10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

_X_ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2016

OR

___ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 333-184551

Starz, LLC

(Exact Name of Registrant as Specified in Its Charter)

Delaware(State or other jurisdiction ofincorporation or organization) 20-8988475(I.R.S. EmployerIdentification No.)

8900 Liberty Circle Englewood, Colorado (Address of principal executive offices) 80112(Zip Code)

Registrant’s telephone number, including area code: (720) 852-7700

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes__X__ No____

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes __X__ No____

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ____ Accelerated filer ____ Non-accelerated filer __X_ Smaller reporting company ____

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ____ No _X__

No common stock is held by non-affiliates of the Registrant. The Registrant is a wholly-owned subsidiary of Starz, which holds all of the membership interests of the Registrant.

STARZ, LLC

FORM 10-Q

Table of Contents

	Part I	Page
Item 1.	Financial Statements
	Condensed Consolidated Balance Sheets as of March 31, 2016 and December 31, 2015 (Unaudited)	2
	Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2016 and 2015 (Unaudited)	3
	Condensed Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2016 and 2015 (Unaudited)	4
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2016 and 2015 (Unaudited)	5
	Condensed Consolidated Statement of Member’s Interest for the Three Months Ended March 31, 2016 (Unaudited)	6
	Notes to Condensed Consolidated Financial Statements (Unaudited)	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	30
Item 4.	Controls and Procedures	31
	Part II
Item 1.	Legal Proceedings	32
Item 6.	Exhibits	32

1

PART I

Item 1. Financial Statements

Starz, LLC and Subsidiaries

Condensed Consolidated Balance Sheets

(Unaudited)

(in millions)

	March 31, 2016		December 31, 2015
Assets
Current assets:
Cash and cash equivalents	$	9.8	$	10.7
Trade accounts receivable, net of allowances of $21.7 and $35.2	287.6		252.9
Program rights, net	379.8		316.1
Other current assets	67.1		90.1
Total current assets	744.3		669.8
Program rights	348.9		335.9
Investment in films and television programs, net	215.9		215.6
Property and equipment, net of accumulated depreciation of $137.4 and $134.5	87.0		89.2
Deferred income taxes	21.2		21.2
Goodwill	131.8		131.8
Other assets, net	106.4		100.7
Total assets	$	1,655.5	$	1,564.2
Liabilities and Member’s Interest
Current liabilities:
Current portion of debt (Note 2)	$	5.7	$	5.6
Trade accounts payable	10.0		8.0
Accrued liabilities (Notes 5 and 6)	275.0		267.7
Deferred revenue	11.5		10.3
Total current liabilities	302.2		291.6
Debt (Note 2)	1,114.4		1,032.2
Other liabilities (Note 5)	27.3		22.7
Total liabilities	1,443.9		1,346.5
Member’s interest	211.6		217.7
Commitments and contingencies (Note 5)
Total liabilities and member’s interest	$	1,655.5	$	1,564.2

See accompanying notes to condensed consolidated financial statements.

2

Starz, LLC and Subsidiaries

Condensed Consolidated Statements of Operations

(Unaudited)

(in millions)

	Three Months Ended March 31,
	2016			2015
Revenue:
Programming networks and other services	$	397.4		$	415.8
Home video net sales	34.5			34.9
Total revenue	431.9			450.7
Costs and expenses:
Programming (including amortization) (Notes 3 and 5)	150.7			146.0
Production and acquisition (including amortization)	58.1			56.6
Home video cost of sales	7.4			10.4
Operating (Note 3)	6.0			13.3
Selling, general and administrative (Note 3)	90.9			77.2
Depreciation and amortization	4.7			4.7
Total costs and expenses	317.8			308.2
Operating income	114.1			142.5
Other income (expense):
Interest expense, net of amounts capitalized (Note 2)	(11.9		)	(11.2		)
Other income (expense), net	0.4			(2.2		)
Income before income taxes	102.6			129.1
Income tax expense (Note 4)	(35.6		)	(43.0		)
Net income	67.0			86.1
Net income attributable to noncontrolling interest	—			(1.5		)
Net income attributable to member	$	67.0		$	84.6

See accompanying notes to condensed consolidated financial statements.

3

Starz, LLC and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)

(in millions)

	Three Months Ended March 31,
	2016		2015
Net income	$	67.0	$	86.1
Other comprehensive income, net of taxes -
Foreign currency translation adjustments from operations	—		0.7
Comprehensive income	67.0		86.8
Comprehensive income attributable to noncontrolling interest	—		(1.7		)
Comprehensive income attributable to member	$	67.0	$	85.1

See accompanying notes to condensed consolidated financial statements.

4

Starz, LLC and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(in millions)

	Three Months Ended March 31,
	2016			2015
Operating activities:
Net income	$	67.0		$	86.1
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	4.7			4.7
Amortization of program rights	138.5			136.9
Program rights payments	(126.9		)	(136.0		)
Amortization of investment in films and television programs	47.0			36.9
Investment in films and television programs	(96.2		)	(108.7		)
Stock compensation	8.3			8.3
Deferred income taxes	—			(6.8		)
Other non-operating and non-cash items	(10.0		)	(13.5		)
Changes in assets and liabilities:
Current and other assets	(4.6		)	(8.7		)
Payables and other liabilities	(22.4		)	(5.0		)
Net cash provided by (used in) operating activities	5.4			(5.8		)
Investing activities:
Purchases of property and equipment	(2.2		)	(2.2		)
Investment in and advances to equity investee	(4.0		)	—
Net cash used in investing activities	(6.2		)	(2.2		)
Financing activities:
Borrowings of debt	133.0			95.0
Payments of debt	(51.4		)	(81.3		)
Distributions to parent related to repurchases of common stock	(83.9		)	(13.0		)
Contributions from parent related to exercise of stock options	2.2			4.6
Minimum withholding of taxes related to stock compensation	(1.0		)	(5.2		)
Excess tax benefit from stock compensation	1.0			4.6
Net cash provided by (used in) financing activities	(0.1		)	4.7
Net decrease in cash and cash equivalents	(0.9		)	(3.3		)
Cash and cash equivalents:
Beginning of period	10.7			13.4
End of period	$	9.8		$	10.1

See accompanying notes to condensed consolidated financial statements.

5

Starz, LLC and Subsidiaries

Condensed Consolidated Statement of Member’s Interest

Three Months Ended March 31,2016

(Unaudited)

(in millions)

	Member’s Interest
Balance at December 31, 2015	$	217.7
Net income	67.0
Stock compensation	8.6
Contributions from parent related to exercise of stock options	2.2
Minimum withholding of taxes related to stock compensation	(1.0		)
Excess tax benefit from stock compensation	1.0
Distributions to parent related to repurchases of common stock	(83.9		)
Balance at March 31, 2016	$	211.6

See accompanying notes to condensed consolidated financial statements.

6

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

Note 1 - Basis of Presentation and Description of Business

Presentation

Starz, LLC provides premium subscription video programming to United States (“U.S.”) multichannel video programming distributors (“MVPDs”), including cable operators, satellite television providers and telecommunications companies, and online video providers (collectively, “Distributors”). Starz, LLC also develops, produces and acquires entertainment content and distributes this content to consumers in the U.S. and throughout the world. The accompanying condensed consolidated financial statements include the accounts of Starz, LLC and its majority-owned and controlled subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X as promulgated by the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results for such periods have been included. The results of operations for any interim period are not necessarily indicative of results for the full year. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in Starz, LLC’s Annual Report on Form 10-K for the year ended December 31, 2015.

Business

Starz, LLC’s business operations are conducted by its wholly-owned subsidiaries Starz Entertainment, LLC (“Starz Entertainment”), Starz Media Group, LLC (“Starz Media”) and certain other immaterial subsidiaries. In October 2015, Starz, LLC acquired the 25% interest in Starz Media formerly owned by The Weinstein Company LLC (“Weinstein”). In October 2015, Starz, LLC sold 100% of its wholly-owned subsidiary Film Roman LLC (“Film Roman”), which made up 100% of the Starz Animation operating segment. Following the sale of Film Roman, Starz manages its operations through its Starz Networks and Starz Distribution operating segments:

Starz Networks

Starz Networks’ flagship premium networks are STARZ and STARZ ENCORE. STARZ exhibits first-run hit movies and original series. STARZ ENCORE airs first-run movies, classic contemporary movies and original series. Starz Networks’ third network, MOVIEPLEX, offers a variety of art house, independent films and classic movie library content. STARZ and STARZ ENCORE, along with MOVIEPLEX, air across 17 linear networks complemented by on-demand and online services. Starz Networks’ premium networks are offered by Distributors to their subscribers either on a fixed monthly price as part of a programming tier or package or on an a la carte basis.

Starz Distribution

Starz Distribution includes the Anchor Bay Entertainment, Starz Digital and Starz Worldwide Distribution businesses.

Anchor Bay Entertainment

Anchor Bay Entertainment is the global home video sales arm of Starz and distributes DVDs (standard definition and Blu-ray™) under the ANCHOR BAY brand, in the U.S., Canada and other international territories to the extent it has home entertainment rights to such content in international territories. Anchor Bay Entertainment acquires and licenses various titles from third parties and also develops and produces certain of its content. Certain of the titles acquired by Anchor Bay Entertainment air on Starz Networks’ STARZ and STARZ ENCORE networks. Anchor Bay Entertainment also distributes Starz Networks’ original series and Weinstein’s titles. Each of these titles are sold to and distributed by regional

7

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

and national retailers and other companies, including Amazon, Best Buy, Ingram Entertainment, Netflix, Redbox, Target and Wal-Mart.

Starz Digital

Starz Digital is the global digital and on-demand licensing arm of Starz and distributes content on pay-per-view, video-on-demand, subscription video-on-demand (“SVOD”), ad-supported video-on-demand (“AVOD”), electronic sell-through and other digital formats for Starz’s owned content, including Starz Networks’ original series, Weinstein’s titles and content licensed from third-parties in the U.S. and throughout the world to the extent it has rights to such content in international territories. Certain of the titles acquired by Starz Digital air on Starz Networks’ STARZ and STARZ ENCORE networks. Starz Digital receives fees for its content from a wide array of partners ranging from traditional MVPDs to online and mobile distributors.

Starz Worldwide Distribution

Starz Worldwide Distribution is the global television licensing arm of Starz and distributes movies, television series, documentaries, children’s programming and other video content. Starz Worldwide Distribution exploits Starz’s owned content, including Starz Networks’ original series, and content for which it has licensed rights on free or pay television in the U.S. and throughout the world to the extent it has rights to such content in international territories. Starz Worldwide Distribution receives fees for its content primarily from various U.S. and international programming networks.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Starz, LLC considers amortization of program rights, the development of the remaining unrecognized revenue estimates (also known as “Ultimate Revenue”) associated with released films, the assessment of investment in films and television programs for impairment, valuation allowances associated with deferred income taxes and allowances for sales returns to be its most significant estimates. Actual results may differ from those estimates.

Note 2 - Debt

Debt consisted of the following (in millions):

	March 31, 2016			December 31, 2015
Credit Agreement (a)	$	391.0		$	308.0
Senior Notes, including premium of $1.8 and $1.9 (b)	676.8			676.9
Capital leases (c)	63.4			64.8
Debt issuance costs, net	(11.1		)	(11.9		)
Total debt	1,120.1			1,037.8
Less: current portion	(5.7		)	(5.6		)
	$	1,114.4		$	1,032.2

(a) On April 20, 2015, Starz, LLC entered into a credit agreement (“Credit Agreement”) that provides for $1,000.0 million in revolving loans with a $50.0 million sub-limit for stand-by letters of credit. Borrowings may be prepaid at any time and from time to time without penalty other than customary breakage costs. Any amounts prepaid may be reborrowed. The Credit Agreement is scheduled to mature on April 20, 2020. As of March 31, 2016, $609.0 million of borrowing capacity was available under the Credit Agreement.

Interest on each loan under the Credit Agreement is payable at either an alternate base rate or LIBOR at Starz, LLC’s election. Borrowings that are alternate base rate loans bear interest at a per annum rate equal to the alternate base rate plus a margin that varies between 0.50% and 1.25% depending on the consolidated leverage ratio of Starz, LLC, as defined in the Credit Agreement. The alternate base rate is the highest of (a) the Prime Rate, (b) the Federal Funds Effective Rate plus ½ of 1% or (c) LIBOR for a one-month interest period plus 1%. Borrowings that are LIBOR loans bear interest at a per annum rate equal to the applicable LIBOR plus a margin that varies between 1.50% and 2.25% depending on the consolidated leverage ratio of Starz, LLC. The Credit Agreement

8

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

requires Starz, LLC to pay a commitment fee on any unused portion. The commitment fee varies between 0.25% and 0.40%, depending on the consolidated leverage ratio of Starz, LLC.

As of March 31, 2016, the following borrowings and related LIBOR or alternate base rate interest rates were outstanding (dollars in millions):

LIBOR or alternate base rate period:	Interest Rate	Loan Amount
March 2016 to April 2016	2.1880%	$	133.0
March 2016 to April 2016	2.1821%	200.0
March 2016 and forward	4.2500%	58.0
		$	391.0

The Credit Agreement contains certain covenants that include restrictions on, among others, incurring additional debt, paying dividends, or making certain distributions, investments and other restricted payments, liens or guarantees. In addition, Starz, LLC must comply with certain financial covenants, including a consolidated leverage ratio, as defined in the Credit Agreement. As of March 31, 2016, Starz, LLC was in compliance with all covenants under the Credit Agreement.

(b) Starz, LLC and Starz Finance Corp., a wholly-owned subsidiary, co-issued $675.0 million aggregate principal amount of 5.0% senior notes due September 15, 2019 (“Senior Notes”). The Senior Notes bear interest at a rate of 5.0% payable semi-annually on September 15 and March 15 of each year and are guaranteed by Starz Entertainment.

The Senior Notes contain certain covenants that include restrictions on, among others, incurring additional debt, paying dividends, entering into liens and guarantees, or making certain distributions, investments and other restricted payments. As of March 31, 2016, Starz, LLC was in compliance with all covenants under the Senior Notes.

(c) On January 11, 2013, Starz, LLC entered into a commercial lease with a subsidiary of Starz, LLC’s related party, Liberty Media Corporation (“Liberty Media”), for its headquarters building. The term of the lease is ten years, with four successive five-year renewal periods at the option of Starz, LLC. Starz, LLC recorded a capital lease in connection with this lease agreement with an imputed annual interest rate of 6.4%.

Starz Entertainment has entered into capital lease agreements for its transponder capacity. The agreements expire during 2018 to 2021 and have imputed annual interest rates ranging from 5.5% to 7.0%.

At March 31, 2016, the fair value of the Senior Notes was $683.4 million and was based upon quoted prices in active markets. Starz, LLC believes the fair value of borrowings under the Credit Agreement approximate their carrying value as of March 31, 2016 due to their variable rate nature and Starz, LLC’s stable credit spread.

Interest costs of $0.9 million and $1.5 million have been capitalized as investment in films and television programs during the three months endedMarch 31, 2016 and 2015, respectively.

Note 3 – Stock Compensation

Pursuant to the Starz 2011 Incentive Plan, the compensation committee of the board of directors of Starz may grant eligible employees stock options, stock appreciation rights, restricted shares and restricted stock units.

Stock compensation expense, by expense category, consisted of the following (in millions):

	Three Months Ended March 31,
	2016		2015
Programming	$	0.7	$	0.6
Operating	0.1		0.1
Selling, general and administrative	7.5		7.6
	$	8.3	$	8.3

9

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

As of March 31, 2016, the total unrecognized compensation cost related to unvested stock options, restricted shares and restricted stock units was approximately $51.5 million. Such amount will be recognized in Starz, LLC’s condensed consolidated statements of operations over a weighted average period of approximately 2.46 years.

The number and weighted average exercise price (“WAEP”) of stock options to purchase Starz common stock were as follows:

	Options		WAEP
Outstanding at December 31, 2015	11,173,333		$	20.04
Granted	—		$	—
Exercised	(215,702	)	$	14.77
Forfeited	(193,689	)	$	27.74
Expired/canceled	—		$	—
Outstanding at March 31, 2016	10,763,942		$	20.00
Exercisable at March 31, 2016	6,573,718		$	16.77

At March 31, 2016, the weighted average remaining contractual term of outstanding options was 5.03 years and exercisable options was 4.40 years. At March 31, 2016, the aggregate intrinsic value of outstanding options and exercisable options was $81.8 million and $65.4 million, respectively. The aggregate intrinsic value of options exercised was $3.4 million and $19.0 million for the three months ended March 31, 2016 and 2015, respectively.

The number and weighted average grant-date fair value of restricted share grants were as follows:

	Restricted Shares		Weighted Average Grant-Date Fair Value
Outstanding at December 31, 2015	723,036		$	30.69
Granted	90,064		$	26.09
Vested	(45,051	)	$	19.15
Forfeited	(27,128	)	$	27.16
Outstanding at March 31, 2016	740,921		$	30.96

The grant-date fair value was based on the market value of the shares on the date of grant. The aggregate fair value of all restricted shares that vested during the three months ended March 31, 2016 and 2015 was $1.3 million and $1.7 million, respectively.

As of March 31, 2016, the number of performance based restricted stock units representing the threshold, target and maximum payout levels were 50,061 units, 100,122 units and 200,244 units, respectively (which are not reflected in the table above). During the three months ended March 31, 2016, 6,948 units, at the target payout level, were forfeited.

Note 4 - Income Taxes

The income tax provision for the three months endedMarch 31, 2016 and 2015 was calculated by estimating Starz, LLC’s annual effective tax rate and then applying the effective tax rate to income before income taxes for the period, plus or minus the tax effects of items that relate discretely to the period, if any. Our effective tax rate was 35% and 33% for the three months endedMarch 31, 2016 and 2015, respectively. For the three months endedMarch 31, 2016 and 2015, income tax expense differs from the amounts computed by applying the U.S. federal income tax rate of 35% primarily due to Internal Revenue Code Section 199, which allows U.S. taxpayers a deduction for qualified domestic production activities, which was partially offset by state and local taxes.     

Note 5 - Commitments and Contingencies

Programming Rights

Starz, LLC has an exclusive multi-year output licensing agreement for qualifying films that are released theatrically in the U.S. by Sony Pictures Entertainment Inc. (“Sony”) through 2021. The agreement provides Starz, LLC with exclusive

10

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

pay television rights to exhibit qualifying theatrically released films under the Sony, Columbia Pictures, Screen Gems, Sony Pictures Classics and TriStar labels. Theatrically released films produced by Sony Pictures Animation are not licensed to Starz, LLC under the Sony agreement. In addition, Starz, LLC had an exclusive licensing agreement for qualifying films that were released theatrically in the U.S. by The Walt Disney Company (“Disney”) through 2015, with initial license periods for those films extending into 2017. The agreement provided Starz, LLC with exclusive pay television rights to exhibit qualifying theatrically released films under the Disney, Touchstone, Pixar and Marvel labels. Theatrically released films produced by DreamWorks and released by Disney were not licensed to Starz, LLC under the Disney agreement. The programming fees to be paid to Sony and Disney are based on the quantity and domestic theatrical exhibition receipts of qualifying films. Starz, LLC has also entered into agreements with a number of other motion picture producers and is obligated to pay fees for the rights to exhibit certain films licensed from these producers.

The unpaid balance for program rights related to films that were available for exhibition at March 31, 2016 is reflected in accrued liabilities and in other liabilities in the accompanying condensed consolidated balance sheets. As of March 31, 2016, such liabilities aggregated approximately $132.7 million and are payable as follows: $104.1 million in 2016, $12.6 million in 2017, $5.0 million in 2018, $9.8 million in 2019, and $1.2 million in 2020.

The estimated amounts payable under programming license agreements related to films that are not available for exhibition until some future date, including the rights to exhibit films that have been released theatrically under the Sony and Disney agreements, which had not been accrued as of March 31, 2016, were as follows: $103.1 million in 2016; $118.4 million in 2017; $98.4 million in 2018; $83.9 million in 2019; $65.3 million in 2020 and $110.3 million thereafter.

Starz, LLC is also obligated to pay fees for films that have not yet been released in theaters by Sony. Starz, LLC is unable to estimate the amounts to be paid under the Sony agreement for films that have not yet been released, however, such amounts are expected to be significant.

Total amortization of program rights was $138.5 million and $136.9 million for the three months endedMarch 31, 2016 and 2015, respectively. These amounts are included in programming costs in the accompanying condensed consolidated statements of operations.

Legal Proceedings

On October 29, 2015, Keno Thomas, a former Starz Entertainment employee, filed a complaint in Los Angeles County Superior Court against Starz, Starz, LLC, Starz Entertainment (collectively, “Starz Parties”) and Liberty Media, and certain individual defendants. The plaintiff alleges that the Starz Parties and certain of the other defendants engaged in retaliation, wrongful termination of employment, failure to prevent retaliation and intentional infliction of emotional distress, all in connection with the plaintiff’s employment with Starz Entertainment. The plaintiff seeks compensatory, emotional distress and punitive damages, interest and an award of reasonable attorneys’ fees. On November 30, 2015, defendants removed this case to the United States District Court for the Central District of California. In February 2016, the parties stipulated to dismiss Starz and Starz, LLC without prejudice and to dismiss Liberty Media with prejudice. On February 29, 2016, the District Court dismissed one of the individual defendants without prejudice, dismissed certain claims for retaliation and for intentional infliction of emotional distress without prejudice and struck certain other allegations in the complaint, permitting the plaintiff to file an amended complaint with respect to the claims dismissed without prejudice. The plaintiff filed an amended complaint on March 30, 2016 with modified allegations of retaliation and intentional infliction of emotional distress. On April 13, 2016, the defendants moved to dismiss various causes of action in the amended complaint. Starz, LLC believes that it has substantial defenses to the claims asserted in the foregoing action, is defending the action vigorously, and does not believe that the resolution of the action will have a material adverse effect on its business, financial condition or results of operations.

