|
Guarantor/Non-Guarantor Subsidiary Financial Information (Tables)
|
12 Months Ended |
|
Dec. 31, 2014
|
| Guarantor Non-guarantor Subsidiary Financial Information [Abstract] |
|
| Guarantor Non-guarantor Subsidiary Financial Information, Balance Sheets, Current Period |
|
|
|
|
|
|
|
|
|
|
|
|
|
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 |
|
Deferred income taxes |
192 |
|
— |
|
18 |
|
— |
|
210 |
|
Prepaid expenses |
25 |
|
— |
|
25 |
|
— |
|
50 |
|
Total current assets |
1,818 |
|
123 |
|
756 |
|
— |
|
2,697 |
|
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 |
1,023 |
|
2,051 |
|
69 |
|
— |
|
3,143 |
|
Other noncurrent assets |
1 |
|
— |
|
57 |
|
— |
|
58 |
|
Investments in subsidiaries |
4,681 |
|
1,386 |
|
— |
|
(6,067 |
) |
— |
|
Total assets |
$ |
11,980 |
|
4,016 |
|
2,547 |
|
(6,067 |
) |
12,476 |
|
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 |
4,565 |
|
— |
|
55 |
|
— |
|
4,620 |
|
Deferred compensation |
16 |
|
— |
|
1 |
|
— |
|
17 |
|
Deferred income taxes |
269 |
|
877 |
|
(25 |
) |
— |
|
1,121 |
|
Other long-term liabilities |
99 |
|
— |
|
50 |
|
— |
|
149 |
|
Total liabilities |
7,037 |
|
99 |
|
294 |
|
— |
|
7,430 |
|
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 |
$ |
11,980 |
|
4,016 |
|
2,547 |
|
(6,067 |
) |
12,476 |
|
|
| Guarantor Non-guarantor Subsidiary Financial Information, Balance Sheets, Prior Period |
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 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 |
343 |
|
269 |
|
376 |
|
(235 |
) |
753 |
|
Selling, general and administrative, including stock-based compensation |
1,081 |
|
1 |
|
352 |
|
(799 |
) |
635 |
|
Depreciation |
39 |
|
5 |
|
91 |
|
— |
|
135 |
|
Amortization |
223 |
|
153 |
|
76 |
|
— |
|
452 |
|
|
1,686 |
|
428 |
|
895 |
|
(1,034 |
) |
1,975 |
|
Operating income |
605 |
|
384 |
|
290 |
|
— |
|
1,279 |
|
Other (expense) income: |
|
|
|
|
|
Equity in losses of investee |
— |
|
— |
|
(8 |
) |
— |
|
(8 |
) |
Interest expense, net |
(230 |
) |
— |
|
(9 |
) |
— |
|
(239 |
) |
Foreign currency gain (loss) |
10 |
|
(3 |
) |
(4 |
) |
— |
|
3 |
|
Loss on extinguishment of debt |
(48 |
) |
— |
|
— |
|
— |
|
(48 |
) |
Intercompany interest and other (expense) income |
(22 |
) |
51 |
|
(9 |
) |
(20 |
) |
— |
|
|
(290 |
) |
48 |
|
(30 |
) |
(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 |
|
|
| Guarantor Non-guarantor Subsidiary Financial Information, Statements of Operations, Prior Period |
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 |
283 |
|
267 |
|
370 |
|
(180 |
) |
740 |
|
Selling, general and administrative, including stock-based compensation |
1,028 |
|
— |
|
356 |
|
(769 |
) |
615 |
|
Depreciation |
38 |
|
6 |
|
83 |
|
— |
|
127 |
|
Amortization |
204 |
|
146 |
|
81 |
|
— |
|
431 |
|
|
1,553 |
|
419 |
|
890 |
|
(949 |
) |
1,913 |
|
Operating income |
622 |
|
367 |
|
256 |
|
— |
|
1,245 |
|
Other (expense) income: |
|
|
|
|
|
Equity in losses of investee |
— |
|
— |
|
(4 |
) |
— |
|
(4 |
) |
Gains on financial instruments |
12 |
|
— |
|
3 |
|
— |
|
15 |
|
Interest expense, net |
(214 |
) |
— |
|
— |
|
— |
|
(214 |
) |
Foreign currency (loss) gain |
(13 |
) |
— |
|
14 |
|
— |
|
1 |
|
Loss on extinguishment of debt |
(57 |
) |
— |
|
— |
|
— |
|
(57 |
) |
Intercompany interest (expense) income |
(16 |
) |
51 |
|
(35 |
) |
— |
