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AMC Networks Inc

For the period ended Jun 30, 2024. Filed Aug 9, 2024.

View on SEC.gov

About 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.

Jun 30, 2024 · Filed Aug 9, 2024

AMCX$8.39-0.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-03-31; filed 2024-05-10.

0001514991-24-000019

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-06-30; filed 2024-08-09.

0001514991-24-000034

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 164 previous paragraphs and 200 current paragraphs.

116 unchanged; 39 reworded; 38 added; 7 removed; 2 previous and 7 current paragraphs rearranged.

Tables are not compared: 13 previous and 15 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 (38)

Current report

Content licensing and other revenues decreased 17.8% in our Domestic Operations segment due to the availability of deliveries, primarily the impact of $20.3 million recognized in the second quarter of 2023 associated with the early termination of an output agreement that resulted in the acceleration of revenue into 2023. Content licensing and other revenues decreased 86.3% in our International segment due to the divestiture of the 25/7 Media business on December 29, 2023. We expect content licensing revenues to face continued pressure in 2024 due to reduced availability of original programming.

Current report

Advertising revenues decreased 10.7% in our Domestic Operations segment primarily due to linear ratings declines and continued softness in the advertising market, partially offset by digital and advanced advertising revenue growth. The decrease in our Domestic Operations segment was partially offset by an 84.2% increase in our International segment primarily due to the recognition of a one-time retroactive adjustment reported and paid by a third party for $13.4 million. We expect advertising revenue to continue to decline as the advertising market gravitates toward other distribution platforms.

Current report

Subscription revenues decreased 5.3% in our Domestic Operations segment due to a decline in affiliate revenues, partially offset by an increase in streaming revenues, and decreased 11.9% in our International segment primarily due to the non-renewal of an AMCNI distribution agreement in the U.K. in the fourth quarter of 2023.

Current report

Technical and operating expenses (excluding depreciation and amortization) decreased 9.3% in our Domestic Operations segment primarily due to the impact in 2023 associated with the early termination of an output agreement that resulted in the acceleration of program rights amortization into 2023 and a current year decrease in other direct programming costs. Technical and operating expenses (excluding depreciation and amortization) decreased 33.9% in our International segment primarily due to the divestiture of the 25/7 Media business on December 29, 2023.

Current report

Selling, general and administrative expenses (including share-based compensation expenses) increased 11.4% in our Domestic Operations segment primarily due to higher marketing and subscriber acquisition expenses in support of a larger content slate and decreased 7.5% in our International segment primarily due to the divestiture of the 25/7 Media business on December 29, 2023.

Current report

During the second quarter of 2024, we determined that the decline in our stock price was an indicator of potential impairment of goodwill. Accordingly, we performed quantitative assessments for all of our reporting units and concluded that the fair value of the AMCNI reporting unit declined to less than its carrying amount. As a result, we recognized an impairment charge of $68.0 million, which is included in Impairment and other charges in the condensed consolidated statements of income (loss).

Current report

Additionally, during the second quarter of 2024, given continued market challenges and linear declines, we determined that sufficient indicators of potential impairment of long-lived assets existed at BBCA, and concluded that the carrying amount of the BBCA asset group was not recoverable. The carrying value of the BBCA asset group exceeded its fair value, and accordingly an impairment charge of $29.2 million was recorded for identifiable intangible assets and other long-lived assets, which is included in Impairment and other charges in the condensed consolidated statements of income (loss) within the Domestic Operations operating segment.

Current report

During the second quarter of 2023, given the impact of market challenges at 25/7 Media, we revised our outlook for the 25/7 Media business resulting in lower expected future cash flows. As a result, we determined that sufficient indicators of potential impairment of long-lived assets and goodwill existed at 25/7 Media and an impairment charge of $24.9 million was recorded.

Current report

For the three and six months ended June 30, 2024, restructuring and other related charges of $2.9 million in our Domestic Operations segment primarily consisted of content impairments in connection with WE tv shifting to a reduced originals strategy, and severance costs.

Current report

The decrease in operating income was primarily attributable to an increase in impairment and other charges of $71.9 million, a decrease in revenues, net of $52.7 million, and an increase in selling, general and administrative expenses of $13.9 million, partially offset by decreases in technical and operating expenses of $41.2 million and restructuring and other related charges of $3.1 million.

Current report

The decrease in interest expense was primarily due to an overall lower outstanding debt balance, partially offset by an increase in average interest rates associated with the 10.25% Senior Secured Notes due 2029 refinancing the 4.75% Senior Notes due 2025 in April 2024.

Current report

Interest income is primarily comprised of income generated from our money market mutual fund accounts and bank deposits. The increase from the prior year can primarily be attributed to interest received in connection with a one-time retroactive adjustment reported and paid by a third party.

Current report

The increase from the prior year can primarily be attributed to higher cash balances and interest received in connection with a one-time retroactive adjustment reported and paid by a third party.

Current report

In June 2024, we repurchased $15.0 million of our outstanding 4.25% Senior Notes due 2029 through open market repurchases, at a discount of $4.9 million, and retired the repurchased notes. We recorded a $4.7 million gain which reflects the discount, net of $0.2 million to write-off a portion of the unamortized discount and deferred financing costs associated with the notes.

