Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2016shares | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | Starz, LLC |
Entity Central Index Key | 1,559,270 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Non-accelerated Filer |
Entity Common Stock, Shares Outstanding | 0 |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Sep. 30, 2016 |
Document Fiscal Year Focus | 2,016 |
Document Fiscal Period Focus | Q3 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 14 | $ 10.7 |
Trade accounts receivable, net of allowances of $20.6 and $35.2 | 271.9 | 252.9 |
Program rights, net | 353.8 | 316.1 |
Other current assets | 66.5 | 90.1 |
Total current assets | 706.2 | 669.8 |
Noncurrent assets: | ||
Program rights | 316.2 | 335.9 |
Investment in films and television programs, net | 206.6 | 215.6 |
Property and equipment, net of accumulated depreciation of $143.8 and $134.5 | 88.5 | 89.2 |
Deferred income taxes | 22.5 | 21.2 |
Goodwill | 131.8 | 131.8 |
Other assets, net | 103.8 | 100.7 |
Total assets | 1,575.6 | 1,564.2 |
Current liabilities: | ||
Current portion of debt (Note 2) | 5.9 | 5.6 |
Trade accounts payable | 5.9 | 8 |
Accrued liabilities (Notes 5 and 6) | 251.1 | 267.7 |
Deferred revenue | 9.9 | 10.3 |
Total current liabilities | 272.8 | 291.6 |
Noncurrent liabilities: | ||
Debt (Note 2) | 989.7 | 1,032.2 |
Other liabilities (Note 5) | 34.6 | 22.7 |
Total liabilities | 1,297.1 | 1,346.5 |
Member's Equity [Abstract] | ||
Member’s interest | 278.5 | 217.7 |
Commitments and contingencies (Note 5) | ||
Total liabilities and member’s interest | $ 1,575.6 | $ 1,564.2 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowances for trade accounts receivable | $ 20.6 | $ 35.2 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | $ 143.8 | $ 134.5 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenue: | ||||
Programming networks and other services | $ 381.6 | $ 369.8 | $ 1,165.6 | $ 1,165.9 |
Home video net sales | 26.2 | 34.3 | 76.7 | 106.6 |
Total revenue | 407.8 | 404.1 | 1,242.3 | 1,272.5 |
Costs and expenses: | ||||
Programming (including amortization) (Notes 3 and 5) | 181.9 | 159 | 480.7 | 459.5 |
Production and acquisition (including amortization) | 43 | 39.7 | 144.3 | 146.3 |
Home video cost of sales | 7.6 | 9.2 | 20.1 | 29.6 |
Operating (Note 3) | 7.6 | 15.2 | 20.7 | 40.9 |
Selling, general and administrative (Note 3) | 85.9 | 74.4 | 255.8 | 227.1 |
Merger related | 2.1 | 0 | 11.6 | 0 |
Depreciation and amortization | 5.7 | 4.8 | 15.6 | 14.3 |
Total costs and expenses | 333.8 | 302.3 | 948.8 | 917.7 |
Operating income | 74 | 101.8 | 293.5 | 354.8 |
Other expense: | ||||
Interest expense, net of amounts capitalized (Note 2) | (11.7) | (11.5) | (35.1) | (34) |
Other expense, net | (3.7) | (4.5) | (10) | (8.8) |
Income before income taxes | 58.6 | 85.8 | 248.4 | 312 |
Income tax expense (Note 4) | (24.3) | (26.3) | (92.7) | (103.4) |
Net income | 34.3 | 59.5 | 155.7 | 208.6 |
Net loss (income) attributable to noncontrolling interest | 0 | 0.7 | 0 | (0.4) |
Net income attributable to member | $ 34.3 | $ 60.2 | $ 155.7 | $ 208.2 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 34.3 | $ 59.5 | $ 155.7 | $ 208.6 |
Other comprehensive income (loss), net of taxes - | ||||
Foreign currency translation adjustments from operations | (0.3) | 0.1 | (1.3) | 0.7 |
Comprehensive income | 34 | 59.6 | 154.4 | 209.3 |
Comprehensive loss (income) attributable to noncontrolling interest | 0 | 0.6 | 0 | (0.6) |
Comprehensive income attributable to member | $ 34 | $ 60.2 | $ 154.4 | $ 208.7 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Operating activities: | ||||
Net income | $ 34.3 | $ 59.5 | $ 155.7 | $ 208.6 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 5.7 | 4.8 | 15.6 | 14.3 |
Amortization of program rights | 163 | 145.7 | 438.4 | 426.8 |
Program rights payments | (271.5) | (350.2) | ||
Amortization of investment in films and television programs | 104.1 | 107 | ||
Investment in films and television programs | (102.5) | (51.4) | (263) | (285) |
Stock compensation | 8.1 | 8.1 | 23.7 | 24.5 |
Deferred income taxes | (1.3) | (15.3) | ||
Other non-operating and non-cash items | 0 | (2.1) | ||
Changes in assets and liabilities: | ||||
Current and other assets | 16.1 | (1.1) | ||
Payables and other liabilities | (21.1) | (39) | ||
Net cash provided by operating activities | 196.7 | 88.5 | ||
Investing activities: | ||||
Purchases of property and equipment | (13.9) | (9.4) | ||
Investment in and advances to equity investee | (16) | (3.8) | ||
Net cash used in investing activities | (29.9) | (13.2) | ||
Financing activities: | ||||
Borrowings of debt | 384 | 769 | ||
Payments of debt | (428.2) | (779.9) | ||
Distributions to parent related to repurchases of common stock | (121.6) | (64.7) | ||
Contributions from parent related to exercise of stock options | 3.4 | 11.8 | ||
Minimum withholding of taxes related to stock compensation | (5) | (18.5) | ||
Excess tax benefit from stock compensation | 3.7 | 15.6 | ||
Net cash used in financing activities | (163.7) | (71.7) | ||
Effect of Exchange Rate on Cash and Cash Equivalents | 0.2 | 0 | ||
Net increase in cash and cash equivalents | 3.3 | 3.6 | ||
Beginning of period | 10.7 | 13.4 | ||
End of period | $ 14 | $ 17 | $ 14 | $ 17 |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Equity of Members Interest and Noncontrolling Interests (Unaudited) - 9 months ended Sep. 30, 2016 - USD ($) $ in Millions | Total | Member’s Interest |
Balance at December 31, 2015 at Dec. 31, 2015 | $ 217.7 | |
Increase (Decrease) in Member's Interest and Noncontrolling Interests [Roll Forward] | ||
Net income | $ 155.7 | 155.7 |
Other comprehensive loss | (1.3) | |
Stock compensation | 25.9 | |
Contributions from parent related to exercise of stock options | 3.4 | |
Minimum withholding of taxes related to stock compensation | (5) | |
Excess tax benefit from stock compensation | 3.7 | |
Distributions to parent related to repurchases of common stock | (121.6) | |
Balance at September 30, 2016 at Sep. 30, 2016 | $ 278.5 |
Basis of Presentation and Descr
Basis of Presentation and Description of Business | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Description of Business | Basis of Presentation and Description of Business Lions Gate Merger On June 30, 2016, Starz, the parent company of Starz, LLC, entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Lions Gate Entertainment Corp., a corporation organized and existing under the corporate laws of British Columbia (“Lions Gate”), and Orion Arm Acquisition Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Lions Gate (“Merger Sub”). The Merger Agreement provides that Merger Sub will merge with and into Starz, with Starz continuing as the surviving corporation and becoming an indirect wholly-owned subsidiary of Lions Gate (the “Merger”). Under the terms of the Merger Agreement, immediately prior to consummation of the Merger, Lions Gate will effect a reorganization of its outstanding share capital (the “Reclassification”), pursuant to which each existing Lions Gate common share, without par value (“Lions Gate Common Shares”) will be converted into 0.5 shares of newly issued Class A voting shares, without par value, of Lions Gate (the “Lions Gate Voting Shares”) and 0.5 shares of newly issued Class B non-voting shares, without par value, of Lions Gate (“Lions Gate Non-Voting Shares”). Lions Gate intends not to effect the Reclassification unless the Merger will be consummated. Following the Reclassification, pursuant to the Merger Agreement, (1) each share of Starz Series A common stock, par value $ 0.01 per share (the “Starz Series A Common Stock”), will be converted into the right to receive $ 18.00 in cash and 0.6784 Lions Gate Non-Voting Shares, and (2) each share of Starz Series B common stock, par value $ 0.01 per share (the “Starz Series B Common Stock”), will be converted into the right to receive $ 7.26 in cash, 0.6321 Lions Gate Non-Voting Shares and 0.6321 Lions Gate Voting Shares. These exchange ratios are fixed and will not be adjusted to reflect stock price changes prior to the closing of the Merger, except in certain limited circumstances reflecting changes to the stock of Lions Gate or Starz. As a result of the Merger, the outstanding equity awards relating to Starz Series A Common Stock will be converted into corresponding awards relating to shares of Lions Gate Non-Voting Shares, after giving effect to appropriate adjustments to reflect the transactions contemplated by the Merger Agreement. The converted equity awards will remain subject to the same terms and conditions (including time- and performance-based vesting terms) as in effect prior to the closing of the Merger. The closing of the Merger is contingent on (1) approval of the Merger Agreement by a majority of the voting power of the Starz Series A Common Stock stockholders and Starz Series B Common Stock stockholders, voting together as a single class, (2) approval of the Reclassification by a two-thirds majority of the shares of Lions Gate Common Shares voting on the Reclassification, (3) approval of the issuance of Lions Gate Non-Voting Shares and Lions Gate Voting Shares in the Merger by a majority of the shares of Lions Gate Common Shares voting on such issuance, (4) completion of the Reclassification, (5) expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, an early termination of which was granted on August 1, 2016 by the Federal Trade Commission, although it may still be challenged at any time before or after completion of the Merger, (6) receipt of German antitrust approval, which was received on August 26, 2016, (7) receipt of FCC approval, which was received on August 31, 2016, (8) the registration of the shares of the Lions Gate Non-Voting Shares and Lions Gate Voting Shares being issued to holders of Starz Series A Common Stock and Starz Series B Common Stock in the Merger, (9) authorization of the Lions Gate Voting Shares and the Lions Gate Non-Voting Shares for listing on the New York Stock Exchange and (10) other customary closing conditions. The Merger Agreement contains customary representations and warranties by each party. Lions Gate and Starz have also agreed to various customary covenants and agreements, including, among others, to conduct their business in the ordinary course consistent with past practice during the period between the execution of the Merger Agreement and the closing of the Merger. Pursuant to the Merger Agreement, Starz and Lions Gate may not solicit alternative transaction proposals or negotiate with third parties in connection with alternative transaction proposals, unless their respective board of directors receives a bona fide alternative transaction proposal that did not result from a material breach of such party’s non-solicitation obligations and which such party’s board of directors determines to be, or to be reasonably likely to lead to, a superior proposal, and failure to take such action would reasonably be expected to constitute a breach of the directors’ fiduciary duties. The Merger Agreement contains certain termination rights for Lions Gate and Starz. The Merger Agreement can be terminated by either party (1) by mutual written consent; (2) if the Merger has not been consummated by an outside date of December 31, 2016 (which either party may generally extend to March 31, 2017 if the only closing condition that has not been met is the condition related to the expiration or early termination of antitrust waiting periods); (3) if there is a permanent, non-appealable injunction or law restraining or prohibiting the consummation of the Merger; (4) if either party’s stockholders fail to approve the transactions; (5) if the other party’s board of directors changes its recommendation in favor of the transactions; (6) if the other party materially breaches its non-solicitation covenant; or (7) if the other party has breached its representations or covenants in a way that prevents satisfaction of a closing condition, subject to a cure period. The Merger Agreement can also be terminated by Starz (x) in order to enter into a superior transaction (subject to compliance with certain terms and conditions included in the Merger Agreement) or (y) if Lions Gate fails to consummate the Merger when otherwise required because of a failure to receive its debt financing. Subject to the terms and conditions of the Merger Agreement, Starz will pay Lions Gate a termination fee of $ 150.0 million if (1) Starz terminates the Merger Agreement in order to enter into a superior transaction (subject to compliance with certain terms and conditions included in the Merger Agreement), (2) Lions Gate terminates the Merger Agreement because Starz’s board of directors changes its recommendation regarding approval of the transactions, (3) Lions Gate terminates the Merger Agreement because Starz materially breaches its non-solicitation covenant or (4) (a) an alternative transaction proposal is made to Starz, (b) thereafter the Merger Agreement is terminated (i) by either party for failure to consummate the Merger by the outside date (if at the time of such termination, the Starz’s stockholders have failed to approve the transactions and such termination does not result in the payment of a termination fee by Lions Gate), (ii) by either party because Starz’s stockholders fail to approve the transactions or (iii) by Lions Gate because Starz has breached its representations or covenants in a way that prevents satisfaction of a closing condition, subject to a cure period, and (c) within 18 months of such termination, Starz enters into or consummates an alternative transaction, as defined. Subject to the terms and conditions of the Merger Agreement, Lions Gate will pay Starz (1) a termination fee of $ 150.0 million if either party terminates the Merger Agreement because Lions Gate’s stockholders fail to approve the transactions, (2) a termination fee of $ 175.0 million if Starz terminates the Merger Agreement because Lions Gate’s board of directors changes its recommendation regarding approval of the transactions or because Lions Gate materially breaches its non-solicitation covenant, (3) a termination fee of $ 250.0 million if Starz terminates the Merger Agreement because Lions Gate fails to consummate the Merger when it would otherwise be required due to a failure to receive the debt financing and (4) a termination fee of $ 175.0 million if (a) an alternative transaction proposal is made to Lions Gate, (b) thereafter the Merger Agreement is terminated (i) by either party for failure to consummate the Merger by the outside date (if at the time of such termination, the Lions Gate’s stockholders have failed to approve the transactions and such termination does not result in the payment of a termination fee by Starz), (ii) by either party because Lions Gate’s stockholders fail to approve the transactions or (iii) by Starz because Lions Gate has breached its representations or covenants in a way that prevents satisfaction of a closing condition, subject to a cure period, and (c) within 18 months of such termination, Lions Gate enters into or consummates an alternative transaction, as defined. On August 1, 2016, Lions Gate filed a Form S-4 Registration Statement (“Form S-4”) with the Securities and Exchange Commission (“SEC”), which includes detailed information regarding the Merger. The Form S-4, as amended, was declared effective by the SEC on November 7, 2016. Presentation Starz, LLC provides premium subscription video programming to United States (“U.S.”) multichannel video programming distributors (“MVPDs”), including cable operators, satellite television providers and telecommunications companies, and online video providers (collectively, “Distributors”), and to over-the-top (“OTT”) subscribers via the Starz app. Starz, LLC also develops, produces and acquires entertainment content and distributes this content to consumers in the U.S. and throughout the world. The accompanying condensed consolidated financial statements include the accounts of Starz, LLC and its majority-owned and controlled subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X as promulgated by the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results for such periods have been included. The results of operations for any interim period are not necessarily indicative of results for the full year. