non-Guarantor Subsidiaries Financial Information - Consolidating Statement of Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Condensed Income Statements Captions [Line Items] | ||||
Revenues | $ 745 | $ 677 | $ 1,594 | $ 1,506 |
Costs and expenses: | ||||
Cost of revenue | (374) | (318) | (823) | (763) |
Selling, general and administrative expenses | (256) | (252) | (532) | (548) |
Amortization of intangible assets | (63) | (63) | (125) | (128) |
Total costs and expenses | (693) | (633) | (1,480) | (1,439) |
Operating income | 52 | 44 | 114 | 67 |
Gain on sale of real estate | 19 | 19 | ||
Interest income (expense), net | (43) | (45) | (88) | (91) |
Equity gains (losses) from equity method investments | 1 | 1 | ||
Other income (expense), net | (1) | 13 | 7 | 4 |
Income (loss) before income taxes | 27 | 13 | 52 | (19) |
Income tax (expense) benefit | (15) | 6 | (12) | (3) |
Net income (loss) | 12 | 19 | 40 | (22) |
Less: Income attributable to noncontrolling interest | (1) | (1) | (2) | (2) |
Net income (loss) attributable to Warner Music Group Corp. | 11 | 18 | 38 | (24) |
Eliminations | ||||
Condensed Income Statements Captions [Line Items] | ||||
Revenues | (89) | (35) | (127) | (80) |
Costs and expenses: | ||||
Cost of revenue | 43 | 30 | 75 | 70 |
Selling, general and administrative expenses | 47 | 5 | 52 | 10 |
Total costs and expenses | 90 | 35 | 127 | 80 |
Operating income | 1 | |||
Equity gains (losses) from equity method investments | (99) | (31) | (165) | (23) |
Income (loss) before income taxes | (98) | (31) | (165) | (23) |
Income tax (expense) benefit | 19 | (3) | 20 | 6 |
Net income (loss) | (79) | (34) | (145) | (17) |
Net income (loss) attributable to Warner Music Group Corp. | (79) | (34) | (145) | (17) |
Eliminations | ||||
Costs and expenses: | ||||
Equity gains (losses) from equity method investments | (32) | (42) | (91) | 37 |
Income (loss) before income taxes | (32) | (42) | (91) | 37 |
Net income (loss) | (32) | (42) | (91) | 37 |
Net income (loss) attributable to Warner Music Group Corp. | (32) | (42) | (91) | 37 |
WMG Acquisition Corp. (issuer) | Reportable Legal Entities | ||||
Costs and expenses: | ||||
Selling, general and administrative expenses | 1 | |||
Total costs and expenses | 1 | |||
Operating income | 1 | |||
Interest income (expense), net | (21) | (19) | (41) | (40) |
Equity gains (losses) from equity method investments | 58 | 41 | 105 | 35 |
Other income (expense), net | (1) | (4) | 1 | (6) |
Income (loss) before income taxes | 36 | 18 | 65 | (10) |
Income tax (expense) benefit | (15) | 6 | (12) | (3) |
Net income (loss) | 21 | 24 | 53 | (13) |
Net income (loss) attributable to Warner Music Group Corp. | 21 | 24 | 53 | (13) |
Guarantor Subsidiaries | Reportable Legal Entities | ||||
Condensed Income Statements Captions [Line Items] | ||||
Revenues | 452 | 415 | 900 | 776 |
Costs and expenses: | ||||
Cost of revenue | (221) | (203) | (442) | (370) |
Selling, general and administrative expenses | (202) | (129) | (339) | (262) |
Amortization of intangible assets | (30) | (30) | (61) | (60) |
Total costs and expenses | (453) | (362) | (842) | (692) |
Operating income | (1) | 53 | 58 | 84 |
Interest income (expense), net | 1 | 2 | 2 | 4 |
Equity gains (losses) from equity method investments | 41 | (9) | 60 | (11) |
Other income (expense), net | (19) | (20) | ||
Income (loss) before income taxes | 22 | 46 | 100 | 77 |
Income tax (expense) benefit | (7) | 3 | (12) | (5) |
Net income (loss) | 15 | 49 | 88 | 72 |
Net income (loss) attributable to Warner Music Group Corp. | 15 | 49 | 88 | 72 |
Non-Guarantor Subsidiaries | Reportable Legal Entities | ||||
Condensed Income Statements Captions [Line Items] | ||||
Revenues | 382 | 297 | 821 | 810 |
Costs and expenses: | ||||
Cost of revenue | (196) | (145) | (456) | (463) |
Selling, general and administrative expenses | (101) | (128) | (245) | (297) |
