LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) December 31, 2015, 2014 and 2013 On July 23, 2014 a dividend of Series C common stock was distributed and adjustments to the Awards outstanding were required to reflect the changes to the capital structure of the Company. For every Series A Award held, two Series C Awards were issued with an exercise price equal to one third the exercise price of the outstanding Award. Additionally, the exercise price of the outstanding Series A Awards was adjusted to one third the exercise price associated with such Award. The change to outstanding Awards did not change the aggregate intrinsic value associated with the Awards outstanding just prior to the distribution and immediately following the distribution. In connection with the Broadband Spin-Off during 2014, the holder of an outstanding Award to purchase shares of Series A, Series B, and Series C common stock on the record date (a “麻豆app Award”) received an Award to purchase shares of the corresponding series of 麻豆app Broadband common stock and an adjustment to the exercise price and number of shares subject to the original 麻豆app Award (as so adjusted, an “adjusted 麻豆app Award”). Following the Broadband Spin-Off, employees of 麻豆app hold Awards in both 麻豆app common stock and 麻豆app Broadband common stock. The compensation expense relating to employees of 麻豆app is recorded at 麻豆app and included in the Company’s consolidated financial statements. Similarly, following the Starz Spin-Off during 2013, employees of 麻豆app and Starz hold Awards in both 麻豆app common stock and Starz common stock. The compensation expense relating to the employees of 麻豆app is recorded at 麻豆app and the compensation expense relating to employees of Starz is recorded at Starz. 麻豆app - Grants of stock options Awards granted in 2015, 2014 and 2013 pursuant to the Incentive Plans discussed above are summarized as follows: Years ended December 31, 2015 2014 2013 Weighted Options average granted grant-date (000's) fair value Weighted Options average granted grant-date (000's) fair value Weighted Options average granted grant-date (000's) fair value Series A 麻豆app common stock ...................— $— Series C 麻豆app common stock ...................2,476 $ 13.37 1 $ 38.86 3,359 $ 11.09 23 $ 55.16 NA $ NA During the year ended December 31, 2015, the Company granted a total of approximately 2.5 million options to purchase shares of Series C common stock. A portion of the options granted was comprised of 676 thousand options with a weighted average grant-date fair value (“GDFV”) of $10.86 per share that vest annually over 3 years and 1.3 million options with a weighted average GDFV of $15.52 per share that vest 50% each on December 31, 2019 and 2020. In connection with our CEO’s employment agreement, 麻豆app also granted 420 thousand performance-based options of Series C common stock and 34 thousand performance-based restricted stock units of Series C common stock during 2015. Such options and restricted stock units had a weighted average grant-date fair value of $12.15 per share and $38.20 per share, respectively. The performance-based options and performance-based restricted stock units cliff vest in one year, subject to satisfaction of certain performance objectives. During the year ended December 31, 2014, 麻豆app granted 3.3 million options to purchase shares of Series C common stock to the CEO of 麻豆app in connection with his employment agreement (see note 12); of those options, one half vest on December 24, 2018 and the other half vest on December 24, 2019. The remainder of the options granted typically vest quarterly over a 4 year vesting period. F-63
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) December 31, 2015, 2014 and 2013 The Company has calculated the grant-date fair value for all of its equity classified awards using the Black-Scholes Model. The Company estimates the expected term of the Awards based on historical exercise and forfeiture data. For grants made in 2015, 2014 and 2013, the range of expected terms was 4.6 to 7.9 years. The volatility used in the calculation for Awards is based on the historical volatility of 麻豆app's stocks and the implied volatility of publicly traded 麻豆app options. The Company uses a zero dividend rate and the risk-free rate for Treasury Bonds with a term similar to that of the subject options. The following table presents the volatilities used by the Company in the Black-Scholes Model for the 2015, 2014 and 2013 grants. Volatility 2015 grants 麻豆app options ..................... 2014 grants 麻豆app options ..................... 