UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM 10-Q


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2020


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-35707

LIBERTY MEDIA CORPORATION

(Exact name of Registrant as specified in its charter)


State of Delaware		37-1699499
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

12300 Liberty Boulevard Englewood , Colorado		80112
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: ( 720 ) 875-5400

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Series A Liberty SiriusXM Common Stock	LSXMA	The Nasdaq Stock Market LLC
Series B Liberty SiriusXM Common Stock	LSXMB	The Nasdaq Stock Market LLC
Series C Liberty SiriusXM Common Stock	LSXMK	The Nasdaq Stock Market LLC
Series A Liberty Braves Common Stock	BATRA	The Nasdaq Stock Market LLC
Series C Liberty Braves Common Stock	BATRK	The Nasdaq Stock Market LLC
Series A Liberty Formula One Common Stock	FWONA	The Nasdaq Stock Market LLC
Series C Liberty Formula One Common Stock	FWONK	The Nasdaq Stock Market LLC

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ⌧ No ◻

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ⌧ No ◻

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large Accelerated Filer ☒		Accelerated Filer ☐		Non-accelerated Filer ☐		Smaller Reporting Company ☐		Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company as defined in Rule 12b-2 of the Exchange Act. Yes ☐ No ☒

The number of outstanding shares of Liberty Media Corporation's common stock as of October 31, 2020 was:


	Series A	Series B	Series C
Liberty SiriusXM common stock	100,671,324	9,803,202	229,890,516
Liberty Braves common stock	10,312,721	981,778	39,929,761
Liberty Formula One common stock	25,835,710	2,446,857	203,497,807

Table of Contents

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(unaudited)


	September 30, 2020		December 31, 2019

	amounts in millions
Assets
Current assets:
Cash and cash equivalents	$	1,936	1,222
Trade and other receivables, net		771	767
Other current assets		566	416
Total current assets		3,273	2,405
Investments in affiliates, accounted for using the equity method (note 7)		1,106	1,625

Property and equipment, at cost		3,906	3,780
Accumulated depreciation		( 1,670 )	( 1,518 )
		2,236	2,262
Intangible assets not subject to amortization (note 8):
Goodwill		19,956	19,939
FCC licenses		8,600	8,600
Other		1,405	1,405
		29,961	29,944
Intangible assets subject to amortization, net (note 8)		5,489	5,940
Other assets		1,724	2,013
Total assets	$	43,789	44,189

Liabilities and Equity
Current liabilities:
Accounts payable and accrued liabilities	$	1,403	1,621
Current portion of debt (note 9)		96	60
Deferred revenue		2,242	2,113
Other current liabilities		98	94
Total current liabilities		3,839	3,888
Long-term debt, including $ 3,237 million and $ 3,678 million measured at fair value at September 30, 2020 and December 31, 2019, respectively (note 9)		15,414	15,416
Deferred income tax liabilities		2,065	1,913
Other liabilities		1,091	1,047
Total liabilities		22,409	22,264

(Continued)

See accompanying notes to condensed consolidated financial statements.

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LIBERTY MEDIA CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets (Continued)

(unaudited)


	September 30, 2020		December 31, 2019

	amounts in millions,
	except share amounts
Stockholders' equity:
Preferred stock, $ .01 par value. Authorized 50,000,000 shares; no shares issued		—	—
Series A Liberty SiriusXM common stock, $ .01 par value. Authorized 2,000,000,000 shares; issued and outstanding 101,026,159 shares at September 30, 2020 and 103,339,016 shares at December 31, 2019 (note 2)		1	1
Series A Liberty Braves common stock, $ .01 par value. Authorized 200,000,000 shares; issued and outstanding 10,312,685 shares at September 30, 2020 and 10,312,639 shares at December 31, 2019 (note 2)		—	—
Series A Liberty Formula One common stock, $ .01 par value. Authorized 500,000,000 shares; issued and outstanding 25,835,650 shares at September 30, 2020 and 25,834,334 shares at December 31, 2019 (note 2)		—	—
Series B Liberty SiriusXM common stock, $ .01 par value. Authorized 75,000,000 shares; issued and outstanding 9,803,444 shares at September 30, 2020 and 9,808,601 at December 31, 2019 (note 2)		—	—
Series B Liberty Braves common stock, $ .01 par value. Authorized 7,500,000 shares; issued and outstanding 981,814 shares at September 30, 2020 and 981,860 at December 31, 2019 (note 2)		—	—
Series B Liberty Formula One common stock, $ .01 par value. Authorized 18,750,000 shares; issued and outstanding 2,446,917 shares at September 30, 2020 and 2,448,233 shares at December 31, 2019 (note 2)		—	—
Series C Liberty SiriusXM common stock, $ .01 par value. Authorized 2,000,000,000 shares; issued and outstanding 230,795,109 shares at September 30, 2020 and 203,324,574 shares at December 31, 2019 (note 2)		2	2
Series C Liberty Braves common stock, $ .01 par value. Authorized 200,000,000 shares; issued and outstanding 39,929,761 shares at September 30, 2020 and 39,894,784 shares at December 31, 2019 (note 2)		—	—
Series C Liberty Formula One common stock, $ .01 par value. Authorized 500,000,000 shares; issued and outstanding 203,497,807 shares at September 30, 2020 and 203,366,419 shares at December 31, 2019 (note 2)		2	2
Additional paid-in capital		2,943	2,575
Accumulated other comprehensive earnings (loss), net of taxes		19	( 33 )
Retained earnings		13,225	13,748
Total stockholders' equity		16,192	16,295
Noncontrolling interests in equity of subsidiaries		5,188	5,630
Total equity		21,380	21,925
Commitments and contingencies (note 10)
Total liabilities and equity	$	43,789	44,189

See accompanying notes to condensed consolidated financial statements.

