AMC Networks Inc
For the period ended Mar 31, 2025. Filed May 9, 2025.
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Mar 31, 2025 · Filed May 9, 2025
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Notes to Condensed Consolidated Financial Statements
Note 1. Description of Business and Basis of Presentation
Description of Business
AMC Networks Inc. ("AMC Networks") and its subsidiaries (collectively referred to as the "Company," "we," "us," or "our") own and operate entertainment businesses and assets. The Company is comprised oftwo operating segments:
Domestic Operations: Consists of ourfive national programming networks, our streaming services, our AMC Studios operation and our film distribution business. Our programming networks are AMC, We TV, BBC AMERICA ("BBCA"), IFC, and SundanceTV. Our streaming services consist of AMC+ and our targeted subscription streaming services (Acorn TV, Shudder, Sundance Now, ALLBLK, and HIDIVE). Our AMC Studios operation produces original programming for our programming services and third parties and also licenses programming worldwide. Our film distribution business includes IFC Films, RLJ Entertainment Films and Shudder. The operating segment also includes AMC Networks Broadcasting & Technology, our technical services business, which primarily services the programming networks.
International: Consists of AMC Networks International ("AMCNI"), our international programming businesses consisting of a portfolio of channels distributed around the world.
Basis of Presentation
Principles of Consolidation
The consolidated financial statements include the accounts of AMC Networks and its subsidiaries in which a controlling financial interest is maintained or variable interest entities in which the Company has determined it is the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation.
Investments in business entities in which the Company lacks control but does have the ability to exercise significant influence over operating and financial policies are accounted for using the equity method of accounting.
Unaudited Interim Financial Statements
These condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and Article 10 of Regulation S-X of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the Company's consolidated financial statements and notes thereto for the year ended December 31, 2024 contained in the Company's Annual Report on Form 10-K (our "2024 Form 10-K") filed with the SEC. The condensed consolidated financial statements presented in this Quarterly Report on Form 10-Q are unaudited; however, in the opinion of management, such financial statements reflect all adjustments, consisting solely of normal recurring adjustments, necessary for a fair presentation of the results for the interim periods presented.
The results of operations for interim periods are not necessarily indicative of the results that might be expected for future interim periods or for the full year ending December 31, 2025.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements; and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates. Significant estimates and judgments inherent in the preparation of the consolidated financial statements include the useful lives and methodologies used to amortize and assess recoverability of program rights, the estimated useful lives of intangible assets and the valuation and recoverability of goodwill and intangible assets.
Reclassifications
Certain reclassifications were made to the prior period amounts to conform to the current period presentation.
Recently Issued Accounting Standards
In November 2024, the Financial Accounting Standards Board ("FASB") issued guidance that is intended to provide investors more detailed disclosures around specific types of expenses in the notes to the financial statements for interim and annual reporting periods. The Company will incorporate the required disclosure updates for the 2027 annual financial statements, and will determine whether to apply the updates prospectively or retrospectively.
In December 2023, the FASB issued guidance that is intended to enhance the transparency and decision usefulness of income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The Company will incorporate the required disclosure updates for the 2025 annual financial statements.
Note 2. Revenue Recognition
In the first quarter of 2025, the Company updated the definitions of "affiliate revenues" and "streaming revenues." These changes have no effect on the Company's consolidated financial statements or results of operations. The impact of these changes to historical affiliate revenues and streaming revenues is not material. The new definitions are as follows:
Affiliate revenues: Represents fees received from distributors for the rights to use the Company's programming under multi-year contracts, commonly referred to as "affiliation agreements." Affiliate revenues also include fees received from distributors who provide access to the Company's streaming services to end users through a video package that also includes access to the Company's programming networks. Affiliate revenues are earned from cable and other multichannel video programming distribution platforms, including direct broadcast satellite and platforms operated by telecommunications providers and virtual multichannel video programming distributors.
Streaming revenues: Represents fees for the Company's streaming services earned from the Company's direct-to-consumer platforms as well as through streaming platform arrangements with companies that sell the Company's streaming services on the Company's behalf.
Transaction Price Allocated to Future Performance Obligations
As of March 31, 2025, other than contracts for which the Company has applied the practical expedients, the aggregate amount of transaction price allocated to remaining performance obligations was not materialto our consolidated revenues.
Contract Balances from Contracts with Customers
The following table provides information about receivables, contract assets, and contract liabilities from contracts with customers.
| (In thousands) | March 31, 2025 | December 31, 2024 |
|---|---|---|
| Balances from contracts with customers: | ||
| Accounts receivable (including long-term receivables within Other assets) | $619,606 | $674,631 |
| Contract liabilities, short-term (Deferred revenue) | 60,576 | 61,838 |
Revenue recognized for the three months ended March 31, 2025 and 2024 relating to the contract liabilities at December 31, 2024 and 2023 was $20.1 millionand $24.7 million, respectively.
In October 2023, the Company entered into an agreement enabling it to sell certain customer receivables to a financial institution on a recurring basis for cash. The transferred receivables will be fully guaranteed by a bankruptcy-remote entity and the financial institution that purchases the receivables will have no recourse to the Company's other assets in the event of non-payment by the customers. The Company can sell an indefinite amount of customer receivables under the agreement on a revolving basis, but the outstanding balance of unpaid customer receivables to the financial institution cannot exceed the initial program limit of $125.0 million at any given time. As of March 31, 2025, the Company had not yet sold any customer receivables under this agreement.
