Liberty Media Corp Annual Report 2018

FY2018 Annual Report · Liberty Media Corp
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Annual  
REPORT Proxy 

STATEMENT 2019

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Annual  
REPORT Proxy 

STATEMENT

LETTER TO SHAREHOLDERS

STOCK PERFORMANCE

INVESTMENT SUMMARY

PROXY STATEMENT

FINANCIAL INFORMATION

CORPORATE DATA

ENVIRONMENTAL STATEMENT

• changes in the nature of key strategic relationships with partners, 

vendors and joint venturers; 

• general economic and business conditions and industry trends; 

• consumer spending levels, including the availability and amount of 

individual consumer debt; 

• rapid technological changes; 

• impairments of third-party intellectual property rights; 

• our indebtedness could adversely affect operations and could limit the 
ability of our subsidiaries to react to changes in the economy or our 
industry; 

• failure to protect the security of personal information about our 

businesses’ customers, subjecting our businesses to potentially costly 
government enforcement actions or private litigation and reputational 
damage; 

• the regulatory and competitive environment of the industries  

in which we, and the entities in which we have interests, operate; and 

• threatened terrorist attacks, political unrest in international markets and 

ongoing military action around the world. 

These forward-looking statements and such risks, uncertainties and other 
factors speak only as of the date of this Annual Report, and we expressly 
disclaim any obligation or undertaking to disseminate any updates or 
revisions to any forward-looking statement contained herein, to reﬂect 
any change in our expectations with regard thereto, or any other change 
in events, conditions or circumstances on which any such statement is 
based. When considering such forward-looking statements, you should 
keep in mind any risk factors identiﬁed and other cautionary statements 
contained in this Annual Report and in our publicly ﬁled documents, 
including our most recent Forms 10-K and 10-Q. Such risk factors and 
statements describe circumstances which could cause actual results to 
differ materially from those contained in any forward-looking statement. 
This Annual Report includes information concerning public companies in 
which we have controlling and non-controlling interests that ﬁle reports 
and other information with the Securities and Exchange Commission 
(the “SEC”) in accordance with the Securities Exchange Act of 1934, as 
amended. Information contained in this Annual Report concerning those 
companies has been derived from the reports and other information ﬁled 
by them with the SEC. If you would like further information about these 
companies, the reports and other information they ﬁle with the SEC can be 
accessed on the Internet website maintained by the SEC at www.sec.gov. 
Those reports and other information are not incorporated by reference in 
this Annual Report.

Certain statements in this Annual Report constitute forward-looking 
statements within the meaning of the Private Securities Litigation Reform 
Act of 1995, including statements regarding our business, product and 
marketing strategies and initiatives; new service offerings; revenue 
and subscriber growth at Sirius XM Holdings Inc. (“SIRIUS XM”); the 
recoverability of our goodwill and other long-lived assets; the performance 
of our equity afﬁliates; our projected sources and uses of cash; the 
payment of dividends by SIRIUS XM; the expected beneﬁts of SIRIUS XM’s 
acquisition of Pandora; the continuation of our stock repurchase program; 
monetization of sports media rights; plans for the Battery Atlanta; the 
anticipated non-material impact of certain contingent liabilities related to 
legal and tax proceedings; and other matters arising in the ordinary course 
of business. In particular, statements in our “Letter to Shareholders” and 
under “Management’s Discussion and Analysis of Financial Condition 
and Results of Operations” and “Quantitative and Qualitative Disclosures 
About Market Risk” contain forward looking statements. Where, in any 
forward-looking statement, we express an expectation or belief as to future 
results or events, such expectation or belief is expressed in good faith and 
believed to have a reasonable basis, but there can be no assurance that 
the expectation or belief will result or be achieved or accomplished. The 
following include some but not all of the factors that could cause actual 
results or events to differ materially from those anticipated: 

• consumer demand for our products and services and our ability to adapt 

to changes in demand; 

• competitor responses to our businesses’ products and services; 

• uncertainties inherent in the development and integration  

of new business lines and business strategies; 

• uncertainties associated with product and service development and 
market acceptance, including the development and provision of 
programming for satellite radio and telecommunications technologies; 

• our businesses’ signiﬁcant dependence upon automakers; 

• our businesses’ ability to attract and retain subscribers in the future is 

uncertain; 

• our future ﬁnancial performance, including availability, terms and 

deployment of capital; 

• our ability to successfully integrate and recognize anticipated efﬁciencies 

and beneﬁts from the businesses we acquire; 

• the ability of suppliers and vendors to deliver products, equipment, 

software and services; 

• interruption or failure of our information technology and communication 
systems, including the failure of SIRIUS XM’s satellites, could negatively 
impact our results and brand; 

• royalties for music rights have increased and may continue to do so in 

the future; 

• the integration of Pandora by SIRIUS XM and the impact of the acquisition 
on SIRIUS XM’s expected results of operations and ﬁnancial condition;

• the outcome of any pending or threatened litigation or investigation; 

• availability of qualiﬁed personnel; 

• changes in, or failure or inability to comply with, government regulations, 
including, without limitation, regulations of the Federal Communications 
Commission and consumer protection laws, and adverse outcomes from 
regulatory proceedings; 

4

ANNUAL REPORT 2018

LETTER TO SHAREHOLDERS

Dear Fellow Shareholders, 

2018 was a year of operational achievement across all of our 
companies – outstanding performance at SiriusXM and the 
acquisition of Pandora, another record year at Live Nation, key 
foundation building at Formula 1 and an NL East Division title 
for the Braves for the ﬁ rst time since 2013. We congratulate our 
talented management teams on excellent execution in 2018 and 
look forward to a promising 2019. 

OUR BUSINESSES 

Liberty has been in the media business for nearly 30 years. 
The landscape has evolved, and we evolved our portfolio with 
it. Ten years ago, Liberty Media was similarly made up of three 
tracking stocks. We owned over 40 different assets across them, 
many of which were traditional content platforms. Traditional 
media was a great business, but times changed. One of our 
guiding principles is: be forward looking, anticipating market 
trends while allowing a sufﬁ cient margin of safety to protect 
against the unknown. We have spent the past decade simplifying 
our structure, exiting businesses where our competitive positioning 
was threatened and redeploying capital into more protected 
niches where we can build meaningful positions with inﬂ uence 
and the potential for attractive returns. Today, while we again 
have three tracking stocks, we have a more concentrated portfolio 
with roughly half the number of assets and substantial positions 
spanning audio, sports and live music, to name a few.

Yet again, the media landscape today is in a time of rapid 
transition. Valuation multiples are compressing for many sectors, 
large players are converging, competition is increasing and 
business models are being tested. 

Take a look at traditional content. Production volume continues 
to sky rocket and new distribution platforms are seemingly 
announced every week - yet we still have only 24 hours in a 
day, with some sleep required.  As you read this letter, your 
email is likely displayed on a second monitor, a TV is playing 
in the background, your phone is buzzing from an incoming 
text message, and your watch just reminded you to get up and 
walk around. There is no shortage of things competing for your 
attention. We don’t intend to play in the same space as everyone 
else in media. To compete there, you’d need to be much bigger, 
alternatively funded…and prepared to lose. 

At Liberty, we are focused where consumers spend their time and 
their money. We seek to avoid industry pitfalls by centering our 
investments on a portfolio of differentiated content. Looking at 
our key assets, we feel we are well-positioned.  

• SiriusXM. 150+ channels of curated commercial-free music, 
talk, news and sports content with a high degree of exclusivity 
across the portfolio: Howard Stern, popup concert performances, 
live sports, talk etc. Our content is further differentiated by 
an advantaged distribution platform in the car and increasing 
connectivity outside of the car, augmented by the Pandora 
acquisition. 

• Formula 1. The name speaks for itself - iconic racing with 
massive global engagement. Each Formula 1 car generates 
70GB of broadcast content per race weekend. Ownership of the 
entire ecosystem allows us to expand upon our differentiated 
content offering across platforms: F1 TV, Netﬂ ix series, Twitter 
live show, podcasts and more.  

• Live Nation. Experiential content and live event entertainment 
are more popular than ever. Live Nation connected over 
90 million fans to 35,000 promoted shows and sold over 
480 million tickets in 2018, with growth expected in 2019. 
This live content drives the Live Nation ﬂ ywheel allowing it 
to grow on-site fan spend, offer a unique value proposition for 
sponsors, drive ticketing revenue and participate in real estate 
asset opportunities through venue ownership. Not all media 
valuation multiples are compressing – the market appears 
to appreciate the future growth potential of live events and 
unique content.

• Atlanta Braves. The team has a deep history among a large 

fan base. Monetization of sports media rights has been strong, 
and we expect it will continue to be. New media platforms are 
beginning to bid on sports rights deals, potentially boosting the 
value of the content. Beyond the traditional baseball content, our 
best-in-class ballpark and mixed-use development are optimized 
for further fan engagement and year round entertainment. The 
Battery Atlanta’s success in drawing millions of non-game day 
visitors is bolstered by the next phases of development, featuring 
ﬁ rst-to-market experiential concepts, a new hotel and world 
class ofﬁ ce space.

ANNUAL REPORT 2018

5

LETTER TO SHAREHOLDERS, CONTINUED

#TrackersForLife

We have long been in the tracking stock business. We will continue to be, while ensuring fair treatment across all of our shareholders. 
Tracking stocks have proven successful for our shareholders overtime – patience has historically paid off.  Still, we recognize the frustration 
of the structural discounts. 

On one hand, a well-priced stock can enable ﬂ exibility as an acquisition currency or as a leverageable asset, though a discounted stock 
can provide an attractive repurchase opportunity. The key is generating free cash ﬂ ow to manage our balance sheet opportunistically. 
We will continue to assess the best use of capital, including when the market offers these discounts, particularly at Liberty SiriusXM Group.  
Ultimately, we are nimble and prepared to react quickly to take advantage of opportunities - whichever way the markets go. 

LOOKING AHEAD

2019 has already delivered its fair share of macro-headlines moving the markets. We remain concentrated on the underlying operations 
of our businesses and not short-term bouts of market volatility. 

Our near term uses of cash include: continue to de-lever at Formula 1, return capital to shareholders to capitalize on the discount at Liberty 
SiriusXM and develop our next phase of real estate at the Battery Atlanta. But we won’t be shy to attack market opportunities as they arise. 
We will remain disciplined in our investment thesis - directing our attention and capital on differentiated opportunities with proven business 
models and attractive returns. We are comfortable with our liquidity across the trackers and our ability to access additional sources of 
capital as needed.  Heraclitus must have been alluding to the media industry in saying ‘The only thing that is constant is change.’ And that 
is deﬁ nitely how Liberty is deﬁ ned – constantly changing. There is no static effort, the landscape is moving quickly and we are prepared to 
move accordingly.

We look forward to seeing many of you at this year’s annual investor meeting, which will take place on November 21st at the TimesCenter 
at 242 West 41st Street in New York City.

We appreciate your ongoing support.

Very truly yours,

Gregory B. Maffei
President & Chief Executive Ofﬁ cer

John C. Malone
Chairman of the Board

6

ANNUAL REPORT 2018

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ANNUAL REPORT 2018

7 

STOCK PERFORMANCE

The following graph compares the percentage change in the cumulative total stockholder return on the composite Liberty Media 
Series A and Series B common stock (and its successor issuances) from December 31, 2013 through December 31, 2018 to the 
S&P 500 Index and the S&P 500 Media Index. On April 15, 2016 our former Series A and Series B common stock was recapitalized 
into common stock of three tracking stock groups: the Liberty SiriusXM Group (Nasdaq: LSXMA, LSXMB), the Formula One Group 
(Nasdaq: FWONA) (formerly known as the Liberty Media Group (Nasdaq: LMCA)) and the Braves Group (Nasdaq: BATRA). This 
chart includes the impact of (i) the distribution of our former Series C shares in July 2014, (ii) the spin-off of Liberty Broadband 
Corporation on November 4, 2014, assuming a sale of the resulting Liberty Broadband shares on the one-year anniversary of the 
spin-off and reinvestment of the proceeds in our common stock, (iii) the Liberty Broadband rights offering, assuming the value of the 
Liberty Broadband rights on the one-year anniversary of the spin-off was reinvested in our common stock, (iv) the aforementioned 
recapitalization of Liberty Media’s common stock into three tracking stock groups and (v) the Braves Group rights offering.

LIBERTY MEDIA COMMON STOCK COMPOSITE VS.
S&P 500 AND S&P 500 MEDIA INDICES 12/31/13 TO 12/31/18 

$200

$100

$0

Dec-13

Dec-14

Dec-15

Dec-16

Dec-17

Dec-18

LIBERTY MEDIA SERIES A COMPOSITE

LIBERTY MEDIA SERIES B COMPOSITE

S&P 500 INDEX 

S&P 500 MEDIA INDEX

12/31/2013

12/31/2014

12/31/2015

12/31/2016

12/31/2017

12/31/2018

LIBERTY MEDIA SERIES A COMPOSITE

LIBERTY MEDIA SERIES B COMPOSITE

S&P 500 INDEX

S&P 500 MEDIA INDEX

$100.00

$100.00

$100.00

$100.00

$98.56

$98.98

$111.39

$111.16

$107.00

$106.78

$110.58

$104.80

$123.44

$124.27

$121.13

$119.13

$141.16

$146.30

$144.65

$127.27

$132.35

$132.32

$135.63

$113.42

Note: Trading data for all Series B shares is limited as they are thinly traded.

8

ANNUAL REPORT 2018

STOCK PERFORMANCE

The following graph compares the percentage change in the cumulative total stockholder return on our former Series C common 
stock (and its successor issuances) from July 24, 2014 (the date on which the former Series C common stock ﬁ rst traded “regular 
way”) through December 31, 2018 to the S&P 500 Index and the S&P 500 Media Index. On April 15, 2016 our former Series C 
common stock was recapitalized into common stock of three tracking stock groups: the Liberty SiriusXM Group (Nasdaq: LSXMK), 
the Formula One Group (Nasdaq: FWONK) (formerly known as the Liberty Media Group (Nasdaq: LMCK)) and the Braves Group 
(Nasdaq: BATRK). This chart includes (i) the impact of the spin-off of Liberty Broadband Corporation on November 4, 2014, assuming 
a sale of the resulting Liberty Broadband shares on the one-year anniversary of the spin-off and reinvestment of the proceeds in 
our common stock, (ii) the Liberty Broadband rights offering, assuming the value of the Liberty Broadband rights on the one-year 
anniversary of the spin-off was reinvested in our common stock, (iii) the aforementioned recapitalization of Liberty Media’s common 
stock into three tracking stock groups and (iv) the Braves Group rights offering.

LIBERTY MEDIA SERIES C COMMON STOCK COMPOSITE VS.
S&P 500 AND S&P 500 MEDIA INDICES 7/24/14 TO 12/31/18 

$150

$135

$120

$105

$90

July-14

Dec-14

Dec-15

Dec-16

Dec-17

Dec-18

LIBERTY MEDIA SERIES C COMPOSITE

S&P 500 INDEX 

S&P 500 MEDIA INDEX

LIBERTY MEDIA SERIES C COMPOSITE

S&P 500 INDEX

S&P 500 MEDIA INDEX

7/24/2014

12/31/2014 12/31/2015

12/31/2016

12/31/2017

12/31/2018

$100.00

$100.00

$100.00

$101.46

$109.47

$103.57

$102.81

$103.47

$97.55

$127.00

$112.62

$110.88

$146.22

$134.49

$118.46

$137.16

$126.10

$105.57

ANNUAL REPORT 2018

9

STOCK PERFORMANCE

The following graph compares the percentage change in the cumulative total stockholder return on our Series A, Series B and Series 
C Liberty SiriusXM common stock (Nasdaq: LSXMA, LSXMB, LSXMK) from April 18, 2016 (the date on which these shares ﬁ rst 
traded “regular way”) through December 31, 2018 to the S&P 500 Index and the S&P 500 Media Index.

LIBERTY SIRIUSXM COMMON STOCK VS. S&P 500 AND 
S&P 500 MEDIA INDICES 4/18/16 TO 12/31/18 

$160

$150

$140

$130

$120

$110

$100

$90

Apr-16

Aug-16

Dec-16

Apr-17

Aug-17

Dec-17

Apr-18

Aug-18

Dec-18

SERIES A LIBERTY SIRIUSXM

SERIES B LIBERTY SIRIUSXM

SERIES C LIBERTY SIRIUSXM

S&P 500 INDEX

S&P 500 MEDIA INDEX

SERIES A LIBERTY SIRIUSXM

SERIES B LIBERTY SIRIUSXM

SERIES C LIBERTY SIRIUSXM

S&P 500 INDEX

S&P 500 MEDIA INDEX

4/18/2016

12/31/2016

12/31/2017

12/31/2018

$100.00

$100.00

$100.00

$100.00

$100.00

$110.64

$105.08

$112.95

$106.90

$106.92

$127.12

$133.83

$132.07

$127.66

$114.22

$117.95

$109.86

$123.14

$119.70

$101.79

Note: Trading data for Series B shares is limited as they are thinly traded.

10

ANNUAL REPORT 2018

STOCK PERFORMANCE

The following graph compares the percentage change in the cumulative total stockholder return on our Series A and Series C Liberty 
Formula One common stock (Nasdaq: FWONA, FWONK) (formerly known as the Liberty Media common stock (Nasdaq: LMCA, LMCK) 
from April 18, 2016 (the date on which these shares ﬁ rst traded “regular way”) through December 31, 2018 to the S&P 500 Index 
and the S&P 500 Media Index.  

LIBERTY FORMULA ONE COMMON STOCK VS. S&P 500 AND 
S&P 500 MEDIA INDICES 4/18/16 TO 12/31/18 

$230

$210

$190

$170

$150

$130

$110

$90

Apr-16

Aug-16

Dec-16

Apr-17

Aug-17

Dec-17

Apr-18

Aug-18

Dec-18

SERIES A LIBERTY FORMULA ONE

SERIES C LIBERTY FORMULA ONE

S&P 500 INDEX

S&P 500 MEDIA INDEX

SERIES A LIBERTY FORMULA ONE

SERIES C LIBERTY FORMULA ONE

S&P 500 INDEX

S&P 500 MEDIA INDEX

4/18/2016

12/31/2016

12/31/2017

12/31/2018

$100.00

$100.00

$100.00

$100.00

$164.74

$172.62

$106.90

$106.92

$171.94

$188.21

$127.66

$114.22

$156.17

$169.15

$119.70

$101.79

ANNUAL REPORT 2018

11

STOCK PERFORMANCE

The following graph compares the percentage change in the cumulative total stockholder return on our Series A and 
Series C Liberty Braves common stock (Nasdaq: BATRA, BATRK), including the impact of the Braves Group rights offering, from 
April 18, 2016 (the date on which these shares ﬁ rst traded “regular way”) through December 31, 2018 to the S&P 500 Index 
and the S&P 500 Media Index. 

LIBERTY BRAVES COMMON STOCK VS. S&P 500 
AND S&P 500 MEDIA INDICES 4/18/16 TO 12/31/18 

$200

$180

$160

$140

$120

$100

$80

$60

Apr-16

Aug-16

Dec-16

Apr-17

Aug-17

Dec-17

Apr-18

Aug-18

Dec-18

SERIES A LIBERTY BRAVES

SERIES C LIBERTY BRAVES

S&P 500 INDEX

S&P 500 MEDIA INDEX

SERIES A LIBERTY BRAVES

SERIES C LIBERTY BRAVES

S&P 500 INDEX

S&P 500 MEDIA INDEX

4/18/2016

12/31/2016

12/31/2017

12/31/2018

$100.00

$100.00

$100.00

$100.00

$121.06

$126.70

$106.90

$106.92

$132.72

$139.22

$127.66

$114.22

$153.50

$159.73

$119.70

$101.79

12

ANNUAL REPORT 2018

INVESTMENT SUMMARY

Based On Publicly Available Information As Of January 31, 2019 – libertymedia.com/overview/asset-list.html 

Liberty Media Corporation owns interests in a broad range of media, communications and entertainment businesses. Those interests 
are attributed to three tracking stock groups: the Braves Group, Formula One Group and Liberty SiriusXM Group. 

The following tables set forth some of Liberty Media Corporation’s assets which may be held directly and indirectly through 
partnerships, joint ventures, common stock investments and/or instruments convertible into common stock. Ownership percentages 
in the tables are approximate and, where applicable, assume conversion to common stock by Liberty Media Corporation and, to the 
extent known by Liberty Media Corporation, other holders. In some cases, Liberty Media Corporation’s interest may be subject to 
buy/sell procedures, repurchase rights or dilution.  

BRAVES GROUP

ENTITY

DESCRIPTION OF OPERATING BUSINESS

ATTRIBUTED 
SHARE COUNT(1) 
(in millions)

ATTRIBUTED 
OWNERSHIP(2)

Braves Holdings, LLC

Owner of the Atlanta Braves, a Major League 
Baseball club, as well as certain of the Atlanta Braves 
minor league clubs and associated real estate projects.

N/A

100%

FORMULA ONE GROUP

ENTITY

DESCRIPTION OF OPERATING BUSINESS

Associated 
Partners, L.P.

Investment and operating partnership that targets 
long-term, risk-balanced and tax-efﬁ cient returns.

AT&T Inc. 
(NYSE: T)

Braves Group

Drone Racing 
League, Inc.

AT&T is a global leader in telecommunications, 
media and entertainment and technology. It executes in 
the market under four operating units: Warner Media, 
Communications, Latin America and Xandr.

Consists of Liberty Media Corporation’s wholly owned 
subsidiary Braves Holdings, LLC, which owns the Atlanta 
Braves, a Major League Baseball club, as well as certain of 
the Atlanta Braves’ minor league clubs and associated real 
estate projects.

DRL is the premier drone racing league. A sports and 
media company, DRL combines world-class pilots, iconic 
locations, and proprietary technology to create engaging 
drone racing content with mass appeal.

Formula 1

Formula 1, which began in 1950, is an iconic global 
motorsports business. 

ATTRIBUTED 
SHARE COUNT(1) 
(in millions)

ATTRIBUTED 
OWNERSHIP(2)

N/A

6.1

9.1

N/A

N/A

33%

<1%

15%(3)

3%

100%

ANNUAL REPORT 2018

13

 
  
INVESTMENT SUMMARY, CONTINUED

FORMULA ONE GROUP

ENTITY

DESCRIPTION OF 
OPERATING BUSINESS

Ideiasnet
(BOVESPA: IDNT3)

A Brazil-based company that develops projects and 
acquires stakes in companies in technology, media and 
telecommunications.

INRIX, Inc.

Provider of trafﬁ c data and analytics to auto OEM’s, 
governments, businesses and consumers.

Kroenke Arena 
Company, LLC

Owner of the Pepsi Center, a sports and entertainment 
facility in Denver, Colorado.

Liberty Technology Venture 
Capital, LLC

Investment fund focused on Israeli technology 
companies.

Live Nation 
Entertainment, Inc.
(NYSE: LYV)

Largest live entertainment company in the world, 
consisting of four segments: concerts, sponsorship and 
advertising and ticketing.

Saavn Global 
Holdings, Ltd.

Indian music streaming service focused on 
Bollywood music.

Tastemade, Inc.

Tastemade brings the world’s leading tastemakers in food 
together to create high-quality shows in the food and 
lifestyle category for digital platforms.  

Viacom Inc.
(NASDAQ: VIA)

Viacom creates entertainment experiences through 
television, ﬁ lm, digital media, live events, merchandise 
and solutions. Viacom’s media networks segment includes 
Nickelodeon, MTV, BET, Comedy Central and Paramount 
Network. Viacom’s ﬁ lmed entertainment segment includes 
Paramount Pictures, Paramount Players, Paramount 
Animation and Paramount Television divisions.

ATTRIBUTED 
SHARE COUNT(1) 
(in millions)

ATTRIBUTED 
OWNERSHIP(2)

4.0

N/A

N/A

N/A

69.6

N/A

N/A

24%

4%

7%

80%

33%

5%

6%

1.9

<1%

LIBERTY SIRIUSXM GROUP

ENTITY

DESCRIPTION OF 
OPERATING BUSINESS

ATTRIBUTED 
SHARE COUNT(1) 
(in millions)

ATTRIBUTED 
OWNERSHIP(2)

Sirius XM Holdings Inc.
(NASDAQ: SIRI)

A satellite radio company delivering commercial-free music 
plus sports, entertainment, comedy, talk, news, trafﬁ c and 
weather.

3,162.2

67%(4)

1)  Applicable only for publicly-traded entities. 
2)  Represents undiluted ownership interest unless otherwise noted. 
3)  Represents an inter-group interest in the Braves Group, which is not represented by outstanding shares.
4)  Gives effect to the SIRI acquisition of Pandora Media, Inc., which closed on February 1st, 2019.

14

ANNUAL REPORT 2018

LIBERTY MEDIA CORPORATION
12300 Liberty Boulevard
Englewood, Colorado 80112
(720) 875-5400

April 24, 2019

Dear Stockholder:

You are cordially invited to attend the 2019 annual meeting of stockholders of Liberty Media Corporation
(Liberty Media) to be held at 8:00 a.m., local time, on May 30, 2019, at the corporate offices of Liberty Media,
12300 Liberty Boulevard, Englewood, Colorado 80112, telephone (720) 875-5400.

At the annual meeting, you will be asked to consider and vote on the proposals described in the accompanying
notice of annual meeting and proxy statement, as well as on such other business as may properly come before the
meeting.

Your vote is important, regardless of the number of shares you own. Whether or not you plan to attend the
annual meeting, please read the enclosed proxy materials and then promptly vote via the Internet or
telephone or by completing, signing and returning by mail the enclosed proxy card. Doing so will not prevent
you from later revoking your proxy or changing your vote at the meeting.

Thank you for your cooperation and continued support and interest in Liberty Media.

Very truly yours,

The proxy materials relating to the annual meeting will first be made available on or about April 29, 2019.

Gregory B. Maffei
President and Chief Executive Officer

LIBERTY MEDIA CORPORATION
12300 Liberty Boulevard
Englewood, Colorado 80112
(720) 875-5400

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
to be Held on May 30, 2019

NOTICE IS HEREBY GIVEN of the annual meeting of stockholders of Liberty Media Corporation (Liberty Media)
to be held at 8:00 a.m., local time, on May 30, 2019, at the corporate offices of Liberty Media, 12300 Liberty
Boulevard, Englewood, Colorado 80112, telephone (720) 875-5400, to consider and vote on the following
proposals:

1. A proposal (which we refer to as the election of directors proposal) to elect John C. Malone,

Robert R. Bennett and M. Ian G. Gilchrist to continue serving as Class III members of our board until
the 2022 annual meeting of stockholders or their earlier resignation or removal; and

2. A proposal (which we refer to as the auditors ratification proposal) to ratify the selection of KPMG LLP

as our independent auditors for the fiscal year ending December 31, 2019.

You may also be asked to consider and vote on such other business as may properly come before the annual
meeting.

Holders of record of our Series A Liberty SiriusXM common stock, par value $0.01 per share, Series A Liberty
Braves common stock, par value $0.01 per share, Series A Liberty Formula One common stock, par value
$0.01 per share, Series B Liberty SiriusXM common stock, par value $0.01 per share, Series B Liberty Braves
common stock, par value $0.01 per share, and Series B Liberty Formula One common stock, par value $0.01 per
share, in each case, outstanding as of 5:00 p.m., New York City time, on April 8, 2019, the record date for the
annual meeting, will be entitled to notice of the annual meeting and to vote at the annual meeting or any
adjournment or postponement thereof. These holders will vote together as a single class on each proposal. A list of
stockholders entitled to vote at the annual meeting will be available at our offices at 12300 Liberty Boulevard,
Englewood, Colorado 80112 for review by our stockholders for any purpose germane to the annual meeting for at
least ten days prior to the annual meeting. The holders of record of our Series C Liberty SiriusXM common stock,
par value $0.01 per share, Series C Liberty Braves common stock, par value $0.01 per share, and Series C Liberty
Formula One common stock, par value $0.01 per share, are not entitled to any voting powers, except as required by
Delaware law, and may not vote on the proposals to be presented at the annual meeting.

We describe the proposals in more detail in the accompanying proxy statement. We encourage you to read the
proxy statement in its entirety before voting.

Our board of directors has unanimously approved each proposal and recommends that you vote “FOR” the election
of each director nominee and “FOR” the auditors ratification proposal.

Votes may be cast in person at the annual meeting or by proxy prior to the meeting by telephone, via the Internet, or
by mail.

Important Notice Regarding the Availability of Proxy Materials For the Annual Meeting of Stockholders to be Held on
May 30, 2019: our Notice of Annual Meeting of Stockholders, Proxy Statement, and 2018 Annual Report to
Stockholders are available at www.proxyvote.com.

YOUR VOTE IS IMPORTANT. Voting promptly, regardless of the number of shares you own, will aid us in reducing
the expense of any further proxy solicitation in connection with the annual meeting.

By order of the board of directors,

Pamela L. Coe
Senior Vice President and Secretary

Englewood, Colorado
April 24, 2019

WHETHER OR NOT YOU INTEND TO BE PRESENT AT THE ANNUAL MEETING, PLEASE VOTE PROMPTLY
VIA TELEPHONE OR ELECTRONICALLY VIA THE INTERNET. ALTERNATIVELY, PLEASE COMPLETE, SIGN
AND RETURN BY MAIL THE ENCLOSED PAPER PROXY CARD.

TABLE OF CONTENTS

PROXY STATEMENT SUMMARY

THE ANNUAL MEETING . . . . . . . . . . . . . . . . . . . . 1
Electronic Delivery . . . . . . . . . . . . . . . . . . . . . . . 1
Time, Place and Date . . . . . . . . . . . . . . . . . . . . . 1
Purpose . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Quorum . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Who May Vote . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Votes Required . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Votes You Have . . . . . . . . . . . . . . . . . . . . . . . . . 2
Recommendation of Our Board of Directors . . . . . 2
Shares Outstanding . . . . . . . . . . . . . . . . . . . . . . 2
Number of Holders . . . . . . . . . . . . . . . . . . . . . . . 2
Voting Procedures for Record Holders . . . . . . . . . 3
Voting Procedures for Shares Held in Street
Name . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Revoking a Proxy . . . . . . . . . . . . . . . . . . . . . . . . 3
Solicitation of Proxies . . . . . . . . . . . . . . . . . . . . . 4
Other Matters to Be Voted on at the Annual
Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4

SECURITY OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT . . . . . 5

Security Ownership of Certain Beneficial
Owners . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Security Ownership of Management
. . . . . . . . . . 12
Changes in Control . . . . . . . . . . . . . . . . . . . . . . . 17

PROPOSALS OF OUR BOARD . . . . . . . . . . . . . . . 18

PROPOSAL 1—THE ELECTION OF
DIRECTORS PROPOSAL . . . . . . . . . . . . . . . . . . . . 18
Board of Directors . . . . . . . . . . . . . . . . . . . . . . . 18
Vote and Recommendation . . . . . . . . . . . . . . . . . 22

PROPOSAL 2—THE AUDITORS
RATIFICATION PROPOSAL . . . . . . . . . . . . . . . . . . 23
Audit Fees and All Other Fees . . . . . . . . . . . . . . . 23
Policy on Pre-Approval of Audit and Permissible
Non-Audit Services of Independent Auditor
. . . . . 23
Vote and Recommendation . . . . . . . . . . . . . . . . . 24

MANAGEMENT AND GOVERNANCE MATTERS . . 25
Executive Officers . . . . . . . . . . . . . . . . . . . . . . . . 25
Section 16(a) Beneficial Ownership Reporting
Compliance . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
Code of Ethics . . . . . . . . . . . . . . . . . . . . . . . . . . 26
Director Independence . . . . . . . . . . . . . . . . . . . . 26
Board Composition . . . . . . . . . . . . . . . . . . . . . . . 26
Board Leadership Structure . . . . . . . . . . . . . . . . . 26
Board Role in Risk Oversight . . . . . . . . . . . . . . . . 26
Committees of the Board of Directors . . . . . . . . . 27
Board Meetings . . . . . . . . . . . . . . . . . . . . . . . . . 31
Director Attendance at Annual Meetings . . . . . . . . 31
Stockholder Communication with Directors . . . . . . 31
Executive Sessions . . . . . . . . . . . . . . . . . . . . . . . 31

EXECUTIVE COMPENSATION . . . . . . . . . . . . . . . . 32
Compensation Discussion and Analysis . . . . . . . . 32
Summary Compensation Table . . . . . . . . . . . . . . 44
Executive Compensation Arrangements . . . . . . . . 46
Grants of Plan-Based Awards . . . . . . . . . . . . . . . 52
Outstanding Equity Awards at Fiscal Year-End . . . 54
Option Exercises and Stock Vested . . . . . . . . . . . 56
Nonqualified Deferred Compensation Plans . . . . . 57
Potential Payments Upon Termination or
Change-in-Control

. . . . . . . . . . . . . . . . . . . . . . . 57

DIRECTOR COMPENSATION . . . . . . . . . . . . . . . . . 64
Nonemployee Directors . . . . . . . . . . . . . . . . . . . . 64
Director Compensation Table . . . . . . . . . . . . . . . . 66

EQUITY COMPENSATION PLAN INFORMATION . . 68

CERTAIN RELATIONSHIPS AND RELATED PARTY
TRANSACTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . 70

STOCKHOLDER PROPOSALS . . . . . . . . . . . . . . . 70

ADDITIONAL INFORMATION . . . . . . . . . . . . . . . . . 70

PROXY STATEMENT SUMMARY

2019 ANNUAL MEETING OF STOCKHOLDERS

WHEN

ITEMS OF BUSINESS

8:00 a.m., local time, on May 30,
2019

WHERE

The Corporate Offices of Liberty
Media
12300 Liberty Boulevard
Englewood, Colorado 80112

RECORD DATE

5:00 p.m., New York City time, on
April 8, 2019

PROXY VOTING

1.

Election of directors proposal—To elect John C. Malone, Robert R. Bennett
and M. Ian G. Gilchrist to continue serving as Class III members of our
board until the 2022 annual meeting of stockholders or their earlier
resignation or removal.

2. Auditors ratification proposal—To ratify the selection of KPMG LLP as our
independent auditors for the fiscal year ending December 31, 2019.

Such other business as may properly come before the annual meeting.

WHO MAY VOTE

Holders of shares of LSXMA, LSXMB, BATRA, BATRB, FWONA and FWONB.
Holders of shares of LSXMK, FWONK, and BATRK are NOT eligible to vote at the
annual meeting.

Stockholders of record on the record date are entitled to vote by proxy in the following ways:

By calling 1-800-690-6903
(toll free) in the United States or
Canada

Online at
www.proxyvote.com

By returning a properly
completed, signed and dated
proxy card

ANNUAL MEETING AGENDA AND VOTING RECOMMENDATIONS

Proposal

Election of directors proposal

Auditors ratification proposal

Voting
Recommendation

Page Reference
(for more detail)

✓ FOR EACH NOMINEE

✓ FOR

18

23

| LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

LIBERTY MEDIA CORPORATION
a Delaware corporation

12300 Liberty Boulevard
Englewood, Colorado 80112
(720) 875-5400

PROXY STATEMENT FOR ANNUAL MEETING OF STOCKHOLDERS

We are furnishing this proxy statement in connection with the board of directors’ solicitation of proxies for use at our
2019 Annual Meeting of Stockholders to be held at 8:00 a.m., local time, at the corporate offices of Liberty Media,
12300 Liberty Boulevard, Englewood, Colorado 80112 on May 30, 2019, or at any adjournment or postponement of
the annual meeting. At the annual meeting, we will ask you to consider and vote on the proposals described in the
accompanying Notice of Annual Meeting of Stockholders. The proposals are described in more detail in this proxy
statement. We are soliciting proxies from holders of our Series A Liberty SiriusXM common stock, par value $0.01
per share (LSXMA), Series A Liberty Braves common stock, par value $0.01 per share (BATRA), Series A Liberty
Formula One common stock, par value $0.01 per share (FWONA), Series B Liberty SiriusXM common stock, par
value $0.01 per share (LSXMB), Series B Liberty Braves common stock, par value $0.01 per share (BATRB), and
Series B Liberty Formula One common stock, par value $0.01 per share (FWONB). The holders of our Series C
Liberty SiriusXM common stock, par value $0.01 per share (LSXMK), Series C Liberty Braves common stock, par
value $0.01 per share (BATRK), and Series C Liberty Formula One common stock, par value $0.01 per share
(FWONK), are not entitled to any voting powers, except as required by Delaware law, and may not vote on the
proposals to be presented at the annual meeting. We refer to LSXMA, LSXMB, LSXMK, BATRA, BATRB, BATRK,
FWONA, FWONB and FWONK together as our common stock.

THE ANNUAL MEETING

ELECTRONIC DELIVERY

Registered stockholders may elect to receive future notices and proxy materials by e-mail. To sign up for electronic
delivery, go to www.proxyvote.com. Stockholders who hold shares through a bank, brokerage firm or other nominee
may sign up for electronic delivery when voting by Internet at www.proxyvote.com, by following the prompts. Also,
stockholders who hold shares through a bank, brokerage firm or other nominee may sign up for electronic delivery
by contacting their nominee. Once you sign up, you will not receive a printed copy of the notices and proxy
materials, unless you request them. If you are a registered stockholder, you may suspend electronic delivery of the
notices and proxy materials at any time by contacting our transfer agent, Broadridge, at (888) 789-8415 (outside the
United States (303) 562-9273). Stockholders who hold shares through a bank, brokerage firm or other nominee
should contact their nominee to suspend electronic delivery.

TIME, PLACE AND DATE

The annual meeting of stockholders is to be held at 8:00 a.m., local time, on May 30, 2019, at the corporate offices
of Liberty Media, 12300 Liberty Boulevard, Englewood, Colorado 80112, telephone (720) 875-5400.

PURPOSE

At the annual meeting, you will be asked to consider and vote on each of the following:

•

•

the election of directors proposal, to elect John C. Malone, Robert R. Bennett and M. Ian G. Gilchrist to
continue serving as Class III members of our board until the 2022 annual meeting of stockholders or their
earlier resignation or removal; and

the auditors ratification proposal, to ratify the selection of KPMG LLP as our independent auditors for the fiscal
year ending December 31, 2019.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 1

You may also be asked to consider and vote on such other business as may properly come before the annual
meeting, although we are not aware at this time of any other business that might come before the annual meeting.

QUORUM

In order to conduct the business of the annual meeting, a quorum must be present. This means that the holders of
at least a majority of the aggregate voting power represented by the shares of our common stock outstanding on
the record date and entitled to vote at the annual meeting must be represented at the annual meeting either in
person or by proxy. For purposes of determining a quorum, your shares will be included as represented at the
meeting even if you indicate on your proxy that you abstain from voting. If a broker, who is a record holder of
shares, indicates on a form of proxy that the broker does not have discretionary authority to vote those shares on a
particular proposal or proposals, or if those shares are voted in circumstances in which proxy authority is defective
or has been withheld, those shares (broker non-votes) will nevertheless be treated as present for purposes of
determining the presence of a quorum. See “—Voting Procedures for Shares Held in Street Name—Effect of
Broker Non-Votes” below.

WHO MAY VOTE

Holders of shares of LSXMA, LSXMB, BATRA, BATRB, FWONA and FWONB, as recorded in our stock register as
of 5:00 p.m., New York City time, on April 8, 2019 (such date and time the record date for the annual meeting), will
be entitled to notice of the annual meeting and to vote at the annual meeting or any adjournment or postponement
thereof.

VOTES REQUIRED

Each director nominee who receives a plurality of the combined voting power of the outstanding shares of our
common stock present in person or represented by proxy at the annual meeting and entitled to vote on the election
of directors at the annual meeting, voting together as a single class, will be elected to the office.

Approval of the auditors ratification proposal requires the affirmative vote of a majority of the combined voting
power of the outstanding shares of our common stock that are present in person or by proxy, and entitled to vote at
the annual meeting, voting together as a single class.

VOTES YOU HAVE

At the annual meeting, holders of shares of LSXMA, BATRA and FWONA will have one vote per share, and holders
of shares of LSXMB, BATRB and FWONB will have ten votes per share, in each case, that our records show are
owned as of the record date. Holders of LSXMK, BATRK and FWONK will not be eligible to vote at the annual
meeting.

RECOMMENDATION OF OUR
BOARD OF DIRECTORS

Our board of directors has unanimously approved each of the
proposals and recommends that you vote “FOR” the election of
each director nominee and “FOR” the auditors ratification proposal.

SHARES OUTSTANDING

As of the record date, an aggregate of approximately 102,866,000 shares of LSXMA, 9,822,000 shares of LSXMB,
10,249,000 shares of BATRA, 982,000 shares of BATRB, 25,680,000 shares of FWONA and 2,453,000 shares of
FWONB were issued and outstanding and entitled to vote at the annual meeting.

NUMBER OF HOLDERS

There were, as of the record date, 1,153 and 65 record holders of LSXMA and LSXMB, respectively, 1,681 and 41
record holders of BATRA and BATRB, respectively, and 817 and 59 record holders of FWONA and FWONB,
respectively (which amounts do not include the number of stockholders whose shares are held of record by banks,
brokers or other nominees, but include each such institution as one holder).

2 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

THE ANNUAL MEETING

VOTING PROCEDURES FOR RECORD HOLDERS

Holders of record of LSXMA, LSXMB, BATRA, BATRB, FWONA and FWONB as of the record date may vote in
person at the annual meeting, by telephone or through the Internet. Alternatively, they may give a proxy by
completing, signing, dating and returning the proxy card by mail. Instructions for voting by using the telephone or
the Internet are printed on the proxy voting instructions attached to the proxy card. In order to vote through the
Internet, holders should have their proxy cards available so they can input the required information from the proxy
card, and log onto the Internet website address shown on the proxy card. When holders log onto the Internet
website address, they will receive instructions on how to vote their shares. The telephone and Internet voting
procedures are designed to authenticate votes cast by use of a personal identification number, which will be
provided to each voting stockholder separately. Unless subsequently revoked, shares of our common stock
represented by a proxy submitted as described herein and received at or before the annual meeting will be voted in
accordance with the instructions on the proxy.

YOUR VOTE IS IMPORTANT. It is recommended that you vote by proxy even if you plan to attend the annual
meeting. You may change your vote at the annual meeting.

If you submit a properly executed proxy without indicating any voting instructions as to a proposal enumerated in
the Notice of Annual Meeting of Stockholders, the shares represented by the proxy will be voted “FOR” the election
of each director nominee and “FOR” the auditors ratification proposal.

If you submit a proxy indicating that you abstain from voting as to a proposal, it will have no effect on the election of
directors proposal and will have the same effect as a vote “AGAINST” the auditors ratification proposal.

If you do not submit a proxy or you do not vote in person at the annual meeting, your shares will not be counted as
present and entitled to vote for purposes of determining a quorum, and your failure to vote will have no effect on
determining whether any of the proposals are approved (if a quorum is present).

VOTING PROCEDURES FOR SHARES HELD IN STREET NAME

General

If you hold your shares in the name of a broker, bank or other nominee, you should follow the instructions provided
by your broker, bank or other nominee when voting your shares or to grant or revoke a proxy. The rules and
regulations of the New York Stock Exchange and The Nasdaq Stock Market LLC (Nasdaq) prohibit brokers, banks
and other nominees from voting shares on behalf of their clients with respect to numerous matters, including, in our
case, the election of directors proposal. Accordingly, to ensure your shares held in street name are voted on these
matters, we encourage you to provide promptly specific voting instructions to your broker, bank or other nominee.

Effect of Broker Non-Votes

Broker non-votes are counted as shares of our common stock present and entitled to vote for purposes of
determining a quorum but will have no effect on any of the proposals. You should follow the directions your broker,
bank or other nominee provides to you regarding how to vote your shares of LSXMA, BATRA, FWONA, LSXMB,
BATRB or FWONB or how to change your vote or revoke your proxy.

REVOKING A PROXY

If you submitted a proxy prior to the start of the annual meeting, you may change your vote by voting in person at
the annual meeting or by delivering a signed proxy revocation or a new signed proxy with a later date to Vote
Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717. Any signed proxy revocation or later-dated
proxy must be received before the start of the annual meeting. In addition, you may change your vote through the
Internet or by telephone (if you originally voted by the corresponding method) not later than 11:59 p.m., New York
City time, on May 29, 2019.

Your attendance at the annual meeting will not, by itself, revoke a prior vote or proxy from you.

If your shares are held in an account by a broker, bank or other nominee, you should contact your nominee to
change your vote or revoke your proxy.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 3

SOLICITATION OF PROXIES

We are soliciting proxies by means of our proxy statement and our annual report (together, the proxy materials) on
behalf of our board of directors. In addition to this mailing, our employees may solicit proxies personally or by
telephone. We pay the cost of soliciting these proxies. We also reimburse brokers and other nominees for their
expenses in sending paper proxy materials to you and getting your voting instructions.

If you have any further questions about voting or attending the annual meeting, please contact Liberty Media
Investor Relations at (877) 772-1518 or Broadridge at (888) 789-8415.

OTHER MATTERS TO BE VOTED ON AT THE ANNUAL MEETING

Our board of directors is not currently aware of any business to be acted on at the annual meeting other than that
which is described in the Notice of Annual Meeting of Stockholders and this proxy statement. If, however, other
matters are properly brought to a vote at the annual meeting, the persons designated as proxies will have discretion
to vote or to act on these matters according to their best judgment. In the event there is a proposal to adjourn or
postpone the annual meeting, the persons designated as proxies will have discretion to vote on that proposal.

4 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS

The following table sets forth information concerning shares of our common stock beneficially owned by each
person or entity known by us to own more than five percent of the outstanding shares of each series of our voting
stock. All of such information is based on publicly available filings, unless otherwise known to us from other
sources.

Unless otherwise indicated, the security ownership information is given as of April 15, 2019 and, in the case
of percentage ownership information, is based upon (1) 102,816,795 LSXMA shares, (2) 9,821,531 LSXMB shares,
(3) 209,079,807 LSXMK shares, (4) 10,244,591 BATRA shares, (5) 981,860 BATRB shares, (6) 39,740,215 BATRK
shares, (7) 25,675,346 FWONA shares, (8) 2,453,485 FWONB shares and (9) 202,887,872 FWONK shares, in
each case, outstanding on February 28, 2019. The percentage voting power is presented on an aggregate basis for
all LSXMA, LSXMB, BATRA, BATRB, FWONA and FWONB shares.

Name and Address of Beneficial Owner

John C. Malone

c/o Liberty Media Corporation
12300 Liberty Boulevard
Englewood, CO 80112

Berkshire Hathaway, Inc.
3555 Farnam Street
Omaha, NE 68131

BlackRock, Inc.

55 East 52nd Street
New York, NY 10055

Voting
Power
(%)

47.6

5.5

3.0

Title of
Series

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

Amount and
Nature of
Beneficial
Ownership
1,167,728(1)
9,455,341(1)
15,461,807(1)
116,771(1)
945,532(1)
3,027,466(1)
291,930(1)
2,363,834(1)
4,653,362(1)
14,860,360(2)

—

31,090,985(2)

—

—

—

—

—

—

6,484,270(3)

—

12,170,640(3)
661,499(3)

—

2,388,512(3)
1,057,067(3)

—

9,515,547(3)

Percent of
Series
(%)

1.1

96.3

7.4

1.1

96.3

7.6

1.1

96.4

2.3

14.5

—

14.9

—

—

—

—

—

—

6.3

—

5.8

6.5

—

6.0

4.1

—

4.7

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 5

Name and Address of Beneficial Owner

Norges Bank (The Central Bank of Norway)

Bankplassen 2
PO Box 1179 Sentrum
Oslo, Q8 0107
Norway

The Vanguard Group
100 Vanguard Blvd.
Malvern, PA 19355

Park West Asset Management LLC

900 Larkspur Landing Circle
Suite 165
Larkspur, CA 94939

FMR LLC

245 Summer Street
Boston, MA 02210

Voting
Power
(%)

1.3

4.3

*

*

Title of
Series

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

Amount and
Nature of
Beneficial
Ownership
2,260,630(4)

—

1,494,577(4)
569,036(4)

—

224,015(4)
710,649(4)

—

3,380,383(4)
8,828,793(5)

—

14,012,828(5)
462,737(6)

—

1,722,776(6)
2,287,400(5)

—

16,678,660(5)

—

—

—

863,562(7)

—

2,847,218(7)

—

—

—

1,539,255(8)

—
77,269(8)
121(8)
—
909(8)
847,389(8)

—

10,421,371(8)

Percent of
Series
(%)

2.2

—

*

5.6

—

*

2.8

—

1.7

8.6

—

6.7

4.5

—

4.3

8.9

—

8.2

—

—

—

8.4

—

7.2

—

—

—

1.5

—

*

*

—

*

3.3

—

5.1

6 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Name and Address of Beneficial Owner

GAMCO Investors, Inc.
One Corporate Center
Rye, NY 10580

Ancient Art, L.P.

500 West 5th Street
Suite 1110
Austin, TX 78701

Janus Henderson Group plc
201 Bishopsgate ECM 3AE,
United Kingdom

UBS Group AG

Bahnhofstrasse 45
Zurich, Switzerland

Voting
Power
(%)

*

1.0

*

*

Title of
Series

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

Amount and
Nature of
Beneficial
Ownership

Percent of
Series
(%)

599,959(9)

—

674,513(9)
1,458,438(10)

—

1,715,205(9)
137,640(9)

—

190,013(9)

—

—

—

—

—

—

*

—

*

14.2

—

4.3

*

—

*

—

—

—

—

—

—

2,593,428(11)

10.1

—

—
27,615(12)

—
62,557(12)
—

—

—

—

—

10,225,807(12)
265,361(13)

—

529,626(13)
1,241,525(13)

—
20,775(13)
156(13)
—

516,696(13)

—

—

*

—

*

—

—

—

—

—

5.0

*

—

*

12.1

—

*

*

—

*

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 7

Name and Address of Beneficial Owner

Southeastern Asset Management, Inc.

6410 Poplar Avenue,
Suite 900
Memphis, TN 38119

Barclays PLC

1 Churchill Place,
London, E14 5HP, England

Voting
Power
(%)

*

*

Title of
Series

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

Amount and
Nature of
Beneficial
Ownership

Percent of
Series
(%)

—

—

—

—

—

—

2,343,015(14)

—

4,619,714(14)
181,120(15)

—

235,203(15)
603,187(15)

—
12,780(15)
1,369(15)
—
83,269(15)

—

—

—

—

—

—

9.1

—

2.3

*

—

*

5.9

—

*

*

—

*

*

(1)

Less than one percent

Information with respect to shares of our common stock beneficially owned by Mr. Malone, our Chairman of the Board, is also set
forth in “—Security Ownership of Management.”

(2) Based on Form 13F, filed February 14, 2019, by Berkshire Hathaway, Inc. (Berkshire Hathaway), with respect to itself and certain
related institutional investment managers, including Warren E. Buffett (Mr. Buffett), GEICO Corp. (GEICO), National Fire & Marine
Insurance Co. (National Fire) and National Indemnity Co (National Indemnity), which Form 13F reports sole voting power, shared
voting power, sole investment discretion, and shared investment discretion for shares of LSXMA and LSXMK as follows:

Berkshire Hathaway and Mr. Buffett

Berkshire Hathaway, Mr. Buffett and
National Fire

Berkshire Hathaway, Mr. Buffett and
National Indemnity

Berkshire Hathaway, Mr. Buffett, GEICO
and National Indemnity

Title of
Series

LSXMA

LSXMK

LSXMA

LSXMK

LSXMA

LSXMK

LSXMA

LSXMK

Sole Voting
Power

4,308,117

7,153,027

933,391

508,654

1,827,072

4,069,394

7,791,780

19,359,910

Shared
Voting
Power

Sole
Investment
Discretion

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

Shared
Investment
Discretion

4,308,117

7,153,027

933,391

508,654

1,827,072

4,069,394

7,791,780

19,359,910

8 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

(3) Based on (i) Schedule 13G, filed February 11, 2019, by BlackRock, Inc. (BlackRock), a parent holding company, with respect to its
ownership of shares of LSXMK, (ii) three separate filings, each an Amendment No. 2 to Schedule 13G filed February 6, 2019 by
BlackRock, with respect to its ownership of shares of LSXMA, BATRA and BATRK, respectively, and (iii) Form 13F, filed
February 8, 2019, by BlackRock with respect to its ownership of shares of FWONA and FWONK, Blackrock has sole voting power,
shared voting power, sole dispositive power/investment discretion, and shared dispositive power/investment discretion over these
shares as provided in the following table. All shares covered by such filings are held by BlackRock and/or its subsidiaries.

Title of
Series

LSXMA

LSXMK

BATRA

BATRK

FWONA

FWONK

Sole Voting
Power

5,767,555

10,561,150

635,065

2,312,691

972,695

8,310,031

Shared
Voting
Power

—

—

—

—

—

—

Sole
Dispositive
Power/
Investment
Discretion

6,484,270

12,170,640

661,499

2,388,512

1,057,067

9,515,547

Shared
Dispositive
Power/
Investment
Discretion

—

—

—

—

—

—

(4) Based on Amendment No. 1 to Form 13F, filed March 4, 2019, by Norges Bank (Norges), which states that Norges has: sole

investment discretion and sole voting power over 2,260,630 LSXMA shares; sole investment discretion and sole voting power over
1,494,577 LSXMK shares; sole investment discretion and sole voting power over 569,036 BATRA shares; sole investment
discretion and sole voting power over 224,015 BATRK shares; sole investment discretion and sole voting power over 710,649
FWONA shares; and sole investment discretion and sole voting power over 3,380,383 FWONK shares.

(5) Based on four separate filings, each an Amendment No. 2 to Schedule 13G filed February 12, 2019 by The Vanguard Group

(Vanguard), which state that Vanguard, with respect to its ownership of shares of each of LSXMA, LSXMK, FWONA and FWONK,
has sole voting power, shared voting power, sole dispositive power, and shared dispositive power over these shares as follows:

Title of
Series

LSXMA

LSXMK

FWONA

FWONK

Sole Voting
Power

61,042

115,738

17,345

127,736

Shared
Voting
Power

13,734

56,884

—

43,963

Sole
Dispositive
Power

8,755,101

13,838,333

2,270,055

16,514,661

Shared
Dispositive
Power

73,692

174,495

17,345

163,999

(6) Based on Form 13F, filed February 14, 2019, by Vanguard, with respect to itself and certain related institutional investment

managers, including Vanguard Fiduciary Trust Co (Trust Co) and Vanguard Investments Australia, Ltd. (Australia), which Form
13F reports sole voting power, shared voting power, sole investment discretion, and shared investment discretion for shares of
BATRA and BATRK as follows:

Vanguard

Vanguard and Trust Co

Vanguard and Australia

Title of
Series
BATRA
BATRK
BATRA
BATRK
BATRA
BATRK

Sole Voting
Power
—
3,455
20,017
69,631
—
—

Shared
Voting
Power
—
—
—
—
—
2,600

Sole
Investment
Discretion
442,720
1,650,545
—
—
—
—

Shared
Investment
Discretion

—
—
20,017
69,631
—
2,600

(7) Based on (i) Amendment No. 3 to Schedule 13G, filed February 14, 2019, jointly by Park West Asset Management LLC (PWAM)
and Peter S. Park, which states that, with respect to BATRA shares, each of PWAM and Peter S. Park has shared voting power
and shared dispositive power over 863,562 shares and (ii) Form 13F, filed February 14, 2019, by PWAM, which states that PWAM
has sole investment discretion and sole voting power over 2,847,218 BATRK shares.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 9

(8) Based on (i) Amendment No. 1 to Schedule 13G, filed February 13, 2019, by FMR LLC (FMR) and Abigail P. Johnson, which states

that, with respect to FWONK shares, each of FMR and Ms. Johnson has sole dispositive power over 10,421,371 shares and FMR
has sole voting power over 1,609,659 shares, and (ii) Form 13F, filed February 13, 2019, by FMR, with respect to itself and certain
related institutional investment managers, including Fidelity Management & Research Co. (Fidelity M&R), Strategic Advisers LLC
(Strategic), and FMR Co. Inc. (FMR Co), which Form 13F reports sole voting power, shared voting power, sole investment
discretion, and shared investment discretion as follows:

FMR, Fidelity M&R, and FMR Co

FMR and Strategic

Title of
Series
LSXMA
LSXMK
BATRA
BATRK
FWONA
LSXMA
LSXMK
BATRA
BATRK
FWONA

Sole
Voting
Power
—
—
—
—
—
6,555
31,744
121
909
1,032

Shared
Voting
Power
—
—
—
—
—
—
—
—
—
—

Sole
Investment
Discretion
—
—
—
—
—
—
—
—
—
—

Shared
Investment
Discretion
1,532,700
45,524
—
—
846,357
6,555
31,744
121
909
1,032

(9) Based on Form 13F, filed January 30, 2019, by GAMCO Investors, Inc. (GBL), which reports that GBL has sole investment
discretion over 599,959 LSXMA shares and sole voting power over 591,402 LSXMA shares, sole investment discretion over
674,513 LSXMK shares and sole voting power over 611,411 LSXMK shares, sole investment discretion over 1,715,205 BATRK
shares and sole voting power over 1,560,378 BATRK shares, sole investment discretion over 137,640 FWONA shares and sole
voting power over 127,335 FWONA shares, and sole investment discretion over 190,013 FWONK shares and sole voting power
over 176,526 FWONK shares.

(10) Based on Amendment No. 11 to Schedule 13D, filed on April 15, 2019, jointly by Gabelli Funds, LLC (Gabelli Funds), GAMCO

Asset Management Inc. (GAMCO), MJG Associates, Inc. (MJG), GGCP, Inc. (GGCP), GBL, Associated Capital Group, Inc. (AC),
Gabelli Foundation, Inc. (Foundation) and Mario J. Gabelli (Mr. Gabelli) with respect to BATRA shares. Mr. Gabelli is deemed to
have beneficial ownership of the shares owned beneficially by each of such persons. AC, GBL and GGCP are deemed to have
beneficial ownership of the shares owned beneficially by each of such persons other than Mr. Gabelli and the Foundation.
These entities have reported sole voting power, shared voting power, sole dispositive power and shared dispositive power over
these shares as follows:

Gabelli Funds
GAMCO
MJG
Mario J. Gabelli
AC
GGCP
Foundation

Title of
Series
BATRA
BATRA
BATRA
BATRA
BATRA
BATRA
BATRA

Sole
Voting
Power
263,109
1,398,431
2,000
39,000
410
25,000
1,500

Shared
Voting
Power
—
—
—
—
—
—
—

Sole
Dispositive
Power
263,109
1,458,438
2,000
39,000
410
25,000
1,500

Shared
Dispositive
Power
—
—
—
—
—
—
—

(11) Based on Amendment No. 1 to Schedule 13G, filed February 11, 2019, jointly by Ancient Art, L.P., Trango II, L.L.C., and Quincy J.

Lee, which states that, with respect to FWONA shares, each has shared voting power and shared dispositive power over 2,593,428
shares.

(12) Based on (i) Schedule 13G, filed February 12, 2019, by Janus Henderson Group plc (Janus Henderson), a parent holding

company, which states that, with respect to FWONK shares, Janus Henderson has shared voting power and shared dispositive
power over 10,255,807 shares, and (ii) Form 13F, filed February 6, 2019, by Janus Henderson, with respect to itself and certain
related institutional investment managers, including Intech Investment Management LLC (Intech), which Form 13F reports sole
voting power, shared voting power, sole investment discretion, and shared investment discretion as follows:

Janus Henderson, Henderson
Global and Intech

Title of
Series
LSXMA
LSXMK

Sole
Voting
Power
—
—

Shared
Voting
Power
24,253
59,819

Sole
Investment
Discretion
—
—

Shared
Investment
Discretion
27,615
62,557

(13) Based on (i) Amendment No. 1 to Schedule 13G, filed April 2, 2019, by UBS Group AG (UBS Group), a parent holding company,

on behalf of UBS Asset Management Americas Inc. (UBS Americas) which states that, with respect to BATRA shares held by
UBS Americas and/or its subsidiaries, UBS Americas has sole voting power over 1,184,890 shares and shared dispositive power
over 1,241,525 shares, and (ii) Form 13F, filed February 13, 2019, by UBS Americas, with respect to itself and certain related
institutional investment managers, including UBS Group, UBS Asset Management Trust Company (UBS AM Trust), UBS AG/UBS
Asset Management (UBS AG), UBS Asset Management (UK) Ltd (UBS UK), and UBS Asset Management Life Ltd (UBS Life),
which Form 13F reports sole voting power, shared voting power, sole investment discretion, and shared investment discretion as
follows:

10 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

UBS Americas

UBS Americas and UBS Group

UBS Americas and UBS AM Trust

UBS Americas and UBS AG

UBS Americas and UBS UK

UBS Americas and UBS Life

Title of
Series
LSXMA
LSXMK
BATRK
FWONA
FWONK
LSXMA
LSXMK
BATRK
FWONA
FWONK
LSXMA
LSXMK
BATRK
FWONA
FWONK
LSXMA
LSXMK
BATRK
FWONA
FWONK
LSXMA
LSXMK
BATRK
FWONA
FWONK
LSXMA
LSXMK
BATRK
FWONA
FWONK

Sole
Voting
Power
39,305
76,469
—
—
71,464
475
1,138
80
156
201
8,578
16,162
—
—
15,487
109,147
215,806
19,695
—
249,122
22,012
46,451
—
—
49,893
18,956
36,520
—
—
—

Shared
Voting
Power
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—

Sole
Investment
Discretion
33,350
65,851
—
—
75,382
—
—
—
—
—
—
—
—
—
—
116,906
238,954
20,695
—
267,741
2,544
2,838
—
—
3,697
—
—
—
—
—

Shared
Investment
Discretion
11,789
18,420
—
—
3,633
10,367
21,770
80
156
21,391
8,578
16,162
—
—
15,487
91
198
—
—
231
62,780
128,913
—
—
129,134
18,956
36,520
—
—
—

(14) Based on (i) Schedule 13G, filed February 14, 2019, jointly by Southeastern Asset Management, Inc. (Southeastern), Longleaf
Partners Small-Cap Fund (Longleaf), and O. Mason Hawkins, which states that, with respect to FWONA shares, each of
Southeastern and Longleaf has shared voting power and shared dispositive power over 2,322,149 shares and Southeastern has
sole dispositive power over 20,866 shares, and (ii) Form 13F, filed February 14, 2019, by Southeastern, with respect to itself and
certain related institutional investment managers, including Longleaf, which Form 13F reports, with respect to FWONK shares,
Southeastern’s sole dispositive power over 37,598 shares, and Southeastern and Longleaf’s joint shared dispositive power and
sole voting power over 4,582,116 shares.

(15) Based on (i) Schedule 13G, filed February 14, 2019, by Barclays PLC (Barclays), Barclays Capital Inc. (Barclays Capital), and
Barclays Bank PLC (Barclays Bank), which states that, with respect to BATRA shares, Barclays has sole voting power and sole
dispositive power over 603,187 shares, Barclays Capital has sole voting power and sole dispositive power over 33,973 shares, and
Barclays Bank has sole voting power and sole dispositive power over 569,214 shares, and (ii) Form 13F, filed February 14, 2019, by
Barclays, with respect to itself and certain related institutional investment managers, including Barclays Bank, Barclays Capital,
and Barclays Capital Securities LTD (Barclays Securities), which Form 13F reports sole voting power, shared voting power, sole
investment discretion, and shared investment discretion as follows:

Barclays and Barclays Bank

Barclays and Barclays Capital

Barclays and Barclays Securities

Title of
Series
LSXMA
LSXMK
BATRK
FWONA
FWONK
LSXMA
LSXMK
BATRK
FWONA
FWONK
LSXMA
LSXMK
BATRK
FWONA
FWONK

Sole
Voting
Power
168,875
162,599
12,756
1,346
76,148
11,200
69,821
24
23
3,900
1,045
2,783
—
—
3,221

Shared
Voting
Power
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—

Sole
Investment
Discretion
168,875
162,599
12,756
1,346
76,148
11,200
69,821
24
23
3,900
1,045
2,783
—
—
3,221

Shared
Investment
Discretion
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 11

SECURITY OWNERSHIP OF MANAGEMENT

The following table sets forth information with respect to the ownership by each of our directors and named
executive officers (as defined herein) and by all of our directors and executive officers as a group of shares of
(1) each series of our common stock (LSXMA, LSXMB, LSXMK, BATRA, BATRB, BATRK, FWONA, FWONB and
FWONK) and (2) the common stock, par value $0.001 per share (SIRI), of Sirius XM Holdings Inc. (Sirius XM), in
which we hold a controlling interest. The security ownership information with respect to our common stock is given
as of February 28, 2019 and, in the case of percentage ownership information, is based upon (1) 102,816,795
LSXMA shares, (2) 9,821,531 LSXMB shares, (3) 209,079,807 LSXMK shares, (4) 10,244,591 BATRA shares,
(5) 981,860 BATRB shares, (6) 39,740,215 BATRK shares, (7) 25,675,346 FWONA shares, (8) 2,453,485 FWONB
shares and (9) 202,887,872 FWONK shares, in each case, outstanding on that date. The security ownership
information with respect to SIRI is given as of February 28, 2019, and, in the case of percentage ownership
information, is based on 4,345,777,230 SIRI shares outstanding on January 28, 2019. The percentage voting
power with respect to our company is presented in the table below on an aggregate basis for all LSXMA, LSXMB,
BATRA, BATRB, FWONA and FWONB shares.

The table also includes performance-based restricted stock units that had been certified as earned by our
compensation committee on or before February 28, 2019 that will be settled in shares of our common stock within
60 days of such date. Shares of common stock issuable upon exercise or conversion of options, warrants and
convertible securities that were exercisable or convertible on or within 60 days after February 28, 2019 are deemed
to be outstanding and to be beneficially owned by the person holding the options, warrants or convertible securities
for the purpose of computing the percentage ownership of that person and for the aggregate percentage owned by
the directors and named executive officers as a group, but are not treated as outstanding for the purpose of
computing the percentage ownership of any other individual person. For purposes of the following presentation,
beneficial ownership of shares of LSXMB, BATRB or FWONB, though convertible on a one-for-one basis into
shares of LSXMA, BATRA or FWONA, respectively, are reported as beneficial ownership of LSXMB, BATRB or
FWONB only, and not as beneficial ownership of LSXMA, BATRA or FWONA, respectively. So far as is known to
us, the persons indicated below have sole voting and dispositive power with respect to the shares indicated as
owned by them, except as otherwise stated in the notes to the table.

The number of shares indicated as owned by the persons in the table includes interests in shares held by the
Liberty Media 401(k) Savings Plan as of February 28, 2019. The shares held by the trustee of the Liberty Media
401(k) Savings Plan for the benefit of these persons are voted as directed by such persons.

Name

John C. Malone

Chairman of the Board
and Director

Title of
Series

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

Amount and Nature of
Beneficial Ownership
(In thousands)

Percent of
Series
(%)

1,168(1)(2)(3)

9,455(1)(4)(5)

15,462(1)(2)(3)(5)(6)

117(1)(2)(3)

946(1)(4)(5)

3,027(1)(2)(3)(5)(6)

292(1)(2)(3)

2,364(1)(4)(5)

4,653(1)(2)(3)(5)(6)

267(3)

1.1

96.3

7.4

1.1

96.3

7.6

1.1

96.4

2.3

*

Voting
Power
(%)

47.6

*

12 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Name

Gregory B. Maffei
President, Chief
Executive
Officer and Director

Robert R. Bennett

Director

Brian M. Deevy

Director

M. Ian G. Gilchrist

Director

Title of
Series

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

Amount and Nature of
Beneficial Ownership
(In thousands)

Percent of
Series
(%)

2,978(7)(8)(9)(10)

37

10,498(6)(7)(8)(9)(10)

298(7)(8)(9)

4

1,413(6)(7)(8)(9)(14)

693(7)(8)(9)

9

2,576(6)(7)(8)(9)(14)

744(11)

760(12)

—

1,530(12)

76(12)

—

268(12)

190(12)

—

383(12)

—

10(13)

—

15(7)(13)

1(13)

—

2(7)(13)

3(13)

—

5(7)(13)

—

1(7)

—

19(7)

**(7)

—

3(7)

**(7)

—

10(7)

—

2.9

*

4.9

2.9

*

3.5

2.7

*

1.3

*

*

—

*

*

—

*

*

—

*

—

*

—

*

*

—

*

*

—

*

—

*

—

*

*

—

*

*

—

*

—

Voting
Power
(%)

1.6

*

*

—

*

—

*

—

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 13

Name

Evan D. Malone

Director

David E. Rapley

Director

Larry E. Romrell

Director

Andrea L. Wong

Director

Title of
Series

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

Amount and Nature of
Beneficial Ownership
(In thousands)

Percent of
Series
(%)

11

—

54(7)

1

—

8(7)

3

—

16(7)

237(11)

4

—

22(7)

—

—

3(7)

1

—

9(7)

—

20

**

58(7)

2

**

7(7)

5

**

20(7)

—

4

—

31(7)

**

—

4(7)

1

—

9(7)

—

*

—

*

*

—

*

*

—

*

*

*

—

*

—

—

*

*

—

*

—

*

*

*

*

*

*

*

*

*

—

*

—

*

*

—

*

*

—

*

—

Voting
Power
(%)

*

*

*

—

*

—

*

—

14 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Title of
Series

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

SIRI

Name

Richard N. Baer

Chief Legal Officer

Mark D. Carleton

Chief Financial Officer

Albert E. Rosenthaler

Chief Corporate
Development
Officer

All directors and
executive officers as a
group (12 persons)

*

**

Less than one percent

Less than 1,000 shares

Amount and Nature of
Beneficial Ownership
(In thousands)

Percent of
Series
(%)

—

—

27(14)

—

—

4(14)

—

—

20(14)

—

—

—

178(7)(14)

13(7)

—

43(7)(14)

18(7)

—

34(7)(14)

163(11)

67

—

330(6)(7)(14)

10(7)

—

53(6)(7)(14)

17

—

72(6)(7)(14)

—

—

—

*

—

—

*

—

—

*

—

—

—

*

*

—

*

*

—

*

*

*

—

*

*

—

*

*

—

*

—

5,024(1)(2)(3)(7)(8)(9)(10)(12)(13)

9,492(1)(4)(5)

28,223(1)(2)(3)(5)(6)(7)(8)(9)(10)(12)(13)(14)

518(1)(2)(3)(7)(8)(9)(12)(13)

949(1)(4)(5)

4,834(1)(2)(3)(5)(6)(7)(8)(9)(12)(13)(14)

1,223(1)(2)(3)(7)(8)(9)(12)(13)

2,373(1)(4)(5)

7,808(1)(2)(3)(5)(6)(7)(8)(9)(12)(13)(14)

1,411(3)(11)

4.8

96.7

13.0

5.0

96.7

11.9

4.7

96.7

3.8

*

Voting
Power
(%)

*

—

*

*

*

—

49.4

*

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 15

(1)

(2)

(3)

(4)

(5)

Includes 101,778 LSXMA shares, 230,564 LSXMB shares, 664,684 LSXMK shares, 10,177 BATRA shares, 23,056 BATRB shares,
113,329 BATRK shares, 25,444 FWONA shares, 57,641 FWONB shares and 166,171 FWONK shares held by Mr. Malone’s wife,
Mrs. Leslie Malone, as to which shares Mr. Malone has disclaimed beneficial ownership.

Includes (i) 250,000 LSXMA shares, 162,500 LSXMK shares, 25,000 BATRA shares, 28,781 BATRK shares, 62,500 FWONA
shares and 40,625 FWONK shares held by The Malone Family Land Preservation Foundation and (ii) 203,043 LSXMA shares,
20,304 BATRA shares, 9,543 BATRK shares and 50,760 FWONA shares held by The Malone Family Foundation, as to which
shares Mr. Malone has disclaimed beneficial ownership.

Includes 612,907 LSXMA shares, 4,425,554 LSXMK shares, 61,290 BATRA shares, 1,095,768 BATRK shares, 153,226 FWONA
shares, 1,125,144 FWONK shares and 267,141 SIRI shares pledged to Fidelity Brokerage Services, LLC (Fidelity); 2,157,102
LSXMK shares, 510,221 BATRK shares, and 801,055 FWONK shares pledged to Merrill Lynch, Pierce, Fenner & Smith
Incorporated (Merrill Lynch); and 7,380,000 LSXMK shares, 1,102,500 BATRK shares and 1,875,000 FWONK shares pledged to
Bank of America (BoA) in connection with margin loan facilities extended by BoA.

Includes 108,687 LSXMB shares, 10,868 BATRB shares, and 27,171 FWONB shares held by two trusts which are managed by an
independent trustee, of which the beneficiaries are Mr. Malone’s adult children and in which Mr. Malone has no pecuniary interest.
Mr. Malone retains the right to substitute assets held by the trusts and has disclaimed beneficial ownership of the shares held by
the trusts.

Includes 490,597 LSXMB shares, 671,594 LSXMK shares, 49,059 BATRB shares, 167,293 BATRK shares, 122,649 FWONB
shares and 245,298 FWONK shares held by a trust with respect to which Mr. Malone is the sole trustee and, with his wife, retains a
unitrust interest in the trust.

(6)

Includes shares held in the Liberty Media 401(k) Savings Plan as follows:

John C. Malone
Gregory B. Maffei
Albert E. Rosenthaler

Total

LSXMK

373
38,178
7,067

45,618

BATRK

FWONK

31
3,780
703

4,514

69
9,467
1,748

11,284

(7)

Includes beneficial ownership of shares that may be acquired upon exercise of, or which relate to, stock options exercisable within
60 days after February 28, 2019.

