Exhibit 99.1
Unaudited Attributed Financial Information for Tracking Stock Groups
The following tables present our assets and liabilities as of September 30, 2021 and revenue and expenses for the three and nine months ended September 30, 2021 and 2020 and cash flows for the nine months ended September 30, 2021 and 2020. The tables further present our assets, liabilities, revenue, expenses and cash flows that are intended to be attributed to the 猫咪社区 SiriusXM Group, 猫咪社区 Braves Group (“Braves Group”) and the 猫咪社区 Formula One Group (“Formula One Group”), respectively. The reattribution, as described in note 1, is reflected in the attributed financial statements on a prospective basis from April 22, 2020. The financial information should be read in conjunction with our condensed consolidated financial statements for the nine months ended September 30, 2021 included in this Quarterly Report on Form 10-Q.
Notwithstanding the following attribution of assets, liabilities, revenue, expenses and cash flows to the 猫咪社区 SiriusXM Group, Braves Group and the Formula One Group, our tracking stock capital structure does not affect the ownership or the respective legal title to our assets or responsibility for our liabilities. We and our subsidiaries are each responsible for our respective liabilities. Holders of 猫咪社区 SiriusXM common stock, 猫咪社区 Braves common stock and 猫咪社区 Formula One common stock are holders of our common stock and are subject to risks associated with an investment in our company and all of our businesses, assets and liabilities. The issuance of 猫咪社区 SiriusXM common stock, 猫咪社区 Braves and 猫咪社区 Formula One common stock does not affect the rights of our creditors.
1
SUMMARY ATTRIBUTED FINANCIAL DATA
猫咪社区 SiriusXM Group
Summary Balance Sheet Data:
September 30, | December 31, | ||||||
2021 | 2020 | ||||||
amounts in millions | |||||||
Cash and cash equivalents | $ | 529 | 996 | ||||
Investments in affiliates, accounted for using the equity method | $ | 874 | 886 | ||||
Intangible assets not subject to amortization | $ | 24,952 | 24,924 | ||||
Intangible assets subject to amortization, net | $ | 1,310 | 1,471 | ||||
Total assets | $ | 31,497 | 32,081 | ||||
Deferred revenue | $ | 1,500 | 1,721 | ||||
Long-term debt, including current portion | $ | 13,754 | 13,000 | ||||
Deferred tax liabilities | $ | 2,206 | 2,116 | ||||
Attributed net assets | $ | 8,130 | 8,250 | ||||
Noncontrolling interest | $ | 3,959 | 4,505 |
Summary Statement of Operations Data:
Three months ended | Nine months ended | |||||||||
September 30, | September 30, | |||||||||
2021 | 2020 | 2021 | 2020 | |||||||
amounts in millions | ||||||||||
Revenue | $ | 2,198 | 2,025 | 6,415 | 5,851 | |||||
Cost of Sirius XM Holdings services (1) | $ | (998) | (895) | (2,920) | (2,611) | |||||
Other operating expenses (1) | $ | (67) | (64) | (197) | (196) | |||||
Selling, general and administrative expense (1) | $ | (402) | (363) | (1,122) | (1,055) | |||||
Operating income (loss) | $ | 604 | 451 | 1,467 | 1,276 | |||||
Interest expense | $ | (130) | (116) | (373) | (347) | |||||
Gains (losses) on dilution of investment in affiliate | $ | 142 | — | 152 | 1 | |||||
Income tax (expense) benefit | $ | (108) | (22) | (126) | (88) | |||||
Net earnings (loss) attributable to noncontrolling interests | $ | 71 | 68 | 215 | 210 | |||||
Earnings (loss) attributable to 猫咪社区 stockholders | $ | 342 | 12 | 668 | 138 |
(1) | Includes stock-based compensation expense as follows: |
Three months ended | Nine months ended | |||||||||
September 30, | September 30, | |||||||||
2021 | 2020 | 2021 | 2020 | |||||||
amounts in millions | ||||||||||
Cost of services | $ | 11 | 11 | 33 | 32 | |||||
Other operating expenses | 9 | 11 | 26 | 31 | ||||||