Current report

On April 9, 2024, we entered into Amendment No. 3 ("Amendment No. 3") to the Second Amended and Restated Credit Agreement, dated as of July 28, 2017 (as amended to date and by Amendment No. 3, the "Credit Agreement"). In connection with Amendment No. 3, we made a $165.6 million partial prepayment of the Term Loan A facility under the Credit Agreement (the “Term Loan A Facility”), bringing the total principal amount outstanding under the Term Loan A Facility to $425 million, and reduced the revolving credit facility under the Credit Agreement (the “Revolving Credit Facility”) to $175 million. In connection with the partial prepayment of the Term Loan A Facility and reduction of the revolving loan commitments, the Company recorded a charge of $1.3 million to write-off a portion of the unamortized discount and deferred financing costs associated with the Credit Agreement.

Current report

For the six months ended June 30, 2024, income tax expense was $34.5 million on income from operations before income taxes of $59.6 million, representing an effective tax rate of 58%. The effective tax rate for the six months ended June 30, 2024 was impacted by the $68.0 million nondeductible goodwill impairment charge at AMCNI. Inclusive of the nondeductible goodwill impairment charge, items resulting in variances from the federal statutory rate of 21% primarily consist of state and local income tax expense, tax expense from foreign operations, tax expense for an increase in the valuation allowance for foreign taxes and tax expense related to non-deductible compensation.

Current report

For the six months ended June 30, 2023, income tax expense was $59.1 million on income from operations before income taxes of $232.4 million, representing an effective tax rate of 25%. The items resulting in variances from the federal statutory rate of 21% primarily consist of state and local income tax expense and tax expense related to non-deductible compensation.

Current report

Content licensing and other revenues decreased due to the availability of deliveries, primarily the impact of $20.3 million recognized in the second quarter of 2023 associated with the early termination of an output agreement that resulted in the acceleration of revenue into 2023.

Current report

Technical and operating expenses (excluding depreciation and amortization) decreased primarily due to the impact in 2023 associated with the early termination of an output agreement that resulted in the acceleration of program rights amortization into 2023 and a current year decrease in other direct programming costs.

Current report

Advertising revenues increased primarily due to the recognition of a one-time retroactive adjustment reported and paid by a third party for $13.4 million and continued digital and advanced advertising growth in the U.K.

Current report

Content licensing and other revenues decreased due to the divestiture of the 25/7 Media business on December 29, 2023. 25/7 Media generated $49.3 million of content licensing and other revenue during the six months ended June 30, 2023.

Current report

Selling, general and administrative expenses decreased primarily due to the divestiture of the 25/7 Media business on December 29, 2023, partially offset by an increase in corporate overhead costs allocated to AMCNI. 25/7 Media incurred $8.4 million of selling, general and administrative expenses during the six months ended June 30, 2023.

Current report

The increase in segment adjusted operating income was primarily due to the recognition of a one-time retroactive adjustment reported and paid by a third party for $13.4 million, partially offset by the impact of the non-renewal of an AMCNI distribution agreement in the U.K. and the divestiture of the 25/7 Media business on December 29, 2023. 25/7 Media generated $0.9 million of adjusted operating income during the three months ended June 30, 2023.

Current report

Selling, general and administrative expenses for the three and six months ended June 30, 2024 compared to 2023 increased primarily due to higher employee related costs.

Current report

On June 21, 2024, AMC Networks Inc. completed a private unregistered offering of $143.8 million aggregate principal amount of its 4.25% Convertible Senior Notes due 2029 (the “Convertible Notes”), which amount includes the full exercise of the initial purchasers’ option to purchase additional Convertible Notes. AMC Networks received net proceeds of $139.4 million, after deducting initial purchasers' discounts. The Convertible Notes are guaranteed by each of the Company’s existing and future domestic subsidiaries that guarantee the Company’s credit facilities and the Company’s 4.25% Senior Notes due 2029 and the Secured Notes, subject to certain exceptions, on a senior, unsecured basis.

Current report

In June 2024, the Company repurchased $15.0 million of its outstanding 4.25% Senior Notes due 2029 through open market repurchases, at a discount of $4.9 million, and retired the repurchased notes.

Current report

Net cash provided by operating activitiesfor thesix months ended June 30, 2024 and 2023 amounted to$255.3 million and$25.0 million, respectively.

Current report

Net cash used in investing activitiesfor thesix months ended June 30, 2024 and 2023 amounted to$12.0 million and $13.0 million, respectively.

Current report

Net cash used in financing activities for thesix months ended June 30, 2024 and 2023 amounted to$5.9 million and $54.8 million, respectively.

Current report

For the six months ended June 30, 2024, net cash used in financing activities primarily related to long-term debt refinancing transactions and the Convertible Notes issuance as well as distributions to noncontrolling interests of $16.5 million.
Removed paragraphs (7)

Previous report

There were no restructuring and other related charges for the three months ended March 31, 2024.

Previous report

Selling, general and administrative expenses increased primarily due to an increase in corporate overhead costs allocated to AMCNI, partially offset by the divestiture of the 25/7 Media business on December 29, 2023. 25/7 Media incurred $4.4 million of selling, general and administrative expenses in the first quarter of 2023.

Previous report

Net cash provided by (used in) operating activitiesfor thethree months ended March 31, 2024 and 2023 amounted to$150.9 million and$(132.5) million, respectively.

Previous report

Net cash used in investing activitiesfor thethree months ended March 31, 2024 and 2023 amounted to$2.8 million and $7.0 million, respectively.

