Liberty(LSXMB) - 2025 Q2 - Quarterly Report

Part I — Financial Information Item 1. Financial Statements This section contains Liberty Media Corporation and its subsidiaries' unaudited condensed consolidated financial statements, including balance sheets, statements of operations, comprehensive earnings (loss), cash flows, and equity, along with related notes, providing financial position as of June 30, 2025, and results of operations for the three and six months then ended Condensed Consolidated Balance Sheets As of June 30, 2025, total assets increased to $13,821 million from $12,948 million on December 31, 2024, with total liabilities rising to $6,458 million due to increased short-term debt and deferred revenue, while total equity reached $7,363 million | Indicator | June 30, 2025 (Millions USD) | December 31, 2024 (Millions USD) | | :----------------------- | :----------------------- | :----------------------- | | Total Assets | 13,821 | 12,948 | | Total Liabilities | 6,458 | 5,897 | | Total Equity | 7,363 | 7,051 | | Short-term Debt | 1,803 | 26 | | Deferred Revenue | 780 | 267 | Condensed Consolidated Statements of Operations For the three months ended June 30, 2025, total revenue grew 35.7% to $1,341 million, operating income significantly increased to $273 million, and net earnings attributable to Liberty shareholders from continuing operations were $204 million, with Formula One common stock basic EPS rising to $1.53 Key Financial Data for the Three Months Ended June 30, 2025 | Indicator | 2025 (Millions USD) | 2024 (Millions USD) | Year-over-Year Change (Millions USD) | | :----------------------------------- | :-------------- | :-------------- | :------------- | | Total Revenue | 1,341 | 988 | +353 | | Operating Income (Loss) | 273 | 57 | +216 | | Net Earnings (Loss) Attributable to Liberty Stockholders | 204 | 457 | -253 | | Net Earnings (Loss) from Continuing Operations Attributable to Liberty Stockholders | 204 | 158 | +46 | | Formula One Common Stock Basic EPS | 1.53 | 0.10 | +1.43 | | Liberty Live Common Stock Basic EPS | (1.93) | 1.46 | -3.39 | Key Financial Data for the Six Months Ended June 30, 2025 | Indicator | 2025 (Millions USD) | 2024 (Millions USD) | Year-over-Year Change (Millions USD) | | :----------------------------------- | :-------------- | :-------------- | :------------- | | Total Revenue | 1,788 | 1,575 | +213 | | Operating Income (Loss) | 202 | 150 | +52 | | Net Earnings (Loss) Attributable to Liberty Stockholders | 209 | 660 | -451 | | Net Earnings (Loss) from Continuing Operations Attributable to Liberty Stockholders | 209 | 162 | +47 | | Formula One Common Stock Basic EPS | 1.62 | 0.43 | +1.19 | | Liberty Live Common Stock Basic EPS | (2.12) | 0.66 | -2.78 | Condensed Consolidated Statements of Comprehensive Earnings (Loss) For the three months ended June 30, 2025, comprehensive earnings attributable to Liberty shareholders were $271 million, compared to $456 million in the prior year, with other comprehensive earnings (loss) from continuing operations improving to $67 million from a $13 million loss Comprehensive Earnings (Loss) Attributable to Liberty Stockholders | Period | 2025 (Millions USD) | 2024 (Millions USD) | | :------------------- | :-------------- | :-------------- | | Three Months Ended June 30 | 271 | 456 | | Six Months Ended June 30 | 281 | 589 | Other Comprehensive Earnings (Loss) from Continuing Operations | Period | 2025 (Millions USD) | 2024 (Millions USD) | | :------------------- | :-------------- | :-------------- | | Three Months Ended June 30 | 67 | (13) | | Six Months Ended June 30 | 72 | (43) | Condensed Consolidated Statements of Cash Flows For the six months ended June 30, 2025, net cash provided by operating activities significantly increased to $612 million from $394 million in the prior year, net cash used in investing activities was $120 million, and total cash, cash equivalents, and restricted cash at period-end reached $3,472 million Cash Flows for the Six Months Ended June 30, 2025 | Cash Flow Activity | 2025 (Millions USD) | 2024 (Millions USD) | | :----------------------------------- | :-------------- | :-------------- | | Net Cash Provided by Operating Activities | 612 | 394 | | Net Cash Used in Investing Activities | (120) | (200) | | Net Cash Provided by Financing Activities | 8 | 6 | | Net Increase (Decrease) in Cash, Cash Equivalents, and Restricted Cash | 509 | 81 | | Cash, Cash Equivalents, and Restricted Cash at Period-End | 3,472 | 2,109 | Condensed Consolidated Statements of Equity As of June 30, 2025, total equity increased to $7,363 million from $7,051 million on January 1, 2025, driven by net earnings and other comprehensive earnings, while the prior year's total equity of $20,207 million included equity from discontinued operations Total Equity Changes | Date | Amount (Millions