Selling, general and administrative expense | 34 | 39 | 99 | 110 | ||||||
$ | 54 | 61 | 158 | 173 |
2
Braves Group
Summary Balance Sheet Data:
September 30, | December 31, | ||||||
2021 | 2020 | ||||||
amounts in millions | |||||||
Cash and cash equivalents | $ | 134 | 151 | ||||
Property and equipment, net | $ | 777 | 799 | ||||
Investments in affiliates, accounted for using the equity method | $ | 108 | 94 | ||||
Intangible assets not subject to amortization | $ | 323 | 323 | ||||
Intangible assets subject to amortization, net | $ | 22 | 24 | ||||
Total assets | $ | 1,625 | 1,571 | ||||
Deferred revenue | $ | 73 | 90 | ||||
Long-term debt, including current portion | $ | 718 | 670 | ||||
Deferred tax liabilities | $ | 63 | 52 | ||||
Attributed net assets | $ | 300 | 291 |
Summary Statement of Operations Data:
Three months ended | Nine months ended | |||||||||
September 30, | September 30, | |||||||||
2021 | 2020 | 2021 | 2020 | |||||||
amounts in millions | ||||||||||
Revenue | $ | 234 | 110 | 466 | 143 | |||||
Selling, general and administrative expense (1) | $ | (28) | (17) | (73) | (39) | |||||
Operating income (loss) | $ | 30 | (16) | 21 | (93) | |||||
Share of earnings (losses) of affiliates, net | $ | 9 | (5) | 20 | (2) | |||||
Unrealized gains (losses) on intergroup interest | $ | 12 | (10) | (15) | 78 | |||||
Income tax (expense) benefit | $ | (10) | 7 | (8) | 31 | |||||
Earnings (loss) attributable to 猫咪社区 stockholders | $ | 36 | (31) | 2 | (16) |
(1) | Includes stock-based compensation expense of $3 million and $9 million for the three and nine months ended September 30, 2021, respectively, and stock-based compensation expense of $2 million and benefit of $10 million for the three and nine months ended September 30, 2020, respectively. |
3
Formula One Group
Summary Balance Sheet Data:
September 30, | December 31, | ||||||
2021 | 2020 | ||||||
amounts in millions | |||||||
Cash and cash equivalents | $ | 2,195 | 1,684 | ||||
Investments in affiliates, accounted for using the equity method | $ | 34 | 38 | ||||
Intangible assets not subject to amortization | $ | 3,957 | 3,956 | ||||
Intangible assets subject to amortization, net | $ | 3,601 | 3,883 | ||||
Total assets | $ | 11,835 | 11,191 | ||||
Long-term debt, including current portion | $ | 3,626 | 3,759 | ||||
Redeemable noncontrolling interests in equity of subsidiary | $ | 575 | — | ||||
Attributed net assets | $ | 6,481 | 6,550 |
Summary Statement of Operations Data:
Three months ended | Nine months ended | |||||||||
September 30, | September 30, | |||||||||
2021 | 2020 | 2021 | 2020 | |||||||
amounts in millions | ||||||||||
Revenue | $ | 668 | 597 | 1,349 | 660 | |||||
Cost of Formula 1 revenue | $ | (449) | (551) | (931) | (610) | |||||
Selling, general and administrative expense (1) | $ | (51) | (43) | (141) | (127) | |||||
Operating income (loss) | $ | 68 | (115) | (22) | (403) | |||||
Interest expense | $ | (32) | (31) | (93) | (114) | |||||
Share of earnings (losses) of affiliates, net | $ | (2) | 1 | 27 | (109) | |||||
Realized and unrealized gains (losses) on financial instruments, net | $ | 2 | 55 | 107 | 75 | |||||
Unrealized gains (losses) on intergroup interest | $ | (32) | (15) | (37) | (170) | |||||
Income tax (expense) benefit | $ | (55) | 8 | 36 | 60 | |||||
Earnings (loss) attributable to 猫咪社区 stockholders | $ | (50) | (95) | (41) | (638) |
(1) | Includes stock-based compensation of $8 million and $5 million for the three months ended September 30, 2021 and 2020, respectively, and $21 million and $17 million for the nine months ended September 30, 2021 and 2020, respectively. |
4
BALANCE SHEET INFORMATION
September 30, 2021
(unaudited)
Attributed (note 1) | ||||||||||||
猫咪社区 | ||||||||||||