Previous report

Net cash used in financing activities for thethree months ended March 31, 2024 and 2023 amounted to$23.1 million and $28.3 million, respectively.
Reworded paragraphs (39)

Previous wording

•the impact of existing and proposed federal, state and international laws and regulations relating to data protection, privacy and security, including the European Union's General Data Protection Regulation ("GDPR"), the California Consumer Privacy Act ("CCPA") and other similar comprehensive privacy and security laws that have been or may be enacted in other states;

Current wording

•the impact of existing and proposed federal, state and international laws and regulations relating to data protection, privacy and security, including the European Union's General Data Protection Regulation, the California Consumer Privacy Act and other similar comprehensive privacy and security laws that have been or may be enacted in other states;

Previous wording

Consolidated Results of Operations. This section provides an analysis of our results of operations for the three months ended March 31, 2024 compared to the three months ended March 31, 2023. Our discussion is presented on both a consolidated and segment basis. Our two segments are: (i) Domestic Operations and (ii) International.

Current wording

Consolidated Results of Operations. This section provides an analysis of our results of operations for the three and six months ended June 30, 2024 compared to the three and six months ended June 30, 2023. Our discussion is presented on both a consolidated and segment basis. Our two segments are: (i) Domestic Operations and (ii) International.

Previous wording

Liquidity and Capital Resources. This section provides a discussion of our financial condition as of March 31, 2024, as well as an analysis of our cash flows for the three months ended March 31, 2024 and 2023. The discussion of our financial condition and liquidity also includes summaries of (i) our primary sources of liquidity and (ii) our contractual obligations that existed at March 31, 2024 as compared to December 31, 2023.

Current wording

Liquidity and Capital Resources. This section provides a discussion of our financial condition as of June 30, 2024, as well as an analysis of our cash flows for the six months ended June 30, 2024 and 2023. The discussion of our financial condition and liquidity also includes summaries of (i) our primary sources of liquidity and (ii) our contractual obligations that existed at June 30, 2024 as compared to December 31, 2023.

Previous wording

•Domestic Operations: Includes our five programming networks, our streaming services, our AMC Studios operation and our film distribution business. Our programming networks are AMC, WE tv, BBC AMERICA, IFC, and SundanceTV. Our streaming services consist of AMC+ and our targeted subscription streaming services (Acorn TV, Shudder, Sundance Now, ALLBLK, and HIDIVE). Our AMC Studios operation produces original programming for our programming services and third parties and also licenses programming worldwide. Our film distribution business includes IFC Films, RLJ Entertainment Films and Shudder. The operating segment also includes AMC Networks Broadcasting & Technology, our technical services business, which primarily services the programming networks.

Current wording

•Domestic Operations: Includes our five programming networks, our streaming services, our AMC Studios operation and our film distribution business. Our programming networks are AMC, WE tv, BBC AMERICA ("BBCA"), IFC, and SundanceTV. Our streaming services consist of AMC+ and our targeted subscription streaming services (Acorn TV, Shudder, Sundance Now, ALLBLK, and HIDIVE). Our AMC Studios operation produces original programming for our programming services and third parties and also licenses programming worldwide. Our film distribution business includes IFC Films, RLJ Entertainment Films and Shudder. The operating segment also includes AMC Networks Broadcasting & Technology, our technical services business, which primarily services the programming networks.

Previous wording

Most original series require us to make significant up-front investments. Our programming efforts are not always commercially successful, which has in the past resulted and could in the future result in a write-off of program rights. If events or changes in circumstances indicate that the fair value of program rights predominantly monetized individually or a film group is less than its unamortized cost, the Company will write off the excess to technical and operating expenses in the condensed consolidated statements of income. Program rights with no future programming usefulness are substantively abandoned resulting in the write-off of remaining unamortized cost.

Current wording

Most original series require us to make significant up-front investments. Our programming efforts are not always commercially successful, which has in the past resulted and could in the future result in a write-off of program rights. If events or changes in circumstances indicate that the fair value of program rights predominantly monetized individually, or a film group, is less than its unamortized cost, the Company will write off the excess to technical and operating expenses in the condensed consolidated statements of income (loss). Program rights with no future programming usefulness are substantively abandoned resulting in the write-off of remaining unamortized cost.

Previous wording

Our International segment consists of the operations of AMCNI, which earns revenue principally from the international distribution of programming and, to a lesser extent, the sale of advertising from our AMCNI programming networks. For the three months ended March 31, 2024, distribution revenues represented 72% of the revenues of the International segment. Distribution revenue primarily includes subscription fees paid by distributors to carry our programming networks. Our subscription revenues are generally based on either a per-subscriber fee or a fixed contractual annual fee, under multi-year affiliation agreements. Subscription revenues are derived from the distribution of our programming networks primarily in Europe, and to a lesser extent, Latin America.

Current wording

Our International segment consists of the operations of AMCNI, which earns revenue principally from the international distribution of programming and, to a lesser extent, the sale of advertising from our AMCNI programming networks. For the six months ended June 30, 2024, distribution revenues represented 64% of the revenues of the International segment. Distribution revenue primarily includes subscription fees paid by distributors to carry our programming networks. Our subscription revenues are generally based on either a per-subscriber fee or a fixed contractual annual fee, under multi-year affiliation agreements. Subscription revenues are derived from the distribution of our programming networks primarily in Europe, and to a lesser extent, Latin America.

Previous wording

Programming expenses and program operating costs are included in technical and operating expenses, and represent the largest expense of the International segment. Programming expenses primarily consist of amortization of acquired content, costs of dubbing and sub-titling of programs, and production costs. Program operating costs include costs such as origination, transmission, uplinking and encryption of our linear AMCNI channels as well as content hosting and delivery costs at our various on-line content distribution initiatives. Our programming efforts are not all commercially successful, which has in the past resulted and could in the future result in a write-off of program rights. If events or changes in circumstances indicate that the fair value of program rights predominantly monetized individually or a film group is less than its unamortized cost, the Company will write off the excess to technical and operating expenses in the condensed consolidated statements of income. Program rights with no future programming usefulness are substantively abandoned, resulting in the write-off of remaining unamortized cost.

