UNITED STATES

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 March 31, 2023



☐	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 001-33982

QURATE RETAIL, INC.

(Exact name of Registrant as specified in its charter)

incorporation or organization)	Identification No.)
State of Delaware (State or other jurisdiction of incorporation or organization)	84-1288730 (I.R.S. Employer Identification No.)

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

Registrant's telephone number, including area code: (720) 875-5300

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Series A common stock	QRTEA	The Nasdaq Stock Market LLC
Series B common stock	QRTEB	The Nasdaq Stock Market LLC
8.0% Series A Cumulative Redeemable Preferred Stock	QRTEP	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 Qurate Retail, Inc.'s common stock as of April 30, 2023 was:


Series A common stock		379,933,996
Series B common stock		8,700,380

Table of Contents

QURATE RETAIL, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(unaudited)


	March 31,		December 31,
	2023		2022

	amounts in millions
Assets
Current assets:
Cash and cash equivalents	$	1,286	1,275
Trade and other receivables, net of allowance for credit losses of $107 million and $111 million, respectively		1,062	1,394
Inventory, net		1,326	1,346
Indemnification agreement receivable		29	50
Other current assets		183	210
Total current assets		3,886	4,275
Property and equipment, net		563	570
Intangible assets not subject to amortization (note 5):
Goodwill		3,512	3,501
Trademarks		2,718	2,718
		6,230	6,219
Intangible assets subject to amortization, net (note 5)		646	612
Operating lease right-of-use assets		643	585
Other assets, at cost, net of accumulated amortization		232	310
Total assets	$	12,200	12,571

(continued)

See accompanying notes to condensed consolidated financial statements.

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Table of Contents

QURATE RETAIL, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets (Continued)

(unaudited)


	March 31,		December 31,
	2023		2022

	amounts in millions,
	except share amounts
Liabilities and Equity
Current liabilities:
Accounts payable	$	819	976
Accrued liabilities		948	1,133
Current portion of debt, $319 million and $614 million measured at fair value (note 6)		319	828
Other current liabilities		176	162
Total current liabilities		2,262	3,099
Long-term debt (note 6)		5,796	5,525
Deferred income tax liabilities		1,474	1,440
Preferred stock (note 7)		1,269	1,266
Operating lease liabilities		582	518
Other liabilities		126	198
Total liabilities		11,509	12,046
Equity
Stockholders' equity:
Series A common stock, $.01 par value. Authorized 4,000,000,000 shares; issued and outstanding 379,933,996 shares at March 31, 2023 and 374,390,323 shares at December 31, 2022		4	4
Series B common stock, $.01 par value. Authorized 150,000,000 shares; issued and outstanding 8,700,380 shares at March 31, 2023 and 8,373,512 shares at December 31, 2022		—	—
Series C common stock, $.01 par value. Authorized 4,000,000,000 shares; no shares issued		—	—
Additional paid-in capital		67	53
Accumulated other comprehensive earnings (loss), net of taxes		149	18
Retained earnings		358	337
Total stockholders' equity		578	412
Noncontrolling interests in equity of subsidiaries		113	113
Total equity		691	525
Commitments and contingencies (note 8)
Total liabilities and equity	$	12,200	12,571

See accompanying notes to condensed consolidated financial statements.

I-4

Table of Contents

QURATE RETAIL, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(unaudited)


	Three months ended
	March 31,
	2023		2022

	amounts in millions, except per share amounts
Total revenue, net	$	2,644	2,883
Operating costs and expenses:
Cost of goods sold (exclusive of depreciation shown separately below)		1,809	2,002
Operating expense		194	196
Selling, general and administrative, including stock-based compensation (note 2)		478	445
Restructuring and fire related costs, net of (recoveries) (note 8)		—	4
Depreciation and amortization		100	130
Gains on sale leaseback transactions (note 8)		(113)	—
		2,468	2,777
Operating income (loss)		176	106
Other income (expense):
Interest expense		(94)	(117)
Realized and unrealized gains (losses) on financial instruments, net (note 4)		(47)	30
Gain (loss) on extinguishment of debt		15	—
Other, net		15	52
		(111)	(35)
Earnings (loss) before income taxes		65	71
Income tax (expense) benefit		(32)	(58)
Net earnings (loss)		33	13
Less net earnings (loss) attributable to the noncontrolling interests		13	12
Net earnings (loss) attributable to Qurate Retail, Inc. shareholders	$	20	1

Basic net earnings (loss) attributable to Series A and Series B Qurate Retail, Inc. shareholders per common share (note 3):	$	0.05	0.00
Diluted net earnings (loss) attributable to Series A and Series B Qurate Retail, Inc. shareholders per common share (note 3):	$	0.05	0.00

See accompanying notes to condensed consolidated financial statements.

