附件99.1
未經審計的歸屬爲股票跟蹤板塊的財務信息
以下表格展示截至2024年9月30日的資產和負債,2024年9月30日和2023年的三個月和九個月的營收和支出,以及截至2024年9月30日和2023年的九個月的現金流量。表格進一步展示了我們的資產、負債、營收、支出和現金流量,這些都是要歸屬於自由方程式一組(「方程式一組」)、自由現場組、自由sirius xm組(在財務報表附註1中定義的自由sirius xm控股公司拆分之前)和自由勇士組(在財務報表附註1中定義的亞特蘭大勇士控股公司拆分之前)的。如附註1所述的重新分類將反映在截至2023年8月3日開始的歸屬財務報表中。這些財務信息應與我們在此《第10-Q表格季度報告》中包含的截至2024年9月30日的簡明合併財務報表一起閱讀。
儘管將資產、負債、營收、支出和現金流量歸屬於自由sirius xm組(在財務報表附註1中定義的自由sirius xm控股公司拆分之前)、方程式一組、自由現場組和勇士組(在財務報表附註1中定義的亞特蘭大勇士控股公司拆分之前),我們的股票跟蹤資本結構並不影響我們資產的所有權或相應的法律所有權以及我們對負債的責任。我們及我們的子公司各自對我們的各項責任負責。持有自由方程式一普通股和自由現場普通股的持有人是我們的普通股持有人,並承擔與投資我們公司及我們所有的業務、資產和負債相關的風險。發行自由方程式一普通股和自由現場普通股不影響我們債權人的權利。
1
SUMMARY ATTRIBUTED FINANCIAL DATA
一級方程式賽車集團
摘要資產負債表數據:
9月30日 | 12月31日 | ||||||
2024 | 2023 | ||||||
數量爲百萬 | |||||||
現金及現金等價物 | $ | 2,666 | 1,408 | ||||
| $ | 35 | 41 | ||||
商譽 | $ | 4,192 | 3,956 | ||||
可退還所得稅 | $ | 2,757 | 2,858 | ||||
總資產 | $ | 11,980 | 10,267 | ||||
長期債務(包括流動部分) | $ | 2,928 | 2,906 | ||||
歸屬於淨資產 | $ | 7,642 | 6,419 |
經營數據摘要表:
截至三個月結束 | 截至9個月結束, | |||||||||
9月30日, | 9月30日, | |||||||||
2024 | 2023 | 2024 | 2023 | |||||||
金額以百萬爲單位 | ||||||||||
營業收入 | $ | 911 | 887 | 2,486 | 1,992 | |||||
一級方程式營業收入成本 | $ | (554) | (615) | (1,472) | (1,340) | |||||
銷售、一般及行政費用(1) | $ | (113) | (79) | (295) | (223) | |||||
業務利潤(虧損) | $ | 110 | 107 | 264 | 175 | |||||
利息支出 | $ | (54) | (56) | (162) | (161) | |||||
其它業績分享(虧損),淨額 | $ | (1) | 2 | (6) | (1) | |||||
金融工具的已實現和未實現損益淨額 | $ | 39 | 66 | 86 | 83 | |||||
Unrealized gains (losses) on intergroup interest | $ | — | 16 | — | 15 | |||||
所得稅費用(收益) | $ | 2 | (31) | (20) | (35) | |||||
歸屬於自由股東的收益(損失) | $ | 117 | 118 | 218 | 125 |
(1) | 包括截至2024年9月30日三個月的600萬元和400萬元的股票補償,以及截至2024年9月30日九個月的2400萬元和1400萬元的股票補償。 |
2
自由直播集團
摘要資產負債表數據:
9月30日 | 12月31日 | ||||||
2024 | 2023 | ||||||
數量爲百萬 | |||||||
現金及現金等價物 | $ | 388 | 305 | ||||
| $ | 448 | 333 | ||||
總資產 | $ | 1,255 | 1,162 | ||||
長期債務(包括流動部分) | $ | 1,437 | 1,317 | ||||
歸屬淨資產 | $ | (206) | (188) |
經營數據摘要報表:
截至三個月結束 | 截至9個月結束, | |||||||||
9月30日 | 9月30日 | |||||||||
2024 | 2023 | 2024 | 2023 | |||||||
銷售、一般和行政費用 (1) | $ | (3) | (5) | (7) | (5) | |||||
業務利潤(虧損) | $ | (3) | (5) | (7) | (5) | |||||
其它業績分享(虧損),淨額 | $ | 117 | 90 | 181 | 90 | |||||
所得稅費用(收益) | $ | (5) | 5 | (21) | 5 | |||||
歸屬於自由股東的收益(損失) | $ | 15 | (19) | 76 | (19) |
(1) | 包括截至2024年9月30日和2023年結束的每個三個月的100萬美元的股權補償費用,以及分別爲截至2024年9月30日和2023年結束的九個月的300萬美元和100萬美元。 |
3
資產負債表信息
2024年9月30日
(未經審計)
歸屬(注1) | ||||||||||
自由 | ||||||||||
一級方程式 | 現場 | 集團內部 | 綜合 | |||||||
| 集團 | 集團 | 淘汰 | 自由 |
| |||||
金額單位爲百萬 | ||||||||||
資產 | ||||||||||
流動資產: | ||||||||||
現金及現金等價物 | $ | | | — | |
| ||||
交易及其他應收款淨額 |
| | — | — | |
| ||||
其他流動資產 |
| | — | — | |
| ||||
總流動資產 |
| | | — | |
| ||||
採用權益法覈算的關聯企業投資(注1) |
| | | — | |
| ||||
成本覈算的房地產設備 |
| | — | — | |
| ||||
累計折舊 |
| ( | — | — | ( |
| ||||
| | — | — | |
| |||||
商譽 |
| | — | — | |
| ||||
可退還所得稅 |
| | — | — | |
| ||||
其他 |
| | | ( | |
| ||||
總資產 | $ | | | ( | |
| ||||
負債和股東權益 | ||||||||||
流動負債: | ||||||||||
應付賬款及應計負債 | $ | | — | — | | |||||
償還短期債務 | | | — | | ||||||
遞延收入 |
| | — | — | | |||||
其他流動負債 |