Note 3. Net Income per Share
Net income per basic share is based upon net income attributable to AMC Networks' stockholders divided by the weighted average number of shares of Class A Common Stock and Class B Common Stock outstanding during the period. Net income per diluted share reflects the dilutive effects, if any, of AMC Networks' outstanding equity-based awards and the assumed conversion of the Company's 4.25% Convertible Senior Notes due 2029 (the "Convertible Notes") issued in June 2024.
| (In thousands) | Three Months Ended March 31, | |
|---|---|---|
| 2025 | 2024 | |
| Net income attributable to AMC Networks' stockholders used for basic net income per share | $18,049 | $45,803 |
| Add: Convertible Notes interest expense, net of tax | 1,146 | — |
| Net income attributable to AMC Networks' stockholders used for diluted net income per share | $19,195 | $45,803 |
| Basic weighted average common shares outstanding | 44,821 | 44,068 |
| Effect of dilution: | ||
| Restricted stock units | 509 | 532 |
| Convertible Notes | 11,286 | — |
| Diluted weighted average common shares outstanding | 56,616 | 44,600 |
| Net income per share attributable to AMC Networks' stockholders: | ||
| Basic | $0.40 | $1.04 |
| Diluted | $0.34 | $1.03 |
For the three months ended March 31, 2025 and 2024,1.2 million and 0.2 million, respectively, of restricted stock units ("RSUs") have been excluded from the diluted weighted average common shares outstanding, as their impact would have been antidilutive.
Stock Repurchase Program
The Company's Board of Directors previously authorized a program to repurchase up to$1.5 billion of its outstanding shares of Class A Common Stock (the "Stock Repurchase Program"). The Stock Repurchase Program has no pre-established termination date and may be suspended or discontinued at any time. For the three months ended March 31, 2025 and 2024, the Company didnot repurchase any shares of its Class A Common Stock. As of March 31, 2025, the Company had$135.3 million of authorization remaining for repurchase under the Stock Repurchase Program.
Note 4. Restructuring and Other Related Charges
The Company recorded restructuring and other related charges of$4.8 million for the three months ended March 31, 2025, primarily related to the planned wind-down of a U.K. joint venture in its International segment. Additionally, the Company commenced a restructuring plan related to its International segment (the “AMCNI Plan”) designed to achieve cost reductions and streamline operations in Southern Europe, including channel re-branding and a reduction of workforce. The Company estimates it will incur approximately $5.0 million of additional restructuring charges in connection with the AMCNI Plan, which is expected to be substantially completed by the end of 2025. There wereno restructuring and other related charges for the three months ended March 31, 2024.
The following table summarizes the restructuring and other related charges (credits) recognized by operating segment:
| (In thousands) | Three Months Ended March 31, 2025 |
|---|---|
| Domestic Operations | $(1,571) |
| International | 6,360 |
| Total restructuring and other related charges | $4,789 |
The following table summarizes accrued restructuring and other related costs:
| (In thousands) | Severance and Employee-Related Costs | Content Impairments and Other Exit Costs | Total |
|---|---|---|---|
| Balance at December 31, 2024 | $4,884 | $1,337 | $6,221 |
| Charges | 2,786 | 2,003 | 4,789 |
| Cash payments | (5,396) | (355) | (5,751) |
| Non-cash content impairment adjustments | — | (3,470) | (3,470) |
| Other | (16) | 1,652 | 1,636 |
| Balance at March 31, 2025 | $2,258 | $1,167 | $3,425 |
Accrued restructuring and other related costs of $3.4 million and $6.2 million are included in Accrued liabilities in the condensed consolidated balance sheets at March 31, 2025 and December 31, 2024, respectively.
Note 5. Program Rights
Total capitalized produced and licensed content by predominant monetization strategy is as follows:
| March 31, 2025 | ||||
|---|---|---|---|---|
| (In thousands) · Predominantly Monetized Individually · Predominantly Monetized as a Group · Total | ||||
| Owned original program rights, net: | ||||
| Completed | $60,761 | $624,604 | $685,365 | |
| In-production and in-development | — | 227,271 | 227,271 | |
| Total owned original program rights, net | $60,761 | $851,875 | $912,636 | |
| Licensed program rights, net: | ||||
| Licensed film and acquired series | $182 | $539,564 | $539,746 | |
| Licensed originals | — | 139,021 | 139,021 | |
| Advances and other production costs | — | 67,161 | 67,161 | |
| Total licensed program rights, net | 182 | 745,746 | 745,928 | |
| Program rights, net | $60,943 | $1,597,621 | $1,658,564 | |
| Current portion of program rights, net | $3,119 | |||
| Program rights, net (long-term) | 1,655,445 | |||
| $1,658,564 | ||||
| December 31, 2024 | ||||
|---|---|---|---|---|
| (In thousands) · Predominantly Monetized Individually · Predominantly Monetized as a Group · Total | ||||
| Owned original program rights, net: | ||||
| Completed | $65,129 | $647,632 | $712,761 | |
| In-production and in-development | — | 222,660 | 222,660 | |
| Total owned original program rights, net | $65,129 | $870,292 | $935,421 | |
| Licensed program rights, net: | ||||
| Licensed film and acquired series | $261 | $543,396 | $543,657 | |
| Licensed originals | — | 147,245 | 147,245 | |
| Advances and other production costs | — | 90,318 | 90,318 | |
| Total licensed program rights, net | 261 | 780,959 | 781,220 | |
| Program rights, net | $65,390 | $1,651,251 | $1,716,641 | |
| Current portion of program rights, net | $2,689 | |||
| Program rights, net (long-term) | 1,713,952 | |||
| $1,716,641 | ||||
Amortization, including write-offs, of owned and licensed program rights, included in Technical and operating expenses in the condensed consolidated statements of income, is as follows:
| Three Months Ended March 31, 2025 | |||
|---|---|---|---|
| (In thousands) | Predominantly Monetized Individually | Predominantly Monetized as a Group | Total |
| Owned original program rights | $3,893 | $87,143 | $91,036 |
| Licensed program rights | 79 | 106,766 | 106,845 |
| $3,972 | $193,909 | $197,881 | |
| Three Months Ended March 31, 2024 | |||
|---|---|---|---|
| (In thousands) | Predominantly Monetized Individually | Predominantly Monetized as a Group | Total |
| Owned original program rights | $24,852 | $60,106 | $84,958 |
| Licensed program rights | 1,631 | 115,963 | 117,594 |
| $26,483 | $176,069 | $202,552 | |
There were no significant program rights write-offs included in technical and operating expenses for the three months ended March 31, 2025 or 2024.