I-5

Table of Contents

QURATE RETAIL, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(unaudited)


	Three months ended
	March 31,
	2023		2022

	amounts in millions
Cash flows from operating activities:
Net earnings (loss)	$	33	13
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities:
Depreciation and amortization		100	130
Stock-based compensation		16	15
Realized and unrealized (gains) losses on financial instruments, net		47	(30)
(Gains) losses on sale leaseback transactions		(113)	—
Gain on insurance proceeds, net of fire related costs		(17)	—
Insurance proceeds received for operating losses		37	—
(Gain) loss on extinguishment of debt		(15)	—
Deferred income tax expense (benefit)		(2)	29
Other, net		9	(24)
Changes in operating assets and liabilities
Decrease (increase) in accounts receivable		294	365
Decrease (increase) in inventory		25	(155)
Decrease (increase) in prepaid expenses and other assets		48	8
(Decrease) increase in trade accounts payable		(167)	(211)
(Decrease) increase in accrued and other liabilities		(279)	(319)
Net cash provided (used) by operating activities		16	(179)
Cash flows from investing activities:
Investments in and loans to cost and equity investees		—	(7)
Capital expenditures		(54)	(43)
Expenditures for television distribution rights		(38)	(2)
Cash proceeds from dispositions of investments		1	12
Proceeds from sale of fixed assets		198	—
Insurance proceeds		18	—
Payments for settlements of financial instruments		(179)	—
Proceeds from settlements of financial instruments		167	—
Other investing activities, net		(1)	24
Net cash provided (used) by investing activities		112	(16)
Cash flows from financing activities:
Borrowings of debt		677	460
Repayments of debt		(803)	(195)
Withholding taxes on net settlements of stock-based compensation		(1)	(7)
Dividends paid to noncontrolling interest		(12)	(14)
Dividends paid to common shareholders		(7)	(10)
Indemnification agreement settlement		24	—
Other financing activities, net		—	(5)
Net cash provided (used) by financing activities		(122)	229
Effect of foreign currency exchange rates on cash, cash equivalents and restricted cash		4	(13)
Net increase (decrease) in cash, cash equivalents and restricted cash		10	21
Cash, cash equivalents and restricted cash at beginning of period		1,285	596
Cash, cash equivalents and restricted cash at end of period	$	1,295	617

The following table reconciles cash, cash equivalents and restricted cash reported in our condensed consolidated balance sheets to the total amount presented in our condensed consolidated statements of cash flows:


		March 31,	December 31,
		2023	2022

	in millions
Cash and cash equivalents	$	1,286	1,275
Restricted cash included in other current assets		9	10
Total cash, cash equivalents and restricted cash in the condensed consolidated statement of cash flows	$	1,295	1,285

See accompanying notes to condensed consolidated financial statements.

I-7

Table of Contents

QURATE RETAIL, INC. AND SUBSIDIARIES

Condensed Consolidated Statement of Equity

(unaudited)



	Stockholders' Equity
						Accumulated
					Additional	other		Noncontrolling
	Preferred		Common stock		paid-in	comprehensive	Retained	interest in equity	Total
	stock		Series A	Series B	capital	earnings (loss)	earnings	of subsidiaries	equity

	amounts in millions
Balance at January 1, 2023	$	—	4	—	53	18	337	113	525
Net earnings (loss)		—	—	—	—	—	20	13	33
Other comprehensive earnings (loss)		—	—	—	—	131	—	(1)	130
Stock-based compensation		—	—	—	14	—	—	—	14
Distribution to noncontrolling interest		—	—	—	—	—	—	(12)	(12)
Withholding taxes on net share settlements of stock-based compensation		—	—	—	(1)	—	—	—	(1)
Other		—	—	—	1	—	1	—	2
Balance at March 31, 2023	$	—	4	—	67	149	358	113	691



	Stockholders' Equity
						Accumulated
					Additional	other		Noncontrolling
	Preferred		Common stock		paid-in	comprehensive	Retained	interest in equity	Total
	stock		Series A	Series B	capital	earnings (loss)	earnings	of subsidiaries	equity

	amounts in millions
Balance at January 1, 2022	$	—	4	—	—	(79)	2,925	136	2,986
Net earnings (loss)		—	—	—	—	—	1	12	13
Other comprehensive earnings (loss)		—	—	—	—	(25)	—	(6)	(31)
Stock-based compensation		—	—	—	14	—	—	—	14
Distribution to noncontrolling interest		—	—	—	—	—	—	(15)	(15)
Withholding taxes on net share settlements of stock-based compensation		—	—	—	(7)	—	—	—	(7)
Other		—	—	—	—	—	3	—	3
Balance at March 31, 2022	$	—	4	—	7	(104)	2,929	127	2,963

See accompanying notes to condensed consolidated financial statements.

