10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended September 30, 2014

OR

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

Commission File Number: 000-22555

OUTERWALL INC.

(Exact name of registrant as specified in its charter)

Delaware	94-3156448
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)
1800 114th Avenue SE, Bellevue, Washington	98004
(Address of principal executive offices)	(Zip Code)

(425) 943-8000

(Registrant’s telephone number, including area code)

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.    Yesý    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  ý    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 definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	ý	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act):    Yes  ¨    No  ý

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class	Outstanding at October 24, 2014
Common Stock, $0.001 par value	18,914,132

OUTERWALL INC.

FORM 10-Q

TABLE OF CONTENTS

		Page
PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited):
	Consolidated Balance Sheets as of September 30, 2014 and December 31, 2013	1
	Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2014 and 2013	2
	Consolidated Statements of Stockholders’ Equity for the three and nine months ended September 30, 2014	3
	Consolidated Statements of Cash Flows for the three and nine months ended September 30, 2014 and 2013	4
	Notes to Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	41
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	64
Item 4.	Controls and Procedures	64
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	65
Item 1A.	Risk Factors	65
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	66
Item 3.	Defaults Upon Senior Securities	66
Item 4.	Mine Safety Disclosures	66
Item 5.	Other Information	66
Item 6.	Exhibits	66
SIGNATURE		67

OUTERWALL INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

(unaudited)

	September 30, 2014			December 31, 2013
Assets
Current Assets:
Cash and cash equivalents	$	184,901		$	371,437
Accounts receivable, net of allowances of $1,700 and $1,826	32,787			50,296
Content library	151,068			199,868
Prepaid expenses and other current assets	59,807			84,709
Total current assets	428,563			706,310
Property and equipment, net	451,346			520,865
Deferred income taxes	9,290			6,443
Goodwill and other intangible assets, net	627,324			638,690
Other long-term assets	11,510			19,075
Total assets	$	1,528,033		$	1,891,383
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	138,123		$	236,018
Accrued payable to retailers	105,989			134,140
Other accrued liabilities	129,873			134,127
Current portion of long-term debt and other long-term liabilities	20,595			103,889
Deferred income taxes	33,154			23,143
Total current liabilities	427,734			631,317
Long-term debt and other long-term liabilities	1,022,803			681,403
Deferred income taxes	29,370			58,528
Total liabilities	1,479,907			1,371,248
Commitments and contingencies (Note 17)
Debt conversion feature	—			1,446
Stockholders’ Equity:
Preferred stock, $0.001 par value - 5,000,000 shares authorized; no shares issued or outstanding	—			—
Common stock, $0.001 par value - 60,000,000 authorized;
36,593,850 and 36,356,357 shares issued;
18,894,926 and 26,150,900 shares outstanding;	470,157			482,481
Treasury stock	(997,697		)	(476,796		)
Retained earnings	576,589			513,771
Accumulated other comprehensive loss	(923		)	(767		)
Total stockholders’ equity	48,126			518,689
Total liabilities and stockholders’ equity	$	1,528,033		$	1,891,383

See accompanying Notes to Consolidated Financial Statements

1

OUTERWALL INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands, except per share data)

(unaudited)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2014			2013			2014			2013
Revenue	$	552,864		$	586,539		$	1,702,403		$	1,712,896
Expenses:
Direct operating(1)	384,111			405,973			1,194,815			1,174,818
Marketing	9,762			8,395			27,142			22,903
Research and development	2,999			3,510			9,885			8,171
General and administrative	47,864			61,031			149,829			168,786
Depreciation and other	47,896			49,245			146,171			143,156
Amortization of intangible assets	3,671			3,191			11,366			7,085
Total expenses	496,303			531,345			1,539,208			1,524,919
Operating income	56,561			55,194			163,195			187,977
Other income (expense), net:
Income (loss) from equity method investments, net (Note 8)	(11,352		)	57,934			(31,261		)	41,280
Interest expense, net	(12,463		)	(8,402		)	(35,037		)	(25,953		)
Other, net	(3,015		)	(2,402		)	(1,857		)	(3,323		)
Total other income (expense), net	(26,830		)	47,130			(68,155		)	12,004
Income from continuing operations before income taxes	29,731			102,324			95,040			199,981
Income tax expense	(11,841		)	(15,529		)	(31,454		)	(34,766		)
Income from continuing operations	17,890			86,795			63,586			165,215
Loss from discontinued operations, net of tax (Note 13)	—			(4,139		)	(768		)	(13,098		)
Net income	17,890			82,656			62,818			152,117
Foreign currency translation adjustment(2)	(695		)	1,852			(156		)	(304		)
Comprehensive income	$	17,195		$	84,508		$	62,662		$	151,813
Basic earnings (loss) per share:
Continuing operations	$	0.95		$	3.19		$	3.06		$	6.03
Discontinued operations	—			(0.16		)	(0.04		)	(0.48		)
Basic earnings per share	$	0.95		$	3.03		$	3.02		$	5.55
Diluted earnings (loss) per share:
Continuing operations	$	0.93		$	3.10		$	2.98		$	5.78
Discontinued operations	—			(0.15		)	(0.04		)	(0.46		)
Diluted earnings per share	$	0.93		$	2.95		$	2.94		$	5.32
Weighted average shares used in basic per share calculations	18,798			27,244			20,792			27,391
Weighted average shares used in diluted per share calculations (Note 14)	19,147			28,016			21,372			28,582

(1) “Direct operating” excludes depreciation and other of $32.0 million and $96.5 million for the three and nine months endedSeptember 30, 2014, respectively, and $33.0 million and $97.3 million for the three and nine months endedSeptember 30, 2013, respectively.

(2) Foreign currency translation adjustment had no tax effect for the three and nine months endedSeptember 30, 2014 and 2013, respectively.

See accompanying Notes to Consolidated Financial Statements

2

OUTERWALL INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in thousands, except share data)

(unaudited)

											Accumulated Other Comprehensive Loss
	Common Stock					Treasury			Retained
	Shares		Amount			Stock			Earnings					Total
Balance, June 30, 2014	19,865,273		$	479,494		$	(941,167	)	$	558,699	$	(228	)	$	96,798
Proceeds from exercise of stock options, net	3,912		153			—			—		—			153
Adjustments related to tax withholding for share-based compensation	(3,737	)	(212		)	—			—		—			(212		)
Share-based payments expense	(33,496	)	3,249			—			—		—			3,249
Excess tax benefit on share-based compensation expense	—		1,167			—			—		—			1,167
Repurchases of common stock	(1,185,970	)	—			(70,587		)	—		—			(70,587		)
Conversion of callable convertible debt, net of tax	248,944		(13,857		)	14,057			—		—			200
Adjustment and settlement of debt conversion feature classified as temporary equity	—		163			—			—		—			163
Net income	—		—			—			17,890		—			17,890
Foreign currency translation adjustment(1)	—		—			—			—		(695		)	(695		)
Balance, September 30, 2014	18,894,926		$	470,157		$	(997,697	)	$	576,589	$	(923	)	$	48,126

(1) Foreign currency translation adjustment has no tax effect for the three months endedSeptember 30, 2014.

											Accumulated Other Comprehensive Loss
	Common Stock					Treasury			Retained
	Shares		Amount			Stock			Earnings					Total
Balance, December 31, 2013	26,150,900		$	482,481		$	(476,796	)	$	513,771	$	(767	)	$	518,689
Proceeds from exercise of stock options, net	87,789		2,943			—			—		—			2,943
Adjustments related to tax withholding for share-based compensation	(57,694	)	(4,027		)	—			—		—			(4,027		)
Share-based payments expense	207,398		10,093			—			—		—			10,093
Excess tax benefit on share-based compensation expense	—		1,992			—			—		—			1,992
Repurchases of common stock	(7,925,227	)	—			(545,156		)	—		—			(545,156		)
Conversion of callable convertible debt, net of tax	431,760		(24,771		)	24,255			—		—			(516		)
Adjustment and settlement of debt conversion feature classified as temporary equity	—		1,446			—			—		—			1,446
Net income	—		—			—			62,818		—			62,818
Foreign currency translation adjustment(1)	—		—			—			—		(156		)	(156		)
Balance, September 30, 2014	18,894,926		$	470,157		$	(997,697	)	$	576,589	$	(923	)	$	48,126

(1) Foreign currency translation adjustment has no tax effect for the nine months endedSeptember 30, 2014.

See accompanying Notes to Consolidated Financial Statements

3

OUTERWALL INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2014			2013			2014			2013
Operating Activities:
Net income	$	17,890		$	82,656		$	62,818		$	152,117
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other	47,898			49,664			146,156			144,173
Amortization of intangible assets	3,671			3,191			11,366			7,085
Share-based payments expense	3,249			2,774			10,093			11,454
Windfall excess tax benefits related to share-based payments	(35		)	(318		)	(1,988		)	(3,347		)
Deferred income taxes	(2,404		)	24,813			(17,408		)	(12,098		)
Impairment expense	—			2,586			—			5,262
Loss (income) from equity method investments, net	11,352			(57,934		)	31,261			(41,280		)
Amortization of deferred financing fees and debt discount	901			1,158			3,423			5,205
Loss from early extinguishment of debt	55			1			2,018			5,950
Other	(313		)	2,831			(1,477		)	1,020
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net	12,133			2,344			17,464			(306		)
Content library	1,314			4,534			48,800			9,446
Prepaid expenses and other current assets	1,044			(20,845		)	23,047			(31,456		)
Other assets	611			(633		)	1,647			269
Accounts payable	(26,011		)	(14,722		)	(97,006		)	(70,180		)
Accrued payable to retailers	(21,099		)	(9,368		)	(27,822		)	(9,641		)
Other accrued liabilities	(629		)	(11,789		)	(5,345		)	(26,552		)
Net cash flows from operating activities(1)	49,627			60,943			207,047			147,121
Investing Activities:
Purchases of property and equipment	(19,295		)	(39,102		)	(72,311		)	(123,346		)
Proceeds from sale of property and equipment	42			56			1,835			12,888
Sales of short term investments	—			10,000			—			—
Acquisition of ecoATM, net of cash acquired	—			(244,036		)	—			(244,036		)
Receipt of note receivable principal	—			—			—			95
Cash paid for equity investments	(14,000		)	(14,000		)	(24,500		)	(28,000		)
Net cash flows used in investing activities(1)	(33,253		)	(287,082		)	(94,976		)	(382,399		)
Financing Activities:
Proceeds from issuance of senior unsecured notes	—			—			295,500			343,769
Proceeds from new borrowing on Credit Facility	130,000			150,000			635,000			150,000
Principal payments on Credit Facility	(86,875		)	(54,376		)	(621,250		)	(60,938		)
Financing costs associated with Credit Facility and senior unsecured notes(2)	(824		)	—			(2,906		)	(444		)
Settlement and conversion of convertible debt	(33,425		)	(30		)	(51,149		)	(169,664		)
Repurchases of common stock(3)	(70,598		)	(23,616		)	(545,078		)	(95,004		)
Principal payments on capital lease obligations and other debt	(3,516		)	(3,373		)	(10,597		)	(10,824		)
Windfall excess tax benefits related to share-based payments	35			318			1,988			3,347
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options	(59		)	1,018			(1,084		)	7,763
Net cash flows from (used in) financing activities(1)	(65,262		)	69,941			(299,576		)	168,005

4

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2014			2013			2014			2013
Effect of exchange rate changes on cash	563			1,183			969			(391		)
Decrease in cash and cash equivalents	(48,325		)	(155,015		)	(186,536		)	(67,664		)
Cash and cash equivalents:
Beginning of period	233,226			370,245			371,437			282,894
End of period	$	184,901		$	215,230		$	184,901		$	215,230
Supplemental disclosure of cash flow information:
Cash paid during the period for interest	$	12,614		$	13,284		$	29,824		$	19,194
Cash paid during the period for income taxes, net	$	14,594		$	9,999		$	23,783		$	54,997
Supplemental disclosure of non-cash investing and financing activities:
Purchases of property and equipment financed by capital lease obligations	$	1,901		$	1,128		$	7,414		$	6,743
Purchases of property and equipment included in ending accounts payable	$	5,869		$	8,188		$	5,869		$	8,188
Non-cash gain included in equity investments	$	—		$	68,376		$	—		$	68,376
Common stock issued on conversion of callable convertible debt, net of tax	$	14,057		$	14		$	24,255		$	14,292
Non-cash debt issue costs(2)	$	—		$	—		$	4,500		$	6,231

(1) During 2013, we discontinued four ventures previously included in our New Ventures operating segment, Orango, Rubi, Crisp Market, and Star Studio. Cash flows from these discontinued operations are not segregated from cash flows from continuing operations in all periods presented because they were not material.

(2) Total financing costs associated with the Credit Facility and senior unsecured notes issued in the second quarter of 2014 were $8.2 million composed of non-cash debt issue costs of $4.5 million recorded as debt discount associated with our issuance of $300.0 million senior unsecured notes due 2021, $1.5 million in deferred financing fees associated with the senior unsecured notes, and $2.2 million in deferred financing fees associated with the refinancing of our credit facility. The cash payments for financing costs associated with the Credit Facility and senior unsecured notes during the three and nine months endedSeptember 30, 2014 were $0.8 million and $2.9 million, respectively. The remaining accrued balance of the total financing cost as of September 30, 2014 was $0.8 million.

(3) The total cost of repurchases of common stock during the three and nine months endedSeptember 30, 2014 was$70.6 million and $545.2 million, respectively, which includes $3.8 million in fees and expenses relating to the tender offer recorded as part of the cost of treasury stock in our Consolidated Balance Sheets. The cash payments for the tender offer fees during the three and nine months endedSeptember 30, 2014 was $0.01 million and $3.7 million, respectively. The remaining accrued balance of the tender offer fees as of September 30, 2014 is $0.1 million.

See accompanying Notes to Consolidated Financial Statements

5

INDEX FOR NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

		Page
Note 1	Basis of Presentation and Principles of Consolidation	7
Note 2	Summary of Significant Accounting Policies	10
Note 3	Organization and Business	11
Note 4	Cash and Cash Equivalents	11
Note 5	Prepaid Expenses and Other Current Assets and Other Accrued Liabilities	12
Note 6	Property and Equipment	12
Note 7	Goodwill and Other Intangible Assets	13
Note 8	Equity Method Investments and Related Party Transactions	14
Note 9	Debt and Other Long-Term Liabilities	16
Note 10	Repurchases of Common Stock	19
Note 11	Share-Based Payments	20
Note 12	Restructuring	22
Note 13	Discontinued Operations	23
Note 14	Earnings Per Share	24
Note 15	Business Segments and Enterprise-Wide Information	24
Note 16	Fair Value	27
Note 17	Commitments and Contingencies	28
Note 18	Guarantor Subsidiaries	29
Note 19	Income Taxes	40
Note 20	Subsequent Events	40

6

OUTERWALL INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1: Basis of Presentation and Principles of Consolidation

The unaudited consolidated financial information included herein has been prepared by Outerwall Inc., pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The unaudited consolidated financial statements of Outerwall Inc. included herein reflect all adjustments, consisting only of normal recurring adjustments that, in the opinion of management, are necessary to present fairly our consolidated financial position, results of operations, and cash flows for the periods presented. The financial information as of December 31, 2013, is derived from our 2013 Annual Report on Form 10-K. The consolidated financial statements included within this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and the notes thereto included in our 2013 Annual Report on Form 10-K. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the full year.

The accompanying consolidated financial statements include the accounts of Outerwall Inc. and our wholly-owned subsidiaries. Investments in companies of which we may have significant influence, but not a controlling interest, are accounted for using the equity method of accounting. All significant intercompany balances and transactions have been eliminated in consolidation.

Revision of Previously Issued Financial Statements

During the second quarter of 2014, we identified adjustments to prior periods related to purchases of property and equipment included in ending accounts payable which impact the amounts presented as cash paid for purchases of property and equipment in the investing activities section of our consolidated statements of cash flows, the change in accounts payable within the operating activities section of the cash flow statement and the supplemental non-cash investing and financing activities disclosure of purchases of property and equipment included in ending accounts payable. We concluded that the error was not material to any of our prior period financial statements under the guidance of SEC Staff Accounting Bulletin (“SAB”) No. 99, Materiality. We applied the guidance of SAB No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in the Current Year Financial Statements, and revised the prior period financial statements presented.

The impact of the immaterial error on our prior period consolidated statements of cash flows is presented in the following table:

	As Reported						Adjustment						As Revised
	Three Months Ended			Nine Months Ended			Three Months Ended			Nine Months Ended			Three Months Ended			Nine Months Ended
Dollars in thousands	September 30, 2013						September 30, 2013						September 30, 2013
Cash flows from changes in operating assets and liabilities:
Accounts payable	$	(13,938	)	$	(84,910	)	$	(784	)	$	14,730		$	(14,722	)	$	(70,180	)
Net cash flows from operating activities	$	61,727		$	132,391		$	(784	)	$	14,730		$	60,943		$	147,121
Investing Activities:
Purchases of property and equipment	$	(39,886	)	$	(108,616	)	$	784		$	(14,730	)	$	(39,102	)	$	(123,346	)
Net cash flows from investing activities	$	(287,866	)	$	(367,669	)	$	784		$	(14,730	)	$	(287,082	)	$	(382,399	)
Supplemental disclosure of non-cash investing and financing activities:
Purchases of property and equipment included in ending accounts payable	$	24,773		$	24,773		$	(16,585	)	$	(16,585	)	$	8,188		$	8,188

7

Accounting Pronouncements Adopted During the Current Year

In May 2013, the FASB issued ASU No. 2013-05, "Foreign Currency Matters (Topic 830): Parent’s Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity." This ASU addresses the accounting for the cumulative translation adjustment when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity. For public entities, the ASU is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013. The amendments should be applied prospectively to derecognition events occurring after the effective date. Prior periods should not be adjusted. Our adoption of ASU No. 2013-05 in the first quarter of 2014 did not have a material impact on our financial position, results of operations or cash flows.

In November 2013, the FASB issued ASU 2013-11, "Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists." This ASU requires an entity to present an unrecognized tax benefit as a reduction of a deferred tax asset for a net operating loss (NOL) carryforward, or similar tax loss or tax credit carryforward, rather than as a liability when:

1. the uncertain tax position would reduce the NOL or other carryforward under the tax law of the applicable jurisdiction, and

2. the entity intends to use the deferred tax asset for that purpose.

The ASU changes existing presentation requirements but does not require new recurring disclosures. The ASU is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013 for public entities. Our adoption of ASU No. 2013-11 in the first quarter of 2014 did not have a material impact on our financial position, results of operations or cash flows.

8

Accounting Pronouncements Not Yet Adopted

In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360) Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. ASU 2014-08 changes the requirements for reporting discontinued operations. Under the ASU discontinued operations is defined as either a:

• Component of an entity, or group of components, that

◦ has been disposed of meets the criteria to be classified as held-for-sale, or has been abandoned/spun-off; and

◦ represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results, or a

• Business or nonprofit activity that, on acquisition, meets the criteria to be classified as held-for-sale.

We are currently evaluating the impact of ASU 2014-08, which is effective for us in our fiscal year beginning on January 1, 2015.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 requires revenue recognition to depict the transfer of 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. ASU 2014-09 sets forth a new revenue recognition model that requires identifying the contract, identifying the performance obligations, determining the transaction price, allocating the transaction price to performance obligations and recognizing the revenue upon satisfaction of performance obligations. The amendments in the ASU can be applied either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the update recognized at the date of the initial application along with additional disclosures. We are currently evaluating the impact of ASU 2014-09, which is effective for us in our fiscal year beginning on January 1, 2017.

In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. This ASU describes how an entity’s management should assess whether there are conditions and events that raise substantial doubt about an entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. Management should consider both quantitative and qualitative factors in making its assessment.

If after considering management’s plans, substantial doubt about an entity’s going concern is alleviated, an entity shall disclose information in the footnotes that enables the users of the financial statements to understand the events that raised the going concern and how management’s plan alleviated this concern.

If after considering management’s plans, substantial doubt about an entity’s going concern is not alleviated, the entity shall disclose in the footnotes indicating that a substantial doubt about the entity’s going concern exists within one year of the date of the issued financial statements. Additionally, the entity shall disclose the events that led to this going concern and management’s plans to mitigate them.

We are currently evaluating the impact of ASU 2014-15, which is effective for us in our fiscal year beginning January 1, 2017.

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Note 2: Summary of Significant Accounting Policies

Content Library

Content library consists of movies and video games available for rent or purchase. We obtain our movie and video game content primarily through revenue sharing agreements and license agreements with studios and game publishers, as well as through distributors and other suppliers. The cost of content mainly includes the cost of the movies and video games, labor, overhead, freight, and studio revenue sharing expenses. The content purchases are capitalized and amortized to their estimated salvage value as a component of direct operating expenses over the usage period. For purchased content that we expect to sell at the end of its useful life, we determine an estimated salvage value. Content salvage values are estimated based on the amounts that we have historically recovered on disposal. For licensed content that we do not expect to sell, no salvage value is provided. The useful lives and salvage value of our content library are periodically reviewed and evaluated. The amortization charges were derived utilizing rental curves based on historical performance of movies and games over their useful lives and recorded on an accelerated basis, reflecting higher rentals of movies and video games in the first few weeks after release, and substantially all of the amortization expense is recognized within one year of purchase.

In the second quarter of 2013, Outerwall Inc. ("the Company") completed a review of its content library amortization methodology and updated the methodology in order to add greater precision to product cost amortization. The previous method recognized accelerated amortization of content library costs at a rate faster than the decline in the content library's value due to the recognition of charges in addition to the normal rental curve amortization whenever individual discs were removed from kiosks, a process we define as "thinning". The Company's most recent analysis has shown that its amortization curves can reasonably capture the effect of thinning and therefore eliminates the need for additional charges at the time of thinning and provides a better correlation of costs to revenue. The modified approach to amortizing the cost of the content library is based on updated rental curves, which incorporate thinning estimates, and provides a more systematic method for recognizing the costs of movie and game titles. The Company anticipates that this new method will better align the recognition of costs with the related revenue.

The Company believes that the change in its content library amortization methodology, made on a prospective basis, is a change in accounting estimate that is effected by a change in accounting principle. The Company believes that the modified content library amortization methodology is preferable because it better reflects the pattern of consumption of the expected benefits of the content library. A copy of our auditor's preferability letter is filed as an exhibit to our 10-Q for the period ended June 30, 2013.

The effect of this change resulted in a reduction of product costs, as reported in direct operating expenses, of approximately $21.7 million in the second quarter of 2013, with those costs shifted to primarily the third and fourth quarters and some into 2014. The change resulted in a corresponding increase to the balance of our content library. In addition, the change in amortization methodology shifted product costs on titles purchased during the second half of 2013 into 2014 as amortization is less accelerated than under the prior method. Under the modified amortization methodology we continue to recognize substantially all of the amortization expense within one year of purchase.

Reclassifications

During 2013, we discontinued four new venture concepts, Rubi, Crisp Market, Orango, and Star Studio. We have reclassified the results of operations of these four ventures to discontinued operations for all periods presented in our Consolidated Statements of Comprehensive Income. See Note 13: Discontinued Operations for more information.

During 2014, we reclassified certain deferred fees associated with the issuance of our Senior Notes due 2019 from other long-term assets to long-term debt and other long-term liabilities. We have reclassified these amounts for all periods presented in our Consolidated Balance Sheets.

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Note 3: Organization and Business

Description of Business

We are a leading provider of automated retail solutions offering convenient products and services that benefit consumers and drive incremental retail traffic and revenue for retailers.

Our core offerings in automated retail include our Redbox and Coinstar segments. Our Redbox segment consists of self-service kiosks where consumers can rent or purchase movies and video games. Our Coinstar segment consists of self-service coin-counting kiosks where consumers can convert their coins to cash or stored value products. We also offer self-service kiosks that exchange gift cards for cash under our Coinstar™ Exchange brand. Our New Ventures segment is focused on identifying, evaluating, building, or acquiring and developing innovative self-service concepts in the marketplace. New Ventures concepts are regularly assessed to determine whether continued funding or other alternatives are appropriate.

On July 23, 2013 we acquired the remaining 77.0% equity interest in our ecoATM business which provides an automated self-service kiosk system to purchase used mobile phones, tablets and MP3 players for cash. The primary reason for the business combination was to expand Outerwall’s presence in automated retail and gain exposure to the growing demand for refurbished products and mobile devices. Since the acquisition date, the results of ecoATM operations, with the exception of expense for rights to receive cash which are unallocated corporate expenses, are included in our New Ventures segment. See Note 15: Business Segments and Enterprise-Wide Informationfor more information. The majority of our New Ventures kiosks are those of our ecoATM business.

Our kiosks are located primarily in supermarkets, drug stores, mass merchants, financial institutions, convenience stores, malls and restaurants. Our kiosk and location counts as of September 30, 2014, are as follows:

	Kiosks	Locations
Redbox	43,790	36,210
Coinstar	21,210	20,220
New Ventures	1,550	1,330
Total	66,550	57,760

Note 4: Cash and Cash Equivalents

We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. Our cash and cash equivalents were $184.9 million and $371.4 million at September 30, 2014, and December 31, 2013, respectively. Of this total, cash equivalents were $5.7 million and $65.8 million, respectively, and consisted of money market demand accounts and investment grade fixed income securities such as money market funds, certificate of deposits, and commercial paper. Our cash balances with financial institutions may exceed the deposit insurance limits.

Included in our cash and cash equivalents at September 30, 2014, and December 31, 2013, were $71.7 million and $85.5 million, respectively that we identified for settling our accrued payable to our retailer partners in relation to our Coinstar kiosks.

Separately included in our cash and cash equivalents at September 30, 2014, and December 31, 2013, were $26.0 million and $199.0 million, respectively in cash and cash equivalents held in financial institutions domestically and $13.3 million and $15.2 million, respectively in cash and cash equivalents held in foreign financial institutions.

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Note 5: Prepaid Expenses and Other Current Assets and Other Accrued Liabilities

Prepaid expenses and other current assets:

Dollars in thousands	September 30, 2014		December 31, 2013
Income taxes receivable	$	11,611	$	37,466
Spare parts	14,882		18,975
Licenses	8,287		4,568
Electronic devices inventory	6,418		3,529
DVD cases and labels	1,197		2,596
Prepaid rent	1,293		1,302
Other	16,119		16,273
Total prepaid and other current assets	$	59,807	$	84,709

Other accrued liabilities consist of the following:

Dollars in thousands	September 30, 2014		December 31, 2013
Payroll related expenses	$	28,859	$	33,852
Accrued content library expense	21,387		21,602
Business taxes	23,591		22,939
Insurance	13,682		13,379
Professional fees	3,338		930
Service contract provider expenses	6,480		8,134
Deferred rent expense	5,848		5,713
Accrued interest expense	6,833		7,015
Other	19,855		20,563
Total other accrued liabilities	$	129,873	$	134,127

Note 6: Property and Equipment

Dollars in thousands	September 30, 2014			December 31, 2013
Kiosks and components	$	1,149,520		$	1,105,761
Computers, servers, and software	223,271			226,389
Office furniture and equipment	8,695			7,260
Vehicles	6,264			6,553
Leasehold improvements	23,338			23,198
Property and equipment, at cost	1,411,088			1,369,161
Accumulated depreciation and amortization	(959,742		)	(848,296		)
Property and equipment, net	$	451,346		$	520,865

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Note 7: Goodwill and Other Intangible Assets

Goodwill

The carrying amount of goodwill was as follows:

Dollars in thousands	September 30, 2014		December 31, 2013
Goodwill	$	559,307	$	559,307

Other Intangible Assets

The gross amount of our other intangible assets and the related accumulated amortization were as follows:

Dollars in thousands	Amortization Period	September 30, 2014			December 31, 2013
Retailer relationships	5 - 10 years	$	53,295		$	53,295
Accumulated amortization		(22,197		)	(17,768		)
Retailer relationships, net		31,098			35,527
Developed technology	5 years	34,000			34,000
Accumulated amortization		(7,933		)	(2,833		)
Developed technology, net		26,067			31,167
Other	1 - 40 years	16,800			16,800
Accumulated amortization		(5,948		)	(4,111		)
Other, net		10,852			12,689
Total intangible assets, net		$	68,017		$	79,383

Amortization expense was as follows:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
Dollars in thousands	2014		2013		2014		2013
Retailer relationships	$	1,358	$	1,568	$	4,429	$	4,713
Developed technology	1,700		1,133		5,100		1,133
Other	613		490		1,837		1,239
Total amortization of intangible assets	$	3,671	$	3,191	$	11,366	$	7,085

Assuming no future impairment, the expected future amortization as of September 30, 2014 is as follows:

Dollars in thousands	Retailer Relationships		Developed Technology		Other		Total
Remainder of 2014	$	1,003	$	1,700	$	612	$	3,315
2015	4,012		6,800		2,419		13,231
2016	4,012		6,800		2,307		13,119
2017	4,012		6,800		2,285		13,097
2018	4,012		3,967		1,664		9,643
2019	4,012		—		801		4,813
Thereafter	10,035		—		764		10,799
Total expected amortization	$	31,098	$	26,067	$	10,852	$	68,017

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Note 8: Equity Method Investments and Related Party Transactions

Redbox Instant^™ by Verizon

In February 2012, Redbox and Verizon Ventures IV LLC (“Verizon”), a wholly owned subsidiary of Verizon Communications Inc., entered into a Limited Liability Company Agreement (the “LLC Agreement”) and related arrangements. The LLC Agreement governs the relationship of the parties with respect to a joint venture, Redbox Instant by Verizon (the “Joint Venture”). Redbox initially acquired a 35.0% ownership interest in the Joint Venture and made an initial capital contribution of $14.0 million in cash in February 2012 subsequent to the formation of the Joint Venture. The Joint Venture board of managers may request each member to make additional capital contributions, on a pro rata basis relative to its respective ownership interest. So long as Redbox contributes its pro rata share of the first $450.0 million of capital contributions to the Joint Venture, Redbox’s interest cannot be diluted below 10.0%. The following table summarizes Redbox's initial cash capital contribution and subsequent cash capital contributions representing its pro-rata share of requests made by the Joint Venture board of managers:

Dollars in thousands	Cash Contributions
2012	$	24,500
2013	28,000
2014	24,500
Total cash capital contributions	$	77,000

On October 19, 2014, the Company and Verizon entered into an agreement whereby we would withdraw from the Joint Venture. See Note 20: Subsequent Events for information regarding the terms of the withdrawal agreement.

Other Equity Method Investments

We make strategic equity investments in external companies that provide automated self-service kiosk solutions. Our equity method investments and ownership percentages as of September 30, 2014, were as follows:

Dollars in thousands	Equity Investment		Ownership Percentage
Joint Venture	$	2,620	35%
SoloHealth, Inc.	1,326		10%
Equity method investments	$	3,946

Our equity method investments are included within other long-term assets on our Consolidated Balance Sheets.

Since we acquired ecoATM on July 23, 2013, the results of ecoATM operations, with the exception of expense for rights to receive cash which are unallocated corporate expenses, are included in our New Ventures segment. See Note 15: Business Segments and Enterprise-Wide Informationfor more information.

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Income (Loss) from Equity Method Investments and Summarized Financial Information

Income (loss) from equity method investments within our Consolidated Statements of Comprehensive Income is composed of the following:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
Dollars in thousands	2014			2013			2014			2013
Gain on previously held equity interest on ecoATM	$	—		$	68,376		$	—		$	68,376
Proportionate share of net loss of equity method investees:
Joint Venture	(10,378		)	(8,516		)	(28,339		)	(21,913		)
Other	(224		)	(1,307		)	(672		)	(3,326		)
Total proportionate share of net loss of equity method investees	(10,602		)	(9,823		)	(29,011		)	(25,239		)
Amortization of difference in carrying amount and underlying equity in Joint Venture	(750		)	(619		)	(2,250		)	(1,857		)
Total income (loss) from equity method investments	$	(11,352	)	$	57,934		$	(31,261	)	$	41,280

Our proportional share of the Joint Venture summarized financial information presented in the table below, as provided to us by the Joint Venture, is based on our ownership percentage of 35%:

	Nine Months Ended
Statement of Operations	September 30,
Dollars in thousands	2014		2013
Revenue	$	18,499	$	3,054
Cost of sales and service	36,969		14,021
Net loss and loss from continuing operations	80,994		61,660

Related Party Transactions

At September 30, 2014 and December 31, 2013, included within accounts receivable, net of allowance, on our Consolidated Balance Sheets, was $4.4 million and $5.9 million, respectively, due from the Joint Venture related to costs incurred by Redbox on behalf of the Joint Venture during the normal course of business.

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Note 9: Debt and Other Long-Term Liabilities

	Debt														Other Liabilities							Total
	Senior Notes						Credit Facility					Total Debt			Capital Lease Obligations			Asset retirement obligations		Other long-term liabilities
Dollars in thousands	Senior Unsecured Notes due 2019			Senior Unsecured Notes due 2021			Term Loans			Revolving Line of Credit
As of September 30, 2014:
Principal	$	350,000		$	300,000		$	148,125		$	210,000	$	1,008,125
Discount	(4,551		)	(4,313		)	(354		)	—		(9,218		)
Total	345,449			295,687			147,771			$	210,000	998,907			$	18,051		$	13,466	$	12,974	$	1,043,398
Less: current portion	—			—			(8,445		)	—		(8,445		)	(12,150		)	—		—		(20,595		)
Total long-term portion	$	345,449		$	295,687		$	139,326		$	210,000	$	990,462		$	5,901		$	13,466	$	12,974	$	1,022,803
Unamortized deferred financing fees(1)	$	688		$	1,425		$	—		$	3,132	$	5,245									$	5,245

⁽¹⁾Deferred financing fees are recorded in other long-term assets in our Consolidated Balance Sheets and are amortized on a straight line basis over the life of the related loan.

	Debt														Other Liabilities								Total
	Senior Unsecured Notes due 2019			Credit Facility					Convertible Notes			Total Debt			Capital Lease Obligations			Asset retirement obligations		Other long-term liabilities
Dollars in thousands				Term Loans			Revolving Line of Credit
As of December 31, 2013:
Principal	$	350,000		$	344,375		$	—	$	51,148		$	745,523
Discount	(5,317		)	—			—		(1,446		)	(6,763		)
Total	344,683			344,375			$	—	49,702			738,760			$	21,361		$	13,086	$	12,085		$	785,292
Less: current portion	—			(42,187		)	—		(49,702		)	(91,889		)	(11,997		)	—		(3		)	(103,889		)
Total long-term portion	$	344,683		$	302,188		$	—	$	—		$	646,871		$	9,364		$	13,086	$	12,082		$	681,403
Unamortized deferred financing fees(1)	$	832		$	1,259		$	2,749	$	186		$	5,026										$	5,026

⁽¹⁾Deferred financing fees are recorded in other long-term assets in our Consolidated Balance Sheets and are amortized on a straight line basis over the life of the related loan.

Interest Expense

Dollars in thousands	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2014		2013			2014		2013
Cash interest expense	$	11,517	$	7,304		$	29,646	$	17,716
Non-cash interest expense:
Amortization of debt discount	616		804			2,171		3,876
Amortization of deferred financing fees	285		366			1,252		1,341
Other	—		(54		)	—		(548		)
Total non-cash interest expense	901		1,116			3,423		4,669
Total cash and non-cash interest expense	12,418		8,420			33,069		22,385
Loss from early extinguishment of debt	55		1			2,018		5,950
Total interest expense	$	12,473	$	8,421		$	35,087	$	28,335

Senior Unsecured Notes Due 2019

On March 12, 2013, we and certain subsidiaries of ours, as subsidiary guarantors, entered into an indenture pursuant to which we issued $350.0 million principal amount of 6.000% Senior Notes due 2019 (the “Senior Notes due 2019”) at par for proceeds, net of expenses, of $343.8 million. The expenses were allocated between debt discount and deferred financing fees based on their nature. As of September 30, 2014, we were in compliance with the covenants of the related indenture.

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Senior Unsecured Notes Due 2021

On June 9, 2014, we and certain subsidiaries of ours, as subsidiary guarantors, entered into an indenture pursuant to which we issued $300.0 million principal amount of 5.875% Senior Notes due 2021 (the "Senior Notes due 2021") at par for proceeds, net of expenses, of $294.0 million. The expenses were allocated between debt discount and deferred financing fees based on their nature.

The Senior Notes due 2021 and related guarantees:

• are general unsecured obligations and are effectively subordinated to all of our and our Subsidiary Guarantors’ existing and future secured debt to the extent of the collateral securing that secured debt, and

• will rank equally to all of our and our Subsidiary Guarantors’ other unsecured and unsubordinated indebtedness.

In addition, the Senior Notes due 2021:

• will be effectively subordinated to all of the liabilities of our existing and future subsidiaries that are not guaranteeing the Senior Notes due 2021,

• require interest payable on June 15 and December 15 of each year, beginning on December 15, 2014, and

• mature on June 15, 2021.

We may redeem any of the Senior Notes due 2021:

• beginning on June 15, 2017 at a redemption price of 104.406% of their principal amount plus accrued and unpaid interest and additional interest, if any; then

• the redemption price will be 102.938% of their principal amount plus accrued and unpaid interest and additional interest, if any, for the twelve-month period beginning June 15, 2018; then

• the redemption price will be 101.469% of their principal amount plus accrued and unpaid interest and additional interest, if any, for the twelve-month period beginning June 15, 2019; and then

• the redemption price will be 100.000% of their principal amount plus accrued interest and unpaid interest and additional interest, if any, beginning on June 15, 2020.

• We may also redeem some or all of the notes before June 15, 2017 at a redemption price of 100.000% of the principal amount, plus accrued and unpaid interest and additional interest, if any, to the redemption date, plus an applicable “make-whole” premium.

• In addition, before June 15, 2017, we may redeem up to 35% of the aggregate principal amount with the proceeds of certain equity offerings at 105.875% of their principal amount plus accrued and unpaid interest and additional interest, if any; we may make such redemption only if, after any such redemption, at least 65% of the aggregate principal amount originally issued remains outstanding.

Upon a change of control as defined in the indenture related to the Senior Notes due 2021, we will be required to make an offer to purchase the Senior Notes due 2021 or any portion thereof. That purchase price will equal 101% of the principal amount of the Senior Notes due 2021 on the date of purchase plus accrued and unpaid interest and additional interest, if any. If we make certain asset sales and do not reinvest the proceeds or use such proceeds to repay certain debt, we will be required to use the proceeds of such asset sales to make an offer to purchase the Senior Notes due 2021 at 100% of their principal amount, together with accrued and unpaid interest and additional interest, if any, to the date of purchase.

The terms of the Senior Notes due 2021 restrict our ability and the ability of certain of its subsidiaries to, among other things: incur additional indebtedness; create liens; pay dividends or make distributions in respect of capital stock; purchase or redeem capital stock; make investments or certain other restricted payments; sell assets; enter into transactions with stockholders or affiliates; or effect a consolidation or merger. However, these and other limitations set forth in the related indenture will be subject to a number of important qualifications and exceptions.

The indenture related to the Senior Notes due 2021 provides for customary events of default which include (subject in certain cases to grace and cure periods), among others: nonpayment of principal or interest or premium; breach of covenants or other agreements in the indenture; defaults in failure to pay certain other indebtedness; the failure to pay certain final judgments; the invalidity of certain of the Subsidiary Guarantors’ guarantees; and certain events of bankruptcy, insolvency or reorganization. Generally, if an event of default occurs and is continuing under the indenture, either the trustee or the holders of at least 25% in aggregate principal amount then outstanding may declare the principal amount plus accrued and unpaid interest to be immediately due and payable. As of September 30, 2014, we were in compliance with the covenants of the related indenture.

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In connection with the issuance of the Senior Notes due 2021 and related guarantees, we agreed to register the Senior Notes due 2021 and related guarantees under the Securities Act of 1933, as amended (the “Securities Act”) so as to allow holders of the Senior Notes due 2021 and related guarantees to exchange the Senior Notes due 2021 and the related guarantees for the same principal amount of a new issue of Senior Notes due 2021 and related guarantees (collectively, the “Exchange Notes”) with substantially identical terms, except that the Exchange Notes will generally be freely transferable under the Securities Act. If we fail to comply with these obligations on time (a “registration default”), we generally will be required to pay additional interest at a rate of 0.25% per annum for the first 90-day period following a registration default and an additional 0.25% per annum for each subsequent 90-day period that such additional interest continues to accrue (provided that such rate may not exceed 1.00% per annum).

Revolving Line of Credit and Term Loan

On June 24, 2014, we entered into the Third Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) providing for a senior secured credit facility (the "New Credit Facility"). The Amended and Restated Credit Agreement amended and restated in its entirety the Second Amended and Restated Credit Agreement dated as of November 20, 2007 and amended and restated as of April 29, 2009 and as of July 15, 2011 and all amendments and restatements thereto (the “Previous Credit Agreement”). The credit facility provided under the Previous Credit Agreement was replaced by the New Credit Facility. As a result of this refinancing activity, in the six months ended June 30, 2014, we recorded a loss on the extinguishment of the Previous Credit Facility of $1.7 million for certain previously capitalized and unamortized debt issuance costs. The loss on extinguishment is recorded within Interest expense, net in our Consolidated Statements of Comprehensive Income.