USD) | | :----------------- | :-------------- | | June 30, 2025 | 7,363 | | January 1, 2025 | 7,051 | | June 30, 2024 | 20,207 | | January 1, 2024 | 19,445 | - For the six months ended June 30, 2025, net earnings were $209 million, compared to $752 million in the prior year period[27][29] Notes to Condensed Consolidated Financial Statements This section provides detailed explanations of the company's financial statements, covering key areas such as basis of presentation, discontinued operations, tracking stock structure, stock-based compensation, EPS calculation, fair value measurements of financial instruments, equity method investments, long-term debt, and commitments and contingencies (1) Basis of Presentation Liberty Media Corporation operates primarily in the media and entertainment industry, with Formula 1 as its most significant subsidiary and Live Nation as its most significant equity method investment, having acquired approximately 84% of MotoGP for about $3.7 billion on July 3, 2025, and reclassified Sirius XM Holdings as discontinued operations - Liberty Media Corporation primarily operates in the media and entertainment industry, with operations mainly in North America and the United Kingdom[33] - Formula 1 is the company's most significant subsidiary, and Live Nation is its most significant equity method investment[33] - The company acquired approximately 84% of Dorna Sports, S.L. (MotoGP) for an initial purchase price of approximately $3.7 billion on July 3, 2025, funded by cash on hand and a $1 billion incremental term loan[38] - Sirius XM Holdings Inc. was spun off on September 9, 2024, and is presented as discontinued operations in the company's condensed consolidated financial statements[34][49] (2) Discontinued Operations Liberty completed the spin-off of Liberty Sirius XM Holdings on September 9, 2024, which was considered a strategic shift significantly impacting the company's operations and financial performance, thus Liberty Sirius XM Holdings is presented as discontinued operations - The spin-off of Liberty Sirius XM Holdings was completed on September 9, 2024, through the redemption of Liberty SiriusXM common stock in exchange for Liberty Sirius XM Holdings common stock[47] - This spin-off is considered a strategic shift that had a significant impact on the company's operations and financial performance[49] Earnings (Loss) from Discontinued Operations (Six Months Ended June 30, 2024) | Indicator | Amount (Millions USD) | | :----------------------------------- | :-------------- | | Revenue | 4,340 | | Operating Income (Loss) | 880 | | Net Earnings (Loss) from Discontinued Operations | 590 | | Net Earnings (Loss) from Discontinued Operations Attributable to Liberty Stockholders | 498 | (3) Tracking Stocks The company reclassified its common stock into three tracking stocks: Liberty SiriusXM, Liberty Formula One, and Liberty Live, with Liberty Formula One Group primarily comprising Formula 1 and QuintEvents, and Liberty Live Group mainly consisting of Live Nation, with plans to spin off Liberty Live Group in the second half of 2025, after which Liberty Formula One common stock will cease to be a tracking stock - The Liberty Formula One Group primarily includes Formula 1, QuintEvents, cash, and 2.25% convertible senior notes due 2027, with approximately $3,140 million in cash and cash equivalents as of June 30, 2025[58] - The Liberty Live Group primarily includes its interest in Live Nation, cash, other minority equity investments, 2.375% exchangeable senior debentures due 2053, and an undrawn margin loan, with approximately $308 million in cash and cash equivalents as of June 30, 2025[59] - The company announced on November 13, 2024, its plan to spin off the Liberty Live Group, expected to be completed in the second half of 2025, after which Liberty Formula One common stock will no longer be a tracking stock[61] (4) Stock-Based Compensation For the six months ended June 30, 2025, stock-based compensation expense decreased to $10 million from $20 million in the prior year, with approximately $40 million in unrecognized compensation cost related to unvested awards expected to be recognized over a weighted-average period of about 0.8 years as of June 30, 2025 Stock-Based Compensation Expense | Period | 2025 (Millions USD) | 2024 (Millions USD) | | :------------------- | :-------------- | :-------------- | | Three Months Ended June 30 | 8 | 7 | | Six Months Ended June 30 | 10 | 20 | - As of June 30, 2025, unrecognized compensation cost related to unvested awards was approximately $40 million, expected to be recognized over a weighted-average period of approximately 0.8 years[73] (5) Earnings Attributable to Liberty Media Corporation Stockholders Per Common Share For the three months ended June 30, 2025, basic earnings per share for Liberty Formula