Amortization of intangible assets | (33) | (33) | (64) | (68) |
Total costs and expenses | (330) | (306) | (765) | (828) |
Operating income | 52 | (9) | 56 | (18) |
Gain on sale of real estate | 19 | 19 | ||
Interest income (expense), net | (18) | (22) | (39) | (44) |
Other income (expense), net | 24 | 17 | 31 | 10 |
Income (loss) before income taxes | 77 | (14) | 67 | (52) |
Income tax (expense) benefit | (12) | (8) | (1) | |
Net income (loss) | 65 | (14) | 59 | (53) |
Less: Income attributable to noncontrolling interest | (1) | (1) | (2) | (2) |
Net income (loss) attributable to Warner Music Group Corp. | 64 | (15) | 57 | (55) |
WMG Acquisition Corp. Consolidated | Reportable Legal Entities | ||||
Condensed Income Statements Captions [Line Items] | ||||
Revenues | 745 | 677 | 1,594 | 1,506 |
Costs and expenses: | ||||
Cost of revenue | (374) | (318) | (823) | (763) |
Selling, general and administrative expenses | (256) | (252) | (532) | (548) |
Amortization of intangible assets | (63) | (63) | (125) | (128) |
Total costs and expenses | (693) | (633) | (1,480) | (1,439) |
Operating income | 52 | 44 | 114 | 67 |
Gain on sale of real estate | 19 | 19 | ||
Interest income (expense), net | (38) | (39) | (78) | (80) |
Equity gains (losses) from equity method investments | 1 | 1 | ||
Other income (expense), net | 4 | 13 | 12 | 4 |
Income (loss) before income taxes | 37 | 19 | 67 | (8) |
Income tax (expense) benefit | (15) | 6 | (12) | (3) |
Net income (loss) | 22 | 25 | 55 | (11) |
Less: Income attributable to noncontrolling interest | (1) | (1) | (2) | (2) |
Net income (loss) attributable to Warner Music Group Corp. | 21 | 24 | 53 | (13) |
Holdings Company | Reportable Legal Entities | ||||
Costs and expenses: | ||||
Interest income (expense), net | (5) | (6) | (10) | (11) |
Equity gains (losses) from equity method investments | 21 | 24 | 53 | (13) |
Other income (expense), net | (5) | (5) | ||
Income (loss) before income taxes | 11 | 18 | 38 | (24) |
Net income (loss) | 11 | 18 | 38 | (24) |
Net income (loss) attributable to Warner Music Group Corp. | 11 | 18 | 38 | (24) |
Warner Music Group Corp. | Reportable Legal Entities | ||||
Costs and expenses: | ||||
Equity gains (losses) from equity method investments | 11 | 18 | 38 | (24) |
Income (loss) before income taxes | 11 | 18 | 38 | (24) |
Net income (loss) | 11 | 18 | 38 | (24) |
Net income (loss) attributable to Warner Music Group Corp. | $ 11 | $ 18 | $ 38 | $ (24) |
Guarantor and Non-Guarantor S53
Guarantor and Non-Guarantor Subsidiaries Financial Information - Consolidating Statement of Comprehensive Income (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Condensed Statement Of Income Captions [Line Items] | ||||
Net income (loss) | $ 12 | $ 19 | $ 40 | $ (22) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency adjustment | (12) | (56) | (36) | (90) |
Deferred losses on derivative financial instruments | (1) | (2) | ||
Other comprehensive loss, net of tax | (13) | (56) | (38) | (90) |
Total comprehensive (loss) income | (1) | (37) | 2 | (112) |
Less: Income attributable to noncontrolling interest | (1) | (1) | (2) | (2) |
Comprehensive (loss) income attributable to Warner Music Group Corp. | (2) | (38) | (114) | |
Eliminations | ||||
Condensed Statement Of Income Captions [Line Items] | ||||
Net income (loss) | (79) | (34) | (145) | (17) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency adjustment | 12 | 56 | 36 | 90 |
Deferred losses on derivative financial instruments | 1 | 2 | ||
Other comprehensive loss, net of tax | 13 | 56 | 38 | 90 |
Total comprehensive (loss) income | (66) | 22 | (107) | 73 |
Comprehensive (loss) income attributable to Warner Music Group Corp. | (66) | 22 | (107) | 73 |
Eliminations | ||||
Condensed Statement Of Income Captions [Line Items] | ||||
Net income (loss) | (32) | (42) | (91) | 37 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency adjustment | 24 | 112 | 72 | 180 |
