Annual report pursuant to Section 13 and 15(d)

Guarantor/Non-Guarantor Subsidiary Financial Information (Tables)

v3.3.1.900
Guarantor/Non-Guarantor Subsidiary Financial Information (Tables)
12 Months Ended
Dec. 31, 2015
Guarantor Non-guarantor Subsidiary Financial Information [Abstract]  
Guarantor Non-guarantor Subsidiary Financial Information, Balance Sheets, Current Period
Consolidating Balance Sheets
December 31, 2015
 
(in millions)
Parent
issuer-
QVC, Inc.

Combined
subsidiary
guarantors

Combined
non-guarantor
subsidiaries

Eliminations

Consolidated-
QVC, Inc. and
subsidiaries

Assets
Current assets:





Cash and cash equivalents
$

112

215


327

Restricted cash
9


2


11

Accounts receivable, net
1,114


256


1,370

Inventories
714


215


929

Prepaid expenses
18


24


42

Total current assets
1,855

112

712


2,679

Property and equipment, net
295

67

640


1,002

Cable and satellite television distribution rights, net

297

42


339

Goodwill
4,190


845


5,035

Other intangible assets, net
842

2,050

44


2,936

Other noncurrent assets
5


62


67

Investments in subsidiaries
3,569

2,687


(6,256
)

Total assets
$
10,756

5,213

2,345

(6,256
)
12,058

Liabilities and equity
Current liabilities:





Current portion of debt and capital lease obligations
$
3


6


9

Accounts payable-trade
396


262


658

Accrued liabilities
229

207

436


872

Intercompany accounts payable (receivable)
562

1,271

(1,833
)


Total current liabilities
1,190

1,478

(1,129
)

1,539

Long-term portion of debt and capital lease obligations
5,342


51


5,393

Deferred compensation
14


(1
)

13

Deferred income taxes
94

744

(11
)

827

Other long-term liabilities
98


70


168

Total liabilities
6,738

2,222

(1,020
)

7,940

Equity:





QVC, Inc. stockholder's equity
4,018

2,991

3,265

(6,256
)
4,018

Noncontrolling interest


100


100

Total equity
4,018

2,991

3,365

(6,256
)
4,118

Total liabilities and equity
$
10,756

5,213

2,345

(6,256
)
12,058

Guarantor Non-guarantor Subsidiary Financial Information, Balance Sheets, Prior Period
Consolidating Balance Sheets
December 31, 2014
 
(in millions)
Parent
issuer-
QVC, Inc.

Combined
subsidiary
guarantors

Combined
non-guarantor
subsidiaries

Eliminations

Consolidated-
QVC, Inc. and
subsidiaries

Assets
Current assets:





Cash and cash equivalents
$
2

123

222


347

Restricted cash
10


2


12

Accounts receivable, net
909


287


1,196

Inventories
680


202


882

Prepaid expenses
25


25


50

Total current assets
1,626

123

738


2,487

Property and equipment, net
273

68

685


1,026

Cable and satellite television distribution rights, net

388

73


461

Goodwill
4,184


907


5,091

Other intangible assets, net
982

2,051

69


3,102

Other noncurrent assets
1


57


58

Investments in subsidiaries
4,681

1,386


(6,067
)

Total assets
$
11,747

4,016

2,529

(6,067
)
12,225

Liabilities and equity
Current liabilities:





Current portion of debt and capital lease obligations
$
2


7


9

Accounts payable-trade
420


209


629

Accrued liabilities
282

143

460


885

Intercompany accounts payable (receivable)
1,384

(921
)
(463
)


Total current liabilities
2,088

(778
)
213


1,523

Long-term portion of debt and capital lease obligations
4,524


55


4,579

Deferred compensation
16


1


17

Deferred income taxes
77

877

(43
)

911

Other long-term liabilities
99


50


149

Total liabilities
6,804

99

276


7,179

Equity:





QVC, Inc. stockholder's equity
4,943

3,917

2,150

(6,067
)
4,943

Noncontrolling interest


103


103

Total equity
4,943

3,917

2,253

(6,067
)
5,046

Total liabilities and equity
$
11,747

4,016

2,529

(6,067
)
12,225

Guarantor Non-guarantor Subsidiary Financial Information, Statements of Operations, Current Period
Consolidating Statements of Operations
Year ended December 31, 2015
 
(in millions)
Parent
issuer-
QVC, Inc.