On November 9, 2015, a purported class action was commenced in the U.S. District Court for the Central District of California by Pierre Bolduc, against Starz and certain individual defendants. The plaintiff purports to represent a class of persons who purchased shares of Starz common stock between August 1, 2014 and October 29, 2015. Citing allegations in the lawsuit filed by Keno Thomas, described above, the plaintiff alleges that the defendants violated applicable federal securities laws by making materially false and misleading statements and failing to disclose that: (a) Starz lacked adequate internal controls; (b) Starz, LLC’s contract with a certain Distributor was a result of illicit business practices; and (c) as a result, Starz’s public statements were materially false and misleading and lacked a reasonable basis. The complaint alleges that the price of shares of Starz’s common stock fell as a result of the Keno Thomas lawsuit. The plaintiff seeks damages, interest, reasonable attorneys’ fees and costs. On February 11, 2016, the District Court entered an Order appointing Lucille

11

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

Theroux as Lead Plaintiff and Approving Glancy Prongay & Murray LLP, as Counsel, and thereafter the Court formally changed the case name to Theroux v. Starz, et al. On March 28, 2016, pursuant to the parties’ stipulation, the District Court dismissed this action without prejudice.

In the normal course of business, Starz, LLC is subject to other lawsuits and other claims, including claims of alleged infringement of the trademarks, patents, copyrights and other intellectual property rights of third parties. While it is not possible to predict the outcome of these other matters, it is the opinion of management, based upon consultation with legal counsel, that the ultimate disposition of known proceedings will not have a material adverse impact on Starz, LLC’s business, financial condition or results of operations.

Note 6 – Other Information

Accrued Liabilities

Accrued liabilities consisted of the following (in millions):

	March 31, 2016		December 31, 2015
Program rights payable	$	107.7	$	67.8
Royalties, residuals and participations	79.8		82.4
Advertising and marketing	40.5		48.1
Payroll and related costs	18.5		29.2
Other	28.5		40.2
	$	275.0	$	267.7

Supplemental Disclosure of Cash Flow Information

Supplemental disclosure of cash flow information was as follows (in millions):

	Three Months Ended March 31,
	2016		2015
Cash paid for interest, net of amounts capitalized	$	19.7	$	19.0
Cash paid for income taxes	$	1.7	$	1.8

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (Topic 606). ASU 2014-09 replaces the majority of all U.S. GAAP guidance that currently exists on revenue recognition with a single model to be applied to all contracts with customers. The core principle of ASU 2014-09 is that “an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” For a public entity, ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period (i.e., January 1, 2018 for Starz, LLC). Early application is permitted, but not before annual periods beginning after December 15, 2016 (i.e., January 1, 2017 for Starz, LLC). An entity must apply ASU 2014-09 using either the full retrospective approach, by restating all years presented, or the cumulative effect at the date of adoption approach. Starz, LLC is currently assessing the impact that these changes will have on its consolidated financial statements, and therefore, is unable to quantify such impact or determine the method of adoption.

In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842): New Guidance on Accounting for Leases. ASU 2016-02 requires lessees to recognize a lease liability and a right-of-use asset for all leases. A lease liability is defined as a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis. A right-of-use asset is defined as an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. For a public entity, ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years (i.e., January 1, 2019 for Starz, LLC). Early adoption is permitted. Starz, LLC is currently assessing the impact that these changes will have on its consolidated financial statements, and therefore, is unable to quantify such impact.

12

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

In March 2016, the FASB issued ASU 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 simplifies the accounting for income taxes associated with share-based compensation by eliminating the requirement to classify the excess tax benefit as additional paid-in capital. For the three months ended March 31, 2016, Starz, LLC recognized $1.0 million of excess tax benefits in member’s interest. Under this new guidance, all tax effects (excess tax benefits and tax deficiencies) related to exercised or vested awards shall be recognized as income tax benefit or expense in the statement of operations in the reporting period as they occur, regardless of whether the tax effects reduce taxes payable in the reporting period. ASU 2016-09 also requires a reclassification of excess tax benefits on the statement of cash flows from a financing activity to an operating activity. The new guidance also establishes the requirement to classify cash paid by an entity to the taxing authorities when directly withholding shares for tax-withholding purposes as a financing activity, which is consistent with Starz, LLC’s current and historical presentation. For a public entity, ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years (i.e., January 1, 2017 for Starz, LLC). Early adoption is permitted for any interim or annual period. Starz, LLC is currently assessing the impact that these changes will have on its consolidated financial statements, and therefore, is unable to quantify such impact.

Note 7 – Information about Operating Segments

Starz, LLC evaluates performance and makes decisions about allocating resources to its operating segments based on financial measures such as Adjusted OIBDA. Adjusted OIBDA is defined as revenue less programming costs, production and acquisition costs, home video cost of sales, operating expenses and selling, general and administrative expenses, but excluding all stock compensation expense. Starz, LLC’s chief operating decision maker uses this measure of performance in conjunction with other measures to evaluate its operating segments’ performance and make decisions about allocating resources among its operating segments. Starz, LLC believes that Adjusted OIBDA is an important indicator of the operational strength and performance of its operating segments, including each operating segment’s ability to assist Starz, LLC in servicing its debt and to fund investments in films and television programs. In addition, this measure allows management to view operating results and perform analytical comparisons and benchmarking between operating segments and identify strategies to improve performance.

This measure of performance excludes stock compensation and depreciation and amortization that are included in the measurement of operating income pursuant to GAAP. The primary material limitations associated with the use of Adjusted OIBDA as compared to GAAP results are (i) it may not be comparable to similarly titled measures used by other companies in Starz, LLC’s industry, and (ii) it excludes financial information that some may consider important in evaluating Starz, LLC’s performance. Starz, LLC compensates for these limitations by providing a reconciliation of Adjusted OIBDA to GAAP results to enable investors to perform their own analysis of Starz, LLC’s operating results. Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, income before income taxes, net income, net cash provided by (used in) operating activities and other measures of financial performance prepared in accordance with GAAP.

The reconciliation of Adjusted OIBDA to income before income taxes was as follows (in millions):

	Three Months Ended March 31,
	2016			2015
Consolidated Adjusted OIBDA	$	127.1		$	155.5
Stock compensation	(8.3		)	(8.3		)
Depreciation and amortization	(4.7		)	(4.7		)
Interest expense, net of amounts capitalized	(11.9		)	(11.2		)
Other income (expense), net	0.4			(2.2		)
Income before income taxes	$	102.6		$	129.1

Starz, LLC’s reportable segments are strategic business units that offer different services. They are managed separately because each segment requires different technologies, content delivery methods and marketing strategies. Starz, LLC identifies its reportable segments as those operating segments that represent 10% or more of its consolidated annual revenue, annual Adjusted OIBDA or total assets. Starz Networks and Starz Distribution have been identified as reportable segments, however, as Starz, LLC had three operating segments, Starz Animation was also reported. As mentioned in Note 1, Starz, LLC sold 100% of its wholly-owned subsidiary Film Roman, which made up 100% of the Starz Animation operating segment, in October 2015. Starz, LLC generally accounts for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at current prices.

13

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

Performance Measures (in millions):

	Three Months Ended March 31,
	2016			2015
Revenue:
Starz Networks	$	339.9		$	334.0
Starz Distribution	92.7			109.7
Starz Animation	—			7.3
Inter-segment eliminations	(0.7		)	(0.3		)
	$	431.9		$	450.7
Adjusted OIBDA:
Starz Networks	$	116.8		$	129.7
Starz Distribution	10.6			26.4
Starz Animation	—			(0.6		)
Inter-segment eliminations	(0.3		)	—
	$	127.1		$	155.5

Other Information (in millions):

	Three Months Ended March 31,
	2016			2015
Cash paid for investment in films and television programs:
Starz Networks	$	81.1		$	69.1
Starz Distribution	15.1			39.6
Starz Animation	—			—
Inter-segment eliminations	—			—
	$	96.2		$	108.7
	March 31, 2016			December 31, 2015
Total assets:
Starz Networks	$	1,499.2		$	1,365.9
Starz Distribution	173.9			166.8
Starz Animation	—			—
Other unallocated assets (primarily cash, deferred taxes and other assets, including income taxes receivable and the commercial lease for Starz’s corporate headquarters facility)	78.3			109.7
Inter-segment eliminations	(95.9		)	(78.2		)
	$	1,655.5		$	1,564.2

Note 8 – Supplemental Guarantor Condensed Consolidating Financial Information

As discussed in Note 2, Starz, LLC and Starz Finance Corp. co-issued the Senior Notes which are fully and unconditionally guaranteed by Starz Entertainment. Starz Media and other immaterial subsidiaries of Starz, LLC (“Starz Media and Other Businesses”) are not guarantors of the Senior Notes.

14

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

The following tables set forth the consolidating financial information of Starz, LLC, which includes the financial information of Starz Entertainment, the guarantor:

Consolidating Balance Sheet Information – As of March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)					Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Assets
Current assets:
Cash and cash equivalents	$	6.6		$	0.4	$	2.8		$	—		$	9.8
Trade accounts receivable, net	229.1			—		58.5			—			287.6
Program rights, net	383.5			—		—			(3.7		)	379.8
Notes receivable from affiliates	89.6			—		—			(89.6		)	—
Other current assets	46.3			12.8		8.0			—			67.1
Total current assets	755.1			13.2		69.3			(93.3		)	744.3
Program rights	353.0			—		—			(4.1		)	348.9
Investment in films and television programs, net	190.0			—		25.9			—			215.9
Property and equipment, net	46.8			40.0		0.2			—			87.0
Deferred income taxes	(16.5		)	9.0		27.2			1.5			21.2
Goodwill	131.8			—		—			—			131.8
Other assets, net	39.0			—		67.4			—			106.4
Investment in consolidated subsidiaries	—			2,256.8		—			(2,256.8		)	—
Total assets	$	1,499.2		$	2,319.0	$	190.0		$	(2,352.7	)	$	1,655.5
Liabilities and Member’s Interest (Deficit)
Current liabilities:
Current portion of debt	$	5.1		$	0.6	$	—		$	—		$	5.7
Trade accounts payable	9.2			—		0.8			—			10.0
Accrued liabilities	201.8			6.7		68.8			(2.3		)	275.0
Notes payable due to affiliate	—			—		89.6			(89.6		)	—
Due to (from) affiliates	(1,019.6		)	1,001.0		18.6			—			—
Deferred revenue	—			—		13.7			(2.2		)	11.5
Total current liabilities	(803.5		)	1,008.3		191.5			(94.1		)	302.2
Debt	1,072.0			1,099.1		—			(1,056.7		)	1,114.4
Other liabilities	26.6			—		3.8			(3.1		)	27.3
Total liabilities	295.1			2,107.4		195.3			(1,153.9		)	1,443.9
Member’s interest (deficit)	1,204.1			211.6		(5.3		)	(1,198.8		)	211.6
Total liabilities and member’s interest (deficit)	$	1,499.2		$	2,319.0	$	190.0		$	(2,352.7	)	$	1,655.5

15

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

Consolidating Balance Sheet Information – As of December 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)					Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Assets
Current assets:
Cash and cash equivalents	$	5.5		$	0.5	$	4.7		$	—		$	10.7
Trade accounts receivable, net	212.4			—		40.5			—			252.9
Program rights, net	317.9			—		—			(1.8		)	316.1
Notes receivable from affiliates	72.1			—		—			(72.1		)	—
Other current assets	35.2			48.6		6.3			—			90.1
Total current assets	643.1			49.1		51.5			(73.9		)	669.8
Program rights	341.8			—		—			(5.9		)	335.9
Investment in films and television programs, net	173.6			—		42.0			—			215.6
Property and equipment, net	48.6			40.3		0.3			—			89.2
Deferred income taxes	(17.4		)	4.5		32.5			1.6			21.2
Goodwill	131.8			—		—			—			131.8
Other assets, net	44.4			—		56.3			—			100.7
Investment in consolidated subsidiaries	—			2,171.5		—			(2,171.5		)	—
Total assets	$	1,365.9		$	2,265.4	$	182.6		$	(2,249.7	)	$	1,564.2
Liabilities and Member’s Interest (Deficit)
Current liabilities:
Current portion of debt	$	5.0		$	0.6	$	—		$	—		$	5.6
Trade accounts payable	7.3			—		0.7			—			8.0
Accrued liabilities	176.8			16.8		84.8			(10.7		)	267.7
Notes payable due to affiliate	—			—		72.1			(72.1		)	—
Due to (from) affiliates	(1,028.9		)	1,014.7		14.2			—			—
Deferred revenue	—			—		10.7			(0.4		)	10.3
Total current liabilities	(839.8		)	1,032.1		182.5			(83.2		)	291.6
Debt	989.7			1,015.6		—			(973.1		)	1,032.2
Other liabilities	22.3			—		5.4			(5.0		)	22.7
Total liabilities	172.2			2,047.7		187.9			(1,061.3		)	1,346.5
Member’s interest (deficit)	1,193.7			217.7		(5.3		)	(1,188.4		)	217.7
Total liabilities and member’s interest (deficit)	$	1,365.9		$	2,265.4	$	182.6		$	(2,249.7	)	$	1,564.2

16

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

Consolidating Statement of Operations Information – For the Three Months Ended March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Revenue:
Programming networks and other services	$	363.8		$	—		$	39.1		$	(5.5	)	$	397.4
Home video net sales	1.6			—			33.2			(0.3		)	34.5
Total revenue	365.4			—			72.3			(5.8		)	431.9
Costs and expenses:
Programming (including amortization)	151.1			—			—			(0.4		)	150.7
Production and acquisition (including amortization)	14.9			—			43.2			—			58.1
Home video cost of sales	1.3			—			6.4			(0.3		)	7.4
Operating	10.6			—			0.2			(4.8		)	6.0
Selling, general and administrative	74.6			0.3			16.0			—			90.9
Depreciation and amortization	4.0			0.3			0.4			—			4.7
Total costs and expenses	256.5			0.6			66.2			(5.5		)	317.8
Operating income (loss)	108.9			(0.6		)	6.1			(0.3		)	114.1
Other income (expense):
Interest expense, net of amounts capitalized	(11.2		)	(12.4		)	—			11.7			(11.9		)
Interest income (expense), related party	1.6			—			(1.6		)	—			—
Other income (expense), net	3.2			—			(3.0		)	0.2			0.4
Income (loss) before income taxes and share of earnings of consolidated subsidiaries	102.5			(13.0		)	1.5			11.6			102.6
Income tax benefit (expense)	(36.0		)	6.7			(2.2		)	(4.1		)	(35.6		)
Share of earnings of consolidated subsidiaries, net of taxes	—			73.3			—			(73.3		)	—
Net income (loss)	$	66.5		$	67.0		$	(0.7	)	$	(65.8	)	$	67.0

17

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

Consolidating Statement of Comprehensive Income (Loss) Information – For the Three Months Ended March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)				Starz Media and Other Businesses (Non-Guarantors)
			Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Net income (loss)	$	66.5	$	67.0	$	(0.7	)	$	(65.8	)	$	67.0
Other comprehensive income, net of taxes	—		—		—			—			—
Comprehensive income (loss)	$	66.5	$	67.0	$	(0.7	)	$	(65.8	)	$	67.0

18

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

Consolidating Statement of Operations Information – For the Three Months Ended March 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Revenue:
Programming networks and other services	$	384.4		$	—		$	41.7		$	(10.3	)	$	415.8
Home video net sales	3.6			—			32.0			(0.7		)	34.9
Total revenue	388.0			—			73.7			(11.0		)	450.7
Costs and expenses:
Programming (including amortization)	146.3			—			—			(0.3		)	146.0
Production and acquisition (including amortization)	20.8			—			35.8			—			56.6
Home video cost of sales	2.7			—			8.4			(0.7		)	10.4
Operating	15.1			—			8.2			(10.0		)	13.3
Selling, general and administrative	60.6			1.9			14.7			—			77.2
Depreciation and amortization	3.9			0.4			0.4			—			4.7
Total costs and expenses	249.4			2.3			67.5			(11.0		)	308.2
Operating income (loss)	138.6			(2.3		)	6.2			—			142.5
Other income (expense):
Interest expense, net of amounts capitalized	(10.7		)	(12.3		)	—			11.8			(11.2		)
Interest income (expense), related party	1.7			—			(1.7		)	—			—
Other expense, net	(0.8		)	—			(1.7		)	0.3			(2.2		)
Income (loss) before income taxes and share of earnings of consolidated subsidiaries	128.8			(14.6		)	2.8			12.1			129.1
Income tax benefit (expense)	(43.7		)	5.1			(0.2		)	(4.2		)	(43.0		)
Share of earnings of consolidated subsidiaries, net of taxes	—			95.6			—			(95.6		)	—
Net income	85.1			86.1			2.6			(87.7		)	86.1
Net income attributable to noncontrolling interest	—			(1.5		)	—			—			(1.5		)
Net income attributable to member	$	85.1		$	84.6		$	2.6		$	(87.7	)	$	84.6

19

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

Consolidating Statement of Comprehensive Income Information – For the Three Months Ended March 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)					Starz Media and Other Businesses (Non-Guarantors)
			Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Net income	$	85.1	$	86.1		$	2.6	$	(87.7	)	$	86.1
Other comprehensive income, net of taxes:
Foreign currency translation adjustments	—		0.7			0.7		(0.7		)	0.7
Comprehensive income	85.1		86.8			3.3		(88.4		)	86.8
Comprehensive income attributable to noncontrolling interest	—		(1.7		)	—		—			(1.7		)
Comprehensive income attributable to member	$	85.1	$	85.1		$	3.3	$	(88.4	)	$	85.1

20

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

Consolidating Statement of Cash Flows’ Information – For the Three Months Ended March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Operating activities:
Net income (loss)	$	66.5		$	67.0		$	(0.7	)	$	(65.8	)	$	67.0
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	4.0			0.3			0.4			—			4.7
Amortization of program rights	139.0			—			—			(0.5		)	138.5
Program rights payments	(127.5		)	—			—			0.6			(126.9		)
Amortization of investment in films and television programs	16.0			—			31.0			—			47.0
Investment in films and television programs	(81.1		)	—			(15.1		)	—			(96.2		)
Stock compensation	7.5			0.3			0.5			—			8.3
Share of earnings of consolidated subsidiaries	—			(73.3		)	—			73.3			—
Deferred income taxes	(0.9		)	(4.5		)	5.4			—			—
Other non-operating and non-cash items	(0.7		)	0.7			(9.1		)	(0.9		)	(10.0		)
Changes in assets and liabilities:
Current and other assets	(22.7		)	31.8			(17.9		)	4.2			(4.6		)
Due to / from affiliates	8.1			(12.5		)	4.4			—			—
Payables and other liabilities	12.5			(9.8		)	(14.2		)	(10.9		)	(22.4		)
Net cash provided by (used in) operating activities	20.7			—			(15.3		)	—			5.4
Investing activities:
Purchases of property and equipment	(2.1		)	—			(0.1		)	—			(2.2		)
Investment in and advances to equity investee	—			—			(4.0		)	—			(4.0		)
Net cash used in investing activities	(2.1		)	—			(4.1		)	—			(6.2		)
Financing activities:
Borrowings of debt	—			133.0			—			—			133.0
Payments of debt	(1.2		)	(50.2		)	—			—			(51.4		)
Distributions to parent related to repurchases of common stock	—			(83.9		)	—			—			(83.9		)
Contributions from parent related to exercise of stock options	—			2.2			—			—			2.2
Borrowings under notes payable to affiliate	(17.5		)	—			17.5			—			—
Net advances to / from affiliate	1.2			(1.2		)	—			—			—
Minimum withholding of taxes related to stock compensation	(1.0		)	—			—			—			(1.0		)
Excess tax benefit from stock compensation	1.0			—			—			—			1.0
Net cash provided by (used in) financing activities	(17.5		)	(0.1		)	17.5			—			(0.1		)
Net increase (decrease) in cash and cash equivalents	1.1			(0.1		)	(1.9		)	—			(0.9		)
Cash and cash equivalents:
Beginning of period	5.5			0.5			4.7			—			10.7
End of period	$	6.6		$	0.4		$	2.8		$	—		$	9.8
Supplemental disclosure of cash flow information:
Cash paid for interest, net of amounts capitalized	$	(2.1	)	$	20.2		$	1.6		$	—		$	19.7
Cash paid for income taxes	$	—		$	1.7		$	—		$	—		$	1.7

21

Starz, LLC and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

March 31, 2016

Consolidating Statement of Cash Flows’ Information – For the Three Months Ended March 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Operating activities:
Net income	$	85.1		$	86.1		$	2.6		$	(87.7	)	$	86.1
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	3.9			0.4			0.4			—			4.7
Amortization of program rights	137.2			—			—			(0.3		)	136.9
Program rights payments	(136.0		)	—			—			—			(136.0		)
Amortization of investment in films and television programs	16.0			—			20.9			—			36.9
Investment in films and television programs	(69.1		)	—			(39.6		)	—			(108.7		)
Stock compensation	7.4			0.2			0.7			—			8.3
Share of earnings of consolidated subsidiaries	—			(95.6		)	—			95.6			—
Deferred income taxes	(6.8		)	(0.1		)	—			0.1			(6.8		)
Other non-operating and non-cash items	1.5			0.5			(15.0		)	(0.5		)	(13.5		)
Changes in assets and liabilities:
Current and other assets	7.8			29.0			(46.1		)	0.6			(8.7		)
Due to / from affiliates	19.4			(21.5		)	2.1			—			—
Payables and other liabilities	(2.6		)	1.2			4.2			(7.8		)	(5.0		)
Net cash provided by (used in) operating activities	63.8			0.2			(69.8		)	—			(5.8		)
Investing activities- purchase of property and equipment	(2.0		)	—			(0.2		)	—			(2.2		)
Financing activities:
Borrowings of debt	—			95.0			—			—			95.0
Payments of debt	(1.2		)	(80.1		)	—			—			(81.3		)
Distributions to parent related to repurchases of common stock	—			(13.0		)	—			—			(13.0		)
Contributions from parent related to exercise of stock options	—			4.6			—			—			4.6
Borrowings under notes payable to affiliate	(70.6		)	—			70.6			—			—
Net advances to / from affiliate	6.6			(6.6		)	—			—			—
Minimum withholding of taxes related to stock compensation	(3.7		)	—			(1.5		)	—			(5.2		)
Excess tax benefit from stock compensation	4.6			—			—			—			4.6
Net cash provided by (used in) financing activities	(64.3		)	(0.1		)	69.1			—			4.7
Net increase (decrease) in cash and cash equivalents	(2.5		)	0.1			(0.9		)	—			(3.3		)
Cash and cash equivalents:
Beginning of period	8.7			0.3			4.4			—			13.4
End of period	$	6.2		$	0.4		$	3.5		$	—		$	10.1
Supplemental disclosure of cash flow information:
Cash paid for interest, net of amounts capitalized	$	(2.2	)	$	20.0		$	1.2		$	—		$	19.0
Cash paid for income taxes	$	3.5		$	(1.9	)	$	0.2		$	—		$	1.8

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

This Quarterly Report on Form 10-Q includes statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements included in this Quarterly Report on Form 10-Q other than statements of historical fact or current fact are forward-looking statements that address activities, events or developments that we or our management expect, believe or anticipate will or may occur in the future. These statements represent our reasonable judgment on the future based on various factors and using numerous assumptions and are subject to known and unknown risks, uncertainties and other factors, many of which are beyond our control and could cause our actual results and financial position to differ materially from those contemplated by the statements. You can identify these statements by the fact that they do not relate strictly to historical or current facts. They use words such as “anticipate,” “estimate,” “project,” “forecast,” “plan,” “may,” “will,” “should,” “could,” “expect,” or the negative thereof, or other words of similar meaning. In particular, these include, but are not limited to, statements of our current views and estimates of future economic circumstances, industry conditions in domestic and international markets, and our future performance and financial results. These forward-looking statements are subject to a number of factors and uncertainties that could cause our actual results to differ materially from the anticipated results and expectations expressed in such forward-looking statements.