SiriusXM | Braves | Formula One | Inter-Group | Consolidated | ||||||||
| Group | Group | Group | Eliminations | 猫咪社区 |
| ||||||
amounts in millions | ||||||||||||
Assets | ||||||||||||
Current assets: | ||||||||||||
Cash and cash equivalents | $ | | | | — | |
| |||||
Trade and other receivables, net |
| | | | — | |
| |||||
Other current assets |
| | | | — | |
| |||||
Total current assets |
| | | | — | |
| |||||
Intergroup interests (note 1) | | — | | ( | — | |||||||
Investments in affiliates, accounted for using the equity method (note 1) |
| | | | — | |
| |||||
Property and equipment, at cost |
| | | | — | |
| |||||
Accumulated depreciation |
| ( | ( | ( | — | ( |
| |||||
| | | | — | |
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Intangible assets not subject to amortization | ||||||||||||
Goodwill |
| | | | — | |
| |||||
FCC licenses |
| | — | — | — | |
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Other |
| | | — | — | |
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| | | | — | |
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Intangible assets subject to amortization, net |
| | | | — | |
| |||||
Other assets |
| | | | ( | |
| |||||
Total assets | $ | | | | ( | |
| |||||
Liabilities and Equity | ||||||||||||
Current liabilities: | ||||||||||||
Intergroup payable (receivable) (note 3) | $ | ( | ( | | — | — | ||||||
Accounts payable and accrued liabilities | |
| | | — | | ||||||
Current portion of debt | | | | — | | |||||||
Deferred revenue |
| |
| | | — | | |||||
Other current liabilities |
| |
| | | — | | |||||
Total current liabilities |
| |
| | | — | | |||||
Long-term debt (note 1) |
| |
| | | — | | |||||
Deferred income tax liabilities |
| |
| | — | ( | | |||||
Redeemable intergroup interests (note 1) | — | | | ( | — | |||||||
Other liabilities |
| |
| | | — | | |||||
Total liabilities |
| |
| | | ( | | |||||
Redeemable noncontrolling interests in equity of subsidiary | — | — | | — | | |||||||
Equity / Attributed net assets |
| |
| | | — | | |||||
Noncontrolling interests in equity of subsidiaries |
| |
| — | | — | | |||||
Total liabilities and equity | $ | |
| | | ( | |
5
STATEMENT OF OPERATIONS INFORMATION
Three months ended September 30, 2021
(unaudited)
Attributed (note 1) | ||||||||||
猫咪社区 | ||||||||||
SiriusXM | Braves | Formula One | Consolidated | |||||||
Group | Group | Group | 猫咪社区 | |||||||
amounts in millions | ||||||||||
Revenue: | ||||||||||
Sirius XM Holdings revenue | $ | |
| — | — | | ||||
Formula 1 revenue | — | — | | | ||||||
Other revenue |
| — |
| | — | | ||||
Total revenue |
| |
| | | | ||||
Operating costs and expenses, including stock-based compensation (note 2): | ||||||||||
Cost of Sirius XM Holdings services (exclusive of depreciation shown separately below): | ||||||||||
Revenue share and royalties |
| |
| — | — | | ||||
Programming and content |
| |
| — | — | | ||||
Customer service and billing |
| |
| — | — | | ||||
Other |
| |
| — | — | | ||||
Cost of Formula 1 revenue | — | — | | | ||||||
Subscriber acquisition costs |
| |
| — | — | | ||||
Other operating expenses |
| |
| | — | | ||||
Selling, general and administrative |
| |
| | | | ||||
Impairment, restructuring and acquisition costs, net of recoveries | ( |
| — | — | ( | |||||
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 |
| ( |
| — | | ( | ||||
Gains (losses) on dilution of investment in affiliate | |
| — | — | | |||||
Unrealized gains (losses) on intergroup interests (note 1) | | | ( | — | ||||||
Other, net |
| ( |
| | | ( | ||||
| ( |
| | ( | ( | |||||
Earnings (loss) before income taxes |
| |
| | | | ||||
Income tax (expense) benefit |
| ( |
| ( | ( | ( | ||||
Net earnings (loss) |
| |
| | ( | | ||||
Less net earnings (loss) attributable to the noncontrolling interests |
| |
| — | | | ||||
