SEC Info  
    Home      Search      My Interests      Help      Sign In      Please Sign In

Warner Media, LLC – ‘10-Q’ for 6/30/17 – ‘R26’

On:  Wednesday, 8/2/17, at 11:41am ET   ·   For:  6/30/17   ·   Accession #:  1193125-17-245363   ·   File #:  1-15062

Previous ‘10-Q’:  ‘10-Q’ on 5/3/17 for 3/31/17   ·   Next:  ‘10-Q’ on 10/26/17 for 9/30/17   ·   Latest:  ‘10-Q’ on 4/26/18 for 3/31/18

Find Words in Filings emoji
 
  in    Show  and   Hints

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 8/02/17  Warner Media, LLC                 10-Q        6/30/17   76:10M                                    Donnelley … Solutions/FA

Quarterly Report   —   Form 10-Q   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    881K 
 2: EX-31.1     Certification -- §302 - SOA'02                      HTML     26K 
 3: EX-31.2     Certification -- §302 - SOA'02                      HTML     26K 
 4: EX-32       Certification -- §906 - SOA'02                      HTML     22K 
11: R1          Document and Entity Information                     HTML     42K 
12: R2          Consolidated Balance Sheet                          HTML    117K 
13: R3          Consolidated Balance Sheet (Parenthetical)          HTML     35K 
14: R4          Consolidated Statement Of Operations                HTML    116K 
15: R5          Consolidated Statement Of Comprehensive Income      HTML     70K 
16: R6          Consolidated Statement Of Cash Flows                HTML    108K 
17: R7          Consolidated Statement Of Equity                    HTML     47K 
18: R8          Consolidated Statement Of Equity Consolidated       HTML     25K 
                Statement of Equity (Parenthetical)                              
19: R9          Description of Business and Basis of Presentation   HTML     56K 
20: R10         Merger Agreement with AT&T                          HTML     27K 
21: R11         Business Dispositions and Acquisitions              HTML     24K 
22: R12         Investments                                         HTML     38K 
23: R13         Fair Value Measurement                              HTML    145K 
24: R14         Inventories and Theatrical Film and Television      HTML     53K 
                Production Costs                                                 
25: R15         Derivative Instruments and Hedging Activities       HTML     62K 
26: R16         Shareholders' Equity                                HTML    119K 
27: R17         Income Per Common Share                             HTML     57K 
28: R18         Equity-Based Compensation                           HTML     58K 
29: R19         Benefit Plans                                       HTML     49K 
30: R20         Restructuring and Severance Costs                   HTML     73K 
31: R21         Segment Information                                 HTML    100K 
32: R22         Commitments and Contingencies                       HTML     39K 
33: R23         Related Party Transactions                          HTML     41K 
34: R24         Additional Financial Information                    HTML    101K 
35: R25         Supplementary Information - Condensed               HTML    797K 
                Consolidating Financial Statements                               
36: R26         Description of Business and Basis of Presentation   HTML     70K 
                (Policies)                                                       
37: R27         Fair Value Measurement (Tables)                     HTML    142K 
38: R28         Inventories and Theatrical Film and Television      HTML     52K 
                Production Costs (Tables)                                        
39: R29         Derivative Instruments and Hedging Activities       HTML     48K 
                (Tables)                                                         
40: R30         Shareholders' Equity (Tables)                       HTML    127K 
41: R31         Income Per Common Share (Tables)                    HTML     56K 
42: R32         Equity-Based Compensation (Tables)                  HTML     59K 
43: R33         Benefit Plans (Tables)                              HTML     48K 
44: R34         Restructuring and Severance Costs (Tables)          HTML     74K 