Among the factors that may cause actual results and experiences to differ from the anticipated results and expectations expressed in such forward-looking statements are the following:

• changes in the nature of key strategic relationships with Distributors and content providers and our ability to enter into, maintain and renew affiliation agreements with Distributors and programming output and library agreements with content providers on terms acceptable to us;

• business combinations involving Distributors or content providers;

• Distributor demand for our products and services, including the impact of higher rates paid by our Distributors to other programmers, and our ability to adapt to changes in demand;

• consumer demand for our products and services, including changes in demand resulting from participation in and effectiveness of cooperative marketing campaigns with our Distributors, and our ability to adapt to changes in demand;

• competitor responses to our products and services;

• the continued investment in, the cost of and our ability to acquire or produce desirable original programming;

• the cost of and our ability to acquire desirable theatrical movie content;

• disruption in the production of theatrical films or television programs due to catastrophic events, such as natural disasters, fire or weather, or work stoppages or strikes by unions representing writers, directors or actors;

• changes in distribution and viewing of television programming, including the expanded deployment of DVRs, video-on-demand, online based content delivery, Blu-ray^TM players, game consoles and mobile devices, and their impact on media content consumption;

• uncertainties inherent in the development and deployment of new business strategies;

• uncertainties associated with the development of products and services and market acceptance, including the development and provision of programming for new television and telecommunications technologies;

• our future financial performance, including availability, terms and deployment of capital;

• the ability of our suppliers and vendors to deliver products, equipment, software and services;

• the outcome of any pending or threatened litigation;

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• availability of qualified personnel and artistic talent;

• the regulatory and competitive environment of the industry in which we operate;

• changes in, or failure or inability to comply with, government regulations, including, without limitation, regulations of the Federal Communications Commission, and/or adverse outcomes from regulatory proceedings;

• changes in tax requirements, including tax rate changes, new tax laws and revised tax law interpretations;

• general economic and business conditions and industry trends;

• consumer spending levels;

• rapid technological changes;

• failure to protect digital information, including confidential and proprietary information about our distribution partners, viewers and employees, and copies of films, television programs and other content, subjecting us to potentially costly government enforcement actions, private litigation and reputational risks;

• market demand for our products and services internationally;

• fluctuation in foreign currency exchange rates; and

• threatened terrorist attacks or political unrest in domestic and international markets.

For a description of our risk factors, please see Part I, Item 1A. of our Annual Report on Form 10-K for the year ended December 31, 2015.

In addition, there may be other factors that could cause our actual results to be materially different from the results referenced in the forward-looking statements. Many of these factors will be important in determining our actual future results. Consequently, no forward-looking statement can be guaranteed. Our actual future results may vary materially from those expressed or implied in any forward-looking statements.

All forward-looking statements contained in this Quarterly Report on Form 10-Q are qualified in their entirety by this cautionary statement. We caution readers not to place undue reliance on any forward-looking statements, which speak only as of the date made. We undertake no obligation to publicly update any forward-looking statements whether as a result of new information, future events or otherwise.

The following discussion and analysis provides information concerning our results of operations and financial condition. This discussion should be read in conjunction with our accompanying condensed consolidated financial statements and the notes thereto and our Annual Report on Form 10-K for the year ended December 31, 2015.

OVERVIEW

Starz, LLC is a leading integrated global media and entertainment company. We provide premium subscription video programming in the U.S. to cable operators, satellite television providers, telecommunications companies and online video providers. We also develop, produce and acquire entertainment content and distribute this content to consumers in the U.S. and throughout the world. We are a wholly-owned subsidiary of Starz. Our business operations are conducted by our wholly-owned subsidiaries Starz Entertainment, Starz Media and certain other immaterial subsidiaries. In October 2015, we acquired the 25% interest in Starz Media formerly owned by Weinstein. In October 2015, we sold 100% of our wholly-owned subsidiary Film Roman, which made up 100% of our Starz Animation operating segment.

Our reportable segments are strategic business units that offer different services. They are managed separately because each segment requires different technologies, content delivery methods and marketing strategies. We identify our reportable segments as those operating segments that represent 10% or more of our consolidated annual revenue, annual Adjusted OIBDA or total assets. Following the sale of Film Roman, we manage our operations through our Starz Networks and Starz Distribution operating segments. Our integrated operating segments enable us to maintain control, and maximize

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the profitability of our original programming content and its marketing and distribution in the home entertainment and television ancillary markets. Our expanding original programming line-up also provides downstream revenue opportunities for the Starz Distribution operating segment to the extent we retain rights to exploit such programming in these ancillary markets both in the U.S. and around the world.

Revenue

The STARZ and STARZ ENCORE networks are the primary drivers of Starz Networks’ revenue. Our networks are distributed pursuant to affiliation agreements with Distributors. Programming revenue is recognized in the period during which programming is provided, either:

• based solely on the total number of subscribers who receive our networks multiplied by rates specified in the agreements (i.e., consignment), or

• based on amounts or rates which are not tied solely to the total number of subscribers who receive our networks (i.e., non-consignment). Examples of non-consignment agreements include fixed payment arrangements whereby a Distributor pays a fixed monthly payment (with annual escalators) regardless of the total number of subscribers who receive our networks. Additionally, Distributor payments may be calculated using the number of households subscribing to the Distributor’s basic service multiplied by rates specified in the agreement.

The agreements generally provide for annual contractual rate increases of a fixed percentage or a fixed amount, or rate increases tied to annual increases in the Consumer Price Index.

Starz Distribution earns revenue from its Anchor Bay Entertainment, Starz Digital and Starz Worldwide Distribution businesses through the sale of its content in the U.S. and throughout the world on DVDs, pay-per-view, video-on-demand, SVOD, AVOD, electronic sell-through, other digital formats and free and pay television. Revenue generated from the sale of DVDs is recognized, net of an allowance for estimated sales returns, on the later of the estimated receipt of the product by the customer or after any restrictions on sale lapse. At the time of the initial sale, we also record a provision, based on historical trends and practices, to reduce revenue for discounts and rebates provided to customers related to the sale of DVDs. Revenue from digital and television licensing is recognized when the film or program is complete in accordance with the terms of the arrangement and is available for exploitation by the licensee. The film or program is available for exploitation when it has been delivered or is available to the licensee and the license period has commenced. Starz Distribution’s content includes content we own and license, including Starz Networks’ original series, and for Anchor Bay Entertainment and Starz Digital, it also includes the Weinstein’s titles.

Starz Animation recognized revenue related to animation services provided to customers under contract generally based on the percentage that costs incurred-to-date bore to estimated total costs to complete utilizing the most recent information. Revenue recognized was proportional to the work performed-to-date under the contracts.

Costs and Expenses

Programming costs are Starz Networks’ largest expense. The cost of program rights for films and television programs (including original series) exhibited by Starz Networks is generally amortized on a title-by-title or episode-by-episode basis over the anticipated number of exhibitions. Starz Networks estimates the number of exhibitions based on the number of exhibitions allowed in the agreement and the expected usage of the content. Certain other program rights are amortized to expense on a straight-line basis over the respective lives of the agreements. Starz Networks generally has rights to two or three separate windows under its output agreements. For films with multiple windows, the license fee is allocated between the windows based upon the proportionate estimated fair value of each window with the majority of the cost allocated to the first window. Programming costs vary due to the number of airings and cost of our original series, the number of films licensed and the cost per film paid under our output and library programming agreements.

Production and acquisition costs are Starz Distribution’s largest expense and include amortization of our investment in films and television programs, participation and royalty costs and residuals. The portion of costs attributed to the pay television window for our original series is included in programming costs. All remaining production and acquisition costs for original series as well as our other films and television programs that we own or license (not including films licensed under our output and library programming agreements which are included in programming costs) are amortized to production and acquisition costs based on the proportion that current revenue bears to an estimate of Ultimate Revenue for each film or

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television program. The amount of production and acquisition costs that we will incur for original programming is impacted by both the number of and cost of the productions and the various distribution rights that we acquire or retain for these productions. Participation costs represent amounts paid or due to participants under agreements we have whereby Starz Distribution distributes content in which a participant (e.g., Weinstein, producers or writers of our original programming, etc.) has an ownership interest or shares in the profits from the distribution of the film or television program.

Home video cost of sales represents the direct costs related to the production and distribution of DVDs in our Starz Distribution segment. These costs include costs such as manufacturing, mastering, freight and distribution fees.

Operating expenses primarily includes Starz Networks’ operating costs (e.g., salaries, transponder expenses and maintenance and repairs) and non-DVD distribution expenses related to Starz Distribution. Prior to the sale of Film Roman, it included production costs related to animation services provided to customers under contract, which represented Starz Animation’s largest expense.

Selling, general and administrative expenses include our advertising and marketing costs and our general and administrative expenses. Advertising and marketing costs primarily include consumer marketing, distributor marketing support and other marketing costs. General and administrative expenses include salaries, stock compensation and other overhead costs.

RESULTS OF OPERATIONS - THREE MONTHS ENDEDMARCH 31, 2016 AND 2015

Our operating results were as follows (dollars in millions):

	Three Months Ended March 31,						$ Change			% Change
	2016			2015			‘16 vs ‘15			‘16 vs ‘15
Revenue:
Programming networks and other services	$	397.4		$	415.8		$	(18.4	)	(4	)%
Home video net sales	34.5			34.9			(0.4		)	(1	)%
Total revenue	431.9			450.7			(18.8		)	(4	)%
Costs and expenses:
Programming (including amortization)	150.7			146.0			4.7			3	%
Production and acquisition (including amortization)	58.1			56.6			1.5			3	%
Home video cost of sales	7.4			10.4			(3.0		)	(29	)%
Operating	6.0			13.3			(7.3		)	(55	)%
Selling, general and administrative	90.9			77.2			13.7			18	%
Depreciation and amortization	4.7			4.7			—			—	%
Total costs and expenses	317.8			308.2			9.6			3	%
Operating income	114.1			142.5			(28.4		)	(20	)%
Other income (expense):
Interest expense, net of amounts capitalized	(11.9		)	(11.2		)	(0.7		)	(6	)%
Other income (expense), net	0.4			(2.2		)	2.6			118	%
Income before income taxes	102.6			129.1			(26.5		)	(21	)%
Income tax expense	(35.6		)	(43.0		)	7.4			17	%
Net income	$	67.0		$	86.1		$	(19.1	)	(22	)%

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COMPARISON OF THREE MONTHS ENDEDMARCH 31, 2016 TO THREE MONTHS ENDEDMARCH 31, 2015

Revenue

Revenue by segment was as follows (dollars in millions):

	Three Months Ended March 31,						$ Change			% Change
	2016			2015			‘16 vs ‘15			‘16 vs ‘15
Revenue
Starz Networks	$	339.9		$	334.0		$	5.9		2	%
Starz Distribution	92.7			109.7			(17.0		)	(15	)%
Starz Animation	—			7.3			(7.3		)	(100	)%
Inter-segment eliminations	(0.7		)	(0.3		)	(0.4		)	(133	)%
	$	431.9		$	450.7		$	(18.8	)	(4	)%

Starz Networks’ revenue represented 79% and 74% of our total revenue for the three months endedMarch 31, 2016 and 2015, respectively.

The table below sets forth, for the periods presented, subscriptions to our STARZ and STARZ ENCORE networks (subscriptions in millions):

	As of March 31,		# Change		% Change
Period End Subscriptions:	2016	2015 (1)	‘16 vs ‘15		‘16 vs ‘15
STARZ	24.0	23.4	0.6		3	%
STARZ ENCORE	32.4	33.5	(1.1	)	(3	)%
	56.4	56.9	(0.5	)	(1	)%

___________________

(1)    The March 31, 2015 period end subscriptions have been adjusted for a reporting correction by one of our distributors. Such adjustment had no impact on our revenue.

Revenue from Starz Networks increased$5.9 million or 2% for the three months endedMarch 31, 2016 as compared to the corresponding prior year period. The increase in revenue was a result of a $10.7 million increase due to higher effective rates, partially offset by a $4.8 million decrease due to lower average subscriptions resulting from video household losses at certain distributors.

Revenue from Starz Distribution decreased$17.0 million or 15% for the three months endedMarch 31, 2016 as compared to the corresponding prior year period. This decrease was primarily due to a decrease in revenue from our original series. During the three months ended March 31, 2015, we licensed certain of our original series in the U.S., including “Spartacus” and “Magic City” to Netflix and “The White Queen” to Amazon. This decrease was partially offset by an increase in revenue from films distributed for Weinstein.

Programming

Programming costs increased$4.7 million or 3% for the three months endedMarch 31, 2016 as compared to the corresponding prior year period. The increase in programming costs was primarily due to a $3.8 million increase in original series amortization expense and a $3.0 million increase in other programming related costs, offset by a $2.1 million decrease in output and library film amortization expense.

We expect programming costs related to original programming to increase in the future. We are currently benefiting from a lower cost per film that we pay under our output agreements with Sony and Disney. This lower cost per film was the result of favorable negotiations during the most recent output agreement renewals. We expect to see continued savings in the 2016 and 2017 timeframe at which time the first window license period under our Disney output agreement ends. We plan to utilize these savings to fund a portion of the increase in our original programming to 80-90 episodes per year.

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Production and Acquisition

Production and acquisition costs increased$1.5 million or 3% for the three months endedMarch 31, 2016 as compared to the corresponding prior year period. The increase was primarily due to an increase in revenue from films distributed for Weinstein, which resulted in higher participation costs. This increase was partially offset by a decrease in revenue related to our original series, which resulted in lower amortization of our investment in films and television programs and participation costs.

Home Video Cost of Sales

Home video cost of sales decreased$3.0 million or 29% for the three months endedMarch 31, 2016 as compared to the corresponding prior year period. Home video cost of sales represented 21% and 30% of home video net sales for the three months endedMarch 31, 2016 and 2015, respectively. This decrease in costs as a percentage of sales was due to higher revenue from Weinstein titles. Under our agreement with Weinstein, DVD replication and packaging costs are paid for by Weinstein.

Operating

Operating expense decreased$7.3 million for the three months endedMarch 31, 2016 as compared to the corresponding prior year period. The decrease is primarily due to the sale of Film Roman in October 2015.

Selling, General and Administrative

Selling, general and administrative expenses were as follows (dollars in millions):

	Three Months Ended March 31,						$ Change			% Change
	2016			2015			‘16 vs ‘15			‘16 vs ‘15
Advertising and marketing:
Starz Networks	$	37.6		$	32.7		$	4.9		15	%
Starz Distribution	6.7			7.0			(0.3		)	(4	)%
Starz Animation	—			—			—			—	%
Inter-segment eliminations	—			—			—			—	%
Total advertising and marketing	44.3			39.7			4.6			12	%
General and administrative, excluding stock compensation:
Starz Networks	30.1			21.5			8.6			40	%
Starz Distribution	9.0			8.3			0.7			8	%
Starz Animation	—			0.1			(0.1		)	(100	)%
Inter-segment eliminations	—			—			—			—	%
General and administrative, excluding stock compensation	39.1			29.9			9.2			31	%
Stock compensation	7.5			7.6			(0.1		)	(1	)%
Total general and administrative	46.6			37.5			9.1			24	%
	$	90.9		$	77.2		$	13.7		18	%
General and administrative expense as a percentage of revenue	11		%	8		%

Starz Networks’ advertising and marketing costs increased primarily due to spend associated with “The Girlfriend Experience,” which premiered on April 10, 2016. The increase in Starz Networks’ general and administrative expenses was primarily due to an increase in litigation related costs and payroll costs.

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Adjusted OIBDA

Adjusted OIBDA by segment was as follows (dollars in millions):

	Three Months Ended March 31,						$ Change			% Change
	2016			2015			‘16 vs ‘15			‘16 vs ‘15
Adjusted OIBDA (1)
Starz Networks	$	116.8		$	129.7		$	(12.9	)	(10	)%
Starz Distribution	10.6			26.4			(15.8		)	(60	)%
Starz Animation	—			(0.6		)	0.6			100	%
Inter-segment eliminations	(0.3		)	—			(0.3		)	n/a
	$	127.1		$	155.5		$	(28.4	)	(18	)%

___________________

(1)    See Note 7 to the unaudited condensed consolidated financial statements included in this Form 10-Q for a discussion of Adjusted OIBDA, which also includes a reconciliation of Adjusted OIBDA to the GAAP measure income before income taxes.

Adjusted OIBDA for Starz Networks decreased $12.9 million for the three months endedMarch 31, 2016 as compared to the corresponding prior year period. Such decrease was a result of the increase in selling, general and administrative expenses and programming costs, partially offset by the increase in revenue. Adjusted OIBDA for Starz Distribution decreased $15.8 million primarily due to the decrease in revenue.

Other Income (Expense), Net

We recorded other income, net of $0.4 million for the three months endedMarch 31, 2016 as compared to other expense, net of $2.2 million for the three months endedMarch 31, 2015. The income for the three months endedMarch 31, 2016 was primarily comprised of foreign currency hedging and exchange gains, partially offset by our share of losses from our investment in Playco Holdings Limited (“Playco”), an equity investee in which we hold an approximate 40% ownership interest. The expense for the three months endedMarch 31, 2015 was primarily comprised of our share of losses from our investment in Playco.

Income Taxes

We had income before income taxes of $102.6 million and $129.1 million and income tax expense of $35.6 million and $43.0 million for the three months endedMarch 31, 2016 and 2015, respectively. Our effective tax rate was 35% and 33% for the three months endedMarch 31, 2016 and 2015, respectively. Our effective tax rate for the three months endedMarch 31, 2016 and 2015 was positively impacted by Internal Revenue Code Section 199, which allows U.S. taxpayers a deduction for qualified domestic production activities, and was partially offset by state and local taxes.  The deduction for qualified production activity is based on our level of domestic productions and other criteria and must be evaluated each year. Changes in our domestic production activities could impact our qualification for a deduction under Section 199 in the future.

MATERIAL CHANGES IN FINANCIAL CONDITION

As of March 31, 2016, our cash and cash equivalents totaled $9.8 million. Our cash and cash equivalents are, from time to time, invested in U.S. Treasury securities, other government securities or government guaranteed funds, AAA rated money market funds and other highly rated commercial paper.

Operating Activities

We generated $5.4 million of net cash provided by operating activities and generated $5.8 million of net cash used in operating activities for the three months endedMarch 31, 2016 and 2015, respectively. Our primary uses of cash are payments under our programming output and library agreements and production and acquisition costs for our original programming, home video and other content (i.e., investment in films and television programs), which are included as a reduction of (increase to) net cash provided by (used in) operating activities. Cash paid under our programming output and library agreements totaled $126.9 million and $136.0 million for the three months endedMarch 31, 2016 and 2015, respectively. Cash paid for original programming, home video and other content totaled $96.2 million and $108.7 million for the three months endedMarch 31, 2016 and 2015, respectively, and decreased primarily due to a decrease in payments to

29

Weinstein, partially offset by an increase related to original series in production. We plan to continue to increase our investments in original programming in future periods. A $14.3 million and a $34.6 million increase in our long term receivables from the licensing of certain of our original series to Netflix and Amazon negatively impacted our net cash provided by (used in) operating activities for the three months ended March 31, 2016 and 2015, respectively.

Investing Activities

During the three months endedMarch 31, 2016, we made advances to Playco totaling $4.0 million.

Financing Activities

During the three months endedMarch 31, 2016, we had net borrowings of debt of $81.6 million. We distributed $83.9 million of cash to Starz to buy back shares of its common stock, including fees, under its share repurchase program during the three months endedMarch 31, 2016 as compared to $13.0 million during the three months endedMarch 31, 2015. Starz had $394.4 million available under its share repurchase program as of March 31, 2016.

We are continually projecting anticipated cash requirements for our operating, investing and financing needs. Potential sources of liquidity include net cash provided by operating activities and borrowings under our Credit Agreement. Our expected uses of cash for investing and financing activities include capital expenditures, funding of Playco, debt repayments and distributions to Starz to buy back its common stock. Based on our current operating plans, we believe that net cash provided by operating activities, available borrowing capacity under our Credit Agreement, through its expiration on April 20, 2020, and access to debt and equity markets will be sufficient to fund our expected uses of cash for the foreseeable future. Net cash provided by operating activities and access to the capital markets can be impacted by factors outside of our control. Our Senior Notes are due on September 15, 2019. We plan to refinance these notes on terms acceptable to us prior to their due date. However, there can be no assurance that we will be able to refinance them on acceptable terms, if at all. As of March 31, 2016, $609.0 million of borrowing capacity was available under our Credit Agreement.

RECENT ACCOUNTING PRONOUNCEMENTS

The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (Topic 606) in May 2014, issued ASU 2016-02 Leases (Topic 842): New Guidance on Accounting for Leases in February 2016 and issued ASU 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting in March 2016. See Note 6 to the unaudited condensed consolidated financial statements included in this Form 10-Q for a discussion of the new accounting standards and the assessments of the potential impacts on Starz, LLC.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to market risk in the normal course of business due to our ongoing financial and operating activities. Market risk refers to the risk of loss arising from adverse changes in stock prices and interest rates. The risk of loss can be assessed from the perspective of adverse changes in fair values, cash flows and future earnings.