Less net earnings (loss) attributable to redeemable noncontrolling interest | — |
| — | ( | ( | |||||
Net earnings (loss) attributable to 猫咪社区 stockholders | $ | |
| | ( | |
6
STATEMENT OF OPERATIONS INFORMATION
Three months ended September 30, 2020
(unaudited)
Attributed (note 1) | ||||||||||
猫咪社区 | ||||||||||
SiriusXM | Braves | Formula One | Consolidated | |||||||
Group | Group | Group | 猫咪社区 | |||||||
amounts in millions | ||||||||||
Revenue: | ||||||||||
Sirius XM Holdings revenue | $ | |
| — | — | | ||||
Formula 1 revenue | — | — | | | ||||||
Other revenue |
| — |
| | — | | ||||
Total revenue |
| |
| | | | ||||
Operating costs and expenses, including stock-based compensation (note 2): | ||||||||||
Cost of Sirius XM Holdings services (exclusive of depreciation shown separately below): | ||||||||||
Revenue share and royalties |
| |
| — | — | | ||||
Programming and content |
| |
| — | — | | ||||
Customer service and billing |
| |
| — | — | | ||||
Other |
| |
| — | — | | ||||
Cost of Formula 1 revenue | — | — | | | ||||||
Subscriber acquisition costs |
| |
| — | — | | ||||
Other operating expenses |
| |
| | — | | ||||
Selling, general and administrative |
| |
| | | | ||||
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) before income taxes |
| |
| ( | ( | ( | ||||
Income tax (expense) benefit |
| ( |
| | | ( | ||||
Net earnings (loss) |
| |
| ( | ( | ( | ||||
Less net earnings (loss) attributable to the noncontrolling interests |
| |
| — | | | ||||
Net earnings (loss) attributable to 猫咪社区 stockholders | $ | |
| ( | ( | ( |
7
STATEMENT OF OPERATIONS INFORMATION
Nine months ended September 30, 2021
(unaudited)
Attributed (note 1) | ||||||||||
猫咪社区 | ||||||||||
SiriusXM | Braves | Formula One | Consolidated | |||||||
Group | Group | Group | 猫咪社区 | |||||||
amounts in millions | ||||||||||
Revenue: | ||||||||||
Sirius XM Holdings revenue | $ | |
| — | — | | ||||
Formula 1 revenue | — | — | | | ||||||
Other revenue |
| — |
| | — | | ||||
Total revenue |
| |
| | | | ||||
Operating costs and expenses, including stock-based compensation (note 2): | ||||||||||
Cost of Sirius XM Holdings services (exclusive of depreciation shown separately below): | ||||||||||
Revenue share and royalties |
| |
| — | — | | ||||
Programming and content |
| |
| — | — | | ||||
Customer service and billing |
| |
| — | — | | ||||
Other |
| |
| — | — | | ||||
Cost of Formula 1 revenue | — | — | | | ||||||
Subscriber acquisition costs |
| |
| — | — | | ||||
Other operating expenses |
| |
| | — | | ||||
Selling, general and administrative |
| |
| | | | ||||
Impairment, restructuring and acquisition costs, net of recoveries | |
| — | — | | |||||
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 |
| ( |
| | | | ||||
Gains (losses) on dilution of investment in affiliate | |
| — | — | | |||||
Unrealized gains (losses) on intergroup interest (note 1) | | ( | ( | — | ||||||
Other, net |
| ( |
| | | ( | ||||
| ( |
| ( | | ( | |||||
Earnings (loss) before income taxes |
| |
| | ( | | ||||
Income tax (expense) benefit |
| ( |
| ( | | ( | ||||
Net earnings (loss) |
| |
| | | | ||||
Less net earnings (loss) attributable to the noncontrolling interests |
| |
| — | | | ||||
Less net earnings (loss) attributable to redeemable noncontrolling interest | — |
| — | | | |||||
Net earnings (loss) attributable to 猫咪社区 stockholders | $ | |
| | ( | |
8
STATEMENT OF OPERATIONS INFORMATION
Nine months ended September 30, 2020
(unaudited)
Attributed (note 1) | ||||||||||
猫咪社区 | ||||||||||
SiriusXM | Braves | Formula One | Consolidated | |||||||
Group | Group | Group | 猫咪社区 | |||||||
amounts in millions | ||||||||||
Revenue: | ||||||||||
Sirius XM Holdings revenue | $ | |
| — | — | | ||||
Formula 1 revenue | — | — | | | ||||||
Other revenue |