45: R35         Segment Information (Tables)                        HTML     94K 
46: R36         Related Party Transactions (Tables)                 HTML     37K 
47: R37         Additional Financial Information (Tables)           HTML    105K 
48: R38         Description of Business and Basis of Presentation   HTML     40K 
                1 (Details)                                                      
49: R39         Description of Business and Basis of Presentation   HTML     27K 
                2 (Details)                                                      
50: R40         Merger Agreement with AT&T (Details)                HTML     32K 
51: R41         Business Dispositions and Acquisitions -            HTML     33K 
                Dispositions (Details)                                           
52: R42         Investments 1 (Details)                             HTML     67K 
53: R43         Investments 2 (Details)                             HTML     28K 
54: R44         Investments 3 (Details)                             HTML     35K 
55: R45         Investments 4 (Details)                             HTML     28K 
56: R46         Fair Value Measurement (Details)                    HTML    151K 
57: R47         Inventories and Theatrical Film and Television      HTML     65K 
                Production Costs (Details)                                       
58: R48         Derivative Instruments and Hedging Activities       HTML     77K 
                (Details)                                                        
59: R49         Shareholders' Equity (Details)                      HTML    104K 
60: R50         Income Per Common Share (Details)                   HTML     51K 
61: R51         Equity-Based Compensation (Details)                 HTML     80K 
62: R52         Benefit Plans (Details)                             HTML     39K 
63: R53         Restructuring and Severance Costs (Details)         HTML     40K 
64: R54         Restructuring and Severance Costs (Accrued          HTML     49K 
                Restructuring and Severance Costs) (Details)                     
65: R55         Segment Information (Details)                       HTML     51K 
66: R56         Commitments and Contingencies - Six Flags           HTML     31K 
                (Details)                                                        
67: R57         Commitments and Contingencies - Contingencies       HTML     26K 
                (Details)                                                        
68: R58         Commitments and Contingencies - Tax Uncertainties   HTML     35K 
                (Details)                                                        
69: R59         Related Party Transactions (Details)                HTML     36K 
70: R60         Additional Financial Information (Details)          HTML    113K 
71: R61         Supplementary Information - Condensed               HTML    166K 
                Consolidating Financial Statements - Balance Sheet               
                (Details)                                                        
72: R62         Supplementary Information - Condensed               HTML    126K 
                Consolidating Financial Statements - Statement of                
                Operations (Details)                                             
73: R63         Supplementary Information - Condensed               HTML    192K 
                Consolidating Financial Statements - Statement of                
                Cash Flows (Details)                                             
75: XML         IDEA XML File -- Filing Summary                      XML    138K 
74: EXCEL       IDEA Workbook of Financial Reports                  XLSX     99K 
 5: EX-101.INS  XBRL Instance -- twx-20170630                        XML   3.87M 
 7: EX-101.CAL  XBRL Calculations -- twx-20170630_cal                XML    299K 
 8: EX-101.DEF  XBRL Definitions -- twx-20170630_def                 XML    659K 
 9: EX-101.LAB  XBRL Labels -- twx-20170630_lab                      XML   1.76M 
10: EX-101.PRE  XBRL Presentations -- twx-20170630_pre               XML   1.08M 
 6: EX-101.SCH  XBRL Schema -- twx-20170630                          XSD    169K 
76: ZIP         XBRL Zipped Folder -- 0001193125-17-245363-xbrl      Zip    299K 


