Liberty Media Corp
For the period ended Sep 30, 2025. Filed Nov 5, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 5, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-07.
0001558370-25-010794
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-05.
0001104659-25-106883
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 69 previous paragraphs and 87 current paragraphs.
31 unchanged; 32 reworded; 20 added; 5 removed; 1 previous and 4 current paragraphs rearranged.
Tables are not compared: 47 previous and 53 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (20)
Current report
The Company acquired approximately 84% of the equity interests in Dorna Sports, S.L. (“MotoGP”) on July 3, 2025. Beginning on this date, MotoGP is a consolidated subsidiary and also a reportable segment. MotoGP is a global motorsports business that holds the exclusive commercial rights with respect to the Fédération Internationale de Motocyclisme Grand Prix World Championship (the “MotoGP Championship”) and other motorcycle racing championships. The MotoGP
Current report
Championship is comprised of a varying number of events (“MotoGP Events”) taking place in different countries around the world each season.
Current report
operating results for the nine months ended September 30, 2025 was also driven by improvements in QuintEvents’ operating results. The increases in operating results during the three and nine months ended September 30, 2025 were partially offset by the impact of costs associated with the proposed Liberty Live Split-Off. See “Results of Operations—Businesses” below for a more complete discussion of the results of operations of Formula 1 and MotoGP.
Current report
Other, net. Other, net income decreased $30 million for the three months ended September 30, 2025 as compared to the corresponding period in the prior year primarily due to foreign currency exchange losses in the current period compared to foreign currency gains in the prior period, a decrease in interest income and debt modification costs in the current period, partially offset by losses on early extinguishment of debt in the prior period. Other income, net increased $29 million for the nine months ended September 30, 2025 as compared to the corresponding period in the prior year primarily due to gains on the disposition of assets, losses on the early extinguishment of debt in the prior period and an increase in interest income, partially offset by debt modification costs in the current period and decreases in foreign currency gains.
Current report
Income taxes. Earnings (losses) from continuing operations before income taxes and income tax (expense) benefit are as follows:
Current report
Liberty’s primary use of cash during the nine months ended September 30, 2025 (excluding cash used by Formula 1 and MotoGP) was $3,267 million for the acquisition of MotoGP, net of cash acquired, funded with cash on hand and borrowings under Formula 1’s Senior Loan Facilities, which were distributed to Liberty, as described above.
Current report
television production activities and the operations at the Grand Prix Plaza site in Las Vegas, including karting, other activations and hosting corporate events.
Current report
Cost of motorsport revenue
Current report
Cost of motorsport revenue decreased $9 million and increased $89 million during the three and nine months ended September 30, 2025, respectively, as compared to the corresponding periods in the prior year.
Current report
MotoGP. MotoGP is a global motorsports business that holds exclusive commercial rights to the MotoGP Championship and other motorcycle racing championships. The MotoGP Championship is comprised of a varying number of MotoGP Events, which are inclusive of MotoGP, Moto2 and Moto3, taking place in different countries around the world each season. MotoGP derives its primary revenue from the commercial exploitation and development of the MotoGP Championship through a combination of media rights, race promotion and sponsorship arrangements. A significant majority of the media rights, race promotion and sponsorship contracts specify payments in advance and annual increases in the fees payable over the course of the contracts. The 2025 MotoGP Championship calendar is scheduled to consist of 22 MotoGP Events. The 2024 MotoGP Championship was comprised of 20 MotoGP Events.
Current report
Liberty acquired approximately 84% of the equity interests of MotoGP on July 3, 2025 and applied acquisition accounting and consolidated the results of MotoGP from that date. Although MotoGP’s results are only included in Liberty’s results for the period from July 3, 2025 through September 30, 2025, we believe a discussion of MotoGP’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 MotoGP for the full three and nine months ended September 30, 2025 and 2024, inclusive of acquisition accounting adjustments, which primarily impact amortization expense. The pro forma financial information was prepared based on the historical financial information of MotoGP and assuming the acquisition of MotoGP took place on January 1, 2024. The acquisition price allocation related to the MotoGP acquisition is preliminary. Accordingly, the pro forma adjustments are based on this preliminary allocation and 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 MotoGP had the acquisition occurred on January 1, 2024, 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 acquisition and are expected to have a continuing impact on the results of operations of Liberty.
Current report
MotoGP’s pro forma operating results include intragroup revenue from QuintEvents that is eliminated in consolidation.
Current report
Primary revenue increased $1 million during the three months ended September 30, 2025, as compared to the corresponding period in the prior year, primarily due to increased race promotion fees related to a different mix of MotoGP Events and a favorable change in currency exchange rates, partially offset by the impact of recognizing season-long media rights and sponsorship revenue in a smaller proportion to the previous season (7 out of 22 MotoGP Events for 2025 versus 7 out of 20 MotoGP Events for 2024). Primary revenue increased $41 million during the nine months ended September 30, 2025, as compared to the corresponding period in the prior year, primarily due to the impact of recognizing MotoGP Event-specific and season-based revenue from two additional MotoGP Events and a favorable change in currency exchange rates.