|
— |
|
|
(288 |
) |
51 |
|
(22 |
) |
— |
|
(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 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2012 |
|
(in millions) |
Parent
issuer-
QVC, Inc. |
|
Combined
subsidiary
guarantors |
|
Combined
non-guarantor
subsidiaries |
|
Eliminations |
|
Consolidated-
QVC, Inc. and
subsidiaries |
|
Net revenue |
$ |
5,709 |
|
865 |
|
3,148 |
|
(1,206 |
) |
8,516 |
|
Cost of goods sold |
3,644 |
|
116 |
|
1,941 |
|
(282 |
) |
5,419 |
|
Gross profit |
2,065 |
|
749 |
|
1,207 |
|
(924 |
) |
3,097 |
|
Operating expenses: |
|
|
|
|
|
Operating |
254 |
|
238 |
|
395 |
|
(172 |
) |
715 |
|
Selling, general and administrative, including stock-based compensation |
1,004 |
|
1 |
|
335 |
|
(752 |
) |
588 |
|
Depreciation |
35 |
|
4 |
|
87 |
|
— |
|
126 |
|
Amortization |
204 |
|
130 |
|
66 |
|
— |
|
400 |
|
|
1,497 |
|
373 |
|
883 |
|
(924 |
) |
1,829 |
|
Operating income |
568 |
|
376 |
|
324 |
|
— |
|
1,268 |
|
Other (expense) income: |
|
|
|
|
|
Equity in losses of investee |
— |
|
— |
|
(4 |
) |
— |
|
(4 |
) |
Gains on financial instruments |
48 |
|
— |
|
— |
|
— |
|
48 |
|
Interest expense, net |
(233 |
) |
— |
|
— |
|
— |
|
(233 |
) |
Foreign currency (loss) gain |
(10 |
) |
4 |
|
8 |
|
— |
|
2 |
|
Intercompany (expense) interest income |
(13 |
) |
51 |
|
(38 |
) |
— |
|
— |
|
|
(208 |
) |
55 |
|
(34 |
) |
— |
|
(187 |
) |
Income before income taxes |
360 |
|
431 |
|
290 |
|
— |
|
1,081 |
|
Income tax expense |
(116 |
) |
(141 |
) |
(137 |
) |
— |
|
(394 |
) |
Equity in earnings of subsidiaries, net of tax |
443 |
|
93 |
|
— |
|
(536 |
) |
— |
|
Net income |
687 |
|
383 |
|
153 |
|
(536 |
) |
687 |
|
Less net income attributable to the noncontrolling interest |
(63 |
) |
— |
|
(63 |
) |
63 |
|
(63 |
) |
Net income attributable to QVC, Inc. stockholder |
$ |
624 |
|
383 |
|
90 |
|
(473 |
) |
624 |
|
|
| Guarantor Non-guarantor Subsidiary Financial Information, Comprehensive Income (Loss), Current 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 |
|
|
| Guarantor Non-guarantor Subsidiary Financial Information, Comprehensive Income (Loss), Prior Period |
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2012 |
|
(in millions) |
Parent
issuer-
QVC, Inc. |
|
Combined
subsidiary
guarantors |
|
Combined
non-guarantor
subsidiaries |
|
Eliminations |
|
Consolidated-
QVC, Inc. and
subsidiaries |
|
Net income |
$ |
687 |
|
383 |
|
153 |
|
(536 |
) |
687 |
|
Foreign currency translation adjustments |
(27 |
) |
— |
|
(27 |
) |
27 |
|
(27 |
) |
Total comprehensive income |
660 |
|
383 |
|
126 |
|
(509 |
) |
660 |
|
Comprehensive income attributable to noncontrolling interest |
(44 |
) |
— |
|
(44 |
) |
44 |
|
(44 |
) |
Comprehensive income attributable to QVC, Inc. stockholder |
$ |
616 |
|
383 |
|
82 |
|
(465 |
) |
616 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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, 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 |
$ |
349 |
|
459 |
|
405 |
|
— |
|
1,213 |
|
Investing activities: |
|
|
|
|
|
|
|
|
|
|
Capital expenditures, net |
(160 |
) |
(7 |
) |
5 |
|
(20 |
) |
(182 |
) |
Expenditures for cable and satellite television distribution rights, net |
— |
|
(31 |
) |
— |
|
— |
|
(31 |
) |
Decreases in restricted cash |
1 |
|
— |
|
1 |
|
— |
|
2 |
|
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 |