| — |
| | — | | ||||
Total revenue |
| |
| | | | ||||
Operating costs and expenses, including stock-based compensation (note 2): | ||||||||||
Cost of Sirius XM Holdings services (exclusive of depreciation shown separately below): | ||||||||||
Revenue share and royalties |
| |
| — | — | | ||||
Programming and content |
| |
| — | — | | ||||
Customer service and billing |
| |
| — | — | | ||||
Other |
| |
| — | — | | ||||
Cost of Formula 1 revenue | — | — | | | ||||||
Subscriber acquisition costs |
| |
| — | — | | ||||
Other operating expenses |
| |
| | — | | ||||
Selling, general and administrative |
| |
| | | | ||||
Impairment, restructuring and acquisition costs, net of recoveries | |
| — | — | | |||||
Depreciation and amortization |
| |
| | | | ||||
| |
| | | | |||||
Operating income (loss) |
| |
| ( | ( | | ||||
Other income (expense): | ||||||||||
Interest expense |
| ( |
| ( | ( | ( | ||||
Intergroup interest (expense) income | ( |
| — | | — | |||||
Share of earnings (losses) of affiliates, net |
| ( |
| ( | ( | ( | ||||
Realized and unrealized gains (losses) on financial instruments, net |
| ( |
| ( | | ( | ||||
Gains (losses) on dilution of investment in affiliate | | — | — | | ||||||
Unrealized gains (losses) on intergroup interests (note 1) | | | ( | — | ||||||
Other, net |
| ( |
| ( | | ( | ||||
| ( |
| | ( | ( | |||||
Earnings (loss) before income taxes |
| |
| ( | ( | ( | ||||
Income tax (expense) benefit |
| ( |
| | | | ||||
Net earnings (loss) |
| |
| ( | ( | ( | ||||
Less net earnings (loss) attributable to the noncontrolling interests |
| |
| — | | | ||||
Net earnings (loss) attributable to 猫咪社区 stockholders | $ | |
| ( | ( | ( |
9
STATEMENT OF CASH FLOWS INFORMATION
Nine months ended September 30, 2021
(unaudited)
Attributed (note 1) | ||||||||||
猫咪社区 | ||||||||||
SiriusXM | Braves | Formula One | Consolidated | |||||||
Group | Group | Group | 猫咪社区 | |||||||
amounts in millions | ||||||||||
Cash flows from operating activities: | ||||||||||
Net earnings (loss) | $ | |
| | | | ||||
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||||||||||
Depreciation and amortization |
| |
| | | | ||||
Stock-based compensation |
| |
| | | | ||||
Non-cash impairment and restructuring costs | | — | — | | ||||||
Changes in fair value of contingent consideration | ( | — | — | ( | ||||||
Share of (earnings) loss of affiliates, net |
| |
| ( | ( | | ||||
Unrealized (gains) losses on intergroup interests, net | ( | | | — | ||||||
Realized and unrealized (gains) losses on financial instruments, net |
| |
| ( | ( | ( | ||||
Losses (gains) on dilution of investment in affiliate | ( |
| — | — | ( | |||||
Deferred income tax expense (benefit) |
| |
| | ( | | ||||
Intergroup tax allocation | | ( | ( | — | ||||||
Other charges (credits), 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 |
| ( |
| — | ( | ( | ||||
Investment of subsidiary initial public offering proceeds into trust account | — | — | ( | ( | ||||||
Return of investment in equity method affiliates | — | — | | | ||||||
Cash proceeds from sale of investments | | | | | ||||||
Cash (paid) received from acquisitions, net of cash acquired | ( | — | — | ( | ||||||
Capital expended for property and equipment, including internal-use software and website development |
| ( |
| ( | ( | ( | ||||
Proceeds from insurance recoveries | | — | — | | ||||||
Other investing activities, net |
| |
| | ( | | ||||
Net cash provided (used) by investing activities |
| ( |
| ( | ( | ( | ||||
Cash flows from financing activities: | ||||||||||
Borrowings of debt |
| |
| | — | | ||||
Repayments of debt |
| ( |
| ( | ( | ( | ||||
猫咪社区 stock repurchases | ( | — | ( | ( | ||||||
Subsidiary shares repurchased by subsidiary |
| ( |
| — | — | ( | ||||