The New Credit Facility consists of (a) a $150.0 million amortizing term loan (the “Term Loan”) and (b) a $600.0 million revolving line of credit (the “Revolving Line”), which includes (i) a $75.0 million sublimit for the issuance of letters of credit, (ii) a $50.0 million sublimit for swingline loans and (iii) a $75.0 million sublimit for loans in certain foreign currencies available to us and certain wholly owned Company foreign subsidiaries (the “Foreign Borrowers”). We may, subject to applicable conditions and subject to obtaining commitments from lenders, request an increase in the Revolving Line of up to $200.0 million in aggregate (the “Accordion”).

We (or the Foreign Borrowers, if applicable), subject to applicable conditions, may generally elect interest rates on the Term Loan and Revolving Line calculated by reference to (a) LIBOR (“London Interbank Offered Rate”) (or the Canadian Dealer Offered Rate, in the case of loans denominated in Canadian Dollars or, if LIBOR is not available for a foreign currency, such other interest rate customarily used by Bank of America for such foreign currency) for given interest periods (the “LIBOR/Eurocurrency Rate”) or (b) on loans in U.S. Dollars made to us, Bank of America’s prime rate (or, if greater, (i) the average rate on overnight federal funds plus 0.50% or (ii) the daily floating one month LIBOR plus 1%) (the “Base Rate”), plus a margin determined by our consolidated net leverage ratio. For swingline borrowings, we will pay interest at the Base Rate, plus a margin determined by our consolidated net leverage ratio. For borrowings made with the LIBOR/Eurocurrency Rate, the margin ranges from 125 to 200 basis points, while for borrowings made with the Base Rate, the margin ranges from 25 to 100 basis points.

The Amended and Restated Credit Agreement requires principal amortization payments under the Term Loan as follows:

Dollars in thousands	Repayment Amount
Remainder of 2014	$	1,875
2015	9,376
2016	13,126
2017	15,000
2018	18,750
2019	89,998
Total	$	148,125

The Revolving Line matures on June 24, 2019, at which time all outstanding borrowings must be repaid and all outstanding letters of credit must have been terminated or cash collateralized. The maturity date of the borrowings under the New Credit Facility may be accelerated to December 18, 2018 if our senior unsecured notes due 2019 remain outstanding on or after such date. We may prepay amounts borrowed under the Term Loan without premium or penalty (other than breakage costs in the case of borrowings made with the LIBOR/Eurocurrency Rate), but amounts prepaid may not be re-borrowed.

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The Amended and Restated Credit Agreement contains events of default that include, among others, non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations and warranties, bankruptcy and insolvency events, material judgments, cross defaults to certain other indebtedness, and events constituting a change of control. The occurrence of an event of default will increase the applicable rate of interest and could result in the acceleration of our obligations under the New Credit Facilities and the obligations of any or all of the Guarantors to pay the full amount of our (or any Foreign Borrower’s) obligations under the New Credit Facility.

The Amended and Restated Credit Agreement contains certain loan covenants, including, among others, financial covenants providing for a maximum consolidated net leverage ratio (i.e., consolidated total debt (net of certain cash and cash equivalents held by us and our domestic subsidiaries) to consolidated EBITDA) and a minimum consolidated interest coverage ratio, and limitations on our ability with regard to the incurrence of debt, the existence of liens, capital expenditures, stock repurchases and dividends, investments, and mergers, dispositions and acquisitions. Our obligations under the New Credit Facility are guaranteed by each of our direct and indirect U.S. subsidiaries (collectively, the “Guarantors”), and if any Foreign Borrower is added to the New Credit Facility, the Foreign Borrower’s obligations will be guaranteed by us and each of the Guarantors. As of September 30, 2014, the interest rate on amounts outstanding under the Credit Facility was 2.02% and we were in compliance with the covenants of the Credit Facility.

Convertible Debt

On September 2, 2014, our 4.0% Convertible Senior Notes (the “Convertible Notes”) matured. The aggregate outstanding principal was $51.1 million at December 31, 2013.

The Convertible Notes were convertible as of December 31, 2013 and the debt conversion feature was classified as temporary equity on our Consolidated Balance Sheets. In the nine months ended September 30, 2014, we retired or settled upon maturity, a combined 51,148 Convertible Notes for total consideration of $51.1 million in cash and the issuance of 431,760 shares of common stock. The amount by which total consideration exceeded the fair value of the Convertible Notes has been recorded as a reduction of stockholders’ equity. The loss from early extinguishment of the Convertible Notes was approximately $0.3 million and is recorded in interest expense in our Consolidated Statements of Comprehensive Income.

Note 10: Repurchases of Common Stock

Board Authorization

On January 30, 2014, our Board of Directors approved an additional stock repurchase program of up to $500.0 million of our common stock plus the cash proceeds received from the exercise of stock options by our officers, directors, and employees. The Board also authorized a tender offer for up to $350.0 million with the option to increase the tender by up to 2% of outstanding shares.

Repurchases

In the nine months endedSeptember 30, 2014, we repurchased a total of 7,925,227 shares of our common stock, via open market repurchases and a tender offer, with an average price per share of $68.31 for $541.4 million, excluding fees and expenses associated with the tender offer. Of these shares, 2,633,526 were repurchased from the open market with an average price of $64.77 per share for $170.6 million. In addition, as part of a tender offer which expired on March 7, 2014, we accepted for payment an aggregate of 5,291,701 shares of our common stock at a final purchase price of $70.07 per share, for an aggregate cost of $370.8 million, excluding fees and expenses which totaled $3.8 million. All shares repurchased were recorded as treasury shares and made in accordance with current share repurchase authorizations of the Board. Fees associated with the tender offer were recorded as part of the cost of treasury stock in our Consolidated Balance Sheets.

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The following table presents a summary of our authorized stock repurchase balance:

Dollars in thousands	Board Authorization
Authorized repurchase - as of January 1, 2014 (1)	$	201,291
Additional board authorization (1)	500,000
Proceeds from the exercise of stock options	2,943
Repurchase of common stock from open market	(170,582		)
Repurchase from tender offer (2)	(370,789		)
Authorized repurchase - as of September 30, 2014 (1)	$	162,863

(1) In addition to these amounts, the repurchase program approved by our Board of Directors allows for the use of cash proceeds received from the exercise of stock options by our officers, directors, and employees.

(2) Excludes expenses of $3.8 million associated with the tender offer.

Note 11: Share-Based Payments

We currently grant share-based awards to our employees, non-employee directors and consultants under our 2011 Incentive Plan (the “Plan”). The Plan permits the granting of stock options, restricted stock, restricted stock units, and performance-based restricted stock.

Certain information regarding our share-based payments is as follows:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
Dollars in thousands	2014			2013			2014		2013
Share-based payments expense:
Share-based compensation - stock options	$	163		$	348		$	619	$	1,246
Share-based compensation - restricted stock	3,115			2,986			9,472		8,292
Share-based payments for content arrangements	(29		)	(560		)	2		1,916
Total share-based payments expense	$	3,249		$	2,774		$	10,093	$	11,454
Tax benefit on share-based payments expense	$	1,246		$	1,040		$	3,873	$	4,329

	September 30, 2014
Dollars in thousands	Unrecognized Share-Based Payments Expense		Weighted-Average Remaining Life
Unrecognized share-based payments expense:
Share-based compensation - stock options	$	1,004	2.0 years
Share-based compensation - restricted stock	23,586		2.4 years
Share-based payments for content arrangements	157		0.3 years
Total unrecognized share-based payments expense	$	24,747

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Share-Based Compensation

Stock options

Shares of common stock are issued upon exercise of stock options. The following table presents a summary of stock option activity for 2014:

Shares in thousands	Options		Weighted Average Exercise Price
Outstanding, December 31, 2013	248		$	45.72
Granted	—		$	—
Exercised	(88	)	$	33.52
Canceled, expired, or forfeited	(17	)	$	52.04
Outstanding, September 30, 2014	143		$	52.44

Certain information regarding stock options outstanding as of September 30, 2014, is as follows:

	Options
Shares and intrinsic value in thousands	Outstanding		Exercisable
Number	143		74
Weighted average per share exercise price	$	52.44	$	51.42
Aggregate intrinsic value	$	605	$	412
Weighted average remaining contractual term (in years)	7.05		6.15

Restricted stock and performance based restricted stock awards

Restricted stock awards are granted to eligible employees, including executives, and non-employee directors. Awards granted to employees and executives vest annually in equal installments over four years. Non-employee director awards vest one year after the grant date. Performance-based restricted stock awards are granted to executives only, with established performance criteria approved by the Compensation Committee of the Board of Directors. The fair value of non-performance-based awards is based on the market price on the grant date and is recognized on a straight-line basis over the vesting period.

Awards of performance-based restricted stock made prior to 2013, once earned, vest in equal installments over three years from the date of grant. Awards of performance-based restricted stock made in and subsequent to 2013, once earned, vest in two installments over three years from the date of grant (65% of the award vests two years from the date of grant and the remaining 35% of the award vests three years from the date of grant). The restricted shares require no payment from the grantee. The fair value of performance-based awards is based on achieving specific performance conditions and is recognized over the vesting period.

The following table presents a summary of restricted stock award activity for 2014:

Shares in thousands	Restricted Stock Awards		Weighted Average Grant Date Fair Value
Non-vested, December 31, 2013	597		$	52.58
Granted	334		$	71.66
Vested	(178	)	$	50.30
Forfeited	(127	)	$	58.93
Non-vested, September 30, 2014	626		$	62.12

Share-Based Payments for Content Arrangements

We have granted restricted stock as part of content license agreements with certain movie studios. The expense related to these agreements is included within direct operating expenses in our Consolidated Statements of Comprehensive Income and is adjusted based on the number of unvested shares and market price of our common stock each reporting period. No restricted stock was granted for content arrangements during the nine months endedSeptember 30, 2014. See Note 17: Commitments and Contingencies for more information on changes in commitments to issue restricted stock for content license agreements.

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Information related to the shares of restricted stock granted as part of these agreements as of September 30, 2014, is as follows:

Whole shares	Granted	Vested	Unvested	Remaining Vesting Period
Sony	193,348	193,348	—	0.0 years
Paramount	300,000	255,000	45,000	0.3 years
Total	493,348	448,348	45,000

Rights to Receive Cash

As a part of the acquisition of ecoATM, we issued replacement awards for unvested restricted stock and options in ecoATM with rights to receive cash equal to the per share merger consideration for restricted stock and net of the exercise price for options. The replacement awards vest in accordance with the terms of the original replaced award. The fair value of the original and replacement awards amounted to $32.1 million, of which $1.4 million was attributed to pre-combination services rendered and included in the calculation of total consideration transferred. The replacement awards are considered liability classified as they represent rights to receive cash. Expense associated with the post-combination awards will be recognized net of forfeitures, and cash payments will be made, in accordance with the awards' vesting schedule, generally on a monthly basis. We recognized $10.0 million in expense associated with the issuance of rights to receive cash for the nine months endedSeptember 30, 2014. The expected future recognition of expense associated with the rights to receive cash as of September 30, 2014 is as follows:

Dollars in thousands	Expected Expense
Remainder of 2014	$	3,218
2015	4,631
2016	3,771
2017	516
Remaining total expected expense	$	12,136

Note 12: Restructuring

During the fourth quarter of 2013, as a result of a comprehensive operational review, we committed to a restructuring plan intended to, among other things, better align our cost structure with revenue growth in our core businesses. As part of the plan, we discontinued three concepts in our New Ventures operating segment. Also as part of the restructuring plan, we implemented actions to reduce costs in our continuing operations primarily through workforce reductions across the Company.  The closure of the three ventures and the workforce reductions were substantially complete as of March 31, 2014. See Note 13: Discontinued Operations for further information.

The total amount expected to be incurred in connection with the restructuring, exclusive of asset impairments, and the amount incurred during the nine months ended September 30, 2014 by reportable segment (on an allocated basis) and expense type is as follows:

Dollars in thousands	Total Estimated Expense		Nine Months Ended September 30, 2014		Cumulative as of September 30, 2014
Redbox
Severance	$	4,305	$	535	$	4,305
Coinstar
Severance	748		23		748
Discontinued Operations
Severance	1,026		155		1,026
Other	1,874		435		1,874
Total	$	7,953	$	1,148	$	7,953

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A reconciliation of the beginning and ending liability balance by expense type is as follows:

Dollars in thousands	Severance			Other
Beginning Balance - December 31, 2013	$	2,508		$	1,418
Costs charged to expense	713			435
Costs paid or otherwise settled	(3,221		)	(1,853		)
Ending Balance - September 30, 2014	$	—		$	—

The line items in our Consolidated Statements of Comprehensive Income for the nine months ended September 30, 2014 in which the expenses are recorded are as follows:

Dollars in thousands	Severance		Other
Direct Operating	$	410	$	—
General and administrative	148		—
Loss from discontinued operations, net of tax	155		435
Total expense	$	713	$	435

There were no restructuring expenses recorded in the three months ended September 30, 2014.

Note 13: Discontinued Operations

Discontinuation of Certain New Ventures

During 2013, we discontinued four new venture concepts; Rubi, Crisp Market, Orango, and Star Studio. The wind-down process was substantially completed as of March 31, 2014. The results of the discontinued ventures, associated impairment and restructuring charges, net of tax, are recorded within Loss from discontinued operations, net of tax in our Consolidated Statements of Comprehensive Income (see Note 12: Restructuring). The discontinued concepts did not meet the criteria to be classified as held for sale and accordingly the assets and liabilities are not separately presented in our Consolidated Balance Sheets.

Summary Financial Information

The disposition and operating results of the discontinued ventures are presented in discontinued operations in our Consolidated Statements of Comprehensive Income for all periods presented. The continuing cash flows from these operations after discontinuation are insignificant and are not segregated from cash flows from continuing operations in all periods presented in our Consolidated Statements of Cash Flows.

The following table sets forth the components of discontinued operations included in our Consolidated Statements of Comprehensive Income:

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
Dollars in thousands	2014		2013			2014			2013
Revenue	$	—	$	814		$	100		$	3,373
Loss from discontinued operations before income tax	$	—	$	(6,775	)	$	(1,259	)	$	(21,365	)
Income tax benefit	—		2,636			491			8,267
Loss from discontinued operations, net of tax	$	—	$	(4,139	)	$	(768	)	$	(13,098	)

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Note 14: Earnings Per Share

Basic earnings per share (“EPS”) is computed by dividing the net income for the period by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing the net income for the period by the weighted average number of common and dilutive potential common shares outstanding during the period. We consider restricted stock that provides the holder with a non-forfeitable right to receive dividends to be a participating security. Net income available to participating securities was not material for the periods presented.

Net income used for calculating basic and diluted EPS is the same for all periods presented. The following table sets forth the computation of shares used for the basic and diluted EPS calculations:

	Three Months Ended		Nine Months Ended
	September 30,		September 30,
In thousands	2014	2013	2014	2013
Weighted average shares used for basic EPS	18,798	27,244	20,792	27,391
Dilutive effect of stock options and other share-based awards	179	351	273	439
Dilutive effect of convertible debt	170	421	307	752
Weighted average shares used for diluted EPS	19,147	28,016	21,372	28,582
Stock options and share-based awards not included in diluted EPS calculation because their effect would be antidilutive	226	19	16	67

Note 15: Business Segments and Enterprise-Wide Information

Management, including our chief operating decision maker, who is our CEO, evaluates the performances of our business segments primarily on segment revenue and segment operating income before depreciation, amortization and other, and share-based compensation granted to executives, non-employee directors and employees (“segment operating income”). Segment operating income contains internally allocated costs of our shared service support functions, including but not limited to, corporate executive management, business development, sales, finance, legal, human resources, information technology and risk management. We also review depreciation and amortization allocated to each segment. Share-based payments expense related to share-based compensation granted to executives, non-employee directors and employees and expense related to the rights to receive cash issued in connection with our acquisition of ecoATM are not allocated to our segments and are included in the corporate unallocated column in the analysis and reconciliation below; however, share-based payments expense related to our content arrangements with certain movie studios has been allocated to our Redbox segment and is included within direct operating expenses. Our performance evaluation does not include segment assets.

On July 23, 2013, we completed the acquisition of ecoATM. Prior to July 23, 2013 we held a non-controlling equity interest in ecoATM and reported our share of ecoATM's operating results in loss from equity method investments in our Consolidated Statements of Comprehensive Income. Subsequent to our acquisition of ecoATM on July 23, 2013, the assets acquired and liabilities assumed, as well as the results of operations, with the exception of expense for rights to receive cash which are unallocated corporate expenses, are included in our New Ventures segment as our chief operating decision maker reviews the results in aggregate with other new ventures concepts.

During the year ended December 31, 2013, we discontinued the Rubi, Crisp Market, Orango and Star Studio concepts and accordingly their results of operations were reclassified from the New Ventures segment to Loss from discontinued operations, net of tax in our Consolidated Statements of Comprehensive Income for all periods presented. See Note 13: Discontinued Operationsfor further information.

Our analysis and reconciliation of our segment information to the consolidated financial statements that follows covers our results of operations, which consists of our Redbox, Coinstar and New Ventures segments. Unallocated general and administrative expenses relate to share-based compensation and expense related to the rights to receive cash issued in connection with our acquisition of ecoATM.

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Dollars in thousands
Three Months Ended September 30, 2014	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	438,048		$	85,074		$	29,742		$	—		$	552,864
Expenses:
Direct operating	312,792			42,428			26,988			1,903			384,111
Marketing	6,038			1,834			1,212			678			9,762
Research and development	15			64			2,088			832			2,999
General and administrative	33,527			7,313			3,885			3,139			47,864
Segment operating income (loss)	85,676			33,435			(4,431		)	(6,552		)	108,128
Less: depreciation, amortization and other	(38,207		)	(8,989		)	(4,371		)	—			(51,567		)
Operating income (loss)	47,469			24,446			(8,802		)	(6,552		)	56,561
Loss from equity method investments, net	—			—			—			(11,352		)	(11,352		)
Interest expense, net	—			—			—			(12,463		)	(12,463		)
Other, net	—			—			—			(3,015		)	(3,015		)
Income (loss) from continuing operations before income taxes	$	47,469		$	24,446		$	(8,802	)	$	(33,382	)	$	29,731

Dollars in thousands
Three Months Ended September 30, 2013	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	491,694		$	79,611		$	15,234		$	—		$	586,539
Expenses:
Direct operating	350,759			41,833			12,114			1,267			405,973
Marketing	5,883			1,352			421			739			8,395
Research and development	69			1,428			1,358			655			3,510
General and administrative	44,017			7,349			6,692			2,973			61,031
Segment operating income (loss)	90,966			27,649			(5,351		)	(5,634		)	107,630
Less: depreciation, amortization and other	(41,478		)	(8,539		)	(2,419		)	—			(52,436		)
Operating income (loss)	49,488			19,110			(7,770		)	(5,634		)	55,194
Income from equity method investments, net	—			—			—			57,934			57,934
Interest expense, net	—			—			—			(8,402		)	(8,402		)
Other, net	—			—			—			(2,402		)	(2,402		)
Income (loss) from continuing operations before income taxes	$	49,488		$	19,110		$	(7,770	)	$	41,496		$	102,324

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Dollars in thousands
Nine Months Ended September 30, 2014	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	1,399,185		$	233,707		$	69,511		$	—		$	1,702,403
Expenses:
Direct operating	1,003,097			120,354			66,150			5,214			1,194,815
Marketing	17,282			4,397			3,188			2,275			27,142
Research and development	41			486			6,570			2,788			9,885
General and administrative	106,658			21,502			11,822			9,847			149,829
Segment operating income (loss)	272,107			86,968			(18,219		)	(20,124		)	320,732
Less: depreciation, amortization and other	(118,928		)	(26,473		)	(12,136		)	—			(157,537		)
Operating income (loss)	153,179			60,495			(30,355		)	(20,124		)	163,195
Loss from equity method investments, net	—			—			—			(31,261		)	(31,261		)
Interest expense, net	—			—			—			(35,037		)	(35,037		)
Other, net	—			—			—			(1,857		)	(1,857		)
Income (loss) from continuing operations before income taxes	$	153,179		$	60,495		$	(30,355	)	$	(88,279	)	$	95,040

Dollars in thousands
Nine Months Ended September 30, 2013	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	1,478,132		$	219,520		$	15,244		$	—		$	1,712,896
Expenses:
Direct operating	1,040,706			119,290			12,848			1,974			1,174,818
Marketing	18,057			3,357			596			893			22,903
Research and development	73			5,107			2,155			836			8,171
General and administrative	128,963			20,077			11,611			8,135			168,786
Segment operating income (loss)	290,333			71,689			(11,966		)	(11,838		)	338,218
Less: depreciation, amortization and other	(122,219		)	(25,493		)	(2,529		)	—			(150,241		)
Operating income (loss)	168,114			46,196			(14,495		)	(11,838		)	187,977
Income from equity method investments, net	—			—			—			41,280			41,280
Interest expense, net	—			—			—			(25,953		)	(25,953		)
Other, net	—			—			—			(3,323		)	(3,323		)
Income (loss) from continuing operations before income taxes	$	168,114		$	46,196		$	(14,495	)	$	166		$	199,981

Significant Retailer Relationships

Our Redbox and Coinstar kiosks are primarily located within retailers. The following retailers accounted for 10% or more of our consolidated revenue:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2014		2013		2014		2013
Wal-Mart Stores Inc.	15.4	%	14.9	%	15.3	%	15.1	%
Walgreen Co.	13.2	%	14.3	%	13.7	%	14.7	%
The Kroger Company	9.8	%	9.8	%	9.8	%	10.0	%

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Note 16: Fair Value

Fair value is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. To measure fair value, we use a three-tier valuation hierarchy based upon observable and non-observable inputs:

• Level 1: Observable inputs such as quoted prices in active markets for identical assets or liabilities;

• Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly; these include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; or

• Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions.

The factors or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Assets and Liabilities Measured and Reported at Fair Value on a Recurring Basis

The following table presents our financial assets and (liabilities) that are measured and reported at fair value in our Consolidated Balance Sheets on a recurring basis, by level within the fair value hierarchy (in thousands):

Fair Value at September 30, 2014	Level 1		Level 2		Level 3
Money market demand accounts and investment grade fixed income securities	$	5,708	$	—	$	—
Fair Value at December 31, 2013	Level 1		Level 2		Level 3
Money market demand accounts and investment grade fixed income securities	$	65,800	$	—	$	—

Money Market Demand Accounts and Investment Grade Fixed Income Securities

We determine fair value for our money market demand accounts and investment grade fixed income securities based on quoted market prices. The fair value of these assets is included in cash and cash equivalents on our Consolidated Balance Sheets.

Assets and Liabilities Measured and Reported at Fair Value on a Nonrecurring Basis

We recognize or disclose the fair value of certain assets such as non-financial assets, primarily long-lived assets, goodwill, intangible assets and certain other assets in connection with impairment evaluations. All of our nonrecurring valuations use significant unobservable inputs and therefore fall under Level 3 of the fair value hierarchy.

Fair Value of Other Financial Instruments

The carrying value of our term loans approximates their fair value and falls under Level 2 of the fair value hierarchy.

We estimated the fair value of our convertible debt outstanding using a market rate of approximately 6.0% for similar high-yield debt at December 31, 2013. The estimated fair value of our convertible debt was approximately $50.5 million at December 31, 2013, and was determined based on its stated terms, maturing on September 1, 2014, and an annual interest rate of 4.0%. The fair value estimate of our convertible debt falls under Level 3 of the fair value hierarchy. We have reported the carrying value of our convertible debt, face value less the unamortized debt discount, in our Consolidated Balance Sheets.

We estimated the fair value of our senior unsecured notes due 2019 and 2021 outstanding using market rates of approximately 6.0% and 5.875%, respectively, for similar high-yield debt at September 30, 2014. The estimated fair value of our senior unsecured notes due 2019 and 2021 was approximately $350.0 million and $300.0 million, respectively, at September 30, 2014. The estimated fair value of our senior unsecured notes due 2019 was approximately $350.0 million at December 31, 2013. These estimated fair values for our senior unsecured notes due 2019 and 2021 were determined based on their stated terms, maturing on March 15, 2019, and June 15, 2021, respectively, and annual interest rates of 6.0% and 5.875%. The fair value estimate of our senior unsecured notes falls under Level 3 of the fair value hierarchy. We have reported the carrying value, face value less the unamortized debt discount, of our senior unsecured notes, issued at par, in our Consolidated Balance Sheets.

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Note 17: Commitments and Contingencies

Purchase commitments

Pursuant to the manufacturing and services agreement entered into as part of the NCR Asset Acquisition, Outerwall, Redbox or an affiliate were committed to purchase goods and services from NCR for a period of five years from June 22, 2012. At the end of the five-year period, if the aggregate amount paid in margin to NCR for goods and services delivered were to equal less than $25.0 million, Outerwall was to pay NCR the difference between such aggregate amount and $25.0 million. We made purchases in the nine months ended September 30, 2014 and 2013 that reduced this commitment by $2.1 million and $6.0 million, respectively. As of September 30, 2014, our remaining commitment is $15.8 million under this arrangement.

Content License Agreements

On June 27, 2014 Sony notified us of their intent to extend our existing content license agreement with them. This will extend the license period through September 30, 2015 and require us to issue 25,000 shares of additional restricted stock to Sony during the fourth quarter of 2014 which will vest immediately. See Note 11: Share-Based Payments for more information about our share-based payments for content arrangements. As of September 30, 2014, after accounting for this extension, our commitment to purchase content from Sony was approximately $162.8 million.

On September 26, 2014, Universal Studios Home Entertainment LLC exercised its option to extend the term of the revenue sharing license agreement between Redbox and Universal through December 31, 2015. As of September 30, 2014, after accounting for this extension, our commitment to purchase content from Universal was approximately $140.6 million.

Letters of Credit

As of September 30, 2014, we had six irrevocable standby letters of credit that totaled $6.4 million. These standby letters of credit, which expire at various times through September 2015, are used to collateralize certain obligations to third parties. As of September 30, 2014, no amounts were outstanding under these standby letter of credit agreements.

Legal Matters

In October 2009, an Illinois resident, Laurie Piechur, individually and on behalf of all others similarly situated, filed a putative class action complaint against our Redbox subsidiary in the Circuit Court for the Twentieth Judicial Circuit, St. Clair County, Illinois. The plaintiff alleged that, among other things, Redbox charges consumers illegal and excessive late fees in violation of the Illinois Consumer Fraud and Deceptive Business Practices Act, and that Redbox's rental terms violate the Illinois Rental Purchase Agreement Act or the Illinois Automatic Contract Renewal Act and the plaintiff is seeking monetary damages and other relief. In November 2009, Redbox removed the case to the U.S. District Court for the Southern District of Illinois. In February 2010, the District Court remanded the case to the Circuit Court for the Twentieth Judicial Circuit, St. Clair County, Illinois. In May 2010, the court denied Redbox's motion to dismiss the plaintiff's complaint. In November 2011, the plaintiff moved for class certification, and Redbox moved for summary judgment. The court denied Redbox's motion for summary judgment in February 2012. The plaintiff filed an amended complaint on April 19, 2012, and an amended motion for class certification on June 5, 2012. The court denied Redbox's motion to dismiss the amended complaint. The amended class certification motion was briefed and argued. At the hearing on plaintiff's amended motion for class certification, the plaintiff dismissed all claims but two and is pursuing only her claims under the Illinois Rental Purchase Agreement Act and the Illinois Automatic Contract Renewal Act. On May 21, 2013, the court denied plaintiff's amended class action motion. On January 29, 2014, the Illinois Supreme Court denied plaintiff’s petition for leave to appeal the trial court’s denial of class certification. Redbox has moved to dismiss all remaining claims on mootness grounds. The motion is fully briefed, and is tentatively scheduled to be argued on November 12, 2014. We believe that the claims against us are without merit and intend to defend ourselves vigorously in this matter. Currently, no accrual has been established as it was not possible to estimate the possible loss or range of loss because this matter had not advanced to a stage where we could make any such estimate.

28

In March 2011, a California resident, Blake Boesky, individually and on behalf of all others similarly situated, filed a putative class action complaint against our Redbox subsidiary in the U.S. District Court for the Northern District of Illinois. The plaintiff alleges that Redbox retains personally identifiable information of consumers for a time period in excess of that allowed under the Video Privacy Protection Act, 18 U.S.C. §§ 2710, et seq. A substantially similar complaint was filed in the same court in March 2011 by an Illinois resident, Kevin Sterk. Since the filing of the complaint, Blake Boesky has been replaced by a different named plaintiff, Jiah Chung, and an amended complaint has been filed alleging disclosures of personally identifiable information, in addition to plaintiffs' claims of retention of such information. Plaintiffs are seeking statutory damages, injunctive relief, attorneys' fees, costs of suit, and interest. The court has consolidated the cases. The court denied Redbox's motion to dismiss the plaintiffs' claims upon interlocutory appeal. The U.S. Court of Appeals for the Seventh Circuit reversed the district court's denial of Redbox's motion to dismiss plaintiff's claims involving retention of information, holding that the plaintiffs could not maintain a suit for damages under this theory. On April 25, 2012, the plaintiffs amended their complaint to add claims under the Stored Communications Act, 18 U.S.C. § 2707, and for breach of contract. On May 9, 2012, Redbox moved to dismiss the amended complaint. On July 23, 2012, the court dismissed the added retention claims, except to the extent that plaintiffs seek injunctive, non-monetary relief. On August 16, 2013, the court granted summary judgment in Redbox's favor on all remaining claims, and entered a final judgment for Redbox. On September 16, 2013, plaintiff filed a notice of appeal. The appeal was fully briefed as of July 1, 2014, and argument occurred on September 26, 2014.  The appellate court has not scheduled a date for argument. We believe that the claims against us are without merit and intend to defend ourselves vigorously in this matter. Currently, no accrual has been established as it is not possible to estimate the possible loss or range of loss because this matter had not advanced to a stage where we could make any such estimate.

Other Contingencies

During the three months ended March 31, 2013, we resolved a previously disclosed loss contingency related to a supply agreement and recorded a benefit of $11.4 million in the direct operating line item in our Consolidated Statements of Comprehensive Income.

Note 18: Guarantor Subsidiaries

Certain of our wholly-owned subsidiaries have, jointly and severally, fully and unconditionally guaranteed the Senior Notes. Pursuant to SEC regulations, we have presented in columnar format the condensed consolidating financial information for Outerwall Inc., the guarantor subsidiaries on a combined basis, and all non-guarantor subsidiaries on a combined basis in the following tables:

29

CONSOLIDATING BALANCE SHEETS
(unaudited)
	As of September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Assets
Current Assets:
Cash and cash equivalents	$	130,943		$	13,127		$	40,831		$	—		$	184,901
Accounts receivable, net of allowances	1,633			29,515			1,639			—			32,787
Content library	—			147,708			3,360			—			151,068
Prepaid expenses and other current assets	38,342			26,526			1,023			(6,084		)	59,807
Intercompany receivables	33,298			385,821			—			(419,119		)	—
Total current assets	204,216			602,697			46,853			(425,203		)	428,563
Property and equipment, net	142,818			272,176			36,352			—			451,346
Deferred income taxes	—			4,722			9,289			(4,721		)	9,290
Goodwill and other intangible assets, net	249,720			377,604			—			—			627,324
Other long-term assets	6,801			4,335			374			—			11,510
Investment in related parties	877,715			3,841			—			(881,556		)	—
Total assets	$	1,481,270		$	1,265,375		$	92,868		$	(1,311,480	)	$	1,528,033
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	13,573		$	122,393		$	2,157		$	—		$	138,123
Accrued payable to retailers	59,908			33,123			12,958			—			105,989
Other accrued liabilities	55,472			71,347			3,054			—			129,873
Current portion of long-term debt and other long-term liabilities	20,186			(2		)	411			—			20,595
Deferred income taxes	—			39,238			—			(6,084		)	33,154
Intercompany payables	246,470			103,388			69,261			(419,119		)	—
Total current liabilities	395,609			369,487			87,841			(425,203		)	427,734
Long-term debt and other long-term liabilities	1,003,465			18,173			1,165			—			1,022,803
Deferred income taxes	34,069			—			22			(4,721		)	29,370
Total liabilities	1,433,143			387,660			89,028			(429,924		)	1,479,907
Commitments and contingencies
Stockholders’ Equity:
Preferred stock	—			—			—			—			—
Common stock	584,670			225,729			12,393			(352,635		)	470,157
Treasury stock	(997,697		)	—			—			—			(997,697		)
Retained earnings	462,965			651,986			(9,441		)	(528,921		)	576,589
Accumulated other comprehensive income (loss)	(1,811		)	—			888			—			(923		)
Total stockholders’ equity	48,127			877,715			3,840			(881,556		)	48,126
Total liabilities and stockholders’ equity	$	1,481,270		$	1,265,375		$	92,868		$	(1,311,480	)	$	1,528,033

30

CONSOLIDATING BALANCE SHEETS
(unaudited)
	As of December 31, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Assets
Current Assets:
Cash and cash equivalents	$	315,250		$	9,639	$	46,548		$	—		$	371,437
Accounts receivable, net of allowances	2,029			45,672		2,595			—			50,296
Content library	37			196,695		3,136			—			199,868
Prepaid expenses and other current assets	67,664			28,234		960			(12,149		)	84,709
Intercompany receivables	180,100			355,418		5,093			(540,611		)	—
Total current assets	565,080			635,658		58,332			(552,760		)	706,310
Property and equipment, net	163,747			320,296		36,822			—			520,865
Deferred income taxes	—			—		6,412			31			6,443
Goodwill and other intangible assets, net	251,150			387,540		—			—			638,690
Other long-term assets	7,156			11,499		420			—			19,075
Investment in related parties	815,243			4,825		—			(820,068		)	—
Total assets	$	1,802,376		$	1,359,818	$	101,986		$	(1,372,797	)	$	1,891,383
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	17,336		$	215,703	$	2,979		$	—		$	236,018
Accrued payable to retailers	71,085			48,126		14,929			—			134,140
Other accrued liabilities	59,444			71,607		3,076			—			134,127
Current portion of long-term debt and other long-term liabilities	103,519			3		367			—			103,889
Deferred income taxes	—			35,292		—			(12,149		)	23,143
Intercompany payables	315,615			154,565		70,432			(540,612		)	—
Total current liabilities	566,999			525,296		91,783			(552,761		)	631,317
Long-term debt and other long-term liabilities	661,627			18,748		1,028			—			681,403
Deferred income taxes	45,307			13,190		—			31			58,528
Total liabilities	1,273,933			557,234		92,811			(552,730		)	1,371,248
Commitments and contingencies
Debt conversion feature	1,446			—		—			—			1,446
Stockholders’ Equity:
Preferred stock	—			—		—			—			—
Common stock	596,995			225,016		12,393			(351,923		)	482,481
Treasury stock	(476,796		)	—		—			—			(476,796		)
Retained earnings	407,959			577,568		(3,612		)	(468,144		)	513,771
Accumulated other comprehensive income (loss)	(1,161		)	—		394			—			(767		)
Total stockholders’ equity	526,997			802,584		9,175			(820,067		)	518,689
Total liabilities and stockholders’ equity	$	1,802,376		$	1,359,818	$	101,986		$	(1,372,797	)	$	1,891,383

31

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Three Months Ended September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	71,616		$	464,814		$	16,434		$	—		$	552,864
Expenses:
Direct operating	36,930			335,780			11,401			—			384,111
Marketing	1,945			7,059			758			—			9,762
Research and development	861			2,138			—			—			2,999
General and administrative	10,789			36,558			517			—			47,864
Depreciation and other	8,173			37,495			2,228			—			47,896
Amortization of intangible assets	358			3,313			—			—			3,671
Total expenses	59,056			422,343			14,904			—			496,303
Operating income	12,560			42,471			1,530			—			56,561
Other income (expense), net:
Loss from equity method investments, net	(224		)	(11,128		)	—			—			(11,352		)
Interest income (expense), net	(12,570		)	163			(56		)	—			(12,463		)
Other, net	1,941			573			(5,529		)	—			(3,015		)
Total other expense, net	(10,853		)	(10,392		)	(5,585		)	—			(26,830		)
Income (loss) from continuing operations before income taxes	1,707			32,079			(4,055		)	—			29,731
Income tax benefit (expense)	(1,915		)	(10,844		)	918			—			(11,841		)
Income (loss) from continuing operations	(208		)	21,235			(3,137		)	—			17,890
Loss from discontinued operations, net of tax	—			—			—			—			—
Equity in income (loss) of subsidiaries	18,098			(3,137		)	—			(14,961		)	—
Net Income (loss)	17,890			18,098			(3,137		)	(14,961		)	17,890
Foreign currency translation adjustment(1)	(680		)	—			(15		)	—			(695		)
Comprehensive income (loss)	$	17,210		$	18,098		$	(3,152	)	$	(14,961	)	$	17,195

(1) Foreign currency translation adjustment had no tax effect in 2014.

32

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Three Months Ended September 30, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	67,545		$	505,043		$	13,951		$	—		$	586,539
Expenses:
Direct operating	36,325			357,800			15,393			(3,545		)	405,973
Marketing	1,380			6,328			687			—			8,395
Research and development	1,794			1,716			—			—			3,510
General and administrative	11,608			45,337			533			3,553			61,031
Depreciation and other	7,028			40,867			1,350			—			49,245
Amortization of intangible assets	569			2,622			—			—			3,191
Total expenses	58,704			454,670			17,963			8			531,345
Operating income (loss)	8,841			50,373			(4,012		)	(8		)	55,194
Other income (expense), net:
Income (loss) from equity method investments, net	67,069			(9,135		)	—			—			57,934
Interest expense, net	(8,246		)	(115		)	(41		)	—			(8,402		)
Other, net	(2,352		)	8			(66		)	8			(2,402		)
Total other income (expense), net	56,471			(9,242		)	(107		)	8			47,130
Income (loss) from continuing operations before income taxes	65,312			41,131			(4,119		)	—			102,324
Income tax benefit (expense)	(1,819		)	(15,215		)	1,505			—			(15,529		)
Income (loss) from continuing operations	63,493			25,916			(2,614		)	—			86,795
Loss from discontinued operations, net of tax	(3,743		)	(396		)	—			—			(4,139		)
Equity in income (loss) of subsidiaries	22,906			(2,614		)	—			(20,292		)	—
Net income (loss)	82,656			22,906			(2,614		)	(20,292		)	82,656
Foreign currency translation adjustment(1)	63			—			1,789			—			1,852
Comprehensive income (loss)	$	82,719		$	22,906		$	(825	)	$	(20,292	)	$	84,508

(1) Foreign currency translation adjustment had no tax effect in 2013.

33

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Nine Months Ended September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	197,878		$	1,460,447		$	44,078		$	—		$	1,702,403
Expenses:
Direct operating	105,399			1,057,882			31,534			—			1,194,815
Marketing	4,723			20,220			2,199			—			27,142
Research and development	2,589			7,296			—			—			9,885
General and administrative	31,429			116,974			1,426			—			149,829
Depreciation and other	26,744			113,407			6,020			—			146,171
Amortization of intangible assets	1,430			9,936			—			—			11,366
Total expenses	172,314			1,325,715			41,179			—			1,539,208
Operating income	25,564			134,732			2,899			—			163,195
Other income (expense), net:
Loss from equity method investments, net	(672		)	(30,589		)	—			—			(31,261		)
Interest income (expense), net	(35,172		)	286			(151		)	—			(35,037		)
Other, net	7,662			1,409			(10,928		)	—			(1,857		)
Total other expense, net	(28,182		)	(28,894		)	(11,079		)	—			(68,155		)
Income (loss) from continuing operations before income taxes	(2,618		)	105,838			(8,180		)	—			95,040
Income tax benefit (expense)	1,333			(35,139		)	2,352			—			(31,454		)
Income (loss) from continuing operations	(1,285		)	70,699			(5,828		)	—			63,586
Income (loss) from discontinued operations, net of tax	(803		)	35			—			—			(768		)
Equity in income (loss) of subsidiaries	64,906			(5,828		)	—			(59,078		)	—
Net income (loss)	62,818			64,906			(5,828		)	(59,078		)	62,818
Foreign currency translation adjustment(1)	(650		)	—			494			—			(156		)
Comprehensive income (loss)	$	62,168		$	64,906		$	(5,334	)	$	(59,078	)	$	62,662

(1) Foreign currency translation adjustment had no tax effect in 2014.