One common stock were $1.53, while basic earnings per share for Liberty Live common stock were $(1.93), with potentially dilutive shares excluded from diluted EPS calculations if anti-dilutive Basic EPS from Continuing Operations (Three Months Ended June 30) | Stock Class | 2025 | 2024 | | :----------------------------------- | :--- | :--- | | Series A, B and C Liberty Formula One | $1.53 | $0.10 | | Series A, B and C Liberty Live | $(1.93) | $1.46 | Basic EPS from Continuing Operations (Six Months Ended June 30) | Stock Class | 2025 | 2024 | | :----------------------------------- | :--- | :--- | | Series A, B and C Liberty Formula One | $1.62 | $0.43 | | Series A, B and C Liberty Live | $(2.12) | $0.66 | - For the three and six months ended June 30, 2025, approximately 6 million and 3 million potentially dilutive shares of Series A and Series C Liberty Formula One common stock, respectively, were excluded from the diluted EPS calculation due to their anti-dilutive effect[75] (6) Assets and Liabilities Measured at Fair Value The company's assets and liabilities measured at fair value primarily include cash equivalents, financial instrument assets, debt, and financial instrument liabilities, with most classified as Level 2, and for the three months ended June 30, 2025, net realized and unrealized gains (losses) on financial instruments were a loss of $129 million, mainly impacted by debt measured at fair value and the Live Nation forward contract Fair Value Measurements (As of June 30, 2025) | Description | Total (Millions USD) | Level 1 (Millions USD) | Level 2 (Millions USD) | | :-------------------------- | :--------------- | :----------------- | :----------------- | | Cash Equivalents | 774 | 774 | — | | Financial Instrument Assets | 244 | 101 | 143 | | Debt | 2,405 | — | 2,405 | | Financial Instrument Liabilities | 90 | — | 90 | Net Realized and Unrealized Gains (Losses) on Financial Instruments (Three Months Ended June 30) | Item | 2025 (Millions USD) | 2024 (Millions USD) | | :----------------------------------- | :-------------- | :-------------- | | Debt Measured at Fair Value | (252) | 66 | | Foreign Currency Forward Contracts | 227 | 8 | | Live Nation Forward Contract | (90) | — | | Interest Rate Swaps | (18) | 13 | | Other | 4 | — | | Total | (129) | 87 | (7) Investments in Affiliates Accounted for Using the Equity Method As of June 30, 2025, the company's total investments in affiliates accounted for using the equity method were $622 million, with Live Nation being the largest component at a 30% ownership stake, and for the three months ended June 30, 2025, net earnings from affiliates were $71 million, primarily from Live Nation's $69 million contribution Investments in Affiliates Accounted for Using the Equity Method (As of June 30, 2025) | Affiliate | Ownership Percentage | Fair Value (Millions USD) | Carrying Value (Millions USD) | | :------------------- | :------- | :------------------ | :------------------ | | Live Nation | 30% | 10,536 | 557 | | Formula One Group Other | Various | NA | 33 | | Liberty Live Group Other | | NA | 32 | | Consolidated Liberty Total | | | 622 | Share of Earnings (Loss) from Affiliates (Three Months Ended June 30) | Group | 2025 (Millions USD) | 2024 (Millions USD) | | :------------------- | :-------------- | :-------------- | | Formula One Group | (2) | (2) | | Liberty Live Group | 73 | 85 | | Consolidated Liberty Total | 71 | 83 | Live Nation Condensed Statements of Operations (Three Months Ended June 30) | Indicator | 2025 (Millions USD) | 2024 (Millions USD) | | :----------------------------------- | :-------------- | :-------------- | | Revenue | 7,007 | 6,023 | | Operating Income (Loss) | 487 | 466 | | Net Earnings (Loss) Attributable to Live Nation Stockholders | 243 | 298 | (8) Long-Term Debt As of June 30, 2025, the company's total debt was $4,047 million (principal) with a carrying value of $4,799 million, with Liberty Live Group's 2.375% exchangeable senior debentures due 2053 reclassified as current liabilities due to holders' exchange rights within one year, and Formula 1 having refinanced its senior credit facility and utilized an incremental term loan to fund the MotoGP acquisition Debt Summary (As of June 30, 2025) | Indicator | Principal (Millions USD) | Carrying Value (Millions USD) | | :------------------- | :-------------- | :-------------- | | Formula One Group | 2,897 | 3,030 | | Liberty Live Group | 1,150 | 1,769 | | Total Debt | 4,047 | 4,799 | | Debt Classified as Current Liabilities | | (1,803) | | Total Long-Term Debt | | 2,996 | - Liberty Live Group's 2.375% exchangeable senior debentures due 2053 were classified as current liabilities as of June 30, 2025, because holders may exercise their exchange right between July 1 and September 30, 2025[107][109] - Formula 1 refinanced its senior credit