Cash dividends paid by subsidiary | ( | — | — | ( | ||||||
Taxes paid in lieu of shares issued for stock-based compensation |
| ( |
| — | ( | ( | ||||
Proceeds from initial public offering of subsidiary | — | — | | | ||||||
Settlement of intergroup call spread | ( | — | | — | ||||||
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 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 | $ | |
| | | |
10
STATEMENT OF CASH FLOWS INFORMATION
Nine months ended September 30, 2020
(unaudited)
Attributed (note 1) | ||||||||||
猫咪社区 | ||||||||||
SiriusXM | Braves | Formula One | Consolidated | |||||||
Group | Group | Group | 猫咪社区 | |||||||
amounts in millions | ||||||||||
Cash flows from operating activities: | ||||||||||
Net earnings (loss) | $ | |
| ( | ( | ( | ||||
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||||||||||
Depreciation and amortization |
| |
| | | | ||||
Stock-based compensation |
| |
| ( | | | ||||
Non-cash impairment and restructuring costs | | — | — | | ||||||
Share of (earnings) loss of affiliates, net |
| |
| | | | ||||
Unrealized (gains) losses on intergroup interests, net | ( | ( | | — | ||||||
Realized and unrealized (gains) losses on financial instruments, net |
| |
| | ( | | ||||
Losses (gains) on dilution of investment in affiliate | ( | — | — | ( | ||||||
Deferred income tax expense (benefit) |
| |
| ( | ( | ( | ||||
Intergroup tax allocation | | ( | | — | ||||||
Other charges (credits), 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 |
| ( |
| — | ( | ( | ||||
Return of investment in equity method affiliates | — | — | | | ||||||
Cash proceeds from sale of investments | — | — | | | ||||||
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 |
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Repayments of debt |
| ( |
| ( | ( | ( | ||||
Intergroup Loan (repayment) borrowing | ( |
| — | | — | |||||
猫咪社区 stock repurchases | ( | — | ( | ( | ||||||
Subsidiary shares repurchased by subsidiary |
| ( |
| — | — | ( | ||||
Reattribution between 猫咪社区 SiriusXM Group and 猫咪社区 Formula One Group | ( |
| — | | — | |||||
Proceeds from 猫咪社区 SiriusXM common stock rights offering | |
| — | — | | |||||
Cash dividends paid by subsidiary | ( | — | — | ( | ||||||
Taxes paid in lieu of shares issued for stock-based compensation |
| ( |
| — | ( | ( | ||||
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 increase (decrease) in cash, cash equivalents and restricted cash |
| ( |
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Cash, cash equivalents and restricted cash at beginning of period |
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Cash, cash equivalents and restricted cash at end of period | $ | |
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11
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. While the 猫咪社区 SiriusXM Group, 猫咪社区 Braves Group (the “Braves Group”) and Formula One 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. Therefore, the 猫咪社区 SiriusXM Group, Braves Group and Formula One Group do not represent separate legal entities, but rather represent those businesses, assets and liabilities that have been attributed to each respective group. 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 猫咪社区 tracking stock, any equity or voting interest in a company, such as Sirius XM Holdings Inc. (“Sirius XM Holdings”), Live Nation Entertainment, Inc. (“Live Nation”), Formula 1 or Braves Holdings, in which 猫咪社区 holds an interest and that is attributed to a 猫咪社区 tracking stock 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. |
On April 22, 2020, the Company’s board of directors approved the immediate reattribution of certain assets and liabilities between the Formula One Group and the 猫咪社区 SiriusXM Group (collectively, the “reattribution”).