34

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Nine Months Ended September 30, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	186,625		$	1,488,767		$	37,504		$	—		$	1,712,896
Expenses:
Direct operating	104,075			1,039,516			39,483			(8,256		)	1,174,818
Marketing	3,572			17,491			1,840			—			22,903
Research and development	6,452			1,719			—			—			8,171
General and administrative	28,410			130,863			1,249			8,264			168,786
Depreciation and other	21,072			118,440			3,644			—			143,156
Amortization of intangible assets	1,708			5,377			—			—			7,085
Total expenses	165,289			1,313,406			46,216			8			1,524,919
Operating income (loss)	21,336			175,361			(8,712		)	(8		)	187,977
Other income (expense), net:
Income (loss) from equity method investments, net	65,050			(23,770		)	—			—			41,280
Interest income (expense), net	(26,200		)	338			(91		)	—			(25,953		)
Other, net	(3,442		)	219			(108		)	8			(3,323		)
Total other income (expense), net	35,408			(23,213		)	(199		)	8			12,004
Income (loss) from continuing operations before income taxes	56,744			152,148			(8,911		)	—			199,981
Income tax benefit (expense)	19,744			(57,464		)	2,954			—			(34,766		)
Income (loss) from continuing operations	76,488			94,684			(5,957		)	—			165,215
Loss from discontinued operations, net of tax	(11,994		)	(1,104		)	—			—			(13,098		)
Equity in income (loss) of subsidiaries	87,623			(5,957		)	—			(81,666		)	—
Net income (loss)	152,117			87,623			(5,957		)	(81,666		)	152,117
Foreign currency translation adjustment(1)	84			—			(388		)	—			(304		)
Comprehensive income (loss)	$	152,201		$	87,623		$	(6,345	)	$	(81,666	)	$	151,813

(1) Foreign currency translation adjustment had no tax effect in 2013.

35

CONSOLIDATING STATEMENTS OF CASH FLOWS
(unaudited)
	Nine Months Ended September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Operating Activities:
Net income (loss)	$	62,818		$	64,906		$	(5,828	)	$	(59,078	)	$	62,818
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other	26,728			113,408			6,020			—			146,156
Amortization of intangible assets	1,430			9,936			—			—			11,366
Share-based payments expense	8,227			1,866			—			—			10,093
Windfall excess tax benefits related to share-based payments	(1,988		)	—			—			—			(1,988		)
Deferred income taxes	5,746			(13,965		)	(3,105		)	(6,084		)	(17,408		)
Loss from equity method investments, net	672			30,589			—			—			31,261
Amortization of deferred financing fees and debt discount	3,423			—			—			—			3,423
Loss from early extinguishment of debt	2,018			—			—			—			2,018
Other	(1,149		)	(368		)	40			—			(1,477		)
Equity in (income) losses of subsidiaries	(64,906		)	5,828			—			59,078			—
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net	395			16,157			912			—			17,464
Content library	36			48,988			(224		)	—			48,800
Prepaid expenses and other current assets	16,024			1,026			(87		)	6,084			23,047
Other assets	55			1,546			46			—			1,647
Accounts payable	(2,427		)	(94,130		)	(449		)	—			(97,006		)
Accrued payable to retailers	(11,177		)	(15,003		)	(1,642		)	—			(27,822		)
Other accrued liabilities	(5,049		)	(331		)	35			—			(5,345		)
Net cash flows from (used in) operating activities(1)	40,876			170,453			(4,282		)	—			207,047
Investing Activities:
Purchases of property and equipment	(24,933		)	(41,663		)	(5,715		)	—			(72,311		)
Proceeds from sale of property and equipment	750			1,085			—			—			1,835
Cash paid for equity investments	—			(24,500		)	—			—			(24,500		)
Investments in and advances to affiliates	98,892			(101,884		)	2,992			—			—
Net cash flows from (used in) investing activities(1)	74,709			(166,962		)	(2,723		)	—			(94,976		)
Financing Activities:
Proceeds from issuance of senior unsecured notes	295,500			—			—			—			295,500
Proceeds from new borrowing of Credit Facility	635,000			—			—			—			635,000
Principal payments on Credit Facility	(621,250		)	—			—			—			(621,250		)
Financing costs associated with Credit Facility and senior unsecured notes	(2,906		)	—			—			—			(2,906		)
Conversion of convertible debt	(51,149		)	—			—			—			(51,149		)
Repurchases of common stock	(545,078		)	—			—			—			(545,078		)
Principal payments on capital lease obligations and other debt	(10,263		)	(3		)	(331		)	—			(10,597		)
Windfall excess tax benefits related to share-based payments	1,988			—			—			—			1,988
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options	(1,084		)	—			—			—			(1,084		)
Net cash flows from (used in) financing activities(1)	(299,242		)	(3		)	(331		)	—			(299,576		)

36

	Nine Months Ended September 30, 2014
	Outerwall Inc.			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications		Total
Effect of exchange rate changes on cash	(650		)	—		1,619			—		969
Increase (decrease) in cash and cash equivalents	(184,307		)	3,488		(5,717		)	—		(186,536		)
Cash and cash equivalents:
Beginning of period	315,250			9,639		46,548			—		371,437
End of period	$	130,943		$	13,127	$	40,831		$	—	$	184,901

(1) During 2013, we discontinued four ventures previously included in our New Ventures operating segment, Orango, Rubi, Crisp Market, and Star Studio. Cash flows from these discontinued operations are not segregated from cash flows from continuing operations in all periods presented because they were not material.

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CONSOLIDATING STATEMENTS OF CASH FLOWS
(unaudited)
	Nine Months Ended September 30, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Operating Activities:
Net income (loss)	$	152,117		$	87,623		$	(5,957	)	$	(81,666	)	$	152,117
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other	22,089			118,440			3,644			—			144,173
Amortization of intangible assets	1,708			5,377			—			—			7,085
Share-based payments expense	7,206			4,248			—			—			11,454
Windfall excess tax benefits related to share-based payments	(3,347		)	—			—			—			(3,347		)
Deferred income taxes	17,698			(26,759		)	(3,037		)	—			(12,098		)
Impairment Expense	5,262			—			—			—			5,262
Loss (income) from equity method investments, net	(65,050		)	23,770			—			—			(41,280		)
Amortization of deferred financing fees and debt discount	5,205			—			—			—			5,205
Loss from early extinguishment of debt	5,950			—			—			—			5,950
Other	1,195			(175		)	—			—			1,020
Equity in (income) losses of subsidiaries	(87,623		)	5,957			—			81,666			—
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net	(398		)	1,916			(1,824		)	—			(306		)
Content library	641			8,455			350			—			9,446
Prepaid expenses and other current assets	(22,600		)	(8,511		)	(414		)	69			(31,456		)
Other assets	163			91			15			—			269
Accounts payable	18			(69,415		)	(1,137		)	354			(70,180		)
Accrued payable to retailers	(7,963		)	(3,252		)	1,574			—			(9,641		)
Other accrued liabilities	(5,366		)	(21,857		)	740			(69		)	(26,552		)
Net cash flows from (used in) operating activities(1)	26,905			125,908			(6,046		)	354			147,121
Investing Activities:
Purchases of property and equipment	(46,496		)	(64,658		)	(12,192		)	—			(123,346		)
Proceeds from sale of property and equipment	12,078			803			7			—			12,888
Acquisition of ecoATM, net of cash acquired	(244,036		)	—			—			—			(244,036		)
Receipt of note receivable principal	95			—			—			—			95
Cash paid for equity investments	—			(28,000		)	—			—			(28,000		)
Investments in and advances to affiliates	4,031			(19,782		)	15,751			—			—
Net cash flows from (used in) investing activities(1)	(274,328		)	(111,637		)	3,566			—			(382,399		)
Financing Activities:
Proceeds from issuance of senior unsecured notes	343,769			—			—			—			343,769
Proceeds from new borrowing on Credit Facility	150,000			—			—			—			150,000
Principal payments on Credit Facility	(60,938		)	—			—			—			(60,938		)
Financing costs associated with Credit Facility and senior unsecured notes	(444		)	—			—			—			(444		)
Conversion of convertible debt	(169,664		)	—			—			—			(169,664		)
Repurchases of common stock	(95,004		)	—			—			—			(95,004		)
Principal payments on capital lease obligations and other debt	(10,300		)	(214		)	(310		)	—			(10,824		)
Windfall excess tax benefits related to share-based payments	3,347			—			—			—			3,347
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options	7,763			—			—			—			7,763
Net cash flows from (used in) financing activities(1)	168,529			(214		)	(310		)	—			168,005

38

	Nine Months Ended September 30, 2013
	Outerwall Inc.			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Effect of exchange rate changes on cash	84			—		(475		)	—			(391		)
Increase (decrease) in cash and cash equivalents	(78,810		)	14,057		(3,265		)	354			(67,664		)
Cash and cash equivalents:
Beginning of period	242,489			—		40,759			(354		)	282,894
End of period	$	163,679		$	14,057	$	37,494		$	—		$	215,230

(1) During 2013, we discontinued four ventures previously included in our New Ventures operating segment, Orango, Rubi, Crisp Market, and Star Studio. Cash flows from these discontinued operations are not segregated from cash flows from continuing operations in all periods presented because they were not material.

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Note 19: Income Taxes

Our effective tax rate from continuing operations was 39.8% and 15.2% for the three months ended September 30, 2014 and 2013, respectively, and 33.1% and 17.4% for the nine months ended September 30, 2014 and 2013, respectively.

Our effective tax rate for the three months ended September 30, 2014 was higher than the U.S. Federal statutory rate of 35.0% due primarily to state income taxes, offset partially by the Domestic Production Activities Deduction, which we are entitled to based on our domestic manufacturing activities. Our effective tax rate for the three months ended September 30, 2013 was lower than the U.S. Federal statutory rate of 35.0% due primarily to a $68.4 million nontaxable gain related to the re-measurement of our previously held equity interest in ecoATM and the Domestic Production Activities Deduction. The nontaxable gain decreased our effective tax rate by 23.4 percentage points for the three months ended September 30, 2013.

Our effective tax rate for the nine months ended September 30, 2014 was lower than the U.S. Federal statutory rate of 35.0% due primarily to the Domestic Production Activities Deduction, which was recorded net of a contingency reserve, and discrete benefits, offset partially by state income taxes.

Our effective tax rate for the nine months ended September 30, 2013 was lower than the U.S. Federal statutory rate of 35.0% due primarily to the following items. A $68.4 million nontaxable gain related to the re-measurement of our previously held equity interest in ecoATM decreased our effective tax rate by 12.0 percentage points. A second quarter discrete one-time tax benefit of $17.8 million, net of a valuation allowance, realized from an arrangement to sell certain NCR kiosks and a series of transactions to reorganize Redbox related subsidiary structures through the sale of a wholly owned subsidiary decreased our effective tax rate by 8.9 percentage points. Additionally, our effective tax rate was lower than the U.S. Federal statutory rate of 35.0% due to the Domestic Production Activities Deduction. These tax benefits were partially offset by state income taxes.

Note 20: Subsequent Events

Withdrawal from Joint Venture with Verizon

On October 19, 2014, Redbox, Verizon, the Joint Venture and Verizon Corporate Services Group, Inc. entered into a Withdrawal and Extinguishment of Rights Agreement (the “Withdrawal Agreement”) pursuant to which Redbox withdrew as a member of the Joint Venture effective on October 20, 2014. As previously announced, Redbox Instant by Verizon, the business operated by the Joint Venture, ceased operation of its consumer service effective October 7, 2014.

Pursuant to the Withdrawal Agreement, all of Redbox’s rights under the Joint Venture’s operating agreement will be extinguished and all outstanding amounts including expense reimbursements will be settled in exchange for a total payment of $16.8 million to Redbox. To date, Outerwall has made total cash capital contributions to the Joint Venture of $77.0 million and has received total cash from the Joint Venture of $70.5 million, inclusive of revenue attributable to the rental of DVDs and Blu-ray Discs through the Joint Venture and the $16.8 million payment. In addition, Outerwall realized approximately $29.9 million in cash tax savings through deductions arising from the recognition of our share of the Joint Venture’s losses through September 30, 2014.

Outerwall does not expect a net material financial impact resulting from the extinguishment and expense reimbursement. Neither Redbox nor Outerwall will take part in any material manner with the Joint Venture or in the winding down of Redbox Instant by Verizon following the withdrawal.

Content License Agreement

On October 27, 2014, we entered into an Amended and Restated Home Video Lease Output Agreement (the “Letter Agreement”) with Lions Gate Films, Inc. (“Lionsgate”). The Letter Agreement extends the term of Redbox’s arrangement to license theatrical and direct-to-video titles released by Lionsgate through September 30, 2016, which will be automatically extended for an additional year under certain conditions. After accounting for this agreement, our commitment to purchase content from Lionsgate was approximately $111.6 million.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q. Except for the consolidated historical information, the following discussion contains forward-looking statements that involve risks and uncertainties, such as our objectives, expectations and intentions. Our actual results could differ materially from results that may be anticipated by such forward-looking statements and discussed elsewhere herein. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and those discussed under “Risk Factors” in Item 1A of Part II of this Quarterly Report on Form 10-Q and in Item 1A of Part I of our Annual Report on Form 10-K for the fiscal year ended December 31, 2013 (our “2013 Form 10-K”). Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. We undertake no obligation to revise any forward-looking statements in order to reflect events or circumstances that may subsequently arise. Readers are urged to carefully review and consider the various disclosures made in this report and in our other reports filed with the SEC that attempt to advise interested parties of the risks and factors that may affect our business, prospects and results of operations.

Overview

We are a leading provider of automated retail solutions offering convenient products and services that benefit consumers and drive incremental retail traffic and revenue for retailers. While we are focused on four consumer sectors, collectively our business segments and strategic investments currently operate within five consumer sectors: Entertainment, Money, Electronics, Beauty & Consumer Packaged Goods, and Health.

Our automated retail business model leverages technology advancements that allow delivery of new and innovative consumer products in a compact, automated format. We believe this model positions us to address retailers’ increasing need to provide more in less space driven by increased urbanization and consumers’ increasing expectation of instant gratification. Our products and services can be found at approximately 66,550 kiosks in leading supermarkets, drug stores, mass merchants, financial institutions, convenience stores, malls and restaurants.

Core Offerings

We have two core businesses:

• Our Redbox business segment (“Redbox”), where consumers can rent or purchase movies and video games from self-service kiosks is focused on the entertainment consumer sector.

• Our Coinstar business segment (“Coinstar”) is focused on the money consumer sector and provides self-service kiosks where consumers can convert their coins to cash and convert coins and paper bills to stored value products. We also offer self-service kiosks that exchange gift cards for cash under our Coinstar^™ Exchange brand.

New Ventures

We identify, evaluate, build or acquire and develop innovative new self-service concepts in the automated retail space in our New Ventures business segment (“New Ventures”). Self-service kiosk concepts we are currently exploring in the marketplace are our ecoATM concept, in the Electronics sector, which provides an automated self-service kiosk where consumers can recycle mobile devices for cash and our consumer product sampling concept SAMPLEit, in the Beauty and Consumer Packaged Goods sector. New Ventures concepts are regularly assessed to determine whether continued funding or other alternatives are appropriate. Subsequent to our acquisition of ecoATM in the third quarter of 2013, results from ecoATM are included within our New Ventures segment results.

Strategic Investments and Joint Venture

On occasion, we make strategic investments in external companies that provide automated self-service kiosk solutions. For example, in the Health sector we have invested in SoloHealth, Inc. See Note 8: Equity Method Investments and Related Party Transactionsin our Notes to Consolidated Financial Statements for more information and information regarding our acquisition of ecoATM, one of our prior strategic investments.

On October 19, 2014, Redbox and Verizon entered into an agreement whereby Redbox would withdraw from the Joint Venture. See Note 20: Subsequent Events in our Notes to Consolidated Financial Statements for information regarding the terms of the withdrawal agreement.

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Strategy

Our strategy is based upon leveraging our core competencies in the automated retail space to provide the consumer with convenience and value and to help retailers drive incremental traffic and revenue. Our competencies include success in building strong consumer and retailer relationships, and in deploying, scaling and managing kiosk businesses. We build strong retailer relationships by providing retailers with turnkey solutions that complement their businesses without significant outlays of time and financial resources. We believe we have significant opportunities to continue to grow our revenues, profitability and cash flow by capitalizing on our strengths and favorable industry trends through the execution of the following strategies:

• Continue growing our Redbox business profitably. We are focused on profitably growing Redbox through increased revenue generation and improved kiosk-operations efficiency.

We expect to continue to grow revenue through attracting new customers, improving the Blu-ray rental mix, and utilizing our customer management tools. Blu-ray drives revenue growth by shifting rentals to its higher revenue price point, $1.50 per night, and higher margin dollars per rental. Not only does Blu-ray provide a strong financial benefit to our business, but it also offers consumers a better viewing experience due to superior picture and sound quality compared to other home video rental formats (including digital streaming). Further, our customer management tools allow us to provide personalized recommendations and promotions to our customers, which helps us generate incremental revenue. In addition, if we were to increase pricing as a result of ongoing testing, we expect it would have a positive impact on revenue.

While we have substantially completed the build out of our Redbox network in the U.S., we believe we can improve financial performance by redeploying underperforming kiosks to lower kiosk density or higher-consumer-traffic areas. We also have retrofitted a significant percentage of our existing kiosks to provide increased capacity, which enables Redbox to retain discs in the kiosks longer without a material increase in product cost thereby allowing us to provide greater title selection and copy depth to generate incremental rentals. Our kiosk retrofit has yielded the equivalent of approximately 5,000 kiosks of new capacity at significantly lower cost as compared to equivalent new kiosk installation. We also continuously improve our proprietary algorithms allowing Redbox to more accurately predict daily title availability and demand at individual kiosk locations. From a financial perspective, we expect these strategies to help offset the expected secular decline in the physical rental market.

• Optimize and grow revenues from our Coinstar business. As with Redbox, we believe we can improve financial performance in our Coinstar business through kiosk optimization. We continue to focus on finding attractive locations for our kiosks, including through redeployment of underperforming kiosks to lower-kiosk-density or higher-consumer-traffic areas. Further, the Coinstar business continues to develop consumer-oriented products and services, such as Coinstar Exchange, and to expand into other channels, such as financial institutions, where we can leverage our Coinstar platform.

• Use our expertise to continue to develop our existing businesses and new innovative automated retail solutions.Through Redbox and Coinstar, we have demonstrated our ability to profitably scale automated retail solutions. We also leverage those core competencies to identify, evaluate, build or acquire, and develop new automated retail concepts through both organic and inorganic opportunities. For example, in the third quarter of 2013, we acquired ecoATM, one of our previous strategic investments. Further, we continue to make modest investments to test our product sampling kiosk concept, SAMPLEit. We are committed to addressing the changing needs and preferences of our consumers, including through strategic investments.

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Recent Events

Q3 2014 Events

• On September 26, 2014, Universal Studios Home Entertainment LLC exercised its option to extend the term of the revenue sharing license agreement between Redbox and Universal through December 31, 2015.

• On September 2, 2014, our remaining outstanding 4.0% Convertible Senior Notes ("Convertible Notes") matured. In the three months ended September 30, 2014, we retired or settled upon maturity $33.4 million in face value of Convertible Notes for $33.4 million in cash and the issuance of 248,944 shares of our common stock. See Note 9: Debt and Other Long-Term Liabilitiesin our Notes to Consolidated Financial Statements for more information.

• During the three months ended September 30, 2014, we repurchased 1,185,970 shares of our common stock at an average price of $59.52 per share for $70.6 million.⁽¹⁾ 

Q2 2014 Events

• On June 27, 2014, Sony notified us of their intent to extend our existing content license agreement with them. This extension will extend the license period through September 30, 2015.

• On June 24, 2014, we entered into a new credit facility arrangement consisting of a senior secured $600.0 million revolving line of credit that, under certain conditions, may be increased up to an additional $200.0 million in aggregate, and a senior secured $150.0 million amortizing term loan. The maturity of the credit facility is extended until June 24, 2019.

• On June 9, 2014, we consummated a private offering to sell $300.0 million in aggregate principal amount of senior unsecured notes due 2021. We used the proceeds to repay indebtedness under our prior credit facility and for general corporate purposes.

• During the three months ended June, 30, 2014, we repurchased 711,556 shares of our common stock at an average price of $70.27 per share for $50.0 million.⁽¹⁾ 

Q1 2014 Events

• During January 2014, we repurchased 736,000 shares of our common stock at an average price of $67.93 per share for $50.0 million.⁽¹⁾ 

• During the three months ended March 31, 2014, we executed a tender offer in which we accepted for payment an aggregate of 5,291,701 shares of our common stock at a final purchase price of $70.07 per share, for an aggregate cost of $370.8 million, excluding fees and expenses.⁽¹⁾ 

(1) Shares purchased as part of publicly announced repurchase plans or programs as approved by Board of Directors. See Note 10: Repurchases of Common Stock in our Notes to Consolidated Financial Statements for more information.

Subsequent Events

• On October 27, 2014, we entered into an Amended and Restated Home Video Lease Output Agreement (the “Letter Agreement”) with Lions Gate Films, Inc. (“Lionsgate”). The Letter Agreement extends the term of Redbox’s arrangement to license theatrical and direct-to-video titles released by Lionsgate through September 30, 2016, which will be automatically extended for an additional year under certain conditions. See Note 20: Subsequent Events in our Notes to Consolidated Financial Statements for more information.

• On October 19, 2014, the Redbox and Verizon entered into an agreement whereby we would withdraw from the Joint Venture. See Note 20: Subsequent Events in our Notes to Consolidated Financial Statements for information regarding the terms of the withdrawal agreement.

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Consolidated Results

The discussion and analysis that follows covers our results from continuing operations:

	Three Months Ended									Nine Months Ended
	September 30,				Change					September 30,				Change
Dollars in thousands, except per share amounts	2014		2013		$			%		2014		2013		$			%
Revenue	$	552,864	$	586,539	$	(33,675	)	(5.7	)%	$	1,702,403	$	1,712,896	$	(10,493	)	(0.6	)%
Operating income	$	56,561	$	55,194	$	1,367		2.5	%	$	163,195	$	187,977	$	(24,782	)	(13.2	)%
Income from continuing operations	$	17,890	$	86,795	$	(68,905	)	(79.4	)%	$	63,586	$	165,215	$	(101,629	)	(61.5	)%
Diluted earnings per share from continuing operations	$	0.93	$	3.10	$	(2.17	)	(70.0	)%	$	2.98	$	5.78	$	(2.80	)	(48.4	)%

Comparing three months endedSeptember 30, 2014 to three months endedSeptember 30, 2013

Revenue decreased$33.7 million, or 5.7%, primarily due to:

• $53.6 milliondecrease from our Redbox segment primarily due to a 11.8% decrease in same store sales, which we believe to be primarily due to the timing of releases and the continued impact of a considerably weaker second quarter 2014 content release schedule that was partially offset by the comparable strength of content in the third quarter, which resulted in 13.7% fewer rentals in the third quarter of 2014 compared to the third quarter of 2013; partially offset by

• $14.5 millionincrease from our New Ventures segment primarily due to the inclusion of ecoATM results in the third quarter of 2014 subsequent to our acquisition of ecoATM on July 23, 2013 and an increase of 730 kiosks installed from 820 as of September 30, 2013 to 1,550 as of September 30, 2014; and

• $5.5 millionincrease from our Coinstar segment, primarily due to growth of U.S. same store sales driven by a price increase implemented across all grocery locations in the U.S. which was effective October 1, 2013, higher volume in the U.K. due to an increased U.K. kiosk base, a price increase effective August 1, 2014 for all U.K. grocery retail locations for the coin voucher product taking the rate from 8.9% to 9.9% resulting in higher U.K. same store sales, and growth in the number of Coinstar Exchange kiosks.

Operating income increased$1.4 million, or 2.5%, primarily due to:

• $5.3 million increase in operating income within our Coinstar segment primarily due to revenue growth; partially offset by

• $2.0 million decrease in operating income within our Redbox segment due to a revenue decline partially offset by expense reductions;

• $1.0 million increase in operating loss within our New Ventures segment, primarily from investments being made to scale the ecoATM business; and

• $0.9 million increase in share based expense not allocated to our segments primarily as a result of rights to receive cash we issued as replacement awards for unvested restricted stock as part of our acquisition of ecoATM in the third quarter of 2013.

Income from continuing operations decreased$68.9 million, or 79.4%, primarily due to:

• $69.3 million increase in loss from equity method investments primarily due to the $68.4 million gain recorded in the third quarter of 2013 on the re-measurement of our previously held equity interest in ecoATM to its acquisition date fair value; and

• $4.1 million increase in interest expense due to increased borrowings; partially offset by

• $1.4 million increase in operating income discussed above; and

• $3.7 million decrease in income tax expense.

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Comparing nine months endedSeptember 30, 2014 to nine months endedSeptember 30, 2013

Revenue decreased$10.5 million, or 0.6%, primarily due to:

• $78.9 milliondecrease from our Redbox segment primarily due to a 6.1% decrease in same store sales which we believe to be primarily due to the timing of releases and a considerably weaker release schedule in the second quarter of 2014 that resulted in 7.2% fewer rentals in the first nine months of 2014 compared to the first nine months of 2013; partially offset by

• $54.3 millionincrease from our New Ventures segment primarily due to the inclusion of ecoATM results beginning on the July 23, 2013 acquisition date and an increase of 730 kiosks installed from 820 as of September 30, 2013 to 1,550 as of September 30, 2014; and

• $14.2 millionincrease from our Coinstar segment, primarily due to growth of U.S. same store sales driven by a price increase implemented across all grocery locations in the U.S. which was effective October 1, 2013, higher volume in the U.K. due to an increased U.K. kiosk base and a price increase effective August 1, 2014 for all U.K. grocery retail locations for the coin voucher product taking the rate from 8.9% to 9.9% resulting in higher U.K. same store sales, and growth in the number of Coinstar Exchange kiosks.

Operating income decreased$24.8 million, or 13.2%, primarily due to:

• $14.9 million decrease in operating income within our Redbox segment primarily due to a $78.9 million decrease in revenue partially offset by a $37.6 milliondecrease in direct operating expenses and a $22.3 million decrease in general and administrative expenses. Product cost, included within direct operating expense, for the nine months endedSeptember 30, 2013 would have been $23.8 million higher had the new methodology for amortizing product costs in our content library that we implemented on a prospective basis in the second quarter of 2013 had been in place for the duration of the respective license periods of the titles in the content library as costs would have shifted from prior periods;

• $15.9 million increase in operating loss within our New Ventures segment, primarily from investments being made to scale the ecoATM business; and

• $8.3 million increase in share based expense not allocated to our segments primarily as a result of rights to receive cash we issued as replacement awards for unvested restricted stock as part of our acquisition of ecoATM in the third quarter of 2013; partially offset by

• $14.3 million increase in operating income within our Coinstar segment primarily due to $14.2 millionincrease in revenue, $1.4 millionincrease in general and administrative expenses primarily due to increased expenses associated with the growth of our Coinstar Exchange business, $1.1 millionincrease in direct operating expenses due to increased selling and customer service costs to support higher revenues, $1.0 millionincrease in marketing expenses primarily due to media buys for print, online and radio to support the growth of our Coinstar Exchange business, and $1.0 millionincrease in depreciation and amortization expense due to higher depreciation expense as a result of continued investment in our corporate technology infrastructure.

Income from continuing operations decreased$101.6 million, or 61.5%, primarily due to:

• $72.5 million increase in losses from equity method investments primarily due to the $68.4 million gain recorded in the third quarter of 2013 on the re-measurement of our previously held equity interest in ecoATM to its acquisition date fair value;

• $24.8 million decrease in operating income as described above;

• $9.1 million increase in interest expense due to increased borrowings; partially offset by

• $3.3 million decrease in income tax expense; and

• $1.5 million decrease in other expenses.

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Share-Based Payments and Rights to Receive Cash

Our share-based payments consist of share-based compensation granted to executives, non-employee directors and employees and share-based payments granted to movie studios as part of content agreements. We grant stock options, restricted stock and performance-based restricted stock to executives and non-employee directors and restricted stock to our employees. In connection with our acquisition of ecoATM, we also granted certain rights to receive cash. We also granted restricted stock to certain movie studios as part of content agreements with our Redbox segment. The expense associated with the grants to movie studios is allocated to our Redbox segment and included within direct operating expenses. The expenses associated with share-based compensation to our executives, non-employee directors, employees and related to the rights to receive cash issued in connection with our acquisition of ecoATM are part of our shared services support function and are not allocated to our segments. The components of our unallocated share-based compensation expense are presented in the following table.

Unallocated Share-Based Compensation and Rights to Receive Cash Expense

	Three Months Ended									Nine Months Ended
	September 30,				Change					September 30,				Change
Dollars in thousands	2014		2013		$			%		2014		2013		$		%
Direct operating	$	1,903	$	1,267	$	636		50.2	%	$	5,214	$	1,974	$	3,240	164.1	%
Marketing	678		739		(61		)	(8.3	)%	2,275		893		1,382		NM*
Research and development	832		655		177			27.0	%	2,788		836		1,952		233.5	%
General and administrative	3,139		2,973		166			5.6	%	9,847		8,135		1,712		21.0	%
Total	$	6,552	$	5,634	$	918		16.3	%	$	20,124	$	11,838	$	8,286	70.0	%

* Not meaningful

Unallocated share-based compensation expense increased$0.9 million, or 16.3% and $8.3 million, or 70.0% during the three and nine months endedSeptember 30, 2014, respectively, due to rights to receive cash we issued as replacement awards for unvested restricted stock as part of our acquisition of ecoATM in the third quarter of 2013 and changes in the fair value of restricted stock awards granted. See Note 11: Share-Based Payments in our Notes to Consolidated Financial Statements for more information.

Segment Results

Our discussion and analysis that follows covers results of operations for our Redbox, Coinstar and New Ventures segments.

We manage our business by evaluating the financial results of our segments, focusing primarily on segment revenue and segment operating income before depreciation, amortization and other and share-based compensation granted to executives, non-employee directors and employees (“segment operating income”). Segment operating income contains internally allocated costs of our shared services support functions, including but not limited to, corporate executive management, business development, sales, customer service, finance, legal, human resources, information technology, and risk management. We also review depreciation and amortization allocated to each segment.

Management utilizes segment revenue and segment operating income to evaluate the health of our business segments and in consideration of allocating resources among our business segments. Specifically, our CEO evaluates segment revenue and segment operating income, and assesses the performance of each business segment based on these measures, as well as, among other things, the prospects of each of the segments and how they fit into our overall strategy. Our CEO then decides how resources should be allocated among our business segments. For example, if a segment’s revenue increases more than expected, our CEO may consider allocating more financial or other resources to that segment in the future. We periodically evaluate our shared services support function’s allocation methods used for segment reporting purposes, which may result in changes to segment allocations in future periods.

We also review same store sales, which we calculate for our segments on a location basis. Most of our locations have a single kiosk, but in locations with a high-performing kiosk, we may add additional kiosks to drive incremental revenue and provide a broader product offering. Same store sales reflects the change in revenue from locations that have been operating for more than 13 months by the end of the reporting period compared with the same locations in the same period of the prior year. The same store sales metric is not applicable to our ecoATM business because transactions at the kiosk are for product acquisition, not sales.

Detailed financial information about our business segments, including significant customer relationships is provided in Note 15: Business Segments and Enterprise-Wide Informationin our Notes to Consolidated Financial Statements.

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Redbox

	Three Months Ended											Nine Months Ended
Dollars in thousands, except net revenue per rental amounts	September 30,						Change					September 30,						Change
	2014			2013			$			%		2014			2013			$			%
Revenue	$	438,048		$	491,694		$	(53,646	)	(10.9	)%	$	1,399,185		$	1,478,132		$	(78,947	)	(5.3	)%
Expenses:
Direct operating	312,792			350,759			(37,967		)	(10.8	)%	1,003,097			1,040,706			(37,609		)	(3.6	)%
Marketing	6,038			5,883			155			2.6	%	17,282			18,057			(775		)	(4.3	)%
Research and development	15			69			(54		)	(78.3	)%	41			73			(32		)	(43.8	)%
General and administrative	33,527			44,017			(10,490		)	(23.8	)%	106,658			128,963			(22,305		)	(17.3	)%
Segment operating income	85,676			90,966			(5,290		)	(5.8	)%	272,107			290,333			(18,226		)	(6.3	)%
Less: depreciation and amortization	(38,207		)	(41,478		)	3,271			(7.9	)%	(118,928		)	(122,219		)	3,291			(2.7	)%
Operating income	$	47,469		$	49,488		$	(2,019	)	(4.1	)%	$	153,179		$	168,114		$	(14,935	)	(8.9	)%
Operating income as a percentage of revenue	10.8		%	10.1		%						10.9		%	11.4		%
Same store sales growth (decline)	(11.8		)%	2.1		%						(6.1		)%	(5.8		)%
Effect on change in revenue from same store sales growth (decline)	$	(57,302	)	$	9,121		$	(66,423	)	(728.2	)%	$	(89,572	)	$	(79,940	)	$	(9,632	)	12.0	%
Ending number of kiosks*	43,790			43,600			190			0.4	%	43,790			43,600			190			0.4	%
Total rentals (in thousands)*	172,172			199,480			(27,308		)	(13.7	)%	541,466			583,707			(42,241		)	(7.2	)%
Net revenue per rental	$	2.54		$	2.46		$	0.08		3.3	%	$	2.58		$	2.53		$	0.05		2.0	%

* Excludes kiosks and the impact of kiosks acquired as part of the 2012 NCR Asset Acquisition which occurred on June 22, 2012. We acquired approximately 6,200 active kiosks. Approximately 1,900 of these kiosks remained in service at December 31, 2012. During the first quarter of 2013, we replaced 100 of these kiosks with Redbox kiosks and we removed but did not replace 1,500 more. As a result, there were approximately 300 of these kiosks still in service at March 31, 2013. During the three months ended September 30, 2013, kiosks acquired as part of the NCR acquisition made a negligible contribution to revenue. During the nine months endedSeptember 30, 2013, kiosks acquired as part of the NCR acquisition generated revenue of approximately $2.8 million from 0.8 million rentals.

47

The comparable performance of our content library is continually affected by seasonality, the timing of the release slate and the relative attractiveness of titles available for rent in a particular quarter or year which may have lingering effects in subsequent periods. Compared with prior periods when kiosk installations were increasing and helping drive growth, Redbox revenue and other operating results may be more affected by these factors.

Comparing three months endedSeptember 30, 2014 to three months endedSeptember 30, 2013

Revenue decreased$53.6 million, or 10.9%, primarily due to the following:

• $57.3 million decrease from an 11.8%decrease in same store sales primarily due to:

◦ Timing of releases - total box office (calculated as the total box office of titles with total North American box office receipts of at least $5.0 million) during the quarter increased 7.9%, however, excluding releases on the last day of the quarter, total box office decreased 2.8%; and

◦ Soft flow-through from the second quarter of 2014 - a 37.5% lower box office and timing of releases during the second quarter of 2014 as compared to the second quarter of 2013 lead to a lack of strong recent content at the end of the second quarter of 2014 which contributed to a 13.7% decrease in rentals in the third quarter of 2014 compared to the third quarter of 2013, partially offset by

• $3.7 million in sales from newly installed or relocated kiosks.

Net revenue per rental increased $0.08 to $2.54 primarily due to:

• A continued increase in Blu-ray rentals which represent 15.1% of total disc rentals and 17.6% of revenue during the quarter as compared to 13.0% and 15.3% during the prior quarter;

• Further stabilization in single night rentals due to more effective promotional activity that leverages customer-specific offerings; and

• Higher mix of video game rentals which increased from 1.9% to 2.1% of total disc rentals and have a higher daily rental fee than discs.

We consider Blu-ray a key focus for future revenue growth as it has a higher revenue and margin dollar per rental and offers consumers a better viewing experience due to superior picture and sound quality compared to other options such as digital streaming and video on demand.

Operating income decreased $2.0 million or 4.1% primarily due to the following offsetting impacts:

• $53.6 milliondecrease in revenue as described above; partially offset by

• $38.0 milliondecrease in direct operating expenses, which were 71.4% of revenue during the quarter and 71.3% during the prior quarter, primarily due to:

◦ $21.9 million decrease in product costs to $189.1 million primarily from less amortization of second quarter and prior releases as a result of lower prior period purchases and efficient management of content purchases during the third quarter. Our gross margin for the quarter was 56.8%, a decrease of 30 basis points from the prior quarter, and

◦ Lower retailer revenue sharing expenses primarily due to lower revenue, lower payment card processing fees due to fewer rentals and decreases in supply chain and repair and maintenance expenses due to cost containment measures; and

• $10.5 milliondecrease in general and administrative expenses primarily due to expense reductions attributable to corporate restructuring, lower variable expenses, lower legal fees and general cost containment initiatives.

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Comparing nine months endedSeptember 30, 2014 to nine months endedSeptember 30, 2013

Revenue decreased$78.9 million, or 5.3%, primarily due to the following:

• $89.6 million decrease from a 6.1% decrease in same store sales primarily due to:

◦ Timing of releases - total box office (as defined above) during the first nine months of 2014 increased 2.2%, however, excluding releases on the last day of the period, total box office decreased 1.1%;

◦ Soft flow-through from the second quarter of 2014 - 37.5% lower box office during the second quarter and 2.8% lower box office during the third quarter (when excluding content releases on the last day of the quarter) were partially offset by 28.1%higher box office during the first quarter. The significantly lower box office during the second quarter lead to a lack of strong recent content at quarter end which contributed to a 13.7% decrease in rentals in the third quarter and the 7.2% decrease in rentals for the nine month period;

• $2.8 million decrease from revenue earned by kiosks acquired from NCR that were subsequently closed and removed from service; partially offset by

• $13.4 million in revenue from newly installed or relocated kiosks including the replacement of the remaining NCR kiosks.

Net revenue per rental increased $0.05 to $2.58 primarily due to:

• A continued increase in Blu-ray rentals which represent 14.8% of total disc rentals and 17.4% of revenue during the first nine months of 2014 as compared to 12.8% and 15.0% during the prior year; and

• Further stabilization in single night rentals due to more effective promotional activity that leverages customer-specific offerings lead to a 23.7% reduction in promotional spend; partially offset by

• Lower video game rentals, which declined 20.2% during the first nine months of 2014 as compared to the prior year due to a lighter release slate during the first and second quarters and the game industry’s shift to next generation platforms.

Operating income decreased $14.9 million, or 8.9%, primarily due to the following:

• $78.9 milliondecrease in revenue as described above; partially offset by

• $37.6 milliondecrease in direct operating expenses, which were 71.7% of revenue during the first nine months of 2014 as compared to 70.4% during the prior year, not including the comparability impact arising from the change in how we amortize product costs discussed below, primarily as a result of:

◦ Product costs decreasing $13.7 million to $611.0 million, with gross margin decreased by 140 basis points to 56.3% during the first nine months of 2014, primarily due to a change in how we amortize our product costs in our content library that was prospectively applied as explained in Note 2: Summary of Significant Accounting Policies in our Notes to Consolidated Financial Statements resulting in a $21.7 million benefit which was recorded in the second quarter of 2013 to reflect an increase in the ending value of the Redbox content library as of June 30, 2013. For comparability purposes, product cost for the first nine months of 2013 would have been $23.8 million higher had the new methodology been applied retrospectively as costs would have shifted from prior periods into the first nine months of 2013;

◦ Further impacting gross margin was the performance of the content library as a result of the weak release schedule in the second quarter of 2014, partially offset by reduced promotional activity, a $1.9 million decrease in studio-related share-based expenses and closing underperforming NCR kiosks. The first nine months of 2013 benefited from an $11.4 million reduction in a loss contingency that had been previously expensed in 2012;

◦ Direct operating expenses were also impacted by lower retailer revenue sharing expenses primarily due to lower revenue, lower payment card processing fees due to fewer rentals and general cost containment initiatives;

• $22.3 milliondecrease in general and administrative expenses primarily as a result of ongoing cost reduction initiatives, including payroll related savings arising from our December 2013 workforce reduction and lower variable expenses associated with IT infrastructure costs, temporary staffing, legal and professional fees; and

• $0.8 milliondecrease in marketing costs due to cost containment initiatives and more efficient title and customer-specific marketing campaigns.

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Coinstar

	Three Months Ended											Nine Months Ended
Dollars in thousands, except average transaction size	September 30,						Change					September 30,						Change
	2014			2013			$			%		2014			2013			$			%
Revenue	$	85,074		$	79,611		$	5,463		6.9	%	$	233,707		$	219,520		$	14,187		6.5	%
Expenses:
Direct operating	42,428			41,833			595			1.4	%	120,354			119,290			1,064			0.9	%
Marketing	1,834			1,352			482			35.7	%	4,397			3,357			1,040			31.0	%
Research and development	64			1,428			(1,364		)	(95.5	)%	486			5,107			(4,621		)	(90.5	)%
General and administrative	7,313			7,349			(36		)	(0.5	)%	21,502			20,077			1,425			7.1	%
Segment operating income	33,435			27,649			5,786			20.9	%	86,968			71,689			15,279			21.3	%
Less: Depreciation and amortization	(8,989		)	(8,539		)	(450		)	5.3	%	(26,473		)	(25,493		)	(980		)	3.8	%
Operating income	$	24,446		$	19,110		$	5,336		27.9	%	$	60,495		$	46,196		$	14,299		31.0	%
Operating income as a percentage of revenue	28.7		%	24.0		%						25.9		%	21.0		%
Same store sales growth (decline)	5.8		%	0.4		%						5.2		%	(0.1		)%
Ending number of kiosks	21,210			20,800			410			2.0	%	21,210			20,800			410			2.0	%
Total transactions (in thousands)	19,601			20,597			(996		)	(4.8	)%	55,039			57,651			(2,612		)	(4.5	)%
Average transaction size	$	41.92		$	41.25		$	0.67		1.6	%	$	41.36		$	40.40		$	0.96		2.4	%

Comparing three months endedSeptember 30, 2014 to three months endedSeptember 30, 2013

Revenue increased$5.5 million, or 6.9%, primarily due to growth of U.S. same store sales, higher volume in the U.K. due to an increased U.K. kiosk base, higher U.K. same store sales and a growth in the number of Coinstar Exchange kiosks. The increase in same store sales in the U.S. was driven by the price increase implemented across all grocery locations in the U.S. effective October 1, 2013. Effective August 1, 2014, we increased the coin voucher product transaction fee from 8.9% to 9.9% at all U.K. grocery retail locations, resulting in higher U.K. same store sales during the third quarter of 2014.

