Annual report pursuant to Section 13 and 15(d)

Related Party Transactions (Notes)

v3.22.4
Related Party Transactions (Notes)
12 Months Ended
Dec. 31, 2022
Related Party Transactions [Abstract]  
Related Party Transactions Disclosure [Text Block] Related Party Transactions
During the years ended December 31, 2022, 2021 and 2020, QVC and Zulily engaged in multiple transactions relating to sales, sourcing of merchandise, marketing initiatives, and business advisory services. QVC allocated expenses to Zulily of $6 million for the year ended December 31, 2022, and $8 million for each of the years ended December 31, 2021 and 2020. Zulily allocated expenses of $9 million, $8 million, and $11 million to QVC for the years ended December 31, 2022, 2021, and 2020, respectively.
In September 2020, QVC and Zulily executed a Master Promissory Note ("Promissory Note") whereby Zulily may borrow up to $100 million at a variable interest rate equal to the LIBOR rate plus an applicable margin rate. The Promissory Note matures in September 2030. As of December 31, 2022, there were no borrowings on the Promissory Note.
During the years ended December 31, 2022, 2021 and 2020, QVC and CBI engaged in multiple transactions relating to personnel and business advisory services. QVC allocated expenses of $29 million, $22 million and $23 million to CBI for the years ended December 31, 2022, 2021 and 2020, respectively. CBI allocated expenses of $1 million to QVC for each of the years ended December 31, 2022, 2021 and 2020.
Zulily and CBI are co-borrowers under the Fifth Amended and Restated Credit Agreement (see note 8). In accordance with the accounting guidance for obligations resulting from joint and several liability arrangements, QVC will record a liability for amounts it has borrowed under the senior secured credit facility plus any additional amount it expects to repay on behalf of Zulily or CBI. As of December 31, 2021, there was $151 million borrowed by Zulily on the senior secured credit facility and QVC determined it was necessary to record a liability for the full amount of Zulily's outstanding borrowings (see note 8). There were no borrowings by Zulily outstanding on the Fifth Amended and Restated Credit Agreement as of December 31, 2022; however, Zulily had $9 million outstanding in standby letters of credit. As of December 31, 2022, there was $18 million borrowed by CBI on the senior secured credit facility, none of which the Company expects to repay on behalf of CBI. There were no borrowings by CBI on the Fifth Amended and Restated Credit Agreement as of December 31, 2021.
As part of the common control transaction (see note 2(s)) with Qurate Retail in December 2020, LIC issued a promissory note (“LIC Note”) to the Company with an initial face amount of $1.8 billion, a stated interest rate of 0.48% and a maturity of December 29, 2029. Interest on the LIC Note is to be paid annually beginning on December 29, 2021. QVC recorded $9 million of related party interest income for each of the years ended December 31, 2022 and 2021, included in interest expense, net in the consolidated statement of operations. LIC also repaid $85 million of the note receivable to QVC during the year ended December 31, 2021.