EX-99.1 11 linta_exhibit991x93013.htm ATTRIBUTED FINANCIALS LINTA_Exhibit 99.1_9.30.13

Exhibit 99.1


Unaudited Attributed Financial Information for Tracking Stock Groups
Our Liberty Interactive common stock is intended to reflect the separate performance of our Interactive Group which is comprised of our businesses engaged in video and on-line commerce, including our subsidiaries, QVC, Inc., Provide Commerce, Inc., Backcountry.com, Inc., Bodybuilding.com, LLC, Celebrate Interactive Holdings, Inc., CommerceHub and our interest in HSN, Inc. Our Liberty Ventures common stock is intended to reflect the separate performance of our Ventures Group which consists of all of our businesses not included in the Interactive Group including our consolidated subsidiary, TripAdvisor, Inc., and our interests in equity method investments of Expedia, Inc., Interval Leisure Group, Inc. and Tree.com, Inc. and available-for-sale securities Time Warner Inc. and Time Warner Cable Inc.
The following tables present our assets and liabilities as of September 30, 2013, revenue and expenses for the three and nine months ended September 30, 2013 and 2012, and cash flows for the nine months ended September 30, 2013 and 2012. The tables further present our assets, liabilities, revenue, expenses and cash flows that are attributed to the Interactive Group and the Ventures Group, respectively, as if those businesses and assets had been attributed to those respective groups at the beginning of each period, for comparative purposes. Therefore, the attributed earnings in the periods presented in the Unaudited Attributed Financial Information Statements are not the same as those reflected in the Liberty Interactive Corporation condensed consolidated financial statements. The earnings attributed to the Liberty Interactive common stock and and Liberty Ventures common stock for purposes of those financial statements only relate to the period after the Liberty Ventures stock was issued on August 9, 2012. The financial information in this Exhibit should be read in conjunction with our unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2013 included in this Quarterly Report on Form 10-Q.
Notwithstanding the following attribution of assets, liabilities, revenue, expenses and cash flows to the Interactive Group and the Ventures Group, our tracking stock structure does not affect the ownership or the respective legal title to our assets or responsibility for our liabilities. We and our subsidiaries are each responsible for our respective liabilities. Holders of Liberty Interactive common stock and Liberty Ventures common stock are holders of our common stock and are subject to risks associated with an investment in our company and all of our businesses, assets and liabilities. The issuance of Liberty Interactive common stock and Liberty Ventures common stock does not affect the rights of our creditors or creditors of our subsidiaries.

1


SUMMARY ATTRIBUTED FINANCIAL DATA
Interactive Group
 
September 30, 2013
 
December 31, 2012
 
amounts in millions
Summary balance sheet data:
 
 
 
Cash and cash equivalents
$
455

 
699

Trade and other receivables, net
$
764

 
1,095

Inventory
$
1,328

 
1,106

Investments in affiliates, accounted for using the equity method
$
335

 
304

Total assets
$
14,484

 
15,115

Long-term debt
$
4,396

 
4,277

Deferred income tax liabilities
$
1,158

 
1,318

Net assets attributable to the Interactive Group shareholders
$
6,575

 
7,011


 
Three months ended
 
Nine months ended
 
September 30,
 
September 30,
 
2013
 
2012
 
2013
 
2012
 
amounts in millions
Summary operations data:
 
 
 
 
 
 
 
Revenue
$
2,245

 
2,196

 
7,079

 
6,875

Cost of sales
(1,437
)
 
(1,407
)
 
(4,511
)
 
(4,361
)
Operating expenses
(206
)
 
(201
)
 
(621
)
 
(608
)
Selling, general and administrative expenses (1)
(228
)
 
(209
)
 
(734
)
 
(688
)
Impairment of intangible assets
(19
)
 
(39
)
 
(19
)
 
(39
)
Depreciation and amortization
(156
)
 
(147
)
 
(467
)
 
(437
)
Operating income (loss)
199

 
193

 
727

 
742

Interest expense
(70
)
 
(84
)
 
(224
)
 
(241
)
Share of earnings (losses) of affiliates, net
13

 
6

 
33

 
26

Realized and unrealized gains (losses) on financial instruments, net
(18
)
 