I-8

Table of Contents

QURATE RETAIL, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Continued)

(unaudited)

The reorganization agreement with LMC provides for, among other things, provisions governing the relationship between Qurate Retail and LMC, including certain cross-indemnities. Pursuant to the services agreement, LMC provides Qurate Retail with certain general and administrative services including legal, tax, accounting, treasury and investor relations support. Qurate Retail reimburses LMC for direct, out-of-pocket expenses incurred by LMC in providing these services and for Qurate Retail's allocable portion of costs associated with any shared services or personnel based on an estimated percentage of time spent providing services to Qurate Retail. Under the facilities sharing agreement, LMC shares office space and related amenities at its corporate headquarters with Qurate Retail. Under these various agreements, approximately $2 million and $3 million was reimbursable to LMC for the three months ended March 31, 2023 and 2022, respectively. Qurate Retail had a tax sharing payable to LMC and Liberty Broadband in the amount of approximately $10 million and $18 million as of March 31, 2023 and December 31, 2022, respectively, included in other liabilities in the condensed consolidated balance sheets.

(2) Stock-Based Compensation

The Company has granted to certain of its directors, employees and employees of its subsidiaries, restricted stock (“RSAs”), restricted stock units (“RSUs”) and options to purchase shares of the Company’s common stock (collectively, "Awards"). The Company measures the cost of employee services received in exchange for an equity classified Award (such as stock options and restricted stock) based on the grant-date fair value (“GDFV”) of the Award, and recognizes that cost over the period during which the employee is required to provide service (usually the vesting period of the Award). The Company measures the cost of employee services received in exchange for a liability classified Award based on the current fair value of the Award, and remeasures the fair value of the Award at each reporting date.

Included in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations are $16 million and $15 million of stock-based compensation during the three months ended March 31, 2023 and 2022, respectively.

Qurate Retail—RSUs

The following table presents the number and weighted average GDFV of RSUs granted by the Company during the three months ended March 31, 2023:


	Three months ended
	March 31, 2023
	RSUs Granted (000's)	Weighted Average GDFV

Series A Qurate Retail common stock, subsidiary employees (1)	935	$	0.89
Series A Qurate Retail common stock, Qurate Retail employees and directors (2)	553	$	1.51
Series A Qurate Retail common stock, Qurate Retail President and CEO (3)	1,869	$	1.51
Series B Qurate Retail common stock, Qurate Retail Chairman of the Board (4)	353	$	5.51

(1)

Grant vests equally over three years.

(2)

Grants mainly vest one year from the month of grant, subject to the satisfaction of certain performance objectives.

(3)

Grant vests one year from the month of grant, subject to the satisfaction of certain performance objectives. Grant was made in connection with the employment agreement of our President and Chief Executive Officer.

(4)

Grant vests one year from the month of grant, subject to the satisfaction of certain performance objectives. Grant was made in connection with our Chairman’s employment agreement.

Also during the three months ended March 31, 2023, Qurate Retail granted 20.4 million performance-based, cash-settled RSUs of Series A Qurate Retail common stock to subsidiary employees. These RSUs vest equally over three years, subject to the satisfaction of certain performance objectives. The liability and compensation expense related to such awards

I-10

Table of Contents

QURATE RETAIL, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Continued)

(unaudited)

is adjusted at the end of each reporting period based on the closing market price of Series A Qurate Retail common stock on the last trading day of the quarter combined with the probability of satisfying the performance objectives.

For awards that are performance-based, performance objectives, which are subjective, are considered in determining the timing and amount of compensation expense recognized. When the satisfaction of the performance objectives becomes probable, the Company records compensation expense. The probability of satisfying the performance objectives is assessed at the end of each reporting period.

Pursuant to the terms of the Stock Exchange Agreement, dated as of June 3, 2021, by and between Mr. Maffei and the Company, on March 25, 2022, Mr. Maffei transferred to the Company an aggregate of 229,022 shares of Series A common stock of Qurate Retail (“QRTEA”) received by Mr. Maffei upon vesting of the performance-based restricted stock unit award granted to Mr. Maffei on March 10, 2021 and in exchange, the Company issued to Mr. Maffei an equivalent number of shares of Series B common stock of Qurate Retail (“QRTEB”). Each share of QRTEB stock is convertible, at the option of the holder, into one share of QRTEA.