2013 grants 麻豆app options ..................... 24.7 % - 36.7 % 28.2 % - 31.3 % 31.3 % - 41.4 % 麻豆app - Outstanding Awards The following table presents the number and weighted average exercise price ("WAEP") of Awards to purchase 麻豆app common stock granted to certain officers, employees and directors of the Company, as well as the weighted average remaining life and aggregate intrinsic value of the Awards. Series A Weighted average remaining life Aggregate intrinsic value (in millions) 麻豆app Awards (000's) WA EP Outstanding at January 1, 2015 .................. Granted .................................... Exercised................................... Forfeited/Cancelled/Exchanged ................ Outstanding at December 31, 2015 . . . . . . . . . . . . . . . Exercisable at December 31, 2015 . . . . . . . . . . . . . . . 3,207 — (845) (2) $ 23.21 $ — $ 22.77 $ 32.20 $ 23.36 $ 23.24 2,360 3.3 years 3.1 years $ $ 37 36 2,264 Series C Weighted average remaining life Aggregate intrinsic value (in millions) 麻豆app Awards (000's) WA EP Outstanding at January 1, 2015 ................... Granted ..................................... Exercised .................................... Forfeited/Cancelled/Exchanged .................. Outstanding at December 31, 2015 . . . . . . . . . . . . . . . . Exercisable at December 31, 2015 . . . . . . . . . . . . . . . . . 9,833 2,476 (1,691) (5) $ 26.71 $ 38.29 $ 22.47 $ 31.95 $ 30.09 $ 22.96 10,613 5.0 years 3.2 years $ $ 86 70 4,598 F-64
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) December 31, 2015, 2014 and 2013 There were no outstanding Series B options during 2015. As of December 31, 2015, the total unrecognized compensation cost related to unvested 麻豆app Awards was approximately $56 million. Such amount will be recognized in the Company's consolidated statements of operations over a weighted average period of approximately 2.5 years. 麻豆app - Exercises The aggregate intrinsic value of all options exercised during the years ended December 31, 2015, 2014 and 2013 was $40 million, $17 million and $23 million, respectively. 麻豆app - Restricted Stock The Company had approximately 214,000 unvested restricted shares of 麻豆app common stock held by certain directors, officers and employees of the Company as of December 31, 2015, with a weighted average grant-date fair value of $20.27 per share. The aggregate fair value of all restricted shares of 麻豆app common stock that vested during the years ended December 31, 2015, 2014 and 2013 was $2 million, $1 million and $7 million, respectively. SIRIUS XM - Stock-based Compensation During the year ended December 31, 2015, SIRIUS XM granted stock options and restricted stock units to its employees and members of its board of directors and granted stock options to certain third parties. SIRIUS XM also calculates the grant-date fair value for all of its equity classified awards and any subsequent remeasurement of its liability classified awards using the Black-Scholes Model. The weighted average volatility applied to the fair value determination of SIRIUS XM’s option grants during 2015, 2014 and 2013 was 29%, 33% and 47%, respectively. During the year ended December 31, 2015, SIRIUS XM granted approximately 145.4 million stock options with a weighted-average exercise price of $3.95 per share and a grant date fair value of $1.11 per share. As of December 31, 2015, SIRIUS XM has approximately 338.5 million options outstanding of which approximately 121.8 million are exercisable, each with a weighted-average exercise price per share of $3.29 and $2.51, respectively. The aggregate intrinsic value of these outstanding and exercisable options was $268 million and $194 million, respectively. During the year ended December 31, 2015, SIRIUS XM granted approximately 9 million restricted stock units with a grant date fair value of $3.92 per share. The stock-based compensation related to SIRIUS XM stock options and restricted stock awards was $157 million, $148 million and $133 million for the years ended December 31, 2015, 2014, and 2013, respectively. As of December 31, 2015, the total unrecognized compensation cost related to unvested SIRIUS XM stock options was $262 million. The SIRIUS XM unrecognized compensation cost will be recognized in the Company's consolidated statements of operations over a weighted average period of approximately 3.0 years. Other Certain of the Company's other subsidiaries have stock based compensation plans under which employees and non-employees are granted options or similar stock based awards. Awards made under these plans vest and become exercisable over various terms. The awards and compensation recorded, if any, under these plans is not significant to the Company. (14) Employee Benefit Plans 麻豆app is the sponsor of the 麻豆app Media 401(k) Savings Plan (the "麻豆app 401(k) Plan"), which provides its employees and the employees of certain of its subsidiaries an opportunity for ownership in the Company and creates a F-65