| | — | — | | |||||
流動負債合計 |
| | | — | | |||||
長期負債(附註1) |
| | | — | | |||||
遞延所得稅負債 |
| | — | ( | — | |||||
其他負債 |
| | | — | | |||||
負債合計 |
| | | ( | | |||||
股本/歸屬於母公司的淨資產 |
| | ( | — | | |||||
子公司股權中的非控制權益 |
| — | | — | | |||||
負債和所有者權益總額 | $ | | | ( | |
4
營業收入情況聲明
2024年9月30日止三個月
(未經審計)
歸屬(注1) | ||||||||||
自由 | 自由出版 | |||||||||
一級方程式 | 現場 | SiriusXm | 綜合 | |||||||
集團 | Group | 集團 | 自由 | |||||||
數量爲百萬 | ||||||||||
營業收入: | ||||||||||
F1營業收入 | $ | | — | — | | |||||
其他收入 |
| | — | — | | |||||
總營業收入 |
| | — | — | | |||||
經營成本和費用: | ||||||||||
F1營收成本(除獨立折舊外) | | — | — | | ||||||
其他銷售成本 | | — | — | | ||||||
其他經營費用 |
| | — | — | | |||||
銷售、一般和行政費用,包括股權獎勵(注2) |
| | | — | | |||||
減值及收購成本 | | — | — | | ||||||
折舊和攤銷 |
| | — | — | | |||||
| | | — | | ||||||
業務利潤(虧損) |
| | ( | — | | |||||
其他收入(費用): | ||||||||||
利息支出 |
| ( | ( | — | ( | |||||
其它業績分享(虧損),淨額 |
| ( | | — | | |||||
金融工具的已實現和未實現損益淨額 |
| | ( | — | ( | |||||
其他,淨額 |
| | | — | | |||||
| | | — | | ||||||
扣除所得稅前繼續經營業務盈利(虧損) |
| | | — | | |||||
所得稅費用(收益) |
| | ( | — | ( | |||||
持續經營活動淨收益(虧損) |
| | | — | | |||||
終止經營的淨收益(虧損) | — | — | ( | ( | ||||||
淨收益(虧損) | | | ( | ( | ||||||
減:歸屬於非控制權益的淨收益(虧損) |
| — | — | ( | ( | |||||
歸屬於利賓股東的淨收益(虧損) | $ | | | ( | ( |
5
STATEMENT OF OPERATIONS INFORMATION
Nine months ended September 30, 2024
(unaudited)
Attributed (note 1) | ||||||||||
Liberty | Liberty | |||||||||
Formula One | Live | SiriusXM | Consolidated | |||||||
Group | Group | Group | Liberty | |||||||
amounts in millions | ||||||||||
Revenue: | ||||||||||
Formula 1 revenue | $ | | — | — | | |||||
Other revenue |
| | — | — |
| | ||||
Total revenue |
| | — | — |
| | ||||
Operating costs and expenses: | ||||||||||
Cost of Formula 1 revenue (exclusive of depreciation shown separately below) | | — | — | | ||||||
Other cost of sales | | — | — | | ||||||
Other operating expenses |
| | — | — |
| | ||||
Selling, general and administrative, including stock-based compensation (note 2) |
| | | — |
| | ||||
Impairment and acquisition costs | | — | — |
| | |||||
Depreciation and amortization |
| | — | — |
| | ||||
| | | — |
| | |||||
Operating income (loss) |
| | ( | — |
| | ||||
Other income (expense): | ||||||||||
Interest expense |
| ( | ( | — |
| ( | ||||
Share of earnings (losses) of affiliates, net |
| ( | | — |
| | ||||
Realized and unrealized gains (losses) on financial instruments, net |
| | ( | — |
| | ||||
Other, net |
| | | — |
| | ||||
| ( | | — |
| | |||||
Earnings (loss) from continuing operations before income taxes |
| | | — |
| | ||||
Income tax (expense) benefit |
| ( | ( | — |
| ( | ||||
Net earnings (loss) from continuing operations |
| | | — |
| | ||||
Net earnings (loss) from discontinued operations | — | — | ( | ( | ||||||
Net earnings (loss) | | | ( | ( | ||||||
Less net earnings (loss) attributable to the noncontrolling interests |
| — | — | ( |
| ( | ||||
Net earnings (loss) attributable to Liberty stockholders | $ | | | ( |
| ( |
6
STATEMENT OF OPERATIONS INFORMATION
Three months ended September 30, 2023
(unaudited)