) |
— |
|
— |
|
Intercompany financing activities |
(224 |
) |
(656 |
) |
(14 |
) |
894 |
|
— |
|
Net cash used in financing activities |
(873 |
) |
(698 |
) |
(389 |
) |
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 |
|
|
| Guarantor Non-guarantor Subsidiary Financial Information, Schedule of Cash Flows, Prior Period |
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 |
$ |
379 |
|
389 |
|
205 |
|
— |
|
973 |
|
Investing activities: |
|
|
|
|
|
|
|
|
|
|
Capital expenditures, net |
(106 |
) |
(8 |
) |
(97 |
) |
— |
|
(211 |
) |
Expenditures for cable and satellite television distribution rights, net |
— |
|
(56 |
) |
(2 |
) |
— |
|
(58 |
) |
Decrease (increase) in restricted cash |
2 |
|
— |
|
(1 |
) |
— |
|
1 |
|
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 |
) |
— |
|
— |
|
Intercompany financing activities |
(123 |
) |
(571 |
) |
49 |
|
645 |
|
— |
|
Net cash used in financing activities |
(639 |
) |
(634 |
) |
(135 |
) |
645 |
|
(763 |
) |
Effect of foreign exchange rate changes on cash and cash equivalents |
— |
|
— |
|
(23 |
) |
— |
|
(23 |
) |
Net increase (decrease) 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 |
|
Consolidating Statements of Cash Flows
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2012 |
|
(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 |
$ |
462 |
|
412 |
|
332 |
|
— |
|
1,206 |
|
Investing activities: |
|
|
|
|
|
Capital expenditures, net |
(76 |
) |
(5 |
) |
(165 |
) |
— |
|
(246 |
) |
Expenditures for cable and satellite television distribution rights, net |
— |
|
(1 |
) |
(1 |
) |
— |
|
(2 |
) |
Cash paid for joint ventures and acquisitions of businesses, net of cash received |
— |
|
— |
|
(95 |
) |
— |
|
(95 |
) |
Decrease in restricted cash |
2 |
|
— |
|
— |
|
— |
|
2 |
|
Changes in other noncurrent assets |
(3 |
) |
— |
|
— |
|
— |
|
(3 |
) |
Intercompany investing activities |
443 |
|
265 |
|
— |
|
(708 |
) |
— |
|
Net cash provided by (used in) investing activities |
366 |
|
259 |
|
(261 |
) |
(708 |
) |
(344 |
) |
Financing activities: |
|
|
|
|
|
|
|
|
|
|
Principal payments of debt and capital lease obligations |
(1,237 |
) |
— |
|
(9 |
) |
— |
|
(1,246 |
) |
Principal borrowings of debt from senior secured credit facility |
1,717 |
|
— |
|
— |
|
— |
|
1,717 |
|
Proceeds from issuance of senior secured notes |
500 |
|
— |
|
— |
|
— |
|
500 |
|
Payment of debt origination fees |
(7 |
) |
— |
|
— |
|
— |
|
(7 |
) |
Other financing activities |
20 |
|
— |
|
— |
|
— |
|
20 |
|
Dividends paid to Liberty |
(1,817 |
) |
— |
|
— |
|
— |
|
(1,817 |
) |
Dividend paid to noncontrolling interest |
— |
|
— |
|
(29 |
) |
— |
|
(29 |
) |
Net short-term intercompany debt borrowings (repayments) |
214 |
|
(59 |
) |
(155 |
) |
— |
|
— |
|
Intercompany financing activities |
(146 |
) |
(670 |
) |
108 |
|
708 |
|
— |
|
Net cash used in financing activities |
$ |
(756 |
) |
(729 |
) |
(85 |
) |
708 |
|
(862 |
) |
Effect of foreign exchange rate changes on cash and cash equivalents |
— |
|
— |
|
(20 |
) |
— |
|
(20 |
) |
Net increase (decrease) in cash and cash equivalents |
72 |
|
(58 |
) |
(34 |
) |
— |
|
(20 |
) |
Cash and cash equivalents, beginning of period |
3 |
|
223 |
|
334 |
|
— |
|
560 |
|
Cash and cash equivalents, end of period |
$ |
75 |
|
165 |
|
300 |
|
— |
|
540 |
|
|