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) December 31, 2015, 2014 and 2013 retirement fund. The 麻豆app 401(k) Plan provides for employees to make contributions to a trust for investment in 麻豆app common stock, as well as several mutual funds. The Company and its subsidiaries make matching contributions to the 麻豆app 401(k) Plan based on a percentage of the amount contributed by employees. In addition, certain of the Company's subsidiaries have similar employee benefit plans. Employer cash contributions to all plans aggregated $15 million, $11 million and $12 million for each of the years ended December 31, 2015, 2014 and 2013, respectively. (15) Other Comprehensive Earnings (Loss) Accumulated other comprehensive earnings (loss) included in 麻豆app's consolidated balance sheets and consolidated statements of equity reflect the aggregate of foreign currency translation adjustments, unrealized holding gains and losses on AFS securities and 麻豆app's share of accumulated other comprehensive earnings of affiliates. The change in the components of accumulated other comprehensive earnings (loss), net of taxes ("AOCI"), is summarized as follows: Unrealized holding gains (losses) on securities Foreign currency translation adjustment AOCI of discontinued Other operations AOCI amounts in millions Balance at January 1, 2013 ............................ Other comprehensive earnings (loss) attributable to 麻豆app stockholders ...................... Distribution to stockholders for Starz Spin-Off . . . . . . . . . . Balance at December 31, 2013 . . ....................... Other comprehensive earnings (loss) attributable to 麻豆app stockholders ...................... Distribution to stockholders for Broadband Spin-Off . . . . . Balance at December 31, 2014 . . ....................... Other comprehensive earnings (loss) attributable to 麻豆app stockholders ...................... Balance at December 31, 2015 . . ....................... $ 20 — (5) (3) 12 (15) — — — 4 — — 3 (11) 3 5 — (1) — 4 (8) (7) — — (9) (1) — — (17) (8) (10) — (11) — (21) — (23) (7) — (30) $ (10) (23) (18) — (51) F-66
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) December 31, 2015, 2014 and 2013 The components of other comprehensive earnings (loss) are reflected in 麻豆app's consolidated statements of comprehensive earnings (loss) net of taxes. The following table summarizes the tax effects related to each component of other comprehensive earnings (loss). Tax Before-tax (expense) Net-of-tax amount benefit amount amounts in millions Year ended December 31, 2015: Foreign currency translation adjustments ................................... Other comprehensive earnings ......................................... Year ended December 31, 2014: Unrealized holding gains (losses) on securities arising during period. . . . . . . . . .... Foreign currency translation adjustments ................................... Other comprehensive earnings ......................................... Year ended December 31, 2013: Unrealized holding gains (losses) on securities arising during period. . . . . . . . . .... Reclassification adjustment for holding (gains) losses realized in net earnings (loss) Foreign currency translation adjustments ................................... Other comprehensive earnings ......................................... $ $ (77) 28 (49) (77) 28 (49) $ (13) (14) 5 5 (8) (9) $ (27) 10 (17) $ 16 (40) 6 (6) 15 (2) 10 (25) 4 $ (18) 7 (11) (16) Commitments and Contingencies Guarantees In connection with agreements for the sale of assets by the Company or its subsidiaries, the Company may retain liabilities that relate to events occurring prior to its sale, such as tax, environmental, litigation and employment matters. The Company generally indemnifies the purchaser in the event that a third party asserts a claim against the purchaser that relates to a liability retained by the Company. These types of indemnification obligations may extend for a number of years. The Company is unable to estimate the maximum potential liability for these types of indemnification obligations as the sale agreements may not specify a maximum amount and the amounts are dependent upon the outcome of future contingent