In the normal course of business, the Company may qualify for tax incentives through eligible spend on productions. Receivables related to tax incentives earned on production spend as of March 31, 2025 consisted of $191.5 million recorded in Prepaid expenses and other current assets and $44.0 million recorded in Other assets. Receivables related to tax incentives earned on production spend as of December 31, 2024 consisted of $182.0 million recorded in Prepaid expenses and other current assets and $42.4 million recorded in Other assets.
Note 6. Investments
The Company holds several investments in and loans to non-consolidated entities that are included in Other assets in the condensed consolidated balance sheets. Equity method investments were $85.2 million and $81.8 million at March 31, 2025 and December 31, 2024, respectively. Investments in non-marketable equity securities were$43.9 million at March 31, 2025 and December 31, 2024.
Note 7. Goodwill and Other Intangible Assets
The carrying amount of goodwill, by operating segment, is as follows:
| (In thousands) | Domestic Operations | International | Total |
|---|---|---|---|
| December 31, 2024 | $80,038 | $166,266 | $246,304 |
| Foreign currency translation | — | 4,424 | 4,424 |
| March 31, 2025 | $80,038 | $170,690 | $250,728 |
As of March 31, 2025 and December 31, 2024, accumulated impairment charges totaled $556.2 million.
The following tables summarize information relating to the Company's identifiable intangible assets:
| (In thousands) | March 31, 2025 | |||
|---|---|---|---|---|
| Gross · Accumulated Amortization · Net · Estimated Useful Lives | ||||
| Amortizable intangible assets: | ||||
| Affiliate and customer relationships | $616,581 | $(468,215) | $148,366 | 6 to 25 years |
| Advertiser relationships | 46,282 | (46,282) | — | 11 years |
| Trade names and other amortizable intangible assets | 89,841 | (48,146) | 41,695 | 3 to 20 years |
| Total amortizable intangible assets | 752,704 | (562,643) | 190,061 | |
| Indefinite-lived intangible assets: | ||||
| Trademarks | 19,900 | — | 19,900 | |
| Total intangible assets | $772,604 | $(562,643) | $209,961 | |
| (In thousands) | December 31, 2024 | ||
|---|---|---|---|
| Gross · Accumulated Amortization · Net | |||
| Amortizable intangible assets: | |||
| Affiliate and customer relationships | $610,048 | $(456,052) | $153,996 |
| Advertiser relationships | 46,282 | (46,282) | — |
| Trade names and other amortizable intangible assets | 88,751 | (46,169) | 42,582 |
| Total amortizable intangible assets | 745,081 | (548,503) | 196,578 |
| Indefinite-lived intangible assets: | |||
| Trademarks | 19,900 | — | 19,900 |
| Total intangible assets | $764,981 | $(548,503) | $216,478 |
Aggregate amortization expense for amortizable intangible assets for the three months ended March 31, 2025 and 2024 was $7.8 million and $8.6 million, respectively.
