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8-K - 8-K - Discovery, Inc.a3q2013pressrelease.htm



DISCOVERY COMMUNICATIONS REPORTS THIRD QUARTER 2013 RESULTS

Third Quarter 2013 Financial Highlights:

Revenues increased 28% to $1,375 million
Adjusted OIBDA increased 20% to $597 million
Net income increased 24% to $255 million
Free cash flow increased 24% to $438 million
Repurchased 6.0 million shares of common stock for an aggregate purchase price of $448 million

Silver Spring, Maryland – October 31, 2013: Discovery Communications, Inc. (“Discovery” or the “Company”) (NASDAQ: DISCA, DISCB, DISCK) today reported financial results for the third quarter ended September 30, 2013.

David Zaslav, Discovery’s President and Chief Executive Officer, said, “Discovery’s strong third quarter results once again demonstrate the breadth and depth of our brands and the myriad of opportunities across our global distribution platform.   We are translating the consistent viewership gains we are delivering globally into strong advertising growth both domestically and internationally, while at the same time further leveraging our unique distribution footprint by capitalizing on the pay television evolution in many of our markets worldwide.  As we invest in the organic growth opportunities across our diverse portfolio, we are also focused on the integration of our recent acquisitions.  Building additional long-term growth prospects remains a priority as we deliver sustained financial results and return additional capital to shareholders to further build shareholder value.”

Third Quarter Results

Third quarter revenues of $1,375 million were up $299 million, or 28%, compared to the third quarter a year ago, led by 59% growth at International Networks and 10% growth at U.S. Networks. Adjusted Operating Income Before Depreciation and Amortization(1) (“OIBDA”) increased 20% to $597 million, as International Networks were up 34% and U.S. Networks were up 10%. Excluding the impact of licensing agreements, newly acquired businesses(2) and foreign currency fluctuations, total company revenues increased 12% and Adjusted OIBDA increased 11%.

Third quarter net income available to Discovery Communications, Inc. stockholders of $255 million ($0.71 per diluted share) increased $50 million compared to $205 million ($0.55 per diluted share) for the third quarter a year ago, primarily due to the strong operating performance in the current year and improved earnings from equity investments partially offset by increased amortization associated with purchase price allocation for the SBS transaction. Adjusted Earnings Per Diluted Share(3), which excludes the impact of the amortization of acquisition related intangible assets, was $0.80 per diluted share during the third quarter compared with $0.55 per diluted share in the same period a year ago.



(1)
See the full definition of Adjusted Operating Income Before Depreciation and Amortization on page 4.
(2)
Newly acquired businesses include SBS Nordic acquired in April 2013, Switchover Media acquired in December 2012 and a TV station in Dubai acquired in December 2012. See page 11 for reconciliation to results excluding newly acquired businesses.
(3)
See the full definition of Adjusted Earnings Per Diluted Share on page 4.


1



Free cash flow was $438 million for the third quarter, an increase of $85 million or 24% from the third quarter of 2012, primarily due to increased operating performance and lower tax payments. Free cash flow is defined as cash provided by operating activities less purchases of property and equipment.


SEGMENT RESULTS

(dollars in millions)
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2013
 
2012
 
Change
 
2013
 
2012
 
Change
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
U.S. Networks
 
$
733

 
$
664

 
10
 %
 
$
2,212

 
$
2,045

 
8
 %
International Networks
 
620

 
390

 
59
 %
 
1,716

 
1,175

 
46
 %
Education
 
22

 
25

 
(12
)%
 
73

 
70

 
4
 %
Corporate and Eliminations
 

 
(3
)
 
NM

 
(3
)
 
(3
)
 
 %
Total Revenues
 
$
1,375

 
$
1,076

 
28
 %
 
$
3,998

 
$
3,287

 
22
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted OIBDA:
 
 
 
 
 
 
 
 
 
 
 
 
U.S. Networks
 
$
425

 
$
386

 
10
 %
 
$
1,274

 
$
1,207

 
6
 %
International Networks
 
232

 
173

 
34
 %
 
681

 
520

 
31
 %
Education
 
2

 
5

 
(60
)%
 
13

 
14

 
(7
)%
Corporate and Eliminations
 
(62
)
 