Attributed (note 1) | ||||||||||||
Liberty | Liberty | |||||||||||
Formula One | Live | SiriusXM | Braves | Consolidated | ||||||||
Group | Group | Group | Group | Liberty | ||||||||
amounts in millions | ||||||||||||
Revenue: | ||||||||||||
Formula 1 revenue | $ | | — | — | — | | ||||||
Other revenue |
| — | — | — | | | ||||||
Total revenue |
| | — | — | | | ||||||
Operating costs and expenses: | ||||||||||||
Cost of Formula 1 revenue (exclusive of depreciation shown separately below) | | — | — | — | | |||||||
Other operating expenses |
| — | — | — | | | ||||||
Selling, general and administrative, including stock-based compensation (note 2) |
| | | — | | | ||||||
Depreciation and amortization |
| | — | — | | | ||||||
| | | — | | | |||||||
Operating income (loss) |
| | ( | — | ( | | ||||||
Other income (expense): | ||||||||||||
Interest expense |
| ( | ( | ( | ( | ( | ||||||
Share of earnings (losses) of affiliates, net |
| | | | | | ||||||
Realized and unrealized gains (losses) on financial instruments, net |
| | ( | | — | | ||||||
Unrealized gains (losses) on intergroup interests (note 1) | | — | — | ( | ( | |||||||
Other, net |
| | ( | | | ( | ||||||
| | ( | | ( | | |||||||
Earnings (loss) from continuing operations before income taxes |
| | ( | | ( | | ||||||
Income tax (expense) benefit |
| ( | | ( | | ( | ||||||
Net earnings (loss) from continuing operations |
| | ( | | ( | | ||||||
Net earnings (loss) from discontinued operations | — | — | | — | | |||||||
Net earnings (loss) | | ( | | ( | | |||||||
Less net earnings (loss) attributable to the noncontrolling interests |
| — | — | | — | | ||||||
Net earnings (loss) attributable to Liberty stockholders | $ | | ( | | ( | |
7
STATEMENT OF OPERATIONS INFORMATION
Nine months ended September 30, 2023
(unaudited)
Attributed (note 1) | ||||||||||||
Liberty | Liberty | |||||||||||
Formula One | Live | SiriusXM | Braves | Consolidated | ||||||||
Group | Group | Group | Group | Liberty | ||||||||
amounts in millions | ||||||||||||
Revenue: | ||||||||||||
Formula 1 revenue | $ | | — | — | — | | ||||||
Other revenue |
| — | — | — |
| | | |||||
Total revenue |
| | — | — |
| | | |||||
Operating costs and expenses: | ||||||||||||
Cost of Formula 1 revenue (exclusive of depreciation shown separately below) | | — | — | — | | |||||||
Other operating expenses |
| — | — | — |
| | | |||||
Selling, general and administrative, including stock-based compensation (note 2) |
| | | — |
| | | |||||
Impairment and acquisition costs | — | — | — |
| | | ||||||
Depreciation and amortization |
| | — | — |
| | | |||||
| | | — |
| | | ||||||
Operating income (loss) |
| | ( | — |
| ( | | |||||
Other income (expense): | ||||||||||||
Interest expense |
| ( | ( | ( |
| ( | ( | |||||
Share of earnings (losses) of affiliates, net |
| ( | | |
| | | |||||
Realized and unrealized gains (losses) on financial instruments, net |
| | ( | ( |
| | ( | |||||
Unrealized gains (losses) on intergroup interests (note 1) | | — | — | ( | ( | |||||||
Other, net |
| | ( | ( |
| | | |||||