Estimated aggregate amortization expense for intangible assets subject to amortization for each of the following five years is:
| (In thousands) | |
|---|---|
| Years Ending December 31, | |
| 2025 | $30,300 |
| 2026 | 29,390 |
| 2027 | 25,088 |
| 2028 | 22,959 |
| 2029 | 19,789 |
Note 8. Accrued Liabilities
Accrued liabilities consist of the following:
| (In thousands) | March 31, 2025 | December 31, 2024 |
|---|---|---|
| Employee related costs | $95,529 | $79,873 |
| Participations and residuals | 117,453 | 118,101 |
| Interest | 25,151 | 60,485 |
| Other accrued expenses | 32,723 | 32,259 |
| Total accrued liabilities | $270,856 | $290,718 |
Note 9. Long-term Debt
The Company's long-term debt consists of:
| (In thousands) | March 31, 2025 | December 31, 2024 |
|---|---|---|
| Senior Secured Credit Facility: (a) | ||
| Term Loan A Facility | $357,500 | $365,625 |
| Senior Notes: | ||
| 10.25% Senior Secured Notes due January 2029 | 875,000 | 875,000 |
| 4.25% Senior Notes due February 2029 | 985,010 | 985,010 |
| 4.25% Convertible Senior Notes due February 2029 | 143,750 | 143,750 |
| Total long-term debt | 2,361,260 | 2,369,385 |
| Unamortized discount | (23,598) | (25,014) |
| Unamortized deferred financing costs | (7,599) | (8,152) |
| Long-term debt, net | 2,330,063 | 2,336,219 |
| Current portion of long-term debt | 97,500 | 7,500 |
| Noncurrent portion of long-term debt | $2,232,563 | $2,328,719 |
(a)Represents the aggregate principal amount of the debt, with the Term Loan A (non-extended) of $90.0 million maturing in February 2026, the Term Loan A (extended) of $267.5 million maturing in April 2028, and commitments under our undrawn $175.0 million revolving credit facility terminating in April 2028. Total undrawn revolver commitments are available to be drawn for general corporate purposes of the Company.
During the three months ended March 31, 2025, the Company repaid $8.1 million of the principal amount of the Term Loan A Facility.
In April 2025, the Company repurchased $31.6 million principal amount of its 4.25% Senior Notes due February 2029 (the "Senior Notes") through open market repurchases, at a discount of $9.3 million, and retired the repurchased notes. The discount, net of the write-off of a portion of the unamortized discount and deferred financing costs associated with the Senior Notes, will be recognized as a gain on extinguishment of debt in the condensed consolidated statements of income in the second quarter of 2025. In May 2025, the Company voluntarily prepaid $20.0 million of borrowings under the Term Loan A Facility.
AMC Networks' credit agreement (as amended, the "Credit Agreement") generally requires AMC Networks Inc. and its restricted subsidiaries on a consolidated basis to comply with a maximum total net leverage ratio of 5.75:1.00 from April 9, 2024 through March 31, 2026, after which the maximum total net leverage ratio changes to 5.50:1.00. In addition, the Credit Agreement requires a minimum interest coverage ratio of 2.00:1.00 for AMC Networks Inc. and its restricted subsidiaries on a consolidated basis through September 30, 2026, after which the minimum interest coverage ratio changes to 2.25:1.00. All borrowings under the Credit Agreement are subject to the satisfaction of customary conditions, including the absence of a default and accuracy of representations and warranties. AMC Networks was in compliance with all of its financial covenants under the Credit Agreement as of March 31, 2025.
Note 10. Leases
The Company's leases consist of non-cancelable agreements for office space, and to a lesser extent, equipment leases for satellite transponders, which expire at various dates through 2033. Leases with an initial term of 12 months or less are not recorded on the balance sheet, instead the lease expense is recorded on a straight-line basis over the lease term. For lease agreements entered into, we combine lease and non-lease components. Some leases include options to extend the lease term or terminate the lease prior to the end of the lease term. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise.
The leases generally provide for fixed annual rentals plus certain other costs or credits. Some leases include rental payments based on a percentage of revenue over contractual levels or based on an index or rate. Our lease agreements do not include any material residual value guarantees or material restrictive covenants.
Since the rate implicit in our leases is not readily determinable, the Company uses its incremental borrowing rate based on the information available at the lease commencement date to determine the present value of the lease payments.
The following table summarizes the leases included in the condensed consolidated balance sheets:
| (In thousands) | Balance Sheet Location | March 31, 2025 | December 31, 2024 |
|---|---|---|---|
| Assets | |||
| Operating | Operating lease right-of-use assets | $54,595 | $58,390 |
| Finance | Property and equipment, net | 11,344 | 11,695 |
| Total lease assets | $65,939 | $70,085 | |
| Liabilities | |||
| Current: | |||
| Operating | Current portion of lease obligations | $29,276 | $27,798 |
| Finance | Current portion of lease obligations | 4,397 | 4,641 |
| $33,673 | $32,439 | ||
| Noncurrent: | |||
| Operating | Lease obligations | $44,525 | $51,929 |
| Finance | Lease obligations | 11,892 | 12,652 |
| $56,417 | $64,581 | ||
| Total lease liabilities | $90,090 | $97,020 | |
Note 11. Fair Value Measurement
The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity's pricing based upon their own market assumptions. The fair value hierarchy consists of the following three levels:
Level I - Quoted prices for identical instruments in active markets.
Level II - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.
Level III - Instruments whose significant value drivers are unobservable.
The following table presents for each of these hierarchy levels, the Company's financial assets and liabilities that are measured at fair value on a recurring basis at March 31, 2025 and December 31, 2024:
| (In thousands) | Level I | Level II | Level III | Total |
|---|---|---|---|---|
| At March 31, 2025: | ||||
| Assets | ||||
| Cash equivalents | $320,782 | $— | $— | $320,782 |
| Foreign currency derivatives | — | 5,925 | — | 5,925 |
| Liabilities | ||||
| Foreign currency derivatives | — | 3,240 | — | 3,240 |
| At December 31, 2024: | ||||
| Assets | ||||
| Cash equivalents | $250,841 | $— | $— | $250,841 |
| Foreign currency derivatives | — | 4,889 | — | 4,889 |
| Liabilities | ||||
| Foreign currency derivatives | — | 2,330 | — | 2,330 |
The Company's cash equivalents (comprised of money market mutual funds) are classified within Level I of the fair value hierarchy because they are valued using quoted market prices.
