|
Guarantor/Non-Guarantor Subsidiary Financial Information (Tables)
|
9 Months Ended |
|
Sep. 30, 2014
|
| Guarantor Non-guarantor Subsidiary Financial Information [Abstract] |
|
| Guarantor Non-guarantor Subsidiary Financial Information, Balance Sheets, Current Year |
Condensed consolidating balance sheets
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 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 |
1 |
|
225 |
|
360 |
|
— |
|
586 |
|
Restricted cash |
10 |
|
— |
|
2 |
|
— |
|
12 |
|
Accounts receivable, net |
520 |
|
— |
|
248 |
|
— |
|
768 |
|
Inventories |
814 |
|
— |
|
269 |
|
— |
|
1,083 |
|
Deferred income taxes |
154 |
|
— |
|
18 |
|
— |
|
172 |
|
Prepaid expenses |
26 |
|
— |
|
30 |
|
— |
|
56 |
|
Total current assets |
1,525 |
|
225 |
|
927 |
|
— |
|
2,677 |
|
Property and equipment, net |
253 |
|
67 |
|
709 |
|
— |
|
1,029 |
|
Cable and satellite television distribution rights, net |
— |
|
425 |
|
84 |
|
— |
|
509 |
|
Goodwill |
4,169 |
|
— |
|
975 |
|
— |
|
5,144 |
|
Other intangible assets, net |
1,056 |
|
2,049 |
|
81 |
|
— |
|
3,186 |
|
Other noncurrent assets |
2 |
|
— |
|
58 |
|
— |
|
60 |
|
Investments in subsidiaries |
4,875 |
|
1,544 |
|
— |
|
(6,419 |
) |
— |
|
Total assets |
11,880 |
|
4,310 |
|
2,834 |
|
(6,419 |
) |
12,605 |
|
Liabilities and equity |
Current liabilities: |
|
|
|
|
|
Current portion of debt and capital lease obligations |
2 |
|
— |
|
8 |
|
— |
|
10 |
|
Accounts payable-trade |
373 |
|
— |
|
221 |
|
— |
|
594 |
|
Accrued liabilities |
187 |
|
94 |
|
420 |
|
— |
|
701 |
|
Intercompany accounts payable (receivable) |
1,109 |
|
(803 |
) |
(306 |
) |
— |
|
— |
|
Total current liabilities |
1,671 |
|
(709 |
) |
343 |
|
— |
|
1,305 |
|
Long-term portion of debt and capital lease obligations |
4,089 |
|
— |
|
46 |
|
— |
|
4,135 |
|
Deferred compensation |
15 |
|
— |
|
1 |
|
— |
|
16 |
|
Deferred income taxes |
284 |
|
888 |
|
(10 |
) |
— |
|
1,162 |
|
Other long-term liabilities |
111 |
|
— |
|
49 |
|
— |
|
160 |
|
Total liabilities |
6,170 |
|
179 |
|
429 |
|
— |
|
6,778 |
|
Equity: |
|
|
|
|
|
QVC, Inc. stockholder's equity |
5,710 |
|
4,131 |
|
2,288 |
|
(6,419 |
) |
5,710 |
|
Noncontrolling interest |
— |
|
— |
|
117 |
|
— |
|
117 |
|
Total equity |
5,710 |
|
4,131 |
|
2,405 |
|
(6,419 |
) |
5,827 |
|
Total liabilities and equity |
11,880 |
|
4,310 |
|
2,834 |
|
(6,419 |
) |
12,605 |
|
|
| Guarantor Non-guarantor Subsidiary Financial Information, Balance Sheets, Prior Year |
Condensed consolidating balance sheets
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2013 |
|
(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 |
78 |
|
133 |
|
246 |
|
— |
|
457 |
|
Restricted cash |
11 |
|
— |
|
3 |
|
— |
|
14 |
|
Accounts receivable, net |
816 |
|
— |
|
295 |
|
— |
|
1,111 |
|
Inventories |
684 |
|
— |
|
247 |
|
— |
|
931 |
|
Deferred income taxes |
