Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Mar. 31, 2024 | Jul. 25, 2024 | Sep. 30, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K/A | ||
Document Annual Report | true | ||
Document Period End Date | Mar. 31, 2024 | ||
Document Transition Report | false | ||
Entity File Number | 1-14880 | ||
Entity Registrant Name | LIONS GATE ENTERTAINMENT CORP /CN/ | ||
Entity Incorporation, State or Country Code | A1 | ||
Entity Address, Address Line One | 250 Howe Street | ||
Entity Address, Address Line Two | 20th Floor | ||
Entity Address, City or Town | Vancouver | ||
Entity Address, State or Province | BC | ||
Entity Address, Postal Zip Code | V6C 3R8 | ||
City Area Code | 877 | ||
Local Phone Number | 848-3866 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1,465,466,184 | ||
Entity Central Index Key | 0000929351 | ||
Amendment Flag | true | ||
Document Fiscal Year Focus | 2024 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --03-31 | ||
Amendment Description | This Amendment No. 1 on Form 10-K/A (this “Form 10-K/A”) amends Lions Gate Entertainment Corp.’s (the “Company,” “Lionsgate,” “we,” “us” or “our”) Annual Report on Form 10-K for the year ended March 31, 2024, originally filed with the Securities and Exchange Commission (the “SEC”) on May 30, 2024 (the “Original Filing”). We are filing this Form 10-K/A pursuant to General Instruction G(3) of Form 10-K, as we will file our definitive proxy statement for our 2024 annual and general meeting of shareholders later than the 120th day after the end of our last fiscal year. Accordingly, this Form 10-K/A is being filed solely to: • amend Part III, Items 10, 11, 12, 13 and 14 of the Original Filing to include the information required by and not included in such Items; • delete the reference on the cover of the Original Filing to the incorporation by reference of certain information from our proxy statement into Part III of the Original Filing; and • file new certifications of our principal executive officer and principal financial officer as exhibits to this Form 10/K-A under Item 15 of Part IV hereof pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended, and to Section 302 of the Sarbanes-Oxley Act of 2002. This Form 10-K/A does not amend or otherwise update any other information in the Original Filing. Accordingly, this Form 10-K/A should be read in conjunction with the Original Filing and with our filings with the SEC subsequent to the Original Filing. This Form 10-K/A does not reflect events occurring after the filing of the Original Filing or modify or update disclosures affected by subsequent events. | ||
Entity Tax Identification Number | 00-0000000 | ||
Document Financial Statement Error Correction [Flag] | false | ||
Class A Voting Common Shares, no par value per share | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Class A Voting Common Shares, no par value per share | ||
Trading Symbol | LGF.A | ||
Security Exchange Name | NYSE | ||
Entity Common Stock, Shares Outstanding | 83,567,087 | ||
Class B Non-Voting Common Shares, no par value per share | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Class B Non-Voting Common Shares, no par value per share | ||
Trading Symbol | LGF.B | ||
Security Exchange Name | NYSE | ||
Entity Common Stock, Shares Outstanding | 155,091,010 | ||
Other Address | |||
Document Information [Line Items] | |||
Entity Address, Address Line One | 2700 Colorado Avenue | ||
Entity Address, City or Town | Santa Monica | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 90404 |
Audit Information
Audit Information | 12 Months Ended |
Mar. 31, 2024 | |
Audit Information [Abstract] | |
Auditor Location | Los Angeles, CA |
Auditor Name | Ernst & Young LLP |
Auditor Firm ID | 42 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 12 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Pay vs Performance Disclosure | ||||
Pay vs Performance Disclosure, Table | Pay Versus Performance This section summarizes the relationship between the total compensation paid for the Company’s Chief Executive Officer and the other Named Executive Officers and the Company’s financial performance for the fiscal years shown in the table (in this discussion, the Company’s Chief Executive Officer is also referred to as the principal executive officer or “PEO”, and the Named Executive Officers other than the Company’s Chief Executive Officer are referred to as the “Non-PEO Average Non-PEO ($) (1)(2) Average Non-PEO (3) Value of Initial Fixed $100 Fiscal Summary ($) (1)(2) Compensation ($) (3) Lionsgate ($) (4) Dow Jones (4) S&P (4) Lionsgate (5) Lionsgate (6) (a) (b) (c) (d) (e) (f) (g) (h) (i) 2024 $ 18,213,948 $ 13,002,216 $ 6,624,357 $ 6,218,137 $ 164 $ 118 $ 133 $ (1,102.9 ) $ 517.6 2023 $ 21,528,409 $ 13,153,336 $ 6,429,940 $ 4,169,033 $ 182 $ 108 $ 96 $ (2,010.2 ) $ 358.1 2022 $ 5,585,412 $ 10,753,069 $ 4,649,415 $ 6,185,148 $ 267 $ 144 $ 124 $ (188.2 ) $ 402.2 2021 $ 19,176,875 $ 30,384,695 $ 5,694,133 $ 10,065,318 $ 246 $ 176 $ 166 $ (18.9 ) $ 540.9 (1) Mr. Feltheimer was the Company’s Chief Executive Officer for each of the four fiscal years included in the table above. For each of fiscal years 2021 and 2022, the Company’s Non-PEO Non-PEO Non-PEO (2) See the Summary Compensation Table Non-PEO (3) For purposes of this table, the compensation actually paid (also referred to as “CAP”) to each of Lionsgate’s NEOs (including, for purposes of this table, former Named Executive Officers as noted above) is equal to the NEO’s total compensation reported in the Summary Compensation Table for the applicable fiscal year and adjusted for the following with respect to that NEO: • Less the amounts reported in the “Stock Awards” and “Option Awards” columns of the Summary Compensation Table • Plus the fiscal year-end • Plus/(less) the change in value as of the end of the covered fiscal year as compared to the value at the end of the prior fiscal year for Company option and stock awards which were granted in prior fiscal years and were outstanding and unvested at the end of the covered fiscal year, • Plus the vesting date value of Company option and stock awards which were granted and vested during the same covered fiscal year, • Plus/(less) the change in value as of the vesting date as compared to the value at the end of the prior fiscal year for Company option and stock awards which were granted in prior fiscal years and vested in the covered fiscal year, • Less, as to any Company option and stock awards which were granted in prior fiscal years and were forfeited during the covered fiscal year, the value of such awards as of the end of the prior fiscal year, • Plus the dollar value of any dividends or other earnings paid during the covered fiscal year on outstanding and unvested Company stock awards not otherwise included, • Plus, as to a Company option or stock award that was materially modified during the covered fiscal year, the amount by which the value of the award as of the date of the modification exceeds the value of the original award on the modification date. 62 In making each of these adjustments, the “value” of an option or stock award is the fair value of the award on the applicable date determined in accordance with FASB ASC Topic 718 using the valuation assumptions the Company then used to calculate the fair value of its equity awards. For more information on the valuation of the Company’s equity awards, please see the notes to the Company’s financial statements that appear in its Annual Report on Form 10-K Summary Compensation Table The table above reflects the CAP (determined as noted above) for the Company’s Chief Executive Officer and, for the Company’s Non-PEO Non-PEO The following table provides a reconciliation of the Summary Compensation Table Total Compensation Actually Paid Reconciliation of Summary Compensation Table Total to Fiscal Year Fiscal Year Fiscal Year Fiscal Year Summary Compensation Table Total 18,213,948 21,528,409 5,585,412 19,176,875 Grant Date Fair Value of Option and Stock Awards Granted in Fiscal Year (5,427,902 ) (9,750,004 ) (1,000,003 ) (7,446,931 ) Fair Value at Fiscal Year-End 5,986,201 10,815,950 — 15,610,964 Change in Fair Value of Outstanding and Unvested Option and Stock Awards Granted in Prior Fiscal Years (207,176 ) (8,868,143 ) 3,994,288 2,420,353 Fair Value at Vesting of Option and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year — — 1,000,003 — Change in Fair Value as of Vesting Date of Option and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year (5,562,855 ) (572,876 ) 1,173,369 623,434 Fair Value as of Prior Fiscal Year-End — — — — Compensation Actually Paid $ 13,002,216 $ 13,153,336 $ 10,753,069 $ 30,384,695 63 The following table provides a reconciliation of the average of the Summary Compensation Table Total for the Non-PEO Compensation Actually Paid for the Non-PEO Reconciliation of Average Summary Compensation Table Non-PEO Fiscal Year Fiscal Year Fiscal Year Fiscal Year Summary Compensation Table Total 6,624,357 6,429,940 4,649,415 5,694,133 Grant Date Fair Value of Option and Stock Awards Granted in Fiscal Year (2,328,686 ) (3,272,202 ) (2,759,912 ) (2,366,952 ) Fair Value at Fiscal Year-End 1,720,364 2,430,521 1,022,759 4,803,958 Change in Fair