Brian M. Deevy
M. Ian G. Gilchrist
Gregory B. Maffei
Evan D. Malone
David E. Rapley
Larry E. Romrell
Andrea L. Wong
Mark D. Carleton
Albert E. Rosenthaler

Total

LSXMA

—
854
1,165,787
—
—
—
—
—
—
1,166,641

LSXMK

8,149
18,868
6,825,622
29,263
14,631
29,263
17,263
157,858
158,242
7,259,159

BATRA
—
85
116,599
—
—
—
—
7,327
3,328
127,339

BATRK
949
2,795
720,409
3,535
1,767
3,535
2,341
26,743
23,627
785,701

FWONA
—
213
291,362
—
—
—
—
18,309
—
309,884

FWONK
3,254
9,053
1,626,471
9,701
4,850
9,701
4,669
19,524
19,331
1,706,554

(8)

(9)

Includes 305,768 LSXMA shares, 595,757 LSXMK shares, 30,576 BATRA shares, 45,677 BATRK shares, 14,758 FWONA shares
and 72,313 FWONK shares held by The Maffei Foundation, as to which shares Mr. Maffei has disclaimed beneficial ownership.

Includes 680,989 LSXMA shares, 1,489,367 LSXMK shares, 119,007 BATRA shares, 492,012 BATRK shares, 170,247 FWONA
shares and 671,937 FWONK shares pledged to Morgan Stanley Private Bank, National Association in connection with a loan
facility.

(10) Includes 824,069 LSXMA shares and 285,232 LSXMK shares held by a grantor retained annuity trust.

(11) Includes beneficial ownership of shares that may be acquired upon exercise of, or which relate to, stock options exercisable within

60 days after February 28, 2019.

Gregory B. Maffei

Evan D. Malone

Mark D. Carleton

Total

SIRI

726,643

219,718

145,559

1,091,920

(12) Includes 21,585 LSXMA shares, 43,170 LSXMK shares, 2,158 BATRA shares, 7,568 BATRK shares, 5,396 FWONA shares and
10,792 FWONK shares owned by Hilltop Investments, LLC, which is jointly owned by Mr. Bennett and his wife, Mrs. Deborah
Bennett.

(13) Includes 247 LSXMA shares, 494 LSXMK shares, 24 BATRA shares, 87 BATRK shares, 61 FWONA shares and 123 FWONK

shares held by the WJD Foundation, over which Mr. Deevy has sole voting power.

16 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

(14) Includes performance-based restricted stock units that had been certified as earned by our compensation committee that will be

settled in shares of our common stock within 60 days of February 28, 2019, as follows:

Gregory B. Maffei

Mark D. Carleton

Albert E. Rosenthaler

Richard N. Baer

Total

CHANGES IN CONTROL

LSXMK

—

12,239

12,239

16,391

40,869

BATRK

14,121

1,810

1,810

2,424

20,165

FWONK

98,429

9,010

9,010

12,066

128,515

We know of no arrangements, including any pledge by any person of our securities, the operation of which may at
a subsequent date result in a change in control of our company.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 17

PROPOSALS OF OUR BOARD

The following proposals will be presented at the annual meeting by our board of directors.

PROPOSAL 1—THE ELECTION OF DIRECTORS PROPOSAL

BOARD OF DIRECTORS

Our board of directors currently consists of nine directors, divided among three classes. Our Class III directors,
whose term will expire at the 2019 annual meeting, are John C. Malone, Robert R. Bennett and M. Ian G. Gilchrist.
These directors are nominated for election to our board to continue serving as Class III directors, and we have been
informed that Messrs. Malone, Bennett and Gilchrist are each willing to continue serving as a director of our
company. The term of the Class III directors who are elected at the annual meeting will expire at the annual
meeting of our stockholders in the year 2022. Our Class I directors, whose term will expire at the annual meeting of
stockholders in the year 2020, are Evan D. Malone, David E. Rapley and Larry E. Romrell. Our Class II directors,
whose term will expire at the annual meeting of stockholders in the year 2021, are Brian M. Deevy, Gregory B.
Maffei and Andrea L. Wong.

If any nominee should decline election or should become unable to serve as a director of our company for any
reason before election at the annual meeting, votes will be cast by the persons appointed as proxies for a substitute
nominee, if any, designated by the board of directors.

The following lists the three nominees for election as directors at the annual meeting and the six directors of our
company whose term of office will continue after the annual meeting, and includes as to each person how long
such person has been a director of our company, such person’s professional background, other public company
directorships and other factors considered in the determination that such person possesses the requisite
qualifications and skills to serve as a member of our board of directors. All positions referenced in the biographical
information below with our company include, where applicable, positions with our predecessors. The number of
shares of our common stock beneficially owned by each director is set forth in this proxy statement under the
caption “Security Ownership of Certain Beneficial Owners and Management.”

Nominees for Election as Directors

John C. Malone

• Age: 78

• Chairman of the Board of our company.

• Professional Background: Mr. Malone has served as the Chairman of the Board of our company (including our
predecessor) since August 2011 and as a director since December 2010. He served as Chairman of the Board
of Qurate Retail, Inc. (formerly named Liberty Interactive Corporation, Qurate Retail), including its
predecessor, from its inception in 1994 until March 2018 and served as Qurate Retail’s Chief Executive Officer
from August 2005 to February 2006. Mr. Malone served as Chairman of the Board of Tele-Communications,
Inc. (TCI) from November 1996 until March 1999, when it was acquired by AT&T Corp., and as Chief Executive
Officer of TCI from January 1994 to March 1997.

• Other Public Company Directorships: Mr. Malone has served as (i) a director of Qurate Retail (including its
predecessor) since 1994 and served as Chairman of the Board of Qurate Retail (including its predecessor)
from 1994 to March 2018, (ii) a director of Discovery, Inc. (Discovery), which was formerly known as
Discovery Communications, Inc. (Discovery Communications), since September 2008, and a director of
Discovery Communications’ predecessor, Discovery Holding Company (DHC), from May 2005 to September
2008 and as Chairman of the Board from March 2005 to September 2008, (iii) the Chairman of the Board of
Liberty Global plc (LGP) since June 2013, having previously served as Chairman of the Board of Liberty
Global, Inc. (LGI), LGP’s predecessor, from June 2005 to June 2013 and as Chairman of the Board of LGI’s
predecessor, Liberty Media International, Inc. (LMI) from March 2004 to June 2005 and a director of
UnitedGlobalCom, Inc., now a subsidiary of LGP, from January 2002 to June 2005, (iv) the Chairman of the
Board of Liberty Broadband Corporation (Liberty Broadband) since November 2014, (v) Chairman of the
Board of Liberty Expedia Holdings, Inc. (Liberty Expedia) since November 2016, (vi) a director of Liberty
Latin America Ltd. since December 2017 and (vii) Chairman of the Board of GCI Liberty, Inc. (GCI Liberty)

18 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

PROPOSAL 1—THE ELECTION OF DIRECTORS PROPOSAL

since March 2018. Previously, he served as (i) a director of Lions Gate Entertainment Corp. from March 2015
to September 2018, (ii) a director of Charter Communications, Inc. (Charter) from May 2013 to July 2018,
(iii) a director of Expedia, Inc. from December 2012 to December 2017, having previously served as a director
from August 2005 to November 2012, (iv) the Chairman of the Board of Liberty TripAdvisor Holdings, Inc.
(Liberty TripAdvisor) from August 2014 to June 2015, (v) a director of Sirius XM from April 2009 to May
2013, (vi) a director of Ascent Capital Group, Inc. (Ascent) from January 2010 to September 2012, (vii) a
director of Live Nation Entertainment, Inc. (Live Nation) from January 2010 to February 2011, (viii) Chairman
of the Board of DIRECTV and its predecessors from February 2008 to June 2010 and (ix) a director of
IAC/InterActiveCorp from May 2006 to June 2010.

• Board Membership Qualifications: Mr. Malone, as President of TCI, co-founded Qurate Retail’s former parent

company and is considered one of the preeminent figures in the media and telecommunications industry. He is
well known for his sophisticated problem solving and risk assessment skills.

Robert R. Bennett

• Age: 61

• A director of our company.

• Professional Background: Mr. Bennett has served as a director of our company (including our predecessor)

since September 2011. Mr. Bennett serves as Managing Director of Hilltop Investments LLC, a private
investment company. Mr. Bennett served as the Chief Executive Officer of Qurate Retail from April 1997 to
August 2005 and its President from April 1997 to February 2006 and held various executive positions with
Qurate Retail from 1994 to 1997.

• Other Public Company Directorships: Mr. Bennett served as a director of Qurate Retail from September 1994
to December 2011. He has served as a director of Discovery since September 2008 and served as a director
of DHC from May 2005 to September 2008. Mr. Bennett has served as a director of HP, Inc. (formerly Hewlett-
Packard Company) since July 2013. He served as a director of Demand Media, Inc. from January 2011 to
February 2014 and Sprint Corporation (and its predecessor) from October 2006 to November 2016.

• Board Membership Qualifications: Mr. Bennett brings to our board in-depth knowledge of the media and

telecommunications industry generally and our corporate history specifically. He has experience in significant
leadership positions with Qurate Retail, especially as a past Chief Executive Officer and President, and
provides our company with strategic insights. Mr. Bennett also has an in-depth understanding of finance, and
has held various financial management positions during the course of his career.

M. Ian G. Gilchrist

• Age: 69

• A director of our company.

• Professional Background: Mr. Gilchrist has served as a director of our company (including our predecessor)
since September 2011 and as a director and the President of Trine Acquisition Corp. since March 2019.
Mr. Gilchrist held various officer positions including Managing Director at Citigroup/Salomon Brothers from
1995 to 2008, CS First Boston Corporation from 1988 to 1995, and Blyth Eastman Paine Webber from 1982 to
1988 and served as a Vice President of Warburg Paribas Becker Incorporated from 1976 to 1982. Previously,
he worked in the venture capital field and as an investment analyst.

• Other Public Company Directorships: Mr. Gilchrist has served as a director of Qurate Retail since July 2009

and as a director of Trine Acquisition Corp. since March 2019.

• Board Membership Qualifications: Mr. Gilchrist’s field of expertise is in the media and telecommunications
sector, having been involved with companies in this industry during much of his 32 years as an investment
banker. Mr. Gilchrist brings to our board significant financial expertise and a unique perspective on the
company and the media and telecommunications sector. He is also an important resource with respect to the
financial services firms that our company engages from time to time.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 19

Directors Whose Term Expires in 2020

Evan D. Malone

• Age: 48

• A director of our company.

• Professional Background: Dr. Malone has served as a director of our company (including our predecessor)

since September 2011. Since June 2009, he has served as President of NextFab Studio, LLC, which provides
manufacturing-related technical training, product development, and business acceleration services. Since
January 2008, Dr. Malone has served as the owner and manager of a real estate property and management
company, 1525 South Street LLC. Dr. Malone has served as co-owner and director of Drive Passion PC
Services, CC, an Internet café, telecommunications and document services company, in South Africa since
2007 and served as an applied physics technician for Fermi National Accelerator Laboratory, part of the
national laboratory system of the Office of Science, U.S. Department of Energy, from 1999 until 2001. He also
is a founding member of Jet Wine Bar, a wine bar, and Rex 1516, a restaurant, both in Philadelphia. Since
November 2016, he has served as director and president of the NextFab Foundation, an IRS 501(c)(3) private
operating foundation, which provides manufacturing-related technology and education to communities affected
by economic or humanitarian distress.

• Other Public Company Directorships: Dr. Malone has served as a director of Qurate Retail since August 2008

and Sirius XM since May 2013.

• Board Membership Qualifications: Dr. Malone brings an applied science and engineering perspective to the

board. Dr. Malone’s perspectives assist the board in developing business strategies and adapting to
technological changes facing the industries in which our company competes. In addition, his entrepreneurial
experience assists the board in evaluating strategic opportunities.

David E. Rapley

• Age: 77

• A director of our company.

• Professional Background: Mr. Rapley has served as a director of our company (including our predecessor)

since September 2011. Mr. Rapley founded Rapley Engineering Services, Inc. (RESI) and served as its Chief
Executive Officer and President from 1985 to 1998. Mr. Rapley also served as Executive Vice President of
Engineering of VECO Corp. Alaska (a company that acquired RESI in 1998) from January 1998 to
December 2001. Mr. Rapley served as the President and Chief Executive Officer of Rapley Consulting, Inc.
from January 2000 to December 2014. From 2003 to 2013, Mr. Rapley was a director of Merrick & Co., a
private firm providing engineering and other services to domestic and international clients. From 2008 to 2011,
Mr. Rapley was chairman of the board of Merrick Canada ULC.

• Other Public Company Directorships: Mr. Rapley has served as a director of Qurate Retail since July 2002,
having previously served as a director during 1994. He has served as a director of LGP since June 2013,
having previously served as a director of LGI, LGP’s predecessor, from June 2005 to June 2013 and as a
director of LMI, LGI’s predecessor, from May 2004 to June 2005.

• Board Membership Qualifications: Mr. Rapley brings to our board the unique perspective of his lifelong career
as an engineer. The industries in which our company competes are heavily dependent on technology, which
continues to change and advance. Mr. Rapley’s perspectives assist the board in adapting to these changes
and developing strategies for our businesses.

Larry E. Romrell

• Age: 79

• A director of our company.

• Professional Background: Mr. Romrell has served as a director of our company (including our predecessor)

since September 2011. Mr. Romrell held numerous executive positions with TCI from 1991 to 1999. Previously,
Mr. Romrell held various executive positions with Westmarc Communications, Inc.

• Other Public Company Directorships: Mr. Romrell has served as a director of Qurate Retail since

December 2011, having previously served as a director from March 1999 to September 2011, and as a

20 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

PROPOSAL 1—THE ELECTION OF DIRECTORS PROPOSAL

director of Liberty TripAdvisor since August 2014. He has served as a director of LGP since June 2013, having
previously served as a director of LGI, LGP’s predecessor, from June 2005 to June 2013 and as a director of
LMI, LGI’s predecessor, from May 2004 to June 2005.

• Board Membership Qualifications: Mr. Romrell brings extensive experience, including venture capital

experience, in the telecommunications industry to our board and is an important resource with respect to the
management and operations of companies in the media and telecommunications sector.

Directors Whose Term Expires in 2021

Brian M. Deevy

• Age: 64

• A director of our company.

• Professional Background: Mr. Deevy has been a director of our company since June 2015. Mr. Deevy

previously served as the head of Royal Bank of Canada (RBC) Capital Markets’ Communications, Media &
Entertainment Group (CME Group) until June 2015. Mr. Deevy was responsible for strategic development of
the CME Group’s business, which includes mergers & acquisitions, private equity and debt capital formation
and financial advisory engagements. Mr. Deevy also served as Chairman and Chief Executive Officer of
Daniels & Associates, the investment banking firm that provided financial advisory services to the
communications industry until it was acquired by RBC in 2007. Prior to joining Daniels & Associates, RBC
Daniels’ predecessor, Mr. Deevy was with Continental Illinois National Bank.

• Other Public Company Directorships: Mr. Deevy served as a director of Ascent from November 2013 to

May 2016. Mr. Deevy served on the board of directors of Ticketmaster Entertainment, Inc. from August 2008
to January 2010.

• Board Membership Qualifications: Mr. Deevy brings to our board in-depth knowledge of the communications,

media and entertainment industries. He has an extensive background in mergers and acquisitions, investment
banking and capital formation and provides strategic insights with respect to our company’s activities in these
areas.

Gregory B. Maffei

• Age: 58

• Chief Executive Officer, President and a director of our company.

• Professional Background: Mr. Maffei has served as a director and the President and Chief Executive Officer of

our company (including our predecessor) since May 2007, Liberty Broadband since June 2014 and GCI
Liberty since March 2018. He has served as a director, the President and Chief Executive Officer of Liberty
TripAdvisor since July 2013 and as its Chairman of the Board since June 2015. He has served as the
Chairman of the Board of Qurate Retail (including its predecessor), since March 2018, and as a director of
Qurate Retail (including its predecessor) since November 2005. Mr. Maffei also served as the President and
Chief Executive Officer of Qurate Retail (including its predecessor) from February 2006 to March 2018, having
served as its CEO-Elect from November 2005 through February 2006. Prior thereto, Mr. Maffei served as
President and Chief Financial Officer of Oracle Corporation (Oracle), Chairman, President and Chief
Executive Officer of 360networks Corporation (360networks), and Chief Financial Officer of Microsoft
Corporation (Microsoft).

• Other Public Company Directorships: Mr. Maffei has served as (i) Chairman of the Board of Qurate Retail

since March 2018 and a director of Qurate Retail (including its predecessor) since November 2005,
(ii) Chairman of the Board of Liberty TripAdvisor since June 2015 and a director since July 2013, (iii) a director
of Liberty Broadband since June 2014, (iv) a director of GCI Liberty since March 2018, (v) the Chairman of
the Board of TripAdvisor, Inc. since February 2013, (vi) the Chairman of the Board of Live Nation since
March 2013 and as a director since February 2011, (vii) the Chairman of the Board of Sirius XM since
April 2013 and as a director since March 2009, (viii) a director of Zillow Group, Inc. since February 2015,
having previously served as a director of its predecessor, Zillow, Inc., from May 2005 to February 2015, and
(ix) a director of Charter since May 2013. Mr. Maffei served as (i) a director of DIRECTV and its predecessors
from February 2008 to June 2010, (ii) a director of Electronic Arts, Inc. from June 2003 to July 2013, (iii) a
director of Barnes & Noble, Inc. from September 2011 to April 2014, (iv) Chairman of the Board of Starz from

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 21

January 2013 until its acquisition by Lions Gate Entertainment Corp. in December 2016 and (v) the Chairman
of the Board of Pandora Media, Inc. from September 2017 to February 2019.

• Board Membership Qualifications: Mr. Maffei brings to our board significant financial and operational
experience based on his senior policy making positions at our company, Qurate Retail (including its
predecessor), GCI Liberty, Liberty TripAdvisor, Liberty Broadband, Oracle, 360networks and Microsoft and his
public company board experience. He provides our board with executive leadership perspective on the
operations and management of large public companies and risk management principles.

Andrea L. Wong

• Age: 52

• A director of our company.

• Professional Background: Ms. Wong has served as a director of our company (including our predecessor)

since September 2011. Ms. Wong served as President, International Production for Sony Pictures Television
and President, International for Sony Pictures Entertainment from September 2011 to March 2017. She
previously served as President and Chief Executive Officer of Lifetime Entertainment Services from 2007 to
April 2010. Ms. Wong also served as an Executive Vice President with ABC, Inc., a subsidiary of The Walt
Disney Company, from 2003 to 2007.

• Other Public Company Directorships: Ms. Wong has served as a director of Qurate Retail since April 2010, as
a director of Hudson’s Bay Company since September 2014, as a director of Hudson Pacific Properties, Inc.
since August 2017 and as a director of Social Capital Hedosophia Holdings Corp. since September 2017.

• Board Membership Qualifications: Ms. Wong brings to our board significant experience in the media and

entertainment industry, having an extensive background in media programming across a variety of platforms,
as well as executive leadership experience with the management and operation of companies in the
entertainment sector. Her experience with programming development and production, brand enhancement and
marketing brings a pragmatic and unique perspective to our board. Her professional expertise, combined with
her continued involvement in the media and entertainment industry, makes her a valuable member of our
board.

VOTE AND RECOMMENDATION

A plurality of the combined voting power of the outstanding shares of our common stock present in person or
represented by proxy at the annual meeting and entitled to vote on the election of directors at the annual meeting,
voting together as a single class, is required to elect each of Messrs. Malone, Bennett and Gilchrist as a Class III
member of our board of directors.

Our board of directors unanimously recommends a vote
“FOR” the election of each nominee to our board of directors.

22 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

PROPOSAL 2—THE AUDITORS RATIFICATION PROPOSAL

We are asking our stockholders to ratify the selection of KPMG LLP as our independent auditors for the fiscal year
ending December 31, 2019.

Even if the selection of KPMG LLP is ratified, the audit committee of our board of directors in its discretion may
direct the appointment of a different independent accounting firm at any time during the year if our audit committee
determines that such a change would be advisable. In the event our stockholders fail to ratify the selection of
KPMG LLP, our audit committee will consider it as a direction to select other auditors for the year ending
December 31, 2019.

A representative of KPMG LLP is expected to be available to answer appropriate questions at the annual meeting
and will have the opportunity to make a statement if he or she so desires.

AUDIT FEES AND ALL OTHER FEES

The following table presents fees for professional audit services rendered by KPMG LLP for the audit of our
consolidated financial statements for 2018 and 2017 and fees billed for other services rendered by KPMG LLP.

Audit fees
Audit related fees(2)

Audit and audit related fees

Tax fees(3)
All other fees

Total fees

2018(1)
$3,107,000

72,000

3,179,000

441,000
5,000

$3,625,000

2017(1)
3,221,000

—

3,221,000

1,612,000
5,000

4,838,000

(1) Such fees with respect to 2018 and 2017 exclude audit fees, audit related fees and tax fees billed by KPMG LLP to Sirius XM for

services rendered. Sirius XM is a separate public company and its audit fees, audit related fees, tax fees and all other fees (which
aggregated $2,567,500 in 2018 and $2,622,800 in 2017) are reviewed and approved by the audit committee of the board of
directors of Sirius XM.

(2) Consists of audit related fees with respect to due diligence related to potential business combinations.

(3) Tax fees consist of tax compliance and consultations regarding the tax implications of certain transactions.

Our audit committee has considered whether the provision of services by KPMG LLP to our company other than
auditing is compatible with KPMG LLP maintaining its independence and believes that the provision of such other
services is compatible with KPMG LLP maintaining its independence.

POLICY ON PRE-APPROVAL OF AUDIT AND PERMISSIBLE NON-AUDIT SERVICES OF
INDEPENDENT AUDITOR

Our audit committee has adopted a policy regarding the pre-approval of all audit and permissible non-audit
services provided by our independent auditor. Pursuant to this policy, our audit committee has approved the
engagement of our independent auditor to provide the following services (all of which are collectively referred to as
pre-approved services):

• audit services as specified in the policy, including (i) financial audits of our company and our subsidiaries,

(ii) services associated with registration statements, periodic reports and other documents filed or issued in
connection with securities offerings (including comfort letters and consents), (iii) attestations of management
reports on our internal controls and (iv) consultations with management as to accounting or disclosure
treatment of transactions;

• audit related services as specified in the policy, including (i) due diligence services, (ii) financial statement
audits of employee benefit plans, (iii) consultations with management as to the accounting or disclosure
treatment of transactions, (iv) attest services not required by statute or regulation, (v) certain audits
incremental to the audit of our consolidated financial statements, (vi) closing balance sheet audits related to
dispositions, and (vii) general assistance with implementation of the requirements of certain Securities and
Exchange Commission (SEC) rules or listing standards; and

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 23

•

tax services as specified in the policy, including federal, state, local and international tax planning, compliance
and review services, expatriate tax assistance and compliance and tax due diligence and advice regarding
mergers and acquisitions.

Notwithstanding the foregoing general pre-approval, if, in the reasonable judgment of Liberty Media’s Chief
Financial Officer or Senior Vice President and Controller, an individual project involving the provision of
pre-approved services is likely to result in fees in excess of $100,000, or if individual projects under $100,000 are
likely to equal or exceed $500,000 during the period between the regularly scheduled meetings of the audit
committee, then such projects will require the specific pre-approval of our audit committee. Our audit committee
has delegated the authority for the foregoing approvals to the chairman of the audit committee, subject to his
subsequent disclosure to the entire audit committee of the granting of any such approval. Brian M. Deevy currently
serves as the chairman of our audit committee. In addition, the independent auditor is required to provide a report
at each regularly scheduled audit committee meeting on all pre-approved services incurred during the preceding
quarter. Any engagement of our independent auditors for services other than the pre-approved services requires
the specific approval of our audit committee.

Under our policy, any fees incurred by Sirius XM in connection with the provision of services by Sirius XM’s
independent auditor, are expected to be reviewed and approved by Sirius XM’s audit committee pursuant to Sirius
XM’s policy regarding the pre-approval of all audit and permissible non-audit services provided by its independent
auditor in effect at the time of such approval. Such approval by Sirius XM’s audit committee pursuant to its policy is
deemed to be pre-approval of the services by our audit committee.

Our pre-approval policy prohibits the engagement of our independent auditor to provide any services that are
subject to the prohibition imposed by Section 201 of the Sarbanes-Oxley Act.

All services provided by our independent auditor during 2018 were approved in accordance with the terms of the
policy in place.

VOTE AND RECOMMENDATION

The affirmative vote of a majority of the combined voting power of the outstanding shares of our common stock
that are present in person or by proxy, and entitled to vote at the annual meeting, voting together as a single class,
is required to approve the auditors ratification proposal.

Our board of directors unanimously recommends a vote
“FOR” the auditors ratification proposal.

24 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

MANAGEMENT AND GOVERNANCE MATTERS

EXECUTIVE OFFICERS

The following lists the executive officers of our company (other than Gregory B. Maffei, our President and Chief
Executive Officer, and John C. Malone, our Chairman of the Board, each of whom also serve as directors of our
company and who are listed under “Proposals of Our Board—Proposal 1—The Election of Directors Proposal”),
their ages and a description of their business experience, including positions held with our company. All positions
referenced in the table below with our company include, where applicable, positions with our predecessors.

Name

Richard N. Baer
Age: 62

Albert E. Rosenthaler
Age: 59

Mark D. Carleton
Age: 58

Positions

Mr. Baer has served as Chief Legal Officer of our company, Qurate Retail, Liberty TripAdvisor
and Liberty Broadband since January 2016, Liberty Expedia since March 2016 and GCI Liberty
since March 2018. He previously served as a Senior Vice President and General Counsel of our
company and Qurate Retail from January 2013 to December 2015, Liberty TripAdvisor from
July 2013 to December 2015 and Liberty Broadband from June 2014 to December 2015.
Previously, Mr. Baer served as Executive Vice President and Chief Legal Officer of
UnitedHealth Group Incorporated from May 2011 to December 2012. He served as Executive
Vice President and General Counsel of Qwest Communications International Inc. from
December 2002 to April 2011 and Chief Administrative Officer from August 2008 to
April 2011.

Mr. Rosenthaler has served as Chief Corporate Development Officer of our company, Qurate
Retail, Liberty TripAdvisor, Liberty Broadband and Liberty Expedia since October 2016 and GCI
Liberty since March 2018. He previously served as Chief Tax Officer of our company, Qurate
Retail, Liberty TripAdvisor and Liberty Broadband from January 2016 to September 2016 and
Liberty Expedia from March 2016 to September 2016. Prior to that, he served as a Senior Vice
President of our company (including our predecessor) from May 2007 to December 2015,
Qurate Retail (including its predecessor) from April 2002 to December 2015, Liberty
TripAdvisor from July 2013 to December 2015 and Liberty Broadband from June 2014 to
December 2015.

Mr. Carleton has served as Chief Financial Officer of our company, Qurate Retail and Liberty
Broadband since October 2016. He has also served as Chief Financial Officer of GCI Liberty
since March 2018 and served as Treasurer from March 2018 to May 2018. He previously
served as Chief Development Officer of our company, Qurate Retail, Liberty Broadband and
Liberty TripAdvisor from January 2016 to September 2016, as a Senior Vice President of our
company from January 2013 to December 2015, Liberty Broadband from October 2014 to
December 2015, and Qurate Retail from November 2014 to December 2015, and as a Senior
Vice President of predecessors of Liberty Media from December 2003 to January 2013. Prior
to that time, Mr. Carleton served as a partner at KPMG LLP, where he had overall
responsibility for the communications sector and served on KPMG’s board of directors.

Our executive officers will serve in such capacities until their respective successors have been duly elected and
have been qualified, or until their earlier death, resignation, disqualification or removal from office. There is no
family relationship between any of our executive officers or directors, by blood, marriage or adoption, other than
Evan D. Malone, who is the son of John C. Malone.

During the past ten years, none of our directors and executive officers has had any involvement in such legal
proceedings as would be material to an evaluation of his or her ability or integrity.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934, as amended (the Exchange Act), requires our executive
officers and directors, and persons who own more than ten percent of a registered class of our equity securities, to
file reports of ownership and changes in ownership with the SEC. Officers, directors and greater than ten-percent
stockholders are required by SEC regulation to furnish us with copies of all Section 16 forms they file.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 25

Based solely on a review of the copies of the Forms 3, 4 and 5 and amendments to those forms furnished to us
during our most recent fiscal year and written representations made to us by our executive officers and directors,
we believe that, during the year ended December 31, 2018, all Section 16(a) filing requirements applicable to our
officers, directors and greater than ten-percent beneficial owners were met, with the exception of one Form 4
reporting one transaction by Gregory B. Maffei that was filed on an untimely basis.

CODE OF ETHICS

We have adopted a code of business conduct and ethics that applies to our directors, officers, and employees of
Liberty Media, which constitutes our “code of ethics” within the meaning of Section 406 of the Sarbanes-Oxley Act.
Our code of business conduct and ethics is available on our website at www.libertymedia.com.

DIRECTOR INDEPENDENCE

It is our policy that a majority of the members of our board of directors be independent of our management. For a
director to be deemed independent, our board of directors must affirmatively determine that the director has no
direct or indirect material relationship with us. To assist our board of directors in determining which of our directors
qualify as independent for purposes of Nasdaq rules as well as applicable rules and regulations adopted by the
SEC, the nominating and corporate governance committee of our board of directors follows Nasdaq’s corporate
governance rules on the criteria for director independence.

Our board of directors has determined that each of Robert R. Bennett, Brian M. Deevy, M. Ian G. Gilchrist, David E.
Rapley, Larry E. Romrell and Andrea L. Wong qualifies as an independent director of our company.

BOARD COMPOSITION

As described above under “Proposals of Our Board—Proposal 1—The Election of Directors Proposal,” our board is
comprised of directors with a broad range of backgrounds and skill sets, including in media and
telecommunications, science and technology, venture capital, investment banking, auditing and financial
engineering. Our board is also chronologically diverse with our members’ ages spanning four decades. For more
information on our policies with respect to board candidates, see “—Committees of the Board of Directors—
Nominating and Corporate Governance Committee” below.

BOARD LEADERSHIP STRUCTURE

Our board has separated the positions of Chairman of the Board and Chief Executive Officer (principal executive
officer). John C. Malone, one of our largest stockholders, holds the position of Chairman of the Board, leads our
board and board meetings and provides strategic guidance to our Chief Executive Officer. Gregory B. Maffei, our
President, holds the position of Chief Executive Officer, leads our management team and is responsible for driving
the performance of our company. We believe this division of responsibility effectively assists our board in fulfilling its
duties.

BOARD ROLE IN RISK OVERSIGHT

The board as a whole has responsibility for risk oversight, with reviews of certain areas being conducted by the
relevant board committees. Our audit committee oversees management of financial risks and risks relating to
potential conflicts of interest. Our compensation committee oversees the management of risks relating to our
compensation arrangements with senior officers. Our nominating and corporate governance committee oversees
risks associated with the independence of the board. These committees then provide reports periodically to the full
board. The oversight responsibility of the board and its committees is enabled by management reporting processes
that are designed to provide visibility to the board about the identification, assessment and management of critical
risks. These areas of focus include strategic, operational, financial and reporting, succession and compensation,
legal and compliance, and other risks. Our management reporting processes include regular reports from our Chief
Executive Officer, which are prepared with input from our senior management team, and also include input from our
Internal Audit group.

26 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

MANAGEMENT AND GOVERNANCE MATTERS

COMMITTEES OF THE BOARD OF DIRECTORS

Executive Committee

Our board of directors has established an executive committee, whose members are John C. Malone, Gregory B.
Maffei and Robert R. Bennett. Except as specifically prohibited by the General Corporation Law of the State of
Delaware, the executive committee may exercise all the powers and authority of our board of directors in the
management of our business and affairs, including the power and authority to authorize the issuance of shares of
our capital stock.

Compensation Committee

Our board of directors has established a compensation committee, whose chairman is M. Ian G. Gilchrist and
whose other members are David E. Rapley and Andrea L. Wong. See “—Director Independence” above.

The compensation committee reviews and approves corporate goals and objectives relevant to the compensation
of our Chief Executive Officer and our other executive officers. The compensation committee also reviews and
approves the compensation of our Chief Executive Officer, Chief Legal Officer, Chief Financial Officer and Chief
Corporate Development Officer, and oversees the compensation of the chief executive officers of our non-public
operating subsidiaries. For a description of our processes and policies for consideration and determination of
executive compensation, including the role of our Chief Executive Officer and outside consultants in determining or
recommending amounts and/or forms of compensation, see “Executive Compensation—Compensation Discussion
and Analysis.”

Our board of directors has adopted a written charter for the compensation committee, which is available on our
website at www.libertymedia.com.

Compensation Committee Report

The compensation committee has reviewed and discussed with our management the “Compensation Discussion
and Analysis” included under “Executive Compensation” below. Based on such review and discussions, the
compensation committee recommended to our board of directors that the “Compensation Discussion and Analysis”
be included in this proxy statement.

Submitted by the Members of the Compensation Committee

M. Ian G. Gilchrist
David E. Rapley
Andrea L. Wong

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 27

Compensation Committee Interlocks and Insider Participation

No member of our compensation committee during 2018 is or has been an officer or employee of our company, or
has engaged in any related party transaction in which our company was a participant.

Nominating and Corporate Governance Committee

Our board of directors has established a nominating and corporate governance committee, whose chairman is
David E. Rapley and whose other members are M. Ian G. Gilchrist, Larry E. Romrell and Andrea L. Wong. See
“—Director Independence” above.

The nominating and corporate governance committee identifies individuals qualified to become board members
consistent with criteria established or approved by our board of directors from time to time, identifies director
nominees for upcoming annual meetings, develops corporate governance guidelines applicable to our company
and oversees the evaluation of our board and management.

The nominating and corporate governance committee will consider candidates for director recommended by any
stockholder provided that such recommendations are properly submitted. Eligible stockholders wishing to
recommend a candidate for nomination as a director should send the recommendation in writing to the Corporate
Secretary, Liberty Media Corporation, 12300 Liberty Boulevard, Englewood, Colorado 80112. Stockholder
recommendations must be made in accordance with our bylaws, as discussed under “Stockholder Proposals”
below, and contain the following information:

•

•

the name and address of the proposing stockholder and the beneficial owner, if any, on whose behalf the
nomination is being made, and documentation indicating the number of shares of our common stock owned
beneficially and of record by such person and the holder or holders of record of those shares, together with a
statement that the proposing stockholder is recommending a candidate for nomination as a director;

the candidate’s name, age, business and residence addresses, principal occupation or employment, business
experience, educational background and any other information relevant in light of the factors considered by the
nominating and corporate governance committee in making a determination of a candidate’s qualifications, as
described below;

• a statement detailing any relationship, arrangement or understanding between the proposing stockholder
and/or beneficial owner(s), if different, and any other person(s) (including their names) under which the
proposing stockholder is making the nomination and any affiliates or associates (as defined in Rule 12b-2 of
the Exchange Act) of such proposing stockholder(s) or beneficial owner (each a Proposing Person);

• a statement detailing any relationship, arrangement or understanding that might affect the independence of

the candidate as a member of our board of directors;

• any other information that would be required under SEC rules in a proxy statement soliciting proxies for the

election of such candidate as a director;

• a representation as to whether the Proposing Person intends (or is part of a group that intends) to deliver any

proxy materials or otherwise solicit proxies in support of the director nominee;

• a representation by each Proposing Person who is a holder of record of our common stock as to whether the
notice is being given on behalf of the holder of record and/or one or more beneficial owners, the number of
shares held by any beneficial owner along with evidence of such beneficial ownership and that such holder of
record is entitled to vote at the annual stockholders meeting and intends to appear in person or by proxy at the
annual stockholders meeting at which the person named in such notice is to stand for election;

• a written consent of the candidate to be named in the proxy statement and to serve as a director, if nominated

and elected;

• a representation as to whether the Proposing Person has received any financial assistance, funding or other

consideration from any other person regarding the nomination (a Stockholder Associated Person) (including
the details of such assistance, funding or consideration); and

28 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

MANAGEMENT AND GOVERNANCE MATTERS

• a representation as to whether and the extent to which any hedging, derivative or other transaction has been

entered into with respect to our company within the last six months by, or is in effect with respect to, the
Proposing Person, any person to be nominated by the proposing stockholder or any Stockholder Associated
Person, the effect or intent of which transaction is to mitigate loss to or manage risk or benefit of share price
changes for, or increase or decrease the voting power of, the Proposing Person, its nominee, or any such
Stockholder Associated Person.

In connection with its evaluation, the nominating and corporate governance committee may request additional
information from the proposing stockholder and the candidate. The nominating and corporate governance
committee has sole discretion to decide which individuals to recommend for nomination as directors.

To be nominated to serve as a director, a nominee need not meet any specific minimum criteria. However, the
nominating and corporate governance committee believes that nominees for director should possess the highest
personal and professional ethics, integrity, values and judgment and should be committed to the long-term interests
of our stockholders. When evaluating a potential director nominee, including one recommended by a stockholder,
the nominating and corporate governance committee will take into account a number of factors, including, but not
limited to, the following:

•

independence from management;

• his or her unique background, including education, professional experience and relevant skill sets;

•

judgment, skill, integrity and reputation;

• existing commitments to other businesses as a director, executive or owner;

• personal conflicts of interest, if any; and

•

the size and composition of the existing board of directors, including whether the potential director nominee
would positively impact the composition of the board by bringing a new perspective or viewpoint to the board of
directors.

The nominating and corporate governance committee does not assign specific weights to particular criteria and no
particular criterion is necessarily applicable to all prospective nominees. The nominating and corporate governance
committee does not have a formal policy with respect to diversity; however, our board and the nominating and
corporate governance committee believe that it is important that our board members represent diverse viewpoints.

When seeking candidates for director, the nominating and corporate governance committee may solicit suggestions
from incumbent directors, management, stockholders and others. After conducting an initial evaluation of a
prospective nominee, the nominating and corporate governance committee will interview that candidate if it
believes the candidate might be suitable to be a director. The nominating and corporate governance committee may
also ask the candidate to meet with management. If the nominating and corporate governance committee believes
a candidate would be a valuable addition to our board of directors, it may recommend to the full board that
candidate’s nomination and election.

Prior to nominating an incumbent director for re-election at an annual meeting of stockholders, the nominating and
corporate governance committee will consider the director’s past attendance at, and participation in, meetings of
the board of directors and its committees and the director’s formal and informal contributions to the various
activities conducted by the board and the board committees of which such individual is a member.

The members of our nominating and corporate governance committee have determined that Messrs. Malone,
Bennett and Gilchrist, who are nominated for election at the annual meeting, continue to be qualified to serve as
directors of our company and such nominations were approved by the entire board of directors.

Our board of directors has adopted a written charter for the nominating and corporate governance committee. Our
board of directors has also adopted corporate governance guidelines, which were developed by the nominating and
corporate governance committee. The charter and the corporate governance guidelines are available on our
website at www.libertymedia.com.

Audit Committee

Our board of directors has established an audit committee, whose chairman is Brian M. Deevy and whose other
members are M. Ian G. Gilchrist and Larry E. Romrell. See “—Director Independence” above.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 29

Our board of directors has determined that Mr. Gilchrist is an “audit committee financial expert” under applicable
SEC rules and regulations. The audit committee reviews and monitors the corporate financial reporting and the
internal and external audits of our company. The committee’s functions include, among other things:

• appointing or replacing our independent auditors;

•

•

•

•

reviewing and approving in advance the scope and the fees of our annual audit and reviewing the results of
our audits with our independent auditors;

reviewing and approving in advance the scope and the fees of non-audit services of our independent auditors;

reviewing compliance with and the adequacy of our existing major accounting and financial reporting policies;

reviewing our management’s procedures and policies relating to the adequacy of our internal accounting
controls and compliance with applicable laws relating to accounting practices;

• confirming compliance with applicable SEC and stock exchange rules; and

• preparing a report for our annual proxy statement.

Our board of directors has adopted a written charter for the audit committee, which is available on our website at
www.libertymedia.com.

Audit Committee Report

Each member of the audit committee is an independent director as determined by our board of directors, based on
the listing standards of Nasdaq. Each member of the audit committee also satisfies the SEC’s independence
requirements for members of audit committees. Our board of directors has determined that Mr. Gilchrist is an “audit
committee financial expert” under applicable SEC rules and regulations.

The audit committee reviews our financial reporting process on behalf of our board of directors. Management has
primary responsibility for establishing and maintaining adequate internal controls, for preparing financial statements
and for the public reporting process. Our independent auditor, KPMG LLP, is responsible for expressing opinions on
the conformity of our audited consolidated financial statements with U.S. generally accepted accounting principles.
Our independent auditor also expresses its opinion as to the effectiveness of our internal control over financial
reporting.

Our audit committee has reviewed and discussed with management and KPMG LLP our most recent audited
consolidated financial statements, as well as management’s assessment of the effectiveness of our internal control
over financial reporting and KPMG LLP’s evaluation of the effectiveness of our internal control over financial
reporting. Our audit committee has also discussed with KPMG LLP the matters required to be discussed by the
Public Company Accounting Oversight Board Auditing Standard No. 1301, Communications with Audit Committees,
including that firm’s judgment about the quality of our accounting principles, as applied in its financial reporting.

KPMG LLP has provided our audit committee with the written disclosures and the letter required by the applicable
requirements of the Public Company Accounting Oversight Board regarding KPMG LLP’s communications with the
audit committee concerning independence, and the audit committee has discussed with KPMG LLP that firm’s
independence from the company and its subsidiaries.

Based on the reviews, discussions and other considerations referred to above, our audit committee recommended
to our board of directors that the audited financial statements be included in our Annual Report on Form 10-K for
the year ended December 31, 2018 (the 2018 Form 10-K), which was filed on February 28, 2019 with the SEC.

Submitted by the Members of the Audit Committee

Brian M. Deevy
M. Ian G. Gilchrist
Larry E. Romrell

Other

Our board of directors, by resolution, may from time to time establish other committees of our board of directors,
consisting of one or more of our directors. Any committee so established will have the powers delegated to it by
resolution of our board of directors, subject to applicable law.

30 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

MANAGEMENT AND GOVERNANCE MATTERS

BOARD MEETINGS

During 2018, there were six meetings of our full board of directors, no meetings of our executive committee, four
meetings of our compensation committee, one meeting of our nominating and corporate governance committee
and six meetings of our audit committee.

DIRECTOR ATTENDANCE AT ANNUAL MEETINGS

Our board of directors encourages all members of the board to attend each annual meeting of our stockholders. All
of the nine directors then serving attended our 2018 annual meeting of stockholders.

STOCKHOLDER COMMUNICATION WITH DIRECTORS

Our stockholders may send communications to our board of directors or to individual directors by mail addressed to
the Board of Directors or to an individual director c/o Liberty Media Corporation, 12300 Liberty Boulevard,
Englewood, Colorado 80112. All such communications from stockholders will be forwarded to our directors on a
timely basis.

EXECUTIVE SESSIONS

In 2018, the independent directors of our company, then serving, met at three executive sessions without
management participation.

Any interested party who has a concern regarding any matter that it wishes to have addressed by our independent
directors, as a group, at an upcoming executive session may send its concern in writing addressed to Independent
Directors of Liberty Media Corporation, c/o Liberty Media Corporation, 12300 Liberty Boulevard, Englewood,
Colorado 80112. The current independent directors of our company are Robert R. Bennett, Brian M. Deevy,
M. Ian G. Gilchrist, David E. Rapley, Larry E. Romrell and Andrea L. Wong.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 31

EXECUTIVE COMPENSATION

This section sets forth information relating to, and an analysis and discussion of, compensation paid by our
company to the following persons (who we collectively refer to as our named executive officers):

• John C. Malone, our Chairman of the Board;

• Gregory B. Maffei, our Chief Executive Officer and President;

• Mark D. Carleton, our Chief Financial Officer; and

• Richard N. Baer and Albert E. Rosenthaler, our other two most highly compensated executive officers at the

end of 2018.

COMPENSATION DISCUSSION AND ANALYSIS

Compensation Overview

Our compensation committee of our board of directors has responsibility for establishing, implementing and
regularly monitoring adherence to our compensation philosophy. That philosophy seeks to align the interests of the
named executive officers with those of our stockholders, with the ultimate goal of appropriately motivating our
executives to increase long-term stockholder value. To that end, the compensation packages provided to the
named executive officers (other than Mr. Malone) include significant performance-based bonuses and significant
equity incentive awards, including equity awards that vest many years after initial grant.

Our compensation committee seeks to approve a compensation package for each named executive officer that is
commensurate with the responsibilities and proven performance of that executive and that is competitive relative to
the compensation packages paid to similarly situated executives in other companies. Our compensation committee
does not engage in any regular benchmarking analysis; rather, it is familiar with the range of total compensation
paid by other companies and periodically reviews survey information provided by Mercer (US) Inc. (Mercer) and
others. Our compensation committee uses this range and survey data as a guide to ensure that the named
executive officers receive attractive compensation packages. Our compensation committee believes that our
compensation packages should assist our company in attracting and retaining key executives critical to our
long-term success.

At our 2018 annual stockholder meeting, stockholders representing a majority of the aggregate voting power of
Liberty Media present and entitled to vote on our say-on-pay proposal voted in favor of, on an advisory basis, our
executive compensation disclosed in our proxy statement for the 2018 annual meeting of stockholders. No material
changes were implemented to our executive compensation program as a result of this vote. At our 2018 annual
stockholder meeting, stockholders elected to hold a say-on-pay vote every three years and our board of directors
adopted this as the frequency at which future say-on-pay votes would be held.

Services Agreements

In connection with prior spin-off or split-off transactions involving our company or Qurate Retail, we entered into
transitional services arrangements with each of Qurate Retail, Liberty Broadband, Liberty TripAdvisor, Liberty
Expedia and GCI Liberty. Pursuant to these arrangements, our employees provide or provided services to these
companies and our company is reimbursed for the time spent serving these companies.

Qurate Retail

We assumed a services agreement with Qurate Retail (the Qurate Retail Services Agreement) in connection with
the spin-off of our company from our predecessor parent company. Pursuant to the Qurate Retail Services
Agreement, in 2018, Qurate Retail reimbursed us for the portion of the base salary and certain other compensation
we paid to our employees that was allocable to Qurate Retail for estimated time spent by each such employee
related to that company. Qurate Retail does not reimburse us for time spent by Mr. Maffei on Qurate Retail matters.
Rather, Qurate Retail pays Mr. Maffei directly pursuant to his employment agreement with Qurate Retail. The 2018
performance-based bonuses earned by the named executive officers for services provided to our company were
paid directly by our company and the performance-based bonuses earned by the named executive officers for
services provided to Qurate Retail were paid directly by Qurate Retail. During 2018, the estimate of the allocable
percentages of time spent performing services for Qurate Retail, on the one hand, and our company, on the other
hand, were reviewed quarterly by our audit committee for appropriateness. The salaries and certain perquisite

32 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

EXECUTIVE COMPENSATION

information included in the “Summary Compensation Table” below reflect the portion of the compensation paid by
and allocable to Liberty Media and do not reflect the portion of the compensation allocable to Qurate Retail and for
which Qurate Retail reimbursed Liberty Media under the Qurate Retail Services Agreement. During the year ended
December 31, 2018, the weighted average percentage of each such named executive officer’s time that was
allocated to our company was: Mr. Malone—75%; Mr. Baer—70%; Mr. Carleton—75%; and Mr. Rosenthaler—73%.

Other Services Agreements

In connection with each of the August 2014 spin-off of Liberty TripAdvisor from Qurate Retail, our November 2014
spin-off of Liberty Broadband, the November 2016 split-off of Liberty Expedia from Qurate Retail and the March
2018 acquisition and subsequent separation of GCI Liberty from Qurate Retail, we entered into a services
agreement with Liberty TripAdvisor, Liberty Broadband, Liberty Expedia and GCI Liberty, respectively, pursuant to
which we provide each of them certain administrative and management services, and each of them pays us a
monthly management fee, the amount of which is subject to semi-annual review. For the year ended December 31,
2018, Liberty TripAdvisor, Liberty Broadband, Liberty Expedia and GCI Liberty accrued aggregate management
fees of $3.2 million, $3.5 million, $4.0 million and $8.3 million, respectively, payable to our company under the
relevant services agreement.

Setting Executive Compensation

In making its compensation decision for each named executive officer (other than Mr. Malone), our compensation
committee considers the following:

• each element of the named executive officer’s compensation, including salary, bonus, equity compensation,

perquisites and other personal benefits, and weights equity compensation most heavily;

•

•

•

the financial performance of our company compared to internal forecasts and budgets;

the scope of the named executive officer’s responsibilities;

the competitive nature of the compensation packages offered based on general industry knowledge of the
media, telecommunications and entertainment industries and periodic use of survey information provided by
Mercer and others; and

•

the performance of the group reporting to the named executive officer.

In addition, when setting compensation, our compensation committee considers the recommendations obtained
from our Chief Executive Officer as to all elements of the compensation packages of Messrs. Baer, Carleton and
Rosenthaler. To make these recommendations, our Chief Executive Officer evaluates the performance and
contributions of each such named executive officer. He also considers whether the pay packages afforded to such
named executive officers are competitive and are aligned internally. He also evaluates the named executive officer’s
performance against individual, department and corporate goals.

In December 2014, our compensation committee approved a five-year employment agreement with Mr. Maffei (the
Maffei Employment Agreement), which establishes his compensation for the term of the agreement. See
“—Executive Compensation Arrangements—Gregory B. Maffei” below. Prior to entering into the Maffei Employment
Agreement, our compensation committee reviewed information from Mercer with respect to chief executive officer
compensation packages at media, telecommunications, e-commerce and entertainment companies and discussed
with Mercer alternative equity award structures.

In May 2016, our compensation committee approved a new four-year employment agreement with Mr. Baer (the
2016 Baer Employment Agreement), which establishes his compensation for the term of the agreement. See
“—Executive Compensation Arrangements—Richard N. Baer” below. Prior to entering into the 2016 Baer
Employment Agreement, our compensation committee reviewed compensation data with respect to chief legal
officer compensation packages at media, telecommunications and entertainment companies and considered the
recommendations of Mr. Maffei with respect to the proposed compensation package.

Mr. Malone’s compensation is governed by the terms of his employment agreement with our company. See
“—Executive Compensation Arrangements—John C. Malone.”

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 33

Elements of 2018 Executive Compensation

For 2018, the principal components of compensation for the named executive officers (other than Mr. Malone) were:

• base salary;

• a performance-based bonus, payable in cash;

•

time-vested and performance-based stock option awards and RSUs;

• perquisites and other limited personal benefits; and

• deferred compensation arrangements.

Base Salary

Our compensation committee believes base salary should be a relatively smaller portion of each named executive
officer’s overall compensation package, thereby aligning the interests of our executives more closely with those of
our stockholders. The base salaries of the named executive officers are reviewed on an annual basis (other than
Messrs. Malone and Maffei, whose salaries are set by their respective employment agreements), as well as at the
time of any change in responsibilities. Typically, after establishing a named executive officer’s base salary, salary
increases are limited to cost-of-living adjustments, adjustments based on changes in the scope of the named
executive officer’s responsibilities, and adjustments to align the named executive officer’s salary level with those of
our other named executive officers. Similarly, in accordance with the terms of his employment agreement,
Mr. Malone’s fixed cash compensation is limited.

After completion of the annual review in December 2017, the 2018 base salaries of Messrs. Baer, Carleton and
Rosenthaler were increased by 2%, reflecting a cost-of-living adjustment. For 2018, Mr. Maffei received the 5%
base salary increase prescribed by the Maffei Employment Agreement. Mr. Malone received no increase under the
terms of his employment agreement.

2018 Performance-based Bonuses

For 2018, our compensation committee adopted an annual, performance-based bonus program for each of the
named executive officers (other than Mr. Malone). The 2018 bonus program was comprised of two components: a
bonus amount payable based on each participant’s individual performance (the Individual Performance Bonus)
and a bonus amount payable based on the corporate performance of our company (the Corporate Performance
Bonus). No amounts would be payable under our 2018 bonus program unless a minimum corporate performance
was achieved: the combined Adjusted OIBDA (or equivalent measure) of Sirius XM, Braves Holdings, LLC (Braves
Holdings), Formula 1 (or F1), and a proportionate share of the equivalent measure of Adjusted OIBDA of Live
Nation, for the year ended December 31, 2018 was required to exceed $500 million (the Bonus Threshold). If the
Bonus Threshold was met, the notional bonus pool for our company would be funded with 0.57% of the amount by
which such combined Adjusted OIBDA exceeded $500 million (the Cash Bonus Pool). If the Cash Bonus Pool
were insufficient to cover the aggregate maximum bonus amounts of all participants (as described in more detail
below), each participant’s maximum bonus amount would be reduced pro rata, for all purposes under the program,
based upon his respective maximum bonus amount.

For purposes of the bonus program, Adjusted OIBDA is defined as revenue less cost of sales, operating expense
and selling, general and administrative expense (excluding stock compensation). Sirius XM and Live Nation do not
report Adjusted OIBDA information. As a result, we used Adjusted EBITDA as reported by Sirius XM and Adjusted
Operating Income, or AOI, as reported by Live Nation, which are the most similar non-GAAP measures reported by
Sirius XM and Live Nation, to determine their results. For a definition of Adjusted EBITDA as defined by Sirius XM,
see Sirius XM’s Annual Report on Form 10-K for the year ended December 31, 2018, filed on January 30, 2019.
For a definition of AOI as defined by Live Nation, see Live Nation’s Annual Report on Form 10-K for the year ended
December 31, 2018, filed on February 28, 2019.

Each participant was assigned a maximum bonus under the performance-based bonus program for each of
Liberty Media and Qurate Retail. The maximum bonuses for the Liberty Media program were as follows:
Mr. Maffei—$8,341,414; Mr. Baer—$1,406,882; Mr. Carleton—$1,366,305; and Mr. Rosenthaler—$1,366,305
(each participant’s LMC Funding Pool Maximum Performance Bonus). Qurate Retail also established maximum
performance-based bonuses for our participants as follows: Mr. Maffei—$5,560,943; Mr. Baer—$937,921;
Mr. Carleton—$910,870; and Mr. Rosenthaler—$910,870.

34 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

EXECUTIVE COMPENSATION

To determine the LMC Funding Pool Maximum Performance Bonus for each of Messrs. Baer, Carleton and
Rosenthaler, our compensation committee divided the base salary paid by our company in half, recognizing that the
other half would be subject to Qurate Retail’s bonus program. Our compensation committee then set the LMC
Funding Pool Maximum Performance Bonus at three times the quotient above for Mr. Baer, Mr. Carleton and
Mr. Rosenthaler. Mr. Maffei’s LMC Funding Pool Maximum Performance Bonus was set at seven and one half times
the base salary paid by our company, which exceeded the terms of the Maffei Employment Agreement. Mr. Baer’s
LMC Funding Pool Maximum Performance Bonus was set at three times the base salary paid by our company,
which exceeded the terms of the 2016 Baer Employment Agreement. Our compensation committee increased
Mr. Maffei’s LMC Funding Pool Maximum Performance Bonus and Mr. Baer’s LMC Funding Pool Maximum
Performance Bonus to account for the fact that their respective time allocated to Liberty TripAdvisor, Liberty
Broadband, Liberty Expedia, and GCI Liberty under the services agreements is charged to our company in the
determination of their LMC individual bonuses by our compensation committee. In addition, the LMC Funding Pool
Maximum Performance Bonuses of Mr. Carleton and Mr. Rosenthaler were similarly increased in 2018.

Our compensation committee then determined that if the Cash Bonus Pool were fully funded, it would make its
determinations as to the percentage to pay Mr. Maffei and Mr. Baer based on the above-described contractual limits
(five times base pay for Mr. Maffei and two times attributable base pay for Mr. Baer). Similarly, our compensation
committee determined to make its determinations as to the percentage to pay Mr. Carleton and Mr. Rosenthaler
based on a limit of two times their respective attributable base pay. These limits will be referred to as the LMC
Maximum Performance Bonus.

Assuming the Bonus Threshold was met (and after taking into account any reductions associated with a shortfall in
the Cash Bonus Pool), each participant was entitled to receive from our company an amount (the LMC Maximum
Individual Bonus) equal to 60% of the LMC Maximum Performance Bonus for that participant. The LMC Maximum
Individual Bonus was subject to reduction based on a determination of the participant’s achievement of qualitative
criteria established with respect to the services to be performed by the participant on behalf of our company. Under
Qurate Retail’s corollary program, each participant was entitled to receive from Qurate Retail a maximum individual
bonus equal to 60% of his Qurate Retail maximum performance bonus, subject to reduction based on a
determination of the participant’s achievement of qualitative criteria established with respect to the services to be
performed by the participant on behalf of Qurate Retail. Our compensation committee believes this construct was
appropriate in light of the Qurate Retail Services Agreement and the fact that each participant splits his
professional time and duties.

Also, assuming the Bonus Threshold was met (and after taking into account any reductions associated with a
shortfall in the Cash Bonus Pool), each participant was entitled to receive from our company an amount (the LMC
Maximum Corporate Bonus) equal to 40% of his LMC Maximum Performance Bonus, subject to reduction based
on a determination of the corporate performance of our company. Qurate Retail has a corollary program pursuant
to which each participant was entitled to receive from Qurate Retail a bonus that is 40% of the Qurate Retail
maximum bonus, which was subject to reduction based on a determination of the corporate performance of Qurate
Retail.

In December 2018, our compensation committee and the Qurate Retail compensation committee reviewed
contemporaneously our respective named executive officers’ performance under each company’s program.
Notwithstanding this joint effort, our compensation committee retained sole and exclusive discretion with respect to
the approval of award terms and amounts payable under our bonus program.

Also, in December 2018, our compensation committee determined that the combined Adjusted OIBDA (or
equivalent measure) for Sirius XM, Braves Holdings, Formula 1 and a proportionate share of the equivalent
measure of Adjusted OIBDA of Live Nation, was approximately $2,959.7 million using the formula described above,
exceeding the Bonus Threshold by approximately $2,459.7 million, thereby creating a notional Cash Bonus Pool of
approximately $14.02 million, which exceeded the amount necessary to cover the aggregate LMC Funding Pool
Maximum Performance Bonuses of all the participants and enabling each participant to receive a bonus under the
performance-based program up to his LMC Funding Pool Maximum Performance Bonus.

Individual Performance Bonus. Our compensation committee then reviewed the individual performance of each
participant to determine the reductions that would apply to each participant’s LMC Maximum Individual Bonus. Our
compensation committee took into account a variety of factors, without assigning a numerical weight to any single
performance measure. This determination was based on reports of our board, the observations of committee
members throughout the year, executive self-evaluations and, with respect to the participants other than Mr. Maffei,
the observations and input of Mr. Maffei. In evaluating the performance of each of the participants for determining

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 35

the reduction that would apply to each named executive officer’s LMC Maximum Individual Bonus, our
compensation committee considered the various performance objectives related to our company which had been
assigned to each participant for 2018, including:

Individual

Performance Objectives

Gregory B. Maffei

• Provide leadership to management team to drive strategies, further enhance brand and

increase shareholder value

• Support F1 management and Sirius XM management in strategic initiatives

• Pursue synergistic acquisitions

• Assist subsidiaries with succession plans and hiring of key executives

• Pursue optimal capital structure for our company and subsidiaries, including development of

additional capital funding strategies

• Assist with strategy and succession planning at our company and subsidiaries

• Oversee extension of Braves stadium development

Richard N. Baer

• Support development of our company’s management team
• Provide effective legal support in connection with mergers, acquisitions, investments and

other transactional matters

• Oversee compliance obligations and assist with litigation at our company and its subsidiaries

• Negotiate executive employment arrangements

• Facilitate, along with other members of senior management team, sound approach to

governance and compliance

• Provide legal support to, and assess and appropriately manage significant legal matters of,

subsidiaries and controlled companies

• Assist with succession planning at our company and subsidiaries

• Facilitate continued professional development and engagement of legal department staff

Mark D. Carleton

• Manage relationship with Live Nation

• Co-oversee activities of Atlanta Braves subsidiary

• Assist Sirius XM in its corporate development and other efforts

• Oversee personal and departmental growth of Accounting, Finance and Internal Audit Groups

• Support the Accounting department to maintain timely and accurate internal and external

financial reports

Albert E. Rosenthaler

• Lead corporate development efforts, including efforts at F1, Sirius XM and our company

• Identify possible acquisition targets; provide analysis and evaluation of potential transactions

• Oversee, train and develop internal tax staff

• Increase staffing as needed and oversee personal and departmental growth of corporate

development team

Our compensation committee then considered the time allocated and services provided by each named executive
officer to (i) our company, or (ii) the companies who are parties to the services agreements, under which our
company is reimbursed for such time and services. See “—Services Agreements” above.

Following a review of the above, our compensation committee determined to pay each participant the following
portion of his LMC Maximum Individual Bonus:

Name
Gregory B. Maffei
Richard N. Baer
Mark D. Carleton
Albert E. Rosenthaler

LMC Maximum
Individual Bonus
$5,738,893
$ 787,854
$ 819,783
$ 797,922

Percentage
Payable
62.50%
87.50%
75.00%
81.25%

Aggregate
Dollar Amount
$3,586,808
$ 689,372
$ 614,837
$ 648,312

36 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

EXECUTIVE COMPENSATION

Corporate Performance Bonus. Our compensation committee then made a determination as to the reductions, if
any, that would apply to each participant’s LMC Maximum Corporate Bonus. In making this determination, our
compensation committee reviewed forecasts of 2018 Adjusted OIBDA, revenue and free cash flow (as defined
below) for Sirius XM, Braves Holdings and Formula 1, and a proportionate share of Live Nation, all of which
forecasts were prepared in December 2018 and are set forth in the table below. Also set forth in the table below are
the corresponding actual financial measures achieved for 2018, which deviated from our forecasts as indicated
below. Although forecasted free cash flow deviated from the actual result, neither that deviation nor the Revenue or
Adjusted OIBDA deviations would have materially affected the amounts paid under the corporate performance
bonus portion of the program.

Revenue(1)
Adjusted OIBDA(1)
Free Cash Flow(1)(2)

(dollar amounts in millions)

2018 Forecast

2018 Actual

Actual/Forecast

$11,526.3

$ 2,959.7
$ 2,078.8

$11,672.4

$ 3,001.1
$ 2,161.9

1.3%

1.4%
4.0%

(1) Revenue, Adjusted OIBDA and Free Cash Flow information represent the summation for Sirius XM, Braves Holdings and

Formula 1, and a proportionate share of Live Nation. Includes our share of Live Nation’s revenue, Adjusted OIBDA (or comparable
measure) and Free Cash Flow (or comparable measure) at ownership levels as of December 31, 2017, which was the percentage
used for approving the 2018 performance bonus program.

(2) Defined for purposes of the bonus program as Adjusted OIBDA less all other operating and investing items.

Based on a review of these forecasts and our compensation committee’s consideration of our company’s
performance against plan for these measures, our compensation committee determined that the growth metrics
were achieved to the extent described below:

Growth Factor

Revenue

Adjusted OIBDA
Free Cash Flow

Liberty Media Corporation

25% of a possible 25%

50% of a possible 50%
17.5% of a possible 25%

Our compensation committee then translated the achievement of these growth metrics into a percentage payable
to each participant of his LMC Maximum Corporate Bonus, as follows:

Name

Gregory B. Maffei
Richard N. Baer
Mark D. Carleton

Albert E. Rosenthaler

LMC Maximum
Corporate
Bonus

$3,011,928
$ 507,998
$ 493,347

$ 493,347

Percentage
Payable

Aggregate
Dollar Amount

92.5%
92.5%
92.5%

92.5%

$2,786,033
$ 469,899
$ 456,346

$ 456,346

Aggregate Results. The following table presents information concerning the aggregate 2018 performance-based
bonus amounts payable to each named executive officer by our company (other than Mr. Malone), after giving effect
to the determinations described above.

Name

Gregory B. Maffei

Richard N. Baer

Mark D. Carleton

Albert E. Rosenthaler

Individual
Performance
Bonus

$3,586,808

$ 689,372

$ 614,837

$ 648,312

Corporate
Performance
Bonus

$2,786,033

$ 469,899

$ 456,346

$ 456,346

Total Bonus

$6,372,841

$1,159,270

$1,071,183

$1,104,658

Our compensation committee then noted that, when combined with the total 2018 performance-based bonus
amounts paid by Qurate Retail to the overlapping named executive officers, each of our named executive officers
received the following payments:

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 37

Name

Gregory B. Maffei
Richard N. Baer
Mark D. Carleton
Albert E. Rosenthaler

Combined Performance Bonus

$7,064,502
$1,472,891
$1,293,780
$1,362,095

For more information regarding these bonus awards, please see the “Grants of Plan-Based Awards” table below.

Equity Incentive Compensation

The Liberty Media Corporation 2017 Omnibus Incentive Plan, as amended, (the 2017 incentive plan) provides,
and prior to its expiration, the Liberty Media Corporation 2013 Incentive Plan (Amended and Restated as of
March 31, 2015), as amended (the 2013 incentive plan) provided, for the grant of a variety of incentive awards,
including stock options, restricted shares, RSUs, stock appreciation rights and performance awards. Our
compensation committee has a preference for grants of stock-based incentive awards (RSUs, restricted stock and
options) as compared with cash incentive awards based on the belief that they better promote retention of key
employees through the continuing, long-term nature of an equity investment. It is the policy of our compensation
committee that stock options be awarded with an exercise price equal to fair market value on the date of grant,
typically measured by reference to the closing price on the grant date.

Maffei Performance-based Equity Awards. In December 2014, we entered into the Maffei Employment
Agreement which provides Mr. Maffei with the opportunity to earn annual equity incentive awards during the
employment term. See “—Executive Compensation Arrangements—Gregory B. Maffei” for additional information
about the annual awards to be provided under the Maffei Employment Agreement. The Maffei Employment
Agreement provides that Mr. Maffei was entitled to receive from our company and Qurate Retail in 2018 a combined
target value equity award of $19 million and contemplates that the equity awards would be structured to qualify as
performance-based compensation under Section 162(m) of the Code. The Maffei Employment Agreement
contemplated that the $19 million equity award would be divided between our company and Qurate Retail
according to relative market capitalization. Mr. Maffei is also eligible to receive above-target equity awards from our
company and Qurate Retail equaling in the aggregate $9.5 million (split by relative market capitalization) that would
be granted at the end of the performance period in each compensation committee’s sole discretion. The Maffei
Employment Agreement also sets forth provisions for determining and establishing any performance criteria for
equity awards.

In 2018, our compensation committee, with the consent of Mr. Maffei, decided to grant a combination of
time-vested stock options and performance-based RSUs that the parties agreed were in satisfaction of our
obligations under the Maffei Employment Agreement. Our compensation committee believes that time-vested stock
options are consistent with its philosophy of aligning the interests of the named executive officers with those of our
stockholders, with the ultimate goal of appropriately motivating our executives to increase long-term stockholder
value. In addition, our compensation committee believed that Mr. Maffei’s RSU grants should be subject to
performance metrics that incentivize and reward Mr. Maffei for successful completion of our company’s strategic
initiatives. Our compensation committee determined to grant 23% of the total award value of $19 million in FWONK
awards, 36% of the total award value of $19 million in LSXMK, and 3% of the total award value of $19 million in
BATRK awards in accordance with the relative market capitalization of our three tracking stock groups and Qurate
Retail’s two tracking stock groups. The parties did not amend the Maffei Employment Agreement and made no
decision as to whether to formalize the above process for future grants.

As a result, our compensation committee granted to Mr. Maffei 632,752 LSXMK time-vested options (the Maffei
LSXMK options), 46,052 BATRK time-vested options (the Maffei BATRK options), 138,655 FWONK time-vested
options (the Maffei FWONK options), 12,279 BATRK performance-based RSUs (the 2018 Maffei BATRK RSUs)
and 85,590 FWONK performance-based RSUs (the 2018 Maffei FWONK RSUs, and collectively with the 2018
Maffei BATRK RSUs, the 2018 Maffei RSUs). The Maffei LSXMK options, Maffei BATRK options and Maffei
FWONK options had a grant date of March 5, 2018, had a term of seven years, and had a base price of $42.50,
$23.34 and $31.99, respectively, which was the closing price of LSXMK, BATRK and FWONK on the grant date. In
addition, the stock options vested in full on December 31, 2018, and were subject to other applicable terms and
conditions for option grants as set forth in the Maffei Employment Agreement. Our compensation committee also
granted to Mr. Maffei the 2018 Maffei RSUs on March 5, 2018, which vest only upon attainment of the performance
objectives described below.

38 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

EXECUTIVE COMPENSATION

Our compensation committee adopted an annual, performance-based program for payment of the 2018 Maffei
RSUs. None of the 2018 Maffei RSUs would vest unless a minimum corporate performance was achieved: the
combined Adjusted OIBDA (or equivalent measure) of Sirius XM, Braves Holdings, Formula 1 and a proportionate
share of the equivalent measure of Adjusted OIBDA of Live Nation, for the year ended December 31, 2018 was
required to exceed $500 million (the Maffei RSU Threshold). If the Maffei RSU Threshold were met, the notional
pool for payment of the 2018 Maffei RSUs would be funded with 0.43% of the amount by which such combined
Adjusted OIBDA exceeded $500 million (the Maffei RSU pool). A maximum payout equal to 1.5 times the target
number of 2018 Maffei RSUs or $9.234 million of grant value was established.

For purposes of the Maffei RSU pool, Adjusted OIBDA was defined in the same manner as the cash performance
bonus program. See “—Elements of 2018 Executive Compensation—2018 Performance-based Bonuses” above.
Assuming the Maffei RSU Threshold of $500 million was met and the Maffei RSU pool was funded, the amount
earned would be subject to reduction from the maximum amount payable by our compensation committee based on
performance criteria. After review of our company’s 2018 Adjusted OIBDA results, our compensation committee
determined and certified that the maximum 2018 Maffei RSUs could be paid to Mr. Maffei. Our compensation
committee then determined to review Mr. Maffei’s performance to determine what portion of the maximum award
would be paid. Our compensation committee reviewed Mr. Maffei’s 2018 performance and noted his efforts in
successfully overseeing the acquisition of Pandora by Sirius XM. After considering Mr. Maffei’s performance in
these areas, our compensation committee determined to vest 100% of the previously issued 2018 Maffei RSUs.

In addition, for the same reasons, our compensation committee awarded Mr. Maffei above-target awards for his
performance in 2018. Our compensation committee also recommended to the Qurate Retail compensation
committee and the GCI Liberty compensation committee that those committees consider making similar
above-target awards related to Mr. Maffei’s performance. As a result of these discussions, the three compensation
committees awarded Mr. Maffei above-target awards with a grant value aggregating $2.7 million. The compensation
committees split the grant value by each granting an additional 15% of the target number of restricted stock units
and stock options granted to Mr. Maffei in March 2018. In the case of GCI Liberty, such grant related to awards of
Qurate Retail’s former Series B Liberty Ventures common stock on an as-converted basis as a result of the March
2018 transactions between Qurate Retail and GCI Liberty. Accordingly, our compensation committee granted 6,908
BATRK options, 94,913 LSXMK options, 20,798 FWONK options, 1,842 BATRK restricted stock units, and 12,839
FWONK restricted stock units. For more information regarding the target equity and above-target equity awards,
see the “Grants of Plan-Based Awards” table below and “—Executive Compensation—Compensation Discussion
and Analysis—Elements of 2018 Executive Compensation—Equity Incentive Compensation—Maffei
Performance-based Equity Awards” in Qurate Retail’s Definitive Proxy Statement on Schedule 14A filed April 24,
2019.

Other 2018 Awards

Multiyear Stock Options. Consistent with its previous practices, our compensation committee has made larger
stock option grants (equaling approximately four to five years’ value of the named executive officer’s annual grants)
that vest between four and five years after grant, rather than making annual grants over the same period. These
multiyear grants provide for back-end weighted vesting and generally expire seven to ten years after grant to
encourage executives to remain with the company over the long-term and to better align their interests with those of
the stockholders. Our compensation committee made such an award to Mr. Maffei in connection with the execution
of the Maffei Employment Agreement. See “—Executive Compensation Arrangements—Gregory B. Maffei” below.
Also, in March 2015, our compensation committee granted to each of Messrs. Carleton and Rosenthaler multiyear
stock options that equaled the value of the named executive officer’s annual grants that were expected to be
granted to him for the period from January 1, 2016 through December 31, 2020. See “Summary Compensation
Table” below. Also, Mr. Baer received a multi-year stock option award in June 2016 in connection with entering into
the 2016 Baer Employment Agreement. See “—Executive Compensation Arrangements—Richard N. Baer—2016
Term Options” below. Mr. Baer’s grant equaled the value of his annual grants that were expected to be granted to
him for the period from January 1, 2017 through December 31, 2020. Mr. Malone does not participate in the equity
award program and as a result did not receive a multiyear stock option award.

Annual Performance Awards. Consistent with our practice since December 2014 of granting a combination of
multiyear stock options and annual performance awards to senior officers, our compensation committee granted
annual performance RSUs to Messrs. Baer, Carleton and Rosenthaler in March 2018. Our compensation
committee granted to Messrs. Baer, Carleton and Rosenthaler, 16,391, 12,239 and 12,239 LSXMK
performance-based RSUs, respectively, 2,424, 1,810 and 1,810 BATRK performance-based RSUs, respectively,

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 39

and 12,066, 9,010 and 9,010 FWONK performance-based RSUs, respectively, on March 5, 2018 (the 2018 Chief
RSUs). The 2018 Chief RSUs would vest only upon attainment of the performance objectives described below.

Our compensation committee adopted an annual, performance-based program for payment of the 2018 Chief
RSUs. None of the 2018 Chief RSUs would vest unless a minimum corporate performance was achieved: the
combined Adjusted OIBDA (or equivalent measure) of Sirius XM, Braves Holdings, Formula 1 and a proportionate
share of the equivalent measure of Adjusted OIBDA of Live Nation, for the year ended December 31, 2018 was
required to exceed $500 million (the Chief Threshold). If the Chief Threshold were met, the notional pool for
payment of the 2018 Chief RSUs would be funded with 0.24% of the amount by which such combined Adjusted
OIBDA exceeded $500 million (the Chief RSU pool). If the Chief RSU pool was not funded so that the maximum
awards could be paid to all participants, each participant’s maximum award would be reduced pro rata. The
maximum payout set for each of Messrs. Baer, Carleton and Rosenthaler was $1.875 million, $1.4 million and
$1.4 million, respectively.