Current report
Other revenueis generated from other motorcycle racing championships, including the FIM World Superbike Championship (“WorldSBK”), hospitality (inclusive of the sale of tickets to the MotoGP VIP Village and MotoGP Premier hospitality programs at most events) and other licensing opportunities.
Current report
Other revenue decreased $1 million during the three months ended September 30, 2025, as compared to the corresponding period in the prior year, primarily due to a decrease in races held for WorldSBK (4 races in 2025 versus 6 races in 2024), partially offset by an increase in hospitality revenue and a favorable change in currency exchange rates. Other revenue increased $5 million during the nine months ended September 30, 2025, as compared to the corresponding period in the prior year, primarily driven by an increase in hospitality revenue due to two additional MotoGP Events and a favorable change in currency exchange rates.
Current report
In describing MotoGP’s operating results, the term “currency exchange rates” refers to the foreign currency exchange rates MotoGP uses to convert the operating results for countries where the functional currency is not the U.S. dollar. MotoGP calculates the effect of changes in currency exchange rates as the difference between current period activity translated using the prior period's currency exchange rates. MotoGP refers to the results of this calculation as the impact of currency exchange rate fluctuations. Constant currency operating results, a non-GAAP measure, refers to operating results without the impact of currency exchange rate fluctuations. The disclosure of results in constant currency permits investors to better understand MotoGP’s underlying performance without the effects of currency exchange rate fluctuations.
Current report
The percentage change in MotoGP’s revenue in U.S. dollars and in constant currency was as follows:
Current report
For the three months ended September 30, 2025, motorsport revenue decreased 4.7% on a constant currency basis and was flat in U.S. dollars, the difference of which is attributable to the weakening of the U.S. dollar to the Euro. For the nine months ended September 30, 2025, motorsport revenue had a constant currency growth rate of 8.9% versus a U.S. dollar growth rate of 12.4%, the difference of which is attributable to the weakening of the U.S. dollar to the Euro.
Current report
Cost of motorsport revenueincludes both variable and fixed costs components and relates to both primary and other motorsport revenue. On an annual basis, the largest components of costs of motorsport revenue are costs related to International Road-Racing Teams Association payments, which are generally fixed on a per race basis with slight variations based on the mix and number of MotoGP Events and escalate on an annual basis, costs related to television productions, advertising and sponsorship materials, the delivery of hospitality offerings, freight travel and annual FIM regulatory fees.
Current report
Cost of motorsport revenue increased $5 million during the three months ended September 30, 2025, as compared to the corresponding period in the prior year, primarily due to an increase in costs of servicing sponsorship partners and an unfavorable change in currency exchange rates. Cost of motorsport revenue increased $37 million during the nine months ended September 30, 2025, as compared to the corresponding period in the prior year, primarily due to two additional MotoGP Events, which drove increased freight and travel costs, and an unfavorable change in currency exchange rates.
Removed paragraphs (5)
Previous report
On July 3, 2025, the Company acquired approximately 84% of the equity interests in Dorna Sports, S.L. (“MotoGP”) for a preliminary purchase price of approximately $3.7 billion, funded with cash on hand and borrowings of $1.0 billion under the Incremental Term Loans, as defined in note 8 to the accompanying condensed consolidated financial statements. In December 2024, the Company agreed to pay€126 million of the purchase price to the sellers in order to accommodate the European Commission’s extended regulatory review of the acquisition. The €126 million, paid in January 2025, was considered prepaid purchase consideration and is included in other assets in the accompanying condensed consolidated balance sheet as of June 30, 2025 and December 31, 2024. Prior to the acquisition, the Company entered into foreign currency forward contracts for close to the full purchase price. A portion of the foreign currency forward contracts settled on June 30, 2025 and the remainder settled in July 2025. Due to the timing of the acquisition of MotoGP, the initial accounting for the acquisition was not complete at the time the accompanying condensed consolidated financial statements were issued. The Company is in the process of determining the preliminary fair value of the net assets acquired, which will primarily be comprised of goodwill, MotoGP’s rights holder agreement with the Fédération Internationale de Motocyclisme and customer relationships. MotoGP is attributed to the Formula One Group.
Previous report
Other, net. Other, net income increased $44 million and $59 million for the three and six months ended June 30, 2025, respectively, as compared to the corresponding periods in the prior year, primarily due to increases in interest income and gains on the disposition of assets.
Previous report
Liberty’s primary use of cash during the six months ended June 30, 2025 (excluding cash used by Formula 1) was a $131 million extension payment related to the MotoGP acquisition, which is accounted for as prepaid purchase consideration.
Previous report
Cost of Formula 1 revenue
Previous report
Cost of Formula 1 revenue increased $142 million and $98 million during the three and six months ended June 30, 2025, respectively, as compared to the corresponding periods in the prior year.
Reworded paragraphs (32)
Previous wording
For additional risk factors, please see Part II, Item 1A. Risk Factors of this Quarterly Report on Form 10-Q, Part II, Item 1A. Risk Factors of our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 and Part I, Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2024. Any forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this Quarterly 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.
Current wording
For additional risk factors, please see Part II, Item 1A. Risk Factors of this Quarterly Report on Form 10-Q, Part II, Item 1A. Risk Factors of our Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, Part II, Item 1A. Risk Factors of our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 and Part I, Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2024. Any forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this Quarterly 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.