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in Starz, LLC’s Annual Report on Form 10-K for the year ended December 31, 2015 . Business Starz, LLC’s business operations are conducted by its wholly-owned subsidiaries Starz Entertainment, LLC (“Starz Entertainment”), Starz Media Group, LLC (“Starz Media”) and certain other immaterial subsidiaries. In October 2015, Starz, LLC acquired the 25% interest in Starz Media formerly owned by The Weinstein Company LLC (“Weinstein”). In October 2015, Starz, LLC sold 100% of its wholly-owned subsidiary Film Roman LLC (“Film Roman”), which made up 100% of the Starz Animation operating segment. Following the sale of Film Roman, Starz manages its operations through its Starz Networks and Starz Distribution operating segments: Starz Networks Starz Networks’ flagship premium networks are STARZ and STARZ ENCORE. STARZ exhibits first-run hit movies and original series. STARZ ENCORE airs first-run movies, classic contemporary movies and original series. Starz Networks’ third network, MOVIEPLEX, offers a variety of art house, independent films and classic movie library content. STARZ and STARZ ENCORE, along with MOVIEPLEX, air across 17 linear networks complemented by on-demand and online services. Starz Networks’ premium networks are offered by Distributors to their subscribers either on a fixed monthly price as part of a programming tier or package or on an a la carte basis. Starz Distribution Starz Distribution includes the Anchor Bay Entertainment, Starz Digital and Starz Worldwide Distribution businesses. Anchor Bay Entertainment Anchor Bay Entertainment is the global home video sales arm of Starz and distributes DVDs (standard definition and Blu-ray™) in the U.S., Canada and other international territories to the extent it has home entertainment rights to such content in international territories. Anchor Bay Entertainment acquires and licenses various titles from third parties and also develops and produces certain of its content. Certain of the titles acquired by Anchor Bay Entertainment air on Starz Networks’ STARZ, STARZ ENCORE and MOVIEPLEX networks. Anchor Bay Entertainment also distributes Starz Networks’ original series and Weinstein’s titles. Each of these titles are sold to and distributed by regional and national retailers and other companies, including Amazon, Best Buy, Ingram Entertainment, Redbox, Target and Wal-Mart. Starz Digital Starz Digital is the global digital and on-demand licensing arm of Starz and distributes content on pay-per-view (“PPV”), video-on-demand (“VOD”), subscription video-on-demand (“SVOD”), ad-supported video-on-demand (“AVOD”), electronic sell-through and other digital formats for Starz’s owned content, including Starz Networks’ original series, Weinstein’s titles and content licensed from third-parties in the U.S. and throughout the world to the extent it has rights to such content in international territories. Certain of the titles acquired by Starz Digital air on Starz Networks’ STARZ, STARZ ENCORE and MOVIEPLEX networks. Starz Digital receives fees for its content from a wide array of partners ranging from traditional MVPDs to online and mobile distributors. Starz Worldwide Distribution Starz Worldwide Distribution is the global television licensing arm of Starz and distributes movies, television series, documentaries, children’s programming and other video content. Starz Worldwide Distribution exploits Starz’s owned content, including Starz Networks’ original series, and content for which it has licensed rights on free or pay television in the U.S. and throughout the world to the extent it has rights to such content in international territories. Starz Worldwide Distribution receives fees for its content primarily from various U.S. and international programming networks. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Starz, LLC considers amortization of program rights, the development of the remaining unrecognized revenue estimates (also known as “Ultimate Revenue”) associated with released films and television programs, assessment of investment in films and television programs for impairment, valuation allowances associated with deferred income taxes and allowances for sales returns to be its most significant estimates. Actual results may differ from those estimates. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt consisted of the following (in millions) : September 30, December 31, Credit Agreement (a) $ 268.0 $ 308.0 Senior Notes, including premium of $1.6 and $1.9 (b) 676.6 676.9 Capital leases (c) 60.6 64.8 Debt issuance costs, net (9.6 ) (11.9 ) Total debt 995.6 1,037.8 Less: current portion (5.9 ) (5.6 ) $ 989.7 $ 1,032.2 (a) On April 20, 2015, Starz, LLC entered into a credit agreement (“Credit Agreement”) that provides for $1,000.0 million in revolving loans with a $50.0 million sub-limit for stand-by letters of credit. Borrowings may be prepaid at any time and from time to time without penalty other than customary breakage costs. Any amounts prepaid may be reborrowed. The Credit Agreement is scheduled to mature on April 20, 2020. As of September 30, 2016 , $732.0 million of borrowing capacity was available under the Credit Agreement. The Credit Agreement will be repaid and terminated in connection with the closing of the Merger. Interest on each loan under the Credit Agreement is payable at either an alternate base rate or LIBOR at Starz, LLC’s election. Borrowings that are alternate base rate loans bear interest at a per annum rate equal to the alternate base rate plus a margin that varies between 0.50% and 1.25% depending on the consolidated leverage ratio of Starz, LLC, as defined in the Credit Agreement. The alternate base rate is the highest of (a) the Prime Rate, (b) the Federal Funds Effective Rate plus ½ of 1% or (c) LIBOR for a one -month interest period plus 1% . Borrowings that are LIBOR loans bear interest at a per annum rate equal to the applicable LIBOR plus a margin that varies between 1.50% and 2.25% depending on the consolidated leverage ratio of Starz, LLC. The Credit Agreement requires Starz, LLC to pay a commitment fee on any unused portion. The commitment fee varies between 0.25% and 0.40% , depending on the consolidated leverage ratio of Starz, LLC. As of September 30, 2016 , the following borrowings and related LIBOR interest rates were outstanding (dollars in millions) : LIBOR period: Interest Rate Loan Amount September 2016 to October 2016 2.2682% $ 30.0 September 2016 to October 2016 2.2682% 73.0 September 2016 to October 2016 2.2753% 165.0 $ 268.0 The Credit Agreement contains certain covenants that include restrictions on, among others, incurring additional debt, paying dividends, or making certain distributions, investments and other restricted payments, liens or guarantees. In addition, Starz, LLC must comply with certain financial covenants, including a consolidated leverage ratio, as defined in the Credit Agreement. As of September 30, 2016 , Starz, LLC was in compliance with all covenants under the Credit Agreement. (b) Starz, LLC and Starz Finance Corp., a wholly-owned subsidiary, co-issued $675.0 million aggregate principal amount of 5.0% senior notes due September 15, 2019 (“Senior Notes”). The Senior Notes bear interest at a rate of 5.0% payable semi-annually on September 15 and March 15 of each year and are guaranteed by Starz Entertainment. The Senior Notes will be repaid in connection with the closing of the Merger. The Senior Notes contain certain covenants that include restrictions on, among others, incurring additional debt, paying dividends, entering into liens and guarantees, or making certain distributions, investments and other restricted payments. As of September 30, 2016 , Starz, LLC was in compliance with all covenants under the Senior Notes. (c) On January 11, 2013, Starz, LLC entered into a commercial lease with a subsidiary of Starz, LLC’s related party, Liberty Media Corporation (“Liberty Media”), for its headquarters building. The term of the lease is ten years, with four successive five -year renewal periods at the option of Starz, LLC. Starz, LLC recorded a capital lease in connection with this lease agreement with an imputed annual interest rate of 6.4% . Starz Entertainment has entered into capital lease agreements for its transponder capacity. The agreements expire during 2018 to 2021 and have imputed annual interest rates ranging from 5.5% to 7.0% . At September 30, 2016 , the fair value of the Senior Notes was $685.0 million and was based upon quoted prices in active markets. Starz, LLC believes the fair value of borrowings under the Credit Agreement approximate their carrying value as of September 30, 2016 due to their variable rate nature and Starz, LLC’s stable credit spread. Interest costs of $1.1 million , $1.6 million , $3.5 million and $4.9 million have been capitalized as investment in films and television programs during the three months ended September 30, 2016 and 2015 and the nine months ended September 30, 2016 and 2015 , respectively. |
Stock Compensation
Stock Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Compensation | Stock Compensation Pursuant to the Starz 2016 Omnibus Incentive Plan, the compensation committee of the board of directors of Starz may grant eligible employees stock options, stock appreciation rights, restricted shares and restricted stock units. Stock compensation expense, by expense category, consisted of the following (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Programming $ 0.4 $ 0.6 $ 1.7 $ 1.9 Operating 0.2 — 0.4 0.2 Selling, general and administrative 7.5 7.5 21.6 22.4 $ 8.1 $ 8.1 $ 23.7 $ 24.5 As of September 30, 2016 , the total unrecognized compensation cost related to unvested stock options, restricted shares and restricted stock units was approximately $40.9 million . Such amount will be recognized in Starz, LLC’s condensed consolidated statements of operations over a weighted average period of approximately 2.13 years. The number and weighted average exercise price (“WAEP”) of stock options to purchase Starz common stock were as follows: Options WAEP Outstanding at December 31, 2015 11,173,333 $ 20.04 Granted 138,298 $ 30.98 Exercised (967,551 ) $ 15.91 Forfeited (483,831 ) $ 29.63 Expired/canceled (56,451 ) $ 32.87 Outstanding at September 30, 2016 9,803,798 $ 20.05 Exercisable at September 30, 2016 6,199,765 $ 17.09 At September 30, 2016 , the weighted average remaining contractual term of outstanding options was 4.65 years and exercisable options was 3.94 years. At September 30, 2016 , the aggregate intrinsic value of outstanding options and exercisable options was $112.4 million and $88.0 million , respectively. The aggregate intrinsic value of options exercised was $14.1 million and $51.8 million for the nine months ended September 30, 2016 and 2015, respectively. The number and weighted average grant-date fair value of restricted share grants were as follows: Restricted Shares Weighted Average Grant-Date Fair Value Outstanding at December 31, 2015 723,036 $ 30.69 Granted 199,155 $ 28.77 Vested (55,738 ) $ 22.23 Forfeited (128,506 ) $ 28.28 Outstanding at September 30, 2016 737,947 $ 31.23 The grant-date fair value was based on the market value of the shares on the date of grant. The aggregate fair value of all restricted shares that vested during the nine months ended September 30, 2016 and 2015 was $1.6 million and $1.9 million , respectively. As of September 30, 2016, the outstanding number of three year performance based restricted stock units representing the threshold, target and maximum payout levels were 48,197 units, 96,394 units and 192,788 units, respectively (which are not reflected in the table above). During the nine months ended September 30, 2016, 5,338 units, 10,676 units and 21,352 units, at the threshold, target and maximum payout levels, respectively, were forfeited. During the second and third quarters of 2016, Starz granted restricted stock units to certain of Starz, LLC’s employees. Subject to certain conditions specified in the award agreements, restricted stock units will vest based upon the actual, cumulative Starz Networks’ revenue achieved during the two-year performance period beginning on January 1, 2016 and ending on December 31, 2017 (“Two Year Performance Period”), exceeding a target cumulative Starz Networks’ revenue during the Two Year Performance Period specified by the Starz compensation committee. Potential vesting of the restricted stock units ranges from no units at the target level to 80,235 maximum units if 105% , or higher, of the target two-year performance of Starz Networks’ revenue is achieved (which are not reflected in the table above). During the nine months ended September 30, 2016, 8,548 units at the maximum payout levels were forfeited. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The income tax provision for the three and nine months ended September 30, 2016 and 2015 was calculated by estimating Starz, LLC’s annual effective tax rate and then applying the effective tax rate to income before income taxes for the period, plus or minus the tax effects of items that relate discretely to the period, if any. Income tax expense differs from the amounts computed by applying the U.S. federal income tax rate of 35% primarily due to Internal Revenue Code Section 199, which allows U.S. taxpayers a deduction for qualified domestic production activities, the non-deductible portion of merger related costs and state and local taxes. The deduction for qualified production activity is based on our level of domestic productions and other criteria and must be evaluated each year. Changes in our domestic production activities could impact our qualification for a deduction under Section 199 in the future. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Programming Rights Starz, LLC has an exclusive multi-year output licensing agreement for qualifying films that are released theatrically in the U.S. by Sony Pictures Entertainment Inc. (“Sony”) through 2021. The agreement provides Starz, LLC with exclusive pay television rights to exhibit qualifying theatrically released films under the Sony, Columbia Pictures, Screen Gems, Sony Pictures Classics and TriStar labels. Theatrically released films produced by Sony Pictures Animation are not licensed to Starz, LLC under the Sony agreement. In addition, Starz, LLC had an exclusive licensing agreement for qualifying films that were released theatrically in the U.S. by The Walt Disney Company (“Disney”) through 2015, with initial license periods for those films extending into 2017. The agreement provided Starz, LLC with exclusive pay television rights to exhibit qualifying theatrically released films under the Disney, Touchstone, Pixar and Marvel labels. Theatrically released films produced by DreamWorks and released by Disney were not licensed to Starz, LLC under the Disney agreement. The programming fees to be paid to Sony and Disney are based on the quantity and domestic theatrical exhibition receipts of qualifying films. Starz, LLC has also entered into agreements with a number of other motion picture producers and is obligated to pay fees for the rights to exhibit certain films licensed from these producers. The unpaid balance for program rights related to films that were available for exhibition at September 30, 2016 is reflected in accrued liabilities and in other liabilities in the accompanying condensed consolidated balance sheets. As of September 30, 2016 , such liabilities aggregated approximately $92.1 million . The estimated amounts payable under programming license agreements related to films that are not available for exhibition until some future date, including the rights to exhibit films that have been released theatrically under the Sony agreement, totaled $562.4 million and had not been accrued as of September 30, 2016 . Total estimated payments under programing license agreements, accrued and not accrued, as of September 30, 2016 were as follows: $70.1 million in 2016 ; $179.3 million in 2017 ; $108.3 million in 2018 ; $99.3 million in 2019 ; $71.6 million in 2020 and $125.9 million thereafter. Starz, LLC is also obligated to pay fees for films that have not yet been released in theaters by Sony. Starz, LLC is unable to estimate the amounts to be paid under the Sony agreement for films that have not yet been released, however, such amounts are expected to be significant. Total amortization of program rights was $163.0 million , $145.7 million , $438.4 million and $426.8 million for the three months ended September 30, 2016 and 2015 and the nine months ended September 30, 2016 and 2015 , respectively. These amounts are included in programming