(66
)
 
6
 %
 
(205
)
 
(191
)
 
(7
)%
Total Adjusted OIBDA
 
$
597

 
$
498

 
20
 %
 
$
1,763

 
$
1,550

 
14
 %

U.S. Networks

(dollars in millions)
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2013
 
2012
 
Change
 
2013
 
2012
 
Change
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
Distribution
 
$
329

 
$
300

 
10
%
 
$
985

 
$
934

 
5
%
Advertising
 
383

 
343

 
12
%
 
1,165

 
1,059

 
10
%
Other
 
21

 
21

 
%
 
62

 
52

 
19
%
Total Revenues
 
$
733

 
$
664

 
10
%
 
$
2,212

 
$
2,045

 
8
%
Adjusted OIBDA
 
$
425

 
$
386

 
10
%
 
$
1,274

 
$
1,207

 
6
%
Adjusted OIBDA Margin
 
58
%
 
58
%
 
 
 
58
%
 
59
%
 
 

U.S. Networks’ revenues in the third quarter of 2013 increased 10% to $733 million, primarily driven by advertising and distribution revenue growth. Advertising revenue increased 12% mainly due to higher delivery and increased pricing. Distribution revenue increased 10% largely due to increased revenue from licensing agreements and higher rates, as well as from subscriber growth, primarily for networks carried on the digital tier. Excluding the impact of licensing agreements, distribution revenues increased 5% and total revenues increased 8% over the prior year's quarter.

Adjusted OIBDA increased 10% to $425 million, primarily reflecting the 10% revenue growth which was partially offset by 11% higher operating expenses, mainly due to increased content amortization as well as higher marketing costs. Excluding the impact of licensing agreements, Adjusted OIBDA grew 6% over last year's third quarter.

2




International Networks

(dollars in millions)
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2013
 
2012
 
Change
 
2013
 
2012
 
Change
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
Distribution
 
$
322

 
$
249

 
29
 %
 
$
911

 
$
731

 
25
%
Advertising
 
282

 
124

 
127
 %
 
756

 
395

 
91
%
Other
 
16

 
17

 
(6
)%
 
49

 
49

 
%
Total Revenues
 
$
620

 
$
390

 
59
 %
 
$
1,716

 
$
1,175

 
46
%
Adjusted OIBDA
 
$
232

 
$
173

 
34
 %
 
$
681

 
$
520

 
31
%
Adjusted OIBDA Margin
 
37
%
 
44
%
 
 
 
40
%
 
44
%
 
 

International Networks’ revenues for the third quarter increased 59% to $620 million, as advertising revenues were up 127% and distribution revenues were up 29%. Excluding newly acquired businesses and foreign currency fluctuations, total revenues were up 18%. Distribution revenues, excluding newly acquired businesses, in local currency terms grew 14% mainly from increased subscribers, most notably in Latin America, and from higher rates, particularly in Latin America and Asia Pacific, as well as from additional contributions due to the consolidation of Discovery Japan. Advertising revenues, excluding newly acquired businesses, were up 29% in local currency terms, primarily due to increased viewership in Western Europe and higher pricing in Western Europe and Latin America.

Adjusted OIBDA increased 34% to $232 million on a reported basis and was up 17% excluding newly acquired businesses and foreign currency fluctuations, reflecting the 18% revenue growth partially offset by a 19% increase in operating expenses. The higher operating expenses were primarily due to increased content amortization, personnel costs and marketing expense as well as costs related to consolidating Discovery Japan.

Education

(dollars in millions)
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2013
 
2012
 
Change
 
2013
 
2012
 
Change
Revenues
 
$
22

 
$
25

 
(12
)%
 
$
73

 
$
70

 
4
 %
Adjusted OIBDA
 
$
2

 
$
5

 
(60
)%
 
$
13

 
$
14

 
(7
)%
Adjusted OIBDA Margin
 
9
%
 
20
%
 
 
 
18
%
 
20
%
 
 

Education revenues decreased by $3 million and Adjusted OIBDA decreased by $3 million compared to the third quarter of 2012 primarily due to the timing of revenues related to certain assessment products.

Corporate and Eliminations

For the third quarter of 2013 Adjusted OIBDA increased $4 million, primarily due to currency gains and lower personnel costs.