146 |
|
— |
|
16 |
|
— |
|
162 |
|
Prepaid expenses |
20 |
|
— |
|
27 |
|
— |
|
47 |
|
Total current assets |
1,755 |
|
133 |
|
834 |
|
— |
|
2,722 |
|
Property and equipment, net |
265 |
|
67 |
|
774 |
|
— |
|
1,106 |
|
Cable and satellite television distribution rights, net |
— |
|
510 |
|
114 |
|
— |
|
624 |
|
Goodwill |
4,169 |
|
— |
|
1,028 |
|
— |
|
5,197 |
|
Other intangible assets, net |
1,128 |
|
2,050 |
|
158 |
|
— |
|
3,336 |
|
Other noncurrent assets |
8 |
|
— |
|
63 |
|
— |
|
71 |
|
Investments in subsidiaries |
4,894 |
|
1,628 |
|
— |
|
(6,522 |
) |
— |
|
Total assets |
12,219 |
|
4,388 |
|
2,971 |
|
(6,522 |
) |
13,056 |
|
Liabilities and equity |
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
Current portion of debt and capital lease obligations |
2 |
|
— |
|
11 |
|
— |
|
13 |
|
Accounts payable-trade |
336 |
|
— |
|
158 |
|
— |
|
494 |
|
Accrued liabilities |
393 |
|
96 |
|
471 |
|
— |
|
960 |
|
Intercompany accounts payable (receivable) |
1,019 |
|
(879 |
) |
(140 |
) |
— |
|
— |
|
Total current liabilities |
1,750 |
|
(783 |
) |
500 |
|
— |
|
1,467 |
|
Long-term portion of debt and capital lease obligations |
3,745 |
|
— |
|
55 |
|
— |
|
3,800 |
|
Deferred compensation |
13 |
|
— |
|
1 |
|
— |
|
14 |
|
Deferred income taxes |
399 |
|
923 |
|
4 |
|
— |
|
1,326 |
|
Other long-term liabilities |
90 |
|
— |
|
18 |
|
— |
|
108 |
|
Total liabilities |
5,997 |
|
140 |
|
578 |
|
— |
|
6,715 |
|
Equity: |
|
|
|
|
|
|
|
|
|
|
QVC, Inc. stockholder's equity |
6,222 |
|
4,248 |
|
2,274 |
|
(6,522 |
) |
6,222 |
|
Noncontrolling interest |
— |
|
— |
|
119 |
|
— |
|
119 |
|
Total equity |
6,222 |
|
4,248 |
|
2,393 |
|
(6,522 |
) |
6,341 |
|
Total liabilities and equity |
12,219 |
|
4,388 |
|
2,971 |
|
(6,522 |
) |
13,056 |
|
|
| Guarantor Non-guarantor Subsidiary Financial Information, Statements of Operations, Current Year |
Condensed consolidating statements of operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30, 2014 |
|
(in millions) |
Parent
issuer-
QVC, Inc. |
|
Combined
subsidiary
guarantors |
|
Combined
non-guarantor
subsidiaries |
|
Eliminations |
|
Consolidated-
QVC, Inc. and
subsidiaries |
|
Net revenue |
$ |
1,384 |
|
198 |
|
684 |
|
(246 |
) |
2,020 |
|
Cost of goods sold |
873 |
|
27 |
|
430 |
|
(64 |
) |
1,266 |
|
Gross profit |
511 |
|
171 |
|
254 |
|
(182 |
) |
754 |
|
Operating expenses: |
|
|
|
|
|
Operating |
42 |
|
50 |
|
83 |
|
— |
|
175 |
|
Selling, general and administrative, including stock-based compensation |
249 |
|
— |
|
89 |
|
(182 |
) |
156 |
|
Depreciation |
10 |
|
1 |
|
23 |
|
— |
|
34 |
|
Amortization |
56 |
|
39 |
|
18 |
|
— |
|
113 |
|
Intercompany management expense (income) |
54 |
|
(1 |
) |
(53 |
) |
— |
|
— |
|
|
411 |
|
89 |
|
160 |
|
(182 |
) |
478 |
|
Operating income |
100 |
|
82 |
|
94 |
|
— |
|
276 |
|
Other (expense) income: |
|
|
|
|
|