Combined
subsidiary
guarantors

Combined
non-guarantor
subsidiaries

Eliminations

Consolidated-
QVC, Inc. and
subsidiaries

Net revenue
$
6,416

962

2,717

(1,352
)
8,743

Cost of goods sold
4,018

109

1,624

(223
)
5,528

Gross profit
2,398

853

1,093

(1,129
)
3,215

Operating expenses:





Operating
338

265

293

(289
)
607

Selling, general and administrative, including stock-based compensation
1,180

1

404

(840
)
745

Depreciation
43

8

83


134

Amortization
233

163

58


454


1,794

437

838

(1,129
)
1,940

Operating income
604

416

255


1,275

Other (expense) income:





Equity in losses of investee


(9
)

(9
)
Interest expense, net
(205
)

(3
)

(208
)
Foreign currency gain (loss)
15

(1
)


14

Loss on extinguishment of debt
(21
)



(21
)
Intercompany interest (expense) income
(7
)
(51
)
58




(218
)
(52
)
46


(224
)
Income before income taxes
386

364

301


1,051

Income tax expense
(136
)
(153
)
(100
)

(389
)
Equity in earnings of subsidiaries, net of tax
412

262


(674
)

Net income
662

473

201

(674
)
662

Less net income attributable to the noncontrolling interest
(34
)

(34
)
34

(34
)
Net income attributable to QVC, Inc. stockholder
$
628

473

167

(640
)
628

Guarantor Non-guarantor Subsidiary Financial Information, Statements of Operations, Prior Period
Consolidating Statements of Operations
Year ended December 31, 2014
 
(in millions)
Parent
issuer-
QVC, Inc.

Combined
subsidiary
guarantors

Combined
non-guarantor
subsidiaries

Eliminations

Consolidated-
QVC, Inc. and
subsidiaries

Net revenue
$
6,198

920

2,992

(1,309
)
8,801

Cost of goods sold
3,907

108

1,807

(275
)
5,547

Gross profit
2,291

812

1,185

(1,034
)
3,254

Operating expenses:
 
 
 
 
 
Operating
288

269

296

(235
)
618

Selling, general and administrative, including stock-based compensation
1,142

1

426

(799
)
770

Depreciation
39

5

91


135

Amortization
223

153

76


452


1,692

428

889

(1,034
)
1,975

Operating income
599

384

296


1,279

Other (expense) income:
 
 
 
 
 
Equity in losses of investee


(8
)

(8
)
Interest expense, net
(230
)

(9
)

(239
)
Foreign currency gain (loss)
16

(3
)
(10
)

3

Loss on extinguishment of debt
(48
)



(48
)
Intercompany interest and other (expense) income
(22
)
51

(9
)
(20
)


(284
)
48

(36
)
(20
)
(292
)
Income before income taxes
315

432

260

(20
)
987

Income tax expense
(73
)
(135
)
(146
)

(354
)
Equity in earnings of subsidiaries, net of tax
391

25


(416
)

Net income
633

322

114

(436
)
633

Less net income attributable to the noncontrolling interest
(39
)

(39
)
39

(39
)
Net income attributable to QVC, Inc. stockholder
$
594

322

75

(397
)
594

Consolidating Statements of Operations
Year ended December 31, 2013
 
(in millions)
Parent
issuer-
QVC, Inc.

Combined
subsidiary
guarantors

Combined
non-guarantor
subsidiaries

Eliminations

Consolidated-
QVC, Inc. and
subsidiaries

Net revenue
$
5,979

893

2,977

(1,226
)
8,623

Cost of goods sold
3,804

107

1,831

(277
)
5,465

Gross profit
2,175

786

1,146

(949
)
3,158

Operating expenses:





Operating
234

267

289

(180
)
610

Selling, general and administrative, including stock-based compensation
1,083


431

(769
)
745

Depreciation
38

6

83


127

Amortization
204

146

81


431


1,559

419

884

(949
)
1,913

Operating income
616

367

262


1,245

Other (expense) income:





Equity in losses of investee


(4
)

(4
)
Gains on financial intstruments
12


3


15

Interest expense, net
(214
)



(214
)
Foreign currency (loss) gain
(7
)

8


1

Loss on extinguishment of debt
(57
)



