Financial Data and Key Metrics Changes - Total company revenues for Q3 2019 were $719 million, with adjusted operating income (AOI) of $219 million and adjusted EPS of $2.33, reflecting a year-over-year increase in EPS from $2.15 [32][36] - Free cash flow for the quarter was $88 million, totaling $318 million for the nine months ended September 2019 [37] - Advertising revenue decreased by 3% in Q3, influenced by lower delivery and the absence of "Better Call Saul" in 2019 [32][33] Business Line Data and Key Metrics Changes - National Networks Q3 revenues were flat at $559 million, with AOI decreasing by 1% to $208 million compared to the prior year [32] - International and other revenues grew by 20% to $183 million, primarily due to the acquisition of RLJE, with AOI increasing by $6 million [35] Market Data and Key Metrics Changes - The advertising market remains strong, with a robust scatter market and strong demand for shows [74] - Subscription revenue showed a modest decline, attributed to macro factors and contractual disputes with distribution partners [33][74] Company Strategy and Development Direction - The company is transitioning from a cable channels company to a premier content company, focusing on creating and owning valuable content and maximizing monetization [7][8] - The strategy includes developing targeted direct-to-consumer content offerings and diversifying revenue streams through new avenues of content monetization [8][13] - The company aims to optimize content monetization through various platforms, including linear TV and streaming services [10][12] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in meeting financial targets for the full year, despite challenges in the cable ecosystem and the competitive streaming landscape [6][40] - The company anticipates continued growth in its targeted SVOD services, projecting 5 million to 7 million subscribers by 2024 [17][18] - Management highlighted the importance of owning and controlling content to maximize its value across multiple platforms [25][26] Other Important Information - The company has a strong balance sheet with net debt of $2.4 billion and a leverage ratio of 2.45x [38] - The company returned over $1 billion to shareholders through its share repurchase program over the past 3.5 years [39] Q&A Session Summary Question: Revenue share in SVOD services through NVPD partnerships - The company engages in both direct sales and partnerships with NVPDs, where NVPDs take a share of the revenue, enhancing distribution and relationships with partners [45][46] Question: Trends in domestic NVPD subscribers - The company experiences subscriber trends in line with major distributors, subject to overall market conditions [49] Question: Programming investment and licensing revenue - The company balances content monetization opportunities across various platforms, focusing on returns from investments [52][53] Question: Current state of SVOD services - The company is pleased with the progress of its SVOD services, with Acorn TV surpassing 1 million subscribers and low churn rates [63][64] Question: Balance sheet and cash reserves - The cash reserves are intended for organic investments, potential M&A, and returning capital to shareholders [66] Question: Exclusive originals for Acorn and long-term strategy - The company plans to continue a mix of acquired, co-produced, and original content for Acorn, with a focus on managing churn and serving passionate audiences [68][71]

[PART I. FINANCIAL INFORMATION](index=3&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section presents the unaudited condensed consolidated financial statements and management's analysis of financial condition and operations [Item 1. Financial Statements (unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) This section presents the unaudited condensed consolidated financial statements, detailing Q2 2019 revenue growth, operating income decline, and net income increase, reflecting new accounting standards and acquisitions [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets increased to **$5.56 billion** by June 30, 2019, driven by higher cash and new lease assets, while liabilities slightly rose to **$4.69 billion** Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2019 | December 31, 2018 | | :--- | :--- | :--- | | **Total Assets** | **$5,561,734** | **$5,278,563** | | Cash and cash equivalents | $706,342 | $554,886 | | Program rights, net (Current & Non-current) | $1,547,807 | $1,654,790 | | Goodwill | $792,083 | $798,037 | | Operating lease right-of-use asset | $175,677 | — | | **Total Liabilities** | **$4,690,433** | **$4,633,797** | | Long-term debt (Current & Non-current) | $3,110,919 | $3,109,555 | | Lease obligations (Current & Non-current) | $254,780 | $26,517 | | **Total Stockholders' Equity** | **$568,513** | **$345,208** | [Condensed Consolidated Statements of Income](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Q2 2019 revenues increased **1.4%** to **$772.3 million**, while operating income declined **11.1%** due to restructuring charges, yet net income rose **21.2%** Q2 & H1 2019 Income Statement Highlights (in thousands, except per share amounts) | Metric | Q2 2019 | Q2 2018 | YoY Change | H1 2019 | H1 2018 | YoY Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | **Revenues, net** | **$772,299** | **$761,385** | **+1.4%** | **$1,556,520** | **$1,502,208** | **+3.6%** | | Operating income | $170,257 | $191,531 | -11.1% | $415,120 | $425,186 | -2.4% | | Restructuring charges | $17,162 | $0 | n/m | $19,804 | $0 | n/m | | Net income attributable to AMC | $128,743 | $106,181 | +21.2% | $272,140 | $263,051 | +3.5% | | Diluted EPS | $2.25 | $1.82 | +23.6% | $4.73 | $4.38 | +8.0% | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operations slightly increased to **$288.9 million** for H1 2019, while cash used in investing and financing activities significantly decreased Six Months Ended June 30 Cash Flow Summary (in thousands) | Cash Flow Activity | 2019 | 2018 | | :--- | :--- | :--- | | Net cash provided by operating activities | $288,937 | $278,577 | | Net cash used in investing activities | ($43,555) | ($159,422) | | Net cash used in financing activities | ($92,265) | ($263,418) | | **Net increase (decrease) in cash** | **$153,117** | **($144,263)** | | Cash and cash equivalents at end of period | $706,342 | $416,124 | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed disclosures on business segments, lease accounting adoption, restructuring charges, business combinations, legal proceedings, and segment financial data [Note 1. Description of Business and Basis of Presentation](index=10&type=section&id=Note%201.%20Description%20of%20Business%20and%20Basis%20of%20Presentation) The company operates through National Networks and International & Other segments, with financials prepared under GAAP and the new lease standard adopted in 2019 - The company's operations are divided into two main segments: National Networks and International and Other[19](index=19&type=chunk)[20](index=20&type=chunk) - On January 1, 2019, the company adopted the new lease standard (ASU No. 2016-02, Topic 842), which resulted in recognizing net lease assets of **$180.0 million** and lease liabilities of **$237.0 million**[29](index=29&type=chunk) [Note 4. Restructuring and Other Related Charges](index=15&type=section&id=Note%204.