STOCK REPURCHASE

During the quarter, the Company, pursuant to its existing stock repurchase program, repurchased 6.0 million shares of its common stock for an aggregate purchase price of approximately $448 million, including 5.21 million

3



shares of its Series C common stock at an average price of $74.05 per share and 0.79 million shares of its Series A common stock at an average price of $79.11 per share.

Following the quarter, from October 1, 2013 through October 29, 2013, the Company repurchased 1.44 million shares of its Series C common stock for approximately $108 million.

The Company has repurchased 67.11 million shares of Series C common stock and 2.78 million shares of its Series A common stock under its $4.0 billion stock repurchase program to date at an aggregate purchase price of approximately $3.3 billion. In aggregate, including the 17.73 million preferred shares acquired from Advance/Newhouse Programming Partnership and from Advance Programming Holdings, LLC, the Company has repurchased 21% of its outstanding shares since buyback activity was authorized in 2010.

Under the stock repurchase program, management is authorized to purchase shares from time to time through open market purchases at prevailing prices or privately negotiated purchases subject to market conditions and other factors.

FULL YEAR 2013 OUTLOOK

For the full year ending December 31, 2013, Discovery Communications, Inc. expects total revenue between $5.550 billion and $5.625 billion, Adjusted OIBDA between $2.425 billion and $2.475 billion, and net income available to Discovery Communications, Inc. stockholders of $1.100 billion to $1.150 billion. Our outlook incorporates current foreign exchange rates for revenues and expenses and the current share price for mark-to-market equity-based compensation calculations.

NON-GAAP FINANCIAL MEASURES

Adjusted OIBDA, Adjusted Earnings Per Share and Free Cash Flow
In addition to the results prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) provided in this release, the Company has presented Adjusted OIBDA, Adjusted Earnings Per Diluted Share and free cash flow. The Company evaluates the operating performance of its segments based on financial measures such as revenues and Adjusted Operating Income before Depreciation and Amortization (“Adjusted OIBDA”). Adjusted OIBDA is defined as revenues less costs of revenues and selling, general and administrative expenses excluding: (i) mark-to-market equity-based compensation, (ii) depreciation and amortization, (iii) amortization of deferred launch incentives, (iv) exit and restructuring charges, (v) certain impairment charges, and (vi) gains and losses on business and asset dispositions. The Company uses this measure to assess operating results and performance of its segments, perform analytical comparisons, identify strategies to improve performance and allocate resources to each segment. The Company believes Adjusted OIBDA is relevant to investors because it allows them to analyze the operating performance of each segment using the same metric management uses. The Company excludes mark-to-market equity-based compensation, exit and restructuring charges, certain impairment charges, and gains and losses on business and asset dispositions from the calculation of Adjusted OIBDA due to their volatility. The Company also excludes depreciation of fixed assets and amortization of intangible assets and deferred launch incentives, as these amounts do not represent cash payments in the current reporting period.

The company defines Adjusted Earnings Per Diluted Share ("Adjusted EPS") as earnings excluding the impact of amortization of acquisition-related intangible assets per share.  The Company believes Adjusted EPS is relevant to investors because it allows them to evaluate the performance of the Company's operations exclusive of the non-cash amortization of acquisition-related intangible assets that impact the comparability of results from period to period.

The Company defines free cash flow as cash provided by operating activities less acquisitions of property and equipment. The Company uses free cash flow as it believes it is an important indicator for management and investors of the Company’s liquidity, including its ability to reduce debt, make strategic investments and return capital to stockholders.

4




Adjusted OIBDA, Adjusted EPS and free cash flow are non-GAAP measures, and should be considered in addition to, but not as a substitute for, operating income, net income, earnings per diluted share and other measures of financial performance reported in accordance with GAAP. Please review the supplemental financial schedules beginning on page 9 for reconciliations to GAAP measures.

Conference Call Information

Discovery Communications, Inc. will host a conference call today at 8:30 a.m. ET to discuss its third quarter results. To listen to the call, visit http://discoverycommunications.com or dial 1-866-271-5140 inside the U.S. and 1-617-213-8893 outside of the U.S., using the following passcode: 41986390.