‘R26’   —   Description of Business and Basis of Presentation (Policies)


This is an IDEA Financial Report.  [ Alternative Formats ]



 
v3.7.0.1
Description of Business and Basis of Presentation (Policies)
6 Months Ended
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Consolidation
Basis of Consolidation
The consolidated financial statements include all the assets, liabilities, revenues, expenses and cash flows of entities in which Time Warner has a controlling interest (subsidiaries). Intercompany accounts and transactions between consolidated entities have been eliminated in consolidation.
Use of Estimates
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and footnotes thereto. Actual results could differ from those estimates.
Significant estimates and judgments inherent in the preparation of the consolidated financial statements include accounting for asset impairments, multiple-element transactions, allowances for doubtful accounts, depreciation and amortization, the determination of ultimate revenues as it relates to amortization or impairment of capitalized film and programming costs and participations and residuals, home video and videogame product returns, business combinations, pension and other postretirement benefits, equity-based compensation, income taxes, contingencies, litigation matters, reporting revenue for certain transactions on a gross versus net basis, and the determination of whether the Company should consolidate certain entities.
New Accounting Guidance
Accounting Guidance Adopted in 2017
Share-Based Payments
On January 1, 2017, the Company adopted, on a prospective basis, new accounting guidance that changes the reporting for certain aspects of share-based payments. One aspect of the guidance requires that the income tax effects of share-based awards be recognized in the Income tax provision in the Consolidated Statement of Operations when the awards vest or are settled. Under the previous guidance, excess tax benefits and deficiencies were recognized in Additional paid-in capital in the Consolidated Balance Sheet. For the six months ended June 30, 2017 and 2016, the amount of excess tax benefits, net of deficiencies, recognized in Income tax provision and Additional paid-in capital, respectively, was $98 million and $35 million, respectively. In addition, because excess tax benefits are no longer recognized in Additional paid-in capital under the new guidance, such amounts are no longer included in the determination of assumed proceeds in applying the treasury stock method when computing earnings per share. Another aspect of the new guidance requires that excess tax benefits be classified as a cash flow from operating activities, rather than a cash flow from financing activities, in the Consolidated Statement of Cash Flows. For the six months ended June 30, 2017 and 2016, the amount of excess tax benefits presented as a cash flow from operating activities and financing activities, respectively, was $98 million and $40 million, respectively. The other aspects of the new guidance did not have a material effect on the Company’s consolidated financial statements.
Accounting Guidance Not Yet Adopted
Modification of Share-Based Payments
In May 2017, guidance was issued that clarifies when changes to the terms and conditions of share-based awards must be accounted for as modifications. The guidance does not change the accounting treatment for modifications. The guidance, which will become effective on a prospective basis on January 1, 2018, is not expected to have a material impact on the Company’s consolidated financial statements.
Net Periodic Benefit Costs
In March 2017, guidance was issued that requires that an employer disaggregate the service cost component from the other components of net periodic benefit costs relating to defined benefit pension and other postretirement benefit plans.  While the service cost component of net periodic benefit costs will continue to be presented as an operating expense, the other components are now required to be recorded outside of operating income in the Consolidated Statement of Operations.  For the year ended December 31, 2016, net periodic benefit costs relating to defined benefit pension and other postretirement benefit plans were $46 million, $4 million of which related to the service cost component.  The guidance will become effective on a retrospective basis for the Company on January 1, 2018.
Simplifying the Accounting for Goodwill Impairment
In January 2017, guidance was issued to simplify the accounting for goodwill impairment. The guidance removes the second step of the goodwill impairment test, which requires that a hypothetical purchase price allocation be performed to determine the amount of impairment, if any. Under this new guidance, a goodwill impairment charge will be based on the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The guidance will become effective on a prospective basis for the Company on January 1, 2020 and is not expected to have a material impact on the Company’s consolidated financial statements.
Definition of a Business
In January 2017, guidance was issued that changes the definition of a business for accounting purposes. Under the new guidance, an entity first determines whether substantially all of the fair value of a set of assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the set of assets is not deemed to be a business. If the threshold is not met, the entity then evaluates whether the set of assets meets the requirement to be deemed a business, which at a minimum, requires there to be an input and a substantive process that together significantly contribute to the ability to create outputs. The guidance will become effective on a prospective basis for the Company on January 1, 2018 and is not expected to have a material impact on the Company’s consolidated financial statements.
Restricted Cash