The average transaction size continued to increase while the number of transactions have declined. The decline in transactions is the result of larger pours and less frequent visits, a slight decrease in the U.S. kiosk base year over year as a result of optimization efforts, and the impact of the Royal Canadian Mint’s penny reclamation efforts in Canada.

Operating income increased$5.3 million, or 27.9%, primarily due to the following:

• $5.5 millionincrease in revenue as described above; and

• $1.4 milliondecrease in research and development expenses primarily due to a reduction in kiosk hardware and software engineering efforts for Coinstar and Coinstar Exchange; partially offset by

• $0.6 millionincrease in direct operating expenses due to increased revenue sharing, selling and customer service costs to support higher revenues;

• $0.5 million increase in marketing expenses primarily due to a shift in timing of marketing spend for Coinstar in the U.S. to the second half of 2014 compared to the prior year and other corporate marketing initiatives; and

• $0.5 millionincrease in depreciation and amortization expense due to higher depreciation expense as a result of continued investment in our corporate technology infrastructure.

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Comparing nine months endedSeptember 30, 2014 to nine months endedSeptember 30, 2013

Revenue increased$14.2 million, or 6.5%, primarily due to growth of U.S. same store sales, higher volume in the U.K. due to an increased U.K. kiosk base, higher U.K. same store sales and growth in the number of Coinstar Exchange kiosks. The increase in same store sales in the U.S. was driven by the price increase implemented across all grocery locations in the U.S. which was effective October 1, 2013. The price increase in the U.K. discussed above resulted in higher U.K. same store sales during the third quarter of 2014.

The average transaction size continued to increase while the number of transactions have declined. The decline in transactions is the result of larger pours and less frequent visits, a slight decrease in the U.S. kiosk base year over year as a result of optimization efforts, and the impact of the penny reclamation in Canada.

Operating income increased$14.3 million, or 31.0%, primarily due to the following:

• $14.2 millionincrease in revenue as described above; and

• $4.6 milliondecrease in research and development expenses primarily due to a reduction in kiosk hardware and software engineering efforts for Coinstar and Coinstar Exchange; partially offset by

• $1.4 millionincrease in general and administrative expenses primarily due to increased expenses associated with the growth of our Coinstar Exchange business;

• $1.1 millionincrease in direct operating expenses due to increased selling and customer service costs to support higher revenues;

• $1.0 millionincrease in marketing expenses primarily due to media buys for print, online and radio to support the growth of our Coinstar Exchange business; and

• $1.0 millionincrease in depreciation and amortization expense due to higher depreciation expense as a result of continued investment in our corporate technology infrastructure.

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New Ventures

	Three Months Ended									Nine Months Ended
Dollars in thousands	September 30,						Change			September 30,						Change
	2014			2013			$			2014			2013			$
Revenue	$	29,742		$	15,234		$	14,508		$	69,511		$	15,244		$	54,267
Expenses:
Direct operating	26,988			12,114			14,874			66,150			12,848			53,302
Marketing	1,212			421			791			3,188			596			2,592
Research and development	2,088			1,358			730			6,570			2,155			4,415
General and administrative	3,885			6,692			(2,807		)	11,822			11,611			211
Segment operating loss	(4,431		)	(5,351		)	920			(18,219		)	(11,966		)	(6,253		)
Less: depreciation and amortization	(4,371		)	(2,419		)	(1,952		)	(12,136		)	(2,529		)	(9,607		)
Operating loss	$	(8,802	)	$	(7,770	)	$	(1,032	)	$	(30,355	)	$	(14,495	)	$	(15,860	)
Ending number of kiosks	1,550			820			730			1,550			820			730

On July 23, 2013 we completed the acquisition of ecoATM. The primary reason for the business combination was to expand Outerwall’s presence in automated retail and gain exposure to the growing demand for refurbished electronic products and mobile devices. Also during 2013, except for ecoATM and our product sampling kiosk venture, SAMPLEit, we discontinued all other concepts and reclassified their results of operations to discontinued operations for all periods presented. See Note 13: Discontinued Operations for more information. The New Ventures results of operations presented here represent the results of ecoATM from the July 23, 2013 acquisition date and the results of SAMPLEit.

Comparing three months endedSeptember 30, 2014 to three months endedSeptember 30, 2013

Revenue increased$14.5 million primarily due to the acquisition of ecoATM as previously described and an increase of 730 kiosks installed from 820 as of September 30, 2013 to 1,550 as of September 30, 2014. The key drivers of ecoATM revenue are devices collected per kiosk per day, the percentage of those devices that are non-scrap and the average selling price that ecoATM receives when reselling the devices. Compared to the second quarter of 2014, we continued to see improvement in devices collected per kiosk per day through more competitive pricing and kiosk enhancements, as well as an increase in the quantity of high value devices collected. These factors, along with our higher installed kiosk base, combined to increase our revenue $5.9 million from the second quarter. As we expand our installed kiosk base, we expect our revenue to grow from these new kiosks, as well as the continued ramping of kiosks installed during the nine months of 2014. Additionally, we expect our expenses to increase due to operating these additional kiosks.

Operating loss increased$1.0 million primarily due to the following;

• $14.9 millionincrease in direct operating expenses mainly due to costs associated with the acquisition, transportation and processing of mobile devices in our ecoATM business, as well as costs for servicing of our kiosks and payments to our retailers. As we install additional ecoATM kiosks and our existing kiosks continue to ramp, we expect to leverage the fixed cost portions of our direct operating expenses;

• $2.0 millionincrease in depreciation and amortization expense from depreciation on our increased installed kiosk base and amortization expense related to certain ecoATM intangible assets acquired as part of the business combination;

• $0.7 millionincrease in research and development expense primarily at ecoATM due to continued development of our kiosk hardware and software platforms; and

• $0.8 millionincrease in marketing costs mainly due to costs to promote the ecoATM and SAMPLEit kiosks, as well as additional headcount to support our installed kiosk base; partially offset by

• $2.8 milliondecrease in general and administrative expense primarily due to $4.0 million in transaction expenses related to the acquisition of ecoATM in the third quarter of 2013 partially offset by higher costs in the third quarter of 2014 to support the continued growth in our installed kiosk base, as well as expenses related to facilities expansion, and human resource programs; and

• $14.5 millionincrease in revenue described above.

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Comparing nine months endedSeptember 30, 2014 to nine months endedSeptember 30, 2013

Revenue increased$54.3 million primarily due to the acquisition of ecoATM as previously described and an increase of 730 kiosks installed from 820 as of September 30, 2013 to 1,550 as of September 30, 2014. While there are several drivers that impact ecoATM revenue, the key revenue drivers are devices collected per kiosk per day, the percentage of those devices that are high value devices and the average selling price that ecoATM receives when reselling the devices. In 2014, we continue to see improvement in devices collected per kiosk per day through more competitive pricing and kiosk enhancements, including the software solution we deployed in the fourth quarter of 2013 to alleviate the locked iPhone issue. As we expand our installed kiosk base, we expect our revenue to grow from these new kiosks, as well as the continued ramping of kiosks installed during the first nine months of 2014. Additionally, we expect our expenses to increase due to operating these additional kiosks.

Operating loss increased$15.9 million primarily due to the following;

• $53.3 millionincrease in direct operating expenses mainly due to costs associated with the acquisition, transportation and processing of mobile devices in our ecoATM business, as well as costs for servicing of our kiosks and payments to our retailers. As we install additional ecoATM kiosks and our existing kiosks continue to ramp, we expect to leverage the fixed cost portions of our direct operating expenses;

• $9.6 millionincrease in depreciation and amortization expense from depreciation on our increased installed kiosk base and amortization expense related to certain ecoATM intangible assets acquired as part of the business combination;

• $4.4 millionincrease in research and development expense mainly at ecoATM due to continued development of our kiosk hardware and software platforms;

• $2.6 millionincrease in marketing costs primarily due to costs to promote the ecoATM and SAMPLEit kiosks, as well as additional headcount to support our installed kiosk base; and

• $0.2 millionincrease in general and administrative expense primarily due to higher costs to support the continued growth in our installed kiosk base, as well as expenses related to facilities expansion and human resource programs, partially offset by $5.7 million in transaction expenses related to the acquisition of ecoATM in the nine months ended September 30, 2013; partially offset by

• $54.3 millionincrease in revenue described above.

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Loss from equity method investments

Comparing three months endedSeptember 30, 2014 to three months endedSeptember 30, 2013

Loss from equity method investments was $11.4 million compared to income of $57.9 million primarily due to a gain of $68.4 million in the third quarter of 2013 resulting from the re-measurement of our previously held equity interest in ecoATM at its acquisition date fair value offset by an increased loss from our investment in the Joint Venture. On October 19, 2014, the Company and Verizon entered into an agreement whereby we would withdraw from the Joint Venture. See Note 20: Subsequent Events in our Notes to Consolidated Financial Statements for information regarding the terms of the withdrawal agreement.

Additional financial information about our equity method investments is provided inNote 8: Equity Method Investments and Related Party Transactions in our Notes to Consolidated Financial Statements.

Comparing nine months endedSeptember 30, 2014 to nine months endedSeptember 30, 2013

Loss and income from equity method investments was $31.3 million of loss compared to income of $41.3 million primarily due to a gain of $68.4 million in the first nine months of 2013 resulting from the re-measurement of our previously held equity interest in ecoATM at its acquisition date fair value offset by an increased loss from our investment in the Joint Venture.

Interest Expense, Net

Dollars in thousands	Three Months Ended											Nine Months Ended
	September 30,						Change					September 30,						Change
	2014			2013			$			%		2014			2013			$			%
Cash interest expense	$	11,517		$	7,304		$	4,213		57.7	%	$	29,646		$	17,716		$	11,930		67.3	%
Non-cash interest expense:
Amortization of debt discount	616			804			(188		)	(23.4	)%	2,171			3,876			(1,705		)	(44.0	)%
Amortization of deferred financing fees	285			366			(81		)	(22.1	)%	1,252			1,341			(89		)	(6.6	)%
Other	—			(54		)	54			(100.0	)%	—			(548		)	548			(100.0	)%
Total non-cash interest expense	901			1,116			(215		)	(19.3	)%	3,423			4,669			(1,246		)	(26.7	)%
Total cash and non-cash interest expense	12,418			8,420			3,998			47.5	%	33,069			22,385			10,684			47.7	%
Loss from early extinguishment of debt	55			1			54			NM*		2,018			5,950			(3,932		)	(66.1	)%
Total interest expense	$	12,473		$	8,421		$	4,052		48.1	%	$	35,087		$	28,335		$	6,752		23.8	%
Interest income	(10		)	(19		)	9			(47.4	)%	(50		)	(2,382		)	2,332			(97.9	)%
Interest expense, net	12,463			8,402			4,061			48.3	%	35,037			25,953			9,084			35.0	%

* Not meaningful

Comparing three months endedSeptember 30, 2014 to three months endedSeptember 30, 2013

Interest expense, net increased $4.1 million, or 48.3%, primarily due to interest expense from increased borrowing.

Comparing nine months endedSeptember 30, 2014 to nine months endedSeptember 30, 2013

Interest expense, net increased $9.1 million, or 35.0%, primarily due to interest expense from increased borrowing and a $2.3 million decrease in interest income primarily due to the prior period including income from a note receivable which settled in the second half of 2013. This was partially offset by a $3.9 million decrease in losses from the early extinguishment or conversion of debt. See Note 9: Debt and Other Long-Term Liabilities in our Notes to Consolidated Financial Statements for more information.

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Income Tax Expense

Comparing three months endedSeptember 30, 2014 to three months endedSeptember 30, 2013

Our effective tax rate from continuing operations was 39.8% and 15.2% for the three months ended September 30, 2014 and 2013, respectively.

Our effective tax rate for the three months ended September 30, 2014 was higher than the U.S. Federal statutory rate of 35.0% due primarily to state income taxes, offset partially by the Domestic Production Activities Deduction, which we are entitled to based on our domestic manufacturing activities. Our effective tax rate for the three months ended September 30, 2013 was lower than the U.S. Federal statutory rate of 35.0% due primarily to a $68.4 million nontaxable gain related to the re-measurement of our previously held equity interest in ecoATM and the Domestic Production Activities Deduction. The nontaxable gain decreased our effective tax rate by 23.4 percentage points for the three months ended September 30, 2013.

Comparing nine months endedSeptember 30, 2014 to nine months endedSeptember 30, 2013

Our effective tax rate from continuing operations was 33.1% and 17.4% for the nine months ended September 30, 2014 and 2013, respectively.

Our effective tax rate for the nine months ended September 30, 2014 was lower than the U.S. Federal statutory rate of 35.0% due primarily to the Domestic Production Activities Deduction, which was recorded net of a contingency reserve, and discrete benefits, offset partially by state income taxes.

Our effective tax rate for the nine months ended September 30, 2013 was lower than the U.S. Federal statutory rate of 35.0% due primarily to the following items. A $68.4 million nontaxable gain related to the re-measurement of our previously held equity interest in ecoATM decreased our effective tax rate by 12.0 percentage points. A second quarter discrete one-time tax benefit of $17.8 million, net of a valuation allowance, realized from an arrangement to sell certain NCR kiosks and a series of transactions to reorganize Redbox related subsidiary structures through the sale of a wholly owned subsidiary decreased our effective tax rate by 8.9 percentage points. Additionally, our effective tax rate was lower than the U.S. Federal statutory rate of 35.0% due to the Domestic Production Activities Deduction. These tax benefits were partially offset by state income taxes.

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Non-GAAP Financial Measures

Non-GAAP measures may be provided as a complement to results provided in accordance with United States generally accepted accounting principles (“GAAP”).

We use the following non-GAAP financial measures to evaluate our financial results:

• Core adjusted EBITDA from continuing operations;

• Core diluted earnings per share (“EPS”) from continuing operations;

• Free cash flow; and

• Net debt and net leverage ratio.

These measures, the definitions of which are presented below, are non-GAAP because they exclude certain amounts which are included in the most directly comparable measure calculated and presented in accordance with GAAP. Our non-GAAP financial measures are not meant to be considered in isolation or as a substitute for our GAAP financial measures and may not be comparable with similarly titled measures of other companies.

Core and Non-Core Results

We distinguish our core activities, those associated with our primary operations which we directly control, from non-core activities. Non-core activities are primarily nonrecurring events or events we do not directly control. Our non-core adjustments for the periods presented include i) restructuring costs associated with actions to reduce costs in our continuing operations primarily through workforce reductions across the Company, ii) acquisition costs primarily related to the acquisition of ecoATM, iii) compensation expense for rights to receive cash issued in conjunction with our acquisition of ecoATM and attributable to post-combination services as they are fixed amount acquisition related awards and not indicative of the directly controllable future business results, iv) income or loss from equity method investments, which represents our share of income or loss from entities we do not consolidate or control and includes the impacts of the gain on re-measurement of our previously held equity interest in ecoATM upon acquisition , and v) tax benefits related to a net operating loss adjustment and the recognition of a worthless stock deduction in a corporate subsidiary ("Non-Core Adjustments").

We believe investors should consider our core results because they are more indicative of our ongoing performance and trends, are more consistent with how management evaluates our operational results and trends, provide meaningful supplemental information to investors through the exclusion of certain expenses which are either nonrecurring or may not be indicative of our directly controllable business operating results, allow for greater transparency in assessing our performance, help investors better analyze the results of our business and assist in forecasting future periods.

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Core Adjusted EBITDA from continuing operations

Our non-GAAP financial measure core adjusted EBITDA from continuing operations is defined as earnings from continuing operations before depreciation, amortization and other; interest expense, net; income taxes; share-based payments expense; and Non-Core Adjustments.

A reconciliation of core adjusted EBITDA from continuing operations to net income from continuing operations, the most comparable GAAP financial measure, is presented in the following table:

	Three Months Ended										Nine Months Ended
	September 30,					Change					September 30,					Change
Dollars in thousands	2014		2013			$			%		2014		2013			$			%
Net income from continuing operations	$	17,890	$	86,795		$	(68,905	)	(79.4	)%	$	63,586	$	165,215		$	(101,629	)	(61.5	)%
Depreciation, amortization and other	51,567		52,436			(869		)	(1.7	)%	157,537		150,241			7,296			4.9	%
Interest expense, net	12,463		8,402			4,061			48.3	%	35,037		25,953			9,084			35.0	%
Income taxes	11,841		15,529			(3,688		)	(23.7	)%	31,454		34,766			(3,312		)	(9.5	)%
Share-based payments expense(1)	3,249		2,774			475			17.1	%	10,093		11,454			(1,361		)	(11.9	)%
Adjusted EBITDA from continuing operations	97,010		165,936			(68,926		)	(41.5	)%	297,707		387,629			(89,922		)	(23.2	)%
Non-Core Adjustments:
Restructuring costs	—		—			—			NM*		469		—			469			NM*
Acquisition costs	—		4,003			(4,003		)	(100.0	)%	—		5,669			(5,669		)	(100.0	)%
Rights to receive cash issued in connection with the acquisition of ecoATM	3,274		2,300			974			42.3	%	10,033		2,300			7,733			NM*
Loss from equity method investments	11,352		10,442			910			8.7	%	31,261		27,096			4,165			15.4	%
Gain on previously held equity interest in ecoATM	—		(68,376		)	68,376			(100.0	)%	—		(68,376		)	68,376			(100.0	)%
Core adjusted EBITDA from continuing operations	$	111,636	$	114,305		$	(2,669	)	(2.3	)%	$	339,470	$	354,318		$	(14,848	)	(4.2	)%

 *     Not Meaningful

(1) Includes both non-cash share-based compensation for executives, non-employee directors and employees as well as share-based payments for content arrangements.

Comparing three months endedSeptember 30, 2014 to three months endedSeptember 30, 2013

The decrease in our core adjusted EBITDA from continuing operations was primarily due to decreased segment operating income in our Redbox segment and increased operating loss in our New Ventures segment during the third quarter of 2013, after excluding the $4.0 million of non-core ecoATM acquisition costs, partially offset by increased segment operating income in our Coinstar segment. The other significant components of core adjusted EBITDA from continuing operations have been discussed previously in the Results of Operations section above.

Comparing nine months endedSeptember 30, 2014 to nine months endedSeptember 30, 2013

The decrease in our core adjusted EBITDA from continuing operations was primarily due to decreased segment operating income in our Redbox segment and increased segment operating loss in our New Ventures segment, including the impact of $5.7 million in non-core ecoATM acquisition costs, partially offset by increased segment operating income in our Coinstar segment. The other significant components of core adjusted EBITDA from continuing operations have been discussed previously in the Results of Operations section above.

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Core Diluted EPS from continuing operations

Our non-GAAP financial measure core diluted EPS from continuing operations is defined as diluted earnings per share from continuing operations excluding Non-Core Adjustments, net of applicable taxes.

A reconciliation of core diluted EPS from continuing operations to diluted EPS from continuing operations, the most comparable GAAP financial measure, is presented in the following table:

	Three Months Ended										Nine Months Ended
	September 30,					Change					September 30,						Change
	2014		2013			$			%		2014			2013			$			%
Diluted EPS from continuing operations	$	0.93	$	3.10		$	(2.17	)	(70.0	)%	$	2.98		$	5.78		$	(2.80	)	(48.4	)%
Non-Core Adjustments, net of tax:(1)
Restructuring costs	—		—			—			NM*		0.01			—			0.01			NM*
Acquisition costs	—		0.09			(0.09		)	(100.0	)%	—			0.14			(0.14		)	(100.0	)%
Rights to receive cash issued in connection with the acquisition of ecoATM	0.14		0.06			0.08			133.3	%	0.37			0.06			0.31			NM*
Loss from equity method investments	0.36		0.23			0.13			56.5	%	0.89			0.58			0.31			53.4	%
Gain on previously held equity interest on ecoATM	—		(2.36		)	2.36			(100.0	)%	—			(2.32		)	2.32			(100.0	)%
Tax benefit from net operating loss adjustment	—		—			—			NM*		(0.04		)	—			(0.04		)	NM*
Tax (benefit) expense of worthless stock deduction	0.01		—			0.01			NM*		(0.10		)	—			(0.10		)	NM*
Core diluted EPS from continuing operations	$	1.44	$	1.12		$	0.32		28.6	%	$	4.11		$	4.24		$	(0.13	)	(3.1	)%

 *     Not Meaningful

(1) Non-Core Adjustments are presented after-tax using the applicable effective tax rate for the respective periods.

Free Cash Flow

Our non-GAAP financial measure free cash flow is defined as net cash provided by operating activities after capital expenditures. We believe free cash flow is an important non-GAAP measure as it provides additional information to users of the financial statements regarding our ability to service, incur or pay down indebtedness and repurchase our securities. A reconciliation of free cash flow to net cash provided by operating activities, the most comparable GAAP financial measure, is presented in the following table:

	Three Months Ended											Nine Months Ended
	September 30,						Change					September 30,						Change
Dollars in thousands	2014			2013			$			%		2014			2013			$		%
Net cash provided by operating activities	$	49,627		$	60,943		$	(11,316	)	(18.6	)%	$	207,047		$	147,121		$	59,926	40.7	%
Purchase of property and equipment	(19,295		)	(39,102		)	19,807			(50.7	)%	(72,311		)	(123,346		)	51,035		(41.4	)%
Free cash flow	$	30,332		$	21,841		$	8,491		38.9	%	$	134,736		$	23,775		$	110,961	466.7	%

An analysis of our net cash from operating activities and used in investing and financing activities is provided below.

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Net Debt and Net Leverage Ratio

Our non-GAAP financial measure net debt is defined as the total face value of outstanding debt, including capital leases, less cash and cash equivalents held in financial institutions domestically. Our non-GAAP financial measure net leverage ratio is defined as net debt divided by core adjusted EBITDA from continuing operations for the last twelve months (LTM). We believe net debt and net leverage ratio are important non-GAAP measures because they:

• are used to assess the degree of leverage by management;

• provide additional information to users of the financial statements regarding our ability to service, incur or pay down indebtedness and repurchase our securities as well as additional information about our capital structure; and

• are reported quarterly to support covenant compliance under our credit agreement.

A reconciliation of net debt to total outstanding debt including capital leases, the most comparable GAAP financial measure, is presented in the following table:

	September 30, 2014			December 31, 2013			Change
Dollars in thousands							$			%
Senior unsecured notes(1)	$	650,000		$	350,000		$	300,000		85.7	%
Term loans(1)	148,125			344,375			(196,250		)	(57.0	)%
Revolving line of credit	210,000			—			210,000			NM*
Convertible debt(1)	—			51,148			(51,148		)	(100.0	)%
Capital leases	18,051			21,361			(3,310		)	(15.5	)%
Total principal value of outstanding debt including capital leases	1,026,176			766,884			259,292			33.8	%
Less domestic cash and cash equivalents held in financial institutions	(26,003		)	(199,027		)	173,024			(86.9	)%
Net debt	1,000,173			567,857			432,316			76.1	%
LTM Core adjusted EBITDA from continuing operations(2)	$	476,804		$	491,652		$	(14,848	)	(3.0	)%
Net leverage ratio	2.10			1.15

*     Not Meaningful

(1)See debt section of Liquidity and Capital Resources below and Note 9: Debt and Other Long-Term Liabilitiesin our Notes to Consolidated Financial Statements for detail of associated debt discount.

(2) LTM Core Adjusted EBITDA from continuing operations for the twelve months ended September 30, 2014 andDecember 31, 2013 was determined as follows:

Dollars in thousands
Core adjusted EBITDA from continuing operations for the nine months ended September 30, 2014	$	339,470
Add: Core adjusted EBITDA from continuing operations for the twelve months ended December 31, 2013(A)	491,652
Less: Core adjusted EBITDA from continuing operations for the nine months ended September 30, 2013	(354,318		)
LTM Core adjusted EBITDA from continuing operations for the twelve months ended September 30, 2014	$	476,804

(A) Core adjusted EBITDA from continuing operations for the twelve months ended December 31, 2013 is obtained from our Annual Report on Form 10-K for the period ended December 31, 2013, where it is reconciled to net income from continuing operations, the most comparable GAAP financial measure, and represents the LTM core adjusted EBITDA from continuing operations we use in our calculation of net leverage ratio as of December 31, 2013.

Liquidity and Capital Resources

We believe our existing cash, cash equivalents and amounts available to us under our Credit Facility will be sufficient to fund our cash requirements and capital expenditure needs for at least the next 12 months. After that time, the extent of additional financing needed, if any, will depend on the success of our business. If we significantly increase kiosk installations beyond planned levels or if our Redbox, Coinstar or New Venture kiosks generate lower than anticipated revenue or operating results, then our cash needs may increase. Furthermore, our future capital requirements will depend on a number of factors, including consumer use of our services, the timing and number of machine installations, the number of available installable kiosks, the type and scope of service enhancements, the cost of developing potential new product service offerings, and enhancements, and cash required to fund potential future acquisitions, investment or capital returns to shareholders such as through share repurchases.

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The following is an analysis of our year-to-date cash flows:

Net Cash from Operating Activities

Our net cash from operating activities increased by $59.9 million primarily due to the following:

• $89.2 million increase in net cash inflows from changes in working capital primarily due to changes in prepaid expenses and other current assets, content library, accounts payable, other accrued liabilities, accrued payable to retailers, and accounts receivable;

• $60.0 million change in net non-cash income and expense included in net income primarily due to a one-time gain of $68.4 million in the 2013 period resulting from the re-measurement of our previously held equity interest in ecoATM at its acquisition date fair value; partially offset by

• $89.3 million decrease in net income to $62.8 million as discussed in the Consolidated Results section above.

Net Cash used in Investing Activities

We used $95.0 million of net cash in our investing activities primarily due to:

• $72.3 million used for purchases of property and equipment for kiosks and corporate infrastructure, including information technology primarily related to our Enterprise Resource Planning implementation; and

• $24.5 million used for capital contributions to our Redbox Instant by Verizon Joint Venture.

Net Cash used in Financing Activities

We used $299.6 million of net cash from financing activities as follows:

• $545.1 million for repurchases of our common stock;

• $51.1 million to repurchase and settle convertible debt;

• $10.6 million to pay capital lease obligations and other debt; and

• $2.0 million for other financing activities; partially offset by

• $295.5 million from issuance of our senior unsecured notes due 2021; and

• $13.8 million in net borrowings from our Credit Facility. The revolving line of credit had an average daily balance of $150.8 million over the first nine months of 2014 and was used to support the activities discussed above relative to the timing of cash flows from operations throughout the same period.

Cash and Cash Equivalents

A portion of our business involves collecting and processing large volumes of cash, most of it in the form of coins. As of September 30, 2014, our cash and cash equivalent balance was $184.9 million, of which $71.7 million was identified for settling our payable to the retailer partners in relation to our Coinstar kiosks. The remaining balance of our cash and cash equivalents was available for use to support our liquidity needs.

Debt

Debt comprises the following:

	Senior Notes						Credit Facility					Total Debt
Dollars in thousands	Senior Unsecured Notes due 2019			Senior Unsecured Notes due 2021			Term Loans			Revolving Line of Credit
As of September 30, 2014:
Principal	$	350,000		$	300,000		$	148,125		$	210,000	$	1,008,125
Discount	(4,551		)	(4,313		)	(354		)	—		(9,218		)
Total	345,449			295,687			147,771			$	210,000	998,907
Less: current portion	—			—			(8,445		)	—		(8,445		)
Total long-term portion	$	345,449		$	295,687		$	139,326		$	210,000	$	990,462

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Senior Unsecured Notes Due 2019

On March 12, 2013, we and certain subsidiaries of ours, as subsidiary guarantors, entered into an indenture pursuant to which we issued $350.0 million principal amount of 6.000% Senior Notes due 2019 (the “Senior Notes due 2019”) at par for proceeds, net of expenses, of $343.8 million. The expenses were allocated between debt discount and deferred financing fees based on their nature. As of September 30, 2014, we were in compliance with the covenants of the related indenture.

Senior Unsecured Notes Due 2021

On June 9, 2014, we and certain subsidiaries of ours, as subsidiary guarantors, entered into an indenture pursuant to which we issued $300.0 million principal amount of 5.875% Senior Notes due 2021 (the "Senior Notes due 2021") at par for proceeds, net of expenses, of $294.0 million. The expenses were allocated between debt discount and deferred financing fees based on their nature.

The Senior Notes due 2021 and related guarantees:

• are general unsecured obligations and are effectively subordinated to all of our and our Subsidiary Guarantors’ existing and future secured debt to the extent of the collateral securing that secured debt, and

• will rank equally to all of our and our Subsidiary Guarantors’ other unsecured and unsubordinated indebtedness.

In addition, the Senior Notes due 2021;

• will be effectively subordinated to all of the liabilities of our existing and future subsidiaries that are not guaranteeing the Senior Notes due 2021,

• require interest payable on June 15 and December 15 of each year, beginning on December 15, 2014, and

• mature on June 15, 2021.

We may redeem any of the Senior Notes due 2021:

• beginning on June 15, 2017 at a redemption price of 104.406% of their principal amount plus accrued and unpaid interest and additional interest, if any; then

• the redemption price will be 102.938% of their principal amount plus accrued and unpaid interest and additional interest, if any, for the twelve-month period beginning June 15, 2018; then

• the redemption price will be 101.469% of their principal amount plus accrued and unpaid interest and additional interest, if any, for the twelve-month period beginning June 15, 2019; and then

• the redemption price will be 100.000% of their principal amount plus accrued interest and unpaid interest and additional interest, if any, beginning on June 15, 2020.

• We may also redeem some or all of the notes before June 15, 2017 at a redemption price of 100.000% of the principal amount, plus accrued and unpaid interest and additional interest, if any, to the redemption date, plus an applicable “make-whole” premium.

• In addition, before June 15, 2017, we may redeem up to 35% of the aggregate principal amount with the proceeds of certain equity offerings at 105.875% of their principal amount plus accrued and unpaid interest and additional interest, if any; we may make such redemption only if, after any such redemption, at least 65% of the aggregate principal amount originally issued remains outstanding.

Upon a change of control as defined in the indenture related to the Senior Notes due 2021, we will be required to make an offer to purchase the Senior Notes due 2021 or any portion thereof. That purchase price will equal 101% of the principal amount of the Senior Notes due 2021 on the date of purchase plus accrued and unpaid interest and additional interest, if any. If we make certain asset sales and do not reinvest the proceeds or use such proceeds to repay certain debt, we will be required to use the proceeds of such asset sales to make an offer to purchase the Senior Notes due 2021 at 100% of their principal amount, together with accrued and unpaid interest and additional interest, if any, to the date of purchase.

The terms of the Senior Notes due 2021 restrict our ability and the ability of certain of its subsidiaries to, among other things: incur additional indebtedness; create liens; pay dividends or make distributions in respect of capital stock; purchase or redeem capital stock; make investments or certain other restricted payments; sell assets; enter into transactions with stockholders or affiliates; or effect a consolidation or merger. However, these and other limitations set forth in the related indenture will be subject to a number of important qualifications and exceptions.

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The indenture related to the Senior Notes due 2021 provides for customary events of default which include (subject in certain cases to grace and cure periods), among others: nonpayment of principal or interest or premium; breach of covenants or other agreements in the indenture; defaults in failure to pay certain other indebtedness; the failure to pay certain final judgments; the invalidity of certain of the Subsidiary Guarantors’ guarantees; and certain events of bankruptcy, insolvency or reorganization. Generally, if an event of default occurs and is continuing under the indenture, either the trustee or the holders of at least 25% in aggregate principal amount then outstanding may declare the principal amount plus accrued and unpaid interest to be immediately due and payable. As of September 30, 2014, we were in compliance with the covenants of the related indenture.

In connection with the issuance of the Senior Notes due 2021 and related guarantees, we agreed to register the Senior Notes due 2021 and related guarantees under the Securities Act of 1933, as amended (the “Securities Act”) so as to allow holders of the Senior Notes due 2021 and related guarantees to exchange the Senior Notes due 2021 and the related guarantees for the same principal amount of a new issue of Senior Notes due 2021 and related guarantees (collectively, the “Exchange Notes”) with substantially identical terms, except that the Exchange Notes will generally be freely transferable under the Securities Act. If we fail to comply with these obligations on time (a “registration default”), we generally will be required to pay additional interest at a rate of 0.25% per annum for the first 90-day period following a registration default and an additional 0.25% per annum for each subsequent 90-day period that such additional interest continues to accrue (provided that such rate may not exceed 1.00% per annum).

Revolving Line of Credit and Term Loan

On June 24, 2014, we entered into the Third Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) providing for a senior secured credit facility (the "New Credit Facility"). The Amended and Restated Credit Agreement amended and restated in its entirety the Second Amended and Restated Credit Agreement dated as of November 20, 2007 and amended and restated as of April 29, 2009 and as of July 15, 2011 and all amendments and restatements thereto (the “Previous Credit Agreement”). The credit facility provided under the Previous Credit Agreement was replaced by the New Credit Facility. As a result of this refinancing activity, in the six months ended June 30, 2014, we recorded a loss on the extinguishment of the Previous Credit Facility of $1.7 million for certain previously capitalized and unamortized debt issuance costs. The loss on extinguishment is recorded within interest expense, net in our Consolidated Statements of Comprehensive Income.

The New Credit Facility consists of (a) a $150.0 million amortizing term loan (the “Term Loan”) and (b) a $600.0 million revolving line of credit (the “Revolving Line”), which includes (i) a $75.0 million sublimit for the issuance of letters of credit, (ii) a $50.0 million sublimit for swingline loans and (iii) a $75.0 million sublimit for loans in certain foreign currencies available to us and certain wholly owned Company foreign subsidiaries (the “Foreign Borrowers”). We may, subject to applicable conditions and subject to obtaining commitments from lenders, request an increase in the Revolving Line of up to $200.0 million in aggregate (the “Accordion”).

We (or the Foreign Borrowers, if applicable), subject to applicable conditions, may generally elect interest rates on the Term Loan and Revolving Line calculated by reference to (a) LIBOR (“London Interbank Offered Rate”) (or the Canadian Dealer Offered Rate, in the case of loans denominated in Canadian Dollars or, if LIBOR is not available for a foreign currency, such other interest rate customarily used by Bank of America for such foreign currency) for given interest periods (the “LIBOR/Eurocurrency Rate”) or (b) on loans in U.S. Dollars made to us, Bank of America’s prime rate (or, if greater, (i) the average rate on overnight federal funds plus 0.50% or (ii) the daily floating one month LIBOR plus 1%) (the “Base Rate”), plus a margin determined by our consolidated net leverage ratio. For swingline borrowings, we will pay interest at the Base Rate, plus a margin determined by our consolidated net leverage ratio. For borrowings made with the LIBOR/Eurocurrency Rate, the margin ranges from 125 to 200 basis points, while for borrowings made with the Base Rate, the margin ranges from 25 to 100 basis points.

The Amended and Restated Credit Agreement requires principal amortization payments under the Term Loan as follows:

Dollars in thousands	Repayment Amount
Remainder of 2014	$	1,875
2015	9,376
2016	13,126
2017	15,000
2018	18,750
2019	89,998
Total	$	148,125

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The Revolving Line matures on June 24, 2019, at which time all outstanding borrowings must be repaid and all outstanding letters of credit must have been terminated or cash collateralized. The maturity date of the borrowings under the New Credit Facility may be accelerated to December 18, 2018 if our senior unsecured notes due 2019 remain outstanding on or after such date. We may prepay amounts borrowed under the Term Loan without premium or penalty (other than breakage costs in the case of borrowings made with the LIBOR/Eurocurrency Rate), but amounts prepaid may not be re-borrowed.

The Amended and Restated Credit Agreement contains events of default that include, among others, non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations and warranties, bankruptcy and insolvency events, material judgments, cross defaults to certain other indebtedness, and events constituting a change of control. The occurrence of an event of default will increase the applicable rate of interest and could result in the acceleration of our obligations under the New Credit Facilities and the obligations of any or all of the Guarantors to pay the full amount of our (or any Foreign Borrower’s) obligations under the New Credit Facility.

The Amended and Restated Credit Agreement contains certain loan covenants, including, among others, financial covenants providing for a maximum consolidated net leverage ratio (i.e., consolidated total debt (net of certain cash and cash equivalents held by us and our domestic subsidiaries) to consolidated EBITDA) and a minimum consolidated interest coverage ratio, and limitations on our ability with regard to the incurrence of debt, the existence of liens, capital expenditures, stock repurchases and dividends, investments, and mergers, dispositions and acquisitions. Our obligations under the New Credit Facility are guaranteed by each of our direct and indirect U.S. subsidiaries (collectively, the “Guarantors”), and if any Foreign Borrower is added to the New Credit Facility, the Foreign Borrower’s obligations will be guaranteed by us and each of the Guarantors. As of September 30, 2014, the interest rate on amounts outstanding under the Credit Facility was 2.02% and we were in compliance with the covenants of the Credit Facility.

Convertible Debt

On September 2, 2014, our 4.0% Convertible Senior Notes (the “Convertible Notes”) matured. The aggregate outstanding principal was $51.1 million at December 31, 2013.

The Convertible Notes were convertible as of December 31, 2013 and the debt conversion feature was classified as temporary equity on our Consolidated Balance Sheets. In the nine months ended September 30, 2014, we retired or settled upon maturity, a combined 51,148 Convertible Notes for total consideration of $51.1 million in cash and the issuance of 431,760 shares of common stock. The amount by which total consideration exceeded the fair value of the Convertible Notes has been recorded as a reduction of stockholders’ equity. The loss from early extinguishment of the Convertible Notes was approximately $0.3 million and is recorded in interest expense in our Consolidated Statements of Comprehensive Income.

Letters of Credit

As of September 30, 2014, we had six irrevocable standby letters of credit that totaled $6.4 million. These standby letters of credit, which expire at various times through September 2015, are used to collateralize certain obligations to third parties. As of September 30, 2014, no amounts were outstanding under these standby letter of credit agreements.

Other Contingencies

During the three months ended March 31, 2013, we resolved a previously disclosed loss contingency related to a supply agreement and recorded a benefit of $11.4 million in the direct operating line item in our Consolidated Statements of Comprehensive Income.

Contractual Payment Obligations

As of September 30, 2014, other than the following, there have been no material changes during the period covered by this report to our contractual obligations specified in the table of contractual obligations included in our 2013 Form 10-K:

On June 27, 2014 Sony notified us of their intent to extend our existing content license agreement with them. This will extend the license period through September 30, 2015 and require us to issue 25,000 shares of additional restricted stock to Sony during the fourth quarter of 2014 which will vest immediately. See Note 11: Share-Based Payments for more information about our share-based payments for content arrangements. As of September 30, 2014, after accounting for this extension, our commitment to purchase content from Sony was approximately $162.8 million.

On September 26, 2014, Universal Studios Home Entertainment LLC exercised its option to extend the term of the revenue sharing license agreement between Redbox and Universal through December 31, 2015. As of September 30, 2014, after accounting for this extension, our commitment to purchase content from Universal was approximately $140.6 million.

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CRITICAL ACCOUNTING POLICIES

Our consolidated financial statements have been prepared in accordance with US GAAP. Preparation of these statements requires management to make judgments and estimates. We base our estimates on historical experience and on other assumptions that we believe to be reasonable under the present circumstances. A summary of significant accounting policies and a description of accounting policies that are considered critical may be found in our 2013 Form 10-K at Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

In the second quarter of 2013, we updated our methodology for amortizing our Redbox content library. The amortization charges are still recorded on an accelerated basis and substantially all of the amortization expense is recognized within one year of purchase. Our updated methodology is more precise in the utilization of our rental curves, which incorporate thinning estimates in amortizing content costs. We update our rental curves on a quarterly basis to better reflect changes in these rental curves prospectively. See Note 2: Summary of Significant Accounting Policiesin our Notes to Consolidated Financial Statements.

The preceding explanation of the updated amortization methodology for our Redbox content library is included here because it impacts the comparability of first and second quarter of 2014 and 2013 results of operations. There have been no material changes to the critical accounting policies previously disclosed in our 2013 Form 10-K.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes in our reported market risks and risk management policies since the filing of our 2013 Form 10-K.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain a set of disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report and has determined that such disclosure controls and procedures are effective.