Previous wording
We own controlling and non-controlling interests in companies that are engaged in the media and entertainment industries. Formula 1, our most significant operating subsidiary, is a wholly-owned consolidated subsidiary and is also a reportable segment. Formula 1 is a global motorsports business that holds exclusive commercial rights with respect to the FIA Formula One World Championship (the “F1 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 F1 Championship takes place on various circuits with a varying number of events (“Events”) taking place in different countries around the world each season. Formula 1 is responsible for the commercial exploitation and development of the F1 Championship as well as various aspects of its management and administration.
Current wording
We own controlling and non-controlling interests in companies that are engaged in the motorsport and live entertainment industries. Formula 1, our most significant operating subsidiary, is a wholly-owned consolidated subsidiary and is also a reportable segment. Formula 1 is a global motorsports business that holds exclusive commercial rights with respect to the Fédération Internationale de l’Automobile (“FIA”) Formula One World Championship (the “F1 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 F1 Championship takes place on various circuits with a varying number of events (“Formula 1 Events”) taking place in different countries around the world each season. Formula 1 is responsible for the commercial exploitation and development of the F1 Championship as well as various aspects of its management and administration.
Previous wording
As of June 30, 2025, the Formula One Group is primarily comprised of Liberty’s interests in Formula 1 and QuintEvents, cash and Liberty’s 2.25% Convertible Senior Notes due 2027. The Formula One Group had cash and cash equivalents of approximately $3,140 million as of June 30, 2025, which included $1,845 million of subsidiary cash.
Current wording
As of September 30, 2025, the Formula One Group is primarily comprised of Liberty’s interests in Formula 1, MotoGP and QuintEvents, cash and Liberty’s 2.25% Convertible Senior Notes due 2027. The Formula One Group had cash and cash equivalents of approximately $1,291 million as of September 30, 2025, which included $825 million of subsidiary cash.
Previous wording
As of June 30, 2025, the Liberty Live Group is primarily comprised of Liberty’s interest in Live Nation, cash, other minority investments, Liberty’s 2.375% Exchangeable Senior Debentures due 2053 and an undrawn margin loan. As of June 30, 2025, the Liberty Live Group had cash and cash equivalents of approximately $308 million.
Current wording
As of September 30, 2025, the Liberty Live Group is primarily comprised of Liberty’s interest in Live Nation, cash, other minority investments, Liberty’s 2.375% Exchangeable Senior Debentures due 2053 and an undrawn margin loan. As of September 30, 2025, the Liberty Live Group had cash and cash equivalents of approximately $297 million.
Previous wording
On November 13, 2024, the Company announced that it is pursuing a plan to splitoff the Liberty Live Group (the “Liberty Live Split-Off”). Immediately prior to the Liberty Live Split-Off, QuintEvents, certain private assets and cash will be reattributed from the Formula One Group to the Liberty Live Group in exchange for certain private assets attributed to the Liberty Live Group. Any cash consideration will be determined at a future date based on relative valuations of the assets that are being reattributed. The Liberty Live Split-Off will be effected through the redemption of Liberty Live common stock in exchange for common stock of a newly formed company, Liberty Live Holdings, Inc. (“Liberty Live”). The Company will redeem each outstanding share of its Series A, Series B and Series C Liberty Live common stock for one share of the corresponding series of common stock of Liberty Live. As a result of the Liberty Live Split-Off, the Company and Liberty Live will be separate publicly traded companies, and the Company’s outstanding common stock, the Liberty Formula One common stock, will no longer be a tracking stock. The Liberty Live Split-Off is subject to various conditions including, among other things, shareholder approval and the receipt of an opinion of tax counsel. The Liberty Live Split-Off is expected to be completed in the second half of 2025 and is intended to be tax-free to stockholders of the Company.
Current wording
On November 13, 2024, the Company announced that it is pursuing a plan to splitoff the Liberty Live Group (the “Liberty Live Split-Off”). Immediately prior to the Liberty Live Split-Off, QuintEvents, interests in certain private assets and cash will be reattributed from the Formula One Group to the Liberty Live Group in exchange for interests in certain other private assets. Any cash consideration will be determined at a future date based on relative valuations of the assets that are being reattributed. The Liberty Live Split-Off will be effected through the redemption of Liberty Live common stock in exchange for common stock of a newly formed company, Liberty Live Holdings, Inc. (“Liberty Live”). The Company will redeem each outstanding share of its Series A, Series B and Series C Liberty Live common stock for one share of the corresponding series of common stock of Liberty Live. As a result of the Liberty Live Split-Off, the Company and Liberty Live will be separate publicly traded companies, and the Company’s outstanding common stock, the Liberty Formula One common stock, will no longer be a tracking stock. The Liberty Live Split-Off is subject to various conditions including, among other things, shareholder approval and the receipt of an opinion of tax counsel. The Liberty Live Split-Off is currently expected to be completed on December 15, 2025 and is intended to be tax-free to stockholders of the Company.