Equity in losses of investee |
— |
|
— |
|
(2 |
) |
— |
|
(2 |
) |
Interest expense, net |
(60 |
) |
— |
|
— |
|
— |
|
(60 |
) |
Foreign currency gain (loss) |
6 |
|
(2 |
) |
(2 |
) |
— |
|
2 |
|
Loss on extinguishment of debt |
(48 |
) |
— |
|
— |
|
— |
|
(48 |
) |
Other intercompany (expense) income |
(6 |
) |
13 |
|
(7 |
) |
— |
|
— |
|
|
(108 |
) |
11 |
|
(11 |
) |
— |
|
(108 |
) |
(Loss) income before income taxes |
(8 |
) |
93 |
|
83 |
|
— |
|
168 |
|
Income tax expense |
(15 |
) |
(29 |
) |
(21 |
) |
— |
|
(65 |
) |
Equity in earnings of subsidiaries, net of tax |
126 |
|
13 |
|
— |
|
(139 |
) |
— |
|
Net income |
103 |
|
77 |
|
62 |
|
(139 |
) |
103 |
|
Less net income attributable to the noncontrolling interest |
(8 |
) |
— |
|
(8 |
) |
8 |
|
(8 |
) |
Net income attributable to QVC, Inc. stockholder |
$ |
95 |
|
77 |
|
54 |
|
(131 |
) |
95 |
|
Condensed consolidating statements of operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended September 30, 2014 |
|
(in millions) |
Parent
issuer-
QVC, Inc. |
|
Combined
subsidiary
guarantors |
|
Combined
non-guarantor
subsidiaries |
|
Eliminations |
|
Consolidated-
QVC, Inc. and
subsidiaries |
|
Net revenue |
$ |
4,076 |
|
562 |
|
2,083 |
|
(701 |
) |
6,020 |
|
Cost of goods sold |
2,565 |
|
75 |
|
1,308 |
|
(176 |
) |
3,772 |
|
Gross profit |
1,511 |
|
487 |
|
775 |
|
(525 |
) |
2,248 |
|
Operating expenses: |
|
|
|
|
|
Operating |
124 |
|
144 |
|
265 |
|
— |
|
533 |
|
Selling, general and administrative, including stock-based compensation |
715 |
|
— |
|
269 |
|
(525 |
) |
459 |
|
Depreciation |
29 |
|
4 |
|
67 |
|
— |
|
100 |
|
Amortization |
166 |
|
115 |
|
55 |
|
— |
|
336 |
|
Intercompany management expense (income) |
93 |
|
(9 |
) |
(84 |
) |
— |
|
— |
|
|
1,127 |
|
254 |
|
572 |
|
(525 |
) |
1,428 |
|
Operating income |
384 |
|
233 |
|
203 |
|
— |
|
820 |
|
Other (expense) income: |
|
|
|
|
|
Equity in losses of investee |
— |
|
— |
|
(5 |
) |
— |
|
(5 |
) |
Interest expense, net |
(173 |
) |
— |
|
(9 |
) |
— |
|
(182 |
) |
Foreign currency gain (loss) |
3 |
|
(2 |
) |
1 |
|
— |
|
2 |
|
Loss on extinguishment of debt |
(48 |
) |
— |
|
— |
|
— |
|
(48 |
) |
Other intercompany (expense) income |
(16 |
) |
39 |
|
(3 |
) |
(20 |
) |
— |
|
|
(234 |
) |
37 |
|
(16 |
) |
(20 |
) |
(233 |
) |
Income before income taxes |
150 |
|
270 |
|
187 |
|
(20 |
) |
587 |
|
Income tax expense |
(22 |
) |
(81 |
) |
(119 |
) |
— |
|
(222 |
) |
Equity in earnings (losses) of subsidiaries, net of tax |
237 |
|
(6 |
) |
— |
|
(231 |
) |
— |
|
Net income |
365 |
|
183 |
|
68 |
|
(251 |
) |
365 |
|
Less net income attributable to the noncontrolling interest |
(27 |
) |
— |
|
(27 |
) |
27 |
|
(27 |
) |
Net income attributable to QVC, Inc. stockholder |
$ |
338 |
|
183 |
|
41 |
|
(224 |
) |
338 |
|
|
| Guarantor Non-guarantor Subsidiary Financial Information, Statements of Operations, Prior Year |