Changes in Internal Control over Financial Reporting

We also maintain a system of internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act). No changes in our internal control over financial reporting occurred during the year-to-date period ended September 30, 2014 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

In October 2009, an Illinois resident, Laurie Piechur, individually and on behalf of all others similarly situated, filed a putative class action complaint against our Redbox subsidiary in the Circuit Court for the Twentieth Judicial Circuit, St. Clair County, Illinois. The plaintiff alleged that, among other things, Redbox charges consumers illegal and excessive late fees in violation of the Illinois Consumer Fraud and Deceptive Business Practices Act, and that Redbox's rental terms violate the Illinois Rental Purchase Agreement Act or the Illinois Automatic Contract Renewal Act and the plaintiff is seeking monetary damages and other relief. In November 2009, Redbox removed the case to the U.S. District Court for the Southern District of Illinois. In February 2010, the District Court remanded the case to the Circuit Court for the Twentieth Judicial Circuit, St. Clair County, Illinois. In May 2010, the court denied Redbox's motion to dismiss the plaintiff's complaint. In November 2011, the plaintiff moved for class certification, and Redbox moved for summary judgment. The court denied Redbox's motion for summary judgment in February 2012. The plaintiff filed an amended complaint on April 19, 2012, and an amended motion for class certification on June 5, 2012. The court denied Redbox's motion to dismiss the amended complaint. The amended class certification motion was briefed and argued. At the hearing on plaintiff's amended motion for class certification, the plaintiff dismissed all claims but two and is pursuing only her claims under the Illinois Rental Purchase Agreement Act and the Illinois Automatic Contract Renewal Act. On May 21, 2013, the court denied plaintiff's amended class action motion. On January 29, 2014, the Illinois Supreme Court denied plaintiff’s petition for leave to appeal the trial court’s denial of class certification. Redbox has moved to dismiss all remaining claims on mootness grounds. The motion is fully briefed, and is tentatively scheduled to be argued on November 12, 2014. We believe that the claims against us are without merit and intend to defend ourselves vigorously in this matter. Currently, no accrual has been established as it was not possible to estimate the possible loss or range of loss because this matter had not advanced to a stage where we could make any such estimate.

In March 2011, a California resident, Blake Boesky, individually and on behalf of all others similarly situated, filed a putative class action complaint against our Redbox subsidiary in the U.S. District Court for the Northern District of Illinois. The plaintiff alleges that Redbox retains personally identifiable information of consumers for a time period in excess of that allowed under the Video Privacy Protection Act, 18 U.S.C. §§ 2710, et seq. A substantially similar complaint was filed in the same court in March 2011 by an Illinois resident, Kevin Sterk. Since the filing of the complaint, Blake Boesky has been replaced by a different named plaintiff, Jiah Chung, and an amended complaint has been filed alleging disclosures of personally identifiable information, in addition to plaintiffs' claims of retention of such information. Plaintiffs are seeking statutory damages, injunctive relief, attorneys' fees, costs of suit, and interest. The court has consolidated the cases. The court denied Redbox's motion to dismiss the plaintiffs' claims upon interlocutory appeal. The U.S. Court of Appeals for the Seventh Circuit reversed the district court's denial of Redbox's motion to dismiss plaintiff's claims involving retention of information, holding that the plaintiffs could not maintain a suit for damages under this theory. On April 25, 2012, the plaintiffs amended their complaint to add claims under the Stored Communications Act, 18 U.S.C. § 2707, and for breach of contract. On May 9, 2012, Redbox moved to dismiss the amended complaint. On July 23, 2012, the court dismissed the added retention claims, except to the extent that plaintiffs seek injunctive, non-monetary relief. On August 16, 2013, the court granted summary judgment in Redbox's favor on all remaining claims, and entered a final judgment for Redbox. On September 16, 2013, plaintiff filed a notice of appeal. The appeal was fully briefed as of July 1, 2014, and argument occurred on September 26, 2014.  The appellate court has not scheduled a date for argument. We believe that the claims against us are without merit and intend to defend ourselves vigorously in this matter. Currently, no accrual has been established as it is not possible to estimate the possible loss or range of loss because this matter had not advanced to a stage where we could make any such estimate.

ITEM 1A. RISK FACTORS

There have been no material changes from risk factors previously disclosed in our Form 10-Q for the period ended June 30, 2014.

65

ITEM 2. UNREGISTERED SALES OF EQUITY, SECURITIES, AND USE OF PROCEEDS

The following table summarizes information regarding shares repurchased during the quarter ended September 30, 2014:

	Total Number of Shares Repurchased		Average Price Paid per Share		Total Number of  Shares Purchased as Part of Publicly Announced Repurchase Plans or Programs	Maximum  Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs		(2)
7/1/14 - 7/31/14	1,617		$	54.98	—	$	233,297
8/1/14 - 8/31/14	1,187,241		$	59.52	1,185,970	$	162,781
9/1/14 - 9/30/14	849		$	56.70	—	$	162,863	(3)
	1,189,707	(1)			1,185,970

(1) Includes 3,737 shares tendered for tax withholding on vesting of restricted stock awards, none of which are included against the dollar value of shares that may be purchased under programs approved by our Board of Directors.

(2) Dollars in thousands

(3) On January 30, 2014, our Board of Directors approved an additional repurchase program of up to $500.0 million of our common stock plus the cash proceeds received from the exercise of stock options by our officers, directors, and employees.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

The following exhibits are filed herewith and this list is intended to constitute the exhibit index.

Exhibit Number	Description of Document
31.1	Certification of Chief Executive Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Chief Financial Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document.
101.SCH	XBRL Taxonomy Extension Schema.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase.
101.DEF	XBRL Taxonomy Extension Definition Linkbase.
101.LAB	XBRL Taxonomy Extension Label Linkbase.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase.

66

SIGNATURE

Pursuant to the requirements 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.

OUTERWALL INC.
By:	/s/ Galen C. Smith
	Galen C. Smith
	Chief Financial Officer
	October 30, 2014

67

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302(a) OF THE SARBANES-OXLEY ACT OF 2002

I, J. Scott Di Valerio, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Outerwall Inc.;

2. Based on my knowledge, this 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 report;

3. Based on my knowledge, the financial statements, and other financial information included in this 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 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 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 report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this 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: October 30, 2014

By: /s/ J. Scott Di Valerio

J. Scott Di Valerio

Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 302(a) OF THE SARBANES-OXLEY ACT OF 2002

I, Galen C. Smith, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Outerwall Inc.;

2. Based on my knowledge, this 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 report;

3. Based on my knowledge, the financial statements, and other financial information included in this 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 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 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 report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this 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: October 30, 2014

By: /s/ Galen C. Smith

Galen C. Smith

Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Outerwall Inc. (the "Company") on Form 10-Q for the quarter ended September 30, 2014 as filed with the Securities and Exchange Commission on the date hereof (the "Form 10-Q"), I, J. Scott Di Valerio, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78m or 78o(d)); and

(2) The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

 Dated: October 30, 2014

By: /s/ J. Scott Di Valerio

J. Scott Di Valerio

Chief Executive Officer

EX-32.2

EXHIBIT 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Outerwall Inc. (the "Company") on Form 10-Q for the quarter ended September 30, 2014 as filed with the Securities and Exchange Commission on the date hereof (the "Form 10-Q"), I, Galen C. Smith, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78m or 78o(d)); and

(2) The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

 Dated: October 30, 2014

By: /s/ Galen C. Smith

Galen C. Smith

Chief Financial Officer

XML

Discontinued Operations (Tables)

9 Months Ended

Sep. 30, 2014

Discontinued Operations and Disposal Groups [Abstract]

Schedule of Discontinued Operations Included in Financial Statements [Table Text Block]

The following table sets forth the components of discontinued operations included in our Consolidated Statements of Comprehensive Income:

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
Dollars in thousands	2014		2013			2014			2013
Revenue	$	—	$	814		$	100		$	3,373
Loss from discontinued operations before income tax	$	—	$	(6,775	)	$	(1,259	)	$	(21,365	)
Income tax benefit	—		2,636			491			8,267
Loss from discontinued operations, net of tax	$	—	$	(4,139	)	$	(768	)	$	(13,098	)

XML

Goodwill and Other Intangible Assets (Expected Future Amortization) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Finite-Lived Intangible Assets [Line Items]
Remainder of 2014	$ 3,315
2015	13,231
2016	13,119
2017	13,097
2018	9,643
2019	4,813
Thereafter	10,799
Intangible assets, net	68,017	79,383
Retailer relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Remainder of 2014	1,003
2015	4,012
2016	4,012
2017	4,012
2018	4,012
2019	4,012
Thereafter	10,035
Intangible assets, net	31,098	35,527
Developed technology [Member]
Finite-Lived Intangible Assets [Line Items]
Remainder of 2014	1,700
2015	6,800
2016	6,800
2017	6,800
2018	3,967
2019	0
Thereafter	0
Intangible assets, net	26,067	31,167
Other Intangible Assets [Member]
Finite-Lived Intangible Assets [Line Items]
Remainder of 2014	612
2015	2,419
2016	2,307
2017	2,285
2018	1,664
2019	801
Thereafter	764
Intangible assets, net	$ 10,852	$ 12,689

XML

Prepaid Expenses and Other Current Assets and Other Accrued Liabilities (Schedule of Prepaid Expenses and Other Current Assets) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Deferred Costs, Capitalized, Prepaid, and Other Assets and Other Liabilities Disclosure [Abstract]
Income taxes receivable	$ 11,611	$ 37,466
Spare parts	14,882	18,975
Licenses	8,287	4,568
Electronic devices inventory	6,418	3,529
DVD cases and labels	1,197	2,596
Prepaid rent	1,293	1,302
Other	16,119	16,273
Total prepaid and other current assets	$ 59,807	$ 84,709

XML

Share-Based Payments (Summary Of Stock Option Activity) (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Sep. 30, 2014
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
OUTSTANDING, Beginning of year, shares	248
Granted, shares	0
Exercised, shares	(88)
Cancelled, expired or forfeited, shares	(17)
OUTSTANDING, Ending balance, shares	143
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
OUTSTANDING, Beginning of year, weighted average exercise price	$ 45.72
Granted, weighted average exercise price	$ 0.00
Exercised, weighted average exercise price	$ 33.52
Cancelled, expired or forfeited, weighted average exercise price	$ 52.04
OUTSTANDING, Ending balance, weighted average exercise price	$ 52.44

XML

Equity Method Investments and Related Party Transactions (Capital Contributions) (Details) (Redbox Instant By Verizon [Member], USD $) In Thousands, unless otherwise specified	1 Months Ended	9 Months Ended	12 Months Ended		33 Months Ended
	Feb. 29, 2012	Sep. 30, 2014	Dec. 31, 2013	Dec. 31, 2012	Sep. 30, 2014
Redbox Instant By Verizon [Member]
Schedule of Equity Method Investments [Line Items]
Cash Contributions	$ 14,000	$ 24,500	$ 28,000	$ 24,500	$ 77,000

XML

Discontinued Operations (Schedule Of Discontinued Operations Included In The Consolidated Statements Of Comprehensive Income) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Loss from discontinued operations before income tax	$ 0	$ (6,775)	$ (1,259)	$ (21,365)
Income tax benefit	0	2,636	491	8,267
Loss from discontinued operations, net of tax	0	(4,139)	(768)	(13,098)
Rubi, Crisp Market, Orango and Star Studio [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenue	$ 0	$ 814	$ 100	$ 3,373

XML

Organization and Business (Details)	Sep. 30, 2014 Kiosk Locations	Sep. 30, 2014 Redbox [Member] Locations Kiosk	Sep. 30, 2014 Coinstar [Member] Locations Kiosk	Sep. 30, 2014 New Ventures [Member] Locations Kiosk	Jul. 23, 2013 ecoATM [Member]
Business Acquisition, Percentage of Voting Interests Acquired					77.00%
Kiosks	66,550	43,790	21,210	1,550
Locations	57,760	36,210	20,220	1,330

XML

Goodwill and Other Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill [Table Text Block]

The carrying amount of goodwill was as follows:

Dollars in thousands	September 30, 2014		December 31, 2013
Goodwill	$	559,307	$	559,307

Gross Amount Of Other Intangible Assets And The Related Accumulated Amortization [Table Text Block]

The gross amount of our other intangible assets and the related accumulated amortization were as follows:

Dollars in thousands	Amortization Period	September 30, 2014			December 31, 2013
Retailer relationships	5 - 10 years	$	53,295		$	53,295
Accumulated amortization		(22,197		)	(17,768		)
Retailer relationships, net		31,098			35,527
Developed technology	5 years	34,000			34,000
Accumulated amortization		(7,933		)	(2,833		)
Developed technology, net		26,067			31,167
Other	1 - 40 years	16,800			16,800
Accumulated amortization		(5,948		)	(4,111		)
Other, net		10,852			12,689
Total intangible assets, net		$	68,017		$	79,383

Schedule Of Amortization Of Intangible Assets [Table Text Block]

Amortization expense was as follows:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
Dollars in thousands	2014		2013		2014		2013
Retailer relationships	$	1,358	$	1,568	$	4,429	$	4,713
Developed technology	1,700		1,133		5,100		1,133
Other	613		490		1,837		1,239
Total amortization of intangible assets	$	3,671	$	3,191	$	11,366	$	7,085

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

Assuming no future impairment, the expected future amortization as of September 30, 2014 is as follows:

Dollars in thousands	Retailer Relationships		Developed Technology		Other		Total
Remainder of 2014	$	1,003	$	1,700	$	612	$	3,315
2015	4,012		6,800		2,419		13,231
2016	4,012		6,800		2,307		13,119
2017	4,012		6,800		2,285		13,097
2018	4,012		3,967		1,664		9,643
2019	4,012		—		801		4,813
Thereafter	10,035		—		764		10,799
Total expected amortization	$	31,098	$	26,067	$	10,852	$	68,017

XML

Discontinued Operations (Narrative) (Details)	12 Months Ended
	Dec. 31, 2013 concept
Discontinued Operations and Disposal Groups [Abstract]
Number of discontinued concepts	4

XML

Share-Based Payments (Schedule Of Information Related To Restricted Stock Granted As Part Of DVD Arrangements) (Details)	9 Months Ended
	Sep. 30, 2014	Dec. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (shares)	334,000
Vested (shares)	178,000
Unvested (shares)	626,000	597,000
Content Arrangements [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (shares)	493,348
Vested (shares)	448,348
Unvested (shares)	45,000
Sony [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (shares)	193,348
Vested (shares)	193,348
Unvested (shares)	0
Remaining Vesting Period	0 months
Paramount [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (shares)	300,000
Vested (shares)	255,000
Unvested (shares)	45,000
Remaining Vesting Period	4 months 0 days

XML

Income Taxes (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Effective Income Tax Rate Reconciliation, Percent	39.80%	15.20%	33.10%	17.40%
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent				35.00%
Gain on previously held equity interest on ecoATM	$ 0	$ 68,376,000	$ 0	$ 68,376,000
ecoATM [Member]
Gain on previously held equity interest on ecoATM	0	68,376,000	0	68,376,000
Effective Income Tax Rate Reconciliation, Nontaxable Re-measurement Gain, Percent		23.40%		12.00%
NCR [Member]
Effective Income Tax Rate Reconciliation, Deduction, Other, Amount				$ 17,800,000
Effective Income Tax Rate Reconciliation, Deduction, Other, Percent				8.90%

XML

Equity Method Investments and Related Party Transactions (Schedule of Income (Loss) From Equity Method Investments) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Schedule of Equity Method Investments [Line Items]
Gain on previously held equity interest on ecoATM	$ 0	$ 68,376	$ 0	$ 68,376
Proportionate share of net loss of equity method investees	(10,602)	(9,823)	(29,011)	(25,239)
Amortization of difference in carrying amount and underlying equity in Joint Venture	(750)	(619)	(2,250)	(1,857)
Total income (loss) from equity method investments	(11,352)	57,934	(31,261)	41,280
Redbox Instant By Verizon [Member]
Schedule of Equity Method Investments [Line Items]
Proportionate share of net loss of equity method investees	(10,378)	(8,516)	(28,339)	(21,913)
Other Equity Investments [Member]
Schedule of Equity Method Investments [Line Items]
Proportionate share of net loss of equity method investees	$ (224)	$ (1,307)	$ (672)	$ (3,326)

XML

Restructuring (Amount Expected to be Incurred and Incurred to Date) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended	12 Months Ended	3 Months Ended	9 Months Ended
	Sep. 30, 2014	Dec. 31, 2013 concept	Dec. 31, 2013 New Ventures [Member] concept	Sep. 30, 2014 Redbox [Member] Severance [Member]	Sep. 30, 2014 Coinstar [Member] Severance [Member]	Sep. 30, 2014 Discontinued Operations [Member] Severance [Member]	Sep. 30, 2014 Discontinued Operations [Member] Other [Member]
Restructuring Cost and Reserve [Line Items]
Number of discontinued concepts		4	3
Total Estimated Expense	$ 7,953			$ 4,305	$ 748	$ 1,026	$ 1,874
Restructuring and Related Cost, Incurred Cost	1,148			535	23	155	435
Incurred through December 31, 2013	$ 7,953			$ 4,305	$ 748	$ 1,026	$ 1,874

XML

Guarantor Subsidiaries (Condensed Consolidating Balance Sheets) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Jun. 30, 2014	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Dec. 31, 2012
Current Assets:
Cash and cash equivalents	$ 184,901	$ 233,226	$ 371,437	$ 215,230	$ 370,245	$ 282,894
Accounts receivable, net of allowances	32,787		50,296
Content library	151,068		199,868
Prepaid expenses and other current assets	59,807		84,709
Intercompany receivables	0		0
Total current assets	428,563		706,310
Property and equipment, net	451,346		520,865
Deferred income taxes	9,290		6,443
Goodwill and other intangible assets, net	627,324		638,690
Other long-term assets	11,510		19,075
Investment in related parties	0		0
Total assets	1,528,033		1,891,383
Current Liabilities:
Accounts payable	138,123		236,018
Accrued payable to retailers	105,989		134,140
Other accrued liabilities	129,873		134,127
Current portion of long-term debt and other long-term liabilities	20,595		103,889
Deferred income taxes	33,154		23,143
Intercompany payables	0		0
Total current liabilities	427,734		631,317
Long-term debt and other long-term liabilities	1,022,803		681,403
Deferred income taxes	29,370		58,528
Total liabilities	1,479,907		1,371,248
Commitments and contingencies
Debt conversion feature	0		1,446
Stockholders’ Equity:
Preferred stock	0		0
Common stock	470,157		482,481
Treasury stock	(997,697)		(476,796)
Retained earnings	576,589		513,771
Accumulated other comprehensive income (loss)	(923)		(767)
Total stockholders’ equity	48,126	96,798	518,689
Total liabilities and stockholders’ equity	1,528,033		1,891,383
Reportable Legal Entities | Outerwall Inc.
Current Assets:
Cash and cash equivalents	130,943		315,250	163,679		242,489
Accounts receivable, net of allowances	1,633		2,029
Content library	0		37
Prepaid expenses and other current assets	38,342		67,664
Intercompany receivables	33,298		180,100
Total current assets	204,216		565,080
Property and equipment, net	142,818		163,747
Deferred income taxes	0		0
Goodwill and other intangible assets, net	249,720		251,150
Other long-term assets	6,801		7,156
Investment in related parties	877,715		815,243
Total assets	1,481,270		1,802,376
Current Liabilities:
Accounts payable	13,573		17,336
Accrued payable to retailers	59,908		71,085
Other accrued liabilities	55,472		59,444
Current portion of long-term debt and other long-term liabilities	20,186		103,519
Deferred income taxes	0		0
Intercompany payables	246,470		315,615
Total current liabilities	395,609		566,999
Long-term debt and other long-term liabilities	1,003,465		661,627
Deferred income taxes	34,069		45,307
Total liabilities	1,433,143		1,273,933
Commitments and contingencies
Debt conversion feature			1,446
Stockholders’ Equity:
Preferred stock	0		0
Common stock	584,670		596,995
Treasury stock	(997,697)		(476,796)
Retained earnings	462,965		407,959
Accumulated other comprehensive income (loss)	(1,811)		(1,161)
Total stockholders’ equity	48,127		526,997
Total liabilities and stockholders’ equity	1,481,270		1,802,376
Reportable Legal Entities | Combined Guarantor Subsidiaries
Current Assets:
Cash and cash equivalents	13,127		9,639	14,057		0
Accounts receivable, net of allowances	29,515		45,672
Content library	147,708		196,695
Prepaid expenses and other current assets	26,526		28,234
Intercompany receivables	385,821		355,418
Total current assets	602,697		635,658
Property and equipment, net	272,176		320,296
Deferred income taxes	4,722		0
Goodwill and other intangible assets, net	377,604		387,540
Other long-term assets	4,335		11,499
Investment in related parties	3,841		4,825
Total assets	1,265,375		1,359,818
Current Liabilities:
Accounts payable	122,393		215,703
Accrued payable to retailers	33,123		48,126
Other accrued liabilities	71,347		71,607
Current portion of long-term debt and other long-term liabilities	(2)		3
Deferred income taxes	39,238		35,292
Intercompany payables	103,388		154,565
Total current liabilities	369,487		525,296
Long-term debt and other long-term liabilities	18,173		18,748
Deferred income taxes	0		13,190
Total liabilities	387,660		557,234
Commitments and contingencies
Debt conversion feature			0
Stockholders’ Equity:
Preferred stock	0		0
Common stock	225,729		225,016
Treasury stock	0		0
Retained earnings	651,986		577,568
Accumulated other comprehensive income (loss)	0		0
Total stockholders’ equity	877,715		802,584
Total liabilities and stockholders’ equity	1,265,375		1,359,818
Reportable Legal Entities | Combined Non-Guarantor Subsidiaries
Current Assets:
Cash and cash equivalents	40,831		46,548	37,494		40,759
Accounts receivable, net of allowances	1,639		2,595
Content library	3,360		3,136
Prepaid expenses and other current assets	1,023		960
Intercompany receivables	0		5,093
Total current assets	46,853		58,332
Property and equipment, net	36,352		36,822
Deferred income taxes	9,289		6,412
Goodwill and other intangible assets, net	0		0
Other long-term assets	374		420
Investment in related parties	0		0
Total assets	92,868		101,986
Current Liabilities:
Accounts payable	2,157		2,979
Accrued payable to retailers	12,958		14,929
Other accrued liabilities	3,054		3,076
Current portion of long-term debt and other long-term liabilities	411		367
Deferred income taxes	0		0
Intercompany payables	69,261		70,432
Total current liabilities	87,841		91,783
Long-term debt and other long-term liabilities	1,165		1,028
Deferred income taxes	22		0
Total liabilities	89,028		92,811
Commitments and contingencies
Debt conversion feature			0
Stockholders’ Equity:
Preferred stock	0		0
Common stock	12,393		12,393
Treasury stock	0		0
Retained earnings	(9,441)		(3,612)
Accumulated other comprehensive income (loss)	888		394
Total stockholders’ equity	3,840		9,175
Total liabilities and stockholders’ equity	92,868		101,986
Eliminations and Consolidation Reclassifications
Current Assets:
Cash and cash equivalents	0		0	0		(354)
Accounts receivable, net of allowances	0		0
Content library	0		0
Prepaid expenses and other current assets	(6,084)		(12,149)
Intercompany receivables	(419,119)		(540,611)
Total current assets	(425,203)		(552,760)
Property and equipment, net	0		0
Deferred income taxes	(4,721)		31
Goodwill and other intangible assets, net	0		0
Other long-term assets	0		0
Investment in related parties	(881,556)		(820,068)
Total assets	(1,311,480)		(1,372,797)
Current Liabilities:
Accounts payable	0		0
Accrued payable to retailers	0		0
Other accrued liabilities	0		0
Current portion of long-term debt and other long-term liabilities	0		0
Deferred income taxes	(6,084)		(12,149)
Intercompany payables	(419,119)		(540,612)
Total current liabilities	(425,203)		(552,761)
Long-term debt and other long-term liabilities	0		0
Deferred income taxes	(4,721)		31
Total liabilities	(429,924)		(552,730)
Commitments and contingencies
Debt conversion feature			0
Stockholders’ Equity:
Preferred stock	0		0
Common stock	(352,635)		(351,923)
Treasury stock	0		0
Retained earnings	(528,921)		(468,144)
Accumulated other comprehensive income (loss)	0		0
Total stockholders’ equity	(881,556)		(820,067)
Total liabilities and stockholders’ equity	$ (1,311,480)		$ (1,372,797)

XML

Business Segments and Enterprise-Wide Information (Schedule Of Segment Performance) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Sep. 30, 2014		Sep. 30, 2013		Sep. 30, 2014		Sep. 30, 2013
Segment Reporting Information [Line Items]
Revenue	$ 552,864		$ 586,539		$ 1,702,403		$ 1,712,896
Expenses:
Direct operating	384,111	[1]	405,973	[1]	1,194,815	[1]	1,174,818	[1]
Marketing	9,762		8,395		27,142		22,903
Research and development	2,999		3,510		9,885		8,171
General and administrative	47,864		61,031		149,829		168,786
Segment operating income (loss)	108,128		107,630		320,732		338,218
Less: depreciation and amortization	(51,567)		(52,436)		(157,537)		(150,241)
Operating income	56,561		55,194		163,195		187,977
Loss from equity method investments, net	(11,352)		57,934		(31,261)		41,280
Interest expense, net	(12,463)		(8,402)		(35,037)		(25,953)
Other, net	(3,015)		(2,402)		(1,857)		(3,323)
Income from continuing operations before income taxes	29,731		102,324		95,040		199,981
Redbox [Member]
Segment Reporting Information [Line Items]
Revenue	438,048		491,694		1,399,185		1,478,132
Expenses:
Direct operating	312,792		350,759		1,003,097		1,040,706
Marketing	6,038		5,883		17,282		18,057
Research and development	15		69		41		73
General and administrative	33,527		44,017		106,658		128,963
Segment operating income (loss)	85,676		90,966		272,107		290,333
Less: depreciation and amortization	(38,207)		(41,478)		(118,928)		(122,219)
Operating income	47,469		49,488		153,179		168,114
Loss from equity method investments, net	0		0		0		0
Interest expense, net	0		0		0		0
Other, net	0		0		0		0
Income from continuing operations before income taxes	47,469		49,488		153,179		168,114
Coinstar [Member]
Segment Reporting Information [Line Items]
Revenue	85,074		79,611		233,707		219,520
Expenses:
Direct operating	42,428		41,833		120,354		119,290
Marketing	1,834		1,352		4,397		3,357
Research and development	64		1,428		486		5,107
General and administrative	7,313		7,349		21,502		20,077
Segment operating income (loss)	33,435		27,649		86,968		71,689
Less: depreciation and amortization	(8,989)		(8,539)		(26,473)		(25,493)
Operating income	24,446		19,110		60,495		46,196
Loss from equity method investments, net	0		0		0		0
Interest expense, net	0		0		0		0
Other, net	0		0		0		0
Income from continuing operations before income taxes	24,446		19,110		60,495		46,196
New Ventures [Member]
Segment Reporting Information [Line Items]
Revenue	29,742		15,234		69,511		15,244
Expenses:
Direct operating	26,988		12,114		66,150		12,848
Marketing	1,212		421		3,188		596
Research and development	2,088		1,358		6,570		2,155
General and administrative	3,885		6,692		11,822		11,611
Segment operating income (loss)	(4,431)		(5,351)		(18,219)		(11,966)
Less: depreciation and amortization	(4,371)		(2,419)		(12,136)		(2,529)
Operating income	(8,802)		(7,770)		(30,355)		(14,495)
Loss from equity method investments, net	0		0		0		0
Interest expense, net	0		0		0		0
Other, net	0		0		0		0
Income from continuing operations before income taxes	(8,802)		(7,770)		(30,355)		(14,495)
Corporate Unallocated [Member]
Segment Reporting Information [Line Items]
Revenue	0		0		0		0
Expenses:
Direct operating	1,903		1,267		5,214		1,974
Marketing	678		739		2,275		893
Research and development	832		655		2,788		836
General and administrative	3,139		2,973		9,847		8,135
Segment operating income (loss)	(6,552)		(5,634)		(20,124)		(11,838)
Less: depreciation and amortization	0		0		0		0
Operating income	(6,552)		(5,634)		(20,124)		(11,838)
Loss from equity method investments, net	(11,352)		57,934		(31,261)		41,280
Interest expense, net	(12,463)		(8,402)		(35,037)		(25,953)
Other, net	(3,015)		(2,402)		(1,857)		(3,323)
Income from continuing operations before income taxes	$ (33,382)		$ 41,496		$ (88,279)		$ 166

[1] “Direct operating” excludes depreciation and other of $32.0 million and $96.5 million for the three and nine months ended September 30, 2014, respectively, and $33.0 million and $97.3 million for the three and nine months ended September 30, 2013, respectively.

XML

Guarantor Subsidiaries (Condensed Consolidating Statements of Comprehensive Income) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Sep. 30, 2014		Sep. 30, 2013		Sep. 30, 2014		Sep. 30, 2013
Condensed Financial Statements, Captions [Line Items]
Revenue	$ 552,864		$ 586,539		$ 1,702,403		$ 1,712,896
Expenses:
Direct operating	384,111	[1]	405,973	[1]	1,194,815	[1]	1,174,818	[1]
Marketing	9,762		8,395		27,142		22,903
Research and development	2,999		3,510		9,885		8,171
General and administrative	47,864		61,031		149,829		168,786
Depreciation and other	47,896		49,245		146,171		143,156
Amortization of intangible assets	3,671		3,191		11,366		7,085
Total expenses	496,303		531,345		1,539,208		1,524,919
Operating income (loss)	56,561		55,194		163,195		187,977
Other income (expense), net:
Loss from equity method investments, net	(11,352)		57,934		(31,261)		41,280
Interest expense, net	(12,463)		(8,402)		(35,037)		(25,953)
Other, net	(3,015)		(2,402)		(1,857)		(3,323)
Total other income (expense), net	(26,830)		47,130		(68,155)		12,004
Income (loss) from continuing operations before income taxes	29,731		102,324		95,040		199,981
Income tax benefit (expense)	(11,841)		(15,529)		(31,454)		(34,766)
Income (loss) from continuing operations	17,890		86,795		63,586		165,215
Loss from discontinued operations, net of tax	0		(4,139)		(768)		(13,098)
Equity in income (loss) of subsidiaries	0		0		0		0
Net income	17,890		82,656		62,818		152,117
Foreign currency translation adjustment	(695)	[2],[3]	1,852	[2],[4]	(156)	[2],[3]	(304)	[2],[4]
Comprehensive income (loss)	17,195		84,508		62,662		151,813
Reportable Legal Entities | Outerwall Inc.
Condensed Financial Statements, Captions [Line Items]
Revenue	71,616		67,545		197,878		186,625
Expenses:
Direct operating	36,930		36,325		105,399		104,075
Marketing	1,945		1,380		4,723		3,572
Research and development	861		1,794		2,589		6,452
General and administrative	10,789		11,608		31,429		28,410
Depreciation and other	8,173		7,028		26,744		21,072
Amortization of intangible assets	358		569		1,430		1,708
Total expenses	59,056		58,704		172,314		165,289
Operating income (loss)	12,560		8,841		25,564		21,336
Other income (expense), net:
Loss from equity method investments, net	(224)		67,069		(672)		65,050
Interest expense, net	(12,570)		(8,246)		(35,172)		(26,200)
Other, net	1,941		(2,352)		7,662		(3,442)
Total other income (expense), net	(10,853)		56,471		(28,182)		35,408
Income (loss) from continuing operations before income taxes	1,707		65,312		(2,618)		56,744
Income tax benefit (expense)	(1,915)		(1,819)		1,333		19,744
Income (loss) from continuing operations	(208)		63,493		(1,285)		76,488
Loss from discontinued operations, net of tax	0		(3,743)		(803)		(11,994)
Equity in income (loss) of subsidiaries	18,098		22,906		64,906		87,623
Net income	17,890		82,656		62,818		152,117
Foreign currency translation adjustment	(680)	[3]	63	[4]	(650)	[3]	84	[4]
Comprehensive income (loss)	17,210		82,719		62,168		152,201
Reportable Legal Entities | Combined Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Revenue	464,814		505,043		1,460,447		1,488,767
Expenses:
Direct operating	335,780		357,800		1,057,882		1,039,516
Marketing	7,059		6,328		20,220		17,491
Research and development	2,138		1,716		7,296		1,719
General and administrative	36,558		45,337		116,974		130,863
Depreciation and other	37,495		40,867		113,407		118,440
Amortization of intangible assets	3,313		2,622		9,936		5,377
Total expenses	422,343		454,670		1,325,715		1,313,406
Operating income (loss)	42,471		50,373		134,732		175,361
Other income (expense), net:
Loss from equity method investments, net	(11,128)		(9,135)		(30,589)		(23,770)
Interest expense, net	163		(115)		286		338
Other, net	573		8		1,409		219
Total other income (expense), net	(10,392)		(9,242)		(28,894)		(23,213)
Income (loss) from continuing operations before income taxes	32,079		41,131		105,838		152,148
Income tax benefit (expense)	(10,844)		(15,215)		(35,139)		(57,464)
Income (loss) from continuing operations	21,235		25,916		70,699		94,684
Loss from discontinued operations, net of tax	0		(396)		35		(1,104)
Equity in income (loss) of subsidiaries	(3,137)		(2,614)		(5,828)		(5,957)
Net income	18,098		22,906		64,906		87,623
Foreign currency translation adjustment	0	[3]	0	[4]	0	[3]	0	[4]
Comprehensive income (loss)	18,098		22,906		64,906		87,623
Reportable Legal Entities | Combined Non-Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Revenue	16,434		13,951		44,078		37,504
Expenses:
Direct operating	11,401		15,393		31,534		39,483
Marketing	758		687		2,199		1,840
Research and development	0		0		0		0
General and administrative	517		533		1,426		1,249
Depreciation and other	2,228		1,350		6,020		3,644
Amortization of intangible assets	0		0		0		0
Total expenses	14,904		17,963		41,179		46,216
Operating income (loss)	1,530		(4,012)		2,899		(8,712)
Other income (expense), net:
Loss from equity method investments, net	0		0		0		0
Interest expense, net	(56)		(41)		(151)		(91)
Other, net	(5,529)		(66)		(10,928)		(108)
Total other income (expense), net	(5,585)		(107)		(11,079)		(199)
Income (loss) from continuing operations before income taxes	(4,055)		(4,119)		(8,180)		(8,911)
Income tax benefit (expense)	918		1,505		2,352		2,954
Income (loss) from continuing operations	(3,137)		(2,614)		(5,828)		(5,957)
Loss from discontinued operations, net of tax	0		0		0		0
Equity in income (loss) of subsidiaries	0		0		0		0
Net income	(3,137)		(2,614)		(5,828)		(5,957)
Foreign currency translation adjustment	(15)	[3]	1,789	[4]	494	[3]	(388)	[4]
Comprehensive income (loss)	(3,152)		(825)		(5,334)		(6,345)
Eliminations and Consolidation Reclassifications
Condensed Financial Statements, Captions [Line Items]
Revenue	0		0		0		0
Expenses:
Direct operating	0		(3,545)		0		(8,256)
Marketing	0		0		0		0
Research and development	0		0		0		0
General and administrative	0		3,553		0		8,264
Depreciation and other	0		0		0		0
Amortization of intangible assets	0		0		0		0
Total expenses	0		8		0		8
Operating income (loss)	0		(8)		0		(8)
Other income (expense), net:
Loss from equity method investments, net	0		0		0		0
Interest expense, net	0		0		0		0
Other, net	0		8		0		8
Total other income (expense), net	0		8		0		8
Income (loss) from continuing operations before income taxes	0		0		0		0
Income tax benefit (expense)	0		0		0		0
Income (loss) from continuing operations	0		0		0		0
Loss from discontinued operations, net of tax	0		0		0		0
Equity in income (loss) of subsidiaries	(14,961)		(20,292)		(59,078)		(81,666)
Net income	(14,961)		(20,292)		(59,078)		(81,666)
Foreign currency translation adjustment	0	[3]	0	[4]	0	[3]	0	[4]
Comprehensive income (loss)	$ (14,961)		$ (20,292)		$ (59,078)		$ (81,666)

[1] “Direct operating” excludes depreciation and other of $32.0 million and $96.5 million for the three and nine months ended September 30, 2014, respectively, and $33.0 million and $97.3 million for the three and nine months ended September 30, 2013, respectively.

[2] Foreign currency translation adjustment had no tax effect for the three and nine months ended September 30, 2014 and 2013, respectively.

[3] Foreign currency translation adjustment had no tax effect in 2014.

[4] Foreign currency translation adjustment had no tax effect in 2013.