| ( | ( | |
| ( | ( | ||||||
Earnings (loss) from continuing operations before income taxes |
| | ( | |
| ( | | |||||
Income tax (expense) benefit |
| ( | | ( |
| | ( | |||||
Net earnings (loss) from continuing operations |
| | ( | |
| ( | | |||||
Net earnings (loss) from discontinued operations | — | — | | — | | |||||||
Net earnings (loss) | | ( | | ( | | |||||||
Less net earnings (loss) attributable to the noncontrolling interests |
| ( | — | |
| — | | |||||
Net earnings (loss) attributable to Liberty stockholders | $ | | ( | |
| ( | |
8
STATEMENT OF CASH FLOWS INFORMATION
Nine months ended September 30, 2024
(unaudited)
Attributed (note 1) | ||||||||||
Liberty | Liberty | |||||||||
Formula One | Live | SiriusXM | Consolidated | |||||||
Group | Group | Group | Liberty | |||||||
amounts in millions | ||||||||||
Cash flows from operating activities: | ||||||||||
Net earnings (loss) | $ | | | ( | ( | |||||
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: | ||||||||||
Net (earnings) loss from discontinued operations | — | — | | | ||||||
Depreciation and amortization |
| | — | — | | |||||
Stock-based compensation |
| | | — | | |||||
Share of (earnings) loss of affiliates, net |
| | ( | — | ( | |||||
Realized and unrealized (gains) losses on financial instruments, net |
| ( | | — | ( | |||||
Deferred income tax expense (benefit) |
| | | — | | |||||
Intergroup tax allocation | ( | ( | — | ( | ||||||
Intergroup tax (payments) receipts | | | — | | ||||||
Other, net |
| | ( | — | | |||||
Changes in operating assets and liabilities | ||||||||||
Current and other assets |
| ( | — | — | ( | |||||
Payables and other liabilities |
| | ( | — | | |||||
Net cash provided (used) by operating activities |
| | ( | — | | |||||
Cash flows from investing activities: | ||||||||||
Investments in equity method affiliates and debt and equity securities |
| ( | ( | — | ( | |||||
Cash proceeds from dispositions | — | | — | | ||||||
Cash (paid) received for acquisitions, net of cash acquired | ( | — | — | ( | ||||||
Capital expended for property and equipment, including internal-use software and website development |
| ( | — | — | ( | |||||
Other investing activities, net |
| ( | | — | ( | |||||
Net cash provided (used) by investing activities |
| ( | | — | ( | |||||
Cash flows from financing activities: | ||||||||||
Borrowings of debt |
| | — | — | | |||||
Repayments of debt |
| ( | ( | — | ( | |||||
Issuance of Series C Liberty Formula One common stock | | — | — | | ||||||
Other financing activities, net | | | — | | ||||||
Net cash provided (used) by financing activities |
| | ( | — | | |||||
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash | | — | — | | ||||||
Net cash provided (used) by discontinued operations: | ||||||||||
Cash provided (used) by operating activities | — | — | | | ||||||
Cash provided (used) by investing activities | — | — | ( | ( | ||||||
Cash provided (used) by financing activities | — | — | ( | ( | ||||||
Net cash provided (used) by discontinued operations | — | — | ( | ( | ||||||