costs in the accompanying condensed consolidated statements of operations. Legal Proceedings On October 29, 2015, Keno Thomas, a former Starz Entertainment employee, filed a complaint in Los Angeles County Superior Court against Starz, Starz, LLC, Starz Entertainment (collectively, “Starz Parties”) and Liberty Media, and certain individual defendants. The plaintiff alleges that the Starz Parties and certain of the other defendants engaged in retaliation, wrongful termination of employment, failure to prevent retaliation and intentional infliction of emotional distress, all in connection with the plaintiff’s employment with Starz Entertainment. The plaintiff seeks compensatory, emotional distress and punitive damages, interest and an award of reasonable attorneys’ fees. On November 30, 2015, defendants removed this case to the United States District Court for the Central District of California. In February 2016, the parties stipulated to dismiss Starz and Starz, LLC without prejudice and to dismiss Liberty Media with prejudice. On February 29, 2016, the District Court dismissed one of the individual defendants without prejudice, dismissed certain claims for retaliation and for intentional infliction of emotional distress without prejudice and struck certain other allegations in the complaint, permitting the plaintiff to file an amended complaint with respect to the claims dismissed without prejudice. The plaintiff filed an amended complaint on March 30, 2016 with modified allegations of retaliation and intentional infliction of emotional distress. On April 13, 2016, the defendants moved to dismiss various causes of action in the amended complaint. On July 11, 2016, the District Court granted the defendants’ motion to dismiss the claim for intentional infliction of emotional distress without leave to amend, and to dismiss one claim for retaliation with leave to amend. On September 26, 2016, the District Court denied Starz’s motion to dismiss one of the plaintiff’s claims for retaliation under California Labor Code Section 1102.5(c), but agreed that plaintiff could not pursue one theory of his claim for retaliation within that claim. Starz, LLC believes that it has substantial defenses to the claims asserted in the foregoing action, is defending the action vigorously, and does not believe that the resolution of the action will have a material adverse effect on its business, financial condition or results of operations. Between July 19, 2016 and July 29, 2016, six putative class action complaints were filed by purported Starz stockholders in the Court of Chancery of the State of Delaware: Freedman v. Malone, et al ., C.A. No. 12571-VCG; Oklahoma Police Pension & Retirement System v. Malone, et al. , C.A. No. 12584-VCG; The Firemen’s Retirement System of St. Louis v. Malone, et al. , C.A. No. 12596-VCG; City of Cambridge Retirement System v. Malone, et al. , C.A. No. 12598-VCG; Norfolk County Retirement System v. Malone, et al. , C.A. No. 12599-VCG; and City of Providence v. Starz, et al. , C.A. No. 12604-VCG. On August 16, 2016, the Court of Chancery of the State of Delaware entered an order consolidating these six putative class actions into one consolidated action, In re Starz Stockholder Litigation , Consolidated C.A. No. 12584-VCG. On August 30, 2016, a seventh putative class action was filed by purported Starz stockholders in the Court of Chancery of the State of Delaware, Teamsters Local 170 Pension Fund v. Lions Gate Entertainment Corp., et al. , C.A. No. 12705, which was later added to the consolidated action. The verified consolidated class action complaint names as defendants Starz; Dr. John C. Malone; Mark H. Rachesky; Greg Maffei; Robert R. Bennett; Deborah J. Bennett; Irving L. Azoff; Susan M. Lyne; Christopher P. Albrecht; Daniel E. Sanchez; Robert S. Wiesenthal; Andrew T. Heller; Jeffrey F. Sagansky; Charles Y. Tanabe; Hilltop Investments, LLC; Leslie Malone; The Tracey L. Neal Trust A; The Evan D. Malone Trust A; Lions Gate; and Merger Sub. The consolidated complaint alleges that the Starz Board of Directors breached their fiduciary duties by failing to obtain adequate consideration for the Merger and that other defendants breached their fiduciary duties and/or aided and abetted the board in breaching their fiduciary duties. In two counts, the consolidated complaint asserts a claim for breaches of fiduciary duty against Dr. Malone and the Starz Board of Directors, as well as a claim for aiding and abetting the breaches of fiduciary duty against Dr. Malone, Robert Bennett, Deborah Bennett, Hilltop Investments LLC, Leslie Malone, The Tracey L. Neal Trust A, The Evan D. Malone Trust A, Mark H. Rachesky, Lions Gate, and Orion Arm. The consolidated class action complaint seeks damages, rescission of the merger, costs, attorneys’ fees, experts’ fees, and other equitable relief. On August 18, 2016, plaintiffs in the consolidated action filed a motion for expedited proceedings; on September 22, 2016, the court denied the motion. On August 9, 2016, an eighth putative class action complaint was filed by a purported Starz stockholder in the District Court for the City and County of Denver, Colorado: Gross v. John C. Malone, et al. , 2016-CV-32873. The complaint names as defendants the members of the board of directors of Starz, Dr. Malone and Mr. Bennett, as well as Lions Gate and Merger Sub. The complaint alleges, among other things, that the members of the Starz board of directors breached fiduciary duties owed to Starz and the holders of Starz Series A common stock in connection with the merger and the transactions contemplated by the merger agreement, and that Dr. Malone, Mr. Bennett, Lions Gate, and Merger Sub aided and abetted such breaches of fiduciary duty. On October 7, 2016, the Colorado court entered an order granting a joint motion for extension of time to respond to the complaint by and including November 9, 2016. Defendants believe that the complaints are without merit and intend to defend the actions vigorously. In the normal course of business, Starz, LLC is subject to other lawsuits and other claims, including claims of alleged infringement of the trademarks, patents, copyrights and other intellectual property rights of third parties. While it is not possible to predict the outcome of these other matters, it is the opinion of management, based upon consultation with legal counsel, that the ultimate disposition of known proceedings will not have a material adverse impact on Starz, LLC’s business, financial condition or results of operations. |
Other Information
Other Information | 9 Months Ended |
Sep. 30, 2016 | |
Other Information [Abstract] | |
Other Information | Other Information Accrued Liabilities Accrued liabilities consisted of the following (in millions) : September 30, December 31, Royalties, residuals and participations $ 79.1 $ 82.4 Program rights payable 66.7 67.8 Advertising and marketing 44.2 48.1 Payroll and related costs 25.4 29.2 Other 35.7 40.2 $ 251.1 $ 267.7 Supplemental Disclosure of Cash Flow Information Supplemental disclosure of cash flow information was as follows (in millions) : Nine Months Ended September 30, 2016 2015 Cash paid for interest, net of amounts capitalized $ 41.8 $ 40.6 Cash paid for income taxes $ 62.4 $ 92.6 Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (Topic 606) . ASU 2014-09 replaces the majority of all U.S. GAAP guidance that currently exists on revenue recognition with a single model to be applied to all contracts with customers. The core principle of ASU 2014-09 is that “an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” For a public entity, ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period (i.e., January 1, 2018 for Starz, LLC). Early application is permitted, but not before annual periods beginning after December 15, 2016 (i.e., January 1, 2017 for Starz, LLC). An entity must apply ASU 2014-09 using either the full retrospective approach, by restating all years presented, or the cumulative effect at the date of adoption approach. Starz, LLC is currently assessing the impact that these changes will have on its consolidated financial statements, and therefore, is unable to quantify such impact or determine the method of adoption. In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842): New Guidance on Accounting for Leases. ASU 2016-02 requires lessees to recognize a lease liability and a right-of-use asset for all leases. A lease liability is defined as a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis. A right-of-use asset is defined as an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. For a public entity, ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years (i.e., January 1, 2019 for Starz, LLC). Early adoption is permitted. Starz, LLC is currently assessing the impact that these changes will have on its consolidated financial statements, and therefore, is unable to quantify such impact. In March 2016, the FASB issued ASU 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . ASU 2016-09 simplifies the accounting for income taxes associated with share-based compensation by eliminating the requirement to classify the excess tax benefit as additional paid-in capital. For the nine months ended September 30, 2016 , Starz, LLC recognized $3.7 million of excess tax benefits in member’s interest. Under this new guidance, all tax effects (excess tax benefits and tax deficiencies) related to exercised or vested awards shall be recognized as income tax benefit or expense in the statement of operations in the reporting period as they occur, regardless of whether the tax effects reduce taxes payable in the reporting period. ASU 2016-09 also requires a reclassification of excess tax benefits on the statement of cash flows from a financing activity to an operating activity. The new guidance also establishes the requirement to classify cash paid by an entity to the taxing authorities when directly withholding shares for tax-withholding purposes as a financing activity, which is consistent with Starz, LLC’s current and historical presentation. For a public entity, ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years (i.e., January 1, 2017 for Starz, LLC). Early adoption is permitted for any interim or annual period. Starz, LLC is currently assessing the transition method and date of adoption, and therefore, is unable to quantify such impact. |
Information about Operating Seg
Information about Operating Segments | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Information about Operating Segments | Information about Operating Segments Starz, LLC evaluates performance and makes decisions about allocating resources to its operating segments based on financial measures such as Adjusted OIBDA. Adjusted OIBDA is defined as revenue less programming costs, production and acquisition costs, home video cost of sales, operating expenses and selling, general and administrative expenses, but excluding all stock compensation expense. Starz, LLC’s chief operating decision maker uses this measure of performance in conjunction with other measures to evaluate its operating segments’ performance and make decisions about allocating resources among its operating segments. Starz, LLC believes that Adjusted OIBDA is an important indicator of the operational strength and performance of its operating segments, including each operating segment’s ability to assist Starz, LLC in servicing its debt and to fund investments in films and television programs. In addition, this measure allows management to view operating results and perform analytical comparisons and benchmarking between operating segments and identify strategies to improve performance. This measure of performance excludes stock compensation, merger related costs and depreciation and amortization that are included in the measurement of operating income pursuant to GAAP. The primary material limitations associated with the use of Adjusted OIBDA as compared to GAAP results are (i) it may not be comparable to similarly titled measures used by other companies in Starz, LLC’s industry, and (ii) it excludes financial information that some may consider important in evaluating Starz, LLC’s performance. Starz, LLC compensates for these limitations by providing a reconciliation of Adjusted OIBDA to GAAP results to enable investors to perform their own analysis of Starz, LLC’s operating results. Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, income before income taxes, net income, net cash provided by operating activities and other measures of financial performance prepared in accordance with GAAP. The reconciliation of Adjusted OIBDA to income before income taxes was as follows (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Consolidated Adjusted OIBDA $ 89.9 $ 114.7 $ 344.4 $ 393.6 Stock compensation (8.1 ) (8.1 ) (23.7 ) (24.5 ) Merger related (2.1 ) — (11.6 ) — Depreciation and amortization (5.7 ) (4.8 ) (15.6 ) (14.3 ) Interest expense, net of amounts capitalized (11.7 ) (11.5 ) (35.1 ) (34.0 ) Other expense, net (3.7 ) (4.5 ) (10.0 ) (8.8 ) Income before income taxes $ 58.6 $ 85.8 $ 248.4 $ 312.0 Starz, LLC’s reportable segments are strategic business units that offer different services. They are managed separately because each segment requires different technologies, content delivery methods and marketing strategies. Starz, LLC identifies its reportable segments as those operating segments that represent 10% or more of its consolidated annual revenue, annual Adjusted OIBDA or total assets. Starz Networks and Starz Distribution have been identified as reportable segments, however, as Starz, LLC had three operating segments, Starz Animation was also reported. As mentioned in Note 1, Starz, LLC sold 100% of its wholly-owned subsidiary Film Roman, which made up 100% of the Starz Animation operating segment, in October 2015. Starz, LLC generally accounts for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at current prices. Performance Measures (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Revenue: Starz Networks $ 348.6 $ 329.3 $ 1,031.6 $ 996.6 Starz Distribution 60.9 65.6 213.6 253.7 Starz Animation — 9.3 — 23.1 Inter-segment eliminations (1.7 ) (0.1 ) (2.9 ) (0.9 ) $ 407.8 $ 404.1 $ 1,242.3 $ 1,272.5 Adjusted OIBDA: Starz Networks $ 92.9 $ 113.1 $ 341.8 $ 365.0 Starz Distribution (1.7 ) 1.8 4.3 30.2 Starz Animation — (0.1 ) — (1.4 ) Inter-segment eliminations (1.3 ) (0.1 ) (1.7 ) (0.2 ) $ 89.9 $ 114.7 $ 344.4 $ 393.6 Other Information (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Cash paid for investment in films and television programs: Starz Networks $ 76.3 $ 48.6 $ 218.9 $ 188.9 Starz Distribution 26.2 2.8 44.1 96.1 Starz Animation — — — — Inter-segment eliminations — — — — $ 102.5 $ 51.4 $ 263.0 $ 285.0 September 30, December 31, Total assets: Starz Networks $ 1,437.0 $ 1,365.9 Starz Distribution 155.4 166.8 Starz Animation — — Other unallocated assets (primarily cash, deferred taxes and other assets, including income taxes receivable and the commercial lease for Starz’s corporate headquarters facility) 84.2 109.7 Inter-segment eliminations (101.0 ) (78.2 ) $ 1,575.6 $ 1,564.2 |
Supplemental Guarantor Condense
Supplemental Guarantor Condensed Consolidating Financial Information | 9 Months Ended |