14

 
(1
)
 
39

Gains on disposition, net

 

 
(1
)
 

Other income (expense), net
(1
)
 

 
(55
)
 
(4
)
Income tax benefit (expense)
(38
)
 
(65
)
 
(165
)
 
(226
)
Net earnings (loss)
85

 
64

 
314

 
336

Less net earnings (loss) attributable to noncontrolling interests
8

 
15

 
33

 
44

Net earnings (loss) attributable to Liberty Interactive Corporation shareholders
$
77

 
49

 
281

 
292

______________________________________________
(1)
Includes stock-based compensation of $22 million and $17 million for the three months ended September 30, 2013 and 2012, respectively, and $75 million and $52 million for the nine months ended September 30, 2013 and 2012, respectively.

2


SUMMARY ATTRIBUTED FINANCIAL DATA (Continued)
Ventures Group
 
September 30, 2013
 
December 31, 2012
 
amounts in millions
Summary balance sheet data:
 
 
 
Cash and cash equivalents
$
526

 
1,961

Investments in available-for-sale securities and other cost investments
$
1,339

 
1,815

Investments in affiliates, accounted for using the equity method
$
890

 
547

Long-term debt, including current portion
$
2,199

 
3,342

Deferred income tax liabilities, including current portion
$
2,833

 
2,959

Net assets attributable to the Ventures Group shareholders
$
478

 
551

 
 
Three months ended
 
Nine months ended
 
September 30,
 
September 30,
 
2013
 
2012
 
2013
 
2012
 
amounts in millions
Summary operations data:
 
 
 
 
 
 
 
Revenue
$
255

 

 
732

 

Operating expenses (1)
(40
)
 

 
(112
)
 

Selling, general and administrative expenses (1)
(130
)
 
(4
)
 
(352
)
 
(5
)
Depreciation and amortization
(79
)
 

 
(235
)
 

Operating income (loss)
6

 
(4
)
 
33

 
(5
)
Interest expense
(17
)
 
(27
)
 
(64
)
 
(83
)
Share of earnings (losses) of affiliates, net
16

 
37

 
(8
)
 
63

Realized and unrealized gains (losses) on financial instruments, net
33

 
(174
)
 
(48
)
 
(377
)
Gains (losses) on dispositions, net

 

 
(1
)
 
288

Other, net
4

 
(2
)
 
5

 
35

Income tax benefit (expense)
4

 
80

 
103

 
71

Net earnings (loss)
46

 
(90
)
 
20

 
(8
)
Less net earnings (loss) attributable to noncontrolling interests
10

 

 
41

 

Net earnings (loss) attributable to Liberty Interactive Corporation shareholders
$
36

 
(90
)
 
(21
)
 
(8
)
______________________________________________
(1)
Included in the Ventures Group statements of operations are the following amounts of stock-based compensation:
 
Three months ended
September 30,
 
Nine months ended
September 30,
 
2013
 
2012
 
2013
 
2012
 
amounts in millions
Operating expenses
$
7

 

 
20

 

Selling, general and administrative expenses
9

 
1

 
29

 
1

 
$
16

 
1

 
49

 
1




3


BALANCE SHEET INFORMATION
September 30, 2013
(unaudited)
 
Attributed (note 1)
 
 
 
 
 
Interactive
Group
 
Ventures Group
 
Inter-group
eliminations
 
Consolidated
Liberty
 
amounts in millions
Assets
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
Cash and cash equivalents
$
455

 
526

 

 
981

Trade and other receivables, net
764

 
190

 

 
954

Inventory, net
1,328

 

 

 
1,328

Short term marketable securities

 
552

 

 
552

Other current assets
288

 
19

 
(155
)
 
152

Total current assets
2,835

 
1,287

 
(155
)
 
3,967

Investments in available-for-sale securities and other cost investments (note 2)
4

 
1,339

 


 
1,343

Investments in affiliates, accounted for using the equity method (note 3)
335

 
890

 

 
1,225

Property and equipment, net
1,181

 
25

 

 
1,206

Intangible assets not subject to amortization, net
8,388

 
5,515

 