Net increase (decrease) in cash, cash equivalents and restricted cash |
| | | ( | | |||||
Cash, cash equivalents and restricted cash at beginning of period |
| | | | | |||||
Cash, cash equivalents and restricted cash at end of period | $ | | | — | |
9
STATEMENT OF CASH FLOWS INFORMATION
Nine months ended September 30, 2023
(unaudited)
Attributed (note 1) | ||||||||||||
Liberty | Liberty | |||||||||||
Formula One | Live | SiriusXM | Braves | Consolidated | ||||||||
Group | Group | Group | Group | Liberty | ||||||||
amounts in millions | ||||||||||||
Cash flows from operating activities: | ||||||||||||
Net earnings (loss) | $ | | ( | | ( | | ||||||
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: | ||||||||||||
Net (earnings) loss from discontinued operations | — | — | ( | — | ( | |||||||
Depreciation and amortization |
| | — | — | | | ||||||
Stock-based compensation |
| | | — | | | ||||||
Share of (earnings) loss of affiliates, net |
| | ( | ( | ( | ( | ||||||
Realized and unrealized (gains) losses on financial instruments, net |
| ( | | | ( | | ||||||
Unrealized (gains) losses on intergroup interests, net | ( | — | — | | | |||||||
Deferred income tax expense (benefit) |
| | ( | | ( | | ||||||
Intergroup tax allocation | ( | ( | ( | — | ( | |||||||
Intergroup tax (payments) receipts | | — | — | ( | | |||||||
Other, net |
| | | | | | ||||||
Changes in operating assets and liabilities | ||||||||||||
Current and other assets |
| ( | ( | — | ( | ( | ||||||
Payables and other liabilities |
| | | | | | ||||||
Net cash provided (used) by operating activities |
| | ( | ( | | | ||||||
Cash flows from investing activities: | ||||||||||||
Investments in equity method affiliates and debt and equity securities |
| ( | — | — | — | ( | ||||||
Cash proceeds from dispositions | | | — | — | | |||||||
Capital expended for property and equipment, including internal-use software and website development |
| ( | — | — | ( | ( | ||||||
Other investing activities, net |
| ( | — | — | — | ( | ||||||
Net cash provided (used) by investing activities |
| ( | | — | ( | ( | ||||||
Cash flows from financing activities: | ||||||||||||
Borrowings of debt |
| — | | — | | | ||||||
Repayments of debt |
| ( | ( | — | ( | ( | ||||||
Settlement of intergroup interests | ( | — | — | — | ( | |||||||
Atlanta Braves Holdings, Inc. Split-Off | — | — | — | ( | ( | |||||||
Reclassification | ( | | — | — | — | |||||||
Other financing activities, net | | — | | | | |||||||
Net cash provided (used) by financing activities |
| ( | | | ( | ( | ||||||
Net cash provided (used) by discontinued operations: | ||||||||||||
Cash provided (used) by operating activities | — | — | | — | | |||||||
Cash provided (used) by investing activities | — | — | ( | — | ( | |||||||
Cash provided (used) by financing activities | — | — | ( | — | ( | |||||||
Net cash provided (used) by discontinued operations | — | — | ( | — | ( | |||||||
Net increase (decrease) in cash, cash equivalents and restricted cash |
| ( | | ( | ( | ( | ||||||