Cautionary Statement Concerning Forward-Looking Statements

This press release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations, forecasts and assumptions that involve risks and uncertainties and on information available to the Company as of the date hereof. The Company’s actual results could differ materially from those stated or implied, due to risks and uncertainties associated with its business, which include the risk factors disclosed in its Annual Report on Form 10-K/A filed with the SEC on February 19, 2013. Forward-looking statements include statements regarding the Company’s expectations, beliefs, intentions or strategies regarding the future, and can be identified by forward-looking words such as “anticipate,” “believe,” “could,” “continue,” “estimate,” “expect,” “intend,” “may,” “should,” “will” and “would” or similar words. Forward-looking statements in this release include, without limitation, the full year 2013 outlook and plans for stock repurchases. The Company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in the Company’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.


Contacts:
Corporate Communications  
Investor Relations
Michelle Russo (240) 662-2901
Craig Felenstein (212) 548-5109
michelle_russo@discovery.com
craig_felenstein@discovery.com



5



DISCOVERY COMMUNICATIONS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited; in millions, except per share amounts)

 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2013
 
2012
 
2013
 
2012
Revenues:
 
 
 
 
 
 
Distribution
 
$
651

 
$
549

 
$
1,896

 
$
1,665

Advertising
 
665

 
468

 
1,922

 
1,455

Other
 
59

 
59

 
180

 
167

Total revenues
 
1,375

 
1,076

 
3,998

 
3,287

Costs and expenses:
 
 
 
 
 
 
 
 
Costs of revenues, excluding depreciation and amortization
 
435

 
296

 
1,214

 
890

Selling, general and administrative
 
379

 
314

 
1,125

 
932

Depreciation and amortization
 
80

 
27

 
190

 
87

Restructuring charges
 
1

 
1

 
11

 
4

Gain on disposition
 
(19
)
 

 
(19
)
 

Total costs and expenses
 
876

 
638

 
2,521

 
1,913

Operating income
 
499

 
438

 
1,477

 
1,374

Interest expense
 
(80
)
 
(68
)
 
(228
)
 
(184
)
Losses from equity investees, net
 

 
(22
)
 
(9
)
 
(76
)
Other income (expense), net
 

 
1

 
37

 
(1
)
Income from continuing operations before income taxes
 
419

 
349

 
1,277

 
1,113

Provision for income taxes
 
(163
)
 
(134
)
 
(490
)
 
(381
)
Income from continuing operations, net of taxes
 
256

 
215

 
787

 
732

Loss from discontinued operations, net of taxes
 

 
(9
)
 

 
(11
)
Net income
 
256

 
206

 
787

 
721

Net income attributable to noncontrolling interests
 
(1
)
 
(1
)
 
(1
)
 
(2
)
Net income available to Discovery Communications, Inc. stockholders
 
$
255

 
$
205

 
$
786

 
$
719

 
 
 
 
 
 
 
 
 
Basic earnings per share available to Discovery Communications, Inc. stockholders:
 
 
 
 
 
 
 
 
Continuing operations
 
$
0.72

 
$
0.58

 
$
2.18

 
$
1.92

Discontinued operations
 
$

 
$
(0.02
)
 
$

 
$
(0.03
)
Net income
 
$
0.72

 
$
0.55

 
$
2.18

 
$
1.89

Diluted earnings per share available to Discovery Communications, Inc. stockholders:
 
 
 
 
 
 
 
 
Continuing operations
 
$
0.71

 
$
0.57

 
$
2.16

 
$
1.91

Discontinued operations
 
$

 
$
(0.02
)
 
$

 
$
(0.03
)
Net income
 
$
0.71

 
$
0.55

 
$
2.16

 
$
1.88

Weighted average shares outstanding:
 
 
 
 
 
 
 
 
Basic
 
356

 
372

 
360

 
380

Diluted
 
359

 
375

 
363

 
383





6



DISCOVERY COMMUNICATIONS, INC.
CONSOLIDATED BALANCE SHEETS
(unaudited; in millions)
 
 
September 30, 2013
 
December 31, 2012
ASSETS
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
439