We are exposed to changes in interest rates as a result of borrowings used to fund our investing and financing activities. The nature and amount of our long-term and short-term debt are expected to vary as a result of future requirements, market conditions and other factors. We manage our exposure to interest rates by maintaining what we believe is an appropriate mix of fixed and variable rate debt and by entering into interest rate swap and collar arrangements when we deem appropriate.

As of March 31, 2016, our debt was comprised of the following amounts (in millions):

Variable rate debt		Fixed rate debt
Principal amount	Weighted avg. interest rate	Principal amount	Weighted avg. interest rate
$391.0	2.49%	$740.2	5.12%

A hypothetical 50 basis point change in interest rates prevailing at March 31, 2016 would either increase or decrease our annual interest expense on our variable rate debt by approximately $2.0 million. As shown above, the majority of our

30

outstanding debt at March 31, 2016 was fixed rate debt, however, at March 31, 2016, $609.0 million of borrowing capacity was available under our Credit Agreement, which is at variable rates.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

In accordance with Rules 13a-15 and 15d-15 under the Securities Exchange Act of 1934, as amended (“Exchange Act”), we carried out an evaluation, under the supervision and with the participation of management, including our chief executive officer and our principal financial and accounting officer (“Executives”), of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, the Executives concluded that our disclosure controls and procedures were effective as of March 31, 2016 to provide reasonable assurance that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

There has been no change in our internal control over financial reporting that occurred during the three months ended March 31, 2016 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II

Item 1. Legal Proceedings

On October 29, 2015, Keno Thomas, a former Starz Entertainment employee, filed a complaint in Los Angeles County Superior Court against Starz, Starz, LLC, Starz Entertainment (collectively, “Starz Parties”) and Liberty Media, and certain individual defendants. The plaintiff alleges that the Starz Parties and certain of the other defendants engaged in retaliation, wrongful termination of employment, failure to prevent retaliation and intentional infliction of emotional distress, all in connection with the plaintiff’s employment with Starz Entertainment. The plaintiff seeks compensatory, emotional distress and punitive damages, interest and an award of reasonable attorneys’ fees. On November 30, 2015, defendants removed this case to the United States District Court for the Central District of California. In February 2016, the parties stipulated to dismiss Starz and Starz, LLC without prejudice and to dismiss Liberty Media with prejudice. On February 29, 2016, the District Court dismissed one of the individual defendants without prejudice, dismissed certain claims for retaliation and for intentional infliction of emotional distress without prejudice and struck certain other allegations in the complaint, permitting the plaintiff to file an amended complaint with respect to the claims dismissed without prejudice. The plaintiff filed an amended complaint on March 30, 2016 with modified allegations of retaliation and intentional infliction of emotional distress. On April 13, 2016, the defendants moved to dismiss various causes of action in the amended complaint. Starz, LLC believes that it has substantial defenses to the claims asserted in the foregoing action, is defending the action vigorously, and does not believe that the resolution of the action will have a material adverse effect on its business, financial condition or results of operations.

On November 9, 2015, a purported class action was commenced in the U.S. District Court for the Central District of California by Pierre Bolduc, against Starz and certain individual defendants. The plaintiff purports to represent a class of persons who purchased shares of Starz common stock between August 1, 2014 and October 29, 2015. Citing allegations in the lawsuit filed by Keno Thomas, described above, the plaintiff alleges that the defendants violated applicable federal securities laws by making materially false and misleading statements and failing to disclose that: (a) Starz lacked adequate internal controls; (b) Starz, LLC’s contract with a certain Distributor was a result of illicit business practices; and (c) as a result, Starz’s public statements were materially false and misleading and lacked a reasonable basis. The complaint alleges that the price of shares of Starz’s common stock fell as a result of the Keno Thomas lawsuit. The plaintiff seeks damages, interest, reasonable attorneys’ fees and costs. On February 11, 2016, the District Court entered an Order appointing Lucille Theroux as Lead Plaintiff and Approving Glancy Prongay & Murray LLP, as Counsel, and thereafter the Court formally changed the case name to Theroux v. Starz, et al. On March 28, 2016, pursuant to the parties’ stipulation, the District Court dismissed this action without prejudice.

In the normal course of business, Starz, LLC is subject to other lawsuits and other claims, including claims of alleged infringement of the trademarks, patents, copyrights and other intellectual property rights of third parties. While it is not possible to predict the outcome of these other matters, it is the opinion of management, based upon consultation with legal counsel, that the ultimate disposition of known proceedings will not have a material adverse impact on Starz, LLC’s business, financial condition or results of operations.

Item 6. Exhibits

Listed below are the exhibits which are filed as part of this Report (according to the number assigned to them in Item 601 of Regulation S-K).

Exhibit No.		Description of Exhibit
31.1	Rule 13a-14(a)/15(d)-14(a) Certification*
31.2	Rule 13a-14(a)/15(d)-14(a) Certification*
32.1	Section 1350 Certifications**
101.INS	XBRL Instance Document*
101.SCH	XBRL Taxonomy Extension Schema Document*
101.CAL	XBRL Taxonomy Calculation Linkbase Document*
101.LAB	XBRL Taxonomy Label Linkbase Document*
101.PRE	XBRL Taxonomy Presentation Linkbase Document*
101.DEF	XBRL Taxonomy Definition Document*

______________________

* Filed herewith.

** Furnished herewith.

32

Signatures

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Starz, LLC
	By:	/s/ Christopher P. Albrecht
Date: April 28, 2016		Name:	Christopher P. Albrecht
		Title:	Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.

Signature		Title	Date
/s/ Christopher P. Albrecht
Christopher P. Albrecht		Chief Executive Officer (Principal Executive Officer)	April 28, 2016
/s/ Scott D. Macdonald
Scott D. Macdonald		Chief Financial Officer, Executive Vice President and Treasurer (Principal Financial Officer and Principal Accounting Officer)	April 28, 2016
Starz		Sole Member-Manager of the Registrant	April 28, 2016
By:	/s/ David Weil
	David Weil	Executive Vice President, General Counsel

33

Exhibit List

Exhibits. Listed below are the exhibits which are filed as a part of this Report (according to the number assigned to them in Item 601 of Regulation S-K):

Exhibit No.		Description of Exhibit
31.1	Rule 13a-14(a)/15(d)-14(a) Certification*
31.2	Rule 13a-14(a)/15(d)-14(a) Certification*
32.1	Section 1350 Certifications**
101.INS	XBRL Instance Document*
101.SCH	XBRL Taxonomy Extension Schema Document*
101.CAL	XBRL Taxonomy Calculation Linkbase Document*
101.LAB	XBRL Taxonomy Label Linkbase Document*
101.PRE	XBRL Taxonomy Presentation Linkbase Document*
101.DEF	XBRL Taxonomy Definition Document*

_____________________

* Filed herewith.

** Furnished herewith.

34

EX-31.1

EXHIBIT 31.1

CERTIFICATION

I, Christopher P. Albrecht, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Starz, LLC;

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this quarterly report based on such evaluation; and

d) disclosed in this quarterly report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: April 28, 2016

/s/ Christopher P. Albrecht

Christopher P. Albrecht

Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION

I, Scott D. Macdonald, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Starz, LLC;

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this quarterly report based on such evaluation; and

d) disclosed in this quarterly report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: April 28, 2016

/s/ Scott D. Macdonald

Scott D. Macdonald

Chief Financial Officer, Executive Vice President and Treasurer

EX-32.1

Exhibit 32.1

Certification

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code)

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), each of the undersigned officers of Starz, LLC, a Delaware limited liability company (the “Company”), does hereby certify, to such officer’s knowledge, that:

The Quarterly Report on Form 10-Q for the period ended March 31, 2016 (the “Form 10-Q”) of the Company fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

	By:	/s/ Christopher P. Albrecht
Date: April 28, 2016		Name:	Christopher P. Albrecht
		Title:	Chief Executive Officer (Principal Executive Officer)
	By:	/s/ Scott D. Macdonald
Date: April 28, 2016		Name:	Scott D. Macdonald
		Title:	Chief Financial Officer, Executive Vice President and Treasurer (Principal Financial Officer and Principal Accounting Officer)

The foregoing certification is being furnished solely pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code) and is not being filed as part of the Form 10-Q or as a separate disclosure document.

XML

Document and Entity Information	3 Months Ended
	Mar. 31, 2016 shares
Document and Entity Information [Abstract]
Entity Registrant Name	Starz, LLC
Entity Central Index Key	0001559270
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding	0
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2016
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q1

XML

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents	$ 9.8	$ 10.7
Trade accounts receivable, net of allowances of $21.7 and $35.2	287.6	252.9
Program rights, net	379.8	316.1
Other current assets	67.1	90.1
Total current assets	744.3	669.8
Noncurrent assets:
Program rights	348.9	335.9
Investment in films and television programs, net	215.9	215.6
Property and equipment, net of accumulated depreciation of $137.4 and $134.5	87.0	89.2
Deferred income taxes	21.2	21.2
Goodwill	131.8	131.8
Other assets, net	106.4	100.7
Total assets	1,655.5	1,564.2
Current liabilities:
Current portion of debt (Note 2)	5.7	5.6
Trade accounts payable	10.0	8.0
Accrued liabilities (Notes 5 and 6)	275.0	267.7
Deferred revenue	11.5	10.3
Total current liabilities	302.2	291.6
Noncurrent liabilities:
Debt (Note 2)	1,114.4	1,032.2
Other liabilities (Note 5)	27.3	22.7
Total liabilities	1,443.9	1,346.5
Member's Equity [Abstract]
Member’s interest	$ 211.6	$ 217.7
Commitments and contingencies (Note 5)
Total liabilities and member’s interest	$ 1,655.5	$ 1,564.2

XML

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Allowances for trade accounts receivable	$ 21.7	$ 35.2
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	$ 137.4	$ 134.5

XML

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Revenue:
Programming networks and other services	$ 397.4	$ 415.8
Home video net sales	34.5	34.9
Total revenue	431.9	450.7
Costs and expenses:
Programming (including amortization) (Notes 3 and 5)	150.7	146.0
Production and acquisition (including amortization)	58.1	56.6
Home video cost of sales	7.4	10.4
Operating (Note 3)	6.0	13.3
Selling, general and administrative (Note 3)	90.9	77.2
Depreciation and amortization	4.7	4.7
Total costs and expenses	317.8	308.2
Operating income	114.1	142.5
Other income (expense):
Interest expense, net of amounts capitalized (Note 2)	(11.9)	(11.2)
Other income (expense), net	0.4	(2.2)
Income before income taxes	102.6	129.1
Income tax expense (Note 4)	(35.6)	(43.0)
Net income	67.0	86.1
Net income attributable to noncontrolling interest	0.0	(1.5)
Net income attributable to member	$ 67.0	$ 84.6

XML

Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Statement of Comprehensive Income [Abstract]
Net income	$ 67.0	$ 86.1
Other comprehensive income, net of taxes -
Foreign currency translation adjustments from operations	0.0	0.7
Comprehensive income	67.0	86.8
Comprehensive income attributable to noncontrolling interest	0.0	(1.7)
Comprehensive income attributable to member	$ 67.0	$ 85.1

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Operating activities:
Net income	$ 67.0	$ 86.1
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	4.7	4.7
Amortization of program rights	138.5	136.9
Program rights payments	(126.9)	(136.0)
Amortization of investment in films and television programs	47.0	36.9
Investment in films and television programs	(96.2)	(108.7)
Stock compensation	8.3	8.3
Deferred income taxes	0.0	(6.8)
Other non-operating and non-cash items	(10.0)	(13.5)
Changes in assets and liabilities:
Current and other assets	(4.6)	(8.7)
Payables and other liabilities	(22.4)	(5.0)
Net cash provided by (used in) operating activities	5.4	(5.8)
Investing activities:
Purchases of property and equipment	(2.2)	(2.2)
Investment in and advances to equity investee	(4.0)	0.0
Net cash used in investing activities	(6.2)	(2.2)
Financing activities:
Borrowings of debt	133.0	95.0
Payments of debt	(51.4)	(81.3)
Distributions to parent related to repurchases of common stock	(83.9)	(13.0)
Contributions from parent related to exercise of stock options	2.2	4.6
Minimum withholding of taxes related to stock compensation	(1.0)	(5.2)
Excess tax benefit from stock compensation	1.0	4.6
Net cash provided by (used in) financing activities	(0.1)	4.7
Net decrease in cash and cash equivalents	(0.9)	(3.3)
Beginning of period	10.7	13.4
End of period	$ 9.8	$ 10.1

XML

Condensed Consolidated Statement of Equity of Members Interest and Noncontrolling Interests (Unaudited) - 3 months ended Mar. 31, 2016 - USD ($) $ in Millions	Total	Member’s Interest
Balance at Dec. 31, 2015		$ 217.7
Increase (Decrease) in Member's Interest and Noncontrolling Interests [Roll Forward]
Net income	$ 67.0	67.0
Stock compensation		8.6
Contributions from parent related to exercise of stock options		2.2
Minimum withholding of taxes related to stock compensation		(1.0)
Excess tax benefits related to stock compensation	$ 1.0	1.0
Distributions to parent related to repurchases of common stock		(83.9)
Balance at Mar. 31, 2016		$ 211.6

XML

Basis of Presentation and Description of Business

3 Months Ended

Mar. 31, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation and Description of Business

Basis of Presentation and Description of Business

Presentation

Starz, LLC provides premium subscription video programming to United States (“U.S.”) multichannel video programming distributors (“MVPDs”), including cable operators, satellite television providers and telecommunications companies, and online video providers (collectively, “Distributors”). Starz, LLC also develops, produces and acquires entertainment content and distributes this content to consumers in the U.S. and throughout the world. The accompanying condensed consolidated financial statements include the accounts of Starz, LLC and its majority-owned and controlled subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X as promulgated by the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results for such periods have been included. The results of operations for any interim period are not necessarily indicative of results for the full year. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in Starz, LLC’s Annual Report on Form 10-K for the year ended December 31, 2015.

Business

Starz, LLC’s business operations are conducted by its wholly-owned subsidiaries Starz Entertainment, LLC (“Starz Entertainment”), Starz Media Group, LLC (“Starz Media”) and certain other immaterial subsidiaries. In October 2015, Starz, LLC acquired the 25% interest in Starz Media formerly owned by The Weinstein Company LLC (“Weinstein”). In October 2015, Starz, LLC sold 100% of its wholly-owned subsidiary Film Roman LLC (“Film Roman”), which made up 100% of the Starz Animation operating segment. Following the sale of Film Roman, Starz manages its operations through its Starz Networks and Starz Distribution operating segments:

Starz Networks

Starz Networks’ flagship premium networks are STARZ and STARZ ENCORE. STARZ exhibits first-run hit movies and original series. STARZ ENCORE airs first-run movies, classic contemporary movies and original series. Starz Networks’ third network, MOVIEPLEX, offers a variety of art house, independent films and classic movie library content. STARZ and STARZ ENCORE, along with MOVIEPLEX, air across 17 linear networks complemented by on-demand and online services. Starz Networks’ premium networks are offered by Distributors to their subscribers either on a fixed monthly price as part of a programming tier or package or on an a la carte basis.

Starz Distribution

Starz Distribution includes the Anchor Bay Entertainment, Starz Digital and Starz Worldwide Distribution businesses.

Anchor Bay Entertainment

Anchor Bay Entertainment is the global home video sales arm of Starz and distributes DVDs (standard definition and Blu-ray™) under the ANCHOR BAY brand, in the U.S., Canada and other international territories to the extent it has home entertainment rights to such content in international territories. Anchor Bay Entertainment acquires and licenses various titles from third parties and also develops and produces certain of its content. Certain of the titles acquired by Anchor Bay Entertainment air on Starz Networks’ STARZ and STARZ ENCORE networks. Anchor Bay Entertainment also distributes Starz Networks’ original series and Weinstein’s titles. Each of these titles are sold to and distributed by regional and national retailers and other companies, including Amazon, Best Buy, Ingram Entertainment, Netflix, Redbox, Target and Wal-Mart.

Starz Digital

Starz Digital is the global digital and on-demand licensing arm of Starz and distributes content on pay-per-view, video-on-demand, subscription video-on-demand (“SVOD”), ad-supported video-on-demand (“AVOD”), electronic sell-through and other digital formats for Starz’s owned content, including Starz Networks’ original series, Weinstein’s titles and content licensed from third-parties in the U.S. and throughout the world to the extent it has rights to such content in international territories. Certain of the titles acquired by Starz Digital air on Starz Networks’ STARZ and STARZ ENCORE networks. Starz Digital receives fees for its content from a wide array of partners ranging from traditional MVPDs to online and mobile distributors.

Starz Worldwide Distribution

Starz Worldwide Distribution is the global television licensing arm of Starz and distributes movies, television series, documentaries, children’s programming and other video content. Starz Worldwide Distribution exploits Starz’s owned content, including Starz Networks’ original series, and content for which it has licensed rights on free or pay television in the U.S. and throughout the world to the extent it has rights to such content in international territories. Starz Worldwide Distribution receives fees for its content primarily from various U.S. and international programming networks.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Starz, LLC considers amortization of program rights, the development of the remaining unrecognized revenue estimates (also known as “Ultimate Revenue”) associated with released films, the assessment of investment in films and television programs for impairment, valuation allowances associated with deferred income taxes and allowances for sales returns to be its most significant estimates. Actual results may differ from those estimates.

XML

Debt

3 Months Ended

Mar. 31, 2016

Debt Disclosure [Abstract]

Debt

Debt

Debt consisted of the following (in millions):

	March 31, 2016			December 31, 2015
Credit Agreement (a)	$	391.0		$	308.0
Senior Notes, including premium of $1.8 and $1.9 (b)	676.8			676.9
Capital leases (c)	63.4			64.8
Debt issuance costs, net	(11.1		)	(11.9		)
Total debt	1,120.1			1,037.8
Less: current portion	(5.7		)	(5.6		)
	$	1,114.4		$	1,032.2

(a) On April 20, 2015, Starz, LLC entered into a credit agreement (“Credit Agreement”) that provides for $1,000.0 million in revolving loans with a $50.0 million sub-limit for stand-by letters of credit. Borrowings may be prepaid at any time and from time to time without penalty other than customary breakage costs. Any amounts prepaid may be reborrowed. The Credit Agreement is scheduled to mature on April 20, 2020. As of March 31, 2016, $609.0 million of borrowing capacity was available under the Credit Agreement.

Interest on each loan under the Credit Agreement is payable at either an alternate base rate or LIBOR at Starz, LLC’s election. Borrowings that are alternate base rate loans bear interest at a per annum rate equal to the alternate base rate plus a margin that varies between 0.50% and 1.25% depending on the consolidated leverage ratio of Starz, LLC, as defined in the Credit Agreement. The alternate base rate is the highest of (a) the Prime Rate, (b) the Federal Funds Effective Rate plus ½ of 1% or (c) LIBOR for a one-month interest period plus 1%. Borrowings that are LIBOR loans bear interest at a per annum rate equal to the applicable LIBOR plus a margin that varies between 1.50% and 2.25% depending on the consolidated leverage ratio of Starz, LLC. The Credit Agreement requires Starz, LLC to pay a commitment fee on any unused portion. The commitment fee varies between 0.25% and 0.40%, depending on the consolidated leverage ratio of Starz, LLC.

As of March 31, 2016, the following borrowings and related LIBOR or alternate base rate interest rates were outstanding (dollars in millions):

LIBOR or alternate base rate period:	Interest Rate	Loan Amount
March 2016 to April 2016	2.1880%	$	133.0
March 2016 to April 2016	2.1821%	200.0
March 2016 and forward	4.2500%	58.0
		$	391.0

The Credit Agreement contains certain covenants that include restrictions on, among others, incurring additional debt, paying dividends, or making certain distributions, investments and other restricted payments, liens or guarantees. In addition, Starz, LLC must comply with certain financial covenants, including a consolidated leverage ratio, as defined in the Credit Agreement. As of March 31, 2016, Starz, LLC was in compliance with all covenants under the Credit Agreement.

(b) Starz, LLC and Starz Finance Corp., a wholly-owned subsidiary, co-issued $675.0 million aggregate principal amount of 5.0% senior notes due September 15, 2019 (“Senior Notes”). The Senior Notes bear interest at a rate of 5.0% payable semi-annually on September 15 and March 15 of each year and are guaranteed by Starz Entertainment.

The Senior Notes contain certain covenants that include restrictions on, among others, incurring additional debt, paying dividends, entering into liens and guarantees, or making certain distributions, investments and other restricted payments. As of March 31, 2016, Starz, LLC was in compliance with all covenants under the Senior Notes.

(c) On January 11, 2013, Starz, LLC entered into a commercial lease with a subsidiary of Starz, LLC’s related party, Liberty Media Corporation (“Liberty Media”), for its headquarters building. The term of the lease is ten years, with four successive five-year renewal periods at the option of Starz, LLC. Starz, LLC recorded a capital lease in connection with this lease agreement with an imputed annual interest rate of 6.4%.

Starz Entertainment has entered into capital lease agreements for its transponder capacity. The agreements expire during 2018 to 2021 and have imputed annual interest rates ranging from 5.5% to 7.0%.

At March 31, 2016, the fair value of the Senior Notes was $683.4 million and was based upon quoted prices in active markets. Starz, LLC believes the fair value of borrowings under the Credit Agreement approximate their carrying value as of March 31, 2016 due to their variable rate nature and Starz, LLC’s stable credit spread.

Interest costs of $0.9 million and $1.5 million have been capitalized as investment in films and television programs during the three months endedMarch 31, 2016 and 2015, respectively.

XML

Stock Compensation

3 Months Ended

Mar. 31, 2016

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock Compensation

Stock Compensation

Pursuant to the Starz 2011 Incentive Plan, the compensation committee of the board of directors of Starz may grant eligible employees stock options, stock appreciation rights, restricted shares and restricted stock units.

Stock compensation expense, by expense category, consisted of the following (in millions):

	Three Months Ended March 31,
	2016		2015
Programming	$	0.7	$	0.6
Operating	0.1		0.1
Selling, general and administrative	7.5		7.6
	$	8.3	$	8.3

As of March 31, 2016, the total unrecognized compensation cost related to unvested stock options, restricted shares and restricted stock units was approximately $51.5 million. Such amount will be recognized in Starz, LLC’s condensed consolidated statements of operations over a weighted average period of approximately 2.46 years.