Deferred losses on derivative financial instruments | 2 | 4 | ||
Other comprehensive loss, net of tax | 26 | 112 | 76 | 180 |
Total comprehensive (loss) income | (6) | 70 | (15) | 217 |
Comprehensive (loss) income attributable to Warner Music Group Corp. | (6) | 70 | (15) | 217 |
WMG Acquisition Corp. (issuer) | Reportable Legal Entities | ||||
Condensed Statement Of Income Captions [Line Items] | ||||
Net income (loss) | 21 | 24 | 53 | (13) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency adjustment | (12) | (56) | (36) | (90) |
Deferred losses on derivative financial instruments | (1) | (2) | ||
Other comprehensive loss, net of tax | (13) | (56) | (38) | (90) |
Total comprehensive (loss) income | 8 | (32) | 15 | (103) |
Comprehensive (loss) income attributable to Warner Music Group Corp. | 8 | (32) | 15 | (103) |
Guarantor Subsidiaries | Reportable Legal Entities | ||||
Condensed Statement Of Income Captions [Line Items] | ||||
Net income (loss) | 15 | 49 | 88 | 72 |
Other comprehensive income (loss), net of tax: | ||||
Deferred losses on derivative financial instruments | (1) | (2) | ||
Other comprehensive loss, net of tax | (1) | (2) | ||
Total comprehensive (loss) income | 14 | 49 | 86 | 72 |
Comprehensive (loss) income attributable to Warner Music Group Corp. | 14 | 49 | 86 | 72 |
Non-Guarantor Subsidiaries | Reportable Legal Entities | ||||
Condensed Statement Of Income Captions [Line Items] | ||||
Net income (loss) | 65 | (14) | 59 | (53) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency adjustment | (12) | (56) | (36) | (90) |
Other comprehensive loss, net of tax | (12) | (56) | (36) | (90) |
Total comprehensive (loss) income | 53 | (70) | 23 | (143) |
Less: Income attributable to noncontrolling interest | (1) | (1) | (2) | (2) |
Comprehensive (loss) income attributable to Warner Music Group Corp. | 52 | (71) | 21 | (145) |
WMG Acquisition Corp. Consolidated | Reportable Legal Entities | ||||
Condensed Statement Of Income Captions [Line Items] | ||||
Net income (loss) | 22 | 25 | 55 | (11) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency adjustment | (12) | (56) | (36) | (90) |
Deferred losses on derivative financial instruments | (1) | (2) | ||
Other comprehensive loss, net of tax | (13) | (56) | (38) | (90) |
Total comprehensive (loss) income | 9 | (31) | 17 | (101) |
Less: Income attributable to noncontrolling interest | (1) | (1) | (2) | (2) |
Comprehensive (loss) income attributable to Warner Music Group Corp. | 8 | (32) | 15 | (103) |
Holdings Company | Reportable Legal Entities | ||||
Condensed Statement Of Income Captions [Line Items] | ||||
Net income (loss) | 11 | 18 | 38 | (24) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency adjustment | (12) | (56) | (36) | (90) |
Deferred losses on derivative financial instruments | (1) | (2) | ||
Other comprehensive loss, net of tax | (13) | (56) | (38) | (90) |
Total comprehensive (loss) income | (2) | (38) | (114) | |
Comprehensive (loss) income attributable to Warner Music Group Corp. | (2) | (38) | (114) | |
Warner Music Group Corp. | Reportable Legal Entities | ||||
Condensed Statement Of Income Captions [Line Items] | ||||
Net income (loss) | 11 | 18 | 38 | (24) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency adjustment | (12) | (56) | (36) | (90) |
Deferred losses on derivative financial instruments | (1) | (2) | ||
Other comprehensive loss, net of tax | (13) | (56) | $ (38) | (90) |
Total comprehensive (loss) income | (2) | (38) | (114) | |
Comprehensive (loss) income attributable to Warner Music Group Corp. | $ (2) | $ (38) | $ (114) |
Guarantor and Non-Guarantor S54
Guarantor and Non-Guarantor Subsidiaries Financial Information - Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Millions | Feb. 16, 2016 | Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 |
Cash flows from operating activities | |||||