Condensed consolidating statements of operations
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended September 30, 2013 |
|
(in millions) |
Parent
issuer-
QVC, Inc. |
|
Combined
subsidiary
guarantors |
|
Combined
non-guarantor
subsidiaries |
|
Eliminations |
|
Consolidated-
QVC, Inc. and
subsidiaries |
|
Net revenue |
3,959 |
|
555 |
|
2,065 |
|
(697 |
) |
5,882 |
|
Cost of goods sold |
2,512 |
|
74 |
|
1,300 |
|
(185 |
) |
3,701 |
|
Gross profit |
1,447 |
|
481 |
|
765 |
|
(512 |
) |
2,181 |
|
Operating expenses: |
|
|
|
|
|
Operating |
114 |
|
143 |
|
263 |
|
— |
|
520 |
|
Selling, general and administrative, including stock-based compensation |
700 |
|
1 |
|
255 |
|
(512 |
) |
444 |
|
Depreciation |
28 |
|
4 |
|
57 |
|
— |
|
89 |
|
Amortization |
153 |
|
107 |
|
64 |
|
— |
|
324 |
|
Intercompany management expense (income) |
46 |
|
(8 |
) |
(38 |
) |
— |
|
— |
|
|
1,041 |
|
247 |
|
601 |
|
(512 |
) |
1,377 |
|
Operating income |
406 |
|
234 |
|
164 |
|
— |
|
804 |
|
Other (expense) income: |
|
|
|
|
|
Equity in losses of investee |
— |
|
— |
|
(3 |
) |
— |
|
(3 |
) |
Gains on financial instruments |
12 |
|
— |
|
3 |
|
— |
|
15 |
|
Interest expense, net |
(164 |
) |
(1 |
) |
— |
|
— |
|
(165 |
) |
Foreign currency (loss) gain |
(12 |
) |
(1 |
) |
11 |
|
— |
|
(2 |
) |
Loss on extinguishment of debt |
(57 |
) |
— |
|
— |
|
— |
|
(57 |
) |
Intercompany interest and other (expense) income |
(11 |
) |
37 |
|
(26 |
) |
— |
|
— |
|
|
(232 |
) |
35 |
|
(15 |
) |
— |
|
(212 |
) |
Income before income taxes |
174 |
|
269 |
|
149 |
|
— |
|
592 |
|
Income tax expense |
(52 |
) |
(87 |
) |
(74 |
) |
— |
|
(213 |
) |
Equity in earnings of subsidiaries, net of tax |
257 |
|
29 |
|
— |
|
(286 |
) |
— |
|
Net income |
379 |
|
211 |
|
75 |
|
(286 |
) |
379 |
|
Less net income attributable to the noncontrolling interest |
(34 |
) |
— |
|
(34 |
) |
34 |
|
(34 |
) |
Net income attributable to QVC, Inc. stockholder |
345 |
|
211 |
|
41 |
|
(252 |
) |
345 |
|
Condensed consolidating statements of operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30, 2013 |
|
(in millions) |
Parent
issuer-
QVC, Inc. |
|
Combined
subsidiary
guarantors |
|
Combined
non-guarantor
subsidiaries |
|
Eliminations |
|
Consolidated-
QVC, Inc. and
subsidiaries |
|
Net revenue |
1,319 |
|
190 |
|
675 |
|
(237 |
) |
1,947 |
|
Cost of goods sold |
833 |
|
26 |
|
427 |
|
(64 |
) |
1,222 |
|
Gross profit |
486 |
|
164 |
|
248 |
|
(173 |
) |
725 |
|
Operating expenses: |
|
|
|
|
|
Operating |
39 |
|
49 |
|
88 |
|
— |
|
176 |
|
Selling, general and administrative, including stock-based compensation |
237 |
|
1 |
|
86 |
|
(173 |
) |
151 |
|
Depreciation |
10 |
|
1 |
|
15 |
|
— |
|
26 |
|
Amortization |
51 |
|
37 |
|
25 |
|
— |
|
113 |
|
Intercompany management expense (income) |
14 |
|
(1 |
) |
(13 |
) |
— |
|
— |
|
|