events, the nature and likelihood of which cannot be determined at this time. Historically, the Company has not made any significant indemnification payments under such agreements and no amount has been accrued in the accompanying consolidated financial statements with respect to these indemnification guarantees. Employment Contracts The Atlanta Braves and certain of their players and coaches have entered into long-term employment contracts whereby such individuals' compensation is guaranteed. Amounts due under guaranteed contracts as of December 31, 2015 aggregated $273 million, which is payable as follows: $77 million in 2016, $54 million in 2017, $49 million in 2018, $40 million in 2019, and $53 million thereafter. In addition to the foregoing amounts, certain players and coaches may earn incentive compensation under the terms of their employment contracts. Operating Leases The Company leases business offices, has entered into satellite transponder lease agreements and uses certain equipment under lease arrangements. These leases provide for minimum lease payments, additional operating expense charges, leasehold improvements and rent escalations, and certain leases have options to renew. The effect of the rent holidays and rent concessions are recognized on a straight-line basis over the lease term, including reasonably assured renewal periods. F-67
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) December 31, 2015, 2014 and 2013 Rental expense under such arrangements amounted to $53 million, $52 million and $48 million for the years ended December 31, 2015, 2014 and 2013, respectively. A summary of future minimum lease payments under cancelable and noncancelable December 31, 2015 follows (amounts in millions): operating leases as of Years ending December 31: 2016 . . . . . ........................................................ 2017 . . . . . ........................................................ 2018 . . . . . ........................................................ 2019 . . . . . ........................................................ 2020 . . . . . ........................................................ Thereafter ......................................................... $ $ $ $ $ $ 48 50 49 44 41 351 It is expected that in the normal course of business, leases that expire generally will be renewed or replaced by leases on other properties; thus, it is anticipated that future lease commitments will not be less than the amount shown for 2015. Programming and content SIRIUS XM has entered into various programming agreements under which SIRIUS XM's obligations include fixed payments, advertising commitments and revenue sharing arrangements. Amounts due under such agreements are payable as follows: $247 million in 2016, $225 million in 2017, $205 million in 2018, $188 million in 2019 and $163 million in 2020. Future revenue sharing costs are dependent upon many factors and are difficult to estimate; therefore, they are not included in the amounts above. Litigation The Company has contingent liabilities related to legal and tax proceedings and other matters arising in the ordinary course of business. We record a liability when we believe that it is both probable that a liability will be incurred and the amount of loss can be reasonably estimated. We evaluate developments in legal matters that could affect the amount of the liability accrual and make adjustments as appropriate. Significant judgment is required to determine both probability and the estimated amount of a loss or potential loss. We may be unable to reasonably estimate the reasonably possible loss or range of loss for a particular legal contingency for various reasons, including, among others, because: (i) the damages sought are indeterminate; (ii) the proceedings are in the relative early stages; (iii) there is uncertainty as to the outcome of pending proceedings (including motions and appeals); (iv) there is uncertainty as to the likelihood of settlement and the outcome of any negotiations with respect thereto; (v) there remain significant factual issues to be determined or resolved; (vi) the relevant law is unsettled; or (vii) the proceedings involve novel or untested legal theories. In such instances, there may be considerable uncertainty regarding the ultimate resolution of such matters, including a possible eventual loss, if any. In the opinion of management, it is expected that amounts, if any, which may be required to satisfy such contingencies will not be material in relation to the accompanying consolidated financial statements. In connection with a