Previous wording
Revenue. Our consolidated revenue increased $353 million and $213 million for the three and six months ended June 30, 2025, respectively, as compared to the corresponding periods in the prior year, driven by increases in Formula 1 and QuintEvents revenue. See “Results of Operations—Businesses” below for a more complete discussion of Formula 1’s results of operations.
Current wording
Revenue. Our consolidated revenue increased $174 million and $387 million for the three and nine months ended September 30, 2025, respectively, as compared to the corresponding periods in the prior year, driven by increases in Formula 1 revenue and revenue from MotoGP, which was acquired in July 2025. See “Results of Operations—Businesses” below for a more complete discussion of the results of operations of Formula 1 and MotoGP.
Previous wording
Operating income (loss). Our consolidated operating income increased $216 million and $52 million for the three and six months ended June 30, 2025, respectively, as compared to the corresponding period in the prior year, primarily driven by improvements in Formula 1 operating results. See “Results of Operations—Businesses” below for a more complete discussion of Formula 1’s results of operations.
Current wording
Operating income (loss). Our consolidated operating income increased $42 million and $94 million for the three and nine months ended September 30, 2025, respectively, as compared to the corresponding periods in the prior year, primarily driven by improvements in Formula 1’s operating results and the acquisition of MotoGP in July 2025. The increase in
Previous wording
Stock-based compensation. Stock-based compensation includes compensation related to options, stock appreciation rights, restricted stock awards, restricted stock units, performance-based restricted stock units and other stock-based awards granted to officers, employees, nonemployee directors and employees of our subsidiaries. We recorded $10 million and $20 million of stock-based compensation expense for the six months ended June 30, 2025 and 2024, respectively. As of June 30, 2025, the total unrecognized compensation cost related to unvested Liberty equity awards was approximately $40 million. Such amount will be recognized in our condensed consolidated statements of operations over a weighted average period of approximately 0.8 years.
Current wording
Stock-based compensation. Stock-based compensation includes compensation related to options, stock appreciation rights, restricted stock awards, restricted stock units, performance-based restricted stock units and other stock-based awards granted to officers, employees, nonemployee directors and employees of our subsidiaries. We recorded $18 million and $27 million of stock-based compensation expense for the nine months ended September 30, 2025 and 2024, respectively. As of September 30, 2025, the total unrecognized compensation cost related to unvested Liberty equity awards was approximately $36 million. Such amount will be recognized in our condensed consolidated statements of operations over a weighted average period of approximately 3.0 years.
Previous wording
Acquisition costs.* *The Company recorded $3 million and $11 million of costs related to corporate acquisitions during the three months ended June 30, 2025 and 2024, respectively, and $14 million and $20 million of costs related to corporate acquisitions during the six months ended June 30, 2025 and 2024, respectively.
Current wording
Acquisition costs.* *The Company recorded $14 million and $3 million of costs related to corporate acquisitions during the three months ended September 30, 2025 and 2024, respectively, and $28 million and $23 million of costs related to corporate acquisitions during the nine months ended September 30, 2025 and 2024, respectively.
Previous wording
Consolidated Adjusted OIBDA increased $200 million and $68 million for the three and six months ended June 30, 2025, respectively, as compared to the corresponding periods in the prior year, primarily due to increases in Formula 1’s Adjusted OIBDA. See “Results of Operations—Businesses” below for a more complete discussion of Formula 1’s results of operations.
Current wording
Consolidated Adjusted OIBDA increased $84 million and $152 million for the three and nine months ended September 30, 2025, respectively, as compared to the corresponding periods in the prior year, primarily due to increases in Formula 1’s Adjusted OIBDA and the acquisition of MotoGP in July 2025. See “Results of Operations—Businesses” below for a more complete discussion of the results of operations of Formula 1 and MotoGP.
Previous wording
Interest expense. Consolidated interest expense decreased $3 million and $10 million for the three and six months ended June 30, 2025, respectively, as compared to the corresponding periods in the prior year, primarily due to a decrease in the average amount of debt outstanding and a decrease in the interest rate on Formula 1’s Senior Loan Facilities (as defined in note 8 to the accompanying condensed consolidated financial statements).
Current wording
Interest expense. Consolidated interest expense increased $24 million and $14 million for the three and nine months ended September 30, 2025, respectively, as compared to the corresponding periods in the prior year, primarily due to an increase in the average amount of debt outstanding, partially offset by a decrease in the interest rate on Formula 1’s Senior Loan Facilities (as defined in note 9 to the accompanying condensed consolidated financial statements).
Previous wording
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. Changes in unrealized gains (losses) on foreign currency forward contracts are driven by changes in foreign currency exchange rates. Realized and unrealized gains (losses) on Live Nation Forward Contracts (as defined in note 8 to the accompanying condensed consolidated financial statements) are primarily driven by changes in the market price of Live Nation common stock. Changes in realized and unrealized gains (losses) on interest rate swaps are driven by changes in the fair value of Formula 1’s interest rate swaps and the realized gains (losses) on Formula 1’s interest rate swaps.