XML

Restructuring (Schedule of Beginning and End Liability Balance and Expense by Type) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2014
Severance Expense [Member]
Restructuring Reserve [Roll Forward]
Restructuring reserve, beginning balance	$ 2,508
Costs charged to expense	713
Costs paid or otherwise settled	(3,221)
Restructuring reserve, ending balance	0
Severance Expense [Member] | Direct Operating Expense [Member]
Restructuring Reserve [Roll Forward]
Costs charged to expense	410
Severance Expense [Member] | General and administrative [Member]
Restructuring Reserve [Roll Forward]
Costs charged to expense	148
Severance Expense [Member] | Loss from discontinued operations, net of tax [Member]
Restructuring Reserve [Roll Forward]
Costs charged to expense	155
Other Expenses [Member]
Restructuring Reserve [Roll Forward]
Restructuring reserve, beginning balance	1,418
Costs charged to expense	435
Costs paid or otherwise settled	(1,853)
Restructuring reserve, ending balance	0
Other Expenses [Member] | Direct Operating Expense [Member]
Restructuring Reserve [Roll Forward]
Costs charged to expense	0
Other Expenses [Member] | General and administrative [Member]
Restructuring Reserve [Roll Forward]
Costs charged to expense	0
Other Expenses [Member] | Loss from discontinued operations, net of tax [Member]
Restructuring Reserve [Roll Forward]
Costs charged to expense	$ 435

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Share-Based Payments (Schedule Of Information Regarding Stock Options Outstanding) (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Sep. 30, 2014	Dec. 31, 2013
Share-based Compensation [Abstract]
Options outstanding, Number	143	248
Options outstanding, weighted average per share exercise price	$ 52.44	$ 45.72
Options outstanding, aggregate intrinsic value	$ 605
Options outstanding, weighted average remaining contractual term (in years)	7 years 0 months 18 days
Options exercisable, Number	74
Options exercisable, weighted average per share exercise price	$ 51.42
Options exercisable, aggregate intrinsic value	$ 412
Options exercisable, weighted average remaining contractual term (in years)	6 years 1 month 24 days

XML

Guarantor Subsidiaries

9 Months Ended

Sep. 30, 2014

Guarantor Subsidiaries Disclosure [Abstract]

Guarantor Subsidiaries [Text Block]

Note 18: Guarantor Subsidiaries

Certain of our wholly-owned subsidiaries have, jointly and severally, fully and unconditionally guaranteed the Senior Notes. Pursuant to SEC regulations, we have presented in columnar format the condensed consolidating financial information for Outerwall Inc., the guarantor subsidiaries on a combined basis, and all non-guarantor subsidiaries on a combined basis in the following tables:

CONSOLIDATING BALANCE SHEETS
(unaudited)
	As of September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Assets
Current Assets:
Cash and cash equivalents	$	130,943		$	13,127		$	40,831		$	—		$	184,901
Accounts receivable, net of allowances	1,633			29,515			1,639			—			32,787
Content library	—			147,708			3,360			—			151,068
Prepaid expenses and other current assets	38,342			26,526			1,023			(6,084		)	59,807
Intercompany receivables	33,298			385,821			—			(419,119		)	—
Total current assets	204,216			602,697			46,853			(425,203		)	428,563
Property and equipment, net	142,818			272,176			36,352			—			451,346
Deferred income taxes	—			4,722			9,289			(4,721		)	9,290
Goodwill and other intangible assets, net	249,720			377,604			—			—			627,324
Other long-term assets	6,801			4,335			374			—			11,510
Investment in related parties	877,715			3,841			—			(881,556		)	—
Total assets	$	1,481,270		$	1,265,375		$	92,868		$	(1,311,480	)	$	1,528,033
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	13,573		$	122,393		$	2,157		$	—		$	138,123
Accrued payable to retailers	59,908			33,123			12,958			—			105,989
Other accrued liabilities	55,472			71,347			3,054			—			129,873
Current portion of long-term debt and other long-term liabilities	20,186			(2		)	411			—			20,595
Deferred income taxes	—			39,238			—			(6,084		)	33,154
Intercompany payables	246,470			103,388			69,261			(419,119		)	—
Total current liabilities	395,609			369,487			87,841			(425,203		)	427,734
Long-term debt and other long-term liabilities	1,003,465			18,173			1,165			—			1,022,803
Deferred income taxes	34,069			—			22			(4,721		)	29,370
Total liabilities	1,433,143			387,660			89,028			(429,924		)	1,479,907
Commitments and contingencies
Stockholders’ Equity:
Preferred stock	—			—			—			—			—
Common stock	584,670			225,729			12,393			(352,635		)	470,157
Treasury stock	(997,697		)	—			—			—			(997,697		)
Retained earnings	462,965			651,986			(9,441		)	(528,921		)	576,589
Accumulated other comprehensive income (loss)	(1,811		)	—			888			—			(923		)
Total stockholders’ equity	48,127			877,715			3,840			(881,556		)	48,126
Total liabilities and stockholders’ equity	$	1,481,270		$	1,265,375		$	92,868		$	(1,311,480	)	$	1,528,033

CONSOLIDATING BALANCE SHEETS
(unaudited)
	As of December 31, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Assets
Current Assets:
Cash and cash equivalents	$	315,250		$	9,639	$	46,548		$	—		$	371,437
Accounts receivable, net of allowances	2,029			45,672		2,595			—			50,296
Content library	37			196,695		3,136			—			199,868
Prepaid expenses and other current assets	67,664			28,234		960			(12,149		)	84,709
Intercompany receivables	180,100			355,418		5,093			(540,611		)	—
Total current assets	565,080			635,658		58,332			(552,760		)	706,310
Property and equipment, net	163,747			320,296		36,822			—			520,865
Deferred income taxes	—			—		6,412			31			6,443
Goodwill and other intangible assets, net	251,150			387,540		—			—			638,690
Other long-term assets	7,156			11,499		420			—			19,075
Investment in related parties	815,243			4,825		—			(820,068		)	—
Total assets	$	1,802,376		$	1,359,818	$	101,986		$	(1,372,797	)	$	1,891,383
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	17,336		$	215,703	$	2,979		$	—		$	236,018
Accrued payable to retailers	71,085			48,126		14,929			—			134,140
Other accrued liabilities	59,444			71,607		3,076			—			134,127
Current portion of long-term debt and other long-term liabilities	103,519			3		367			—			103,889
Deferred income taxes	—			35,292		—			(12,149		)	23,143
Intercompany payables	315,615			154,565		70,432			(540,612		)	—
Total current liabilities	566,999			525,296		91,783			(552,761		)	631,317
Long-term debt and other long-term liabilities	661,627			18,748		1,028			—			681,403
Deferred income taxes	45,307			13,190		—			31			58,528
Total liabilities	1,273,933			557,234		92,811			(552,730		)	1,371,248
Commitments and contingencies
Debt conversion feature	1,446			—		—			—			1,446
Stockholders’ Equity:
Preferred stock	—			—		—			—			—
Common stock	596,995			225,016		12,393			(351,923		)	482,481
Treasury stock	(476,796		)	—		—			—			(476,796		)
Retained earnings	407,959			577,568		(3,612		)	(468,144		)	513,771
Accumulated other comprehensive income (loss)	(1,161		)	—		394			—			(767		)
Total stockholders’ equity	526,997			802,584		9,175			(820,067		)	518,689
Total liabilities and stockholders’ equity	$	1,802,376		$	1,359,818	$	101,986		$	(1,372,797	)	$	1,891,383

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Three Months Ended September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	71,616		$	464,814		$	16,434		$	—		$	552,864
Expenses:
Direct operating	36,930			335,780			11,401			—			384,111
Marketing	1,945			7,059			758			—			9,762
Research and development	861			2,138			—			—			2,999
General and administrative	10,789			36,558			517			—			47,864
Depreciation and other	8,173			37,495			2,228			—			47,896
Amortization of intangible assets	358			3,313			—			—			3,671
Total expenses	59,056			422,343			14,904			—			496,303
Operating income	12,560			42,471			1,530			—			56,561
Other income (expense), net:
Loss from equity method investments, net	(224		)	(11,128		)	—			—			(11,352		)
Interest income (expense), net	(12,570		)	163			(56		)	—			(12,463		)
Other, net	1,941			573			(5,529		)	—			(3,015		)
Total other expense, net	(10,853		)	(10,392		)	(5,585		)	—			(26,830		)
Income (loss) from continuing operations before income taxes	1,707			32,079			(4,055		)	—			29,731
Income tax benefit (expense)	(1,915		)	(10,844		)	918			—			(11,841		)
Income (loss) from continuing operations	(208		)	21,235			(3,137		)	—			17,890
Loss from discontinued operations, net of tax	—			—			—			—			—
Equity in income (loss) of subsidiaries	18,098			(3,137		)	—			(14,961		)	—
Net Income (loss)	17,890			18,098			(3,137		)	(14,961		)	17,890
Foreign currency translation adjustment(1)	(680		)	—			(15		)	—			(695		)
Comprehensive income (loss)	$	17,210		$	18,098		$	(3,152	)	$	(14,961	)	$	17,195

(1) Foreign currency translation adjustment had no tax effect in 2014.

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Three Months Ended September 30, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	67,545		$	505,043		$	13,951		$	—		$	586,539
Expenses:
Direct operating	36,325			357,800			15,393			(3,545		)	405,973
Marketing	1,380			6,328			687			—			8,395
Research and development	1,794			1,716			—			—			3,510
General and administrative	11,608			45,337			533			3,553			61,031
Depreciation and other	7,028			40,867			1,350			—			49,245
Amortization of intangible assets	569			2,622			—			—			3,191
Total expenses	58,704			454,670			17,963			8			531,345
Operating income (loss)	8,841			50,373			(4,012		)	(8		)	55,194
Other income (expense), net:
Income (loss) from equity method investments, net	67,069			(9,135		)	—			—			57,934
Interest expense, net	(8,246		)	(115		)	(41		)	—			(8,402		)
Other, net	(2,352		)	8			(66		)	8			(2,402		)
Total other income (expense), net	56,471			(9,242		)	(107		)	8			47,130
Income (loss) from continuing operations before income taxes	65,312			41,131			(4,119		)	—			102,324
Income tax benefit (expense)	(1,819		)	(15,215		)	1,505			—			(15,529		)
Income (loss) from continuing operations	63,493			25,916			(2,614		)	—			86,795
Loss from discontinued operations, net of tax	(3,743		)	(396		)	—			—			(4,139		)
Equity in income (loss) of subsidiaries	22,906			(2,614		)	—			(20,292		)	—
Net income (loss)	82,656			22,906			(2,614		)	(20,292		)	82,656
Foreign currency translation adjustment(1)	63			—			1,789			—			1,852
Comprehensive income (loss)	$	82,719		$	22,906		$	(825	)	$	(20,292	)	$	84,508

(1) Foreign currency translation adjustment had no tax effect in 2013.

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Nine Months Ended September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	197,878		$	1,460,447		$	44,078		$	—		$	1,702,403
Expenses:
Direct operating	105,399			1,057,882			31,534			—			1,194,815
Marketing	4,723			20,220			2,199			—			27,142
Research and development	2,589			7,296			—			—			9,885
General and administrative	31,429			116,974			1,426			—			149,829
Depreciation and other	26,744			113,407			6,020			—			146,171
Amortization of intangible assets	1,430			9,936			—			—			11,366
Total expenses	172,314			1,325,715			41,179			—			1,539,208
Operating income	25,564			134,732			2,899			—			163,195
Other income (expense), net:
Loss from equity method investments, net	(672		)	(30,589		)	—			—			(31,261		)
Interest income (expense), net	(35,172		)	286			(151		)	—			(35,037		)
Other, net	7,662			1,409			(10,928		)	—			(1,857		)
Total other expense, net	(28,182		)	(28,894		)	(11,079		)	—			(68,155		)
Income (loss) from continuing operations before income taxes	(2,618		)	105,838			(8,180		)	—			95,040
Income tax benefit (expense)	1,333			(35,139		)	2,352			—			(31,454		)
Income (loss) from continuing operations	(1,285		)	70,699			(5,828		)	—			63,586
Income (loss) from discontinued operations, net of tax	(803		)	35			—			—			(768		)
Equity in income (loss) of subsidiaries	64,906			(5,828		)	—			(59,078		)	—
Net income (loss)	62,818			64,906			(5,828		)	(59,078		)	62,818
Foreign currency translation adjustment(1)	(650		)	—			494			—			(156		)
Comprehensive income (loss)	$	62,168		$	64,906		$	(5,334	)	$	(59,078	)	$	62,662

(1) Foreign currency translation adjustment had no tax effect in 2014.

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Nine Months Ended September 30, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	186,625		$	1,488,767		$	37,504		$	—		$	1,712,896
Expenses:
Direct operating	104,075			1,039,516			39,483			(8,256		)	1,174,818
Marketing	3,572			17,491			1,840			—			22,903
Research and development	6,452			1,719			—			—			8,171
General and administrative	28,410			130,863			1,249			8,264			168,786
Depreciation and other	21,072			118,440			3,644			—			143,156
Amortization of intangible assets	1,708			5,377			—			—			7,085
Total expenses	165,289			1,313,406			46,216			8			1,524,919
Operating income (loss)	21,336			175,361			(8,712		)	(8		)	187,977
Other income (expense), net:
Income (loss) from equity method investments, net	65,050			(23,770		)	—			—			41,280
Interest income (expense), net	(26,200		)	338			(91		)	—			(25,953		)
Other, net	(3,442		)	219			(108		)	8			(3,323		)
Total other income (expense), net	35,408			(23,213		)	(199		)	8			12,004
Income (loss) from continuing operations before income taxes	56,744			152,148			(8,911		)	—			199,981
Income tax benefit (expense)	19,744			(57,464		)	2,954			—			(34,766		)
Income (loss) from continuing operations	76,488			94,684			(5,957		)	—			165,215
Loss from discontinued operations, net of tax	(11,994		)	(1,104		)	—			—			(13,098		)
Equity in income (loss) of subsidiaries	87,623			(5,957		)	—			(81,666		)	—
Net income (loss)	152,117			87,623			(5,957		)	(81,666		)	152,117
Foreign currency translation adjustment(1)	84			—			(388		)	—			(304		)
Comprehensive income (loss)	$	152,201		$	87,623		$	(6,345	)	$	(81,666	)	$	151,813

(1) Foreign currency translation adjustment had no tax effect in 2013.

CONSOLIDATING STATEMENTS OF CASH FLOWS
(unaudited)
	Nine Months Ended September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Operating Activities:
Net income (loss)	$	62,818		$	64,906		$	(5,828	)	$	(59,078	)	$	62,818
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other	26,728			113,408			6,020			—			146,156
Amortization of intangible assets	1,430			9,936			—			—			11,366
Share-based payments expense	8,227			1,866			—			—			10,093
Windfall excess tax benefits related to share-based payments	(1,988		)	—			—			—			(1,988		)
Deferred income taxes	5,746			(13,965		)	(3,105		)	(6,084		)	(17,408		)
Loss from equity method investments, net	672			30,589			—			—			31,261
Amortization of deferred financing fees and debt discount	3,423			—			—			—			3,423
Loss from early extinguishment of debt	2,018			—			—			—			2,018
Other	(1,149		)	(368		)	40			—			(1,477		)
Equity in (income) losses of subsidiaries	(64,906		)	5,828			—			59,078			—
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net	395			16,157			912			—			17,464
Content library	36			48,988			(224		)	—			48,800
Prepaid expenses and other current assets	16,024			1,026			(87		)	6,084			23,047
Other assets	55			1,546			46			—			1,647
Accounts payable	(2,427		)	(94,130		)	(449		)	—			(97,006		)
Accrued payable to retailers	(11,177		)	(15,003		)	(1,642		)	—			(27,822		)
Other accrued liabilities	(5,049		)	(331		)	35			—			(5,345		)
Net cash flows from (used in) operating activities(1)	40,876			170,453			(4,282		)	—			207,047
Investing Activities:
Purchases of property and equipment	(24,933		)	(41,663		)	(5,715		)	—			(72,311		)
Proceeds from sale of property and equipment	750			1,085			—			—			1,835
Cash paid for equity investments	—			(24,500		)	—			—			(24,500		)
Investments in and advances to affiliates	98,892			(101,884		)	2,992			—			—
Net cash flows from (used in) investing activities(1)	74,709			(166,962		)	(2,723		)	—			(94,976		)
Financing Activities:
Proceeds from issuance of senior unsecured notes	295,500			—			—			—			295,500
Proceeds from new borrowing of Credit Facility	635,000			—			—			—			635,000
Principal payments on Credit Facility	(621,250		)	—			—			—			(621,250		)
Financing costs associated with Credit Facility and senior unsecured notes	(2,906		)	—			—			—			(2,906		)
Conversion of convertible debt	(51,149		)	—			—			—			(51,149		)
Repurchases of common stock	(545,078		)	—			—			—			(545,078		)
Principal payments on capital lease obligations and other debt	(10,263		)	(3		)	(331		)	—			(10,597		)
Windfall excess tax benefits related to share-based payments	1,988			—			—			—			1,988
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options	(1,084		)	—			—			—			(1,084		)
Net cash flows from (used in) financing activities(1)	(299,242		)	(3		)	(331		)	—			(299,576		)

	Nine Months Ended September 30, 2014
	Outerwall Inc.			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications		Total
Effect of exchange rate changes on cash	(650		)	—		1,619			—		969
Increase (decrease) in cash and cash equivalents	(184,307		)	3,488		(5,717		)	—		(186,536		)
Cash and cash equivalents:
Beginning of period	315,250			9,639		46,548			—		371,437
End of period	$	130,943		$	13,127	$	40,831		$	—	$	184,901

(1) During 2013, we discontinued four ventures previously included in our New Ventures operating segment, Orango, Rubi, Crisp Market, and Star Studio. Cash flows from these discontinued operations are not segregated from cash flows from continuing operations in all periods presented because they were not material.

CONSOLIDATING STATEMENTS OF CASH FLOWS
(unaudited)
	Nine Months Ended September 30, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Operating Activities:
Net income (loss)	$	152,117		$	87,623		$	(5,957	)	$	(81,666	)	$	152,117
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other	22,089			118,440			3,644			—			144,173
Amortization of intangible assets	1,708			5,377			—			—			7,085
Share-based payments expense	7,206			4,248			—			—			11,454
Windfall excess tax benefits related to share-based payments	(3,347		)	—			—			—			(3,347		)
Deferred income taxes	17,698			(26,759		)	(3,037		)	—			(12,098		)
Impairment Expense	5,262			—			—			—			5,262
Loss (income) from equity method investments, net	(65,050		)	23,770			—			—			(41,280		)
Amortization of deferred financing fees and debt discount	5,205			—			—			—			5,205
Loss from early extinguishment of debt	5,950			—			—			—			5,950
Other	1,195			(175		)	—			—			1,020
Equity in (income) losses of subsidiaries	(87,623		)	5,957			—			81,666			—
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net	(398		)	1,916			(1,824		)	—			(306		)
Content library	641			8,455			350			—			9,446
Prepaid expenses and other current assets	(22,600		)	(8,511		)	(414		)	69			(31,456		)
Other assets	163			91			15			—			269
Accounts payable	18			(69,415		)	(1,137		)	354			(70,180		)
Accrued payable to retailers	(7,963		)	(3,252		)	1,574			—			(9,641		)
Other accrued liabilities	(5,366		)	(21,857		)	740			(69		)	(26,552		)
Net cash flows from (used in) operating activities(1)	26,905			125,908			(6,046		)	354			147,121
Investing Activities:
Purchases of property and equipment	(46,496		)	(64,658		)	(12,192		)	—			(123,346		)
Proceeds from sale of property and equipment	12,078			803			7			—			12,888
Acquisition of ecoATM, net of cash acquired	(244,036		)	—			—			—			(244,036		)
Receipt of note receivable principal	95			—			—			—			95
Cash paid for equity investments	—			(28,000		)	—			—			(28,000		)
Investments in and advances to affiliates	4,031			(19,782		)	15,751			—			—
Net cash flows from (used in) investing activities(1)	(274,328		)	(111,637		)	3,566			—			(382,399		)
Financing Activities:
Proceeds from issuance of senior unsecured notes	343,769			—			—			—			343,769
Proceeds from new borrowing on Credit Facility	150,000			—			—			—			150,000
Principal payments on Credit Facility	(60,938		)	—			—			—			(60,938		)
Financing costs associated with Credit Facility and senior unsecured notes	(444		)	—			—			—			(444		)
Conversion of convertible debt	(169,664		)	—			—			—			(169,664		)
Repurchases of common stock	(95,004		)	—			—			—			(95,004		)
Principal payments on capital lease obligations and other debt	(10,300		)	(214		)	(310		)	—			(10,824		)
Windfall excess tax benefits related to share-based payments	3,347			—			—			—			3,347
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options	7,763			—			—			—			7,763
Net cash flows from (used in) financing activities(1)	168,529			(214		)	(310		)	—			168,005

	Nine Months Ended September 30, 2013
	Outerwall Inc.			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Effect of exchange rate changes on cash	84			—		(475		)	—			(391		)
Increase (decrease) in cash and cash equivalents	(78,810		)	14,057		(3,265		)	354			(67,664		)
Cash and cash equivalents:
Beginning of period	242,489			—		40,759			(354		)	282,894
End of period	$	163,679		$	14,057	$	37,494		$	—		$	215,230

(1) During 2013, we discontinued four ventures previously included in our New Ventures operating segment, Orango, Rubi, Crisp Market, and Star Studio. Cash flows from these discontinued operations are not segregated from cash flows from continuing operations in all periods presented because they were not material.

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Property and Equipment (Schedule of Property and Equipment) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Property, Plant and Equipment [Abstract]
Kiosks and components	$ 1,149,520	$ 1,105,761
Computers, servers, and software	223,271	226,389
Office furniture and equipment	8,695	7,260
Vehicles	6,264	6,553
Leasehold improvements	23,338	23,198
Property and equipment, at cost	1,411,088	1,369,161
Accumulated depreciation and amortization	(959,742)	(848,296)
Property and equipment, net	$ 451,346	$ 520,865

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Fair Value (Tables)

9 Months Ended

Sep. 30, 2014

Fair Value Disclosures [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]

The following table presents our financial assets and (liabilities) that are measured and reported at fair value in our Consolidated Balance Sheets on a recurring basis, by level within the fair value hierarchy (in thousands):

Fair Value at September 30, 2014	Level 1		Level 2		Level 3
Money market demand accounts and investment grade fixed income securities	$	5,708	$	—	$	—
Fair Value at December 31, 2013	Level 1		Level 2		Level 3
Money market demand accounts and investment grade fixed income securities	$	65,800	$	—	$	—

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Share-Based Payments (Narrative) (Details) (USD $) In Millions, unless otherwise specified	0 Months Ended	9 Months Ended
	Jul. 23, 2013	Sep. 30, 2014
ecoATM [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Fair value of original and replacement awards	$ 32.1
Replacement awards attributable to pre-combination services	1.4
Expense recognized associated with the issuance of rights to receive cash		$ 10.0
Awards Granted To Employees And Executives [Member] | Restricted Stock [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Share-based payment award vesting period, years		4 years
Awards Granted To Non Employee Directors [Member] | Restricted Stock [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Share-based payment award vesting period, years		1 year
Performance-based Restricted Stock Awards Granted to Executives [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Percentage of restricted stock awards vests two years from the date of grant		65.00%
Percentage of the restricted stock award vests three years from the date of grant		35.00%
Performance-based Restricted Stock Awards Granted to Executives [Member] | Restricted Stock [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Share-based payment award vesting period, years		3 years

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Share-Based Payments (Tables)

9 Months Ended

Sep. 30, 2014

Share-based Compensation [Abstract]

Summary Of Share Based Payments [Table Text Block]

Certain information regarding our share-based payments is as follows:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
Dollars in thousands	2014			2013			2014		2013
Share-based payments expense:
Share-based compensation - stock options	$	163		$	348		$	619	$	1,246
Share-based compensation - restricted stock	3,115			2,986			9,472		8,292
Share-based payments for content arrangements	(29		)	(560		)	2		1,916
Total share-based payments expense	$	3,249		$	2,774		$	10,093	$	11,454
Tax benefit on share-based payments expense	$	1,246		$	1,040		$	3,873	$	4,329

	September 30, 2014
Dollars in thousands	Unrecognized Share-Based Payments Expense		Weighted-Average Remaining Life
Unrecognized share-based payments expense:
Share-based compensation - stock options	$	1,004	2.0 years
Share-based compensation - restricted stock	23,586		2.4 years
Share-based payments for content arrangements	157		0.3 years
Total unrecognized share-based payments expense	$	24,747

Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block]

The following table presents a summary of stock option activity for 2014:

Shares in thousands	Options		Weighted Average Exercise Price
Outstanding, December 31, 2013	248		$	45.72
Granted	—		$	—
Exercised	(88	)	$	33.52
Canceled, expired, or forfeited	(17	)	$	52.04
Outstanding, September 30, 2014	143		$	52.44

Schedule Of Information Regarding Stock Options Outstanding [Table Text Block]

Certain information regarding stock options outstanding as of September 30, 2014, is as follows:

	Options
Shares and intrinsic value in thousands	Outstanding		Exercisable
Number	143		74
Weighted average per share exercise price	$	52.44	$	51.42
Aggregate intrinsic value	$	605	$	412
Weighted average remaining contractual term (in years)	7.05		6.15

Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block]

The following table presents a summary of restricted stock award activity for 2014:

Shares in thousands	Restricted Stock Awards		Weighted Average Grant Date Fair Value
Non-vested, December 31, 2013	597		$	52.58
Granted	334		$	71.66
Vested	(178	)	$	50.30
Forfeited	(127	)	$	58.93
Non-vested, September 30, 2014	626		$	62.12

Schedule of Information Related to Share Based Payments for content Arrangements [Table Text Block]

Information related to the shares of restricted stock granted as part of these agreements as of September 30, 2014, is as follows:

Whole shares	Granted	Vested	Unvested	Remaining Vesting Period
Sony	193,348	193,348	—	0.0 years
Paramount	300,000	255,000	45,000	0.3 years
Total	493,348	448,348	45,000

Schedule of Expected Amortization Expense of Share-Based Compensation [Table Text Block] [Table Text Block]

The expected future recognition of expense associated with the rights to receive cash as of September 30, 2014 is as follows:

Dollars in thousands	Expected Expense
Remainder of 2014	$	3,218
2015	4,631
2016	3,771
2017	516
Remaining total expected expense	$	12,136

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Goodwill and Other Intangible Assets (Gross Amount Of Other Intangible Assets And The Related Accumulated Amortization) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Finite-Lived Intangible Assets [Line Items]
Intangible assets, net	$ 68,017		$ 68,017		$ 79,383
Amortization of intangible assets	3,671	3,191	11,366	7,085
Retailer relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	53,295		53,295		53,295
Intangible assets, accumulated amortization	(22,197)		(22,197)		(17,768)
Intangible assets, net	31,098		31,098		35,527
Amortization of intangible assets	1,358	1,568	4,429	4,713
Retailer relationships [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization Period			5 years
Retailer relationships [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization Period				10 years
Developed technology [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization Period			5 years
Intangible assets, gross	34,000		34,000		34,000
Intangible assets, accumulated amortization	(7,933)		(7,933)		(2,833)
Intangible assets, net	26,067		26,067		31,167
Amortization of intangible assets	1,700	1,133	5,100	1,133
Other [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	16,800		16,800		16,800
Intangible assets, accumulated amortization	(5,948)		(5,948)		(4,111)
Intangible assets, net	10,852		10,852		12,689
Amortization of intangible assets	$ 613	$ 490	$ 1,837	$ 1,239
Other [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization Period			1 year
Other [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization Period				40 years

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Repurchases of Common Stock (Narrative) (Details) (USD $)	3 Months Ended	9 Months Ended			0 Months Ended	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2014	Sep. 30, 2014 Open Market Share Repurchase [Member]	Jan. 30, 2014 Open Market Share Repurchase [Member]	Jan. 30, 2014 Tender Offer [Member]	Sep. 30, 2014 Tender Offer [Member]
Class of Stock Disclosures [Abstract]
Additional repurchase program, authorized amount				$ 500,000,000	$ 350,000,000.0
Stock Repurchase Program, Number of Shares Authorized to be Repurchased, Option to Increase Repurchase Amount, Percentage of Outstanding Shares					2.00%
Accelerated Share Repurchases [Line Items]
Repurchases of common stock (in shares)			2,633,526			5,291,701
Treasury Stock Acquired, Average Cost Per Share		$ 68.31	$ 64.77			$ 70.07
Treasury Stock, Value, Acquired, Excluding Fees		541,400,000
Repurchases of common stock	70,587,000	545,156,000	170,582,000			370,789,000	[1]
Professional fees paid						$ 3,800,000

[1] Excludes expenses of $3.8 million associated with the tender offer.

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Debt and Other Long-Term Liabilities (Schedule Of Interest Expense) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Long-term Debt, Unclassified [Abstract]
Cash interest expense	$ 11,517	$ 7,304	$ 29,646	$ 17,716
Non-cash interest expense:
Amortization of debt discount	616	804	2,171	3,876
Amortization of deferred financing fees	285	366	1,252	1,341
Other	0	(54)	0	(548)
Total non-cash interest expense	901	1,116	3,423	4,669
Total cash and non-cash interest expense	12,418	8,420	33,069	22,385
Loss from early extinguishment of debt	(55)	(1)	(2,018)	(5,950)
Total interest expense	$ 12,473	$ 8,421	$ 35,087	$ 28,335

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Cash and Cash Equivalents (Details) (USD $)	Sep. 30, 2014	Jun. 30, 2014	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Dec. 31, 2012
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents	$ 184,901,000	$ 233,226,000	$ 371,437,000	$ 215,230,000	$ 370,245,000	$ 282,894,000
Cash Equivalents, at Carrying Value	5,700,000		65,800,000
Cash Identified For Settling Accrued Payable To Retailer Partners	71,700,000		85,500,000
UNITED STATES
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents	26,000,000		199,000,000
Foreign Geographical Area [Member]
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents	$ 13,300,000		$ 15,200,000

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Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2014

Accounting Policies [Abstract]

Summary of Significant Accounting Policies [Text Block]

Note 2: Summary of Significant Accounting Policies

Content Library

Content library consists of movies and video games available for rent or purchase. We obtain our movie and video game content primarily through revenue sharing agreements and license agreements with studios and game publishers, as well as through distributors and other suppliers. The cost of content mainly includes the cost of the movies and video games, labor, overhead, freight, and studio revenue sharing expenses. The content purchases are capitalized and amortized to their estimated salvage value as a component of direct operating expenses over the usage period. For purchased content that we expect to sell at the end of its useful life, we determine an estimated salvage value. Content salvage values are estimated based on the amounts that we have historically recovered on disposal. For licensed content that we do not expect to sell, no salvage value is provided. The useful lives and salvage value of our content library are periodically reviewed and evaluated. The amortization charges were derived utilizing rental curves based on historical performance of movies and games over their useful lives and recorded on an accelerated basis, reflecting higher rentals of movies and video games in the first few weeks after release, and substantially all of the amortization expense is recognized within one year of purchase.

In the second quarter of 2013, Outerwall Inc. ("the Company") completed a review of its content library amortization methodology and updated the methodology in order to add greater precision to product cost amortization. The previous method recognized accelerated amortization of content library costs at a rate faster than the decline in the content library's value due to the recognition of charges in addition to the normal rental curve amortization whenever individual discs were removed from kiosks, a process we define as "thinning". The Company's most recent analysis has shown that its amortization curves can reasonably capture the effect of thinning and therefore eliminates the need for additional charges at the time of thinning and provides a better correlation of costs to revenue. The modified approach to amortizing the cost of the content library is based on updated rental curves, which incorporate thinning estimates, and provides a more systematic method for recognizing the costs of movie and game titles. The Company anticipates that this new method will better align the recognition of costs with the related revenue.

The Company believes that the change in its content library amortization methodology, made on a prospective basis, is a change in accounting estimate that is effected by a change in accounting principle. The Company believes that the modified content library amortization methodology is preferable because it better reflects the pattern of consumption of the expected benefits of the content library. A copy of our auditor's preferability letter is filed as an exhibit to our 10-Q for the period ended June 30, 2013.

The effect of this change resulted in a reduction of product costs, as reported in direct operating expenses, of approximately $21.7 million in the second quarter of 2013, with those costs shifted to primarily the third and fourth quarters and some into 2014. The change resulted in a corresponding increase to the balance of our content library. In addition, the change in amortization methodology shifted product costs on titles purchased during the second half of 2013 into 2014 as amortization is less accelerated than under the prior method. Under the modified amortization methodology we continue to recognize substantially all of the amortization expense within one year of purchase.

Reclassifications

During 2013, we discontinued four new venture concepts, Rubi, Crisp Market, Orango, and Star Studio. We have reclassified the results of operations of these four ventures to discontinued operations for all periods presented in our Consolidated Statements of Comprehensive Income. See Note 13: Discontinued Operations for more information.

During 2014, we reclassified certain deferred fees associated with the issuance of our Senior Notes due 2019 from other long-term assets to long-term debt and other long-term liabilities. We have reclassified these amounts for all periods presented in our Consolidated Balance Sheets.

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Debt and Other Long-Term Liabilities (Schedule of Maturities of Long-term Debt) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Line of Credit Facility [Line Items]
Total	$ 1,008,125	$ 745,523
Credit Facility | Term Loans
Line of Credit Facility [Line Items]
Remainder of 2014	1,875
2015	9,376
2016	13,126
2017	15,000
2018	18,750
2019	89,998
Total	$ 148,125	$ 344,375

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Guarantor Subsidiaries (Tables)

9 Months Ended

Sep. 30, 2014

Guarantor Subsidiaries Disclosure [Abstract]

Condensed Consolidating Balance Sheet [Table Text Block]

CONSOLIDATING BALANCE SHEETS
(unaudited)
	As of September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Assets
Current Assets:
Cash and cash equivalents	$	130,943		$	13,127		$	40,831		$	—		$	184,901
Accounts receivable, net of allowances	1,633			29,515			1,639			—			32,787
Content library	—			147,708			3,360			—			151,068
Prepaid expenses and other current assets	38,342			26,526			1,023			(6,084		)	59,807
Intercompany receivables	33,298			385,821			—			(419,119		)	—
Total current assets	204,216			602,697			46,853			(425,203		)	428,563
Property and equipment, net	142,818			272,176			36,352			—			451,346
Deferred income taxes	—			4,722			9,289			(4,721		)	9,290
Goodwill and other intangible assets, net	249,720			377,604			—			—			627,324
Other long-term assets	6,801			4,335			374			—			11,510
Investment in related parties	877,715			3,841			—			(881,556		)	—
Total assets	$	1,481,270		$	1,265,375		$	92,868		$	(1,311,480	)	$	1,528,033
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	13,573		$	122,393		$	2,157		$	—		$	138,123
Accrued payable to retailers	59,908			33,123			12,958			—			105,989
Other accrued liabilities	55,472			71,347			3,054			—			129,873
Current portion of long-term debt and other long-term liabilities	20,186			(2		)	411			—			20,595
Deferred income taxes	—			39,238			—			(6,084		)	33,154
Intercompany payables	246,470			103,388			69,261			(419,119		)	—
Total current liabilities	395,609			369,487			87,841			(425,203		)	427,734
Long-term debt and other long-term liabilities	1,003,465			18,173			1,165			—			1,022,803
Deferred income taxes	34,069			—			22			(4,721		)	29,370
Total liabilities	1,433,143			387,660			89,028			(429,924		)	1,479,907
Commitments and contingencies
Stockholders’ Equity:
Preferred stock	—			—			—			—			—
Common stock	584,670			225,729			12,393			(352,635		)	470,157
Treasury stock	(997,697		)	—			—			—			(997,697		)
Retained earnings	462,965			651,986			(9,441		)	(528,921		)	576,589
Accumulated other comprehensive income (loss)	(1,811		)	—			888			—			(923		)
Total stockholders’ equity	48,127			877,715			3,840			(881,556		)	48,126
Total liabilities and stockholders’ equity	$	1,481,270		$	1,265,375		$	92,868		$	(1,311,480	)	$	1,528,033

CONSOLIDATING BALANCE SHEETS
(unaudited)
	As of December 31, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Assets
Current Assets:
Cash and cash equivalents	$	315,250		$	9,639	$	46,548		$	—		$	371,437
Accounts receivable, net of allowances	2,029			45,672		2,595			—			50,296
Content library	37			196,695		3,136			—			199,868
Prepaid expenses and other current assets	67,664			28,234		960			(12,149		)	84,709
Intercompany receivables	180,100			355,418		5,093			(540,611		)	—
Total current assets	565,080			635,658		58,332			(552,760		)	706,310
Property and equipment, net	163,747			320,296		36,822			—			520,865
Deferred income taxes	—			—		6,412			31			6,443
Goodwill and other intangible assets, net	251,150			387,540		—			—			638,690
Other long-term assets	7,156			11,499		420			—			19,075
Investment in related parties	815,243			4,825		—			(820,068		)	—
Total assets	$	1,802,376		$	1,359,818	$	101,986		$	(1,372,797	)	$	1,891,383
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	17,336		$	215,703	$	2,979		$	—		$	236,018
Accrued payable to retailers	71,085			48,126		14,929			—			134,140
Other accrued liabilities	59,444			71,607		3,076			—			134,127
Current portion of long-term debt and other long-term liabilities	103,519			3		367			—			103,889
Deferred income taxes	—			35,292		—			(12,149		)	23,143
Intercompany payables	315,615			154,565		70,432			(540,612		)	—
Total current liabilities	566,999			525,296		91,783			(552,761		)	631,317
Long-term debt and other long-term liabilities	661,627			18,748		1,028			—			681,403
Deferred income taxes	45,307			13,190		—			31			58,528
Total liabilities	1,273,933			557,234		92,811			(552,730		)	1,371,248
Commitments and contingencies
Debt conversion feature	1,446			—		—			—			1,446
Stockholders’ Equity:
Preferred stock	—			—		—			—			—
Common stock	596,995			225,016		12,393			(351,923		)	482,481
Treasury stock	(476,796		)	—		—			—			(476,796		)
Retained earnings	407,959			577,568		(3,612		)	(468,144		)	513,771
Accumulated other comprehensive income (loss)	(1,161		)	—		394			—			(767		)
Total stockholders’ equity	526,997			802,584		9,175			(820,067		)	518,689
Total liabilities and stockholders’ equity	$	1,802,376		$	1,359,818	$	101,986		$	(1,372,797	)	$	1,891,383

Condensed Consolidating Statement of Comprehensive Income [Table Text Block]

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Three Months Ended September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	71,616		$	464,814		$	16,434		$	—		$	552,864
Expenses:
Direct operating	36,930			335,780			11,401			—			384,111
Marketing	1,945			7,059			758			—			9,762
Research and development	861			2,138			—			—			2,999
General and administrative	10,789			36,558			517			—			47,864
Depreciation and other	8,173			37,495			2,228			—			47,896
Amortization of intangible assets	358			3,313			—			—			3,671
Total expenses	59,056			422,343			14,904			—			496,303
Operating income	12,560			42,471			1,530			—			56,561
Other income (expense), net:
Loss from equity method investments, net	(224		)	(11,128		)	—			—			(11,352		)
Interest income (expense), net	(12,570		)	163			(56		)	—			(12,463		)
Other, net	1,941			573			(5,529		)	—			(3,015		)
Total other expense, net	(10,853		)	(10,392		)	(5,585		)	—			(26,830		)
Income (loss) from continuing operations before income taxes	1,707			32,079			(4,055		)	—			29,731
Income tax benefit (expense)	(1,915		)	(10,844		)	918			—			(11,841		)
Income (loss) from continuing operations	(208		)	21,235			(3,137		)	—			17,890
Loss from discontinued operations, net of tax	—			—			—			—			—
Equity in income (loss) of subsidiaries	18,098			(3,137		)	—			(14,961		)	—
Net Income (loss)	17,890			18,098			(3,137		)	(14,961		)	17,890
Foreign currency translation adjustment(1)	(680		)	—			(15		)	—			(695		)
Comprehensive income (loss)	$	17,210		$	18,098		$	(3,152	)	$	(14,961	)	$	17,195

(1) Foreign currency translation adjustment had no tax effect in 2014.

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Three Months Ended September 30, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	67,545		$	505,043		$	13,951		$	—		$	586,539
Expenses:
Direct operating	36,325			357,800			15,393			(3,545		)	405,973
Marketing	1,380			6,328			687			—			8,395
Research and development	1,794			1,716			—			—			3,510
General and administrative	11,608			45,337			533			3,553			61,031
Depreciation and other	7,028			40,867			1,350			—			49,245
Amortization of intangible assets	569			2,622			—			—			3,191
Total expenses	58,704			454,670			17,963			8			531,345
Operating income (loss)	8,841			50,373			(4,012		)	(8		)	55,194
Other income (expense), net:
Income (loss) from equity method investments, net	67,069			(9,135		)	—			—			57,934
Interest expense, net	(8,246		)	(115		)	(41		)	—			(8,402		)
Other, net	(2,352		)	8			(66		)	8			(2,402		)
Total other income (expense), net	56,471			(9,242		)	(107		)	8			47,130
Income (loss) from continuing operations before income taxes	65,312			41,131			(4,119		)	—			102,324
Income tax benefit (expense)	(1,819		)	(15,215		)	1,505			—			(15,529		)
Income (loss) from continuing operations	63,493			25,916			(2,614		)	—			86,795
Loss from discontinued operations, net of tax	(3,743		)	(396		)	—			—			(4,139		)
Equity in income (loss) of subsidiaries	22,906			(2,614		)	—			(20,292		)	—
Net income (loss)	82,656			22,906			(2,614		)	(20,292		)	82,656
Foreign currency translation adjustment(1)	63			—			1,789			—			1,852
Comprehensive income (loss)	$	82,719		$	22,906		$	(825	)	$	(20,292	)	$	84,508

(1) Foreign currency translation adjustment had no tax effect in 2013.

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Nine Months Ended September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	197,878		$	1,460,447		$	44,078		$	—		$	1,702,403
Expenses:
Direct operating	105,399			1,057,882			31,534			—			1,194,815
Marketing	4,723			20,220			2,199			—			27,142
Research and development	2,589			7,296			—			—			9,885
General and administrative	31,429			116,974			1,426			—			149,829
Depreciation and other	26,744			113,407			6,020			—			146,171
Amortization of intangible assets	1,430			9,936			—			—			11,366
Total expenses	172,314			1,325,715			41,179			—			1,539,208
Operating income	25,564			134,732			2,899			—			163,195
Other income (expense), net:
Loss from equity method investments, net	(672		)	(30,589		)	—			—			(31,261		)
Interest income (expense), net	(35,172		)	286			(151		)	—			(35,037		)
Other, net	7,662			1,409			(10,928		)	—			(1,857		)
Total other expense, net	(28,182		)	(28,894		)	(11,079		)	—			(68,155		)
Income (loss) from continuing operations before income taxes	(2,618		)	105,838			(8,180		)	—			95,040
Income tax benefit (expense)	1,333			(35,139		)	2,352			—			(31,454		)
Income (loss) from continuing operations	(1,285		)	70,699			(5,828		)	—			63,586
Income (loss) from discontinued operations, net of tax	(803		)	35			—			—			(768		)
Equity in income (loss) of subsidiaries	64,906			(5,828		)	—			(59,078		)	—
Net income (loss)	62,818			64,906			(5,828		)	(59,078		)	62,818
Foreign currency translation adjustment(1)	(650		)	—			494			—			(156		)
Comprehensive income (loss)	$	62,168		$	64,906		$	(5,334	)	$	(59,078	)	$	62,662

(1) Foreign currency translation adjustment had no tax effect in 2014.

CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
	Nine Months Ended September 30, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Revenue	$	186,625		$	1,488,767		$	37,504		$	—		$	1,712,896
Expenses:
Direct operating	104,075			1,039,516			39,483			(8,256		)	1,174,818
Marketing	3,572			17,491			1,840			—			22,903
Research and development	6,452			1,719			—			—			8,171
General and administrative	28,410			130,863			1,249			8,264			168,786
Depreciation and other	21,072			118,440			3,644			—			143,156
Amortization of intangible assets	1,708			5,377			—			—			7,085
Total expenses	165,289			1,313,406			46,216			8			1,524,919
Operating income (loss)	21,336			175,361			(8,712		)	(8		)	187,977
Other income (expense), net:
Income (loss) from equity method investments, net	65,050			(23,770		)	—			—			41,280
Interest income (expense), net	(26,200		)	338			(91		)	—			(25,953		)
Other, net	(3,442		)	219			(108		)	8			(3,323		)
Total other income (expense), net	35,408			(23,213		)	(199		)	8			12,004
Income (loss) from continuing operations before income taxes	56,744			152,148			(8,911		)	—			199,981
Income tax benefit (expense)	19,744			(57,464		)	2,954			—			(34,766		)
Income (loss) from continuing operations	76,488			94,684			(5,957		)	—			165,215
Loss from discontinued operations, net of tax	(11,994		)	(1,104		)	—			—			(13,098		)
Equity in income (loss) of subsidiaries	87,623			(5,957		)	—			(81,666		)	—
Net income (loss)	152,117			87,623			(5,957		)	(81,666		)	152,117
Foreign currency translation adjustment(1)	84			—			(388		)	—			(304		)
Comprehensive income (loss)	$	152,201		$	87,623		$	(6,345	)	$	(81,666	)	$	151,813

(1) Foreign currency translation adjustment had no tax effect in 2013.