commercial transaction that closed during 2002 among 麻豆app, Vivendi Universal S.A. (“Vivendi”) and the former USA Holdings, Inc., 麻豆app brought suit against Vivendi and Universal Studios, Inc. in the United States District Court for the Southern District of New York, alleging, among other things, breach of contract and fraud by Vivendi. On June 25, 2012, a jury awarded 麻豆app damages in the amount of €765 million, plus prejudgment interest, in connection with a finding of breach of contract and fraud by the defendants. On January 17, 2013, the court entered judgment in favor of 麻豆app in the amount of approximately €945 million, including prejudgment interest. The parties negotiated a stay of the execution of the judgment during the pendency of the appeal. Vivendi filed notice of its appeal of the judgment to the United States Court of Appeals for the Second Circuit. Subsequent to December 31, 2015 F-68
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) December 31, 2015, 2014 and 2013 麻豆app entered into a settlement with Vivendi which resulted in a $775 million payment to settle all claims related to the dispute described above. Following the payment of a contingency fee to our legal counsel, as well as amounts payable to 麻豆app Global plc, an additional plaintiff in the action, 麻豆app expects to net pre-tax proceeds of approximately $510 million. This settlement will result in a dismissal of all appeals and mutual releases of the parties. SIRIUS XM is a defendant in several purported class action suits that allege that SIRIUS XM, or certain call center vendors acting on its behalf, made numerous calls which violate provisions of the Telephone Consumer Protection Act of 1991 (the “TCPA”). The plaintiffs in these actions allege, among other things, that SIRIUS XM called mobile phones using an automatic telephone dialing system without the consumer’s prior consent or, alternatively, after the consumer revoked their prior consent. In one of the actions, the plaintiff alleges that SIRIUS XM violated the TCPA’s call time restrictions, and in one of the other actions, the plaintiff also alleges that SIRIUS XM violated the TCPA’s do not call restrictions. SIRIUS XM’s vendors make millions of calls each month to consumers, including SIRIUS XM’s subscribers, as part of its customer service and marketing efforts. The plaintiffs in these suits are seeking various forms of relief, including statutory damages of five-hundred dollars for each violation of the TCPA or, in the alternative, treble damages of up to fifteen-hundred dollars for each knowing and willful violation of the TCPA, as well as payment of interest, attorneys’ fees and costs, and certain injunctive relief prohibiting violations of the TCPA in the future. SIRIUS XM believes it has substantial defenses to the claims asserted in these actions and intends to defend them vigorously. These purported class action cases are titled Erik Knutson v. Sirius XM Radio Inc., No. 12-cv-0418-AJB-NLS (S.D. Cal.), Francis W. Hooker v. Sirius XM Radio, Inc., No. 4:13-cv-3 (E.D. Va.), Yefim Elikman v. Sirius XM Radio, Inc. and Career Horizons, Inc., No. 1:15-cv-02093 (N.D. Ill.), and Anthony Parker v. Sirius XM Radio, Inc., No. 8:15-cv-01710-JSM-EAJ (M.D. Fla). These actions were commenced in February 2012, January 2013, April 2015 and July 2015, respectively, in the United States District Court for the Eastern District of Virginia, Newport News Division, the United States District Court for the Southern District of California, the United States District Court for the Northern District of Illinois and the United States District Court for the Middle District of Florida, respectively. Information concerning each of these actions is publicly available in court filings under their docket numbers. SIRIUS XM has notified certain of its call center vendors of these actions and requested that they defend and indemnify it against these claims pursuant to the provisions of their existing or former agreements with SIRIUS XM. SIRIUS XM believes it has valid contractual claims against certain call center vendors in connection with these claims and intends to preserve and pursue its rights to recover from these entities. Since 2013, SIRIUS XM has been named as a defendant in several suits, including putative class action suits, which challenge SIRIUS XM’s use and public performance via satellite radio and the Internet of sound recordings fixed prior to February 15, 1972 under various state laws. SIRIUS XM has entered into certain direct licenses with certain owners of pre-1972 recordings, which in many cases