Current wording
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. Changes in unrealized gains (losses) on foreign currency forward contracts are driven by changes in foreign currency exchange rates. Realized and unrealized gains (losses) on the Live Nation Forward Contracts (as defined in note 9 to the accompanying condensed consolidated financial statements) are primarily driven by changes in the market price of Live Nation common stock. Changes in realized and unrealized gains (losses) on interest rate swaps are driven by changes in the fair value of Formula 1’s interest rate swaps and the realized gains (losses) on Formula 1’s interest rate swaps.
Previous wording
Income taxes. During the three and six months ended June 30, 2025, we had earnings from continuing operations before income taxes of $228 million and $204 million, respectively, and income tax expense of $24 million and income tax benefit of $5 million, respectively. During the three and six months ended June 30, 2024, we had earnings from continuing operations before income taxes of $193 million and $200 million, respectively, and income tax expense of $35 million and $38 million, respectively. For the three months ended June 30, 2025, the Company recognized tax expense less than the expected federal tax rate of 21% primarily due to certain unrealized gains that are not taxable, partially offset by earnings in foreign jurisdictions taxed at rates higher than the 21% U.S. federal rate. For the six months ended June 30, 2025, the Company recognized a tax benefit, rather than an expense at the expected federal tax rate of 21% primarily due to certain unrealized gains that are not taxable. For the three months ended June 30, 2024, the Company recognized tax expense less than the expected federal tax rate of 21% primarily due to tax benefits related to stock-based compensation. For the six months ended June 30, 2024, the Company recognized tax expense less than the expected federal tax rate of 21% primarily due to tax benefits related to stock-based compensation and the effect of state income taxes.
Current wording
For the three months ended September 30, 2025, the Company recognized tax expense greater than the expected federal tax rate of 21% primarily due to an increase in our valuation allowance and non-deductible expenses. For the nine months ended September 30, 2025, the Company recognized tax expense less than the expected federal tax rate of 21% primarily due to certain unrealized gains that are not taxable. For the three months ended September 30, 2024, the Company recognized tax expense less than the expected federal tax rate of 21% primarily due to certain gains that are not taxable and earnings in foreign jurisdictions taxed at rates lower than the 21% U.S. federal tax rate. For the nine months ended September 30, 2024, the Company recognized tax expense less than the expected federal tax rate of 21% primarily due to tax benefits related to deductible stock-based compensation, certain gains that are not taxable and earnings in foreign jurisdictions taxed at rates lower than the 21% U.S. federal tax rate.
Previous wording
Net earnings (loss) from continuing operations. We had net earnings from continuing operations of $204 million and $209 million for the three and six months ended June 30, 2025, respectively, and $158 million and $162 million for the three and six months ended June 30, 2024, respectively. The changes were the result of the above-described fluctuations in our revenue, expenses and other gains and losses.
Current wording
Net earnings (loss) from continuing operations. We had net earnings from continuing operations of $13 million and $222 million for the three and nine months ended September 30, 2025, respectively, and net earnings from continuing operations of $132 million and $294 million for the three and nine months ended September 30, 2024, respectively. The changes were the result of the above-described fluctuations in our revenue, expenses and other gains and losses.
Previous wording
Cash held by Formula 1 is accessible by Liberty, except when a restricted payment (“RP”) test imposed by the first lien term loan and the revolving credit facility at Formula 1 is not met. Pursuant to the RP test, Liberty does not have unlimited access to Formula 1’s cash when the leverage ratio (defined as net debt divided by covenant earnings before interest, tax, depreciation and amortization for the trailing twelve months) exceeds a certain threshold. During the six months ended June 30, 2025, Formula 1 distributed $131 million to Liberty and the RP test was met, pro forma for such distribution. If distributions are made in the future, the RP test, pro forma for such distributions, would have to be met. As of June 30, 2025, Liberty had $400 million available under Liberty’s margin loan secured by shares of Live Nation. 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.
Current wording
Cash held by Formula 1 is accessible by Liberty, except when a restricted payment (“RP”) test imposed by the first lien term loan and the revolving credit facility at Formula 1 is not met. Pursuant to the RP test, Liberty does not have unlimited access to Formula 1’s cash when the leverage ratio (defined as net debt divided by covenant earnings before interest, tax, depreciation and amortization for the trailing twelve months) exceeds a certain threshold. During the nine months ended September 30, 2025, Formula 1 distributed $2.5 billion to Liberty and the RP test was met, pro forma for such distribution. If distributions are made in the future, the RP test, pro forma for such distributions, would have to be met. Cash held by MotoGP is accessible by Liberty, except when a RP test imposed by MotoGP’s Credit Facilities (as defined in note 9 to the accompanying condensed consolidated financial statements) is not met. Pursuant to the RP test, Liberty does not have unlimited access to MotoGP’s cash when MotoGP’s leverage ratio exceeds a certain threshold. As of September 30, 2025, MotoGP has not made any distributions to Liberty. If distributions are made in the future, the RP test, pro forma for such distributions, would have to be met. As of September 30, 2025, Liberty had $400 million available under Liberty’s margin loan secured by shares of Live Nation. 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.
Previous wording
The Company and Formula 1 are in compliance with their debt covenants as of June 30, 2025.
Current wording
The Company, Formula 1 and MotoGP are in compliance with their debt covenants as of September 30, 2025.