The Company's foreign currency derivatives are classified within Level II of the fair value hierarchy as their fair values are determined based on a market approach valuation technique that uses readily observable market parameters and the consideration of counterparty risk.
Fair value measurements are also used in nonrecurring valuations performed in connection with impairment testing. These nonrecurring valuations primarily include the valuation of program rights, goodwill, intangible assets and property and equipment. All of our nonrecurring valuations use significant unobservable inputs and therefore fall under Level III of the fair value hierarchy.
Credit Facility Debt and Senior Notes
The fair values of each of the Company's debt instruments are based on quoted market prices for the same or similar issues or on the current rates offered to the Company for instruments of the same remaining maturities.
The carrying values and estimated fair values of the Company's financial instruments, excluding those that are carried at fair value in the condensed consolidated balance sheets, are summarized as follows:
| (In thousands) | March 31, 2025 | |
|---|---|---|
| CarryingAmount | EstimatedFair Value | |
| Debt instruments: | ||
| Term Loan A Facility | $352,085 | $342,325 |
| 10.25% Senior Secured Notes due 2029 | 862,344 | 902,344 |
| 4.25% Senior Notes due 2029 | 975,989 | 736,295 |
| 4.25% Convertible Senior Notes due 2029 | 139,645 | 125,422 |
| $2,330,063 | $2,106,386 | |
| (In thousands) | December 31, 2024 | |
|---|---|---|
| CarryingAmount | EstimatedFair Value | |
| Debt instruments: | ||
| Term Loan A Facility | $359,660 | $356,934 |
| 10.25% Senior Secured Notes due 2029 | 861,683 | 927,500 |
| 4.25% Senior Notes due 2029 | 975,466 | 772,002 |
| 4.25% Convertible Senior Notes due 2029 | 139,410 | 142,313 |
| $2,336,219 | $2,198,749 | |
Fair value estimates related to the Company's debt instruments presented above are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgments and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates.
Note 12. Derivative Financial Instruments
Foreign Currency Exchange Rate Risk
We are exposed to foreign currency risk to the extent that we enter into transactions denominated in currencies other than one of our subsidiaries' respective functional currencies (non-functional currency risk), such as affiliation agreements, programming contracts, certain trade receivables and accounts payable (including intercompany amounts).
The fair values of the Company's derivative financial instruments included in the condensed consolidated balance sheets are as follows:
| (In thousands) | Balance Sheet Location | March 31, 2025 | December 31, 2024 |
|---|---|---|---|
| Derivatives not designated as hedging instruments: | |||
| Assets: | |||
| Foreign currency derivatives | Prepaid expenses and other current assets | $1,610 | $944 |
| Foreign currency derivatives | Other assets | 4,315 | 3,945 |
| Liabilities: | |||
| Foreign currency derivatives | Accrued liabilities | $882 | $945 |
| Foreign currency derivatives | Other liabilities | 2,358 | 1,385 |
The amounts of gains and losses related to the Company's derivative financial instruments not designated as hedging instruments are as follows:
| (In thousands) · Location of Gain (Loss) Recognized in Earnings on Derivatives · Amount of Gain (Loss) Recognized in Earnings on Derivatives | |||
|---|---|---|---|
| Three Months Ended March 31, | |||
| 2025 · 2024 | |||
| Foreign currency derivatives | Miscellaneous, net | $(90) | $(5,030) |
Note 13. Income Taxes
For the three months ended March 31, 2025 and 2024, income tax expense was $15.0 million and $23.6 million, respectively, representing an effective rate of 40% and 29%, respectively, as compared to the federal statutory rate of 21%. The effective rate differed from the federal statutory rate in both periods primarily due to state and local income tax expense, tax expense related to non-deductible compensation, tax expense for shortfalls related to share-based compensation and tax expense for an increase in the valuation allowance for foreign tax credits and losses.
At March 31, 2025, the Company had foreign tax credit carryforwards of approximately $49.2 million, expiring on various dates from 2025 through 2035. These carryforwards have been reduced to zero by a valuation allowance of $49.2 million as it is more likely than not that these carryforwards will not be realized.
As of March 31, 2025, the Company’s cash and cash equivalents balance of $870.2 million included approximately $121.4 million held by foreign subsidiaries. Of this amount, approximately $8.0 million is expected to be repatriated to the United States with the remaining amount continuing to be reinvested in foreign operations. Tax expense related to the expected repatriation amount has been accrued in prior periods and the Company does not expect to incur any significant, additional taxes related to the remaining balance.
As of March 31, 2025, the Pillar Two minimum tax requirement has not had, and is not expected to have, a material impact on the Company's results of operations or financial position for the year ending December 31, 2025.
Note 14. Commitments and Contingencies
Commitments
As of March 31, 2025, the Company's contractual obligations not reflected on the Company's condensed consolidated balance sheets decreased $34.5 million, as compared to December 31, 2024, to $560.8 million. The decrease was primarily related to payments for program rights.