Current wording

Programming expenses and program operating costs are included in technical and operating expenses, and represent the largest expense of the International segment. Programming expenses primarily consist of amortization of acquired content, costs of dubbing and sub-titling of programs, and production costs. Program operating costs include costs such as origination, transmission, uplinking and encryption of our linear AMCNI channels as well as content hosting and delivery costs at our various on-line content distribution initiatives. Our programming efforts are not all commercially successful, which has in the past resulted and could in the future result in a write-off of program rights. If events or changes in circumstances indicate that the fair value of program rights predominantly monetized individually, or a film group, is less than its unamortized cost, the Company will write off the excess to technical and operating expenses in the condensed consolidated statements of income (loss). Program rights with no future programming usefulness are substantively abandoned, resulting in the write-off of remaining unamortized cost.

Previous wording

The amounts presented and discussed below represent 100% of each operating segment's revenues, net and expenses. Where we have management control of an entity, we consolidate 100% of such entity in our condensed consolidated statements of income notwithstanding that a third-party owns an interest, which may be significant, in such entity. The noncontrolling owner's interest in the operating results of consolidated subsidiaries are reflected in net income or loss attributable to noncontrolling interests in our condensed consolidated statements of income.

Current wording

The amounts presented and discussed below represent 100% of each operating segment's revenues, net and expenses. Where we have management control of an entity, we consolidate 100% of such entity in our condensed consolidated statements of income (loss) notwithstanding that a third-party owns an interest, which may be significant, in such entity. The noncontrolling owner's interest in the operating results of consolidated subsidiaries are reflected in net income or loss attributable to noncontrolling interests in our condensed consolidated statements of income (loss).

Previous wording

Subscription revenues decreased primarily due to a 7.2% decrease in our Domestic Operations segment due to a decline in affiliate revenues, partially offset by an increase in streaming revenues, as well as a 10.3% decrease in our International segment primarily due to the non-renewal of an AMCNI distribution agreement in the U.K. in the fourth quarter of 2023. We expect linear subscriber declines to continue, consistent with the declines across the cable ecosystem.

Current wording

Subscription revenues decreased 3.3% in our Domestic Operations segment due to a decline in affiliate revenues, partially offset by an increase in streaming revenues, and decreased 13.4% in our International segment primarily due to the non-renewal of an AMCNI distribution agreement in the United Kingdom ("U.K.") in the fourth quarter of 2023. We expect linear subscriber declines to continue in our Domestic Operations segment, consistent with the declines across the cable ecosystem.

Previous wording

Content licensing and other revenues decreased 40.1% in our Domestic Operations segment primarily due to the availability of deliveries in the period, including $56.1 million of revenue associated with the first quarter 2023 delivery of the remaining episodes of Silo, an AMC Studios produced series, as well as a 90.2% decrease in our International segment due to the divestiture of the 25/7 Media business on December 29, 2023. We expect content licensing revenues in our Domestic Operations segment to face continued pressure in 2024 due to reduced availability of original programming.

Current wording

Content licensing and other revenues decreased 30.3% in our Domestic Operations segment due to the availability of deliveries in the period, including $56.1 million of revenue associated with the 2023 delivery of the remaining episodes of Silo, an AMC Studios produced series, and decreased 88.6% in our International segment due to the divestiture of the 25/7 Media business on December 29, 2023.

Previous wording

Advertising revenues decreased 13.2% in our Domestic Operations segment primarily due to linear ratings declines and continued softness in the advertising market, partially offset by digital and advanced advertising revenue growth. The decrease in our Domestic Operations segment was partially offset by an increase of 16.2% in our International segment, primarily due to increased ratings and growth across Central and Northern Europe advertising markets, as well as digital and advanced advertising growth in the U.K. We expect advertising revenue in our Domestic Operations segment to continue to decline as the advertising market gravitates toward other distribution platforms.

Current wording

Advertising revenues decreased 11.9% in our Domestic Operations segment primarily due to linear ratings declines and continued softness in the advertising market, partially offset by digital and advanced advertising revenue growth. The decrease in our Domestic Operations segment was partially offset by an increase of 51.8% in our International segment, primarily due to the recognition of a one-time retroactive adjustment reported and paid by a third party for $13.4 million, digital and advanced advertising growth in the U.K., and increased ratings and growth across Central and Northern Europe advertising markets.

Previous wording

Technical and operating expenses (excluding depreciation and amortization) decreased 11.0% in our Domestic Operations segment primarily due to the first quarter 2023 impact associated with thedeliveryof the remaining episodes of Silo, an AMC Studios produced series, partially offset by an increase in program rights amortization, as well asa 44.5% decrease in our International segment primarily due to the divestiture of the 25/7 Media business on December 29, 2023.

Current wording

Technical and operating expenses (excluding depreciation and amortization) decreased 10.1% in our Domestic Operations segment primarily due to the impacts in 2023 associated with thedeliveryof the remaining episodes of Silo, an AMC Studios produced series, and the early termination of an output agreement that resulted in the acceleration of program rights amortization into 2023. Technical and operating expenses (excluding depreciation and amortization) decreased 39.7% in our International segment primarily due to the divestiture of the 25/7 Media business on December 29, 2023.