For purposes of the Chief RSU pool, Adjusted OIBDA was defined in the same manner as the performance cash
bonus program. See “—Elements of 2018 Executive Compensation—2018 Performance-based Bonuses”.
Assuming the Chief Threshold of $500 million was met and the Chief RSU pool was fully funded, the amount
earned would be subject to reduction from the maximum amount payable by our compensation committee based on
performance criteria. After review of our company’s 2018 Adjusted OIBDA results, our compensation committee
determined and certified that the maximum Chief RSU awards could be paid to Messrs. Baer, Carleton and
Rosenthaler. Our compensation committee then determined to review each named executive officer’s performance
to determine what portion of the maximum award would be paid. Our compensation committee reviewed
Messrs. Baer, Carleton and Rosenthaler’s performance and also considered the recommendations from Mr. Maffei.
Mr. Maffei recommended that our committee vest 100% of the 2018 Chief RSUs previously granted to each
of Messrs. Baer, Carleton and Rosenthaler based on his assessment of their individual performance against the
goals established in connection with the performance cash bonus program and his general observation of their
leadership and executive performance. Accordingly, our compensation committee determined to reduce the payouts
down to the target award levels and then approved vesting of all of the 2018 Chief RSUs previously granted to
Messrs. Baer, Carleton and Rosenthaler.

Mr. Malone did not participate in the annual performance RSU program.

Perquisites and Other Personal Benefits

The perquisites and other personal benefits available to our executives (that are not otherwise available to all of our
salaried employees, such as matching contributions to the Liberty Media 401(k) Savings Plan and the payment of
life insurance premiums) consist of:

•

•

limited personal use of corporate aircraft;

in the case of Mr. Maffei, reimbursement of legal expenses;

• occasional, personal use of an apartment in New York City owned by a subsidiary of our company, which is

primarily used for business purposes, and occasional, personal use of a company car and driver;

•

in the case of Mr. Carleton, reimbursement for use of private housing while on New York City business trips;

• a deferred compensation plan that provides above-market preferential returns; and

•

in the case of Mr. Malone, an annual allowance of $1 million for personal expenses provided pursuant to the
terms of his employment agreement (see “—Executive Compensation Arrangements—John C. Malone”).

Taxable income may be incurred by our executives in connection with their receipt of perquisites and personal
benefits. Other than as contemplated by Mr. Malone’s employment agreement, we have not provided gross-up
payments to our executives in connection with any such taxable income incurred during the past three years.

Aircraft Usage. On occasion, and with the approval of our Chairman or Chief Executive Officer, executives may
have family members and other guests accompany them on our corporate aircraft when traveling on business.
Under the terms of the employment arrangements with our Chairman and our Chief Executive Officer, our
Chairman and our Chief Executive Officer and their guests may use the corporate aircraft for non-business
purposes subject to specified limitations.

40 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

EXECUTIVE COMPENSATION

Pursuant to a February 5, 2013 letter agreement between us and Mr. Maffei, Mr. Maffei was entitled to 120 hours
per year of personal flight time through the first to occur of (i) the termination of his employment, subject to any
continued right to use the corporate aircraft as described below or pursuant to the terms of his employment
arrangement in effect at the time of the termination or (ii) the cessation of ownership or lease of corporate aircraft.
Effective November 11, 2015, pursuant to a letter agreement between us and Mr. Maffei of the same date,
Mr. Maffei is entitled to 30 additional hours per year of personal flight time if he reimburses us for such usage
through the first to occur of (i) the termination of his employment or (ii) the cessation of ownership or lease of
corporate aircraft. Under the Maffei Employment Agreement, if Mr. Maffei’s employment had been terminated due
to disability, for good reason or without cause, Mr. Maffei would have been entitled to continued use of the
company’s aircraft under the terms of the February 5, 2013 letter agreement for 12 months after termination of his
employment. Mr. Maffei incurs taxable income, calculated in accordance with the Standard Industry Fare Level
(SIFL) rates, for all personal use of our corporate aircraft under the February 5, 2013 letter agreement. Mr. Maffei
incurs taxable income at the SIFL rates minus amounts paid under time sharing agreements with our company for
travel pursuant to the November 11, 2015 letter agreement. Flights where there are no passengers on
company-owned aircraft were not charged against the 120 hours of personal flight time per year allotted to
Mr. Maffei if the flight department determines that the use of a NetJets, Inc. supplied aircraft for a proposed
personal flight would be disadvantageous to our company due to (i) use of budgeted hours under the then current
Liberty Media fractional ownership contract with NetJets, Inc. or (ii) higher flight cost as compared to the cost of
using company owned aircraft.

The cost of Mr. Malone’s personal use of our corporate aircraft, calculated in accordance with SIFL, counts toward
his $1 million personal expense allowance (described above).

For disclosure purposes, we determine incremental cost using a method that takes into account:

•

landing and parking expenses;

• crew travel expenses;

• supplies and catering;

• aircraft fuel and oil expenses per hour of flight;

• any customs, foreign permit and similar fees; and

• passenger ground transportation.

Because the company’s aircraft is used primarily for business travel, this methodology excludes fixed costs that do
not change based on usage, such as salaries of pilots and crew, purchase or lease costs of aircraft and costs of
maintenance and upkeep.

Pursuant to our aircraft time sharing agreements with Qurate Retail, Liberty TripAdvisor, Liberty Broadband, Liberty
Expedia, and GCI Liberty, each of these companies pays us for any costs, calculated in accordance with Part 91 of
the Federal Aviation Regulations, associated with Mr. Malone or Mr. Maffei using our corporate aircraft that are
allocable to such company, except that allocations made to Liberty TripAdvisor, Liberty Broadband, Liberty Expedia
or GCI Liberty may only be made for corporate aircraft use relating to such company’s business matters, while
allocations made to Qurate Retail relate to such company’s business matters along with approved personal use of
our aircraft. Pursuant to our aircraft time sharing agreements with Mr. Maffei, Mr. Maffei reimburses us for costs
associated with his personal use of our corporate aircraft under the November 11, 2015 letter agreement, and such
costs include the expenses listed above, insurance obtained for the specific flight and an additional charge equal to
100% of the aircraft fuel and oil expenses for the specific flight.

For purposes of determining an executive’s taxable income, personal use of our aircraft is valued using a method
based on SIFL rates, as published by the Treasury Department. The amount determined using the SIFL rates is
typically lower than the amount determined using the incremental cost method. Under the American Jobs Creation
Act of 2004, the amount we may deduct for a purely personal flight is limited to the amount included in the taxable
income of the executives who took the flight. Also, the deductibility of any non-business use will be limited by
Section 162(m) of the Code to the extent that the named executive officer’s compensation that is subject to that
limitation exceeds $1 million. See “—Deductibility of Executive Compensation” below.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 41

Deferred Compensation

To help accommodate the tax and estate planning objectives of the named executive officers, as well as other
executives with the title of Assistant Vice President and above, our board of directors assumed the previously
established Liberty Media Corporation 2006 Deferred Compensation Plan (as amended and restated). Under that
plan, participants could elect to defer up to 50% of their base salaries and up to 100% of their cash performance
bonuses that were allocable to our company. Compensation deferred under the plan that otherwise would have
been received prior to 2015 would earn interest income at the rate of 9% per annum, compounded quarterly, for the
period of the deferral. Compensation deferred under the plan that otherwise would have been received on or after
January 1, 2015 will earn interest income at a rate that is intended to approximate our company’s general cost of
10-year debt. For 2016, 2017 and 2018, the rate was 6.25%, 6.5% and 6.25%, respectively. Since September 2011,
the named executive officers may not participate in the plan with respect to any portion of their cash performance
bonuses paid by Qurate Retail. In addition, Mr. Carleton had a deferral election in place for his 2011
performance-based bonus, with respect to which Qurate Retail will remain responsible for the payment of such
deferred amount and all deferred interest thereon going forward. For more information on this plan and the
amendments that became effective January 1, 2016, see “—Executive Compensation Arrangements—2006
Deferred Compensation Plan” and the “—Nonqualified Deferred Compensation Plans” table below.

We provide Mr. Malone with certain deferred compensation arrangements that were entered into by our
predecessors and assumed by us in connection with the various restructurings that we have undergone. Beginning
in February 2009, Mr. Malone began receiving accelerated payments under those deferred compensation
arrangements. For more information on these arrangements, see “—Executive Compensation Arrangements—
John C. Malone” below.

Changes for 2019

Maffei Employment Agreement Grant Process. In March 2019, our compensation committee determined, with
the consent of Mr. Maffei, to set performance criteria for Mr. Maffei’s 2019 annual performance awards in a manner
similar to those set in 2018, which the parties agreed was in satisfaction of the obligations under the Maffei
Employment Agreement. Our compensation committee has followed this general process since 2016.

Equity from Spin-off and Split-off Companies. In the past, except for the 2014 stock option grants from Liberty
Broadband and Liberty TripAdvisor to Mr. Maffei, our company has not allocated any portion of the costs of the
named executive officers’ equity awards to Liberty Broadband, Liberty TripAdvisor, GCI Liberty, or Liberty Expedia.
After the closing of the transactions that resulted in Qurate Retail acquiring a controlling equity interest in GCI
Liberty that was subsequently split-off, our compensation committee reviewed this practice and determined that it
would be appropriate to request each of these entities (other than Liberty Expedia due to its pending merger with a
wholly owned subsidiary of Expedia Group, Inc.) to grant a portion of the equity awards granted to our named
executive officers. Our compensation committee determined to allocate to each of Qurate Retail, Liberty
Broadband, Liberty TripAdvisor and GCI Liberty, a proportionate share of the aggregate equity grant value given to
each named executive officer based 50% on relative market capitalization and 50% on relative time spent by our
company’s employees working for such issuer.

Deductibility of Executive Compensation

In developing the 2018 compensation packages for the named executive officers, the deductibility of executive
compensation under Section 162(m) of the Code was considered. That provision prohibits the deduction of
compensation of more than $1 million paid to certain executives, subject to certain exceptions. Following the
enactment of the Tax Cuts and Jobs Act of 2017, beginning with the 2018 calendar year, the executives potentially
affected by the limitations of Section 162(m) of the Code has been expanded and there is no longer any exception
for qualified performance-based compensation. Although some performance-based awards will not result in a
compensation deduction until after 2017, we believe the transition rules in effect for binding contracts in effect on
November 2, 2017 should continue to allow certain of these awards to maintain their exemption from the $1 million
annual deduction limitation for so long as such contracts are not materially modified. However, portions of the
compensation we pay to the named executive officers may not be deductible due to the application of Section
162(m) of the Code. Our compensation committee believes that the lost deduction on compensation payable in
excess of the $1 million limitation for the named executive officers is not material relative to the benefit of being
able to attract and retain talented management.

42 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

EXECUTIVE COMPENSATION

Policy on Restatements

In those instances where we grant cash or equity-based incentive compensation, we include in the related
agreement with the executive a right, in favor of our company, to require the executive to repay or return to the
company any cash, stock or other incentive compensation (including proceeds from the disposition of shares
received upon exercise of options or stock appreciation rights). That right will arise if (1) a material restatement of
any of our financial statements is required and (2) in the reasonable judgment of our compensation committee,
(A) such restatement is due to material noncompliance with any financial reporting requirement under applicable
securities laws and (B) such noncompliance is a result of misconduct on the part of the executive. In determining
the amount of such repayment or return, our compensation committee may take into account, among other factors
it deems relevant, the extent to which the market value of the applicable series of our common stock was affected
by the errors giving rise to the restatement. The cash, stock or other compensation that we may require the
executive to repay or return must have been received by the executive during the 12-month period beginning on the
date of the first public issuance or the filing with the SEC, whichever occurs earlier, of the financial statement
requiring restatement. The compensation required to be repaid or returned will include (1) cash or company stock
received by the executive (A) upon the exercise during that 12-month period of any stock appreciation right held by
the executive or (B) upon the payment during that 12-month period of any incentive compensation, the value of
which is determined by reference to the value of company stock, and (2) any proceeds received by the executive
from the disposition during that 12-month period of company stock received by the executive upon the exercise,
vesting or payment during that 12-month period of any award of equity-based incentive compensation.

Stock Ownership Guidelines

Our board of directors adopted stock ownership guidelines that require each executive officer (other than
Mr. Malone) to own shares of our company’s stock equal to (i) at least three times the base salary paid by our
company to Mr. Maffei, with respect to Mr. Maffei’s requirement, and (ii) at least three times 50% of the base salary
paid by our company to Messrs. Baer, Carleton and Rosenthaler, in the case of Messrs. Baer, Carleton and
Rosenthaler. The named executive officers (other than Mr. Malone) have a similar stock ownership requirement at
Qurate Retail with respect to the base salary paid by Qurate Retail, in the case of Mr. Maffei, or allocated to Qurate
Retail per our company’s stock ownership guidelines in the case of Messrs. Baer, Carleton, and Rosenthaler. The
named executive officers (other than Mr. Malone) will have until March 2021 to comply with these guidelines.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 43

SUMMARY COMPENSATION TABLE

Name and Principal
Position
(as of 12/31/18)

John C. Malone

Chairman of the Board

Gregory B. Maffei

President and Chief
Executive Officer

Richard N. Baer

Chief Legal Officer

Mark D. Carleton

Chief Financial Officer

Albert E. Rosenthaler
Chief Corporate
Development Officer

Salary
($)(1)

Bonus
($)

Stock
Awards
($)(2)

Option
Awards
($)(3)

Non-Equity
Incentive Plan
Compensation
($)

2,925

1,677

1,482

—

—

—

—

—

—

—

—

—

—

—

—

Year

2018

2017

2016

2018

1,112,188

— 3,024,616

8,830,019

6,372,841

2017

1,059,227

— 1,711,501

10,247,980

6,066,373

2016

1,045,739

928,872

2,296,392

6,907,448

5,043,938

2018

2017

2016

2018

2017

2016

2018

2017

2016

656,545

487,351

— 1,139,185

— 1,186,302

—

—

607,856

106,355

16,532

3,073,150

683,153

669,758

— 850,633

— 885,819

781,045

151,773

1,233,631

664,935

553,666

— 850,633

— 885,819

561,640

572,161

84,903

1,221,037

—

1,159,270

937,400

901,500

1,071,183

1,016,186

875,500

1,104,658

953,229

875,500

—

—

—

—

Change in
Pension Value and
Nonqualified
Deferred
Compensation
Earnings
($)(4)

215,628

224,672

232,747

397,703

401,887

335,068

—

—

—

331,289

304,384

199,301

—

—

—

All Other
Compensation
($)(5)(6)(7)

920,790(8)

570,733(8)
512,927(8)

Total
($)

1,139,343

797,082

747,156

416,179(9)(10)

20,153,546

325,295(9)(10)
332,008(9)(10)

19,812,263

16,889,465

24,517

18,298

20,534

33,677(10)

33,227(10)
34,736(10)

2,979,517

2,629,351

4,725,927

2,969,935

2,909,374

3,275,986

29,494(10)(11)

2,649,720

19,673
24,902(11)

2,974,027

2,778,503

(1) Represents only that portion of each named executive officer’s salary that was allocated to our company with respect to the years

ended December 31, 2018, 2017 and 2016 under the services agreements. For a description of the allocation of compensation
between our company and Qurate Retail, Liberty TripAdvisor, Liberty Broadband, Liberty Expedia and GCI Liberty, see
“—Compensation Discussion and Analysis—Services Agreements.”

(2) Reflects the grant date fair value of the restricted stock granted in 2016 and RSUs granted to our named executive officers during
2018, 2017 and 2016. The table reflects the grant date fair value of the 2016 performance-based RSUs granted to each of
Messrs. Maffei, Carleton and Rosenthaler, restricted stock granted to Messrs. Maffei, Baer, Carleton and Rosenthaler in 2016, the
2017 performance-based RSUs granted to each of Messrs. Maffei, Baer, Carleton and Rosenthaler and the 2018 Maffei RSUs and
the 2018 Chief RSUs. A maximum payout equal to 1.5 times the target number of 2018 Maffei RSUs or $9.234 million of grant
value was established. The maximum payout set for Mr. Baer was $1.875 million of grant value, and the maximum payout set for
each of Messrs. Carleton and Rosenthaler was $1.4 million of grant value of 2018 Chief RSUs. The grant date fair value of these
awards has been computed in accordance with FASB ASC Topic 718, but (pursuant to SEC regulations) without reduction for
estimated forfeitures. For a description of the assumptions applied in these calculations, see Note 14 to our consolidated financial
statements for the year ended December 31, 2018 (which are included in our 2018 Form 10-K).

(3) The grant date fair value of Mr. Maffei’s 2018, 2017 and 2016 stock option awards, Mr. Baer’s 2016 Term Options (as defined
below) and Mr. Rosenthaler’s 2017 stock option award have been computed in accordance with FASB ASC Topic 718, but
(pursuant to SEC regulations) without reduction for estimated forfeitures. For a description of the assumptions applied in these
calculations, see Note 14 to our consolidated financial statements for the year ended December 31, 2018 (which are included in
the 2018 Form 10-K).

(4) Reflects the above-market earnings credited during 2018, 2017 and 2016 to the deferred compensation accounts of each

applicable named executive officer. See “—Compensation Discussion and Analysis—Elements of 2018 Executive Compensation—
Deferred Compensation,” “—Executive Compensation Arrangements—John C. Malone,” and “—Nonqualified Deferred
Compensation Plans” below.

(5)

Included in this column are the following life insurance premiums paid on behalf of each of the named executive officers and
allocated to our company under the services agreement:

Name

John C. Malone

Gregory B. Maffei

Richard N. Baer

Mark D. Carleton

Albert E. Rosenthaler

2018

4,635

4,217

5,267

3,677

3,579

Amounts ($)

2017

2,657

3,432

3,988

3,677

3,040

2016

2,348

3,462

3,309

4,378

3,207

44 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

(6) We make available to our personnel, including our named executive officers, tickets to various sporting events with no aggregate

incremental cost attributable to any single person.

(7) The Liberty Media 401(k) Savings Plan provides employees with an opportunity to save for retirement. The Liberty Media 401(k)

Savings Plan participants may contribute up to 75% of their eligible compensation on a pre-tax basis to the plan and an additional
10% of their eligible compensation on an after-tax basis (subject to specified maximums and IRS limits), and we contribute a
matching contribution based on the participants’ own contributions up to the maximum matching contribution set forth in the plan.
Our company receives reimbursements from Qurate Retail under the Qurate Retail Services Agreement for Qurate Retail’s
allocable portion of the matching contribution. Participant contributions to the Liberty Media 401(k) Savings Plan are fully vested
upon contribution.

Generally, participants acquire a vested right in our matching contributions as follows:

Years of Service

Less than 1

1 – 2

2 – 3

3 or more

Vesting
Percentage

0%

33%

66%

100%

Included in this column, with respect to each named executive officer are the following matching contributions made by and
allocated to our company to the Liberty Media 401(k) Savings Plan in 2018, 2017 and 2016:

Name

John C. Malone

Gregory B. Maffei

Richard N. Baer

Mark D. Carleton

Albert E. Rosenthaler

2018

20,625

23,650

19,250

20,625

20,075

Amounts ($)

2017

11,610

18,900

14,310

20,250

16,633

2016

10,070

18,020

17,225

22,790

16,695

With respect to these matching contributions, all of our named executive officers are fully vested.

(8)

Includes the following amounts which were allocated to our company under the Qurate Retail Services Agreement:

Reimbursement for personal legal, accounting and tax services

Compensation related to personal use of corporate aircraft(a)

Tax payments made on behalf of Mr. Malone

2018

45,000

204,974

642,598

Amounts ($)

2017

64,064

165,655

324,073

2016

26,852

188,122

281,515

(a) Calculated based on aggregate incremental cost of such usage to our company.

Also includes miscellaneous personal expenses, such as courier charges.

(9)

Includes the following amounts which were allocated to our company under the Qurate Retail Services Agreement:

Reimbursement for legal services

Amounts ($)

2018

—

2017

—

2016

3,454

Compensation related to personal use of corporate aircraft(a)

373,028

298,535

304,454

(a) Calculated based on aggregate incremental cost of such usage to our company.

(10) We own an apartment in New York City which is primarily used for business purposes. Messrs. Maffei, Carleton and Rosenthaler

occasionally used this apartment for personal reasons. From time to time, we reimburse Mr. Carleton for his use of private housing
while on New York City business trips, and we also pay the cost of miscellaneous shipping and catering expenses for Mr. Maffei.

(11) Includes $5,000 in charitable contributions in 2018 and 2016 made on behalf of Mr. Rosenthaler pursuant to our political action

committee matching contribution program.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 45

EXECUTIVE COMPENSATION ARRANGEMENTS

John C. Malone

Mr. Malone’s employment agreement and his deferred compensation arrangements with our predecessor
companies, as described below, have been assigned to our company. The term of Mr. Malone’s employment
agreement is extended daily so that the remainder of the employment term is five years. The employment
agreement was amended in June 1999 to provide for, among other things, an annual salary of $2,600 (which was
increased to $3,900 in 2014), subject to increase with board approval. The employment agreement was amended
in 2003 to provide for payment or reimbursement of personal expenses, including professional fees and other
expenses incurred by Mr. Malone for estate, tax planning and other services, and for personal use of corporate
aircraft and flight crew. The aggregate amount of such payments or reimbursements and the value of his personal
use of corporate aircraft was originally limited to $500,000 per year but increased to $1 million effective January 1,
2007 by the Qurate Retail compensation committee. Although the “Summary Compensation Table” table above
reflects the portion of the aggregate incremental cost of Mr. Malone’s personal use of our corporate aircraft
attributable to our company, the value of his aircraft use for purposes of his employment agreement is determined
in accordance with SIFL, which aggregated $70,712 for use of the aircraft by our company and Qurate Retail during
the year ended December 31, 2018. Qurate Retail is allocated, and reimburses us for, portions of the other
components of the payments/reimbursements to Mr. Malone described above.

In December 2008, the Qurate Retail compensation committee determined to modify Mr. Malone’s employment
arrangements to permit Mr. Malone to begin receiving fixed monthly payments in 2009, in advance of a termination
event, in satisfaction of its obligations to him under a 1993 deferred compensation arrangement, a 1982 deferred
compensation arrangement and an installment severance plan, in each case, entered into with him by Qurate
Retail’s predecessors (and which had been assumed by Qurate Retail). At the time of the amendment, the amounts
owed to Mr. Malone under these arrangements aggregated approximately $2.4 million, $20 million and $39 million,
respectively. As a result of these modifications, Mr. Malone receives 240 equal monthly installments, which
commenced February 2009, of: (1) approximately $20,000 under the 1993 deferred compensation arrangement,
(2) approximately $237,000 under the 1982 deferred compensation arrangement and (3) approximately $164,000
under the installment severance plan. Interest ceased to accrue under the installment severance plan once these
payments began; however, interest continues to accrue on the 1993 deferred compensation arrangement at a rate
of 8% per annum and on the 1982 deferred compensation arrangement at a rate of 13% per annum. In 2013, we
assumed these payment obligations.

Under the terms of Mr. Malone’s employment agreement, he is entitled to receive upon the termination of his
employment at our election for any reason (other than for death or “cause”), a lump sum equal to his salary for a
period of five full years following termination (calculated on the basis of $3,900 per annum, the lump sum
severance payment). As described above, we assumed Mr. Malone’s employment agreement and all outstanding
obligations thereunder, and Qurate Retail will reimburse us for its allocated portion of any such lump sum
severance payments made thereunder.

For a description of the effect of any termination event or a change in control of our company on his employment
agreement, see “—Potential Payments Upon Termination or Change in Control” below.

Gregory B. Maffei

December 2014 Employment Arrangement

On December 24, 2014, our compensation committee approved a new compensation arrangement with Mr. Maffei.
The arrangement provides for a five year employment term beginning January 1, 2015 and ending December 31,
2019, with an annual base salary of $960,750, increasing annually by 5% of the prior year’s base salary, and an
annual target cash bonus equal to 250% of the applicable year’s base salary. The arrangement also provides Mr.
Maffei with the opportunity to earn annual performance-based equity incentive awards during the employment term,
as described in more detail below. In connection with the approval of his compensation arrangement, Mr. Maffei
was granted the Term Options defined below. Mr. Maffei’s compensation arrangement was memorialized in the
Maffei Employment Agreement executed on December 29, 2014.

The arrangement provides that, in the event Mr. Maffei is terminated for cause (as defined in the Maffei
Employment Agreement) he will be entitled to only his accrued base salary and any amounts due under applicable
law. If Mr. Maffei is terminated by Liberty Media without cause or if Mr. Maffei terminates his employment for good

46 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

reason (as defined in the Maffei Employment Agreement), he is entitled to (i) his accrued base salary, (ii) his
accrued but unpaid bonus and any amounts due under applicable law (the Standard Entitlements), (iii) a
severance payment of 1.5 times his base salary during the year of his termination to be paid in equal installments
over 18 months, (iv) a payment equal to $11,750,000 pro rated based upon the elapsed number of days in the
calendar year of termination (including the date of termination), with (subject to certain exceptions) up to 25% of
such amount payable in shares of our common stock, at our discretion and with the remainder of such amount paid
in cash (the Pro Rated Amount), (v) a payment equal to $17,500,000, with (subject to certain exceptions) up to
25% of such amount payable in shares of our common stock at our discretion and with the remainder of such
amount paid in cash (the Un-Pro Rated Amount), and (vi) continued use of certain services and perquisites
provided by our company, including continued aircraft benefits consistent with those provided to him during the
period of his employment (the Services). If Mr. Maffei terminates his employment without good reason (as defined
in the Maffei Employment Agreement), he will be entitled to the Standard Entitlements and a payment of the Pro
Rated Amount. Lastly, in the case of Mr. Maffei’s death or disability, he is entitled to the Standard Entitlements, a
payment of 1.5 times his base salary during the year of his termination, payments of the Pro Rated Amount and
the Un-Pro Rated Amount, and, only in the case of his termination for disability, the Services. The Maffei
Employment Agreement also contains other customary terms and conditions.

Term Options

Also on December 24, 2014, in connection with the approval of his compensation arrangement, Mr. Maffei received
a one-time grant of 3,298,724 options to purchase shares of our then-existing Series C common stock (the Term
Options), which had an exercise price of $34.04 per share. Mr. Maffei’s Term Options have been adjusted in
connection with the April 2016 reclassification and exchange of our common stock into the Liberty SiriusXM
common stock, the Liberty Braves common stock and the Liberty Formula One common stock (the
reclassification) and the June 2016 rights offering with respect to BATRK shares, and as a result, the Term
Options now relate to shares of LSXMK, BATRK and FWONK. One-half of the Term Options vested on the fourth
anniversary of the grant date with the remaining Term Options vesting on the fifth anniversary of the grant date,
subject to Mr. Maffei being employed on such date. The Term Options have a term of seven years.

Upon a change in control (as defined in the Maffei Employment Agreement) prior to Mr. Maffei’s termination or in
the event of Mr. Maffei’s termination for death or disability, all of his unvested Term Options will become
exercisable. If Mr. Maffei is terminated for cause, all of his unvested Term Options will terminate immediately. If
Mr. Maffei is terminated by our company without cause or if he terminates his employment for good reason (as
defined in the Maffei Employment Agreement), then each unvested tranche of each type of Term Options will vest
pro rata based on the number of days elapsed in the vesting period for such tranche since the grant date plus 548
calendar days; however, in the event (i) all members of the Malone Group (as defined in the Maffei Employment
Agreement) cease to beneficially own our company’s securities representing at least 20% of our company’s voting
power, (ii) within 90 to 210 days of clause (i) Mr. Maffei’s employment is terminated by our company without cause
or by Mr. Maffei for good reason and (iii) at the time of clause (i) Mr. Maffei does not beneficially own our company’s
securities representing at least 20% of our company’s voting power, then all unvested Term Options will vest in full
as of the date of Mr. Maffei’s termination. If Mr. Maffei terminates his employment without good reason, then a
portion of each unvested tranche of each type of Term Options will vest pro rata based on the number of days
elapsed in the vesting period for such tranche since the grant date. In the event of a change in control prior to
Mr. Maffei’s termination, all of the Term Options will remain exercisable until the end of the term. If Mr. Maffei is
terminated for cause prior to December 31, 2019 (without a prior change in control occurring), then all vested Term
Options will expire on the 90th day following such termination. In all other events of termination or if Mr. Maffei has
not been terminated prior to December 31, 2019, all vested Term Options will expire at the end of the term.

Annual Awards

Mr. Maffei will receive annual grants of options to purchase shares of LSXMK, BATRK and FWONK with a term of
seven years (the Annual Options) and RSUs with respect to LSXMK, BATRK and FWONK (the Annual RSUs and
together with the Annual Options, the Annual Awards), and Mr. Maffei may elect the portions of his Annual Award
that he desires to be issued in the form of Annual RSUs and Annual Options. For a description of Mr. Maffei’s
target Annual Awards, see “—Compensation Discussion and Analysis—Elements of 2018 Executive
Compensation—Equity Incentive Compensation—Maffei Performance-based Equity Awards.” Pursuant to the
Maffei Employment Agreement, Mr. Maffei receives upfront grants of the Annual Awards and awards from Qurate
Retail in the following combined target amounts: $16 million for calendar year 2015, $17 million for calendar year

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 47

2016, $18 million for calendar year 2017, $19 million for calendar year 2018 and $20 million for calendar year 2019.
The combined target amounts for 2015 to 2018 were allocated between Qurate Retail and our company based on
relative market capitalization and, for 2019, will be allocated among Qurate Retail, GCI Liberty, Liberty Broadband,
Liberty TripAdvisor and our company based 50% on relative market capitalization and 50% on time allocation. In
our compensation committee’s sole discretion, Mr. Maffei is also eligible to receive additional awards each year
from Liberty Media up to a maximum of 50% of the Liberty Media target award grant amount for such year as an
above-target award.

Upon Mr. Maffei’s termination for any reason, his unvested Annual Awards (including any dividend equivalents
related to any unvested Annual RSUs) will terminate at the close of business on the day of the separation, except
that, in the case of performance-based Annual RSUs, if Mr. Maffei remains employed through the end of the
relevant grant year but his termination occurs prior to the date as of which any performance criteria has been
determined to have been met or not with respect to the Annual RSUs relating to such grant year, such Annual
RSUs will remain outstanding until such determination date and become vested to the extent determined by the
compensation committee. Upon a change in control prior to Mr. Maffei’s termination, all vested Annual Options (and
any Annual Options that vest after such change in control) will terminate at the expiration of the original term. If
Mr. Maffei is terminated by our company for cause (without a prior change in control) prior to December 31, 2019,
all vested Annual Options will terminate at the close of business on the 90th day following the termination. In all
other events of termination or if Mr. Maffei has not been terminated prior to December 31, 2019, all vested Annual
Options will terminate at the expiration of the original term.

Aircraft Usage

We are party to a February 5, 2013 letter agreement with Mr. Maffei, pursuant to which he was entitled to personal
use of corporate aircraft not to exceed 120 hours of flight time per year through the first to occur of (i) the
termination of his employment, subject to any continued right to use the corporate aircraft as described below or
pursuant to the terms of his employment arrangement in effect at the time of the termination or (ii) the cessation of
ownership or lease of corporate aircraft. Effective November 11, 2015, pursuant to a letter agreement between us
and Mr. Maffei of the same date, Mr. Maffei is entitled to 30 additional hours per year of personal flight time if he
reimburses us for such usage through the first to occur of (i) the termination of his employment or (ii) the cessation
of ownership or lease of corporate aircraft. Mr. Maffei will continue to incur taxable income, calculated in
accordance with SIFL, for all personal use of our corporate aircraft under the February 5, 2013 letter agreement.
Mr. Maffei incurs taxable income at the SIFL rates minus amounts paid under time sharing agreements with our
company for travel pursuant to the November 11, 2015 letter agreement. Pursuant to our aircraft time sharing
agreements with Qurate Retail, Liberty TripAdvisor, Liberty Broadband and Liberty Expedia, such entities pay us for
any costs, calculated in accordance with Part 91 of the Federal Aviation Regulations, associated with Mr. Maffei
using our corporate aircraft that are allocable to these entities. Qurate Retail, Liberty TripAdvisor, Liberty Broadband
and Liberty Expedia reimburse us for Mr. Maffei’s use of our corporate aircraft for such entity’s business, as the
case may be, while Qurate Retail also reimburses us for Mr. Maffei’s personal use of our corporate aircraft.
Pursuant to our aircraft time sharing agreements with Mr. Maffei, Mr. Maffei reimburses us for costs associated with
his up to 30 hours of personal use of our corporate aircraft under the November 11, 2015 letter agreement. Flights
where there are no passengers on company-owned aircraft are not charged against the 120 hours of personal flight
time per year allotted to Mr. Maffei if the flight department determines that the use of a NetJets, Inc. supplied
aircraft for a proposed personal flight would be disadvantageous to our company due to (i) use of budgeted hours
under the then current Liberty Media fractional ownership contract with NetJets, Inc. or (ii) higher flight cost as
compared to the cost of using company owned aircraft.

Richard N. Baer

2016 Baer Employment Agreement

On May 24, 2016, the compensation committee of our company approved a new compensation arrangement with
Mr. Baer, which was memorialized in a definitive employment agreement, dated effective as of August 18, 2016 (the
2016 Baer Employment Agreement), between our company and Mr. Baer. The arrangement provides for a four
year employment term beginning January 1, 2017 and ending December 31, 2020 (the employment period)
during which Mr. Baer will continue to serve as Chief Legal Officer of our company, Qurate Retail, GCI Liberty,
Liberty Broadband, Liberty Expedia and Liberty TripAdvisor. The 2016 Baer Employment Agreement memorialized
Mr. Baer’s 2016 annual base salary of $901,500 and provides for its adjustment from time to time. Mr. Baer’s

48 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

annual target cash bonus of 100% of base salary under the 2012 employment agreement with our company
remains unchanged under the 2016 Baer Employment Agreement. The arrangement also provided Mr. Baer with
the opportunity to earn annual performance-based equity incentive awards from our company and Qurate Retail,
and, for 2019, from our company, Qurate Retail, GCI Liberty, Liberty TripAdvisor and Liberty Broadband, during the
employment term, as described in more detail below. In connection with the approval of his compensation
arrangement, the compensation committee granted options to Mr. Baer with respect to LSXMK, BATRK and
FWONK (together, the 2016 Term Options), each as described in more detail below.

The 2016 Baer Employment Agreement governs any termination of Mr. Baer’s employment that occurs on or after
January 1, 2017 during the term of such agreement. The 2016 Baer Employment Agreement provides that, in the
event Mr. Baer is terminated for cause (as defined in the 2016 Baer Employment Agreement), he will be entitled to
his accrued but unpaid base salary through the date of termination, any unpaid expenses and other amounts
required to be paid by law. In addition, all unexercised 2016 Term Options, whether vested or unvested, will be
forfeited.

If, however, Mr. Baer terminates his employment for good reason (as defined in the 2016 Baer Employment
Agreement) or if his employment is terminated without cause (as defined in the 2016 Baer Employment
Agreement), then he is entitled to receive his (i) accrued but unpaid base salary, (ii) any unpaid expenses and other
amounts required to be paid by law, (iii) a lump sum payment of any declared but unpaid bonus from the prior year
and (iv) if such termination occurs (x) between January 1, 2017 and March 31, 2018, a lump sum cash payment of
$5.3 million, (y) between April 1, 2018 and March 31, 2019, a lump sum cash payment of $3.5 million or
(z) between April 1, 2019 and the close of business on December 31, 2020, a lump sum cash payment of $1.9
million. In addition, if his employment is terminated by us without cause or by Mr. Baer for good reason (a
protected termination), (a) between January 1, 2017 and December 31, 2019, he will vest in 75% of the original
number of 2016 Term Options (less any options that have previously vested) or (b) during 2020, the unvested
portion of his 2016 Term Options will vest in full, in each case on the date of his termination, and such options will
remain exercisable for the period specified in the applicable award agreement. The award agreements for
Mr. Baer’s annual grants of Performance RSUs (as defined below) will provide that if a protected termination
occurs during the employment period, any Performance RSUs that are outstanding and unvested on the
termination date will remain outstanding until the date that our compensation committee determines whether the
performance criteria applicable to such Performance RSUs were met and will vest to the extent determined by the
committee on the date of such determination.

If Mr. Baer terminates his employment without good reason (as defined in the 2016 Baer Employment Agreement),
he is entitled to receive any accrued but unpaid base salary, any declared but unpaid bonus from the prior year and
any unpaid expenses and other amounts required to be paid by law. In addition, Mr. Baer will forfeit any 2016 Term
Options and Performance RSUs that are unvested on the date of such termination. Any vested 2016 Term Options
will remain exercisable for 90 days after Mr. Baer’s termination without good reason, or, if such termination occurs
after December 31, 2020, for the remainder of the term of such options.

In the case of Mr. Baer’s death or disability (as defined in the 2016 Baer Employment Agreement), such
employment agreement provides for the right for his estate or him, as applicable, to receive any accrued but unpaid
base salary, any unpaid expenses and other amounts required to be paid by law, any declared but unpaid bonus
from the prior year and a lump sum cash payment of $1.9 million. In addition, the 2016 Term Options will vest in full
and remain exercisable for a one year period following his death or disability or, if such termination occurs after
December 31, 2020, for the remainder of the term of such options. Any outstanding but unvested Performance
RSUs will vest immediately in the event of Mr. Baer’s death or disability to the extent not already vested as of the
date of his termination due to death or disability.

As a condition to Mr. Baer’s receipt of any severance payments as a result of his termination, as well as any
acceleration of vesting or extension of exercise periods described in the grant agreements for the equity grants,
Mr. Baer must execute a severance agreement and release in favor of Liberty Media in accordance with the
procedures set forth in the 2016 Baer Employment Agreement.

Although not a party to the 2016 Baer Employment Agreement, Qurate Retail is obligated to reimburse us for its
allocable portion of the above payments (other than payments relating to performance bonuses and payments
relating to equity awards which are directly settled with the applicable issuer) pursuant to the Qurate Retail
Services Agreement.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 49

2016 Term Options

On May 24, 2016, in connection with the approval of his compensation arrangement, the compensation committee
approved a one-time grant to Mr. Baer of (i) 346,466 options to purchase shares of LSXMK with an exercise price
equal to $31.66 per share, (ii) 32,048 options to purchase shares of BATRK with an exercise price equal to $15.11
per share, and (iii) 83,942 options to purchase shares of FWONK with an exercise price equal to $19.11 per share.
The exercise prices are equal to the closing price of LSXMK, BATRK and FWONK on June 1, 2016, the grant date
for these options. One-half of the 2016 Term Options will vest on December 31, 2019 with the remaining 2016 Term
Options vesting on December 31, 2020, in each case, subject to Mr. Baer being employed on the applicable vesting
date, and subject to any accelerated vesting upon a termination event. The 2016 Term Options expire on December
31, 2023.

Annual Performance-Based Awards

Beginning in 2017, Mr. Baer is eligible to receive annual grants of performance-based RSUs with respect to
LSXMK, BATRK and FWONK (the Performance RSUs). The combined annual target value of the Performance
RSUs and the performance-based RSUs issued by Qurate Retail has been $1.875 million. The compensation
committee will establish performance metrics with respect to each grant of Performance RSUs that will determine,
in the compensation committee’s sole discretion, the extent to which such grant will vest.

Equity Incentive Plans

The 2017 incentive plan is administered by the compensation committee of our board of directors. The
compensation committee has full power and authority to grant eligible persons the awards described below and to
determine the terms and conditions under which any awards are made. The 2017 incentive plan is designed to
provide additional remuneration to certain employees and independent contractors for exceptional service and to
encourage their investment in our company. Our compensation committee may grant non-qualified stock options,
SARs, restricted shares, RSUs, cash awards, performance awards or any combination of the foregoing under the
2017 incentive plan (collectively, incentive plan awards).

The maximum number of shares of our common stock with respect to which incentive plan awards may be issued
under the 2017 incentive plan is 50,000,000, subject to anti-dilution and other adjustment provisions of the 2017
incentive plan. With limited exceptions, under the 2017 incentive plan, no person may be granted in any calendar
year incentive plan awards covering more than 8,000,000 shares of our common stock (subject to anti-dilution and
other adjustment provisions of the 2017 incentive plan) nor may any person receive under the 2017 incentive plan
payment for cash incentive plan awards during any calendar year in excess of $10 million. However, no
nonemployee director may be granted during any calendar year incentive plan awards having a value (as
determined on the grant date of such award) in excess of $2 million. Shares of our common stock issuable
pursuant to incentive plan awards made under the 2017 incentive plan are made available from either authorized
but unissued shares or shares that have been issued but reacquired by our company. The 2017 incentive plan has a
five year term.

In 2013, our company’s board of directors adopted the Liberty Media Corporation Transitional Stock Adjustment
Plan (the TSAP, and together with the 2013 incentive plan, the existing incentive plans). The TSAP governs the
terms and conditions of equity incentive awards with respect to our common stock issued in connection with
adjustments made to equity incentive awards relating to our predecessor’s common stock that were granted prior to
2013. No further grants are permitted under the TSAP.

2006 Deferred Compensation Plan

Our company maintains the Liberty Media Corporation 2006 Deferred Compensation Plan (as amended and
restated, the 2006 deferred compensation plan), under which officers at the level of Assistant Vice President and
above are eligible to elect to defer up to 50% of such officer’s annual base salary and 100% of cash performance
bonuses. These deferral elections must be made in advance of certain deadlines and may include (1) the selection
of a payment date, which generally may not be later than 30 years from the end of the year in which the applicable
compensation is initially deferred, and (2) the form of distribution, such as a lump-sum payment or substantially
equal annual installments over two to five years for elections made prior to January 1, 2016 or two to ten years for
elections made on or after January 1, 2016.

50 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

In addition to the accelerated distribution events described under “—Potential Payments Upon Termination or
Change in Control” below, at the eligible officer’s request, if the compensation committee determines that such
officer has suffered a financial hardship, it may authorize immediate distribution of amounts deferred under the
2006 deferred compensation plan.

Compensation deferred under the 2006 deferred compensation plan that otherwise would have been received prior
to 2015 would earn interest income at the rate of 9% per annum, compounded quarterly, for the period of the
deferral. Compensation deferred under the 2006 deferred compensation plan that otherwise would have been
received on or after January 1, 2015 will earn interest income at a rate that is intended to approximate our
company’s general cost of 10-year debt. For amounts deferred on or after January 1, 2015, the compensation
committee may not change the applicable interest rate in effect after a change of control has occurred. For 2018
the rate was 6.25%.

Our board of directors reserves the right to terminate the 2006 deferred compensation plan at any time. An optional
termination by our board of directors will not result in any distribution acceleration.

Pay Ratio Information

We are providing the following information about the relationship of the median annual total compensation of our
employees and the total compensation of Mr. Maffei, our chief executive officer on December 31, 2018, pursuant to
the SEC’s pay ratio disclosure rules set forth in Item 402(u) of Regulation S-K. We believe our pay ratio is a
reasonable estimate calculated in a manner consistent with the SEC’s pay ratio disclosure rules. However, because
these rules provide flexibility in determining the methodology, assumptions and estimates used to determine pay
ratios and the fact that workforce composition issues differ significantly between companies, our pay ratio may not
be comparable to the pay ratios reported by other companies.

To identify our median employee, we first determined our employee population as of December 31, 2018, which
consisted of employees located in the U.S., the Dominican Republic, Venezuela and the United Kingdom,
representing all full-time, part-time, seasonal and temporary employees employed by our company and our
consolidated subsidiaries, Sirius XM, Formula 1 and Braves Holdings, on that date. Using information from our
payroll records and Form W-2s (or its equivalent for non-U.S. employees), we then measured each employee’s
gross wages for calendar year 2018, consisting of base salary, commissions, actual bonus payments, long-term
incentive cash payments, if any, realized equity award value and taxable fringe benefits. We did not annualize the
compensation of employees who were new hires or took a leave of absence in 2018. Also, we did not annualize the
compensation of our temporary or seasonal employees. In addition, we did not make any cost-of-living adjustments
to the gross wages information.

We determined that the median employee’s total compensation for calendar year 2018, including any perquisites
and other benefits, in the same manner that we determined the total compensation of our named executive officers
for purposes of the Summary Compensation Table above. The ratio of our chief executive officer’s total annual
compensation to that of the median employee was as follows:

Chief Executive Officer Total Annual Compensation

Median Employee Total Annual Compensation

Ratio of Chief Executive Officer to Median Employee Total Annual Compensation

$20,153,546

$

72,089

280:1

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 51

GRANTS OF PLAN-BASED AWARDS

The following table contains information regarding plan-based incentive awards granted during the year ended
December 31, 2018 to the named executive officers (other than Mr. Malone, who did not receive any grants).

Grant
Date

Committee
Action
Date

Estimated Future Payouts
under Non-Equity
Incentive Plan Awards

Estimated Future Payouts
under Equity Incentive
Plan Awards

Threshold
($)(1)

Target
($)(1)

Maximum
($)(2)

Threshold
(#)(3)

Target
(#)(3)

Maximum
(#)(4)

All Other
Stock
Awards:
Number
of Shares
of Stock
or
Units
(#)

All Other
Option
Awards:
Number
of
Securities
Underlying
Options
(#)

Grant
Date Fair
Value of
Stock
and
Option
Awards
($)

Exercise
or Base
Price of
Option
Awards
($/Sh)

Name

Gregory B.
Maffei

3/14/2018(5)

LSXMK

3/5/2018

BATRK

BATRK

FWONK

FWONK

3/5/2018
3/5/2018(7)

3/5/2018
3/5/2018(7)

Richard N.
Baer

LSXMK

BATRK

FWONK

Mark D.
Carleton

LSXMK

BATRK

FWONK

Albert E.
Rosenthaler

3/14/2018(5)
3/5/2018(7)
3/5/2018(7)
3/5/2018(7)

3/14/2018(5)
3/5/2018(7)
3/5/2018(7)
3/5/2018(7)

LSXMK

BATRK

FWONK

3/14/2018(5)
3/5/2018(7)
3/5/2018(7)
3/5/2018(7)

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

8,758,485

—

—

—

—

—

1,435,019

—

—

—

1,393,631

—

—

—

1,393,631

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

12,279

—

85,590

—

16,391

2,424

12,066

—

12,239

1,810

9,010

—

12,239

1,810

9,010

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—
632,752(6) 42.50
46,052(6) 23.34

—

—
138,655(6) 31.99

—

7,313,816

296,457

286,592

1,219,745

—

— 2,738,024

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

696,618

56,576

385,991

—

520,158

42,245

288,230

—

520,158

42,245

288,230

(1) Our 2018 performance-based bonus program does not provide for a threshold bonus amount. The program also does not provide
for a target payout amount for any named executive officer that would be payable upon satisfaction of the performance criteria
under the 2018 performance-based bonus program. For the actual bonuses paid by our company see the amounts included for
2018 in the column entitled Non-Equity Incentive Plan Compensation in the “Summary Compensation Table” above.

(2) Represents the maximum amount that would have been payable to each named executive officer assuming the Bonus Threshold
was met in order to permit the maximum bonus amounts to have been payable. For more information on this performance bonus
program, see “—Compensation Discussion and Analysis—Elements of 2018 Executive Compensation—2018 Performance-based
Bonuses.”

(3) The terms of the 2018 Maffei RSUs and the 2018 Chief RSUs do not provide for a threshold amount that would be payable upon
satisfaction of the performance criteria established by the compensation committee. The amounts in the Target column represent
the target amount that would have been payable to the named executive officer assuming (x) maximum achievement of the Maffei
RSU Threshold and the Chief Threshold was attained and (y) our compensation committee determined not to reduce such payout
after considering a combination of the criteria established by our compensation committee in March 2018. For the actual 2018
Annual Options, 2018 Maffei RSUs and 2018 Chief RSUs that vested see “—Compensation Discussion and Analysis—Elements
of 2018 Executive Compensation—Equity Incentive Compensation—Maffei Performance-based Equity Awards” and
“—Compensation Discussion and Analysis—Elements of 2018 Executive Compensation—Equity Incentive Compensation—Annual
Performance Awards” above.

52 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

(4) Our compensation committee also set a maximum grant value payout with respect to (i) the 2018 Maffei RSUs - equal to 1.5 times
the target number of 2018 Maffei RSUs or $9.234 million of grant value and (ii) the 2018 Chief RSUs - equal to $1.875 million for
Mr. Baer and $1.4 million for each of Messrs. Carleton and Rosenthaler of grant value of the 2018 Chief RSUs. Any payout of an
equity award by our company above the target equity award would be in our compensation committee’s sole discretion, would be
issued in the first quarter of 2019, and would vest immediately after grant. For more information on the target equity award, see
“—Compensation Discussion and Analysis—Elements of 2018 Executive Compensation—Equity Incentive Compensation—Maffei
Performance-based Equity Awards” and “—Compensation Discussion and Analysis—Elements of 2018 Executive Compensation—
Equity Incentive Compensation—Annual Performance Awards” above.

(5) Reflects the date on which our compensation committee established the terms of the 2018 performance-based bonus program, as
described under “—Compensation Discussion and Analysis—Elements of 2018 Executive Compensation—2018 Performance-
based Bonuses.”

(6) Vested in full on December 31, 2018.
(7) Reflects the date on which our compensation committee established the terms of the 2018 Maffei RSUs and the 2018 Chief RSUs
as described under “—Compensation Discussion and Analysis—Elements of 2018 Executive Compensation—Equity Incentive
Compensation— Maffei Performance-based Equity Awards” and “—Compensation Discussion and Analysis—Elements of 2018
Executive Compensation—Equity Incentive Compensation—Annual Performance Awards” above.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 53

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END

The following table contains information regarding unexercised options and unvested RSUs which were outstanding
as of December 31, 2018 and held by the named executive officers (with the exception of John C. Malone, who had
no outstanding equity awards as of December 31, 2018).

Option awards

Stock awards

Equity
Incentive
Plan
Awards:
Number of
Securities
Underlying
Unexercised
Unearned
Options
(#)

Number
of Shares
or Units
of Stock
That Have
Not Vested
(#)

Market
Value of
Shares or
Units of
Stock That
Have Not
Vested
($)

Option
exercise
price
($)

Option
expiration
date

Equity
Incentive
Plan
Awards:
Number of
Unearned
Shares,
Units or
Other
Rights
That Have
Not Vested
(#)

Equity
Incentive
Plan
Awards:
Market or
Payout Value
of Unearned
Shares, Units
or Other
Rights That
Have Not
Vested
($)

Number of
securities
underlying
unexercised
options(#)
Exercisable

Number of
securities
underlying
unexercised
options (#)
Unexercisable

1,165,787
2,374,526
1,668,596
348,109
62,339
724,228
22,465
897,694
632,752
116,599
237,549
166,955
33,491
6,255
74,322
15,283
133,594
46,052
291,362
593,545
417,158
83,682
15,631
185,703
171,299
138,655

—
—

—
—
—

—
—
—

—
—

1,668,597(1)

—
—
—
—
—
—
—
—

166,955(1)

—
—
—
—
—
—
—
—

417,158(1)

—
—
—
—
—

—
—

346,466(3)
32,048(3)
83,942(3)

—
—
—

—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—

—
—

—
—
—

—
—
—

19.75
19.38
28.01
31.44
30.26
31.07
36.78
36.78
42.50
11.42
11.19
16.17
18.15
17.47
17.94
23.51
23.51
23.34
11.68
11.18
16.16
18.14
17.46
17.93
33.92
31.99

—
—

12/17/2019
12/17/2019
12/24/2021
03/31/2022
03/15/2023
03/29/2023
05/11/2024
05/11/2024
03/05/2025
12/17/2019
12/17/2019
12/24/2021
03/31/2022
03/15/2023
03/29/2023
03/30/2024
03/30/2024
03/05/2025
12/17/2019
12/17/2019
12/24/2021
03/31/2022
03/15/2023
03/29/2023
03/30/2024
03/05/2025

—
—

31.66
15.11
19.11

12/31/2023
12/31/2023
12/31/2023

—
—
—

—
—
—

—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—

—
—

—
—
—

—
—
—

—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—

—
—

—
—
—

—
—
—

—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—

—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—

12,279(2)
85,590(2)

305,624
2,627,613

—
—
—

—
—
—

16,391(2)
2,424(2)
12,066(2)

606,139
60,333
370,426

Name

Gregory B. Maffei
Option Awards

LSXMA
LSXMK
LSXMK
LSXMK
LSXMK
LSXMK
LSXMK
LSXMK
LSXMK
BATRA
BATRK
BATRK
BATRK
BATRK
BATRK
BATRK
BATRK
BATRK
FWONA
FWONK
FWONK
FWONK
FWONK
FWONK
FWONK
FWONK
RSU Awards
BATRK
FWONK

Richard N. Baer
Option Awards

LSXMK
BATRK
FWONK
RSU Awards
LSXMK
BATRK
FWONK

54 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

Option awards

Stock awards

Number of
securities
underlying
unexercised
options(#)
Exercisable

Number of
securities
underlying
unexercised
options (#)
Unexercisable

39,000
118,858

—
—

—

193,774(3)

7,327
14,927

11,816
—
18,309
19,524

—

—
—

—

118,858

—
—

—

19,264(3)

—
—

48,134(3)

—
—

—

—

—

193,774(3)

39,384
3,328

6,780
11,816
—

5,031

—
19,331

—

—
—

—
—

—
—

19,264(3)

—

48,134(3)

—

—

—
—

Name

Mark D. Carleton
Option Awards

LSXMK
LSXMK

LSXMK

BATRA
BATRK

BATRK
BATRK
FWONA
FWONK

FWONK

RSU Awards
LSXMK
BATRK

FWONK

Albert E. Rosenthaler
Option Awards

LSXMK

LSXMK

LSXMK
BATRA

BATRK
BATRK
BATRK

BATRK

FWONK
FWONK

RSU Awards
LSXMK

BATRK
FWONK

Equity
Incentive
Plan
Awards:
Number of
Securities
Underlying
Unexercised
Unearned
Options
(#)

Number
of Shares
or Units
of Stock
That Have
Not Vested
(#)

Market
Value of
Shares or
Units of
Stock That
Have Not
Vested
($)

Option
exercise
price
($)

Option
expiration
date

Equity
Incentive
Plan
Awards:
Number of
Unearned
Shares,
Units or
Other
Rights
That Have
Not Vested
(#)

Equity
Incentive
Plan
Awards:
Market or
Payout Value
of Unearned
Shares, Units
or Other
Rights That
Have Not
Vested
($)

—
—

—

—
—

—
—

—
—

—

—
—

—

—

—

—
—

—
—

—
—

—
—

—

—
—

19.38
32.63

32.63

11.42
11.19

18.84
18.84

11.68
18.83

18.83

—
—

—

32.63

32.63

39.21
11.42

11.19
18.84

18.84
22.96

18.83
33.85

—

—
—

03/19/2020
03/04/2022

03/04/2023

03/19/2020
03/19/2020

03/04/2022
03/04/2023

03/19/2020
03/04/2022

03/04/2023

—
—

—

03/04/2022

03/04/2023

03/20/2024
03/19/2020

03/19/2020
03/04/2022

03/04/2023
03/20/2024

03/04/2023
03/20/2024

—

—
—

—
—

—

—
—

—
—

—
—

—

—
—

—

—

—

—
—

—
—

—
—

—
—

—

—
—

—
—

—

—
—

—
—

—
—

—

—
—

—

—

—

—
—

—
—

—
—

—
—

—

—
—

—
—

—

—
—

—
—

—
—

—

—
—

—

—
—

—
—

—
—

—

12,239(2)
1,810(2)
9,010(2)

452,598
45,051

276,607

—

—

—
—

—
—

—
—

—
—

—

—

—
—

—
—

—
—

—
—

12,239(2)
1,810(2)
9,010(2)

452,598

45,051
276,607

(1) Vests on December 24, 2019.

(2) Represents the target number of 2018 Maffei RSUs that Mr. Maffei could earn and the target number of 2018 Chief RSUs that

each of Messrs. Baer, Carleton and Rosenthaler could earn based on our performance in 2018.

(3) Vests 50% on December 31, 2019 and 50% on December 31, 2020.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 55

OPTION EXERCISES AND STOCK VESTED

The following table sets forth information concerning the exercise of vested options and the vesting of RSUs held
by our named executive officers (with the exception of Mr. Malone, who had no exercises of vested options or
vesting of RSUs), in each case, during the year ended December 31, 2018.

Name

Gregory B. Maffei

LSXMA
LSXMK
BATRA
BATRK
FWONA
FWONK

Richard N. Baer

LSXMA
LSXMK
BATRA
BATRK
FWONA
FWONK

Mark D. Carleton

LSXMA
LSXMK
BATRA
BATRK
FWONA
FWONK

Albert E. Rosenthaler

LSXMA
LSXMK
BATRA
BATRK
FWONA
FWONK

Option Awards

Stock Awards

Number of
shares
acquired on
exercise
(#)(1)

Value
realized on
exercise
($)

Number of
shares
acquired on
vesting
(#)(1)

Value
realized on
vesting
($)

—
—
—
—
—
—

—
—
—
—
—
—

—
60,218
—
—
—
—

—
—
—
—
8,316
46,465

—
—
—
—
—
—

—
—
—
—
—
—

—
1,601,197
—
—
—
—

—
—
—
—
193,921
974,825

—
—
—
—
—
29,438

—
19,285
—
2,492
—
11,039

—
14,400
—
1,861
—
8,243

—
14,400
—
1,861
—
8,243

—
—
—
—
—
967,333

—
830,412
—
59,285
—
362,742

—
620,064
—
44,273
—
270,865

—
620,064
—
44,273
—
270,865

(1)

Includes shares withheld in payment of withholding taxes at election of holder.

56 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

NONQUALIFIED DEFERRED COMPENSATION PLANS

The following table sets forth information regarding the nonqualified deferred compensation plans in which our
named executive officers participated during the year ended December 31, 2018. Messrs. Maffei and Carleton
participated in the 2006 deferred compensation plan. See “—Executive Compensation Arrangements—2006
Deferred Compensation Plan” for more information. Mr. Malone’s deferred compensation arrangements are
described under “—Executive Compensation Arrangements—John C. Malone.” During 2018, Messrs. Baer and
Rosenthaler did not participate in any deferred compensation arrangements.

Name

John C. Malone

Gregory B. Maffei

Richard N. Baer

Mark D. Carleton

Albert E. Rosenthaler

Executive
contributions
in 2018
($)

Registrant
contributions
in 2018
($)

—

—

—

1,501,445

—

—

—

—

—

—

Aggregate
earnings in
2018
($)(1)

2,259,620

601,783

—

564,343

—

Aggregate
withdrawals/
distributions
($)

Aggregate
balance at
12/31/18 ($)(1)(2)

(3,082,818)

17,589,370

—

—

—

—

7,066,788

—

9,196,482

—

(1) Of these amounts, the following were reported in the “Summary Compensation Table” as above-market earnings that were credited

to the named executive officer’s deferred compensation account during 2018:

Name

John C. Malone

Gregory B. Maffei

Richard N. Baer

Mark D. Carleton

Albert E. Rosenthaler

Amount
($)

215,628

397,703

—

331,289

—

(2)

In our prior year proxy statements, we reported the following above-market earnings that were credited as interest to the applicable
officer’s deferred compensation accounts during the years reported:

Name

John C. Malone

Gregory B. Maffei

Richard N. Baer

Mark D. Carleton

Albert E. Rosenthaler

2017

224,672

401,887

—

Amount ($)

2016

232,747

335,068

—

304,384

199,301

—

—

2015

239,961

99,232

—

n/a

—

POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE-IN-CONTROL

The following table sets forth the potential payments to our named executive officers if their employment with
Liberty Media had terminated or a change in control had occurred, in each case, as of December 31, 2018, which
was the last business day of our last completed fiscal year. In the event of such a termination or change in control,
the actual amounts may be different due to various factors. In addition, we may enter into new arrangements or
modify these arrangements from time to time.

The amounts provided in the tables are based on the closing market prices on December 31, 2018 for our LSXMA
common stock, which was $36.80, our LSXMK common stock, which was $36.98, our BATRA common stock,
which was $24.94, our BATRK common stock, which was $24.89, our FWONA common stock, which was $29.72,
and our FWONK common stock, which was $30.70. The value of the options shown in the table is based on the
spread between the exercise price of the award and the applicable closing market price. Because the exercise
prices of certain stock options held by Messrs. Maffei and Rosenthaler were more than the applicable closing
market price of LSXMK and FWONK shares on December 31, 2018, these options have been excluded from the
table below. The value of the RSUs shown in the table is based on the applicable closing market price and the
number of RSUs unvested.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 57

Each of our named executive officers (other than Mr. Malone) has received awards and payments under the
existing incentive plans, and each of our named executive officers is eligible to participate in our deferred
compensation plan. Additionally, each of Messrs. Malone, Maffei and Baer is entitled to certain payments and
acceleration rights upon termination under his respective employment agreement. See “—Executive Compensation
Arrangements” above and “—Termination Without Cause or for Good Reason” below.

No immediate distributions under the 2006 deferred compensation plan are permitted as a result of a termination
for cause or a termination without cause or for good reason (other than pursuant to the compensation committee’s
right to distribute certain de minimus amounts from an officer’s deferred compensation account). In addition, we do
not have an acceleration right to pay out account balances to the named executive officers upon a voluntary
termination or a termination due to death or disability. However, the named executive officer may file an election at
the time of the deferral to receive distributions under the 2006 deferred compensation plan upon his separation
from service, including any of the types of termination above. For purposes of the tabular presentation below, we
have assumed that the named executive officer has elected to receive payout of all deferred compensation upon
his separation from service, including interest. The 2006 deferred compensation plan also provides our
compensation committee with the option of terminating the plan 30 days preceding or within 12 months after a
change of control and distributing the account balances (which option is assumed to have been exercised for
purposes of the tabular presentation below).

The circumstances giving rise to these potential payments and a brief summary of the provisions governing their
payout are described below and in the footnotes to the table (other than those described under “—Executive
Compensation Arrangements,” which are incorporated by reference herein):

Voluntary Termination

Each of the named executive officers (other than Mr. Malone) holds equity awards that were issued under our
existing incentive plans. Under these plans and the related award agreements, in the event of a voluntary
termination of his employment with our company for any reason, each named executive officer (other than Mr.
Malone) would only have a right to the equity grants that vested prior to his termination date, except that in 2018 Mr.
Maffei had certain acceleration rights with respect to one or more of his equity awards upon a voluntary
termination. Also, if Mr. Maffei voluntarily terminated his employment as of December 31, 2018, his 2018 Annual
RSUs would remain outstanding until any performance criteria had been determined to have been met or not and
would vest to the extent determined by the compensation committee. Mr. Baer would have forfeited his 2016 Term
Options and his 2018 Chief RSUs if he had voluntarily terminated his employment as of December 31, 2018. See
“—Executive Compensation Arrangements—Gregory B. Maffei” and “—Executive Compensation Arrangements—
Richard N. Baer” above. Mr. Carleton and Mr. Rosenthaler are not entitled to any severance payments or other
benefits upon a voluntary termination of his employment. The foregoing discussion assumes that the named
executive officers voluntarily terminated his respective employment without good reason. See “—Termination
Without Cause or for Good Reason” below for a discussion of potential payments and benefits upon a named
executive officer’s voluntary termination of his employment for good reason.

Termination for Cause

All outstanding equity grants constituting options, whether unvested or vested but not yet exercised, and all equity
grants constituting unvested RSUs under the existing incentive plans would be forfeited by any named executive
officer (other than Mr. Maffei in the case of equity grants constituting vested options or similar rights) who is
terminated for “cause.” However, if Mr. Maffei’s employment was terminated for cause as of December 31, 2018,
his 2018 Annual RSUs would remain outstanding until any performance criteria had been determined to have been
met or not and would vest to the extent determined by the compensation committee. The existing incentive plans,
which govern the awards unless there is a different definition in the applicable award agreement, define “cause” as
insubordination, dishonesty, incompetence, moral turpitude, other misconduct of any kind and the refusal to perform
his duties and responsibilities for any reason other than illness or incapacity; provided that, if such termination is
within 12 months after a change in control (as described below), “cause” means a felony conviction for fraud,
misappropriation or embezzlement. Mr. Maffei has certain continuing rights to exercise vested options or similar
rights following a termination for cause under his employment agreement, and the employment agreement of Mr.
Maffei has a definition of cause that is different from the definition under the incentive plans. See “—Executive
Compensation Arrangements” above.

58 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

Termination Without Cause or for Good Reason

Mr. Malone does not have any outstanding equity awards. As of December 31, 2018, Mr. Maffei’s unvested equity
awards consisted of the Term Options and the 2018 Annual RSUs. The Term Options are subject to partial
acceleration upon a termination of his employment without cause or for good reason. If Mr. Maffei’s employment
was terminated without cause or he terminated it for good reason as of December 31, 2018, his 2018 Annual RSUs
would remain outstanding until any performance criteria had been determined to have been met or not and become
vested to the extent determined by the compensation committee. Each of Mr. Malone and Mr. Maffei is entitled to
severance payments and/or other benefits upon a termination of his employment without cause or for good reason.
See “—Executive Compensation Arrangements—John C. Malone” and “—Executive Compensation
Arrangements—Gregory B. Maffei” above.

As of December 31, 2018, Mr. Baer’s unvested equity awards consisted of his 2016 Term Options and his 2018
Chief RSUs. Mr. Baer would have vested in 75% of the original number of his 2016 Term Options (less any options
that have previously vested) if his employment had been terminated without cause or for good reason as of
December 31, 2018, and his 2018 Chief RSUs would have stayed outstanding until the date the compensation
committee acted to determine the extent to which the performance criteria were met and the number of Mr. Baer’s
2018 Chief RSUs that would have been earned and vested had he remained employed through December 31,
2018. Mr. Baer is also entitled under certain circumstances to severance payments and other benefits upon a
termination of his employment without cause or for good reason. To receive these benefits, Mr. Baer must execute a
severance agreement and release in favor of our company in accordance with the procedure set forth in the Baer
Employment Agreement. See “—Executive Compensation Arrangements—Richard N. Baer.”

As of December 31, 2018, Mr. Carleton’s and Mr. Rosenthaler’s only unvested equity awards were the multi-year
stock option awards granted to them on March 4, 2015 and the 2018 Chief RSUs granted to them on March 5,
2018. The multi-year stock option awards granted to them on March 4, 2015 provide for vesting upon a termination
of employment without cause of those options that would have vested during the 12-month period following the
termination date if such person had remained an employee, plus a pro rata portion of the remaining unvested
options based on the portion of the vesting period elapsed through the termination date. The 2018 Chief RSUs
held by these officers would have remained outstanding until any performance criteria had been determined to have
been met or not and become vested to the extent determined by the compensation committee. None of these
officers is entitled to any severance pay or other benefits upon a termination without cause.

Death

In the event of death of any of the named executive officers, the existing incentive plans and applicable award
agreements provide for vesting in full of any outstanding options and the lapse of restrictions on any RSU awards,
except that if Mr. Maffei’s employment was terminated due to death on December 31, 2018, his 2018 Annual RSUs
would remain outstanding until any performance criteria had been determined to have been met or not and would
vest to the extent determined by the compensation committee. Each of Mr. Malone, Mr. Maffei and Mr. Baer is also
entitled to certain payments and other benefits if he dies while employed by our company. See “—Executive
Compensation Arrangements” above.

No amounts are shown for payments pursuant to life insurance policies, which we make available to all our
employees.

Disability

If the employment of any of the named executive officers is terminated due to disability, which is defined in the
existing incentive plans or applicable award agreements, such plans or agreements provide for vesting in full of any
outstanding options and the lapse of restrictions on any RSU awards, except that if Mr. Maffei’s employment was
terminated due to disability on December 31, 2018, his 2018 Annual RSUs would remain outstanding until any
performance criteria had been determined to have been met or not and become vested to the extent determined by
the compensation committee. Each of Mr. Malone, Mr. Maffei and Mr. Baer is also entitled to certain payments and
other benefits upon a termination of his employment due to disability. See “Executive Compensation Arrangements”
above.

No amounts are shown for payments pursuant to short-term and long-term disability policies, which we make
available to all our employees.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 59

Change in Control

In case of a change in control, the incentive plans provide for vesting in full of any outstanding options and the
lapse of restrictions on any RSU awards held by the named executive officers. A change in control is generally
defined as:

• The acquisition by a non-exempt person (as defined in the incentive plans) of beneficial ownership of at least
20% of the combined voting power of the then outstanding shares of our company ordinarily having the right
to vote in the election of directors, other than pursuant to a transaction approved by our board of directors.

• The individuals constituting our board of directors over any two consecutive years cease to constitute at least a
majority of the board, subject to certain exceptions that permit the board to approve new members by approval
of at least two-thirds of the remaining directors.

• Any merger, consolidation or binding share exchange that causes the persons who were common stockholders
of our company immediately prior thereto to lose their proportionate interest in the common stock or voting
power of the successor or to have less than a majority of the combined voting power of the then outstanding
shares ordinarily having the right to vote in the election of directors, the sale of substantially all of the assets of
the company or the dissolution of the company.

In the case of a change in control described in the last bullet point, our compensation committee may determine not
to accelerate the existing equity awards of the named executive officers if equivalent awards will be substituted for
the existing awards, except that Mr. Maffei’s Term Options may also be subject to acceleration upon a change in
control, including of the type described in the last bullet point, pursuant to the terms of his employment agreement.
See “—Executive Compensation Arrangements—Gregory B. Maffei” above. For purposes of the tabular
presentation below, we have assumed that our named executive officers’ existing unvested equity awards would
vest in full in the case of a change in control described in the last bullet.

60 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

Benefits Payable Upon Termination or Change in Control

Voluntary
Termination
Without Good
Reason
($)

Termination for
Cause
($)

Termination Without
Cause or for Good
Reason
($)

Death
($)

Disability
($)

After a Change
in Control
($)

19,500

—

19,500

—

19,500

19,500

19,808,835

19,808,835

19,808,835

19,808,835

19,808,835

19,808,835

2,430,310

2,430,310

2,430,310

1,664,442

2,430,310

2,430,310

28,654,769

28,654,769

28,654,769

15,924,928

28,654,769

28,654,769

—

—

—

—

—

—

—

—

—

—

—

—

50,913,414

50,893,914

50,913,414

37,398,205

50,913,414

50,913,414

—

11,750,000(4)
7,066,788(6)

7,066,788(6)
135,416,150(8) 117,336,565(8)
2,933,237(8)

2,933,237(8)

30,918,283(5)
7,066,788(6)
139,825,205(9)
2,933,237(9)

30,918,283(5)
7,066,788(6)

30,918,283(5)
7,066,788(7)
7,066,788(6)
139,825,205(10) 139,825,205(10) 139,825,205(10)
2,933,237(10)
2,933,237(10)

2,933,237(10)

—

—

—

380,922

—

380,922

—

157,166,176

127,336,590

181,124,435

180,743,513

181,124,435

149,825,230

—
—(8)
—(8)

—

—
—(8)
—(8)

—

3,500,000
2,347,129(13)
1,036,899(13)

1,900,000
3,129,516(10)
1,036,899(10)

1,900,000
3,129,516(10)
1,036,899(10)

—

3,129,516(10)
1,036,899(10)

6,884,028

6,066,415

6,066,415

4,166,415

9,196,482(6)
2,140,524(8)
—(8)

9,196,482(6)
—(8)
—(8)

9,196,482(6)
3,408,520(13)
774,256(13)

9,196,482(6)
3,671,339(10)
774,256(10)

9,196,482(6)
3,671,339(10)
774,256(10)

9,196,482(7)
3,671,339(10)
774,256(10)

11,337,006

9,196,482

13,379,259

13,642,077

13,642,077

13,642,077

736,109(8)
—(8)

736,109

—(8)
—(8)

—

2,004,106(13)
774,256(13)

2,266,924(10)
774,256(10)

2,266,924(10)
774,256(10)

2,266,924(10)
774,256(10)

2,778,362

3,041,180

3,041,180

3,041,180

Name

John C. Malone
Lump Sum Severance(1)

Installment Severance
Plan(2)

1993 Deferred
Compensation
Arrangement(3)

1982 Deferred
Compensation
Arrangement(3)

Options

RSUs

Total

Gregory B. Maffei

Severance

Deferred Compensation

Options

RSUs
Perquisites(11)

Total

Richard N. Baer
Severance(12)

Options

RSUs

Total

Mark D. Carleton

Deferred Compensation

Options

RSUs

Total

Albert E. Rosenthaler

Options

RSUs

Total

(1) Under Mr. Malone’s employment agreement, which was assigned to our company in 2013, if his employment had been terminated,
as of December 31, 2018, at our election (other than for death or cause) (whether before or after a change in control) or upon
Mr. Malone’s prior written notice, he would have been entitled to a lump sum severance payment of $19,500 payable upon
termination, which is equal to five years of his current annual salary of $3,900. See “—Executive Compensation Arrangements—
John C. Malone” above. Pursuant to the services agreement, 25% of such lump sum severance payment would have been
allocable to Qurate Retail.

(2) As described above, Mr. Malone began receiving 240 consecutive monthly installment severance payments in February 2009

pursuant to the terms of his amended employment agreement. The number included in the table represents the aggregate amount
of the payments remaining as of December 31, 2018. With respect to periods following the termination of his employment, the
foregoing payments are conditioned on Mr. Malone’s compliance with the confidentiality, non-competition, non-solicitation and
non-interference covenants contained in his employment agreement. See “—Executive Compensation Arrangements—John C.
Malone” above.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 61

(3) As described above, Mr. Malone began receiving 240 consecutive monthly payments of his deferred compensation plus interest, in
February 2009 pursuant to the terms of his amended employment agreement, which our company assumed in 2013. The number
included in the table represents the aggregate amount of these payments remaining as of December 31, 2018. With respect to
periods following the termination of his employment, the foregoing payments are conditioned on Mr. Malone’s compliance with the
confidentiality, non-competition, non-solicitation and non-interference covenants contained in his employment agreement. If
Mr. Malone’s employment had been terminated, as of December 31, 2018, as a result of his death, his beneficiaries would have
instead been entitled to a lump sum payment of the unamortized principal balance of the remaining deferred compensation
payments, and the compliance conditions described above would be inapplicable. See “—Executive Compensation Arrangements—
John C. Malone” above.