Sep. 30, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Supplemental Guarantor Condensed Consolidating Financial Information | Supplemental Guarantor Condensed Consolidating Financial Information As discussed in Note 2, Starz, LLC and Starz Finance Corp. co-issued the Senior Notes which are fully and unconditionally guaranteed by Starz Entertainment. Starz Media and other immaterial subsidiaries of Starz, LLC (“Starz Media and Other Businesses”) are not guarantors of the Senior Notes. The following tables set forth the consolidating financial information of Starz, LLC, which includes the financial information of Starz Entertainment, the guarantor: Consolidating Balance Sheet Information – As of September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Assets Current assets: Cash and cash equivalents $ 9.7 $ 0.4 $ 3.9 $ — $ 14.0 Trade accounts receivable, net 222.4 — 49.5 — 271.9 Program rights, net 357.8 — — (4.0 ) 353.8 Notes receivable from affiliates 92.7 — — (92.7 ) — Other current assets 38.2 19.3 9.0 — 66.5 Total current assets 720.8 19.7 62.4 (96.7 ) 706.2 Program rights 320.8 — — (4.6 ) 316.2 Investment in films and television programs, net 188.4 — 18.2 — 206.6 Property and equipment, net 49.1 39.2 0.2 — 88.5 Deferred income taxes (14.2 ) 5.9 30.5 0.3 22.5 Goodwill 131.8 — — — 131.8 Other assets, net 40.3 — 63.5 — 103.8 Investment in consolidated subsidiaries — 2,378.7 — (2,378.7 ) — Total assets $ 1,437.0 $ 2,443.5 $ 174.8 $ (2,479.7 ) $ 1,575.6 Liabilities and Member’s Interest (Deficit) Current liabilities: Current portion of debt $ 5.3 $ 0.6 $ — $ — $ 5.9 Trade accounts payable 4.8 — 1.1 — 5.9 Accrued liabilities 191.3 5.6 56.4 (2.2 ) 251.1 Notes payable due to affiliate — — 92.7 (92.7 ) — Due to (from) affiliates (1,212.7 ) 1,181.8 30.9 — — Deferred revenue — — 12.9 (3.0 ) 9.9 Total current liabilities (1,011.3 ) 1,188.0 194.0 (97.9 ) 272.8 Debt 947.6 977.0 — (934.9 ) 989.7 Other liabilities 34.2 — 2.4 (2.0 ) 34.6 Total liabilities (29.5 ) 2,165.0 196.4 (1,034.8 ) 1,297.1 Member’s interest (deficit) 1,466.5 278.5 (21.6 ) (1,444.9 ) 278.5 Total liabilities and member’s interest (deficit) $ 1,437.0 $ 2,443.5 $ 174.8 $ (2,479.7 ) $ 1,575.6 Consolidating Balance Sheet Information – As of December 31, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Assets Current assets: Cash and cash equivalents $ 5.5 $ 0.5 $ 4.7 $ — $ 10.7 Trade accounts receivable, net 212.4 — 40.5 — 252.9 Program rights, net 317.9 — — (1.8 ) 316.1 Notes receivable from affiliates 72.1 — — (72.1 ) — Other current assets 35.2 48.6 6.3 — 90.1 Total current assets 643.1 49.1 51.5 (73.9 ) 669.8 Program rights 341.8 — — (5.9 ) 335.9 Investment in films and television programs, net 173.6 — 42.0 — 215.6 Property and equipment, net 48.6 40.3 0.3 — 89.2 Deferred income taxes (17.4 ) 4.5 32.5 1.6 21.2 Goodwill 131.8 — — — 131.8 Other assets, net 44.4 — 56.3 — 100.7 Investment in consolidated subsidiaries — 2,171.5 — (2,171.5 ) — Total assets $ 1,365.9 $ 2,265.4 $ 182.6 $ (2,249.7 ) $ 1,564.2 Liabilities and Member’s Interest (Deficit) Current liabilities: Current portion of debt $ 5.0 $ 0.6 $ — $ — $ 5.6 Trade accounts payable 7.3 — 0.7 — 8.0 Accrued liabilities 176.8 16.8 84.8 (10.7 ) 267.7 Notes payable due to affiliate — — 72.1 (72.1 ) — Due to (from) affiliates (1,028.9 ) 1,014.7 14.2 — — Deferred revenue — — 10.7 (0.4 ) 10.3 Total current liabilities (839.8 ) 1,032.1 182.5 (83.2 ) 291.6 Debt 989.7 1,015.6 — (973.1 ) 1,032.2 Other liabilities 22.3 — 5.4 (5.0 ) 22.7 Total liabilities 172.2 2,047.7 187.9 (1,061.3 ) 1,346.5 Member’s interest (deficit) 1,193.7 217.7 (5.3 ) (1,188.4 ) 217.7 Total liabilities and member’s interest (deficit) $ 1,365.9 $ 2,265.4 $ 182.6 $ (2,249.7 ) $ 1,564.2 Consolidating Statement of Operations Information – For the Three Months Ended September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Revenue: Programming networks and other services $ 363.4 $ — $ 22.8 $ (4.6 ) $ 381.6 Home video net sales 4.7 — 22.4 (0.9 ) 26.2 Total revenue 368.1 — 45.2 (5.5 ) 407.8 Costs and expenses: Programming (including amortization) 182.5 — — (0.6 ) 181.9 Production and acquisition (including amortization) 14.4 — 28.6 — 43.0 Home video cost of sales 2.2 — 6.3 (0.9 ) 7.6 Operating 10.2 — 0.3 (2.9 ) 7.6 Selling, general and administrative 74.8 0.3 10.8 — 85.9 Merger related 1.9 — 0.2 — 2.1 Depreciation and amortization 5.1 0.4 0.2 — 5.7 Total costs and expenses 291.1 0.7 46.4 (4.4 ) 333.8 Operating income (loss) 77.0 (0.7 ) (1.2 ) (1.1 ) 74.0 Other income (expense): Interest expense, net of amounts capitalized (11.0 ) (12.3 ) — 11.6 (11.7 ) Interest income (expense), related party 2.0 — (2.0 ) — — Other income (expense), net (1.3 ) 0.1 (2.7 ) 0.2 (3.7 ) Income (loss) before income taxes and share of earnings of consolidated subsidiaries 66.7 (12.9 ) (5.9 ) 10.7 58.6 Income tax benefit (expense) (25.7 ) 5.0 0.1 (3.7 ) (24.3 ) Share of earnings of consolidated subsidiaries, net of taxes — 42.2 — (42.2 ) — Net income (loss) $ 41.0 $ 34.3 $ (5.8 ) $ (35.2 ) $ 34.3 Consolidating Statement of Comprehensive Income (Loss) Information – For the Three Months Ended September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Net income (loss) $ 41.0 $ 34.3 $ (5.8 ) $ (35.2 ) $ 34.3 Other comprehensive loss, net of taxes: Foreign currency translation adjustments from operations — (0.3 ) (0.3 ) 0.3 (0.3 ) Comprehensive income (loss) $ 41.0 $ 34.0 $ (6.1 ) $ (34.9 ) $ 34.0 Consolidating Statement of Operations Information – For the Three Months Ended September 30, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Revenue: Programming networks and other services $ 337.7 $ — $ 33.9 $ (1.8 ) $ 369.8 Home video net sales 0.7 — 33.7 (0.1 ) 34.3 Total revenue 338.4 — 67.6 (1.9 ) 404.1 Costs and expenses: Programming (including amortization) 159.3 — — (0.3 ) 159.0 Production and acquisition (including amortization) 4.2 — 35.5 — 39.7 Home video cost of sales 0.9 — 8.4 (0.1 ) 9.2 Operating 7.3 — 9.5 (1.6 ) 15.2 Selling, general and administrative 58.3 1.7 14.4 — 74.4 Depreciation and amortization 4.1 0.4 0.3 — 4.8 Total costs and expenses 234.1 2.1 68.1 (2.0 ) 302.3 Operating income (loss) 104.3 (2.1 ) (0.5 ) 0.1 101.8 Other income (expense): Interest expense, net of amounts capitalized (10.8 ) (12.6 ) — 11.9 (11.5 ) Interest income (expense), related party 2.9 — (2.9 ) — — Other income (expense), net (2.8 ) — (1.8 ) 0.1 (4.5 ) Income (loss) before income taxes and share of earnings of consolidated subsidiaries 93.6 (14.7 ) (5.2 ) 12.1 85.8 Income tax benefit (expense) (37.6 ) 7.3 (0.2 ) 4.2 (26.3 ) Share of earnings of consolidated subsidiaries, net of taxes — 66.9 — (66.9 ) — Net income (loss) 56.0 59.5 (5.4 ) (50.6 ) 59.5 Net loss attributable to noncontrolling interest — 0.7 — — 0.7 Net income (loss) attributable to member $ 56.0 $ 60.2 $ (5.4 ) $ (50.6 ) $ 60.2 Consolidating Statement of Comprehensive Income (Loss) Information – For the Three Months Ended September 30, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Net income (loss) $ 56.0 $ 59.5 $ (5.4 ) $ (50.6 ) $ 59.5 Other comprehensive income, net of taxes: Foreign currency translation adjustments from operations — 0.1 0.1 (0.1 ) 0.1 Comprehensive income (loss) 56.0 59.6 (5.3 ) (50.7 ) 59.6 Comprehensive loss attributable to noncontrolling interest — 0.6 — — 0.6 Comprehensive income (loss) attributable to member $ 56.0 $ 60.2 $ (5.3 ) $ (50.7 ) $ 60.2 Consolidating Statement of Operations Information – For the Nine Months Ended September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Revenue: Programming networks and other services $ 1,082.7 $ — $ 96.1 $ (13.2 ) $ 1,165.6 Home video net sales 8.2 — 70.1 (1.6 ) 76.7 Total revenue 1,090.9 — 166.2 (14.8 ) 1,242.3 Costs and expenses: Programming (including amortization) 482.1 — — (1.4 ) 480.7 Production and acquisition (including amortization) 38.8 — 105.5 — 144.3 Home video cost of sales 4.8 — 16.9 (1.6 ) 20.1 Operating 30.0 — 0.9 (10.2 ) 20.7 Selling, general and administrative 212.8 0.8 42.2 — 255.8 Merger related 9.6 — 2.0 — 11.6 Depreciation and amortization 13.5 1.1 1.0 — 15.6 Total costs and expenses 791.6 1.9 168.5 (13.2 ) 948.8 Operating income (loss) 299.3 (1.9 ) (2.3 ) (1.6 ) 293.5 Other income (expense): Interest expense, net of amounts capitalized (32.9 ) (37.4 ) — 35.2 (35.1 ) Interest income (expense), related party 5.5 — (5.5 ) — — Other expense, net (0.9 ) — (9.6 ) 0.5 (10.0 ) Income (loss) before income taxes and share of earnings of consolidated subsidiaries 271.0 (39.3 ) (17.4 ) 34.1 248.4 Income tax benefit (expense) (100.0 ) 18.7 0.5 (11.9 ) (92.7 ) Share of earnings of consolidated subsidiaries, net of taxes — 176.3 — (176.3 ) — Net income (loss) $ 171.0 $ 155.7 $ (16.9 ) $ (154.1 ) $ 155.7 Consolidating Statement of Comprehensive Income (Loss) Information – For the Nine Months Ended September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Net income (loss) $ 171.0 $ 155.7 $ (16.9 ) $ (154.1 ) $ 155.7 Other comprehensive loss, net of taxes: Foreign currency translation adjustments from operations — (1.3 ) (1.3 ) 1.3 (1.3 ) Comprehensive income (loss) $ 171.0 $ 154.4 $ (18.2 ) $ (152.8 ) $ 154.4 Consolidating Statement of Operations Information – For the Nine Months Ended September 30, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Revenue: Programming networks and other services $ 1,063.0 $ — $ 117.1 $ (14.2 ) $ 1,165.9 Home video net sales 10.7 — 98.0 (2.1 ) 106.6 Total revenue 1,073.7 — 215.1 (16.3 ) 1,272.5 Costs and expenses: Programming (including amortization) 460.4 — — (0.9 ) 459.5 Production and acquisition (including amortization) 32.1 — 114.2 — 146.3 Home video cost of sales 7.0 — 24.7 (2.1 ) 29.6 Operating 28.9 — 25.2 (13.2 ) 40.9 Selling, general and administrative 176.9 5.9 44.3 — 227.1 Depreciation and amortization 12.0 1.1 1.2 — 14.3 Total costs and expenses 717.3 7.0 209.6 (16.2 ) 917.7 Operating income (loss) 356.4 (7.0 ) 5.5 (0.1 ) 354.8 Other income (expense): Interest expense, net of amounts capitalized (32.0 ) (37.5 ) — 35.5 (34.0 ) Interest income (expense), related party 7.4 — (7.4 ) — — Other expense, net (2.8 ) — (6.4 ) 0.4 (8.8 ) Income (loss) before income taxes and share of earnings of consolidated subsidiaries 329.0 (44.5 ) (8.3 ) 35.8 312.0 Income tax benefit (expense) (119.1 ) 20.4 (0.6 ) (4.1 ) (103.4 ) Share of earnings of consolidated subsidiaries, net of taxes — 232.7 — (232.7 ) — Net income (loss) 209.9 208.6 (8.9 ) (201.0 ) 208.6 Net income attributable to noncontrolling interest — (0.4 ) — — (0.4 ) Net income (loss) attributable to member $ 209.9 $ 208.2 $ (8.9 ) $ (201.0 ) $ 208.2 Consolidating Statement of Comprehensive Income (Loss) Information – For the Nine Months Ended September 30, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Net income (loss) $ 209.9 $ 208.6 $ (8.9 ) $ (201.0 ) $ 208.6 Other comprehensive income, net of taxes: Foreign currency translation adjustments from operations — 0.7 0.7 (0.7 ) 0.7 Comprehensive income (loss) 209.9 209.3 (8.2 ) (201.7 ) 209.3 Comprehensive income attributable to noncontrolling interest — (0.6 ) — — (0.6 ) Comprehensive income (loss) attributable to member $ 209.9 $ 208.7 $ (8.2 ) $ (201.7 ) $ 208.7 Consolidating Statement of Cash Flows’ Information – For the Nine Months Ended September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Operating activities: Net income (loss) $ 171.0 $ 155.7 $ (16.9 ) $ (154.1 ) $ 155.7 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and amortization 13.5 1.1 1.0 — 15.6 Amortization of program rights 439.8 — — (1.4 ) 438.4 Program rights payments (273.7 ) — — 2.2 (271.5 ) Amortization of investment in films and television programs 30.9 — 73.2 — 104.1 Investment in films and television programs (218.9 ) — (44.1 ) — (263.0 ) Stock compensation 21.5 0.7 1.5 — 23.7 Share of earnings of consolidated subsidiaries — (176.3 ) — 176.3 — Deferred income taxes (3.2 ) (1.3 ) 1.9 1.3 (1.3 ) Other non-operating and non-cash items 1.4 1.9 (0.6 ) (2.7 ) — Changes in assets and liabilities: Current and other assets (9.6 ) 29.3 (4.5 ) 0.9 16.1 Due to / from affiliates (25.2 ) 8.5 16.7 — — Payables and other liabilities 54.9 (19.6 ) (33.9 ) (22.5 ) (21.1 ) Net cash provided by (used in) operating activities 202.4 — (5.7 ) — 196.7 Investing activities: Purchases of property and equipment (13.9 ) — — — (13.9 ) Investment in and advances to equity investee — — (16.0 ) — (16.0 ) Net cash used in investing activities (13.9 ) — (16.0 ) — (29.9 ) Financing activities: Borrowings of debt — 384.0 — — 384.0 Payments of debt (3.7 ) (424.5 ) — — (428.2 ) Distributions to parent related to repurchases of common stock — (121.6 ) — — (121.6 ) Contributions from parent related to exercise of stock options — 3.4 — — 3.4 Borrowings under notes payable to affiliate (33.7 ) — 33.7 — — Payments under notes payable to affiliate 13.2 — (13.2 ) — — Net advances to / from affiliate (158.6 ) 158.6 — — — Minimum withholding of taxes related to stock compensation (4.8 ) — (0.2 ) — (5.0 ) Excess tax benefit from stock compensation 3.2 — 0.5 — 3.7 Net cash provided by (used in) financing activities (184.4 ) (0.1 ) 20.8 — (163.7 ) Effect of exchange rate changes on cash and cash equivalents 0.1 — 0.1 — 0.2 Net increase (decrease) in cash and cash equivalents 4.2 (0.1 ) (0.8 ) — 3.3 Cash and cash equivalents: Beginning of period 5.5 0.5 4.7 — 10.7 End of period $ 9.7 $ 0.4 $ 3.9 $ — $ 14.0 Supplemental disclosure of cash flow information: Cash paid for interest, net of amounts capitalized $ (7.8 ) $ 44.1 $ 5.5 $ — $ 41.8 Cash paid for income taxes $ — $ 62.4 $ — $ — $ 62.4 Consolidating Statement of Cash Flows’ Information – For the Nine Months Ended September 30, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Operating activities: Net income (loss) $ 209.9 $ 208.6 $ (8.9 ) $ (201.0 ) $ 208.6 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and amortization 12.0 1.1 1.2 — 14.3 Amortization of program rights 427.7 — — (0.9 ) 426.8 Program rights payments (350.7 ) — — 0.5 (350.2 ) Amortization of investment in films and television programs 27.4 — 79.6 — 107.0 Investment in films and television programs (188.9 ) — (96.1 ) — (285.0 ) Stock compensation 22.1 0.6 1.8 — 24.5 Share of earnings of consolidated subsidiaries — (232.7 ) — 232.7 — Deferred income taxes (19.4 ) 3.9 — 0.2 (15.3 ) Other non-operating and non-cash items 4.7 1.8 (6.8 ) (1.8 ) (2.1 ) Changes in assets and liabilities: Current and other assets 4.5 22.6 (28.9 ) 0.7 (1.1 ) Due to / from affiliates (22.9 ) 15.4 7.5 — — Payables and other liabilities 36.5 (21.3 ) (23.8 ) (30.4 ) (39.0 ) Net cash provided by (used in) operating activities 162.9 — (74.4 ) — 88.5 Investing activities: Purchases of property and equipment (9.4 ) — — — (9.4 ) Investment in and advances to equity investee — — (3.8 ) — (3.8 ) Net cash used in investing activities (9.4 ) — (3.8 ) — (13.2 ) Financing activities: Borrowings of debt — 769.0 — — 769.0 Payments of debt (3.5 ) (776.4 ) — — (779.9 ) Debt issuance costs — (5.0 ) — — (5.0 ) Distributions to parent related to repurchases of common stock — (64.7 ) — — (64.7 ) Contributions from parent related to exercise of stock options — 11.8 — — 11.8 Borrowings under notes payable to affiliate (111.5 ) — 111.5 — — Payments under notes payable to affiliate 27.1 — (27.1 ) — — Net advances to / from affiliate (65.2 ) 65.2 — — — Minimum withholding of taxes related to stock compensation (16.1 ) — (2.4 ) — (18.5 ) Excess tax benefit from stock compensation 15.6 — — — 15.6 Net cash provided by (used in) financing activities (153.6 ) (0.1 ) 82.0 — (71.7 ) Net increase (decrease) in cash and cash equivalents (0.1 ) (0.1 ) 3.8 — 3.6 Cash and cash equivalents: Beginning of period 8.7 0.3 4.4 — 13.4 End of period $ 8.6 $ 0.2 $ 8.2 $ — $ 17.0 Supplemental disclosure of cash flow information: Cash paid for interest, net of amounts capitalized $ (10.4 ) $ 44.2 $ 6.8 $ — $ 40.6 Cash paid for income taxes $ 122.9 $ (30.9 ) $ 0.6 $ — $ 92.6 |
Basis of Presentation and Des16