351 |
|
87 |
|
201 |
|
(173 |
) |
466 |
|
Operating income |
135 |
|
77 |
|
47 |
|
— |
|
259 |
|
Other (expense) income: |
|
|
|
|
|
Equity in losses of investee |
— |
|
— |
|
(2 |
) |
— |
|
(2 |
) |
Interest expense, net |
(52 |
) |
— |
|
— |
|
— |
|
(52 |
) |
Foreign currency (loss) gain |
(9 |
) |
— |
|
8 |
|
— |
|
(1 |
) |
Other intercompany (expense) income |
(4 |
) |
13 |
|
(9 |
) |
— |
|
— |
|
|
(65 |
) |
13 |
|
(3 |
) |
— |
|
(55 |
) |
Income before income taxes |
70 |
|
90 |
|
44 |
|
— |
|
204 |
|
Income tax expense |
(21 |
) |
(27 |
) |
(22 |
) |
— |
|
(70 |
) |
Equity in earnings of subsidiaries, net of tax |
85 |
|
3 |
|
— |
|
(88 |
) |
— |
|
Net income |
134 |
|
66 |
|
22 |
|
(88 |
) |
134 |
|
Less net income attributable to the noncontrolling interest |
(9 |
) |
— |
|
(9 |
) |
9 |
|
(9 |
) |
Net income attributable to QVC, Inc. stockholder |
$ |
125 |
|
66 |
|
13 |
|
(79 |
) |
125 |
|
|
| Guarantor Non-guarantor Subsidiary Financial Information, Comprehensive Income (Loss), Current Year |
Condensed consolidating statements of comprehensive income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended September 30, 2014 |
|
(in millions) |
Subsidiary
issuer-
QVC, Inc. |
|
Combined
subsidiary
guarantors |
|
Combined
non-guarantor
subsidiaries |
|
Eliminations |
|
Consolidated-
QVC, Inc. and
subsidiaries |
|
Net income |
$ |
365 |
|
183 |
|
68 |
|
(251 |
) |
365 |
|
Foreign currency translation adjustments |
(98 |
) |
— |
|
(98 |
) |
98 |
|
(98 |
) |
Total comprehensive income (loss) |
267 |
|
183 |
|
(30 |
) |
(153 |
) |
267 |
|
Comprehensive income attributable to noncontrolling interest |
(23 |
) |
— |
|
(23 |
) |
23 |
|
(23 |
) |
Comprehensive income (loss) attributable to QVC, Inc. stockholder |
$ |
244 |
|
183 |
|
(53 |
) |
(130 |
) |
244 |
|
Condensed consolidating statements of comprehensive (loss) income
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30, 2014 |
|
(in millions) |
Subsidiary
issuer-
QVC, Inc. |
|
Combined
subsidiary
guarantors |
|
Combined
non-guarantor
subsidiaries |
|
Eliminations |
|
Consolidated-
QVC, Inc. and
subsidiaries |
|
Net income |
$ |
103 |
|
77 |
|
62 |
|
(139 |
) |
103 |
|
Foreign currency translation adjustments |
(116 |
) |
— |
|
(116 |
) |
116 |
|
(116 |
) |
Total comprehensive (loss) income |
(13 |
) |
77 |
|
(54 |
) |
(23 |
) |
(13 |
) |
Comprehensive income attributable to noncontrolling interest |
(1 |
) |
— |
|
(1 |
) |
1 |
|
(1 |
) |
Comprehensive (loss) income attributable to QVC, Inc. stockholder |
$ |
(14 |
) |
77 |
|
(55 |
) |
(22 |
) |
(14 |
) |
|
| Guarantor Non-guarantor Subsidiary Financial Information, Comprehensive Income (Loss), Prior Year |
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30, 2013 |
|
(in millions) |
Subsidiary
issuer-
QVC, Inc. |
|
Combined
subsidiary
guarantors |
|
Combined
non-guarantor
subsidiaries |
|