Previous wording

Selling, general and administrative expenses (including share-based compensation expenses) increased 1.5% in our Domestic Operations segment primarily due to higher marketing and subscriber acquisition expenses in support of a larger content slate, partially offset by lower employee related costs and increased 7.8% in our International segment primarily due to an increase in corporate overhead costs allocated to AMCNI.

Current wording

Selling, general and administrative expenses (including share-based compensation expenses) increased 6.4% in our Domestic Operations segment primarily due to higher marketing and subscriber acquisition expenses in support of a larger content slate and decreased 0.3% in our International segment primarily due to the divestiture of the 25/7 Media business on December 29, 2023, partially offset by an increase in corporate overhead costs allocated to AMCNI.

Previous wording

For the three months ended March 31, 2023, restructuring and other related charges of $5.9 million consisted primarily of severance and other employee-related costs, with $0.8 million related to Domestic Operations, $1.4 million related to AMCNI and $3.7 million related to Corporate.

Current wording

For the three months ended June 30, 2023, restructuring and other related charges of $6.0 million consisted primarily of severance and other employee-related costs, with $3.9 million related to our Domestic Operations segment, $0.2 million related to AMCNI and $1.9 million related to Corporate. For the six months ended June 30, 2023, restructuring and other related charges of$12.0 million consisted primarily of severance and other employee-related costs, with $4.7 million related to our Domestic Operations segment, $1.7 million related to AMCNI and $5.6 million related to Corporate.

Previous wording

The decrease in operating income was primarily attributable to a decrease in revenues, net of $121.0 million, partially offset by a decrease in technical and operating expenses of $55.2 million and restructuring and other related charges of $5.9 million.

Current wording

The decrease in operating income was primarily attributable to a decrease in revenues, net of $173.7 million, and increases in impairment and other charges of $71.9 million and selling, general and administrative expenses of $17.2 million, partially offset by decreases in technical and operating expenses of $96.4 million and restructuring and other related charges of $9.0 million.

Previous wording

The decrease in interest expense, net was primarily due to an overall lower outstanding debt balance. Interest expense will increase through the remainder of 2024 as a result of the refinancing transactions described under “Liquidity and Capital Resources,” including the issuance of the 10.25% Senior Secured Notes due 2029.

Current wording

The increase in interest expense was primarily due to an increase in average interest rates associated with the 10.25% Senior Secured Notes due 2029 refinancing the 4.75% Senior Notes due 2025, partially offset by the impact of a lower outstanding debt balance. Interest expense will increase through the remainder of 2024, as compared to 2023, as a result of the refinancing and convertible note transactions described under “Liquidity and Capital Resources.”

Previous wording

The decrease in miscellaneous, net was primarily related to the impact of foreign currency fluctuations.

Current wording

The decrease in miscellaneous, net was primarily related to the impact of foreign currency fluctuations and costs incurred in connection with the refinancing transactions in the second quarter of 2024.

Previous wording

For the three months ended March 31, 2024, income tax expense was $23.6 million, representing an effective tax rate of 29%. The effective tax rate differs from the federal statutory rate of 21% primarily due to state and local income tax expense, tax expense related to non-deductible compensation, tax expense for shortfalls related to share-based compensation and tax expense for an increase in the valuation allowance for foreign taxes.

Current wording

For the three months ended June 30, 2024, income tax expense was $10.9 million on income (loss) from operations before income taxes of $(21.4) million, representing an effective tax rate of (51)%. The effective tax rate for the three months ended June 30, 2024 was impacted by the $68.0 million nondeductible goodwill impairment charge at AMCNI. Inclusive of the nondeductible goodwill impairment charge, items resulting in variances from the federal statutory rate of 21% primarily consist of state and local income tax expense, tax expense from foreign operations, tax expense for an increase in the valuation allowance for foreign taxes and tax expense related to non-deductible compensation.

Previous wording

For the three months ended March 31, 2023, income tax expense was $36.9 million, representing an effective tax rate of 25%. The effective tax rate differs from the federal statutory rate of 21% primarily due to state and local income tax expense and tax expense for shortfalls related to share-based compensation.

Current wording

For the three months ended June 30, 2023, income tax expense was $22.2 million on income from operations before income taxes of $84.3 million, representing an effective tax rate of 26%. The items resulting in variances from the federal statutory rate of 21% primarily consist of state and local income tax expense and tax expense related to non-deductible compensation.

Previous wording

Subscription revenues decreased primarily due to a 14.1% decline in affiliate revenues, partially offset by a 3.0% increase in streaming revenues. Affiliate revenues decreased primarily due to basic subscriber declines. Streaming revenues increased due to year-over-year subscriber growth and price increases. Subscription revenues include revenues related to the Company's streaming services of $145.1 million and $140.9 million for the three months ended March 31, 2024 and 2023, respectively. Aggregate paid subscribers 2 to our streaming services increased 2.4% to 11.5 million at March 31, 2024 compared to 11.2 million at March 31, 2023.

Current wording

Subscription revenues decreased due to a 12.2% decline in affiliate revenues, partially offset by a 9.3% increase in streaming revenues. Affiliate revenues decreased primarily due to basic subscriber declines. Streaming revenues increased due to year-over-year subscriber growth and price increases. Subscription revenues include revenues related to the Company's streaming services of $150.2 million and $137.4 million for the three months ended June 30, 2024 and 2023, respectively. Aggregate paid subscribers 2 to our streaming services increased 5.4% to 11.6 million at June 30, 2024 compared to 11.0 million at June 30, 2023.