facility on September 19, 2024, and completed financing for an incremental term loan on July 1, 2025, to partially fund the MotoGP acquisition[111][112] (9) Commitments and Contingencies Formula 1 paid $50 million to participating teams as an incentive to sign the 2026 Concorde Commercial Agreement, extending F1 Championship commercial arrangements until December 31, 2030, and the company also faces contingent liabilities related to legal and tax proceedings, which management believes will not materially impact the financial statements - Formula 1 paid a total of $50 million to 10 participating teams in March 2025 as an incentive to sign the 2026 Concorde Commercial Agreement[117] - The 2026 Concorde Commercial Agreement covers arrangements for the F1 Championship seasons from 2026 through 2030 and expires on December 31, 2030[117] - The company faces contingent liabilities related to legal and tax proceedings, but management believes these will not materially impact the condensed consolidated financial statements[119] (10) Information About Liberty's Operating Segments Liberty's reporting segments include Formula 1 (consolidated subsidiary) and Live Nation (equity method affiliate), with management using Adjusted OIBDA (a non-GAAP financial measure) to assess business performance, and for the three months ended June 30, 2025, consolidated Adjusted OIBDA significantly increased to $364 million from $164 million in the prior year - The company's reporting segments are Formula 1 (a consolidated subsidiary) and Live Nation (an equity method affiliate)[124][125] Adjusted OIBDA (Three Months Ended June 30) | Group | 2025 (Millions USD) | 2024 (Millions USD) | | :------------------- | :-------------- | :-------------- | | Formula 1 | 361 | 160 | | Corporate and Other | 8 | 5 | | Liberty Live Group | (5) | (1) | | Consolidated Liberty Total | 364 | 164 | Adjusted OIBDA (Six Months Ended June 30) | Group | 2025 (Millions USD) | 2024 (Millions USD) | | :------------------- | :-------------- | :-------------- | | Formula 1 | 446 | 368 | | Corporate and Other | (4) | (1) | | Liberty Live Group | (9) | (2) | | Consolidated Liberty Total | 433 | 365 | - The company expects to recognize revenue from performance obligations that are contracted but not yet delivered, with approximately $1,542 million for the remainder of 2025, $2,624 million for 2026, $2,364 million for 2027, $6,050 million for 2028 through 2032, and $1,716 million thereafter[132] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides a detailed discussion and analysis of the company's financial condition and results of operations, including cautionary notes regarding forward-looking statements, business overview, consolidated results of operations, other income and expense, material changes in financial condition, and operating results for each business segment Cautionary Note Regarding Forward-Looking Statements This section warns investors that forward-looking statements in the report involve expectations and beliefs about future results or events, but there is no guarantee these will be achieved, listing various factors that could cause actual results to differ materially, including financing ability, debt impact, business popularity, economic conditions, regulatory environment, and geopolitical events - Forward-looking statements involve expectations and beliefs about future results or events, but there is no guarantee these will be achieved[136] - Factors that could cause actual results to differ include: ability to obtain financing, debt impact, success of tracking stock businesses, economic conditions, overlapping directors and management with QVC Group, litigation outcomes, risks of operating overseas, information system risks, regulatory compliance, changes in key strategic relationships, impact of pandemics, reliance on intellectual property, third-party reliance, attracting and retaining talent, impact of Live Nation investment, termination or changes to Formula 1 and MotoGP agreements, tax challenges and legal changes, ability to expand into new markets, competitor events, event cancellations or postponements, changes in consumer viewing habits, misunderstanding of capital structure, stock price volatility, dividend policy, conflicts of interest, geopolitical events, assessment of future prospects for tracking stock groups, and anticipated benefits and costs of the Liberty Live spin-off[136][143] Overview The company primarily operates in the media and entertainment industry through entities like Formula 1 and Live Nation, with Formula 1 Group mainly comprising Formula 1 and QuintEvents, and Liberty Live Group primarily consisting of Live Nation, having acquired MotoGP on July 3, 2025, and planning to spin off Liberty Live Group in the second half of 2025 - The company holds controlling and non-controlling