Condensed Consolidating Statement of Cash Flows [Table Text Block]

CONSOLIDATING STATEMENTS OF CASH FLOWS
(unaudited)
	Nine Months Ended September 30, 2014
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Operating Activities:
Net income (loss)	$	62,818		$	64,906		$	(5,828	)	$	(59,078	)	$	62,818
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other	26,728			113,408			6,020			—			146,156
Amortization of intangible assets	1,430			9,936			—			—			11,366
Share-based payments expense	8,227			1,866			—			—			10,093
Windfall excess tax benefits related to share-based payments	(1,988		)	—			—			—			(1,988		)
Deferred income taxes	5,746			(13,965		)	(3,105		)	(6,084		)	(17,408		)
Loss from equity method investments, net	672			30,589			—			—			31,261
Amortization of deferred financing fees and debt discount	3,423			—			—			—			3,423
Loss from early extinguishment of debt	2,018			—			—			—			2,018
Other	(1,149		)	(368		)	40			—			(1,477		)
Equity in (income) losses of subsidiaries	(64,906		)	5,828			—			59,078			—
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net	395			16,157			912			—			17,464
Content library	36			48,988			(224		)	—			48,800
Prepaid expenses and other current assets	16,024			1,026			(87		)	6,084			23,047
Other assets	55			1,546			46			—			1,647
Accounts payable	(2,427		)	(94,130		)	(449		)	—			(97,006		)
Accrued payable to retailers	(11,177		)	(15,003		)	(1,642		)	—			(27,822		)
Other accrued liabilities	(5,049		)	(331		)	35			—			(5,345		)
Net cash flows from (used in) operating activities(1)	40,876			170,453			(4,282		)	—			207,047
Investing Activities:
Purchases of property and equipment	(24,933		)	(41,663		)	(5,715		)	—			(72,311		)
Proceeds from sale of property and equipment	750			1,085			—			—			1,835
Cash paid for equity investments	—			(24,500		)	—			—			(24,500		)
Investments in and advances to affiliates	98,892			(101,884		)	2,992			—			—
Net cash flows from (used in) investing activities(1)	74,709			(166,962		)	(2,723		)	—			(94,976		)
Financing Activities:
Proceeds from issuance of senior unsecured notes	295,500			—			—			—			295,500
Proceeds from new borrowing of Credit Facility	635,000			—			—			—			635,000
Principal payments on Credit Facility	(621,250		)	—			—			—			(621,250		)
Financing costs associated with Credit Facility and senior unsecured notes	(2,906		)	—			—			—			(2,906		)
Conversion of convertible debt	(51,149		)	—			—			—			(51,149		)
Repurchases of common stock	(545,078		)	—			—			—			(545,078		)
Principal payments on capital lease obligations and other debt	(10,263		)	(3		)	(331		)	—			(10,597		)
Windfall excess tax benefits related to share-based payments	1,988			—			—			—			1,988
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options	(1,084		)	—			—			—			(1,084		)
Net cash flows from (used in) financing activities(1)	(299,242		)	(3		)	(331		)	—			(299,576		)

	Nine Months Ended September 30, 2014
	Outerwall Inc.			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications		Total
Effect of exchange rate changes on cash	(650		)	—		1,619			—		969
Increase (decrease) in cash and cash equivalents	(184,307		)	3,488		(5,717		)	—		(186,536		)
Cash and cash equivalents:
Beginning of period	315,250			9,639		46,548			—		371,437
End of period	$	130,943		$	13,127	$	40,831		$	—	$	184,901

(1) During 2013, we discontinued four ventures previously included in our New Ventures operating segment, Orango, Rubi, Crisp Market, and Star Studio. Cash flows from these discontinued operations are not segregated from cash flows from continuing operations in all periods presented because they were not material.

CONSOLIDATING STATEMENTS OF CASH FLOWS
(unaudited)
	Nine Months Ended September 30, 2013
(in thousands)	Outerwall Inc.			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Operating Activities:
Net income (loss)	$	152,117		$	87,623		$	(5,957	)	$	(81,666	)	$	152,117
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other	22,089			118,440			3,644			—			144,173
Amortization of intangible assets	1,708			5,377			—			—			7,085
Share-based payments expense	7,206			4,248			—			—			11,454
Windfall excess tax benefits related to share-based payments	(3,347		)	—			—			—			(3,347		)
Deferred income taxes	17,698			(26,759		)	(3,037		)	—			(12,098		)
Impairment Expense	5,262			—			—			—			5,262
Loss (income) from equity method investments, net	(65,050		)	23,770			—			—			(41,280		)
Amortization of deferred financing fees and debt discount	5,205			—			—			—			5,205
Loss from early extinguishment of debt	5,950			—			—			—			5,950
Other	1,195			(175		)	—			—			1,020
Equity in (income) losses of subsidiaries	(87,623		)	5,957			—			81,666			—
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net	(398		)	1,916			(1,824		)	—			(306		)
Content library	641			8,455			350			—			9,446
Prepaid expenses and other current assets	(22,600		)	(8,511		)	(414		)	69			(31,456		)
Other assets	163			91			15			—			269
Accounts payable	18			(69,415		)	(1,137		)	354			(70,180		)
Accrued payable to retailers	(7,963		)	(3,252		)	1,574			—			(9,641		)
Other accrued liabilities	(5,366		)	(21,857		)	740			(69		)	(26,552		)
Net cash flows from (used in) operating activities(1)	26,905			125,908			(6,046		)	354			147,121
Investing Activities:
Purchases of property and equipment	(46,496		)	(64,658		)	(12,192		)	—			(123,346		)
Proceeds from sale of property and equipment	12,078			803			7			—			12,888
Acquisition of ecoATM, net of cash acquired	(244,036		)	—			—			—			(244,036		)
Receipt of note receivable principal	95			—			—			—			95
Cash paid for equity investments	—			(28,000		)	—			—			(28,000		)
Investments in and advances to affiliates	4,031			(19,782		)	15,751			—			—
Net cash flows from (used in) investing activities(1)	(274,328		)	(111,637		)	3,566			—			(382,399		)
Financing Activities:
Proceeds from issuance of senior unsecured notes	343,769			—			—			—			343,769
Proceeds from new borrowing on Credit Facility	150,000			—			—			—			150,000
Principal payments on Credit Facility	(60,938		)	—			—			—			(60,938		)
Financing costs associated with Credit Facility and senior unsecured notes	(444		)	—			—			—			(444		)
Conversion of convertible debt	(169,664		)	—			—			—			(169,664		)
Repurchases of common stock	(95,004		)	—			—			—			(95,004		)
Principal payments on capital lease obligations and other debt	(10,300		)	(214		)	(310		)	—			(10,824		)
Windfall excess tax benefits related to share-based payments	3,347			—			—			—			3,347
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options	7,763			—			—			—			7,763
Net cash flows from (used in) financing activities(1)	168,529			(214		)	(310		)	—			168,005

	Nine Months Ended September 30, 2013
	Outerwall Inc.			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations and Consolidation Reclassifications			Total
Effect of exchange rate changes on cash	84			—		(475		)	—			(391		)
Increase (decrease) in cash and cash equivalents	(78,810		)	14,057		(3,265		)	354			(67,664		)
Cash and cash equivalents:
Beginning of period	242,489			—		40,759			(354		)	282,894
End of period	$	163,679		$	14,057	$	37,494		$	—		$	215,230

(1) During 2013, we discontinued four ventures previously included in our New Ventures operating segment, Orango, Rubi, Crisp Market, and Star Studio. Cash flows from these discontinued operations are not segregated from cash flows from continuing operations in all periods presented because they were not material.

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Basis of Presentation and Principles of Consolidation (Tables)

9 Months Ended

Sep. 30, 2014

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Impact of Immaterial Error Correction

The impact of the immaterial error on our prior period consolidated statements of cash flows is presented in the following table:

	As Reported						Adjustment						As Revised
	Three Months Ended			Nine Months Ended			Three Months Ended			Nine Months Ended			Three Months Ended			Nine Months Ended
Dollars in thousands	September 30, 2013						September 30, 2013						September 30, 2013
Cash flows from changes in operating assets and liabilities:
Accounts payable	$	(13,938	)	$	(84,910	)	$	(784	)	$	14,730		$	(14,722	)	$	(70,180	)
Net cash flows from operating activities	$	61,727		$	132,391		$	(784	)	$	14,730		$	60,943		$	147,121
Investing Activities:
Purchases of property and equipment	$	(39,886	)	$	(108,616	)	$	784		$	(14,730	)	$	(39,102	)	$	(123,346	)
Net cash flows from investing activities	$	(287,866	)	$	(367,669	)	$	784		$	(14,730	)	$	(287,082	)	$	(382,399	)
Supplemental disclosure of non-cash investing and financing activities:
Purchases of property and equipment included in ending accounts payable	$	24,773		$	24,773		$	(16,585	)	$	(16,585	)	$	8,188		$	8,188

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Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2014

Accounting Policies [Abstract]

Content Library [Policy Text Block]

Content Library

Content library consists of movies and video games available for rent or purchase. We obtain our movie and video game content primarily through revenue sharing agreements and license agreements with studios and game publishers, as well as through distributors and other suppliers. The cost of content mainly includes the cost of the movies and video games, labor, overhead, freight, and studio revenue sharing expenses. The content purchases are capitalized and amortized to their estimated salvage value as a component of direct operating expenses over the usage period. For purchased content that we expect to sell at the end of its useful life, we determine an estimated salvage value. Content salvage values are estimated based on the amounts that we have historically recovered on disposal. For licensed content that we do not expect to sell, no salvage value is provided. The useful lives and salvage value of our content library are periodically reviewed and evaluated. The amortization charges were derived utilizing rental curves based on historical performance of movies and games over their useful lives and recorded on an accelerated basis, reflecting higher rentals of movies and video games in the first few weeks after release, and substantially all of the amortization expense is recognized within one year of purchase.

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Equity Method Investments and Related Party Transactions (Equity Investments and Ownership Percentages) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Feb. 29, 2012
Schedule of Equity Method Investments [Line Items]
Equity Investment	$ 3,946
Redbox Instant By Verizon [Member]
Schedule of Equity Method Investments [Line Items]
Equity Investment	2,620
Ownership Percentage	35.00%	35.00%
SoloHealth, Inc. [Member]
Schedule of Equity Method Investments [Line Items]
Equity Investment	$ 1,326
Ownership Percentage	10.00%

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Basis of Presentation and Principles of Consolidation (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Sep. 30, 2014		Sep. 30, 2013		Sep. 30, 2014		Sep. 30, 2013
Accounts payable	$ (26,011)		$ (14,722)		$ (97,006)		$ (70,180)
Net cash flows from operating activities	49,627	[1]	60,943	[1]	207,047	[1]	147,121	[1]
Purchases of property and equipment	(19,295)		(39,102)		(72,311)		(123,346)
Net cash flows from investing activities	(33,253)	[1]	(287,082)	[1]	(94,976)	[1]	(382,399)	[1]
Purchases of property and equipment included in ending accounts payable	5,869		8,188		5,869		8,188
As Reported [Member]
Accounts payable			(13,938)				(84,910)
Net cash flows from operating activities			61,727				132,391
Purchases of property and equipment			(39,886)				(108,616)
Net cash flows from investing activities			(287,866)				(367,669)
Purchases of property and equipment included in ending accounts payable			24,773				24,773
Adjustment [Member]
Accounts payable			(784)				14,730
Net cash flows from operating activities			(784)				14,730
Purchases of property and equipment			784				(14,730)
Net cash flows from investing activities			784				(14,730)
Purchases of property and equipment included in ending accounts payable			$ (16,585)				$ (16,585)

[1] During 2013, we discontinued four ventures previously included in our New Ventures operating segment, Orango, Rubi, Crisp Market, and Star Studio. Cash flows from these discontinued operations are not segregated from cash flows from continuing operations in all periods presented because they were not material.

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Organization and Business (Tables)

9 Months Ended

Sep. 30, 2014

Organization And Business [Abstract]

Schedule Of Kiosk And Location Count [Table Text Block]

Our kiosk and location counts as of September 30, 2014, are as follows:

	Kiosks	Locations
Redbox	43,790	36,210
Coinstar	21,210	20,220
New Ventures	1,550	1,330
Total	66,550	57,760

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Prepaid Expenses and Other Current Assets and Other Accrued Liabilities (Tables)

9 Months Ended

Sep. 30, 2014

Deferred Costs, Capitalized, Prepaid, and Other Assets and Other Liabilities Disclosure [Abstract]

Schedule of Prepaid Expenses and Other Current Assets [Table Text Block]

Prepaid expenses and other current assets:

Dollars in thousands	September 30, 2014		December 31, 2013
Income taxes receivable	$	11,611	$	37,466
Spare parts	14,882		18,975
Licenses	8,287		4,568
Electronic devices inventory	6,418		3,529
DVD cases and labels	1,197		2,596
Prepaid rent	1,293		1,302
Other	16,119		16,273
Total prepaid and other current assets	$	59,807	$	84,709

Schedule of Other Accrued Liabilities [Table Text Block]

Other accrued liabilities consist of the following:

Dollars in thousands	September 30, 2014		December 31, 2013
Payroll related expenses	$	28,859	$	33,852
Accrued content library expense	21,387		21,602
Business taxes	23,591		22,939
Insurance	13,682		13,379
Professional fees	3,338		930
Service contract provider expenses	6,480		8,134
Deferred rent expense	5,848		5,713
Accrued interest expense	6,833		7,015
Other	19,855		20,563
Total other accrued liabilities	$	129,873	$	134,127

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Basis of Presentation and Principles of Consolidation (Notes)

9 Months Ended

Sep. 30, 2014

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

Note 1: Basis of Presentation and Principles of Consolidation

The unaudited consolidated financial information included herein has been prepared by Outerwall Inc., pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The unaudited consolidated financial statements of Outerwall Inc. included herein reflect all adjustments, consisting only of normal recurring adjustments that, in the opinion of management, are necessary to present fairly our consolidated financial position, results of operations, and cash flows for the periods presented. The financial information as of December 31, 2013, is derived from our 2013 Annual Report on Form 10-K. The consolidated financial statements included within this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and the notes thereto included in our 2013 Annual Report on Form 10-K. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the full year.

The accompanying consolidated financial statements include the accounts of Outerwall Inc. and our wholly-owned subsidiaries. Investments in companies of which we may have significant influence, but not a controlling interest, are accounted for using the equity method of accounting. All significant intercompany balances and transactions have been eliminated in consolidation.

Revision of Previously Issued Financial Statements

During the second quarter of 2014, we identified adjustments to prior periods related to purchases of property and equipment included in ending accounts payable which impact the amounts presented as cash paid for purchases of property and equipment in the investing activities section of our consolidated statements of cash flows, the change in accounts payable within the operating activities section of the cash flow statement and the supplemental non-cash investing and financing activities disclosure of purchases of property and equipment included in ending accounts payable. We concluded that the error was not material to any of our prior period financial statements under the guidance of SEC Staff Accounting Bulletin (“SAB”) No. 99, Materiality. We applied the guidance of SAB No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in the Current Year Financial Statements, and revised the prior period financial statements presented.

The impact of the immaterial error on our prior period consolidated statements of cash flows is presented in the following table:

	As Reported						Adjustment						As Revised
	Three Months Ended			Nine Months Ended			Three Months Ended			Nine Months Ended			Three Months Ended			Nine Months Ended
Dollars in thousands	September 30, 2013						September 30, 2013						September 30, 2013
Cash flows from changes in operating assets and liabilities:
Accounts payable	$	(13,938	)	$	(84,910	)	$	(784	)	$	14,730		$	(14,722	)	$	(70,180	)
Net cash flows from operating activities	$	61,727		$	132,391		$	(784	)	$	14,730		$	60,943		$	147,121
Investing Activities:
Purchases of property and equipment	$	(39,886	)	$	(108,616	)	$	784		$	(14,730	)	$	(39,102	)	$	(123,346	)
Net cash flows from investing activities	$	(287,866	)	$	(367,669	)	$	784		$	(14,730	)	$	(287,082	)	$	(382,399	)
Supplemental disclosure of non-cash investing and financing activities:
Purchases of property and equipment included in ending accounts payable	$	24,773		$	24,773		$	(16,585	)	$	(16,585	)	$	8,188		$	8,188

Accounting Pronouncements Adopted During the Current Year

In May 2013, the FASB issued ASU No. 2013-05, "Foreign Currency Matters (Topic 830): Parent’s Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity." This ASU addresses the accounting for the cumulative translation adjustment when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity. For public entities, the ASU is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013. The amendments should be applied prospectively to derecognition events occurring after the effective date. Prior periods should not be adjusted. Our adoption of ASU No. 2013-05 in the first quarter of 2014 did not have a material impact on our financial position, results of operations or cash flows.

In November 2013, the FASB issued ASU 2013-11, "Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists." This ASU requires an entity to present an unrecognized tax benefit as a reduction of a deferred tax asset for a net operating loss (NOL) carryforward, or similar tax loss or tax credit carryforward, rather than as a liability when:

1. the uncertain tax position would reduce the NOL or other carryforward under the tax law of the applicable jurisdiction, and

2. the entity intends to use the deferred tax asset for that purpose.

The ASU changes existing presentation requirements but does not require new recurring disclosures. The ASU is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013 for public entities. Our adoption of ASU No. 2013-11 in the first quarter of 2014 did not have a material impact on our financial position, results of operations or cash flows.

Accounting Pronouncements Not Yet Adopted

In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360) Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. ASU 2014-08 changes the requirements for reporting discontinued operations. Under the ASU discontinued operations is defined as either a:

• Component of an entity, or group of components, that

◦ has been disposed of meets the criteria to be classified as held-for-sale, or has been abandoned/spun-off; and

◦ represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results, or a

• Business or nonprofit activity that, on acquisition, meets the criteria to be classified as held-for-sale.

We are currently evaluating the impact of ASU 2014-08, which is effective for us in our fiscal year beginning on January 1, 2015.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 requires revenue recognition to depict the transfer of 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. ASU 2014-09 sets forth a new revenue recognition model that requires identifying the contract, identifying the performance obligations, determining the transaction price, allocating the transaction price to performance obligations and recognizing the revenue upon satisfaction of performance obligations. The amendments in the ASU can be applied either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the update recognized at the date of the initial application along with additional disclosures. We are currently evaluating the impact of ASU 2014-09, which is effective for us in our fiscal year beginning on January 1, 2017.

In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. This ASU describes how an entity’s management should assess whether there are conditions and events that raise substantial doubt about an entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. Management should consider both quantitative and qualitative factors in making its assessment.

If after considering management’s plans, substantial doubt about an entity’s going concern is alleviated, an entity shall disclose information in the footnotes that enables the users of the financial statements to understand the events that raised the going concern and how management’s plan alleviated this concern.

If after considering management’s plans, substantial doubt about an entity’s going concern is not alleviated, the entity shall disclose in the footnotes indicating that a substantial doubt about the entity’s going concern exists within one year of the date of the issued financial statements. Additionally, the entity shall disclose the events that led to this going concern and management’s plans to mitigate them.

We are currently evaluating the impact of ASU 2014-15, which is effective for us in our fiscal year beginning January 1, 2017.

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Property and Equipment (Tables)

9 Months Ended

Sep. 30, 2014

Property, Plant and Equipment [Abstract]

Property and Equipment [Table Text Block]

Dollars in thousands	September 30, 2014			December 31, 2013
Kiosks and components	$	1,149,520		$	1,105,761
Computers, servers, and software	223,271			226,389
Office furniture and equipment	8,695			7,260
Vehicles	6,264			6,553
Leasehold improvements	23,338			23,198
Property and equipment, at cost	1,411,088			1,369,161
Accumulated depreciation and amortization	(959,742		)	(848,296		)
Property and equipment, net	$	451,346		$	520,865

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Fair Value (Assets And Liabilities Measured At Fair Value) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market demand accounts and investment grade fixed income securities	$ 5,700	$ 65,800
Fair Value, Measurements, Recurring [Member] | Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market demand accounts and investment grade fixed income securities	5,708	65,800
Fair Value, Measurements, Recurring [Member] | Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market demand accounts and investment grade fixed income securities	0	0
Fair Value, Measurements, Recurring [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market demand accounts and investment grade fixed income securities	$ 0	$ 0

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Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2014

Earnings Per Share [Abstract]

Schedule of Shares Used for Basic and Diluted EPS Calculations [Table Text Block]

Net income used for calculating basic and diluted EPS is the same for all periods presented. The following table sets forth the computation of shares used for the basic and diluted EPS calculations:

	Three Months Ended		Nine Months Ended
	September 30,		September 30,
In thousands	2014	2013	2014	2013
Weighted average shares used for basic EPS	18,798	27,244	20,792	27,391
Dilutive effect of stock options and other share-based awards	179	351	273	439
Dilutive effect of convertible debt	170	421	307	752
Weighted average shares used for diluted EPS	19,147	28,016	21,372	28,582
Stock options and share-based awards not included in diluted EPS calculation because their effect would be antidilutive	226	19	16	67

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Goodwill and Other Intangible Assets (Amortization Expenses) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 3,671	$ 3,191	$ 11,366	$ 7,085
Retailer relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	1,358	1,568	4,429	4,713
Developed technology [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	1,700	1,133	5,100	1,133
Other [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 613	$ 490	$ 1,837	$ 1,239

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Share-Based Payments (Summary Of Restricted Stock Award Activity) (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Sep. 30, 2014
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
NON-VESTED, Beginning of year, shares	597
Granted (shares)	334
Vested, shares	(178)
Forfeited, shares	(127)
NON-VESTED, end of period, shares	626
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
NON-VESTED, Beginning of year, weighted average grant date fair value	$ 52.58
Per share weighted average grant date fair value of restricted stock granted	$ 71.66
Vested, weighted average grant date fair value	$ 50.30
Forfeited, weighted average grant date fair value	$ 58.93
NON-VESTED, end of period, weighted average grant date fair value	$ 62.12

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Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Jun. 30, 2014	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Dec. 31, 2012
Current Assets:
Cash and cash equivalents	$ 184,901	$ 233,226	$ 371,437	$ 215,230	$ 370,245	$ 282,894
Accounts receivable, net of allowances of $1,700 and $1,826	32,787		50,296
Content library	151,068		199,868
Prepaid expenses and other current assets	59,807		84,709
Total current assets	428,563		706,310
Property and equipment, net	451,346		520,865
Deferred income taxes	9,290		6,443
Goodwill and other intangible assets, net	627,324		638,690
Other long-term assets	11,510		19,075
Total assets	1,528,033		1,891,383
Current Liabilities:
Accounts payable	138,123		236,018
Accrued payable to retailers	105,989		134,140
Other accrued liabilities	129,873		134,127
Current portion of long-term debt and other long-term liabilities	20,595		103,889
Deferred income taxes	33,154		23,143
Total current liabilities	427,734		631,317
Long-term debt and other long-term liabilities	1,022,803		681,403
Deferred income taxes	29,370		58,528
Total liabilities	1,479,907		1,371,248
Commitments and contingencies
Debt conversion feature	0		1,446
Stockholders’ Equity:
Preferred stock, $0.001 par value - 5,000,000 shares authorized; no shares issued or outstanding	0		0
Common stock, $0.001 par value - 60,000,000 authorized; 36,593,850 and 36,356,357 shares issued; 18,894,926 and 26,150,900 shares outstanding;	470,157		482,481
Treasury stock	(997,697)		(476,796)
Retained earnings	576,589		513,771
Accumulated other comprehensive loss	(923)		(767)
Total stockholders’ equity	48,126	96,798	518,689
Total liabilities and stockholders’ equity	$ 1,528,033		$ 1,891,383

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Summary of Significant Accounting Policies (Narrative) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended				3 Months Ended
	Sep. 30, 2014		Sep. 30, 2013		Sep. 30, 2014		Sep. 30, 2013		Jun. 30, 2013 Change in Accounting Method Accounted for as Change in Estimate [Member]
Business Acquisition [Line Items]
Reduction in product cost, reported in direct operating expenses, resulting from change in accounting estimate	$ (384,111)	[1]	$ (405,973)	[1]	$ (1,194,815)	[1]	$ (1,174,818)	[1]	$ 21,700
Content library, period of amortization					1 year

[1] “Direct operating” excludes depreciation and other of $32.0 million and $96.5 million for the three and nine months ended September 30, 2014, respectively, and $33.0 million and $97.3 million for the three and nine months ended September 30, 2013, respectively.

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Consolidated Statements Of Stockholders' Equity (USD $) In Thousands, except Share data, unless otherwise specified	Total		Common Stock [Member]	Treasury Stock [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Loss [Member]
BALANCE at Dec. 31, 2013	$ 518,689		$ 482,481	$ (476,796)	$ 513,771	$ (767)
BALANCE (in shares) at Dec. 31, 2013	26,150,900		26,150,900
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Proceeds from exercise of stock options, net (in shares)	88,000		87,789
Proceeds from exercise of stock options, net	2,943		2,943
Adjustments related to tax withholding for share-based compensation (in shares)			(57,694)
Adjustments related to tax withholding for share-based compensation	(4,027)		(4,027)
Share-based payments expense (in shares)			207,398
Share-based payments expense	10,093		10,093
Excess tax benefit on share-based compensation expense	1,992		1,992
Repurchases of common stock (in shares)			(7,925,227)
Repurchases of common stock	(545,156)			(545,156)
Conversion of debt, issuance of common stock (shares)			431,760
Conversion of callable convertible debt, net of tax	(516)		(24,771)	24,255
Adjustment and settlement of debt conversion feature classified as temporary equity	1,446		1,446
Net income	62,818				62,818
Foreign currency translation adjustment	(156)	[1],[2]				(156)	[3]
BALANCE at Sep. 30, 2014	48,126		470,157	(997,697)	576,589	(923)
BALANCE (in shares) at Sep. 30, 2014	18,894,926
BALANCE at Jun. 30, 2014	96,798		479,494	(941,167)	558,699	(228)
BALANCE (in shares) at Jun. 30, 2014			19,865,273
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Proceeds from exercise of stock options, net (in shares)			3,912
Proceeds from exercise of stock options, net	153		153
Adjustments related to tax withholding for share-based compensation (in shares)			(3,737)
Adjustments related to tax withholding for share-based compensation	(212)		(212)
Share-based payments expense (in shares)			(33,496)
Share-based payments expense	3,249		3,249
Excess tax benefit on share-based compensation expense	1,167		1,167
Repurchases of common stock (in shares)			(1,185,970)
Repurchases of common stock	(70,587)			(70,587)
Conversion of debt, issuance of common stock (shares)			248,944
Conversion of callable convertible debt, net of tax	200		(13,857)	14,057
Adjustment and settlement of debt conversion feature classified as temporary equity	163		163
Net income	17,890				17,890
Foreign currency translation adjustment	(695)	[1],[2]				(695)	[4]
BALANCE at Sep. 30, 2014	$ 48,126		$ 470,157	$ (997,697)	$ 576,589	$ (923)
BALANCE (in shares) at Sep. 30, 2014	18,894,926

[1] Foreign currency translation adjustment had no tax effect for the three and nine months ended September 30, 2014 and 2013, respectively.

[2] Foreign currency translation adjustment had no tax effect in 2014.

[3] Foreign currency translation adjustment has no tax effect for the nine months ended September 30, 2014.

[4] Foreign currency translation adjustment has no tax effect for the three months ended September 30, 2014.

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Equity Method Investments and Related Party Transactions (Narrative) (Details) (Redbox Instant By Verizon [Member], USD $)	1 Months Ended	9 Months Ended	12 Months Ended		33 Months Ended
	Feb. 29, 2012	Sep. 30, 2014	Dec. 31, 2013	Dec. 31, 2012	Sep. 30, 2014
Redbox Instant By Verizon [Member]
Schedule of Equity Method Investments [Line Items]
Ownership Percentage	35.00%	35.00%			35.00%
Payments to Acquire Interest in Joint Venture	$ 14,000,000	$ 24,500,000	$ 28,000,000	$ 24,500,000	$ 77,000,000
Capital contribution to maintain certain ownership percentage	450,000,000
Ownership interest dilution cannot be below	10.00%
Due from related parties		$ 4,400,000	$ 5,900,000		$ 4,400,000

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Debt and Other Long-Term Liabilities (Tables)

9 Months Ended

Sep. 30, 2014

Long-term Debt, Unclassified [Abstract]

Schedule of Debt and Other Long Term Liabilities [Table Text Block]

	Debt														Other Liabilities							Total
	Senior Notes						Credit Facility					Total Debt			Capital Lease Obligations			Asset retirement obligations		Other long-term liabilities
Dollars in thousands	Senior Unsecured Notes due 2019			Senior Unsecured Notes due 2021			Term Loans			Revolving Line of Credit
As of September 30, 2014:
Principal	$	350,000		$	300,000		$	148,125		$	210,000	$	1,008,125
Discount	(4,551		)	(4,313		)	(354		)	—		(9,218		)
Total	345,449			295,687			147,771			$	210,000	998,907			$	18,051		$	13,466	$	12,974	$	1,043,398
Less: current portion	—			—			(8,445		)	—		(8,445		)	(12,150		)	—		—		(20,595		)
Total long-term portion	$	345,449		$	295,687		$	139,326		$	210,000	$	990,462		$	5,901		$	13,466	$	12,974	$	1,022,803
Unamortized deferred financing fees(1)	$	688		$	1,425		$	—		$	3,132	$	5,245									$	5,245

⁽¹⁾Deferred financing fees are recorded in other long-term assets in our Consolidated Balance Sheets and are amortized on a straight line basis over the life of the related loan.

	Debt														Other Liabilities								Total
	Senior Unsecured Notes due 2019			Credit Facility					Convertible Notes			Total Debt			Capital Lease Obligations			Asset retirement obligations		Other long-term liabilities
Dollars in thousands				Term Loans			Revolving Line of Credit
As of December 31, 2013:
Principal	$	350,000		$	344,375		$	—	$	51,148		$	745,523
Discount	(5,317		)	—			—		(1,446		)	(6,763		)
Total	344,683			344,375			$	—	49,702			738,760			$	21,361		$	13,086	$	12,085		$	785,292
Less: current portion	—			(42,187		)	—		(49,702		)	(91,889		)	(11,997		)	—		(3		)	(103,889		)
Total long-term portion	$	344,683		$	302,188		$	—	$	—		$	646,871		$	9,364		$	13,086	$	12,082		$	681,403
Unamortized deferred financing fees(1)	$	832		$	1,259		$	2,749	$	186		$	5,026										$	5,026

⁽¹⁾Deferred financing fees are recorded in other long-term assets in our Consolidated Balance Sheets and are amortized on a straight line basis over the life of the related loan.

Interest Income and Interest Expense Disclosure [Table Text Block]

Interest Expense

Dollars in thousands	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2014		2013			2014		2013
Cash interest expense	$	11,517	$	7,304		$	29,646	$	17,716
Non-cash interest expense:
Amortization of debt discount	616		804			2,171		3,876
Amortization of deferred financing fees	285		366			1,252		1,341
Other	—		(54		)	—		(548		)
Total non-cash interest expense	901		1,116			3,423		4,669
Total cash and non-cash interest expense	12,418		8,420			33,069		22,385
Loss from early extinguishment of debt	55		1			2,018		5,950
Total interest expense	$	12,473	$	8,421		$	35,087	$	28,335

Schedule of Maturities of Long-term Debt [Table Text Block]

The Amended and Restated Credit Agreement requires principal amortization payments under the Term Loan as follows:

Dollars in thousands	Repayment Amount
Remainder of 2014	$	1,875
2015	9,376
2016	13,126
2017	15,000
2018	18,750
2019	89,998
Total	$	148,125

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Repurchases of Common Stock (Summary of Stock Repurchases During the Year) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2014
Class of Stock Disclosures [Abstract]
Repurchase of common stock	$ (70,587)	$ (545,156)

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Business Segments and Enterprise-Wide Information

9 Months Ended

Sep. 30, 2014

Segment Reporting [Abstract]

Business Segments and Enterprise-Wide Information [Text Block]

Note 15: Business Segments and Enterprise-Wide Information

Management, including our chief operating decision maker, who is our CEO, evaluates the performances of our business segments primarily on segment revenue and segment operating income before depreciation, amortization and other, and share-based compensation granted to executives, non-employee directors and employees (“segment operating income”). Segment operating income contains internally allocated costs of our shared service support functions, including but not limited to, corporate executive management, business development, sales, finance, legal, human resources, information technology and risk management. We also review depreciation and amortization allocated to each segment. Share-based payments expense related to share-based compensation granted to executives, non-employee directors and employees and expense related to the rights to receive cash issued in connection with our acquisition of ecoATM are not allocated to our segments and are included in the corporate unallocated column in the analysis and reconciliation below; however, share-based payments expense related to our content arrangements with certain movie studios has been allocated to our Redbox segment and is included within direct operating expenses. Our performance evaluation does not include segment assets.

On July 23, 2013, we completed the acquisition of ecoATM. Prior to July 23, 2013 we held a non-controlling equity interest in ecoATM and reported our share of ecoATM's operating results in loss from equity method investments in our Consolidated Statements of Comprehensive Income. Subsequent to our acquisition of ecoATM on July 23, 2013, the assets acquired and liabilities assumed, as well as the results of operations, with the exception of expense for rights to receive cash which are unallocated corporate expenses, are included in our New Ventures segment as our chief operating decision maker reviews the results in aggregate with other new ventures concepts.

During the year ended December 31, 2013, we discontinued the Rubi, Crisp Market, Orango and Star Studio concepts and accordingly their results of operations were reclassified from the New Ventures segment to Loss from discontinued operations, net of tax in our Consolidated Statements of Comprehensive Income for all periods presented. See Note 13: Discontinued Operationsfor further information.

Our analysis and reconciliation of our segment information to the consolidated financial statements that follows covers our results of operations, which consists of our Redbox, Coinstar and New Ventures segments. Unallocated general and administrative expenses relate to share-based compensation and expense related to the rights to receive cash issued in connection with our acquisition of ecoATM.

Dollars in thousands
Three Months Ended September 30, 2014	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	438,048		$	85,074		$	29,742		$	—		$	552,864
Expenses:
Direct operating	312,792			42,428			26,988			1,903			384,111
Marketing	6,038			1,834			1,212			678			9,762
Research and development	15			64			2,088			832			2,999
General and administrative	33,527			7,313			3,885			3,139			47,864
Segment operating income (loss)	85,676			33,435			(4,431		)	(6,552		)	108,128
Less: depreciation, amortization and other	(38,207		)	(8,989		)	(4,371		)	—			(51,567		)
Operating income (loss)	47,469			24,446			(8,802		)	(6,552		)	56,561
Loss from equity method investments, net	—			—			—			(11,352		)	(11,352		)
Interest expense, net	—			—			—			(12,463		)	(12,463		)
Other, net	—			—			—			(3,015		)	(3,015		)
Income (loss) from continuing operations before income taxes	$	47,469		$	24,446		$	(8,802	)	$	(33,382	)	$	29,731

Dollars in thousands
Three Months Ended September 30, 2013	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	491,694		$	79,611		$	15,234		$	—		$	586,539
Expenses:
Direct operating	350,759			41,833			12,114			1,267			405,973
Marketing	5,883			1,352			421			739			8,395
Research and development	69			1,428			1,358			655			3,510
General and administrative	44,017			7,349			6,692			2,973			61,031
Segment operating income (loss)	90,966			27,649			(5,351		)	(5,634		)	107,630
Less: depreciation, amortization and other	(41,478		)	(8,539		)	(2,419		)	—			(52,436		)
Operating income (loss)	49,488			19,110			(7,770		)	(5,634		)	55,194
Income from equity method investments, net	—			—			—			57,934			57,934
Interest expense, net	—			—			—			(8,402		)	(8,402		)
Other, net	—			—			—			(2,402		)	(2,402		)
Income (loss) from continuing operations before income taxes	$	49,488		$	19,110		$	(7,770	)	$	41,496		$	102,324

Dollars in thousands
Nine Months Ended September 30, 2014	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	1,399,185		$	233,707		$	69,511		$	—		$	1,702,403
Expenses:
Direct operating	1,003,097			120,354			66,150			5,214			1,194,815
Marketing	17,282			4,397			3,188			2,275			27,142
Research and development	41			486			6,570			2,788			9,885
General and administrative	106,658			21,502			11,822			9,847			149,829
Segment operating income (loss)	272,107			86,968			(18,219		)	(20,124		)	320,732
Less: depreciation, amortization and other	(118,928		)	(26,473		)	(12,136		)	—			(157,537		)
Operating income (loss)	153,179			60,495			(30,355		)	(20,124		)	163,195
Loss from equity method investments, net	—			—			—			(31,261		)	(31,261		)
Interest expense, net	—			—			—			(35,037		)	(35,037		)
Other, net	—			—			—			(1,857		)	(1,857		)
Income (loss) from continuing operations before income taxes	$	153,179		$	60,495		$	(30,355	)	$	(88,279	)	$	95,040

Dollars in thousands
Nine Months Ended September 30, 2013	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	1,478,132		$	219,520		$	15,244		$	—		$	1,712,896
Expenses:
Direct operating	1,040,706			119,290			12,848			1,974			1,174,818
Marketing	18,057			3,357			596			893			22,903
Research and development	73			5,107			2,155			836			8,171
General and administrative	128,963			20,077			11,611			8,135			168,786
Segment operating income (loss)	290,333			71,689			(11,966		)	(11,838		)	338,218
Less: depreciation, amortization and other	(122,219		)	(25,493		)	(2,529		)	—			(150,241		)
Operating income (loss)	168,114			46,196			(14,495		)	(11,838		)	187,977
Income from equity method investments, net	—			—			—			41,280			41,280
Interest expense, net	—			—			—			(25,953		)	(25,953		)
Other, net	—			—			—			(3,323		)	(3,323		)
Income (loss) from continuing operations before income taxes	$	168,114		$	46,196		$	(14,495	)	$	166		$	199,981

Significant Retailer Relationships

Our Redbox and Coinstar kiosks are primarily located within retailers. The following retailers accounted for 10% or more of our consolidated revenue:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2014		2013		2014		2013
Wal-Mart Stores Inc.	15.4	%	14.9	%	15.3	%	15.1	%
Walgreen Co.	13.2	%	14.3	%	13.7	%	14.7	%
The Kroger Company	9.8	%	9.8	%	9.8	%	10.0	%

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Repurchases of Common Stock (Tables)

9 Months Ended

Sep. 30, 2014

Class of Stock Disclosures [Abstract]

Schedule of Treasury Stock by Class [Table Text Block]

The following table presents a summary of our authorized stock repurchase balance:

Dollars in thousands	Board Authorization
Authorized repurchase - as of January 1, 2014 (1)	$	201,291
Additional board authorization (1)	500,000
Proceeds from the exercise of stock options	2,943
Repurchase of common stock from open market	(170,582		)
Repurchase from tender offer (2)	(370,789		)
Authorized repurchase - as of September 30, 2014 (1)	$	162,863

(1) In addition to these amounts, the repurchase program approved by our Board of Directors allows for the use of cash proceeds received from the exercise of stock options by our officers, directors, and employees.

(2) Excludes expenses of $3.8 million associated with the tender offer.

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Commitments and Contingencies

9 Months Ended

Sep. 30, 2014

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies [Text Block]

Note 17: Commitments and Contingencies

Purchase commitments

Pursuant to the manufacturing and services agreement entered into as part of the NCR Asset Acquisition, Outerwall, Redbox or an affiliate were committed to purchase goods and services from NCR for a period of five years from June 22, 2012. At the end of the five-year period, if the aggregate amount paid in margin to NCR for goods and services delivered were to equal less than $25.0 million, Outerwall was to pay NCR the difference between such aggregate amount and $25.0 million. We made purchases in the nine months ended September 30, 2014 and 2013 that reduced this commitment by $2.1 million and $6.0 million, respectively. As of September 30, 2014, our remaining commitment is $15.8 million under this arrangement.

Content License Agreements

On June 27, 2014 Sony notified us of their intent to extend our existing content license agreement with them. This will extend the license period through September 30, 2015 and require us to issue 25,000 shares of additional restricted stock to Sony during the fourth quarter of 2014 which will vest immediately. See Note 11: Share-Based Payments for more information about our share-based payments for content arrangements. As of September 30, 2014, after accounting for this extension, our commitment to purchase content from Sony was approximately $162.8 million.

On September 26, 2014, Universal Studios Home Entertainment LLC exercised its option to extend the term of the revenue sharing license agreement between Redbox and Universal through December 31, 2015. As of September 30, 2014, after accounting for this extension, our commitment to purchase content from Universal was approximately $140.6 million.

Letters of Credit

As of September 30, 2014, we had six irrevocable standby letters of credit that totaled $6.4 million. These standby letters of credit, which expire at various times through September 2015, are used to collateralize certain obligations to third parties. As of September 30, 2014, no amounts were outstanding under these standby letter of credit agreements.