Qurate Retail—Outstanding Awards

The following tables present the number and weighted average exercise price ("WAEP") of the options to purchase Qurate Retail common stock granted to certain officers, employees and directors of the Company, as well as the weighted average remaining life and aggregate intrinsic value of the options.



				Weighted		Aggregate
				average		intrinsic
	Series A			remaining		value
	(000's)	WAEP		life		(millions)
Options outstanding at January 1, 2023	32,914	$	8.78
Granted	—	$	—
Exercised	(14)	$	2.17
Forfeited/Cancelled	(4,016)	$	12.90
Options outstanding at March 31, 2023	28,884	$	8.21	2.9	years	$	—
Options exercisable at March 31, 2023	18,954	$	9.61	2.3	years	$	—



				Weighted		Aggregate
				average		intrinsic
	Series B			remaining		value
	(000's)	WAEP		life		(millions)
Options outstanding at January 1, 2023	2,221	$	12.25
Granted	—	$	—
Exercised	—	$	—
Forfeited/Cancelled	(1,498)	$	12.20
Options outstanding at March 31, 2023	723	$	12.35	1.6	years	$	—
Options exercisable at March 31, 2023	723	$	12.35	1.6	years	$	—

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Table of Contents

QURATE RETAIL, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Continued)

(unaudited)

The following table presents the number and weighted average GDFV of RSUs granted to certain officers, employees and directors of the Company.


		Weighted			Weighted
	Series A	Average		Series B	Average
	(000's)	GDFV		(000's)	GDFV
RSUs outstanding at January 1, 2023	23,166	$	5.09	327	$	4.95
Granted	3,357	$	1.34	353	$	5.51
Vested	(5,544)	$	6.37	(327)	$	4.95
Forfeited/Cancelled	(1,850)	$	5.71	—	$	—
RSUs outstanding at March 31, 2023	19,129	$	4.00	353	$	5.51

As of March 31, 2023, Qurate Retail also had 1.1 million QRTEB RSAs and 40 thousand Qurate Retail 8.0% Series A Cumulative Redeemable Preferred Stock RSAs and RSUs outstanding. The QRTEB unvested RSAs had a GDFV of $13.65 per share, and 36 thousand of the Qurate Retail 8.0% Series A Cumulative Redeemable Preferred Stock unvested RSUs had an incremental cost of $48.99 per share.

As of March 31, 2023, the total unrecognized compensation cost related to unvested Awards was approximately $101 million. Such amount will be recognized in the Company's consolidated statements of operations over a weighted average period of approximately 1.6 years.

As of March 31, 2023, Qurate Retail reserved for issuance upon exercise of outstanding stock options approximately 28.9 million shares of QRTEA and 0.7 million shares of QRTEB common stock.

(3) Earnings (Loss) Per Common Share

Basic earnings (loss) per common share ("EPS") is computed by dividing net earnings (loss) by the weighted average number of common shares outstanding ("WASO") for the period. Diluted EPS presents the dilutive effect on a per share basis of potential common shares as if they had been converted at the beginning of the periods presented. Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive.

Excluded from diluted EPS for the three months ended March 31, 2023 and 2022 are 30 million and 26 million potential common shares, respectively, because their inclusion would have been antidilutive.


	Qurate Retail Common Stock
	Three months ended
	March 31,
	2023	2022

	number of shares in millions
Basic WASO	383	379
Potentially dilutive shares	1	5
Diluted WASO	384	384

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Table of Contents

QURATE RETAIL, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Continued)

(unaudited)

(4) Assets and Liabilities Measured at Fair Value

For assets and liabilities required to be reported at fair value, GAAP provides a hierarchy that prioritizes inputs to valuation techniques used to measure fair value into three broad levels. Level 1 inputs are quoted market prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 inputs are inputs, other than quoted market prices included within Level 1, that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability.

The Company's assets and liabilities measured at fair value are as follows:

Fair Value Measurements at

March 31, 2023

December 31, 2022

Quoted

prices

in active

Significant

in active

Significant

markets for

other

markets for

other

identical

observable

identical

observable

assets

inputs

assets

inputs

Description

Total

(Level 1)

(Level 2)

Total

(Level 1)

(Level 2)

amounts in millions

Cash equivalents

924

—

938

—

Indemnification asset

—

Debt

319

—

319

614

—

614

The majority of the Company's Level 2 financial assets and liabilities are primarily debt instruments and derivative instruments with quoted market prices that are not considered to be traded on "active markets," as defined in GAAP. The fair values for such instruments are derived from a typical model using observable market data as the significant inputs.