%20Restructuring%20and%20Other%20Related%20Charges) The company recorded **$17.2 million** in Q2 2019 restructuring charges, primarily for direct-to-consumer streaming reorganization and programming write-offs Restructuring and Other Related Charges (in thousands) | Period | Amount | | :--- | :--- | | Three Months Ended June 30, 2019 | $17,162 | | Six Months Ended June 30, 2019 | $19,804 | - Charges in Q2 2019 include **$13.0 million** for a write-off of programming related to a change in strategy for the company's owned subscription streaming services[40](index=40&type=chunk) - The majority of the restructuring charges (**$16.9 million** in Q2) were allocated to the International & Other segment[41](index=41&type=chunk) [Note 5. Business Combinations](index=17&type=section&id=Note%205.%20Business%20Combinations) This note details the 2018 acquisitions of RLJ Entertainment and Levity Entertainment Group, which expanded streaming services and production capabilities - In October 2018, the company acquired a controlling interest in RLJ Entertainment (RLJE), which operates streaming services Acorn TV and UMC. The transaction added **$95.8 million** in goodwill[44](index=44&type=chunk)[49](index=49&type=chunk) - In April 2018, the company acquired a **57%** controlling interest in Levity Entertainment Group for **$48.4 million**, adding a production services and comedy venue business. This resulted in **$24.2 million** of goodwill[50](index=50&type=chunk)[54](index=54&type=chunk) [Note 14. Commitments and Contingencies](index=33&type=section&id=Note%2014.%20Commitments%20and%20Contingencies) The company faces significant legal proceedings, including multiple lawsuits from 'The Walking Dead' producers seeking substantial damages for alleged breach of contract - The company is defending a lawsuit from Frank Darabont and others related to 'The Walking Dead', with a damages claim of no less than **$280 million**. The court has dismissed some causes of action but others remain[99](index=99&type=chunk) - A second lawsuit from the same plaintiffs seeks at least **$20 million** in damages. This action has been consolidated for a joint trial with the first lawsuit, scheduled to begin in May 2020[100](index=100&type=chunk) - A separate lawsuit was filed by other producers of 'The Walking Dead' (including Robert Kirkman) in California, alleging improper underpayment. The company believes these claims are without merit[101](index=101&type=chunk) [Note 19. Segment Information](index=36&type=section&id=Note%2019.%20Segment%20Information) This note details financial performance by segment, showing National Networks revenue of **$604.7 million** and International & Other revenue of **$179.5 million** for Q2 2019 Segment Revenues, Net (in thousands) | Segment | Q2 2019 | Q2 2018 | H1 2019 | H1 2018 | | :--- | :--- | :--- | :--- | :--- | | National Networks | $604,739 | $627,289 | $1,220,858 | $1,260,317 | | International and Other | $179,526 | $146,711 | $350,615 | $258,101 | Segment Adjusted Operating Income (AOI) (in thousands) | Segment | Q2 2019 | Q2 2018 | H1 2019 | H1 2018 | | :--- | :--- | :--- | :--- | :--- | | National Networks | $236,472 | $234,678 | $513,159 | $505,552 | | International and Other | $11,830 | $5,413 | $21,772 | $3,251 | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=52&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q2 2019 consolidated revenue growth driven by acquisitions, National Networks' revenue decline, operating income decrease, and strong liquidity [Consolidated Results of Operations - Three Months Ended June 30, 2019](index=59&type=section&id=Consolidated%20Results%20of%20Operations%20-%20Three%20Months%20Ended%20June%2030%2C%202019) Q2 2019 consolidated revenues increased **1.4%** to **$772.3 million**, driven by International & Other segment growth, while operating income declined **11.1%** due to restructuring - National Networks advertising revenue decreased by **$27.3 million** (**11.1%**), mainly at the AMC network, due to the timing of original programming and lower ratings[180](index=180&type=chunk) - International and Other distribution revenue increased by **$32.7 million** (**26.5%**), primarily driven by a **$35.6 million** impact from the acquisitions of Levity and RLJE[182](index=182&type=chunk) - Operating income was impacted by **$17.2 million** in restructuring charges, primarily related to the direct-to-consumer business reorganization and programming write-offs[192](index=192&type=chunk)[194](index=194&type=chunk) [Consolidated Results of Operations - Six Months Ended June 30, 2019](index=66&type=section&id=Consolidated%20Results%20of%20Operations%20-%20Six%20Months%20Ended%20June%2030%2C%202019) H1 2019 consolidated revenues increased **3.6%** to **$1.56 billion**, driven by International & Other, while operating income declined **2.4%** due to restructuring - National Networks distribution revenue for H1 2019 decreased by **$25.5 million**, primarily due to a **$29.4 million** decline in content licensing from lower foreign distribution of original programming[214](index=214&type=chunk) - International and Other revenue for H1 2019 grew by **$92.5 million**, with acquisitions contributing **$100.3 million** to distribution revenue[215](index=215&type=chunk) - Miscellaneous expense increased by **$17.7 million**, driven by a **$7.7 million** impairment on non-marketable securities and the absence of a **$12.4 million** gain on the RLJE investment that was recorded in H1 2018[233](index=233&type=chunk) [Liquidity and Capital Resources](index=75&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with **$706.3 million** cash, an undrawn credit facility, and **$501.0 million** remaining for stock repurchases - The company's Board of Directors has authorized a stock repurchase program of up to **$1.5 billion**. As of June 30, 2019, **$501.0 million** of authorization remained[238](index=238&type=chunk) - Cash flow from operations for H1 2019 was **$288.9 million**. The company believes cash on hand and operating cash flow will be sufficient to meet funding requirements for the next year[241](index=241&type=chunk)[246](index=246&type=chunk) - The company's **$500 million** revolving credit facility was undrawn as of June 30, 2019[67](index=67&type=chunk)[243](index=243&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=77&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company manages market risks from interest rates and foreign currency, with **79%** of its **$3.1 billion** debt at a fixed rate - As of June 30, 2019, the company had **$3.1 billion** of debt outstanding. Through fixed-rate notes and **$100.0 million** in interest rate swaps, approximately **79%** of this debt is at an effectively fixed interest rate[257](index=257&type=chunk)[258](index=258&type=chunk) - The company is exposed to foreign currency risk from international operations. For H1 2019, it recognized a net loss of **$1.7 million** from foreign currency transactions[260](index=260&type=chunk) [Item 4. Controls and Procedures](index=79&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2019, with no material changes to internal controls - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by this report[263](index=263&type=chunk) - No changes in internal control over financial reporting occurred during the quarter that have materially affected, or are reasonably likely to materially affect, these controls[264](index=264&type=chunk) [PART II. OTHER INFORMATION](index=80&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section provides additional information including legal proceedings, equity security sales, and required exhibits [Item 1. Legal Proceedings](index=80&type=section&id=Item%201.%20Legal%20Proceedings) No material developments in legal proceedings since the 2018 Form 10-K, with details on ongoing litigation referenced in Note 14 - The report states there have been no material developments in legal proceedings since the 2018 Form 10-K and refers to Note 14 for further details[266](index=266&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=80&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company repurchased **1.05 million** shares in Q2 2019 as part of its **$1.5 billion** stock repurchase program, with **$501.0 million** remaining Share Repurchases for Q2 2019 | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | April 2019 | 0 | n/a | | May 2019 | 1,023,002 | $54.64 | | June 2019 | 28,779 | $53.88 | | **Total Q2** | **1,051,781** | **$54.62** | - The company's stock repurchase program is authorized for up to **$1.5 billion** and has no pre-established closing date[267](index=267&type=chunk) [Item 6. Exhibits](index=80&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL Interactive Data Files - Exhibits filed include CEO and CFO certifications under Sarbanes-Oxley Sections 302 and 906[271](index=271&type=chunk)