The number and weighted average exercise price (“WAEP”) of stock options to purchase Starz common stock were as follows:

	Options		WAEP
Outstanding at December 31, 2015	11,173,333		$	20.04
Granted	—		$	—
Exercised	(215,702	)	$	14.77
Forfeited	(193,689	)	$	27.74
Expired/canceled	—		$	—
Outstanding at March 31, 2016	10,763,942		$	20.00
Exercisable at March 31, 2016	6,573,718		$	16.77

At March 31, 2016, the weighted average remaining contractual term of outstanding options was 5.03 years and exercisable options was 4.40 years. At March 31, 2016, the aggregate intrinsic value of outstanding options and exercisable options was $81.8 million and $65.4 million, respectively. The aggregate intrinsic value of options exercised was $3.4 million and $19.0 million for the three months ended March 31, 2016 and 2015, respectively.

The number and weighted average grant-date fair value of restricted share grants were as follows:

	Restricted Shares		Weighted Average Grant-Date Fair Value
Outstanding at December 31, 2015	723,036		$	30.69
Granted	90,064		$	26.09
Vested	(45,051	)	$	19.15
Forfeited	(27,128	)	$	27.16
Outstanding at March 31, 2016	740,921		$	30.96

The grant-date fair value was based on the market value of the shares on the date of grant. The aggregate fair value of all restricted shares that vested during the three months ended March 31, 2016 and 2015 was $1.3 million and $1.7 million, respectively.

As of March 31, 2016, the number of performance based restricted stock units representing the threshold, target and maximum payout levels were 50,061 units, 100,122 units and 200,244 units, respectively (which are not reflected in the table above). During the three months ended March 31, 2016, 6,948 units, at the target payout level, were forfeited.

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Income Taxes

3 Months Ended

Mar. 31, 2016

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

The income tax provision for the three months endedMarch 31, 2016 and 2015 was calculated by estimating Starz, LLC’s annual effective tax rate and then applying the effective tax rate to income before income taxes for the period, plus or minus the tax effects of items that relate discretely to the period, if any. Our effective tax rate was 35% and 33% for the three months endedMarch 31, 2016 and 2015, respectively. For the three months endedMarch 31, 2016 and 2015, income tax expense differs from the amounts computed by applying the U.S. federal income tax rate of 35% primarily due to Internal Revenue Code Section 199, which allows U.S. taxpayers a deduction for qualified domestic production activities, which was partially offset by state and local taxes.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2016

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Programming Rights

Starz, LLC has an exclusive multi-year output licensing agreement for qualifying films that are released theatrically in the U.S. by Sony Pictures Entertainment Inc. (“Sony”) through 2021. The agreement provides Starz, LLC with exclusive pay television rights to exhibit qualifying theatrically released films under the Sony, Columbia Pictures, Screen Gems, Sony Pictures Classics and TriStar labels. Theatrically released films produced by Sony Pictures Animation are not licensed to Starz, LLC under the Sony agreement. In addition, Starz, LLC had an exclusive licensing agreement for qualifying films that were released theatrically in the U.S. by The Walt Disney Company (“Disney”) through 2015, with initial license periods for those films extending into 2017. The agreement provided Starz, LLC with exclusive pay television rights to exhibit qualifying theatrically released films under the Disney, Touchstone, Pixar and Marvel labels. Theatrically released films produced by DreamWorks and released by Disney were not licensed to Starz, LLC under the Disney agreement. The programming fees to be paid to Sony and Disney are based on the quantity and domestic theatrical exhibition receipts of qualifying films. Starz, LLC has also entered into agreements with a number of other motion picture producers and is obligated to pay fees for the rights to exhibit certain films licensed from these producers.

The unpaid balance for program rights related to films that were available for exhibition at March 31, 2016 is reflected in accrued liabilities and in other liabilities in the accompanying condensed consolidated balance sheets. As of March 31, 2016, such liabilities aggregated approximately $132.7 million and are payable as follows: $104.1 million in 2016, $12.6 million in 2017, $5.0 million in 2018, $9.8 million in 2019, and $1.2 million in 2020.

The estimated amounts payable under programming license agreements related to films that are not available for exhibition until some future date, including the rights to exhibit films that have been released theatrically under the Sony and Disney agreements, which had not been accrued as of March 31, 2016, were as follows: $103.1 million in 2016; $118.4 million in 2017; $98.4 million in 2018; $83.9 million in 2019; $65.3 million in 2020 and $110.3 million thereafter.

Starz, LLC is also obligated to pay fees for films that have not yet been released in theaters by Sony. Starz, LLC is unable to estimate the amounts to be paid under the Sony agreement for films that have not yet been released, however, such amounts are expected to be significant.

Total amortization of program rights was $138.5 million and $136.9 million for the three months endedMarch 31, 2016 and 2015, respectively. These amounts are included in programming costs in the accompanying condensed consolidated statements of operations.

Legal Proceedings

On October 29, 2015, Keno Thomas, a former Starz Entertainment employee, filed a complaint in Los Angeles County Superior Court against Starz, Starz, LLC, Starz Entertainment (collectively, “Starz Parties”) and Liberty Media, and certain individual defendants. The plaintiff alleges that the Starz Parties and certain of the other defendants engaged in retaliation, wrongful termination of employment, failure to prevent retaliation and intentional infliction of emotional distress, all in connection with the plaintiff’s employment with Starz Entertainment. The plaintiff seeks compensatory, emotional distress and punitive damages, interest and an award of reasonable attorneys’ fees. On November 30, 2015, defendants removed this case to the United States District Court for the Central District of California. In February 2016, the parties stipulated to dismiss Starz and Starz, LLC without prejudice and to dismiss Liberty Media with prejudice. On February 29, 2016, the District Court dismissed one of the individual defendants without prejudice, dismissed certain claims for retaliation and for intentional infliction of emotional distress without prejudice and struck certain other allegations in the complaint, permitting the plaintiff to file an amended complaint with respect to the claims dismissed without prejudice. The plaintiff filed an amended complaint on March 30, 2016 with modified allegations of retaliation and intentional infliction of emotional distress. On April 13, 2016, the defendants moved to dismiss various causes of action in the amended complaint. Starz, LLC believes that it has substantial defenses to the claims asserted in the foregoing action, is defending the action vigorously, and does not believe that the resolution of the action will have a material adverse effect on its business, financial condition or results of operations.

On November 9, 2015, a purported class action was commenced in the U.S. District Court for the Central District of California by Pierre Bolduc, against Starz and certain individual defendants. The plaintiff purports to represent a class of persons who purchased shares of Starz common stock between August 1, 2014 and October 29, 2015. Citing allegations in the lawsuit filed by Keno Thomas, described above, the plaintiff alleges that the defendants violated applicable federal securities laws by making materially false and misleading statements and failing to disclose that: (a) Starz lacked adequate internal controls; (b) Starz, LLC’s contract with a certain Distributor was a result of illicit business practices; and (c) as a result, Starz’s public statements were materially false and misleading and lacked a reasonable basis. The complaint alleges that the price of shares of Starz’s common stock fell as a result of the Keno Thomas lawsuit. The plaintiff seeks damages, interest, reasonable attorneys’ fees and costs. On February 11, 2016, the District Court entered an Order appointing Lucille Theroux as Lead Plaintiff and Approving Glancy Prongay & Murray LLP, as Counsel, and thereafter the Court formally changed the case name to Theroux v. Starz, et al. On March 28, 2016, pursuant to the parties’ stipulation, the District Court dismissed this action without prejudice.

In the normal course of business, Starz, LLC is subject to other lawsuits and other claims, including claims of alleged infringement of the trademarks, patents, copyrights and other intellectual property rights of third parties. While it is not possible to predict the outcome of these other matters, it is the opinion of management, based upon consultation with legal counsel, that the ultimate disposition of known proceedings will not have a material adverse impact on Starz, LLC’s business, financial condition or results of operations.

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Other Information

3 Months Ended

Mar. 31, 2016

Other Information [Abstract]

Other Information

Other Information

Accrued Liabilities

Accrued liabilities consisted of the following (in millions):

	March 31, 2016		December 31, 2015
Program rights payable	$	107.7	$	67.8
Royalties, residuals and participations	79.8		82.4
Advertising and marketing	40.5		48.1
Payroll and related costs	18.5		29.2
Other	28.5		40.2
	$	275.0	$	267.7

Supplemental Disclosure of Cash Flow Information

Supplemental disclosure of cash flow information was as follows (in millions):

	Three Months Ended March 31,
	2016		2015
Cash paid for interest, net of amounts capitalized	$	19.7	$	19.0
Cash paid for income taxes	$	1.7	$	1.8

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (Topic 606). ASU 2014-09 replaces the majority of all U.S. GAAP guidance that currently exists on revenue recognition with a single model to be applied to all contracts with customers. The core principle of ASU 2014-09 is that “an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” For a public entity, ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period (i.e., January 1, 2018 for Starz, LLC). Early application is permitted, but not before annual periods beginning after December 15, 2016 (i.e., January 1, 2017 for Starz, LLC). An entity must apply ASU 2014-09 using either the full retrospective approach, by restating all years presented, or the cumulative effect at the date of adoption approach. Starz, LLC is currently assessing the impact that these changes will have on its consolidated financial statements, and therefore, is unable to quantify such impact or determine the method of adoption.

In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842): New Guidance on Accounting for Leases. ASU 2016-02 requires lessees to recognize a lease liability and a right-of-use asset for all leases. A lease liability is defined as a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis. A right-of-use asset is defined as an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. For a public entity, ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years (i.e., January 1, 2019 for Starz, LLC). Early adoption is permitted. Starz, LLC is currently assessing the impact that these changes will have on its consolidated financial statements, and therefore, is unable to quantify such impact.

In March 2016, the FASB issued ASU 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 simplifies the accounting for income taxes associated with share-based compensation by eliminating the requirement to classify the excess tax benefit as additional paid-in capital. For the three months ended March 31, 2016, Starz, LLC recognized $1.0 million of excess tax benefits in member’s interest. Under this new guidance, all tax effects (excess tax benefits and tax deficiencies) related to exercised or vested awards shall be recognized as income tax benefit or expense in the statement of operations in the reporting period as they occur, regardless of whether the tax effects reduce taxes payable in the reporting period. ASU 2016-09 also requires a reclassification of excess tax benefits on the statement of cash flows from a financing activity to an operating activity. The new guidance also establishes the requirement to classify cash paid by an entity to the taxing authorities when directly withholding shares for tax-withholding purposes as a financing activity, which is consistent with Starz, LLC’s current and historical presentation. For a public entity, ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years (i.e., January 1, 2017 for Starz, LLC). Early adoption is permitted for any interim or annual period. Starz, LLC is currently assessing the impact that these changes will have on its consolidated financial statements, and therefore, is unable to quantify such impact.

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Information about Operating Segments

3 Months Ended

Mar. 31, 2016

Segment Reporting [Abstract]

Information about Operating Segments

Information about Operating Segments

Starz, LLC evaluates performance and makes decisions about allocating resources to its operating segments based on financial measures such as Adjusted OIBDA. Adjusted OIBDA is defined as revenue less programming costs, production and acquisition costs, home video cost of sales, operating expenses and selling, general and administrative expenses, but excluding all stock compensation expense. Starz, LLC’s chief operating decision maker uses this measure of performance in conjunction with other measures to evaluate its operating segments’ performance and make decisions about allocating resources among its operating segments. Starz, LLC believes that Adjusted OIBDA is an important indicator of the operational strength and performance of its operating segments, including each operating segment’s ability to assist Starz, LLC in servicing its debt and to fund investments in films and television programs. In addition, this measure allows management to view operating results and perform analytical comparisons and benchmarking between operating segments and identify strategies to improve performance.

This measure of performance excludes stock compensation and depreciation and amortization that are included in the measurement of operating income pursuant to GAAP. The primary material limitations associated with the use of Adjusted OIBDA as compared to GAAP results are (i) it may not be comparable to similarly titled measures used by other companies in Starz, LLC’s industry, and (ii) it excludes financial information that some may consider important in evaluating Starz, LLC’s performance. Starz, LLC compensates for these limitations by providing a reconciliation of Adjusted OIBDA to GAAP results to enable investors to perform their own analysis of Starz, LLC’s operating results. Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, income before income taxes, net income, net cash provided by (used in) operating activities and other measures of financial performance prepared in accordance with GAAP.

The reconciliation of Adjusted OIBDA to income before income taxes was as follows (in millions):

	Three Months Ended March 31,
	2016			2015
Consolidated Adjusted OIBDA	$	127.1		$	155.5
Stock compensation	(8.3		)	(8.3		)
Depreciation and amortization	(4.7		)	(4.7		)
Interest expense, net of amounts capitalized	(11.9		)	(11.2		)
Other income (expense), net	0.4			(2.2		)
Income before income taxes	$	102.6		$	129.1

Starz, LLC’s reportable segments are strategic business units that offer different services. They are managed separately because each segment requires different technologies, content delivery methods and marketing strategies. Starz, LLC identifies its reportable segments as those operating segments that represent 10% or more of its consolidated annual revenue, annual Adjusted OIBDA or total assets. Starz Networks and Starz Distribution have been identified as reportable segments, however, as Starz, LLC had three operating segments, Starz Animation was also reported. As mentioned in Note 1, Starz, LLC sold 100% of its wholly-owned subsidiary Film Roman, which made up 100% of the Starz Animation operating segment, in October 2015. Starz, LLC generally accounts for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at current prices.

Performance Measures (in millions):

	Three Months Ended March 31,
	2016			2015
Revenue:
Starz Networks	$	339.9		$	334.0
Starz Distribution	92.7			109.7
Starz Animation	—			7.3
Inter-segment eliminations	(0.7		)	(0.3		)
	$	431.9		$	450.7
Adjusted OIBDA:
Starz Networks	$	116.8		$	129.7
Starz Distribution	10.6			26.4
Starz Animation	—			(0.6		)
Inter-segment eliminations	(0.3		)	—
	$	127.1		$	155.5

Other Information (in millions):

	Three Months Ended March 31,
	2016			2015
Cash paid for investment in films and television programs:
Starz Networks	$	81.1		$	69.1
Starz Distribution	15.1			39.6
Starz Animation	—			—
Inter-segment eliminations	—			—
	$	96.2		$	108.7
	March 31, 2016			December 31, 2015
Total assets:
Starz Networks	$	1,499.2		$	1,365.9
Starz Distribution	173.9			166.8
Starz Animation	—			—
Other unallocated assets (primarily cash, deferred taxes and other assets, including income taxes receivable and the commercial lease for Starz’s corporate headquarters facility)	78.3			109.7
Inter-segment eliminations	(95.9		)	(78.2		)
	$	1,655.5		$	1,564.2

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Supplemental Guarantor Condensed Consolidating Financial Information

3 Months Ended

Mar. 31, 2016

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Supplemental Guarantor Condensed Consolidating Financial Information

Supplemental Guarantor Condensed Consolidating Financial Information

As discussed in Note 2, Starz, LLC and Starz Finance Corp. co-issued the Senior Notes which are fully and unconditionally guaranteed by Starz Entertainment. Starz Media and other immaterial subsidiaries of Starz, LLC (“Starz Media and Other Businesses”) are not guarantors of the Senior Notes.

The following tables set forth the consolidating financial information of Starz, LLC, which includes the financial information of Starz Entertainment, the guarantor:

Consolidating Balance Sheet Information – As of March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)					Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Assets
Current assets:
Cash and cash equivalents	$	6.6		$	0.4	$	2.8		$	—		$	9.8
Trade accounts receivable, net	229.1			—		58.5			—			287.6
Program rights, net	383.5			—		—			(3.7		)	379.8
Notes receivable from affiliates	89.6			—		—			(89.6		)	—
Other current assets	46.3			12.8		8.0			—			67.1
Total current assets	755.1			13.2		69.3			(93.3		)	744.3
Program rights	353.0			—		—			(4.1		)	348.9
Investment in films and television programs, net	190.0			—		25.9			—			215.9
Property and equipment, net	46.8			40.0		0.2			—			87.0
Deferred income taxes	(16.5		)	9.0		27.2			1.5			21.2
Goodwill	131.8			—		—			—			131.8
Other assets, net	39.0			—		67.4			—			106.4
Investment in consolidated subsidiaries	—			2,256.8		—			(2,256.8		)	—
Total assets	$	1,499.2		$	2,319.0	$	190.0		$	(2,352.7	)	$	1,655.5
Liabilities and Member’s Interest (Deficit)
Current liabilities:
Current portion of debt	$	5.1		$	0.6	$	—		$	—		$	5.7
Trade accounts payable	9.2			—		0.8			—			10.0
Accrued liabilities	201.8			6.7		68.8			(2.3		)	275.0
Notes payable due to affiliate	—			—		89.6			(89.6		)	—
Due to (from) affiliates	(1,019.6		)	1,001.0		18.6			—			—
Deferred revenue	—			—		13.7			(2.2		)	11.5
Total current liabilities	(803.5		)	1,008.3		191.5			(94.1		)	302.2
Debt	1,072.0			1,099.1		—			(1,056.7		)	1,114.4
Other liabilities	26.6			—		3.8			(3.1		)	27.3
Total liabilities	295.1			2,107.4		195.3			(1,153.9		)	1,443.9
Member’s interest (deficit)	1,204.1			211.6		(5.3		)	(1,198.8		)	211.6
Total liabilities and member’s interest (deficit)	$	1,499.2		$	2,319.0	$	190.0		$	(2,352.7	)	$	1,655.5

Consolidating Balance Sheet Information – As of December 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)					Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Assets
Current assets:
Cash and cash equivalents	$	5.5		$	0.5	$	4.7		$	—		$	10.7
Trade accounts receivable, net	212.4			—		40.5			—			252.9
Program rights, net	317.9			—		—			(1.8		)	316.1
Notes receivable from affiliates	72.1			—		—			(72.1		)	—
Other current assets	35.2			48.6		6.3			—			90.1
Total current assets	643.1			49.1		51.5			(73.9		)	669.8
Program rights	341.8			—		—			(5.9		)	335.9
Investment in films and television programs, net	173.6			—		42.0			—			215.6
Property and equipment, net	48.6			40.3		0.3			—			89.2
Deferred income taxes	(17.4		)	4.5		32.5			1.6			21.2
Goodwill	131.8			—		—			—			131.8
Other assets, net	44.4			—		56.3			—			100.7
Investment in consolidated subsidiaries	—			2,171.5		—			(2,171.5		)	—
Total assets	$	1,365.9		$	2,265.4	$	182.6		$	(2,249.7	)	$	1,564.2
Liabilities and Member’s Interest (Deficit)
Current liabilities:
Current portion of debt	$	5.0		$	0.6	$	—		$	—		$	5.6
Trade accounts payable	7.3			—		0.7			—			8.0
Accrued liabilities	176.8			16.8		84.8			(10.7		)	267.7
Notes payable due to affiliate	—			—		72.1			(72.1		)	—
Due to (from) affiliates	(1,028.9		)	1,014.7		14.2			—			—
Deferred revenue	—			—		10.7			(0.4		)	10.3
Total current liabilities	(839.8		)	1,032.1		182.5			(83.2		)	291.6
Debt	989.7			1,015.6		—			(973.1		)	1,032.2
Other liabilities	22.3			—		5.4			(5.0		)	22.7
Total liabilities	172.2			2,047.7		187.9			(1,061.3		)	1,346.5
Member’s interest (deficit)	1,193.7			217.7		(5.3		)	(1,188.4		)	217.7
Total liabilities and member’s interest (deficit)	$	1,365.9		$	2,265.4	$	182.6		$	(2,249.7	)	$	1,564.2

Consolidating Statement of Operations Information – For the Three Months Ended March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Revenue:
Programming networks and other services	$	363.8		$	—		$	39.1		$	(5.5	)	$	397.4
Home video net sales	1.6			—			33.2			(0.3		)	34.5
Total revenue	365.4			—			72.3			(5.8		)	431.9
Costs and expenses:
Programming (including amortization)	151.1			—			—			(0.4		)	150.7
Production and acquisition (including amortization)	14.9			—			43.2			—			58.1
Home video cost of sales	1.3			—			6.4			(0.3		)	7.4
Operating	10.6			—			0.2			(4.8		)	6.0
Selling, general and administrative	74.6			0.3			16.0			—			90.9
Depreciation and amortization	4.0			0.3			0.4			—			4.7
Total costs and expenses	256.5			0.6			66.2			(5.5		)	317.8
Operating income (loss)	108.9			(0.6		)	6.1			(0.3		)	114.1
Other income (expense):
Interest expense, net of amounts capitalized	(11.2		)	(12.4		)	—			11.7			(11.9		)
Interest income (expense), related party	1.6			—			(1.6		)	—			—
Other income (expense), net	3.2			—			(3.0		)	0.2			0.4
Income (loss) before income taxes and share of earnings of consolidated subsidiaries	102.5			(13.0		)	1.5			11.6			102.6
Income tax benefit (expense)	(36.0		)	6.7			(2.2		)	(4.1		)	(35.6		)
Share of earnings of consolidated subsidiaries, net of taxes	—			73.3			—			(73.3		)	—
Net income (loss)	$	66.5		$	67.0		$	(0.7	)	$	(65.8	)	$	67.0

Consolidating Statement of Comprehensive Income (Loss) Information – For the Three Months Ended March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)				Starz Media and Other Businesses (Non-Guarantors)
			Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Net income (loss)	$	66.5	$	67.0	$	(0.7	)	$	(65.8	)	$	67.0
Other comprehensive income, net of taxes	—		—		—			—			—
Comprehensive income (loss)	$	66.5	$	67.0	$	(0.7	)	$	(65.8	)	$	67.0