Cash, cash equivalents and restricted cash at beginning of period |
| | NA | | | | ||||||
Cash, cash equivalents and restricted cash at end of period | $ | | | | — | |
10
Notes to Attributed Financial Information (Continued)
(unaudited)
(1) | A tracking stock is a type of common stock that the issuing company intends to reflect or "track" the economic performance of a particular business or "group," rather than the economic performance of the company as a whole. |
On July 18, 2023, the Company completed the split-off (the “Atlanta Braves Holdings Split-Off”) of its wholly owned subsidiary, Atlanta Braves Holdings, Inc (“Atlanta Braves Holdings”). The Atlanta Braves Holdings Split-Off was accomplished by a redemption by the Company of each outstanding share of Liberty Braves common stock in exchange for one share of the corresponding series of Atlanta Braves Holdings common stock. Atlanta Braves Holdings is comprised of the businesses, assets and liabilities attributed to the Braves Group immediately prior to the Atlanta Braves Holdings Split-Off, except for the intergroup interests in the Braves Group attributed to the Liberty SiriusXM Group and the Formula One Group, which were settled and extinguished in connection with the Atlanta Braves Holdings Split-Off.
On August 3, 2023, the Company reclassified its then-outstanding shares of common stock into three new tracking stocks — Liberty SiriusXM common stock, Liberty Formula One common stock and Liberty Live common stock, and, in connection therewith, provided for the attribution of the businesses, assets and liabilities of the Company’s remaining tracking stock groups among its newly created Liberty SiriusXM Group, Formula One Group and Liberty Live Group (the “Reclassification”). As a result of the Reclassification, each then-outstanding share of Liberty SiriusXM common stock was reclassified into one share of the corresponding series of new Liberty SiriusXM common stock and 0.2500 of a share of the corresponding series of Liberty Live common stock and each outstanding share of Liberty Formula One common stock was reclassified into one share of the corresponding series of new Liberty Formula One common stock and 0.0428 of a share of the corresponding series of Liberty Live common stock.
Each of the Atlanta Braves Holdings Split-Off and the Reclassification were intended to be tax-free to stockholders of the Company, except with respect to the receipt of cash in lieu of fractional shares. In July 2024, the IRS completed its review of the Reclassification and notified the Company that it agreed with the nontaxable characterization of the transaction. In September 2024, the IRS completed its review of the Atlanta Braves Holdings Split-Off and notified the Company that it agreed with the nontaxable characterization of the transaction. The Atlanta Braves Holdings Split-Off and the Reclassification are reflected in the Company’s consolidated financial statements and these attributed financial statements on a prospective basis.