interests in media and entertainment businesses, with Formula 1 being its most significant operating subsidiary[140] - As of June 30, 2025, the Formula One Group primarily includes interests in Formula 1 and QuintEvents, cash, and 2.25% convertible senior notes due 2027, with approximately $3,140 million in cash and cash equivalents[149] - As of June 30, 2025, the Liberty Live Group primarily includes its interest in Live Nation, cash, other minority equity investments, 2.375% exchangeable senior debentures due 2053, and an undrawn margin loan, with approximately $308 million in cash and cash equivalents[150] - The company acquired approximately 84% of MotoGP on July 3, 2025, and plans to spin off the Liberty Live Group in the second half of 2025[152][153] Results of Operations—Consolidated For the three months ended June 30, 2025, the company's consolidated revenue increased by 35.7% to $1,341 million, driven by revenue growth from Formula 1 and QuintEvents, with consolidated operating income rising to $273 million and consolidated Adjusted OIBDA increasing to $364 million Consolidated Results of Operations (Three Months Ended June 30) | Indicator | 2025 (Millions USD) | 2024 (Millions USD) | | :------------------- | :-------------- | :-------------- | | Revenue | 1,341 | 988 | | Operating Income (Loss) | 273 | 57 | | Adjusted OIBDA | 364 | 164 | Consolidated Results of Operations (Six Months Ended June 30) | Indicator | 2025 (Millions USD) | 2024 (Millions USD) | | :------------------- | :-------------- | :-------------- | | Revenue | 1,788 | 1,575 | | Operating Income (Loss) | 202 | 150 | | Adjusted OIBDA | 433 | 365 | - Stock-based compensation expense for the six months ended June 30, 2025, was $10 million, a decrease from $20 million in the prior year period[158] - Acquisition costs for the six months ended June 30, 2025, were $14 million, a decrease from $20 million in the prior year period[159] Other Income and Expense For the three months ended June 30, 2025, consolidated interest expense decreased to $57 million, net earnings from affiliates were $71 million, net realized and unrealized gains (losses) on financial instruments were a loss of $129 million, primarily due to debt measured at fair value and the Live Nation forward contract, and other net income increased to $70 million Components of Other Income (Expense) (Three Months Ended June 30) | Item | 2025 (Millions USD) | 2024 (Millions USD) | | :----------------------------------- | :-------------- | :-------------- | | Interest Expense | (57) | (60) | | Share of Earnings (Loss) from Affiliates, Net | 71 | 83 | | Realized and Unrealized Gains (Losses) on Financial Instruments, Net | (129) | 87 | | Other, Net | 70 | 26 | | Total | (45) | 136 | Components of Other Income (Expense) (Six Months Ended June 30) | Item | 2025 (Millions USD) | 2024 (Millions USD) | | :----------------------------------- | :-------------- | :-------------- | | Interest Expense | (112) | (122) | | Share of Earnings (Loss) from Affiliates, Net | 72 | 59 | | Realized and Unrealized Gains (Losses) on Financial Instruments, Net | (64) | 66 | | Other, Net | 106 | 47 | | Total | 2 | 50 | - For the three months ended June 30, 2025, the company's earnings from continuing operations before income taxes were $228 million, with an income tax expense of $24 million[168] Material Changes in Financial Condition As of June 30, 2025, Liberty's cash and cash equivalents were primarily invested in U.S. Treasury securities and other highly-rated financial instruments, with Formula One Group holding $3,140 million and Liberty Live Group holding $308 million, and the company's primary cash use in the first half of 2025 was a $131 million deferred payment related to the MotoGP acquisition - As of June 30, 2025, Liberty's cash and cash equivalents were primarily invested in U.S. Treasury securities, other government or government-guaranteed funds, AAA-rated money market funds, and other highly-rated financial and corporate debt instruments[170] Cash and Cash Equivalents (As of June 30, 2025) | Group | Amount (Millions USD) | | :------------------- | :-------------- | | Formula One Group | 3,140 | | Liberty Live Group | 308 | | Total | 3,448 | - Liberty's primary cash use for the six months ended June 30, 2025, was a $131 million deferred payment related to the MotoGP acquisition, recorded as prepaid purchase consideration[174] - Formula 1's primary cash use for the six months ended June 30, 2025, was $55 million in capital expenditures, funded by cash from operations[175] Results of Operations—Businesses This section details Formula 1's operating performance, with its main revenue streams from race promotion, media rights, and sponsorship, and for the three months ended June 30, 2025, both Formula 1's total revenue and Adjusted OIBDA significantly