(4)

(5)

If Mr. Maffei had voluntarily terminated his employment without good reason (as defined in the Maffei Employment Agreement) as
of December 31, 2018, he would have been entitled to receive in a lump sum the Pro-Rated Amount of $11,750,000, with up to
25% of such amount payable in shares of our common stock. See “—Executive Compensation Arrangements—Gregory B. Maffei”
above.

If Mr. Maffei’s employment had been terminated as of December 31, 2018 by Liberty Media without cause or by Mr. Maffei for good
reason (as defined in the Maffei Employment Agreement) (whether before or within a specified period following a change in control)
or due to Mr. Maffei’s death or disability, as of December 31, 2018, he would have been entitled to receive a payment of 1.5 times
his 2018 base salary payable in 18 equal monthly installments. Mr. Maffei would also be entitled to receive in lump sums the
Pro-Rated Amount of $11,750,000 and a separate Un-Pro Rated Amount of $17,500,000 and, in each case, up to 25% of such
amounts would be payable in shares of our common stock. See “—Executive Compensation Arrangements—Gregory B. Maffei”
above.

(6) Under the 2006 deferred compensation plan, we do not and Qurate Retail does not have an acceleration right to pay out account

balances to Mr. Maffei or Mr. Carleton upon a termination of employment. However, Mr. Maffei and Mr. Carleton had the right to file
an election at the time of his initial deferral to receive distributions under the 2006 deferred compensation plan upon his separation
from service, including under the termination scenarios in the table above. For purposes of the tabular presentation above, we have
assumed that each of Mr. Maffei and Mr. Carleton has elected to receive payout upon a separation from service of all deferred
compensation, including interest.

(7) The 2006 deferred compensation plan provides our compensation committee with the option of terminating the plan 30 days

preceding or within 12 months after a change of control of Liberty Media and distributing the account balances (which option is
assumed to have been exercised for purposes of the tabular presentation above).

(8) Based on the number of vested options held by each named executive officer at December 31, 2018, other than certain stock

options held by Messrs. Maffei and Rosenthaler to purchase LSXMK and FWONK shares, and, with respect to Mr. Maffei upon a
voluntary termination of his employment without good reason, the pro rata vesting of his unvested Term Options. Because the
exercise prices of certain stock options held by Messrs. Maffei and Rosenthaler were more than the applicable closing market price
of LSXMK and FWONK shares on December 31, 2018, these options have been excluded. Also, if Mr. Maffei’s employment
terminated without good reason or for cause as of December 31, 2018, his 2018 Annual RSUs would remain outstanding until any
performance criteria had been determined to have been met or not and would vest to the extent determined by the compensation
committee. If Mr. Baer’s employment had been terminated without good reason or for cause as of December 31, 2018, he would
have forfeited the 2016 Term Options and his 2018 Chief RSUs. Each of Messrs. Carleton and Rosenthaler would have forfeited
his 2018 Chief RSUs if his employment had been terminated without good reason or for cause as of December 31, 2018. For
more information, see the “Outstanding Equity Awards at Fiscal Year-End” table, “—Executive Compensation Arrangements—
Gregory B. Maffei” and “—Executive Compensation Arrangements—Richard N. Baer” above.

(9) Based on (i) the number of vested options held by Mr. Maffei at December 31, 2018, other than certain stock options held by

Mr. Maffei to purchase LSXMK and FWONK shares, and (ii) the number of unvested Term Options held by Mr. Maffei at December
31, 2018 that would vest pursuant to the forward-vesting provisions in the award agreement if he were terminated without cause or
for good reason as of December 31, 2018. Because the exercise prices of certain stock options held by Mr. Maffei were more than
the applicable closing market price of LSXMK and FWONK shares on December 31, 2018, these options have been excluded.
Also, if Mr. Maffei’s employment terminated without cause or for good reason as of December 31, 2018, his 2018 Annual RSUs
would remain outstanding until any performance criteria had been determined to have been met or not and would vest to the extent
determined by the compensation committee. See “—Executive Compensation Arrangements—Gregory B. Maffei” above and the
“Outstanding Equity Awards at Fiscal Year-End” table above.

(10) Based on (i) the number of vested options held by each named executive officer at December 31, 2018, other than certain stock

options held by Messrs. Maffei and Rosenthaler to purchase LSXMK and FWONK shares, (ii) the number of unvested options held
by each named executive officer at December 31, 2018, and (iii) the number of unvested 2018 Annual RSUs held by Mr. Maffei and
the number of unvested 2018 Chief RSUs held by Messrs. Baer, Carleton and Rosenthaler at December 31, 2018. Because the
exercise prices of certain stock options held by Messrs. Maffei and Rosenthaler were more than the applicable closing market price
of LSXMK and FWONK shares on December 31, 2018, these options have been excluded. Also, if Mr. Maffei’s employment
terminated due to death or disability as of December 31, 2018, his 2018 Annual RSUs would remain outstanding until any
performance criteria had been determined to have been met or not and would vest to the extent determined by the compensation
committee. Upon a change in control, we have assumed for purposes of the tabular presentation above that Mr. Maffei’s 2018
Annual RSUs and the other named executive officers’ Chief RSUs would vest in full. For more information, see the “Outstanding
Equity Awards at Fiscal Year-End” table above.

(11) If Mr. Maffei’s employment had been terminated at our company’s election for any reason (other than cause) or by Mr. Maffei for
good reason (as defined in his employment agreement) or by reason of disability, as of December 31, 2018, he would have been
entitled to receive personal use of the corporate aircraft for 120 hours per year over a 12-month period. Perquisite amount of
$380,922 represents the maximum potential cost of using the corporate aircraft for 120 hours based on an hourly average of the
incremental cost of use of the corporate aircraft. Pursuant to the Qurate Retail Services Agreement, 14% of such perquisite
expense would have been allocable to Qurate Retail.

62 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

(12) If Mr. Baer’s employment had been terminated by Liberty Media without cause or by Mr. Baer for good reason (as defined in his
2016 Employment Agreement), as of December 31, 2018, he would have been entitled to receive a $3.5 million lump sum
payment. If Mr. Baer’s employment had been terminated due to his disability or death, as of December 31, 2018, he or his estate
would have been entitled to receive a lump sum payment of $1.9 million. See “—Executive Compensation Arrangements—Richard
N. Baer” above. Pursuant to the Qurate Retail Services Agreement, 30% of such lump sum severance payment would have been
allocable to Qurate Retail.

(13) Based on (i) the number of vested options held by such named executive officer at December 31, 2018, other than certain stock
options held by Mr. Rosenthaler to purchase LSXMK and FWONK shares, and (ii) the number of unvested options held by each
named executive officer at December 31, 2018 that would vest pursuant to the forward-vesting provisions in such named executive
officer’s award agreements if he were terminated without cause as of December 31, 2018 and (iii) the number of 2018 Chief RSUs
held by Messrs. Baer, Carleton and Rosenthaler. Because the exercise prices of certain stock options held by Mr. Rosenthaler were
more than the applicable closing market price of LSXMK and FWONK shares on December 31, 2018, these options have been
excluded. See “—Executive Compensation Arrangements—Richard N. Baer,” the “Outstanding Equity Awards at Fiscal Year-End”
table and “—Termination Without Cause or for Good Reason” above.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 63

DIRECTOR COMPENSATION

NONEMPLOYEE DIRECTORS

Director Fees. Each of our directors who is not an employee of our company is paid an annual fee for 2019 of
$222,500 (which, in 2018, was $218,000) (which we refer to as the director fee), of which $106,000 ($104,000 in
2018) is payable in cash and the balance is payable in RSUs or options to purchase shares of LSXMK, BATRK and
FWONK. For service on our board in 2019 and 2018, each director was permitted to elect to receive $116,500 and
$114,000, respectively, of his or her director fee in RSUs or options to purchase shares of LSXMK, BATRK and
FWONK. The awards issued to our board of directors with respect to service on our board in 2019 were issued in
December 2018. See “—Director RSU Grants” and “—Director Option Grants” below for information on the
incentive awards granted in 2018.

Fees for service on our audit committee, compensation committee and nominating and corporate governance
committee are the same for 2018 and 2019, with each member thereof receiving an additional annual fee of
$30,000, $10,000 and $10,000, respectively, for his or her participation on each such committee, except that the
chairman of each such committee instead receives an additional annual fee of $40,000, $20,000 and $20,000,
respectively, for his participation on that committee. With respect to our executive committee, each member thereof
who is not an employee of our company receives an additional annual fee of $10,000 for his participation on that
committee. The cash portion of the director fees and the fees for participation on committees are payable quarterly
in arrears.

Charitable Contributions

If a director makes a donation to our political action committee, we will make a matching donation to a charity of his
or her choice in an amount not to exceed $10,000.

Equity Incentive Plan

Awards granted to our nonemployee directors under the 2017 incentive plan are administered by our board of
directors or our compensation committee. Our board of directors has full power and authority to grant nonemployee
directors the awards described below and to determine the terms and conditions under which any awards are
made. The 2017 incentive plan is designed to provide our nonemployee directors with additional remuneration for
services rendered, to encourage their investment in our common stock and to aid in attracting persons of
exceptional ability to become nonemployee directors of our company. Our board of directors may grant
non-qualified stock options, SARs, restricted shares, restricted stock units and cash awards or any combination of
the foregoing under the 2017 incentive plan.

The maximum number of shares of our common stock with respect to which awards may be granted under the
2017 incentive plan is 50 million shares, subject to anti-dilution and other adjustment provisions of the 2017
incentive plan. No nonemployee director may be granted during any calendar year awards having a value (as
determined on the grant date of such award) that would be in excess of $2 million. Shares of our common stock
issuable pursuant to awards made under the 2017 incentive plan will be made available from either authorized but
unissued shares of our common stock or shares of our common stock that we have issued but reacquired,
including shares purchased in the open market.

As described above, in 2013, our company’s board of directors adopted the TSAP, which governs the terms and
conditions of awards with respect to our common stock issued in connection with adjustments made to awards
relating to our predecessor’s common stock that were granted prior to 2013.

In 2018, each of our nonemployee directors was given a choice of receiving his or her annual equity grant in the
form of RSUs or options.

64 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

DIRECTOR COMPENSATION

Director RSU Grants

Pursuant to our director compensation policy described above and the 2017 incentive plan, we granted the
following RSU awards in December 2018:

Name

Robert R. Bennett

David E. Rapley

LSXMK

BATRK

FWONK

1,738

869

274

137

1,158

579

These RSUs will vest on the first anniversary of the grant date, or on such earlier date that the grantee ceases to
be a director because of death or disability, and, unless our board of directors determines otherwise, will be
forfeited if the grantee resigns or is removed from the board before the vesting date.

Director Option Grants

Pursuant to our director compensation policy described above and the 2017 incentive plan, we granted the
following stock option awards in December 2018:

Name

Brian M. Deevy

M. Ian G. Gilchrist

Evan D. Malone

David E. Rapley

Larry E. Romrell

Andrea L. Wong

# of
LSXMK
Options

Exercise
Price
($)

# of
BATRK
Options

Exercise
Price
($)

# of
FWONK
Options

Exercise
Price
($)

6,039

6,039

6,039

3,020

6,039

6,039

39.28

39.28

39.28

39.28

39.28

39.28

888

888

888

444

888

888

25.46

25.46

25.46

25.46

25.46

25.46

3,879

3,879

3,879

1,939

3,879

3,879

30.57

30.57

30.57

30.57

30.57

30.57

These options will become exercisable on the first anniversary of the grant date, or on such earlier date that the
grantee ceases to be a director because of death or disability, and, unless our board determines otherwise, will be
terminated without becoming exercisable if the grantee resigns or is removed from the board before the vesting
date. Once vested, the options will remain exercisable until the seventh anniversary of the grant date or, if earlier,
until the first business day following the first anniversary of the date the grantee ceases to be a director.

Stock Ownership Guidelines

In March 2016, our board of directors adopted stock ownership guidelines that require each nonemployee director
to own shares of our company’s stock equal to at least three times the value of their annual cash retainer fees.
Nonemployee directors will have five years from the later of (i) the effective date of the guidelines and (ii) the
director’s initial appointment to our board to comply with these guidelines.

Director Deferred Compensation Plan

Effective beginning in the fourth quarter of 2013, directors of our company are eligible to participate in the Liberty
Media Corporation Nonemployee Director Deferred Compensation Plan (the director deferred compensation
plan), pursuant to which eligible directors of our company can elect to defer all or any portion of their annual cash
fees that they would otherwise be entitled to receive. The deferral of such annual cash fees shall be effected by a
reduction in the quarterly payment of such annual cash fees by the percentage specified in the director’s election.
Elections are required to be made in advance of certain deadlines, which generally must be on or before the close
of business on December 31 of the year prior to the year to which the director’s election will apply, and elections
must include the form of distribution, such as a lump-sum payment or substantially equal installments over a period
not to exceed ten years. Compensation deferred under the director deferred compensation plan that otherwise
would have been received prior to 2015 would earn interest income at the rate of 9% per annum, compounded
quarterly, for the period of the deferral. Compensation deferred under the director deferred compensation plan that
otherwise would have been received on or after January 1, 2015 will earn interest income at a rate that is intended
to approximate our company’s general cost of 10-year debt. For 2016, 2017 and 2018, the rate was 6.25%, 6.5%
and 6.25%, respectively.

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 65

DIRECTOR COMPENSATION TABLE

Change in
Pension
Value
and
Nonqualified
Deferred

Compensation

All Other

Earnings
($)(4)

Fees
Earned
or Paid
in Cash
($)

Stock
Awards
($)(2)(3)

Option
Awards
($)(2)(3)

114,000(4)

110,645

—

22,070

144,000

164,000

104,000

—

—

—

134,000(4)

55,322

144,000

124,000(4)

—

—

108,166

108,166

108,166

54,084

108,166

108,166

—

—

—

10,395

—

20,923

Compensation

($)(5)

20,368(6)

20,368(6)

Total
($)

267,083

272,534

22,868(6)(7)

295,034

—

20,368(6)

20,368(6)

212,166

274,169

272,534

17,645(6)(7)

270,734

Name(1)

Robert R. Bennett

Brian M. Deevy

M. Ian G. Gilchrist

Evan D. Malone

David E. Rapley

Larry E. Romrell

Andrea L. Wong

(1) John C. Malone and Gregory B. Maffei, each of whom is a director of our company and a named executive officer, received no

compensation for serving as directors of our company during 2018.

(2) As of December 31, 2018, our directors (other than Messrs. Malone and Maffei, whose equity awards are listed in “Outstanding

Equity Awards at Fiscal Year-End” above) held the following equity awards with respect to shares of our common stock:

Options (#)

LSXMA

LSXMK

BATRA

BATRK

FWONA

FWONK

RSUs (#)

LSXMK

BATRK

FWONK

Robert R.
Bennett

Brian M.
Deevy

M. Ian G.
Gilchrist

Evan D.
Malone

David E.
Rapley

Larry E.
Romrell

Andrea L.
Wong

—

—

—

—

—

—

1,738

274

1,158

—

854

—

—

—

—

14,188

24,907

35,302

17,651

35,302

23,302

—

1,837

—

85

3,683

213

—

—

—

—

4,423

2,211

4,423

3,229

—

—

—

—

7,133

12,932

13,580

6,789

13,580

8,548

—

—

—

—

—

—

—

—

—

869

137

579

—

—

—

—

—

—

(3) The aggregate grant date fair value of the stock options and RSU awards has been computed in accordance with FASB

ASC Topic 718, but (pursuant to SEC regulations) without reduction for estimated forfeitures. For a description of the assumptions
applied in these calculations, see Note 14 to our consolidated financial statements for the year ended December 31, 2018 (which
are included in the 2018 Form 10-K).

(4)

Includes the following amounts earned and deferred under the director deferred compensation plan:

Name

Robert R. Bennett

David E. Rapley

Andrea L. Wong

2018 Deferred
Compensation
($)

111,376

131,376

122,220

2018 Above Market
Earnings on
Accrued Interest
($)

2017 Above Market
Earnings on Accrued
Interest
($)

22,070

10,395

20,923

20,358

7,407

18,250

(5) We make available to our directors tickets to various sporting events with no aggregate incremental cost attributable to any single

person.

66 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

(6)

Includes the following amounts of health insurance premiums paid by our company for the benefit of the following directors:

DIRECTOR COMPENSATION

Name

Robert R. Bennett

Brian M. Deevy

M. Ian G. Gilchrist

David E. Rapley

Larry E. Romrell

Andrea L. Wong

Amount
($)

20,368

20,368

20,368

20,368

20,368

16,645

(7)

Includes charitable contributions made on behalf of each of Mr. Gilchrist and Ms. Wong pursuant to our political action committee
matching contribution program.

Name

M. Ian G. Gilchrist

Andrea L. Wong

Amount
($)

2,500

1,000

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 67

EQUITY COMPENSATION PLAN INFORMATION

The following table sets forth information as of December 31, 2018 with respect to shares of our common stock
authorized for issuance under our equity compensation plans.

Plan Category

Equity compensation plans approved by security
holders:

Liberty Media Corporation 2013 Incentive
Plan (Amended and Restated as of
March 31, 2015), as amended

LSXMA
LSXMB
LSXMK
BATRA
BATRB
BATRK
FWONA
FWONB
FWONK

Liberty Media Corporation 2013
Nonemployee Director Incentive Plan
(Amended and Restated as of
December 17, 2015), as amended

LSXMA
LSXMB
LSXMK
BATRA
BATRB
BATRK
FWONA
FWONB
FWONK

Liberty Media Corporation 2017 Omnibus
Incentive Plan, as amended

LSXMA
LSXMB
LSXMK
BATRA
BATRB
BATRK
FWONA
FWONB
FWONK

Liberty Media Corporation Transitional
Stock Adjustment Plan, as amended

LSXMA
LSXMB
LSXMK
BATRA
BATRB
BATRK
FWONA
FWONB
FWONK

Number of securities
to be issued upon
exercise of
outstanding options,
warrants and rights
(a)

Weighted average
exercise price of
outstanding options,
warrants and rights

Number of securities
available for future
issuance under equity
compensation plans
(excluding securities
reflected in column (a))

—(1)

—(1)

43,922,779(2)

—(3)

11,480
—
7,922,910
323
—
843,544
1,611
—
3,900,062

—
—
86,207
—
—
10,262
—
—
22,811

—
—
778,607
—
—
67,515
—
—
2,123,427

1,390,999
—
2,707,508
177,104
—
354,354
358,748
—
637,467

$30.55
—
$30.72
$17.86
—
$18.28
$18.27
—
$26.90

—
—
$31.96
—
—
$18.97
—
—
$23.45

—
—
$42.38
—
—
$23.30
—
—
$31.70

$19.75
—
$19.38
$11.42
—
$11.19
$11.68
—
$11.18

68 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

EQUITY COMPENSATION PLAN INFORMATION

Number of securities
to be issued upon
exercise of
outstanding options,
warrants and rights
(a)

Weighted average
exercise price of
outstanding options,
warrants and rights

Number of securities
available for future
issuance under equity
compensation plans
(excluding securities
reflected in column (a))

1,402,479

—

11,495,232

177,427

—

1,275,675

360,359

—

6,683,767

Plan Category

Equity compensation plans not approved by
security holders: None.

Total

LSXMA

LSXMB

LSXMK

BATRA

BATRB

BATRK

FWONA

FWONB

FWONK

(1) Upon adoption of the Liberty Media Corporation 2017 Omnibus Incentive Plan, the board of directors ceased making any further
grants under the prior plans, including the Liberty Media Corporation 2013 Incentive Plan and the Liberty Media Corporation 2013
Nonemployee Director Incentive Plan.

(2) The Liberty Media Corporation 2017 Omnibus Incentive Plan permits grants of, or with respect to, shares of any series of our

common stock, subject to a single aggregate limit.

(3) The Liberty Media Corporation Transitional Stock Adjustment Plan governs the terms and conditions of awards with respect to our
company’s common stock that were granted in connection with adjustments made to awards relating to our predecessor’s common
stock that were granted prior to 2013. As a result, no further grants are permitted under this plan.

43,922,779

LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT | 69

CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS

Under our Code of Business Conduct and Ethics and Corporate Governance Guidelines, if a director or executive
officer has an actual or potential conflict of interest (which includes being a party to a proposed “related party
transaction” (as defined by Item 404 of Regulation S-K)), the director or executive officer should promptly inform the
person designated by our board to address such actual or potential conflicts. No related party transaction may be
effected by our company without the approval of the audit committee of our board or another independent body of
our board designated to address such actual or potential conflicts.

STOCKHOLDER PROPOSALS

This proxy statement relates to our annual meeting of stockholders for the calendar year 2019 which will take place
on May 30, 2019. Based solely on the date of our 2019 annual meeting and the date of this proxy statement, (i) a
stockholder proposal must be submitted in writing to our Corporate Secretary and received at our executive offices
at 12300 Liberty Boulevard, Englewood, Colorado 80112, by the close of business on December 31, 2019 in order
to be eligible for inclusion in our proxy materials for the annual meeting of stockholders for the calendar year 2020
(the 2020 annual meeting), and (ii) a stockholder proposal, or any nomination by stockholders of a person or
persons for election to the board of directors, must be received at our executive offices at the foregoing address not
earlier than February 28, 2020 and not later than March 31, 2020 to be considered for presentation at the 2020
annual meeting. We currently anticipate that the 2020 annual meeting will be held during the second quarter of
2020. If the 2020 annual meeting takes place more than 30 days before or 30 days after May 30, 2020 (the
anniversary of the 2019 annual meeting), a stockholder proposal, or any nomination by stockholders of a person or
persons for election to the board of directors, will instead be required to be received at our executive offices at the
foregoing address not later than the close of business on the tenth day following the first day on which notice of the
date of the 2020 annual meeting is communicated to stockholders or public disclosure of the date of the 2020
annual meeting is made, whichever occurs first, in order to be considered for presentation at the 2020 annual
meeting.

All stockholder proposals for inclusion in our proxy materials will be subject to the requirements of the proxy rules
adopted under the Exchange Act, our charter and bylaws and Delaware law.

ADDITIONAL INFORMATION

We file periodic reports, proxy materials and other information with the SEC. You may read and copy any document
that we file at the Public Reference Room of the SEC at 100 F Street, N.E., Washington, D.C. 20549. You may
obtain information on the operation of the Public Reference Room by calling the SEC at (800) SEC-0330. You may
also inspect such filings on the Internet website maintained by the SEC at www.sec.gov. Additional information can
also be found on our website at www.libertymedia.com. (Information contained on any website referenced in this
proxy statement is not incorporated by reference in this proxy statement.) If you would like to receive a copy of
the 2018 Form 10-K, or any of the exhibits listed therein, please call or submit a request in writing to
Investor Relations, Liberty Media Corporation, 12300 Liberty Boulevard, Englewood, Colorado 80112,
Tel. No. (877) 772-1518, and we will provide you with the 2018 Form 10-K without charge, or any of the
exhibits listed therein upon the payment of a nominal fee (which fee will be limited to the expenses we
incur in providing you with the requested exhibits).

70 | LIBERTY MEDIA CORPORATION 2019 PROXY STATEMENT

F(cid:44)(cid:49)(cid:36)(cid:49)(cid:38)(cid:44)(cid:36)(cid:47)(cid:3)(cid:44)(cid:49)(cid:41)(cid:50)(cid:53)(cid:48)(cid:36)(cid:55)(cid:44)(cid:50)(cid:49)

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. 

Market Information 

Liberty Media Corporation (“Liberty,” the “Company,” “we,” “us,” and “our”) has three classes of stock. Series A, 
Series B  and  Series C  Liberty  SiriusXM  common  stock  trade  under  the  symbols  LSXMA/B/K,  respectively;  Series A, 
Series B and Series C Liberty Braves common stock trade or are quoted under the symbols BATRA/B/K respectively; and 
Series A,  Series B  and  Series C  Liberty  Media  common  stock  traded  or  were  quoted  under  the  symbols  LMCA/B/K, 
respectively. Shortly following the closing of the acquisition of Formula 1 on January 23, 2017 (the “Second Closing”), 
the Liberty Media Group and Liberty Media common stock were renamed the Liberty Formula One Group (the “Formula 
One Group”) and  the  Liberty  Formula  One common  stock,  respectively,  and  the  corresponding  ticker  symbols  for  the 
Series A, Series B and Series C Liberty Media common stock were changed to FWONA/B/K, respectively. Each series 
(Series A,  Series B  and Series C) of  the  Liberty  SiriusXM  common  stock  trades on  the  Nasdaq  Global  Select  Market. 
Series A and Series C Liberty Braves common stock trade on the Nasdaq Global Select Stock Market, and Series B Liberty 
Braves common stock is quoted on the OTC Markets. Series A and Series C Liberty Formula One common stock continue 
to trade on the Nasdaq Global Select Market and the Series B Liberty Formula One common stock continues to be quoted 
on the OTC Markets. Although the Second Closing, and the corresponding tracking stock name and the ticker symbol 
change,  were  not  completed  until  January 23  and  January 24,  2017,  respectively,  historical  information  of  the  Liberty 
Media Group and Liberty Media common stock is referred to herein as the Formula One Group and Liberty Formula One 
common  stock,  respectively.  Stock  price  information  for  securities  traded  on  the  Nasdaq  Global  Select  Market  can  be 
found on the Nasdaq’s website at www.nasdaq.com. 

The following tables set forth the range of high and low sales prices of our Series B Liberty SiriusXM common 
stock,  Series  B  Liberty  Braves  common  stock  and  Series  B  Liberty  Formula  One  common  stock  for  the  years  ended 
December 31, 2018 and 2017. Although our Series B Liberty SiriusXM common stock is traded on the Nasdaq Global 
Select Market, an established public trading market does not exist for the stock, as it is not actively traded. Additionally, 
there is no established public  trading market for our Series B Liberty Braves common stock and our Series B Liberty 
Formula One common stock, which are quoted on OTC Markets. The over-the-counter market quotations for our series B 
Liberty Braves common stock and our Series B Liberty Formula One common stock reflect inter-dealer prices, without 
retail mark-up, mark-down or commission and may not necessarily represent actual transactions.  

2017 
First quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2018 
First quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Liberty SiriusXM Group  
Series B (LSXMB) 
Low 
High 

$   41.20 
$   43.30 
$   46.18 
$   46.51 

$   47.61 
$   47.80 
$   49.94 
$   43.24 

 33.82 
 37.72 
 41.53 
 39.69 

 38.62 
 40.78 
 45.61 
 35.46 

F-1

 
 
 
 
 
Braves Group 
Series B (BATRB) 
     Low 
High 

2017 
First quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Second quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Third quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Fourth quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 21.00  
 25.80  
 27.64  
 27.54  

 21.00  
 23.92  
 25.10  
 22.40  

2018 
First quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Second quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Third quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Fourth quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 24.50  
 26.00  
 27.00  
 27.00  

 24.50  
 22.95  
 25.75  
 24.09  

Formula One Group 
Series B (FWONB) 
High 

      Low 

2017 
First quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Second quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Third quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Fourth quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 32.81  
 35.26  
 37.68  
 38.77  

 28.25  
 30.60  
 30.00  
 33.26  

2018 
First quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Second quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Third quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Fourth quarter  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 36.81  
 32.62  
 36.50  
 31.75  

 30.10  
 28.00  
 32.50  
 28.55  

Holders 

The number of record holders as of January 31, 2019 were as follows: 

Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . .    
Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . .   
Liberty Formula One common stock . . . . . . . . . . . . . . . .   

1,161  
1,654  
822  

68  
43  
62  

1,223  
841  
1,049  

      Series A        Series B 

      Series C 

The  foregoing  numbers  of  record  holders  do  not  include  the  number  of  stockholders  whose  shares  are  held 

nominally by banks, brokerage houses or other institutions, but include each such institution as one shareholder. 

Dividends 

We have not paid any cash dividends on our common stock, and we have no present intention of so doing. Payment 
of  cash dividends,  if  any,  in the  future  will  be  determined by our board of  directors in  light  of our  earnings,  financial 
condition and other relevant considerations. 

F-2 

 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
     
  
   
 
 
 
   
  
  
   
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
     
  
 
 
 
 
 
 
 
 
 
  
  
 
 
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
Securities Authorized for Issuance Under Equity Compensation Plans 

Information  required  by  this item  is  incorporated by  reference  to our definitive proxy statement  for our 2019 

Annual Meeting of Stockholders. 

Purchases of Equity Securities by the Issuer 

Share Repurchase Programs 

On  January 11,  2013  (ratified  February 26,  2013)  Liberty  announced  that  its  board  of  directors  authorized 
$450 million  of  repurchases  of  Liberty  Media  Corporation  common  stock  from  that  day  forward.  Additionally,  in 
connection with the Broadband Spin-Off, an additional authorization of $300 million in Liberty share repurchases was 
approved  by  the  Liberty  board  of  directors  on  October 9,  2014.  In August 2015,  our  board  of  directors  authorized  an 
additional $1 billion of Liberty Media Corporation common stock repurchases. The amount previously authorized for share 
repurchases may be used to repurchase Series A and Series C of each of Liberty SiriusXM common stock, Liberty Braves 
common stock and Liberty Formula One common stock. 

A summary of the repurchase activity for the three months ended December 31, 2018 is as follows: 

Series C Liberty SiriusXM Common Stock 

  (a) Total Number   
of Shares 
Purchased 

(b) Average 

  Price Paid per 

  (d) Maximum Number   
  (c) Total Number of    (or Approximate Dollar   
  Value) of Shares that    
  Shares Purchased 
  May Yet be Purchased    
  as Part of Publicly 
  Under the Plans or 
  Announced Plans 

Period 
October 1 - 31, 2018 . . . . . . . . . . . . . .    
November 1 - 30, 2018 . . . . . . . . . . . .    
December 1 - 31, 2018 . . . . . . . . . . . .    
Total . . . . . . . . . . . . . . . . . . . . . . . . .    

Share 

or Programs 

Programs 

 625,049   $ 
 —  

 1,869,060   $ 
 2,494,109  

 43.19  
NA  
 38.10  

 625,049   $ 
 —   $ 
 1,869,060   $ 
 2,494,109  

 882 million  
 882 million  
 811 million  

There were no repurchases of Series A Liberty SiriusXM common stock, Liberty Formula One common stock or 

Liberty Braves common stock during the three months ended December 31, 2018.  

During  the  three  months  ended  December 31,  2018,  no  shares  of  Series A  and  68  shares  of  Series C  Liberty 
Formula One common stock, no shares of Series A and 272 shares of Series C Liberty SiriusXM common stock, and no 
shares of Series A and 27 shares of Series C Liberty Braves common stock were surrendered by certain of our officers and 
employees  to  pay  withholding  taxes  and  other  deductions  in  connection  with  the  vesting  of  their  restricted  stock  and 
restricted stock units. 

F-3 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
     
     
     
     
   
 
 
 
 
 
 
 
 
 
Selected Financial Data. 

The following tables present selected historical financial statement information relating to our financial condition 
and results of operations for the past five years. Certain prior period amounts have been reclassified for comparability with 
the  current  year  presentation.  The  following  data  should  be  read  in  conjunction  with  the  accompanying  consolidated 
financial statements. 

2018 

      2017 

December 31, 
      2016 

      2015 

      2014 

amounts in millions 

Summary Balance Sheet Data: 
 201   
Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
 358   
Investments in debt and equity securities  . . . . . . . . . . . . . . . . . . . .    $   1,278   
 533   
Investment in affiliates, accounted for using the equity method . .    $   1,641   
 1,115   
Intangible assets not subject to amortization (1) . . . . . . . . . . . . . . .    $  28,060  
 24,018  
Intangible assets  subject to amortization, net (1) . . . . . . . . . . . . . .    $   5,715  
 1,097  
Total assets (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  40,828     41,996     31,377     29,798   
 1,797  
Current portion of deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . .    $   2,079  
 1,941  
Long-term debt, including current portion (1) . . . . . . . . . . . . . . . . .    $  13,388     13,954   
 6,881   
Deferred tax liabilities, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   1,651   
 1,667   
 1,478   
Stockholders' equity (1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  16,595     16,943     11,756     10,933   
 7,198   
Noncontrolling interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   5,103   

 562   
 1,309   
 1,117   
 24,018  
 1,072  

 1,029   
 1,114   
 1,750   
 28,057  
 6,192  

 1,877  
 8,018   
 2,025   

 5,631   

 5,960   

 681  
 816  
 851  
 24,018  
 1,166  
 30,269  
 1,641  
 5,845  
 1,507  
 11,398  
 8,778  

2018 

Years ended December 31, 
2016 
2017 
amounts in millions, except per share amounts 

2015 

2014 

Summary Statement of Operations Data: 
Revenue (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   8,040   
Operating income (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   1,511   
 (606)  
Interest expense (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Share of earnings (loss) of affiliates, net . . . . . . . . . . . . . . . . . . . . .    $ 
 18   
Realized and unrealized gains (losses) on financial 
instruments, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Net earnings (loss) attributable to the noncontrolling interests . . .    $ 
Net earnings (loss) from continuing operations attributable to 
Liberty Media Corporation stockholders (2) 

 40   
 334  

 7,594   
 1,394   
 (591)  
 104   

 5,276   
 1,734   
 (362)  
 14   

 4,795   
 954   
 (328)  
 (40)  

 4,450  
 841  
 (255) 
 (113) 

 (88)  
 536  

 37   
 244  

 (140)  
 184  

 38  
 217  

Liberty Media Corporation common stock . . . . . . . . . . . . . . . . . .    $  NA   
Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . . . . . . . . .   
 676   
Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 5   
Liberty Formula One common stock . . . . . . . . . . . . . . . . . . . . . . .   
 (150)  
 531   

  $ 

NA   
 1,124   
 (25)  
 255   
 1,354   

 377   
 297   
 (30)  
 36   
 680   

 64   
NA   
NA   
NA   
 64   

 178  
NA  
NA  
NA  
 178  

Basic earnings (loss) from continuing operations attributable to 
Liberty Media Corporation stockholders per common 
share (2)(3): 

Series A, B and C Liberty Media Corporation common stock  . .    $  NA  
Series A, B and C Liberty SiriusXM common stock . . . . . . . . . .   
 2.04   
 0.10  
Series A, B and C Liberty Braves common stock . . . . . . . . . . . . .   
Series A, B and C Liberty Formula One common stock  . . . . . . .   
 (0.65) 

NA  
 3.35   
 (0.51) 
 1.23  

 1.13  
 0.89   
 (0.65)  
 0.43   

 0.19  
NA   
NA   
NA   

 0.52  
NA  
NA  
NA  

Diluted earnings (loss) from continuing operations attributable 
to Liberty Media Corporation stockholders per common 
share (2)(3): 

Series A, B and C Liberty Media Corporation common stock  . .    $  NA   
 2.01   
Series A, B and C Liberty SiriusXM common stock . . . . . . . . . .   
Series A, B and C Liberty Braves common stock . . . . . . . . . . . . .   
 0.10   
Series A, B and C Liberty Formula One common stock  . . . . . . .   
 (0.65)  

NA   
 3.31   
 (0.51)  
 1.21   

 1.12   
 0.88   
 (0.65) 
 0.42  

 0.19   
NA   
NA   
NA   

 0.52  
NA  
NA  
NA  

F-4 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
     
 
 
 
  
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
    
    
    
    
    
  
 
 
  
 
   
 
 
 
 
 
  
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
  
 
 
 
 
 
 
  
 
 
 
 
(1)  On  September 7,  2016  Liberty,  through  its  indirect  wholly  owned  subsidiary  Liberty  GR  Cayman  Acquisition 
Company, entered into two definitive stock purchase agreements relating to the acquisition of Delta Topco Limited 
(“Delta Topco”), the parent company of Formula 1, a global motorsports business, from a consortium of sellers led by 
CVC Capital Partners (“CVC”). The transactions contemplated by the first purchase agreement were completed on 
September 7, 2016 and provided for Liberty’s acquisition of slightly less than a 20% minority stake in Formula 1 on 
an undiluted basis for $746 million, funded entirely in cash (which is equal to $821 million in consideration less a 
$75 million  holdback  to  be  repaid  by  Liberty  to  selling  stockholders  upon  completion  of  the  acquisition).  On 
October 27, 2016, under the terms of the first purchase agreement, Liberty acquired an additional incremental equity 
interest in Delta Topco, maintaining Liberty’s investment in Delta Topco on an undiluted basis and increasing slightly 
to 19.1% on a fully diluted basis. Prior to the Second Closing, CVC continued to be the controlling shareholder of 
Formula 1,  and  Liberty  did  not  have  any  voting  interests  or  board  representation  in  Formula 1. As  a  result,  we 
concluded that we did not have significant influence over Formula 1, and therefore accounted for our investment in 
Formula 1 as a cost investment until the completion of the Second Closing. The Second Closing was completed on 
January 23, 2017, at which time we began consolidating Formula 1. See note 5 to the accompanying consolidated 
financial statements for additional information related to the acquisition of Formula 1. 

(2)  During  November 2015,  Liberty’s  board  of  directors  authorized  management  to  pursue  a  recapitalization  of  the 
Company’s common stock into three new tracking stock groups, one to be designated as the Liberty Braves common 
stock, one to be designated as the Liberty Media common stock and one to be designated as the Liberty SiriusXM 
common stock, and to cause to be distributed subscription rights related to the Liberty Braves common stock following 
the creation of the new tracking stocks. The Recapitalization was completed on April 15, 2016 and the newly issued 
shares commenced trading or quotation in the regular way on the Nasdaq Global Select Market or the OTC Markets, 
as  applicable,  on  Monday, April 18,  2016.  In  the  Recapitalization,  each  issued  and  outstanding  share  of  Liberty’s 
existing common stock was reclassified and exchanged for (a) 1 share of the corresponding series of Liberty SiriusXM 
common stock, (b) 0.1 of a share of the corresponding series of Liberty Braves common stock and (c) 0.25 of a share 
of the corresponding series of Liberty Media common stock on April 15, 2016. Cash was paid in lieu of the issuance 
of any fractional shares. 

Following the creation of the tracking stocks, Series A, Series B and Series C Liberty SiriusXM common stock trade 
under the symbols LSXMA/B/K, respectively; Series A, Series B and Series C Liberty Braves common stock trade or 
are quoted under the symbols BATRA/B/K respectively; and Series A, Series B and Series C Liberty Media common 
stock traded or were quoted under the symbols LMCA/B/K, respectively. Shortly following the Second Closing, the 
Liberty Media Group and Liberty Media common stock were renamed the Liberty Formula One Group (the “Formula 
One Group”) and the Liberty Formula One common stock, respectively, and the corresponding ticker symbols for the 
Series A, Series B and Series C Liberty Media common stock were changed to FWONA/B/K, respectively. Each series 
(Series A, Series B and Series C) of the Liberty SiriusXM common stock trades on the Nasdaq Global Select Market. 
Series A and Series C Liberty Braves common stock trade on the Nasdaq Global Select Stock Market, and Series B 
Liberty Braves common stock is quoted on the OTC Markets. Series A and Series C Liberty Formula One common 
stock continue to trade on the Nasdaq Global Select Market, and the Series B Liberty Formula One common stock 
continues to be quoted on the OTC Markets. 

(3)  On July 23, 2014, holders of Series A and Series B Liberty Media Corporation common stock as of 5:00 p.m., New 
York City, time on July 7, 2014, the record date for the dividend, received a dividend of two shares of Series C Liberty 
Media Corporation common stock for each share of Series A or Series B Liberty Media Corporation common stock 
held by them as of the record date. The impact on basic and diluted earnings per share of the Series C Liberty Media 
Corporation common stock issuance has been reflected retroactively in all periods presented due to the treatment of 
the dividend as a stock split for accounting purposes. 

F-5 

 
 
 
Management’s Discussion and Analysis of Financial Condition and Results of Operations. 

The following discussion and analysis provides information concerning our results of operations and financial 
condition. This discussion should be read in conjunction with our accompanying consolidated financial statements and the 
notes thereto. See note 3 in the accompanying consolidated financial statements for an overview of accounting standards 
that we have adopted or that we plan to adopt that have had or may have an impact on our financial statements. 

Overview 

We own controlling and non-controlling interests in a broad range of media and entertainment companies. Our 
most  significant  operating  subsidiary,  which  is  a  reportable  segment,  is  Sirius XM  Holdings  Inc.  (“SIRIUS XM”). 
SIRIUS XM provides a subscription based satellite radio service. SIRIUS XM also transmits a larger set of music and 
other channels through SIRIUS XM’s streaming service. SIRIUS XM’s streaming services is available online and through 
applications  for  mobile  devices,  home  devices  and  other  consumer  electronic  equipment.  SIRIUS XM  also  provides 
connected vehicle services which are designed to enhance the safety, security and driving experience for vehicle operators 
while providing marketing and operational benefits to automakers and their dealers. 

On September 7, 2016, Liberty, through its indirect wholly owned subsidiary Liberty GR Cayman Acquisition 
Company,  entered  into  two  definitive  stock  purchase  agreements  relating  to  the  acquisition of  Delta Topco,  the  parent 
company of Formula 1. The transactions contemplated by the first purchase agreement were completed on September 7, 
2016,  resulting  in  the  acquisition  of  slightly  less  than  a  20%  minority  stake  in  Formula 1  on  an  undiluted  basis.  On 
October 27, 2016 under the terms of the first purchase agreement, Liberty acquired an additional incremental equity interest 
of Delta Topco, maintaining Liberty’s investment in Delta Topco on an undiluted basis and increasing slightly to 19.1% 
on a fully diluted basis. Liberty acquired 100% of the fully diluted equity interests of Delta Topco, other than a nominal 
number of shares held by certain Formula 1 teams, in a closing under the second purchase agreement (and following the 
unwind  of  the  first  purchase  agreement)  on  January 23,  2017.  See  note 5  to  the  accompanying  consolidated  financial 
statements for additional information related to the acquisition. Liberty’s acquired interest in Delta Topco and by extension 
Formula 1, along with existing Formula 1 cash and debt (which is non-recourse to Liberty), was attributed to the Formula 
One Group upon completion of the Second Closing. Formula 1 is a reportable segment. 

Our  “Corporate  and  Other”  category  includes  a  consolidated  subsidiary,  Braves  Holdings,  LLC  (“Braves 
Holdings”) and corporate expenses. In addition, we hold an ownership interest in Live Nation Entertainment, Inc. (“Live 
Nation”), which is accounted for as an equity method investment at December 31, 2018 and is included in corporate and 
other. We also maintain minority positions in other public companies. 

As  discussed  in  note 2  of  the  accompanying  consolidated  financial  statements,  on  April 15,  2016,  Liberty 
completed the Recapitalization. Upon completion of the Second Closing, as discussed below, the Liberty Media Group 
was renamed the Formula One Group. Although the Recapitalization was not effective for all periods presented herein, 
information has been presented among the tracking stock groups for all periods presented as if the Recapitalization had 
been completed for all periods presented. This attribution of historical financial information does not purport to be what 
actual results and balances would have been if the Recapitalization had actually occurred and been in place during the 
periods prior to April 15, 2016. Operating results prior to the Recapitalization are attributed to Liberty stockholders in the 
aggregate. 

A tracking stock is a type of common stock that the issuing company intends to reflect or “track” the economic 
performance of a particular business or “group,” rather than the economic performance of the company as a whole. While 
the  Liberty  SiriusXM  Group,  Liberty  Braves  Group  (the  “Braves  Group”)  and  Formula  One  Group  have  separate 
collections of businesses, assets and liabilities attributed to them, no group is a separate legal entity and therefore cannot 
own assets, issue securities or enter into legally binding agreements. Therefore, the Liberty SiriusXM Group, Braves Group 
and Formula One Group do not represent separate legal entities, but rather represent those businesses, assets and liabilities 
that have been attributed to each respective group. Holders of tracking stock have no direct claim to the group’s stock or 
assets and therefore, do not own, by virtue of their ownership of a Liberty tracking stock, any equity or voting interest in 
a company, such as SIRIUS XM, Formula 1 or Live Nation, in which Liberty holds an interest and that is attributed to a 
Liberty tracking stock group, such as the Liberty SiriusXM Group or the Formula One Group. Holders of tracking stock 

F-6 

are also not represented by separate boards of directors. Instead, holders of tracking stock are stockholders of the parent 
corporation, with a single board of directors and subject to all of the risks and liabilities of the parent corporation. 

The  term  “Liberty  SiriusXM  Group”  does  not  represent  a  separate  legal  entity,  rather  it  represents  those 
businesses,  assets  and  liabilities  that  have  been  attributed  to  that  group.  The  Liberty  SiriusXM  Group  is  primarily 
comprised  of  Liberty’s  subsidiary,  SIRIUS XM,  corporate  cash,  investments  in  debt  securities,  Liberty’s  2.125% 
Exchangeable  Senior  Debentures  due  2048  and  a  margin  loan  obligation  incurred  by  a  wholly-owned  special  purpose 
subsidiary  of  Liberty.  As  of  December 31,  2018,  the  Liberty  SiriusXM  Group  has  cash  and  cash  equivalents  of 
approximately $91 million, which includes $54 million of subsidiary cash. 

SIRIUS XM is the only operating subsidiary attributed to the Liberty SiriusXM Group. In the event SIRIUS XM 
were to become insolvent or file for bankruptcy, Liberty’s management would evaluate the circumstances at such time and 
take appropriate steps in the best interest of all of its stockholders, which may not be in the best interest of a particular 
group or groups when considered independently. In such a situation, Liberty’s management and its board of directors would 
have several approaches at their disposal, including, but not limited to, the conversion of the Liberty SiriusXM common 
stock into another tracking stock of Liberty, the reattribution of assets and liabilities among Liberty’s tracking stock groups 
or the restructuring of Liberty’s tracking stocks to either create a new tracking stock structure or eliminate it altogether. On 
February 1, 2019, SIRIUS XM acquired Pandora Media, Inc. (“Pandora”). See note 7 to the accompanying consolidated 
financial statements for more information regarding the acquisition of Pandora. 

The term “Braves Group” does not represent a separate legal entity, rather it represents those businesses, assets 
and liabilities that have been attributed to that group. The Braves Group is primarily comprised of Braves Holdings, which 
indirectly owns the Atlanta Braves Major League Baseball Club (“ANLBC,” the “Braves,” or the “Atlanta Braves”) and 
certain assets and liabilities associated with ANLBC’s stadium and mixed use development project (the “Development 
Project”) and corporate cash. As of December 31, 2018, the Braves Group has cash and cash equivalents of approximately 
$107 million, which includes $40 million of subsidiary cash. Additionally, as discussed below, the Formula One Group 
retains an intergroup interest in the Braves Group. See note 2 to the accompanying consolidated financial statements for 
information regarding the Series C Liberty Braves common stock rights offering. 

The term “Formula One Group” does not represent a separate legal entity, rather it represents those businesses, 
assets and liabilities that have been attributed to that group. As of December 31, 2018, the Formula One Group (formerly 
the Liberty Media Group) is primarily comprised of all of the businesses, assets and liabilities of Liberty other than those 
specifically attributed to the Liberty SiriusXM Group or the Braves Group, including Liberty’s interests in Formula 1 and 
Live Nation, Liberty’s 1.375% Cash Convertible Notes due 2023 and related financial instruments, Liberty’s 1% Cash 
Convertible  Notes  due  2023,  Liberty’s  2.25%  Exchangeable  Senior  Debentures  due  2046  and  Liberty’s  2.25% 
Exchangeable Senior Debentures due 2048. Following the creation of the tracking stocks and the closing of the Series C 
Liberty Braves common stock rights offering, the Formula One Group retains an intergroup interest in the Braves Group 
of approximately 15.1%, valued at $226 million, as of December 31, 2018. As of December 31, 2018, the Formula One 
Group had cash and cash equivalents of approximately $160 million, which includes $30 million of subsidiary cash. 

Strategies and Challenges of Business Units 

SIRIUS XM.  SIRIUS XM  is  focused  on  several  initiatives  to  increase  its  revenue.  SIRIUS XM  regularly 

evaluates its business plans and strategy. Currently, its strategies include: 

• 

• 

• 

• 

• 

the acquisition and pricing of unique or compelling programming; 

the development and introduction of new features or services; 

significant new or enhanced distribution arrangements; 

investments in infrastructure, such as satellites, equipment or radio spectrum; and 

acquisitions  and  investments,  including  acquisitions  and  investments  that  are  not  directly  related  to  its 
satellite radio business. 

F-7 

SIRIUS XM faces certain key challenges in its attempt to meet these goals, including: 

• 

• 

• 

• 

• 

• 

• 

its ability to convince owners and lessees of new and previously owned vehicles that include satellite radios 
to purchase subscriptions to its service; 

potential loss of subscribers due to economic conditions and competition from other entertainment providers; 

competition for both listeners and advertisers, including providers of radio and other audio services; 

the operational performance of its satellites; 

the effectiveness of integration of acquired businesses and assets into its operations; 

the performance of its manufacturers, programming providers, vendors, and retailers; and 

unfavorable changes in legislation. 

Formula 1.  Formula 1’s goal is to further broaden and increase the global scale and appeal of the FIA Formula 
One World Championship (the “World Championship”) in order to improve the overall value of Formula 1 as a sport and 
its financial performance. Key factors of this strategy include: 

• 

• 

• 

• 

continuing to seek and identify opportunities to expand and develop the Event calendar and bring Events to 
attractive and/or strategically important new markets outside of Europe, which typically have higher race 
promotion fees, while continuing to build on the foundation of the sport in Europe; 

developing  advertising  and  sponsorship  revenue,  including  increasing  sales  of  Event-based  packages  and 
under the Global Partner program, and exploring opportunities in underexploited product categories; 

capturing  opportunities  created  by  media’s  evolution,  including  the  growth  of  social  media  and  the 
development of Formula 1’s digital media assets;  

building up the entertainment experience for fans and engaging with new fans on a global basis to further 
drive race attendance and television viewership; and 

•  working with stakeholders within the sport to improve the sustainability and on-track competitive balance of 

the World Championship and the long term financial stability of the participating Teams. 

F-8 

 
 
Results of Operations—Consolidated 

General.  We provide in the tables below information regarding our Consolidated Operating Results and Other 
Income and Expense, as well as information regarding the contribution to those items from our reportable segments. The 
“corporate and other” category consists of those assets or businesses which do not qualify as a separate reportable segment. 
For a more detailed discussion and analysis of the financial results of our principal reportable segment, see “Results of 
Operations—Businesses” below. 

Consolidated Operating Results 

Revenue 
Liberty SiriusXM Group 

Years ended December 31, 
2016 
2017 
2018 
amounts in millions 

SIRIUS XM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  5,771     5,425      5,014  
 5,014  

Total Liberty SiriusXM Group . . . . . . . . . . . . . . . . . . . . . . . .  

   5,771 

 5,425 

Braves Group 

Corporate and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total Braves Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 442    
 442 

 386    
 386 

 262  
 262  

Formula One Group 

Formula 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total Formula One Group . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 —  
 —  
Consolidated Liberty  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  8,040     7,594      5,276  

   1,827 
   1,827 

 1,783 
 1,783 

Operating Income (Loss) 
Liberty SiriusXM Group 

SIRIUS XM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  1,659     1,588      1,386  
Corporate and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 (34) 
Total Liberty SiriusXM Group . . . . . . . . . . . . . . . . . . . . . . . .  
 1,352  

 (39)
   1,620 

 (41)
 1,547 

Braves Group 

Corporate and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total Braves Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 1      (113)   
 1 

 (113)

 (61) 
 (61) 

Formula One Group 

Formula 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Corporate and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total Formula One Group . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 —  
 443  
 443  
Consolidated Liberty  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  1,511     1,394      1,734  

 (68)
 (42)
 (110)

 17 
 (57)
 (40)

Adjusted OIBDA 
Liberty SiriusXM Group 

SIRIUS XM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  2,230     2,109      1,853  
Corporate and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 (15) 
Total Liberty SiriusXM Group . . . . . . . . . . . . . . . . . . . . . . . .  
 1,838  

 (16)
   2,214 

 (15)
 2,094 

Braves Group 

Corporate and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total Braves Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 88    
 88 

 2    
 2 

 (20) 
 (20) 

Formula One Group 

Formula 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Corporate and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total Formula One Group . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 —  
 (45) 
 (45) 
Consolidated Liberty  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  2,677     2,493      1,773  

 400 
 (25)
 375 

 438 
 (41)
 397 

F-9 

 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
  
 
 
  
            
           
          
 
 
   
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
  
 
Revenue.  Our  consolidated  revenue  increased  $446 million  and  $2,318 million  for  the  years  ended 
December 31, 2018 and 2017, respectively, as compared to the corresponding prior year periods. The 2018 increase was 
driven by revenue growth at SIRIUS XM, Braves Holdings and Formula 1 of $346 million, $56 million and $44 million, 
respectively. The 2017 increase was primarily driven by $1,783 million of Formula 1 revenue, as a result of the Company’s 
acquisition of Formula 1 on January 23, 2017, and revenue growth at SIRIUS XM of $411 million. Additionally, Braves 
Holdings revenue increased $124 million during the year ended December 31, 2017, as compared to the prior year. See 
“Results of Operations—Businesses” below for a more complete discussion of the results of operations of SIRIUS XM, 
Formula 1 and Braves Holdings. 

Operating income.  Our consolidated operating income increased $117 million and decreased $340 million for 
the years ended December 31, 2018 and 2017, respectively, as compared to the corresponding prior years. Operating losses 
decreased  $114 million  and  operating  income  increased  $73 million  for  Braves  Group  and  Liberty  SiriusXM  Group, 
respectively, and operating losses increased $70 million for Formula One Group during 2018 as compared to the prior year. 
The decrease in corporate and other operating losses for Formula One Group for the year ended December 31, 2018 was 
driven by costs related to the acquisition of Formula 1 recognized during the year ended December 31, 2017. Formula One 
Group operating income decreased $483 million during 2017 as compared to the prior year, largely due to the favorable 
one-time  net  $511 million  Vivendi  lawsuit  settlement  during  the  first  quarter  of  2016,  as  discussed  in  note 17  of  the 
accompanying consolidated financial statements. Liberty SiriusXM Group operating income increased $195 million and 
Braves Group operating loss increased $52 million during 2017 as compared to the prior year. See “Results of Operations—
Businesses”  below  for  a  more  complete  discussion  of  the  results  of  operations  of  SIRIUS XM,  Formula 1  and  Braves 
Holdings. 

Stock-based compensation.  Stock-based compensation includes compensation related to (1) options and stock 
appreciation rights for shares of our common stock that are granted to certain of our officers and employees, (2) phantom 
stock appreciation rights granted to officers and employees of certain of our subsidiaries pursuant to private equity plans 
and (3) amortization of restricted stock grants. 

We recorded $192 million, $230 million and $150 million of stock compensation expense for the years ended 
December 31, 2018, 2017 and 2016, respectively. The decrease in stock compensation expense in 2018 as compared to the 
prior year is primarily due to decreases of $36 million and $8 million at Braves Holdings and Formula 1, respectively, 
partially offset by increases of $9 million at SIRIUS XM. The increase in stock compensation expense in 2017 as compared 
to the prior year is primarily due to increases of $37 million at Braves Holdings, $23 million at Formula 1 and $15 million 
at SIRIUS XM. 

As of December 31, 2018, the total unrecognized compensation cost related to unvested Liberty equity awards 
was  approximately  $22 million.  Such  amount  will  be  recognized  in  our  consolidated  statements  of  operations  over  a 
weighted average period of approximately 1.3 years. As of December 31, 2018, the total unrecognized compensation cost 
related to unvested SIRIUS XM stock options and restricted stock units was $254 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 1.8 years. 

See “Results of Operations—Businesses”  below for a more complete discussion of the results of operations of 

SIRIUS XM, Formula 1 and Braves Holdings. 

Adjusted  OIBDA.  We  define Adjusted  OIBDA  as  revenue  less  operating  expenses  and  selling,  general  and 
administrative  (“SG&A”)  expenses  (excluding  stock  compensation),  separately  reported  litigation  settlements  and 
restructuring  and  impairment  charges.  Our  chief  operating  decision  maker  and  management  team  use  this  measure  of 
performance in conjunction with other measures to evaluate our businesses and make decisions about allocating resources 
among  our  businesses.  We  believe  this  is  an  important  indicator  of  the  operational  strength  and  performance  of  our 
businesses, including each business’s ability to service debt and fund capital expenditures. In addition, this measure allows 
us to view operating results, perform analytical comparisons and benchmarking between businesses and identify strategies 
to improve performance. This measure of performance excludes such costs as 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 generally accepted accounting principles (“GAAP”). Accordingly, Adjusted 

F-10 

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. See note 18 to the 
accompanying consolidated financial statements for a reconciliation of Adjusted OIBDA to Operating income (loss) and 
Earnings (loss) from continuing operations before income taxes. 

During the second quarter of 2018 and during the fourth quarters of 2017 and 2016, SIRIUS XM recorded $69 
million, $45 million and $46 million, respectively, related to music royalty legal settlements and reserves. As separately 
reported in note 17 of the accompanying consolidated financial statements, the $69 million, $45 million and $46 million 
of expenses are included in the Revenue share and royalties expense line item in the accompanying consolidated financial 
statements for the years ended December 31, 2018, 2017 and 2016, respectively, but have been excluded from Adjusted 
OIBDA for the corresponding periods as these expenses were not incurred as a part of SIRIUS XM’s normal operations 
for the periods, and these lump sum amounts do not relate to the on-going performance of the business. 

SIRIUS XM recognized approximately $43 million and $40 million of Revenue share and royalties within the 
consolidated  statement  of  operations  during  the  years  ended  December 31,  2017  and  2016,  respectively,  related  to  the 
SIRIUS XM  legal  settlement  associated  with  SIRIUS XM’s  use  of  certain  pre-1972  sound  recordings. As  separately 
reported  in  note 17  of  the  accompanying  consolidated  financial  statements,  $108 million  of  the  settlement  amount 
recognized during the year ended December 31, 2015 was excluded from Adjusted OIBDA for the corresponding period, 
as this expense was not incurred as a part of SIRIUS XM’s normal operations for the period, and this lump sum amount 
did not relate to the on-going performance of the business. Subsequent to the settlement during June 2015, SIRIUS XM 
recognized  $43 million  and  $40 million  in  2017  and  2016,  respectively,  that  is  included  as  a  component  of Adjusted 
OIBDA. 

Consolidated Adjusted OIBDA increased $184 million and $720 million for the years ended December 31, 2018 
and 2017, respectively, as compared to the corresponding prior year periods. The increase in Adjusted OIBDA in 2018 as 
compared to the prior year was due to increases of $120 million and $86 million in Liberty SiriusXM Group and Braves 
Group Adjusted OIBDA, respectively, partially offset by a $22 million decrease in Formula One Group Adjusted OIBDA. 
The increase in Adjusted OIBDA in 2017 as compared to the prior year was due to increases of $442 million in Formula 
One  Group Adjusted  OIBDA,  Liberty  SiriusXM  Group Adjusted  OIBDA  of  $256 million  and  Braves  Group Adjusted 
OIBDA of $22 million. See “Results of Operations—Businesses” below for a more complete discussion of the results of 
operations of SIRIUS XM, Formula 1 and Braves Holdings. 

F-11 

Other Income and Expense 

Components of Other Income (Expense) are presented in the table below. 

Interest expense 

  Years ended December 31,    
      2017       2016    
      2018 

amounts in millions 

Liberty SiriusXM Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ (388)  
Braves Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 (26)  
Formula One Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
  (192)  

 (342)  
 (1)  
 (19)  
Consolidated Liberty . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ (606)     (591)     (362) 

 (356)  
 (15)  
 (220)  

Share of earnings (losses) of affiliates 

Liberty SiriusXM Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (11)  
 12  
Braves Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 17  
Formula One Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Consolidated Liberty . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  18   

 29  
 78  
 (3)  
 104   

Realized and unrealized gains (losses) on financial instruments, net 

Liberty SiriusXM Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (1)  
 (2)  
Braves Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 43  
Formula One Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Consolidated Liberty . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  40   

 (16)  
 —  
 (72)  
 (88)   

 13  
 9  
 (8) 
 14  

 —  
 1  
 36  
 37  

Other, net 

Liberty SiriusXM Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  25  
 35  
Braves Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 18  
Formula One Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Consolidated Liberty . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  78   

 (11)  
 3  
 16  
 8   

 (25) 
 —  
 21  
 (4) 

  $ (470)     (567)     (315) 

Interest  expense.  Consolidated  interest  expense  increased  $15 million  and  $229 million  for  the  years  ended 
December 31, 2018 and 2017, respectively, as compared to the corresponding prior year periods. The increase for 2018 as 
compared  to  the  prior  year  was  primarily  due  to  an  increase  in  the  average  amount  of  corporate  and  subsidiary  debt 
outstanding during the current period for Liberty SiriusXM Group and the capitalization of interest related to construction 
of the stadium and mixed-use facilities during the prior period for Braves Group, partially offset by decreases in interest 
expense for the Formula One Group due to decreases in the average amount of corporate and subsidiary debt outstanding. 
The increase in 2017 as compared to the prior year was primarily due to approximately $167 million of interest expense 
attributable to debt held at Formula 1, which we began consolidating on January 23, 2017 when we acquired Formula 1. 
The  remaining  increase  in  2017  was  due  to  an  increase  in  the  average  amount  of  corporate,  SIRIUS XM  and  other 
subsidiary debt outstanding. 

F-12 

 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
 
  
  
 
 
 
  
  
 
 
  
  
 
 
 
  
  
 
 
  
  
 
 
 
  
  
 
 
Share of earnings (losses) of affiliates.  The following table presents our share of earnings (losses) of affiliates: 

  Years ended December  31,   
      2017        2016    
     2018 

amounts in millions 

Liberty SiriusXM Group 

SIRIUS XM Canada  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $ 
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total Liberty SiriusXM Group . . . . . . . . . . . . . . . . . . . . . . . .  

 (1)  
 (10)  
 (11)  

 29   
 —   
 29   

 13 
 — 
 13 

Braves Group 

Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total Braves Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 12   
 12   

 78   
 78   

 9  
 9 

Formula One Group 

Live Nation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Total Formula One Group . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 3   
 14   
 17   
$   18   

 (18)  
 15   
 (3)  
 104   

 (12) 
 4  
 (8) 
 14  

During  the  year  ended  December 31,  2017,  an  equity  method  affiliate  of  Braves  Holdings  sold  a  controlling 

interest in a subsidiary, resulting in Braves Holdings recording its portion of the gain of $69 million. 

Realized and unrealized gains (losses) on financial instruments.  Realized and unrealized gains (losses) on 

financial instruments are comprised of changes in the fair value of the following: 

  Years ended December 31, 
      2017        2016 

2018 

Debt and equity securities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Debt measured at fair value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Change in fair value of bond hedges . . . . . . . . . . . . . . . . . . . . . . .   
Other derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

$ 

amounts in millions 
 2   
 130  
 (94) 
 2   
 40   

 (36)   
(126)  
 72  
 2   
 (88)   

 112  
 (113) 
 37  
 1  
 37  

The changes in unrealized gains (losses) on debt and equity securities (as defined in note 3 of our accompanying 
consolidated  financial  statements)  are due to  market  factors primarily  driven by  changes  in  the  fair value  of  the  stock 
underlying these financial instruments.  

Changes in unrealized gains (losses) on debt measured at fair value are due to market factors primarily driven by 

changes in the fair value of the underlying shares into which the debt is exchangeable. 

Liberty  issued  $1  billion  of  cash  convertible  notes  in  October 2013  which  are  accounted  for  at  fair  value,  as 
elected by Liberty at the time of issuance of the notes. At the same time, Liberty entered into a bond hedge transaction on 
the same amount of underlying shares. These derivatives are marked to fair value on a recurring basis. The primary driver 
of the change in the fair value of bond hedges is the change in the fair value of the underlying stock. 

Other, net.  The increase in 2018 was primarily due to a $48 million decrease in losses on early extinguishment 
of debt and a $17 million increase in gains on transactions, primarily driven by the sale of the residential portion of Braves 
Holdings’ mixed-use complex. The increase in 2017 was primarily due to a $19 million increase in interest and dividend 
income and a $12 million increase in gains on transactions, partially offset by a $24 million increase in losses on early 
extinguishment of debt, primarily related to the redemption of certain debt at SIRIUS XM. The loss in 2016 was primarily 
due to a $24 million loss on extinguishment of SIRIUS XM’s redemption of its 5.875% Senior Notes due 2020 during the 

F-13 

 
 
 
 
 
 
 
 
 
 
 
 
 
  
   
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
    
  
 
 
  
 
 
  
 
year, partially offset by approximately $18 million in dividend and interest income, primarily due to dividends on Time 
Warner, Inc. shares.  

Income taxes.  Our effective tax rate for the years ended December 31, 2018, 2017 and 2016 was an expense of 
17%, benefit of 129% and expense of 35%, respectively. Our effective tax rate for all three years was impacted for the 
following reasons: 

•  During 2018, our effective tax rate was lower than the federal tax rate of 21% U.S. due to deductible stock-
based compensation, benefits related to federal tax credits and the resolution of historical matters with various 
tax authorities, partially offset by changes in the valuation allowance and taxable dividends not recognized 
for book purposes. 

•  During 2017, in connection with the initial analysis of the impact of the Tax Cuts and Jobs Act (the “Tax 
Act”), as discussed in note 11 of the accompanying consolidated financial statements, the Company recorded 
a discrete net tax benefit, primarily driven by the corporate tax rate reduction. 

•  During 2016, our effective tax rate was equal to the federal tax rate of 35% due to the offsetting impact of 

state income taxes and federal tax credits claimed by SIRIUS XM. 

Net  earnings.  We  had  net  earnings  of  $865 million,  $1,890 million  and  $924 million  for  the  years  ended 
December 31,  2018,  2017  and  2016,  respectively.  The  change  in  net  earnings  was  the  result  of  the  above-described 
fluctuations in our revenue, expenses and other gains and losses. 

Liquidity and Capital Resources 

As  of  December 31,  2018,  substantially  all  of  our  cash  and  cash  equivalents  are  invested  in  U.S.  Treasury 
securities, other government securities or government guaranteed funds, AAA rated money market funds and other highly 
rated financial and corporate debt instruments. 

The following are potential sources of liquidity: available cash balances, cash generated by the operating activities 
of our privately-owned subsidiaries (to the extent such cash exceeds the working capital needs of the subsidiaries and is 
not otherwise restricted), proceeds from net asset sales, monetization of our public investment portfolio, debt and equity 
issuances, available borrowing capacity under margin loans, and dividend and interest receipts. 

Liberty currently does not have a corporate debt rating. 

As of December 31, 2018, Liberty’s cash and cash equivalents and unencumbered marketable equity securities 

were as follows: 

  Cash and Cash  
      Equivalents 

Unencumbered    
Marketable 

      Equity Securities    

amounts in millions 

Liberty SiriusXM Group 

SIRIUS XM  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Corporate and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      
Total Liberty SiriusXM Group . . . . . . . . . . . . . . . . . . . . . . . . . .      

Braves Group 

Corporate and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      
Total Braves Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      

Formula One Group 

Formula 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      
Corporate and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      
Total Formula One Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      

 54   
 37  
91  

107  
107  

30  
130  
160  

—  
 —  
 —  

 —  
 —  

 —  
228  
 228  

F-14 

 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
  
 
 
 
 
     
 
 
 
     
 
 
 
To the extent the Company recognizes any taxable gains from the sale of assets we may incur tax expense and be 
required to make tax payments, thereby reducing any cash proceeds. Additionally, the Company has a controlling interest 
in SIRIUS XM which has significant cash flows provided by operating activities, although due to SIRIUS XM being a 
separate public company and the significant noncontrolling interest, we do not have ready access to its cash. Cash held by 
Formula 1 is accessible by Liberty, except when certain restricted payment tests imposed by the Senior Loan Facility at 
Formula 1 are not met. As of December 31, 2018, Liberty had $750 million available under a $1.35 billion margin loan 
due 2020 and $600 million available under the Live Nation Margin Loan. Certain tax consequences may reduce the net 
amount of cash that Liberty is able to utilize for corporate purposes. Liberty believes that it currently has appropriate legal 
structures in place to repatriate foreign cash as tax efficiently as possible and meet the business needs of the Company. 

The cash provided (used) by our continuing operations for the prior three years is as follows: 

Years ended December 31, 

2018 

      2017 

2016 

Liberty SiriusXM Group cash provided (used) by investing activities . . . . . . .    $ 
Braves Group cash provided (used) by investing activities . . . . . . . . . . . . . . . .   
Formula One Group cash provided (used) by investing activities . . . . . . . . . . .   

amounts in millions 
Cash Flow Information  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 1,849  
Liberty SiriusXM Group cash provided (used) by operating activities. . . . . . .    $   1,785  
Braves Group cash provided (used) by operating activities . . . . . . . . . . . . . . . .   
 (42) 
 103  
Formula One Group cash provided (used) by operating activities  . . . . . . . . . .   
 (75) 
 268  
 1,732  
Net cash provided (used) by operating activities . . . . . . . . . . . . . . . . . . . . . . .    $   2,156  
 (1,254) 
 (756) 
 (221) 
 159  
 227  
 (1,662) 
 (370)    (3,137)  
 (267) 
 296  
 1,847  
 1,876   

Liberty SiriusXM Group cash provided (used) by financing activities. . . . . . .    $  (1,552) 
 (212) 
Braves Group cash provided (used) by financing activities . . . . . . . . . . . . . . . .   
Formula One Group cash provided (used) by financing activities  . . . . . . . . . .   
 (616) 
Net cash provided (used) by financing activities . . . . . . . . . . . . . . . . . . . . . . .    $  (2,380)  

Net cash provided (used) by investing activities . . . . . . . . . . . . . . . . . . . . . . .    $ 

 1,704   
 89   
 378   
 2,171  
 (210) 
 (413) 
 (641) 
 (1,264) 
 (1,319) 
 418  
 355  
 (546) 

Liberty’s primary uses of cash during the year ended December 31, 2018 (excluding cash used by SIRIUS XM, 
Formula 1 and Braves Holdings) were $466 million of Series C Liberty SiriusXM common stock repurchases and $414 
million of investments in equity method affiliates and debt and equity securities. These uses were funded by borrowings 
of debt and cash on hand. 

SIRIUS XM’s primary uses of cash were the repurchase of outstanding SIRIUS XM common stock, dividends 
paid to stockholders and additions to property and equipment resulting from new satellite construction. The SIRIUS XM 
uses of cash were funded by cash provided by operating activities, cash on hand and borrowings of debt. During the year 
ended December 31, 2018, SIRIUS XM declared a cash dividend each quarter, and paid in cash an aggregate amount of 
$201 million, of which Liberty received $143 million. SIRIUS XM’s board of directors expects to declare regular quarterly 
dividends, in an aggregate annual amount of $0.0484 per share of common stock. On January 29, 2019, SIRIUS XM’s 
board of directors declared a quarterly dividend on its common stock in the amount of $0.0121 per share of common stock, 
payable on February 28, 2019 to stockholders of record at the close of business on February 11, 2019. 

Formula 1’s primary use of cash was the net repayment of debt. 

The projected uses of Liberty cash (excluding SIRIUS XM’s, Formula 1’s and Braves Holdings’ uses of cash) are 
primarily  the  investment  in  new  or  existing  businesses,  debt  service,  including  potential  repayment  of  the  outstanding 
margin loan and the potential buyback of common stock under the approved share buyback program. Liberty expects to 
fund  its  projected  uses  of  cash  with  cash  on  hand  and  borrowing  capacity  under  margin  loans  and  outstanding  credit 
facilities. We may be required to make net payments of income tax liabilities to settle items under discussion with tax 
authorities.  

SIRIUS XM’s uses of cash are expected to be operating expenses, capital expenditures, including the construction 
of replacement satellites, working capital requirements, interest payments, taxes and scheduled maturities of outstanding 

F-15 

 
 
 
 
 
 
 
 
 
 
 
  
 
    
     
  
  
 
 
 
 
 
 
debt. Liberty expects SIRIUS XM to fund its projected uses of cash with cash on hand, cash provided by operations and 
borrowings under the existing credit facility.  

Formula 1’s uses of cash are expected to be debt service payments, as well as continued investment in its business. 

Liberty expects Formula 1 to fund its projected uses of cash with cash on hand and cash provided by operations. 

Braves Holdings’ uses of cash are expected to be expenditures related to the mixed-use development and new 
spring  training  facility.  Liberty  expects  Braves  Holdings  to  fund  its  projected  uses  of  cash  with  borrowings  under  its 
existing debt instruments, cash provided by operations and through the issuance of new construction loans for Phase II. 

We believe that the available sources of liquidity are sufficient to cover our projected future uses of cash. 

Off-Balance Sheet Arrangements and Aggregate Contractual Obligations 

SIRIUS XM  has  entered  into  various  programming  agreements.  Under  the  terms  of  these  agreements, 
SIRIUS XM’s  obligations  include  fixed  payments,  advertising  commitments  and  revenue  sharing  arrangements. 
SIRIUS XM’s future revenue sharing costs are dependent upon many factors and are difficult to estimate; therefore, they 
are not included in the schedule of contractual obligations below. 

The Atlanta Braves have entered into long-term employment contracts with certain of their players and coaches 
whereby such individuals’ compensation is guaranteed. Amounts due under guaranteed contracts as of December 31, 2018 
aggregated $165 million. See the table below for more detail. In addition to the foregoing amounts, certain players and 
coaches may earn incentive compensation under the terms of their employment contracts. 

Information concerning the amount and timing of required payments, both accrued and off-balance sheet, under 
our  contractual  obligations,  excluding  uncertain  tax  positions  as  it  is  indeterminable  when  payments  will  be  made,  is 
summarized below. 