I-4

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LIBERTY MEDIA CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(unaudited)


	Three months ended			Nine months ended
	September 30,			September 30,
	2020		2019	2020	2019

	amounts in millions,
	except per share amounts
Revenue:
Sirius XM Holdings revenue	$	2,025	2,011	5,851	5,732
Formula 1 revenue		597	633	660	1,499
Other revenue		110	212	143	442
Total revenue		2,732	2,856	6,654	7,673
Operating costs and expenses, including stock-based compensation (note 4):
Cost of services (exclusive of depreciation shown separately below):
Revenue share and royalties		602	592	1,759	1,684
Programming and content		123	116	351	338
Customer service and billing		119	120	359	352
Other		51	52	142	136
Cost of Formula 1 revenue		551	434	610	1,023
Subscriber acquisition costs		110	101	257	313
Other operating expense		154	223	339	511
Selling, general and administrative		423	440	1,221	1,275
Acquisition and restructuring (note 3)		—	—	24	83
Depreciation and amortization		279	271	812	790
		2,412	2,349	5,874	6,505
Operating income (loss)		320	507	780	1,168
Other income (expense):
Interest expense		( 153 )	( 169 )	( 480 )	( 495 )
Share of earnings (losses) of affiliates, net (note 7)		( 187 )	55	( 442 )	69
Realized and unrealized gains (losses) on financial instruments, net (note 6)		16	14	( 163 )	( 171 )
Other, net		( 32 )	( 47 )	( 1 )	( 18 )
		( 356 )	( 147 )	( 1,086 )	( 615 )
Earnings (loss) before income taxes		( 36 )	360	( 306 )	553
Income tax (expense) benefit		( 7 )	( 98 )	3	( 226 )
Net earnings (loss)		( 43 )	262	( 303 )	327
Less net earnings (loss) attributable to the noncontrolling interests		71	69	213	176
Net earnings (loss) attributable to Liberty stockholders	$	( 114 )	193	( 516 )	151

Net earnings (loss) attributable to Liberty stockholders:
Liberty SiriusXM common stock	$	12	140	138	368
Liberty Braves common stock		( 31 )	12	( 16 )	( 33 )
Liberty Formula One common stock		( 95 )	41	( 638 )	( 184 )
	$	( 114 )	193	( 516 )	151

(Continued)

See accompanying notes to condensed consolidated financial statements.

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LIBERTY MEDIA CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Operations (Continued)

(unaudited)


	Three months ended			Nine months ended
	September 30,			September 30,
	2020		2019	2020	2019
Basic net earnings (loss) attributable to Liberty stockholders per common share (notes 3 and 6):
Series A, B and C Liberty SiriusXM common stock		0.03	0.43	0.42	1.12
Series A, B and C Liberty Braves common stock		( 0.61 )	0.24	( 0.31 )	( 0.65 )
Series A, B and C Liberty Formula One common stock		( 0.41 )	0.18	( 2.75 )	( 0.80 )
Diluted net earnings (loss) attributable to Liberty stockholders per common share (notes 3 and 6):
Series A, B and C Liberty SiriusXM common stock		0.03	0.42	0.31	1.11
Series A, B and C Liberty Braves common stock		( 0.61 )	0.16	( 1.57 )	( 0.65 )
Series A, B and C Liberty Formula One common stock		( 0.41 )	0.18	( 2.75 )	( 0.80 )

See accompanying notes to condensed consolidated financial statements.

I-6

Table of Contents

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Earnings (Loss)

(unaudited)


	Three months ended			Nine months ended
	September 30,			September 30,
	2020		2019	2020	2019

	amounts in millions
Net earnings (loss)	$	( 43 )	262	( 303 )	327
Other comprehensive earnings (loss), net of taxes:
Foreign currency translation adjustments		12	( 8 )	( 10 )	11
Credit risk on fair value debt instruments gains (losses)		( 151 )	( 23 )	86	( 26 )
Unrealized holding gains (losses) arising during the period		( 1 )	1	( 7 )	4
Share of other comprehensive earnings (loss) of equity affiliates		6	( 8 )	( 20 )	( 8 )
Comprehensive earnings (loss)		( 177 )	224	( 254 )	308
Less comprehensive earnings (loss) attributable to the noncontrolling interests		74	67	210	180
Comprehensive earnings (loss) attributable to Liberty stockholders	$	( 251 )	157	( 464 )	128

Comprehensive earnings (loss) attributable to Liberty stockholders:
Liberty SiriusXM common stock	$	( 102 )


Part I – Financial Information
Item 1. Financial Statements
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Condensed Consolidated Balance Sheets (unaudited)		I-3
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Condensed Consolidated Statements of Operations (unaudited)		I-5
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Condensed Consolidated Statements of Comprehensive Earnings (Loss) (unaudited)		I-7
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Condensed Consolidated Statements of Cash Flows (unaudited)		I-8
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Condensed Consolidated Statements of Equity (unaudited)		I-10
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (unaudited)		I-14

	Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	I-46
	Item 3. Quantitative and Qualitative Disclosures about Market Risk	I-67
	Item 4. Controls and Procedures	I-68

Part II — Other Information
	Item 1. Legal Proceedings	II-1
	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	II-1
	Item 6. Exhibits	II-2

SIGNATURES		II-3