 
13,903

Intangible assets subject to amortization, net
1,656

 
968

 

 
2,624

Other assets, at cost, net of accumulated amortization
85

 
17

 

 
102

Total assets
$
14,484

 
10,041

 
(155
)
 
24,370

Liabilities and Equity
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
Intergroup payable (receivable) (note 7)
$
78

 
(78
)
 

 

Accounts payable
641

 
41

 

 
682

Accrued liabilities
681

 
113

 

 
794

Current portion of debt (note 4)
439

 
927

 

 
1,366

Deferred tax liabilities

 
1,097

 
(155
)
 
942

Other current liabilities
163

 
47

 

 
210

Total current liabilities
2,002

 
2,147

 
(155
)
 
3,994

Long-term debt (note 4)
4,396

 
1,272

 

 
5,668

Deferred income tax liabilities
1,158

 
1,736

 

 
2,894

Other liabilities
212

 
43

 

 
255

Total liabilities
7,768

 
5,198

 
(155
)
 
12,811

Equity/Attributed net assets (liabilities)
6,575

 
478

 

 
7,053

Noncontrolling interests in equity of subsidiaries
141

 
4,365

 

 
4,506

Total liabilities and equity
$
14,484

 
10,041

 
(155
)
 
24,370


4


STATEMENT OF OPERATIONS INFORMATION
Three months ended September 30, 2013
(unaudited)
 
Attributed (note 1)
 
 
 
Interactive Group
 
Ventures Group
 
Consolidated Liberty
 
amounts in millions
Revenue:
 
 
 
 
 
Net retail sales
$
2,245

 

 
2,245

Other revenue

 
255

 
255

Total revenue
2,245

 
255

 
2,500

Operating costs and expenses:
 
 
 
 
 
Cost of sales
1,437

 

 
1,437

Operating, including stock-based compensation (note 5)
206

 
40

 
246

Selling, general and administrative, including stock-based compensation (note 5)
228

 
130

 
358

Impairment of intangible assets
19

 

 
19

Depreciation and amortization
156

 
79

 
235

 
2,046

 
249

 
2,295

Operating income (loss)
199

 
6

 
205

Other income (expense):
 
 
 
 
 
Interest expense
(70
)
 
(17
)
 
(87
)
Share of earnings (losses) of affiliates, net (note 3)
13

 
16

 
29

Realized and unrealized gains (losses) on financial instruments, net
(18
)
 
33

 
15

Other, net
(1
)
 
4

 
3

 
(76
)
 
36

 
(40
)
Earnings (loss) before income taxes
123

 
42

 
165

Income tax benefit (expense)
(38
)
 
4

 
(34
)
Net earnings (loss)
85

 
46

 
131

Less net earnings (loss) attributable to noncontrolling interests
8

 
10

 
18

Net earnings (loss) attributable to Liberty Interactive Corporation shareholders
$
77

 
36

 
113


5


STATEMENT OF OPERATIONS INFORMATION
Three months ended September 30, 2012
(unaudited)
 
Attributed (note 1)
 
 
 
Interactive Group
 
Ventures Group
 
Consolidated Liberty
 
amounts in millions
Revenue:
 
 
 
 
 
Net retail sales
$
2,196

 

 
2,196

Operating costs and expenses:
 
 
 
 
 
Cost of sales
1,407

 

 
1,407

Operating
201

 

 
201

Selling, general and administrative, including stock-based compensation (note 5)
209

 
4

 
213

Impairment of intangible assets
39

 

 
39

Depreciation and amortization
147

 

 
147

 
2,003

 
4

 
2,007

Operating income (loss)
193

 
(4
)
 
189

Other income (expense):
 

 
 

 
 
Interest expense
(84
)
 
(27
)
 
(111
)
Share of earnings (losses) of affiliates, net (note 3)
6

 
37

 
43

Realized and unrealized gains (losses) on financial instruments, net
14

 
(174
)
 
(160
)
Other, net

 
(2
)
 
(2
)
 
(64
)
 
(166
)
 
(230
)
Earnings (loss) from continuing operations before income taxes
129

 
(170
)
 
(41
)
Income tax benefit (expense)
(65
)
 