 
$
1,201

Receivables, net
 
1,344

 
1,130

Content rights, net
 
274

 
122

Deferred income taxes
 
74

 
74

Prepaid expenses and other current assets
 
233

 
203

Total current assets
 
2,364

 
2,730

 
 
 
 
 
Noncurrent content rights, net
 
1,833

 
1,555

Property and equipment, net
 
492

 
388

Goodwill
 
7,301

 
6,399

Intangible assets, net
 
1,606

 
611

Equity method investments
 
1,087

 
1,095

Other noncurrent assets
 
184

 
152

Total assets
 
$
14,867

 
$
12,930

 
 
 
 
 
LIABILITIES AND EQUITY
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable
 
$
116

 
$
71

Accrued expenses and other current liabilities
 
832

 
721

Deferred revenues
 
164

 
123

Current portion of debt
 
23

 
31

Total current liabilities
 
1,135

 
946

 
 
 
 
 
Noncurrent portion of debt
 
6,485

 
5,212

Deferred income taxes
 
681

 
272

Other noncurrent liabilities
 
309

 
207

Total liabilities
 
8,610

 
6,637

 
 
 
 
 
Redeemable noncontrolling interest
 
32

 

 
 
 
 
 
Equity:
 
 
 
 
Preferred stock
 
2

 
2

Common stock
 
3

 
3

Additional paid-in capital
 
6,798

 
6,689

Treasury stock, at cost
 
(3,195
)
 
(2,482
)
Retained earnings
 
2,604

 
2,075

Accumulated other comprehensive income
 
8

 
4

Total Discovery Communications, Inc. stockholders’ equity
 
6,220

 
6,291

Noncontrolling interests
 
5

 
2

Total equity
 
6,225

 
6,293

Total liabilities and equity
 
$
14,867

 
$
12,930













7



DISCOVERY COMMUNICATIONS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited; in millions)
 
Nine Months Ended September 30,
 
2013
 
2012
Operating Activities
 
 
 
Net income
$
787

 
$
721

Adjustments to reconcile net income to cash provided by operating activities:
 
 
 
Equity-based compensation expense
129

 
112

Depreciation and amortization
190

 
87

Content amortization and impairment expense
850

 
638

(Gain) loss on disposition
(19
)
 
6

Remeasurement gain on previously held equity interest
(92
)
 

Equity in losses and distributions from investee companies
15

 
91

Deferred income tax expense (benefit)
144

 
(60
)
Other, net
91

 
26

Changes in operating assets and liabilities:
 
 
 
Receivables, net
(92
)
 
(36
)
Content rights
(1,061
)
 
(828
)
Accounts payable and accrued liabilities
41

 
82

Equity-based compensation liabilities
(61
)
 
(39
)
Income tax receivable
50

 

Other, net
(42
)
 
(29
)
Cash provided by operating activities
930

 
771

 
 
 
 
Investing Activities
 
 
 
Purchases of property and equipment
(76
)
 
(53
)
Business acquisitions, net of cash acquired
(1,832
)
 
(20
)
Investments in foreign exchange contracts
(55
)
 

Proceeds from disposition
28

 

Distribution from equity method investee
23

 
17

Investments in and advances to equity method investees, net
(28
)
 
(115
)
Other investing activities, net
(1
)
 
(24
)
Cash used in investing activities
(1,941
)
 
(195
)
 
 
 
 
Financing Activities
 
 
 
Borrowings from long term debt, net of discount and issuance costs
1,186

 
981

Principal repayments of capital lease obligations
(21
)
 
(17
)
Repurchases of common stock
(713
)
 
(1,146
)
Repurchases of preferred stock
(256
)
 

Tax settlements associated with equity-based plans
(22
)
 
(3
)
Proceeds from issuance of common stock in connection with equity-based plans
43

 
79

Excess tax benefits from equity-based compensation
40

 
37

Other financing activities, net
(3
)
 
(3
)
Cash provided by (used in) financing activities
254

 
(72
)
 
 
 
 
Effect of exchange rate changes on cash and cash equivalents
(5
)
 
1

 
 
 
 
Net change in cash and cash equivalents
(762
)
 