increased due to more events, changes in event mix, and growth in contractual fees Formula 1 Formula 1's revenue primarily derives from race promotion, media rights, and sponsorship, with total revenue increasing to $1,226 million and Adjusted OIBDA to $361 million for the three months ended June 30, 2025, driven by an increased number of events, changes in event mix, and growth in various contractual fees, while team payments and other cost of revenue also increased - Formula 1's revenue is primarily derived from the commercial exploitation of its race promotion, media rights, and sponsorship agreements[179] Formula 1 Results of Operations (Three Months Ended June 30) | Indicator | 2025 (Millions USD) | 2024 (Millions USD) | | :----------------------------------- | :-------------- | :-------------- | | Primary Formula 1 Revenue | 1,032 | 739 | | Other Formula 1 Revenue | 194 | 132 | | Total Formula 1 Revenue | 1,226 | 871 | | Adjusted OIBDA | 361 | 160 | | Operating Income (Loss) | 293 | 84 | | Number of Races | 9 | 8 | Formula 1 Results of Operations (Six Months Ended June 30) | Indicator | 2025 (Millions USD) | 2024 (Millions USD) | | :----------------------------------- | :-------------- | :-------------- | | Primary Formula 1 Revenue | 1,351 | 1,202 | | Other Formula 1 Revenue | 278 | 222 | | Total Formula 1 Revenue | 1,629 | 1,424 | | Adjusted OIBDA | 446 | 368 | | Operating Income (Loss) | 265 | 220 | | Number of Races | 11 | 11 | - Primary Formula 1 revenue growth was primarily due to an additional race, changes in the event mix, growth in contractual fees, increased F1 TV subscription revenue, and a one-time revenue from the F1 film release[183] - Formula 1 cost of revenue increased by $142 million and $98 million for the three and six months ended June 30, 2025, respectively, primarily due to increased team payments and higher Paddock Club, technical, travel, and freight services costs[188][189][192] - Selling, general and administrative expenses increased by $12 million and $29 million for the three and six months ended June 30, 2025, respectively, primarily due to higher personnel and marketing costs[194] Item 3. Quantitative and Qualitative Disclosures about Market Risk The company faces market risks related to interest rates and stock prices, managing interest rate risk through an appropriate mix of fixed and floating-rate debt, and stock price risk through equity collar options and other financial instruments, noting that Live Nation stock, accounted for using the equity method, is not reported at fair value, and its market value fluctuations could significantly impact the company - The company faces market risks related to interest rates and stock prices, managing interest rate risk by maintaining an appropriate mix of fixed and floating-rate debt[197][198] Debt Composition (As of June 30, 2025) | Group | Floating Rate Debt Principal (Millions USD) | Floating Rate Weighted Average Interest Rate | Fixed Rate Debt Principal (Millions USD) | Fixed Rate Weighted Average Interest Rate | | :------------------- | :----------------------- | :------------------- | :----------------------- | :------------------- | | Formula One Group | 172 | 6.2% | 2,725 | 4.4% | | Liberty Live Group | NA | NA | 1,150 | 2.4% | - The company manages market risk for certain investment positions through equity collar options and other financial instruments[199] - Live Nation stock (an equity method affiliate) is not reported at fair value, and a 10% decrease in its market price as of June 30, 2025, would reduce its total value by $1,054 million[200] Item 4. Controls and Procedures As of June 30, 2025, the company's management assessed and determined its disclosure controls and procedures to be effective, providing reasonable assurance that information is timely recorded, processed, summarized, and reported, with no significant changes in internal controls during the quarter - As of June 30, 2025, the company's disclosure controls and procedures were deemed effective, providing reasonable assurance that information is timely recorded, processed, summarized, and reported[201] - There were no significant changes in the company's internal controls during the three months ended June 30, 2025[202] Part II — Other Information Item 1. Legal Proceedings There have been no material changes to the legal proceedings disclosed in the company's Form 10-K annual report filed on December 31, 2024, during this quarter - There have been no material changes to the legal proceedings disclosed in the company's 2024 Form 10-K annual report during this quarter[204] Item 1A. Risk Factors This section details various risks faced by the company, particularly those related to the Formula One Group, including decreased popularity of Formula 1 or MotoGP, termination of key commercial agreements, competition