Consolidating Statement of Operations Information – For the Three Months Ended March 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Revenue:
Programming networks and other services	$	384.4		$	—		$	41.7		$	(10.3	)	$	415.8
Home video net sales	3.6			—			32.0			(0.7		)	34.9
Total revenue	388.0			—			73.7			(11.0		)	450.7
Costs and expenses:
Programming (including amortization)	146.3			—			—			(0.3		)	146.0
Production and acquisition (including amortization)	20.8			—			35.8			—			56.6
Home video cost of sales	2.7			—			8.4			(0.7		)	10.4
Operating	15.1			—			8.2			(10.0		)	13.3
Selling, general and administrative	60.6			1.9			14.7			—			77.2
Depreciation and amortization	3.9			0.4			0.4			—			4.7
Total costs and expenses	249.4			2.3			67.5			(11.0		)	308.2
Operating income (loss)	138.6			(2.3		)	6.2			—			142.5
Other income (expense):
Interest expense, net of amounts capitalized	(10.7		)	(12.3		)	—			11.8			(11.2		)
Interest income (expense), related party	1.7			—			(1.7		)	—			—
Other expense, net	(0.8		)	—			(1.7		)	0.3			(2.2		)
Income (loss) before income taxes and share of earnings of consolidated subsidiaries	128.8			(14.6		)	2.8			12.1			129.1
Income tax benefit (expense)	(43.7		)	5.1			(0.2		)	(4.2		)	(43.0		)
Share of earnings of consolidated subsidiaries, net of taxes	—			95.6			—			(95.6		)	—
Net income	85.1			86.1			2.6			(87.7		)	86.1
Net income attributable to noncontrolling interest	—			(1.5		)	—			—			(1.5		)
Net income attributable to member	$	85.1		$	84.6		$	2.6		$	(87.7	)	$	84.6

Consolidating Statement of Comprehensive Income Information – For the Three Months Ended March 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)					Starz Media and Other Businesses (Non-Guarantors)
			Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Net income	$	85.1	$	86.1		$	2.6	$	(87.7	)	$	86.1
Other comprehensive income, net of taxes:
Foreign currency translation adjustments	—		0.7			0.7		(0.7		)	0.7
Comprehensive income	85.1		86.8			3.3		(88.4		)	86.8
Comprehensive income attributable to noncontrolling interest	—		(1.7		)	—		—			(1.7		)
Comprehensive income attributable to member	$	85.1	$	85.1		$	3.3	$	(88.4	)	$	85.1

Consolidating Statement of Cash Flows’ Information – For the Three Months Ended March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Operating activities:
Net income (loss)	$	66.5		$	67.0		$	(0.7	)	$	(65.8	)	$	67.0
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	4.0			0.3			0.4			—			4.7
Amortization of program rights	139.0			—			—			(0.5		)	138.5
Program rights payments	(127.5		)	—			—			0.6			(126.9		)
Amortization of investment in films and television programs	16.0			—			31.0			—			47.0
Investment in films and television programs	(81.1		)	—			(15.1		)	—			(96.2		)
Stock compensation	7.5			0.3			0.5			—			8.3
Share of earnings of consolidated subsidiaries	—			(73.3		)	—			73.3			—
Deferred income taxes	(0.9		)	(4.5		)	5.4			—			—
Other non-operating and non-cash items	(0.7		)	0.7			(9.1		)	(0.9		)	(10.0		)
Changes in assets and liabilities:
Current and other assets	(22.7		)	31.8			(17.9		)	4.2			(4.6		)
Due to / from affiliates	8.1			(12.5		)	4.4			—			—
Payables and other liabilities	12.5			(9.8		)	(14.2		)	(10.9		)	(22.4		)
Net cash provided by (used in) operating activities	20.7			—			(15.3		)	—			5.4
Investing activities:
Purchases of property and equipment	(2.1		)	—			(0.1		)	—			(2.2		)
Investment in and advances to equity investee	—			—			(4.0		)	—			(4.0		)
Net cash used in investing activities	(2.1		)	—			(4.1		)	—			(6.2		)
Financing activities:
Borrowings of debt	—			133.0			—			—			133.0
Payments of debt	(1.2		)	(50.2		)	—			—			(51.4		)
Distributions to parent related to repurchases of common stock	—			(83.9		)	—			—			(83.9		)
Contributions from parent related to exercise of stock options	—			2.2			—			—			2.2
Borrowings under notes payable to affiliate	(17.5		)	—			17.5			—			—
Net advances to / from affiliate	1.2			(1.2		)	—			—			—
Minimum withholding of taxes related to stock compensation	(1.0		)	—			—			—			(1.0		)
Excess tax benefit from stock compensation	1.0			—			—			—			1.0
Net cash provided by (used in) financing activities	(17.5		)	(0.1		)	17.5			—			(0.1		)
Net increase (decrease) in cash and cash equivalents	1.1			(0.1		)	(1.9		)	—			(0.9		)
Cash and cash equivalents:
Beginning of period	5.5			0.5			4.7			—			10.7
End of period	$	6.6		$	0.4		$	2.8		$	—		$	9.8
Supplemental disclosure of cash flow information:
Cash paid for interest, net of amounts capitalized	$	(2.1	)	$	20.2		$	1.6		$	—		$	19.7
Cash paid for income taxes	$	—		$	1.7		$	—		$	—		$	1.7

Consolidating Statement of Cash Flows’ Information – For the Three Months Ended March 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Operating activities:
Net income	$	85.1		$	86.1		$	2.6		$	(87.7	)	$	86.1
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	3.9			0.4			0.4			—			4.7
Amortization of program rights	137.2			—			—			(0.3		)	136.9
Program rights payments	(136.0		)	—			—			—			(136.0		)
Amortization of investment in films and television programs	16.0			—			20.9			—			36.9
Investment in films and television programs	(69.1		)	—			(39.6		)	—			(108.7		)
Stock compensation	7.4			0.2			0.7			—			8.3
Share of earnings of consolidated subsidiaries	—			(95.6		)	—			95.6			—
Deferred income taxes	(6.8		)	(0.1		)	—			0.1			(6.8		)
Other non-operating and non-cash items	1.5			0.5			(15.0		)	(0.5		)	(13.5		)
Changes in assets and liabilities:
Current and other assets	7.8			29.0			(46.1		)	0.6			(8.7		)
Due to / from affiliates	19.4			(21.5		)	2.1			—			—
Payables and other liabilities	(2.6		)	1.2			4.2			(7.8		)	(5.0		)
Net cash provided by (used in) operating activities	63.8			0.2			(69.8		)	—			(5.8		)
Investing activities- purchase of property and equipment	(2.0		)	—			(0.2		)	—			(2.2		)
Financing activities:
Borrowings of debt	—			95.0			—			—			95.0
Payments of debt	(1.2		)	(80.1		)	—			—			(81.3		)
Distributions to parent related to repurchases of common stock	—			(13.0		)	—			—			(13.0		)
Contributions from parent related to exercise of stock options	—			4.6			—			—			4.6
Borrowings under notes payable to affiliate	(70.6		)	—			70.6			—			—
Net advances to / from affiliate	6.6			(6.6		)	—			—			—
Minimum withholding of taxes related to stock compensation	(3.7		)	—			(1.5		)	—			(5.2		)
Excess tax benefit from stock compensation	4.6			—			—			—			4.6
Net cash provided by (used in) financing activities	(64.3		)	(0.1		)	69.1			—			4.7
Net increase (decrease) in cash and cash equivalents	(2.5		)	0.1			(0.9		)	—			(3.3		)
Cash and cash equivalents:
Beginning of period	8.7			0.3			4.4			—			13.4
End of period	$	6.2		$	0.4		$	3.5		$	—		$	10.1
Supplemental disclosure of cash flow information:
Cash paid for interest, net of amounts capitalized	$	(2.2	)	$	20.0		$	1.2		$	—		$	19.0
Cash paid for income taxes	$	3.5		$	(1.9	)	$	0.2		$	—		$	1.8

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-Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Starz, LLC considers amortization of program rights, the development of the remaining unrecognized revenue estimates (also known as “Ultimate Revenue”) associated with released films, the assessment of investment in films and television programs for impairment, valuation allowances associated with deferred income taxes and allowances for sales returns to be its most significant estimates. Actual results may differ from those estimates.

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Debt (Tables)

3 Months Ended

Mar. 31, 2016

Debt Disclosure [Abstract]

Schedule of Debt

Debt consisted of the following (in millions):

	March 31, 2016			December 31, 2015
Credit Agreement (a)	$	391.0		$	308.0
Senior Notes, including premium of $1.8 and $1.9 (b)	676.8			676.9
Capital leases (c)	63.4			64.8
Debt issuance costs, net	(11.1		)	(11.9		)
Total debt	1,120.1			1,037.8
Less: current portion	(5.7		)	(5.6		)
	$	1,114.4		$	1,032.2

(a) On April 20, 2015, Starz, LLC entered into a credit agreement (“Credit Agreement”) that provides for $1,000.0 million in revolving loans with a $50.0 million sub-limit for stand-by letters of credit. Borrowings may be prepaid at any time and from time to time without penalty other than customary breakage costs. Any amounts prepaid may be reborrowed. The Credit Agreement is scheduled to mature on April 20, 2020. As of March 31, 2016, $609.0 million of borrowing capacity was available under the Credit Agreement.

Interest on each loan under the Credit Agreement is payable at either an alternate base rate or LIBOR at Starz, LLC’s election. Borrowings that are alternate base rate loans bear interest at a per annum rate equal to the alternate base rate plus a margin that varies between 0.50% and 1.25% depending on the consolidated leverage ratio of Starz, LLC, as defined in the Credit Agreement. The alternate base rate is the highest of (a) the Prime Rate, (b) the Federal Funds Effective Rate plus ½ of 1% or (c) LIBOR for a one-month interest period plus 1%. Borrowings that are LIBOR loans bear interest at a per annum rate equal to the applicable LIBOR plus a margin that varies between 1.50% and 2.25% depending on the consolidated leverage ratio of Starz, LLC. The Credit Agreement requires Starz, LLC to pay a commitment fee on any unused portion. The commitment fee varies between 0.25% and 0.40%, depending on the consolidated leverage ratio of Starz, LLC.

As of March 31, 2016, the following borrowings and related LIBOR or alternate base rate interest rates were outstanding (dollars in millions):

LIBOR or alternate base rate period:	Interest Rate	Loan Amount
March 2016 to April 2016	2.1880%	$	133.0
March 2016 to April 2016	2.1821%	200.0
March 2016 and forward	4.2500%	58.0
		$	391.0

The Credit Agreement contains certain covenants that include restrictions on, among others, incurring additional debt, paying dividends, or making certain distributions, investments and other restricted payments, liens or guarantees. In addition, Starz, LLC must comply with certain financial covenants, including a consolidated leverage ratio, as defined in the Credit Agreement. As of March 31, 2016, Starz, LLC was in compliance with all covenants under the Credit Agreement.

(b) Starz, LLC and Starz Finance Corp., a wholly-owned subsidiary, co-issued $675.0 million aggregate principal amount of 5.0% senior notes due September 15, 2019 (“Senior Notes”). The Senior Notes bear interest at a rate of 5.0% payable semi-annually on September 15 and March 15 of each year and are guaranteed by Starz Entertainment.

The Senior Notes contain certain covenants that include restrictions on, among others, incurring additional debt, paying dividends, entering into liens and guarantees, or making certain distributions, investments and other restricted payments. As of March 31, 2016, Starz, LLC was in compliance with all covenants under the Senior Notes.

(c) On January 11, 2013, Starz, LLC entered into a commercial lease with a subsidiary of Starz, LLC’s related party, Liberty Media Corporation (“Liberty Media”), for its headquarters building. The term of the lease is ten years, with four successive five-year renewal periods at the option of Starz, LLC. Starz, LLC recorded a capital lease in connection with this lease agreement with an imputed annual interest rate of 6.4%.

Starz Entertainment has entered into capital lease agreements for its transponder capacity. The agreements expire during 2018 to 2021 and have imputed annual interest rates ranging from 5.5% to 7.0%.

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Stock Compensation (Tables)

3 Months Ended

Mar. 31, 2016

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Disclosure of Share-based Compensation Arrangements by Share-based Payment Award

Stock compensation expense, by expense category, consisted of the following (in millions):

	Three Months Ended March 31,
	2016		2015
Programming	$	0.7	$	0.6
Operating	0.1		0.1
Selling, general and administrative	7.5		7.6
	$	8.3	$	8.3

Schedule of Share-based Compensation, Stock Options, Activity

The number and weighted average exercise price (“WAEP”) of stock options to purchase Starz common stock were as follows:

	Options		WAEP
Outstanding at December 31, 2015	11,173,333		$	20.04
Granted	—		$	—
Exercised	(215,702	)	$	14.77
Forfeited	(193,689	)	$	27.74
Expired/canceled	—		$	—
Outstanding at March 31, 2016	10,763,942		$	20.00
Exercisable at March 31, 2016	6,573,718		$	16.77

Schedule of Share-based Compensation, Restricted Stock Units Award Activity

The number and weighted average grant-date fair value of restricted share grants were as follows:

	Restricted Shares		Weighted Average Grant-Date Fair Value
Outstanding at December 31, 2015	723,036		$	30.69
Granted	90,064		$	26.09
Vested	(45,051	)	$	19.15
Forfeited	(27,128	)	$	27.16
Outstanding at March 31, 2016	740,921		$	30.96

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Other Information (Tables)

3 Months Ended

Mar. 31, 2016

Other Information [Abstract]

Schedule of Accrued Liabilities

Accrued liabilities consisted of the following (in millions):

	March 31, 2016		December 31, 2015
Program rights payable	$	107.7	$	67.8
Royalties, residuals and participations	79.8		82.4
Advertising and marketing	40.5		48.1
Payroll and related costs	18.5		29.2
Other	28.5		40.2
	$	275.0	$	267.7

Schedule of Cash Flow, Supplemental Disclosures

Supplemental disclosure of cash flow information was as follows (in millions):

	Three Months Ended March 31,
	2016		2015
Cash paid for interest, net of amounts capitalized	$	19.7	$	19.0
Cash paid for income taxes	$	1.7	$	1.8

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Information about Operating Segments (Tables)

3 Months Ended

Mar. 31, 2016

Segment Reporting [Abstract]

Reconciliation of Other Significant Reconciling Items from Segments to Consolidated

The reconciliation of Adjusted OIBDA to income before income taxes was as follows (in millions):

	Three Months Ended March 31,
	2016			2015
Consolidated Adjusted OIBDA	$	127.1		$	155.5
Stock compensation	(8.3		)	(8.3		)
Depreciation and amortization	(4.7		)	(4.7		)
Interest expense, net of amounts capitalized	(11.9		)	(11.2		)
Other income (expense), net	0.4			(2.2		)
Income before income taxes	$	102.6		$	129.1

Schedule of Segment Reporting Information, by Segment

Performance Measures (in millions):

	Three Months Ended March 31,
	2016			2015
Revenue:
Starz Networks	$	339.9		$	334.0
Starz Distribution	92.7			109.7
Starz Animation	—			7.3
Inter-segment eliminations	(0.7		)	(0.3		)
	$	431.9		$	450.7
Adjusted OIBDA:
Starz Networks	$	116.8		$	129.7
Starz Distribution	10.6			26.4
Starz Animation	—			(0.6		)
Inter-segment eliminations	(0.3		)	—
	$	127.1		$	155.5

Other Information (in millions):

	Three Months Ended March 31,
	2016			2015
Cash paid for investment in films and television programs:
Starz Networks	$	81.1		$	69.1
Starz Distribution	15.1			39.6
Starz Animation	—			—
Inter-segment eliminations	—			—
	$	96.2		$	108.7
	March 31, 2016			December 31, 2015
Total assets:
Starz Networks	$	1,499.2		$	1,365.9
Starz Distribution	173.9			166.8
Starz Animation	—			—
Other unallocated assets (primarily cash, deferred taxes and other assets, including income taxes receivable and the commercial lease for Starz’s corporate headquarters facility)	78.3			109.7
Inter-segment eliminations	(95.9		)	(78.2		)
	$	1,655.5		$	1,564.2

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Supplemental Guarantor Condensed Consolidating Financial Information (Tables)

3 Months Ended

Mar. 31, 2016

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Schedule of Condensed Balance Sheet

The following tables set forth the consolidating financial information of Starz, LLC, which includes the financial information of Starz Entertainment, the guarantor:

Consolidating Balance Sheet Information – As of March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)					Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Assets
Current assets:
Cash and cash equivalents	$	6.6		$	0.4	$	2.8		$	—		$	9.8
Trade accounts receivable, net	229.1			—		58.5			—			287.6
Program rights, net	383.5			—		—			(3.7		)	379.8
Notes receivable from affiliates	89.6			—		—			(89.6		)	—
Other current assets	46.3			12.8		8.0			—			67.1
Total current assets	755.1			13.2		69.3			(93.3		)	744.3
Program rights	353.0			—		—			(4.1		)	348.9
Investment in films and television programs, net	190.0			—		25.9			—			215.9
Property and equipment, net	46.8			40.0		0.2			—			87.0
Deferred income taxes	(16.5		)	9.0		27.2			1.5			21.2
Goodwill	131.8			—		—			—			131.8
Other assets, net	39.0			—		67.4			—			106.4
Investment in consolidated subsidiaries	—			2,256.8		—			(2,256.8		)	—
Total assets	$	1,499.2		$	2,319.0	$	190.0		$	(2,352.7	)	$	1,655.5
Liabilities and Member’s Interest (Deficit)
Current liabilities:
Current portion of debt	$	5.1		$	0.6	$	—		$	—		$	5.7
Trade accounts payable	9.2			—		0.8			—			10.0
Accrued liabilities	201.8			6.7		68.8			(2.3		)	275.0
Notes payable due to affiliate	—			—		89.6			(89.6		)	—
Due to (from) affiliates	(1,019.6		)	1,001.0		18.6			—			—
Deferred revenue	—			—		13.7			(2.2		)	11.5
Total current liabilities	(803.5		)	1,008.3		191.5			(94.1		)	302.2
Debt	1,072.0			1,099.1		—			(1,056.7		)	1,114.4
Other liabilities	26.6			—		3.8			(3.1		)	27.3
Total liabilities	295.1			2,107.4		195.3			(1,153.9		)	1,443.9
Member’s interest (deficit)	1,204.1			211.6		(5.3		)	(1,198.8		)	211.6
Total liabilities and member’s interest (deficit)	$	1,499.2		$	2,319.0	$	190.0		$	(2,352.7	)	$	1,655.5

Consolidating Balance Sheet Information – As of December 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)					Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Assets
Current assets:
Cash and cash equivalents	$	5.5		$	0.5	$	4.7		$	—		$	10.7
Trade accounts receivable, net	212.4			—		40.5			—			252.9
Program rights, net	317.9			—		—			(1.8		)	316.1
Notes receivable from affiliates	72.1			—		—			(72.1		)	—
Other current assets	35.2			48.6		6.3			—			90.1
Total current assets	643.1			49.1		51.5			(73.9		)	669.8
Program rights	341.8			—		—			(5.9		)	335.9
Investment in films and television programs, net	173.6			—		42.0			—			215.6
Property and equipment, net	48.6			40.3		0.3			—			89.2
Deferred income taxes	(17.4		)	4.5		32.5			1.6			21.2
Goodwill	131.8			—		—			—			131.8
Other assets, net	44.4			—		56.3			—			100.7
Investment in consolidated subsidiaries	—			2,171.5		—			(2,171.5		)	—
Total assets	$	1,365.9		$	2,265.4	$	182.6		$	(2,249.7	)	$	1,564.2
Liabilities and Member’s Interest (Deficit)
Current liabilities:
Current portion of debt	$	5.0		$	0.6	$	—		$	—		$	5.6
Trade accounts payable	7.3			—		0.7			—			8.0
Accrued liabilities	176.8			16.8		84.8			(10.7		)	267.7
Notes payable due to affiliate	—			—		72.1			(72.1		)	—
Due to (from) affiliates	(1,028.9		)	1,014.7		14.2			—			—
Deferred revenue	—			—		10.7			(0.4		)	10.3
Total current liabilities	(839.8		)	1,032.1		182.5			(83.2		)	291.6
Debt	989.7			1,015.6		—			(973.1		)	1,032.2
Other liabilities	22.3			—		5.4			(5.0		)	22.7
Total liabilities	172.2			2,047.7		187.9			(1,061.3		)	1,346.5
Member’s interest (deficit)	1,193.7			217.7		(5.3		)	(1,188.4		)	217.7
Total liabilities and member’s interest (deficit)	$	1,365.9		$	2,265.4	$	182.6		$	(2,249.7	)	$	1,564.2

Schedule of Condensed Income Statement

Consolidating Statement of Operations Information – For the Three Months Ended March 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Revenue:
Programming networks and other services	$	384.4		$	—		$	41.7		$	(10.3	)	$	415.8
Home video net sales	3.6			—			32.0			(0.7		)	34.9
Total revenue	388.0			—			73.7			(11.0		)	450.7
Costs and expenses:
Programming (including amortization)	146.3			—			—			(0.3		)	146.0
Production and acquisition (including amortization)	20.8			—			35.8			—			56.6
Home video cost of sales	2.7			—			8.4			(0.7		)	10.4
Operating	15.1			—			8.2			(10.0		)	13.3
Selling, general and administrative	60.6			1.9			14.7			—			77.2
Depreciation and amortization	3.9			0.4			0.4			—			4.7
Total costs and expenses	249.4			2.3			67.5			(11.0		)	308.2
Operating income (loss)	138.6			(2.3		)	6.2			—			142.5
Other income (expense):
Interest expense, net of amounts capitalized	(10.7		)	(12.3		)	—			11.8			(11.2		)
Interest income (expense), related party	1.7			—			(1.7		)	—			—
Other expense, net	(0.8		)	—			(1.7		)	0.3			(2.2		)
Income (loss) before income taxes and share of earnings of consolidated subsidiaries	128.8			(14.6		)	2.8			12.1			129.1
Income tax benefit (expense)	(43.7		)	5.1			(0.2		)	(4.2		)	(43.0		)
Share of earnings of consolidated subsidiaries, net of taxes	—			95.6			—			(95.6		)	—
Net income	85.1			86.1			2.6			(87.7		)	86.1
Net income attributable to noncontrolling interest	—			(1.5		)	—			—			(1.5		)
Net income attributable to member	$	85.1		$	84.6		$	2.6		$	(87.7	)	$	84.6