In November 2016, guidance was issued that requires that a statement of cash flows present the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total cash amounts shown on the statement of cash flows. The guidance will become effective on a retrospective basis for the Company on January 1, 2018 and is not expected to have a material impact on the Company’s consolidated financial statements.
Intra-Entity Transfers of Assets Other than Inventory
In October 2016, guidance was issued that requires entities to recognize the income tax consequences of an intercompany transfer of an asset other than inventory when the transfer occurs, rather than deferring the income tax consequences of the intercompany transfer of assets until the asset has been sold to a third party. The guidance will become effective on a modified retrospective basis for the Company on January 1, 2018 and is not expected to have a material impact on the Company’s consolidated financial statements.
Classification of Certain Cash Receipts and Cash Payments
In August 2016, guidance was issued that clarifies the presentation of certain cash receipts and payments in a company’s statement of cash flows. The guidance primarily relates to the classification of cash flows associated with certain (i) debt transactions, (ii) contingent consideration arrangements related to business combinations, (iii) insurance claims and policies, (iv) distributions received from equity method investees and (v) securitization transactions. The guidance will become effective on a retrospective basis for the Company on January 1, 2018 and is not expected to have a material impact on the Company’s consolidated financial statements.
Accounting for Leases
In February 2016, guidance was issued regarding accounting for leases. The main difference between the current guidance and the new guidance is the recognition by the lessee of lease assets and liabilities for those leases it classified as operating leases under the current guidance. Under the new guidance, the recognition, measurement and presentation of expenses and cash flows arising from a lease as well as the lessor accounting model have not significantly changed from current guidance. This guidance also requires qualitative and quantitative disclosures of key information about leasing arrangements. The new guidance will become effective on a modified retrospective basis for the Company on January 1, 2019. The Company is still evaluating the impact of the new guidance on its consolidated financial statements. Because the Company is a party to more than 2,000 operating leases with future minimum rental commitments at December 31, 2016 of $1.154 billion, it expects that the impact of recognizing lease assets and liabilities for these operating leases will be significant to the Company’s Consolidated Balance Sheet.
Recognition and Measurement of Financial Assets and Liabilities
In January 2016, guidance was issued that makes limited changes to the accounting for financial instruments. The changes primarily relate to (i) the requirement to measure equity investments in unconsolidated subsidiaries, other than those accounted for under the equity method of accounting, at fair value, with changes in the fair value recognized in earnings, (ii) an alternative approach for the measurement of equity investments that do not have a readily determinable fair value, (iii) the elimination of the other-than-temporary impairment model and its replacement with a requirement to perform a qualitative assessment to identify the impairment of equity investments, and a requirement to recognize impairment losses in earnings based on the difference between the fair value and the carrying value of the equity investment, (iv) the elimination of the requirement to disclose the methods and significant assumptions used to estimate the fair value of financial instruments measured at amortized cost, (v) the addition of a requirement to use the exit price concept when measuring the fair value of financial instruments for disclosure purposes and (vi) the addition of a requirement to present financial assets and financial liabilities separately in the notes to the financial statements, grouped by measurement category (e.g., fair value, amortized cost, lower of cost or market) and by form of financial asset (e.g., loans, securities). This guidance will become effective for the Company on January 1, 2018. The Company does not expect the new guidance to have a material impact on its consolidated financial statements.
Revenue Recognition
In May 2014, guidance was issued that establishes a new revenue recognition framework in GAAP for all companies and industries. The core principle of the new guidance is that an entity should recognize revenue from the transfer of promised goods or services to customers in an amount that reflects the consideration the entity expects to receive for those goods or services.  The guidance includes a five-step framework to determine the timing and amount of revenue to recognize related to contracts with customers.  In addition, this guidance requires new or expanded disclosures related to the judgments made by companies when following this framework.  Based on the current guidance, the new framework will become effective on either a full or modified retrospective basis for the Company on January 1, 2018
Subsequent to the issuance of the May 2014 guidance, several clarifications and updates have been issued by the FASB on this topic, the most recent of which was issued in December 2016.  Many of these clarifications and updates to the guidance, as well as a number of interpretive issues, apply to companies in the media and entertainment industry.