Previous wording
During the six months ended June 30, 2025, Formula 1’s primary use of cash was $55 million of capital expenditures, funded by cash from operations.
Current wording
During the nine months ended September 30, 2025, Formula 1’s primary use of cash was $57 million of capital expenditures, funded by cash from operations.
Previous wording
The projected uses of Liberty's cash (excluding Formula 1’s uses of cash) are the investment in existing or new businesses, including the MotoGP acquisition, debt service 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, borrowing capacity under margin loans and outstanding or new debt instruments, or distributions from operating subsidiaries. Liberty may be required to make net payments of income tax liabilities to settle items under discussion with tax authorities.
Current wording
The projected uses of Liberty's cash (excluding Formula 1 and MotoGP’s uses of cash) are the investment in existing or new businesses, debt service 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, borrowing capacity under margin loans and outstanding or new debt instruments, or distributions from operating subsidiaries. Liberty may be required to make net payments of income tax liabilities to settle items under discussion with tax authorities.
Previous wording
Formula 1’s uses of cash are expected to be distributions to Liberty to help fund the MotoGP acquisition, capital expenditures and debt service payments. Liberty expects Formula 1 to fund its projected uses of cash with cash on hand and cash provided by operations.
Current wording
Formula 1’s uses of cash are expected to be capital expenditures and debt service payments. Liberty expects Formula 1 to fund its projected uses of cash with cash on hand and cash provided by operations.
Previous wording
Formula 1. Formula 1 is a global motorsports business that holds exclusive commercial rights with respect to the F1 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 F1 Championship takes place on various circuits throughout the world. Formula 1 derives its primary revenue from the commercial exploitation and development of the F1 Championship through a combination of race promotion, media rights and sponsorship arrangements. A significant majority of the race promotion, media rights and sponsorship contracts specify payments in advance and annual increases in the fees payable over the course of the contracts. The 2025 F1 Championship calendar is scheduled to consist of the same 24 Events that were held in 2024, except in a different order, in part due to the timing of Ramadan. During the three months ended June 30, 2025, there was one additional Event held and a different mix of Events held, as compared to the three months ended June 20, 2024. The same 11 Events were held during both of the six months ended June 30, 2025 and 2024, except in a different order.
Current wording
Formula 1. Formula 1 is a global motorsports business that holds exclusive commercial rights with respect to the F1 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 F1 Championship takes place on various circuits throughout the world. Formula 1 derives its primary revenue from the commercial exploitation and development of the F1 Championship through a combination of race promotion, media rights and sponsorship arrangements. A significant majority of the race promotion, media rights and sponsorship contracts specify payments in advance and annual increases in the fees payable over the course of the contracts. The 2025 F1 Championship calendar is scheduled to consist of the same 24 Formula 1 Events that were held in 2024, except in a different order. During both the three and nine months ended September 30, 2025, there was one less Formula 1 Event held than in the corresponding periods in the prior year.
Previous wording
Following the acquisition of QuintEvents, Formula 1’s results include intergroup revenue that is eliminated in consolidation.
Current wording
Following the acquisition of QuintEvents, Formula 1’s results include intragroup revenue that is eliminated in consolidation.
Previous wording
Primary Formula 1 revenueis derived from the commercial exploitation and development of the F1 Championship through a combination of race promotion fees (earned from granting the rights to host, stage and promote each Event on the F1 Championship calendar, fees from certain race promoters to license additional commercial rights from Formula 1 to secure Formula 2, Formula 3 and F1 Academy races at their Events, technical service fees from promoters to support
Current wording
Primary revenueis derived from the commercial exploitation and development of the F1 Championship through a combination of the following:
Previous wording
Primary Formula 1 revenue increased $293 million during the three months ended June 30, 2025, as compared to the corresponding period in the prior year, due to the impact of recognizing Event-specific revenue and season-based revenue from one additional Event, the different mix of Events and contractual increases in fees. Primary Formula 1 revenue increased $149 million during the six months ended June 30, 2025, as compared to the corresponding period in the prior year, due to contractual increases in fees across all primary revenue streams. The increases during the three and six months ended June 30, 2025, as compared to the corresponding period in the prior year, were also driven by increases in media rights revenue, due to continued growth in F1 TV subscription revenue and the recognition of one-time revenue associated with the release of the F1 movie, and increases in sponsorship revenue, due to revenue from new sponsors. Race promotion revenue also increased during the six months ended June 30, 2025, as compared to the corresponding period in the prior year, driven by new sprint race fees and growth in F1 Academy and other support race fees.
Current wording
Primary revenue decreased $20 million during the three months ended September 30, 2025, as compared to the corresponding period in the prior year, due to the impact of recognizing Formula 1 Event-specific revenue and season-based revenue from one less Formula 1 Event, which impacted race promotion and media rights revenue, partially offset by contractual increases in fees across all primary revenue streams, increases in sponsorship revenue from new sponsors and increases in media rights revenue due to continued growth in F1 TV subscription revenue. Primary revenue increased $129 million during the nine months ended September 30, 2025, as compared to the corresponding period in the prior year, due to contractual increases in fees across all primary revenue streams, increases in sponsorship revenue from new sponsors, increases in media rights revenue due to continued growth in F1 TV subscription revenue and the recognition of one-time revenue associated with the release of the F1 movie, partially offset by the impact of recognizing Formula 1 Event-specific revenue and season-based revenue from one less Formula 1 Event on race promotion and media rights revenue.