Consolidating Statement of Operations Information – For the Three Months Ended March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Revenue:
Programming networks and other services	$	363.8		$	—		$	39.1		$	(5.5	)	$	397.4
Home video net sales	1.6			—			33.2			(0.3		)	34.5
Total revenue	365.4			—			72.3			(5.8		)	431.9
Costs and expenses:
Programming (including amortization)	151.1			—			—			(0.4		)	150.7
Production and acquisition (including amortization)	14.9			—			43.2			—			58.1
Home video cost of sales	1.3			—			6.4			(0.3		)	7.4
Operating	10.6			—			0.2			(4.8		)	6.0
Selling, general and administrative	74.6			0.3			16.0			—			90.9
Depreciation and amortization	4.0			0.3			0.4			—			4.7
Total costs and expenses	256.5			0.6			66.2			(5.5		)	317.8
Operating income (loss)	108.9			(0.6		)	6.1			(0.3		)	114.1
Other income (expense):
Interest expense, net of amounts capitalized	(11.2		)	(12.4		)	—			11.7			(11.9		)
Interest income (expense), related party	1.6			—			(1.6		)	—			—
Other income (expense), net	3.2			—			(3.0		)	0.2			0.4
Income (loss) before income taxes and share of earnings of consolidated subsidiaries	102.5			(13.0		)	1.5			11.6			102.6
Income tax benefit (expense)	(36.0		)	6.7			(2.2		)	(4.1		)	(35.6		)
Share of earnings of consolidated subsidiaries, net of taxes	—			73.3			—			(73.3		)	—
Net income (loss)	$	66.5		$	67.0		$	(0.7	)	$	(65.8	)	$	67.0

Condensed Statement of Comprehensive Income [Table Text Block]

Consolidating Statement of Comprehensive Income Information – For the Three Months Ended March 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)					Starz Media and Other Businesses (Non-Guarantors)
			Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Net income	$	85.1	$	86.1		$	2.6	$	(87.7	)	$	86.1
Other comprehensive income, net of taxes:
Foreign currency translation adjustments	—		0.7			0.7		(0.7		)	0.7
Comprehensive income	85.1		86.8			3.3		(88.4		)	86.8
Comprehensive income attributable to noncontrolling interest	—		(1.7		)	—		—			(1.7		)
Comprehensive income attributable to member	$	85.1	$	85.1		$	3.3	$	(88.4	)	$	85.1

Schedule of Condensed Comprehensive Income (Loss) Statement

Consolidating Statement of Comprehensive Income (Loss) Information – For the Three Months Ended March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)				Starz Media and Other Businesses (Non-Guarantors)
			Starz, LLC Parent Only (Co-Issuer)					Eliminations			Consolidated Starz, LLC
Net income (loss)	$	66.5	$	67.0	$	(0.7	)	$	(65.8	)	$	67.0
Other comprehensive income, net of taxes	—		—		—			—			—
Comprehensive income (loss)	$	66.5	$	67.0	$	(0.7	)	$	(65.8	)	$	67.0

Schedule of Condensed Cash Flow Statement

Consolidating Statement of Cash Flows’ Information – For the Three Months Ended March 31, 2016
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Operating activities:
Net income (loss)	$	66.5		$	67.0		$	(0.7	)	$	(65.8	)	$	67.0
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	4.0			0.3			0.4			—			4.7
Amortization of program rights	139.0			—			—			(0.5		)	138.5
Program rights payments	(127.5		)	—			—			0.6			(126.9		)
Amortization of investment in films and television programs	16.0			—			31.0			—			47.0
Investment in films and television programs	(81.1		)	—			(15.1		)	—			(96.2		)
Stock compensation	7.5			0.3			0.5			—			8.3
Share of earnings of consolidated subsidiaries	—			(73.3		)	—			73.3			—
Deferred income taxes	(0.9		)	(4.5		)	5.4			—			—
Other non-operating and non-cash items	(0.7		)	0.7			(9.1		)	(0.9		)	(10.0		)
Changes in assets and liabilities:
Current and other assets	(22.7		)	31.8			(17.9		)	4.2			(4.6		)
Due to / from affiliates	8.1			(12.5		)	4.4			—			—
Payables and other liabilities	12.5			(9.8		)	(14.2		)	(10.9		)	(22.4		)
Net cash provided by (used in) operating activities	20.7			—			(15.3		)	—			5.4
Investing activities:
Purchases of property and equipment	(2.1		)	—			(0.1		)	—			(2.2		)
Investment in and advances to equity investee	—			—			(4.0		)	—			(4.0		)
Net cash used in investing activities	(2.1		)	—			(4.1		)	—			(6.2		)
Financing activities:
Borrowings of debt	—			133.0			—			—			133.0
Payments of debt	(1.2		)	(50.2		)	—			—			(51.4		)
Distributions to parent related to repurchases of common stock	—			(83.9		)	—			—			(83.9		)
Contributions from parent related to exercise of stock options	—			2.2			—			—			2.2
Borrowings under notes payable to affiliate	(17.5		)	—			17.5			—			—
Net advances to / from affiliate	1.2			(1.2		)	—			—			—
Minimum withholding of taxes related to stock compensation	(1.0		)	—			—			—			(1.0		)
Excess tax benefit from stock compensation	1.0			—			—			—			1.0
Net cash provided by (used in) financing activities	(17.5		)	(0.1		)	17.5			—			(0.1		)
Net increase (decrease) in cash and cash equivalents	1.1			(0.1		)	(1.9		)	—			(0.9		)
Cash and cash equivalents:
Beginning of period	5.5			0.5			4.7			—			10.7
End of period	$	6.6		$	0.4		$	2.8		$	—		$	9.8
Supplemental disclosure of cash flow information:
Cash paid for interest, net of amounts capitalized	$	(2.1	)	$	20.2		$	1.6		$	—		$	19.7
Cash paid for income taxes	$	—		$	1.7		$	—		$	—		$	1.7

Consolidating Statement of Cash Flows’ Information – For the Three Months Ended March 31, 2015
(in millions)
	Starz Entertainment, LLC (Guarantor)						Starz Media and Other Businesses (Non-Guarantors)
				Starz, LLC Parent Only (Co-Issuer)						Eliminations			Consolidated Starz, LLC
Operating activities:
Net income	$	85.1		$	86.1		$	2.6		$	(87.7	)	$	86.1
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	3.9			0.4			0.4			—			4.7
Amortization of program rights	137.2			—			—			(0.3		)	136.9
Program rights payments	(136.0		)	—			—			—			(136.0		)
Amortization of investment in films and television programs	16.0			—			20.9			—			36.9
Investment in films and television programs	(69.1		)	—			(39.6		)	—			(108.7		)
Stock compensation	7.4			0.2			0.7			—			8.3
Share of earnings of consolidated subsidiaries	—			(95.6		)	—			95.6			—
Deferred income taxes	(6.8		)	(0.1		)	—			0.1			(6.8		)
Other non-operating and non-cash items	1.5			0.5			(15.0		)	(0.5		)	(13.5		)
Changes in assets and liabilities:
Current and other assets	7.8			29.0			(46.1		)	0.6			(8.7		)
Due to / from affiliates	19.4			(21.5		)	2.1			—			—
Payables and other liabilities	(2.6		)	1.2			4.2			(7.8		)	(5.0		)
Net cash provided by (used in) operating activities	63.8			0.2			(69.8		)	—			(5.8		)
Investing activities- purchase of property and equipment	(2.0		)	—			(0.2		)	—			(2.2		)
Financing activities:
Borrowings of debt	—			95.0			—			—			95.0
Payments of debt	(1.2		)	(80.1		)	—			—			(81.3		)
Distributions to parent related to repurchases of common stock	—			(13.0		)	—			—			(13.0		)
Contributions from parent related to exercise of stock options	—			4.6			—			—			4.6
Borrowings under notes payable to affiliate	(70.6		)	—			70.6			—			—
Net advances to / from affiliate	6.6			(6.6		)	—			—			—
Minimum withholding of taxes related to stock compensation	(3.7		)	—			(1.5		)	—			(5.2		)
Excess tax benefit from stock compensation	4.6			—			—			—			4.6
Net cash provided by (used in) financing activities	(64.3		)	(0.1		)	69.1			—			4.7
Net increase (decrease) in cash and cash equivalents	(2.5		)	0.1			(0.9		)	—			(3.3		)
Cash and cash equivalents:
Beginning of period	8.7			0.3			4.4			—			13.4
End of period	$	6.2		$	0.4		$	3.5		$	—		$	10.1
Supplemental disclosure of cash flow information:
Cash paid for interest, net of amounts capitalized	$	(2.2	)	$	20.0		$	1.2		$	—		$	19.0
Cash paid for income taxes	$	3.5		$	(1.9	)	$	0.2		$	—		$	1.8

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Basis of Presentation and Description of Business -Description of Business (Details) - linear_network	1 Months Ended	10 Months Ended
	Oct. 31, 2015	Oct. 31, 2015	Mar. 31, 2016
Business Combination, Separately Recognized Transactions [Line Items]
Number of Linear Networks Containing Programming			17
Starz Media [Member]
Business Combination, Separately Recognized Transactions [Line Items]
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners	25.00%	25.00%
Film Roman [Member]
Business Combination, Separately Recognized Transactions [Line Items]
Sale of Stock, Percentage of Ownership before Transaction	100.00%
Starz Animation
Business Combination, Separately Recognized Transactions [Line Items]
Sale of Stock, Percentage of Ownership before Transaction		100.00%

XML

Debt (Details)		3 Months Ended
	Jan. 11, 2013 renewal_period	Mar. 31, 2016 USD ($)	Mar. 31, 2015 USD ($)	Dec. 31, 2015 USD ($)	Apr. 20, 2015 USD ($)
Debt Instrument [Line Items]
Long-term Debt and Capital Lease Obligations, Including Current Maturities		$ 1,120,100,000		$ 1,037,800,000
Capital leases		63,400,000		64,800,000
Unamortized Debt Issuance Expense		(11,100,000)		(11,900,000)
Less current portion of debt		(5,700,000)		(5,600,000)
Non current portion of debt		1,114,400,000		1,032,200,000
Remaining borrowing capacity		609,000,000
Interest costs capitalized		$ 900,000	$ 1,500,000
Starz Entertainment | Minimum
Debt Instrument [Line Items]
Imputed interest rate (as a percent)		5.50%
Starz Entertainment | Maximum
Debt Instrument [Line Items]
Imputed interest rate (as a percent)		7.00%
Senior Notes
Debt Instrument [Line Items]
Long-term Debt		$ 676,800,000		676,900,000
Debt issuance costs, net		1,800,000		1,900,000
Fair value of long-term debt		683,400,000
Senior Notes | Starz, LLC and Starz Finance Corp
Debt Instrument [Line Items]
Face amount		$ 675,000,000
Stated rate (as a percent)		5.00%
2015 Credit Agreement [Member] | Revolving Credit Facility | Line of Credit
Debt Instrument [Line Items]
Long-term Debt		$ 391,000,000		$ 308,000,000
2015 Credit Agreement [Member] | Revolving Credit Facility | Line of Credit | Starz, LLC
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 1,000,000,000
2015 Credit Agreement [Member] | Revolving Credit Facility | Line of Credit | Starz, LLC | Minimum
Debt Instrument [Line Items]
Commitment fee (as a percent)		0.25%
2015 Credit Agreement [Member] | Revolving Credit Facility | Line of Credit | Starz, LLC | Maximum
Debt Instrument [Line Items]
Commitment fee (as a percent)		0.40%
2015 Credit Agreement [Member] | Standby Letters of Credit | Line of Credit | Starz, LLC
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 50,000,000
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | Alternate Base Rate, Prime, Federal Funds, or LIBOR | Starz, LLC | Minimum
Debt Instrument [Line Items]
Spread on variable rate (as a percent)		0.50%
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | Alternate Base Rate, Prime, Federal Funds, or LIBOR | Starz, LLC | Maximum
Debt Instrument [Line Items]
Spread on variable rate (as a percent)		1.25%
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | Federal Funds Effective Rate | Starz, LLC
Debt Instrument [Line Items]
Spread on variable rate (as a percent)		0.50%
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | London Interbank Offered Rate (LIBOR) | Starz, LLC
Debt Instrument [Line Items]
Spread on variable rate (as a percent)		1.00%
Interest period used (in months)		1 month
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | London Interbank Offered Rate (LIBOR) | Starz, LLC | Minimum
Debt Instrument [Line Items]
Spread on LIBOR rate (as a percent)		1.50%
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | London Interbank Offered Rate (LIBOR) | Starz, LLC | Maximum
Debt Instrument [Line Items]
Spread on LIBOR rate (as a percent)		2.25%
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | March 2016 to April 2016 | London Interbank Offered Rate (LIBOR) | Starz, LLC
Debt Instrument [Line Items]
Long-term Debt and Capital Lease Obligations, Including Current Maturities		$ 133,000,000
Interest rate (as a percent)		2.188%
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | March 2016 to April 2016 | London Interbank Offered Rate (LIBOR) | Starz, LLC
Debt Instrument [Line Items]
Long-term Debt and Capital Lease Obligations, Including Current Maturities		$ 200,000,000
Interest rate (as a percent)		2.1821%
2015 Credit Agreement [Member] | Revolving Credit Facility, Senior Secured, Term Loans | Line of Credit | March 2016 and forward | Alternate Base Rate | Starz, LLC
Debt Instrument [Line Items]
Long-term Debt and Capital Lease Obligations, Including Current Maturities		$ 58,000,000
Interest rate (as a percent)		4.25%
Capital Lease Obligations | Starz, LLC
Debt Instrument [Line Items]
Lease period (in years)	10 years
Number of renewal periods | renewal_period	4
Renewal Term (in years)	5 years
Imputed interest rate (as a percent)		6.40%

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Stock Compensation Stock Compensation - Stock Compensation Expense (Details) - Incentive Plan, Stock Options and Restricted Stock - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock compensation expense	$ 8.3	$ 8.3
Programming
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock compensation expense	0.7	0.6
Operating
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock compensation expense	0.1	0.1
Selling, general and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock compensation expense	$ 7.5	$ 7.6

XML

Stock Compensation - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average remaining contractual term (in years)	5 years 10 days
Exercisable, Weighted average remaining contractual term (in years)	4 years 4 months 23 days
Outstanding, Intrinsic value	$ 81.8
Exercisable, Intrinsic value	65.4
Exercised in Period, Intrinsic Value	3.4	$ 19.0
Incentive Plan, Stock Options and Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost not yet recognized	$ 51.5
Period for recognition (in years)	2 years 5 months 16 days
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested in period, Intrinsic Value	$ 1.3	$ 1.7
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, Restricted stock units (in shares)	100,122
Forfeited in period, restricted stock units (in shares)	6,948
Minimum | Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, Restricted stock units (in shares)	50,061
Maximum | Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, Restricted stock units (in shares)	200,244

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Stock Compensation - Number and Weighted Average Exercise Price - Options (Details) - Stock Options	3 Months Ended
	Mar. 31, 2016 $ / shares shares
Options (in shares)
Outstanding at December 31, 2015 | shares	11,173,333
Granted | shares	0
Exercised | shares	(215,702)
Forfeited | shares	(193,689)
Expired/canceled | shares	0
Outstanding at March 31, 2016 | shares	10,763,942
Exercisable at March 31, 2016 | shares	6,573,718
WAEP (in dollars per share)
Outstanding at December 31, 2015 | $ / shares	$ 20.04
Granted | $ / shares	0.00
Exercised | $ / shares	14.77
Forfeited | $ / shares	27.74
Expired/canceled | $ / shares	0.00
Outstanding at March 31, 2016 | $ / shares	20.00
Exercisable at March 31, 2016 | $ / shares	$ 16.77

XML

Stock Compensation - Number and Weighted Average Exercise Price - Restricted Stock (Details) - Restricted Stock [Member] - $ / shares	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2016
Restricted Stock (in shares)
Outstanding at December 31, 2015	723,036
Granted	90,064
Vested	(45,051)
Forfeited	(27,128)
Outstanding at March 31, 2016	740,921
Weighted Average Grant-Date Fair Value (in dollars per share)
Outstanding at December 31, 2015	$ 30.69
Granted	26.09
Vested	19.15
Forfeited	27.16
Outstanding at March 31, 2016	$ 30.69	$ 30.96

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Income Taxes - Reconciliation of Income Tax Expense (Details)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Tax Disclosure [Abstract]
Effective tax rate (as a percent)	35.00%	33.00%
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation [Abstract]
Federal income tax rate (as a percent)	35.00%	35.00%

XML

Commitments and Contingencies - Programming Rights (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Contractual Obligation, Fiscal Year Maturity [Abstract]
Program rights obligations	$ 132.7
Film rights payable in 2016	104.1
Film rights payable in 2017	12.6
Film rights payable in 2018	5.0
Film rights payable in 2019	9.8
Film rights payable in 2020	1.2
Programming license agreements payable in 2016	103.1
Programming license agreements payable in 2017	118.4
Programming license agreements payable in 2018	98.4
Programming license agreements payable in 2019	83.9
Programming license agreements payable in 2020	65.3
Programming license agreements payable thereafter	110.3
Amortization of program rights	$ 138.5	$ 136.9

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Other Information Accrued Liabilities (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Other Information [Abstract]
Program rights payable	$ 107.7	$ 67.8
Royalties, residuals and participations	79.8	82.4
Advertising and marketing	40.5	48.1
Payroll and related costs	18.5	29.2
Other	28.5	40.2
Accrued Liabilities, Current	$ 275.0	$ 267.7

XML

Other Information Supplemental Disclosure of Cash Flow Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Other Information [Abstract]
Cash paid for interest, net of amounts capitalized	$ 19.7	$ 19.0
Cash paid for income taxes	$ 1.7	$ 1.8

XML

Other Information Recent Accounting Pronouncements (Details) $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)
Recent Accounting Pronouncements Impact [Abstract]
Excess tax benefits related to stock compensation	$ 1.0

XML

Information and Operating Segments - Reconciliation of Adjusted OIBDA (Details) $ in Millions	1 Months Ended	3 Months Ended		10 Months Ended
	Oct. 31, 2015	Mar. 31, 2016 USD ($)	Mar. 31, 2015 USD ($)	Oct. 31, 2015 Segment
Segment Reporting Information [Line Items]
Number of Operating Segments | Segment				3
Reconciliation from Adjusted OIBDA to operating income
Consolidated Adjusted OIBDA		$ 127.1	$ 155.5
Stock compensation		(8.3)	(8.3)
Depreciation and amortization		(4.7)	(4.7)
Interest expense, net of amounts capitalized		(11.9)	(11.2)
Other income (expense), net		0.4	(2.2)
Income (loss) before income taxes and share of earnings of consolidated subsidiaries		102.6	129.1
Starz Animation
Segment Reporting Information [Line Items]
Sale of Stock, Percentage of Ownership before Transaction				100.00%
Reconciliation from Adjusted OIBDA to operating income
Consolidated Adjusted OIBDA		$ 0.0	$ (0.6)
Film Roman [Member]
Segment Reporting Information [Line Items]
Sale of Stock, Percentage of Ownership before Transaction	100.00%

XML

Information and Operating Segments - Performance Measures and Other Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Segment Reporting Information [Line Items]
Total revenue	$ 431.9	$ 450.7
Total Adjusted OIBDA	127.1	155.5
Total cash paid for investment in films and television programs	96.2	108.7
Total assets	1,655.5		$ 1,564.2
Starz Networks
Segment Reporting Information [Line Items]
Total revenue	339.9	334.0
Total Adjusted OIBDA	116.8	129.7
Total cash paid for investment in films and television programs	81.1	69.1
Total assets	1,499.2		1,365.9
Starz Distribution
Segment Reporting Information [Line Items]
Total revenue	92.7	109.7
Total Adjusted OIBDA	10.6	26.4
Total cash paid for investment in films and television programs	15.1	39.6
Total assets	173.9		166.8
Starz Animation
Segment Reporting Information [Line Items]
Total revenue	0.0	7.3
Total Adjusted OIBDA	0.0	(0.6)
Total cash paid for investment in films and television programs	0.0	0.0
Total assets	0.0		0.0
Other unallocated
Segment Reporting Information [Line Items]
Total assets	78.3		109.7
Inter-segment eliminations
Segment Reporting Information [Line Items]
Total revenue	(0.7)	(0.3)
Total Adjusted OIBDA	(0.3)	0.0
Total cash paid for investment in films and television programs	0.0	$ 0.0
Total assets	$ (95.9)		$ (78.2)