Financial Data and Key Metrics Changes - Total company revenues for Q2 2019 were $772 million, with adjusted operating income (AOI) at $232 million and adjusted EPS at $2.60, reflecting a strong performance [26][30] - Free cash flow for the quarter was $85 million, totaling $229 million for the first six months of 2019, indicating healthy cash generation [31] - GAAP EPS was $2.25, compared to $1.82 in the prior year, while adjusted EPS increased from $1.93 to $2.60 year-over-year [29][30] Business Line Data and Key Metrics Changes - National Networks Q2 revenues decreased by 4% to $605 million, while AOI increased by 1% to $236 million [26] - Advertising revenue decreased by 11% due to fewer episodes of key shows compared to the prior year, but growth was seen in other networks like BBC America and WE TV [26][28] - International and other revenues grew by 22% to $180 million, primarily due to acquisitions [29] Market Data and Key Metrics Changes - The company controls approximately one-third of all total drama impressions on basic cable, maintaining strong advertiser interest despite macro headwinds [15][16] - The advertising market is evolving with enhanced monetization through new data and planning tools, leading to significant investments in advanced advertising technologies [17] Company Strategy and Development Direction - AMC Networks aims to create great content, maximize the value of its traditional linear business, and diversify revenue through direct-to-consumer (D2C) initiatives [8][24] - The company is focusing on owning more of its content, with nearly 500 episodes from various series and plans to increase original series over time [14][13] - The strategic partnership with Universal Studios for a theatrical movie in The Walking Dead Universe highlights the company's commitment to expanding its franchises [11][12] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in meeting financial targets for the full year, despite challenges in specific areas of the business [7][34] - The company anticipates continued quarterly variability in performance due to the timing of content investments and airing schedules [35] - Management remains optimistic about the growth of D2C services and the potential for profitability within 18 months [31][25] Other Important Information - The company has repurchased approximately 25% of its outstanding shares, with $495 million available under its existing authorization program [33] - The restructuring of D2C businesses aims to enhance operational efficiency and effectiveness [30] Q&A Session Summary Question: Can you provide details on the affiliate revenue line and the impact of the contract dispute? - Management indicated ongoing discussions with an MVPD regarding contractual interpretations, affecting subscriber growth and revenue [38] Question: What is the economic interest in the film partnership with Universal Studios? - Management noted the partnership as a significant affirmation of the franchise's strength but withheld specific financial details [41] Question: What are the subscriber trends and the impact on SVOD services? - Management confirmed that the recent subscriber uptick of 400,000 is primarily U.S.-based, with international operations still in early stages [47] Question: How does the company plan to handle series returning from mainstream SVOD? - Management stated that decisions will be made on a series-by-series basis to optimize value, balancing internal use and external sales [49] Question: What is the outlook for content licensing revenue growth? - Management adjusted expectations for content licensing growth to be consistent with the prior year, citing timing as a factor [62]

```markdown PART I. FINANCIAL INFORMATION [Item 1. Financial Statements (unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) Presents unaudited condensed consolidated financial statements for AMC Networks Inc., including balance sheets, income, comprehensive income, equity, and cash flows for Q1 2019 [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total Assets (in thousands) | Metric | March 31, 2019 | December 31, 2018 | Change | | :----------- | :------------- | :---------------- | :----- | | Total Assets | $5,521,914 | $5,278,563 | $243,351 | - Cash and cash equivalents increased by **$128,796 thousand** from **December 31, 2018**, to **March 31, 2019**[4](index=4&type=chunk) - **Operating lease right-of-use asset** was newly recognized at **$174,563 thousand** as of **March 31, 2019**, due to the **adoption of a new lease standard**[4](index=4&type=chunk) Total Stockholders' Equity (in thousands) | Metric | March 31, 2019 | December 31, 2018 | Change | | :----------------------- | :------------- | :---------------- | :----- | | Total Stockholders' Equity | $484,537 | $345,208 | $139,329 | [Condensed Consolidated Statements of Income](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Consolidated Income Statement Highlights (Three Months Ended March 31, in thousands) | Metric | 2019 | 2018 | Change | % Change | | :------------------------------------------ | :------- | :------- | :------- | :------- | | Revenues, net | $784,221 | $740,823 | $43,398 | 5.9% | | Operating income | $244,863 | $233,655 | $11,208 | 4.8% | | Income from operations before income taxes | $196,633 | $217,415 | $(20,782) | (9.6)% | | Net income attributable to AMC Networks' stockholders | $143,397 | $156,870 | $(13,473) | (8.6)% | | Basic EPS | $2.53 | $2.57 | $(0.04) | (1.6)% | | Diluted EPS | $2.48 | $2.54 | $(0.06) | (2.4)% | - **Miscellaneous, net**, shifted from a gain of **$16,946 thousand** in **2018** to a loss of **$12,785 thousand** in **2019**, representing a decrease of **$29,731 thousand (175.4%)**[5](index=5&type=chunk) - **Restructuring expense** of **$2,642 thousand** was incurred in **2019**, with **no comparable expense** in **2018**[5](index=5&type=chunk) [Condensed Consolidated Statements of Comprehensive Income](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) Comprehensive Income Highlights (Three Months Ended March 31, in thousands) | Metric | 2019 | 2018 | Change | | :---------------------------------------------- | :------- | :------- | :------- | | Net income including noncontrolling interests | $150,157 | $160,536 | $(10,379) | | Foreign currency translation adjustment | $(5,762) | $18,805 | $(24,567) | | Unrealized loss on interest rate swaps | $(639) | $0 | $(639) | | Comprehensive income attributable to AMC Networks' stockholders | $137,183 | $174,778 | $(37,595) | [Condensed Consolidated Statements of Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity) - **Total stockholders' equity increased** from **$345,208 thousand** at **December 31, 