505

Cash and cash equivalents, beginning of period
1,201

 
1,048

Cash and cash equivalents, end of period
$
439

 
$
1,553


8




DISCOVERY COMMUNICATIONS, INC.
SUPPLEMENTAL FINANCIAL DATA
RECONCILIATION OF ADJUSTED OPERATING INCOME BEFORE
DEPRECIATION AND AMORTIZATION
(unaudited; in millions)


 
 
Three Months Ended September 30, 2013
 
 
Adjusted
Operating
Income Before
Depreciation and
Amortization
 
Depreciation
and
Amortization
 
Amortization of
Deferred Launch Incentives
 
Mark-to-Market
Equity-Based
Compensation
 
Other (a)
 
Operating
Income
U.S. Networks
 
$
425

 
$
(2
)
 
$
(2
)
 
$

 
$
19

 
$
440

International Networks
 
232

 
(62
)
 
(2
)
 

 
(1
)
 
167

Education
 
2

 
(1
)
 

 

 

 
1

Corporate and Eliminations
 
(62
)
 
(15
)
 

 
(32
)
 

 
(109
)
Total
 
$
597

 
$
(80
)
 
$
(4
)
 
$
(32
)
 
$
18

 
$
499



 
 
Three Months Ended September 30, 2012
 
 
Adjusted
Operating
Income Before
Depreciation and
Amortization
 
 
Depreciation
and
Amortization
 
Amortization of
Deferred Launch Incentives
 
Mark-to-Market
Equity-Based
Compensation
 
Other (a)
 
Operating
Income
U.S. Networks
 
$
386

 
$
(3
)
 
$
(2
)
 
$

 
$
(1
)
 
$
380

International Networks
 
173

 
(9
)
 
(3
)
 

 

 
161

Education
 
5

 

 

 

 

 
5

Corporate and Eliminations
 
(66
)
 
(15
)
 

 
(27
)
 

 
(108
)
Total
 
$
498

 
$
(27
)
 
$
(5
)
 
$
(27
)
 
$
(1
)
 
$
438


(a)
For the three months ended September 30, 2013 amount represents a $19 million gain recognized from the disposition of Petfinder by our U.S Networks segment partially offset by restructuring charges of $1 million at our International Networks segment. For the three months ended September 30, 2012 amount represents restructuring charges of $1 million at our U.S Networks segment.






















9



DISCOVERY COMMUNICATIONS, INC.
SUPPLEMENTAL FINANCIAL DATA
RECONCILIATION OF ADJUSTED OPERATING INCOME BEFORE
DEPRECIATION AND AMORTIZATION
(unaudited; amounts in millions)


 
 
Nine Months Ended September 30, 2013
 
 
Adjusted
Operating
Income Before
Depreciation and
Amortization
 
Depreciation
and
Amortization
 
Amortization of
Deferred Launch Incentives
 
Mark-to-Market
Stock-Based
Compensation
 
Other (a)
 
Operating
Income
U.S. Networks
 
$
1,274

 
$
(8
)
 
$
(6
)
 
$

 
$
16

 
$
1,276

International Networks
 
681

 
(138
)
 
(8
)
 

 
(8
)
 
527

Education
 
13

 
(2
)
 

 

 

 
11

Corporate and Eliminations
 
(205
)
 
(42
)
 

 
(90
)
 

 
(337
)
Total
 
$
1,763

 
$
(190
)
 
$
(14
)
 
$
(90
)
 
$
8

 
$
1,477



 
 
Nine Months Ended September 30, 2012
 
 
Adjusted
Operating
Income Before
Depreciation and
Amortization
 
 
Depreciation
and
Amortization
 
Amortization of
Deferred Launch Incentives
 
Mark-to-Market
Stock-Based
Compensation
 
Other (a)
 
Operating
Income
U.S. Networks
 
$
1,207

 
$
(9
)
 
$
(7
)
 
$

 
$
(2
)
 
$
1,189

International Networks
 
520

 
(34
)
 
(8
)
 

 
(1
)
 
477

Education
 
14

 
(1
)
 

 

 

 
13

Corporate and Eliminations
 
(191
)
 
(43
)
 

 
(70
)
 
(1
)
 
(305
)
Total
 
$
1,550

 
$
(87
)
 
$
(15
)
 
$
(70
)
 
$
(4
)
 
$
1,374


(a)
For the nine months ended September 30, 2013 amount represents a $19 million gain recognized from the disposition of Petfinder by our U.S. Networks segment partially offset by restructuring charges of $8 million and $3 million at our International Networks and U.S Networks segments, respectively. For the nine months ended September 30, 2012 amount represents restructuring charges of $2 million, $1 million and $1 million at our U.S Networks, International Networks and Corporate segments, respectively.