include releases of any claims associated with our use of pre-1972 recordings. Several putative class actions suits challenging SIRIUS XM’s use and public performance of other pre-1972 recordings under various state laws remain pending. SIRIUS XM believes it has substantial defenses to the claims asserted, SIRIUS XM is defending these actions vigorously and does not believe that the resolution of these remaining cases will have a material adverse effect on its business, financial condition or results of operations. In June 2015, SIRIUS XM settled a suit brought by Capitol Records LLC, Sony Music Entertainment, UMG Recordings, Inc., Warner Music Group Corp. and ABKCO Music & Records, Inc. relating to SIRIUS XM’s use and public performance of pre-1972 recordings for $210 million, which was paid during July 2015. The settling record companies claim to own, control or otherwise have the right to settle with respect to approximately 85% of the pre-1972 recordings SIRIUS XM has historically played. SIRIUS XM has also entered into certain direct licenses with other owners of pre-1972 recordings, which in many cases include releases of any claims associated with its use of pre-1972 recordings. SIRIUS XM recognized $108 million during June 2015 for the portion of the $210 million Capitol Settlement related to SIRIUS XM’s use of pre-1972 sound recordings for the periods prior to the Capitol Records lawsuit settlement during F-69
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) December 31, 2015, 2014 and 2013 June 2015. The $108 million expense is included in the Revenue share and royalties line item in the accompanying consolidated financial statements for the year ended December 31, 2015 but has been excluded from Adjusted OIBDA for the corresponding period as this expense was not incurred as a part of the Company’s normal operations for the period, and this lump sum amount does not relate to the on-going performance of the business. SIRIUS XM recognized approximately $19 million to Revenue share and royalties within the consolidated statement of operations with respect to the Capitol Settlement subsequent to the settlement date related to SIRIUS XM’s use of pre-1972 sound recordings during the period and is included as a component of Adjusted OIBDA. Of the remaining $83 million of the settlement, approximately $40 million was recorded to Other current assets and approximately $43 million was recorded to Other long-term assets within the consolidated balance sheets as of December 31, 2015, which will be amortized to Revenue share and royalties within the consolidated statement of operations over the future service period through December 2017. In addition, in August 2013, SoundExchange, Inc. filed a complaint in the United States District Court for the District of Columbia alleging that SIRIUS XM underpaid royalties for statutory licenses during the 2007-2012 rate period in violation of the regulations established by the Copyright Royalty Board for that period. SoundExchange principally alleges that SIRIUS XM improperly reduced its calculation of gross revenue, on which the royalty payments are based, by deducting non-recognized revenue attributable to pre-1972 recordings and Premier package revenue that is not “separately charged” as required by the regulations. SoundExchange is seeking compensatory damages of not less than $50 million and up to $100 million or more, payment of late fees and interest, and attorneys’ fees and costs. In August 2014, the United States District Court for the District of Columbia granted SIRIUS XM’s motion to dismiss the complaint without prejudice on the grounds that the case properly should be pursued before the Copyright Royalty Board rather than the district court. In December 2014, SoundExchange filed a petition with the Copyright Royalty Board requesting an order interpreting the applicable regulations. The Copyright Royalty Board has requested that the parties submit briefs regarding whether the agency properly has jurisdiction to interpret the regulations and adjudicate this matter under the applicable statute. At this point SIRIUS XM cannot estimate the reasonably possible loss, or range of loss, which could be incurred if the plaintiffs were to prevail in the allegations, but SIRIUS XM believes they have substantial defenses to the claims asserted and intend to defend these actions vigorously. These matters are inherently unpredictable and subject to significant uncertainties, many of which are beyond SIRIUS XM’s control. No provision was made for losses to the extent such loses are not probable