2018**, to **$484,537 thousand** at **March 31, 2019**[4](index=4&type=chunk)[8](index=8&type=chunk) - **Net income attributable to AMC Networks' stockholders contributed** **$143,397 thousand** to equity during the three months ended **March 31, 2019**[8](index=8&type=chunk) - **Share-based compensation expense added** **$19,899 thousand** to paid-in capital during the three months ended **March 31, 2019**[8](index=8&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash Flow Summary (Three Months Ended March 31, in thousands) | Metric | 2019 | 2018 | Change | | :------------------------------------------ | :------- | :------- | :------- | | Net cash provided by operating activities | $171,687 | $116,972 | $54,715 | | Net cash used in investing activities | $(18,145) | $(54,088) | $35,943 | | Net cash used in financing activities | $(26,975) | $(101,832) | $74,857 | | Net increase (decrease) in cash and cash equivalents | $126,567 | $(38,948) | $165,515 | | Cash and cash equivalents at end of period | $683,682 | $529,200 | $154,482 | - **Net cash provided by operating activities increased** by **$54,715 thousand**, primarily due to an **increase in income taxes payable** and **lower payments for program rights**[16](index=16&type=chunk)[195](index=195&type=chunk)[196](index=196&type=chunk) - **Net cash used in investing activities decreased** by **$35,943 thousand**, largely due to **no significant investments in investees** in **2019** compared to **$42,318 thousand** in **2018**[16](index=16&type=chunk)[200](index=200&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Provides detailed disclosures and explanations for the condensed consolidated financial statements, covering business description, accounting policies, and specific financial items [Note 1. Description of Business and Basis of Presentation](index=9&type=section&id=Note%201.%20Description%20of%20Business%20and%20Basis%20of%20Presentation) - The Company operates two segments: **National Networks** (U.S. and Canadian programming, AMC Studios, Broadcasting & Technology) and **International and Other** (international channels, IFC Films, Levity, RLJ Entertainment, subscription streaming services)[17](index=17&type=chunk)[18](index=18&type=chunk) - The Company adopted **ASU No. 2016-02, Leases (Topic 842)** on **January 1, 2019**, resulting in additional net lease assets of **$180.0 million** and lease liabilities of **$237.0 million**, with **no material impact** on net income or cash flows[26](index=26&type=chunk) - **Program rights write-offs were** **$3.3 million** for the three months ended **March 31, 2019**, compared to **$5.2 million** for the same period in **2018**[23](index=23&type=chunk) [Note 2. Revenue Recognition](index=12&type=section&id=Note%202.%20Revenue%20Recognition) Contract Balances with Customers (in thousands) | Metric | March 31, 2019 | December 31, 2018 | | :------------------------------------------ | :------------- | :---------------- | | Accounts receivable (including long-term) | $1,029,236 | $1,018,105 | | Contract assets, short-term | $14,616 | $9,131 | | Contract assets, long-term | $8,696 | $8,136 | | Contract liabilities (Deferred revenue) | $51,261 | $55,424 | - **Revenue recognized** for the three months ended **March 31, 2019**, relating to the **contract liability** at **December 31, 2018**, was **$7.1 million**[31](index=31&type=chunk) [Note 3. Net Income per Share](index=13&type=section&id=Note%203.%20Net%20Income%20per%20Share) Weighted Average Common Shares Outstanding (in thousands, Three Months Ended March 31) | Metric | 2019 | 2018 | | :----------------------------------- | :----- | :----- | | Basic weighted average common shares | 56,588 | 60,967 | | Diluted weighted average common shares | 57,725 | 61,719 | - The Company repurchased **18 thousand shares** of its **Class A Common Stock** at an **average price of approximately $53.82 per share** during the three months ended **March 31, 2019**[34](index=34&type=chunk) - As of **March 31, 2019**, **$558.4 million** remained available for repurchase under the **$1.5 billion Stock Repurchase Program**[34](index=34&type=chunk) [Note 4. Restructuring](index=13&type=section&id=Note%204.%20Restructuring) - **Restructuring expense** for the three months ended **March 31, 2019**, was **$2.6 million**, primarily related to **AMCNI's termination of distribution in certain territories**[36](index=36&type=chunk) - The **restructuring initiative, commenced in 2018**, aims to **reduce the Company's cost structure and improve organizational design**[35](index=35&type=chunk) - **Accrued restructuring costs totaled** **$17.18 million** at **March 31, 2019**, with **$11.7 million** classified as current and **$5.4 million** as long-term[36](index=36&type=chunk) [Note 5. Business Combinations](index=13&type=section&id=Note%205.%20Business%20Combinations) - In **October 2018**, the Company acquired a **controlling interest** in **RLJ Entertainment Inc. (RLJE)**, a **premium subscription streaming services company (Acorn TV, UMC)**[37](index=37&type=chunk) - In **April 2018**, the Company acquired a **57% controlling interest** in **Levity Entertainment Group LLC**, a **production services and comedy venues company**, for **$48.4 million**[43](index=43&type=chunk) Unaudited Pro Forma Financial Information (Three Months Ended March 31, 2018, in thousands) | Metric | Pro Forma | | :----------------------------------- | :-------- | | Revenues, net | $799,137 | | Income from operations before income taxes | $148,210 | | Net income per share, basic | $2.43 | | Net income per share, diluted | $2.40 | [Note 6. Investments](index=17&type=section&id=Note%206.%20Investments) - **Equity method investments were** **$85.8 million** at **March 31, 2019**, a decrease from **$90.9 million** at **December 31, 2018**[50](index=50&type=chunk) - **Investments in non-marketable equity securities decreased** to **$61.8 million** at **March 31, 2019**, from **$71.8 million** at **December 31, 2018**[53](index=53&type=chunk) - The Company **recognized impairment charges of $17.7 million** for the three months ended **March 31, 2019**, related to the **partial write-down of certain non-marketable equity securities and a note receivable**[53](index=53&type=chunk) [Note 7. Goodwill and Other Intangible Assets](index=19&type=section&id=Note%207.%20Goodwill%20and%20Other%20Intangible%20Assets) Goodwill by Operating Segment (in thousands) | Segment | March 31, 2019 | December 31, 2018 | | :------------------ | :------------- | :---------------- | | National Networks | $238,099 | $238,431 | | International and Other | $559,694 | $559,606 | | Total | $797,793 | $798,037 | Total Intangible Assets, Net (in thousands) | Metric | March 31, 2019 | December 31, 2018 | | :---------------------- | :------------- | :---------------- | | Total intangible assets | $569,527 | $578,907 | - **Aggregate amortization expense for amortizable intangible assets was** **$10.3 million** for the three months ended **March 31, 2019**, up from **$9.3 million** in the prior year[57](index=57&type=chunk) [Note 8. Accrued Liabilities](index=21&type=section&id=Note%208.%20Accrued%20Liabilities) Accrued Liabilities (in thousands) | Metric | March 31, 2019 | December 31, 2018 | | :---------------------- | :------------- | :---------------- | | Interest | $40,066 | $30,018 | | Employee related costs | $58,202 | $100,729 | | Income taxes payable | $41,425 | $1,527 | | Other accrued expenses | $110,257 | $132,644 | | Total accrued liabilities | $249,950 | $264,918 | - **Total accrued liabilities decreased** by **$14,968 thousand** from **December 31, 2018**, to **March 31, 2019**, primarily due to a **reduction in employee-related costs and other accrued expenses**[59](index=59&type=chunk) [Note 9. Long-term Debt](index=22&type=section&id=Note%209.