On September 9, 2024, Liberty completed the split-off (the “Liberty Sirius XM Holdings Split-Off”) of its wholly owned subsidiary, Liberty Sirius XM Holdings Inc. (“Liberty Sirius XM Holdings”). The Liberty Sirius XM Holdings Split-Off was accomplished through the redemption by the Company of each outstanding share of Liberty SiriusXM common stock in exchange for 0.8375 of a share of Liberty Sirius XM Holdings common stock, with cash paid in lieu of fractional shares. Liberty Sirius XM Holdings is comprised of the businesses, assets and liabilities attributed to the Liberty SiriusXM Group immediately prior to the Liberty Sirius XM Holdings Split-Off. The Liberty Sirius XM Holdings Split-Off was intended to be tax-free to holders of Liberty SiriusXM common stock (except with respect to cash received in lieu of fractional shares).
Liberty Sirius XM Holdings is presented as a discontinued operation in the Company’s condensed consolidated financial statements as the Liberty Sirius XM Holdings Split-Off represents a strategic shift that had a major effect on the Company’s operations and financial results.
While the Formula One Group and Liberty Live Group have separate collections of businesses, assets and liabilities attributed to them, no group is a separate legal entity and therefore cannot own assets, issue securities or enter into legally binding agreements. Holders of tracking stock have no direct claim to the group's stock or assets and therefore, do not own, by virtue of their ownership of a Liberty tracking stock, any equity or voting interest in a public company, such as Live Nation Entertainment, Inc. (“Live Nation”), in which Liberty holds an interest and that is attributed to a Liberty tracking stock group, the Liberty Live Group. Holders of tracking stock are also not represented by separate boards of directors. Instead, holders of tracking stock are stockholders of the parent corporation, with a single board of directors and subject to all of the risks and liabilities of the parent corporation.
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Notes to Attributed Financial Information (Continued)
(unaudited)
As of September 30, 2024, the Formula One Group was primarily comprised of Liberty’s interests in Formula 1 and QuintEvents, LLC, cash and Liberty’s 2.25% Convertible Senior Notes due 2027. As of September 30, 2024, the Formula One Group had cash and cash equivalents of approximately $2,666 million, which included $1,449 million of subsidiary cash.
As of September 30, 2024, the Liberty Live Group is primarily comprised of Liberty’s interest in Live Nation, cash, other minority investments, Liberty’s 0.5% Exchangeable Senior Debentures due 2050, Liberty’s 2.375% Exchangeable Senior Debentures due 2053 and an undrawn margin loan.
Prior to the Liberty Sirius XM Holdings Split-Off, the Liberty SiriusXM common stock was intended to track and reflect the separate economic performance of the businesses, assets and liabilities attributed to the Liberty SiriusXM Group. At the time of the Liberty Sirius XM Holdings Split-Off, the Liberty SiriusXM Group was comprised of Liberty’s interest in Sirius XM Holdings, corporate cash, Liberty’s 3.75% Convertible Senior Notes due 2028, Liberty’s 2.75% Exchangeable Senior Debentures due 2049 and a margin loan obligation incurred by a wholly-owned special purpose subsidiary of Liberty. As previously disclosed, Liberty Sirius XM Holdings is presented as a discontinued operation in the Company’s condensed consolidated financial statements. Prior to the Reclassification, Liberty’s interest in Live Nation, Liberty’s 0.5% Exchangeable Senior Debentures due 2050 and a margin loan secured by shares of Live Nation were attributed to the Liberty SiriusXM Group and are presented as continuing operations in the Company’s condensed consolidated financial statements.
Prior to the Atlanta Braves Holdings Split-Off, the Braves Group was primarily comprised of Braves Holdings, which indirectly owns the Atlanta Braves Major League Baseball Club (“ANLBC”) and certain assets and liabilities associated with ANLBC’s stadium and mixed-use development and cash.
As of December 31, 2022, 6,792,903 notional shares represented an 11.0% intergroup interest in the Braves Group previously held by the Formula One Group, 1,811,066 notional shares represented a 2.9% intergroup interest in the Braves Group previously held by the Liberty SiriusXM Group and 4,165,288 notional shares represented a 1.7% intergroup interest in the Formula One Group previously held by the Liberty SiriusXM Group.