10




DISCOVERY COMMUNICATIONS, INC.
SUPPLEMENTAL FINANCIAL DATA
RECONCILIATION OF NEWLY ACQUIRED BUSINESSES(1) 
(unaudited; amounts in millions)
 
Three months ended September 30,
 
 
 
2013
 
2013
 
2013
 
2012
 
 
 
International Networks As Reported
 
Newly
Acquired
Businesses
 
International Networks Ex-
Acquisitions
 
International
Networks
As Reported
 
% Change
Revenues:
 
 
 
 
 
 
 
 
 
   Distribution
$
322

 
$
45

 
$
277

 
$
249

 
11
 %
   Advertising
282

 
125

 
$
157

 
124

 
27
 %
   Other
16

 
4

 
$
12

 
17

 
(29
)%
Total Revenues
$
620

 
$
174

 
$
446

 
$
390

 
14
 %
Adjusted OIBDA
$
232

 
$
33

 
$
199

 
$
173

 
15
 %
 
 
 
 
 
 
 
 
 
 
 
Three months ended September 30,
 
 
 
2013
 
2013
 
2013
 
2012
 
 
 
Total Company As Reported
 
Newly
Acquired
Businesses
 
Total Company Ex-
Acquisitions
 
Total Company As Reported
 
% Change
Revenues:
 
 
 
 
 
 
 
 
 
   Distribution
$
651

 
$
45

 
$
606

 
$
549

 
10
 %
   Advertising
665

 
125

 
$
540

 
468

 
15
 %
   Other
59

 
4

 
$
55

 
59

 
(7
)%
Total Revenues
$
1,375

 
$
174

 
$
1,201

 
$
1,076

 
12
 %
Adjusted OIBDA
$
597

 
$
33

 
$
564

 
$
498

 
13
 %
 
Nine months ended September 30,
 
 
 
2013
 
2013
 
2013
 
2012
 
 
 
International Networks As Reported
 
Newly
Acquired
Businesses
 
International Networks Ex-
Acquisitions
 
International
Networks
As Reported
 
% Change
Revenues:
 
 
 
 
 
 
 
 
 
   Distribution
$
911

 
$
88

 
$
823

 
$
731

 
13
 %
   Advertising
756

 
280

 
$
476

 
395

 
21
 %
   Other
49

 
12

 
$
37

 
49

 
(24
)%
Total Revenues
$
1,716

 
$
380

 
$
1,336

 
$
1,175

 
14
 %
Adjusted OIBDA
$
681

 
$
81

 
$
600

 
$
520

 
15
 %
 
Nine months ended September 30,
 
 
 
2013
 
2013
 
2013
 
2012
 
 
 
Total Company As Reported
 
Newly
Acquired
Businesses
 
Total Company Ex-
Acquisitions
 
Total Company As Reported
 
% Change
Revenues:
 
 
 
 
 
 
 
 
 
   Distribution
$
1,896

 
$
88

 
$
1,808

 
$
1,665

 
9
%
   Advertising
1,922

 
280

 
$
1,642

 
1,455

 
13
%
   Other
180

 
12

 
$
168

 
167

 
1
%
Total Revenues
$
3,998

 
$
380

 
$
3,618

 
$
3,287

 
10
%
Adjusted OIBDA
$
1,763

 
$
81

 
$
1,682

 
$
1,550

 
9
%
(1)
Newly acquired businesses include SBS Nordic acquired in April 2013, Switchover Media acquired in December 2012 and a TV station in Dubai acquired in December 2012. Note that this reconciliation does not take into account other one-time items such as foreign exchange and licensing revenues.