%20Long-term%20Debt) Long-term Debt (in thousands) | Metric | March 31, 2019 | December 31, 2018 | | :----------------------------------- | :------------- | :---------------- | | Term Loan A Facility | $750,000 | $750,000 | | 4.75% Notes due August 2025 | $800,000 | $800,000 | | 5.00% Notes due April 2024 | $1,000,000 | $1,000,000 | | 4.75% Notes due December 2022 | $600,000 | $600,000 | | Other debt | $2,000 | $2,584 | | Total long-term debt | $3,152,000 | $3,152,584 | | Long-term debt, net | $3,110,925 | $3,109,555 | - The Company's **$500 million revolving credit facility** remained **undrawn** as of **March 31, 2019**[61](index=61&type=chunk) [Note 10. Leases](index=22&type=section&id=Note%2010.%20Leases) Lease Assets (March 31, 2019, in thousands) | Type | Amount | | :-------- | :------- | | Operating | $174,563 | | Finance | $18,502 | | Total | $193,065 | Lease Liabilities (March 31, 2019, in thousands) | Type | Current | Noncurrent | Total | | :---------- | :------- | :--------- | :------- | | Operating | $26,633 | $204,336 | $230,969 | | Finance | $4,708 | $20,348 | $25,056 | | Total | $31,341 | $224,684 | $256,025 | - **Total net lease cost** for the three months ended **March 31, 2019**, was **$11.46 million**[66](index=66&type=chunk) [Note 11. Fair Value Measurement](index=25&type=section&id=Note%2011.%20Fair%20Value%20Measurement) Fair Value of Financial Instruments (March 31, 2019, in thousands) | Asset/Liability | Level I | Level II | Level III | Total | | :-------------------------- | :------- | :------- | :-------- | :------- | | Cash equivalents | $120,119 | $0 | $0 | $120,119 | | Marketable securities | $1,405 | $0 | $0 | $1,405 | | Foreign currency derivatives (assets) | $0 | $2,957 | $0 | $2,957 | | Interest rate swap contracts (liabilities) | $0 | $995 | $0 | $995 | | Foreign currency derivatives (liabilities) | $0 | $2,247 | $0 | $2,247 | Fair Value of Debt Instruments (March 31, 2019, in thousands) | Debt Instrument | Carrying Amount | Estimated Fair Value | | :-------------------------- | :-------------- | :------------------- | | Term loan A facility | $740,352 | $736,875 | | 4.75% Notes due August 2025 | $786,894 | $794,000 | | 5.00% Notes due April 2024 | $986,838 | $1,004,900 | | 4.75% Notes due December 2022 | $594,841 | $606,750 | | Other debt | $2,000 | $2,000 | | Total | $3,110,925 | $3,142,525 | - The Company had **no assets or liabilities measured at fair value on a recurring basis that would be considered Level III** as of **March 31, 2019**[75](index=75&type=chunk) [Note 12. Derivative Financial Instruments](index=27&type=section&id=Note%2012.%20Derivative%20Financial%20Instruments) - As of **March 31, 2019**, the Company had **interest rate swap contracts outstanding with notional amounts aggregating** **$100.0 million**, **designated as hedging instruments and maturing in** **December 2021**[81](index=81&type=chunk) Fair Values of Derivative Financial Instruments (March 31, 2019, in thousands) | Derivative Type | Balance Sheet Location | Amount | | :------------------------------ | :---------------------------------- | :----- | | Interest rate swap contracts (liabilities) | Accrued liabilities | $995 | | Foreign currency derivatives (assets) | Prepaid expenses and other current assets | $1,270 | | Foreign currency derivatives (assets) | Other assets | $1,687 | | Foreign currency derivatives (liabilities) | Accrued liabilities | $597 | | Foreign currency derivatives (liabilities) | Other liabilities | $1,650 | - The Company recognized **$5.8 million** of **foreign currency transaction losses, net**, for the three months ended **March 31, 2019**[212](index=212&type=chunk) [Note 13. Income Taxes](index=28&type=section&id=Note%2013.%20Income%20Taxes) Income Tax Expense and Effective Tax Rate (Three Months Ended March 31) | Metric | 2019 | 2018 | | :---------------------- | :------- | :------- | | Income tax expense | $46,476 | $56,879 | | Effective tax rate | 24% | 26% | - The **effective tax rate** for **Q1 2019 (24%)** differed from the **federal statutory rate** of **21%** primarily due to **state income tax expense** of **$3.2 million**[87](index=87&type=chunk) - The **effective tax rate** for **Q1 2018 (26%)** was impacted by a **$16.4 million tax expense for increased valuation allowances and an $8.3 million tax benefit from a one-time rate change on deferred tax assets and liabilities**[88](index=88&type=chunk) [Note 14. Commitments and Contingencies](index=30&type=section&id=Note%2014.%20Commitments%20and%20Contingencies) - **Contractual obligations not reflected on the balance sheet decreased** by **$200.7 million** to **$923.1 million** as of **March 31, 2019**, due to the **adoption of the new lease standard**[91](index=91&type=chunk)[203](index=203&type=chunk) - The Company is **involved in ongoing legal proceedings related to 'The Walking Dead' television series**, including **two actions filed by Frank Darabont and related parties**, and claims by other writers and producers[92](index=92&type=chunk)[93](index=93&type=chunk)[94](index=94&type=chunk) - A **joint trial** for the Darabont lawsuits is scheduled to begin on **May 4, 2020**. **Management believes the asserted claims are without merit and will vigorously defend against them**[93](index=93&type=chunk)[95](index=95&type=chunk) [Note 15. Equity Plans](index=31&type=section&id=Note%2015.%20Equity%20Plans) - In **March 2019**, AMC Networks **granted** **498,320 restricted stock units (RSUs)** and **390,566 performance restricted stock units (PRSUs)** to **executive officers and employees**[97](index=97&type=chunk) Share-based Compensation Expense (Three Months Ended March 31, in thousands) | Metric | 2019 | 2018 | | :--------------------------- | :------ | :------ | | Share-based compensation expense | $19,900 | $15,300 | - As of **March 31, 2019**, there was **$120.1 million** of **total unrecognized share-based compensation cost**, expected to be recognized over **approximately 2.5 years**[100](index=100&type=chunk) [Note 16. Redeemable Noncontrolling Interests](index=31&type=section&id=Note%2016.%20Redeemable%20Noncontrolling%20Interests) Redeemable Noncontrolling Interests (in thousands) | Metric | March 31, 2019 | December 31, 2018 | | :--------------------------- | :------------- | :---------------- | | Balance | $299,802 | $299,558 | | Net earnings | $5,819 | | | Distributions | $(5,268) | | [Note 17. Related Party Transactions](index=31&type=section&id=Note%2017.%20Related%20Party%20Transactions) Revenues from Related Parties (Three Months Ended March 31, in millions) | Metric | 2019 | 2018 | | :------------ | :--- | :--- | | Revenues, net | $1.2 | $1.6 | Charges from Related Parties (Three Months Ended March 31, in millions) | Metric | 2019 | 2018 | | :----------------------------------------- | :--- | :--- | | Selling, general and administrative expenses | $0.7 | $0.5 | [Note 18. Cash Flows](index=32&type=section&id=Note%2018.%20Cash%20Flows) Supplemental Cash Flow Data (Three Months Ended March 31, in thousands) | Metric | 2019 | 2018 | | :----------------------------------- | :------ | :------ | | Capital expenditures incurred but not yet paid | $2,216 | $6,070 | | Treasury stock not yet settled | $0 | $9,980 | | Cash interest paid | $28,235 | $25,634 | | Income taxes paid, net | $6,426 | $6,243 | [Note 19. Segment Information](index=33&type=section&id=Note%2019.