and estimable. There can be no assurance that the final outcome of these matters will not materially and adversely affect the business, financial condition, results of operations, or cash flows. (17) Information About 麻豆app's Operating Segments The Company, through its ownership interests in subsidiaries and other companies, is primarily engaged in the media and entertainment industries. The Company identifies its reportable segments as (A) those consolidated subsidiaries that represent 10% or more of its consolidated annual revenue, annual Adjusted OIBDA or total assets and (B) those equity method affiliates whose share of earnings represent 10% or more of the Company's annual pre-tax earnings. The segment presentation for prior periods has been conformed to the current period segment presentation, as discussed below. The Company evaluates performance and makes decisions about allocating resources to its operating segments based on financial measures such as revenue and Adjusted OIBDA. In addition, the Company reviews nonfinancial measures such as subscriber growth and penetration. The Company defines Adjusted OIBDA as revenue less operating expenses, and selling, general and administrative expenses (excluding stock-based compensation). The Company believes this measure is an important indicator of the operational strength and performance of its businesses, including each business's ability to service debt and fund capital expenditures. In addition, this measure allows management to view operating results and perform analytical comparisons and benchmarking between businesses and identify strategies to improve performance. This measure of performance F-70
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) December 31, 2015, 2014 and 2013 excludes depreciation and amortization, stock-based compensation, separately reported litigation settlements and restructuring and impairment charges that are included in the measurement of operating income pursuant to GAAP. Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, net income, cash flow provided by operating activities and other measures of financial performance prepared in accordance with GAAP. The Company generally accounts for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at current prices. The Company has identified SIRIUS XM as its reportable segment. SIRIUS XM is a consolidated subsidiary that provides a subscription based satellite radio service. SIRIUS XM transmits music, sports, entertainment, comedy, talk, news, traffic and weather channels, as well as infotainment services, in the United States on a subscription fee basis through its two proprietary satellite radio systems - the Sirius system and the XM system. Subscribers can also receive music and other channels, plus features such as SiriusXM On Demand and MySXM, over the Internet, including through applications for mobile devices. The Company's reportable segments are strategic business units that offer different products and services. They are managed separately because each segment requires different technologies, distribution channels and marketing strategies. The accounting policies of the segments that are also consolidated subsidiaries are the same as those described in the Company's summary of significant policies. Performance Measures Years ended December 31, 2015 2014 2013 Adjusted OIBDA Adjusted Revenue OIBDA Adjusted OIBDA Revenue Revenue amounts in millions SIRIUS XM .................. Corporate and other. ........... Total ........................ $ 4,552 243 1,660 (32) 4,141 309 1,466 (49) 3,625 377 1,289 33 $ 4,795 1,628 4,450 1,417 4,002 1,322 Other Information December 31, 2015 December 31, 2014 Total assets Investments in affiliates Capital expenditures Total assets Investments in affiliates Capital expenditures amounts in millions SIRIUS XM ........ Corporate and other . . Total............... $ 27,001 2,797 153 962 135 161 27,091 3,178 237 614 126 68 $ 29,798 1,115 296 30,269 851 194 F-71