The indemnification asset relates to Liberty Broadband’s agreement to indemnify Liberty Interactive LLC (“LI LLC”) and pertains to the ability of holders of LI LLC’s 1.75% exchangeable debentures due 2046 (the “1.75% Exchangeable Debentures”) to exercise their exchange right according to the terms of the debentures on or before October 5, 2023. Such amount will equal the difference between the exchange value and par value of the 1.75% Exchangeable Debentures at the time the exchange occurs. The indemnification asset recorded in the condensed consolidated balance sheets as of March 31, 2023 represents the fair value of the estimated exchange feature included in the 1.75% Exchangeable Debentures primarily based on market observable inputs (Level 2). As of March 31, 2023, a holder of the 1.75% Exchangeable Debentures has the ability to put their debentures on October 5, 2023, and accordingly, such indemnification asset is included as a current asset in our condensed consolidated balance sheet as of March 31, 2023.

During the three months ended March 31, 2023, indemnification payments of $24 million were made to Qurate Retail by Liberty Broadband in connection with exchanges of $157 million of the 1.75% Exchangeable Debentures that settled in the quarter.

Realized and Unrealized Gains (Losses) on Financial Instruments

Realized and unrealized gains (losses) on financial instruments are comprised of changes in the fair value of the following:


	Three months ended
	March 31,
	2023		2022

	amounts in millions
Equity securities		(3)	(10)
Exchangeable senior debentures		(46)	124
Indemnification asset		3	(85)
Other financial instruments		(1)	1
	$	(47)	30

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QURATE RETAIL, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Continued)

(unaudited)

The Company has elected to account for its exchangeable debt using the fair value option. Changes in the fair value of the exchangeable senior debentures recognized in the condensed consolidated statement of operations are primarily due to market factors primarily driven by changes in the fair value of the underlying shares into which the debt is exchangeable. The Company isolates the portion of the unrealized gain (loss) attributable to the change in the instrument specific credit risk and recognizes such amount in other comprehensive earnings (loss). The change in the fair value of the exchangeable senior debentures attributable to changes in the instrument specific credit risk was a gain of $169 million and a gain of $34 million for the three months ended March 31, 2023 and 2022, respectively. During the three months ended March 31, 2023, the Company recognized $25 million of previously unrecognized gains related to the retirement of a portion of the 1.75% Exchangeable Debentures, which was recognized through gain (loss) on extinguishment of debt on the condensed consolidated statement of operations. The cumulative change was a gain of $633 million as of March 31, 2023, net of the recognition of previously unrecognized gains and losses.

(5) Intangible Assets

Goodwill

Changes in the carrying amount of goodwill are as follows:


					Corporate and
	QxH		QVC Int'l	CBI	Other	Total

	amounts in millions
Balance at January 1, 2023	$	2,693	778	12	18	3,501
Foreign currency translation adjustments		—	11	—	—	11
Balance at March 31, 2023	$	2,693	789	12	18	3,512

Intangible Assets Subject to Amortization

Amortization expense for intangible assets with finite useful lives was $74 million and $82 million for the three months ended March 31, 2023 and 2022, respectively. Based on its amortizable intangible assets as of March 31, 2023, Qurate Retail expects that amortization expense will be as follows for the next five years (amounts in millions):


Remainder of 2023	$	226
2024	$	235
2025	$	108
2026	$	76
2027	$	3

I-14


PART I – FINANCIAL INFORMATION
Item 1. Financial Statements.
QURATE RETAIL, INC. AND SUBSIDIARIES Condensed Consolidated Balance Sheets (unaudited)		I-3
QURATE RETAIL, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Operations (unaudited)		I-5
QURATE RETAIL, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Comprehensive Earnings (Loss) (unaudited)		I-6
QURATE RETAIL, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Cash Flows (unaudited)		I-7
QURATE RETAIL, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Equity (unaudited)		I-8
QURATE RETAIL, INC. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (unaudited)		I-9
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations		I-23
Item 3. Quantitative and Qualitative Disclosures about Market Risk.		I-35
Item 4. Controls and Procedures.		I-35

PART II—OTHER INFORMATION		II-1
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		II-1
Item 6. Exhibits		II-2

SIGNATURES		II-3


	Outstanding
	principal at		Carrying value
	March 31, 2023		March 31, 2023	December 31, 2022

	amounts in millions
Corporate level debentures
8.5% Senior Debentures due 2029	$	287