%20Segment%20Information) Segment Revenues, Net (Three Months Ended March 31, in thousands) | Segment | 2019 | 2018 | % Change | | :--------------------------- | :------- | :------- | :------- | | National Networks | $616,118 | $633,028 | (2.7)% | | International and Other | $171,088 | $111,390 | 53.6% | | Inter-segment eliminations | $(2,985) | $(3,595) | (17.0)% | | Consolidated revenues, net | $784,221 | $740,823 | 5.9% | Segment Adjusted Operating Income (AOI) (Three Months Ended March 31, in thousands) | Segment | 2019 | 2018 | % Change | | :--------------------------- | :------- | :------- | :------- | | National Networks | $276,686 | $270,874 | 2.1% | | International and Other | $9,941 | $(2,163) | (559.6)% | | Inter-segment eliminations | $6,413 | $617 | 939.4% | | Consolidated AOI | $293,040 | $269,328 | 8.8% | Revenues by Customer Location (Three Months Ended March 31, in thousands) | Region | 2019 | 2018 | | :------------ | :------- | :------- | | United States | $662,464 | $586,568 | | Europe | $79,434 | $86,264 | | Other | $42,323 | $67,991 | | Total | $784,221 | $740,823 | [Note 20. Condensed Consolidating Financial Statements](index=34&type=section&id=Note%2020.%20Condensed%20Consolidating%20Financial%20Statements) - AMC Networks' **senior notes** (**$600 million due 2022, $1 billion due 2024, and $800 million due 2025**) are **fully and unconditionally guaranteed** by certain **100% owned domestic restricted subsidiaries** on a **joint and several basis**[114](index=114&type=chunk) - The **condensed consolidating financial statements present the financial position, results of operations, comprehensive income, and cash flows of the Parent Company, Guarantor Subsidiaries, and Non-Guarantor Subsidiaries**[115](index=115&type=chunk) - The **equity method of accounting** is applied to intercompany interests for this consolidating presentation, even though subsidiaries meet GAAP consolidation requirements[116](index=116&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=46&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management's perspective on financial condition and results for Q1 2019, including business overview, consolidated and segment results, liquidity, and accounting policies [Business Overview](index=48&type=section&id=Business%20Overview) - The Company manages its business through two operating segments: **National Networks** and **International and Other**[136](index=136&type=chunk)[137](index=137&type=chunk) - **Revenues, net** and **Adjusted Operating Income (AOI)** are the primary financial measures used to evaluate segment performance and management's effectiveness[140](index=140&type=chunk)[142](index=142&type=chunk) - The operating results of **RLJ Entertainment** (acquired **October 2018**) and **Levity Entertainment Group** (acquired **April 2018**) are included in the **International and Other** segment[144](index=144&type=chunk) [Consolidated Results of Operations](index=53&type=section&id=Consolidated%20Results%20of%20Operations) Consolidated Financial Performance (Three Months Ended March 31, in thousands) | Metric | 2019 | 2018 | $ Change | % Change | | :------------------------------------------ | :------- | :------- | :-------- | :------- | | Revenues, net | $784,221 | $740,823 | $43,398 | 5.9% | | Operating income | $244,863 | $233,655 | $11,208 | 4.8% | | Net income attributable to AMC Networks' stockholders | $143,397 | $156,870 | $(13,473) | (8.6)% | - **Net income attributable to stockholders decreased** by **8.6%** due to a **significant decrease in miscellaneous income** and **higher interest expense**[159](index=159&type=chunk) - **Total operating expenses increased** by **$32,190 thousand (6.3%)**, driven by **higher technical and operating expenses, depreciation and amortization**, and the **recognition of restructuring expense**[159](index=159&type=chunk) [Segment Results](index=54&type=section&id=Segment%20Results) National Networks Segment Performance (Three Months Ended March 31, in thousands) | Metric | 2019 | 2018 | $ Change | % Change | | :--------------- | :------- | :------- | :-------- | :------- | | Revenues, net | $616,118 | $633,028 | $(16,910) | (2.7)% | | Operating income | $251,502 | $249,852 | $1,650 | 0.7% | International and Other Segment Performance (Three Months Ended March 31, in thousands) | Metric | 2019 | 2018 | $ Change | % Change | | :--------------- | :------- | :------- | :------- | :------- | | Revenues, net | $171,088 | $111,390 | $59,698 | 53.6% | | Operating loss | $(13,748) | $(16,814) | $3,066 | (18.2)% | [Revenues, net](index=55&type=section&id=Revenues%2C%20net) Consolidated Revenues, net by Segment (Three Months Ended March 31, in thousands) | Segment | 2019 | 2018 | $ Change | % Change | | :--------------------------- | :------- | :------- | :-------- | :------- | | National Networks | $616,118 | $633,028 | $(16,910) | (2.7)% | | International and Other | $171,088 | $111,390 | $59,698 | 53.6% | | Inter-segment eliminations | $(2,985) | $(3,595) | $610 | (17.0)% | | Consolidated revenues, net | $784,221 | $740,823 | $43,398 | 5.9% | - **National Networks advertising revenues increased** by **$13.4 million (5.9%)** due to **timing of original programming** and **pricing increases**, partially offset by **lower ratings**[166](index=166&type=chunk) - **International and Other distribution revenues increased** by **$61.0 million (68.6%)**, primarily driven by a **$64.7 million impact** from the acquisitions of **Levity** and **RLJE**[168](index=168&type=chunk) [Technical and operating expense (excluding depreciation and amortization)](index=55&type=section&id=Technical%20and%20operating%20expense%20(excluding%20depreciation%20and%20amortization)) Technical and Operating Expense by Segment (Three Months Ended March 31, in thousands) | Segment | 2019 | 2018 | $ Change | % Change | | :--------------------------- | :------- | :------- | :-------- | :------- | | National Networks | $241,260 | $249,786 | $(8,526) | (3.4)% | | International and Other | $108,272 | $74,763 | $33,509 | 44.8% | | Inter-segment eliminations | $(9,384) | $(4,184) | $(5,200) | 124.3% | | Total | $340,148 | $320,365 | $19,783 | 6.2% | - The **increase in International and Other segment's technical and operating expense was primarily due to a** **$40.1 million impact** from the acquisitions of **Levity** and **RLJE**[172](index=172&type=chunk) - **National Networks experienced an** **$8.5 million decrease** in technical and operating expense, mainly from a **$10.0 million decrease in other direct programming costs**[170](index=170&type=chunk) [Selling, general and administrative expense](index=56&type=section&id=Selling%2C%20general%20and%20administrative%20expense) Selling, General and Administrative Expense by Segment (Three Months Ended March 31, in thousands) | Segment | 2019 | 2018 | $ Change | % Change | | :--------------------------- | :------- | :------- | :-------- | :------- | | National Networks | $114,441 | $124,895 | $(10,454) | (8.4)% | | International and Other | $58,085 | $41,582 | $16,503 | 39.7% | | Inter-segment eliminations | $(14) | $(28) | $14 | (50.0)% | | Total | $172,512 | $166,449 | $6,063 | 3.6% | - The **increase in International and Other segment's SG&A expense was primarily due to a** **$22.8 million impact** from the acquisitions of **Levity** and **RLJE**[175](index=175&type=chunk) - **National Networks' SG&A expense decreased** by **$10.5 million**, principally due to **lower sales and marketing costs** related to the **timing of original programming promotion**[173](index=173&type=chunk) [Depreciation and amortization](index=58&type=section&id=Depreciation%20and%20amortization) Depreciation and Amortization Expense by Segment (Three Months Ended March 31, in