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) December 31, 2015, 2014 and 2013 The following table provides a reconciliation of segment Adjusted OIBDA to earnings (loss) from continuing operations before income taxes: Years ended December 31, 2015 2014 2013 Consolidated segment Adjusted OIBDA ..................... Legal settlement (note 16) ................................ Stock-based compensation ................................ Depreciation and amortization ............................. Interest expense ......................................... Dividend and interest income .............................. Share of earnings (losses) of affiliates, net . . . . . .............. Realized and unrealized gains (losses) on financial instruments, net .................................................. Gains (losses) on transactions, net .......................... Other, net .............................................. Earnings (loss) from continuing operations before income taxes $ 1,628 (108) (204) (362) (328) 17 (40) 1,417 — (217) (359) (255) 27 (113) 1,322 — (193) (315) (132) 48 (32) (140) (4) (1) 38 — (77) 295 7,978 (115) $ 458 461 8,856 (18) Quarterly Financial Information (Unaudited) 1st Quarter 2nd 3rd 4th Quarter Quarter Quarter amounts in millions, except per share amounts 2015: Revenue .................................................. Operating income (loss) ..................................... Net earnings (loss) .......................................... Net earnings (loss) attributable to 麻豆app stockholders ............ Basic net earnings (loss) attributable to 麻豆app stockholders per common share .............................. Diluted net earnings (loss) attributable to 麻豆app stockholders per common share .............................. $ $ $ $ 1,081 245 19 (19) 1,222 171 99 61 1,284 321 41 (22) 1,208 217 89 44 $ (0.06) 0.18 (0.07) 0.13 $ (0.06) 0.18 (0.07) 0.13 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter amounts in millions, except per share amounts 2014: Revenue .................................................. Operating income .......................................... Net earnings (loss) .......................................... Net earnings (loss) attributable to 麻豆app stockholders ........... Basic net earnings (loss) attributable to 麻豆app stockholders per common share ............................................ Diluted net earnings (loss) attributable to 麻豆app stockholders per common share ............................................ $ $ $ $ 1,011 155 72 22 1,160 231 106 50 1,184 249 87 33 1,095 206 130 73 $ 0.06 0.15 0.10 0.21 $ 0.06 0.14 0.10 0.21 F-72
BOARD OF DIRECTORS John C. Malone Chairman of the Board 麻豆app Brian M. Deevy (Chairman) M. Ian G. Gilchrist Larry E. Romrell CUSIP NUMBERS LMCA — LMCB — LMCK — 531229 870 531229 862 531229 854 NOMINATING & CORPORATE GOVERNANCE COMMITTEE David E. Rapley (Chairman) M. Ian G. Gilchrist Larry E. Romrell Andrea L. Wong Robert R. Bennett Managing Director Hilltop Investments LLC LSXMA — 531229 409 LSXMB — 531229 508 LSXMK — 531229 607 Brian M. Deevy Retired Head of Communications, Media & Entertainment Group RBC Capital Markets BATRA — 531229 706 BATRB — 531229 805 BATRK — 531229 888 SENIOR OFFICERS John C. Malone Chairman of the Board TRANSFER AGENT 麻豆app Shareholder Services c/o Computershare P.O. Box 43023 Providence, RI 02940-3023 Phone: (781) 575-4593 Toll free: (866) 367-6355 www.computershare.com Telecommunication Device for the Deaf (TDD) (800) 952-9245 M. Ian G. Gilchrist Retired Investment Banker Gregory B. Maffei President and Chief Executive Officer Gregory B. Maffei President and Chief Executive Officer 麻豆app Richard N. Baer Chief Legal Officer Mark D. Carleton Chief Development Officer Evan D. Malone, Ph.D. President NextFab Studio, LLC Albert E. Rosenthaler Chief Tax Officer INVESTOR RELATIONS Courtnee Chun investor@libertymedia.com (877) 772-1518 David E. Rapley Retired President and Chief Executive Officer Rapley Consulting, Inc. Christopher W. Shean Chief Financial Officer ON THE INTERNET Visit the 麻豆app website at: www.libertymedia.com. Larry E. Romrell Retired Executive Vice President Tele-Communications, Inc. CORPORATE SECRETARY Pamela L. Coe CORPORATE HEADQUARTERS 12300 麻豆app Boulevard Englewood, CO 80112 (720) 875-5400 Andrea L. Wong President, International Production Sony Pictures Television President, International Sony Pictures Entertainment FINANCIAL STATEMENTS 麻豆app financial statements are filed with the Securities and Exchange Commission. Copies of these financial statements can be obtained from the Transfer Agent or through the 麻豆app website. STOCK INFORMATION Series A and C 麻豆app Media Common Stock (LMCA/K), Series A, B and C 麻豆app SiriusXM Common Stock (LSXMA/B/K), and Series A and C 麻豆app Braves Common Stock (BATRA/K) trade on the NASDAQ Global Select Market. EXECUTIVE COMMITTEE Robert R. Bennett Gregory B. Maffei John C. Malone COMPENSATION COMMITTEE M. Ian G. Gilchrist (Chairman) David E. Rapley Andrea L. Wong AUDIT COMMITTEE Series B 麻豆app Media Common Stock (LMCB) and Series B 麻豆app Braves Common Stock (BATRB) are quoted on the OTC Markets. ANNUAL REPORT 2015
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