     Total 

    Less than 1 year     2 - 3 years     4 - 5 years    After 5 years  

Payments due by period 

amounts in millions 

Consolidated contractual obligations 
Long-term debt (1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  13,421   
Interest payments (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 4,004   
Programming and royalty fees (3) . . . . . . . . . . . . . . . . . . . .  
 1,230   
Operating lease obligations . . . . . . . . . . . . . . . . . . . . . . . . . .  
 433   
 165   
Employment agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other obligations (4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 531   
Total consolidated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  19,784  

 24   
 594   
 430   
 54   
 93   
 162   
 1,357  

 768   
 1,123   
 553   
 112   
 70   
 104   
 2,730  

 3,425   
 1,037   
 117   
 88   
 2   
 38   
 4,707   

 9,204  
 1,250  
 130  
 179  
 —  
 227  
 10,990  

(1)  Amounts are stated at the face amount at maturity of our debt instruments and may differ from the amounts stated in 
our consolidated balance sheet to the extent debt instruments (i) were issued at a discount or premium or (ii) have 
elements which are reported at fair value in our consolidated balance sheet. Amounts include capital lease obligations. 
Amounts do not assume additional borrowings or refinancings of existing debt. 

(2)  Amounts (i) are based on our outstanding debt at December 31, 2018, (ii) assume the interest rates on our variable 
rate debt remain constant at the December 31, 2018 rates and (iii) assume that our existing debt is repaid at maturity. 
(3)  SIRIUS XM has entered into various programming agreements under which SIRIUS XM’s obligations include fixed 
payments, advertising commitments and revenue sharing arrangements. Future revenue sharing costs are dependent 
upon many factors and are difficult to estimate; therefore, they are not included in the table above. In addition, SIRIUS 
XM has entered into certain music royalty arrangements that include fixed payments. 

(4)  Includes amounts due related to the Braves Holdings baseball stadium and mixed-use development and SIRIUS XM 
satellite  and  transmission,  marketing  and  distribution,  satellite  incentive  payments,  and  other  contractual 
commitments. SIRIUS XM satellite and transmission commitments are attributable to agreements with third parties 

F-16 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
 
to operate and maintain the off-site satellite telemetry, tracking and control facilities and certain components of its 
terrestrial repeater networks. During the year ended December 31, 2016, SIRIUS XM entered into an agreement with 
Space Systems/Loral to design and build two satellites, SXM - 7 and SXM - 8, for SIRIUS XM’s service. SIRIUS XM 
marketing  and  distribution  commitments  primarily  relate  to  payments  to  sponsors,  retailers,  automakers  and radio 
manufacturers  pursuant  to  marketing,  sponsorship  and  distribution  agreements  to  promote  the  SIRIUS XM  brand. 
Boeing Satellite Systems International, Inc. and Space Systems/Loral, the manufacturers of SIRIUS XM’s in-orbit 
satellites, may be entitled to future in-orbit satellite incentive performance payments based on the expected operating 
performance  of  the  satellites  meeting  their  fifteen-year  design  life.  Boeing  may  also  be  entitled  to  an  additional 
$10 million if the XM - 4 satellite continues to operate above baseline specifications during the five years beyond the 
satellite’s fifteen-year design life. Additionally, SIRIUS XM has entered into various agreements with third parties for 
general operating purposes. 

Critical Accounting Estimates 

The  preparation  of  our  financial  statements  in  conformity  with  GAAP  requires  us  to  make  estimates  and 
assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported 
amounts of revenue and expenses during the reporting period. Listed below are the accounting estimates that we believe 
are critical to our financial statements due to the degree of uncertainty regarding the estimates or assumptions involved 
and  the  magnitude  of  the  asset,  liability,  revenue  or  expense  being  reported.  All  of  these  accounting  estimates  and 
assumptions, as well as the resulting impact to our financial statements, have been discussed with our audit committee. 

Non-Financial  Instruments.  Our  non-financial  instrument  valuations  are  primarily  comprised  of  our 
determination of the estimated fair value allocation of net tangible and identifiable intangible assets acquired in business 

combinations, our annual assessment of the recoverability of our goodwill and other nonamortizable intangibles, such as 
trademarks, and our evaluation of the recoverability of our other long-lived assets upon certain triggering events. If the 
carrying value of our long-lived assets exceeds their estimated fair value, we are required to write the carrying value down 
to  fair  value.  Any  such  writedown  is  included  in  impairment  of  long-lived  assets  in  our  consolidated  statement  of 
operations. A high degree of judgment is required to estimate the fair value of our long-lived assets. We may use quoted 
market prices, prices for similar assets, present value techniques and other valuation techniques to prepare these estimates. 
We may need to make estimates of future cash flows and discount rates as well as other assumptions in order to implement 
these valuation techniques. Due to the high degree of judgment involved in our estimation techniques, any value ultimately 
derived from our long-lived assets may differ from our estimate of fair value. As each of our operating segments has long-
lived assets, this critical accounting policy affects the financial position and results of operations of each segment. 

As of December 31, 2018, the intangible assets not subject to amortization for each of our significant reporting 

units were as follows (amounts in millions): 

SIRIUS XM . . . . . . . . . . . . . . . . . . . . . . . .  
Formula 1  . . . . . . . . . . . . . . . . . . . . . . . . .  
Other  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Consolidated . . . . . . . . . . . . . . . . . . . . . . .  

      Goodwill       FCC Licenses       Other        Total 
 8,600   
 —  
 —   
 8,600   

$  14,250   
 3,956  
 180   
$  18,386   

 931   
 —  
 143   
 1,074   

 23,781  
 3,956  
 323  
 28,060  

We  perform  our  annual  assessment  of  the  recoverability  of  our  goodwill  and  other  nonamortizable  intangible 
assets  in  the  fourth  quarter  each  year.  The  accounting  guidance  permits  entities  to  first  assess  qualitative  factors  to 
determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis 
for determining whether it is necessary to perform the quantitative goodwill impairment test. The accounting guidance also 
allows entities the option to bypass the qualitative assessment for any reporting unit in any period and proceed directly to 
the quantitative impairment test. The entity may resume performing the qualitative assessment in any subsequent period. 
In evaluating goodwill on a qualitative basis, the Company reviews the business performance of each reporting unit and 
evaluates other relevant factors as identified in the relevant accounting guidance to determine whether it is more likely 
than not that an indicated impairment exists for any of our reporting units. The Company considers whether there are any 
negative macroeconomic conditions, industry specific conditions, market changes, increased competition, increased costs 

F-17 

 
 
 
 
 
 
 
 
 
 
 
 
   
 
  
in doing business, management challenges, the legal environments and how these factors might impact company specific 
performance in future periods. As part of the analysis, the Company also considers fair value determinations for certain 
reporting units that have been made at various points throughout the current and prior year for other purposes. If based on 
the  qualitative  analysis  it  is  more  likely  than  not  that  an  impairment  exists,  the  Company  performs  the  quantitative 
impairment test. 

Useful Life of Broadcast/Transmission System.  SIRIUS XM’s satellite system includes the costs of satellite 
construction,  launch  vehicles,  launch  insurance,  capitalized  interest,  spare  satellites,  terrestrial  repeater  network  and 
satellite uplink facilities. SIRIUS XM monitors its satellites for impairment whenever events or changes in circumstances 
indicate that the carrying amount of the asset is not recoverable. 

SIRIUS XM operates two in-orbit Sirius satellites, FM - 5 and FM - 6. SIRIUS XM estimates that its FM - 5 and 
FM - 6 satellites, launched in 2009 and 2013, respectively, will operate effectively through the end of their depreciable lives 
in 2024 and 2028, respectively. 

SIRIUS XM operates three in-orbit XM satellites, XM - 3, XM - 4 and XM - 5. SIRIUS XM estimates that its XM - 3 
and XM - 4 satellites launched in 2005 and 2006, respectively, will reach the end of their depreciable lives in 2020 and 
2021, respectively. The XM - 5 satellite that was launched in 2010, is used as an in-orbit spare for the Sirius and XM systems 
and is expected to reach the end of its depreciable life in 2025. 

SIRIUS XM’s satellites have been designed to last fifteen-years. SIRIUS XM’s in-orbit satellites may experience 
component failures which could adversely affect their useful lives. SIRIUS XM monitors the operating condition of its in-
orbit satellites. If events or  circumstances indicate that the depreciable lives of its in-orbit satellites have changed, the 
depreciable  life  will  be  modified  accordingly.  If  SIRIUS XM were  to  revise  its  estimates,  depreciation  expense  would 
change.  

Income Taxes.  We are required to estimate the amount of tax payable or refundable for the current year and the 
deferred income tax liabilities and assets for the future tax consequences of events that have been reflected in our financial 
statements or tax returns for each taxing jurisdiction in which we operate. This process requires our management to make 
judgments regarding the timing and probability of the ultimate tax impact of the various agreements and transactions that 
we enter into. Based on these judgments we may record tax reserves or adjustments to valuation allowances on deferred 
tax assets to reflect the expected realizability of future tax benefits. Actual income taxes could vary from these estimates 
due  to  future  changes  in  income  tax  law,  significant  changes  in  the  jurisdictions  in  which  we  operate,  our  inability  to 
generate sufficient future taxable income or unpredicted results from the final determination of each year’s liability by 
taxing authorities. These changes could have a significant impact on our financial position. 

Results of Operations—Businesses 

Liberty SiriusXM Group 

SIRIUS XM  SIRIUS XM transmits its  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.  SIRIUS  XM  also  transmits  a  larger  set  of  music  and  other  channels  through  SIRIUS XM’s 
streaming service. SIRIUS XM’s streaming services is available online and through applications for mobile devices, home 
devices  and  other  consumer  electronic  equipment.  SIRIUS XM  also  provides  connected  vehicle  services  which  are 
designed  to  enhance  the  safety,  security  and  driving  experience  for  vehicle  operators  while  providing  marketing  and 
operational benefits to automakers and their dealers. 

SIRIUS XM  has  agreements  with  every  major  automaker  (“OEMs”)  to  offer  satellite  radio  in  their  vehicles, 
through  which  it  acquires  the  majority  of  its  subscribers.  SIRIUS XM  also  acquires  subscribers  through  marketing  to 
owners  and  lessees  of  previously  owned  vehicles  that  include  factory-installed  satellite  radios  that  are  not  currently 
subscribing to SIRIUS XM’s services. SIRIUS XM distributes its radios primarily through automakers, retailers and its 
website. Satellite radio services are also offered to customers of certain rental car companies.  

F-18 

As  of  December 31,  2018,  SIRIUS XM  had  approximately  34.0 million  subscribers  of  which  approximately 
28.9 million were self-pay subscribers and approximately 5.1 million were paid promotional subscribers. These subscriber 
totals include subscribers under regular pricing plans; discounted pricing plans; subscribers that have prepaid, including 
payments either made or due from automakers for subscriptions included in the sale or lease price of a vehicle; subscribers 
to  SIRIUS XM’s  streaming  services  who  do  not  also  have  satellite  radio  subscriptions;  and  certain  subscribers  to 
SIRIUS XM’s  weather,  traffic  and  data  services  who  do  not  also  have  satellite  radio  subscriptions.  Subscribers  and 
subscription  related  revenue  and  expenses  associated  with  the  SIRIUS XM  Canada  service,  which  had  approximately 
2.6 million  subscribers  as  of  December 31,  2018,  and  SIRIUS XM’s  connected  vehicle  services  are  not  included  in 
SIRIUS XM’s subscriber count or subscriber-based operating metrics. 

SIRIUS XM’s primary source of revenue is subscription fees, with most of its customers subscribing to monthly, 
quarterly, semi-annual or annual plans. SIRIUS XM offers discounts for prepaid subscription plans, as well as a multiple 
subscription discount. SIRIUS XM  also derives  revenue from  certain  fees,  the sale of advertising  on  select  non-music 
channels, the direct sale of satellite radios and accessories and other ancillary services, such as weather, data and traffic 
services. SIRIUS XM provides traffic services to approximately 8.6 million vehicles. 

We  acquired  a  controlling  interest  in  SIRIUS XM  on  January 18,  2013  and  applied  purchase  accounting  and 
consolidated the results of SIRIUS XM from that date. The results presented for SIRIUS XM below include the impacts 
of  acquisition  accounting  adjustments  in  all  periods  presented.  Additionally,  as  of  December 31,  2018,  there  is  an 
approximate  27%  noncontrolling  interest  in  SIRIUS XM,  and  the  net  earnings  of  SIRIUS XM  attributable  to  such 
noncontrolling interest is eliminated through the noncontrolling interest line item in the consolidated statement of  

operations.  SIRIUS XM  is  a  separate  publicly  traded  company  and  additional  information  about  SIRIUS XM  can  be 
obtained through its website and its public filings, which are not incorporated by reference herein. 

SIRIUS XM’s operating results were as follows: 

Years ended December 31, 

2018 

      2017 

      2016 

amounts in millions 

Subscriber revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $   4,594   
    1,177   
Other revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
    5,771   
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

 4,472   
 953   
 5,425   

 4,194  
 820  
 5,014  

Operating expenses (excluding stock-based compensation included below): 
Cost of subscriber services 

Revenue share and royalties (excluding legal settlements) . . . . . . . . . . . . . . . . . . . .    
Programming and content  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Customer service and billing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Subscriber acquisition costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Other operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Selling, general and administrative expenses  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Adjusted OIBDA  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Legal settlement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

 (1,325) 
 (378) 
 (378) 
 (122) 
 (470)  
 (106)  
 (762)  
    2,230   
 (69) 
 (133)  
 (369)  
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $   1,659   

 (1,166) 
 (361) 
 (381) 
 (113) 
 (499)  
 (97)  
 (699)  
 2,109   
 (45) 
 (124)  
 (352)  
 1,588   

 (1,062) 
 (333) 
 (383) 
 (139) 
 (513) 
 (69) 
 (662) 
 1,853  
 (46) 
 (109) 
 (312) 
 1,386  

Subscriber revenue includes subscription, activation and other fees. Subscriber revenue increased 3% and 7% for 
the  years  ended  December 31, 2018  and  2017, respectively,  as  compared  to  the  corresponding  prior  year  periods. The 
increase for the year ended December 31, 2018 was primarily attributable to a 5% increase in the daily weighted average 
number of subscribers, partially offset by the impact of the adoption of Accounting Standards Update (“ASU”) 2014-09, 
Revenue  from  Contracts  with  Customers,  and  all  related  amendments,  which  established  Accounting  Standards 
Codification Topic 606 (“ASC 606”), effective as of January 1, 2018.  The increase for the year ended December 31, 2017 

F-19 

 
 
 
 
 
 
 
 
 
 
 
  
 
     
   
 
 
  
 
 
 
 
 
  
  
  
 
  
  
  
  
  
was primarily attributable to a 4% increase in the daily weighted average number of subscribers as well as a 3% increase 
in SIRIUS XM’s average monthly revenue per subscriber resulting from certain rate increases. 

Other revenue includes advertising revenue, equipment revenue, royalty revenue and other ancillary revenue. For 
the years ended December 31, 2018 and 2017, other revenue increased 24% and 16%, respectively, as compared to the 
corresponding prior year periods. The increase for the year ended December 31, 2018 was primarily driven by higher U.S. 
music royalty fee revenue due to a higher rate and an increase in the number of subscribers and higher revenue generated 
from SIRIUS XM’s connected vehicle services and SIRIUS XM Canada. In addition, equipment revenue increased due to 
additional royalty revenue due to SIRIUS XM’s transition to a new generation of chipsets. The prior year increase was 
driven by higher revenue from Sirius XM Canada due to the new Services Agreement and Advisory Services Agreement 
entered into in the second quarter of 2017, additional revenue from the U.S. Music Royalty Fee due to an increase in the 
number of subscribers and subscribers paying at a higher rate and higher revenue generated from SIRIUS XM’s connected 
vehicle services. Equipment revenue increased during the prior year driven by royalty revenue on certain satellite radio 
components starting in the second quarter of 2016 due to SIRIUS XM’s transition to a new generation of chipsets and 
revenue from the sales of connected vehicle devices since the acquisition of Automatic, partially offset by lower revenue 
generated  through  satellite  radio  sales  to  distributors  and  consumers  and  lower  OEM  production. Advertising  revenue 
increased during both periods due to a greater number of advertising spots sold and transmitted along with increased rates 
charged per spot. 

Cost  of  subscriber  services  includes  revenue  share  and  royalties,  programming  and  content  costs,  customer 

service and billing expenses and other ancillary costs associated with providing the satellite radio service. 

•  Revenue Share and Royalties (excluding legal settlements) includes distribution and content provider revenue 
share, royalties for transmitting content and web streaming, and advertising revenue share. Revenue share 
and royalties  increased 14% and 10%  during  2018  and  2017,  respectively,  as  compared  to  the prior year 
periods. The increases during both years were primarily due to greater revenue subject to royalty and revenue 
sharing  agreements  and  increases  in  the  statutory  royalty  rate  for  the  performance  of  sound  recordings. 
During the second quarter of 2018, SIRIUS XM recorded a $69 million charge related to the legal settlement 
that  resolved  all  outstanding  claims,  including  ongoing  audits,  under  SIRIUS  XM’s  statutory  license  for 
sound recordings for the period January 1, 2007 through December 31, 2017. During the fourth quarters of 
2017  and  2016,  SIRIUS XM  recorded  $45  and  $46 million,  respectively,  related  to  music  royalty  legal 
settlements and reserves. These expenses are included in the Revenue share and royalties line item in the 
accompanying consolidated financial statements for the years ended December 31, 2018, 2017 and 2016, 
respectively, but have been excluded from Adjusted OIBDA for the corresponding periods as these expenses 
were not incurred as a part of SIRIUS XM’s normal operations for the periods, and these lump sum amounts 
do not relate to the on-going performance of the business.  

•  Programming and Content includes costs to acquire, create, promote and produce content. Programming and 
content costs increased 5% and 8% during 2018 and 2017, respectively, as compared to the corresponding 
prior years. The increase for the year ended December 31, 2018 was driven primarily by increased personnel-
related costs and higher music licensing costs. The prior year increase was due to the addition of video content 
rights, the payment for which started during the third quarter of 2016, as well as increased talent and personnel 
related costs.  

•  Customer Service and Billing includes costs associated with the operation and management of SIRIUS XM’s 
internal and third party customer service centers and SIRIUS XM’s subscriber management systems as well 
as billing and collection costs, transaction fees and bad debt expense. Customer service and billing expense 
decreased 1% and 1% during 2018 and 2017, respectively, as compared to the corresponding prior years. The 
current  year decrease was primarily  driven  by  lower  call center  costs due  to  lower agent  rates,  increased 
customer self-service resulting in lower contact rates and improved non-pay process driving lower bad debt 
expense, partially offset by increased transaction fees from a larger subscriber base and personnel-related 
costs. The prior  year decrease  was primarily  due  to  a decline  in  call  center  agent rates  and  contact rates, 
partially offset by increased transaction fees based on a higher subscriber base. 

F-20 

•  Other  includes  costs  associated  with  the  operation  and  maintenance  of  SIRIUS XM’s  terrestrial  repeater 
networks; satellites; satellite telemetry, tracking and control systems; satellite uplink facilities; studios; and 
delivery of SIRIUS XM’s streaming service and connected vehicle services as well as costs from the sale of 
satellite radios, components and accessories and provisions for inventory allowance attributable to products 
purchased  for  resale  in  SIRIUS XM’s  direct  to  consumer  distribution  channels.  Other  costs  of  subscriber 
services increased 8% and decreased 19% during the years ended December 31, 2018 and 2017, respectively, 
as  compared  to  the  corresponding  prior  years.  The  current  year  increase  was  primarily  driven  by  higher 
wireless costs associated with SIRIUS XM’s connected vehicle services and higher streaming costs, partially 
offset by lower direct satellite radio sales to consumers. The prior year decrease was driven by lower wireless 
costs associated with SIRIUS XM’s connected vehicle services, a reduction in terrestrial repeater costs as a 
result of the elimination of duplicative repeater sites, and lower sales to distributors and consumers, partially 
offset by increased streaming costs and the incremental costs associated with the sale of connected vehicle 
devices since the acquisition of Automatic.  

Subscriber acquisition costs include hardware subsidies paid to radio manufacturers, distributors and automakers, 
including  subsidies  paid  for  chipsets  and  certain  other  components  used  in  manufacturing  radios;  device  royalties  for 
certain  radios  and  chipsets;  product  warranty  obligations;  and  freight. The  majority  of  subscriber  acquisition  costs  are 
incurred and expensed in advance of, or concurrent with, acquiring a subscriber. For the years ended December 31, 2018 
and 2017, subscriber acquisition costs decreased 6% and 3%, respectively, as compared to the corresponding periods in 
the prior year. The decreases for both years were driven by reductions to OEM hardware subsidy rates, lower subsidized 
costs related to the transition of chipsets and decreases in satellite radio installations.  

Other  operating  expense  includes  engineering,  design  and  development  costs  consisting  primarily  of 
compensation and related costs to develop chipsets and new products and services. For the years ended December 31, 2018 
and 2017, other operating expense increased 9% and 41%, respectively, as compared to the corresponding periods in the 
prior year. The current year increase was driven by the continued development of SIRIUS XM’s streaming product and 
connected vehicle services. The prior year increase was driven by the development of SIRIUS XM’s connected vehicle 
services and additional costs associated with the development of SIRIUS XM’s audio and video streaming products.  

Selling,  general  and  administrative  expense  includes  costs  of  marketing,  advertising,  media  and  production, 
including  promotional  events  and  sponsorships;  cooperative  marketing;  compensation  and  related  personnel  costs; 
facilities  costs,  finance,  legal,  human  resources  and  information  technology  costs.  Selling,  general  and  administrative 
expense  increased  9%  and  6%  for  the  years  ended  December 31,  2018  and  2017,  respectively,  as  compared  to  the 
corresponding prior year periods. The increases for both years were due to additional subscriber communications, retention 
programs and acquisition campaigns as well as higher personnel-related costs. Additional increases during the year ended 
December 31, 2018 were driven by higher information technology costs, a one-time charge for sales and use taxes and 
expenses associated with the Pandora acquisition. The increases during the year ended December 31, 2017 were partially 
offset by the timing of certain OEM marketing campaigns, lower legal costs, litigation reserves and consulting costs.  

Stock-based  compensation  increased  7%  and  14%  during  the  years  ended  December 31,  2018  and  2017, 
respectively,  as  compared  to  the  corresponding  periods  in  the  prior  year.  During  the  year  ended  December 31,  2018, 
SIRIUS XM recorded a one-time benefit to stock-based compensation expense as a result of the adoption of ASU 2018- 07, 
Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. This 
benefit was more than offset by an increase in stock-based compensation expense due to an increase in the number of 
awards granted. The increase in the prior year is primarily due to an increase in the number of awards granted.  

Depreciation  and  amortization  increased  5%  and  13%  during  the  years  ended  December 31,  2018  and  2017, 
respectively, as compared to the corresponding periods in the prior year. The increase in the current year is driven by an 
increase in amortization expenses related to capitalized software additions and an increase in depreciation expense due to 
additional assets placed in-service. The increase in the prior year was driven by the acceleration of amortization related to 
a shorter useful life of certain software as well as additional assets placed in-service.  

F-21 

Formula One Group 

Formula 1.  Formula 1 is a global motorsports business that holds exclusive commercial rights with respect to 
the  World  Championship,  an  annual,  approximately  nine-month  long,  motor  race-based  competition  in  which  teams 
compete  for  the  Constructors’  Championship  and  drivers  compete  for  the  Drivers’  Championship.  The  World 
Championship  takes  place  on  various  circuits  with  various  Events.  Formula 1  is  responsible  for  the  commercial 
exploitation and development of the World Championship. Formula 1 derives its primary revenue from the commercial 
exploitation  and  development  of  the  World  Championship  through  a  combination  of  entering  into  race  promotion, 
broadcasting and advertising and sponsorship arrangements. A significant majority of the race promotion, broadcasting 
and advertising and sponsorship contracts specify payments in advance and annual increases in the fees payable over the 
course of the contracts. 

Liberty acquired a controlling interest in Formula 1 on January 23, 2017 and applied acquisition accounting and 
consolidated the results of Formula 1 from that date. Prior to the acquisition of our controlling interest, we maintained an 
investment  in  Formula 1  since  September 7,  2016,  which  was  accounted  for  as  a  cost  method  investment. Although 
Formula 1’s results are only included in Liberty’s results since January 23, 2017, we believe a discussion of Formula 1’s 
results for all periods presented promotes a better understanding of the overall results of its business. For comparison and 
discussion purposes, we are presenting the pro forma results of Formula 1 for the full years ended December 31, 2017 and 
2016, inclusive of acquisition accounting adjustments. The pro forma financial information was prepared based on the 
historical financial information of Formula 1 and assuming the acquisition of Formula 1 took place on January 1, 2016. 
The  pro  forma  adjustments  have  been  made  solely  for  the  purpose  of  providing  comparative  pro  forma  financial 
information. The financial information below is presented for illustrative purposes only and does not purport to represent 
the actual results of operations of Formula 1 had the business combination occurred on January 1, 2016, or to project the 
results of operations of Liberty for any future periods. The pro forma adjustments are based on available information and 
certain assumptions that Liberty management believes are reasonable. The pro forma adjustments are directly attributable 
to the business combination and are expected to have a continuing impact on the results of operations of Liberty. 

Formula 1’s operating results were as follows: 

2018 
(actual) 

Years ended December 31,  
2017 
(pro forma)   
amounts in millions 

2016 
(pro forma)   

Primary Formula 1 revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $ 
Other Formula 1 revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total Formula 1 revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 1,487  
 340  
 1,827  

 1,483  
 301  
 1,784  

 1,502  
 294  
 1,796  

Operating expenses (excluding stock-based compensation included 
below): 

Cost of Formula 1 revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Selling, general and administrative expenses . . . . . . . . . . . . . . . . . . . . . .  
Adjusted OIBDA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Operating income (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 (1,273) 
 (154) 
 400  
 (16) 
 (452) 
 (68) 

 (1,221) 
 (125) 
 438  
 (24) 
 (451) 
 (37) 

 (1,256)  
 (90)  
 450  
 —  
 (403)  
 47  

Primary  Formula 1  revenue  is  derived  from  the  commercial  exploitation  and  development  of  the  World 
Championship through a combination of race promotion fees (earned from granting the rights to host, stage and promote 
each Event on the World Championship calendar), broadcasting fees (earned from licensing the right to broadcast Events 
on television and other platforms, including the internet) and advertising and sponsorship fees (earned from the sale of 
World Championship and Event-related advertising and sponsorship rights). 

The World  Championship  calendar  consisted  of  21  Events,  20  Events  and  21  Events  during  the  years  ended 

December 31, 2018, 2017 and 2016, respectively. 

F-22 

 
 
 
 
 
 
 
 
 
 
 
 
 
     
    
 
  
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
Primary Formula 1 revenue increased $4 million and decreased $19 million during the years ended December 31, 

2018 and 2017, respectively, as compared to the corresponding periods in the prior year.  

The  increase for  the  year  ended December 31,  2018 was driven by  an  increase  in race  promotion fees due  to 
contractual  increases  in  fees  for  certain  Events  and  increased  economics  from  contractual  arrangements  at  one  Event 
(which was fully offset by a decrease in advertising and sponsorship revenue, as discussed below). In addition, broadcasting 
revenue increased during the current period as compared to the corresponding period in the prior year due to the favorable 
impact of foreign currency exchange rates used to translate Great Britain Pound and Euro-denominated contracts into U.S. 
Dollars and the impact of certain contractual rate increases, partially offset by the early termination of one contract with a 
failing broadcast rights holder.  Advertising and sponsorship revenue decreased during the current period as compared to 
the corresponding period in the prior year due to revised contractual arrangements at one Event and non-renewal of another 
small sponsorship arrangement, partially offset by revenue from new contracts and increases in existing contracts.  

The prior year decrease was due to one less Event during 2017 compared to 2016 and legacy contractual terms of 
one  Event,  which  provided  a  one  time  significant  decrease  in  race  promotion  fees  after  the  2016  season  through  the 
remaining term of that contract. These decreases in race promotion revenue were partially offset by the impact of other 
contractual increases. Broadcasting revenue increased during the year ended December 31, 2017 as compared to the same 
period in the prior year due to the impact of certain contractual rate increases, partially offset by the net adverse impact of 
weaker prevailing foreign currency exchange rates used to translate a small number of fees that were not denominated in 
U.S. Dollars. Advertising and sponsorship revenue increased during the year ended December 31, 2017 as compared to 
the corresponding period in the prior year due to increased fees and growth in certain arrangements, partially offset by the 
non-renewal of two arrangements. 

Other Formula 1 revenue is generated from miscellaneous and ancillary sources primarily related to administering 
the shipment of cars and equipment to and from events outside of Europe, revenue from the sale of tickets to the Formula 
One Paddock Club at most Events, support races at Events (either from the direct operation of the F2 and GP3 series (the 
latter of which will be replaced in 2019 by the F3 series) or from the licensing of other third party series or individual race 
events), various television production and post-production activities, digital and social media services and other ancillary 
operations. 

Other Formula 1 revenue increased $39 million and $7 million during the years ended December 31, 2018 and 
2017, respectively, as compared to pro forma Other Formula 1 revenue in the corresponding periods in the prior year. The 
increase in the current year was primarily attributable increases in revenue from the sale of the new F2 chassis, engine and 
other components to the series’ competing teams due to 2018 being the first year of the F2 vehicle cycle, higher logistical 
and travel services revenue, higher digital media and television production related revenue and increased revenue from 
hospitality and various fan engagement and other event based activities.  

The increase during the year ended December 31, 2017 as compared to the corresponding period in the prior year 
was primarily attributable to higher logistics and digital media revenue, contributions from broadcasting in Ultra High 
Definition and higher hospitality revenue, partially offset by lower spend by GP3 series’ competing teams during 2017 due 
to it being the second year of the GP3 vehicle cycle. 

2018 
(actual) 

Years ended December 31,  
2017 

2016 

(pro forma)       (pro forma)    

amounts in millions 

Team payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Other costs of Formula 1 revenue . . . . . . . . . . . . . . . . . . . . . . . . .    

Cost of Formula 1 revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 

 (913) 
 (360) 
 (1,273) 

 (919)
 (302)
 (1,221)

 (966)  
 (290)  
 (1,256)  

Cost of Formula 1 revenue increased approximately $52 million and decreased $35 million during the years ended 
December 31, 2018 and 2017, respectively, as compared to the corresponding periods in the prior year. Cost of Formula 1 
revenue consists primarily of team payments. 

F-23 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
     
 
 
 
     
 
 
 
 
 
Team payments decreased by $6 million and $47 million during the years ended December 31, 2018 and 2017, 
respectively, as compared to the corresponding periods in the prior year. The decreases were attributable to reductions in 
the variable elements of the Prize Fund which are calculated based on Formula 1’s revenue and costs. 

Other costs of Formula 1 revenue include hospitality costs, which are principally related to catering and other 
aspects of the production and delivery of the Paddock Club, and circuit rights’ fees payable under various agreements with 
race promoters to acquire certain commercial rights at Events, including the right to sell advertising, hospitality and support 
race opportunities. Other costs include annual Federation Internationale de l’Automobile regulatory fees, advertising and 
sponsorship commissions and those incurred in the provision and sale of freight, travel and logistical services, F2 and GP3 
cars, parts and maintenance services, television production and post-production services, advertising production services 
and digital and social media activities. These costs are largely variable in nature and relate directly to revenue opportunities. 
Other costs of Formula 1 revenue increased $58 million and $12 million during the years ended December 31, 2018 and 
2017, respectively, as compared to the corresponding periods in the prior year. The current year increase is primarily due 
to increased technical, logistics and travel, hospitality and Formula 2 and GP3 costs associated with the changes in the 
World Championship calendar, increased costs associated with sale of the new Formula 2 chassis and components to the 
competing Formula 2 teams during the first season of the latest three year Formula 2 cycle, costs associated with increased 
fan engagement activities, technical and digital media development and delivery and higher freight and hospitality costs. 
The prior year increase is due to increasing fan engagement activities, filming in Ultra High definition and higher freight,  

digital media and hospitality costs, partially offset by a lower circuit rights’ fee under the contractual arrangements of one 
Event and the impact of one less Event in the year. 

Selling, general and administrative expenses include personnel costs, legal, professional and other advisory fees, 
bad  debt  expense,  rental  expense,  information  technology  costs,  non-Event-related  travel  costs,  insurance  premiums, 
maintenance and utility costs and other general office administration costs. Selling, general and administrative expenses 
increased $29 million and $35 million during the years ended December 31, 2018 and 2017, respectively, as compared to 
the  corresponding  periods  in  the  prior  year.  The  current  year  increase  was  primarily  driven  by  higher  marketing  and 
research costs and an increase in bad debt expense. The increases in pro forma selling, general and administrative expense 
during 2017 were primarily driven by higher personnel, property, marketing and research costs and advisory fees, all due 
to the acquisition by Liberty of Formula 1, partially offset by an improvement in foreign exchange related gains and lower 
bad debt expense during the year ended December 31, 2017 as compared to the corresponding prior year period. 

Stock-based compensation expense relates to costs arising from grants of Series C Liberty Formula One common 
stock options and restricted stock units to members of Formula 1 management, subsequent to the acquisition of Formula 1 
by Liberty. 

Depreciation  and  amortization  includes  depreciation  of  fixed  assets  and  amortization  of  intangible  assets. 
Depreciation and amortization was relatively flat during the year ended December 31, 2018 as compared to pro forma 
depreciation  and  amortization  in  the  corresponding  period  in  the  prior  year.  Pro  forma  depreciation  and  amortization 
increased $48 million during the year ended December 31, 2017, as compared to the corresponding period in the prior 
year. The increase was driven by an increase in amortization expense related to intangible assets acquired in the acquisition 
of Formula 1 by Liberty. 

Braves Group 

Braves Holdings.  Braves Holdings is our wholly owned subsidiary that indirectly owns and operates the Atlanta 
Braves Major League Baseball club and six minor league baseball clubs (the Gwinnett Stripers, the Mississippi Braves, 
the  Rome  Braves,  the  Danville  Braves,  the  GCL  Braves  and  the  Dominican  Summer  League).  Braves  Holdings  had 
exclusive operating rights to Turner Field, the home stadium of the Atlanta Braves, until December 31, 2016 pursuant to 
an Operating Agreement with the Atlanta Fulton County Recreation Authority. Effective for the 2017 season, the Braves 
relocated  to  a new  ballpark  in  Cobb  County,  a  suburb  of Atlanta. The facility  is  leased  from  Cobb County  and  Cobb-
Marietta Coliseum and Exhibit Hall Authority and offers a range of activities and eateries for fans. Braves Holdings and 
its affiliates participated in the construction of the new stadium and are participating in the construction of an adjacent 
mixed-use development project, which we refer to as the Development Project. 

F-24 

Operating results attributable to the Braves Holdings were as follows. 

2018 

Year ended December 31, 
2017 
amounts in millions 

2016 

Baseball revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Development revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Operating expenses (excluding stock-based compensation included below): 

Other operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Selling, general and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Adjusted OIBDA  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Operating income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 

Regular season home games . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Post season home games . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

404  
 38  
 442   

 (247)  
 (101)  
 94   
 (10)  
 (76)  
 8   

81  
2  

371  
 15  
 386   

 (281)  
 (98)  
 7   
 (46)  
 (67)  
 (106)  

81  
 —  

262   
 —   
 262  

 (224) 
 (54) 
 (16) 
 (9) 
 (32) 
 (57) 

81  
 —  

Revenue  includes  amounts  generated  from  Braves  Holdings’  baseball  and  development  operations.  Baseball 
revenue is derived from three primary sources: ballpark operations (ticket sales, concessions, corporate sales, suites and 
premium  seat  fees),  local  and  national  broadcast  rights,  licensing  and  other  shared  Major  League  Baseball  (“MLB”) 
revenue streams. Development revenue is derived from the mixed-use facilities and primarily includes rental income. For 
the years ended December 31, 2018 and 2017, revenue increased $56 million and $124 million, respectively, as compared 
to the corresponding prior years. Baseball revenue per game increased in 2018 due to ticket sales and concession revenue 
primarily due to increases in attendance driven by team performance, including post season revenue from the 2018 MLB 
playoffs.  Development  revenue  increased  during  the  year  ended  December 31,  2018  as  compared  to  the  prior  year  as 
Braves Holdings had just begun renting the mixed-use facilities in 2017. The increase in 2017 as compared to 2016 was 
primarily due to the move to the new stadium which increased the number of tickets sold, the average ticket price and 
concession revenue. Additionally, the new mixed-use development added revenue that Braves Holdings did not have in 
the previous year.   

Other operating expenses primarily include costs associated with baseball and stadium operations. For the years 
ended  December 31,  2018  and  2017,  other  operating  expenses  decreased  $34 million  and  increased  $57 million, 
respectively, as compared to the corresponding prior years. The decrease in 2018 as compared to 2017 was driven by lower 
player salaries. The increase in 2017 as compared to 2016 was driven primarily by increases in player costs and higher 
concession, parking and security costs associated with the new stadium.  

Selling,  general  and  administrative  expense  includes  costs  of  marketing,  advertising,  finance  and  related 
personnel  costs.  Selling,  general  and  administrative  expense  increased  $3 million  and  $44 million  for  the  years  ended 
December 31,  2018  and  2017,  respectively,  as  compared  to  the  corresponding  prior  years.  The  increase  in  2018  as 
compared to 2017 was primarily driven by higher marketing costs in conjunction with the 2018 MLB playoffs and higher 
expenses related to the Development Project. The increase in 2017 as compared to 2016 was primarily due to costs incurred 
with the new stadium and the write-off of certain contractual rights related to international players.  

Stock-based compensation decreased $36 million and increased $37 million during the years ended December 31, 
2018 and 2017, respectively, as compared to the corresponding prior years. The decrease in 2018 as compared to 2017 is 
due to vesting of outstanding awards in 2017, the start of a new plan period in 2018 and decreases in the fair value of the 
underlying awards. The increase in 2017 as compared to 2016 is due to an increase in the value of Braves Holdings and 
vesting of outstanding awards.  

Depreciation and amortization increased $9 million and $35 million during the years ended December 31, 2018 
and 2017, respectively, as compared to the corresponding prior years. The increase in 2018 as compared to 2017 is due to 
an increase in depreciation related to the stadium, which was placed into service on March 21, 2017, partially offset by 
lower amortization expense related to international player contracts. The increase during 2017 as compared to 2016 is due 
to an increase in depreciation related to the stadium and an increase in property and equipment to support the Development 
Project.  

F-25 

 
 
 
 
 
 
 
 
 
 
 
 
 
     
     
     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quantitative and Qualitative Disclosures about Market Risk. 

We  are  exposed  to  market  risk  in  the  normal  course  of  business  due  to  our  ongoing  investing  and  financial 
activities and the conduct of operations. Market risk refers to the risk of loss arising from adverse changes in stock prices 
and interest rates. The risk of loss can be assessed from the perspective of adverse changes in fair values, cash flows and 
future earnings. We have established policies, procedures and internal processes governing our management of market 
risks and the use of financial instruments to manage our exposure to such risks. 

We are exposed to changes in interest rates primarily as a result of our borrowing and investment activities, which 
include  investments  in  fixed  and  floating  rate  debt  instruments  and  borrowings  used  to  maintain  liquidity  and  to  fund 
business operations. The nature and amount of our long-term and short-term debt are expected to vary as a result of future 
requirements,  market  conditions  and  other  factors. We  manage  our  exposure  to  interest  rates  by  maintaining  what  we 
believe is an appropriate mix of fixed and variable rate debt. We believe this best protects us from interest rate risk. We 
have achieved this mix by (i) issuing fixed rate debt that we believe has a low stated interest rate and significant term to 
maturity, (ii) issuing variable rate debt with appropriate maturities and interest rates and (iii) entering into interest rate 
swap arrangements when we deem appropriate. 

As of December 31, 2018, our debt is comprised of the following amounts: 

Variable rate debt 

Fixed rate debt 

Principal 
amount 

      Weighted avg       Principal        Weighted avg   
      interest rate        amount 
interest rate    
dollar amounts in millions 

Liberty SiriusXM Group . . . . . . . . .    $ 
Braves Group . . . . . . . . . . . . . . . . . .    $ 
Formula One Group . . . . . . . . . . . . .    $ 

1,039  
154  
 407  

4.8%   $   6,905  
5.0%   $ 
 340  
4.8%   $   4,576  

5.0%  
3.6%  
3.3%  

The Company is exposed to changes in stock prices primarily as a result of our significant holdings in publicly 
traded  securities. We  continually  monitor  changes  in  stock  markets,  in general,  and  changes  in  the stock prices  of  our 
holdings,  specifically.  We  believe  that  changes  in  stock  prices  can  be  expected  to  vary  as  a  result  of  general  market 
conditions, technological changes, specific industry changes and other factors. We periodically use equity collars and other 
financial instruments to manage market risk associated with certain investment positions. These instruments are recorded 
at fair value based on option pricing models. 

At December 31, 2018, the fair value of our marketable debt and equity securities was $1,195 million. Had the 
market price of such securities been 10% lower at December 31, 2018, the aggregate value of such securities would have 
been $120 million lower. Additionally, our stock in Live Nation (an equity method affiliate) is a publicly traded security 
which is not reflected at fair value in our balance sheet. This security is also subject to market risk that is not directly 
reflected in our financial statements. 

Financial Statements and Supplementary Data. 

The consolidated financial statements of Liberty Media Corporation are included herein, beginning on Page F - 31.  

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. 

None. 

Controls and Procedures. 

In accordance with Rules 13a-15 and 15d-15 of the Securities Exchange Act of 1934, as amended (the “Exchange 
Act”), the Company carried out an evaluation, under the supervision and with the participation of management, including 
its  chief  executive  officer  and  principal  accounting  and  financial  officer  (the  “Executives”),  of  the  effectiveness  of  its 
disclosure  controls  and  procedures  as  of  the  end  of  the  period  covered  by  this  report.  Based  on  that  evaluation,  the 

F-26 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
    
     
 
 
  
Executives concluded that the Company’s disclosure controls and procedures were effective as of December 31, 2018 to 
provide reasonable assurance that information required to be disclosed in its reports filed or submitted under the Exchange 
Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange 
Commission’s rules and forms. 

See page F - 28 for Management’s Report on Internal Control Over Financial Reporting. 

See page F - 29 for Report of Independent Registered Public Accounting Firm for their attestation regarding our 

internal control over financial reporting. 

There has been no change in the Company’s internal control over financial reporting that occurred during the 
three months ended December 31, 2018 that has materially affected, or is reasonably likely to materially affect, its internal 
control over financial reporting. 

Other Information. 

None. 

F-27 

 
 
 
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING 

Liberty  Media  Corporation’s  (the  “Company”)  management  is  responsible  for  establishing  and  maintaining 
adequate internal control over the Company’s financial reporting, as such term is defined in Rule 13a-15(f) of the Securities 
Exchange Act  of  1934,  as  amended.  The  Company’s  internal  control  over  financial  reporting  is  designed  to  provide 
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external 
purposes in accordance with accounting principles generally accepted in the United States of America. Because of inherent 
limitations,  internal  control  over  financial  reporting  may  not  prevent  or  detect  misstatements. Also,  projections  of  any 
evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes 
in conditions, or that the degree of compliance with the policies and procedures may deteriorate. 

The  Company’s  management  assessed  the  effectiveness  of  internal  control  over  financial  reporting  as  of 
December 31,  2018,  using  the  criteria  in  Internal  Control-Integrated  Framework  (2013),  issued  by  the  Committee  of 
Sponsoring Organizations of the Treadway Commission. Based on this evaluation the Company’s management believes 
that, as of December 31, 2018, its internal control over financial reporting is effective.  

The Company’s independent registered public accounting firm audited the consolidated financial statements and 
related disclosures in the Annual Report and have issued an audit report on the effectiveness of the Company’s internal 
control over financial reporting. This report appears on page F  - 29 of this Annual Report. 

F-28 

 
 
 
Report of Independent Registered Public Accounting Firm 

To the Stockholders and Board of Directors 
Liberty Media Corporation: 

Opinion on Internal Control Over Financial Reporting 

We have audited Liberty Media Corporation and subsidiaries’ (the Company) internal control over financial reporting 
as  of  December 31,  2018,  based  on  criteria  established  in  Internal  Control—Integrated  Framework  (2013)  issued  by  the 
Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material 
respects, effective internal control over financial reporting as of December 31, 2018, based on criteria established in Internal 
Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. 

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United 
States)  (PCAOB),  the  consolidated  balance  sheets  of  the  Company  as  of  December 31,  2018  and  2017,  and  the  related 
consolidated statements of operations, comprehensive earnings (loss), cash flows and equity for each of the years in the three-
year period ended December 31, 2018, and related notes (collectively, the consolidated financial statements), and our report dated 
February 28, 2019 expressed an unqualified opinion on those consolidated financial statements. 

Basis for Opinion 

The Company’s management is responsible for maintaining effective internal control over financial reporting and for 
its  assessment  of  the  effectiveness  of  internal  control  over  financial  reporting,  included  in  the  accompanying  Management’s 
Report  on  Internal  Control  Over  Financial  Reporting.  Our  responsibility  is  to  express  an  opinion  on  the  Company’s  internal 
control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required 
to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and 
regulations of the Securities and Exchange Commission and the PCAOB. 

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and 
perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained 
in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal 
control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and 
operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures 
as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. 

Definition and Limitations of Internal Control Over Financial Reporting 

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding 
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally 
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that 
(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions 
of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation 
of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the 
company are being made only in accordance with authorizations of management and directors of the company; and (3) provide 
reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s 
assets that could have a material effect on the financial statements. 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. 
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate 
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. 

Denver, Colorado 
February 28, 2019 

/s/ KPMG LLP 

F-29 

 
 
Report of Independent Registered Public Accounting Firm 

To the Stockholders and Board of Directors 
Liberty Media Corporation: 

Opinion on the Consolidated Financial Statements 

We have audited the accompanying consolidated balance sheets of Liberty Media Corporation and subsidiaries (the 
Company) as of December 31, 2018 and 2017, the related consolidated statements of operations, comprehensive earnings (loss), 
cash flows and equity for each of the years in the three year period ended December 31, 2018, and the related notes (collectively, 
the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, 
the financial position of the Company as of December 31, 2018 and 2017, and the results of its operations and its cash flows for 
each  of  the  years  in  the  three  year  period  ended  December 31,  2018,  in  conformity  with  U.S. generally  accepted  accounting 
principles. 

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United 
States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2018, based on criteria established 
in  Internal  Control—Integrated  Framework  (2013)  issued  by  the  Committee  of  Sponsoring  Organizations  of  the  Treadway 
Commission, and our report dated February 28, 2019, expressed an unqualified opinion on the effectiveness of the Company’s 
internal control over financial reporting. 

Change in Accounting Principle 

As discussed in Note 3 to the consolidated financial statements, the Company has changed its method of accounting for 
revenue recognition in 2018 due to the adoption of Accounting Standards Codification Topic 606, Revenue from Contracts with 
Customers. 

Also as discussed in Note 3 to the consolidated financial statements, the Company changed its method of accounting 
for  share-based  payments  in  2016  due  to  the  adoption  of ASU  2016-09,  Compensation –  Stock  Compensation  (Topic  718): 
Improvements to Employee Share-Based Payment Accounting. 

Basis for Opinion 

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to 
express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered 
with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities 
laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and 
perform  the  audit  to  obtain  reasonable  assurance  about  whether  the  consolidated  financial  statements  are  free  of  material 
misstatement,  whether  due  to  error  or  fraud.  Our  audits  included  performing  procedures  to  assess  the  risks  of  material 
misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to 
those  risks.  Such  procedures  included  examining,  on  a  test  basis,  evidence  regarding  the  amounts  and  disclosures  in  the 
consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates 
made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our 
audits provide a reasonable basis for our opinion. 

We have served as the Company’s auditor since 2010. 

/s/ KPMG LLP 

Denver, Colorado 
February 28, 2019 

F-30 

 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Consolidated Balance Sheets 

December 31, 2018 and 2017 

2018 
2017 
amounts in millions 

Assets 
Current assets: 

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Trade and other receivables, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Investments in debt and equity securities (note 7)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Investments in affiliates, accounted for using the equity method (note 8)  . . . . . . . . . . . . . . . . . . .  

 358   
 364   
 360   
 1,082   
 1,278   
 1,641   

 1,029  
 358  
 356  
 1,743  
 1,114  
 1,750  

Property and equipment, at cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Accumulated depreciation  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 3,765   
    (1,296)  
 2,469   

 3,596  
 (1,055) 
 2,541  

Intangible assets not subject to amortization (note 9) 

Goodwill  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
FCC licenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

   18,386   
 8,600   
 1,074   
   28,060   
 5,715   
 583   
Total assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  40,828   

Intangible assets subject to amortization, net (note 9)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 18,383  
 8,600  
 1,074  
 28,057  
 6,192  
 599  
 41,996  

Liabilities and Equity 
Current liabilities: 

Accounts payable and accrued liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Current portion of debt (note 10) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 1,116   
 17   
 2,079   
 32   
 3,244   

 1,250  
 768  
 1,941  
 20  
 3,979  

Long-term debt, including $2,487 million and $2,115 million measured at fair value, 
respectively (note 10) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Deferred income tax liabilities (note 11) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

   13,371   
 1,651   
 864   
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  19,130   

 13,186  
 1,478  
 779  
 19,422  

See accompanying notes to consolidated financial statements. 

(continued) 

F-31 

 
 
 
 
 
 
 
 
     
     
  
 
 
  
 
   
 
 
 
 
   
 
 
 
  
  
  
  
  
 
 
   
 
 
 
  
 
  
 
 
   
 
 
 
 
   
 
 
 
  
  
 
  
  
 
 
   
 
 
 
 
   
 
 
 
 
   
 
 
 
  
  
  
  
  
  
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Consolidated Balance Sheets (Continued) 

December 31, 2018 and 2017 

Stockholders' equity (notes 12,14 and 16): 

2018 

      2017 
amounts in millions 

Preferred stock, $.01 par value. Authorized 50,000,000 shares; no shares issued . . . . . . . . . . . . . .    $ 
Series A Liberty SiriusXM common stock, $.01 par value. Authorized 2,000,000,000 shares 
at December 31, 2018; issued and outstanding 102,809,736 shares at December 31, 2018 and 
102,701,972 shares at December 31, 2017 (note 2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series A Liberty Braves common stock, $.01 par value. Authorized 200,000,000 shares at 
December 31, 2018; issued and outstanding 10,244,591 shares at December 31, 2018 and 
10,243,259 shares at December 31, 2017 (note 2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series A Liberty Formula One common stock, $.01 par value. Authorized 500,000,000 shares 
at December 31, 2018; issued and outstanding 25,675,346 shares at December 31, 2018 and  
25,649,611 shares at December 31, 2017 (note 2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series B Liberty SiriusXM common stock, $.01 par value. Authorized 75,000,000 shares at 
December 31, 2018; issued and outstanding 9,821,531 shares at December 31, 2018 and  
December 31, 2017 (note 2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series B Liberty Braves common stock, $.01 par value. Authorized 7,500,000 shares at 
December 31, 2018; issued and outstanding 981,860 shares at December 31, 2018 and 
December 31, 2017 (note 2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series B Liberty Formula One common stock, $.01 par value. Authorized 18,750,000 shares 
at December 31, 2018; issued and outstanding 2,453,485 shares at December 31, 2018 and  
2,454,448 shares at December 31, 2017 (note 2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series C Liberty SiriusXM common stock, $.01 par value. Authorized 2,000,000,000 shares 
at December 31, 2018; issued and outstanding 213,130,922 shares at December 31, 2018 and 
223,588,953 shares at December 31, 2017 (note 2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series C Liberty Braves common stock, $.01 par value. Authorized 200,000,000 shares at 
December 31, 2018; issued and outstanding 39,740,215 shares at December 31, 2018 and 
39,723,440 shares at December 31, 2017 (note 2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series C Liberty Formula One common stock, $.01 par value. Authorized 500,000,000 shares 
at December 31, 2018; issued and outstanding 202,887,872 shares at December 31, 2018 and 
202,720,588 shares at December 31, 2017 (note 2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Accumulated other comprehensive earnings (loss), net of taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Total stockholders' equity  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Noncontrolling interests in equity of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Total equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 —   

 —  

 1  

 1  

 —  

 —  

 —  

 —  

 —  

 —  

 —  

 —  

 —  

 —  

 2  

 2  

 —  

 —  

 2  
 2,984   
 (38)  

 2  
 3,892  
 (35) 
   13,644     13,081  
   16,595     16,943  
 5,631  
   21,698     22,574  

 5,103   

Commitments and contingencies (note 17) 

Total liabilities and equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  40,828     41,996  

See accompanying notes to consolidated financial statements. 

F-32 

 
 
 
 
 
 
 
 
    
  
 
 
  
 
 
 
 
 
 
  
  
  
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Consolidated Statements Of Operations 

Years ended December 31, 2018, 2017 and 2016 

Revenue: 

Subscriber revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  4,594   
   1,827  
Formula 1 revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
   1,619   
Other revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
   8,040   
Operating costs and expenses, including stock-based compensation (note 3): 

 4,473     4,194  
 —  
 1,783  
 1,338     1,082  
 7,594     5,276  

      2018 

     2017 

      2016 

amounts in millions 

Cost of subscriber services (exclusive of depreciation shown separately below): 

Revenue share and royalties  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Programming and content  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Customer service and billing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Cost of Formula 1 revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Subscriber acquisition costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Selling, general and administrative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Legal settlement, net (note 17) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Operating income (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Other income (expense): 

Interest expense  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Share of earnings (losses) of affiliates, net (note 8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Realized and unrealized gains (losses) on financial instruments, net (note 6) . . . . . . . . .   
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Earnings (loss) before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Income tax (expense) benefit (note 11) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Net earnings (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Less net earnings (loss) attributable to the noncontrolling interests . . . . . . . . . . . . . . . . . .   
Net earnings (loss) attributable to Liberty stockholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

   1,394   
 406   
 382   
 126   
 1,273  
 470   
 370   
   1,203   
 —  
 905   
   6,529   
    1,511   

 388   
 385   
 119   
 1,219  
 499   
 394   
 1,162   
 —  
 824   

 1,210     1,109  
 354  
 387  
 144  
 —  
 513  
 306  
 886  
 (511) 
 354  
 6,200     3,542  
 1,394     1,734  

    (606)  
 18   
 40   
 78   
    (470)  
   1,041   
    (176)  
 865   
 334   
 531   

 (362) 
 (591)  
 14  
 104   
 37  
 (88)  
 (4) 
 8   
 (567)  
 (315) 
 827     1,419  
 (495) 
 924  
 244  
 680  

 1,063   
 1,890   
 536   
 1,354   

Net earnings (loss) attributable to Liberty stockholders (note 2): 

Liberty Media Corporation common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  NA  
Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 676  
Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 5  
Liberty Formula One common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 (150) 
 531  

  $ 

NA  
 1,124  
 (25) 
 255  
 1,354  

 377  
 297  
 (30) 
 36  
 680  

See accompanying notes to consolidated financial statements. 

(continued) 

F-33 

 
  
 
 
  
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
  
 
 
 
 
 
 
 
  
  
  
 
 
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Consolidated Statements Of Operations (Continued) 

Years ended December 31, 2018, 2017 and 2016 

      2018 

      2017 

      2016 

Basic net earnings (loss) attributable to Liberty stockholders per common share 
(notes 2 and 3) 

Series A, B and C Liberty Media Corporation common stock  . . . . . . . . . . . . . . . . . . . . . . .   
Series A, B and C Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series A, B and C Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series A, B and C Liberty Formula One common stock  . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

NA   
2.04  
0.10  
(0.65) 

NA  
 3.35  
 (0.51) 
 1.23  

 1.13  
 0.89  
 (0.65) 
 0.43  

Diluted net earnings (loss) attributable to Liberty stockholders per common share 
(notes 2 and 3) 

Series A, B and C Liberty Media Corporation common stock  . . . . . . . . . . . . . . . . . . . . . . .   
Series A, B and C Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series A, B and C Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Series A, B and C Liberty Formula One common stock  . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

NA   
2.01  
0.10  
(0.65) 

NA  
 3.31  
 (0.51) 
 1.21  

 1.12  
 0.88  
 (0.65) 
 0.42  

See accompanying notes to consolidated financial statements. 

F-34 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2018 

      2017 
amounts in millions 

      2016 

 865   

 1,890   

 924 

 (34) 
 (3)  
 32  
 (10) 
 (15)  
 850   
 324   
 526   

 24  
 (3)  
 —  
 14  
 35   
 1,925   
 544   
 1,381   

 4 
 — 
 — 
 (14)
 (10)
 914 
 245 
 669 

 382 
 295 
 (30)
 22 
 669 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Consolidated Statements Of Comprehensive Earnings (Loss) 

Years ended December 31, 2018, 2017 and 2016 

Net earnings (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Other comprehensive earnings (loss), net of taxes: 

Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Unrealized holding gains (losses) arising during the period  . . . . . . . . . . . . . . . . . . . . . . . . .  
Credit risk on fair value debt instruments gains (losses) . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Share of other comprehensive earnings (loss) of equity affiliates . . . . . . . . . . . . . . . . . . . . .  
Other comprehensive earnings (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Comprehensive earnings (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Less comprehensive earnings (loss) attributable to the noncontrolling interests  . . . . . . . . . .  
Comprehensive earnings (loss) attributable to Liberty stockholders . . . . . . . . . . . . . . . . . . . .    $ 
Comprehensive earnings (loss) attributable to Liberty stockholders: 

Liberty Media Corporation common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  NA  
 663  
Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 2  
 (139) 
Liberty Formula One common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 526  

  $ 

NA  
 1,142  
 (28) 
 267  
 1,381  

See accompanying notes to consolidated financial statements. 

F-35 

 
 
 
 
 
 
 
 
 
    
 
 
 
 
 
 
  
  
  
  
 
   
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Consolidated Statements Of Cash Flows 

Years ended December 31, 2018, 2017 and 2016 

      2018 

      2017        2016     

amounts in millions 
(see note 5) 

Cash flows from operating activities: 
Net earnings (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Adjustments to reconcile net earnings to net cash provided by operating activities: 

Depreciation and amortization  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Share of (earnings) loss of affiliates, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Realized and unrealized (gains) losses on financial instruments, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Noncash interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Losses (gains) on dilution of investment in affiliate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Loss on early extinguishment of debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Deferred income tax expense (benefit)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other charges (credits), net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Changes in operating assets and liabilities 

 865 

 1,890 

 924   

 905 
 192 
 (18)
 (40)
 (1)
 1 
 1 
 167 
 (17)

 824 
 230 
 (104)
 88 
 16 
 (3)
 48 
    (1,064)
 4 

 354   
 150   
 (14)  
 (37)  
 11   
 —   
 24   
 427   
 30   

Current and other assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Payables and other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 (31)
 132 
 2,156 

 50 
 (247)
 1,732 

 25   
 277   
 2,171   

Cash flows from investing activities: 

Cash proceeds from dispositions of investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash paid for the acquisition of Formula 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Investments in equity method affiliates and debt and equity securities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Repayment of loans and other cash receipts from equity method affiliates and debt and equity securities  . . . .  
Capital expended for property and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Purchases of short term investments and other marketable securities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Sales of short term investments and other marketable securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other investing activities, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by investing activities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 399 
 — 
 (414)
 14 
 (403)
 — 
 — 
 34 
 (370)

Cash flows from financing activities: 

Borrowings of debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Repayments of debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Proceeds from issuance of Series C Liberty Formula One common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Series C Liberty SiriusXM common stock repurchases  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Subsidiary shares repurchased by subsidiary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Proceeds from Liberty Braves common stock rights offering . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Cash dividends paid by subsidiary  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Taxes paid in lieu of shares issued for stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other financing activities, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash . . . . . . . . . . . . . . . . . . . .  
Net increase (decrease) in cash, cash equivalents and restricted cash . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Cash, cash equivalents and restricted cash at beginning of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Cash, cash equivalents and restricted cash at end of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 3,617 
     (4,057)
 — 
 (466)
     (1,314)
 — 
 (59)
 (130)
 29 
     (2,380)
 (1)
 (595)
 1,047 
 452 

 21 
 (1,647)
 (862)
 — 
 (517)
 — 
 — 
 (132)
    (3,137)

 6,697 
    (5,107)
 1,938 
 — 
    (1,409)
 — 
 (60)
 (135)
 (48)
 1,876 
 4 
 475 
 572 
 1,047 

 62   
 —   
 (784)  
 48   
 (568)  
 (258)  
 273   
 (37)  
    (1,264)  

 2,745   
    (1,749)  
 —   
 —   
    (1,674)  
 203   
 (16)  
 (58)  
 3   
 (546)  
 —   
 361   
 211   
 572   

See accompanying notes to consolidated financial statements. 

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F-37

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements 

December 31, 2018, 2017 and 2016

(1)  Basis of Presentation 

The  accompanying  consolidated  financial  statements  of  Liberty  Media  Corporation  (formerly  named  Liberty 
Spinco, Inc.; see discussion below pertaining to the Starz Spin-Off (defined below)) (“Liberty,” “we,” “our,” “us” or the 
“Company” 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 XM  Holdings  Inc. (“SIRIUS XM”),  Formula 1  and Braves Holdings,  LLC (“Braves  Holdings”). Our  significant 
investment accounted for under the equity method of accounting is Live Nation Entertainment, Inc. (“Live Nation”). As 
discussed in notes 2 and 7, Liberty obtained a nearly 20% interest in Delta Topco Limited (“Delta Topco”), the parent 
company  of  Formula 1,  a  global  motorsports  business,  during  2016  and  acquired  the  remaining  interests,  other  than  a 
nominal number of shares held by certain Formula 1 teams, during January 2017. 

In September 2011, Liberty Interactive Corporation (“Liberty Interactive” and formerly named Liberty Media 
Corporation) completed the split-off of its former wholly-owned subsidiary (then known as Liberty Media Corporation) 
from its Liberty Interactive tracking stock group (the “Split-Off”). 

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 Liberty Media Corporation) spun-off (the “Starz Spin-Off”) 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 XM. SIRIUS XM, 
since the date of our investment, has repurchased approximately 2.5 billion SIRIUS XM shares for approximately $9.4 
billion.  Liberty  continues  to  maintain  a  controlling  interest  in  SIRIUS XM  following  the  completion  of  the  share 
repurchases. As of December 31, 2018, we owned approximately 73% of the outstanding equity interest in SIRIUS XM. 
On February 1, 2019, SIRIUS XM issued shares of SIRIUS XM Common Stock in conjunction with its acquisition of 
Pandora Media, Inc. (“Pandora”), 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’s  board  of  directors  approved  the  issuance  of  shares  of  its  Series C  Liberty  Media 
Corporation common stock to holders of its Series A and Series B Liberty Media Corporation common stock, effected by 
means  of  a  dividend.  On  July 23,  2014,  holders  of  Series A  and  Series B  Liberty  Media  Corporation  common  stock 
received a dividend of two shares of Series C Liberty Media Corporation common stock for each share of Series A or 
Series B Liberty Media Corporation common stock held by them as of July 7, 2014. Additionally, in connection with the 
Series C Liberty Media Corporation common stock issuance and the Broadband Spin-Off (defined below), outstanding 
Series A Liberty Media Corporation 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 “Bond Hedge Transaction”). See note 10 for 
further discussion regarding the warrants and Bond Hedge Transaction. 

On  November 4,  2014,  Liberty  completed  the  spin-off  to  its  stockholders  common  stock  of  a  newly  formed 
company called Liberty Broadband Corporation (“Liberty Broadband”) (the “Broadband Spin-Off”). In the Broadband 
Spin-Off, record holders of Series A, Series B and Series C Liberty Media Corporation 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. 

F-38 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

During  August 2014,  Liberty  Interactive  completed  the  distribution  of  Liberty  TripAdvisor  Holdings,  Inc. 
(“Liberty TripAdvisor”) (the “TripAdvisor Spin-Off”). During July 2016, Liberty  Interactive completed the spin-off of 
CommerceHub,  Inc.  (“CommerceHub”)  (the  “CommerceHub  Spin-Off”).  During  November 2016,  Liberty  Interactive 
completed  the  split-off  of  Liberty  Expedia  Holdings,  Inc.  (“Expedia  Holdings”)  (the  “Expedia  Holdings  Split-Off”). 
During March 2018, Liberty Interactive completed the split-off of GCI Liberty, Inc. (“GCI Liberty”) (the “GCI Liberty 
Split-Off”)  and  Liberty  Interactive  was  subsequently  renamed  Qurate  Retail,  Inc.  (“Qurate  Retail”).  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’s Series 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,  
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’s  case  terminated  in 
April 2017, and in CommerceHub’s 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’s 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’s  corporate  headquarters.  Under  these  various  agreements,  approximately  $30 million, 
$24 million and $21 million of these allocated expenses were reimbursed to Liberty during the years ended December 31, 
2018, 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 million annually, 
subject to certain increases based on the Consumer Price Index. The Lease Agreement expires on December 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) result 
primarily from the breach of certain restrictive covenants made by Starz, or (ii) result from Section 355(e) of the Internal 
Revenue Code of 1986 (the “Code”) 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) result  primarily  from  the  breach  of  certain  restrictive  covenants  made  by  Liberty 

F-39 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Broadband, or (ii) result from Section 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. 

(2)  Tracking Stocks 

During November 2015, Liberty’s board of directors authorized management to pursue a recapitalization of the 
Company’s common stock into three new tracking stock groups, one to be designated as the Liberty Braves common stock, 
one to be designated as the Liberty Media common stock and one to be designated as the Liberty SiriusXM common stock 
(the “Recapitalization”), and to cause to be distributed subscription rights related to the Liberty Braves common stock 
following the creation of the new tracking stocks. 

The  Recapitalization  was  completed  on April 15,  2016  and  the  newly  issued  shares  commenced  trading  or 
quotation in the regular way on the Nasdaq Global Select Market or the OTC Markets, as applicable, on Monday, April 18, 
2016.  In  the  Recapitalization,  each  issued  and  outstanding  share  of  Liberty  Media  Corporation  common  stock  was 
reclassified and exchanged for (a) 1 share of the corresponding series of Liberty SiriusXM common stock, (b) 0.1 of a 
share of the corresponding series of Liberty Braves common stock and (c) 0.25 of a share of the corresponding series of 
Liberty Formula One common stock on April 15, 2016. Cash was paid in lieu of the issuance of any fractional shares. In 
May 2016, the IRS completed its review of the Recapitalization and notified Liberty that it agreed with the nontaxable 
characterization of the transaction. The operating results prior to the Recapitalization are attributed to Liberty stockholders 
in the aggregate. However, the information in the following footnotes has been presented by tracking stock groups for all 
periods presented in order to enhance the information provided to users of these financial statements. 

Following the creation of the tracking stocks, Series A, Series B and Series C Liberty SiriusXM common stock 
trade under the symbols LSXMA/B/K, respectively; Series A, Series B and Series C Liberty Braves common stock trade 
or are quoted under the symbols BATRA/B/K respectively; and Series A, Series B and Series C Liberty Media common 
stock traded or were quoted under the symbols LMCA/B/K, respectively. Shortly following the Second Closing (as defined 
below) of the acquisition of Formula 1, the Liberty Media Group and Liberty Media common stock were renamed the 
Liberty Formula One Group (the “Formula One Group”) and the Liberty Formula One common stock, respectively, and 
the corresponding ticker symbols for the Series A, Series B and Series C Liberty Media common stock were changed to 
FWONA/B/K, respectively. Each series (Series A, Series B and Series C) of the Liberty SiriusXM common stock trades 
on the Nasdaq Global Select Market. Series A and Series C Liberty Braves common stock trade on the Nasdaq Global 
Select Stock Market and Series B Liberty Braves common stock is quoted on the OTC Markets. Series A and Series C 
Liberty  Formula  One  common  stock  continue  to  trade  on  the  Nasdaq  Global  Select  Market  and  the  Series B  Liberty 
Formula  One  common  stock  continues  to  be  quoted  on  the  OTC  Markets.  Although  the  Second  Closing,  and  the 
corresponding  tracking  stock  name  and  the  ticker  symbol  change,  were  not  completed  until  January 23  and  24,  2017, 
respectively, historical information of the Liberty Media Group and Liberty Media common stock is referred to herein as 
the Formula One Group and Liberty Formula One common stock, respectively. 

In addition, following the creation of the new tracking stocks, Liberty distributed to holders of its Liberty Braves 
common stock subscription rights to acquire shares of Series C Liberty Braves common stock in order to raise capital to 
repay an intergroup note and for working capital purposes. In the rights distribution, Liberty distributed 0.47 of a Series C 
Liberty Braves subscription right for each share of Series A, Series B or Series C Liberty Braves common stock held as of 
5:00 p.m., New York City time, on May 16, 2016. Fractional Series C Liberty Braves subscription rights were rounded up 
to the nearest whole right. Each whole Series C Liberty Braves subscription right entitled the holder to purchase, pursuant 
to the basic subscription privilege, one share of Liberty’s Series C Liberty Braves common stock at a subscription price of 

F-40 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

$12.80, which was equal to an approximate 20% discount to the trading day volume weighted average trading price of 
Series C  Liberty  Braves  common  stock  for  the  18-day  trading  period  ending  on  May 11,  2016.  Each  Series C  Liberty 
Braves subscription right also entitled the holder to subscribe for additional shares of Series C Liberty Braves common 
stock  that  were  unsubscribed  for  in  the  rights  offering  pursuant  to  an  oversubscription  privilege.  The  rights  offering 
commenced on May 18, 2016, which was also the ex-dividend date for the distribution of the Series C Liberty Braves 
subscription rights. The rights offering expired at 5:00 p.m. New York City time, on June 16, 2016 and was fully subscribed 
with 15,833,634 shares of Series C Liberty Braves common stock issued to those rightsholders exercising basic and, if 
applicable, oversubscription privileges. Approximately $150 million of the proceeds from the rights offering were used to 
repay the outstanding balance on an intergroup note and accrued interest to Liberty. The remaining proceeds were used for 
development costs attributed to the Braves Group. In September 2016, the IRS completed its review of the distribution of 
the Series C Liberty Braves subscription rights and notified Liberty that it agreed with the nontaxable characterization of 
the distribution. 

Additionally, as a result of the Recapitalization, Liberty’s 1.375% Cash Convertible Senior Notes due 2023 are 
now convertible into cash based on the product of the conversion rate specified in the indenture and the basket of tracking 
stocks  into  which  each  outstanding  share  of  Series A  Liberty  Media  Corporation  common  stock  was  reclassified  (the 
“Securities Basket”). The Series A Liberty Braves common stock component of the Securities Basket was subsequently 
adjusted pursuant to anti-dilution adjustments arising out of the distribution of subscription rights to purchase shares of 
Series C Liberty Braves common stock made to all holders of Liberty Braves common stock. Furthermore, the Company 
entered  into  amended  agreements  with  the  counterparties  with  regard  the  Recapitalization-related  adjustments  to  the 
outstanding Series A Liberty Media Corporation common stock warrants as well as the outstanding cash convertible note 
hedges and purchased call options. See note 10 for a more detailed discussion of the amendments made to these financial 
instruments as a result of the Recapitalization. 

As discussed in more detail in note 5, on September 7, 2016 Liberty, through its indirect wholly owned subsidiary 
Liberty  GR  Cayman  Acquisition  Company,  entered  into  two  definitive  stock  purchase  agreements  relating  to  the 
acquisition of Delta Topco. The transactions contemplated by the first purchase agreement were completed on September 7, 
2016,  resulting  in  the  acquisition  of  slightly  less  than  a  20%  minority  stake  in  Formula 1  on  an  undiluted  basis.  On 
October 27, 2016 under the terms of the first purchase agreement, Liberty acquired an additional incremental equity interest 
of Delta Topco, maintaining Liberty’s investment in Delta Topco on an undiluted basis and increasing slightly to 19.1% 
on a fully diluted basis. Liberty’s interest in Delta Topco and by extension Formula 1 is attributed to the Liberty Formula 
One Group (the “Formula One Group”). Liberty acquired 100% of the fully diluted equity interests of Delta Topco, other 
than  a  nominal  number  of  shares  held  by  certain  Formula 1  teams,  in  a  closing  under  the  second  purchase  agreement 
(following the unwind of the first purchase agreement) on January 23, 2017 (the “Second Closing”). Liberty’s acquired 
interest in Formula 1, along with existing Formula 1 cash and debt (which is non-recourse to Liberty), is attributed to the 
Formula One Group. 

A tracking stock is a type of common stock that the issuing company intends to reflect or “track” the economic 
performance of a particular business or “group,” rather than the economic performance of the company as a whole. While 
the  Liberty  SiriusXM  Group,  Liberty  Braves  Group  (the  “Braves  Group”)  and  Formula  One  Group  have  separate 
collections of businesses, assets and liabilities attributed to them, no group is a separate legal entity and therefore cannot 
own assets, issue securities or enter into legally binding agreements. Therefore, the Liberty SiriusXM Group, Braves Group 
and Formula One Group do not represent separate legal entities, but rather represent those businesses, assets and liabilities 
that have been attributed to each respective group. Holders of tracking stock have no direct claim to the group’s stock or 
assets and therefore, do not own, by virtue of their ownership of a Liberty tracking stock, any equity or voting interest in 
a public company, such as SIRIUS XM or Live Nation, in which Liberty holds an interest and that is attributed to a Liberty 
tracking stock group, such as the Liberty SiriusXM Group or the Formula One Group. Holders of tracking stock are also 
not represented by separate boards of directors. Instead, holders of tracking stock are stockholders of the parent corporation, 
with a single board of directors and subject to all of the risks and liabilities of the parent corporation. 