thousands) | Segment | 2019 | 2018 | $ Change | % Change | | :--------------------------- | :------ | :------ | :------- | :------- | | National Networks | $8,612 | $8,495 | $117 | 1.4% | | International and Other | $15,444 | $11,859 | $3,585 | 30.2% | | Total | $24,056 | $20,354 | $3,702 | 18.2% | - The **increase in depreciation and amortization expense in the International and Other segment was primarily due to a** **$2.3 million impact** from the acquisitions of **Levity** and **RLJE**, and a **$1.7 million increase related to leasehold additions**[176](index=176&type=chunk) [Restructuring expense](index=58&type=section&id=Restructuring%20expense) - **Restructuring expense** of **$2.6 million** was recorded for the three months ended **March 31, 2019**, primarily from charges incurred at **AMCNI related to the termination of distribution in certain territories**[177](index=177&type=chunk) - **No restructuring expense** was recorded for the three months ended **March 31, 2018**[159](index=159&type=chunk) [Operating Income](index=58&type=section&id=Operating%20Income) Consolidated Operating Income by Segment (Three Months Ended March 31, in thousands) | Segment | 2019 | 2018 | $ Change | % Change | | :--------------------------- | :-------- | :-------- | :------- | :------- | | National Networks | $251,502 | $249,852 | $1,650 | 0.7% | | International and Other | $(13,748) | $(16,814) | $3,066 | (18.2)% | | Inter-segment Eliminations | $7,109 | $617 | $6,492 | n/m | | Total | $244,863 | $233,655 | $11,208 | 4.8% | - **National Networks' operating income increased** due to **lower technical and operating expenses** and **selling, general and administrative expenses**, partially offset by **decreased revenues**[178](index=178&type=chunk) - **International and Other's operating loss decreased** due to a **$59.7 million increase in revenues**, partially offset by **increased expenses from acquisitions and restructuring**[179](index=179&type=chunk) [AOI (Adjusted Operating Income)](index=58&type=section&id=AOI%20(Adjusted%20Operating%20Income)) Consolidated AOI by Segment (Three Months Ended March 31, in thousands) | Segment | 2019 | 2018 | $ Change | % Change | | :--------------------------- | :------- | :------- | :-------- | :------- | | National Networks | $276,686 | $270,874 | $5,812 | 2.1% | | International and Other | $9,941 | $(2,163) | $12,104 | (559.6)% | | Inter-segment eliminations | $6,413 | $617 | $5,796 | 939.4% | | Consolidated AOI | $293,040 | $269,328 | $23,712 | 8.8% | - **International and Other AOI increased significantly** by **$12.1 million**, driven by a **decrease in operating loss** and the **impact of acquisitions on depreciation and amortization and restructuring expense**[182](index=182&type=chunk) - **National Networks AOI increased** by **$5.8 million**, primarily due to an **increase in operating income** and the **impact of increased share-based compensation expense**[181](index=181&type=chunk) [Interest expense, net](index=59&type=section&id=Interest%20expense%2C%20net) Interest Expense, Net (Three Months Ended March 31, in thousands) | Metric | 2019 | 2018 | $ Change | % Change | | :------------------ | :-------- | :-------- | :-------- | :------- | | Interest expense, net | $(35,445) | $(33,186) | $(2,259) | 6.8% | - The **increase in net interest expense was driven by a** **$1.4 million increase in interest expense** due to a **higher variable interest rate on the term loan**, and an **$0.8 million decrease in interest income**[184](index=184&type=chunk) [Miscellaneous, net](index=59&type=section&id=Miscellaneous%2C%20net) Miscellaneous, net (Three Months Ended March 31, in thousands) | Metric | 2019 | 2018 | $ Change | % Change | | :---------------- | :-------- | :-------- | :-------- | :------- | | Miscellaneous, net | $(12,785) | $16,946 | $(29,731) | (175.4)% | - The decrease was primarily due to **$17.7 million in impairment charges** on **non-marketable equity securities and a note receivable** in **Q1 2019**[185](index=185&type=chunk) - The prior year included a **$10.9 million gain** related to the **increase in fair value of the investment in RLJE**, which **did not recur** in **Q1 2019**[185](index=185&type=chunk) [Income tax expense](index=59&type=section&id=Income%20tax%20expense) Income Tax Expense and Effective Tax Rate (Three Months Ended March 31) | Metric | 2019 | 2018 | $ Change | % Change | | :---------------------- | :------- | :------- | :-------- | :------- | | Income tax expense | $46,476 | $56,879 | $10,403 | (18.3)% | | Effective tax rate | 24% | 26% | | | - The **Q1 2019 effective tax rate** of **24%** differed from the **federal statutory rate** of **21%** primarily due to **state income tax expense** of **$3.2 million**[186](index=186&type=chunk) - The **Q1 2018 effective tax rate** of **26%** was influenced by a **$16.4 million tax expense for increased valuation allowances and an $8.3 million tax benefit from a one-time rate change on deferred tax assets and liabilities**[186](index=186&type=chunk) [Liquidity and Capital Resources](index=59&type=section&id=Liquidity%20and%20Capital%20Resources) - The Company relies on **cash flow from operations**, its **$500 million undrawn revolving credit facility**, and **access to capital markets for liquidity**[188](index=188&type=chunk)[194](index=194&type=chunk) - As of **March 31, 2019**, **$558.4 million** remained available under the **$1.5 billion Stock Repurchase Program**[189](index=189&type=chunk) Cash Flow Summary (Three Months Ended March 31, in thousands) | Metric | 2019 | 2018 | | :------------------------------------------ | :------- | :------- | | Net cash provided by operating activities | $171,687 | $116,972 | | Net cash used in investing activities | $(18,145) | $(54,088) | | Net cash used in financing activities | $(26,975) | $(101,832) | | Net increase (decrease) in cash and cash equivalents | $126,567 | $(38,948) | - **Net cash provided by operating activities increased** to **$171.7 million** in **Q1 2019** from **$117.0 million** in **Q1 2018**, driven by **higher net income before non-cash items** and an **increase in income taxes payable**[195](index=195&type=chunk) - **Net cash used in financing activities decreased** to **$27.0 million** in **Q1 2019** from **$101.8 million** in **Q1 2018**, primarily due to **lower purchases of treasury stock**[201](index=201&type=chunk)[202](index=202&type=chunk) [Critical Accounting Policies and Estimates](index=63&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) - **No significant changes** in **critical accounting policies or estimates** since **December 31, 2018**, other than the **adoption of the new lease standard (ASC Topic 842)**[204](index=204&type=chunk)[205](index=205&type=chunk) [Recently Issued Accounting Pronouncements](index=63&type=section&id=Recently%20Issued%20Accounting%20Pronouncements) - The Company is evaluating the impact of **ASU No. 2018-13, Fair Value Measurement (Topic 820)**, effective for the **first quarter of 2020**[27](index=27&type=chunk) - The Company is evaluating the impact of **ASU No. 2019-02, Improvements to Accounting for Costs of Films and License Agreements for Program Materials**, effective for the **first quarter of 2020**[28](index=28&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=63&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Details market risks related to interest rates and foreign currency exchange rates, and the company's hedging strategies - As of **March 31, 2019**, the fair value of the Company's **fixed rate debt** (**$2.41 billion**) exceeded its **carrying value** (**$2.37 billion**) by approximately **$37 million**[207](index=207&type=chunk) - The Company uses **interest rate swap contracts** to manage interest rate risk, with **$100.0 million** **notional amount outstanding** as of **March 31, 2019**, **effectively fixing the interest rate on approximately 79%** of its debt[208](index=208&type=chunk)[210](index=210&type=chunk) - The Company recognized **$5.8 million** of **foreign currency transaction losses, net**, for the three months ended **March 31, 2019**, due to **exposure to foreign currency exchange rate risk**[212](index=212&type=chunk) [Item 4. Controls and Procedures](index=65&type=section&id=Item%204.