The intergroup interests represented quasi-equity interests which were not represented by outstanding shares of common stock; rather, the Formula One Group and Liberty SiriusXM Group had attributed interests in the Braves Group, which were generally stated in terms of a number of shares of Liberty Braves common stock, and the Liberty SiriusXM Group also had an attributed interest in the Formula One Group, which was generally stated in terms of a number of shares of Liberty Formula One common stock. Each reporting period, the notional shares representing the intergroup interests were marked to fair value. The changes in fair value were recorded in the Unrealized gain (loss) on intergroup interests line item in the unaudited attributed condensed consolidated statements of operations.
During March 2023, the Formula One Group paid approximately $202 million to the Liberty SiriusXM Group to settle a portion of the intergroup interest in the Formula One Group held by the Liberty SiriusXM Group, as a result of the repurchase of a portion of Liberty’s 1.375% Cash Convertible Notes due 2023. On July 12, 2023, the Formula One Group paid approximately $71 million to the Liberty SiriusXM Group to settle and extinguish the remaining intergroup interest in the Formula One Group held by the Liberty SiriusXM Group.
In connection with the Split-Off, the intergroup interests in the Braves Group attributed to the Liberty SiriusXM Group and Formula One Group were settled and extinguished through the attribution, to the respective tracking stock group, of Atlanta Braves Holdings Series C common stock on a one-for-one basis equal to the number of notional shares representing the intergroup interest. On July 19, 2023, the shares of Atlanta Braves Holdings Series C common stock attributed to the Formula One Group to settle and extinguish the intergroup interest in connection with the Split-Off were distributed on a pro rata basis to holders of Liberty Formula One common stock. During November 2023, Liberty exchanged the shares of Atlanta Braves Holdings Series C common stock attributed to the Liberty SiriusXM Group with a third party to satisfy certain debt obligations attributed to the Liberty SiriusXM Group.
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Notes to Attributed Financial Information (Continued)
(unaudited)
For information relating to investments in affiliates accounted for using the equity method and debt, see notes 7 and 8, respectively, of the accompanying condensed consolidated financial statements.
(2) | Cash compensation expense for our corporate employees is allocated among the Formula One Group and Liberty Live Group and was allocated to the Braves Group prior to the Atlanta Braves Holdings Split-Off and the Liberty SiriusXM Group prior to the Liberty Sirius XM Holdings Split-Off, based on the estimated percentage of time spent providing services for each group. On an annual basis, estimated time spent is determined through an interview process and a review of personnel duties unless transactions significantly change the composition of companies and investments in either respective group which would require a timelier reevaluation of estimated time spent. Other general and administrative expenses are charged directly to the groups whenever possible and are otherwise allocated based on estimated usage or some other reasonably determined methodology. Stock compensation related to each tracking stock is calculated based on actual awards outstanding. |
While we believe that this allocation method is reasonable and fair to each group, we may elect to change the allocation methodology or percentages used to allocate general and administrative expenses in the future.
(3) | The intergroup balance at September 30, 2024 and December 31, 2023 is primarily a result of timing of tax benefits. |
(4) | The Liberty Formula One common stock and Liberty Live common stock have voting and conversion rights under our restated charter. Following is a summary of those rights. Holders of Series A common stock of each group are entitled to one vote per share, and holders of Series B common stock of each group are entitled to ten votes per share. Holders of Series C common stock of each group are entitled to 1/100th of a vote per share in certain limited cases and will otherwise not be entitled to vote. In general, holders of Series A and Series B common stock vote as a single class. In certain limited circumstances, the board may elect to seek the approval of the holders of only Series A and Series B Liberty Formula One common stock, or only Series A and Series B Liberty Live common stock. |
At the option of the holder, each share of Series B common stock of each group will be converted into one share of Series A common stock of the same group. At the discretion of our board, the common stock related to one group may be converted into common stock of the same series that is related to another other group.
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