Net income (loss) | $ 12 | $ 19 | $ 40 | $ (22) | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||
Depreciation and amortization | 150 | 156 | |||
Unrealized (gains)/losses and remeasurement of foreign denominated loans | (2) | 10 | |||
Deferred income taxes | (10) | (12) | |||
Gain on sale of real estate | (19) | (19) | |||
Loss on extinguishment of debt | 4 | ||||
Loss on divestiture of business | 3 | ||||
Non-cash interest expense | 5 | 6 | |||
Non-cash share-based compensation expense | 4 | (1) | |||
Equity losses (gains), including distributions | (1) | (1) | |||
Changes in operating assets and liabilities: | |||||
Accounts receivable | 25 | 20 | |||
Inventories | (1) | (1) | |||
Royalty advances | (21) | (33) | |||
Accounts payable and accrued liabilities | (41) | (49) | |||
Royalty payables | 35 | (11) | |||
Accrued interest | (5) | (2) | |||
Deferred revenue | 2 | 79 | |||
Other balance sheet changes | 3 | 3 | |||
Net cash provided by operating activities | 172 | 142 | |||
Cash flows from investing activities | |||||
Acquisition of music publishing rights, net | (12) | (9) | |||
Capital expenditures | (23) | (39) | |||
Investments and acquisitions of businesses, net | (8) | (11) | |||
Divestiture of business, net of cash on hand | 6 | ||||
Proceeds from the sale of real estate | 42 | ||||
Net cash provided by (used in) investing activities | 5 | (59) | |||
Cash flows from financing activities | |||||
Proceeds from the Revolving Credit Facility | 173 | ||||
Repayment of the Revolving Credit Facility | (173) | ||||
Repayment of Acquisition Corp. Senior Term Loan Facility | (6) | (6) | |||
Call premiums paid on early redemption of debt | (3) | ||||
Distribution to noncontrolling interest holder | (3) | (2) | |||
Repayment of capital lease obligations | (14) | (1) | |||
Net cash used in financing activities | (100) | (9) | |||
Repayment of capital lease obligations | (1) | ||||
Effect of exchange rate changes on cash and equivalents | (7) | (13) | |||
Net increase in cash and equivalents | 70 | 61 | |||
Cash and equivalents at beginning of period | 246 | 157 | |||
Cash and equivalents at end of period | 316 | 218 | 316 | 218 | |
13.75% Senior Notes due 2019 | |||||
Cash flows from financing activities | |||||
Repayment of Senior Notes | (50) | ||||
6.75% Senior Notes | |||||
Cash flows from financing activities | |||||
Repayment of Senior Notes | (24) | ||||
Eliminations | |||||
Cash flows from operating activities | |||||
Net income (loss) | (79) | (34) | (145) | (17) | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||
Equity losses (gains), including distributions | 99 | 31 | 165 | 23 | |
Changes in operating assets and liabilities: | |||||
Accounts payable and accrued liabilities | (20) | (6) | |||
Cash flows from investing activities | |||||
Advances to issuer | (163) | (90) | |||
Net cash provided by (used in) investing activities | (163) | (90) | |||
Cash flows from financing activities | |||||
Change in due to (from) issuer | 163 | 90 | |||
Net cash used in financing activities | 163 | 90 | |||
Eliminations | |||||
Cash flows from operating activities | |||||
Net income (loss) | (32) | (42) | (91) | 37 | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||
Equity losses (gains), including distributions | 32 | 42 | 91 | (37) | |
WMG Acquisition Corp. (issuer) | Reportable Legal Entities | |||||
Cash flows from operating activities | |||||
Net income (loss) | 21 | 24 | 53 | (13) | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||
Unrealized (gains)/losses and remeasurement of foreign denominated loans | (1) | (29) | |||
Loss on extinguishment of debt | (1) | ||||
Non-cash interest expense | 5 | 5 | |||
Equity losses (gains), including distributions | (58) | (41) | (105) | (35) | |
Changes in operating assets and liabilities: | |||||
Accrued interest | (1) | (2) | |||
Net cash provided by operating activities | (50) | (74) | |||
Cash flows from investing activities | |||||