Legal Matters
On August 14, 2017, Robert Kirkman, Robert Kirkman, LLC, Glen Mazzara, 44 Strong Productions, Inc., David Alpert, Circle of Confusion Productions, LLC, New Circle of Confusion Productions, Inc., Gale Anne Hurd, and Valhalla Entertainment, Inc. f/k/a Valhalla Motion Pictures, Inc. (together, the "Plaintiffs") filed a complaint in California Superior Court in connection with Plaintiffs’ rendering of services as writers and producers of the television series entitled The Walking Dead, as well as Fear the Walking Dead and/or Talking Dead, and the agreements between the parties related thereto (the "Walking Dead Litigation"). The Plaintiffs asserted that the Company had been improperly underpaying the Plaintiffs under their contracts with the Company and they asserted claims for breach of contract, breach of the implied covenant of good faith and fair dealing, inducing breach of contract, and liability for violation of Cal. Bus. & Prof. Code § 17200. The Plaintiffs sought compensatory and punitive damages and restitution. On August 8, 2019, the judge in the Walking Dead Litigation ordered a trial to resolve certain issues of contract interpretation only. Following eight days of trial in February and March 2020, on July 22, 2020, the judge issued a Statement of Decision finding in the Company's favor on allseven matters of contract interpretation before the court in this first phase trial. On January 20, 2021, the Plaintiffs filed a second amended complaint, eliminating eight named defendants and their claims under Cal. Bus. & Prof. Code § 17200. On May 5, 2021, the Plaintiffs filed a third amended complaint, repleading in part their claims for alleged breach of the implied covenant of good faith and fair dealing, inducing breach of contract, and certain breach of contract claims. On June 2, 2021, the Company filed a demurrer and motion to strike seeking to dismiss the claim for breach of the implied covenant of good faith and fair dealing and certain tort and breach of contract claims asserted in the third amended complaint. On July 27, 2021, the court granted in part and denied in part the Company's motion. On January 12, 2022, the Company filed a motion for summary adjudication of many of the remaining claims. On April 6, 2022, the court granted the Company’s summary adjudication motion in part, dismissing the Plaintiffs’ claims for breach of the implied covenant of good faith and fair dealing and inducing breach of contract. On January 26, 2023, the Plaintiffs filed a notice of appeal of the court’s post-trial, demurrer, and summary adjudication decisions. On September 25, 2024, a hearing was held on the Plaintiffs’ appeals. On November 4, 2024, the appellate court issued a decision affirming the trial court’s decisions in favor of the Company in the 2021 first phase trial and the 2022 motion for summary judgment. The parties entered into an agreement to resolve through confidential binding arbitration the remaining claims in the litigation (consisting mainly of ordinary course profit participation audit claims), and as a result, the court formally dismissed the case. The arbitration to resolve thetwo remaining claims for breach of contract was held between October 16 through October 20, 2023. On March 12, 2024, the arbitral panel issued a decision awarding the Plaintiffs a sum of approximately $7.8 million. The arbitral panel's decision did not have a material impact on the Company's financial condition or results of operations.
On November 14, 2022, the Plaintiffs filed a separate complaint in California Superior Court (the “MFN Litigation”) in connection with the Company’s July 16, 2021 settlement agreement with Frank Darabont (“Darabont”), Ferenc, Inc., Darkwoods Productions, Inc., and Creative Artists Agency, LLC (the “Darabont Parties”), which resolved litigations the Darabont Parties had brought in connection with Darabont's rendering services as a writer, director and producer of the television series entitled The Walking Dead and the agreement between the parties related thereto (the “Darabont Settlement”). Plaintiffs assert claims for breach of contract, alleging that the Company breached the most favored nations (“MFN”) provisions of Plaintiffs’ contracts with the Company by failing to pay them additional contingent compensation as a result of the Darabont Settlement. Plaintiffs claim in the MFN Litigation that they are entitled to actual and compensatory damages in excess of $200 million. The Plaintiffs also brought a cause of action to enjoin an arbitration the Company commenced in May 2022 concerning the same dispute. On December 15, 2022, the Company removed the MFN Litigation to the United States District Court for the Central District of California. On January 13, 2023, the Company filed a motion to dismiss the MFN Litigation and informed the court that the Company had withdrawn the arbitration Plaintiffs sought to enjoin. On March 25, 2024, the Court issued a ruling denying the Company’s motion to dismiss. On February 25, 2025, the Plaintiffs filed an amended complaint adding two claims for the alleged breach of the MFN provisions of their contracts based on certain agreements the Company entered into with another profit participant and a claim for breach of the implied covenant of good faith and fair dealing. On March 14, 2025, the Company filed its answer to the amended complaint. The parties are currently conducting discovery. The trial for this matter, previously scheduled for October 27, 2025, has been rescheduled to March 26, 2026. The Company believes that the asserted claims are without merit and will vigorously defend against them if they are not dismissed. At this time, no determination can be made as to the ultimate outcome of this litigation or the potential liability, if any, on the part of the Company.
The Company is party to various lawsuits and claims in the ordinary course of business, including the matters described above, as well as other lawsuits and claims relating to employment, intellectual property, and privacy and data protection matters. Although the outcome of these matters cannot be predicted with certainty and while the impact of these matters on the Company's results of operations in any particular subsequent reporting period could be material, management does not believe that the resolution of these matters will have a material adverse effect on the financial position of the Company or the ability of the Company to meet its financial obligations as they become due.