Previous wording

Content licensing and other revenues decreased primarily due to the availability of deliveries in the period, including $56.1 million of revenue associated with the first quarter 2023 delivery of the remaining episodes of Silo, an AMC Studios produced series, partially offset by the sale of our rights and interests to Killing Evein the first quarter of 2024.

Current wording

Content licensing and other revenues decreased due to the availability of deliveries in the period, including $56.1 million of revenue associated with the 2023 delivery of the remaining episodes of Silo, an AMC Studios produced series, and the impact of $20.3 million recognized in 2023 associated with the early termination of an output agreement that resulted in the acceleration of revenue into 2023, partially offset by the sale of our rights and interests to Killing Evein the first quarter of 2024.

Previous wording

Technical and operating expenses (excluding depreciation and amortization) decreased primarily due to the first quarter 2023 impact associated with thedeliveryof the remaining episodes of Silo, an AMC Studios produced series, partially offset by an increase in program rights amortization driven by the slate of AMC Originals premiering throughout 2023.

Current wording

Technical and operating expenses (excluding depreciation and amortization) decreased primarily due to the impacts in 2023 associated with thedeliveryof the remaining episodes of Silo, an AMC Studios produced series and the early termination of an output agreement that resulted in the acceleration of program rights amortization into 2023, and a current year decrease in other direct programming costs. These decreases were partially offset by an increase in program rights amortization driven by the slate of AMC Originals premiering over the last twelve months.

Previous wording

Selling, general and administrative expenses increased primarily due to higher marketing and subscriber acquisition expenses in support of a larger content slate, partially offset by lower employee related costs.

Current wording

Selling, general and administrative expenses increased primarily due to higher marketing and subscriber acquisition expenses in support of a larger content slate and higher employee related costs.

Previous wording

The decrease in segment adjusted operating income was primarily attributable to the revenue headwinds in our linear businesses. Our continued cost measures and prudent investments, including disciplined acquisition marketing efforts, have mitigated the impact of such headwinds and limited the resulting margin decline from prior year to mid-single digits.

Current wording

The decrease in segment adjusted operating income was primarily attributable to the revenue headwinds in our linear businesses. Our continued cost measures and prudent investments, including disciplined acquisition marketing efforts, have mitigated the impact of such headwinds and limited the resulting margin decline from the prior year to mid-single digits.

Previous wording

Content licensing and other revenues decreased due to the divestiture of the 25/7 Media business on December 29, 2023. 25/7 Media generated $30.1 million of content licensing and other revenue in the first quarter of 2023.

Current wording

Content licensing and other revenues decreased due to the divestiture of the 25/7 Media business on December 29, 2023. 25/7 Media generated $19.2 million of content licensing and other revenue during the three months ended June 30, 2023.

Previous wording

Advertising revenues increased primarily due to increased ratings and growth across Central and Northern Europe advertising markets, as well as digital and advanced advertising growth in the U.K.

Current wording

Advertising revenues increased primarily due to the recognition of a one-time retroactive adjustment reported and paid by a third party for $13.4 million, digital and advanced advertising growth in the U.K, and increased ratings and growth across Central and Northern Europe advertising markets.

Previous wording

Technical and operating expenses (excluding depreciation and amortization) decreased primarily due to the divestiture of the 25/7 Media business on December 29, 2023. 25/7 Media incurred $23.9 million of technical and operating expenses in the first quarter of 2023. The remaining decrease was primarily attributable to content cost savings associated with the non-renewal of an AMCNI distribution agreement in the U.K. in the fourth quarter of 2023.

Current wording

Technical and operating expenses (excluding depreciation and amortization) decreased primarily due to the divestiture of the 25/7 Media business on December 29, 2023. 25/7 Media incurred $14.4 million of technical and operating expenses during the three months ended June 30, 2023. The remaining decrease was primarily attributable to content cost savings associated with the non-renewal of an AMCNI distribution agreement in the U.K. in the fourth quarter of 2023.

Previous wording

Selling, general and administrative expenses decreased primarily due to lower employee related costs.

Current wording

Selling, general and administrative expenses decreased primarily due to the divestiture of the 25/7 Media business on December 29, 2023. 25/7 Media incurred $4.0 million of selling, general and administrative expenses during the three months ended June 30, 2023.

Previous wording

The decrease in segment adjusted operating income was primarily attributable to an increase in corporate overhead costs allocated to AMCNI, the impact of the non-renewal of an AMCNI distribution agreement in the U.K., and the divestiture of the 25/7 Media business on December 29, 2023. 25/7 Media generated $1.8 million of adjusted operating income in the first quarter of 2023.

Current wording

The increase in segment adjusted operating income was primarily due to the recognition of a one-time retroactive adjustment reported and paid by a third party for $13.4 million, partially offset by an increase in corporate overhead costs allocated to AMCNI, the impact of the non-renewal of an AMCNI distribution agreement in the U.K., and the divestiture of the 25/7 Media business on December 29, 2023. 25/7 Media generated $2.7 million of adjusted operating income during the six months ended June 30, 2023.

Previous wording

In connection with Amendment No. 3, AMC Networks made a partial prepayment of the Term Loan A facility under the Credit Agreement (the “Term Loan A Facility”), bringing the total principal amount outstanding under the Term Loan A Facility to $425 million, and reduced the revolving credit facility under the Credit Agreement (the “Revolving Credit Facility”) to $175 million. In addition, pursuant to Amendment No. 3, the maturity date of $325 million principal amount of loans under the Term Loan A Facility as well as all of the commitments under the Revolving Credit Facility has been extended to April 9, 2028. The maturity date of the remaining $100 million principal amount of loans under the Term Loan A Facility continues to be February 8, 2026. Amendment No. 3 also includes certain other modifications to covenants and other provisions of the Credit Agreement.