F-41 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

The Liberty SiriusXM common stock is intended to track and reflect the separate economic performance of the 
businesses,  assets  and  liabilities  attributed  to  the  Liberty  SiriusXM  Group.  Liberty  attributed  to  the  Liberty  SiriusXM 
Group its subsidiary SIRIUS XM, corporate cash, investments in debt securities, Liberty’s 2.125% Exchangeable Senior 
Debentures due 2048 and a margin loan obligation incurred by a wholly-owned special purpose subsidiary of Liberty. On 
February 1, 2019, SIRIUS XM acquired Pandora. See note 7 for more information regarding the acquisition of Pandora. 
As of December 31, 2018, the Liberty SiriusXM Group has cash and cash equivalents of approximately $91 million, which 
includes $54 million of subsidiary cash. 

The  Liberty  Braves  common  stock  is  intended  to  track  and  reflect  the  separate  economic  performance  of  the 
businesses,  assets  and  liabilities  attributed  to  the  Braves  Group.  Liberty  attributed  to  the  Braves  Group  its  subsidiary, 
Braves  Holdings,  which  indirectly  owns  the Atlanta  Braves  Major  League  Baseball  Club  (“ANLBC”  or  the  “Atlanta 
Braves”)  and  certain  assets  and  liabilities  associated  with ANLBC’s  stadium  and  mixed  use  development  project  (the 
“Development Project”) and corporate cash. The Formula One Group holds an intergroup interest in the Braves Group. As 
of December 31, 2018, the Braves Group has cash and cash equivalents of approximately $107 million, which includes 
$40 million of subsidiary cash. 

The Liberty Formula One common stock is intended to track and reflect the separate economic performance of 
the businesses, assets and liabilities attributed to the Formula One Group. Liberty attributed to the Formula One Group all 
of the businesses, assets and liabilities of Liberty other than those specifically attributed to the Braves Group or the Liberty 
SiriusXM Group, including Liberty’s interests in Formula 1 and Live Nation, an intergroup interest in the Braves Group, 
Liberty’s  1.375%  Cash  Convertible  Notes  due  2023  and  related  financial  instruments,  Liberty’s  1%  Cash  Convertible 
Notes due 2023, Liberty’s 2.25% Exchangeable Senior Debentures due 2046 and Liberty’s 2.25% Exchangeable Senior 
Debentures due 2048. As of December 31, 2018, the Formula One Group has cash and cash equivalents of approximately 
$160 million, which includes $30 million of subsidiary cash. 

As part of the Recapitalization, the Formula One Group initially held a 20% intergroup interest in the Braves 
Group. As a result of the rights offering, the number of notional shares representing the intergroup interest held by the 
Formula  One  Group  was  adjusted  to  9,084,940,  representing  a  15.1%  intergroup  interest  in  the  Braves  Group  at 
December 31, 2018. The intergroup interest is a quasi-equity interest which is not represented by outstanding shares of 
common stock; rather, the Formula One Group has an attributed value in the Braves Group which is generally stated in 
terms of a number of shares of Series C Liberty Braves common stock issuable to the Formula One Group with respect to 
its  interest  in  the  Braves  Group.  The  intergroup  interest  may  be  settled,  at  the  discretion  of  the  Company’s  board  of 
directors, through the transfer of newly issued shares of Liberty Braves common stock, cash and/or other assets to the 
Formula One Group. Accordingly, the intergroup interest attributable to the Formula One Group is presented as an asset 
and the intergroup interest attributable to the Braves Group is presented as a liability in the attributed financial statements 
and  the offsetting  amounts between  tracking  stock groups  are  eliminated  in  consolidation. The  intergroup  interest will 
remain outstanding until the cancellation of the outstanding interest, at the discretion of the Company’s board of directors, 
through transfer of securities, cash and/or other assets from the Braves Group to the Formula One Group. 

See page F-96 to this Annual Report for unaudited attributed financial information for Liberty’s tracking stock 

groups. 

(3)  Summary of Significant Accounting Policies 

Cash and Cash Equivalents 

Cash  equivalents  consist  of  investments  which  are  readily  convertible  into  cash  and  have  maturities  of  three 

months or less at the time of acquisition. 

F-42 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Receivables 

Receivables are reflected net of an allowance for doubtful accounts and sales returns. Such allowance aggregated 
$20 million and $12 million at December 31, 2018 and 2017, respectively. Activity in the year ended December 31, 2018 
included an increase of $68 million of bad debt charged to expense and $60 million of write-offs. Activity in the year ended 
December 31, 2017  included  an  increase of  $57 million  of bad  debt  charged  to  expense  and $55 million of write-offs. 
Activity in the year ended December 31, 2016 included an increase of $56 million of bad debt charged to expense and 
$53 million of write-offs. 

Investments 

All marketable equity and debt securities held by the Company are carried at fair value, generally based on quoted 
market  prices  and  changes  in  the  fair  value  of  such  securities  are  reported  in  realized  and  unrealized  gain  (losses)  on 
financial instruments in the accompanying consolidated statements of operations. The Company elected the measurement 
alternative (defined as the cost of the security, adjusted for changes in fair value when there are observable prices, less 
impairments)  for  its  equity  securities  without  readily  determinable  fair  values. The  total  value  of  marketable  debt  and 
equity securities aggregated $1,195 million and $1,047 million as of December 31, 2018 and 2017, respectively. 

For those investments in affiliates in which the Company has the ability to exercise significant influence, the 
equity method of accounting is used. Under this method, the investment, originally recorded at cost, is adjusted to recognize 
the Company’s share of net earnings or losses of the affiliate as they occur rather than as dividends or other distributions 
are  received.  Losses  are  limited  to  the  extent  of  the  Company’s  investment  in,  advances  to  and  commitments  for  the 
investee. In the event the Company is unable to obtain accurate financial information from an equity affiliate in a timely 
manner, the Company records its share of earnings or losses of such affiliate on a lag. 

Changes in the Company’s proportionate share of the underlying equity of an equity method investee, which result 
from the issuance of additional equity securities by such equity investee, are recognized in the statement of operations 
through the other, net line item. To the extent there is a difference between our ownership percentage in the underlying 
equity of an equity method investee and our carrying value, such difference is accounted for as if the equity method investee 
were a consolidated subsidiary. 

The Company continually reviews its equity investments to determine whether a decline in fair value below the 
carrying value is other than temporary. The primary factors the Company considers in its determination are the length of 
time  that  the  fair  value  of  the  investment  is  below  the  Company’s  carrying  value;  the  severity  of  the  decline;  and  the 
financial condition, operating performance and near term prospects of the investee. In addition, the Company considers 
the reason for the decline in fair value, be it general market conditions, industry specific or investee specific; analysts’ 
ratings and estimates of 12-month share price targets for the investee; changes in stock price or valuation subsequent to 
the balance sheet date; and the Company’s intent and ability to hold the investment for a period of time sufficient to allow 
for a recovery in fair value. If the decline in fair value is deemed to be other than temporary, the carrying value of the 
equity method investment is written down to fair value. In situations where the fair value of an investment is not evident 
due to a lack of a public market price or other factors, the Company uses its best estimates and assumptions to arrive at the 
estimated fair value of such investment. The Company’s assessment of the foregoing factors involves a high degree of 
judgment and accordingly, actual results may differ materially from the Company’s estimates and judgments. Writedowns 
for equity method investments are included in share of earnings (losses) of affiliates. 

The Company performs a qualitative assessment for equity securities without readily determinable fair values 
each reporting period to determine whether the security could be impaired. If the qualitative assessment indicates that an 
impairment could exist, we estimate the fair value of the investments, and, to the extent the security’s fair value is less than 
its carrying value, an impairment is recorded in the consolidated statements of operations.  

F-43 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Derivative Instruments and Hedging Activities 

All of the Company’s derivatives, whether designated in hedging relationships or not, are recorded on the balance 
sheet at fair value. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and 
of the hedged item attributable to the hedged risk are recognized in earnings. If the derivative is designated as a cash flow 
hedge, the effective portions of changes in the fair value of the derivative are recorded in other comprehensive earnings 
and are recognized in the statement of operations when the hedged item affects earnings. Ineffective portions of changes 
in the fair value of cash flow hedges are recognized in earnings. If the derivative is not designated as a hedge, changes in 
the fair value of the derivative are recognized in earnings. None of the Company’s derivatives are currently designated as 
hedges. 

The fair value of certain of the Company’s derivative instruments are estimated using the Black-Scholes model. 
The Black-Scholes model incorporates a number of variables in determining such fair values, including expected volatility 
of the underlying security and an appropriate discount rate. The Company obtained volatility rates from pricing services 
based on the expected volatility of the underlying security over the remaining term of the derivative instrument. A discount 
rate was obtained at the inception of the derivative instrument and updated each reporting period, based on the Company’s 
estimate of the discount rate at which it could currently settle the derivative instrument. The Company considered its own 
credit risk as well as the credit risk of its counterparties in estimating the discount rate. Considerable management judgment 
was required in estimating the Black-Scholes variables. 

Property and Equipment 

Property and equipment consisted of the following: 

     Estimated Useful Life      December 31, 2018      December 31, 2017  

amounts in millions 

Land  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Buildings and improvements . . . . . . . . . . . .     
Support equipment . . . . . . . . . . . . . . . . . . . .     
Satellite system  . . . . . . . . . . . . . . . . . . . . . .     
Construction in progress . . . . . . . . . . . . . . .     
Total property and equipment  . . . . . . . .   

NA 
10 - 40 years 
3 - 20 years 
15 years 
NA 

  $ 

  $ 

 183   
 905   
 553   
 1,679   
 445   
 3,765   

 217  
 974  
 514  
 1,676  
 215  
 3,596  

Property and equipment, including significant improvements, is stated at cost. Depreciation is computed using 
the straight-line method using estimated useful lives. Depreciation expense for the years ended December 31, 2018, 2017 
and 2016 was $251 million, $230 million and $186 million, respectively. 

A portion of the interest on funds borrowed to finance the construction of the Braves ballpark and mixed-use 
development as well as the launch of SIRIUS XM’s satellites and launch vehicles is capitalized. Capitalized interest is 
recorded as part of the asset’s cost and depreciated over the asset’s useful life. Capitalized interest costs for the years ended 
December 31,  2018  and  2017  was  approximately  $12 million  and  $10 million,  respectively,  which  related  to  the 
construction of SIRIUS XM’s satellites during the year ended December 31, 2018 and construction of the Braves ballpark 
and mixed-use development and SIRIUS XM’s satellites during the year ended December 31, 2017. 

Intangible Assets 

Intangible assets with estimable useful lives are amortized over their respective estimated useful lives to their 
estimated  residual  values,  and  reviewed  for  impairment  upon  certain  triggering  events.  Goodwill  and  other  intangible 

F-44 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
  
 
  
 
  
 
  
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

assets with indefinite useful lives (collectively, “indefinite lived intangible assets”) are not amortized, but instead are tested 
for impairment at least annually. Our annual impairment assessment of our indefinite-lived intangible assets is performed 
during the fourth quarter of each year. 

In  January 2017,  the  Financial  Accounting  Standards  Board  (“FASB”)  issued  new  accounting  guidance  to 
simplify the measurement of goodwill impairment. Under the new guidance, an entity no longer performs a hypothetical 
purchase price allocation to measure goodwill impairment. Instead, a goodwill impairment is measured using the difference 
between the carrying value and the fair value of the reporting unit. The Company early adopted this guidance during the 
fourth quarter of 2017. 

The accounting guidance permits entities to first assess qualitative factors to determine whether it is more likely 
than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is 
necessary to perform the quantitative goodwill impairment test. The accounting guidance also allows entities the option to 
bypass the qualitative assessment for any reporting unit in any period and proceed directly to the quantitative impairment 
test. The entity may resume performing the qualitative assessment in any subsequent period. 

In evaluating goodwill on a qualitative basis, the Company reviews the business performance of each reporting 
unit and evaluates other relevant factors as identified in the relevant accounting guidance to determine whether it is more 
likely than not that an indicated impairment exists for any of our reporting units. The Company considers whether there 
are  any  negative  macroeconomic  conditions,  industry  specific  conditions,  market  changes,  increased  competition, 
increased costs in doing business, management challenges, the legal environments and how these factors might impact 
company  specific  performance  in  future  periods.  As  part  of  the  analysis,  the  Company  also  considers  fair  value 
determinations for certain reporting units that have been made at various points throughout the current and prior years for 
other  purposes.  If  based  on  the  qualitative  analysis  it  is  more  likely  than  not  that  an  impairment  exists,  the  Company 
performs the quantitative impairment test. 

The quantitative goodwill impairment test compares the estimated fair value of a reporting unit to its carrying 
value. Developing estimates of fair value requires significant judgments, including making assumptions about appropriate 
discount rates, perpetual growth rates, relevant comparable market multiples, public trading prices and the amount and 
timing of expected future cash flows. The cash flows employed in Liberty’s valuation analysis are based on management’s 
best estimates considering current marketplace factors and risks as well as assumptions of growth rates in future years. 
There is no assurance that actual results in the future will approximate these forecasts. 

The accounting guidance also permits entities to first perform a qualitative assessment to determine whether it is 
more likely than not that an indefinite-lived intangible asset is impaired. The accounting guidance also allows entities the 
option to bypass the qualitative assessment for any indefinite-lived intangible asset in any period and proceed directly to 
the quantitative impairment test. The entity may resume performing the qualitative assessment in any subsequent period. 
If the qualitative assessment supports that it is more likely than not that the carrying value of the Company’s indefinite-
lived  intangible  assets,  other  than  goodwill,  exceeds  its  fair  value,  then  a  quantitative  assessment  is  performed.  If  the 
carrying value of an indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount 
equal to that excess. 

Impairment of Long-lived Assets 

The Company periodically reviews the carrying amounts of its property and equipment and its intangible assets 
(other than goodwill and indefinite-lived intangibles) to determine whether current events or circumstances indicate that 
such  carrying amounts  may  not be recoverable.  If  the  carrying  amount of  the  asset group  is greater than  the  expected 
undiscounted  cash  flows  to  be  generated  by  such  asset  group,  an  impairment  adjustment  is  to  be  recognized.  Such 
adjustment is measured by the amount that the carrying value of such asset groups exceeds their fair value. The Company 

F-45 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

generally measures fair value by considering sale prices for similar assets or by discounting estimated future cash flows 
using an appropriate discount rate. Considerable management judgment is necessary to estimate the fair value of asset 
groups. Accordingly, actual results could vary significantly from such estimates. Asset groups to be disposed of are carried 
at the lower of their financial statement carrying amount or fair value less costs to sell. 

Noncontrolling Interests 

The Company reports noncontrolling interests of subsidiaries within equity in the balance sheet and the amount 
of consolidated net income attributable to the parent and to the noncontrolling interest is presented in the statement of 
operations. Also, changes in ownership interests in subsidiaries in which the Company maintains a controlling interest are 
recorded in equity. 

Revenue Recognition 

In May 2014, the FASB issued new accounting guidance on revenue from contracts with customers. The new 
guidance requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised 
goods or services to customers. This new guidance also requires additional disclosure about the nature, amount, timing 
and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes 
in judgments and assets recognized from costs incurred to obtain or fulfill a contract. In March 2016, the FASB issued 
additional  guidance  which  clarifies  principal  versus  agent  considerations,  and  in April 2016,  the  FASB  issued  further 
guidance which clarifies the identification of performance obligations and the implementation guidance for licensing. The 
updated guidance replaced most existing revenue recognition guidance in U.S. generally accepted accounting principles 
(“GAAP”). The  Company  adopted  the new  guidance, which  established Accounting  Standards  Codification Topic 606 
(“ASC 606” or the “new revenue standard”), effective January 1, 2018 under the modified retrospective transition method. 
Results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior period amounts 
are not adjusted and continue to be reported in accordance with the Company’s historic accounting under ASC 605. 

As part of adopting the new revenue standard under the modified retrospective transition method, the Company 
elected to utilize certain practical expedients as permitted under ASC 606. The Company elected to apply the guidance 
from ASC 606 only to contracts that were not completed as of January 1, 2018. Completed contracts are those contracts 
for which substantially all of the revenue had been recognized under ASC 605. The Company also elected to utilize the 
practical expedient for contract modifications. For modified contracts, the Company did not separately evaluate the effects 
of each contract modification that occurred prior to January 1, 2018. Instead, the Company reflected the aggregate effect 
of all contract modifications (on a contract-by-contract basis) that occurred prior to January 1, 2018 by identifying the 
satisfied and unsatisfied performance obligations and allocating the transaction price to such performance obligations.  

Sales, value add, and other taxes when collected concurrently with revenue producing activities are excluded from 
revenue. Incremental costs of obtaining a contract are expensed when the amortization period of the asset is one year or 
less. To the extent the incremental costs of obtaining a contract relate to a period greater than one year, the Company 
amortizes such incremental costs in a manner that is consistent with the transfer to the customer of the goods or services 
to which the asset relates. If, at contract inception, we determine the time period between when we transfer a promised 
good or service to a customer and when the customer pays us for that good or service is one year or less, we do not adjust 
the promised amount of consideration for the effects of a significant financing component. 

F-46 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

The cumulative effect of the changes made to the consolidated balance sheet as of January 1, 2018 for the adoption 

of ASC 606 are as follows: 

Balance at  
December 31,     

2017 

Adoption of 
ASC 606 
in millions  

Balance at  
January 1,  
2018 

Assets 
Other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Other assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 

Liabilities and Equity 
Accounts payable and accrued liabilities . . . . . . . . . . . . . . . . . . . . . .    $ 
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Other liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Deferred income tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Retained earnings  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Noncontrolling interests in equity of subsidiaries . . . . . . . . . . . . . . .    $ 

356 
599 

1,250 
1,941 
20 
779 
1,478 
13,081 
5,631 

55 
37 

33 
(42)
11 
30 
15 
41 
4 

411  
636  

1,283  
1,899  
31  
809  
1,493  
13,122  
5,635  

In  accordance  with  the  new  revenue  standard  requirements,  the  following  table  illustrates  the  impact  on  our 
reported  results  in  the  consolidated  statements  of  operations  assuming  we  did  not  adopt  the  new  revenue  standard  on 
January 1, 2018. Other than previously discussed, upon the adoption of the revenue standard on January 1, 2018, there 
were no additional material adjustments to our consolidated balance sheet as of December 31, 2018. 

Year ended December 31, 2018 

      As reported 

  Balances without 

adoption of  
ASC 606 

Impact of 
ASC 606 
in millions  

Revenue: 
Subscriber revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Other revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

Costs of subscriber services: 

Revenue share and royalties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Subscriber acquisition costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Selling, general and administrative  . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Income tax (expense) benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

4,594  
1,619  

1,394  
470  
1,203  
(176) 

Net earnings (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

865  

95 
(2)

88 
4 
(1)
(1)

1 

4,689  
1,617  

1,482  
474  
1,202  
(177) 

866  

F-47 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
    
     
    
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
  
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     
     
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Our  customers  generally  pay  for  services  in  advance  of  the  performance  obligation  and  therefore  these 
prepayments are recorded as deferred revenue. The deferred revenue is recognized as revenue in our consolidated statement 
of operations as the services are provided. Changes in the contract liability balance for SIRIUS XM during the year ended 
December 31, 2018  were  not  materially  impacted by  other  factors. The opening  and  closing  balances  for  our deferred 
revenue related to Formula 1 and Braves Holdings was approximately $59 million and $154 million, respectively. The 
primary cause for the increase related to the receipt of cash from our customers in advance of satisfying our performance 
obligations. 

As the majority of SIRIUS XM contracts are one year or less, SIRIUS XM utilized the optional exemption under 
ASC 606 and has not disclosed information about the remaining performance obligations for contracts which have original 
expected durations of one year or less. As of December 31, 2018, less than ten percent of the SIRIUS XM total deferred 
revenue balance related to contracts that extended beyond one year. These contracts primarily include prepaid data trials 
which  are  typically  provided  for  three  to  five  years  as  well  as  for  self-pay  customers  who  prepay  for  their  audio 
subscriptions for up to three years in advance. These amounts will be recognized on a straight-line basis as SIRIUS XM’s 
services are provided.  

Significant  portions  of  the  transaction  prices  for  Formula  1  and  Braves  Holdings  are  related  to  undelivered 
performance obligations that are under contractual arrangements that extend beyond one year. The Company anticipates 
recognizing revenue from the delivery of such performance obligations of approximately $1,905 million in 2019, $1,779 
million in 2020, $4,603 million in 2021 through 2026, and $449 million thereafter, primarily recognized through 2035. 
We have not included any amounts in the undelivered performance obligations amounts for Formula 1 and Braves Holdings 
for those performance obligations that relate to a contract with an original expected duration of one year or less.  

Below is a summary of the impacts of the new revenue standard on SIRIUS XM, Formula 1 and Braves Holdings. 

SIRIUS XM 

The following table disaggregates SIRIUS XM’s revenue by source: 

Subscriber  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Advertising  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Music Royalty and Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Total SIRIUS XM revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 4,594  
 188  
 155  
 834  
 5,771  

Year ended 
December 31, 2018   
in millions 

The new revenue standard primarily impacts how SIRIUS XM accounts for revenue share payments as well as 

other immaterial impacts. 

SIRIUS XM previously recorded revenue share related  to paid-trials as Revenue share and royalties expense. 
Under the new guidance, SIRUS XM has recorded these revenue share payments as a reduction to revenue as the payments 
do not transfer a distinct good or service to SIRIUS XM. Prior to the adoption, a portion of deferred revenue was for the 
revenue share related to paid trials. Under the new revenue standard, SIRIUS XM reclassified the revenue share related to 
paid-trials existing as of the date of adoption from current portion of deferred revenue to accounts payable and accrued 
liabilities. For new paid-trials, the net amount of the paid trial will be recorded as deferred revenue and the portion of 
revenue share will be recorded to accounts payable and accrued liabilities.  

F-48 

 
 
 
 
 
 
 
 
 
    
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Activation fees were previously recognized over the expected subscriber life using the straight-line method. Under 
the new guidance, activation fees have been recognized over a one month period from activation as the activation fees are 
non-refundable and they do not convey a material right. Loyalty payments to major automakers (“OEMs”) were previously 
expensed when incurred as subscriber acquisition costs. Under the new guidance, these costs have been capitalized in other 
current assets as costs to obtain a contract and these costs will be amortized to subscriber acquisition costs over an average 
self-pay subscriber life of that OEM. These changes do not have a material impact to the consolidated financial statements.  

The following is a description of the principal activities from which SIRIUS XM generates its revenue - including 

from self-pay and paid promotional subscribers, advertising, and sales of equipment. 

Subscriber revenue. Subscriber revenue consists primarily of subscription fees and other ancillary subscription 
based revenues. Revenue is recognized on a straight line basis when the performance obligations to provide each service 
for the period are satisfied, which is over time as SIRIUS XM’s subscription services are continuously transmitted and can 
be consumed by customers at any time. Consumers purchasing or leasing a vehicle with a factory-installed satellite radio 
typically receive between a three and twelve month subscription to SIRIUS XM’s service. In certain cases, the subscription 
fees for these consumers are prepaid by the applicable automaker. Prepaid subscription fees received from automakers or 
directly from consumers are recorded as deferred revenue and amortized to revenue ratably over the service period which 
commences upon sale. Activation fees are recognized over one month as the activation fees are non-refundable and do not 
provide for a material right to the customer. There is no revenue recognized for unpaid trial subscriptions. In some cases, 
SIRIUS XM pays a loyalty fee to the OEM when it receives a certain amount of payments from self-pay customers acquired 
from that OEM. These fees are considered incremental costs to obtain a contract and are therefore recognized as an asset 
and amortized to Subscriber acquisition costs over an average subscriber life. Revenue share and loyalty fees paid to an 
OEM offering a paid trial are accounted for as a reduction of revenue as the payment does not provide a distinct good or 
service. 

Advertising revenue. SIRIUS XM recognizes revenue from the sale of advertising as performance obligations 
are satisfied upon airing of the advertising; therefore, revenue is recognized at a point in time when each advertising spot 
is transmitted. Agency fees are calculated based on a stated percentage applied to gross billing revenue for SIRIUS XM’s 
advertising inventory and are reported as a reduction of advertising revenue. Additionally, SIRIUS XM pays certain third 
parties  a  percentage  of  advertising  revenue. Advertising  revenue  is  recorded  gross  of  such  revenue  share  payments  as 
SIRIUS  XM  controls  the  advertising  service  including  the  ability  to  establish  pricing  and  SIRIUS  XM  is  primarily 
responsible for  providing  the  service. Advertising revenue  share payments  are recorded  to revenue  share  and  royalties 
during the period in which the advertising is transmitted. 

Equipment  revenue.  Equipment  revenue  and  royalties  from  the  sale  of  satellite  radios,  components  and 
accessories are recognized when the performance obligation is satisfied and control is transferred, which is generally upon 
shipment. Revenue is recognized net of discounts and rebates. Shipping and handling costs billed to customers are recorded 
as revenue. Shipping and handling costs associated with shipping goods to customers are reported as a component of Cost 
of subscriber services. 

Music Royalty and Other revenue. Music royalty and other revenue primarily consists of U.S. music royalty 
fees ("MRF") collected from subscribers. The related costs SIRIUS XM incurs for the right to broadcast music and other 
programming  are  recorded  as  revenue  share  and  royalties  expense.  Fees  received  from  subscribers  for  the  MRF  are 

F-49 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

recorded  as  deferred  revenue  and  amortized  to  revenue  ratably  over  the  service  period  as  the  royalties  relate  to  the 
subscription services which are continuously delivered to SIRIUS XM’s customers. 

SIRIUS XM revenue is reported net of any taxes assessed by a governmental authority that is both imposed on, 
and  concurrent  with,  a  specific  revenue-producing  transaction  between  a  seller  and  a  customer  in  the  consolidated 
statements of operations. 

Formula 1 

The following table disaggregates Formula 1’s revenue by source: 

Primary  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Total Formula 1 revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 1,487  
 340  
 1,827  

Year ended 
December 31, 2018  
in millions 

Upon entering into a new arrangement, Formula 1 occasionally incurs certain incremental costs of obtaining a 
contract. These incremental costs relate to commission amounts that will be paid over the life of the contract for which the 
recipient  does  not  have  any  substantive  future  performance  requirement  to  earn  such  commission.  Accordingly,  the 
commission  costs  will  be  capitalized  and  amortized  over  the  life  of  the  contract.  Upon  adoption  of  the  new  revenue 
standard, Formula 1 recorded a contract cost asset and a corresponding commission payable.  

The following is a description of principal activities from which Formula 1 generates its revenue. 

Primary revenue. Formula 1 holds exclusive commercial rights with respect to the World Championship, an 
annual,  approximately  nine-month  long,  motor  race-based  competition  in  which  teams  compete  for  the  Constructors’ 
Championship  and  drivers  compete  for  the  Drivers’  Championship.  Formula 1  derives  its  primary  revenue  from  the 
commercial  exploitation  and  development  of  the  World  Championship  through  a  combination  of  entering  into  race 
promotion, broadcasting and advertising and sponsorship arrangements. Primary revenue derived from the commercial 
exploitation of the World Championship is (i) recognized on an event by event basis for those performance obligations 
associated with a specific event based on the fees within the underlying contractual arrangement and (ii) recognized over 
time for those performance obligations associated with a period of time that is greater than a single specific event (for 
example, over the entire race season or calendar year) based on the fees within the underlying contractual arrangement.  

Other revenue. Formula 1 earns other revenue from miscellaneous and ancillary sources, primarily related to 
administering the shipment of cars and equipment to and from the events outside of Europe and revenue from the sale of 
tickets to the Formula One Paddock Club event-based hospitality at certain of the motor races. To the extent such revenue 
relates to services provided or rights associated with a specific event, the revenue is recognized upon occurrence of the 
related event and to the extent such revenue relates to services provided or rights over a longer period of time, the revenue 
is recognized over time. 

F-50 

 
 
 
 
 
 
     
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Braves Holdings 

The following table disaggregates Braves Holdings’ revenue by source: 

Baseball . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Development . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Total Braves Holdings revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 404  
 38  
 442  

Year ended 
December 31, 2018  
in millions 

The new revenue standard primarily impacted Braves Holdings revenue recognition related to broadcast rights 
revenue.  Under  the  old  revenue  standard,  Braves  Holdings  recognized  revenue  from  its  broadcast  rights  arrangements 
limited to the amounts that were not contingent on the provision of future goods or services, which resulted in revenue 
recognition approximating the cash received. Upon adoption of the new revenue standard, Braves Holdings is required to 
estimate  the  entire  transaction  price  of  the  contractual  arrangements  and  recognize  revenue  allocated  to  each  of  the 
performance  obligations  within  the  contractual  arrangements  as  those  performance  obligations  are  satisfied.  Such 
performance obligations are typically satisfied over time and result in differences between revenue recognized and cash 
received, dependent on how far into a contractual arrangement Braves Holdings is at any given reporting period. The new 
revenue standard resulted in an immaterial change in revenue recognized during the year ended December 31, 2018 and 
an immaterial effect to the consolidated balance sheet as compared to the old revenue standard.  

The following is a description of principal activities from which Braves Holdings generates its revenue. 

Baseball revenue. Revenue for Braves Holdings ticket sales, signage and suites are recognized on a per game 
basis during the baseball season based on a pro rata share of total revenue earned during the entire baseball season to the 
total number of home games during the season. Broadcasting rights are recognized on a per game basis during the baseball 
season based on the pro rata number of games played to date to the total number of games during the season. Concession 
and parking revenue are recognized on a per game basis during the baseball season. Major League Baseball (“MLB”) 
revenue is earned throughout the year based on an estimate of revenue generated by MLB on behalf of the 30 MLB clubs. 
Sources  of  MLB  revenue  include  distributions  from  the  MLB  Central  Fund,  distributions  from  MLB  Properties  and 
revenue sharing income, if applicable. 

Development revenue. Revenue from Braves Holdings’ minimum rents are recognized on a straight-line basis 
over the terms of their respective lease agreements. Some retail tenants are required to pay overage rents based on sales 
over a stated base amount during the lease term. Overage rents are only recognized when each tenant’s sales exceed the 
applicable  sales  threshold. Tenants  reimburse  Braves  Holdings  for  a  substantial  portion  of  Braves  Holdings  operating 
expenses,  including  common  area  maintenance,  real  estate  taxes  and  property  insurance.  Braves  Holdings  accrues 
reimbursements  from  tenants  for  recoverable  portions  of  all  these  expenses  as  revenue  in  the  period  the  applicable 
expenditures  are  incurred.  Braves  Holdings  recognizes  differences  between  estimated  recoveries  and  the  final  billed 
amounts  in  the  subsequent  year. These  differences  were  not  material  in  any  period  presented.  Sponsorship  revenue  is 
recognized on a straight-line basis over each annual period. Parking revenue is recognized daily based on actual usage. 

F-51 

 
 
 
 
 
 
 
 
     
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Cost of Subscriber Services 

Revenue Share 

SIRIUS XM shares a portion of its subscription revenue earned from self-pay subscribers and paid promotional 
subscribers with certain automakers. The terms of the revenue share agreements vary with each automaker, but are typically 
based upon the earned audio revenue as reported or gross billed audio revenue. Such shared revenue is recorded as an 
expense and not as a reduction to revenue. 

Programming Costs 

Programming  costs  which  are  for  a  specified  number  of  events  are  amortized  on  an  event-by-event  basis; 
programming costs which are for a specified season or include programming through a dedicated channel are amortized 
over the season or period on a straight-line basis. SIRIUS XM allocates a portion of certain programming costs which are 
related to sponsorship and marketing activities to selling, general and administrative expense on a straight-line basis over 
the term of the agreement. 

Cost of Formula 1 Revenue 

Cost  of  Formula 1  revenue  consists  of  team  payments  and  hospitality  costs,  which  are  principally  related  to 
catering and other aspects of the production and delivery of the Paddock Club, and circuit rights’ fees payable under various 
agreements  with  race  promoters  to  acquire  certain  commercial  rights  at Events,  including  the  right  to  sell  advertising, 
hospitality and support race opportunities. Other costs include annual Federation Internationale de l’Automobile regulatory 
fees, advertising and sponsorship commissions and those incurred in the provision and sale of freight, travel and logistical 
services, F2 and GP3 cars, parts and maintenance services, television production and post-production services, advertising 
production services and digital and social media activities. These costs are largely variable in nature and relate directly to 
revenue opportunities. 

Subscriber Acquisition Costs 

Subscriber acquisition costs consist of costs incurred to acquire new subscribers and include hardware subsidies 
paid to radio manufacturers, distributors and automakers, including subsidies paid to automakers who include a satellite 
radio  and  a prepaid  subscription  to SIRIUS XM  service  in  the  sale or  lease  price of  a  new vehicle;  subsidies  paid for 
chipsets  and  certain  other  components  used  in  manufacturing  radios;  device  royalties  for  certain  radios  and  chipsets; 
commissions  paid  to  retailers  and  automakers  as  incentives  to  purchase,  install  and  activate  radios;  product  warranty 
obligations;  freight;  and  provisions  for  inventory  allowance  attributable  to  inventory  consumed  in  SIRIUS XM’s 
automaker and retail distribution channels. Subscriber acquisition costs do not include advertising costs, loyalty payments 
to distributors and dealers of radios and revenue share payments to automakers and retailers of radios. 

Subsidies paid to radio manufacturers and automakers are expensed upon installation, shipment, receipt of product 
or activation and are included in Subscriber acquisition costs because SIRIUS XM is responsible for providing the service 
to the customers. Commissions paid to retailers and automakers are expensed upon either the sale or activation of radios. 
Chipsets  that  are  shipped  to  radio  manufacturers  and  held  on  consignment  are  recorded  as  inventory  and  expensed  as 
subscriber  acquisition  costs  when  placed  into  production  by  radio  manufacturers.  Costs  for  chipsets  not  held  on 
consignment are expensed as subscriber acquisition costs when the automaker confirms receipt. 

F-52 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Stock-Based Compensation 

As  more  fully  described  in  note 14,  Liberty  has  granted  to  its  directors,  employees  and  employees  of  its 
subsidiaries  options  and  restricted  stock  to  purchase  shares  of  Liberty  common  stock  (collectively,  “Awards”).  The 
Company measures the cost of employee services received in exchange for an Award based on the grant-date fair value of 
the Award, and recognizes that cost over the period during which the employee is required to provide service (usually the 
vesting period of the Award). 

Included in the accompanying consolidated statements of operations are the following amounts of stock-based 

compensation: 

Years ended December 31, 
      2016 
2018 

      2017 

amounts in millions 

Cost of subscriber services: 

Programming and content . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Customer service and billing  . . . . . . . . . . . . . . . . . . . . . . . . .    
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Other operating expense  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Selling, general and administrative . . . . . . . . . . . . . . . . . . . . . .    

 28   
 4   
 5   
 17   
    138   
  $  192   

 27   
 4   
 5   
 16   
 178   
 230   

 21  
 4  
 5  
 13  
 107  
 150  

In March 2016, the FASB issued new accounting guidance on share-based payment accounting. The areas for 
simplification in this update involve several aspects of the accounting for share-based payment transactions, including the 
income tax consequences, classification of awards as either equity or liabilities, forfeiture calculations, and classification 
on the statement of cash flows. We early adopted this new guidance in the third quarter of 2016. The Company applied the 
new  guidance  prospectively  from  January 1,  2016.  In  accordance  with  the  new  guidance,  excess  tax  benefits  and  tax 
deficiencies are recognized as income tax benefit or expense rather than as additional paid-in capital. The Company has 
elected to recognize forfeitures as they occur rather than continue to estimate expected forfeitures. In addition, pursuant to 
the new guidance, excess tax benefits are classified as an operating activity on the consolidated statements of cash flows. 
The recognition of excess tax benefits and deficiencies are applied prospectively. For tax benefits that were not previously 
recognized and for adjustments to compensation cost based on actual forfeitures, the Company recorded a cumulative-
effect adjustment in retained earnings as of January 1, 2016 in the amount of $66 million. 

In  June 2018,  the  FASB  issued  new  accounting  guidance  which  expands  the  scope  of  existing  accounting 
guidance  for  stock-based  compensation  to  include  share-based  payments  made  to  nonemployees.  The  new  guidance 
substantially aligns the accounting for payments made to nonemployees and employees. Upon adoption, equity classified 
share-based awards to nonemployees will be measured at fair value on the grant date of the awards, entities will need to 
assess the probability of satisfying performance conditions if any are present and awards will continue to be classified 
according to existing accounting guidance upon vesting, which eliminates the need to reassess classification upon vesting, 
consistent with awards granted to employees. The guidance is effective for fiscal years beginning after December 15, 2018, 
including interim periods within those fiscal years, and early adoption is permitted. SIRIUS XM, the Company’s only 
subsidiary with nonemployee  share-based payment arrangements, elected to early adopt this guidance effective July 1, 
2018. Upon adoption, the previously liability-classified awards were reclassified to equity. The impact of the adoption of 
this guidance was a $22 million increase to additional paid-in capital, $3 million decrease in opening retained earnings, $7 
million increase in noncontrolling interest in equity of subsidiaries and a decrease of $26 million in accounts payable and 
accrued liabilities.   

F-53 

 
 
 
 
 
 
 
 
 
 
 
  
 
     
  
 
 
  
 
 
 
 
  
  
  
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Income Taxes 

The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities 
are recognized for the future tax consequences attributable to differences between the financial statement carrying value 
amounts and income tax bases of assets and liabilities and the expected benefits of utilizing net operating loss and tax 
credit carryforwards. The deferred tax assets and liabilities are calculated using enacted tax rates in effect for each taxing 
jurisdiction in which the Company operates for the year in which those temporary differences are expected to be recovered 
or settled. Net deferred tax assets are then reduced by a valuation allowance if the Company believes it more likely than 
not such net deferred tax assets will not be realized. The effect on deferred tax assets and liabilities of an enacted change 
in tax rates is recognized in income in the period that includes the enactment date. 

When  the  tax law  requires  interest  to  be  paid  on  an  underpayment  of  income  taxes,  the  Company  recognizes 
interest expense from the first period the interest would begin accruing according to the relevant tax law. Such interest 
expense is included in interest expense in the accompanying consolidated statements of operations. Any accrual of penalties 
related  to  underpayment  of  income  taxes  on  uncertain  tax  positions  is  included  in  other  income  (expense)  in  the 
accompanying consolidated statements of operations. 

In October 2016, the FASB issued new accounting guidance on income tax accounting associated with intra-entity 
transfers of assets other than inventory. This accounting update, which is part of the FASB’s simplification initiative, is 
intended to reduce diversity in practice and the complexity of tax accounting, particularly for those transfers involving 
intellectual property. This new guidance requires an entity to recognize the income tax consequences of an intra-entity 
transfer of an asset other than inventory when the transfer occurs. The guidance is effective for fiscal years, and interim 
periods  within  those  fiscal  years,  beginning  after  December 15,  2017.  Upon  adoption,  an  entity  may  apply  the  new 
guidance only on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of 
the beginning of the period of adoption. The Company adopted this guidance effective January 1, 2018. The adoption of 
this guidance did not have a material impact on the Company’s consolidated financial statements. 

In February 2018, the FASB issued new accounting guidance on comprehensive income to provide an option for 
an entity to reclassify the stranded tax effects of the Tax Cuts and Jobs Act (the “Tax Act”) enacted in December 2017, as 
discussed in note 11, from accumulated other comprehensive income directly to retained earnings. The stranded tax effects 
result  from  the  remeasurement  of  deferred  tax  assets  and  liabilities  which  were  originally  recorded  in  comprehensive 
income but whose remeasurement is reflected in the income statement. The guidance is effective for interim and fiscal 
years beginning after December 15, 2018, with early adoption permitted. The Company does not expect this new guidance 
will have a material impact to its consolidated financial statements or related disclosures. 

Earnings Attributable to Liberty Stockholders Per Common Share 

Basic earnings (loss) per common share (“EPS”) is computed by dividing net earnings (loss) by the weighted 
average number of common shares that were outstanding for the period at the Company. Diluted EPS presents the dilutive 
effect  on  a  per  share  basis  of  potential  common  shares  as  if  they  had  been  converted  at  the  beginning  of  the  periods 
presented. 

As discussed in note 2, on April 15, 2016, the Company completed a recapitalization of its common stock into 
three new tracking stock groups, one designated as the Liberty SiriusXM common stock, one designated as the Liberty 
Braves common stock and one designated as the Liberty Media common stock. As further discussed in note 2, the Liberty 
Media common stock was renamed Liberty Formula One common stock on January 24, 2017 shortly after the Second 
Closing. The operating results prior to the Recapitalization are attributed to Liberty Media Corporation stockholders in the 
aggregate, and the operating results subsequent to the Recapitalization are attributed to the respective tracking stock groups. 

F-54 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Excluded  from  diluted  EPS  for  the  period  subsequent  to  the  Recapitalization  through December 31, 2016  are 
approximately 21 million potentially dilutive shares of Series A Liberty SiriusXM common stock, 2 million potentially 
dilutive  shares  of  Series A  Liberty  Braves  common  stock  and  5 million  potentially  dilutive  shares  of  Series A  Liberty 
Formula One common stock, primarily due to warrants issued in connection with the Bond Hedge Transaction (note 10), 
because their inclusion would be antidilutive. The Amended Warrant Transactions (as defined and discussed in note 10) 
may have a dilutive effect with respect to the shares comprising the Securities Basket underlying the warrants to the extent 
that the settlement price exceeds the strike price of the warrants, and the warrants are settled in shares comprising such 
Securities Basket. The warrants and any potential future settlement have been attributed to the Formula One Group. 

Series A, Series B and Series C Liberty Media Corporation Common Stock 

The basic and diluted EPS calculation is based on the following weighted average shares outstanding (“WASO”) 
of Liberty’s common stock. Excluded from diluted EPS for the periods from January 1, 2016 through the Recapitalization 
are 23 million potential common shares, primarily due to warrants issued in connection with the Bond Hedge Transaction 
(as defined and discussed in note 10) because their inclusion would be anti-dilutive.  

Basic WASO  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Potentially dilutive shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Diluted WASO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

  number of shares in millions  
 335   
 2   
 337   

January 1, 2016  
through  
April 15, 2016 

Series A, Series B and Series C Liberty SiriusXM Common Stock 

The  basic  and  diluted  EPS  calculations  are  based  on  the  following  weighted  average  outstanding  shares  of 
common stock. Excluded from diluted EPS for the years ended December 31, 2018 and 2017 are 22 million and 22 million 
potentially dilutive shares of Liberty SiriusXM common stock, respectively, because their inclusion would be antidilutive. 

Year ended  
December 31, 
2018 

Year ended  
December 31, 
2017 
number of shares in millions 

April 18, 2016 
through 
December 31, 
2016 

Basic WASO  . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Potentially dilutive shares . . . . . . . . . . . . . . . . .    
Diluted WASO . . . . . . . . . . . . . . . . . . . . . . . . . .    

 332  
 4  
 336  

 336  
 4  
 340  

 335  
 2  
 337  

Series A, Series B and Series C Liberty Braves Common Stock 

The  basic  and  diluted  EPS  calculations  are  based  on  the  following  weighted  average  outstanding  shares  of 
common stock. Excluded from diluted EPS for the years ended December 31, 2018 and 2017 are 2 million and 2 million 
potentially dilutive shares of Liberty Braves common stock, respectively, because their inclusion would be antidilutive. 

F-55 

 
 
 
 
 
    
  
 
 
 
 
 
 
 
 
 
 
     
     
     
  
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Year ended  
December 31, 
2018 

Year ended  
December 31, 
2017 (a) 
number of shares in millions 

April 18, 2016 
through 
December 31, 
2016 
(a)(b)(c) 

Basic WASO  . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Potentially dilutive shares . . . . . . . . . . . . . . . . .    
Diluted WASO . . . . . . . . . . . . . . . . . . . . . . . . . .    

 51   
 10   
 61   

 49  
 10  
 59  

 46  
 9  
 55  

(a)  Potentially  dilutive  shares  are  excluded  from  the  computation  of  diluted  EPS  during  periods  in  which  losses  are 

reported since the result would be antidilutive. 

(b)  As discussed in note 2, subsequent to the Recapitalization, Liberty distributed subscription rights to holders of Liberty 
Braves common stock, which were priced at a discount to the market value, to acquire additional shares of Liberty 
Braves common stock. The rights offering, because of the discount, is considered a stock dividend which requires 
retroactive treatment for prior periods for the weighted average shares outstanding. 

(c)  As discussed in note 2, following the Recapitalization and Series C Liberty Braves common stock rights offering, the 
number of notional shares representing the Formula One Group’s intergroup interest in the Braves Group was adjusted 
to 9,084,940 shares. The intergroup interest is a quasi-equity interest which is not represented by outstanding shares 
of common stock; rather, the Formula One Group has an attributed value in the Braves Group which is generally stated 
in terms of a number of shares of stock issuable to the Formula One Group with respect to its interest in the Braves 
Group. Each reporting period, the notional shares representing the intergroup interest are marked to fair value. As the 
notional shares underlying the intergroup interest are not represented by outstanding shares of common stock, such 
shares  have  not  been  officially  designated  Series A,  B  or  C  Liberty  Braves  common  stock.  However,  Liberty  has 
assumed that the notional shares (if and when issued) would be comprised of Series C Liberty Braves common stock 
in order to not dilute voting percentages. Therefore, the market price of Series C Liberty Braves common stock is used 
for the quarterly mark-to-market adjustment through the unaudited attributed consolidated statements of operations. 
The  notional  shares  representing  the  intergroup  interest  have  no  impact  on  the  basic  earnings  per  share  weighted 
average number of shares outstanding. However, in periods where the Braves Group has net earnings, the notional 
shares representing the intergroup interest are included in the diluted earnings per share WASO as if the shares had 
been issued and outstanding during the period. In periods where the Braves Group has net earnings, an adjustment is 
also made to the numerator in the diluted earnings per share calculation for the unrealized gain or loss incurred from 
marking the intergroup interest to fair value during the period as follows: 

April 18, 
2016 
through 
December 31, 
2016 
(a) 

Year ended  
December 31, 
2017 (a) 
amounts in millions 

Year ended  
December 31, 
2018 

Basic earnings (loss) attributable to Liberty 
Braves shareholders  . . . . . . . . . . . . . . . . . . . . . . . . . .  
Unrealized (gain) loss on the intergroup interest . .   

Diluted earnings (loss) attributable to Liberty 
Braves shareholders  . . . . . . . . . . . . . . . . . . . . . . . . . .  

$ 

$ 

 5  
 24  

 29  

 (25)  
 15  

 (10)  

 (30) 
 27  

 (3) 

(a)  Unrealized gains on the intergroup interest are excluded from the computation of diluted EPS during periods 
in which net losses attributable to the Braves Group are reported since the gain would be antidilutive. 

F-56 

 
 
 
 
 
 
 
 
 
     
     
     
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     
    
    
  
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Series A, Series B and Series C Liberty Formula One Common Stock 

The  basic  and  diluted  EPS  calculations  are  based  on  the  following  weighted  average  outstanding  shares  of 
common stock. Excluded from diluted EPS for the years ended December 31, 2018 and 2017 are 8 million and 5 million 
potentially  dilutive  shares  of  Liberty  Formula  One  common  stock,  respectively,  because  their  inclusion  would  be 
antidilutive. 

Year ended  
December 31, 
2018 (a) 

Year ended  
December 31, 
2017 
number of shares in millions 

April 18, 2016 
through 
December 31, 
2016 

Basic WASO . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Potentially dilutive shares  . . . . . . . . . . . . . . . .     
Diluted WASO  . . . . . . . . . . . . . . . . . . . . . . . . .     

 231   
 1   
 232   

 207  
 4  
 211  

 84  
 1  
 85  

(a)  Unrealized gains on the intergroup interest are excluded from the computation of diluted EPS during periods 
in which net losses attributable to the Formula One Group are reported since the gain would be antidilutive. 

Reclasses and Adjustments 

Certain prior period amounts have been reclassified for comparability with the current year presentation. 

Estimates 

The preparation of financial statements in conformity with GAAP requires management to make estimates and 
assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported 
amounts  of  revenue  and  expenses  during  the  reporting  period. Actual  results  could  differ  from  those  estimates.  The 
Company considers (i) fair value measurement of non-financial instruments, (ii) accounting for income taxes and (iii) the 
determination of the useful life of SIRIUS XM’s broadcast/transmission system to be its most significant estimates. 

The Company holds investments that are accounted for using the equity method. The Company does not control 
the decision making process or business management  practices of these affiliates. Accordingly, the Company relies on 
management of these affiliates to provide it with accurate financial information prepared in accordance with GAAP that 
the Company uses in the application of the equity method. In addition, the Company relies on audit reports that are provided 
by the affiliates’ independent auditors on the financial statements of such affiliates. The Company is not aware, however, 
of any errors in or possible misstatements of the financial information provided by its equity affiliates that would have a 
material effect on the Company’s consolidated financial statements. 

Recent Accounting Pronouncements 

In  February 2016,  the  FASB  issued  new  accounting  guidance  on  lease  accounting.  This  guidance  requires  a 
company to recognize lease assets and lease liabilities arising from operating leases in the statement of financial position. 
Additionally, the criteria for classifying a lease as a finance lease versus an operating lease are substantially the same as 
the previous guidance. The amendments in this update are effective for fiscal years beginning after December 15, 2018, 
including interim periods within those fiscal years, and early adoption is permitted. We plan to adopt this guidance on 
January 1, 2019 and expect to elect certain practical expedients under the transition guidance. Additionally, the Company 
plans elect the optional transition method that allows for a cumulative-effect adjustment in the period of adoption and does 
not plan to restate prior periods. The Company is currently working with its consolidated subsidiaries to evaluate the impact 

F-57 

 
 
 
 
 
 
 
 
 
     
     
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

of  the  adoption of  this new guidance  on our  consolidated  financial  statements,  including  identifying  the population of 
leases, evaluating technology solutions and collecting lease data. 

SIRIUS XM’s leases consist of repeater leases, facility leases and equipment leases. SIRIUS XM expects the 
adoption of the new guidance will result in the recognition of right-of-use assets of approximately $360 million and lease 
liabilities of approximately $370 million in its consolidated balance sheets for operating leases and will not impact its 
consolidated statements of operations or debt. 

Braves  Holdings  is  evaluating  the  impact  of  the  new  guidance  with  respect  to  its  baseball  stadium,  which  is 
accounted for as a financing obligation under the current build-to-suit lease guidance. The transition guidance for a build-
to-suit lease arrangement requires the lessee to derecognize the assets and liabilities that were recognized solely as a result 
of a transaction’s build-to-suit designation under the current guidance, with any difference recorded as an adjustment to 
equity as of the adoption date. Braves Holdings will then apply the general lessee guidance under the new standard to the 
baseball stadium lease, including classifying it as either a finance or operating lease, and record a right-of-use asset and 
lease liability on the balance sheet, which will be initially measured at the present value of the remaining lease payments 
over the lease term. 

(4)  Supplemental Disclosures to Consolidated Statements of Cash Flows 

Years ended December 31, 

2018 

      2017 

2016 

amounts in millions 

Cash paid for acquisitions: 

Fair value of assets acquired  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Intangibles not subject to amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Intangibles subject to amortization  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net liabilities assumed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Deferred tax liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Fair value of equity consideration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Cash paid for acquisitions, net of cash acquired  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 —   
 3   
 2   
 (3)   
 —   
 —  
 2   

 (484)   
 4,039   
 5,499   
 (5,035)   
 (475)   
 (1,790)  
 1,754   

 —  
 —  
 —  
 —  
 —  
 —  
 —  

Stock repurchased by subsidiary not yet settled . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 —  

 17  

 23  

Cash paid for interest, net of amounts capitalized . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 586   

 561   

 327  

Cash paid (received) for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 (26)   

 56   

 69  

In November 2016, the FASB issued a new accounting standard which requires that the statement of cash flows 
include restricted cash and cash equivalents when reconciling beginning and ending cash. The guidance is effective for 
fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The Company adopted this 
new  guidance  effective  January 1,  2018.  Upon  adoption,  the  Company  added  restricted  cash  to  the  reconciliation  of 
beginning  and  ending  cash  and  cash  equivalents  and  included  a  reconciliation  of  total  cash  and  cash  equivalents  and 
restricted cash to the balance sheet for each period presented in the consolidated statements of cash flows. The following  

F-58 

 
 
 
 
 
 
 
 
 
 
 
  
 
     
     
  
 
 
  
 
   
 
 
 
 
 
  
  
  
  
 
 
  
  
 
 
 
 
  
  
 
 
 
 
  
  
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

table  reconciles  cash  and  cash  equivalents  and  restricted  cash  reported  in  our  consolidated  balance  sheets  to  the  total 
amount presented in our consolidated statements of cash flows: 

2018 

Years ended December 31, 
2017 
amounts in millions 

      2016 

Cash and cash equivalents  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Restricted cash included in other current assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Restricted cash included in other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Total cash, cash equivalents and restricted cash at end of period . . . . . . . . . . . . . . . . .    $ 

 358   
 70   
 24  
 452  

 1,029  
 8  
 10  
 1,047  

562  
 —  
10  
 572  

In August 2016, the FASB issued new accounting guidance which addresses eight specific cash flow issues to reduce 
the diversity in practice for appropriate classification on the statement of cash flows. The Company adopted this guidance 
during the first quarter of 2018, and there was no significant effect of the standard on its consolidated financial statements. 

(5)  Acquisitions 

Formula 1 

On  September 7,  2016,  Liberty,  through  its  indirect  wholly  owned  subsidiary  Liberty  GR  Cayman Acquisition 
Company,  entered  into  two  definitive  stock  purchase  agreements  relating  to  the  acquisition  of  Delta  Topco,  the  parent 
company of Formula 1, a global motorsports business, from a consortium of sellers led by CVC Capital Partners (“CVC”). 
The  transactions  contemplated  by  the  first  purchase  agreement  were  completed  on  September 7,  2016  and  provided  for 
Liberty’s acquisition of slightly less than a 20% minority stake in Formula 1 on an undiluted basis for $746 million, funded 
entirely in cash (which is equal to $821 million in consideration less a $75 million holdback that was repaid by Liberty to 
selling stockholders upon completion of the Second Closing). On October 27, 2016, under the terms of the first purchase 
agreement, Liberty acquired an additional incremental equity interest of Delta Topco, maintaining Liberty’s investment in 
Delta Topco on an undiluted basis and increasing slightly to 19.1% on a fully diluted basis. On January 23, 2017, Liberty 
acquired 100% of the fully diluted equity interests of Delta Topco, other than a nominal number of shares held by certain 
Formula 1 teams, in a second closing under the second purchase agreement (and following the unwind of the first purchase 
agreement). Prior to the Second Closing, CVC continued to be the controlling shareholder of Formula 1, and Liberty did not 
have any voting interests or board representation in Formula 1. As a result, Liberty concluded that it did not have significant 
influence over Formula 1, and therefore our initial investment in Formula 1 was accounted for as a cost investment until the 
completion of the Second Closing, at which time we began consolidating Formula 1. 

The transaction price for the acquisition represents an enterprise value for Formula 1 of approximately $8.0 billion 
and an equity value of approximately $4.4 billion, calculated at the time of the first closing. The total consideration at the time 
of  closing  was  $4.7  billion,  comprised  of  $3.05  billion  of  cash  (including  the  investments  made  under  the  first  purchase 
agreement during 2016) and approximately $1.6 billion of non-cash consideration represented by approximately 56 million 
newly issued shares of Series C Liberty Formula One common stock. 

In connection with the transaction, Liberty entered into a $500 million margin loan on November 8, 2016, secured 
by shares of Live Nation and other public equity securities held by Liberty (the ‘‘Live Nation Margin Loan’’). No amounts 
were drawn on the Live Nation Margin Loan at December 31, 2016. Liberty drew approximately $350 million to use for the 
purchase of Formula 1, on January 23, 2017. See note 10 for additional discussion regarding the Live Nation Margin Loan. 

At  the  Second  Closing,  the Company  issued  62 million  new  shares  of Series C  Liberty  Formula  One  common 
stock, which were subject to market co-ordination and lock-up agreements, to certain third party investors at a price per 
share of $25.00. As a result, the stock component of the consideration payable to the selling shareholders in the Formula 1 

F-59 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
     
    
  
 
 
 
  
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

acquisition  was  decreased  by  62 million  shares,  and  the  cash  component  of  the  consideration  payable  to  the  selling 
shareholders in the Formula 1 acquisition was increased by $1.55 billion. 

Also concurrently with the Second Closing, the Company used a portion of the net proceeds of its $450 million 
cash offering of 1% Cash convertible Notes due 2023, as discussed in note 10, to increase the cash consideration payable 
to the selling shareholders by approximately $400 million. The additional 19 million shares of Series C Liberty Formula 
One common stock that would otherwise have been issued to the selling shareholders based on the per share purchase price 
of $21.26 were held in reserve by the Company for possible sale to the Formula 1 teams, until such opportunity expired in 
July of 2017. 

In connection with the Second Closing, Delta Topco issued $351 million subordinated exchangeable notes, upon 
the conversion of certain outstanding Delta Topco loan notes, that bear interest at 2% per annum and mature in July 2019, 
exchangeable into cash or newly issued shares of Series C Liberty Formula One common stock (“Exchangeable Notes”). 
See note 10 for additional discussion of this debt instrument. 

The final acquisition price allocation for Formula 1 is as follows: 

Ownership interest held prior to the Second Closing  . . . . . . . . . . . . . . . . .      $
Controlling interest acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 759   
 3,939  
Total acquisition price . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  4,698  

Cash and cash equivalents   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $
Receivables  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Goodwill   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Intangible assets subject to amortization  . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Deferred revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other liabilities assumed  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 644  
 136  
 3,956  
 5,484  
 153  
 (141) 
 (4,528) 
 (516) 
 (490) 
  $  4,698  

Goodwill is calculated as the excess of the consideration transferred over the identifiable net assets acquired and 
represents  the  future  economic  benefits  expected  to  arise from  other  intangible  assets  acquired  that  do  not  qualify  for 
separate recognition, including assembled workforce, value associated with future customers, continued innovation and 
noncontractual relationships. Formula 1 amortizable intangible assets were comprised of an agreement with the Fédération 
Internationale de l’Automobile (the “FIA,” and the agreement, the “FIA Agreement”) ($3.6 billion with a remaining useful 
life  of  approximately  35  years)  and  customer  relationships  of  $1.9  billion  with  a  weighted  average  remaining  life  of 
approximately 11.5 years. The FIA owns the World Championship and has granted Formula 1 the exclusive commercial 
rights to the World Championship until the end of 2110. During the fourth quarter of 2017, the preliminary purchase price 
allocation was adjusted, resulting in increases of $22 million to other assets and $11 million to other liabilities assumed 
and  decreases  of  $12 million  to  goodwill  and  $1 million  to  deferred  tax  liabilities.  None  of  the  acquired  goodwill  is 
expected to be deductible for tax purposes.  

Included  in  net  earnings  (loss)  for  the  year  ended  December 31,  2017  is  $261 million  related  to  Formula 1’s 

operations since the date of acquisition. 

F-60 

 
 
 
   
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

The unaudited pro forma revenue and net earnings of Liberty, prepared utilizing the historical financial statements 
of  Formula 1,  giving  effect  to  acquisition  accounting  related  adjustments  made  at  the  time  of  acquisition,  as  if  the 
acquisition of Formula 1 discussed above occurred on January 1, 2016, are as follows: 

Revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $   7,595  
Net earnings (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   1,874  
Net earnings (loss) attributable to Liberty stockholders . . . . . . . . . . . . . . .    $   1,338  

amounts in millions   
 7,072  
 743  
 499  

Years ended 
December 31, 

2017 

2016 

The pro forma results include adjustments primarily related to the amortization of acquired intangible assets. The 
pro  forma  information  is  not  representative  of  the  Company’s  future  results  of  operations  nor  does  it  reflect  what  the 
Company’s results of operations would have been if the acquisition of Formula 1 had occurred previously and the Company 
consolidated Formula 1 during the periods presented.  

(6)  Assets and Liabilities Measured at Fair Value 

For assets and liabilities required to be reported at fair value, GAAP provides a hierarchy that prioritizes inputs 
to valuation techniques used to measure fair value into three broad levels. Level 1 inputs are quoted market prices in active 
markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 
inputs are inputs, other than quoted market prices included within Level 1, that are observable for the asset or liability, 
either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. The Company does not have 
any recurring assets or liabilities measured at fair value that would be considered Level 3. 

Liberty’s assets and liabilities measured at fair value are as follows: 

December 31, 2018 

December 31, 2017 

     Quoted prices 

in active markets 
for identical assets  
(Level 1) 

     Significant other     
observable 
inputs 
(Level 2) 

      Quoted prices 

in active markets  
for identical assets 
(Level 1) 

    Significant other   
observable 
inputs 
(Level 2) 

Description 

Total 

Cash equivalents . . . . . . . . . . . .     $  231  
Debt and equity securities . . . . .    $ 1,195  
Financial instrument assets . . . .    $  280  
Debt  . . . . . . . . . . . . . . . . . . . . . .    $ 2,487  

  Total   
amounts in millions 
 804  
 1,047  
 369  
 2,115  

 —  
 967  
 259  
 2,487  

 231  
 228  
 21  
 —  

 804  
 467  
 19  
 —  

 —   
 580 
 350 
 2,115 

The majority of Liberty’s Level 2 financial instruments are debt related instruments and derivative instruments. 
In  addition,  SIRIUS XM’s  investment  in  Pandora  is  classified  as  Level 2.  See  note 7  for  information  related  to  the 
investment in Pandora. The Company notes that these assets are not always traded publicly or not considered to be traded 
on “active markets,” as defined in GAAP. The fair values for such instruments are derived from a typical model using 
observable market data as the significant inputs or a trading price of a similar asset or liability is utilized. The fair value of 
debt related instruments are based on quoted market prices but not considered to be traded on “active markets,” as defined 
by GAAP. Accordingly, those debt and equity securities, financial instruments and debt or debt related instruments are 
reported in the foregoing table as Level 2 fair value. The financial instrument assets included in the table above are included 
in the Other assets line item in the consolidated balance sheets. 

F-61 

 
 
 
 
 
 
 
     
    
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
      
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
  
 
 
 
 
  
 
 
  
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

In  January 2016,  the  FASB  issued  new  accounting  guidance  that  is  intended  to  improve  the  recognition  and 
measurement of financial instruments. Pursuant to the new guidance, for financial liabilities for which the fair value option 
has been elected, entities are required to present separately in other comprehensive income the portion of the total changes 
in the fair value of the liability resulting from a change in the instrument-specific credit risk. The new standard is effective 
for  the  Company  for  fiscal  years  and  interim  periods  beginning  after  December 15,  2017. The  Company  adopted  this 
guidance effective January 1, 2018. The Company has elected the fair value option for its exchangeable debt. Prior to the 
adoption of this new guidance, the Company recognized all changes in the fair value of its exchangeable debt in realized 
and unrealized gains (losses) on financial instruments in the consolidated statements of operations. Upon adoption, the 
Company  recorded  an  immaterial  adjustment  to  beginning  retained  earnings  to  reflect  the  amount  of  comprehensive 
earnings related to the changes in the instrument-specific credit risk related to the Company’s exchangeable debt. 

Realized and Unrealized Gains (Losses) on Financial Instruments 

Realized and unrealized gains (losses) on financial instruments are comprised of changes in the fair value of the 

following (amounts in millions): 

Years ended December 31, 
2018 

      2017 

      2016 

Debt and equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Debt measured at fair value (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Change in fair value of bond hedges (b)  . . . . . . . . . . . . . . . . . . . . . . .  
Other derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

  $ 

  $ 

 2   
 130   
 (94) 
 2   
 40   

 (36)  
 (126)  
 72  
 2   
 (88)  

 112  
 (113) 
 37  
 1  
 37  

(a)  Changes in unrealized gains (losses) on debt measured at fair value are due to market factors primarily driven by 

changes in the fair value of the underlying shares into which the debt is exchangeable. 

(b)  Contemporaneously with the issuance of the 1.375% Cash Convertible Notes due 2023, Liberty entered into privately 
negotiated  cash  convertible  note  hedges,  which  are  expected  to  offset  potential  cash  payments  Liberty  would  be 
required to make in excess of the principal amount of the convertible notes, upon conversion of the notes. The bond 
hedges are marked to market based on the trading price of underlying Series A Liberty SiriusXM, Liberty Braves and 
Liberty Formula One securities and other observable market data as the significant inputs (Level 2). See note 10 for 
additional discussion of the convertible notes and the bond hedges. 

(7)  Investments in Debt and Equity Securities 

All investments in marketable debt and equity securities held by the Company are carried at fair value, generally 
based on quoted market prices and changes in the fair value of such securities are reported in realized and unrealized gains 
(losses) on financial instruments in the accompanying consolidated statements of operations. The Company elected the 
measurement alternative (defined as the costs of the security, adjusted for changes in fair value when there are observable 
prices, less impairments) for its equity securities without readily determinable fair values. 

F-62 

 
 
 
 
 
 
 
 
 
 
 
  
 
     
  
 
 
 
 
 
 
 
 
  
 
  
   
  
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Investments in debt and equity securities are summarized as follows: 

    December 31, 2018     December 31, 2017 
amounts in millions 

Liberty SiriusXM Group 

Debt securities 

Pandora  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
iHeart (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total attributed Liberty SiriusXM Group   . . . . . . . . . . . . . . .  

  $ 

Braves Group  

Other equity securities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total attributed Braves Group  . . . . . . . . . . . . . . . . . . . . . . . . .  

Formula One Group  
Equity Securities 

AT&T (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total attributed Formula One Group   . . . . . . . . . . . . . . . . . . .  

 523 
 444 
 967 

 8 
 8 

 174   
 129   
 303   

 480   
 100   
 580   

 8   
 8   

 389  
 137  
 526  

Consolidated Liberty . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 

 1,278  

 1,114  

(a)  During the year ended December 31, 2018, the Company purchased $522 million in principal of iHeart Media, Inc. 
(“iHeart”) bonds for $389 million, resulting in the Company owning an aggregate amount of $660 million in principal 
of iHeart bonds as of December 31, 2018. 

(b)  See note 10 for details regarding the acquisition of Time Warner, Inc. (“Time Warner”) by AT&T Inc. (“AT&T). 

Pandora 

On  September 22,  2017,  a  subsidiary  of  SIRIUS XM  completed  a  $480 million  investment  in  newly  issued 
Series A convertible preferred stock of Pandora (the “Series A Preferred Stock”). Pandora operates an internet-based music 
discovery platform, offering a personalized experience for listeners. The Series A preferred stock, including accrued but 
unpaid  dividends,  represents  an  approximate  19%  interest  in  Pandora’s  currently  outstanding  common  stock  and  an 
approximate 16% interest on an as-converted basis. 

The Series A Preferred Stock is convertible at the option of the holders at any time into shares of common stock 
of Pandora (“Pandora Common Stock”) at an initial conversion price of $10.50 per share of Pandora Common Stock and 
an initial conversion rate of 95.2381 shares of Pandora Common Stock per share of Series A Preferred Stock, subject to 
certain customary anti-dilution adjustments. Holders of the Series A Preferred Stock are entitled to a cumulative dividend 
at the rate of 6.0% per annum, payable quarterly in arrears, if and when declared. Any conversion of Series A Preferred 
Stock may be settled by Pandora, at its option, in shares of Pandora Common Stock, cash or any combination thereof. 
However, unless and until Pandora’s stockholders have approved the issuance of greater than 19.99% of the outstanding 
Pandora  Common  Stock,  the  Series A  Preferred  Stock  may  not  be  converted  into  more  than  19.99%  of  Pandora’s 
outstanding Pandora Common Stock as of June 9, 2017. 

The investment includes a mandatory redemption feature on any date from and after September 22, 2022 and 
therefore  the  financial  instrument  has  been  treated  as  a  debt  security. As  the  investment  includes  a  conversion  option, 
SIRIUS XM has elected to account for this investment under the fair value option. Any gains (losses) associated with the 

F-63 

 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     
 
     
 
 
  
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

change  in  fair  value  will  be  recognized  in  realized  and  unrealized  gains  (losses)  on  financial  instruments,  net  in  the 
consolidated statements of operations. During the years ended December 31, 2018 and 2017, the Company recognized a 
$28 million unrealized gain and a $17 million unrealized loss, including transaction costs, respectively, on the investment 
in Pandora. 

Pursuant to an Investment Agreement with Pandora, SIRIUS XM has appointed three of its senior executives or 
members of its Board of Directors to Pandora’s Board of Directors, one of whom serves as the Chairman of Pandora’s 
Board of Directors.  

On  February 1,  2019,  SIRIUS  XM  acquired  Pandora  in  an  all-stock  transaction  valued  at  $2.9  billion.  In 
connection  with  the  acquisition,  each  outstanding  share  of  Pandora  common  stock,  par  value  $0.0001  per  share,  was 
converted into the right to receive 1.44 shares of SIRIUS XM common stock, par value $0.001 per share. Pandora’s Series 
A Preferred Stock was cancelled upon completion of the acquisition. This issuance of SIRIUS XM Common Stock in 
conjunction with the acquisition reduced our economic ownership in SIRIUS XM to approximately 67% as of February 1, 
2019. The financial statements of Pandora for the year ended December 31, 2018 are not available and the initial accounting 
for the acquisition of Pandora has not been completed.  

Unrealized Holding Gains and Losses recorded in Accumulated other comprehensive earnings (loss) 

There  were  no  unrealized  holding  gains  or  losses  related  to  investments  in  debt  and  equity  securities  at 

December 31, 2018 or 2017.  

(8)  Investments in Affiliates Accounted for Using the Equity Method 

Liberty  has  various  investments  accounted  for  using  the  equity  method.  The  following  table  includes  the 
Company’s carrying amount and percentage ownership and market value (Level 1) of the more significant investments in 
affiliates at December 31, 2018, and the carrying amount at December 31, 2017: 

December 31, 2018 

      Percentage        Fair Value 
(Level 1) 

  ownership 

      Carrying 
amount 

  December 31, 2017   
Carrying 
amount 

dollar amounts in millions 

Liberty SiriusXM Group  

SIRIUS XM Canada . . . . . . . . . . . . . . . . . . .    
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Total Liberty SiriusXM Group  . . . . . . . . .   

70%   $ 

NA    $ 

Braves Group  

Other  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Total Braves Group  . . . . . . . . . . . . . . . . . .    

NA 

NA  

Formula One Group  

Live Nation (a) . . . . . . . . . . . . . . . . . . . . . . . .    
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Total Formula One Group    . . . . . . . . . . . .      

Consolidated Liberty   . . . . . . . . . . . . . . . . . . .   

33%   $ 

various  

 3,430   
NA   

  $ 

 613   
 16  
 629  

 92  
 92  

 743   
 177   
 920   
 1,641  

 672  
 —  
 672  

 145  
 145  

 756  
 177  
 933  
 1,750  

(a)  See note 10 for details regarding the number and value of shares pledged as collateral pursuant to the Live Nation 

Margin Loan as of December 31, 2018.  

F-64 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     
  
 
 
 
 
  
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
   
 
   
 
 
 
 
 
 
   
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
  
 
  
 
 
 
 
 
 
   
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

The following table presents the Company’s share of earnings (losses) of affiliates: 

  Years ended December 31, 
      2017 
      2016 
      2018 
amounts in millions 

Liberty SiriusXM Group 

SIRIUS XM Canada . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      $ 
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Total Liberty SiriusXM Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      

 (1)  
 (10) 
 (11)  

 29   
 —  
 29 

 13  
 —  
 13   

Braves Group 

Other (a)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      
Total Braves Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      

 12 
 12 

 78 
 78 

 9   
 9   

Formula One Group 

Live Nation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Total Formula One Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Consolidated Liberty  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      $ 

 3   
 14   
 17  
 18   

 (18)  
 15   
 (3) 
 104   

 (12) 
 4  
 (8) 
 14  

(a)  During the year ended December 31, 2017, an equity method affiliate of Braves Holdings sold a controlling interest 

in a subsidiary, resulting in Braves Holdings recording its portion of the gain of $69 million.  

SIRIUS XM Canada 

On May 25, 2017, SIRIUS XM completed a recapitalization of Sirius XM Canada Holdings, Inc. (“SIRIUS XM 

Canada”), which is now a privately held corporation. 

As  of  December 31,  2018,  SIRIUS XM  held  a  70%  equity  interest  and  33%  voting  interest  in  SIRIUS XM 
Canada, with the remainder of SIRIUS XM Canada’s voting and equity interests held by two shareholders. SIRIUS XM 
Canada  is  accounted  for  as  an  equity  method  investment  as  SIRIUS XM  does  not  have  the  ability  to  direct  the  most 
significant activities that impact SIRIUS XM Canada’s economic performance. The total consideration from SIRIUS XM 
to SIRIUS XM Canada, excluding transaction costs, during the year ended December 31, 2017 was $309 million, which 
included $130 million in cash and SIRIUS XM issued 35 million shares of its common stock with an aggregate value of 
$179 million to the holders of the shares of SIRIUS XM Canada acquired in the transaction.  

SIRIUS XM also made a contribution in the form of a loan to SIRIUS XM Canada in the aggregate amount of 
$131 million on May 25, 2017. The loan is denominated in Canadian dollars and is considered a long-term investment 
with any unrealized gains or losses reported within Accumulated other comprehensive (loss) income. Such loan has a term 
of  fifteen  years,  bears  interest  at  a  rate  of  7.62%  per  annum  and  includes  customary  covenants  and  events  of  default, 
including an event of default relating to SIRIUS XM Canada’s failure to maintain specified leverage ratios. In addition, 
the terms of the loan require SIRIUS XM Canada to prepay a portion of the outstanding principal amount of the loan within 
sixty days of the end of each fiscal year in an amount equal to any cash on hand in excess of C$10 million at the last day 
of the financial year if all target dividends have been paid in full. 

F-65 

 
 
 
 
 
 
 
 
 
 
  
 
  
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

SIRIUS XM  also  entered  into  a  Services Agreement  and  an Advisory  Services Agreement  with  SIRIUS XM 
Canada.  Each  agreement  has  a  thirty  year  term.  Pursuant  to  the  Services Agreement,  SIRIUS XM  Canada  will  pay 
SIRIUS XM 25% of its gross revenue on a monthly basis through December 31, 2021 and 30% of its gross revenue on a 
monthly basis thereafter. Pursuant to the Advisory Services Agreement, SIRIUS XM Canada will pay SIRIUS XM 5% of 
its  gross  revenue  on  a  monthly  basis.  These  agreements  supersede  and  replace  the  existing  agreements  between 
SIRIUS XM Canada and its predecessors and SIRIUS XM. 