The Company has made significant progress toward completing its assessment of the impact of adopting this new guidance, and the Company is finalizing its implementation plan. The Company currently does not believe that the adoption of the new guidance will have a material impact on the Company’s financial statements, principally because the Company does not expect significant changes in the way it will record subscription revenue, advertising revenue, and a significant portion of its content revenue. However, it is possible that the Company’s evaluation of the expected impact of the new guidance on certain transactions could change if there are additional interpretations of the new revenue guidance that are different from the Company’s preliminary conclusions. Although the Company currently does not expect the impact of adopting the new guidance to be material, there are several areas where the Company’s revenue recognition is expected to change as compared with historical GAAP. The more significant of these areas are as follows:
i.
Renewals of Licenses of Intellectual Property - Under guidance currently in effect, when the term of an existing license agreement is extended, without any other changes to the provisions of the license, revenue for the renewal period is recognized on the date the renewal is agreed to contractually. Under the new guidance, revenue for the renewed license term will not be recognized until the date the renewal term begins. This change will result in delayed revenue recognition as compared with current revenue recognition guidance. The Company expects that this change will primarily impact the Warner Bros. segment, but it will also, to a lesser degree, impact the Home Box Office and Turner segments.
ii.
License of Content Library - Under guidance currently in effect, when a company licenses a completed library of content and agrees to refresh the library with new content as it becomes available, and the licensee is not entitled to a refund if no further library titles are delivered, revenue is recognized once access to the library is granted to the licensee. Under the new guidance, because there is an implicit obligation for the company to refresh the library with additional content in the future, the company will need to estimate the additional content it will deliver in the future and allocate a portion of the transaction price to that content. As compared with current guidance, this results in a deferral of a portion of the transaction price until delivery of future library content. The Company expects this change will primarily impact the Home Box Office segment.
iii.
Licenses of Symbolic Intellectual Property - Certain intellectual property, such as brands, tradenames and logos, is categorized in the new guidance as symbolic. An assumption inherent in the new guidance is that a licensee’s ability to derive benefit from a license of symbolic intellectual property depends on the licensor continuing to support or maintain the intellectual property throughout the license term. Accordingly, under the new guidance, revenue from licenses of symbolic intellectual property is recognized over the corresponding license term. In certain arrangements where the Company has no remaining performance obligations, under the guidance currently in effect, revenue from licenses of symbolic intellectual property is recognized at the inception of the license term. Therefore, the new guidance will result in a deferral of revenue recognition as compared to current guidance. This change will primarily impact the Warner Bros. segment.
The evaluation of the impact of the new guidance on certain other transactions is still in process; however, the Company does not expect the completion of that evaluation to impact the Company’s conclusion that the adoption will not have a material impact on the Company’s financial statements.
The Company currently expects to adopt the standard in 2018 using the modified retrospective method of adoption. However, the transition method ultimately selected could be affected by the Company’s pending merger with AT&T Inc. (“AT&T”) if the merger closes prior to the adoption of the new guidance. For more information regarding the AT&T merger, see Note 2.
Long-Lived Assets
The majority of the Company’s non-financial instruments, which include goodwill, intangible assets, inventories and property, plant and equipment, are not required to be carried at fair value on a recurring basis. However, if certain triggering events occur (or at least annually for goodwill and indefinite-lived intangible assets), a non-financial instrument is required to be evaluated for impairment. If the Company determines that the non-financial instrument is impaired, the Company would be required to write down the non-financial instrument to its fair value.
Cost of Sales
In determining the fair value of its theatrical films, the Company employs a DCF methodology that includes cash flow estimates of a film’s ultimate revenue and costs as well as a discount rate. The discount rate utilized in the DCF analysis is based on the weighted average cost of capital of the respective business (e.g., Warner Bros.) plus a risk premium representing the risk associated with producing a particular theatrical film. The fair value of any theatrical films and television programs that management plans to abandon is zero. Because the primary determination of fair value is made using a DCF model, the resulting fair value is considered a Level 3 measurement.
Derivatives, Offsetting Fair Value Amounts
For such foreign exchange contracts, the Company offsets the fair values of the amounts owed to or due from the same counterparty and classifies the net amount as a net asset or net liability within Prepaid expenses and other current assets or Accounts payable and accrued liabilities, respectively, in the Consolidated Balance Sheet.

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
1/1/20
1/1/19
1/1/18
Filed on:8/2/174,  8-K
For Period end:6/30/17
1/1/17
12/31/1610-K,  11-K,  5
6/30/1610-Q
 List all Filings 
Top
Filing Submission 0001193125-17-245363   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Copyright © 2024 Fran Finnegan & Company LLC – All Rights Reserved.
AboutPrivacyRedactionsHelp — Fri., May 17, 8:00:22.1pm ET