Advances to issuer | 163 | 90 | |||
Net cash provided by (used in) investing activities | 163 | 90 | |||
Cash flows from financing activities | |||||
Dividend by Acquisition Corp. to Holdings Corp. | (83) | (10) | |||
Proceeds from the Revolving Credit Facility | 173 | ||||
Repayment of the Revolving Credit Facility | (173) | ||||
Repayment of Acquisition Corp. Senior Term Loan Facility | (6) | (6) | |||
Net cash used in financing activities | (113) | (16) | |||
WMG Acquisition Corp. (issuer) | Reportable Legal Entities | 6.75% Senior Notes | |||||
Cash flows from financing activities | |||||
Repayment of Senior Notes | (24) | ||||
Guarantor Subsidiaries | Reportable Legal Entities | |||||
Cash flows from operating activities | |||||
Net income (loss) | 15 | 49 | 88 | 72 | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||
Depreciation and amortization | 80 | 80 | |||
Unrealized (gains)/losses and remeasurement of foreign denominated loans | (1) | ||||
Non-cash share-based compensation expense | 4 | (1) | |||
Equity losses (gains), including distributions | (41) | 9 | (60) | 11 | |
Changes in operating assets and liabilities: | |||||
Accounts receivable | 18 | 20 | |||
Inventories | 1 | ||||
Royalty advances | (18) | (17) | |||
Accounts payable and accrued liabilities | 52 | 4 | |||
Royalty payables | 36 | (54) | |||
Deferred revenue | 3 | 66 | |||
Other balance sheet changes | (3) | ||||
Net cash provided by operating activities | 202 | 179 | |||
Cash flows from investing activities | |||||
Acquisition of music publishing rights, net | (9) | (7) | |||
Capital expenditures | (15) | (29) | |||
Investments and acquisitions of businesses, net | (5) | (7) | |||
Net cash provided by (used in) investing activities | (29) | (43) | |||
Cash flows from financing activities | |||||
Change in due to (from) issuer | (163) | (90) | |||
Net cash used in financing activities | (163) | (90) | |||
Net increase in cash and equivalents | 10 | 46 | |||
Cash and equivalents at beginning of period | 73 | 26 | |||
Cash and equivalents at end of period | 83 | 72 | 83 | 72 | |
Non-Guarantor Subsidiaries | Reportable Legal Entities | |||||
Cash flows from operating activities | |||||
Net income (loss) | 65 | (14) | 59 | (53) | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||
Depreciation and amortization | 70 | 76 | |||
Unrealized (gains)/losses and remeasurement of foreign denominated loans | 39 | ||||
Deferred income taxes | (10) | (12) | |||
Gain on sale of real estate | (19) | (19) | |||
Loss on divestiture of business | 3 | ||||
Changes in operating assets and liabilities: | |||||
Accounts receivable | 7 | ||||
Inventories | (1) | (2) | |||
Royalty advances | (3) | (16) | |||
Accounts payable and accrued liabilities | (73) | (47) | |||
Royalty payables | (1) | 43 | |||
Deferred revenue | (1) | 13 | |||
Other balance sheet changes | 3 | 6 | |||
Net cash provided by operating activities | 34 | 47 | |||
Cash flows from investing activities | |||||
Acquisition of music publishing rights, net | (3) | (2) | |||
Capital expenditures | (8) | (10) | |||
Investments and acquisitions of businesses, net | (3) | (4) | |||
Divestiture of business, net of cash on hand | 6 | ||||
Proceeds from the sale of real estate | 42 | ||||
Net cash provided by (used in) investing activities | 34 | (16) | |||
Cash flows from financing activities | |||||
Distribution to noncontrolling interest holder | (3) | (2) | |||
Repayment of capital lease obligations | (14) | ||||
Net cash used in financing activities | (17) | (3) | |||
Repayment of capital lease obligations | (1) | ||||
Effect of exchange rate changes on cash and equivalents | (7) | (13) | |||
Net increase in cash and equivalents | 44 | 15 | |||
Cash and equivalents at beginning of period | 173 | 131 | |||
Cash and equivalents at end of period | 217 | 146 | 217 | 146 | |
WMG Acquisition Corp. Consolidated | Reportable Legal Entities | |||||