Basis of Presentation and Description of Business (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Starz, LLC considers amortization of program rights, the development of the remaining unrecognized revenue estimates (also known as “Ultimate Revenue”) associated with released films and television programs, assessment of investment in films and television programs for impairment, valuation allowances associated with deferred income taxes and allowances for sales returns to be its most significant estimates. Actual results may differ from those estimates. |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt consisted of the following (in millions) : September 30, December 31, Credit Agreement (a) $ 268.0 $ 308.0 Senior Notes, including premium of $1.6 and $1.9 (b) 676.6 676.9 Capital leases (c) 60.6 64.8 Debt issuance costs, net (9.6 ) (11.9 ) Total debt 995.6 1,037.8 Less: current portion (5.9 ) (5.6 ) $ 989.7 $ 1,032.2 (a) On April 20, 2015, Starz, LLC entered into a credit agreement (“Credit Agreement”) that provides for $1,000.0 million in revolving loans with a $50.0 million sub-limit for stand-by letters of credit. Borrowings may be prepaid at any time and from time to time without penalty other than customary breakage costs. Any amounts prepaid may be reborrowed. The Credit Agreement is scheduled to mature on April 20, 2020. As of September 30, 2016 , $732.0 million of borrowing capacity was available under the Credit Agreement. The Credit Agreement will be repaid and terminated in connection with the closing of the Merger. Interest on each loan under the Credit Agreement is payable at either an alternate base rate or LIBOR at Starz, LLC’s election. Borrowings that are alternate base rate loans bear interest at a per annum rate equal to the alternate base rate plus a margin that varies between 0.50% and 1.25% depending on the consolidated leverage ratio of Starz, LLC, as defined in the Credit Agreement. The alternate base rate is the highest of (a) the Prime Rate, (b) the Federal Funds Effective Rate plus ½ of 1% or (c) LIBOR for a one -month interest period plus 1% . Borrowings that are LIBOR loans bear interest at a per annum rate equal to the applicable LIBOR plus a margin that varies between 1.50% and 2.25% depending on the consolidated leverage ratio of Starz, LLC. The Credit Agreement requires Starz, LLC to pay a commitment fee on any unused portion. The commitment fee varies between 0.25% and 0.40% , depending on the consolidated leverage ratio of Starz, LLC. As of September 30, 2016 , the following borrowings and related LIBOR interest rates were outstanding (dollars in millions) : LIBOR period: Interest Rate Loan Amount September 2016 to October 2016 2.2682% $ 30.0 September 2016 to October 2016 2.2682% 73.0 September 2016 to October 2016 2.2753% 165.0 $ 268.0 The Credit Agreement contains certain covenants that include restrictions on, among others, incurring additional debt, paying dividends, or making certain distributions, investments and other restricted payments, liens or guarantees. In addition, Starz, LLC must comply with certain financial covenants, including a consolidated leverage ratio, as defined in the Credit Agreement. As of September 30, 2016 , Starz, LLC was in compliance with all covenants under the Credit Agreement. (b) Starz, LLC and Starz Finance Corp., a wholly-owned subsidiary, co-issued $675.0 million aggregate principal amount of 5.0% senior notes due September 15, 2019 (“Senior Notes”). The Senior Notes bear interest at a rate of 5.0% payable semi-annually on September 15 and March 15 of each year and are guaranteed by Starz Entertainment. The Senior Notes will be repaid in connection with the closing of the Merger. The Senior Notes contain certain covenants that include restrictions on, among others, incurring additional debt, paying dividends, entering into liens and guarantees, or making certain distributions, investments and other restricted payments. As of September 30, 2016 , Starz, LLC was in compliance with all covenants under the Senior Notes. (c) On January 11, 2013, Starz, LLC entered into a commercial lease with a subsidiary of Starz, LLC’s related party, Liberty Media Corporation (“Liberty Media”), for its headquarters building. The term of the lease is ten years, with four successive five -year renewal periods at the option of Starz, LLC. Starz, LLC recorded a capital lease in connection with this lease agreement with an imputed annual interest rate of 6.4% . Starz Entertainment has entered into capital lease agreements for its transponder capacity. The agreements expire during 2018 to 2021 and have imputed annual interest rates ranging from 5.5% to 7.0% . |
Stock Compensation (Tables)
Stock Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | Stock compensation expense, by expense category, consisted of the following (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Programming $ 0.4 $ 0.6 $ 1.7 $ 1.9 Operating 0.2 — 0.4 0.2 Selling, general and administrative 7.5 7.5 21.6 22.4 $ 8.1 $ 8.1 $ 23.7 $ 24.5 |
Schedule of Share-based Compensation, Stock Options, Activity | The number and weighted average exercise price (“WAEP”) of stock options to purchase Starz common stock were as follows: Options WAEP Outstanding at December 31, 2015 11,173,333 $ 20.04 Granted 138,298 $ 30.98 Exercised (967,551 ) $ 15.91 Forfeited (483,831 ) $ 29.63 Expired/canceled (56,451 ) $ 32.87 Outstanding at September 30, 2016 9,803,798 $ 20.05 Exercisable at September 30, 2016 6,199,765 $ 17.09 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The number and weighted average grant-date fair value of restricted share grants were as follows: Restricted Shares Weighted Average Grant-Date Fair Value Outstanding at December 31, 2015 723,036 $ 30.69 Granted 199,155 $ 28.77 Vested (55,738 ) $ 22.23 Forfeited (128,506 ) $ 28.28 Outstanding at September 30, 2016 737,947 $ 31.23 |
Other Information (Tables)
Other Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Other Information [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following (in millions) : September 30, December 31, Royalties, residuals and participations $ 79.1 $ 82.4 Program rights payable 66.7 67.8 Advertising and marketing 44.2 48.1 Payroll and related costs 25.4 29.2 Other 35.7 40.2 $ 251.1 $ 267.7 |
Schedule of Cash Flow, Supplemental Disclosures | Supplemental disclosure of cash flow information was as follows (in millions) : Nine Months Ended September 30, 2016 2015 Cash paid for interest, net of amounts capitalized $ 41.8 $ 40.6 Cash paid for income taxes $ 62.4 $ 92.6 |
Information about Operating S20
Information about Operating Segments (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Reconciliation of Other Significant Reconciling Items from Segments to Consolidated | The reconciliation of Adjusted OIBDA to income before income taxes was as follows (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Consolidated Adjusted OIBDA $ 89.9 $ 114.7 $ 344.4 $ 393.6 Stock compensation (8.1 ) (8.1 ) (23.7 ) (24.5 ) Merger related (2.1 ) — (11.6 ) — Depreciation and amortization (5.7 ) (4.8 ) (15.6 ) (14.3 ) Interest expense, net of amounts capitalized (11.7 ) (11.5 ) (35.1 ) (34.0 ) Other expense, net (3.7 ) (4.5 ) (10.0 ) (8.8 ) Income before income taxes $ 58.6 $ 85.8 $ 248.4 $ 312.0 |
Schedule of Segment Reporting Information, by Segment | Performance Measures (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Revenue: Starz Networks $ 348.6 $ 329.3 $ 1,031.6 $ 996.6 Starz Distribution 60.9 65.6 213.6 253.7 Starz Animation — 9.3 — 23.1 Inter-segment eliminations (1.7 ) (0.1 ) (2.9 ) (0.9 ) $ 407.8 $ 404.1 $ 1,242.3 $ 1,272.5 Adjusted OIBDA: Starz Networks $ 92.9 $ 113.1 $ 341.8 $ 365.0 Starz Distribution (1.7 ) 1.8 4.3 30.2 Starz Animation — (0.1 ) — (1.4 ) Inter-segment eliminations (1.3 ) (0.1 ) (1.7 ) (0.2 ) $ 89.9 $ 114.7 $ 344.4 $ 393.6 Other Information (in millions) : Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Cash paid for investment in films and television programs: Starz Networks $ 76.3 $ 48.6 $ 218.9 $ 188.9 Starz Distribution 26.2 2.8 44.1 96.1 Starz Animation — — — — Inter-segment eliminations — — — — $ 102.5 $ 51.4 $ 263.0 $ 285.0 September 30, December 31, Total assets: Starz Networks $ 1,437.0 $ 1,365.9 Starz Distribution 155.4 166.8 Starz Animation — — Other unallocated assets (primarily cash, deferred taxes and other assets, including income taxes receivable and the commercial lease for Starz’s corporate headquarters facility) 84.2 109.7 Inter-segment eliminations (101.0 ) (78.2 ) $ 1,575.6 $ 1,564.2 |
Supplemental Guarantor Conden21
Supplemental Guarantor Condensed Consolidating Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Schedule of Condensed Balance Sheet | The following tables set forth the consolidating financial information of Starz, LLC, which includes the financial information of Starz Entertainment, the guarantor: Consolidating Balance Sheet Information – As of September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Assets Current assets: Cash and cash equivalents $ 9.7 $ 0.4 $ 3.9 $ — $ 14.0 Trade accounts receivable, net 222.4 — 49.5 — 271.9 Program rights, net 357.8 — — (4.0 ) 353.8 Notes receivable from affiliates 92.7 — — (92.7 ) — Other current assets 38.2 19.3 9.0 — 66.5 Total current assets 720.8 19.7 62.4 (96.7 ) 706.2 Program rights 320.8 — — (4.6 ) 316.2 Investment in films and television programs, net 188.4 — 18.2 — 206.6 Property and equipment, net 49.1 39.2 0.2 — 88.5 Deferred income taxes (14.2 ) 5.9 30.5 0.3 22.5 Goodwill 131.8 — — — 131.8 Other assets, net 40.3 — 63.5 — 103.8 Investment in consolidated subsidiaries — 2,378.7 — (2,378.7 ) — Total assets $ 1,437.0 $ 2,443.5 $ 174.8 $ (2,479.7 ) $ 1,575.6 Liabilities and Member’s Interest (Deficit) Current liabilities: Current portion of debt $ 5.3 $ 0.6 $ — $ — $ 5.9 Trade accounts payable 4.8 — 1.1 — 5.9 Accrued liabilities 191.3 5.6 56.4 (2.2 ) 251.1 Notes payable due to affiliate — — 92.7 (92.7 ) — Due to (from) affiliates (1,212.7 ) 1,181.8 30.9 — — Deferred revenue — — 12.9 (3.0 ) 9.9 Total current liabilities (1,011.3 ) 1,188.0 194.0 (97.9 ) 272.8 Debt 947.6 977.0 — (934.9 ) 989.7 Other liabilities 34.2 — 2.4 (2.0 ) 34.6 Total liabilities (29.5 ) 2,165.0 196.4 (1,034.8 ) 1,297.1 Member’s interest (deficit) 1,466.5 278.5 (21.6 ) (1,444.9 ) 278.5 Total liabilities and member’s interest (deficit) $ 1,437.0 $ 2,443.5 $ 174.8 $ (2,479.7 ) $ 1,575.6 Consolidating Balance Sheet Information – As of December 31, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Assets Current assets: Cash and cash equivalents $ 5.5 $ 0.5 $ 4.7 $ — $ 10.7 Trade accounts receivable, net 212.4 — 40.5 — 252.9 Program rights, net 317.9 — — (1.8 ) 316.1 Notes receivable from affiliates 72.1 — — (72.1 ) — Other current assets 35.2 48.6 6.3 — 90.1 Total current assets 643.1 49.1 51.5 (73.9 ) 669.8 Program rights 341.8 — — (5.9 ) 335.9 Investment in films and television programs, net 173.6 — 42.0 — 215.6 Property and equipment, net 48.6 40.3 0.3 — 89.2 Deferred income taxes (17.4 ) 4.5 32.5 1.6 21.2 Goodwill 131.8 — — — 131.8 Other assets, net 44.4 — 56.3 — 100.7 Investment in consolidated subsidiaries — 2,171.5 — (2,171.5 ) — Total assets $ 1,365.9 $ 2,265.4 $ 182.6 $ (2,249.7 ) $ 1,564.2 Liabilities and Member’s Interest (Deficit) Current liabilities: Current portion of debt $ 5.0 $ 0.6 $ — $ — $ 5.6 Trade accounts payable 7.3 — 0.7 — 8.0 Accrued liabilities 176.8 16.8 84.8 (10.7 ) 267.7 Notes payable due to affiliate — — 72.1 (72.1 ) — Due to (from) affiliates (1,028.9 ) 1,014.7 14.2 — — Deferred revenue — — 10.7 (0.4 ) 10.3 Total current liabilities (839.8 ) 1,032.1 182.5 (83.2 ) 291.6 Debt 989.7 1,015.6 — (973.1 ) 1,032.2 Other liabilities 22.3 — 5.4 (5.0 ) 22.7 Total liabilities 172.2 2,047.7 187.9 (1,061.3 ) 1,346.5 Member’s interest (deficit) 1,193.7 217.7 (5.3 ) (1,188.4 ) 217.7 Total liabilities and member’s interest (deficit) $ 1,365.9 $ 2,265.4 $ 182.6 $ (2,249.7 ) $ 1,564.2 |
Schedule of Condensed Income Statement | Consolidating Statement of Operations Information – For the Three Months Ended September 30, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Revenue: Programming networks and other services $ 337.7 $ — $ 33.9 $ (1.8 ) $ 369.8 Home video net sales 0.7 — 33.7 (0.1 ) 34.3 Total revenue 338.4 — 67.6 (1.9 ) 404.1 Costs and expenses: Programming (including amortization) 159.3 — — (0.3 ) 159.0 Production and acquisition (including amortization) 4.2 — 35.5 — 39.7 Home video cost of sales 0.9 — 8.4 (0.1 ) 9.2 Operating 7.3 — 9.5 (1.6 ) 15.2 Selling, general and administrative 58.3 1.7 14.4 — 74.4 Depreciation and amortization 4.1 0.4 0.3 — 4.8 Total costs and expenses 234.1 2.1 68.1 (2.0 ) 302.3 Operating income (loss) 104.3 (2.1 ) (0.5 ) 0.1 101.8 Other income (expense): Interest expense, net of amounts capitalized (10.8 ) (12.6 ) — 11.9 (11.5 ) Interest income (expense), related party 2.9 — (2.9 ) — — Other income (expense), net (2.8 ) — (1.8 ) 0.1 (4.5 ) Income (loss) before income taxes and share of earnings of consolidated subsidiaries 93.6 (14.7 ) (5.2 ) 12.1 85.8 Income tax benefit (expense) (37.6 ) 7.3 (0.2 ) 4.2 (26.3 ) Share of earnings of consolidated subsidiaries, net of taxes — 66.9 — (66.9 ) — Net income (loss) 56.0 59.5 (5.4 ) (50.6 ) 59.5 Net loss attributable to noncontrolling interest — 0.7 — — 0.7 Net income (loss) attributable to member $ 56.0 $ 60.2 $ (5.4 ) $ (50.6 ) $ 60.2 Consolidating Statement of Operations Information – For the Nine Months Ended September 30, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Revenue: Programming networks and other services $ 1,063.0 $ — $ 117.1 $ (14.2 ) $ 1,165.9 Home video net sales 10.7 — 98.0 (2.1 ) 106.6 Total revenue 1,073.7 — 215.1 (16.3 ) 1,272.5 Costs and expenses: Programming (including amortization) 460.4 — — (0.9 ) 459.5 Production and acquisition (including amortization) 32.1 — 114.2 — 146.3 Home video cost of sales 7.0 — 24.7 (2.1 ) 29.6 Operating 28.9 — 25.2 (13.2 ) 40.9 Selling, general and administrative 176.9 5.9 44.3 — 227.1 Depreciation and amortization 12.0 1.1 1.2 — 14.3 Total costs and expenses 717.3 7.0 209.6 (16.2 ) 917.7 Operating income (loss) 356.4 (7.0 ) 5.5 (0.1 ) 354.8 Other income (expense): Interest expense, net of amounts capitalized (32.0 ) (37.5 ) — 35.5 (34.0 ) Interest income (expense), related party 7.4 — (7.4 ) — — Other expense, net (2.8 ) — (6.4 ) 0.4 (8.8 ) Income (loss) before income taxes and share of earnings of consolidated subsidiaries 329.0 (44.5 ) (8.3 ) 35.8 312.0 Income tax benefit (expense) (119.1 ) 20.4 (0.6 ) (4.1 ) (103.4 ) Share of earnings of consolidated subsidiaries, net of taxes — 232.7 — (232.7 ) — Net income (loss) 209.9 208.6 (8.9 ) (201.0 ) 208.6 Net income attributable to noncontrolling interest — (0.4 ) — — (0.4 ) Net income (loss) attributable to member $ 209.9 $ 208.2 $ (8.9 ) $ (201.0 ) $ 208.2 Consolidating Statement of Operations Information – For the Three Months Ended September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Revenue: Programming networks and other services $ 363.4 $ — $ 22.8 $ (4.6 ) $ 381.6 Home video net sales 4.7 — 22.4 (0.9 ) 26.2 Total revenue 368.1 — 45.2 (5.5 ) 407.8 Costs and expenses: Programming (including amortization) 182.5 — — (0.6 ) 181.9 Production and acquisition (including amortization) 14.4 — 28.6 — 43.0 Home video cost of sales 2.2 — 6.3 (0.9 ) 7.6 Operating 10.2 — 0.3 (2.9 ) 7.6 Selling, general and administrative 74.8 0.3 10.8 — 85.9 Merger related 1.9 — 0.2 — 2.1 Depreciation and amortization 5.1 0.4 0.2 — 5.7 Total costs and expenses 291.1 0.7 46.4 (4.4 ) 333.8 Operating income (loss) 77.0 (0.7 ) (1.2 ) (1.1 ) 74.0 Other income (expense): Interest expense, net of amounts capitalized (11.0 ) (12.3 ) — 11.6 (11.7 ) Interest income (expense), related party 2.0 — (2.0 ) — — Other income (expense), net (1.3 ) 0.1 (2.7 ) 0.2 (3.7 ) Income (loss) before income taxes and share of earnings of consolidated subsidiaries 66.7 (12.9 ) (5.9 ) 10.7 58.6 Income tax benefit (expense) (25.7 ) 5.0 0.1 (3.7 ) (24.3 ) Share of earnings of consolidated subsidiaries, net of taxes — 42.2 — (42.2 ) — Net income (loss) $ 41.0 $ 34.3 $ (5.8 ) $ (35.2 ) $ 34.3 Consolidating Statement of Operations Information – For the Nine Months Ended September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Revenue: Programming networks and other services $ 1,082.7 $ — $ 96.1 $ (13.2 ) $ 1,165.6 Home video net sales 8.2 — 70.1 (1.6 ) 76.7 Total revenue 1,090.9 — 166.2 (14.8 ) 1,242.3 Costs and expenses: Programming (including amortization) 482.1 — — (1.4 ) 480.7 Production and acquisition (including amortization) 38.8 — 105.5 — 144.3 Home video cost of sales 4.8 — 16.9 (1.6 ) 20.1 Operating 30.0 — 0.9 (10.2 ) 20.7 Selling, general and administrative 212.8 0.8 42.2 — 255.8 Merger related 9.6 — 2.0 — 11.6 Depreciation and amortization 13.5 1.1 1.0 — 15.6 Total costs and expenses 791.6 1.9 168.5 (13.2 ) 948.8 Operating income (loss) 299.3 (1.9 ) (2.3 ) (1.6 ) 293.5 Other income (expense): Interest expense, net of amounts capitalized (32.9 ) (37.4 ) — 35.2 (35.1 ) Interest income (expense), related party 5.5 — (5.5 ) — — Other expense, net (0.9 ) — (9.6 ) 0.5 (10.0 ) Income (loss) before income taxes and share of earnings of consolidated subsidiaries 271.0 (39.3 ) (17.4 ) 34.1 248.4 Income tax benefit (expense) (100.0 ) 18.7 0.5 (11.9 ) (92.7 ) Share of earnings of consolidated subsidiaries, net of taxes — 176.3 — (176.3 ) — Net income (loss) $ 171.0 $ 155.7 $ (16.9 ) $ (154.1 ) $ 155.7 |
