jvid视频

(1)听听Basis of Presentation

The accompanying consolidated financial statements of jvid视频 (formerly named Liberty Spinco,听Inc.; see discussion below pertaining to the Starz Spin-Off (defined below)) (鈥淟iberty,鈥� 鈥渨e,鈥� 鈥渙ur,鈥� 鈥渦s鈥� or the 鈥淐ompany鈥� unless the context otherwise requires) represent a consolidation of certain media and entertainment related assets and businesses. All significant intercompany accounts and transactions have been eliminated in the consolidated financial statements.

Liberty, through its ownership of interests in subsidiaries and other companies, is primarily engaged in the media and entertainment industries primarily in North America and the United Kingdom. Our significant subsidiaries include Sirius听XM Holdings Inc. (鈥淪IRIUS听XM鈥�), Formula听1 and Braves Holdings, LLC (鈥淏raves Holdings鈥�). Our significant investment accounted for under the equity method of accounting is Live Nation Entertainment, Inc. (鈥淟ive Nation鈥�). As discussed in notes听2 and 7, Liberty obtained a nearly 20% interest in Delta Topco Limited (鈥淒elta Topco鈥�), the parent company of Formula听1, a global motorsports business, during 2016 and acquired the remaining interests, other than a nominal number of shares held by certain Formula听1 teams, during January 2017.

In September 2011, Liberty Interactive Corporation (鈥淟iberty Interactive鈥� and formerly named jvid视频) completed the split-off of its former wholly-owned subsidiary (then known as jvid视频) from its Liberty Interactive tracking stock group (the 鈥淪plit-Off鈥�).

In January 2013, Starz (which was renamed Starz Acquisition, LLC in connection with its acquisition by Lions Gate Entertainment Corp. and was formerly known as jvid视频) spun-off (the 鈥淪tarz Spin-Off鈥�) its then-former wholly-owned subsidiary, which, at the time of the Starz Spin-Off, held all of the businesses, assets and liabilities of Starz not associated with Starz, LLC (with the exception of the Starz, LLC office building). The transaction was effected as a pro-rata dividend of shares of Liberty to the stockholders of Starz.

Also in January 2013, Liberty obtained a controlling interest and began consolidating SIRIUS听XM. SIRIUS听XM, since the date of our investment, has repurchased approximately 2.5 billion SIRIUS听XM shares for approximately $9.4 billion. Liberty continues to maintain a controlling interest in SIRIUS听XM following the completion of the share repurchases. As of December听31, 2018, we owned approximately 73% of the outstanding equity interest in SIRIUS听XM. On February 1, 2019, SIRIUS XM issued shares of SIRIUS XM Common Stock in conjunction with its acquisition of Pandora Media, Inc. (鈥淧andora鈥�), which reduced our economic ownership in SIRIUS XM to approximately 67% as of such date. See note 7 for more information regarding the acquisition of Pandora.

During 2014, Liberty鈥檚 board of directors approved the issuance of shares of its Series听C jvid视频 common stock to holders of its Series听A and Series听B jvid视频 common stock, effected by means of a dividend. On July听23, 2014, holders of Series听A and Series听B jvid视频 common stock received a dividend of two shares of Series听C jvid视频 common stock for each share of Series听A or Series听B jvid视频 common stock held by them as of July听7, 2014. Additionally, in connection with the Series听C jvid视频 common stock issuance and the Broadband Spin-Off (defined below), outstanding Series听A jvid视频 common stock warrants have been adjusted, as well as the number of shares covered by outstanding cash convertible note hedges and purchased call options (the 鈥淏ond Hedge Transaction鈥�). See note听10 for further discussion regarding the warrants and Bond Hedge Transaction.

On November听4, 2014, Liberty completed the spin-off to its stockholders common stock of a newly formed company called Liberty Broadband Corporation (鈥淟iberty Broadband鈥�) (the 鈥淏roadband Spin-Off鈥�). In the Broadband Spin-Off, record holders of Series听A, Series听B and Series听C jvid视频 common stock received one share of the corresponding series of Liberty Broadband common stock for every four shares of common stock held by them as of the record date for the Broadband Spin-Off, with cash paid in lieu of fractional shares.