Cash flows from operating activities | |||||
Net income (loss) | 22 | 25 | 55 | (11) | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||
Depreciation and amortization | 150 | 156 | |||
Unrealized (gains)/losses and remeasurement of foreign denominated loans | (2) | 10 | |||
Deferred income taxes | (10) | (12) | |||
Gain on sale of real estate | (19) | (19) | |||
Loss on extinguishment of debt | (1) | ||||
Loss on divestiture of business | 3 | ||||
Non-cash interest expense | 5 | 5 | |||
Non-cash share-based compensation expense | 4 | (1) | |||
Equity losses (gains), including distributions | (1) | (1) | |||
Changes in operating assets and liabilities: | |||||
Accounts receivable | 25 | 20 | |||
Inventories | (1) | (1) | |||
Royalty advances | (21) | (33) | |||
Accounts payable and accrued liabilities | (41) | (49) | |||
Royalty payables | 35 | (11) | |||
Accrued interest | (1) | (2) | |||
Deferred revenue | 2 | 79 | |||
Other balance sheet changes | 3 | 3 | |||
Net cash provided by operating activities | 186 | 152 | |||
Cash flows from investing activities | |||||
Acquisition of music publishing rights, net | (12) | (9) | |||
Capital expenditures | (23) | (39) | |||
Investments and acquisitions of businesses, net | (8) | (11) | |||
Divestiture of business, net of cash on hand | 6 | ||||
Proceeds from the sale of real estate | 42 | ||||
Net cash provided by (used in) investing activities | 5 | (59) | |||
Cash flows from financing activities | |||||
Dividend by Acquisition Corp. to Holdings Corp. | (83) | (10) | |||
Proceeds from the Revolving Credit Facility | 173 | ||||
Repayment of the Revolving Credit Facility | (173) | ||||
Repayment of Acquisition Corp. Senior Term Loan Facility | (6) | (6) | |||
Distribution to noncontrolling interest holder | (3) | (2) | |||
Repayment of capital lease obligations | (14) | ||||
Net cash used in financing activities | (130) | (19) | |||
Repayment of capital lease obligations | (1) | ||||
Effect of exchange rate changes on cash and equivalents | (7) | (13) | |||
Net increase in cash and equivalents | 54 | 61 | |||
Cash and equivalents at beginning of period | 246 | 157 | |||
Cash and equivalents at end of period | 300 | 218 | 300 | 218 | |
WMG Acquisition Corp. Consolidated | Reportable Legal Entities | 6.75% Senior Notes | |||||
Cash flows from financing activities | |||||
Repayment of Senior Notes | (24) | ||||
Holdings Company | 13.75% Senior Notes due 2019 | |||||
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||
Loss on extinguishment of debt | $ 5 | ||||
Cash flows from financing activities | |||||
Repayment of Senior Notes | $ (50) | ||||
Holdings Company | Reportable Legal Entities | |||||
Cash flows from operating activities | |||||
Net income (loss) | 11 | 18 | 38 | (24) | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||
Loss on extinguishment of debt | 5 | ||||
Non-cash interest expense | 1 | ||||
Equity losses (gains), including distributions | (21) | (24) | (53) | 13 | |
Changes in operating assets and liabilities: | |||||
Accrued interest | (4) | ||||
Net cash provided by operating activities | (14) | (10) | |||
Cash flows from financing activities | |||||
Dividend by Acquisition Corp. to Holdings Corp. | 83 | 10 | |||
Call premiums paid on early redemption of debt | (3) | ||||
Net cash used in financing activities | 30 | 10 | |||
Net increase in cash and equivalents | 16 | ||||
Cash and equivalents at end of period | 16 | 16 | |||
Holdings Company | Reportable Legal Entities | 13.75% Senior Notes due 2019 | |||||
Cash flows from financing activities | |||||
Repayment of Senior Notes | (50) | ||||
Warner Music Group Corp. | Reportable Legal Entities | |||||
Cash flows from operating activities | |||||
Net income (loss) | 11 | 18 | 38 | (24) | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||
Equity losses (gains), including distributions | $ (11) | $ (18) | $ (38) | $ 24 |