SIRIUS XM has approximately $11 million and $10 million in related party current assets as of December 31, 
2018 and 2017, respectively. As of December 31, 2018 and 2017, the related party current asset balance included amounts 
due under the Service Agreement and Advisory Services Agreement and certain amounts due related to transactions outside 
of the scope of the new services arrangements. At December 31, 2018 and 2017, SIRIUS XM has approximately $9 million 
and $10 million in related party liabilities, respectively, related to the legacy agreements with SIRIUS XM Canada which 
are recorded in current and noncurrent other liabilities in the Company’s consolidated balance sheets. SIRIUS XM recorded 
approximately  $97 million,  $87 million  and  $46 million  in  revenue  for  the  years  ended  December 31,  2018,  2017  and 
2016, respectively, associated with these various agreements in the Other revenue line in the consolidated statements of 
operations.  SIRIUS XM  Canada  declared  and  paid  dividends  to  SIRIUS XM  of  $2 million,  $4 million  and  $8 million 
during the years ended December 31, 2018, 2017 and 2016, respectively. These dividends were first recorded as a reduction 
to SIRIUS XM’s investment balance in Sirius XM Canada to the extent a balance existed and then as Other income for the 
remaining portion. 

(9)  Goodwill and Other Intangible Assets 

Goodwill 

Changes in the carrying amount of goodwill are as follows: 

Acquisitions (a) (b)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Balance at December 31, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Acquisitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Balance at January 1, 2017  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   14,165  
 82  
 14,247  
 3  
Balance at December 31, 2018 . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   14,250  

amounts in millions 
 —  
 3,956  
 3,956  
 —  
 3,956  

 180  
 —  
 180  
 —  
 180  

 14,345  
 4,038  
 18,383  
 3  
 18,386  

     SIRIUS XM       Formula 1       Other       

Total 

(a)  On April 18, 2017, SIRIUS XM acquired Automatic Labs Inc., a connected vehicle device and mobile application 
company, for an aggregate purchase price of approximately $108 million, net of cash and restricted cash acquired. The 
excess purchase price over identifiable net assets of $82 million was recorded to goodwill. 

(b)  See note 5 for details regarding the Formula 1 acquisition. 

Other Intangible Assets Not Subject to Amortization 

Other  intangible  assets  not  subject  to  amortization,  not  separately  disclosed,  are  tradenames  ($931 million)  at 
December 31, 2018 and 2017 and franchise rights owned by Braves Holdings ($143 million) as of December 31, 2018 and 
2017. We identified these assets as indefinite life intangible assets after considering the expected use of the assets, the 
regulatory  and  economic  environment  within  which  they  are  used  and  the  effects  of  obsolescence  on  their  use. 
SIRIUS XM’s Federal Communications Commission (“FCC”) licenses are currently scheduled to expire in 2021, 2022 
and 2028. Prior to expiration, SIRIUS XM is required to apply for a renewal of its FCC licenses. The renewal and extension 

F-66 

 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

of its licenses is reasonably certain at minimal cost, which is expensed as incurred. Each of the FCC licenses authorizes 
SIRIUS XM to use the broadcast spectrum, which is a renewable, reusable resource that does not deplete or exhaust over 
time. 

Intangible Assets Subject to Amortization 

Intangible assets subject to amortization are comprised of the following: 

December 31, 2018 

     Gross 
  carrying 
amount 

  Accumulated   
  amortization 

Net 
carrying 
amount 
amounts in millions 

      Gross 
  carrying 
  amount 

December 31, 2017 

      Net 

  Accumulated    carrying    
  amount    
  amortization 

FIA Agreement . . . . . . . . . . . . . . . . . . . . . . .     $   3,630 
Customer relationships  . . . . . . . . . . . . . . . .   
Licensing agreements  . . . . . . . . . . . . . . . . .   
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 2,684   
 351   
    1,012   
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   7,677   

 (346)  
 (795)  
 (182)  
 (639)  
 (1,962)  

 3,284 
 1,889   
 169   
 373   
 5,715   

 3,630 
 2,684   
 330   
 879   
 7,523   

 (157)  
 (501)  
 (138)  
 (535)  
 (1,331)  

 3,473   
 2,183 
 192 
 344 
 6,192 

The  FIA Agreement  is  amortized  over  35  years,  customer  relationships  are  amortized  over  10-15 years  and 
licensing agreements are amortized over 15 years. Amortization expense was $654 million, $594 million and $168 million 
for  the  years  ended  December 31,  2018,  2017  and  2016,  respectively.  Based  on  its  amortizable  intangible  assets  as  of 
December 31,  2018,  Liberty  expects  that  amortization  expense  will  be  as  follows  for  the  next  five  years  (amounts  in 
millions): 

2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      $   669  
$   640  
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
$   477  
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
$   416  
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
$   388  
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

F-67 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
     
 
     
     
 
  
 
 
 
 
 
 
  
 
 
 
 
  
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

(10)  Debt 

Debt is summarized as follows: 

Outstanding 
Principal 
  December 31, 2018  

Carrying value 

    December 31,     December 31,  

2018 

2017 

Liberty SiriusXM Group  
Corporate level notes and loans: 

2.125% Exchangeable Senior Debentures due 2048 (1)  . . . . . . . . . . . . . . .    $ 
Margin loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 400  
 600     

 372  
 600   

Subsidiary notes and loans: 

SIRIUS XM 3.875% Senior Notes due 2022 . . . . . . . . . . . . . . . . . . . . . . . .   
SIRIUS XM 4.625% Senior Notes due 2023 . . . . . . . . . . . . . . . . . . . . . . . .   
SIRIUS XM 6% Senior Notes due 2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
SIRIUS XM 5.375% Senior Notes due 2025 . . . . . . . . . . . . . . . . . . . . . . . .   
SIRIUS XM 5.375% Senior Notes due 2026 . . . . . . . . . . . . . . . . . . . . . . . .   
SIRIUS XM 5.0% Senior Notes due 2027 . . . . . . . . . . . . . . . . . . . . . . . . . .   
SIRIUS XM Senior Secured Revolving Credit Facility . . . . . . . . . . . . . . . .   
SIRIUS XM leases  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Deferred financing costs  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Total Liberty SiriusXM Group  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Braves Group  

Subsidiary notes and loans: 

 1,000  

 500     

 1,500  
 1,000  
 1,000  
 1,500  

 439     
 5  

 7,944  

 994  
 497   
 1,490  
 992  
 991  
 1,487  
 439   
 5  
 (9) 
 7,858  

Notes and loans  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Deferred financing costs  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Total Braves Group  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 494  

 494  

 494  
 (3) 
 491  

Formula One Group  

Corporate level notes and loans: 

1.375% Cash Convertible Notes due 2023 (1) . . . . . . . . . . . . . . . . . . . . . .   
1% Cash Convertible Notes due 2023 (1) . . . . . . . . . . . . . . . . . . . . . . . . . .   
2.25% Exchangeable Senior Debentures due 2046 (1) . . . . . . . . . . . . . . .   
2.25% Exchangeable Senior Debentures due 2048 (1) . . . . . . . . . . . . . . .   
Live Nation Margin Loan  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Subsidiary notes and loans: 

Senior Loan Facility . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Deferred financing costs  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Total Formula One Group   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Total debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Less debt classified as current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Total long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 1,000     
 450  
 213  
 385  
 —  
 33  

 2,902  

 4,983     
 13,421  

  $ 

 1,062   
 463  
 209  
 381  
 —  
 33  

 2,910  
 (19) 
 5,039   
 13,388  
 (17)  
 13,371   

 —  
 750 

 992 
 497 
 1,488 
 991 
 990 
 1,486 
 300 
 11 
 (9) 
 7,496 

 667 
 (5) 
 662 

 1,146 
 505 
 464 
 — 
 350 
 35 

 3,314 
 (18) 
 5,796 
 13,954 
 (768) 
 13,186 

(1)    Measured at fair value 

F-68 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     
 
 
 
   
 
   
 
 
 
 
 
   
 
   
 
 
 
 
 
 
   
 
   
 
 
 
 
 
  
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
    
   
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

1.375% Cash Convertible Senior Notes due 2023 

On October 17, 2013 Liberty issued $1 billion aggregate principal amount of 1.375% Cash Convertible Senior 
Notes due 2023 (“Convertible Notes”). The Convertible Notes will mature on October 15, 2023 unless earlier repurchased 
by us or converted. Interest on the Convertible Notes is payable semi-annually in arrears on April 15 and October 15 of 
each year at a rate of 1.375% per annum. All conversion of the Convertible Notes will be settled solely in cash, and not 
through the delivery of any securities. Prior to the Recapitalization, the conversion rate for the Convertible Notes was 
21.0859 shares of Series A Liberty Media Corporation common stock per $1,000 principal amount of Convertible Notes 
and an adjusted conversion price of $47.43 per share of Series A Liberty Media Corporation common stock. 

As a result of the Recapitalization, as discussed in note 2, the Convertible Notes are convertible into cash based 
on the Securities Basket. The supplemental indenture entered into on April 15, 2016 in connection with the Recapitalization 
amends the conversion, adjustment and other provisions of the indenture to give effect to the Recapitalization and provides 
that the conversion consideration due upon conversion of any Convertible Note shall be determined as if references in the 
indenture to one share of Series A Liberty Media Corporation common stock were instead a reference to the Securities 
Basket, initially consisting of 0.10 of a  share of Series A Liberty Braves common  stock, 1.0 share of Series A Liberty 
SiriusXM common stock and 0.25 of a share of Series A Liberty Formula One common stock. The Series A Liberty Braves 
common stock component of the Securities Basket was adjusted to 0.1087 pursuant to anti-dilution adjustments arising out 
of the distribution of subscription rights to purchase shares of Series C Liberty Braves common stock made to all holders 
of Liberty Braves common stock. 

Holders of the Convertible Notes may convert their notes at their option at any time prior to the close of business 
on the second business day immediately preceding the maturity date of the notes under certain circumstances. Liberty has 
elected to account for this instrument using the fair value option. Accordingly, changes in the fair value of this instrument 
are  recognized  as  unrealized  gains  (losses)  in  the  statements  of  operations. As  of  December 31,  2018,  the  Convertible 
Notes are classified as a long term liability in the consolidated balance sheets, as the conversion conditions have not been 
met as of such date. 

Additionally, contemporaneously with the issuance of the Convertible Notes, Liberty entered into the Bond Hedge 
Transaction. The Bond Hedge Transaction is expected to offset potential cash payments Liberty would be required to make 
in excess of the principal amount of the Convertible Notes, upon conversion of the notes in the event that the volume-
weighted average price per share of the Series A Liberty Media Corporation common stock, as measured under the cash 
convertible note hedge transactions on each trading day of the relevant cash settlement averaging period or other relevant 
valuation  period,  was  greater  than  the  strike  price  of  Series A  Liberty  Media  Corporation  common  stock,  which 
corresponded to the conversion price of the Convertible Notes. In connection with the Recapitalization and the entry into 
the supplemental indenture on April 15, 2016, Liberty entered into amendments to the Bond Hedge Transaction with each 
of  the  counterparties  to  reflect  the  adjustments  resulting  from  the  Recapitalization.  As  of  the  effective  date  of  the 
Recapitalization, the Bond Hedge Transaction covered, in the aggregate, 5,271,475 shares of Series A Liberty Formula 
One  common stock, 21,085,900  shares of Series A  Liberty  SiriusXM  common  stock and 2,108,590  shares of  Series A 
Liberty Braves common stock, subject to anti-dilution adjustments pertaining to the Convertible Notes, which was equal 
to the aggregate number of shares comprising the Securities Basket underlying the Convertible Notes at that time. The 
aggregate  number  of  shares  of  Series A  Liberty  Braves  common  stock  relating  to  the  Bond  Hedge  Transaction  was 
increased  to  2,292,037,  pursuant  to  anti-dilution  adjustments  arising  out  of  the  rights  distribution  (note 2).  As  of 
December 31, 2018, the basket price of the securities underlying the Bond Hedge Transaction was $46.94 per share. The 
bond  hedge  expires  on  October 15,  2023  and  is  included  in  other  assets  as  of  December 31,  2018  and  2017  in  the 
accompanying consolidated balance sheets, with changes in the fair value recorded as unrealized gains (losses) on financial 
instruments, in the accompanying consolidated statements of operations. 

F-69 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Concurrently with the Convertible Notes and Bond Hedge Transaction, Liberty also entered into separate privately 
negotiated warrant transactions under which Liberty sold warrants relating to the same number of shares of common stock 
as underlie the Bond Hedge Transaction, subject to anti-dilution adjustments (“Warrant Transactions”). The first expiration 
date of the warrants is January 16, 2024 and expire over a period covering 81 days thereafter. Liberty may elect to settle 
its delivery obligation under the warrant transactions with cash. In connection with the Recapitalization, Liberty entered 
into  amendments  to  the  Warrant  Transactions  with  each  of  the  option  counterparties  to  reflect  the  adjustments  to  the 
Warrant Transactions resulting from the Recapitalization (“Amended Warrant Transactions”). As of the effective date of 
the Recapitalization, the Amended Warrant Transactions covered, in the aggregate, 5,271,475 shares of Series A Liberty 
Formula One common stock, 21,085,900 shares of Series A Liberty SiriusXM common stock and 2,108,590 shares of 
Series A Liberty Braves common stock, subject to anti-dilution adjustments. The aggregate number of shares of Series A 
Liberty Braves common stock relating to the Amended Warrant Transactions was increased to 2,292,037 pursuant to anti-
dilution adjustments arising out of the rights distribution. The strike price of the warrants was adjusted, as a result of the 
Recapitalization and the rights offering, to $61.16 per share. As of December 31, 2018, the basket price of the securities 
underlying  the Amended Warrant Transactions  was  $46.94  per  share. The Amended Warrant Transactions  may  have  a 
dilutive effect with respect to the shares comprising the Securities Basket underlying the warrants to the extent that the 
settlement price exceeds the strike price of the warrants, and the warrants are settled in shares comprising such Securities 
Basket. 

1% Cash Convertible Notes due 2023 

In connection with the Second Closing on January 23, 2017, Liberty issued $450 million convertible cash notes 
at an interest rate of 1% per annum, which are convertible, under certain circumstances, into cash based on the trading 
prices of the underlying shares of Series C Liberty Formula One common stock and mature on January 30, 2023 (the ‘‘1% 
Convertible Notes’’). The initial conversion rate for the notes will be 27.1091 shares of Series C Liberty Formula One 
common stock per $1,000 principal amount of notes, equivalent to an initial conversion price of approximately $36.89 per 
share of Series C Liberty Formula One common stock. The conversion of the 1% Convertible Notes will be settled solely 
in cash, and not through the delivery of any securities. As discussed in note 5, Liberty used a portion of the net proceeds 
of the 1% Convertible Notes to fund an increase to the cash consideration payable to the selling shareholders of Formula 1 
by approximately $400 million. 

2.25% Exchangeable Senior Debentures due 2046 

On August 17, 2016, Liberty closed a private offering of approximately $445 million aggregate principal amount 
of  its  2.25%  exchangeable  senior  debentures  due  2046 (the  “2.25% Exchangeable  Senior  Debentures  due  2046”), and 
shares of the Company’s Time Warner common stock were the reference shares attributable to the debentures. On June 14, 
2018,  AT&T  acquired  Time  Warner  in  a  stock-and-cash  transaction.  In  accordance  with  the  terms  of  the  indenture 
governing the 2.25% Exchangeable Senior Debentures due 2046, the cash portion of the acquisition consideration was 
paid on June 22, 2018 as an extraordinary additional distribution to holders of debentures, and the stock portion of the 
acquisition  consideration  became  reference  shares  attributable  to  the  debentures. Also  pursuant  to  the  indenture,  the 
original principal amount of the 2.25% Exchangeable Senior Debentures due 2046 was reduced by an amount equal to the 
extraordinary  additional  distribution  of  $229  million,  calculated  as  $514.1295  per  $1,000  original  principal  amount  of 
debentures. Additionally, any amount of excess regular quarterly cash dividends paid on the AT&T reference shares will 
be distributed by the Company to holders of the debentures as an additional distribution. 

Upon an exchange of debentures, Liberty, at its option, may deliver AT&T common stock, cash or a combination 
of AT&T common stock and cash. The number of shares of AT&T common stock attributable to a debenture represents an 
initial exchange price of approximately $35.35 per share. A total of approximately 6.11 million shares of AT&T common 
stock are attributable to the debentures. Interest is payable quarterly on March 31, June 30, September 30 and December 31 
of each year, commencing December 31, 2016. The debentures may be redeemed by Liberty, in whole or in part, on or 

F-70 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

after October 5, 2021. Holders of the debentures also have the right to require Liberty to purchase their debentures on 
October 5, 2021. The redemption and purchase price will generally equal 100% of the adjusted principal amount of the 
debentures plus accrued and unpaid interest. 

The debentures, as well as the associated cash proceeds, were attributed to the Formula One Group. Liberty used 
the  net  proceeds  of  the  offering  for  the  acquisition  of  an  investment  in  Formula 1  during  September 2016,  as  further 
described in note 5. Liberty has elected to account for the debentures using the fair value option. Accordingly, changes in 
the fair value of these instruments are recognized as unrealized gains (losses) in the accompanying consolidated statements 
of operations. 

2.125% Exchangeable Senior Debentures due 2048  

On March 6, 2018, Liberty closed a private offering of approximately $400 million aggregate principal amount 
of its 2.125% exchangeable senior debentures due 2048 (the “2.125% Exchangeable Senior Debentures due 2048”). Upon 
an exchange of debentures, Liberty, at its option, may deliver SIRIUS XM common stock, Series C Liberty SiriusXM 
common stock, cash or a combination of SIRIUS XM common stock, Series C Liberty SiriusXM common stock and/or 
cash. The number of shares of SIRIUS XM common stock attributable to a debenture represents an initial exchange price 
of  approximately  $8.02  per  share.  A  total  of  approximately  49.9  million  shares  of  SIRIUS  XM  common  stock  are 
attributable to the debentures. Interest is payable quarterly on March 31, June 30, September 30 and December 31 of each 
year, commencing June 30, 2018. The debentures may be redeemed by Liberty, in whole or in part, on or after April 7, 
2023. Holders of the debentures also have the right to require Liberty to purchase their debentures on April 7, 2023. The 
redemption and purchase price will generally equal 100% of the adjusted principal amount of the debentures plus accrued 
and  unpaid  interest. The  debentures,  as  well  as  the  associated  cash  proceeds,  were  attributed  to  the  Liberty  SiriusXM 
Group. Liberty has elected to account for the debentures using the fair value option. Accordingly, changes in the fair value 
of these instruments are recognized as unrealized gains (losses) in the accompanying consolidated statements of operations. 

2.25% Exchangeable Senior Debentures due 2048 

In December 2018, Liberty closed a private offering of approximately $385 million aggregate principal amount 
of its 2.25% exchangeable senior debentures due 2048 (the “2.25% Exchangeable Senior Debentures due 2048”). Upon an 
exchange of debentures, Liberty, at its option, may deliver Live Nation common stock, cash or a combination of Live 
Nation common stock and cash. The number of shares of Live Nation common stock attributable to a debenture represents 
an initial exchange price of approximately $66.28 per share. A total of approximately 5.8 million shares of Live Nation 
common  stock  are  attributable  to  the  debentures.  Interest  is  payable  quarterly  on  March 1,  June 1,  September 1  and 
December 1 of each year, commencing March 1, 2019. The debentures may be redeemed by Liberty, in whole or in part, 
on or after December 1, 2021. Holders of the debentures also have the right to require Liberty to purchase their debentures 
on December 1, 2021. The redemption and purchase price will generally equal 100% of the adjusted principal amount of 
the debentures plus accrued and unpaid interest. The debentures, as well as the associated cash proceeds, were attributed 
to the Formula One Group. Liberty used a portion of the net proceeds of the 2.25% Exchangeable Senior Debentures due 
2048  to  repay  all  amounts  outstanding  under  the  Live  Nation  Margin  Loan.  Liberty  has  elected  to  account  for  the 
debentures  using  the  fair  value  option. Accordingly,  changes  in  the  fair  value  of  these  instruments  are  recognized  as 
unrealized gains (losses) in the accompanying consolidated statements of operations. 

Margin Loans 

$1.35 Billion Margin Loan due 2020 

On April 30, 2013, Liberty Siri MarginCo, LLC, a wholly-owned subsidiary of Liberty, entered into a margin loan 
agreement.  Shares  of  common  stock  of  certain  of  the  Company’s  equity  affiliates  and  investments  in  debt  and  equity 

F-71 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

securities were pledged as collateral pursuant to this agreement. During October 2014, Liberty refinanced this margin loan 
arrangement for a similar financial instrument with a $250 million term loan and a $750 million undrawn line of credit. 
Interest on the term loan was payable on the first business day of each calendar quarter, and interest was payable on the 
revolving line of credit on the last day of the interest period applicable to the borrowing of which such loan is a part. 

During October 2015, Liberty amended this margin loan arrangement for a similar financial instrument with a 
$250 million term loan and a $1 billion undrawn line of credit. As of December 31, 2015, shares of SIRIUS XM and Live 
Nation were pledged as collateral pursuant to this agreement. The term loan and any drawn portion of the revolver carried 
an interest rate of LIBOR plus an applicable spread between 1.75% and 2.25% (based on the value of collateral) with the 
undrawn  portion  carrying  a  fee  of  0.75%.  Other  terms  of  the  agreement  were  substantially  similar  to  the  previous 
arrangement. 

During October 2016, Liberty amended this margin loan arrangement for a similar financial instrument with a 
$250 million term loan and a $500 million undrawn line of credit, which was scheduled to mature during October 2018. 
The term loan and any drawn portion of the revolver carried an interest rate of LIBOR plus 1.75% with the undrawn portion 
carrying a fee of 0.75%. Other terms of the agreement were substantially similar to the previous arrangement, except shares 
of Live Nation common stock were no longer pledged as collateral.  Borrowings outstanding under this margin loan bore 
interest at a rate of 3.24% per annum at December 31, 2017. As of December 31, 2017, the Company had fully drawn 
against the revolving line of credit and this margin loan was classified as current in the accompanying consolidated balance 
sheet.  

During March 2018, Liberty amended this margin loan agreement for a similar financial instrument with a $250 
million term loan, $500 million revolving line of credit and a $600 million delayed draw term loan, which is scheduled to 
mature during March 2020. The new term loan and any drawn portion of the revolver carries an interest rate of LIBOR 
plus 2.05% with the undrawn portion carrying a fee of 0.75%. Other terms of the agreement were substantially similar to 
the previous arrangement. Borrowings outstanding under this margin loan bore interest at a rate of 4.83% per annum at 
December 31, 2018. As of December 31, 2018, availability under the $1.35 billion margin loan due 2020 was $750 million. 
1,000  million  shares  of  SIRIUS  XM  common  stock  held  by  Liberty  with  a  value  of  $5,710  million  were  pledged  as 
collateral to the $1.35 billion margin loan due 2020 as of December 31, 2018. The margin loan contains various affirmative 
and negative covenants that restrict the activities of the borrower. The margin loan does not include any financial covenants. 

Live Nation Margin Loan 

On  November 8,  2016,  LMC  LYV,  LLC,  a  wholly-owned  subsidiary  of  Liberty,  entered  into  a  margin  loan 
agreement with an available borrowing capacity of $500 million with various financial institutions. This margin loan had 
a two year term, bore interest at a rate of LIBOR plus 2.25% and contained an undrawn commitment fee of 0.75% per 
annum. On January 20, 2017, LMC LYV, LLC drew $350 million under the margin loan, and the proceeds were used for 
the  Second  Closing,  as  discussed  in  notes 2  and  5.  On  December 12,  2017,  the  margin  loan  agreement  was  amended, 
extending the maturity date to December 12, 2019, and decreasing the interest rate to LIBOR plus 1.90% and the undrawn 
commitment fee to 0.60% per annum. On December 10, 2018, the margin loan agreement was amended, increasing the 
borrowing  capacity  to  $600 million,  extending  the  maturity  date  to December 10, 2020, decreasing  the  interest rate  to 
LIBOR  plus  1.80%  and  increasing  the  undrawn  commitment  fee  to  either  0.75%  or  0.85%  per  annum  (based  on  the 
undrawn  amount).  Interest  on  the  margin  loan  is  payable  on  the  last  business  day  of  each  calendar  quarter.  During 
December 2018,  Liberty  paid  all  amounts  outstanding under  the  Live Nation  Margin  Loan. As of December 31, 2018, 
availability  under  the  Live  Nation  Margin  Loan  was  $600 million.  53.7  million  shares  of  the  Company’s  Live  Nation 
common stock with a value of $2,647 million were pledged as collateral to the loan as of December 31, 2018. The margin 
loan contains various affirmative and negative covenants that restrict the activities of the borrower. The loan agreement 
does not include any financial covenants. 

F-72 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

SIRIUS XM Senior Notes and Senior Secured Revolving Credit Facility 

SIRIUS XM 4.625% Senior Notes Due 2023 

In May 2013, SIRIUS XM issued $500 million of Senior Notes due 2023 which bear interest at an annual rate of 
4.625%. Interest on the notes is payable semi-annually in arrears on May 15 and November 15 of each year. Substantially 
all of SIRIUS XM’s domestic wholly-owned subsidiaries guarantee SIRIUS XM’s obligations under the notes.  

SIRIUS XM 3.875% Senior Notes Due 2022 and 5.00% Senior Notes Due 2027 

In July 2017, SIRIUS XM issued $1.0 billion aggregate principal amount of 3.875% Senior Notes due 2022 (the 
“3.875% Notes”) and $1.5 billion aggregate principal amount of 5.00% Senior Notes due 2027 (the “5.00% Notes”). For 
both series of notes, interest is payable semi-annually in arrears on February 1 and August 1, commencing on February 1, 
2018. The 3.875% Notes will mature on August 1, 2022 and the 5.00% Notes will mature on August 1, 2027. Substantially 
all of SIRIUS XM’s domestic wholly-owned subsidiaries guarantee SIRIUS XM’s obligations under the notes.  

SIRIUS XM 6% Senior Notes due 2024 

In May 2014, SIRIUS XM issued $1.5 billion aggregate principal amount of 6% Senior Notes due 2024 (the “6% 
Notes”). Interest is payable semi-annually in arrears on January 15 and July 15 of each year at a rate of 6% per annum. 
The  6%  Notes  will  mature  on  July 15,  2024.  Substantially  all  of  SIRIUS XM’s  domestic  wholly-owned  subsidiaries 
guarantee SIRIUS XM’s obligations under the notes. 

SIRIUS XM 5.375% Senior Notes due 2025 

In March 2015, SIRIUS XM issued $1.0 billion principal amount of new senior notes due 2025 which bear interest 
at an annual rate 5.375% (“SIRIUS XM 5.375% Senior Notes due 2025”). The SIRIUS XM 5.375% Senior Notes due 
2025 are recorded net of the remaining unamortized discount. Substantially all of SIRIUS XM’s domestic wholly-owned 
subsidiaries guarantee SIRIUS XM’s obligations under the notes. 

SIRIUS XM 5.375% Senior Notes due 2026 

In May 2016, SIRIUS XM issued $1.0 billion principal amount of new senior notes due July 2026 which bear 
interest at an annual rate 5.375% (“SIRIUS XM 5.375% Senior Notes due 2026”). The SIRIUS XM 5.375% Senior Notes 
due 2026 are recorded net of the remaining unamortized discount. Substantially all of SIRIUS XM’s domestic wholly-
owned subsidiaries guarantee SIRIUS XM’s obligations under the notes. 

SIRIUS XM Senior Secured Revolving Credit Facility 

SIRIUS XM entered into a Senior Secured Revolving Credit Facility (the “Credit Facility”) with a syndicate of 
financial institutions with a total borrowing capacity of $1,750 million which matures in June 2023. The Credit Facility is 
guaranteed  by  certain  of  SIRIUS XM’s  material  domestic  subsidiaries  and  is  secured  by  a  lien  on  substantially  all  of 
SIRIUS XM’s assets and the assets of its material domestic subsidiaries. The proceeds of loans under the Credit Facility 
are used for working capital and other general corporate purposes, including financing acquisitions, share repurchases and 
dividends. Interest on borrowings is payable on a monthly basis and accrues at a rate based on LIBOR plus an applicable 
rate. Borrowings outstanding under the Credit Facility as of December 31, 2018 bore interest at a rate of 4.67% per annum. 
SIRIUS XM is required to pay a variable fee on the average daily unused portion of the Credit Facility which was 0.25% 

F-73 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

as of December 31, 2018 and is payable on a quarterly basis. The Credit Facility contains customary covenants, including 
a maintenance covenant. As of December 31, 2018, availability under the Credit Facility was $1,311 million. 

Braves Holdings Notes and Loans 

Braves Holdings’ debt is summarized as follows: 

Carrying value 

As of December 31, 2018 

  December 31, 

2018 

    December 31,     Borrowing 
    Capacity 

  Weighted avg 
interest rate 

Maturity 
Date 

Operating credit facilities . . . . . . .   
Ballpark funding 

Term loan . . . . . . . . . . . . . . . . . . .   
Senior secured note . . . . . . . . . . .   
Floating rate notes . . . . . . . . . . . .   

Mixed-use credit facilities  
and loans  . . . . . . . . . . . . . . . . . . . .   
Spring training credit facility . . . .   
Total Braves Holdings . . . . . .   

  $ 

  $ 

2017 
amounts in millions 
98  

 17  

 52  
 195  
 70  

 160  
 —  
 494  

 55 
 200 
 75 

 200 
 39 
 667 

185  

3.39%  

various  

NA 
NA 
NA 

 176 
 40 

August 2021  
3.97%  
3.77%   September 2041  
4.10%   September 2029  

4.43%  

various  
NA   December 2022  

In 2014, Braves Holdings, through a wholly-owned subsidiary, purchased 82 acres of land for the purpose of 
constructing a Major League Baseball facility and development of a mixed-use complex adjacent to the ballpark. The total 
cost of the ballpark was approximately $722 million, of which approximately $392 million was funded by a combination 
of  Cobb  County,  the  Cumberland  Improvement  District  and  Cobb-Marietta  Coliseum  and  Exhibit  Hall Authority  (the 
“Authority”) and approximately $330 million was funded by Braves Holdings. Funding for ballpark initiatives by Braves 
Holdings came from cash on hand and various debt instruments, as detailed above. 

Bank Loans 

Formula 1 had a first lien term loan denominated in Euros totaling $42 million, which was repaid on June 30, 
2017. On August 3, 2017, Formula 1 increased the amount outstanding under a first lien term loan denominated in U.S. 
Dollars  (the  “Senior  Loan  Facility”)  from  $3.1  billion  to  $3.3  billion  and  extended  its  maturity  to  February 2024.  In 
addition, on August 3, 2017, the revolving credit facility under the Senior Loan Facility was increased from $75 million to 
$500 million. As part of a refinancing of the Senior Loan Facility in March 2017, $628 million of the Senior Loan Facility 
was considered repaid and then borrowed due to a change in the mix of counterparties in the Senior Loan Facility. As part 
of the refinancing in March 2017, the interest rate on the Senior Loan Facility was reduced from LIBOR plus 3.75% per 
annum  to  LIBOR  plus  3.25%  per  annum,  with  a  LIBOR  floor  on  the  U.S.  Dollar  denominated  debt  of  1%.  In 
September 2017, the interest rate on the Senior Loan Facility was reduced to LIBOR plus 3.0% per annum.  

On January 31, 2018, Formula 1 refinanced the Senior Loan Facility. As part of the refinancing, Formula 1 repaid 
$400 million  of  the Senior Loan  Facility,  reducing  the  amount  outstanding  to  $2.9 billion. The repayment  was  funded 
through borrowings of $250 million under the revolving credit facility and $150 million of cash on hand. The interest rate 
on the Senior Loan Facility was reduced to LIBOR plus 2.5% per annum. Formula 1 repaid all outstanding borrowings 
under the revolving credit facility during the year ended December 31, 2018. The interest rate on the Senior Loan Facility 
was approximately 4.74% as of December 31, 2018. The Senior Loan Facility is secured by share pledges, bank accounts  

F-74 

 
 
  
 
 
 
 
 
 
 
   
   
   
   
 
 
 
 
 
 
 
 
   
  
   
   
 
   
   
   
 
 
   
   
   
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

and  floating  charges  over  Formula 1’s  primary  operating  companies  with  certain  cross  guarantees. Additionally,  as  of 
December 31, 2018, Formula 1 has interest rate swaps on $2.5 billion of the $2.9 billion Senior Loan Facility in order to 
manage its interest rate risk. 

Formula 1  also  had  a  second  lien  facility,  which  had  $1  billion  outstanding  at  the  time  of  the  acquisition  of 
Formula 1 by Liberty. In May 2017, Liberty issued 12.9 million shares of Series C Liberty Formula One common stock 
and used the net proceeds of approximately $388 million to repay a portion of the second lien facility. Formula 1 fully 
repaid the second lien facility during the year ended December 31, 2017. 

Delta Topco Limited Exchangeable Redeemable Loan Notes 

As  discussed  in  note 5,  in  connection  with  the  Second  Closing  on  January 23,  2017,  Delta  Topco  issued  the 
Exchangeable Notes upon the conversion of certain outstanding Delta Topco loan notes. The Exchangeable Notes bore 
interest  at  2%  per  annum  and  were  exchangeable  into  cash  or  newly  issued  shares  of  Series C  Liberty  Formula  One 
common  stock.  Interest  was  payable  by  either,  at  the  discretion  of  Delta  Topco,  (i) issuing  payment-in-kind  notes  or 
(ii) cash.  In  September 2017,  $323 million  aggregate  principal  amount  of  Exchangeable  Notes  were  exchanged  for 
14.5 million  shares  of  Series C  Liberty  Formula  One  common  stock.  In  November 2017,  the  remaining  $27 million 
aggregate principal amount of Exchangeable Notes were exchanged for 1.2 million shares of Series C Liberty Formula 
One common stock. 

The  Exchangeable  Notes  were  attributed  to  the  Formula  One  Group.  The  debt  host  component  of  the 
Exchangeable Notes was recorded as debt, at fair value (level 2), with the related discount amortized using the effective 
interest rate method, while the embedded conversion option was recorded in additional paid-in capital. Upon settlement, 
the Company recorded a true-up to additional paid-in capital for the amount and type (shares of Series C Liberty Formula 
One common stock) of settlement. 

Debt Covenants 

The  SIRIUS XM  Credit  Facility  contains  certain  financial  covenants  related  to  SIRIUS XM’s  leverage  ratio. 
Braves Holdings’ term loan contains certain financial covenants related to Braves Holdings’ debt service coverage ratio, 
fixed charge ratio and capital expenditures. Additionally, SIRIUS XM’s Credit Facility, the Braves Holdings term loan, 
Formula 1 debt and other borrowings contain certain non-financial covenants. As of December 31, 2018, the Company, 
SIRIUS XM, Formula 1 and Braves Holdings were in compliance with all debt covenants. 

F-75 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Fair Value of Debt 

The fair value, based on quoted market prices of the same instruments but not considered to be active markets 

(Level 2), of SIRIUS XM’s publicly traded debt securities is as follows (amounts in millions): 

     December 31, 
2018 

SIRIUS XM 3.875% Senior Notes due 2022 . . . . . . . . . . . .  
 $ 
 $ 
SIRIUS XM 4.625% Senior Notes due 2023 . . . . . . . . . . . .  
SIRIUS XM 6% Senior Notes due 2024  . . . . . . . . . . . . . . .    $ 
SIRIUS XM 5.375% Senior Notes due 2025 . . . . . . . . . . . .    $ 
SIRIUS XM 5.375% Senior Notes due 2026 . . . . . . . . . . . .    $ 
SIRIUS XM 5.0% Senior Notes due 2027 . . . . . . . . . . . . . .    $ 

 948  
 476  
 1,504  
 956 
 941  
 1,363  

Due to the variable rate nature of the Credit Facility, margin loans and other debt, the Company believes that the 

carrying amount approximates fair value at December 31, 2018. 

Five Year Maturities 

The  annual  principal  maturities  of  outstanding  debt  obligations  for  each  of  the  next  five  years  is  as  follows 

(amounts in millions): 

2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 
$ 
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
$ 
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
$ 
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
$ 
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 24  
 703  
 65  
 1,018  
 2,407  

(11)  Income Taxes 

On December 22, 2017, the U.S. government enacted the Tax Act. The Tax Act made broad and complex changes 
to the U.S. tax code, including, but not limited to, (1) reducing the U.S. federal corporate tax rate from 35 percent to 21 
percent;  (2) bonus  depreciation  that  allows  for  full  expensing  of  qualified  property;  (3) creating  a  new  limitation  on 
deductible interest expense; (4) eliminating the corporate alternative minimum tax (“AMT”) and changing how existing 
AMT credits can be realized; (5) changing rules related to uses and limitations of net operating loss carryforwards created 
in tax years beginning after December 31, 2017; (6) limitations on the deductibility of certain executive compensation; 
and (7) requiring a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries that is payable over 
eight years. The SEC issued guidance on accounting for the tax effects of the Tax Act. The Company reflected the income 
tax  effects  of  those  aspects  of  the  Tax Act  for  which  the  accounting  was  known  as  of  December 31,  2017  and  made 
immaterial revisions to such amounts during the allowed one year measurement period. As of December 31, 2018, the 
Company has completed its analysis of the tax effects of the Tax Act.  

F-76 

 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Income tax benefit (expense) consists of: 

2018 

Years ended December 31, 
2017 
amounts in millions 

2016 

Current: 

Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
State and local . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

 (14)   
 13   
 (8)   
 (9)   

 38   
 (30)  
 (9)  
 (1)  

Deferred: 

Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
State and local . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

    (228)   
 (2)   
 63   
    (167)   
Income tax benefit (expense)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $   (176)   

 578   
 (21)  
 507   
 1,064   
 1,063   

 (39) 
 (29) 
 —  
 (68) 

 (388) 
 (39) 
—  
 (427) 
 (495) 

Income tax benefit (expense) differs from the amounts computed by applying the U.S. federal income tax rate of 
21% for the year ended December 31, 2018 and 35% for both of the years ended December 31, 2017 and 2016 as a result 
of the following: 

Years ended December 31, 

2018 

      2017 

      2016 

amounts in millions 

Computed expected tax benefit (expense) . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
State and local income taxes, net of federal income taxes  . . . . . . . . . . . . . .   
Foreign income taxes, net of federal income taxes . . . . . . . . . . . . . . . . . . . .   
Dividends received deductions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Taxable dividends not recognized for book purposes . . . . . . . . . . . . . . . . . .   
Federal tax credits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Change in valuation allowance affecting tax expense . . . . . . . . . . . . . . . . . .   
Change in tax rate due to Tax Act . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Settlements with tax authorities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Deductible stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Income tax reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Non-deductible / Non-taxable interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Write-off of tax attributes  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Income tax benefit (expense) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 (219)  
 18   
 22  
 (2)  
 (25) 
 30  
 (62)  
 (8) 
 43  
 38  
 —  
 —  
 —  
 (11)  
 (176)  

 (289)  
 (37)  
 88  
 38   
 (45) 
 22  
 212   
 929  
 253  
 40  
 (22) 
 (60) 
 (42) 
 (24)  
 1,063   

 (497) 
 (46) 
 — 
 11 
 (11) 
 67 
 (1) 
 — 
 — 
 1 
 — 
 — 
 — 
 (19) 
 (495) 

For  the  year  ended  December 31,  2018,  the  significant  reconciling  items,  as  noted  in  the  table  above,  are 
deductible stock-based compensation, benefits related to federal tax credits and the resolution of historical matters with 
various tax authorities, partially offset by changes in the valuation allowance and taxable dividends not recognized for 
book purposes.  

For the year ended December 31, 2017, the significant reconciling items, as noted in the table above, are a net tax 
benefit for the effect of the changes in the U.S. federal corporate tax rate from 35% to 21% on deferred taxes, a net tax 

F-77 

 
 
 
 
 
 
 
 
 
 
 
  
 
     
     
     
  
 
 
  
 
   
 
 
 
 
 
  
  
 
 
  
 
   
 
 
 
 
 
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
     
  
 
 
  
  
  
  
  
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

benefit for the resolution of historical matters with various tax authorities and a net tax benefit for the effects of a new U.K. 
tax law that changed the Company’s judgment with respect to the future realization of U.K. tax losses. 

For the year ended December 31, 2016 the significant reconciling item, as noted in the table above, is state income 

taxes offset with federal income tax credits claimed by SIRIUS XM related to research and development activities. 

The tax effects of temporary differences that give rise to significant portions of the deferred income tax assets and 

deferred income tax liabilities are presented below: 

December 31, 

      2018 
  amounts in millions   

      2017 

Deferred tax assets: 

Tax loss and credit carryforwards  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $  1,355     1,017 
 88 
Accrued stock compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 175 
Other accrued liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 502 
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 26 
Discount on debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Other future deductible amounts  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 22 
   1,988     1,830 
Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
    (174)  
Valuation allowance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 (112)
   1,814     1,718 
Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

 97   
 —   
 514   
 —  
 22   

Deferred tax liabilities: 

Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Intangible assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Discount on debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Other future taxable amounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

 110 
 326 
   2,690     2,760 
 — 
 — 
   3,465     3,196 
Net deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $  1,651     1,478 

 26   
 359  

 76  
 314  

SIRIUS XM’s  deferred  tax  assets  and  liabilities  are  included  in  the  amounts  above  although  SIRIUS XM’s 
deferred  tax  assets  and  liabilities  are  not  offset  with  Liberty’s  deferred  tax  assets  and  liabilities  as  SIRIUS XM  is  not 
included in the consolidated group tax return of Liberty. Liberty’s acquisition of a controlling interest in SIRIUS XM’s 
outstanding common stock during January 2013 did not cause a change in control under Section 382 of the Code. 

During  the  year  ended  December 31,  2018,  there  was  a  $62  million  increase  in  the  Company’s  valuation 

allowance that affected tax expense. 

At December 31, 2018, the Company had a deferred tax asset of $1,355 million for federal, state and foreign net 
operating losses (“NOLs”), interest expense carryforwards and tax credit carryforwards. Of this amount, $952 million is 
recorded at the SIRIUS XM level. If not utilized to reduce income tax liabilities at SIRIUS XM in future periods, these 
loss carryforwards and tax credits will expire on various dates through 2038. The Company has $243 million of foreign 
NOLS that may be carried forward indefinitely and $4 million of foreign NOLs that will expire on various dates starting 
in 2035. In addition, the Company has $153 million of loss and credit carryforwards with no expiration. The remaining $3 
million of carryforwards expire at certain future dates. These carryforwards are expected to be utilized in future periods, 
except for $174 million of tax loss and credit carryforwards which, based on current projections, may expire unused in the 
future and are subject to a valuation allowance.  

F-78 

 
 
 
 
 
 
 
 
 
  
 
  
 
 
   
 
 
 
  
  
  
  
 
   
 
 
 
  
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

A reconciliation of unrecognized tax benefits is as follows: 

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . .    $  365   
    (27) 
 15  
 65   
 (31) 
 —  
Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  387   

Reductions for tax positions of prior years . . . . . . . . . . .   
Increase in tax positions for current year . . . . . . . . . . . . .   
Increase in tax positions from prior years . . . . . . . . . . . .   
Settlements with tax authorities . . . . . . . . . . . . . . . . . . . .   
Increase in tax positions from acquisition . . . . . . . . . . . .   

December 31, 
      2018        2017        2016   
amounts in millions 
 304 
 (1)
 16 
 37 
 (423)
 432 
 365 

   254  
 (1) 
 51  
 —  
 —  
 —  
   304  

As of December 31, 2018, the Company had recorded tax reserves of $387 million related to unrecognized tax 
benefits  for  uncertain  tax  positions.  If  such  tax  benefits  were  to  be  recognized  for  financial  statement  purposes, 
approximately $257 million dollars would be reflected in the Company’s tax expense and affect its effective tax rate. We 
do  not  currently  anticipate  that  our  existing  reserves  related  to  uncertain  tax  positions  as  of  December 31,  2018  will 
significantly increase or decrease during the twelve-month period ending December 31, 2019; however, various events 
could cause our current expectations to change in the future. The Company’s estimate of its unrecognized tax benefits 
related to uncertain tax positions requires a high degree of judgment. 

As of December 31, 2018, the Company’s tax years prior to 2015 are closed for federal income tax purposes, and 
the IRS has completed its examination of the Company’s 2015 and 2016 tax years. The Company’s tax loss carryforwards 
from its 2014 tax year are still subject to adjustment. The Company’s 2017 and 2018 tax years are being examined currently 
as part of the IRS’s Compliance Assurance Process program. Various states are currently examining the Company’s prior 
years state income tax returns. SIRIUS XM, which does not consolidate with Liberty for income tax purposes, has certain 
state income tax audits pending. We do not expect the ultimate disposition of these audits to have a material adverse effect 
on our financial position or results of operations. 

As of December 31, 2018, the Company had less than $1 million dollars in accrued interest and penalties recorded 

related to uncertain tax positions. 

(12)  Stockholders’ Equity 

Preferred Stock 

Liberty’s  preferred  stock  is  issuable,  from  time  to  time,  with  such  designations,  preferences  and  relative 
participating, optional or other rights, qualifications, limitations or restrictions thereof, as shall be stated and expressed in 
a resolution or resolutions providing for the issue of such preferred stock adopted by Liberty’s board of directors. As of 
December 31, 2018, no shares of preferred stock were issued. 

Common Stock 

As discussed in note 2, on April 15, 2016, the Company completed the Recapitalization of its common stock into 
three new tracking stock groups, one designated as the Liberty SiriusXM common stock, one designated as the Liberty 
Braves common stock and one designated as the Liberty Media common stock. As further discussed in note 2, the Liberty 
Media common stock was renamed Liberty Formula One common stock on January 24, 2017 shortly after the Second  

F-79 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
  
  
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Closing. The operating results prior to the Recapitalization are attributed to Liberty stockholders in the aggregate, and the 
operating results subsequent to the Recapitalization are attributed to the respective tracking stock groups. 

As discussed in note 1, on July 23, 2014, holders of Series A and Series B Liberty Media Corporation common 
stock received a dividend of two shares of Series C Liberty Media Corporation common stock for each share of Series A 
or Series B Liberty Media Corporation common stock held by them as of July 7, 2014. 

Series A Liberty SiriusXM, Liberty Braves and Liberty Formula One common stock have one vote per share, 
Series B Liberty SiriusXM, Liberty Braves and Liberty Formula One common stock have ten votes per share and Series C 
Liberty SiriusXM, Liberty Braves and Liberty Formula One common stock have no votes per share except as otherwise 
required by Delaware law. Each share of Series B common stock is exchangeable at the option of the holder for one share 
of Series A common stock of the same group. All series of our common stock participate on an equal basis with respect to 
dividends and distributions. 

Purchases of Common Stock 

There were no  repurchases  of  Liberty  common  stock  made pursuant  to  the  Company’s  authorized repurchase 

program during the years ended December 31, 2016 and 2017. 

During the year ended December 31, 2018, the Company repurchased 10.8 million shares of Series C Liberty 
SiriusXM common stock for aggregate cash consideration of $466 million under the authorized repurchase program. All 
of the foregoing shares obtained have been retired and returned to the status of authorized and available for issuance. There 
were no repurchases of Series A Liberty SiriusXM common stock, Liberty Braves common stock or Liberty Formula One 
common  stock  and  no  repurchases  of  Series  C  Liberty  Braves  common  stock  or  Liberty  Formula  One  common  stock 
during the year ended December 31, 2018. 

Dividends Declared by Subsidiary 

On  October 26,  2016,  SIRIUS XM’S  board  of  directors  declared  the  first  quarterly  dividend  on  SIRIUS XM 
common stock in the amount of $0.01 per share of common stock to stockholders of record on November 9, 2016. The 
dividend was paid in cash on November 30, 2016 in the amount of $48 million, of which Liberty received $32 million. 

During the year ended December 31, 2017, SIRIUS XM declared a cash dividend each quarter, and paid in cash 

an aggregate amount of $190 million, of which Liberty received $130 million.  

During the year ended December 31, 2018, SIRIUS XM declared a cash dividend each quarter, and paid in cash 
an aggregate amount of $201 million, of which Liberty received $143 million. SIRIUS XM’s board of directors expects to 
declare regular quarterly dividends, in an aggregate annual amount of $0.0484 per share of common stock. On January 29, 
2019, SIRIUS XM’s board of directors declared a quarterly dividend on its common stock in the amount of $0.0121 per 
share of common stock, payable on February 28, 2019 to stockholders of record at the close of business on February 11, 
2019. 

(13)  Related Party Transactions with Officers and Directors 

Chief Executive Officer Compensation Arrangement 

In  December 2014,  the  Compensation  Committee  (the  “Committee”)  of  Liberty  approved  a  compensation 
arrangement, including term options as discussed in note 14, for its President and Chief Executive Officer (the “CEO”). 

F-80 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

The arrangement provides for a five year employment term which began on January 1, 2015 and ends December 31, 2019, 
with an annual base salary of $960,750, increasing annually by 5% of the prior year’s base salary, and an annual target 
cash bonus equal to 250% of the applicable year’s annual base salary. The arrangement also provides that, in the event the 
CEO is terminated for “cause,” he will be entitled only to his accrued base salary and any amounts due under applicable 
law and he will forfeit all rights to his unvested term options. If, however, the CEO is terminated by Liberty without cause 
or if he terminates his employment for “good reason,” he will be entitled to his accrued base salary, his accrued but unpaid 
bonus and any amounts due under applicable law, a severance payment of 1.5 times his base salary during the year of his 
termination, a payment equal to $11,750,000 pro rated based upon the elapsed number of days in the calendar year of 
termination, a payment equal to $17.5 million, and his unvested term options will generally vest pro rata based on the 
portion of the term elapsed through the termination date plus 18 months and for all vested and accelerated options to remain 
exercisable until their respective expiration dates. If, however, the CEO terminates his employment without “good reason,” 
he will be entitled to his accrued base salary, his accrued but unpaid bonus and any amounts due under applicable law, a 
payment equal to $11,750,000 pro rated based upon the elapsed number of days in the calendar year of termination, and 
for his unvested term options to generally vest pro rata based on the portion of the term elapsed through the termination 
date and all vested and accelerated options to remain exercisable until their respective expiration dates. Lastly, in the case 
of the CEO’s death or his disability, he is entitled to his accrued base salary, his accrued but unpaid bonus and any amounts 
due under applicable law, a payment of 1.5 times his base salary during the year of his termination, a payment equal to 
$11,750,000 pro rated based upon the elapsed number of days in the calendar year of termination, a payment equal to 
$17.5 million, and  for his unvested term options to fully vest and for his vested and accelerated term options to remain 
exercisable until their respective expiration dates. 

Beginning in 2015, the CEO receives annual grants of options to purchase shares of Series C Liberty SiriusXM 
common stock, Series C Liberty Braves common stock and Series C Liberty Formula One common stock with a term of 
seven years (the “Annual Options”) and RSUs with respect to Series C Liberty SiriusXM common stock, Series C Liberty 
Braves common stock and Series C Liberty Formula One common stock (the “Annual RSUs” and together with the Annual 
Options, the “Annual Awards”).  The CEO may elect the portions of his Annual Awards that he desires to be issued in the 
form of Annual RSUs and Annual Options. Grants of Annual Awards will be allocated between Liberty and Qurate Retail. 
The aggregate target amount to be allocated between Liberty and Qurate Retail will be $16 million with respect to calendar 
year 2015, $17 million with respect to calendar year 2016, $18 million with respect to calendar year 2017, $19 million 
with respect to calendar year 2018 and $20 million with respect to calendar year 2019. In addition, Liberty and Qurate 
Retail’s compensation committees may grant additional awards each year up to a maximum of 50% of the target award for 
the relevant year. 

Salary compensation related to services provided by the CEO is charged from Liberty to Liberty TripAdvisor, 
Liberty Broadband and GCI Liberty pursuant to the Services Agreements with each respective company. Any cash bonus 
attributable to the performance of Liberty or Qurate Retail is paid directly by each respective company. 

Chairman’s Employment Agreement 

On December 12, 2008, the Committee determined to modify its employment arrangements with its Chairman of 
the Board, to permit the Chairman to begin receiving payments in 2009 in satisfaction of Liberty’s obligations to him under 
two deferred compensation plans and a salary continuation plan. Under one of the deferred compensation plans (the “8% 
Plan”), compensation has been deferred by the Chairman since January 1, 1993 and accrues interest at the rate of 8% per 
annum compounded annually from the applicable date of deferral. The amount owed to the Chairman under the 8% Plan 
aggregated approximately $2.4 million at December 31, 2008. Under the second plan (the “13% Plan”), compensation was 
deferred  by  the  Chairman  from  1982  until  December 31,  1992  and  accrues  interest  at  the  rate  of  13%  per  annum 
compounded  annually  from  the  applicable  date  of  deferral.  The  amount  owed  to  the  Chairman  under  the  13%  Plan 
aggregated approximately $20 million at December 31, 2008. Both deferred compensation plans had provided for payment 
of the amounts owed to him in 240 monthly installments beginning upon termination of his employment. Under his salary 

F-81 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

continuation plan, the Chairman would have been entitled to receive $15,000 (increased at the rate of 12% per annum 
compounded  annually  from  January 1,  1998  to  the  date  of  the  first  payment,  (the  “Base Amount”)  per  month  for  240 
months beginning upon termination of his employment. The amount owed to the Chairman under the salary continuation 
plan aggregated approximately $39 million at December 31, 2008. There is no further accrual of interest under the salary 
continuation plan once payments have begun. 

The Committee determined to modify all three plans and began making payments to the Chairman in 2009, while 
he remains employed by the Company. By commencing payments under the salary continuation plan, interest ceased to 
accrue on the Base Amount. As a result of these modifications, the Chairman will receive 240 equal monthly installments 
as  follows:  (1) approximately  $20,000  under  the  8%  Plan;  (2) approximately  $237,000  under  the  13%  Plan;  and 
(3) approximately $164,000 under the salary continuation plan. 

The Committee also approved certain immaterial amendments to the Chairman’s employment agreement intended 

to comply with Section 409A of the Internal Revenue Code. 

(14)  Stock-Based Compensation 

Liberty—Incentive Plans 

Pursuant to the Liberty Media Corporation 2017 Omnibus Incentive Plan (the “2017 Plan”), the company may 
grant Awards to purchase shares of Series A, Series B and Series C Liberty Media Corporation common stock. The 2017 
Plan  provides  for Awards  to  be  made  in  respect  of  a  maximum  of  50.0 million  shares  of  Liberty  Media  Corporation 
common stock. Awards generally vest over 1-5 years and have a term of 7-10 years. Liberty issues new shares upon exercise 
of  equity  awards. The  Company  measures the  cost of  employee services  received  in  exchange for  an  equity  classified 
Award  (such  as  stock  options  and  restricted  stock)  based  on  the  grant-date  fair  value  (“GDFV”)  of  the Award,  and 
recognizes that cost over the period during which the employee is required to provide service (usually the vesting period 
of the Award). 

In  connection  with  the  Recapitalization  during  2016,  all  outstanding Awards  with  respect  to  Liberty  Media 
Corporation common stock (“Liberty Awards”) were adjusted pursuant to the anti-dilution provisions of the incentive plans 
under which the equity awards were granted, such that a holder of a Liberty Award received new corresponding equity 
awards relating to shares of one or more series of Liberty SiriusXM common stock, Liberty Braves common stock and 
Liberty Formula One common stock (collectively, the “Adjusted Liberty Awards”). 

All of the pre-Recapitalization value of the Liberty Awards was allocated among the Adjusted Liberty Awards. 

F-82 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Liberty—Grants of stock options 

Awards granted in 2018, 2017 and 2016 are summarized as follows: 

2018 

Years ended December 31, 
2017 
  Options   Weighted   Options   Weighted   Options      Weighted   
average    
GDFV 

average    granted  
      (000's)   

      (000's)        GDFV 

     (000's)        GDFV 

average   

granted  

granted  

2016 

Series C Liberty Media Corporation common stock, 
Liberty employees and directors (1) . . . . . . . . . . . . . . . . . . .    
Series C Liberty Media Corporation common stock, 
Liberty CEO (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Series C Liberty SiriusXM common stock, Liberty 
employees and directors (1) . . . . . . . . . . . . . . . . . . . . . . . . .    
Series C Liberty SiriusXM common stock, Liberty CEO 
(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Series C Liberty Formula One common stock, Liberty 
employees and directors (1) . . . . . . . . . . . . . . . . . . . . . . . . .    
Series C Liberty Formula One common stock, Liberty 
CEO (3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Series C Liberty Formula One common stock, Formula 1 
employees (4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Series C Liberty Braves common stock, Liberty 
employees and directors (1) . . . . . . . . . . . . . . . . . . . . . . . . .    
Series C Liberty Braves common stock, Liberty CEO (3) .    

NA  

NA  

NA  

NA  

 10   $   8.33  

NA  

NA  

NA  

NA  

 775   $   8.91  

 33   $  11.09  

 263   $  10.39  

 415   $   7.50  

 633   $  11.56  

 920   $   8.50  

NA  

NA  

 21   $   8.99  

 153   $   9.42  

 101   $   4.89  

 139   $   8.80  

 171   $   8.96  

NA  

NA  

 1,888   $   8.64  

 2,015   $   8.16  

NA  

NA  

 5   $   7.14  
 46   $   6.44  

 35   $   6.14  
 149   $   6.02  

 41   $   3.79  
NA  
NA  

(1)  Mainly vests between three and five years for employees and in one year for directors. 
(2)  Grant mainly cliff vested in December 2016 and was made in connection with the CEO’s employment agreement. 
(3)  Grants in 2017 mainly cliff vested in December 2017. Grants in 2018 cliff vested in December 2018 and were made 

in connection with the CEO’s employment agreement. 

(4)  Vest monthly over one year. 

In addition to the stock option grants to the Liberty CEO, and in connection with his employment agreement, 
Liberty granted performance-based restricted stock units (“RSUs”). During the years ended December 31, 2018 and 2017, 
Liberty granted 86 thousand and 50 thousand RSUs, respectively, of Series C Liberty Formula One common stock. Such 
RSUs had a GDFV of $31.99 per share and $33.92 per share, respectively. During the year ended December 31, 2018, 
Liberty granted 12 thousand RSUs of Series C Liberty Braves common stock with a GDFV of $23.34 per share. During 
the year ended December 31, 2016, Liberty granted 39 thousand RSUs of Series C Liberty Media Corporation common 
stock. Such RSUs had a GDFV of $37.76 per share. The 2018, 2017 and 2016 performance-based RSUs cliff vested in one 
year, subject to the satisfaction of certain performance objectives and based on an amount determined by the compensation 
committee.  Performance objectives, which  are  subjective,  are  considered  in determining  the  timing and  amount  of  the 
compensation  expense  recognized. As  the  satisfaction  of  the  performance  objectives  becomes  probable,  the  Company 
records compensation expense. The value of the grant is remeasured at each reporting period. 

The Company did not grant any options to purchase Series A or Series B of Liberty SiriusXM, Liberty Braves or 

Liberty Formula One common stock during the year ended December 31, 2018. 

F-83 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

The Company has calculated the GDFV 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 2018, 2017 and 2016, the range of expected terms was 3.5 to 6.3 years. The volatility used in the calculation for Awards 
is based on the historical volatility of Liberty’s stocks and the implied volatility of publicly traded Liberty 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 2018, 2017 

and 2016 grants. 

2018 grants 

Liberty options . . . . . . . . . . . . . . . . . . . . . . . . . . .       23.5 % - 26.0 % 

Volatility 

2017 grants 

Liberty options . . . . . . . . . . . . . . . . . . . . . . . . . . .       22.6 % - 29.8 % 

2016 grants 

Liberty options . . . . . . . . . . . . . . . . . . . . . . . . . . .       22.6 % - 26.8 % 

Liberty—Outstanding Awards 

The following tables present the number and weighted average exercise price (“WAEP”) of Awards to purchase 
Liberty 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. 

Liberty SiriusXM 

Series A 

Liberty 

  Awards (000's)   WAEP 

      Weighted        Aggregate   

average 
  remaining 
life 

intrinsic 
value 
  (in millions)  

 —   $

 1,626   $ 19.78  
 —  
 (223)  $ 19.43  
 —  
 1,403   $ 19.84     1.0 year    $ 
 1,399   $ 19.81     1.0 year    $ 

 —   $

 24  
 24  

Outstanding at January 1, 2018 . . . . . . . . . . . . . . . . . . . . .     
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Forfeited/Cancelled . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Outstanding at December 31, 2018 . . . . . . . . . . . . . . . . . .     
Exercisable at December 31, 2018 . . . . . . . . . . . . . . . . . .     

F-84 

 
 
 
 
 
 
 
 
 
  
         
 
         
 
    
      
    
      
    
      
    
      
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
          
     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Series C 

Liberty 

  Awards (000's) 

  WAEP 

      Weighted 
average 
remaining 
life 

      Aggregate   

intrinsic 
value 
  (in millions)  

Outstanding at January 1, 2018 . . . . . . . . . . . . . . . . .      
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      
Forfeited/Cancelled . . . . . . . . . . . . . . . . . . . . . . . . .     
Outstanding at December 31, 2018 . . . . . . . . . . . . . .      
Exercisable at December 31, 2018 . . . . . . . . . . . . . .      

 11,328   $   27.66  
 666   $   42.34  
 (497)  $   19.81  
 (2)  $   38.77  
 11,495   $   28.85     3.3 
 8,039   $   28.25     3.1 

years   $ 
years   $ 

 98  
 74  

Liberty Formula One 

Series A 

Liberty 

 Awards (000's)    WAEP 

      Weighted 
average 
remaining 
life 

      Aggregate    
intrinsic 
value 
  (in millions)   

Outstanding at January 1, 2018 . . . . . . . . . . . . . . . .    
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Exercised  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Forfeited/Cancelled . . . . . . . . . . . . . . . . . . . . . . . .    
Outstanding at December 31, 2018 . . . . . . . . . . . . .    
Exercisable at December 31, 2018 . . . . . . . . . . . . .    

 400   $   11.69  
 —   $ 
 —  
 (40)  $   11.50  
 —   $ 
 —  
 360   $   11.71   
 360   $   11.70   

 1.0 year 
 1.0 year 

  $ 
  $ 

 6  
 6  

Series C 

Liberty 
 Awards (000's) 

  WAEP 

      Weighted 
average 
remaining 
life 

      Aggregate   

intrinsic 
value 
  (in millions)  

Outstanding at January 1, 2018 . . . . . . . . . . . . . . .      
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      
Exercised  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      
Forfeited/Cancelled . . . . . . . . . . . . . . . . . . . . . . .      
Outstanding at December 31, 2018 . . . . . . . . . . . .      
Exercisable at December 31, 2018 . . . . . . . . . . . .      

 4,760   $   24.59  
 2,048   $   31.55  
 (123)  $   13.83  
 (1)  $   34.84  
 6,684   $   26.92   
 4,911   $   27.58   

 4.7 years 
 4.6 years 

  $ 
  $ 

 35  
 24  

F-85 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
          
     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
     
 
       
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     
 
       
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Liberty Braves 

Series A 

      Weighted        Aggregate    

Liberty 
  Awards (000's) 

average 

  remaining 

  WAEP 

life 

intrinsic 
value 
  (in millions)  

Outstanding at January 1, 2018  . . . . . . . . . . . . . . . . .     
Granted  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Forfeited/Cancelled . . . . . . . . . . . . . . . . . . . . . . . . . .  
Outstanding at December 31, 2018  . . . . . . . . . . . . . .     
Exercisable at December 31, 2018 . . . . . . . . . . . . . . .     

 179   $ 
 —   $ 
 (2)  $ 
 —   $ 
 177   $ 
 177   $ 

 11.43  
 —  
 11.00  
 —  
 11.44   
 11.42   

 1.0 year    $ 
 1.0 year    $ 

 2  
 2  

Series C 

Liberty 
  Awards (000's) 

  WAEP 

      Weighted 
average 
remaining 
life 

      Aggregate    
intrinsic 
value 
  (in millions)  

Outstanding at January 1, 2018  . . . . . . . . . . . . . . . .     
Granted  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
Forfeited/Cancelled . . . . . . . . . . . . . . . . . . . . . . . . .  
Outstanding at December 31, 2018  . . . . . . . . . . . . .     
Exercisable at December 31, 2018 . . . . . . . . . . . . . .     

 1,231   $  16.27  
 51   $  23.54  
 (6)  $   11.97  
 —  
 —   $ 
 1,276   $  16.58   
 926   $  16.33   

 3.2  years   $ 
 3.0  years   $ 

 11  
 8  

There  were  no  outstanding  Series B  options  to  purchase  shares  of  Series B  Liberty  SiriusXM  common  stock, 

Liberty Formula One common stock or Liberty Braves common stock during 2018. 

As  of  December 31,  2018,  the  total  unrecognized  compensation  cost  related  to  unvested  Liberty Awards  was 
approximately $22 million. Such amount will be recognized in the Company’s consolidated statements of operations over 
a weighted average period of approximately 1.3 years. 

As  of  December 31,  2018,  12.9 million,  7.0 million  and  1.5 million  shares  of  Series A  and  Series C  Liberty 
SiriusXM, Liberty Formula One and Liberty Braves common stock, respectively, were reserved for issuance under exercise 
privileges of outstanding stock Awards. 

Liberty—Exercises 

The aggregate intrinsic value of all options exercised during the years ended December 31, 2018, 2017 and 2016 

was $22 million, $31 million and $24 million, respectively. 

F-86 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
          
     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
          
     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Liberty—Restricted Stock 

The  Company  had  approximately  218  thousand,  211  thousand  and  46  thousand  unvested  restricted  shares  of 
Liberty SiriusXM, Liberty Formula One, and Liberty Braves common stock, respectively, held by certain directors, officers 
and employees of the Company as of December 31, 2018. These Series A and Series C unvested restricted shares of Liberty 
SiriusXM common stock, Liberty Formula One common stock and Liberty Braves common stock had a weighted average 
GDFV of $26.74, $28.79, and $20.16 per share, respectively. 

The  aggregate  fair  value  of  all  restricted  shares  of  Liberty  common  stock  that  vested  during  the  years  ended 

December 31, 2018, 2017 and 2016 was $9 million, $85 million and $7 million, respectively. 

SIRIUS XM—Stock-based Compensation 

During the years ended December 31, 2018, 2017 and 2016, SIRIUS XM granted various types of stock awards 
to  its  employees  and  members  of  its  board  of  directors.  Stock-based  awards  are  generally  subject  to  a  graded  vesting 
requirement, which is generally three to four years from the grant date.  Stock options generally expire ten years from the 
date of grant.  Restricted stock units include performance-based restricted stock units (“PRSUs”), the vesting of which are 
subject to the achievement of performance goals and the employee's continued employment and generally cliff vest on the 
third anniversary of the grant date. SIRIUS XM 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 2018, 2017 and 2016 was 23%, 
24% and 22%, respectively. During the year ended December 31, 2018, SIRIUS XM granted approximately 31.7 million 
stock options with a weighted-average exercise price of $6.59 per share and a grant date fair value of $1.45 per share. As 
of  December 31,  2018,  SIRIUS XM  has  approximately  243.4 million  options  outstanding  of  which  approximately 
143.8 million are exercisable, each with a weighted-average exercise price per share of $4.22 and $3.60, respectively. The 
aggregate intrinsic value of these outstanding and exercisable options was $392 million and $303 million, respectively. 
During  the  year  ended  December 31,  2018,  SIRIUS XM  granted  approximately  17.5 million  RSUs  and  PRSUs  with  a 
grant date fair value of $6.40 per share. The stock-based compensation related to SIRIUS XM stock options and restricted 
stock awards was $133 million, $124 million and $109 million for the years ended December 31, 2018, 2017, and 2016, 
respectively. As of December 31, 2018, the total unrecognized compensation cost related to unvested SIRIUS XM stock 
options  was  $254 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 1.8 years. 

(15)  Employee Benefit Plans 

Liberty is the sponsor of the Liberty Media 401(k) Savings Plan (the “Liberty 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 
retirement fund. The Liberty 401(k) Plan provides for employees to make contributions to a trust for investment in Liberty 
common stock, as well as several mutual funds. The Company and its subsidiaries make matching contributions to the 
Liberty 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  $20 million, 
$17 million and $13 million for each of the years ended December 31, 2018, 2017 and 2016, respectively. 

(16)  Other Comprehensive Earnings (Loss) 

Accumulated  other  comprehensive  earnings  (loss)  included  in  Liberty’s  consolidated  balance  sheets  and 
consolidated  statements  of  equity  reflect  the  aggregate  of  foreign  currency  translation  adjustments,  unrealized  holding 
gains  and  losses  on  debt  and  equity  securities  and  Liberty’s  share  of  accumulated  other  comprehensive  earnings  of 
affiliates. 

F-87 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

The change in the components of accumulated other comprehensive earnings (loss), net of taxes (“AOCI”), is 

summarized as follows: 

Balance at January 1, 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

Other comprehensive earnings (loss) attributable to Liberty 
stockholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Balance at December 31, 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Other comprehensive earnings (loss) attributable to Liberty 
stockholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Balance at December 31, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Other comprehensive earnings (loss) attributable to Liberty 
stockholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Cumulative adjustment for change in accounting principle . . . . . . . . . .   
Balance at December 31, 2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

      Unrealized 

holding 
  gains (losses) 
  on securities 

      Foreign 
currency 
  translation   
  adjustment    Other 
amounts in millions 
 (23) 

 (18)  

 (10)  

  AOCI 

 (51)

 (11)
 (62)

 27 
 (35)

 (5) 
 2  
 (38) 

 1   
 (9)  

 (3)  
 (12)  

 (3) 
 —  
 (15)  

 1  
 (22) 

 16  
 (6) 

 (24) 
 —  
 (30) 

 (13)  
 (31)  

 14   
 (17)  

 22   
 2  
 7   

The  components  of  other  comprehensive  earnings  (loss)  are  reflected  in  Liberty’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). 

  Before-tax 
  amount 

      Tax 
  (expense)   Net-of-tax   
  amount    
  benefit 
amounts in millions 

Year ended December 31, 2018: 
Unrealized holding gains (losses) arising during period . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Credit risk on fair value debt instruments gains (losses)  . . . . . . . . . . . . . . . . . . . . . . . .      
Foreign currency translation adjustments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      
Other comprehensive earnings  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 

Year ended December 31, 2017: 
Unrealized holding gains (losses) arising during period . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Foreign currency translation adjustments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Other comprehensive earnings  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

Year ended December 31, 2016: 
Foreign currency translation adjustments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Other comprehensive earnings  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 (4)   
 41 
 (56)   
 (19)   

 (5)   
 60 
 55   

 (16)   
 (16)   

 1 
 (9)  
 12 
 4 

 2 
 (22)  
 (20)  

 (3)  
 32   
 (44)  
 (15)  

 (3)  
 38   
 35   

 6   
 6   

 (10)  
 (10)  

(17)  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 

F-88 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
     
 
  
 
 
 
 
 
 
 
  
 
 
 
 
  
 
  
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
       
 
     
 
  
 
 
 
 
  
   
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
  
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

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, 2018 
aggregated  $165 million,  which  is  payable  as  follows:  $93 million  in  2019,  $36 million  in  2020,  $34 million  in  2021, 
$2 million in 2022, less than one million in 2023 and none thereafter. In addition to the foregoing amounts, certain players 
and coaches may earn incentive compensation under the terms of their employment contracts. 

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. 

Rental expense under such agreements amounted to $64 million, $58 million and $52 million for the years ended 

December 31, 2018, 2017 and 2016, respectively. 

A  summary  of  future  minimum  lease  payments  under  cancelable  and  noncancelable  operating  leases,  as  of 

December 31, 2018 follows (amounts in millions): 

Years ending December 31: 
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 54  
 59  
 53  
 48  
 40  
 179  

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 
2018. 

Braves Holdings provided funding for the new stadium and the land during the initial construction period, until 
the  initial  reimbursement  by  the Authority  in  September 2015,  at  which  time  the  land  was  conveyed  to  the Authority. 
Braves Holdings was deemed the owner (for accounting purposes) of the stadium during the construction period and costs 
were classified as construction in progress (“CIP”), within the Property and equipment, net line item. Costs of the project 
were captured in CIP along with a corresponding financing obligation, reported in other liabilities, for amounts funded by 
the Authority. At the end of the construction period in March 2017, the Company performed an analysis and determined 
that due to Braves Holdings’ continuing involvement with the property as a result of the purchase option at the end of the 
lease term, the stadium did not qualify for sale-leaseback accounting treatment. Accordingly, Braves Holdings applied the 
financing method of accounting whereby Braves Holdings began making license payments and amortizing the financing 
obligation to the Authority using the effective interest rate method over a 30 year term. The stadium was reclassified from 
CIP and placed into service on March 31, 2017. Also at this time, Braves Holdings began depreciating the stadium over a 
45 year estimated useful life. 

F-89 

 
 
 
 
 
     
     
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Programming, music royalties and other contractual arrangements 

SIRIUS XM has entered into various programming agreements under which SIRIUS XM’s obligations include 
fixed payments, advertising commitments and revenue sharing arrangements. In addition, SIRIUS XM has entered into 
certain  music  royalty  arrangements  that  include  fixed  payments. Amounts  due  under  programming  and  music  royalty 
agreements are payable as follows: $430 million in 2019, $335 million in 2020, $218 million in 2021, $79 million in 2022 
and  $38 million  in  2023.  Future  revenue  sharing  costs  are  dependent  upon  many  factors  and  are  difficult  to  estimate; 
therefore, they are not included in the amounts above. In addition, SIRIUS XM has entered into agreements related to 
certain satellite and transmission costs, sales and marketing costs and in-orbit performance payments to the manufacturer 
of its satellites. Amounts due under these agreements are payable as follows: $146 million in 2019, $69 million in 2020, 
$20 million in 2021, $13 million in 2022 and $10 million in 2023. 