Value of Outstanding and Unvested Option and Stock Awards Granted in Prior Fiscal Years (98,353 ) (761,350 ) 1,155,466 1,236,985 Fair Value at Vesting of Option and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year 672,750 948,244 1,392,662 158,084 Change in Fair Value as of Vesting Date of Option and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year (372,295 ) (1,571,828 ) 724,758 539,110 Fair Value as of Prior Fiscal Year-End — (34,292 ) — — Compensation Actually Paid $ 6,218,137 $ 4,169,033 $ 6,185,148 $ 10,065,318 (4) The Company’s TSR represents cumulative total shareholder return on a fixed investment of $100 in existing common stock for the period beginning on the last trading day of fiscal year 2020 through the end of the applicable fiscal year, and is calculated assuming the reinvestment of dividends. The Dow Jones U.S. Media Sector Index TSR and the S&P Movies & Entertainment Index (which the Company also utilizes in the stock performance graph required by Item 201(e) of Regulation S-K Non-PEO 64 (5) This column shows the Company’s net income (loss) for each fiscal year covered by the table. The following chart illustrates the CAP for the Company’s Chief Executive Officer and the average CAP for the Company’s Non-PEO 65 (6) This column shows the Company’s adjusted OIBDA for each fiscal year covered by the table. The Company considers adjusted OIBDA to be a key metric in its executive compensation program, used in determining corporate performance under fiscal year 2024 annual incentive plan. See the Compensation Discussion and Analysis Non-PEO | |||
Company Selected Measure Name | Lionsgate Adjusted OIBDA | |||
Named Executive Officers, Footnote | Mr. Feltheimer was the Company’s Chief Executive Officer for each of the four fiscal years included in the table above. For each of fiscal years 2021 and 2022, the Company’s Non-PEO Non-PEO Non-PEO | |||
Peer Group Issuers, Footnote | The Company’s TSR represents cumulative total shareholder return on a fixed investment of $100 in existing common stock for the period beginning on the last trading day of fiscal year 2020 through the end of the applicable fiscal year, and is calculated assuming the reinvestment of dividends. The Dow Jones U.S. Media Sector Index TSR and the S&P Movies & Entertainment Index (which the Company also utilizes in the stock performance graph required by Item 201(e) of Regulation S-K Non-PEO | |||
PEO Total Compensation Amount | $ 18,213,948 | $ 21,528,409 | $ 5,585,412 | $ 19,176,875 |
PEO Actually Paid Compensation Amount | $ 13,002,216 | 13,153,336 | 10,753,069 | 30,384,695 |
Adjustment To PEO Compensation, Footnote | The following table provides a reconciliation of the Summary Compensation Table Total Compensation Actually Paid Reconciliation of Summary Compensation Table Total to Fiscal Year Fiscal Year Fiscal Year Fiscal Year Summary Compensation Table Total 18,213,948 21,528,409 5,585,412 19,176,875 Grant Date Fair Value of Option and Stock Awards Granted in Fiscal Year (5,427,902 ) (9,750,004 ) (1,000,003 ) (7,446,931 ) Fair Value at Fiscal Year-End 5,986,201 10,815,950 — 15,610,964 Change in Fair Value of Outstanding and Unvested Option and Stock Awards Granted in Prior Fiscal Years (207,176 ) (8,868,143 ) 3,994,288 2,420,353 Fair Value at Vesting of Option and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year — — 1,000,003 — Change in Fair Value as of Vesting Date of Option and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year (5,562,855 ) (572,876 ) 1,173,369 623,434 Fair Value as of Prior Fiscal Year-End — — — — Compensation Actually Paid $ 13,002,216 $ 13,153,336 $ 10,753,069 $ 30,384,695 | |||
Non-PEO NEO Average Total Compensation Amount | $ 6,624,357 | 6,429,940 | 4,649,415 | 5,694,133 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 6,218,137 | 4,169,033 | 6,185,148 | 10,065,318 |
Adjustment to Non-PEO NEO Compensation Footnote | The following table provides a reconciliation of the average of the Summary Compensation Table Total for the Non-PEO Compensation Actually Paid for the Non-PEO Reconciliation of Average Summary Compensation Table Non-PEO Fiscal Year Fiscal Year Fiscal Year Fiscal Year Summary Compensation Table Total 6,624,357 6,429,940 4,649,415 5,694,133 Grant Date Fair Value of Option and Stock Awards Granted in Fiscal Year (2,328,686 ) (3,272,202 ) (2,759,912 ) (2,366,952 ) Fair Value at Fiscal Year-End 1,720,364 2,430,521 1,022,759 4,803,958 Change in Fair Value of Outstanding and Unvested Option and Stock Awards Granted in Prior Fiscal Years (98,353 ) (761,350 ) 1,155,466 1,236,985 Fair Value at Vesting of Option and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year 672,750 948,244 1,392,662 158,084 Change in Fair Value as of Vesting Date of Option and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year (372,295 ) (1,571,828 ) 724,758 539,110 Fair Value as of Prior Fiscal Year-End — (34,292 ) — — Compensation Actually Paid $ 6,218,137 $ 4,169,033 $ 6,185,148 $ 10,065,318 | |||