Note 15. Equity Plans
During thethree months ended March 31, 2025, AMC Networks granted 3,103,666 RSUs to certain executive officers and employees under the AMC Networks Inc. Amended and Restated 2016 Employee Stock Plan, which vest ratably over athree-year period.
During the three months ended March 31, 2025,1,293,961 RSUs previously issued to employees of the Company vested. On the vesting date,513,814 RSUs were surrendered to AMC Networks to cover the required statutory tax withholding obligations and 780,147 shares of AMC Networks' Class A Common Stock were issued. Units are surrendered to satisfy the employees' statutory minimum tax withholding obligations for the applicable income and other employment tax. The units surrendered during the three months ended March 31, 2025 had an aggregate value of$3.6 million, which has been reflected as a financing activity in the condensed consolidated statements of cash flows for the three months ended March 31, 2025.
The Company recorded share-based compensation expenses of $5.8 million and $6.1 million for the three months ended March 31, 2025 and 2024, respectively. Share-based compensation expenses are recognized in the condensed consolidated statements of income as part of Selling, general and administrative expenses.
As of March 31, 2025, there was$35.3 millionof total unrecognized share-based compensation cost related to outstanding unvested share-based awards. The unrecognized compensation cost is expected to be recognized over a weighted average remaining period of approximately 2.4 years.
Note 16. Redeemable Noncontrolling Interests
In connection with the Company's previous acquisitions of New Video Channel America L.L.C (owner of the cable channel BBCA) and RLJ Entertainment, the terms of the acquisition agreements provide the noncontrolling members with a right to put all of their noncontrolling interest to subsidiaries of the Company at a future time, in October 2025 or earlier upon a change of control in the case of RLJ Entertainment. Since the exercise of these put rights is outside the Company's control, the noncontrolling interest in each entity is presented as a redeemable noncontrolling interest outside of stockholders' equity on the Company's condensed consolidated balance sheets.
On November 1, 2024, the Company acquired the remaining 50.1% of the BBC America joint-venture that it had not previously owned from BBC Studios for $42.0 million in cash. Since the Company retained the controlling financial interest, the transaction was accounted for as an equity transaction and therefore no gain or loss was recorded in the consolidated statements of income. As a result, the carrying amount of the noncontrolling interest was reduced tozero, reflecting the Company's 100% ownership of the BBC America business, and the $90.9 million difference between this reduction and the $42.0 million purchase price was recognized in Paid-in capital on the condensed consolidated balance sheets. The amount recorded in Paid-in capital was partially offset by $21.5 million of deferred taxes reflecting the difference between the existing noncontrolling interest and the tax basis (amount paid) as of the acquisition date.
The following tables summarize activity related to redeemable noncontrolling interests for the three months ended March 31, 2025 and 2024:
| (In thousands) | Three Months Ended March 31, 2025 |
|---|---|
| December 31, 2024 | $55,881 |
| Net earnings | 1,523 |
| Adjustment to redemption fair value | 3,672 |
| March 31, 2025 | $61,076 |
| (In thousands) | Three Months Ended March 31, 2024 |
|---|---|
| December 31, 2023 | $185,297 |
| Net earnings | 10,520 |
| Distributions | (1,168) |
| Adjustment to redemption fair value | 2,721 |
| March 31, 2024 | $197,370 |
Note 17. Related Party Transactions
The Company and its related parties enter into transactions with each other in the ordinary course of business. Revenues, net from related parties amounted to $1.2 million and $1.3 million for the three months ended March 31, 2025 and 2024, respectively. Amounts charged to the Company, included in Selling, general and administrative expenses, pursuant to transactions with its related parties amounted to $0.5 million and $0.4 million for the three months ended March 31, 2025 and 2024, respectively.
Note 18. Cash Flows
The following table details the Company's non-cash investing and financing activities and other supplemental data:
| (In thousands) | Three Months Ended March 31, | |
|---|---|---|
| 2025 | 2024 | |
| Non-Cash Investing and Financing Activities: | ||
| Operating lease additions | $692 | $2,971 |
| Capital expenditures incurred but not yet paid | 1,626 | 660 |
| Supplemental Data: | ||
| Cash interest paid | 76,736 | 50,801 |
| Income tax payments (refunds), net | 2,115 | (27,738) |
Note 19. Segment Information
The Company classifies its operations intotwo operating segments: Domestic Operations and International. These operating segments represent strategic business units that are managed separately.
The Company evaluates segment performance based on operating segment adjusted operating income ("AOI"). The Company defines AOI as operating income (loss) before depreciation and amortization, cloud computing amortization, share-based compensation expenses or benefit, impairment and other charges (including gains or losses on sales or dispositions of businesses), restructuring and other related charges and including the Company’s proportionate share of adjusted operating income (loss) from majority-owned equity method investees. The Company has presented the components that reconcile segment adjusted operating income to income from operations before income taxes, and other information as to the continuing operations of the Company's operating segments below.