80

 
15

Net earnings (loss)
64

 
(90
)
 
(26
)
Less net earnings (loss) attributable to noncontrolling interests
15

 

 
15

Net earnings (loss) attributable to Liberty Interactive Corporation shareholders
$
49

 
(90
)
 
(41
)

6


STATEMENT OF OPERATIONS INFORMATION
Nine months ended September 30, 2013
(unaudited)
 
Attributed (note 1)
 
 
 
Interactive Group
 
Ventures Group
 
Consolidated Liberty
 
amounts in millions
Revenue:
 
 
 
 
 
Net retail sales
$
7,079

 

 
7,079

Other revenue

 
732

 
732

Total revenue
7,079

 
732

 
7,811

Operating costs and expenses:
 
 
 
 
 
Cost of sales
4,511

 

 
4,511

Operating, including stock-based compensation (note 5)
621

 
112

 
733

Selling, general and administrative, including stock-based compensation (note 5)
734

 
352

 
1,086

Impairment of intangible assets
19

 

 
19

Depreciation and amortization
467

 
235

 
702

 
6,352

 
699

 
7,051

Operating income (loss)
727

 
33

 
760

Other income (expense):
 
 
 
 
 
Interest expense
(224
)
 
(64
)
 
(288
)
Share of earnings (losses) of affiliates, net (note 3)
33

 
(8
)
 
25

Realized and unrealized gains (losses) on financial instruments, net
(1
)
 
(48
)
 
(49
)
Gains (losses) on transactions, net
(1
)
 
(1
)
 
(2
)
Other, net
(55
)
 
5

 
(50
)
 
(248
)
 
(116
)
 
(364
)
Earnings (loss) before income taxes
479

 
(83
)
 
396

Income tax benefit (expense)
(165
)
 
103

 
(62
)
Net earnings (loss)
314

 
20

 
334

Less net earnings (loss) attributable to noncontrolling interests
33

 
41

 
74

Net earnings (loss) attributable to Liberty Interactive Corporation shareholders
$
281

 
$
(21
)
 
260



7


STATEMENT OF OPERATIONS INFORMATION
Nine months ended September 30, 2012
(unaudited)
 
Attributed (note 1)
 
 
 
Interactive Group
 
Ventures Group
 
Consolidated Liberty
 
amounts in millions
Revenue:
 
 
 
 
 
Net retail sales
$
6,875

 

 
6,875

Operating costs and expenses:
 
 
 
 
 
Cost of sales
4,361

 

 
4,361

Operating
608

 

 
608

Selling, general and administrative, including stock-based compensation (note 5)
688

 
5

 
693

Impairment of intangible assets
39

 

 
39

Depreciation and amortization
437

 

 
437

 
6,133

 
5

 
6,138

Operating income (loss)
742

 
(5
)
 
737

Other income (expense):
 

 
 

 
 
Interest expense
(241
)
 
(83
)
 
(324
)
Share of earnings (losses) of affiliates, net (note 3)
26

 
63

 
89

Realized and unrealized gains (losses) on financial instruments, net
39

 
(377
)
 
(338
)
Gains (losses) on transactions, net

 
288

 
288

Other, net
(4
)
 
35

 
31

 
(180
)
 
(74
)
 
(254
)
Earnings (loss) from continuing operations before income taxes
562

 
(79
)
 
483

Income tax benefit (expense)
(226
)
 
71

 
(155
)
Net earnings (loss)
336

 
(8
)
 
328

Less net earnings (loss) attributable to noncontrolling interests
44

 

 
44

Net earnings (loss) attributable to Liberty Interactive Corporation shareholders
$
292

 
(8
)
 
284



8


STATEMENT OF CASH FLOWS INFORMATION
Nine months ended September 30, 2013
(unaudited)
 
Attributed (note 1)
 
 
 
Interactive
Group
 
Ventures Group
 
Consolidated
Liberty
 
amounts in millions
Cash flows from operating activities:
 
 
 
 
 
Net earnings (loss)
$
314

 
20

 
334

Adjustments to reconcile net earnings to net cash provided by operating activities:
 
 
 
 
 