Condensed Statement of Comprehensive Income | Consolidating Statement of Comprehensive Income (Loss) Information – For the Nine Months Ended September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Net income (loss) $ 171.0 $ 155.7 $ (16.9 ) $ (154.1 ) $ 155.7 Other comprehensive loss, net of taxes: Foreign currency translation adjustments from operations — (1.3 ) (1.3 ) 1.3 (1.3 ) Comprehensive income (loss) $ 171.0 $ 154.4 $ (18.2 ) $ (152.8 ) $ 154.4 Consolidating Statement of Comprehensive Income (Loss) Information – For the Three Months Ended September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Net income (loss) $ 41.0 $ 34.3 $ (5.8 ) $ (35.2 ) $ 34.3 Other comprehensive loss, net of taxes: Foreign currency translation adjustments from operations — (0.3 ) (0.3 ) 0.3 (0.3 ) Comprehensive income (loss) $ 41.0 $ 34.0 $ (6.1 ) $ (34.9 ) $ 34.0 Consolidating Statement of Comprehensive Income (Loss) Information – For the Three Months Ended September 30, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Net income (loss) $ 56.0 $ 59.5 $ (5.4 ) $ (50.6 ) $ 59.5 Other comprehensive income, net of taxes: Foreign currency translation adjustments from operations — 0.1 0.1 (0.1 ) 0.1 Comprehensive income (loss) 56.0 59.6 (5.3 ) (50.7 ) 59.6 Comprehensive loss attributable to noncontrolling interest — 0.6 — — 0.6 Comprehensive income (loss) attributable to member $ 56.0 $ 60.2 $ (5.3 ) $ (50.7 ) $ 60.2 Consolidating Statement of Comprehensive Income (Loss) Information – For the Nine Months Ended September 30, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Net income (loss) $ 209.9 $ 208.6 $ (8.9 ) $ (201.0 ) $ 208.6 Other comprehensive income, net of taxes: Foreign currency translation adjustments from operations — 0.7 0.7 (0.7 ) 0.7 Comprehensive income (loss) 209.9 209.3 (8.2 ) (201.7 ) 209.3 Comprehensive income attributable to noncontrolling interest — (0.6 ) — — (0.6 ) Comprehensive income (loss) attributable to member $ 209.9 $ 208.7 $ (8.2 ) $ (201.7 ) $ 208.7 |
Schedule of Condensed Cash Flow Statement | Consolidating Statement of Cash Flows’ Information – For the Nine Months Ended September 30, 2016 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Operating activities: Net income (loss) $ 171.0 $ 155.7 $ (16.9 ) $ (154.1 ) $ 155.7 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and amortization 13.5 1.1 1.0 — 15.6 Amortization of program rights 439.8 — — (1.4 ) 438.4 Program rights payments (273.7 ) — — 2.2 (271.5 ) Amortization of investment in films and television programs 30.9 — 73.2 — 104.1 Investment in films and television programs (218.9 ) — (44.1 ) — (263.0 ) Stock compensation 21.5 0.7 1.5 — 23.7 Share of earnings of consolidated subsidiaries — (176.3 ) — 176.3 — Deferred income taxes (3.2 ) (1.3 ) 1.9 1.3 (1.3 ) Other non-operating and non-cash items 1.4 1.9 (0.6 ) (2.7 ) — Changes in assets and liabilities: Current and other assets (9.6 ) 29.3 (4.5 ) 0.9 16.1 Due to / from affiliates (25.2 ) 8.5 16.7 — — Payables and other liabilities 54.9 (19.6 ) (33.9 ) (22.5 ) (21.1 ) Net cash provided by (used in) operating activities 202.4 — (5.7 ) — 196.7 Investing activities: Purchases of property and equipment (13.9 ) — — — (13.9 ) Investment in and advances to equity investee — — (16.0 ) — (16.0 ) Net cash used in investing activities (13.9 ) — (16.0 ) — (29.9 ) Financing activities: Borrowings of debt — 384.0 — — 384.0 Payments of debt (3.7 ) (424.5 ) — — (428.2 ) Distributions to parent related to repurchases of common stock — (121.6 ) — — (121.6 ) Contributions from parent related to exercise of stock options — 3.4 — — 3.4 Borrowings under notes payable to affiliate (33.7 ) — 33.7 — — Payments under notes payable to affiliate 13.2 — (13.2 ) — — Net advances to / from affiliate (158.6 ) 158.6 — — — Minimum withholding of taxes related to stock compensation (4.8 ) — (0.2 ) — (5.0 ) Excess tax benefit from stock compensation 3.2 — 0.5 — 3.7 Net cash provided by (used in) financing activities (184.4 ) (0.1 ) 20.8 — (163.7 ) Effect of exchange rate changes on cash and cash equivalents 0.1 — 0.1 — 0.2 Net increase (decrease) in cash and cash equivalents 4.2 (0.1 ) (0.8 ) — 3.3 Cash and cash equivalents: Beginning of period 5.5 0.5 4.7 — 10.7 End of period $ 9.7 $ 0.4 $ 3.9 $ — $ 14.0 Supplemental disclosure of cash flow information: Cash paid for interest, net of amounts capitalized $ (7.8 ) $ 44.1 $ 5.5 $ — $ 41.8 Cash paid for income taxes $ — $ 62.4 $ — $ — $ 62.4 Consolidating Statement of Cash Flows’ Information – For the Nine Months Ended September 30, 2015 (in millions) Starz Entertainment, LLC (Guarantor) Starz Media and Other Businesses (Non-Guarantors) Starz, LLC Parent Only (Co-Issuer) Eliminations Consolidated Starz, LLC Operating activities: Net income (loss) $ 209.9 $ 208.6 $ (8.9 ) $ (201.0 ) $ 208.6 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and amortization 12.0 1.1 1.2 — 14.3 Amortization of program rights 427.7 — — (0.9 ) 426.8 Program rights payments (350.7 ) — — 0.5 (350.2 ) Amortization of investment in films and television programs 27.4 — 79.6 — 107.0 Investment in films and television programs (188.9 ) — (96.1 ) — (285.0 ) Stock compensation 22.1 0.6 1.8 — 24.5 Share of earnings of consolidated subsidiaries — (232.7 ) — 232.7 — Deferred income taxes (19.4 ) 3.9 — 0.2 (15.3 ) Other non-operating and non-cash items 4.7 1.8 (6.8 ) (1.8 ) (2.1 ) Changes in assets and liabilities: Current and other assets 4.5 22.6 (28.9 ) 0.7 (1.1 ) Due to / from affiliates (22.9 ) 15.4 7.5 — — Payables and other liabilities 36.5 (21.3 ) (23.8 ) (30.4 ) (39.0 ) Net cash provided by (used in) operating activities 162.9 — (74.4 ) — 88.5 Investing activities: Purchases of property and equipment (9.4 ) — — — (9.4 ) Investment in and advances to equity investee — — (3.8 ) — (3.8 ) Net cash used in investing activities (9.4 ) — (3.8 ) — (13.2 ) Financing activities: Borrowings of debt — 769.0 — — 769.0 Payments of debt (3.5 ) (776.4 ) — — (779.9 ) Debt issuance costs — (5.0 ) — — (5.0 ) Distributions to parent related to repurchases of common stock — (64.7 ) — — (64.7 ) Contributions from parent related to exercise of stock options — 11.8 — — 11.8 Borrowings under notes payable to affiliate (111.5 ) — 111.5 — — Payments under notes payable to affiliate 27.1 — (27.1 ) — — Net advances to / from affiliate (65.2 ) 65.2 — — — Minimum withholding of taxes related to stock compensation (16.1 ) — (2.4 ) — (18.5 ) Excess tax benefit from stock compensation 15.6 — — — 15.6 Net cash provided by (used in) financing activities (153.6 ) (0.1 ) 82.0 — (71.7 ) Net increase (decrease) in cash and cash equivalents (0.1 ) (0.1 ) 3.8 — 3.6 Cash and cash equivalents: Beginning of period 8.7 0.3 4.4 — 13.4 End of period $ 8.6 $ 0.2 $ 8.2 $ — $ 17.0 Supplemental disclosure of cash flow information: Cash paid for interest, net of amounts capitalized $ (10.4 ) $ 44.2 $ 6.8 $ — $ 40.6 Cash paid for income taxes $ 122.9 $ (30.9 ) $ 0.6 $ — $ 92.6 |
- Merger (Details)
- Merger (Details) | Jun. 30, 2016USD ($)$ / sharesshares |
Lions Gate | Lionsgate stockholders failing to approve | |
Conversion of Stock [Line Items] | |
Termination fee related to merger agreement | $ 150,000,000 |
Lions Gate | Lionsgate board changing recommendation | |
Conversion of Stock [Line Items] | |
Termination fee related to merger agreement | 175,000,000 |
Lions Gate | Lionsgate failing to finance | |
Conversion of Stock [Line Items] | |
Termination fee related to merger agreement | 250,000,000 |
Lions Gate | Alternative proposal | |
Conversion of Stock [Line Items] | |
Termination fee related to merger agreement | 175,000,000 |
Starz | |
Conversion of Stock [Line Items] | |
Termination fee related to merger agreement | $ 150,000,000 |
Starz | Common Class A [Member] | |
Conversion of Stock [Line Items] | |
Common Stock, par (USD per share) | $ / shares | $ 0.01 |
Conversion of stock, amount converted (USD per share) | $ 18 |
Starz | Common Class B [Member] | |
Conversion of Stock [Line Items] | |
Common Stock, par (USD per share) | $ / shares | $ 0.01 |
Conversion of stock, amount converted (USD per share) | $ 7.26 |
Lions Gate Voting Stock | Lions Gate | |
Conversion of Stock [Line Items] | |
Conversion of stock, shares converted | shares | 0.5 |
Lions Gate Voting Stock | Starz | Common Class B [Member] | |
Conversion of Stock [Line Items] | |
Conversion of stock, shares converted | shares | 0.6321 |
Lions Gate Nonvoting Stock | Lions Gate | |
Conversion of Stock [Line Items] | |
Conversion of stock, shares converted | shares | 0.5 |
Lions Gate Nonvoting Stock | Starz | Common Class A [Member] | |
Conversion of Stock [Line Items] | |
Conversion of stock, shares converted | shares | 0.6784 |
Lions Gate Nonvoting Stock | Starz | Common Class B [Member] | |
Conversion of Stock [Line Items] | |
Conversion of stock, shares converted | shares | 0.6321 |
Basis of Presentation and Des23
Basis of Presentation and Description of Business Basis of Presentation and Description of Business (Detail) - linear_network | 1 Months Ended | 10 Months Ended | |
Oct. 31, 2015 | Oct. 31, 2015 | Sep. 30, 2016 | |
Business Combination, Separately Recognized Transactions [Line Items] | |||
Number of Linear Networks Containing Programming | 17 | ||
Starz Media | |||
Business Combination, Separately Recognized Transactions [Line Items] | |||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 25.00% | 25.00% | |
Film Roman | |||
Business Combination, Separately Recognized Transactions [Line Items] | |||
Sale of business, percentage | 100.00% | ||
Starz Animation | |||
Business Combination, Separately Recognized Transactions [Line Items] | |||
Sale of business, percentage | 100.00% |
Debt (Details)
Debt (Details) | Apr. 20, 2015USD ($) | Jan. 11, 2013renewal_period | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | |||||||
Capital leases | $ 60,600,000 | $ 60,600,000 | $ 64,800,000 | ||||
Debt issuance costs, net | (9,600,000) | (9,600,000) | (11,900,000) | ||||
Long-term Debt and Capital Lease Obligations, Including Current Maturities | 995,600,000 | 995,600,000 | 1,037,800,000 | ||||
Less current portion of debt | (5,900,000) | (5,900,000) | (5,600,000) | ||||
Non current portion of debt | 989,700,000 | 989,700,000 | 1,032,200,000 | ||||
Remaining borrowing capacity | 732,000,000 | 732,000,000 | |||||
Interest costs capitalized | 1,100,000 | $ 1,600,000 | $ 3,500,000 | $ 4,900,000 | |||
Starz Entertainment | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Imputed interest rate (as a percent) | 5.50% | ||||||
Starz Entertainment | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Imputed interest rate (as a percent) | 7.00% | ||||||
Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Unamortized Premium | 1,600,000 | $ 1,600,000 | 1,900,000 | ||||
Long-term Debt | 676,600,000 | 676,600,000 | 676,900,000 | ||||
Fair value of long-term debt | 685,000,000 | 685,000,000 | |||||
Senior Notes | Starz, LLC and Starz Finance Corp | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 675,000,000 | $ 675,000,000 | |||||
Stated rate (as a percent) | 5.00% | 5.00% | |||||
2015 Credit Agreement [Member] | Revolving Credit Facility | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt | $ 268,000,000 | $ 268,000,000 | $ 308,000,000 | ||||
2015 Credit Agreement [Member] | Revolving Credit Facility | Line of Credit | Starz, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 1,000,000,000 | ||||||
2015 Credit Agreement [Member] | Revolving Credit Facility | Line of Credit | Starz, LLC | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee (as a percent) | 0.25% | ||||||
2015 Credit Agreement [Member] | Revolving Credit Facility | Line of Credit | Starz, LLC | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee (as a percent) | 0.40% | ||||||
2015 Credit Agreement [Member] | Standby Letters of Credit | Line of Credit | Starz, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 50,000,000 | ||||||
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | Alternate Base Rate, Prime, Federal Funds, or LIBOR | Starz, LLC | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Spread on variable rate (as a percent) | 0.50% | ||||||
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | Alternate Base Rate, Prime, Federal Funds, or LIBOR | Starz, LLC | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Spread on variable rate (as a percent) | 1.25% | ||||||
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | Federal Funds Effective Rate | Starz, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Spread on variable rate (as a percent) | 0.50% | 0.50% | |||||
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | London Interbank Offered Rate (LIBOR) | Starz, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Spread on variable rate (as a percent) | 1.00% | ||||||
Interest period used (in months) | 1 month | ||||||
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | London Interbank Offered Rate (LIBOR) | Starz, LLC | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Spread on LIBOR rate (as a percent) | 1.50% | ||||||
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | London Interbank Offered Rate (LIBOR) | Starz, LLC | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Spread on LIBOR rate (as a percent) | 2.25% | ||||||
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | September 2016 to October 2016 | London Interbank Offered Rate (LIBOR) | Starz, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt | $ 30,000,000 | $ 30,000,000 | |||||
Interest rate (as a percent) | 2.2682% | 2.2682% | |||||
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | September 2016 to October 2016 | London Interbank Offered Rate (LIBOR) | Starz, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt | $ 73,000,000 | $ 73,000,000 | |||||
Interest rate (as a percent) | 2.2682% | 2.2682% | |||||
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | September 2016 to October 2016 | London Interbank Offered Rate (LIBOR) | Starz, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt | $ 165,000,000 | $ 165,000,000 | |||||
Interest rate (as a percent) | 2.2753% | 2.2753% | |||||
Capital Lease Obligations | Starz, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Lease period (in years) | 10 years | ||||||
Number of renewal periods | renewal_period | 4 | ||||||
Renewal Term (in years) | 5 years | ||||||
Imputed interest rate (as a percent) | 6.40% |
Stock Compensation Stock Compen
Stock Compensation Stock Compensation - Stock Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock compensation expense | $ 8.1 | $ 8.1 | $ 23.7 | $ 24.5 |
Programming | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock compensation expense | 0.4 | 0.6 | 1.7 | 1.9 |
Operating | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock compensation expense | 0.2 | 0 | 0.4 | 0.2 |
Selling, general and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock compensation expense | $ 7.5 | $ 7.5 | $ 21.6 | $ 22.4 |
Stock Compensation - Narrative
Stock Compensation - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Compensation cost not yet recognized | $ 40.9 | |
Period for recognition (in years) | 2 years 1 month 16 days | |
Weighted average remaining contractual term (in years) | 4 years 7 months 23 days | |
Exercisable, Weighted average remaining contractual term (in years) | 3 years 11 months 7 days | |
Outstanding, Intrinsic value | $ 112.4 | |
Exercisable, Intrinsic value | 88 | |
Exercised in Period, Intrinsic Value | 14.1 | $ 51.8 |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested in period, Intrinsic Value | $ 1.6 | $ 1.9 |
Granted | 199,155 | |
Share-based Compensation Award, Tranche One | Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, Restricted stock units (in shares) | 96,394 | |
Forfeited in period, restricted stock units (in shares) | 10,676 | |
Share-based Compensation Award, Tranche One | Minimum | Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, Restricted stock units (in shares) | 48,197 | |
Forfeited in period, restricted stock units (in shares) | 5,338 | |
Share-based Compensation Award, Tranche One | Maximum | Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, Restricted stock units (in shares) | 192,788 | |
Forfeited in period, restricted stock units (in shares) | 21,352 | |
Share-based Compensation Award, Tranche Two | Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted | 80,235 | |
performance basis threshold | 105.00% | |
Share-based Compensation Award, Tranche Two | Maximum | Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Forfeited in period, restricted stock units (in shares) | 8,548 |
Stock Compensation - Number and
Stock Compensation - Number and Weighted Average Exercise Price - Options (Details) - USD ($) $ / shares in Units, $ in Millions | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 14.1 | $ 51.8 |
Stock Options | ||
Options (in shares) | ||
Outstanding at December 31, 2015 | 11,173,333 | |
Granted | 138,298 | |
Exercised | (967,551) | |
Forfeited | (483,831) | |
Expired/canceled | (56,451) | |
Outstanding at September 30, 2016 | 9,803,798 | |
Exercisable at September 30, 2016 | 6,199,765 | |
WAEP (in dollars per share) | ||
Outstanding at December 31, 2015 | $ 20.04 | |
Granted | 30.98 | |
Exercised | 15.91 | |
Forfeited | 29.63 | |
Expired/canceled | 32.87 | |
Outstanding at September 30, 2016 | 20.05 | |
Exercisable at September 30, 2016 | $ 17.09 |
Stock Compensation - Number a28