Compensation Actually Paid vs. Total Shareholder Return | ||||
Compensation Actually Paid vs. Net Income | ||||
Compensation Actually Paid vs. Company Selected Measure | ||||
Total Shareholder Return Vs Peer Group | ||||
Tabular List, Table | Following is an unranked list of the company’s financial performance measures it considers most important in linking the compensation actually paid to the Company’s NEOs for fiscal 2024 with the Company’s performance. • Adjusted OIBDA (used in determining corporate performance for purposes of the annual incentive plan); and • Certain Discretionary Assessment of Achievement of Operational and Strategic Goals (used in determining individual performance for purposes of the annual incentive plan and the vesting of performance-based equity awards) | |||
Total Shareholder Return Amount | $ 164 | 182 | 267 | 246 |
Net Income (Loss) | $ (1,102,900,000) | $ (2,010,200,000) | $ (188,200,000) | $ (18,900,000) |
Company Selected Measure Amount | 517,600,000 | 358,100,000 | 402,200,000 | 540,900,000 |
PEO Name | Mr. Feltheimer | |||
Measure:: 1 | ||||
Pay vs Performance Disclosure | ||||
Name | Adjusted OIBDA | |||
Measure:: 2 | ||||
Pay vs Performance Disclosure | ||||
Name | Certain Discretionary Assessment of Achievement of Operational and Strategic Goals | |||
Dow Jones U.S. Media Sector [Member] | ||||
Pay vs Performance Disclosure | ||||
Peer Group Total Shareholder Return Amount | $ 118 | $ 108 | $ 144 | $ 176 |
SP Movies Entertainment [Member] | ||||
Pay vs Performance Disclosure | ||||
Peer Group Total Shareholder Return Amount | 133 | 96 | 124 | 166 |
PEO | Grant Date Fair Value of Option and Stock Awards Granted in Fiscal Year [Member] | ||||
Pay vs Performance Disclosure | ||||
Adjustment to Compensation, Amount | (5,427,902) | (9,750,004) | (1,000,003) | (7,446,931) |
PEO | Fair Value at Fiscal YearEnd of Outstanding and Unvested Option and Stock Awards Granted in Fiscal Year [Member] | ||||
Pay vs Performance Disclosure | ||||
Adjustment to Compensation, Amount | 5,986,201 | 10,815,950 | 15,610,964 | |
PEO | Change in Fair Value of Outstanding and Unvested Option and Stock Awards Granted in Prior Fiscal Years [Member] | ||||
Pay vs Performance Disclosure | ||||
Adjustment to Compensation, Amount | (207,176) | (8,868,143) | 3,994,288 | 2,420,353 |
PEO | Fair Value at Vesting of Option and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year [Member] | ||||
Pay vs Performance Disclosure | ||||
Adjustment to Compensation, Amount | 1,000,003 | |||
PEO | Change in Fair Value as of Vesting Date of Option and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year [Member] | ||||
Pay vs Performance Disclosure | ||||
Adjustment to Compensation, Amount | (5,562,855) | (572,876) | 1,173,369 | 623,434 |
Non-PEO NEO | Grant Date Fair Value of Option and Stock Awards Granted in Fiscal Year [Member] | ||||
Pay vs Performance Disclosure | ||||
Adjustment to Compensation, Amount | (2,328,686) | (3,272,202) | (2,759,912) | (2,366,952) |
Non-PEO NEO | Fair Value at Fiscal YearEnd of Outstanding and Unvested Option and Stock Awards Granted in Fiscal Year [Member] | ||||
Pay vs Performance Disclosure | ||||
Adjustment to Compensation, Amount | 1,720,364 | 2,430,521 | 1,022,759 | 4,803,958 |
Non-PEO NEO | Change in Fair Value of Outstanding and Unvested Option and Stock Awards Granted in Prior Fiscal Years [Member] | ||||
Pay vs Performance Disclosure | ||||
Adjustment to Compensation, Amount | (98,353) | (761,350) | 1,155,466 | 1,236,985 |
Non-PEO NEO | Fair Value at Vesting of Option and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year [Member] | ||||
Pay vs Performance Disclosure | ||||
Adjustment to Compensation, Amount | 672,750 | 948,244 | 1,392,662 | 158,084 |
Non-PEO NEO | Change in Fair Value as of Vesting Date of Option and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year [Member] | ||||
Pay vs Performance Disclosure | ||||
Adjustment to Compensation, Amount | $ (372,295) | (1,571,828) | $ 724,758 | $ 539,110 |
Non-PEO NEO | Fair Value as of Prior Fiscal YearEnd of Option and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year [Member] | ||||
Pay vs Performance Disclosure | ||||
Adjustment to Compensation, Amount | $ (34,292) |