During August 2014, Liberty Interactive completed the distribution of Liberty TripAdvisor Holdings, Inc. (鈥淟iberty TripAdvisor鈥�) (the 鈥淭ripAdvisor Spin-Off鈥�). During July 2016, Liberty Interactive completed the spin-off of CommerceHub, Inc. (鈥淐ommerceHub鈥�) (the 鈥淐ommerceHub Spin-Off鈥�). During November 2016, Liberty Interactive completed the split-off of Liberty Expedia Holdings, Inc. (鈥淓xpedia Holdings鈥�) (the 鈥淓xpedia Holdings Split-Off鈥�). During March 2018, Liberty Interactive completed the split-off of GCI Liberty, Inc. (鈥淕CI Liberty鈥�) (the 鈥淕CI Liberty Split-Off鈥�) and Liberty Interactive was subsequently renamed Qurate Retail, Inc. (鈥淨urate Retail鈥�). Following these transactions, each of these companies operates (or in the case of Starz and CommerceHub, prior to their respective acquisitions, operated) as separate publicly traded companies, none of which has (or, in the case of Starz and CommerceHub, had) any stock ownership, beneficial or otherwise, in the other (except that GCI Liberty owns shares of Liberty Broadband鈥檚 Series听C non-voting common stock). In connection with the Split-Off, Starz Spin-Off, TripAdvisor Spin-Off, Broadband Spin-Off, CommerceHub Spin-Off, Expedia Holdings Split-Off and GCI Liberty Split-Off, Liberty entered into certain agreements with Qurate Retail, Starz, Liberty TripAdvisor, Liberty Broadband, CommerceHub,听听Expedia Holdings and GCI Liberty, respectively, in order to govern ongoing relationships between the companies and to provide for an orderly transition. As a result, these entities are considered related parties of the Company for accounting purposes through the dates of the respective transactions. These agreements include Reorganization Agreements (in the case of Qurate Retail, Starz and Liberty Broadband only), Services Agreements (which, in Starz鈥檚 case terminated in April 2017, and in CommerceHub鈥檚 case, terminated in August 2018), Facilities Sharing Agreements (excluding Starz and CommerceHub), a Lease Agreement (in the case of the Starz Spin-Off only) and with respect to Starz and Liberty Broadband, Tax Sharing Agreements. The Reorganization, Services and Facilities Sharing Agreements entered into with Liberty Interactive were assigned from Starz to Liberty in connection with the Starz Spin-Off.

The Reorganization Agreements provide for, among other things, provisions governing the relationships between Liberty and each of Qurate Retail, Starz and Liberty Broadband, respectively, including certain cross-indemnities. Pursuant to the Services Agreements, Liberty provides Qurate Retail, Liberty TripAdvisor, Liberty Broadband, CommerceHub (prior to termination), Expedia Holdings and GCI Liberty with general and administrative services including legal, tax, accounting, treasury and investor relations support. Qurate Retail, Liberty TripAdvisor, Liberty Broadband, CommerceHub (prior to termination), Expedia Holdings and GCI Liberty reimburse Liberty for direct, out-of-pocket expenses incurred by Liberty in providing these services and in the case of Qurate Retail, Qurate Retail鈥檚 allocable portion of costs associated with any shared services or personnel based on an estimated percentage of time spent providing services to Qurate Retail. Liberty TripAdvisor, Liberty Broadband, CommerceHub (prior to termination), Expedia Holdings and GCI Liberty reimburse Liberty for shared services and personnel based on a flat fee. Under the Facilities Sharing Agreements, Liberty shares office space and related amenities with Qurate Retail, Liberty TripAdvisor, Liberty Broadband, Expedia Holdings and GCI Liberty at Liberty鈥檚 corporate headquarters. Under these various agreements, approximately $30听million, $24听million and $21听million of these allocated expenses were reimbursed to Liberty during the years ended December听31, 2018, 听2017 and 2016, respectively. Under the Lease Agreement, Starz leases its corporate headquarters from Liberty. The Lease Agreement with Starz for their corporate headquarters requires a payment of approximately $4听million annually, subject to certain increases based on the Consumer Price Index. The Lease Agreement expires on December听31, 2023 and contains an extension option.

The Tax Sharing Agreements provide for the allocation and indemnification of tax liabilities and benefits between Liberty and each of Starz and Liberty Broadband as well as other agreements related to tax matters. Among other things, pursuant to the Tax Sharing Agreements, Liberty has generally agreed to indemnify Starz and Liberty Broadband for taxes and losses resulting from the failure of the Starz Spin-Off and the Broadband Spin-Off, respectively, to qualify for tax-free treatment. However, Starz will be responsible for any such taxes and losses related to the Starz Spin-Off which (i)听result primarily from the breach of certain restrictive covenants made by Starz, or (ii)听result from Section听355(e) of the Internal Revenue Code of 1986 (the 鈥淐ode鈥�) applying to the Starz Spin-Off as a result of the Starz Spin-Off being part of a plan (or series of related transactions) pursuant to which one or more persons acquire a 50-percent or greater interest (measured by vote or value) in the stock of Starz, and Liberty Broadband will be responsible for any such taxes and losses related to the Broadband Spin-Off which (i)听result primarily from the breach of certain restrictive covenants made by Liberty Broadband, or (ii)听result from Section听355(e) of the Code applying to the Broadband Spin-Off as a result of the Broadband Spin-Off being part of a plan (or series of related transactions) pursuant to which one or more persons acquire a 50-percent or greater interest (measured by vote or value) in the stock of Liberty Broadband. In February 2014, the IRS and Starz entered into a closing agreement which provided that the Starz Spin-Off qualified for tax-free treatment to Starz and Liberty. In September 2015, Liberty entered into a closing agreement with the IRS which provided that the Broadband Spin-Off qualified for tax-free treatment.