Stock Compensation - Number and Weighted Average Exercise Price - Restricted Stock (Details) - Restricted Stock - $ / shares | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2016 | |
Restricted Stock (in shares) | ||
Outstanding at December 31, 2015 | 723,036 | |
Granted | 199,155 | |
Vested | (55,738) | |
Forfeited | (128,506) | |
Outstanding at September 30, 2016 | 737,947 | |
Weighted Average Grant-Date Fair Value (in dollars per share) | ||
Outstanding at December 31, 2015 | $ 30.69 | |
Granted | 28.77 | |
Vested | 22.23 | |
Forfeited | 28.28 | |
Outstanding at September 30, 2016 | $ 30.69 | $ 31.23 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Expense (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Federal income tax rate (as a percent) | 35.00% | 35.00% | 35.00% | 35.00% |
Commitments and Contingencies -
Commitments and Contingencies - Programming Rights (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Contractual Obligation, Fiscal Year Maturity [Abstract] | ||||
Accrued Program rights obligations | $ 92.1 | $ 92.1 | ||
Unaccrued program rights obligations | 562.4 | 562.4 | ||
Programming license agreements payable in 2016 | 70.1 | 70.1 | ||
Programming license agreements payable in 2017 | 179.3 | 179.3 | ||
Programming license agreements payable in 2018 | 108.3 | 108.3 | ||
Programming license agreements payable in 2019 | 99.3 | 99.3 | ||
Programming license agreements payable in 2020 | 71.6 | 71.6 | ||
Programming license agreements payable thereafter | 125.9 | 125.9 | ||
Amortization of program rights | $ 163 | $ 145.7 | $ 438.4 | $ 426.8 |
Other Information Accrued Liabi
Other Information Accrued Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Other Information [Abstract] | ||
Royalties, residuals and participations | $ 79.1 | $ 82.4 |
Program rights payable | 66.7 | 67.8 |
Advertising and marketing | 44.2 | 48.1 |
Payroll and related costs | 25.4 | 29.2 |
Other | 35.7 | 40.2 |
Accrued Liabilities, Current | $ 251.1 | $ 267.7 |
Other Information Supplemental
Other Information Supplemental Disclosure of Cash Flow Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Other Information [Abstract] | ||
Cash paid for interest, net of amounts capitalized | $ 41.8 | $ 40.6 |
Cash paid for income taxes | $ 62.4 | $ 92.6 |
Other Information Recent Accoun
Other Information Recent Accounting Pronouncements (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Member's Interest | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Excess tax benefits in member’s interest | $ 3.7 |
Information and Operating Segme
Information and Operating Segments - Reconciliation of Adjusted OIBDA (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | 10 Months Ended | ||
Oct. 31, 2015 | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Oct. 31, 2015Segment | |
Reconciliation from Adjusted OIBDA to operating income | ||||||
Consolidated Adjusted OIBDA | $ 89.9 | $ 114.7 | $ 344.4 | $ 393.6 | ||
Stock compensation | (8.1) | (8.1) | (23.7) | (24.5) | ||
Stock compensation | (2.1) | 0 | (11.6) | 0 | ||
Depreciation and amortization | (5.7) | (4.8) | (15.6) | (14.3) | ||
Interest expense, net of amounts capitalized | (11.7) | (11.5) | (35.1) | (34) | ||
Other expense, net | (3.7) | (4.5) | (10) | (8.8) | ||
Income (loss) before income taxes and share of earnings of consolidated subsidiaries | $ 58.6 | $ 85.8 | $ 248.4 | $ 312 | ||
Number of Operating Segments | Segment | 3 | |||||
Starz Animation | ||||||
Reconciliation from Adjusted OIBDA to operating income | ||||||
Sale of business, percentage | 100.00% | |||||
Film Roman | ||||||
Reconciliation from Adjusted OIBDA to operating income | ||||||
Sale of business, percentage | 100.00% |
Information and Operating Seg35
Information and Operating Segments - Performance Measures and Other Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||
Revenue: | $ 407.8 | $ 404.1 | $ 1,242.3 | $ 1,272.5 | |
Adjusted OIBDA: | 89.9 | 114.7 | 344.4 | 393.6 | |
Cash paid for investment in films and television programs: | 102.5 | 51.4 | 263 | 285 | |
Total assets | 1,575.6 | 1,575.6 | $ 1,564.2 | ||
Corporate, Non-Segment | |||||
Segment Reporting Information [Line Items] | |||||
Total assets | 84.2 | 84.2 | 109.7 | ||
Inter-segment eliminations | |||||
Segment Reporting Information [Line Items] | |||||
Revenue: | (1.7) | (0.1) | (2.9) | (0.9) | |
Adjusted OIBDA: | (1.3) | (0.1) | (1.7) | (0.2) | |
Cash paid for investment in films and television programs: | 0 | 0 | 0 | 0 | |
Total assets | (101) | (101) | (78.2) | ||
Starz Networks | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Revenue: | 348.6 | 329.3 | 1,031.6 | 996.6 | |
Adjusted OIBDA: | 92.9 | 113.1 | 341.8 | 365 | |
Cash paid for investment in films and television programs: | 76.3 | 48.6 | 218.9 | 188.9 | |
Total assets | 1,437 | 1,437 | 1,365.9 | ||
Starz Distribution | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Revenue: | 60.9 | 65.6 | 213.6 | 253.7 | |
Adjusted OIBDA: | (1.7) | 1.8 | 4.3 | 30.2 | |
Cash paid for investment in films and television programs: | 26.2 | 2.8 | 44.1 | 96.1 | |
Total assets | 155.4 | 155.4 | 166.8 | ||
Starz Animation | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Revenue: | 0 | 9.3 | 0 | 23.1 | |
Adjusted OIBDA: | 0 | (0.1) | 0 | (1.4) | |
Cash paid for investment in films and television programs: | 0 | $ 0 | 0 | $ 0 | |
Total assets | $ 0 | $ 0 | $ 0 |
Supplemental Guarantor Conden36
Supplemental Guarantor Condensed Consolidating Financial Information - Balance Sheets (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 14 | $ 10.7 | $ 17 | $ 13.4 |
Trade accounts receivable, net of allowances of $20.6 and $35.2 | 271.9 | 252.9 | ||
Program rights, net | 353.8 | 316.1 | ||
Notes receivable from affiliates | 0 | 0 | ||
Other current assets | 66.5 | 90.1 | ||
Total current assets | 706.2 | 669.8 | ||
Noncurrent assets: | ||||
Program rights | 316.2 | 335.9 | ||
Investment in films and television programs, net | 206.6 | 215.6 | ||
Property and equipment, net of accumulated depreciation of $143.8 and $134.5 | 88.5 | 89.2 | ||
Deferred income taxes | 22.5 | 21.2 | ||
Goodwill | 131.8 | 131.8 | ||
Other assets, net | 103.8 | 100.7 | ||
Investment in consolidated subsidiaries | 0 | 0 | ||
Total assets | 1,575.6 | 1,564.2 | ||
Current liabilities: | ||||
Current portion of debt (Note 2) | 5.9 | 5.6 | ||
Trade accounts payable | 5.9 | 8 | ||
Accrued liabilities (Notes 5 and 6) | 251.1 | 267.7 | ||
Notes payable due to affiliate | 0 | 0 | ||
Due to (from) affiliates | 0 | 0 | ||
Deferred revenue | 9.9 | 10.3 | ||
Total liabilities | 272.8 | 291.6 | ||
Noncurrent liabilities: | ||||
Debt (Note 2) | 989.7 | 1,032.2 | ||
Other liabilities (Note 5) | 34.6 | 22.7 | ||
Total liabilities | 1,297.1 | 1,346.5 | ||
Member's Equity [Abstract] | ||||
Member’s interest | 278.5 | 217.7 | ||
Total liabilities and member’s interest | 1,575.6 | 1,564.2 | ||
Eliminations | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Trade accounts receivable, net of allowances of $20.6 and $35.2 | 0 | 0 | ||
Program rights, net | (4) | (1.8) | ||
Notes receivable from affiliates | (92.7) | (72.1) | ||
Other current assets | 0 | 0 | ||
Total current assets | (96.7) | (73.9) | ||
Noncurrent assets: | ||||
Program rights | (4.6) | (5.9) | ||
Investment in films and television programs, net | 0 | 0 | ||
Property and equipment, net of accumulated depreciation of $143.8 and $134.5 | 0 | 0 | ||
Deferred income taxes | 0.3 | 1.6 | ||
Goodwill | 0 | 0 | ||
Other assets, net | 0 | 0 | ||
Investment in consolidated subsidiaries | (2,378.7) | (2,171.5) | ||
Total assets | (2,479.7) | (2,249.7) | ||
Current liabilities: | ||||
Current portion of debt (Note 2) | 0 | 0 | ||
Trade accounts payable | 0 | 0 | ||
Accrued liabilities (Notes 5 and 6) | (2.2) | (10.7) | ||
Notes payable due to affiliate | (92.7) | (72.1) | ||
Due to (from) affiliates | 0 | 0 | ||
Deferred revenue | (3) | (0.4) | ||
Total liabilities | (97.9) | (83.2) | ||
Noncurrent liabilities: | ||||
Debt (Note 2) | (934.9) | (973.1) | ||
Other liabilities (Note 5) | (2) | (5) | ||
Total liabilities | (1,034.8) | (1,061.3) | ||
Member's Equity [Abstract] | ||||
Member’s interest | (1,444.9) | (1,188.4) | ||
Total liabilities and member’s interest | (2,479.7) | (2,249.7) | ||
Starz Entertainment, LLC (Guarantor) | ||||
Current assets: | ||||
Cash and cash equivalents | 9.7 | 5.5 | 8.6 | 8.7 |
Trade accounts receivable, net of allowances of $20.6 and $35.2 | 222.4 | 212.4 | ||
Program rights, net | 357.8 | 317.9 | ||
Notes receivable from affiliates | 92.7 | 72.1 | ||
Other current assets | 38.2 | 35.2 | ||
Total current assets | 720.8 | 643.1 | ||
Noncurrent assets: | ||||
Program rights | 320.8 | 341.8 | ||
Investment in films and television programs, net | 188.4 | 173.6 | ||
Property and equipment, net of accumulated depreciation of $143.8 and $134.5 | 49.1 | 48.6 | ||
Deferred income taxes | (14.2) | (17.4) | ||
Goodwill | 131.8 | 131.8 | ||
Other assets, net | 40.3 | 44.4 | ||
Investment in consolidated subsidiaries | 0 | 0 | ||
Total assets | 1,437 | 1,365.9 | ||
Current liabilities: | ||||
Current portion of debt (Note 2) | 5.3 | 5 | ||
Trade accounts payable | 4.8 | 7.3 | ||
Accrued liabilities (Notes 5 and 6) | 191.3 | 176.8 | ||
Notes payable due to affiliate | 0 | 0 | ||
Due to (from) affiliates | (1,212.7) | (1,028.9) | ||
Deferred revenue | 0 | 0 | ||
Total liabilities | (1,011.3) | (839.8) | ||
Noncurrent liabilities: | ||||
Debt (Note 2) | 947.6 | 989.7 | ||
Other liabilities (Note 5) | 34.2 | 22.3 | ||
Total liabilities | (29.5) | 172.2 | ||
Member's Equity [Abstract] | ||||
Member’s interest | 1,466.5 | 1,193.7 | ||
Total liabilities and member’s interest | 1,437 | 1,365.9 | ||
Starz, LLC Parent Only (Co-Issuer) | ||||
Current assets: | ||||
Cash and cash equivalents | 0.4 | 0.5 | 0.2 | 0.3 |
Trade accounts receivable, net of allowances of $20.6 and $35.2 | 0 | 0 | ||
Program rights, net | 0 | 0 | ||
Notes receivable from affiliates | 0 | 0 | ||
Other current assets | 19.3 | 48.6 | ||
Total current assets | 19.7 | 49.1 | ||
Noncurrent assets: | ||||
Program rights | 0 | 0 | ||
Investment in films and television programs, net | 0 | 0 | ||
Property and equipment, net of accumulated depreciation of $143.8 and $134.5 | 39.2 | 40.3 | ||
Deferred income taxes | 5.9 | 4.5 | ||
Goodwill | 0 | 0 | ||
Other assets, net | 0 | 0 | ||
Investment in consolidated subsidiaries | 2,378.7 | 2,171.5 | ||
Total assets | 2,443.5 | 2,265.4 | ||
Current liabilities: | ||||
Current portion of debt (Note 2) | 0.6 | 0.6 | ||
Trade accounts payable | 0 | 0 | ||
Accrued liabilities (Notes 5 and 6) | 5.6 | 16.8 | ||
Notes payable due to affiliate | 0 | 0 | ||
Due to (from) affiliates | 1,181.8 | 1,014.7 | ||
Deferred revenue | 0 | 0 | ||
Total liabilities | 1,188 | 1,032.1 | ||
Noncurrent liabilities: | ||||
Debt (Note 2) | 977 | 1,015.6 | ||
Other liabilities (Note 5) | 0 | 0 | ||
Total liabilities | 2,165 | 2,047.7 | ||
Member's Equity [Abstract] | ||||
Member’s interest | 278.5 | 217.7 | ||
Total liabilities and member’s interest | 2,443.5 | 2,265.4 | ||
Starz Media and Other Businesses (Non-Guarantors) | ||||
Current assets: | ||||
Cash and cash equivalents | 3.9 | 4.7 | $ 8.2 | $ 4.4 |
Trade accounts receivable, net of allowances of $20.6 and $35.2 | 49.5 | 40.5 | ||
Program rights, net | 0 | 0 | ||
Notes receivable from affiliates | 0 | 0 | ||
Other current assets | 9 | 6.3 | ||
Total current assets | 62.4 | 51.5 | ||
Noncurrent assets: | ||||
Program rights | 0 | 0 | ||
Investment in films and television programs, net | 18.2 | 42 | ||
Property and equipment, net of accumulated depreciation of $143.8 and $134.5 | 0.2 | 0.3 | ||
Deferred income taxes | 30.5 | 32.5 | ||
Goodwill | 0 | 0 | ||
Other assets, net | 63.5 | 56.3 | ||
Investment in consolidated subsidiaries | 0 | 0 | ||
Total assets | 174.8 | 182.6 | ||
Current liabilities: | ||||
Current portion of debt (Note 2) | 0 | 0 | ||
Trade accounts payable | 1.1 | 0.7 | ||
Accrued liabilities (Notes 5 and 6) | 56.4 | 84.8 | ||
Notes payable due to affiliate | 92.7 | 72.1 | ||
Due to (from) affiliates | 30.9 | 14.2 | ||
Deferred revenue | 12.9 | 10.7 | ||
Total liabilities | 194 | 182.5 | ||
Noncurrent liabilities: | ||||
Debt (Note 2) | 0 | 0 | ||
Other liabilities (Note 5) | 2.4 | 5.4 | ||
Total liabilities | 196.4 | 187.9 | ||
Member's Equity [Abstract] | ||||
Member’s interest | (21.6) | (5.3) | ||
Total liabilities and member’s interest | $ 174.8 | $ 182.6 |
Supplemental Guarantor Conden37
Supplemental Guarantor Condensed Consolidating Financial Information - Consolidating Statement of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenue: | ||||
Programming networks and other services | $ 381.6 | $ 369.8 | $ 1,165.6 | $ 1,165.9 |
Home video net sales | 26.2 | 34.3 | 76.7 | 106.6 |
Total revenue | 407.8 | 404.1 | 1,242.3 | 1,272.5 |
Costs and expenses: | ||||
Programming (including amortization) | 181.9 | 159 | 480.7 | 459.5 |
Production and acquisition (including amortization) | 43 | 39.7 | 144.3 | 146.3 |
Home video cost of sales | 7.6 | 9.2 | 20.1 | 29.6 |
Operating | 7.6 | 15.2 | 20.7 | 40.9 |
Selling, general and administrative | 85.9 | 74.4 | 255.8 | 227.1 |
Merger related | 2.1 | 0 | 11.6 | 0 |
Depreciation and amortization | 5.7 | 4.8 | 15.6 | 14.3 |
Total costs and expenses | 333.8 | 302.3 | 948.8 | 917.7 |
Operating income (loss) | 74 | 101.8 | 293.5 | 354.8 |
Other expense: | ||||
Interest expense, net of amounts capitalized | (11.7) | (11.5) | (35.1) | (34) |
Interest income (expense), related party | 0 | 0 | 0 | 0 |
Other expense, net | (3.7) | (4.5) | (10) | (8.8) |
Income (loss) before income taxes and share of earnings of consolidated subsidiaries | 58.6 | 85.8 | 248.4 | 312 |
Income tax benefit (expense) | (24.3) | (26.3) | (92.7) | (103.4) |
Share of earnings of consolidated subsidiaries, net of taxes | 0 | 0 | 0 | 0 |
Net income (loss) | 34.3 | 59.5 | 155.7 | 208.6 |
Net loss (income) attributable to noncontrolling interest | 0 | 0.7 | 0 | (0.4) |
Net income (loss) attributable to member | 34.3 | 60.2 | 155.7 | 208.2 |
Eliminations | ||||
Revenue: | ||||
Programming networks and other services | (4.6) | (1.8) | (13.2) | (14.2) |
Home video net sales | (0.9) | (0.1) | (1.6) | (2.1) |
Total revenue | (5.5) | (1.9) | (14.8) | (16.3) |
Costs and expenses: | ||||
Programming (including amortization) | (0.6) | (0.3) | (1.4) | (0.9) |
Production and acquisition (including amortization) | 0 | 0 | 0 | 0 |
Home video cost of sales | (0.9) | (0.1) | (1.6) | (2.1) |
Operating | (2.9) | (1.6) | (10.2) | (13.2) |
Selling, general and administrative | 0 | 0 | 0 | 0 |
Merger related | 0 | 0 | ||
Depreciation and amortization | 0 | 0 | 0 | 0 |
Total costs and expenses | (4.4) | (2) | (13.2) | (16.2) |
Operating income (loss) | (1.1) | 0.1 | (1.6) | (0.1) |
Other expense: | ||||
Interest expense, net of amounts capitalized | 11.6 | 11.9 | 35.2 | 35.5 |
Interest income (expense), related party | 0 | 0 | 0 | 0 |
Other expense, net | 0.2 | 0.1 | 0.5 | 0.4 |
Income (loss) before income taxes and share of earnings of consolidated subsidiaries | 10.7 | 12.1 | 34.1 | 35.8 |
Income tax benefit (expense) | (3.7) | 4.2 | (11.9) | (4.1) |
Share of earnings of consolidated subsidiaries, net of taxes | (42.2) | (66.9) | (176.3) | (232.7) |
Net income (loss) | (35.2) | (50.6) | (154.1) | (201) |
Net loss (income) attributable to noncontrolling interest | 0 | 0 | ||
Net income (loss) attributable to member | (50.6) | (201) | ||
Starz Entertainment, LLC (Guarantor) | ||||
Revenue: | ||||
Programming networks and other services | 363.4 | 337.7 | 1,082.7 | 1,063 |
Home video net sales | 4.7 | 0.7 | 8.2 | 10.7 |
Total revenue | 368.1 | 338.4 | 1,090.9 | 1,073.7 |
Costs and expenses: | ||||
Programming (including amortization) | 182.5 | 159.3 | 482.1 | 460.4 |
Production and acquisition (including amortization) | 14.4 | 4.2 | 38.8 | 32.1 |
Home video cost of sales | 2.2 | 0.9 | 4.8 | 7 |
Operating | 10.2 | 7.3 | 30 | 28.9 |
Selling, general and administrative | 74.8 | 58.3 | 212.8 | 176.9 |
Merger related | 1.9 | 9.6 | ||
Depreciation and amortization | 5.1 | 4.1 | 13.5 | 12 |
Total costs and expenses | 291.1 | 234.1 | 791.6 | 717.3 |
Operating income (loss) | 77 | 104.3 | 299.3 | 356.4 |
Other expense: | ||||
Interest expense, net of amounts capitalized | (11) | (10.8) | (32.9) | (32) |
Interest income (expense), related party | 2 | 2.9 | 5.5 | 7.4 |
Other expense, net | (1.3) | (2.8) | (0.9) | (2.8) |
Income (loss) before income taxes and share of earnings of consolidated subsidiaries | 66.7 | 93.6 | 271 | 329 |