Previous wording
Other Formula 1 revenue is generated from miscellaneous and ancillary sources primarily related to the sale of tickets to the Formula 1 Paddock Club hospitality program (the “Paddock Club”) at most Events, facilitating the shipment of cars and equipment to and from Events outside of Europe, the sale of hospitality and experiences at the Las Vegas Grand Prix, the operation of the Formula 2, Formula 3 and F1 Academy series, other licensing opportunities, various television production activities and other ancillary operations.
Current wording
Other revenue is generated from miscellaneous and ancillary sources primarily related to the sale of tickets to the Formula 1 Paddock Club hospitality program (the “Paddock Club”) at most Formula 1 Events, facilitating the shipment of cars and equipment to and from Formula 1 Events outside of Europe, the sale of hospitality and experiences at the Las Vegas Grand Prix, the operation of the Formula 2, Formula 3 and F1 Academy series, other licensing opportunities, various
Previous wording
Other Formula 1 revenue increased $62 million during the three months ended June 30, 2025, as compared to the corresponding period in the prior year, due to higher hospitality and experiences revenue, driven by Paddock Club revenue from one additional Event, the different mix of Events and underlying growth at recurring Events. The different number and mix of Events also led to higher revenue from experiences, travel, technical and freight services and the three months ended June 30, 2025 also benefitted from growth in licensing income. Other Formula 1 revenue increased $56 million during the six months ended June 30, 2025, as compared to the corresponding period in the prior year, primarily driven by higher freight income due to the different routes flown and the pass through of increased freight costs, higher hospitality from growing attendance at Paddock Clubs and growth in licensing income.
Current wording
Other revenue increased $28 million and $84 million during the three and nine months ended September 30, 2025, respectively, as compared to the corresponding periods in the prior year, due to higher hospitality revenue, driven by increased attendance at, and revenue from, the Paddock Club and other premium hospitality offerings, growth in licensing income and growth from activities at Grand Prix Plaza in Las Vegas. The increase in other revenue during the nine months ended September 30, 2025, as compared to the corresponding period in the prior year, was also driven by higher freight income due to the different routes flown and the pass through of increased freight costs.
Previous wording
Team payments are recognized on a pro-rata basis across the Events of the F1 Championship calendar. The increases in team payments during the three and six months ended June 30, 2025, as compared to the corresponding periods in the prior year, were attributable to the pro rata recognition of expected increased team payments.
Current wording
Team payments are recognized on a pro-rata basis across the Formula 1 Events of the F1 Championship calendar. Team payments decreased during the three months ended September 30, 2025 due to the pro rata recognition of team payments, with one less Formula 1 Event held than in the corresponding period in the prior year. Team payments were relatively flat during the nine months ended September 30, 2025 as compared to the corresponding period in the prior year as the effect on the pro rata recognition of one less Formula 1 Event was offset by the expectation of higher full year team payments.
Previous wording
and delivering the Las Vegas Grand Prix, hospitality costs, which are principally related to catering and other aspects of the production and delivery of hospitality offerings at the Las Vegas Grand Prix and the Paddock Club at other Events, and costs incurred in the provision and sale of freight, travel and logistical services. Other costs of Formula 1 revenue also include sponsorship and digital product sales’ commissions, 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, annual Federation Internationale de l’Automobile (“FIA”) regulatory fees, Formula 2 and Formula 3 cars, parts and maintenance services, costs related to the F1 Academy series, television production and post-production services, advertising production services and digital and social media activities.
Current wording
Other costs of motorsport revenue are largely variable in nature and relate to both primary and other revenue. On an annual basis, the largest components of other costs of motorsport revenue are costs related to promoting, organizing and delivering the Las Vegas Grand Prix, hospitality costs, which are principally related to catering and other aspects of the production and delivery of hospitality offerings at the Las Vegas Grand Prix and the Paddock Club at other Formula 1 Events, and costs incurred in the provision and sale of freight, travel and logistical services. Other costs of motorsport revenue also include sponsorship and digital product sales’ commissions, circuit rights’ fees payable under various agreements with race promoters to acquire certain commercial rights at Formula 1 Events, including the right to sell advertising, hospitality and support race opportunities, annual FIA regulatory fees, Formula 2 and Formula 3 cars, parts and maintenance services, costs related to the F1 Academy series, television production and post-production services, advertising production services, digital and social media activities and the operation of various activities at Grand Prix Plaza.