11



DISCOVERY COMMUNICATIONS, INC.
SUPPLEMENTAL FINANCIAL DATA
(unaudited; in millions)



CALCULATION OF FREE CASH FLOW


 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2013
 
2012
 
Change
 
2013
 
2012
 
Change
Cash provided by operating activities
 
$
460

 
$
382

 
$
78

 
$
930

 
$
771

 
$
159

Purchases of property and equipment
 
(22
)
 
(29
)
 
7

 
(76
)
 
(53
)
 
(23
)
Free cash flow
 
$
438

 
$
353

 
$
85

 
$
854

 
$
718

 
$
136



CALCULATION OF ADJUSTED EARNINGS PER DILUTED SHARE

 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2013
 
2012
 
Change
 
2013
 
2012
 
Change
Earnings per diluted share
 
$
0.71

 
$
0.55

 
$
0.16

 
$
2.16

 
$
1.88

 
$
0.28

Amortization of acquisition-related intangible assets, net of tax
 
0.09

 

 
0.09

 
0.18

 

 
0.18

Adjusted earnings per diluted share
 
$
0.80

 
$
0.55

 
$
0.25

 
$
2.34

 
$
1.88

 
$
0.46


 

RECONCILIATION OF 2013 OUTLOOK TO GAAP MEASURES


 
Full Year 2013
Net income available to Discovery Communications, Inc. stockholders
$
1,100

 
To
 
$
1,150

Interest expense, net
310

 
To
 
300

Depreciation and amortization
265

 
To
 
285

Other expense, including amortization of deferred launch incentives, mark-to-market equity-based compensation, asset impairment, exit and restructuring costs, gains (losses) on business disposition, gains (losses) on sale of securities, equity earnings (losses) in unconsolidated affiliates, unrealized and realized gains (losses) from derivatives, income tax expense, net loss (income) attributable to noncontrolling interests, and stock dividends to preferred interests
750

 
To
 
740

Adjusted OIBDA
$
2,425

 
To
 
$
2,475

















12



DISCOVERY COMMUNICATIONS, INC.
SUPPLEMENTAL FINANCIAL DATA
SELECTED FINANCIAL DETAIL
(unaudited; in millions)


 
 
 
BORROWINGS
 
 
September 30, 2013
3.70% Senior Notes, semi-annual interest, due June 2015
$
850

5.625% Senior Notes, semi-annual interest, due August 2019
500

5.05% Senior Notes, semi-annual interest, due June 2020
1,300

4.375% Senior Notes, semi-annual interest, due June 2021
650

3.30% Senior Notes, semi-annual interest, due May 2022
500

3.25% Senior Notes, semi-annual interest, due April 2023
350

6.35% Senior Notes, semi-annual interest, due June 2040
850

4.95% Senior Notes, semi-annual interest, due May 2042
500

4.875% Senior Notes, semi-annual interest, due April 2043
850

Capital lease obligations
175

Total debt
6,525

Unamortized discount
(17
)
Debt, net
6,508

Current portion of debt
(23
)
Noncurrent portion of debt
$
6,485


EQUITY-BASED COMPENSATION
 
 
September 30, 2013
 
Long-Term
Incentive Plans
 
Total Units Outstanding
   (in millions)
 
Weighted
Average
Grant Price
 
Vested Units Outstanding
(in millions)
 
Weighted
Average
Grant Price
Unit Awards
 
1.7
 
$38.14
 
 
$—
Stock Appreciation Rights
 
3.2
 
55.16
 
 
Stock Options
 
8.0
 
35.41
 
4.5
 
24.20
Performance-based Restricted Stock Units
 
1.6
 
43.12
 
0.3
 
32.39
Service-based Restricted Stock Units
 
0.8
 
51.99
 
 
Total Equity-based Compensation Plans
 
15.3
 
$41.52
 
4.8
 
$24.71


SHARE COUNT ROLL FORWARD
 
Common
 
Preferred
 
Total
(Basic shares, in millions)
 
 
 
 
 
 
Total shares outstanding as of December 31, 2012
 
245.17
 
119.05
 
364.22
Shares repurchased
 
(9.77)
 
(4.00)
 
(13.77)
Shares issued – equity-based compensation
 
2.24
 
 
2.24
Conversion of shares
 
0.55
 
(0.55)
 
Total shares outstanding as of September 30, 2013
 
238.19
 
114.50
 
352.69


13