Income tax benefit (expense) | (25.7) | (37.6) | (100) | (119.1) |
Share of earnings of consolidated subsidiaries, net of taxes | 0 | 0 | 0 | 0 |
Net income (loss) | 41 | 56 | 171 | 209.9 |
Net loss (income) attributable to noncontrolling interest | 0 | 0 | ||
Net income (loss) attributable to member | 56 | 209.9 | ||
Starz, LLC Parent Only (Co-Issuer) | ||||
Revenue: | ||||
Programming networks and other services | 0 | 0 | 0 | 0 |
Home video net sales | 0 | 0 | 0 | 0 |
Total revenue | 0 | 0 | 0 | 0 |
Costs and expenses: | ||||
Programming (including amortization) | 0 | 0 | 0 | 0 |
Production and acquisition (including amortization) | 0 | 0 | 0 | 0 |
Home video cost of sales | 0 | 0 | 0 | 0 |
Operating | 0 | 0 | 0 | 0 |
Selling, general and administrative | 0.3 | 1.7 | 0.8 | 5.9 |
Merger related | 0 | 0 | ||
Depreciation and amortization | 0.4 | 0.4 | 1.1 | 1.1 |
Total costs and expenses | 0.7 | 2.1 | 1.9 | 7 |
Operating income (loss) | (0.7) | (2.1) | (1.9) | (7) |
Other expense: | ||||
Interest expense, net of amounts capitalized | (12.3) | (12.6) | (37.4) | (37.5) |
Interest income (expense), related party | 0 | 0 | 0 | 0 |
Other expense, net | 0.1 | 0 | 0 | 0 |
Income (loss) before income taxes and share of earnings of consolidated subsidiaries | (12.9) | (14.7) | (39.3) | (44.5) |
Income tax benefit (expense) | 5 | 7.3 | 18.7 | 20.4 |
Share of earnings of consolidated subsidiaries, net of taxes | 42.2 | 66.9 | 176.3 | 232.7 |
Net income (loss) | 34.3 | 59.5 | 155.7 | 208.6 |
Net loss (income) attributable to noncontrolling interest | 0.7 | (0.4) | ||
Net income (loss) attributable to member | 60.2 | 208.2 | ||
Starz Media and Other Businesses (Non-Guarantors) | ||||
Revenue: | ||||
Programming networks and other services | 22.8 | 33.9 | 96.1 | 117.1 |
Home video net sales | 22.4 | 33.7 | 70.1 | 98 |
Total revenue | 45.2 | 67.6 | 166.2 | 215.1 |
Costs and expenses: | ||||
Programming (including amortization) | 0 | 0 | 0 | 0 |
Production and acquisition (including amortization) | 28.6 | 35.5 | 105.5 | 114.2 |
Home video cost of sales | 6.3 | 8.4 | 16.9 | 24.7 |
Operating | 0.3 | 9.5 | 0.9 | 25.2 |
Selling, general and administrative | 10.8 | 14.4 | 42.2 | 44.3 |
Merger related | 0.2 | 2 | ||
Depreciation and amortization | 0.2 | 0.3 | 1 | 1.2 |
Total costs and expenses | 46.4 | 68.1 | 168.5 | 209.6 |
Operating income (loss) | (1.2) | (0.5) | (2.3) | 5.5 |
Other expense: | ||||
Interest expense, net of amounts capitalized | 0 | 0 | 0 | 0 |
Interest income (expense), related party | (2) | (2.9) | (5.5) | (7.4) |
Other expense, net | (2.7) | (1.8) | (9.6) | (6.4) |
Income (loss) before income taxes and share of earnings of consolidated subsidiaries | (5.9) | (5.2) | (17.4) | (8.3) |
Income tax benefit (expense) | 0.1 | (0.2) | 0.5 | (0.6) |
Share of earnings of consolidated subsidiaries, net of taxes | 0 | 0 | 0 | 0 |
Net income (loss) | $ (5.8) | (5.4) | $ (16.9) | (8.9) |
Net loss (income) attributable to noncontrolling interest | 0 | 0 | ||
Net income (loss) attributable to member | $ (5.4) | $ (8.9) |
Supplemental Guarantor Conden38
Supplemental Guarantor Condensed Consolidating Financial Information - Consolidating Statement of Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Condensed Financial Statements, Captions [Line Items] | ||||
Net income (loss) | $ 34.3 | $ 59.5 | $ 155.7 | $ 208.6 |
Other comprehensive income (loss), net of taxes - | ||||
Foreign currency translation adjustments from operations | (0.3) | 0.1 | (1.3) | 0.7 |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | 34 | 59.6 | 154.4 | 209.3 |
Comprehensive loss (income) attributable to noncontrolling interest | 0 | 0.6 | 0 | (0.6) |
Comprehensive income (loss) attributable to member | 34 | 60.2 | 154.4 | 208.7 |
Starz Entertainment, LLC (Guarantor) | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net income (loss) | 41 | 56 | 171 | 209.9 |
Other comprehensive income (loss), net of taxes - | ||||
Foreign currency translation adjustments from operations | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | 56 | 209.9 | ||
Comprehensive loss (income) attributable to noncontrolling interest | 0 | 0 | ||
Comprehensive income (loss) attributable to member | 41 | 56 | 171 | 209.9 |
Starz, LLC Parent Only (Co-Issuer) | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net income (loss) | 34.3 | 59.5 | 155.7 | 208.6 |
Other comprehensive income (loss), net of taxes - | ||||
Foreign currency translation adjustments from operations | (0.3) | 0.1 | (1.3) | 0.7 |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | 59.6 | 209.3 | ||
Comprehensive loss (income) attributable to noncontrolling interest | 0.6 | (0.6) | ||
Comprehensive income (loss) attributable to member | 34 | 60.2 | 154.4 | 208.7 |
Starz Media and Other Businesses (Non-Guarantors) | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net income (loss) | (5.8) | (5.4) | (16.9) | (8.9) |
Other comprehensive income (loss), net of taxes - | ||||
Foreign currency translation adjustments from operations | (0.3) | 0.1 | (1.3) | 0.7 |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | (5.3) | (8.2) | ||
Comprehensive loss (income) attributable to noncontrolling interest | 0 | 0 | ||
Comprehensive income (loss) attributable to member | (6.1) | (5.3) | (18.2) | (8.2) |
Eliminations | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net income (loss) | (35.2) | (50.6) | (154.1) | (201) |
Other comprehensive income (loss), net of taxes - | ||||
Foreign currency translation adjustments from operations | 0.3 | (0.1) | 1.3 | (0.7) |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | (50.7) | (201.7) | ||
Comprehensive loss (income) attributable to noncontrolling interest | 0 | 0 | ||
Comprehensive income (loss) attributable to member | $ (34.9) | $ (50.7) | $ (152.8) | $ (201.7) |
Supplemental Guarantor Conden39
Supplemental Guarantor Condensed Consolidating Financial Information - Consolidating Statements of Cash Flows (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Operating activities: | ||||
Net income | $ 34.3 | $ 59.5 | $ 155.7 | $ 208.6 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 5.7 | 4.8 | 15.6 | 14.3 |
Amortization of program rights | 163 | 145.7 | 438.4 | 426.8 |
Program rights payments | (271.5) | (350.2) | ||
Amortization of investment in films and television programs | 104.1 | 107 | ||
Investment in films and television programs | (102.5) | (51.4) | (263) | (285) |
Stock compensation | 8.1 | 8.1 | 23.7 | 24.5 |
Share of earnings of consolidated subsidiaries | 0 | 0 | 0 | 0 |
Deferred income taxes | (1.3) | (15.3) | ||
Other non-operating and non-cash items | 0 | (2.1) | ||
Changes in assets and liabilities: | ||||
Current and other assets | 16.1 | (1.1) | ||
Due to / from affiliates | 0 | 0 | ||
Payables and other liabilities | (21.1) | (39) | ||
Net cash provided by (used in) operating activities | 196.7 | 88.5 | ||
Investing activities: | ||||
Purchases of property and equipment | (13.9) | (9.4) | ||
Investment in and advances to equity investee | (16) | (3.8) | ||
Net cash used in investing activities | (29.9) | (13.2) | ||
Financing activities: | ||||
Borrowings of debt | 384 | 769 | ||
Payments of debt | (428.2) | (779.9) | ||
Debt issuance costs | 0 | (5) | ||
Distributions to parent related to repurchases of common stock | (121.6) | (64.7) | ||
Contributions from parent related to exercise of stock options | 3.4 | 11.8 | ||
Borrowings under notes payable to affiliate | 0 | 0 | ||
Payments under notes payable to affiliate | 0 | 0 | ||
Net advances to / from affiliate | 0 | 0 | ||
Minimum withholding of taxes related to stock compensation | (5) | (18.5) | ||
Excess tax benefit from stock compensation | 3.7 | 15.6 | ||
Net cash provided by (used in) financing activities | (163.7) | (71.7) | ||
Effect of Exchange Rate on Cash and Cash Equivalents | 0.2 | 0 | ||
Net increase (decrease) in cash and cash equivalents | 3.3 | 3.6 | ||
Beginning of period | 10.7 | 13.4 | ||
End of period | 14 | 17 | 14 | 17 |
Supplemental disclosure of cash flow information: | ||||
Cash paid for interest, net of amounts capitalized | 41.8 | 40.6 | ||
Cash paid for income taxes | 62.4 | 92.6 | ||
Consolidation, Eliminations | ||||
Operating activities: | ||||
Net income | (35.2) | (50.6) | (154.1) | (201) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 0 | 0 | 0 | 0 |
Amortization of program rights | (1.4) | (0.9) | ||
Program rights payments | 2.2 | 0.5 | ||
Amortization of investment in films and television programs | 0 | 0 | ||
Investment in films and television programs | 0 | 0 | ||
Stock compensation | 0 | 0 | ||
Share of earnings of consolidated subsidiaries | 42.2 | 66.9 | 176.3 | 232.7 |
Deferred income taxes | 1.3 | 0.2 | ||
Other non-operating and non-cash items | (2.7) | (1.8) | ||
Changes in assets and liabilities: | ||||
Current and other assets | 0.9 | 0.7 | ||
Due to / from affiliates | 0 | 0 | ||
Payables and other liabilities | (22.5) | (30.4) | ||
Net cash provided by (used in) operating activities | 0 | 0 | ||
Investing activities: | ||||
Purchases of property and equipment | 0 | 0 | ||
Investment in and advances to equity investee | 0 | 0 | ||
Net cash used in investing activities | 0 | 0 | ||
Financing activities: | ||||
Borrowings of debt | 0 | 0 | ||
Payments of debt | 0 | 0 | ||
Debt issuance costs | 0 | |||
Distributions to parent related to repurchases of common stock | 0 | 0 | ||
Contributions from parent related to exercise of stock options | 0 | 0 | ||
Borrowings under notes payable to affiliate | 0 | 0 | ||
Payments under notes payable to affiliate | 0 | 0 | ||
Net advances to / from affiliate | 0 | 0 | ||
Minimum withholding of taxes related to stock compensation | 0 | 0 | ||
Excess tax benefit from stock compensation | 0 | 0 | ||
Net cash provided by (used in) financing activities | 0 | 0 | ||
Effect of Exchange Rate on Cash and Cash Equivalents | 0 | |||
Net increase (decrease) in cash and cash equivalents | 0 | 0 | ||
Beginning of period | 0 | 0 | ||
End of period | 0 | 0 | 0 | 0 |
Supplemental disclosure of cash flow information: | ||||
Cash paid for interest, net of amounts capitalized | 0 | 0 | ||
Cash paid for income taxes | 0 | 0 | ||
Starz Entertainment, LLC (Guarantor) | ||||
Operating activities: | ||||
Net income | 41 | 56 | 171 | 209.9 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 5.1 | 4.1 | 13.5 | 12 |
Amortization of program rights | 439.8 | 427.7 | ||
Program rights payments | (273.7) | (350.7) | ||
Amortization of investment in films and television programs | 30.9 | 27.4 | ||
Investment in films and television programs | (218.9) | (188.9) | ||
Stock compensation | 21.5 | 22.1 | ||
Share of earnings of consolidated subsidiaries | 0 | 0 | 0 | 0 |
Deferred income taxes | (3.2) | (19.4) | ||
Other non-operating and non-cash items | 1.4 | 4.7 | ||
Changes in assets and liabilities: | ||||
Current and other assets | (9.6) | 4.5 | ||
Due to / from affiliates | (25.2) | (22.9) | ||
Payables and other liabilities | 54.9 | 36.5 | ||
Net cash provided by (used in) operating activities | 202.4 | 162.9 | ||
Investing activities: | ||||
Purchases of property and equipment | (13.9) | (9.4) | ||
Investment in and advances to equity investee | 0 | 0 | ||
Net cash used in investing activities | (13.9) | (9.4) | ||
Financing activities: | ||||
Borrowings of debt | 0 | 0 | ||
Payments of debt | (3.7) | (3.5) | ||
Debt issuance costs | 0 | |||
Distributions to parent related to repurchases of common stock | 0 | 0 | ||
Contributions from parent related to exercise of stock options | 0 | 0 | ||
Borrowings under notes payable to affiliate | (33.7) | (111.5) | ||
Payments under notes payable to affiliate | 13.2 | 27.1 | ||
Net advances to / from affiliate | (158.6) | (65.2) | ||
Minimum withholding of taxes related to stock compensation | (4.8) | (16.1) | ||
Excess tax benefit from stock compensation | 3.2 | 15.6 | ||
Net cash provided by (used in) financing activities | (184.4) | (153.6) | ||
Effect of Exchange Rate on Cash and Cash Equivalents | 0.1 | |||
Net increase (decrease) in cash and cash equivalents | 4.2 | (0.1) | ||
Beginning of period | 5.5 | 8.7 | ||
End of period | 9.7 | 8.6 | 9.7 | 8.6 |
Supplemental disclosure of cash flow information: | ||||
Cash paid for interest, net of amounts capitalized | (7.8) | (10.4) | ||
Cash paid for income taxes | 0 | 122.9 | ||
Starz, LLC Parent Only (Co-Issuer) | ||||
Operating activities: | ||||
Net income | 34.3 | 59.5 | 155.7 | 208.6 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 0.4 | 0.4 | 1.1 | 1.1 |
Amortization of program rights | 0 | 0 | ||
Program rights payments | 0 | 0 | ||
Amortization of investment in films and television programs | 0 | 0 | ||
Investment in films and television programs | 0 | 0 | ||
Stock compensation | 0.7 | 0.6 | ||
Share of earnings of consolidated subsidiaries | (42.2) | (66.9) | (176.3) | (232.7) |
Deferred income taxes | (1.3) | 3.9 | ||
Other non-operating and non-cash items | 1.9 | 1.8 | ||
Changes in assets and liabilities: | ||||
Current and other assets | 29.3 | 22.6 | ||
Due to / from affiliates | 8.5 | 15.4 | ||
Payables and other liabilities | (19.6) | (21.3) | ||
Net cash provided by (used in) operating activities | 0 | 0 | ||
Investing activities: | ||||
Purchases of property and equipment | 0 | 0 | ||
Investment in and advances to equity investee | 0 | 0 | ||
Net cash used in investing activities | 0 | 0 | ||
Financing activities: | ||||
Borrowings of debt | 384 | 769 | ||
Payments of debt | (424.5) | (776.4) | ||
Debt issuance costs | (5) | |||
Distributions to parent related to repurchases of common stock | (121.6) | (64.7) | ||
Contributions from parent related to exercise of stock options | 3.4 | 11.8 | ||
Borrowings under notes payable to affiliate | 0 | 0 | ||
Payments under notes payable to affiliate | 0 | 0 | ||
Net advances to / from affiliate | 158.6 | 65.2 | ||
Minimum withholding of taxes related to stock compensation | 0 | 0 | ||
Excess tax benefit from stock compensation | 0 | 0 | ||
Net cash provided by (used in) financing activities | (0.1) | (0.1) | ||
Effect of Exchange Rate on Cash and Cash Equivalents | 0 | |||
Net increase (decrease) in cash and cash equivalents | (0.1) | (0.1) | ||
Beginning of period | 0.5 | 0.3 | ||
End of period | 0.4 | 0.2 | 0.4 | 0.2 |
Supplemental disclosure of cash flow information: | ||||
Cash paid for interest, net of amounts capitalized | 44.1 | 44.2 | ||
Cash paid for income taxes | 62.4 | (30.9) | ||
Starz Media and Other Businesses (Non-Guarantors) | ||||
Operating activities: | ||||
Net income | (5.8) | (5.4) | (16.9) | (8.9) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 0.2 | 0.3 | 1 | 1.2 |
Amortization of program rights | 0 | 0 | ||
Program rights payments | 0 | 0 | ||
Amortization of investment in films and television programs | 73.2 | 79.6 | ||
Investment in films and television programs | (44.1) | (96.1) | ||
Stock compensation | 1.5 | 1.8 | ||
Share of earnings of consolidated subsidiaries | 0 | 0 | 0 | 0 |
Deferred income taxes | 1.9 | 0 | ||
Other non-operating and non-cash items | (0.6) | (6.8) | ||
Changes in assets and liabilities: | ||||
Current and other assets | (4.5) | (28.9) | ||
Due to / from affiliates | 16.7 | 7.5 | ||
Payables and other liabilities | (33.9) | (23.8) | ||
Net cash provided by (used in) operating activities | (5.7) | (74.4) | ||
Investing activities: | ||||
Purchases of property and equipment | 0 | 0 | ||
Investment in and advances to equity investee | (16) | (3.8) | ||
Net cash used in investing activities | (16) | (3.8) | ||
Financing activities: | ||||
Borrowings of debt | 0 | 0 | ||
Payments of debt | 0 | 0 | ||
Debt issuance costs | 0 | |||
Distributions to parent related to repurchases of common stock | 0 | 0 | ||
Contributions from parent related to exercise of stock options | 0 | 0 | ||
Borrowings under notes payable to affiliate | 33.7 | 111.5 | ||
Payments under notes payable to affiliate | (13.2) | (27.1) | ||
Net advances to / from affiliate | 0 | 0 | ||
Minimum withholding of taxes related to stock compensation | (0.2) | (2.4) | ||
Excess tax benefit from stock compensation | 0.5 | 0 | ||
Net cash provided by (used in) financing activities | 20.8 | 82 | ||
Effect of Exchange Rate on Cash and Cash Equivalents | 0.1 | |||
Net increase (decrease) in cash and cash equivalents | (0.8) | 3.8 | ||
Beginning of period | 4.7 | 4.4 | ||
End of period | $ 3.9 | $ 8.2 | 3.9 | 8.2 |
Supplemental disclosure of cash flow information: | ||||
Cash paid for interest, net of amounts capitalized | 5.5 | 6.8 | ||
Cash paid for income taxes | $ 0 | $ 0.6 |