Depreciation and amortization
467

 
235

 
702

Stock-based compensation
75

 
49

 
124

Cash payments for stock based compensation
(6
)
 
(2
)
 
(8
)
Share of losses (earnings) of affiliates, net
(33
)
 
8

 
(25
)
Cash receipts from return on equity investments
11

 
14

 
25

Realized and unrealized gains (losses) on financial instruments, net
1

 
48

 
49

(Gains) losses on disposition of assets, net
1

 
1

 
2

       Impairment of intangible assets
19

 

 
19

Deferred income tax (benefit) expense
(143
)
 
(128
)
 
(271
)
Other, net
67

 
5

 
72

Intergroup tax allocation
49

 
(49
)
 

Intergroup tax payment
30

 
(30
)
 

Changes in operating assets and liabilities
 
 
 
 
 
Current and other assets
98

 
(83
)
 
15

Payables and other current liabilities
(408
)
 
121

 
(287
)
Net cash provided (used) by operating activities
542

 
209

 
751

Cash flows from investing activities:
 
 
 
 
 
Cash proceeds from dispositions

 
1,136

 
1,136

Investments in and loans to cost and equity investees
(4
)
 
(367
)
 
(371
)
Capital expended for property and equipment
(178
)
 
(39
)
 
(217
)
Purchases of short-term and other marketable securities

 
(1,388
)
 
(1,388
)
Sales of short term and other marketable securities

 
725

 
725

Other investing activities, net
(19
)
 
(34
)
 
(53
)
Net cash provided (used) by investing activities
(201
)
 
33

 
(168
)
Cash flows from financing activities:
 
 
 
 
 
Borrowings of debt
2,867

 
851

 
3,718

Repayments of debt
(2,645
)
 
(2,407
)
 
(5,052
)
Intergroup receipts (payments), net
2

 
(2
)
 

Shares repurchased by subsidiary

 
(142
)
 
(142
)
Shares issued by subsidiary

 
24

 
24

Repurchases of Liberty common stock
(750
)
 

 
(750
)
Other financing activities, net
(38
)
 
(1
)
 
(39
)
Net cash provided (used) by financing activities
(564
)
 
(1,677
)
 
(2,241
)
Effect of foreign currency rates on cash
(21
)
 

 
(21
)
Net increase (decrease) in cash and cash equivalents
(244
)
 
(1,435
)
 
(1,679
)
Cash and cash equivalents at beginning of period
699

 
1,961

 
2,660

Cash and cash equivalents at end period
$
455

 
526

 
981


9


STATEMENT OF CASH FLOWS INFORMATION
Nine months ended September 30, 2012
(unaudited)
 
Attributed (note 1)
 
 
 
Interactive
Group
 
Ventures Group
 
Consolidated
Liberty
 
amounts in millions
Cash flows from operating activities:
 
 
 
 
 
Net earnings (loss)
$
336

 
(8
)
 
328

Adjustments to reconcile net earnings to net cash provided by operating activities:
 
 
 
 
 
Depreciation and amortization
437

 

 
437

Stock-based compensation
52

 
1

 
53

Cash payments for stock based compensation
(9
)
 

 
(9
)
Share of losses (earnings) of affiliates, net
(26
)
 
(63
)
 
(89
)
Cash receipts from return on equity investments
8

 
13

 
21

Realized and unrealized gains (losses) on financial instruments, net
(39
)
 
377

 
338

(Gains) losses on disposition of assets, net

 
(288
)
 
(288
)
Impairment of intangible assets
39

 

 
39

Deferred income tax (benefit) expense
(119
)
 
85

 
(34
)
Other, net
11

 
(33
)
 
(22
)
Intergroup tax allocation
156

 
(156
)
 

Changes in operating assets and liabilities
 
 
 
 
 
Current and other assets
162

 

 
162

Payables and other current liabilities
27

 
(19
)
 
8

Net cash provided (used) by operating activities
1,035

 
(91
)
 
944

Cash flows from investing activities:
 
 
 
 
 
Cash proceeds from dispositions

 
348

 
348

Investments in and loans to cost and equity investees
(60
)
 
(132
)
 
(192
)
Capital expended for property and equipment
(237
)
 

 
(237
)
Sales of short term and other marketable securities
46

 