(57
)
Intercompany interest (expense) income
(16
)
51

(35
)



(282
)
51

(28
)

(259
)
Income before income taxes
334

418

234


986

Income tax expense
(119
)
(132
)
(102
)

(353
)
Equity in earnings of subsidiaries, net of tax
418

76


(494
)

Net income
633

362

132

(494
)
633

Less net income attributable to the noncontrolling interest
(45
)

(45
)
45

(45
)
Net income attributable to QVC, Inc. stockholder
$
588

362

87

(449
)
588

Guarantor Non-guarantor Subsidiary Financial Information, Comprehensive Income (Loss), Current Period
Consolidating Statements of Comprehensive Income
Year ended December 31, 2015
 
(in millions)
Parent
issuer-
QVC, Inc.

Combined
subsidiary
guarantors

Combined
non-guarantor
subsidiaries

Eliminations

Consolidated-
QVC, Inc. and
subsidiaries

Net income
$
662

473

201

(674
)
662

Foreign currency translation adjustments
(102
)

(102
)
102

(102
)
Total comprehensive income
560

473

99

(572
)
560

Comprehensive income attributable to noncontrolling interest
(33
)

(33
)
33

(33
)
Comprehensive income attributable to QVC, Inc. stockholder
$
527

473

66

(539
)
527

Guarantor Non-guarantor Subsidiary Financial Information, Comprehensive Income (Loss), Prior Period
Consolidating Statements of Comprehensive Income
Year ended December 31, 2014
 
(in millions)
Parent
issuer-
QVC, Inc.

Combined
subsidiary
guarantors

Combined
non-guarantor
subsidiaries

Eliminations

Consolidated-
QVC, Inc. and
subsidiaries

Net income
$
633

322

114

(436
)
633

Foreign currency translation adjustments
(191
)

(191
)
191

(191
)
Total comprehensive income (loss)
442

322

(77
)
(245
)
442

Comprehensive income attributable to noncontrolling interest
(26
)

(26
)
26

(26
)
Comprehensive income (loss) attributable to QVC, Inc. stockholder
$
416

322

(103
)
(219
)
416

Consolidating Statements of Comprehensive Income
Year ended December 31, 2013
 
(in millions)
Parent
issuer-
QVC, Inc.

Combined
subsidiary
guarantors

Combined
non-guarantor
subsidiaries

Eliminations

Consolidated-
QVC, Inc. and
subsidiaries

Net income
$
633

362

132

(494
)
633

Foreign currency translation adjustments
(72
)

(72
)
72

(72
)
Total comprehensive income
561

362

60

(422
)
561

Comprehensive income attributable to noncontrolling interest
(20
)

(20
)
20

(20
)
Comprehensive income attributable to QVC, Inc. stockholder
$
541

362

40

(402
)
541

Guarantor Non-guarantor Subsidiary Financial Information, Schedule of Cash Flows, Current Period
Consolidating Statements of Cash Flows
Year ended December 31, 2015
 
(in millions)
Parent
issuer-
QVC, Inc.

Combined
subsidiary
guarantors

Combined
non-guarantor
subsidiaries

Eliminations

Consolidated-
QVC, Inc. and
subsidiaries

Operating activities:










Net cash provided by operating activities
$
274

314

440


1,028

Investing activities:
 
 
 
 
 
Capital expenditures
(154
)
(9
)
(52
)

(215
)
Expenditures for cable and satellite television distribution rights

(68
)
(4
)

(72
)
Decrease (increase) in restricted cash
1


(1
)


Changes in other noncurrent assets
12


(12
)


Other investing activities
2




2

Intercompany investing activities
525

413


(938
)

Net cash provided by (used in) investing activities
386

336

(69
)
(938
)
(285
)
Financing activities:
 
 
 
 
 
Principal payments of debt and capital lease obligations
(2,170
)

(7
)

(2,177
)
Principal borrowings of debt from senior secured credit facility
2,974




2,974

Payment of debt origination fees
(3
)



(3
)
Payment of bond premium fees
(18
)



(18
)
Other financing activities
(15
)



(15
)
Dividends paid to Liberty
(1,485
)



(1,485
)
Dividends paid to noncontrolling interest


(36
)

(36
)
Net short-term intercompany debt (repayments) borrowings
(822
)
2,192

(1,370
)