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  Liberty, Vivendi  Universal  S.A. 
(“Vivendi”) and the former USA Holdings, Inc., Liberty 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 Liberty 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 Liberty 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. During the first quarter of 2016, 
Liberty 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 
Liberty Global plc, an additional plaintiff in the action, Liberty recognized a net pre-tax gain on the legal settlement of 
approximately  $511 million. The recovery received in connection with the settlement is attributed to the Formula One 
Group. This settlement resulted in a dismissal of all appeals and mutual releases of the parties. 

During the fourth quarters of 2017 and 2016, SIRIUS XM recorded $45 million and $46 million, respectively, 
related to music royalty legal settlements and reserves. The expenses are included in the Revenue share and royalties line 
item in the accompanying consolidated financial statements for the years ended December 31, 2017 and 2016, respectively, 
but have been excluded from Adjusted OIBDA for the corresponding periods as these expense were not incurred as a part 
of SIRIUS XM’s normal operations for the periods and do not relate to the on-going performance of the business. 

F-90 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

On March 13, 2017, Thomas Buchanan, individually and on behalf of all others similarly situated, filed a class 
action complaint against SIRIUS XM in the United States District Court for the Northern District of Texas, Dallas Division. 
The plaintiff in this action alleges that SIRIUS XM violated the Telephone Consumer Protection Act of 1991 (the “TCPA”) 
by,  among  other  things,  making  telephone  solicitations  to  persons  on  the  National  Do-Not-Call  registry,  a  database 
established to allow consumers to exclude themselves from telemarketing calls unless they consent to receive the calls in 
a signed, written agreement, and making calls to consumers in violation of SIRIUS XM’s internal Do-Not-Call registry. 
The plaintiff is seeking various forms of relief, including statutory damages of $500 for each violation of the TCPA or, in 
the  alternative,  treble  damages  of  up  to  $1,500  for  each  knowing  and  willful  violation  of  the TCPA  and  a  permanent 
injunction prohibiting SIRIUS XM from making, or having made, any calls to land lines that are listed on the National Do-
Not-Call registry or SIRIUS XM’s internal Do-Not-Call registry. The plaintiff has filed a motion seeking class certification, 
and that motion is pending. SIRIUS XM believes it has substantial defenses to the claims asserted in this action, and intends 
to defend this action vigorously. 

On June 7, 2018, SIRIUS XM entered into an agreement with SoundExchange, Inc. (“Sound Exchange”), the 
organization that collects and distributes sound recording royalties pursuant to SIRIUS XM’s statutory license, to settle the 
cases  titled  SoundExchange, Inc. v.  Sirius XM  Radio, Inc.,  No.13-cv-1290-RJL  (D.D.C.),  and  SoundExchange,  Inc. v. 
Sirius XM Radio, Inc., No.17-cv-02666-RJL (D.D.C.). A description of these actions is contained in our prior public filings. 
In connection with the settlement, SIRIUS XM made a one-time lump sum payment of $150 million to SoundExchange 
on July 6, 2018. SIRIUS XM accrued for a portion of this liability in prior years and recorded a $69 million charge for the 
remaining liability during the second quarter of 2018. This expense is included in the Revenue share and royalties line 
item in the accompanying consolidated financial statements for the year ended December 31, 2018, but has been excluded 
from Adjusted OIBDA for the corresponding periods as this expense was not incurred as a part of SIRIUS XM’s normal 
operations and does not relate to the on-going performance of the business. The settlement resolved all outstanding claims, 
including  ongoing  audits,  under  SIRIUS  XM’s  statutory  license  for  sound  recordings  for  the  period  January 1,  2007 
through December 31, 2017. 

(18)  Information About Liberty’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 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. 

F-91 

LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

The Company has identified the following subsidiaries as its reportable segments: 

•  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. SIRIUS XM also transmits a larger set of music and other channels and video programming 
through its streaming service. SIRIUS XM’s streaming service is available online and through applications 
for  mobile  devices,  home  devices  and  other  consumer  electronic  equipment.  SIRIUS XM  also  provides 
connected  vehicle  services.  SIRIUS XM’s  connected  vehicle  services  are  designed  to  enhance  the  safety, 
security and driving experience for vehicle operators while providing marketing and operational benefits to 
automakers and their dealers. 

•  Formula 1 is a global motorsports business that holds exclusive commercial rights with respect to the World 
Championship,  an  annual,  approximately  nine-month  long,  motor  race-based  competition  in which  teams 
compete for the Constructors’ Championship and drivers compete for the Drivers’ Championship. The World 
Championship  takes  place  on  various  circuits  with  a  varying  number  of  events  taking  place  in  different 
countries  around  the  world  each  season.  Formula 1  is  responsible  for  the  commercial  exploitation  and 
development  of  the World  Championship. The  Company  acquired  a  controlling  interest  in  Formula 1  on 
January 23, 2017, at which time it began consolidating the results of the Formula 1 business. 

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 

2018 

  Revenue 

  Revenue 

  OIBDA 

  Revenue 

      Adjusted       
  OIBDA 

Years ended December 31, 
2017 
      Adjusted       

2016 
      Adjusted    
  OIBDA    

Liberty SiriusXM Group 

SIRIUS XM . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   5,771   
Corporate and other  . . . . . . . . . . . . . . . . . . . . .   
 —  
Total Liberty SiriusXM Group  . . . . . . . . . . .   
 5,771  

 2,230   
 (16) 
 2,214  

 5,425   
 —  
 5,425  

 2,109   
 (15) 
 2,094  

 5,014   
 —  
 5,014  

 1,853 
 (15)
 1,838 

amounts in millions 

Braves Group 

Corporate and other  . . . . . . . . . . . . . . . . . . . . .   
Total Braves Group  . . . . . . . . . . . . . . . . . . . .   

 442   
 442  

 88   
 88  

 386   
 386  

 2   
 2  

 262   
 262  

 (20)
 (20)

Formula One Group 

Formula 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Corporate and other  . . . . . . . . . . . . . . . . . . . . .   
Total Formula One Group . . . . . . . . . . . . . . .   

   1,827  
 —  
   1,827  
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   8,040   

 400  
 (25) 
 375  
 2,677   

 1,783  
 —  
 1,783  
 7,594   

 438  
 (41) 
 397  
 2,493   

 —  
 —  
 —  
 5,276   

 — 
 (45)
 (45)
 1,773 

F-92 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
  
 
       
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Other Information 

      Total 
assets 

December 31, 2018 
    Investments      Capital 
  in affiliates    expenditures  

     Total 
assets 
amounts in millions 

December 31, 2017 
     Investments      Capital 
  in affiliates    expenditures   

Liberty SiriusXM Group 

SIRIUS XM . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  27,812   
Corporate and other  . . . . . . . . . . . . . . . . . . . . .   
 480  
Total Liberty SiriusXM Group  . . . . . . . . . . .   
   28,292  

Braves Group 

Corporate and other  . . . . . . . . . . . . . . . . . . . . .   
Total Braves Group  . . . . . . . . . . . . . . . . . . . .   

 1,805  
 1,805  

Formula One Group 

 629   
 —  
 629  

 92  
 92  

 356     27,837   
 693  
 28,530  

 —  
 356  

 33  
 33  

 1,866  
 1,866  

 672   
 —  
 672  

 145  
 145  

Formula 1. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Corporate and other  . . . . . . . . . . . . . . . . . . . . .   
Total Formula One Group . . . . . . . . . . . . . . .   
Elimination (1) . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 8,958   
 1,999   
 10,957  
 (226) 
Consolidated Liberty . . . . . . . . . . . . . . . . . .    $  40,828   

 —   
 920   
 920  
 —  
 1,641   

 12  
 2   
 14  
 —  

 9,461 
 2,341   
 11,802  
 (202) 
 403     41,996   

 — 
 933   
 933  
 —  
 1,750   

 288 
 — 
 288 

 219 
 219 

 8 
 2 
 10 
 — 
 517 

(1)  This is primarily the intergroup interest in the Braves Group held by the Formula One Group, as discussed in note 2. 
The  intergroup  interest  attributable  to  the  Formula  One  Group  is  presented  as  an  asset and  the  intergroup  interest 
attributable  to the  Braves Group  is presented  as  a  liability  in  the  attributed financial  statements  and  the  offsetting 
amounts between tracking stock groups are eliminated in consolidation. 

The following table provides a reconciliation of consolidated segment Adjusted OIBDA to earnings (loss) from 

continuing operations before income taxes: 

  Years ended December 31, 
      2016 
      2017 
    2018 

amounts in millions 

Operating income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Consolidated segment Adjusted OIBDA . . . . . . . . . . . . . . . . . . . . . . . .    $  2,677     2,493     1,773 
Legal settlement (note 17)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 465 
 (69)  
 (150)
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        (192)   
 (354)
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        (905)   
 1,734 
 1,511  
 (362)
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        (606)   
 14 
 18   
Share of earnings (losses) of affiliates, net . . . . . . . . . . . . . . . . . . . . . .      
 37 
 40   
Realized and unrealized gains (losses) on financial instruments, net .      
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      
 (4)
 78   
Earnings (loss) from continuing operations before income taxes . . .    $  1,041   
 827     1,419 

 (45) 
 (230)  
 (824)  
 1,394  
 (591)  
 104   
 (88)  
 8   

F-93 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
  
 
 
 
 
  
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

Revenue by Geographic Area 

Revenue by geographic area based on the country of domicile is as follows: 

United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
United Kingdom . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

  $ 

Long-lived Assets by Geographic Area 

Years ended December 31, 

2018 

2017 

2016 

amounts in millions 

 6,209   
 1,831   
 —  
 8,040   

 5,724   
 1,783   
 87  
 7,594   

 5,230  
 —  
 46  
 5,276  

December 31, 

United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
United Kingdom . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

  $ 

(19)  Quarterly Financial Information (Unaudited) 

2017 

2018 
amounts in millions 
 2,457   
 12   
 2,469   

 2,529  
 12  
 2,541  

1st 
  Quarter 

     2nd 
  Quarter    Quarter   Quarter 

     3rd 

4th 

amounts in millions, 
except per share amounts 

2018: 
Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 1,517     2,199     2,315   
Operating income (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  227   
 531   
Net earnings (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  213   
 366   
Net earnings (loss) attributable to Liberty stockholders: 

 374   
 255   

Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  200  
Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (52) 
Liberty Formula One common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (17) 

 165  
 (2) 
 9  

 185  
 41  
 42  

 2,009 
 379 
 31 

 126  
 18  
 (184) 

Basic net earnings (loss) attributable to Liberty stockholders per common 
share: 

Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  0.60  
Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (1.02) 
Liberty Formula One common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (0.07) 

 0.50  
 (0.04) 
 0.04  

 0.56  
 0.80  
 0.18  

 0.39  
 0.35  
 (0.80) 

Diluted net earnings (loss) attributable to Liberty stockholders per common 
share: 

Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  0.59  
Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (1.02) 
Liberty Formula One common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (0.07) 

 0.49  
 (0.04) 
 0.04  

 0.55  
 0.80  
 0.18  

 0.38  
 (0.07) 
 (0.80) 

F-94 

 
 
 
 
 
 
 
 
 
 
 
  
 
     
     
     
  
 
 
  
  
 
 
 
 
 
 
 
 
 
 
 
  
 
     
     
  
 
 
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
    
    
 
 
  
 
 
  
 
 
  
 
   
 
 
 
 
 
 
 
 
   
  
  
  
 
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
LIBERTY MEDIA CORPORATION AND SUBSIDIARIES 

Notes to Consolidated Financial Statements (Continued) 

December 31, 2018, 2017 and 2016 

1st 

  Quarter 

2nd 
  Quarter 

3rd 
  Quarter 
amounts in millions, 
except per share amounts 

4th 
  Quarter   

2017: 
Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  1,395   
Operating income (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
 259   
 44   
Net earnings (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Net earnings (loss) attributable to Liberty stockholders: 

 2,140   
 422   
 156   

 2,065   
 382   
 261   

 1,994 
 331 
 1,429  

Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Liberty Formula One common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 124  
 (49) 
 (96) 

 123  
 (2) 
 (27) 

 183  
 22  
 (37) 

Basic net earnings (loss) attributable to Liberty stockholders per common 
share: 

Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   0.37  
Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (1.00) 
Liberty Formula One common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (0.55) 

 0.37  
 (0.04) 
 (0.13) 

 0.54  
 0.45  
 (0.17) 

Diluted net earnings (loss) attributable to Liberty stockholders per common 
share: 

Liberty SiriusXM common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   0.37  
Liberty Braves common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (1.00) 
Liberty Formula One common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  (0.55) 

 0.36  
 (0.04) 
 (0.13) 

 0.54  
 0.45  
 (0.17) 

 694  
 4  
 415  

 2.07  
 0.08  
 1.80  

 2.04  
 0.07  
 1.79  

F-95 

 
 
 
 
 
 
 
 
 
 
 
 
 
    
    
    
    
  
 
 
 
  
 
 
  
 
 
   
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
   
  
  
  
 
 
   
 
 
 
 
 
 
 
 
 
 
 
Unaudited Attributed Financial Information for Tracking Stock Groups 

During November 2015, Liberty Media Corporation’s (“Liberty”) board of directors authorized management to 
pursue a reclassification of the Company’s common stock into three new tracking stock groups, one to be designated as 
the Liberty Braves tracking stock, one to be designated as the Liberty Media tracking stock and one to be designated as 
the Liberty SiriusXM tracking stock (the “Recapitalization”), and to cause to be distributed subscription rights related to 
the Liberty Braves tracking stock following the creation of the new tracking stocks. The Recapitalization was completed 
on April 15, 2016 and the newly issued shares commenced trading or quotation in the regular way on the Nasdaq Global 
Select Market or the OTC Markets, as applicable, on Monday, April 18, 2016.  Shortly following the completion of the 
second closing of the acquisition of Formula 1 on January 23, 2017, the Liberty Media Group was renamed the Liberty 
Formula One Group. Historical information of the Liberty Media Group and Liberty Media common stock is referred to 
herein as the Formula One Group and Liberty Formula One common stock, respectively. 

The  following  tables  present  our  assets  and  liabilities  as  of  December  31,  2018  and  December  31,  2017  and 
revenue, expenses and cash flows for the years ended December 31, 2018, 2017, and 2016. The tables further present our 
assets, liabilities, revenue, expenses and cash flows that are attributed to the Liberty SiriusXM Group, Braves Group and 
the  Formula  One  Group,  respectively.  The  financial  information  should  be  read  in  conjunction  with  our  consolidated 
financial statements for the year ended December 31, 2018 included in this Annual Report. 

The  attributed  financial  information  presented  herein  has  been  prepared  assuming  this  attribution  had  been 
completed as of January 1, 2014. However, this attribution of historical financial information does not purport to be what 
actual results and balances would have been if such attribution had actually occurred and been in place during these periods. 
Therefore, the attributed net earnings (losses) presented in the unaudited attributed financial information are not the same 
as the net earnings (losses) reflected in the Liberty consolidated financial statements included in this Annual Report. The 
net earnings (losses) attributed to the Liberty SiriusXM common stock, Liberty Braves common stock and Liberty Formula 
One common stock for purposes of those financial statements only relates to the period after the Recapitalization. 

Notwithstanding the following attribution of assets, liabilities, revenue, expenses and cash flows to the Liberty 
SiriusXM  Group,  Braves  Group  and  the  Formula  One  Group,  our  tracking  stock  capital  structure  does  not  affect  the 
ownership or the respective legal title to our assets or responsibility for our liabilities. We and our subsidiaries are each 
responsible for our respective liabilities. Holders of Liberty SiriusXM common stock, Liberty Braves common stock and 
Liberty Formula One common stock are holders of our common stock and are subject to risks associated with an investment 
in our company and all of our businesses, assets and liabilities. The issuance of Liberty SiriusXM common stock, Liberty 
Braves common stock and Liberty Formula One common stock does not affect the rights of our creditors. 

F-96 

 
 
SUMMARY ATTRIBUTED FINANCIAL DATA 

Liberty SiriusXM Group 

Summary Balance Sheet Data: 

  December 31,   
2018 

December 31,  
2017 

amounts in millions 

Cash and cash equivalents  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Investments in affiliates, accounted for using the equity method  . . . . . . . . . . . . . . . . . . .    $ 
Intangible assets not subject to amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Intangible assets subject to amortization, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Long-term debt, including current portion  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Attributed net assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Noncontrolling interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 91  
 629  
 23,781  
 942  
 28,292  
 1,932  
 7,858  
 1,673  
 10,599  
 5,108  

 615 
 672 
 23,778 
 972 
 28,530 
 1,882 
 7,496 
 1,447 
 10,861 
 5,615 

Summary Statement of Operations Data: 

Years ended December 31,  

2018 

2017 
amounts in millions 

2016 

Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Cost of subscriber services (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Subscriber acquisition costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Other operating expenses (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Selling, general and administrative expense (1) . . . . . . . . . . . . . . . . .    $ 
Operating income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Income tax (expense) benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Net earnings (loss) attributable to noncontrolling interests . . . . . . . .    $ 
Earnings (loss) attributable to Liberty stockholders . . . . . . . . . . . . . .    $ 

 5,771  
 (2,308) 
 (470) 
 (123) 
 (881) 
 1,620  
 (388) 
 (241) 
 328  
 676  

 5,425  
 (2,102)  
 (499)  
 (113)  
 (812)  
 1,547  
 (356)  
 466  
 535  
 1,124  

 5,014 
 (1,994)
 (513)
 (82)
 (761)
 1,352 
 (342)
 (341)
 244 
 413 

(1)  Includes stock-based compensation expense as follows: 

Cost of subscriber services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Other operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Selling, general and administrative expense . . . . . . . . . . . . . . . . . . .   

  $ 

2018 

Years ended December 31,  
2017 
amounts in millions 

2016 

37  
17  
102  
156  

36  
16  
98  
150  

30 
13 
85 
128 

F-97 

 
 
 
 
 
 
 
 
 
 
 
 
     
     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
    
     
     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Braves Group 

Summary Balance Sheet Data: 

December 31,  
2018 

December 31,    
2017 

amounts in millions 

Cash and cash equivalents  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Property and equipment, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Investments in affiliates, accounted for using the equity method  . . . . . . . . . . . .     $ 
Intangible assets not subject to amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Intangible assets subject to amortization, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Long-term debt, including current portion  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Attributed net assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 

 107  
 1,041  
 92  
 323  
 37  
 1,805  
 54  
 491  
 69  
 446  

 132  
 1,099  
 145  
 323  
 49  
 1,866  
 51  
 662  
 62  
 413  

Summary Statement of Operations Data: 

Years ended December 31,  

2018 

2017 
amounts in millions 

2016 

Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Selling, general and administrative expense (1) . . . . . . . . . . . . . . . . . . . . . . .     $ 
Operating income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Share of earnings (losses) of affiliates, net . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Income tax (expense) benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Earnings (loss) attributable to Liberty stockholders . . . . . . . . . . . . . . . . . . . .     $ 

 442  
 (118) 
 1  
 12  
 15  
 5  

 386  
 (151) 
 (113) 
 78  
 36  
 (25) 

 262 
 (67)
 (61)
 9 
 17 
 (62)

(1)  Includes stock-based compensation of $11 million, $48 million, and $9 million for the years ended December 31, 

2018, 2017 and 2016, respectively.  

F-98 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     
 
 
 
 
 
 
 
 
Formula One Group 

Summary Balance Sheet Data: 

December 31,  
2018 

December 31,  
2017 

amounts in millions 

Cash and cash equivalents  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Investments in debt and equity securities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Investments in affiliates, accounted for using the equity method  . . . . . . . . . .     $ 
Intangible assets not subject to amortization . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Intangible assets subject to amortization, net  . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Long-term debt, including current portion  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Attributed net assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 

 160  
 303  
 920  
 3,956  
 4,736  
 10,957  
 5,039  
 5,550  

 282  
 526  
 933  
 3,956  
 5,171  
 11,802  
 5,796  
 5,669  

Summary Statement of Operations Data: 

2018 

Years ended December 31,  
2017 
amounts in millions 

2016 

Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Cost of Formula 1 revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Selling, general and administrative expense (1) . . . . . . . . . . . . . . . . . . .    $ 
Legal settlement  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Operating income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Share of earnings (losses) of affiliates, net . . . . . . . . . . . . . . . . . . . . . . .    $ 
Realized and unrealized gains (losses) on financial instruments, net  . .    $ 
Income tax (expense) benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Earnings (loss) attributable to Liberty stockholders . . . . . . . . . . . . . . . .    $ 

 1,827 
 1,273 
 (204) 
 —  
 (110) 
 (192) 
 17  
 43  
 50  
 (150) 

 1,783 
 1,219 
 (199) 
 —  
 (40) 
 (220) 
 (3) 
 (72) 
 561  
 255  

 — 
 — 
 (58)
 511 
 443 
 (19)
 (8)
 36 
 (171)
 329 

(1)  Includes stock-based compensation of $25 million, $32 million, and $13 million for the years ended December 31, 

2018, 2017, and 2016, respectively. 

F-99 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     
 
 
 
 
 
 
 
 
 
 
BALANCE SHEET INFORMATION 
December 31, 2018 
(unaudited) 

Attributed (note 1) 

Liberty    
SiriusXM   

Braves    Formula One    Inter-Group   Consolidated  

      Group 

      Group 

      Group 

     Eliminations       Liberty 

amounts in millions 

Assets 
Current assets: 

Cash and cash equivalents  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Trade and other receivables, net  . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other current assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Total current assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Intergroup interest in the Braves Group (note 1) . . . . . . . . . . . . . . . .  
Investments in debt and equity securities (note 1) . . . . . . . . . . . . . . .  
Investments in affiliates, accounted for using the equity method 

(note 1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 91   
 233 
 191 

 515 

 — 
 967 

 629 

 107   
 21 
 129 

 257 

 — 
 8 

 92 

Property and equipment, at cost . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Intangible assets not subject to amortization 

Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
FCC licenses  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Intangible assets subject to amortization, net  . . . . . . . . . . . . . . . . . .  
Other assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 2,450 
 (1,112)

 1,338 

 1,137 
 (96) 

 1,041 

 14,250 
 8,600 
 931 

 23,781 

 942 
 120 

 180 
 — 
 143 

 323 

 37 
 47 

 160   
 110 
 40 

 310 

 226 
 303 

 920 

 178 
 (88)

 90 

 3,956 
 — 
 — 

 3,956 

 4,736 
 416 

 —   
 — 
 — 

 — 

 (226)
 — 

 — 

 — 
 — 

 — 

 — 
 — 
 — 

 — 

 — 
 — 

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 

 28,292   

 1,805   

 10,957   

 (226) 

Liabilities and Equity 

Current liabilities: 

Intergroup payable (receivable) (note 4)  . . . . . . . . . . . . . . . . . . . .     $ 

Accounts payable and accrued liabilities . . . . . . . . . . . . . . . . . . . .    

Current portion of debt (note 1). . . . . . . . . . . . . . . . . . . . . . . . . . .  

Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Long-term debt (note 1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Deferred income tax liabilities (note 3)  . . . . . . . . . . . . . . . . . . . . . .  

Redeemable intergroup interest (note 1) . . . . . . . . . . . . . . . . . . . . . .  

Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 (4) 

 854    

 3    

 1,932    

 15    

 2,800    

 7,855    

 1,673    

 —   

 257    

 (21)  

 29   

 14   

 54   

 8   

 84   

 477   

 69   

 226   

 511   

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 12,585    

 1,367   

Equity / Attributed net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

 10,599    

Noncontrolling interests in equity of subsidiaries . . . . . . . . . . . . . . .  

 5,108    

 446   

 (8)  

 25 

 233 

 — 

 93 

 9 

 360 

 5,039 

 (91)

 — 

 96 

 5,404 

 5,550 

 3 

Total liabilities and equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 

 28,292    

 1,805   

 10,957 

 —   

 —   

 —   

 —   

 —   

 —   

 —   

 —   

 (226) 

 —   

 (226) 

 —   

 —   

 (226) 

 358   
 364   
 360   
 1,082   
 —   
 1,278   

 1,641   

 3,765   
 (1,296)  
 2,469   

 18,386   
 8,600   
 1,074   
 28,060   
 5,715   
 583   
 40,828   

 —  
 1,116  
 17  
 2,079  
 32  
 3,244  
 13,371  
 1,651  
 —  
 864  
 19,130  
 16,595  
 5,103  
 40,828  

F-100 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
  
  
  
  
  
 
 
   
 
 
 
 
 
 
 
 
 
  
  
 
  
 
 
   
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
  
  
  
 
  
  
  
 
 
   
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
  
BALANCE SHEET INFORMATION 
December 31, 2017 
(unaudited) 

Attributed (note 1) 

  Liberty   
  SiriusXM   Braves   Formula One   Inter-Group   Consolidated  
      Group      Group      Group 

   Eliminations    Liberty 

amounts in millions 

Assets 
Current assets: 

Cash and cash equivalents  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Trade and other receivables, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other current assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 615   
 242   
 207   

 132   
 32 
 56 

Total current assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 1,064   

 220 

Intergroup interest in the Braves Group (note 1) . . . . . . . . . . . . . . . . . . . . . . .   
Investments in debt and equity securities (note 1) . . . . . . . . . . . . . . . . . . . . . .   

 —   
 580   

 — 
 8 

Investments in affiliates, accounted for using the equity method (note 1)  . . . .   

 672   

 145 

Property and equipment, at cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Intangible assets not subject to amortization 

Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
FCC licenses  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Intangible assets subject to amortization, net  . . . . . . . . . . . . . . . . . . . . . . . . .   
Other assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 2,274   
 (927) 

 1,150 
 (51) 

 1,347   

 1,099 

    14,247   
 8,600   
 931   

    23,778   

 972   
 117   

 180 
 — 
 143 

 323 

 49 
 22   

 282   
 84 
 93 

 459 

 202 
 526 

 933 

 172 
 (77)

 95 

 3,956 
 — 
 — 

 3,956 

 5,171 
 460   

 —   
 — 
 — 

 — 

 (202)
 — 

 — 

 — 
 — 

 — 

 — 
 — 
 — 

 — 

 — 
 —   

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   28,530   

 1,866   

 11,802   

 (202) 

Liabilities and Equity 

Current liabilities: 

Intergroup payable (receivable) (note 4)  . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 9   

 (39)  

Accounts payable and accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Current portion of debt (note 1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 934    

 755    

Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 1,882    

Other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 3    

Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 3,583    

 58   

 13   

 51   

 8   

 91   

Long-term debt (note 1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 6,741    

 649   

Deferred income tax liabilities (note 3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 1,447    

Redeemable intergroup interest (note 1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 —   

 283    

 62   

 202   

 435   

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

    12,054    

 1,439   

Equity / Attributed net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

 10,861    

Noncontrolling interests in equity of subsidiaries . . . . . . . . . . . . . . . . . . . . . .   

 5,615    

 413   

 14   

 30 

 258 

 — 

 8 

 9 

 305 

 5,796 

 (31)

 — 

 61 

 6,131 

 5,669 

 2 

Total liabilities and equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $   28,530    

 1,866   

 11,802 

 —   

 —   

 —   

 —   

 —   

 —   

 —   

 —   

 (202) 

 —   

 (202) 

 —   

 —   

 (202) 

 1,029    
 358    
 356    
 1,743    
 —    
 1,114    
 1,750  

 3,596    
 (1,055)   
 2,541   

 18,383    
 8,600    
 1,074    
 28,057    
 6,192    
 599    
 41,996  

 —  
 1,250  
 768  
 1,941  
 20  
 3,979  
 13,186  
 1,478  
 —  
 779  
 19,422  
 16,943  
 5,631  
 41,996  

F-101 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
 
 
 
  
 
 
   
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
   
  
  
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
  
  
  
  
  
  
  
  
  
  
 
 
 
STATEMENT OF OPERATIONS INFORMATION 
December 31, 2018 
(unaudited) 

Attributed (note 1) 

Liberty  
SiriusXM    

Braves    Formula One  Consolidated  

      Group 

      Group 

      Group 
amounts in millions 

      Liberty 

Revenue: 

Subscriber revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Formula 1 revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Operating costs and expenses, including stock-based compensation (note 2): 

Cost of subscriber services (exclusive of depreciation shown separately below): 

Revenue share and royalties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Programming and content  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Customer service and billing  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Cost of Formula 1 revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Subscriber acquisition costs  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Selling, general and administrative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Depreciation and amortization  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Operating income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Other income (expense): 

Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Share of earnings (losses) of affiliates, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Unrealized gain/(loss) on inter-group interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Realized and unrealized gains (losses) on financial instruments, net  . . . . . . . . . . . .  
Other, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Earnings (loss) before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Income tax (expense) benefit (note 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net earnings (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Less net earnings (loss) attributable to the noncontrolling interests . . . . . . . . . . . . . . .  
Net earnings (loss) attributable to Liberty stockholders . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 4,594    
 —   
 1,177    
 5,771    

 1,394    
 406    
 382    
 126    
 —    
 470    
 123    
 881    
 369    
 4,151    
 1,620    

 (388)  
 (11)  
 —   
 (1)  
 25    
 (375)  
 1,245    
 (241)  
 1,004    
 328    
 676    

 —   
 —   
 442   
 442   

 —   
 —   
 —   
 —   
 —   
 —   
 247   
 118   
 76   
 441   
 1   

 (26) 
 12   
 (24) 
 (2) 
 35   
 (5) 
 (4) 
 15   
 11   
 6   
 5   

 —   
 1,827   
 —   
 1,827   

 —   
 —   
 —   
 —   
 1,273   
 —   
 —   
 204   
 460   
 1,937   
 (110) 

 (192) 
 17   
 24   
 43   
 18   
 (90) 
 (200) 
 50   
 (150) 
 —   
 (150) 

 4,594 
 1,827 
 1,619 
 8,040 

 1,394 
 406 
 382 
 126 
 1,273 
 470 
 370 
 1,203 
 905 
 6,529 
 1,511 

 (606)  
 18 
 — 
 40 
 78 
 (470)  
 1,041 
 (176)  
 865 
 334 
 531 

F-102 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
    
 
    
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
    
 
    
 
    
 
    
 
 
 
    
 
    
 
    
 
    
 
 
    
 
    
 
 
 
 
 
 
 
    
    
 
 
 
    
 
    
 
 
    
    
 
    
    
 
    
 
 
 
 
 
STATEMENT OF OPERATIONS INFORMATION 
December 31, 2017 
 (unaudited) 

Attributed (note 1) 

Liberty    
SiriusXM    Braves    Formula One   Consolidated  

      Group 

      Group        Group 

      Liberty 

amounts in millions 

Revenue: 

Subscriber revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Formula 1 revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Operating costs and expenses, including stock-based compensation (note 2): 

Cost of subscriber services (exclusive of depreciation shown separately below): 

Revenue share and royalties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Programming and content  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Customer service and billing  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Cost of Formula 1 revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Subscriber acquisition costs  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Selling, general and administrative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Depreciation and amortization  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Operating income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Other income (expense): 

Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Share of earnings (losses) of affiliates, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Unrealized gain/(loss) on inter-group interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Realized and unrealized gains (losses) on financial instruments, net  . . . . . . . . . . . .  
Other, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Earnings (loss) before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Income tax (expense) benefit (note 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net earnings (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Less net earnings (loss) attributable to the noncontrolling interests . . . . . . . . . . . . . . .  
Net earnings (loss) attributable to Liberty stockholders . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

 4,473    
 —   
 952    
 5,425    

 1,210    
 388    
 385    
 119    
 —   
 499    
 113    
 812    
 352    
 3,878    
 1,547    

 (356)  
 29    
 —   
 (16)  
 (11)  
 (354)  
 1,193    
 466    
 1,659    
 535    
 1,124    

 —   
 —   
 386   
 386   

 —   
 —   
 —   
 —   
 —   
 —   
 281   
 151   
 67   
 499   
 (113)  

 (15)  
 78   
 (15)  
 —   
 3   
 51   
 (62)  
 36   
 (26)  
 (1)  
 (25)  

 —   
 1,783   
 —   
 1,783   

 —   
 —   
 —   
 —   
 1,219   
 —   
 —   
 199   
 405   
 1,823   
 (40) 

 (220) 
 (3) 
 15   
 (72) 
 16   
 (264) 
 (304) 
 561   
 257   
 2   
 255   

 4,473   
 1,783   
 1,338   
 7,594   

 1,210   
 388   
 385   
 119   
 1,219   
 499   
 394   
 1,162   
 824   
 6,200   
 1,394   

 (591) 
 104   
 —   
 (88) 
 8   
 (567) 
 827   
 1,063   
 1,890   
 536   
 1,354   

F-103 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
 
  
 
 
 
 
 
 
  
 
 
 
 
  
  
  
  
  
  
  
  
 
  
  
 
 
  
 
 
 
 
  
  
  
  
 
  
  
  
  
  
 
 
STATEMENT OF OPERATIONS INFORMATION 
December 31, 2016 
 (unaudited) 

Attributed (note 1) 

Liberty  
  SiriusXM 

Group 

  Formula One  Consolidated   

Braves 
Group 

Group 
amounts in millions 

Liberty 

 4,194 
 1,082 
 5,276 

 1,109 
 354 
 387 
 144 
 513 
 306 
 886 
 (511) 
 354 
 3,542 
 1,734 

 (362) 
 14 
 — 
 37 
 (4) 
 (315) 
 1,419 
 (495) 
 924 
 244 
 680 

Revenue: 

Subscriber revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Other revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Total revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Operating costs and expenses, including stock-based compensation (note 2): 

Cost of subscriber services (exclusive of depreciation shown separately below): 

Revenue share and royalties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Programming and content  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Customer service and billing  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Subscriber acquisition costs  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Selling, general and administrative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Legal settlement, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Depreciation and amortization  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Operating income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Other income (expense): 

Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Share of earnings (losses) of affiliates, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Unrealized gain/(loss) on inter-group interest . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Realized and unrealized gains (losses) on financial instruments, net  . . . . . . . . . .  
Other, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Earnings (loss) before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Income tax (expense) benefit (note 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net earnings (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Less net earnings (loss) attributable to the noncontrolling interests . . . . . . . . . . . . .  
Net earnings (loss) attributable to Liberty stockholders . . . . . . . . . . . . . . . . . . . . . . .    $ 

 4,194    
 820    
 5,014    

 1,109    
 354    
 387    
 144    
 513    
 82    
 761    
 —   
 312    
 3,662    
 1,352    

 (342)  
 13    
 —   
 —    
 (25)  
 (354)  
 998    
 (341)  
 657    
 244    
 413    

 —   
 262   
 262   

 —   
 —   
 —   
 —   
 —   
 224   
 67   
 —   
 32   
 323   
 (61) 

 (1) 
 9   
 (27) 
 1   
 —   
 (18) 
 (79) 
 17   
 (62) 
 —   
 (62) 

 —   
 —   
 —   

 —   
 —   
 —   
 —   
 —   
 —   
 58   
 (511) 
 10   
 (443) 
 443   

 (19) 
 (8) 
 27   
 36   
 21   
 57   
 500   
 (171) 
 329   
 —   
 329   

F-104 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
  
  
 
 
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
  
  
  
 
  
  
 
 
 
 
 
 
  
  
  
  
 
  
  
  
  
  
 
 
STATEMENT OF CASH FLOWS INFORMATION 
December 31, 2018 
(unaudited) 

Attributed (note 1) 

Liberty  
  SiriusXM    
Group 

  Formula One  Consolidated   

Braves 
Group 

Group 
amounts in millions 

Cash flows from operating activities: 
Net earnings (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Adjustments to reconcile net earnings to net cash provided by operating activities: 

 1,004 

Depreciation and amortization  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Share of (earnings) loss of affiliates, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Unrealized (gains) losses on intergroup interest, net  . . . . . . . . . . . . . . . . . . . . . . .  
Realized and unrealized (gains) losses on financial instruments, net . . . . . . . . . . . .  
Noncash interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Losses (gains) on dilution of investment in affiliate . . . . . . . . . . . . . . . . . . . . . . . .  
Loss on early extinguishment of debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Deferred income tax expense (benefit)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Intergroup tax allocation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Intergroup tax (payments) receipts  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other charges (credits), net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Changes in operating assets and liabilities 

Current and other assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Payables and other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by operating activities . . . . . . . . . . . . . . . . . . . . . .  

Cash flows from investing activities: 

Cash proceeds from dispositions of investments  . . . . . . . . . . . . . . . . . . . . . . . . . .   
Investments in equity method affiliates and debt and equity securities . . . . . . . . . .  
Repayment of loans and other cash receipts from equity method affiliates and 
debt and equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Capital expended for property and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other investing activities, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by investing activities  . . . . . . . . . . . . . . . . . . . . . .  

Cash flows from financing activities: 

Borrowings of debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Repayments of debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Series C Liberty SiriusXM stock repurchases  . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Subsidiary shares repurchased by subsidiary . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Cash dividends paid by subsidiary  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Taxes paid in lieu of shares issued for stock-based compensation . . . . . . . . . . . . . .  
Other financing activities, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by financing activities . . . . . . . . . . . . . . . . . . . . . .  

Effect of foreign exchange rates on cash, cash equivalents and restricted 
cash  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

Net increase (decrease) in cash, cash equivalents and restricted cash . . . . . . .  
Cash, cash equivalents and restricted cash at beginning of period  . . . . . . . . .  
Cash, cash equivalents and restricted cash at end of period  . . . . . . . . . . . . . .    $ 

 369 
 156 
 11 
 — 
 1 
 (8)
 — 
 — 
 231 
 22 
 (20)
 2 

 (4)   
 21 
 1,785 

 — 
 (405)   

 14 
 (356)   
 (9)   
 (756)   

 2,795 
 (2,431)   
 (466)   
 (1,314)   
 (59)   
 (127)   
 50 
 (1,552)   

 — 
 (523)   
 625 
 102 

 11 

 76 
 11 
 (12)
 24 
 2 
 5 
 — 
 — 
 (1)
 (14)
 35 
 (20)

 8 
 (22)
 103 

 155 
 — 

 — 
 (33)
 37 
 159 

 123 
 (317)
 — 
 — 
 — 
 — 
 (18)
 (212)

 — 
 50 
 140 
 190 

 (150)

 460 
 25 
 (17)
 (24)
 (43)
 2 
 1 
 1 
 (63)
 (8)
 (15)
 1 

 (35)
 133 
 268 

 244 
 (9)

 —  
 (14)
 6 
 227 

 699 
 (1,309)
 — 
 — 
 — 
 (3)
 (3)
 (616)

 (1)
 (122)
 282 
 160 

F-105 

Liberty 

 865 

 905 
 192 
 (18) 
 — 
 (40) 
 (1) 
 1 
 1 
 167 
 — 
 — 
 (17) 

 (31) 
 132 
 2,156 

 399   
 (414) 

 14  
 (403) 
 34 
 (370) 

 3,617 
 (4,057) 
 (466) 
 (1,314) 
 (59) 
 (130) 
 29 
 (2,380) 

 (1) 
 (595) 
 1,047 
 452 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
  
 
 
  
  
  
  
  
  
  
  
  
  
  
  
  
 
 
  
  
  
  
  
  
 
 
  
  
  
  
  
 
 
  
  
  
  
  
  
  
  
  
  
  
  
 
 
STATEMENT OF CASH FLOWS INFORMATION 
December 31, 2017 
 (unaudited) 

Attributed (note 1) 

Liberty  
  SiriusXM    
Group 

  Formula One  Consolidated   

Liberty 

Braves 
Group 

Group 
amounts in millions 

Cash flows from operating activities: 
Net earnings (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Adjustments to reconcile net earnings to net cash provided by operating activities: 

Depreciation and amortization  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Share of (earnings) loss of affiliates, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Unrealized (gains) losses on intergroup interest, net  . . . . . . . . . . . . . . . . . . . . . . .  
Realized and unrealized (gains) losses on financial instruments, net . . . . . . . . . . . .  
Noncash interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Losses (gains) on dilution of investment in affiliate . . . . . . . . . . . . . . . . . . . . . . . .  
Loss on early extinguishment of debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Deferred income tax expense (benefit)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Intergroup tax allocation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Intergroup tax (payments) receipts  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other charges (credits), net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Changes in operating assets and liabilities 

Current and other assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Payables and other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by operating activities . . . . . . . . . . . . . . . . . . . . . .  

Cash flows from investing activities: 

Cash proceeds from dispositions of investments  . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash paid for the acquisition of Formula 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Investments in equity method affiliates and debt and equity securities . . . . . . . . . .  
Capital expended for property and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other investing activities, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by investing activities  . . . . . . . . . . . . . . . . . . . . . .  

Cash flows from financing activities: 

Borrowings of debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Repayments of debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Proceeds from issuance of Series C Liberty Formula One common stock . . . . . . . .  
Subsidiary shares repurchased by subsidiary . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Cash dividends paid by subsidiary  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Taxes paid in lieu of shares issued for stock-based compensation . . . . . . . . . . . . . .  
Other financing activities, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by financing activities . . . . . . . . . . . . . . . . . . . . . .  
Effect of foreign exchange rates on cash, cash equivalents and restricted cash . . . . . .  
Net increase (decrease) in cash, cash equivalents and restricted cash . . . . . . .  
Cash, cash equivalents and restricted cash at beginning of period  . . . . . . . . .  
Cash, cash equivalents and restricted cash at end of period  . . . . . . . . . . . . . .    $ 

 1,659 

 352 
 150 
 (29)   
 — 
 16 
 7 
 — 
 35 
 (492)   
 (6)
 4 
 (4)   

 30 
 127 
 1,849 

 — 
 — 
 (851)   
 (288)   
 (115)   
 (1,254)   

 4,553 
 (3,216)   
 — 
 (1,409)   
 (60)
 (100)   
 (35)
 (267)   
 — 
 328 
 297 
 625 

 (26)

 67 
 48 
 (78)
 15 
 — 
 3 
 — 
 5 
 2 
 (39)
 15 
 18 

 (57)
 (15)
 (42)

 5 
 — 
 (2)
 (219)
 (5)
 (221)

 544 
 (218)
 — 
 — 
 — 
 (30)
 — 
 296 
 — 
 33 
 107 
 140 

 257 

 1,890 

 405 
 32 
 3 
 (15)
 72 
 6 
 (3)
 8 
 (574)
 45 
 (19)
 (10)

 77 
 (359)
 (75)

 16 
 (1,647)
 (9)
 (10)
 (12)
 (1,662)

 1,600 
 (1,673)
 1,938 
 — 
 — 
 (5)
 (13)
 1,847 
 4 
 114 
 168 
 282 

 824 
 230 
 (104) 
 — 
 88 
 16 
 (3) 
 48 
 (1,064) 
 — 
 — 
 4 

 50 
 (247) 
 1,732 

 21 
 (1,647) 
 (862) 
 (517) 
 (132) 
 (3,137) 

 6,697 
 (5,107) 
 1,938 
 (1,409) 
 (60) 
 (135) 
 (48) 
 1,876 
 4 
 475 
 572 
 1,047 

F-106 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
  
 
 
  
  
  
  
  
  
  
  
  
  
 
 
  
  
  
  
  
  
  
 
 
  
  
  
  
  
 
 
  
  
  
  
  
  
  
  
  
  
  
 
 
 
STATEMENT OF CASH FLOWS INFORMATION 
December 31, 2016 
 (unaudited) 

Attributed (note 1) 

Liberty  
  SiriusXM    
Group 

  Formula One  Consolidated   

Braves 
Group 

Group 
amounts in millions 

Cash flows from operating activities: 
Net earnings (loss)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Adjustments to reconcile net earnings to net cash provided by operating activities: 

Depreciation and amortization  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Share of (earnings) loss of affiliates, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Unrealized (gains) losses on intergroup interest, net  . . . . . . . . . . . . . . . . . . . . . . .  
Realized and unrealized (gains) losses on financial instruments, net . . . . . . . . . . . .  
Noncash interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Loss on early extinguishment of debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Deferred income tax expense (benefit)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Intergroup tax allocation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Intergroup tax (payments) receipts  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Other charges (credits), net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Changes in operating assets and liabilities 

Current and other assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Payables and other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by operating activities . . . . . . . . . . . . . . . . . . . . . .  

Cash flows from investing activities: 

Cash proceeds from dispositions of investments  . . . . . . . . . . . . . . . . . . . . . . . . . .  
Investments in equity method affiliates and debt and equity securities . . . . . . . . . .  
Repayment of loans and other cash receipts from equity method affiliates and 
debt and equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Capital expended for property and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Purchases of short term investments and other marketable securities  . . . . . . . . . . .  
Sales of short term investments and other marketable securities . . . . . . . . . . . . . . .  
Other investing activities, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by investing activities  . . . . . . . . . . . . . . . . . . . . . . . . . .  

Cash flows from financing activities: 

Borrowings of debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Repayments of debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Intergroup (payments) receipts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Subsidiary shares repurchased by subsidiary . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Braves Rights Offering . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Cash dividends paid by subsidiary  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Taxes paid in lieu of shares issued for stock-based compensation . . . . . . . . . . . . . .  
Other financing activities, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net cash provided (used) by financing activities  . . . . . . . . . . . . . . . . . . . . . . . . . .  
Net increase (decrease) in cash, cash equivalents and restricted cash . . . . . . .  
Cash, cash equivalents and restricted cash at beginning of period  . . . . . . . . .  
Cash, cash equivalents and restricted cash at end of period  . . . . . . . . . . . . . .   $ 

 657 

 312 
 128 
 (13)   
 — 
 — 
 6 
 24 
 332 
 (13)
 7 
 21 

 59 
 184 
 1,704 

 — 
 — 

 — 
 (206)   
 — 
 — 
 (4)   
 (210)   

 1,847 
 (1,471)   
 58 
 (1,674)   
 — 
 (16)
 (47)   
 (16)
 (1,319)   
 175 
 122 
 297 

 (62)

 32 
 9 
 (9)
 27 
 (1)
 5 
 — 
 1 
 (19)
 7 
 11 

 (17)
 105 
 89 

 — 
 (20)

 — 
 (360)
 — 
 — 
 (33)
 (413)

 460 
 (276)
 16 
 — 
 203 
 — 
 — 
 15 
 418 
 94 
 13 
 107 

 329 

 10 
 13 
 8 
 (27)
 (36)
 — 
 — 
 94 
 32 
 (14)
 (2)

 (17)
 (12)
 378 

 62 
 (764)

 48 
 (2)
 (258)
 273 
 — 
 (641)

 438 
 (2) 
 (74)
 — 
 — 
 — 
 (11)
 4 
 355 
 92 
 76 
 168 

F-107 

Liberty 

 924 

 354 
 150 
 (14) 
 — 
 (37) 
 11 
 24 
 427 
 — 
 — 
 30 

 25 
 277 
 2,171 

 62 
 (784) 

 48 
 (568) 
 (258) 
 273 
 (37) 
 (1,264) 

 2,745 
 (1,749)  
 — 
 (1,674) 
 203 
 (16) 
 (58) 
 3 
 (546) 
 361 
 211 
 572 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
  
 
 
  
  
  
  
  
  
  
  
  
  
  
  
 
 
  
  
  
  
  
  
  
 
 
  
  
  
  
  
  
  
  
  
  
 
  
  
  
  
  
  
  
  
  
  
  
 
 
Notes to Attributed Financial Information (Continued) 
(unaudited) 

(1)  As discussed above and in note 2 the accompanying consolidated financial statements, on April 15, 2016 Liberty 
completed  a  recapitalization  of  Liberty  Media  Corporation’s  (“Liberty” or  the  “Company”)  common  stock  into 
three new tracking stock groups, one designated as the Liberty Braves common stock, one designated as the Liberty 
Media common stock and one designated as the Liberty SiriusXM common stock (the “Recapitalization”). Upon 
completion of the Second Closing of the acquisition of Formula 1 on January 23, 2017, as discussed below, the 
Liberty Media Group was renamed the Liberty Formula One Group (the “Formula One Group”).  

A tracking stock is a type of common stock that the issuing company intends to reflect or "track" the economic 
performance of a particular business or "group," rather than the economic performance of the company as a whole. 
While the Liberty SiriusXM Group, Braves Group and Formula One Group have separate collections of businesses, 
assets and liabilities attributed to them, no group is a separate legal entity and therefore cannot own assets, issue 
securities  or  enter  into  legally  binding  agreements.  Therefore,  the  Liberty  SiriusXM  Group,  Braves  Group  and 
Formula  One  Group  do  not  represent  separate  legal  entities,  but  rather  represent  those  businesses,  assets  and 
liabilities that have been attributed to each respective group. Holders of tracking stock have no direct claim to the 
group's stock or assets and therefore, do not own, by virtue of their ownership of a Liberty tracking stock, any equity 
or  voting  interest  in  a  company,  such  as  Sirius  XM  Holdings  Inc.  (“SIRIUS  XM”),  Formula  1  or  Live  Nation 
Entertainment, Inc. (“Live Nation”), in which Liberty holds an interest and that is attributed to a Liberty tracking 
stock group, such as the Liberty SiriusXM Group or the Formula One Group. Holders of tracking stock are also not 
represented  by  separate  boards  of  directors.  Instead,  holders  of  tracking  stock  are  stockholders  of  the  parent 
corporation, with a single board of directors and subject to all of the risks and liabilities of the parent corporation. 

The Liberty SiriusXM Group is comprised of our consolidated subsidiary, SIRIUS XM, corporate cash, investments 
in debt securities, Liberty’s 2.125% Exchangeable Senior Debentures and a margin loan obligation incurred by a 
wholly-owned special purpose subsidiary of Liberty. On February 1, 2019, SIRIUS XM acquired Pandora Media, 
Inc.  (“Pandora”).  See  note  7  to  the  accompanying  consolidated  financial  statements  for  information  related  to 
SIRIUS XM’s acquisition of Pandora. As of December 31, 2018, the Liberty SiriusXM Group has cash and cash 
equivalents of approximately $91 million, which includes $54 million of subsidiary cash. 

The Braves Group is comprised of our consolidated subsidiary, Braves Holdings, LLC (“Braves Holdings”), which 
indirectly  owns  the  Atlanta  Braves  Major  League  Baseball  Club  (“ANLBC”)  and  certain  assets  and  liabilities 
associated with ANLBC’s stadium and mixed use development project (the “Development Project”) and cash. As 
of  December  31,  2018,  the  Braves  Group  has  cash  and  cash  equivalents  of  approximately  $107  million,  which 
includes  $40  million  of  subsidiary  cash.  Additionally,  as  discussed  below,  the  Formula  One  Group  retains  an 
intergroup  interest  in  the  Braves  Group.  See  note  2  to  the  accompanying  consolidated  financial  statements  for 
information regarding the Series C Liberty Braves common stock rights offering. 

The Formula One Group is comprised of all of the businesses, assets and liabilities of Liberty other than those 
specifically attributed to the Liberty SiriusXM Group or the Braves Group, including, as of December 31, 2018, 
Liberty’s interests in Formula 1 and Live Nation, an intergroup interest in the Braves Group as well as Liberty’s 
1.375% Cash Convertible Notes due 2023 and related financial instruments, Liberty’s 1% Cash Convertible Notes 
due 2023, Liberty’s 2.25% Exchangeable Senior Debentures due 2046 and Liberty’s 2.25% Exchangeable Senior 
Debentures due 2048. On September 7, 2016 Liberty, through its indirect wholly owned subsidiary Liberty GR 
Cayman Acquisition Company, entered into two definitive stock purchase agreements relating to the acquisition of 
Delta  Topco  Limited  (“Delta  Topco”),  the  parent  company  of  Formula  1,  a  global  motorsports  business.  The 
transactions contemplated by the first purchase agreement were completed on September 7, 2016 and provided for 
the acquisition of slightly less than a 20% minority stake in Formula 1 on an undiluted basis. On October 27, 2016, 
under the terms of the first purchase agreement, Liberty acquired an additional incremental equity interest of Delta 
Topco, maintaining Liberty’s investment in Delta Topco on an undiluted basis and increasing slightly to 19.1% on 
a fully diluted basis. Liberty’s interest in Delta Topco and by extension Formula 1 is attributed to the Formula One 
Group. Liberty acquired 100% of the fully diluted equity interests of Delta Topco, other than a nominal number of 
shares held by certain Formula 1 teams, in a closing under the second purchase agreement (and following the unwind 
of  the  first  purchase  agreement)  on  January  23,  2017  (the  “Second  Closing”).  Liberty’s  acquired  interest  in 
Formula 1, along with existing Formula 1 cash and debt (which is non-recourse to Liberty), was attributed to the 
Formula One Group upon completion  

F-108 

 
 
 
 
Notes to Attributed Financial Information (Continued) 
(unaudited) 

of  the  Second  Closing.  As  of  December  31,  2018,  the  Formula  One  Group  has  cash  and  cash  equivalents  of 
approximately $160 million, which includes $30 million of subsidiary cash. 

As part of the Recapitalization, the Formula One Group initially held a 20% intergroup interest in the Braves Group. 
As a result of the rights offering, the number of notional shares underlying the intergroup interest was adjusted to 
9,084,940, representing a 15.1% intergroup interest in the Braves Group as of December 31, 2018.  The intergroup 
interest  is  a  quasi-equity  interest  which  is  not  represented  by  outstanding  shares  of  common  stock;  rather,  the 
Formula One Group has an attributed value in the Braves Group which is generally stated in terms of a number of 
shares of stock issuable to the Formula One Group with respect to its interest in the Braves Group. Each reporting 
period, the notional shares representing the intergroup interest are marked to fair value. The change in fair value is 
recorded  in  the  Unrealized  gain  (loss)  on  intergroup  interest  line  item  in  the  unaudited  attributed  consolidated 
statements of operations. The Formula One Group’s intergroup interest is reflected in the Investment in intergroup 
interest line item, and the Braves Group liability for the intergroup interest is reflected in the Redeemable intergroup 
interest line item in the unaudited attributed consolidated balance sheets. Both accounts are presented as noncurrent, 
as  there  are  currently  no  plans  for  the  settlement  of  the  intergroup  interest.  Appropriate  eliminating  entries  are 
recorded in the Company’s consolidated financial statements.  

As  the  notional  shares  underlying  the  intergroup  interest  are  not  represented  by  outstanding  shares  of  common 
stock, such shares have not been officially designated Series A, B or C Liberty Braves common stock. However, 
Liberty has assumed that the notional shares (if and when issued) would be comprised of Series C Liberty Braves 
common stock in order to not dilute voting percentages. Therefore, the market price of Series C Liberty Braves 
common stock is used for the quarterly mark-to-market adjustment through the unaudited attributed consolidated 
statements of operations.  

The intergroup interest will remain outstanding until the redemption of the outstanding interest, at the discretion of 
the Company’s board of directors, through transfer of securities, cash and/or other assets from the Braves Group to 
the Formula One Group.  

For information relating to investments in available for sale securities and other cost investments, investments in 
affiliates accounted for using the equity method and debt, see notes 7, 8 and 10, respectively, of the accompanying 
consolidated financial statements. 

(2)  Cash compensation expense for our corporate employees is allocated among the Liberty SiriusXM Group, Braves 
Group and the Formula One Group based on the estimated percentage of time spent providing services for each 
group. On an annual basis estimated time spent will be determined through an interview process and a review of 
personnel duties unless transactions significantly change the composition of companies and investments in either 
respective  group  which  would  require  a  timelier  reevaluation  of  estimated  time  spent.  Other  general  and 
administrative expenses are charged directly to the groups whenever possible and are otherwise allocated based on 
estimated  usage  or  some  other  reasonably  determined  methodology.  Following  the  Recapitalization,  stock 
compensation related to each tracking stock is calculated based on actual awards outstanding. 

While  we  believe  that  this  allocation  method  is  reasonable  and  fair  to  each  group,  we  may  elect  to  change  the 
allocation methodology or percentages used to allocate general and administrative expenses in the future. 

(3)  We have  accounted for  income  taxes for  the Liberty  SiriusXM Group, the  Braves Group  and  the  Formula  One 
Group in the accompanying attributed financial information in a manner similar to a stand-alone company basis. 
To the extent this methodology differs from our tax sharing policy, differences have been reflected in the attributed 
net assets of the respective groups. 

F-109 

 
 
 
 
Notes to Attributed Financial Information (Continued) 
(unaudited) 

Liberty SiriusXM Group 

Income tax benefit (expense) consists of: 

2018 

Years ended December 31, 
2017 
amounts in millions 

2016 

Current: 

Federal . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
State and local . . . . . . . . . . . . . . . . . . . .   
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . .   

Deferred: 

Federal . . . . . . . . . . . . . . . . . . . . . . . . . .   
State and local . . . . . . . . . . . . . . . . . . . .   
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . .   

Income tax benefit (expense) . . . . . . . . .    $ 

 (22)  
 12   
 —   
 (10)  

 (235)  
 4   
—   
 (231)  
 (241)  

 4   
 (30)   
 —   
 (26)   

 511   
 (19)   
—   
 492   
 466   

 12  
 (21) 
 —  
 (9) 

 (302) 
 (30) 
—  
 (332) 
 (341) 

Income tax benefit (expense) differs from the amounts computed by applying the U.S. federal income tax rate of 
21% for the year ended December 31, 2018 and 35% for both of the years ended December 31, 2017 and 2016 
as a result of the following: 

Computed expected tax benefit (expense) . . . . . . . . . . . . . . .    $ 
State and local income taxes, net of federal income taxes  . .   
Foreign income taxes, net of federal income taxes . . . . . . . .   
Dividends received deductions . . . . . . . . . . . . . . . . . . . . . . . .   
Taxable dividends not recognized for book purposes . . . . . .   
Federal tax credits  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Change in valuation allowance affecting tax expense . . . . . .   
Change in tax rate due to Tax Act . . . . . . . . . . . . . . . . . . . . . .   
Deductible stock-based compensation . . . . . . . . . . . . . . . . . .   
Other, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Income tax benefit (expense) . . . . . . . . . . . . . . . . . . . . . . .    $ 

Years ended December 31, 

2018 

2017 

2016 

amounts in millions 
 (418)  
 (40)  
 —  
 36   
 (45) 
 22  
 (4)  
 888  
 35  
 (8)  
 466   

 (262)  
 22   
 (1) 
 (3)  
 (25) 
 27  
 (14)  
 (8) 
 37  
 (14)  
 (241)  

 (349) 
 (37) 
 — 
 9 
 (11) 
 67 
 1 
 — 
 (7) 
 (14) 
 (341) 

F-110 

 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
     
     
     
  
 
 
  
 
   
 
 
 
 
 
  
  
 
 
  
 
   
 
 
 
 
 
  
  
  
 
 
  
 
 
 
 
 
 
 
 
 
 
 
  
 
    
     
     
  
 
 
  
  
  
  
  
 
Notes to Attributed Financial Information (Continued) 
(unaudited) 

The tax effects of temporary differences that give rise to significant portions of the deferred income tax assets and 
deferred income tax liabilities are presented below: 

Deferred tax assets: 

Tax loss and credit carryforwards . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
Accrued stock compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Deferred revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other future deductible amounts . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Deferred tax liabilities: 

Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Discount on debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other future taxable amounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Net deferred tax liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 

December 31, 

2018 

2017 

amounts in millions 

 951   
 84   
 —   
 523   
 10   
 1,568   
 (67)  
 1,501   

 22   
 226  
 2,484   
 17  
 425  
 3,174   
 1,673   

 689 
 78 
 52 
 500 
 10 
 1,329 
 (53)
 1,276 

 23 
 198 
 2,494 
 8 
 — 
 2,723 
 1,447 

Braves Group 

Income tax benefit (expense) consists of: 

2018 

Years ended December 31, 
2017 
amounts in millions 

2016 

Current: 
Federal . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
State and local . . . . . . . . . . . . . . . . . . .   
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .   

Deferred: 
Federal . . . . . . . . . . . . . . . . . . . . . . . . .   
State and local . . . . . . . . . . . . . . . . . . .   
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .   

Income tax benefit (expense) . . . . . . .    $ 

 14   
 —   
 —   
 14   

 9   
 (8)   
—   
 1   
 15   

 36   
 2   
 —   
 38   

 3   
 (5)  
—   
 (2)  
 36   

 18  
 —  
 —  
 18  

 (1)  
 —  
—  
 (1)  
 17  

F-111 

 
 
 
 
 
 
 
 
 
 
 
  
 
     
     
  
 
 
  
 
 
 
 
 
 
  
  
  
  
  
  
  
 
 
 
 
 
 
  
 
  
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
     
     
     
  
 
 
  
 
 
 
 
 
 
 
 
  
  
 
 
  
 
 
 
 
 
 
 
 
  
  
  
 
 
  
 
Notes to Attributed Financial Information (Continued) 
(unaudited) 

Income tax benefit (expense) differs from the amounts computed by applying the U.S. federal income tax rate of 
21% for the year ended December 31, 2018 and 35% for both of the years ended December 31, 2017 and 2016 
as a result of the following: 

Computed expected tax benefit (expense) . . . . . . . . . . . . . . . .     $ 
State and local income taxes, net of federal income taxes . . .    
Federal tax credits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Change in valuation allowance affecting tax expense . . . . . .    
Change in tax rate due to Tax Act . . . . . . . . . . . . . . . . . . . . . .    
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

Income tax benefit (expense)  . . . . . . . . . . . . . . . . . . . . . . .     $ 

Years ended December 31, 

2018 

2017 

2016 

amounts in millions 
 1   
 (4)  
 3  
 5   
 11  
 (1)  
 15   

 22   
 3   
 —  
 (6)  
 25  
 (8)  
 36   

 27 
 2 
 — 
 (2)
 — 
 (10)
 17 

The tax effects of temporary differences that give rise to significant portions of the deferred income tax assets and 
deferred income tax liabilities are presented below: 

December 31, 

2018 
amounts in millions 

2017 

Deferred tax assets: 

Tax loss and credit carryforwards  . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Accrued stock compensation  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Other accrued liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Other future deductible amounts  . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

Deferred tax liabilities: 

Investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Intangible assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Other future taxable amounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Net deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 

 3  
 2  
 102   
 12   
 119   
 (3)  
 116   

 7   
 131  
 38   
 9  
 185   
 69   

 8  
 2  
 114 
 13 
 137 
 (8)
 129 

 19 
 126 
 46 
 — 
 191 
 62 

F-112 

 
 
 
 
 
 
 
 
 
 
 
 
  
 
     
     
     
  
 
 
  
  
  
  
 
 
 
 
 
 
 
 
 
 
  
 
     
     
  
 
 
  
 
   
 
 
 
 
 
  
  
  
  
 
   
 
 
 
  
  
  
 
Notes to Attributed Financial Information (Continued) 
(unaudited) 

Liberty Formula One Group 

Income tax benefit (expense) consists of: 

2018 

Years ended December 31, 
2017 
amounts in millions 

2016 

Current: 

Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $ 
State and local . . . . . . . . . . . . . . . . . . . . . .   
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Deferred: 

Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
State and local . . . . . . . . . . . . . . . . . . . . . .   
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Income tax benefit (expense)  . . . . . . . . . . .    $ 

 (6)  
 1   
 (8)  
 (13)  

 (2)  
 2   
 63   
 63   
 50   

 (2)  
 (2)  
 (9)  
 (13)  

 64   
 3   
 507   
 574   
 561   

 (69) 
 (8) 
 —  
 (77) 

 (85) 
 (9) 
 —  
 (94) 
 (171) 

Income tax benefit (expense) differs from the amounts computed by applying the U.S. federal income tax rate of 
21% for the year ended December 31, 2018 and 35% for both of the years ended December 31, 2017 and 2016 
as a result of the following: 

Computed expected tax benefit (expense) . . . . . . . . . . . . . . . .    $ 
State and local income taxes, net of federal income taxes  . . .   
Foreign income taxes, net of federal income taxes . . . . . . . . .   
Dividends received deductions . . . . . . . . . . . . . . . . . . . . . . . . .   
Change in valuation allowance affecting tax expense . . . . . . .   
Change in tax rate due to Tax Act  . . . . . . . . . . . . . . . . . . . . . .   
Settlements with tax authorities  . . . . . . . . . . . . . . . . . . . . . . . .   
Deductible stock-based compensation . . . . . . . . . . . . . . . . . . .   
Income tax reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Non-deductible / Non-taxable interest . . . . . . . . . . . . . . . . . . .   
Write-off of tax attributes . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
Other, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   

Income tax benefit (expense) . . . . . . . . . . . . . . . . . . . . . . . .    $ 

Years ended December 31, 

2018 

2017 

2016 

amounts in millions 
 107   
 —   
 88  
 2   
 222   
 16  
 253  
 5  
 (22) 
 (60) 
 (42) 
 (8)  
 561   

 42   
 —   
 23  
 1   
 (53)  
 (11) 
 43  
 1  
 —  
 —  
 —  
 4   
 50   

 (175)
 (11)
 — 
 2 
 — 
 — 
 — 
 8 
 — 
 — 
 — 
 5 
 (171)

F-113 

 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
     
     
     
  
 
 
  
 
 
 
 
 
 
 
 
  
  
 
 
  
 
 
 
 
 
 
 
 
  
  
  
 
 
  
 
 
 
 
 
 
 
 
 
 
 
  
 
     
     
     
  
 
 
  
  
  
  
  
 
Notes to Attributed Financial Information (Continued) 
(unaudited) 

The tax effects of temporary differences that give rise to significant portions of the deferred income tax assets and 
deferred income tax liabilities are presented below: 

December 31, 

2018 

2017 

amounts in millions 

Deferred tax assets: 

Tax loss and credit carryforwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 
Accrued stock compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Other accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Discount on debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Other future deductible amounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Deferred tax assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Valuation allowance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    

Deferred tax liabilities: 

Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Fixed assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Intangible Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Discount on debt  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Deferred tax liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
Net deferred tax (assets) liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 

 401   
 11   
 9   
 —  
 —  
 3   
 424   
 (104)  
 320   

 —   
 2  
 168  
 59  
 —   
 229   
 (91)  

 320 
 8 
 9 
 2 
 34 
 1 
 374 
 (51)
 323 

 68 
 2 
 220 
 — 
 2 
 292 
 (31)

(4) 

(5) 

There was an intergroup arrangement regarding AT&T Inc. (“AT&T”) shares held by the Formula One Group that 
were pledged as collateral pursuant to a loan at the Braves Group. Following the Recapitalization, the Company’s 
board of directors approved an amount payable by the Braves Group to pay the Formula One Group in order to 
reflect the credit support provided by the assets of the Formula One Group used as collateral for the credit facility 
obligations of the Braves Group. The amount of this obligation was determined and paid quarterly in arrears, based 
on the average share price of AT&T (previously Time Warner, Inc.) common stock each period. This inter-group 
arrangement  was  recorded  through  the  Intergroup  payable  (receivable)  line  item  in  the  consolidated  attributed 
balance sheets and through the Interest expense line item in the consolidated attributed statements of operations and 
eliminated in consolidation. There were no AT&T shares pledged as collateral as of December 31, 2018. 

The intergroup balances as December 31, 2018 and December 31, 2017 also include the impact of the timing of 
certain tax benefits. Per the tracking stock tax sharing policies, consolidated income taxes arising from the Liberty 
SiriusXM Group in periods prior to the Recapitalization were not subject to tax sharing and were allocated to the 
Formula One Group. As such, the balance of the Intergroup tax payable between the Liberty SiriusXM Group and 
the Formula One Group was zero at the effective date of the Recapitalization and is accounted for going forward 
beginning on such date.  

The Liberty SiriusXM common stock, Liberty Braves common stock and Liberty Formula One common stock have 
voting and conversion rights under our restated charter. Following is a summary of those rights. Holders of Series 
A common stock of each group will be entitled to one vote per share, and holders of Series B common stock of 
each group will be entitled to ten votes per share. Holders of Series C common stock of each group will be entitled 
to 1/100th of a vote per share in certain limited cases and will otherwise not be entitled to vote. In general, holders 
of Series A and Series B common stock will vote as a single class. In certain limited circumstances, the board may 
elect to seek the approval of the holders of only Series A and Series B Liberty SiriusXM common stock, Series A 
and Series B Liberty Braves common stock, or the approval of the holders of only Series A and Series B Liberty 
Formula One common stock. 

F-114 

 
 
 
 
 
 
 
 
 
 
  
 
     
     
  
 
 
  
 
 
 
 
 
 
  
  
  
  
  
  
 
 
 
 
 
 
  
  
  
 
 
 
Notes to Attributed Financial Information (Continued) 
(unaudited) 

At the option of the holder, each share of Series B common stock of each group will be convertible into one share 
of Series A common stock of the same group. At the discretion of our board, the common stock related to one group 
may be converted into common stock of the same series that is related to another other group. 

F-115 

 
 
Annual  

REPORT

CORPORATE DATA

BOARD OF DIRECTORS

AUDIT COMMITTEE

CUSIP NUMBERS

John C. Malone
Chairman of the Board 
Liberty Media Corporation

Robert R. Bennett
Managing Director  
Hilltop Investments LLC

Brian M. Deevy
Retired Head of Communications, 
Media & Entertainment Group 
RBC Capital Markets

M. Ian G. Gilchrist
Director and President 
Trine Acquisition Corp.

Gregory B. Maffei
President and Chief Executive Officer 
Liberty Media Corporation

Evan D. Malone, Ph.D.
President 
NextFab Studio, LLC

David E. Rapley
Retired President and  
Chief Executive Officer  
Rapley Consulting, Inc.

Larry E. Romrell
Retired Executive Vice President 
Tele-Communications, Inc.

Andrea L. Wong
Former President, International 
Production
Sony Pictures Television
Former President, International
Sony Pictures Entertainment

EXECUTIVE COMMITTEE

Robert R. Bennett

Gregory B. Maffei

John C. Malone

COMPENSATION 
COMMITTEE

M. Ian G. Gilchrist (Chairman)

David E. Rapley

Andrea L. Wong

Brian M. Deevy (Chairman)

M. Ian G. Gilchrist

Larry E. Romrell

NOMINATING & 
CORPORATE GOVERNANCE 
COMMITTEE

David E. Rapley (Chairman)

M. Ian G. Gilchrist

Larry E. Romrell

Andrea L. Wong

SENIOR OFFICERS

John C. Malone
Chairman of the Board

Gregory B. Maffei
President and Chief Executive Officer

Richard N. Baer
Chief Legal Officer

Mark D. Carleton 
Chief Financial Officer

Albert E. Rosenthaler 
Chief Corporate Development Officer

CORPORATE SECRETARY

Pamela L. Coe

CORPORATE 
HEADQUARTERS
12300 Liberty Boulevard
Englewood, CO 80112
(720) 875-5400

STOCK INFORMATION 
Series A and C Liberty Braves Common 
Stock (BATRA/K), Series A and C Liberty 
Formula One Common Stock (FWONA/K), 
and Series A, B and C Liberty SiriusXM 
Common Stock (LSXMA/B/K) trade on the 
NASDAQ Global Select Market.

Series B Liberty Braves Common Stock 
(BATRB) and Series B Liberty Formula 
One Common Stock (FWONB) are quoted 
on the OTC Markets.

BATRA –  531229 706
BATRB –  531229 805
BATRK –  531229 888

FWONA – 531229 870
FWONB – 531229 862
FWONK – 531229 854

LSXMA –  531229 409
LSXMB –  531229 508
LSXMK –  531229 607

TRANSFER AGENT

Liberty Media Corporation 
Shareholder Services
c/o Broadridge Corporate Issuer Solutions
P.O. Box 1342
Brentwood, NY  11717
Phone: (888) 789-8415  
Toll Free: (303) 562-9273
https://shareholder.broadridge.com/lmc 

INVESTOR RELATIONS

Courtnee Chun
investor@libertymedia.com 
(877) 772-1518

ON THE INTERNET
Visit the Liberty Media Corporation website at 
www.libertymedia.com

FINANCIAL STATEMENTS 
Liberty Media Corporation 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 Liberty Media 
Corporation website.

ANNUAL REPORT 2018

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Annual  
REPORT Proxy 

STATEMENT

ELECTRONIC DELIVERY

OUR ENVIRONMENT

We encourage Liberty stockholders to voluntarily elect 

Liberty believes in working to keep our environment cleaner and 

to receive future proxy and annual report materials 

healthier. We are proud to have our headquarters overlooking the 

electronically.

• 

If you are a registered stockholder, please visit  

Colorado Rockies. Every day, Liberty takes steps to preserve the 

natural beauty of the surroundings that we are privileged to enjoy.

www.proxyvote.com for simple instructions.

Liberty’s initiative in reducing its carbon footprint by promoting 

•  Beneficial shareowners can elect to receive future  

proxy and annual report materials electronically as  

well as vote their shares online at www.proxyvote.com.

> Faster >  Economical >  Cleaner >  Convenient

SCAN THE QR CODE

to vote using your mobile device, sign up for  

e-delivery or download annual meeting materials.

2019 ANNUAL MEETING OF STOCKHOLDERS

Thursday, May 30, 2019

8:00 a.m. Local Time

Corporate Offices of Liberty Media Corporation 

12300 Liberty Boulevard 

Englewood, Colorado 80112

electronic delivery of shareholder materials has had a positive effect 

on the environment. Based upon 2018 statistics, voluntary receipt of 

e-delivery resulted in the following environmental savings:

Using approximately 62.1 fewer tons of wood, or 

372.6 fewer trees

Using approximately 438 million fewer BTUs, or  

the equivalent of the amount of energy used by  

521 refrigerators

Using approximately 309,100 fewer pounds of 

greenhouse gases, including carbon dioxide, or 

the equivalent of 28.1 automobiles running for 1 

calendar year

Saving approximately 390,000 gallons of water, 

or the equivalent of approximately 280.8 clothes 

washers operated/year

Saving approximately 21,140 pounds of  

solid waste

Reducing hazardous air pollutants by approximately 

26.8 pounds

Environmental impact estimates calculated using the Environmental 

Paper Network Paper Calculator. For more information visit  

www.papercalculator.org.