 
46

Other investing activities, net
(41
)
 
1

 
(40
)
Net cash provided (used) by investing activities
(292
)
 
217

 
(75
)
Cash flows from financing activities:
 
 
 
 
 
Borrowings of debt
2,043

 

 
2,043

Repayments of debt
(1,123
)
 
(115
)
 
(1,238
)
Reattribution of cash between groups
(1,346
)
 
1,346

 

Intergroup receipts (payments), net
122

 
(122
)
 

Repurchases of Liberty common stock
(690
)
 

 
(690
)
Other financing activities, net
(30
)
 

 
(30
)
Net cash provided (used) by financing activities
(1,024
)
 
1,109

 
85

Effect of foreign currency rates on cash
(8
)
 

 
(8
)
Net increase (decrease) in cash and cash equivalents
(289
)
 
1,235

 
946

Cash and cash equivalents at beginning of period
847

 

 
847

Cash and cash equivalents at end period
$
558

 
1,235

 
1,793



10


Notes to Attributed Financial Information
(unaudited)
(1)
The Interactive Group is comprised of our consolidated subsidiaries QVC, Inc., Provide Commerce, Inc., Backcountry.com, Inc., Bodybuilding.com, LLC and Celebrate Interactive Holdings LLC, CommerceHub and our interest in HSN, Inc. Accordingly, the accompanying attributed financial information for the Interactive Group includes the foregoing investments, as well as the assets, liabilities, revenue, expenses and cash flows of those consolidated subsidiaries. We have also attributed certain of our debt obligations (and related interest expense) to the Interactive Group based upon a number of factors, including the cash flow available to the Interactive Group and its ability to pay debt service and our assessment of the optimal capitalization for the Interactive Group. The specific debt obligations attributed to each of the Interactive Group and the Ventures Group are described in note 4 below. In addition, we have allocated certain corporate general and administrative expenses among the Interactive Group and the Ventures Group as described in note 5 below.

The Interactive Group focuses on video and on-line commerce businesses. Accordingly, we expect that businesses that we may acquire in the future that we believe are complementary to this strategy will also be attributed to the Interactive Group.

The Ventures Group consists of all of our businesses not included in the Interactive Group including our consolidated subsidiary TripAdvisor, Inc. and our interests in equity method investments of Expedia, Inc., Interval Leisure Group, Inc. and Tree.com, Inc. and available-for-sale securities Time Warner Inc. and Time Warner Cable Inc. Accordingly, the accompanying attributed financial information for the Ventures Group includes these investments. In addition, we have attributed to the Ventures Group all of our senior exchangeable debentures (and related interest expense). See note 4 below for the debt obligations attributed to the Ventures Group.

Any businesses that we may acquire in the future that we do not attribute to the Interactive Group will be attributed to the Ventures Group.

(2)
Investments in available-for-sale securities, including non-strategic securities, and other cost investments are summarized as follows:
 
September 30, 2013
 
December 31, 2012
 
amounts in millions
Interactive Group
 
 
 
Other
$
4

 
4

Total Interactive Group
4

 
4

Ventures Group
 
 
 
Time Warner Inc.
289

 
1,042

Time Warner Cable Inc.
610

 
531

AOL, Inc.

 
59

TripAdvisor AFS securities
164

 
99

Other
276

 
84

Total Ventures Group
1,339

 
1,815

Consolidated Liberty
$
1,343

 
1,819















11


(3)
The following table presents information regarding certain equity method investments:
 
 
 
 
 
 
 
Share of earnings (losses)
 
September 30, 2013
 
Three months ended
September 30,
 
Nine months ended
September 30,
 
Percentage
ownership
 
Carrying
value
 
Market
value
 
 
2013
 
2012
 
2013
 
2012
 
dollar amounts in millions
Interactive Group
 
 
 
 
 
 
 
 
 
 
 
 
 
HSN, Inc.
38
%
 
$
283

 
1,073

 
15

 
10

 
46

 
34

Other
various

 
52

 
NA

 
(2
)
 
(4
)
 
(13
)
 
(8
)
Total Interactive Group
 
 
335

 
 