%20Controls%20and%20Procedures) As of March 31, 2019, the Company's management, including the CEO and CFO, concluded that its disclosure controls and procedures were effective. There were no material changes in internal control over financial reporting during the quarter - The Company's **disclosure controls and procedures** were **deemed effective** as of **March 31, 2019**, following an **evaluation by management, including the CEO and CFO**[215](index=215&type=chunk) - **No material changes** in **internal control over financial reporting** during the three months ended **March 31, 2019**[216](index=216&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=66&type=section&id=Item%201.%20Legal%20Proceedings) Reports no material developments in legal proceedings since the 2018 Form 10-K, with further details in Note 14 - **No material developments** in legal proceedings have occurred since the Company's **2018 Form 10-K filing**[218](index=218&type=chunk) - Further details on legal proceedings are provided in **Note 14, Commitments and Contingencies**, within the condensed consolidated financial statements[218](index=218&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=66&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details the $1.5 billion stock repurchase program, including shares repurchased in January 2019 and remaining authorization - The Company's **Board of Directors has authorized a Stock Repurchase Program totaling** **$1.5 billion**[219](index=219&type=chunk) Class A Common Stock Repurchases (January 2019) | Period | Total Number of Shares Purchased | Average Price Paid per Share | | :------------------------- | :------------------------------- | :--------------------------- | | January 1, 2019 to January 31, 2019 | 18,411 | $53.82 | - As of **March 31, 2019**, **$558,419,334** remained available for repurchase under the **Stock Repurchase Program**[221](index=221&type=chunk) [Item 6. Exhibits](index=66&type=section&id=Item%206.%20Exhibits) Lists exhibits filed with the Form 10-Q, including agreements, CEO/CFO certifications, and XBRL taxonomy documents - **Exhibits include** a **Master Services Agreement**, an **Employment Agreement**, **Certifications of the Chief Executive Officer and Chief Financial Officer** (pursuant to **Sections 302 and 906 of the Sarbanes-Oxley Act of 2002**), and various **XBRL taxonomy documents**[222](index=222&type=chunk) [SIGNATURES](index=67&type=section&id=SIGNATURES) Signed by Sean S. Sullivan, EVP and CFO of AMC Networks Inc., on May 1, 2019, certifying submission - The report was **signed by Sean S. Sullivan, Executive Vice President and Chief Financial Officer of AMC Networks Inc.**[224](index=224&type=chunk) - The signing date for the report was **May 1, 2019**[224](index=224&type=chunk) ```

AMC Networks Inc. (NASDAQ:AMCX) Q1 2019 Earnings Conference Call May 1, 2019 8:30 AM ET Company Participants Seth Zaslow - IR Josh Sapan - President and CEO Sean Sullivan - CFO Ed Carroll - COO Conference Call Participants Ben Swinburne - Morgan Stanley Michael Morris - Guggenheim Securities David Joyce - Evercore ISI Todd Juenger - Bernstein Vasily Karasyov - Cannonball Research Operator Good morning. My name is Sherrill, and I will be your conference operator today. At this time, I would like to welcome e ...

Subscriber Base and Distribution - As of December 31, 2018, AMC Networks reached approximately 89 million Nielsen subscribers in the U.S. and had distribution agreements with all major U.S. distributors[43]. - AMCNI delivers programming to subscribers in over 130 countries, managing a portfolio of channel brands including AMC and SundanceTV[62]. Programming and Content Production - WE tv was the 1 U.S. cable network for African-American women on Thursday nights, with its latest hit series, Love After Lockup, being the fastest-growing new cable reality series for 2018[44]. - BBC AMERICA's original series Killing Eve finished its first season with an unbroken record of weekly ratings growth in the key adults 25-54 and 18-49 demographics[47]. - AMC Studios has ramped up production of original series, producing critically acclaimed titles such as The Walking Dead and Fear the Walking Dead since its launch in 2010[58]. - IFC Films has a film library consisting of more than 800 titles, distributing independent films across various media platforms[66]. - The Death of Stalin, a notable release from IFC Films, was awarded Best Screenplay by the National Society of Film Critics and featured in several critics' annual "Best of" lists[67]. - The Paul Dano-directed Wildlife received a 94% rating on Rotten Tomatoes and was showcased at prestigious film festivals including Sundance and Cannes[68]. - The company operates subscription streaming services, Sundance Now and Shudder, which feature independent films and horror content, respectively[71]. - AMC has launched AMC Premiere, providing commercial-free viewing and exclusive content to subscribers, expanding its offerings since its launch in 2017[41]. Financial Overview - As of December 31, 2018, the company had $3.1 billion of debt outstanding, with $739.7 million subject to variable interest rates[358]. - The fair value of the company's fixed rate debt of $2.25 billion was less than its carrying value by $119.3 million as of December 31, 2018[356]. - Approximately 79% of the company's debt is effectively fixed, with 76% being fixed rate obligations and 3% fixed through interest rate swap contracts[359]. - A hypothetical 100 basis point increase in interest rates would increase the company's annual interest expense by approximately $7.4 million[358]. Acquisitions and Investments - The company acquired a controlling interest in Levity Entertainment Group in April 2018, enhancing its portfolio in live comedy and original content production[72]. - In October 2018, the company acquired a controlling interest in RLJ Entertainment, which operates premium subscription streaming services including Acorn TV and UMC[73]. Currency and Regulatory Risks - The company recognized $(6.8) million, $15.0 million, and $(39.0) million of foreign currency transaction gains (losses) for the years ended December 31, 2018, 2017, and 2016, respectively[362]. - The company is exposed to foreign currency risk due to transactions denominated in currencies other than its subsidiaries' functional currencies[360]. - The company maintains various websites that may be subject to federal, state, and local laws regarding privacy, data security, and consumer protection regulations[81].

AMC Networks Inc. (NASDAQ:AMCX) Q4 2018 Results Conference Call February 28, 2019 8:30 AM ET Company Participants Seth Zaslow - Investor Relations Josh Sapan - President and Chief Executive Officer Ed Carroll - Chief Operating Officer Sean Sullivan - Chief Financial Officer Conference Call Participants Bryan Goldberg - Bank of America Merrill Lynch Michael Morris - Guggenheim Securities Ben Swinburne - Morgan Stanley Michael Brian - Nathanson MoffettNathanson Steven Cahall - RBC Capital Markets Marci Ryvick ...