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Supplemental Guarantor Condensed Consolidating Financial Information - Balance Sheets (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015	Mar. 31, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 9.8	$ 10.7	$ 10.1	$ 13.4
Trade accounts receivable, net of allowances of $21.7 and $35.2	287.6	252.9
Program rights, net	379.8	316.1
Notes receivable from affiliates	0.0	0.0
Other current assets	67.1	90.1
Total current assets	744.3	669.8
Noncurrent assets:
Program rights	348.9	335.9
Investment in films and television programs, net	215.9	215.6
Property and equipment, net of accumulated depreciation of $137.4 and $134.5	87.0	89.2
Deferred income taxes	21.2	21.2
Goodwill	131.8	131.8
Other assets, net	106.4	100.7
Investment in consolidated subsidiaries	0.0	0.0
Total assets	1,655.5	1,564.2
Current liabilities:
Current portion of debt (Note 2)	5.7	5.6
Trade accounts payable	10.0	8.0
Accrued liabilities (Notes 5 and 6)	275.0	267.7
Notes payable due to affiliate	0.0	0.0
Due to (from) affiliates	0.0	0.0
Deferred revenue	11.5	10.3
Total liabilities	302.2	291.6
Noncurrent liabilities:
Debt (Note 2)	1,114.4	1,032.2
Other liabilities (Note 5)	27.3	22.7
Total liabilities	1,443.9	1,346.5
Member's Equity [Abstract]
Member’s interest	211.6	217.7
Total liabilities and member’s interest	1,655.5	1,564.2
Starz Entertainment, LLC (Guarantor)
Current assets:
Cash and cash equivalents	6.6	5.5	6.2	8.7
Trade accounts receivable, net of allowances of $21.7 and $35.2	229.1	212.4
Program rights, net	383.5	317.9
Notes receivable from affiliates	89.6	72.1
Other current assets	46.3	35.2
Total current assets	755.1	643.1
Noncurrent assets:
Program rights	353.0	341.8
Investment in films and television programs, net	190.0	173.6
Property and equipment, net of accumulated depreciation of $137.4 and $134.5	46.8	48.6
Deferred income taxes	(16.5)	(17.4)
Goodwill	131.8	131.8
Other assets, net	39.0	44.4
Investment in consolidated subsidiaries	0.0	0.0
Total assets	1,499.2	1,365.9
Current liabilities:
Current portion of debt (Note 2)	5.1	5.0
Trade accounts payable	9.2	7.3
Accrued liabilities (Notes 5 and 6)	201.8	176.8
Notes payable due to affiliate	0.0	0.0
Due to (from) affiliates	(1,019.6)	(1,028.9)
Deferred revenue	0.0	0.0
Total liabilities	(803.5)	(839.8)
Noncurrent liabilities:
Debt (Note 2)	1,072.0	989.7
Other liabilities (Note 5)	26.6	22.3
Total liabilities	295.1	172.2
Member's Equity [Abstract]
Member’s interest	1,204.1	1,193.7
Total liabilities and member’s interest	1,499.2	1,365.9
Starz, LLC Parent Only (Co-Issuer)
Current assets:
Cash and cash equivalents	0.4	0.5	0.4	0.3
Trade accounts receivable, net of allowances of $21.7 and $35.2	0.0	0.0
Program rights, net	0.0	0.0
Notes receivable from affiliates	0.0	0.0
Other current assets	12.8	48.6
Total current assets	13.2	49.1
Noncurrent assets:
Program rights	0.0	0.0
Investment in films and television programs, net	0.0	0.0
Property and equipment, net of accumulated depreciation of $137.4 and $134.5	40.0	40.3
Deferred income taxes	9.0	4.5
Goodwill	0.0	0.0
Other assets, net	0.0	0.0
Investment in consolidated subsidiaries	2,256.8	2,171.5
Total assets	2,319.0	2,265.4
Current liabilities:
Current portion of debt (Note 2)	0.6	0.6
Trade accounts payable	0.0	0.0
Accrued liabilities (Notes 5 and 6)	6.7	16.8
Notes payable due to affiliate	0.0	0.0
Due to (from) affiliates	1,001.0	1,014.7
Deferred revenue	0.0	0.0
Total liabilities	1,008.3	1,032.1
Noncurrent liabilities:
Debt (Note 2)	1,099.1	1,015.6
Other liabilities (Note 5)	0.0	0.0
Total liabilities	2,107.4	2,047.7
Member's Equity [Abstract]
Member’s interest	211.6	217.7
Total liabilities and member’s interest	2,319.0	2,265.4
Starz Media and Other Businesses (Non-Guarantors)
Current assets:
Cash and cash equivalents	2.8	4.7	3.5	4.4
Trade accounts receivable, net of allowances of $21.7 and $35.2	58.5	40.5
Program rights, net	0.0	0.0
Notes receivable from affiliates	0.0	0.0
Other current assets	8.0	6.3
Total current assets	69.3	51.5
Noncurrent assets:
Program rights	0.0	0.0
Investment in films and television programs, net	25.9	42.0
Property and equipment, net of accumulated depreciation of $137.4 and $134.5	0.2	0.3
Deferred income taxes	27.2	32.5
Goodwill	0.0	0.0
Other assets, net	67.4	56.3
Investment in consolidated subsidiaries	0.0	0.0
Total assets	190.0	182.6
Current liabilities:
Current portion of debt (Note 2)	0.0	0.0
Trade accounts payable	0.8	0.7
Accrued liabilities (Notes 5 and 6)	68.8	84.8
Notes payable due to affiliate	89.6	72.1
Due to (from) affiliates	18.6	14.2
Deferred revenue	13.7	10.7
Total liabilities	191.5	182.5
Noncurrent liabilities:
Debt (Note 2)	0.0	0.0
Other liabilities (Note 5)	3.8	5.4
Total liabilities	195.3	187.9
Member's Equity [Abstract]
Member’s interest	(5.3)	(5.3)
Total liabilities and member’s interest	190.0	182.6
Eliminations
Current assets:
Cash and cash equivalents	0.0	0.0	$ 0.0	$ 0.0
Trade accounts receivable, net of allowances of $21.7 and $35.2	0.0	0.0
Program rights, net	(3.7)	(1.8)
Notes receivable from affiliates	(89.6)	(72.1)
Other current assets	0.0	0.0
Total current assets	(93.3)	(73.9)
Noncurrent assets:
Program rights	(4.1)	(5.9)
Investment in films and television programs, net	0.0	0.0
Property and equipment, net of accumulated depreciation of $137.4 and $134.5	0.0	0.0
Deferred income taxes	1.5	1.6
Goodwill	0.0	0.0
Other assets, net	0.0	0.0
Investment in consolidated subsidiaries	(2,256.8)	(2,171.5)
Total assets	(2,352.7)	(2,249.7)
Current liabilities:
Current portion of debt (Note 2)	0.0	0.0
Trade accounts payable	0.0	0.0
Accrued liabilities (Notes 5 and 6)	(2.3)	(10.7)
Notes payable due to affiliate	(89.6)	(72.1)
Due to (from) affiliates	0.0	0.0
Deferred revenue	(2.2)	(0.4)
Total liabilities	(94.1)	(83.2)
Noncurrent liabilities:
Debt (Note 2)	(1,056.7)	(973.1)
Other liabilities (Note 5)	(3.1)	(5.0)
Total liabilities	(1,153.9)	(1,061.3)
Member's Equity [Abstract]
Member’s interest	(1,198.8)	(1,188.4)
Total liabilities and member’s interest	$ (2,352.7)	$ (2,249.7)

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Supplemental Guarantor Condensed Consolidating Financial Information - Consolidating Statement of Operations (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Revenue:
Programming networks and other services	$ 397.4	$ 415.8
Home video net sales	34.5	34.9
Total revenue	431.9	450.7
Costs and expenses:
Programming (including amortization) (Notes 3 and 5)	150.7	146.0
Production and acquisition (including amortization)	58.1	56.6
Home video cost of sales	7.4	10.4
Operating (Note 3)	6.0	13.3
Selling, general and administrative (Note 3)	90.9	77.2
Depreciation and amortization	4.7	4.7
Total costs and expenses	317.8	308.2
Operating income (loss)	114.1	142.5
Other income (expense):
Interest expense, net of amounts capitalized	(11.9)	(11.2)
Interest income (expense), related party	0.0	0.0
Other income (expense), net	0.4	(2.2)
Income (loss) before income taxes and share of earnings of consolidated subsidiaries	102.6	129.1
Income tax expense (Note 4)	(35.6)	(43.0)
Share of earnings of consolidated subsidiaries, net of taxes	0.0	0.0
Net income (loss)	67.0	86.1
Net income attributable to noncontrolling interest	0.0	(1.5)
Net income (loss) attributable to member	67.0	84.6
Starz Entertainment, LLC (Guarantor)
Revenue:
Programming networks and other services	363.8	384.4
Home video net sales	1.6	3.6
Total revenue	365.4	388.0
Costs and expenses:
Programming (including amortization) (Notes 3 and 5)	151.1	146.3
Production and acquisition (including amortization)	14.9	20.8
Home video cost of sales	1.3	2.7
Operating (Note 3)	10.6	15.1
Selling, general and administrative (Note 3)	74.6	60.6
Depreciation and amortization	4.0	3.9
Total costs and expenses	256.5	249.4
Operating income (loss)	108.9	138.6
Other income (expense):
Interest expense, net of amounts capitalized	(11.2)	(10.7)
Interest income (expense), related party	1.6	1.7
Other income (expense), net	3.2	(0.8)
Income (loss) before income taxes and share of earnings of consolidated subsidiaries	102.5	128.8
Income tax expense (Note 4)	(36.0)	(43.7)
Share of earnings of consolidated subsidiaries, net of taxes	0.0	0.0
Net income (loss)	66.5	85.1
Net income attributable to noncontrolling interest		0.0
Net income (loss) attributable to member		85.1
Starz, LLC Parent Only (Co-Issuer)
Revenue:
Programming networks and other services	0.0	0.0
Home video net sales	0.0	0.0
Total revenue	0.0	0.0
Costs and expenses:
Programming (including amortization) (Notes 3 and 5)	0.0	0.0
Production and acquisition (including amortization)	0.0	0.0
Home video cost of sales	0.0	0.0
Operating (Note 3)	0.0	0.0
Selling, general and administrative (Note 3)	0.3	1.9
Depreciation and amortization	0.3	0.4
Total costs and expenses	0.6	2.3
Operating income (loss)	(0.6)	(2.3)
Other income (expense):
Interest expense, net of amounts capitalized	(12.4)	(12.3)
Interest income (expense), related party	0.0	0.0
Other income (expense), net	0.0	0.0
Income (loss) before income taxes and share of earnings of consolidated subsidiaries	(13.0)	(14.6)
Income tax expense (Note 4)	6.7	5.1
Share of earnings of consolidated subsidiaries, net of taxes	73.3	95.6
Net income (loss)	67.0	86.1
Net income attributable to noncontrolling interest		(1.5)
Net income (loss) attributable to member		84.6
Starz Media and Other Businesses (Non-Guarantors)
Revenue:
Programming networks and other services	39.1	41.7
Home video net sales	33.2	32.0
Total revenue	72.3	73.7
Costs and expenses:
Programming (including amortization) (Notes 3 and 5)	0.0	0.0
Production and acquisition (including amortization)	43.2	35.8
Home video cost of sales	6.4	8.4
Operating (Note 3)	0.2	8.2
Selling, general and administrative (Note 3)	16.0	14.7
Depreciation and amortization	0.4	0.4
Total costs and expenses	66.2	67.5
Operating income (loss)	6.1	6.2
Other income (expense):
Interest expense, net of amounts capitalized	0.0	0.0
Interest income (expense), related party	(1.6)	(1.7)
Other income (expense), net	(3.0)	(1.7)
Income (loss) before income taxes and share of earnings of consolidated subsidiaries	1.5	2.8
Income tax expense (Note 4)	(2.2)	(0.2)
Share of earnings of consolidated subsidiaries, net of taxes	0.0	0.0
Net income (loss)	(0.7)	2.6
Net income attributable to noncontrolling interest		0.0
Net income (loss) attributable to member		2.6
Eliminations
Revenue:
Programming networks and other services	(5.5)	(10.3)
Home video net sales	(0.3)	(0.7)
Total revenue	(5.8)	(11.0)
Costs and expenses:
Programming (including amortization) (Notes 3 and 5)	(0.4)	(0.3)
Production and acquisition (including amortization)	0.0	0.0
Home video cost of sales	(0.3)	(0.7)
Operating (Note 3)	(4.8)	(10.0)
Selling, general and administrative (Note 3)	0.0	0.0
Depreciation and amortization	0.0	0.0
Total costs and expenses	(5.5)	(11.0)
Operating income (loss)	(0.3)	0.0
Other income (expense):
Interest expense, net of amounts capitalized	11.7	11.8
Interest income (expense), related party	0.0	0.0
Other income (expense), net	0.2	0.3
Income (loss) before income taxes and share of earnings of consolidated subsidiaries	11.6	12.1
Income tax expense (Note 4)	(4.1)	(4.2)
Share of earnings of consolidated subsidiaries, net of taxes	(73.3)	(95.6)
Net income (loss)	$ (65.8)	(87.7)
Net income attributable to noncontrolling interest		0.0
Net income (loss) attributable to member		$ (87.7)

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Supplemental Guarantor Condensed Consolidating Financial Information - Consolidating Statement of Comprehensive Income (Loss) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Condensed Financial Statements, Captions [Line Items]
Net income (loss)	$ 67.0	$ 86.1
Other comprehensive income, net of taxes -
Foreign currency translation adjustments from operations	0.0	0.7
Comprehensive income (loss)	67.0	86.8
Comprehensive income attributable to noncontrolling interest	0.0	(1.7)
Comprehensive income (loss) attributable to member	67.0	85.1
Starz Entertainment, LLC (Guarantor)
Condensed Financial Statements, Captions [Line Items]
Net income (loss)	66.5	85.1
Other comprehensive income, net of taxes -
Foreign currency translation adjustments from operations	0.0	0.0
Comprehensive income (loss)	66.5	85.1
Comprehensive income attributable to noncontrolling interest		0.0
Comprehensive income (loss) attributable to member		85.1
Starz, LLC Parent Only (Co-Issuer)
Condensed Financial Statements, Captions [Line Items]
Net income (loss)	67.0	86.1
Other comprehensive income, net of taxes -
Foreign currency translation adjustments from operations	0.0	0.7
Comprehensive income (loss)	67.0	86.8
Comprehensive income attributable to noncontrolling interest		(1.7)
Comprehensive income (loss) attributable to member		85.1
Starz Media and Other Businesses (Non-Guarantors)
Condensed Financial Statements, Captions [Line Items]
Net income (loss)	(0.7)	2.6
Other comprehensive income, net of taxes -
Foreign currency translation adjustments from operations	0.0	0.7
Comprehensive income (loss)	(0.7)	3.3
Comprehensive income attributable to noncontrolling interest		0.0
Comprehensive income (loss) attributable to member		3.3
Eliminations
Condensed Financial Statements, Captions [Line Items]
Net income (loss)	(65.8)	(87.7)
Other comprehensive income, net of taxes -
Foreign currency translation adjustments from operations	0.0	(0.7)
Comprehensive income (loss)	$ (65.8)	(88.4)
Comprehensive income attributable to noncontrolling interest		0.0
Comprehensive income (loss) attributable to member		$ (88.4)

XML

Supplemental Guarantor Condensed Consolidating Financial Information - Consolidating Statements of Cash Flows (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Operating activities:
Net income	$ 67.0	$ 86.1
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	4.7	4.7
Amortization of program rights	138.5	136.9
Program rights payments	(126.9)	(136.0)
Amortization of investment in films and television programs	47.0	36.9
Investment in films and television programs	(96.2)	(108.7)
Stock compensation (Note 3)	8.3	8.3
Share of earnings of consolidated subsidiaries	0.0	0.0
Deferred income taxes	0.0	(6.8)
Other non-operating and non-cash items	(10.0)	(13.5)
Changes in assets and liabilities:
Current and other assets	(4.6)	(8.7)
Due to affiliate	0.0	0.0
Payables and other liabilities	(22.4)	(5.0)
Net cash provided by (used in) operating activities	5.4	(5.8)
Investing activities:
Purchase of Property, Plant, and Equipment	(2.2)	(2.2)
Investment in and advances to equity investee	(4.0)	0.0
Net Cash Provided by (Used in) Investing Activities	(6.2)	(2.2)
Financing activities:
Borrowings of debt	133.0	95.0
Payments of debt	(51.4)	(81.3)
Distributions to parent related to repurchases of common stock	(83.9)	(13.0)
Contributions from parent related to exercise of stock options	2.2	4.6
Borrowings under notes payable to affiliate	0.0	0.0
Net advances to / from affiliate	0.0	0.0
Minimum withholding of taxes related to stock compensation	(1.0)	(5.2)
Excess tax benefit from stock compensation	1.0	4.6
Net cash provided by (used in) financing activities	(0.1)	4.7
Net increase (decrease) in cash and cash equivalents	(0.9)	(3.3)
Beginning of period	10.7	13.4
End of period	9.8	10.1
Supplemental disclosure of cash flow information:
Cash paid for interest, net of amounts capitalized	19.7	19.0
Cash paid for income taxes	1.7	1.8
Starz Entertainment, LLC (Guarantor)
Operating activities:
Net income	66.5	85.1
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	4.0	3.9
Amortization of program rights	139.0	137.2
Program rights payments	(127.5)	(136.0)
Amortization of investment in films and television programs	16.0	16.0
Investment in films and television programs	(81.1)	(69.1)
Stock compensation (Note 3)	7.5	7.4
Share of earnings of consolidated subsidiaries	0.0	0.0
Deferred income taxes	(0.9)	(6.8)
Other non-operating and non-cash items	(0.7)	1.5
Changes in assets and liabilities:
Current and other assets	(22.7)	7.8
Due to affiliate	8.1	19.4
Payables and other liabilities	12.5	(2.6)
Net cash provided by (used in) operating activities	20.7	63.8
Investing activities:
Purchase of Property, Plant, and Equipment	(2.1)	(2.0)
Investment in and advances to equity investee	0.0
Net Cash Provided by (Used in) Investing Activities	(2.1)	(2.0)
Financing activities:
Borrowings of debt	0.0	0.0
Payments of debt	(1.2)	(1.2)
Distributions to parent related to repurchases of common stock	0.0	0.0
Contributions from parent related to exercise of stock options	0.0	0.0
Borrowings under notes payable to affiliate	(17.5)	(70.6)
Net advances to / from affiliate	1.2	6.6
Minimum withholding of taxes related to stock compensation	(1.0)	(3.7)
Excess tax benefit from stock compensation	1.0	4.6
Net cash provided by (used in) financing activities	(17.5)	(64.3)
Net increase (decrease) in cash and cash equivalents	1.1	(2.5)
Beginning of period	5.5	8.7
End of period	6.6	6.2
Supplemental disclosure of cash flow information:
Cash paid for interest, net of amounts capitalized	(2.1)	(2.2)
Cash paid for income taxes	0.0	3.5
Starz, LLC Parent Only (Co-Issuer)
Operating activities:
Net income	67.0	86.1
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	0.3	0.4
Amortization of program rights	0.0	0.0
Program rights payments	0.0	0.0
Amortization of investment in films and television programs	0.0	0.0
Investment in films and television programs	0.0	0.0
Stock compensation (Note 3)	0.3	0.2
Share of earnings of consolidated subsidiaries	(73.3)	(95.6)
Deferred income taxes	(4.5)	(0.1)
Other non-operating and non-cash items	0.7	0.5
Changes in assets and liabilities:
Current and other assets	31.8	29.0
Due to affiliate	(12.5)	(21.5)
Payables and other liabilities	(9.8)	1.2
Net cash provided by (used in) operating activities	0.0	0.2
Investing activities:
Purchase of Property, Plant, and Equipment	0.0	0.0
Investment in and advances to equity investee	0.0
Net Cash Provided by (Used in) Investing Activities	0.0	0.0
Financing activities:
Borrowings of debt	133.0	95.0
Payments of debt	(50.2)	(80.1)
Distributions to parent related to repurchases of common stock	(83.9)	(13.0)
Contributions from parent related to exercise of stock options	2.2	4.6
Borrowings under notes payable to affiliate	0.0	0.0
Net advances to / from affiliate	(1.2)	(6.6)
Minimum withholding of taxes related to stock compensation	0.0	0.0
Excess tax benefit from stock compensation	0.0	0.0
Net cash provided by (used in) financing activities	(0.1)	(0.1)
Net increase (decrease) in cash and cash equivalents	(0.1)	0.1
Beginning of period	0.5	0.3
End of period	0.4	0.4
Supplemental disclosure of cash flow information:
Cash paid for interest, net of amounts capitalized	20.2	20.0
Cash paid for income taxes	1.7	(1.9)
Starz Media and Other Businesses (Non-Guarantors)
Operating activities:
Net income	(0.7)	2.6
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	0.4	0.4
Amortization of program rights	0.0	0.0
Program rights payments	0.0	0.0
Amortization of investment in films and television programs	31.0	20.9
Investment in films and television programs	(15.1)	(39.6)
Stock compensation (Note 3)	0.5	0.7
Share of earnings of consolidated subsidiaries	0.0	0.0
Deferred income taxes	5.4	0.0
Other non-operating and non-cash items	(9.1)	(15.0)
Changes in assets and liabilities:
Current and other assets	(17.9)	(46.1)
Due to affiliate	4.4	2.1
Payables and other liabilities	(14.2)	4.2
Net cash provided by (used in) operating activities	(15.3)	(69.8)
Investing activities:
Purchase of Property, Plant, and Equipment	(0.1)	(0.2)
Investment in and advances to equity investee	(4.0)
Net Cash Provided by (Used in) Investing Activities	(4.1)	(0.2)
Financing activities:
Borrowings of debt	0.0	0.0
Payments of debt	0.0	0.0
Distributions to parent related to repurchases of common stock	0.0	0.0
Contributions from parent related to exercise of stock options	0.0	0.0
Borrowings under notes payable to affiliate	17.5	70.6
Net advances to / from affiliate	0.0	0.0
Minimum withholding of taxes related to stock compensation	0.0	(1.5)
Excess tax benefit from stock compensation	0.0	0.0
Net cash provided by (used in) financing activities	17.5	69.1
Net increase (decrease) in cash and cash equivalents	(1.9)	(0.9)
Beginning of period	4.7	4.4
End of period	2.8	3.5
Supplemental disclosure of cash flow information:
Cash paid for interest, net of amounts capitalized	1.6	1.2
Cash paid for income taxes	0.0	0.2
Eliminations
Operating activities:
Net income	(65.8)	(87.7)
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	0.0	0.0
Amortization of program rights	(0.5)	(0.3)
Program rights payments	0.6	0.0
Amortization of investment in films and television programs	0.0	0.0
Investment in films and television programs	0.0	0.0
Stock compensation (Note 3)	0.0	0.0
Share of earnings of consolidated subsidiaries	73.3	95.6
Deferred income taxes	0.0	0.1
Other non-operating and non-cash items	(0.9)	(0.5)
Changes in assets and liabilities:
Current and other assets	4.2	0.6
Due to affiliate	0.0	0.0
Payables and other liabilities	(10.9)	(7.8)
Net cash provided by (used in) operating activities	0.0	0.0
Investing activities:
Purchase of Property, Plant, and Equipment	0.0	0.0
Investment in and advances to equity investee	0.0
Net Cash Provided by (Used in) Investing Activities	0.0	0.0
Financing activities:
Borrowings of debt	0.0	0.0
Payments of debt	0.0	0.0
Distributions to parent related to repurchases of common stock	0.0	0.0
Contributions from parent related to exercise of stock options	0.0	0.0
Borrowings under notes payable to affiliate	0.0	0.0
Net advances to / from affiliate	0.0	0.0
Minimum withholding of taxes related to stock compensation	0.0	0.0
Excess tax benefit from stock compensation	0.0	0.0
Net cash provided by (used in) financing activities	0.0	0.0
Net increase (decrease) in cash and cash equivalents	0.0	0.0
Beginning of period	0.0	0.0
End of period	0.0	0.0
Supplemental disclosure of cash flow information:
Cash paid for interest, net of amounts capitalized	0.0	0.0
Cash paid for income taxes	$ 0.0	$ 0.0