Other intercompany financing activities
877

(2,853
)
1,038

938


Net cash used in financing activities
(662
)
(661
)
(375
)
938

(760
)
Effect of foreign exchange rate changes on cash and cash equivalents


(3
)

(3
)
Net increase in cash and cash equivalents
(2
)
(11
)
(7
)

(20
)
Cash and cash equivalents, beginning of period
2

123

222


347

Cash and cash equivalents, end of period
$

112

215


327

Guarantor Non-guarantor Subsidiary Financial Information, Schedule of Cash Flows, Prior Period
Consolidating Statements of Cash Flows
Year ended December 31, 2014
 
(in millions)
Parent
issuer-
QVC, Inc.

Combined
subsidiary
guarantors

Combined
non-guarantor
subsidiaries

Eliminations

Consolidated-
QVC, Inc. and
subsidiaries

Operating activities:
 
 
 
 
 
Net cash provided by operating activities
$
343

459

411


1,213

Investing activities:





Capital expenditures
(161
)
(7
)
5

(20
)
(183
)
Expenditures for cable and satellite television distribution rights,

(31
)


(31
)
Decrease in restricted cash
1


1


2

Other investing activities
1




1

Intercompany investing activities
607

267


(874
)

Net cash provided by (used in) investing activities
448

229

6

(894
)
(211
)
Financing activities:





Principal payments of debt and capital lease obligations
(3,039
)

(10
)

(3,049
)
Principal borrowings of debt from senior secured credit facility
1,852




1,852

Proceeds from issuance of senior secured notes, net of original issue discount
1,997




1,997

Payment of debt origination fees
(24
)



(24
)
Payment of bond premium fees
(32
)



(32
)
Other financing activities
(3
)



(3
)
Dividends paid to Liberty
(1,765
)



(1,765
)
Dividends paid to noncontrolling interest


(42
)

(42
)
Net short-term intercompany debt borrowings (repayments)
365

(42
)
(323
)


Other intercompany financing activities
(218
)
(656
)
(20
)
894


Net cash used in financing activities
(867
)
(698
)
(395
)
894

(1,066
)
Effect of foreign exchange rate changes on cash and cash equivalents


(46
)

(46
)
Net decrease in cash and cash equivalents
(76
)
(10
)
(24
)

(110
)
Cash and cash equivalents, beginning of period
78

133

246


457

Cash and cash equivalents, end of period
$
2

123

222


347







Consolidating Statements of Cash Flows
Year ended December 31, 2013
 
(in millions)
Parent
issuer-
QVC, Inc.

Combined
subsidiary
guarantors

Combined
non-guarantor
subsidiaries

Eliminations

Consolidated-
QVC, Inc. and
subsidiaries

Operating activities:





Net cash provided by operating activities
$
373

389

211


973

Investing activities:





Capital expenditures
(106
)
(8
)
(100
)

(214
)
Expenditures for cable and satellite television distribution rights

(56
)
(2
)

(58
)
Decrease in restricted cash
2


(1
)

1

Other investing activities


3


3

Changes in other noncurrent assets
(1
)

(1
)

(2
)
Intercompany investing activities
368

277


(645
)

Net cash provided by (used in) investing activities
263

213

(101
)
(645
)
(270
)
Financing activities:





Principal payments of debt and capital lease obligations
(2,375
)

(12
)

(2,387
)
Principal borrowings of debt from senior secured credit facility
1,674




1,674

Proceeds from issuance of senior secured notes, net of original issue discount
1,050




1,050

Payment of debt origination fees
(16
)



(16
)
Payment of bond premium fees
(46
)



(46
)
Other financing activities
12




12

Dividends paid to Liberty
(1,005
)



(1,005
)
Dividends paid to noncontrolling interest


(45
)

(45
)
Net short-term intercompany debt borrowings (repayments)
190

(63
)
(127
)


Other intercompany financing activities
(117
)
(571
)
43

645


Net cash used in financing activities
(633
)
(634
)
(141
)
645

(763
)
Effect of foreign exchange rate changes on cash and cash equivalents


(23
)

(23
)
Net (decrease) increase in cash and cash equivalents
3

(32
)
(54
)

(83
)
Cash and cash equivalents, beginning of period
75

165

300


540

Cash and cash equivalents, end of period
$
78

133

246


457