 
13

 
6

 
33

 
26

Ventures Group
 
 
 
 
 
 
 
 
 
 
 
 
 
Expedia, Inc.
17
%
 
465

 
1,196

 
27

 
41

 
17

 
65

TripAdvisor, Inc.
NA

 
NA

 
NA

 
NA

 
10

 
NA

 
33

Other
various

 
425

 
NA

 
(11
)
 
(14
)
 
(25
)
 
(35
)
Total Ventures Group
 
 
890

 
 
 
16

 
37

 
(8
)
 
63

Consolidated Liberty
 
 
$
1,225

 
 
 
29

 
43

 
25

 
89

(4)
Debt attributed to the Interactive Group and the Ventures Group is comprised of the following:
 
 
September 30, 2013
 
 
Outstanding
principal
 
Carrying
value
 
 
amounts in millions
Interactive Group
 
 
 
 
8.5% Senior Debentures due 2029
$
287

 
285

 
8.25% Senior Debentures due 2030
505

 
501

 
1% Exchangeable Senior Debentures due 2043
400

 
413

 
QVC 7.5% Senior Secured Notes due 2019
769

 
760

 
QVC 7.375% Senior Secured Notes due 2020
500

 
500

 
QVC 5.125% Senior Secured Notes due 2022
500

 
500

 
QVC 4.375% Senior Secured Notes due 2023
750

 
750

 
QVC 5.95% Senior Secured Notes due 2043
300

 
300

 
QVC Bank Credit Facilities
673

 
673

 
Other subsidiary debt
153

 
153

        Total Interactive Group debt
4,837

 
4,835

Ventures Group
 
 
 
 
4% Exchangeable Senior Debentures due 2029
439

 
277

 
3.75% Exchangeable Senior Debentures due 2030
439

 
276

 
3.5% Exchangeable Senior Debentures due 2031
363

 
308

 
0.75% Exchangeable Senior Debentures due 2043
850

 
962

 
TripAdvisor Debt Facilities
376

 
376

        Total Ventures Group debt
2,467

 
2,199

 
Total consolidated Liberty debt
$
7,304

 
7,034

 
Less current maturities
 
 
(1,366
)
 
Total long-term debt
 
 
$
5,668


(5)
Cash compensation expense for our corporate employees will be allocated between the Interactive Group and the Ventures Group based on the estimated percentage of time spent providing services for each group. On a semi-annual basis estimated time spent will be determined through an interview process and a review of personnel duties unless transactions significantly change the composition of companies and investments in either respective group which would require a more timely reevaluation of estimated time spent. Other general and administrative expenses will be charged directly to the groups whenever possible and are otherwise allocated based on estimated usage or some other reasonably

12


determined methodology. Amounts allocated from the Interactive Group to the Ventures Group were determined to be $5 million and $3 million for the three months ended September 30, 2013 and 2012, respectively, and $15 million and $5 million for the nine months ended September 30, 2013 and 2012, respectively. We note that stock compensation related to each tracking stock group is determined based on actual options outstanding for each respective tracking stock group.

While we believe that this allocation method is reasonable and fair to each group, we may elect to change the allocation methodology or percentages used to allocate general and administrative expenses in the future.
(6)
The Liberty Interactive common stock and the Liberty Ventures common stock have voting and conversion rights under our restated charter. Following is a summary of those rights. Holders of Series A common stock of each group is entitled to one vote per share, and holders of Series B common stock of each group are entitled to ten votes per share. Holders of Series C common stock of each group, if issued, are entitled to 1/100th of a vote per share in certain limited cases and will otherwise not be entitled to vote. In general, holders of Series A and Series B common stock will vote as a single class. In certain limited circumstances, the board may elect to seek the approval of the holders of only Series A and Series B Liberty Interactive common stock or the approval of the holders of only Series A and Series B Liberty Ventures common stock.

At the option of the holder, each share of Series B common stock will be convertible into one share of Series A common stock of the same group. At the discretion of our board, the common stock related to one group may be converted into common stock of the same series that is related to the other group.
(7)
The intergroup payable (receivable) is primarily attributable to an allocation of intergroup income taxes payable from the Interactive Group to the Ventures Group.


13