Current wording

In connection with Amendment No. 3, AMC Networks made a partial prepayment of the Term Loan A Facility, bringing the total principal amount outstanding under the Term Loan A Facility to $425 million, and reduced the Revolving Credit Facility to $175 million. In addition, pursuant to Amendment No. 3, the maturity date of $325 million principal amount of loans under the Term Loan A Facility as well as all of the commitments under the Revolving Credit Facility has been extended to April 9, 2028. The maturity date of the remaining $100 million principal amount of loans under the Term Loan A Facility continues to be February 8, 2026. Amendment No. 3 also includes certain other modifications to covenants and other provisions of the Credit Agreement.

Previous wording

On April 9, 2024, AMC Networks issued $875 million aggregate principal amount of 10.25% Senior Secured Notes due January 15, 2029 (the “Secured Notes”). AMC Networks received net proceeds of $863.0 million, after deducting underwriting discounts. The Secured Notes are guaranteed by AMC Network Entertainment and AMC Networks' subsidiaries that guarantee the Credit Agreement (the "Guarantors").

Current wording

On April 9, 2024, AMC Networks issued $875 million aggregate principal amount of 10.25% Senior Secured Notes due January 15, 2029 (the “Secured Notes”). AMC Networks received net proceeds of $863.0 million, after deducting initial purchasers' discounts. The Secured Notes are guaranteed by AMC Network Entertainment and AMC Networks' subsidiaries that guarantee the Credit Agreement.

Previous wording

As of March 31, 2024, the Company's consolidated cash and cash equivalents balance of $690.5 million included approximately $132.1 million held by foreign subsidiaries. Of this amount, approximately $20.0 million is expected to be repatriated to the United States with the remaining amount continuing to be reinvested in foreign operations. Tax expense related to the expected repatriation amount has been accrued in prior periods and the Company does not expect to incur any significant, additional taxes related to the remaining balance.

Current wording

During the three and six months ended June 30, 2024, approximately $28.6 million of cash and cash equivalents, previously held by foreign subsidiaries, was repatriated to the United States. Our consolidated cash and cash equivalents balance of $802.6 million, as of June 30, 2024, included approximately $129.0 million held by foreign subsidiaries. Of this amount, approximately $25.0 million is expected to be repatriated to the United States with the remaining amount continuing to be reinvested in foreign operations. Tax expense related to the repatriated amount, as well as the expected remaining repatriation amount, has been accrued and we do not expect to incur any significant, additional taxes related to the remaining balance.

Previous wording

For the three months ended March 31, 2024, net cash provided by operating activities primarily resulted from $294.8 million of net income before amortization of program rights, depreciation and amortization, and other non-cash items, partially offset by payments for program rights of $193.0 million. Changes in all other assets and liabilities resulted in a net cash inflow of $49.1 million.

Current wording

For the six months ended June 30, 2024, net cash provided by operating activities primarily resulted from $615.6 million of net income before amortization of program rights, depreciation and amortization, and other non-cash items, partially offset by payments for program rights of $435.5 million. Changes in all other assets and liabilities resulted in a net cash inflow of $75.2 million.

Previous wording

For the three months ended March 31, 2023, net cash used in operating activities primarily resulted from payments for program rights of $370.3 million and restructuring initiatives of $56.9 million, partially offset by $332.4 million of net income before amortization of program rights, depreciation and amortization, and other non-cash items. Changes in all other assets and liabilities during the quarter resulted in a net cash outflow of $37.7 million.

Current wording

For the six months ended June 30, 2023, net cash provided by operating activities primarily resulted from $709.3 million of net income before amortization of program rights, depreciation and amortization, and other non-cash items, partially offset by payments for program rights of $644.1 million and restructuring initiatives of $88.5 million. Changes in all other assets and liabilities resulted in a net cash inflow of $48.3 million.

Previous wording

For the three months ended March 31, 2024, net cash used in investing activities consisted primarily of capital expenditures.

Current wording

For the six months ended June 30, 2024, net cash used in investing activities consisted primarily of capital expenditures.

Previous wording

For the three months ended March 31, 2023, net cash used in investing activities consisted of capital expenditures of $11.5 million, partially offset by proceeds from the sale of investments of $4.5 million.

Current wording

For the six months ended June 30, 2023, net cash used in investing activities consisted primarily of capital expenditures of $21.5 million, partially offset by proceeds from the sale of investments of $8.6 million.

Previous wording

For the three months ended March 31, 2023, net cash used in financing activities primarily consisted of distributions to noncontrolling interests of $11.5 million, principal payments on the Term Loan A Facility of $8.4 million, and taxes paid in lieu of shares issued for equity-based compensation of $6.0 million.

Current wording

For the six months ended June 30, 2023, net cash used in financing activities primarily consisted of distributions to noncontrolling interests of $27.1 million, principal payments on the Term Loan A Facility of $16.9 million, and taxes paid in lieu of shares issued for equity-based compensation of $7.2 million.

Previous wording

As of March 31, 2024, our contractual obligations not reflected on the condensed consolidated balance sheet increased $6.9 million, as compared to December 31, 2023, to $880.5 million. The increase was primarily driven by additional program rights commitments, partially offset by payments for program rights.