The assets reattributed from the Formula One Group to the 猫咪社区 SiriusXM Group, valued at $2.8 billion, consisted of:
● | 猫咪社区’s entire Live Nation stake, consisting of approximately 69.6 million shares of Live Nation common stock; |
● | a newly-created Formula One Group intergroup interest, consisting of approximately 5.3 million notional shares of 猫咪社区 Formula One common stock, to cover exposure under 猫咪社区’s 1.375% cash convertible senior notes due 2023 (the “Convertible Notes”); |
● | the bond hedge and warrants associated with the Convertible Notes; |
● | the entire 猫咪社区 SiriusXM Group intergroup interest, consisting of approximately 1.9 million notional shares of 猫咪社区 SiriusXM common stock, thereby eliminating the 猫咪社区 SiriusXM Group intergroup interest; and |
● | a portion, consisting of approximately 2.3 million notional shares of 猫咪社区 Braves common stock, of the Formula One Group’s intergroup interest in the Braves Group, to cover exposure under the Convertible Notes. |
The reattributed liabilities, valued at $1.3 billion, consisted of:
● | the Convertible Notes; |
● | 猫咪社区’s 2.25% exchangeable senior debentures due 2048; and |
● | 猫咪社区’s margin loan secured by shares of Live Nation. |
Similarly, $1.5 billion of net asset value has been reattributed from the 猫咪社区 SiriusXM Group to the Formula One Group, comprised of:
● | a call spread between the Formula One Group and the 猫咪社区 SiriusXM Group with respect to 34.8 million of the Live Nation shares that were reattributed to the 猫咪社区 SiriusXM Group; and |
● | a net cash payment of $1.4 billion from the 猫咪社区 SiriusXM Group to the Formula One Group, which was funded by a combination of (x) cash on hand, (y) an additional $400 million drawn from the Company’s existing margin loan secured by shares of common stock of Sirius XM Holdings, resulting in an aggregate outstanding balance of $750 million, and (z) the creation of an intergroup loan obligation from the 猫咪社区 SiriusXM Group to the Formula One Group in the principal amount of $750 million, plus interest thereon, which was repaid with the proceeds from the distribution of subscription rights to holders of 猫咪社区 SiriusXM common stock in June 2020. |
The reattribution is reflected in the Company’s financial statements on a prospective basis.
12
Notes to Attributed Financial Information (Continued)
(unaudited)
As of September 30, 2021, the 猫咪社区 SiriusXM Group is primarily comprised of 猫咪社区’s interests in Sirius XM Holdings and Live Nation, corporate cash, 猫咪社区’s 1.375% Cash Convertible Notes due 2023 and related financial instruments, 猫咪社区’s 2.125% Exchangeable Senior Debentures due 2048, 猫咪社区’s 2.25% Exchangeable Senior Debentures due 2048, 猫咪社区’s 2.75% Exchangeable Senior Debentures due 2049, 猫咪社区’s 0.5% Exchangeable Senior Debentures due 2050 and margin loan obligations incurred by wholly-owned special purpose subsidiaries of 猫咪社区. The 猫咪社区 SiriusXM Group holds intergroup interests in the Formula One Group and the Braves Group as of September 30, 2021. In April 2021, the 猫咪社区 SiriusXM Group paid approximately $384 million to the Formula One Group to settle its obligation under the call spread with respect to the shares of Live Nation attributed to the 猫咪社区 SiriusXM Group. As of September 30, 2021, the 猫咪社区 SiriusXM Group has cash and cash equivalents of approximately $529 million, which includes $164 million of subsidiary cash.
As of September 30, 2021, the Braves Group is primarily comprised of our consolidated subsidiary, Braves Holdings, LLC, 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 project and cash. As of September 30, 2021, the Braves Group has cash and cash equivalents of approximately $134 million, which includes $61 million of subsidiary cash.
As of September 30, 2021, the Formula One Group is primarily comprised of all of the businesses, assets and liabilities of 猫咪社区 other than those specifically attributed to the 猫咪社区 SiriusXM Group or the Braves Group, including 猫咪社区’s interests in Formula 1 and 猫咪社区 Media Acquisition Corporation, a minority equity investment in AT&T Inc., cash, an intergroup interest in the Braves Group, 猫咪社区’s 1% Cash Convertible Notes due 2023 and 猫咪社区’s 2.25% Exchangeable Senior Debentures due 2046. In April 2021, the Formula One Group received approximately $384 million from the 猫咪社区 SiriusXM Group to settle the call spread with respect to the shares of Live Nation attributed to the 猫咪社区 SiriusXM Group. As of September 30, 2021, the Formula One Group has cash and cash equivalents of approximately $2,195 million, which includes $585 million of cash held by Formula 1.
The number of notional shares representing the intergroup interest in the Braves Group held by the Formula One Group is 6,792,903, representing an 11.1% intergroup interest at September 30, 2021. The number of notional shares representing the intergroup interest in the Braves Group held by the 猫咪社区 SiriusXM Group is 2,292,037, representing a 3.7% intergroup interest at September 30, 2021. The number of notional shares representing the intergroup interest in the Formula One Group held by the 猫咪社区 SiriusXM Group is 5,271,475, representing a 2.2% intergroup interest at September 30, 2021. The intergroup interests represent quasi-equity interests which are not represented by outstanding shares of common stock; rather, the Formula One Group and 猫咪社区 SiriusXM Group have attributed interests in the Braves Group, which