| (In thousands) | Three Months Ended March 31, 2025 | |||
|---|---|---|---|---|
| Domestic Operations · International · Total | ||||
| Revenues, net from external customers | ||||
| Subscription | $313,373 | $44,702 | $358,075 | |
| Advertising | 119,248 | 22,608 | 141,856 | |
| Content licensing and other | 53,366 | 1,936 | 55,302 | |
| 485,987 | 69,246 | 555,233 | ||
| Inter-segment revenues (Content licensing and other) (a) | 320 | 700 | 1,020 | |
| $486,307 | $69,946 | 556,253 | ||
| Reconciliation of revenue | ||||
| Elimination of inter-segment revenues (a) | (1,020) | |||
| Total consolidated revenues, net | $555,233 | |||
| Less: (b) | ||||
| Content expenses | 198,089 | 18,251 | ||
| Marketing, research, and advertising sales expenses | 80,665 | 4,279 | ||
| Other (c) | 83,629 | 37,565 | ||
| Segment adjusted operating income | $123,924 | $9,851 | $133,775 | |
| Reconciliation of total segment adjusted operating income | ||||
| Elimination of inter-segment profits | (2) | |||
| Unallocated corporate overhead costs (d) | (29,288) | |||
| Share-based compensation expenses | (5,757) | |||
| Depreciation and amortization | (20,926) | |||
| Restructuring and other related charges | (4,789) | |||
| Cloud computing amortization | (3,213) | |||
| Majority-owned equity investees AOI | (5,603) | |||
| Operating income | 64,197 | |||
| Other income (expense): | ||||
| Interest expense | (43,392) | |||
| Interest income | 8,415 | |||
| Miscellaneous, net | 7,888 | |||
| Income from operations before income taxes | $37,108 | |||
(a) Inter-segment revenues primarily relate to Domestic Operations content licensing sales to International, as well as services performed by AMCNI on behalf of businesses within the Domestic Operations segment.
(b) The significant expense categories and amounts align with the segment-level information that is regularly provided to the Chief Operating Decision Maker (the "CODM").
(c) Other for each reportable segment primarily includes employee-related costs, information technology costs, professional services expenses, occupancy expenses, certain overhead expenses and the Company’s proportionate share of adjusted operating income (loss) from majority-owned equity method investees.
(d) Unallocated corporate overhead costs include costs such as executive salaries and benefits and costs of maintaining corporate headquarters, facilities and common support functions.
| (In thousands) | Three Months Ended March 31, 2024 | |||
|---|---|---|---|---|
| Domestic Operations · International · Total | ||||
| Revenues, net from external customers | ||||
| Subscription | $322,558 | $50,849 | $373,407 | |
| Advertising | 139,854 | 21,524 | 161,378 | |
| Content licensing and other | 59,969 | 1,707 | 61,676 | |
| 522,381 | 74,080 | 596,461 | ||
| Inter-segment revenues (Content licensing and other) (a) | 1,845 | 1,525 | 3,370 | |
| $524,226 | $75,605 | 599,831 | ||
| Reconciliation of revenue | ||||
| Elimination of inter-segment revenues (a) | (3,370) | |||
| Total consolidated revenues, net | $596,461 | |||
| Less: (b) | ||||
| Content expenses | 200,971 | 17,203 | ||
| Marketing, research, and advertising sales expenses | 79,265 | 3,863 | ||
| Other (c) | 81,671 | 41,139 | ||
| Segment adjusted operating income | $162,319 | $13,400 | $175,719 | |
| Reconciliation of total segment adjusted operating income | ||||
| Elimination of inter-segment profits | (300) | |||
| Unallocated corporate overhead costs (d) | (26,295) | |||
| Share-based compensation expenses | (6,075) | |||
| Depreciation and amortization | (25,826) | |||
| Cloud computing amortization | (3,548) | |||
| Majority-owned equity investees AOI | (3,497) | |||
| Operating income | 110,178 | |||
| Other income (expense): | ||||
| Interest expense | (32,841) | |||
| Interest income | 8,885 | |||
| Miscellaneous, net | (5,190) | |||
| Income from operations before income taxes | $81,032 | |||
(a) Inter-segment revenues primarily relate to Domestic Operations content licensing sales to International, as well as services performed by AMCNI on behalf of businesses within the Domestic Operations segment.
(b) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
(c) Other for each reportable segment primarily includes employee-related costs, information technology costs, professional services expenses, occupancy expenses, certain overhead expenses and the Company’s proportionate share of adjusted operating income (loss) from majority-owned equity method investees.
(d) Unallocated corporate overhead costs include costs such as executive salaries and benefits and costs of maintaining corporate headquarters, facilities and common support functions.
Subscription revenues in the Domestic Operations segment include revenues related to the Company's streaming services of $157.1 million and $145.1 million for the three months ended March 31, 2025 and 2024, respectively.
The Company does not disclose total assets for each operating segment because these amounts are not regularly reviewed by the CODM nor are they used in assessing segment performance or deciding how to allocate resources to the segments.
The table below summarizes revenues based on customer location:
| (In thousands) | Three Months Ended March 31, | |
|---|---|---|
| 2025 | 2024 | |
| Revenues | ||
| United States | $447,390 | $484,093 |
| Europe | 74,099 | 77,251 |
| Other | 33,744 | 35,117 |
| $555,233 | $596,461 | |
One customer within the Domestic Operations segment accounted for approximately 17% and 15% of consolidated revenues, net for the three months ended March 31, 2025 and 2024, respectively.
The table below summarizes property and equipment based on asset location:
| (In thousands) | March 31, 2025 | December 31, 2024 |
|---|---|---|
| Property and equipment, net | ||
| United States | $129,815 | $127,881 |
| Europe | 13,849 | 13,634 |
| Other | 1,346 | 1,521 |
| $145,010 | $143,036 | |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.