Current wording

As of June 30, 2024, our contractual obligations not reflected on the condensed consolidated balance sheet decreased $3.2 million, as compared to December 31, 2023, to $870.4 million. The decrease was primarily driven by payments for program rights, partially offset by additional program rights commitments.

Previous wording

Debt of AMC Networks as of March 31, 2024 included $774.7 million of 4.75% Notes due August 2025 and $1.0 billion of 4.25% Notes due February 2029 (collectively, the “notes”). The notes were issued by AMC Networks and are unconditionally guaranteed, jointly and severally, on an unsecured basis, by each of AMC Networks’ existing and future domestic restricted subsidiaries, subject to certain exceptions (each, a “Guarantor Subsidiary,” and collectively, the “Guarantor Subsidiaries”). The obligations of each Guarantor Subsidiary under its note guarantee are limited as necessary to prevent such note guarantee from constituting a fraudulent conveyance under applicable law. A guarantee of the notes by a Guarantor Subsidiary is subject to release in the following circumstances: (i) any sale or other disposition of all of the capital stock of a Guarantor Subsidiary to a person that is not (either before or after giving effect to such transaction) a restricted subsidiary, in compliance with the terms of the applicable indenture; (ii) the designation of a restricted subsidiary as an “Unrestricted Subsidiary” under the applicable indenture; or (iii) the release or discharge of the guarantee (including the guarantee under the AMC Networks’ credit agreement) which resulted in the creation of the note guarantee (provided that such Guarantor Subsidiary does not have any preferred stock outstanding at such time that is not held by AMC Networks or another Guarantor Subsidiary).

Current wording

Debt of AMC Networks as of June 30, 2024 included $875.0 million of 10.25% Senior Secured Notes due 2029, $985.0 million of 4.25% Senior Notes due 2029, and $143.8 million of 4.25% Convertible Senior Notes due 2029 (collectively, the “notes”). The notes were issued by AMC Networks and are unconditionally guaranteed, jointly and severally, on an unsecured basis, by each of AMC Networks’ existing and future domestic restricted subsidiaries, subject to certain exceptions (each, a “Guarantor Subsidiary,” and collectively, the “Guarantor Subsidiaries”). The obligations of each Guarantor Subsidiary under its note guarantee are limited as necessary to prevent such note guarantee from constituting a fraudulent conveyance under applicable law. A guarantee of the notes by a Guarantor Subsidiary is subject to release in the following circumstances: (i) any sale or other disposition of all of the capital stock of a Guarantor Subsidiary to a person that is not (either before or after giving effect to such transaction) a restricted subsidiary, in compliance with the terms of the applicable indenture; (ii) the designation of a restricted subsidiary as an “Unrestricted Subsidiary” under the applicable indenture; or (iii) the release or discharge of the guarantee (including the guarantee under the AMC Networks’ credit agreement) which resulted in the creation of the note guarantee (provided that such Guarantor Subsidiary does not have any preferred stock outstanding at such time that is not held by AMC Networks or another Guarantor Subsidiary).
Rearranged current paragraphs (7)

Current report — wording carried from elsewhere

On April 22, 2024, we completed a cash tender offer (the "Offer") to purchase any and all outstanding 4.75% Senior Notes due 2025 and redeemed all 4.75% Senior Notes due 2025 that remained outstanding after completion of the Offer at a price of 100.000% of their principal amount, plus accrued and unpaid interest to, but not including, the redemption date. In connection with the Offer and redemption, we recorded a charge of $3.1 million to write-off the remaining unamortized discount and deferred financing costs associated with the 4.75% Senior Notes due 2025.

Current report — wording carried from elsewhere

Subscription revenues decreased due to a 13.2% decline in affiliate revenues, partially offset by a 6.1% increase in streaming revenues. Affiliate revenues decreased primarily due to basic subscriber declines. Streaming revenues increased due to year-over-year subscriber growth and price increases. Subscription revenues include revenues related to the Company's streaming services of $295.3 million and $278.3 million for the six months ended June 30, 2024 and 2023, respectively.

Current report — wording carried from elsewhere

Advertising revenues decreased due to linear ratings declines and continued softness in the advertising market, partially offset by digital and advanced advertising revenue growth.

Current report — wording carried from elsewhere

Selling, general and administrative expenses increased primarily due to higher marketing and subscriber acquisition expenses in support of a larger content slate.

Current report — wording carried from elsewhere

The decrease in segment adjusted operating income was primarily attributable to the revenue headwinds in our linear businesses. Our continued cost measures and prudent investments, including disciplined acquisition marketing efforts, have mitigated the impact of such headwinds and limited the resulting margin decline from the prior year to low-single digits.

Current report — wording carried from elsewhere

Subscription revenues decreased primarily due to the non-renewal of an AMCNI distribution agreement in the U.K. in the fourth quarter of 2023.

Current report — wording carried from elsewhere

Technical and operating expenses (excluding depreciation and amortization) decreased primarily due to the divestiture of the 25/7 Media business on December 29, 2023. 25/7 Media incurred $38.2 million of technical and operating expenses during the six months ended June 30, 2023. The remaining decrease was primarily attributable to content cost savings associated with the non-renewal of an AMCNI distribution agreement in the U.K. in the fourth quarter of 2023.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

Three Months Ended March 31, 2024 and 2023

Previous report — wording carried elsewhere

For the three months ended March 31, 2024, net cash used in financing activities primarily consisted of principal payments on the Term Loan A Facility of $16.9 million and taxes paid in lieu of shares issued for equity-based compensation of $4.0 million.