Eliminations |
|
Consolidated-
QVC, Inc. and
subsidiaries |
|
Net income |
$ |
134 |
|
66 |
|
22 |
|
(88 |
) |
134 |
|
Foreign currency translation adjustments |
68 |
|
— |
|
68 |
|
(68 |
) |
68 |
|
Total comprehensive income |
202 |
|
66 |
|
90 |
|
(156 |
) |
202 |
|
Comprehensive income attributable to noncontrolling interest |
(11 |
) |
— |
|
(11 |
) |
11 |
|
(11 |
) |
Comprehensive income attributable to QVC, Inc. stockholder |
$ |
191 |
|
66 |
|
79 |
|
(145 |
) |
191 |
|
Condensed consolidating statements of comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended September 30, 2013 |
|
(in millions) |
Subsidiary
issuer-
QVC, Inc. |
|
Combined
subsidiary
guarantors |
|
Combined
non-guarantor
subsidiaries |
|
Eliminations |
|
Consolidated-
QVC, Inc. and
subsidiaries |
|
Net income |
$ |
379 |
|
211 |
|
75 |
|
(286 |
) |
379 |
|
Foreign currency translation adjustments |
(39 |
) |
— |
|
(39 |
) |
39 |
|
(39 |
) |
Total comprehensive income |
340 |
|
211 |
|
36 |
|
(247 |
) |
340 |
|
Comprehensive income attributable to noncontrolling interest |
(17 |
) |
— |
|
(17 |
) |
17 |
|
(17 |
) |
Comprehensive income attributable to QVC, Inc. stockholder |
$ |
323 |
|
211 |
|
19 |
|
(230 |
) |
323 |
|
|
| Guarantor Non-guarantor Subsidiary Financial Information, Schedule of Cash Flows, Current Year |
Condensed consolidating statements of cash flows
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended September 30, 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 |
$ |
311 |
|
273 |
|
228 |
|
— |
|
812 |
|
Investing activities: |
|
|
|
|
|
Capital expenditures, net |
(102 |
) |
(3 |
) |
27 |
|
(20 |
) |
(98 |
) |
Expenditures for cable and satellite television distribution rights, net |
— |
|
(30 |
) |
— |
|
— |
|
(30 |
) |
Decrease in restricted cash |
1 |
|
— |
|
1 |
|
— |
|
2 |
|
Changes in other noncurrent assets |
(1 |
) |
— |
|
— |
|
|
(1 |
) |
Intercompany investing activities |
258 |
|
78 |
|
— |
|
(336 |
) |
— |
|
Net cash provided by (used in) investing activities |
156 |
|
45 |
|
28 |
|
(356 |
) |
(127 |
) |
Financing activities: |
|
|
|
|
|
Principal payments of debt and capital lease obligations |
(2,388 |
) |
— |
|
(8 |
) |
— |
|
(2,396 |
) |
Principal borrowings of debt from senior secured credit facility |
726 |
|
— |
|
— |
|
— |
|
726 |
|
Proceeds from issuance of senior secured notes, net of original issue discount |
1,997 |
|
— |
|
— |
|
— |
|
1,997 |
|
Payment of debt origination fees |
(25 |
) |
— |
|
— |
|
— |
|
(25 |
) |
Payment of bond premium fees |
(32 |
) |
— |
|
— |
|
— |
|
(32 |
) |
Other financing activities |
(5 |
) |
— |
|
— |
|
— |
|
(5 |
) |
Dividends paid to Liberty |
(764 |
) |
— |
|
— |
|
— |
|
(764 |
) |
Dividends paid to noncontrolling interest |
— |
|
— |
|
(25 |
) |
— |
|
(25 |
) |
Net short-term intercompany debt borrowings (repayments) |
90 |
|
76 |
|