Previous wording
Other costs increased $64 million during the three months ended June 30, 2025, as compared to the corresponding period in the prior year, primarily due to the different number and mix of Events, which impacted costs of the Paddock Club, technical, travel and freight services and race promotion costs as well as the recognition of certain commissions and partner servicing costs. Higher costs were incurred servicing the growing F1 TV subscriber base and at Grand Prix Plaza in Las Vegas following the launch of new activations and an increase in other events, compared to the corresponding period in the prior year. Other costs increased $69 million during the six months ended June 30, 2025, as compared to the corresponding period in the prior year, due to higher freight costs associated with the freight movements required as a result of the different order of Events and cost inflation, higher commissions and partner servicing costs linked to underlying revenue growth, higher Paddock Club costs due to increased attendance, race promotion costs to service new sponsors and higher hosting and other costs of delivering F1 TV to a growing subscriber base. The increase during the six months ended June 30, 2025 was also driven by increased costs from technical activities, travel and new activations and a larger number of other events at Grand Prix Plaza.
Current wording
Other costs increased $21 million and $90 million during the three and nine months ended September 30, 2025, respectively, as compared to the corresponding periods in the prior year, primarily due to higher Paddock Club costs driven by increased attendance and increased costs from various activities at Grand Prix Plaza. The increase during the nine months ended September 30, 2025 was also driven by higher freight costs associated with the freight movements required as a result of the different order of Formula 1 Events and cost inflation, higher commissions and partner servicing costs linked to underlying revenue growth, higher race promotion costs to service new sponsors and higher hosting and other costs of delivering F1 TV to a growing subscriber base.
Previous wording
Selling, general and administrative expenses increased $12 million and $29 million during the three and six months ended June 30, 2025, respectively, as compared to the corresponding periods in the prior year, due to higher personnel costs and higher marketing costs including, in the six month period, the costs associated with the 75 th season launch event.
Current wording
Selling, general and administrative expenses increased $4 million and $33 million during the three and nine months ended September 30, 2025, respectively, as compared to the corresponding periods in the prior year, due to higher marketing costs including, in the nine month period, the costs associated with the 75 th season launch event. The increase for the nine months ended September 30, 2025 was also driven by an increase in personnel costs.
Previous wording
Concorde incentive payments represent one-time fees paid to the teams upon signing the 2026 Concorde Commercial Agreement. Such payments are excluded from Adjusted OIBDA for the six months ended June 30, 2025.
Current wording
Concorde incentive payments represent one-time fees paid to the teams upon signing the 2026 Concorde Commercial Agreement. Such payments are excluded from Adjusted OIBDA for the nine months ended September 30, 2025.
Previous wording
Depreciation and amortization includes depreciation of property and equipment and amortization of intangible assets. Depreciation and amortization decreased $7 million and $16 million during the three and six months ended June 30, 2025, respectively, as compared to the corresponding periods in the prior year, primarily due to a decrease in amortization expense related to certain intangible assets acquired in the acquisition of Formula 1 by Liberty.
Current wording
Depreciation and amortization includes depreciation of property and equipment and amortization of intangible assets. Depreciation and amortization decreased $9 million and $25 million during the three and nine months ended September 30, 2025, respectively, as compared to the corresponding periods in the prior year, primarily due to a decrease in amortization expense related to certain intangible assets acquired in the acquisition of Formula 1 by Liberty.
Previous wording
the origination of program footage and ticketing revenue from Formula 1’s direct promotion of the Las Vegas Grand Prix), media rights fees (earned from licensing the right to broadcast Events and Formula 2 and Formula 3 races on television and other platforms, F1 TV subscriptions and other related services, the origination of program footage, footage from Formula 1’s archives and the licensing of radio broadcast and other ancillary media rights) and sponsorship fees (earned from the sale of F1 Championship and Event-related advertising and sponsorship rights and the servicing of such rights, rights to advertise on Formula 1’s digital platforms and at non-Championship related events).
Current wording
Primary revenue is derived through a combination of media rights fees (earned from licensing the right to broadcast MotoGP Events, VideoPass subscriptions and other related services, the origination of program footage, footage from MotoGP’s archives and the licensing of other ancillary media rights), race promotion fees (earned from granting the rights to host, stage and promote MotoGP Events) and sponsorship fees (earned from the sale of MotoGP Championship and Event-related advertising and sponsorship rights and the servicing of such rights and rights to advertise on MotoGP’s digital platforms).
Rearranged current paragraphs (4)
Current report — wording carried from elsewhere
MotoGP’s uses of cash are expected to be debt service payments. Liberty expects MotoGP to fund its projected uses of cash with cash on hand and cash provided by operations.
Current report — wording carried from elsewhere
MotoGP’s pro forma operating results were as follows:
Current report — wording carried from elsewhere
Selling, general and administrative expensesinclude personnel costs, legal, professional and other advisory fees, bad debt expense, rental expense, information technology costs, insurance premiums, maintenance and utility costs and other general office administration costs. Selling, general and administrative expenses increased $2 million and $13 million during the three and nine months ended September 30, 2025, respectively, as compared to the corresponding periods in the prior year, primarily due to higher personnel costs and an unfavorable change in currency exchange rates.
Current report — wording carried from elsewhere
Depreciation and amortizationincludes depreciation of property and equipment and amortization of intangible assets. Depreciation and amortization was relatively flat during each of the three and nine months ended September 30, 2025, as compared to the corresponding periods in the prior year.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Other costs of Formula 1 revenue are largely variable in nature and relate to both primary and other Formula 1 revenue. On an annual basis, the largest components of other costs of Formula 1 revenue are costs related to promoting, organizing