law enforcement actions (including the DOJ investigation into Formula 1), difficulties in expanding into new markets, changes in regulatory and environmental laws, event cancellations or postponements, accidents and terrorist attacks, emergence of competitor events, changes in consumer viewing habits, disclosure of confidential information, intellectual property protection, personal data privacy, and debt covenant restrictions Risks Relating to the Formula One Group The Formula One Group faces several key risks, including decreased popularity of Formula 1 or MotoGP potentially impacting commercial rights, termination of the 100-Year Agreement and FIM Agreement leading to business disruption, teams potentially withdrawing from the F1 Championship, and actions by the FIA and FIM conflicting with commercial interests. Additionally, the company faces competition law enforcement actions (including a DOJ investigation into Formula 1), difficulties in contract renewals, counterparty default risks, tax challenges and legal changes, barriers to new market expansion, changes in regulatory and environmental laws, event cancellations or postponements, accidents and terrorist attacks, emergence of competitor events, changes in consumer viewing habits, disclosure of confidential information, intellectual property protection, personal data privacy, and debt covenant restrictions - A decrease in the popularity of Formula 1 or MotoGP could materially adversely affect the exploitation of their commercial rights[207][208] - Termination of the 100-Year Agreement (Formula 1) and the FIM Agreement (MotoGP) could lead to the cessation of Formula 1 or MotoGP operations[210][211] - Formula 1 teams may, in certain circumstances, terminate their commitment to or default on their participation in the F1 Championship, and a reduction in the number of MotoGP teams could also diminish its appeal[212][214][215][217] - The FIA and FIM, as governing bodies, may take actions that conflict with the commercial interests of Formula 1 or MotoGP[218][219][220] - Formula 1 and MotoGP may face competition law enforcement actions, including a U.S. Department of Justice investigation into Formula 1's conduct regarding Andretti Formula Racing's application to enter the F1 Championship[221][222][224] - Formula 1 and MotoGP may be unable to renew, replace, or renegotiate race promotion, media rights, or sponsorship contracts on favorable terms[225][226] - Formula 1 and MotoGP face risks of credit-related losses from counterparty non-performance and challenges from tax authorities in their operating jurisdictions[227][228] - Changes in tax laws, such as the OECD's 'Two-Pillar' approach, could adversely affect Formula 1, MotoGP, and the Formula One Group[229][234] - Formula 1 and MotoGP may face difficulties in expanding into new markets, including an inability to attract new race promoters[235] - Changes in laws and regulations, and their judicial interpretations, concerning advertising, media rights, and environmental matters could materially adversely affect Formula 1, MotoGP, and/or the Formula One Group[238][239][240] - Covenants contained in Formula 1 and MotoGP's debt agreements may restrict their financial and operating flexibility[254][255][256] - Fluctuations in the value of the U.S. Dollar and/or Euro against the functional currencies of Formula 1 or MotoGP's respective businesses and counterparties could adversely affect their profitability[257] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds The company's Board of Directors authorized the repurchase of up to $2 billion of common stock, with approximately $1.1 billion remaining for future repurchases as of June 30, 2025, and no Liberty Formula One common stock or Liberty Live common stock was repurchased during the quarter - The company's Board of Directors authorized the repurchase of up to $2 billion of common stock, with approximately $1.1 billion remaining for future repurchases as of June 30, 2025[260][261] - No Liberty Formula One common stock or Liberty Live common stock was repurchased during the three months ended June 30, 2025[261] Item 5. Other Information During the fiscal quarter ended June 30, 2025, no directors or officers of the company adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements - During the fiscal quarter ended June 30, 2025, no directors or officers of the company adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements[263] Item 6. Exhibits This section lists all exhibits filed as part of this quarterly report, including various agreements, commitment letters, certification documents, and XBRL files - Exhibits include senior credit agreements, forward confirmations, incremental loan commitment letters, certification documents, and unaudited attributed financial information for tracking stock groups[265]