(166 |
) |
— |
|
— |
|
Intercompany financing activities |
(143 |
) |
(302 |
) |
89 |
|
356 |
|
— |
|
Net cash used in financing activities |
(544 |
) |
(226 |
) |
(110 |
) |
356 |
|
(524 |
) |
Effect of foreign exchange rate changes on cash and cash equivalents |
— |
|
— |
|
(32 |
) |
— |
|
(32 |
) |
Net (decrease) increase in cash and cash equivalents |
(77 |
) |
92 |
|
114 |
|
— |
|
129 |
|
Cash and cash equivalents, beginning of period |
78 |
|
133 |
|
246 |
|
— |
|
457 |
|
Cash and cash equivalents, end of period |
$ |
1 |
|
225 |
|
360 |
|
— |
|
586 |
|
|
| Guarantor Non-guarantor Subsidiary Financial Information, Schedule of Cash Flows, Prior Year |
Condensed consolidating statements of cash flows
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended September 30, 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 |
$ |
355 |
|
217 |
|
31 |
|
— |
|
603 |
|
Investing activities: |
|
|
|
|
|
Capital expenditures, net |
(58 |
) |
(3 |
) |
(60 |
) |
— |
|
(121 |
) |
Expenditures for cable and satellite television distribution rights, net |
— |
|
(41 |
) |
— |
|
— |
|
(41 |
) |
Decrease in restricted cash |
2 |
|
— |
|
— |
|
— |
|
2 |
|
Changes in other noncurrent assets |
3 |
|
— |
|
(4 |
) |
— |
|
(1 |
) |
Intercompany investing activities |
272 |
|
165 |
|
— |
|
(437 |
) |
— |
|
Net cash provided by (used in) investing activities |
219 |
|
121 |
|
(64 |
) |
(437 |
) |
(161 |
) |
Financing activities: |
|
|
|
|
|
Principal payments of debt and capital lease obligations |
(2,154 |
) |
— |
|
(7 |
) |
— |
|
(2,161 |
) |
Principal borrowings of debt from senior secured credit facility |
1,198 |
|
— |
|
— |
|
— |
|
1,198 |
|
Proceeds from issuance of senior secured notes, net of original issue discount |
1,050 |
|
— |
|
— |
|
— |
|
1,050 |
|
Proceeds from master promissory note with Liberty |
300 |
|
— |
|
— |
|
— |
|
300 |
|
Payment of debt origination fees |
(16 |
) |
— |
|
— |
|
— |
|
(16 |
) |
Payment of bond premium fees |
(46 |
) |
— |
|
— |
|
— |
|
(46 |
) |
Other financing activities |
9 |
|
— |
|
— |
|
— |
|
9 |
|
Dividends paid to Liberty |
(900 |
) |
— |
|
— |
|
— |
|
(900 |
) |
Dividends paid to noncontrolling interest |
— |
|
— |
|
(25 |
) |
— |
|
(25 |
) |
Net short-term intercompany debt borrowings (repayments) |
38 |
|
55 |
|
(93 |
) |
— |
|
— |
|
Intercompany financing activities |
(120 |
) |
(388 |
) |
71 |
|
437 |
|
— |
|
Net cash used in financing activities |
(641 |
) |
(333 |
) |
(54 |
) |
437 |
|
(591 |
) |
Effect of foreign exchange rate changes on cash and cash equivalents |
— |
|
— |
|
(22 |
) |
— |
|
(22 |
) |
Net (decrease) increase in cash and cash equivalents |
(67 |
) |
5 |
|
(109 |
) |
— |
|
(171 |
) |
Cash and cash equivalents, beginning of period |
75 |
|
165 |
|
300 |
|
— |
|
540 |
|
Cash and cash equivalents, end of period |
$ |
8 |
|
170 |
|
191 |
|
— |
|
369 |
|
|