Legal Matters

In October 2009, an Illinois resident, Laurie Piechur, individually and on behalf of all others similarly situated, filed a putative class action complaint against our Redbox subsidiary in the Circuit Court for the Twentieth Judicial Circuit, St. Clair County, Illinois. The plaintiff alleged that, among other things, Redbox charges consumers illegal and excessive late fees in violation of the Illinois Consumer Fraud and Deceptive Business Practices Act, and that Redbox's rental terms violate the Illinois Rental Purchase Agreement Act or the Illinois Automatic Contract Renewal Act and the plaintiff is seeking monetary damages and other relief. In November 2009, Redbox removed the case to the U.S. District Court for the Southern District of Illinois. In February 2010, the District Court remanded the case to the Circuit Court for the Twentieth Judicial Circuit, St. Clair County, Illinois. In May 2010, the court denied Redbox's motion to dismiss the plaintiff's complaint. In November 2011, the plaintiff moved for class certification, and Redbox moved for summary judgment. The court denied Redbox's motion for summary judgment in February 2012. The plaintiff filed an amended complaint on April 19, 2012, and an amended motion for class certification on June 5, 2012. The court denied Redbox's motion to dismiss the amended complaint. The amended class certification motion was briefed and argued. At the hearing on plaintiff's amended motion for class certification, the plaintiff dismissed all claims but two and is pursuing only her claims under the Illinois Rental Purchase Agreement Act and the Illinois Automatic Contract Renewal Act. On May 21, 2013, the court denied plaintiff's amended class action motion. On January 29, 2014, the Illinois Supreme Court denied plaintiff’s petition for leave to appeal the trial court’s denial of class certification. Redbox has moved to dismiss all remaining claims on mootness grounds. The motion is fully briefed, and is tentatively scheduled to be argued on November 12, 2014. We believe that the claims against us are without merit and intend to defend ourselves vigorously in this matter. Currently, no accrual has been established as it was not possible to estimate the possible loss or range of loss because this matter had not advanced to a stage where we could make any such estimate.

In March 2011, a California resident, Blake Boesky, individually and on behalf of all others similarly situated, filed a putative class action complaint against our Redbox subsidiary in the U.S. District Court for the Northern District of Illinois. The plaintiff alleges that Redbox retains personally identifiable information of consumers for a time period in excess of that allowed under the Video Privacy Protection Act, 18 U.S.C. §§ 2710, et seq. A substantially similar complaint was filed in the same court in March 2011 by an Illinois resident, Kevin Sterk. Since the filing of the complaint, Blake Boesky has been replaced by a different named plaintiff, Jiah Chung, and an amended complaint has been filed alleging disclosures of personally identifiable information, in addition to plaintiffs' claims of retention of such information. Plaintiffs are seeking statutory damages, injunctive relief, attorneys' fees, costs of suit, and interest. The court has consolidated the cases. The court denied Redbox's motion to dismiss the plaintiffs' claims upon interlocutory appeal. The U.S. Court of Appeals for the Seventh Circuit reversed the district court's denial of Redbox's motion to dismiss plaintiff's claims involving retention of information, holding that the plaintiffs could not maintain a suit for damages under this theory. On April 25, 2012, the plaintiffs amended their complaint to add claims under the Stored Communications Act, 18 U.S.C. § 2707, and for breach of contract. On May 9, 2012, Redbox moved to dismiss the amended complaint. On July 23, 2012, the court dismissed the added retention claims, except to the extent that plaintiffs seek injunctive, non-monetary relief. On August 16, 2013, the court granted summary judgment in Redbox's favor on all remaining claims, and entered a final judgment for Redbox. On September 16, 2013, plaintiff filed a notice of appeal. The appeal was fully briefed as of July 1, 2014, and argument occurred on September 26, 2014.  The appellate court has not scheduled a date for argument. We believe that the claims against us are without merit and intend to defend ourselves vigorously in this matter. Currently, no accrual has been established as it is not possible to estimate the possible loss or range of loss because this matter had not advanced to a stage where we could make any such estimate.

Other Contingencies

During the three months ended March 31, 2013, we resolved a previously disclosed loss contingency related to a supply agreement and recorded a benefit of $11.4 million in the direct operating line item in our Consolidated Statements of Comprehensive Income.

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Share-Based Payments (Schedule Of Information Regarding Share-Based Payments) (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based payments expense	$ 3,249	$ 2,774	$ 10,093	$ 11,454
Tax benefit on share-based compensation expense	1,246	1,040	3,873	4,329
Per share weighted average grant date fair value of restricted stock granted			$ 71.66
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based payments expense	163	348	619	1,246
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based payments expense	3,115	2,986	9,472	8,292
Content Arrangements [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based payments expense	$ (29)	$ (560)	$ 2	$ 1,916

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Consolidated Statements Of Cash Flows (USD $)	3 Months Ended				9 Months Ended
	Sep. 30, 2014		Sep. 30, 2013		Sep. 30, 2014		Sep. 30, 2013
Operating Activities:
Net income	$ 17,890,000		$ 82,656,000		$ 62,818,000		$ 152,117,000
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other	47,898,000		49,664,000		146,156,000		144,173,000
Amortization of intangible assets	3,671,000		3,191,000		11,366,000		7,085,000
Share-based payments expense	3,249,000		2,774,000		10,093,000		11,454,000
Windfall excess tax benefits related to share-based payments	(35,000)		(318,000)		(1,988,000)		(3,347,000)
Deferred income taxes	(2,404,000)		24,813,000		(17,408,000)		(12,098,000)
Impairment expense	0		2,586,000		0		5,262,000
Loss (income) from equity method investments, net	11,352,000		(57,934,000)		31,261,000		(41,280,000)
Amortization of deferred financing fees and debt discount	901,000		1,158,000		3,423,000		5,205,000
Loss from early extinguishment of debt	55,000		1,000		2,018,000		5,950,000
Other	(313,000)		2,831,000		(1,477,000)		1,020,000
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net	12,133,000		2,344,000		17,464,000		(306,000)
Content library	1,314,000		4,534,000		48,800,000		9,446,000
Prepaid expenses and other current assets	1,044,000		(20,845,000)		23,047,000		(31,456,000)
Other assets	611,000		(633,000)		1,647,000		269,000
Accounts payable	(26,011,000)		(14,722,000)		(97,006,000)		(70,180,000)
Accrued payable to retailers	(21,099,000)		(9,368,000)		(27,822,000)		(9,641,000)
Other accrued liabilities	(629,000)		(11,789,000)		(5,345,000)		(26,552,000)
Net cash flows from operating activities	49,627,000	[1]	60,943,000	[1]	207,047,000	[1]	147,121,000	[1]
Investing Activities:
Purchases of property and equipment	(19,295,000)		(39,102,000)		(72,311,000)		(123,346,000)
Proceeds from sale of property and equipment	42,000		56,000		1,835,000		12,888,000
Sales of short term investments	0		10,000,000		0		0
Acquisition of ecoATM, net of cash acquired	0		244,036,000		0		244,036,000
Receipt of note receivable principal	0		0		0		95,000
Cash paid for equity investments	(14,000,000)		(14,000,000)		(24,500,000)		(28,000,000)
Net cash flows used in investing activities	(33,253,000)	[1]	(287,082,000)	[1]	(94,976,000)	[1]	(382,399,000)	[1]
Financing Activities:
Proceeds from issuance of senior unsecured notes	0		0		295,500,000		343,769,000
Proceeds from new borrowing on Credit Facility	130,000,000		150,000,000		635,000,000		150,000,000
Principal payments on Credit Facility	(86,875,000)		(54,376,000)		(621,250,000)		(60,938,000)
Financing costs associated with Credit Facility and senior unsecured notes	(824,000)	[2]	0		(2,906,000)	[2]	(444,000)
Settlement and conversion of convertible debt	(33,425,000)		(30,000)		(51,149,000)		(169,664,000)
Repurchases of common stock	(70,598,000)	[3]	(23,616,000)		(545,078,000)	[3]	(95,004,000)
Principal payments on capital lease obligations and other debt	(3,516,000)		(3,373,000)		(10,597,000)		(10,824,000)
Windfall excess tax benefits related to share-based payments	35,000		318,000		1,988,000		3,347,000
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options	(59,000)		1,018,000		(1,084,000)		7,763,000
Net cash flows from (used in) financing activities	(65,262,000)	[1]	69,941,000	[1]	(299,576,000)	[1]	168,005,000	[1]
Effect of exchange rate changes on cash	563,000		1,183,000		969,000		(391,000)
Decrease in cash and cash equivalents	(48,325,000)		(155,015,000)		(186,536,000)		(67,664,000)
Cash and cash equivalents:
Beginning of period	233,226,000		370,245,000		371,437,000		282,894,000
End of period	184,901,000		215,230,000		184,901,000		215,230,000
Supplemental disclosure of cash flow information:
Cash paid during the period for interest	12,614,000		13,284,000		29,824,000		19,194,000
Cash paid during the period for income taxes, net	14,594,000		9,999,000		23,783,000		54,997,000
Supplemental disclosure of non-cash investing and financing activities:
Purchases of property and equipment financed by capital lease obligations	1,901,000		1,128,000		7,414,000		6,743,000
Purchases of property and equipment included in ending accounts payable	5,869,000		8,188,000		5,869,000		8,188,000
Non-cash gain included in equity investments	0		68,376,000		0		68,376,000
Common stock issued on conversion of callable convertible debt, net of tax	14,057,000		14,000		24,255,000		14,292,000
Non-cash debt issue costs	0		0		4,500,000	[2]	6,231,000
Additional cash flow information
Debt Instrument, Unamortized Discount	9,218,000				9,218,000
Principal	1,008,125,000				1,008,125,000
Payments of Financing Costs	824,000	[2]	0		2,906,000	[2]	444,000
Debt discount	800,000				800,000
Repurchases of common stock	(70,587,000)				(545,156,000)
Accrued Professional Fees	$ 100,000				$ 100,000

[1] During 2013, we discontinued four ventures previously included in our New Ventures operating segment, Orango, Rubi, Crisp Market, and Star Studio. Cash flows from these discontinued operations are not segregated from cash flows from continuing operations in all periods presented because they were not material.

[2] Total financing costs associated with the Credit Facility and senior unsecured notes issued in the second quarter of 2014 were $8.2 million composed of non-cash debt issue costs of $4.5 million recorded as debt discount associated with our issuance of $300.0 million senior unsecured notes due 2021, $1.5 million in deferred financing fees associated with the senior unsecured notes, and $2.2 million in deferred financing fees associated with the refinancing of our credit facility. The cash payments for financing costs associated with the Credit Facility and senior unsecured notes during the three and nine months ended September 30, 2014 were $0.8 million and $2.9 million, respectively. The remaining accrued balance of the total financing cost as of September 30, 2014 was $0.8 million.

[3] The total cost of repurchases of common stock during the three and nine months ended September 30, 2014 was $70.6 million and $545.2 million, respectively, which includes $3.8 million in fees and expenses relating to the tender offer recorded as part of the cost of treasury stock in our Consolidated Balance Sheets. The cash payments for the tender offer fees during the three and nine months ended September 30, 2014 was $0.01 million and $3.7 million, respectively. The remaining accrued balance of the tender offer fees as of September 30, 2014 is $0.1 million.

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Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Statement of Financial Position [Abstract]
Accounts receivable, allowances	$ 1,700	$ 1,826
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	60,000,000	60,000,000
Common stock, shares issued	36,593,850	36,356,357
Common stock, shares outstanding	18,894,926	26,150,900

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Repurchases of Common Stock

9 Months Ended

Sep. 30, 2014

Class of Stock Disclosures [Abstract]

Repurchases Of Common Stock [Text Block]

Note 10: Repurchases of Common Stock

Board Authorization

On January 30, 2014, our Board of Directors approved an additional stock repurchase program of up to $500.0 million of our common stock plus the cash proceeds received from the exercise of stock options by our officers, directors, and employees. The Board also authorized a tender offer for up to $350.0 million with the option to increase the tender by up to 2% of outstanding shares.

Repurchases

In the nine months endedSeptember 30, 2014, we repurchased a total of 7,925,227 shares of our common stock, via open market repurchases and a tender offer, with an average price per share of $68.31 for $541.4 million, excluding fees and expenses associated with the tender offer. Of these shares, 2,633,526 were repurchased from the open market with an average price of $64.77 per share for $170.6 million. In addition, as part of a tender offer which expired on March 7, 2014, we accepted for payment an aggregate of 5,291,701 shares of our common stock at a final purchase price of $70.07 per share, for an aggregate cost of $370.8 million, excluding fees and expenses which totaled $3.8 million. All shares repurchased were recorded as treasury shares and made in accordance with current share repurchase authorizations of the Board. Fees associated with the tender offer were recorded as part of the cost of treasury stock in our Consolidated Balance Sheets.

The following table presents a summary of our authorized stock repurchase balance:

Dollars in thousands	Board Authorization
Authorized repurchase - as of January 1, 2014 (1)	$	201,291
Additional board authorization (1)	500,000
Proceeds from the exercise of stock options	2,943
Repurchase of common stock from open market	(170,582		)
Repurchase from tender offer (2)	(370,789		)
Authorized repurchase - as of September 30, 2014 (1)	$	162,863

(1) In addition to these amounts, the repurchase program approved by our Board of Directors allows for the use of cash proceeds received from the exercise of stock options by our officers, directors, and employees.

(2) Excludes expenses of $3.8 million associated with the tender offer.

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Document And Entity Information	9 Months Ended
	Sep. 30, 2014	Oct. 24, 2014
Document And Entity Information [Abstract]
Document Type	10-Q
Document Period End Date	Sep. 30, 2014
Amendment Flag	false
Entity Registrant Name	OUTERWALL INC
Entity Central Index Key	0000941604
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q3
Entity Common Stock, Shares Outstanding		18,914,132

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Share-Based Payments

9 Months Ended

Sep. 30, 2014

Share-based Compensation [Abstract]

Share-Based Payments [Text Block]

Note 11: Share-Based Payments

We currently grant share-based awards to our employees, non-employee directors and consultants under our 2011 Incentive Plan (the “Plan”). The Plan permits the granting of stock options, restricted stock, restricted stock units, and performance-based restricted stock.

Certain information regarding our share-based payments is as follows:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
Dollars in thousands	2014			2013			2014		2013
Share-based payments expense:
Share-based compensation - stock options	$	163		$	348		$	619	$	1,246
Share-based compensation - restricted stock	3,115			2,986			9,472		8,292
Share-based payments for content arrangements	(29		)	(560		)	2		1,916
Total share-based payments expense	$	3,249		$	2,774		$	10,093	$	11,454
Tax benefit on share-based payments expense	$	1,246		$	1,040		$	3,873	$	4,329

	September 30, 2014
Dollars in thousands	Unrecognized Share-Based Payments Expense		Weighted-Average Remaining Life
Unrecognized share-based payments expense:
Share-based compensation - stock options	$	1,004	2.0 years
Share-based compensation - restricted stock	23,586		2.4 years
Share-based payments for content arrangements	157		0.3 years
Total unrecognized share-based payments expense	$	24,747

Share-Based Compensation

Stock options

Shares of common stock are issued upon exercise of stock options. The following table presents a summary of stock option activity for 2014:

Shares in thousands	Options		Weighted Average Exercise Price
Outstanding, December 31, 2013	248		$	45.72
Granted	—		$	—
Exercised	(88	)	$	33.52
Canceled, expired, or forfeited	(17	)	$	52.04
Outstanding, September 30, 2014	143		$	52.44

Certain information regarding stock options outstanding as of September 30, 2014, is as follows:

	Options
Shares and intrinsic value in thousands	Outstanding		Exercisable
Number	143		74
Weighted average per share exercise price	$	52.44	$	51.42
Aggregate intrinsic value	$	605	$	412
Weighted average remaining contractual term (in years)	7.05		6.15

Restricted stock and performance based restricted stock awards

Restricted stock awards are granted to eligible employees, including executives, and non-employee directors. Awards granted to employees and executives vest annually in equal installments over four years. Non-employee director awards vest one year after the grant date. Performance-based restricted stock awards are granted to executives only, with established performance criteria approved by the Compensation Committee of the Board of Directors. The fair value of non-performance-based awards is based on the market price on the grant date and is recognized on a straight-line basis over the vesting period.

Awards of performance-based restricted stock made prior to 2013, once earned, vest in equal installments over three years from the date of grant. Awards of performance-based restricted stock made in and subsequent to 2013, once earned, vest in two installments over three years from the date of grant (65% of the award vests two years from the date of grant and the remaining 35% of the award vests three years from the date of grant). The restricted shares require no payment from the grantee. The fair value of performance-based awards is based on achieving specific performance conditions and is recognized over the vesting period.

The following table presents a summary of restricted stock award activity for 2014:

Shares in thousands	Restricted Stock Awards		Weighted Average Grant Date Fair Value
Non-vested, December 31, 2013	597		$	52.58
Granted	334		$	71.66
Vested	(178	)	$	50.30
Forfeited	(127	)	$	58.93
Non-vested, September 30, 2014	626		$	62.12

Share-Based Payments for Content Arrangements

We have granted restricted stock as part of content license agreements with certain movie studios. The expense related to these agreements is included within direct operating expenses in our Consolidated Statements of Comprehensive Income and is adjusted based on the number of unvested shares and market price of our common stock each reporting period. No restricted stock was granted for content arrangements during the nine months endedSeptember 30, 2014. See Note 17: Commitments and Contingencies for more information on changes in commitments to issue restricted stock for content license agreements.

Information related to the shares of restricted stock granted as part of these agreements as of September 30, 2014, is as follows:

Whole shares	Granted	Vested	Unvested	Remaining Vesting Period
Sony	193,348	193,348	—	0.0 years
Paramount	300,000	255,000	45,000	0.3 years
Total	493,348	448,348	45,000

Rights to Receive Cash

As a part of the acquisition of ecoATM, we issued replacement awards for unvested restricted stock and options in ecoATM with rights to receive cash equal to the per share merger consideration for restricted stock and net of the exercise price for options. The replacement awards vest in accordance with the terms of the original replaced award. The fair value of the original and replacement awards amounted to $32.1 million, of which $1.4 million was attributed to pre-combination services rendered and included in the calculation of total consideration transferred. The replacement awards are considered liability classified as they represent rights to receive cash. Expense associated with the post-combination awards will be recognized net of forfeitures, and cash payments will be made, in accordance with the awards' vesting schedule, generally on a monthly basis. We recognized $10.0 million in expense associated with the issuance of rights to receive cash for the nine months endedSeptember 30, 2014. The expected future recognition of expense associated with the rights to receive cash as of September 30, 2014 is as follows:

Dollars in thousands	Expected Expense
Remainder of 2014	$	3,218
2015	4,631
2016	3,771
2017	516
Remaining total expected expense	$	12,136

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Earnings Per Share (Details) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Earnings Per Share Diluted [Line Items]
Weighted average shares used for basic EPS	18,798	27,244	20,792	27,391
Dilutive effect of stock options and other share-based awards	179	351	273	439
Dilutive effect of convertible debt	170	421	307	752
Weighted average shares used for diluted EPS	19,147	28,016	21,372	28,582
Stock options and share-based awards [Member]
Earnings Per Share Diluted [Line Items]
Stock options and share-based awards not included in diluted EPS calculation because their effect would be antidilutive	226	19	16	67

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Subsequent Events (Details) (USD $)	3 Months Ended		9 Months Ended		1 Months Ended	9 Months Ended	12 Months Ended		33 Months Ended	23 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013	Feb. 29, 2012 Redbox Instant By Verizon [Member]	Sep. 30, 2014 Redbox Instant By Verizon [Member]	Dec. 31, 2013 Redbox Instant By Verizon [Member]	Dec. 31, 2012 Redbox Instant By Verizon [Member]	Sep. 30, 2014 Redbox Instant By Verizon [Member]	Sep. 30, 2016 Content Arrangements [Member] Lionsgate [Member] Subsequent Event [Member]
Subsequent Event [Line Items]
Income tax benefit (expense)	$ (11,841,000)	$ (15,529,000)	$ (31,454,000)	$ (34,766,000)		$ 29,900,000
Settlement Assets, Current						16,800,000			16,800,000
Payments to Acquire Interest in Joint Venture					14,000,000	24,500,000	28,000,000	24,500,000	77,000,000
Cash receipts, Joint Venture									70,500,000
Long-term Purchase Commitment, Amount										$ 111,600,000

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Consolidated Statements Of Comprehensive Income (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended				9 Months Ended
	Sep. 30, 2014		Sep. 30, 2013		Sep. 30, 2014		Sep. 30, 2013
Statement of Comprehensive Income [Abstract]
Revenue	$ 552,864		$ 586,539		$ 1,702,403		$ 1,712,896
Expenses:
Direct operating	384,111	[1]	405,973	[1]	1,194,815	[1]	1,174,818	[1]
Marketing	9,762		8,395		27,142		22,903
Research and development	2,999		3,510		9,885		8,171
General and administrative	47,864		61,031		149,829		168,786
Depreciation and other	47,896		49,245		146,171		143,156
Amortization of intangible assets	3,671		3,191		11,366		7,085
Total expenses	496,303		531,345		1,539,208		1,524,919
Operating income	56,561		55,194		163,195		187,977
Other income (expense), net:
Loss from equity method investments, net	(11,352)		57,934		(31,261)		41,280
Interest expense, net	(12,463)		(8,402)		(35,037)		(25,953)
Other, net	(3,015)		(2,402)		(1,857)		(3,323)
Total other income (expense), net	(26,830)		47,130		(68,155)		12,004
Income from continuing operations before income taxes	29,731		102,324		95,040		199,981
Income tax expense	(11,841)		(15,529)		(31,454)		(34,766)
Income from continuing operations	17,890		86,795		63,586		165,215
Loss from discontinued operations, net of tax	0		(4,139)		(768)		(13,098)
Net income	17,890		82,656		62,818		152,117
Other comprehensive income:
Foreign currency translation adjustment	(695)	[2],[3]	1,852	[2],[4]	(156)	[2],[3]	(304)	[2],[4]
Comprehensive income	$ 17,195		$ 84,508		$ 62,662		$ 151,813
Basic earnings (loss) per share:
Continuing operations (in dollars per share)	$ 0.95		$ 3.19		$ 3.06		$ 6.03
Discontinued operations (in dollars per share)	$ 0.00		$ (0.16)		$ (0.04)		$ (0.48)
Basic earnings per share (in dollars per share)	$ 0.95		$ 3.03		$ 3.02		$ 5.55
Diluted earnings (loss) per share:
Continuing operations (in dollars per share)	$ 0.93		$ 3.10		$ 2.98		$ 5.78
Discontinued operations (in dollars per share)	$ 0.00		$ (0.15)		$ (0.04)		$ (0.46)
Diluted earnings per share (in dollars per share)	$ 0.93		$ 2.95		$ 2.94		$ 5.32
Weighted average shares used in basic per share calculations	18,798		27,244		20,792		27,391
Weighted average shares used in diluted per share calculations	19,147		28,016		21,372		28,582

[1] “Direct operating” excludes depreciation and other of $32.0 million and $96.5 million for the three and nine months ended September 30, 2014, respectively, and $33.0 million and $97.3 million for the three and nine months ended September 30, 2013, respectively.

[2] Foreign currency translation adjustment had no tax effect for the three and nine months ended September 30, 2014 and 2013, respectively.

[3] Foreign currency translation adjustment had no tax effect in 2014.

[4] Foreign currency translation adjustment had no tax effect in 2013.

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Prepaid Expenses and Other Current Assets and Other Accrued Liabilities

9 Months Ended

Sep. 30, 2014

Deferred Costs, Capitalized, Prepaid, and Other Assets and Other Liabilities Disclosure [Abstract]

Prepaid Expenses and Other Current Assets and Other Accrued Liabilities [Text Block]

Note 5: Prepaid Expenses and Other Current Assets and Other Accrued Liabilities

Prepaid expenses and other current assets:

Dollars in thousands	September 30, 2014		December 31, 2013
Income taxes receivable	$	11,611	$	37,466
Spare parts	14,882		18,975
Licenses	8,287		4,568
Electronic devices inventory	6,418		3,529
DVD cases and labels	1,197		2,596
Prepaid rent	1,293		1,302
Other	16,119		16,273
Total prepaid and other current assets	$	59,807	$	84,709

Other accrued liabilities consist of the following:

Dollars in thousands	September 30, 2014		December 31, 2013
Payroll related expenses	$	28,859	$	33,852
Accrued content library expense	21,387		21,602
Business taxes	23,591		22,939
Insurance	13,682		13,379
Professional fees	3,338		930
Service contract provider expenses	6,480		8,134
Deferred rent expense	5,848		5,713
Accrued interest expense	6,833		7,015
Other	19,855		20,563
Total other accrued liabilities	$	129,873	$	134,127

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Cash and Cash Equivalents (Notes)

9 Months Ended

Sep. 30, 2014

Cash and Cash Equivalents [Abstract]

Cash and Cash Equivalents [Text Block]

Note 4: Cash and Cash Equivalents

We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. Our cash and cash equivalents were $184.9 million and $371.4 million at September 30, 2014, and December 31, 2013, respectively. Of this total, cash equivalents were $5.7 million and $65.8 million, respectively, and consisted of money market demand accounts and investment grade fixed income securities such as money market funds, certificate of deposits, and commercial paper. Our cash balances with financial institutions may exceed the deposit insurance limits.

Included in our cash and cash equivalents at September 30, 2014, and December 31, 2013, were $71.7 million and $85.5 million, respectively that we identified for settling our accrued payable to our retailer partners in relation to our Coinstar kiosks.

Separately included in our cash and cash equivalents at September 30, 2014, and December 31, 2013, were $26.0 million and $199.0 million, respectively in cash and cash equivalents held in financial institutions domestically and $13.3 million and $15.2 million, respectively in cash and cash equivalents held in foreign financial institutions.

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Fair Value

9 Months Ended

Sep. 30, 2014

Fair Value Disclosures [Abstract]

Fair Value [Text Block]

Note 16: Fair Value

Fair value is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. To measure fair value, we use a three-tier valuation hierarchy based upon observable and non-observable inputs:

• Level 1: Observable inputs such as quoted prices in active markets for identical assets or liabilities;

• Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly; these include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; or

• Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions.

The factors or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Assets and Liabilities Measured and Reported at Fair Value on a Recurring Basis

The following table presents our financial assets and (liabilities) that are measured and reported at fair value in our Consolidated Balance Sheets on a recurring basis, by level within the fair value hierarchy (in thousands):

Fair Value at September 30, 2014	Level 1		Level 2		Level 3
Money market demand accounts and investment grade fixed income securities	$	5,708	$	—	$	—
Fair Value at December 31, 2013	Level 1		Level 2		Level 3
Money market demand accounts and investment grade fixed income securities	$	65,800	$	—	$	—

Money Market Demand Accounts and Investment Grade Fixed Income Securities

We determine fair value for our money market demand accounts and investment grade fixed income securities based on quoted market prices. The fair value of these assets is included in cash and cash equivalents on our Consolidated Balance Sheets.

Assets and Liabilities Measured and Reported at Fair Value on a Nonrecurring Basis

We recognize or disclose the fair value of certain assets such as non-financial assets, primarily long-lived assets, goodwill, intangible assets and certain other assets in connection with impairment evaluations. All of our nonrecurring valuations use significant unobservable inputs and therefore fall under Level 3 of the fair value hierarchy.

Fair Value of Other Financial Instruments

The carrying value of our term loans approximates their fair value and falls under Level 2 of the fair value hierarchy.

We estimated the fair value of our convertible debt outstanding using a market rate of approximately 6.0% for similar high-yield debt at December 31, 2013. The estimated fair value of our convertible debt was approximately $50.5 million at December 31, 2013, and was determined based on its stated terms, maturing on September 1, 2014, and an annual interest rate of 4.0%. The fair value estimate of our convertible debt falls under Level 3 of the fair value hierarchy. We have reported the carrying value of our convertible debt, face value less the unamortized debt discount, in our Consolidated Balance Sheets.

We estimated the fair value of our senior unsecured notes due 2019 and 2021 outstanding using market rates of approximately 6.0% and 5.875%, respectively, for similar high-yield debt at September 30, 2014. The estimated fair value of our senior unsecured notes due 2019 and 2021 was approximately $350.0 million and $300.0 million, respectively, at September 30, 2014. The estimated fair value of our senior unsecured notes due 2019 was approximately $350.0 million at December 31, 2013. These estimated fair values for our senior unsecured notes due 2019 and 2021 were determined based on their stated terms, maturing on March 15, 2019, and June 15, 2021, respectively, and annual interest rates of 6.0% and 5.875%. The fair value estimate of our senior unsecured notes falls under Level 3 of the fair value hierarchy. We have reported the carrying value, face value less the unamortized debt discount, of our senior unsecured notes, issued at par, in our Consolidated Balance Sheets.

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Restructuring

9 Months Ended

Sep. 30, 2014

Restructuring and Related Activities [Abstract]

Restructuring [Text Block]

Note 12: Restructuring

During the fourth quarter of 2013, as a result of a comprehensive operational review, we committed to a restructuring plan intended to, among other things, better align our cost structure with revenue growth in our core businesses. As part of the plan, we discontinued three concepts in our New Ventures operating segment. Also as part of the restructuring plan, we implemented actions to reduce costs in our continuing operations primarily through workforce reductions across the Company.  The closure of the three ventures and the workforce reductions were substantially complete as of March 31, 2014. See Note 13: Discontinued Operations for further information.

The total amount expected to be incurred in connection with the restructuring, exclusive of asset impairments, and the amount incurred during the nine months ended September 30, 2014 by reportable segment (on an allocated basis) and expense type is as follows:

Dollars in thousands	Total Estimated Expense		Nine Months Ended September 30, 2014		Cumulative as of September 30, 2014
Redbox
Severance	$	4,305	$	535	$	4,305
Coinstar
Severance	748		23		748
Discontinued Operations
Severance	1,026		155		1,026
Other	1,874		435		1,874
Total	$	7,953	$	1,148	$	7,953

A reconciliation of the beginning and ending liability balance by expense type is as follows:

Dollars in thousands	Severance			Other
Beginning Balance - December 31, 2013	$	2,508		$	1,418
Costs charged to expense	713			435
Costs paid or otherwise settled	(3,221		)	(1,853		)
Ending Balance - September 30, 2014	$	—		$	—

The line items in our Consolidated Statements of Comprehensive Income for the nine months ended September 30, 2014 in which the expenses are recorded are as follows:

Dollars in thousands	Severance		Other
Direct Operating	$	410	$	—
General and administrative	148		—
Loss from discontinued operations, net of tax	155		435
Total expense	$	713	$	435

There were no restructuring expenses recorded in the three months ended September 30, 2014.

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Fair Value (Narrative) (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended			9 Months Ended		9 Months Ended
	Sep. 30, 2014 Convertible Notes	Dec. 31, 2013 Convertible Notes	Sep. 30, 2009 Convertible Notes	Sep. 30, 2014 Senior Notes Original Notes [Member]	Mar. 12, 2013 Senior Notes Original Notes [Member]	Sep. 30, 2014 Senior Notes Senior Unsecured Notes due 2021	Jun. 09, 2014 Senior Notes Senior Unsecured Notes due 2021
Fair Value Disclosure [Line Items]
Market discount rate	6.00%			6.00%		5.875%
Convertible debt, fair value		$ 50.5
Interest rate, per year	4.00%		4.00%		6.00%		5.875%
Estimated fair value of senior unsecured notes				$ 350.0		$ 300.0

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Equity Method Investments and Related Party Transactions

9 Months Ended

Sep. 30, 2014

Equity Method Investments and Joint Ventures [Abstract]

Equity Method Investments and Related Party Transactions [Text Block]

Note 8: Equity Method Investments and Related Party Transactions

Redbox Instant^™ by Verizon

In February 2012, Redbox and Verizon Ventures IV LLC (“Verizon”), a wholly owned subsidiary of Verizon Communications Inc., entered into a Limited Liability Company Agreement (the “LLC Agreement”) and related arrangements. The LLC Agreement governs the relationship of the parties with respect to a joint venture, Redbox Instant by Verizon (the “Joint Venture”). Redbox initially acquired a 35.0% ownership interest in the Joint Venture and made an initial capital contribution of $14.0 million in cash in February 2012 subsequent to the formation of the Joint Venture. The Joint Venture board of managers may request each member to make additional capital contributions, on a pro rata basis relative to its respective ownership interest. So long as Redbox contributes its pro rata share of the first $450.0 million of capital contributions to the Joint Venture, Redbox’s interest cannot be diluted below 10.0%. The following table summarizes Redbox's initial cash capital contribution and subsequent cash capital contributions representing its pro-rata share of requests made by the Joint Venture board of managers:

Dollars in thousands	Cash Contributions
2012	$	24,500
2013	28,000
2014	24,500
Total cash capital contributions	$	77,000

On October 19, 2014, the Company and Verizon entered into an agreement whereby we would withdraw from the Joint Venture. See Note 20: Subsequent Events for information regarding the terms of the withdrawal agreement.

Other Equity Method Investments

We make strategic equity investments in external companies that provide automated self-service kiosk solutions. Our equity method investments and ownership percentages as of September 30, 2014, were as follows:

Dollars in thousands	Equity Investment		Ownership Percentage
Joint Venture	$	2,620	35%
SoloHealth, Inc.	1,326		10%
Equity method investments	$	3,946

Our equity method investments are included within other long-term assets on our Consolidated Balance Sheets.

Since we acquired ecoATM on July 23, 2013, the results of ecoATM operations, with the exception of expense for rights to receive cash which are unallocated corporate expenses, are included in our New Ventures segment. See Note 15: Business Segments and Enterprise-Wide Informationfor more information.

Income (Loss) from Equity Method Investments and Summarized Financial Information

Income (loss) from equity method investments within our Consolidated Statements of Comprehensive Income is composed of the following:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
Dollars in thousands	2014			2013			2014			2013
Gain on previously held equity interest on ecoATM	$	—		$	68,376		$	—		$	68,376
Proportionate share of net loss of equity method investees:
Joint Venture	(10,378		)	(8,516		)	(28,339		)	(21,913		)
Other	(224		)	(1,307		)	(672		)	(3,326		)
Total proportionate share of net loss of equity method investees	(10,602		)	(9,823		)	(29,011		)	(25,239		)
Amortization of difference in carrying amount and underlying equity in Joint Venture	(750		)	(619		)	(2,250		)	(1,857		)
Total income (loss) from equity method investments	$	(11,352	)	$	57,934		$	(31,261	)	$	41,280

Our proportional share of the Joint Venture summarized financial information presented in the table below, as provided to us by the Joint Venture, is based on our ownership percentage of 35%:

	Nine Months Ended
Statement of Operations	September 30,
Dollars in thousands	2014		2013
Revenue	$	18,499	$	3,054
Cost of sales and service	36,969		14,021
Net loss and loss from continuing operations	80,994		61,660

Related Party Transactions

At September 30, 2014 and December 31, 2013, included within accounts receivable, net of allowance, on our Consolidated Balance Sheets, was $4.4 million and $5.9 million, respectively, due from the Joint Venture related to costs incurred by Redbox on behalf of the Joint Venture during the normal course of business.

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Debt and Other Long-Term Liabilities (Schedule Of Debt And Other Long-Term Liabilities) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014		Dec. 31, 2013		Sep. 30, 2014 Senior Notes Senior Unsecured Notes due 2019		Dec. 31, 2013 Senior Notes Senior Unsecured Notes due 2019		Sep. 30, 2014 Senior Notes Senior Unsecured Notes due 2021		Jun. 30, 2014 Senior Notes Senior Unsecured Notes due 2021	Dec. 31, 2013 Convertible Notes		Sep. 30, 2014 Term Loans Credit Facility		Dec. 31, 2013 Term Loans Credit Facility		Sep. 30, 2014 Revolving Line of Credit Credit Facility		Dec. 31, 2013 Revolving Line of Credit Credit Facility
Debt
Principal	$ 1,008,125		$ 745,523		$ 350,000		$ 350,000		$ 300,000		$ 300,000	$ 51,148		$ 148,125		$ 344,375		$ 210,000		$ 0
Discount	(9,218)		(6,763)		(4,551)		(5,317)		(4,313)		(4,500)	(1,446)		(354)		0		0		0
Total	998,907		738,760		345,449		344,683		295,687			49,702		147,771		344,375		210,000		0
Less: current portion	(8,445)		(91,889)		0		0		0			(49,702)		(8,445)		(42,187)		0		0
Total long-term portion	990,462		646,871		345,449		344,683		295,687			0		139,326		302,188		210,000		0
Other Liabilities
Capital Lease Obligations	18,051		21,361
Capital Lease Obligations, Current	(12,150)		(11,997)
Capital Lease Obligations, Noncurrent	5,901		9,364
Asset retirement obligations	13,466		13,086
Asset Retirement Obligation, Current	0		0
Asset Retirement Obligations, Noncurrent	13,466		13,086
Other long-term liabilities	12,974		12,085
Other Long-term Liabilities, Current	0		(3)
Other Long-term Liabilities, Noncurrent	12,974		12,082
Long Term Debt And Other Long Term Liabilities	1,043,398		785,292
Current portion of long-term debt and other long-term liabilities	(20,595)		(103,889)
Long Term Debt And Other Liabilities Noncurrent	1,022,803		681,403
Unamortized deferred financing fees	$ 5,245	[1]	$ 5,026	[1]	$ 688	[1]	$ 832	[1]	$ 1,425	[1]		$ 186	[1]	$ 0	[1]	$ 1,259	[1]	$ 3,132	[1]	$ 2,749	[1]

[1] Deferred financing fees are recorded in other long-term assets in our Consolidated Balance Sheets and are amortized on a straight line basis over the life of the related loan.

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Property and Equipment

9 Months Ended

Sep. 30, 2014

Property, Plant and Equipment [Abstract]

Property and Equipment [Text Block]

Note 6: Property and Equipment

Dollars in thousands	September 30, 2014			December 31, 2013
Kiosks and components	$	1,149,520		$	1,105,761
Computers, servers, and software	223,271			226,389
Office furniture and equipment	8,695			7,260
Vehicles	6,264			6,553
Leasehold improvements	23,338			23,198
Property and equipment, at cost	1,411,088			1,369,161
Accumulated depreciation and amortization	(959,742		)	(848,296		)
Property and equipment, net	$	451,346		$	520,865

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Goodwill and Other Intangible Assets

9 Months Ended

Sep. 30, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets [Text Block]

Note 7: Goodwill and Other Intangible Assets

Goodwill

The carrying amount of goodwill was as follows:

Dollars in thousands	September 30, 2014		December 31, 2013
Goodwill	$	559,307	$	559,307

Other Intangible Assets

The gross amount of our other intangible assets and the related accumulated amortization were as follows:

Dollars in thousands	Amortization Period	September 30, 2014			December 31, 2013
Retailer relationships	5 - 10 years	$	53,295		$	53,295
Accumulated amortization		(22,197		)	(17,768		)
Retailer relationships, net		31,098			35,527
Developed technology	5 years	34,000			34,000
Accumulated amortization		(7,933		)	(2,833		)
Developed technology, net		26,067			31,167
Other	1 - 40 years	16,800			16,800
Accumulated amortization		(5,948		)	(4,111		)
Other, net		10,852			12,689
Total intangible assets, net		$	68,017		$	79,383

Amortization expense was as follows:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
Dollars in thousands	2014		2013		2014		2013
Retailer relationships	$	1,358	$	1,568	$	4,429	$	4,713
Developed technology	1,700		1,133		5,100		1,133
Other	613		490		1,837		1,239
Total amortization of intangible assets	$	3,671	$	3,191	$	11,366	$	7,085

Assuming no future impairment, the expected future amortization as of September 30, 2014 is as follows:

Dollars in thousands	Retailer Relationships		Developed Technology		Other		Total
Remainder of 2014	$	1,003	$	1,700	$	612	$	3,315
2015	4,012		6,800		2,419		13,231
2016	4,012		6,800		2,307		13,119
2017	4,012		6,800		2,285		13,097
2018	4,012		3,967		1,664		9,643
2019	4,012		—		801		4,813
Thereafter	10,035		—		764		10,799
Total expected amortization	$	31,098	$	26,067	$	10,852	$	68,017

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Debt and Other Long-Term Liabilities

9 Months Ended

Sep. 30, 2014

Long-term Debt, Unclassified [Abstract]

Debt and Other Long-Term Liabilities [Text Block]

Note 9: Debt and Other Long-Term Liabilities

	Debt														Other Liabilities							Total
	Senior Notes						Credit Facility					Total Debt			Capital Lease Obligations			Asset retirement obligations		Other long-term liabilities
Dollars in thousands	Senior Unsecured Notes due 2019			Senior Unsecured Notes due 2021			Term Loans			Revolving Line of Credit
As of September 30, 2014:
Principal	$	350,000		$	300,000		$	148,125		$	210,000	$	1,008,125
Discount	(4,551		)	(4,313		)	(354		)	—		(9,218		)
Total	345,449			295,687			147,771			$	210,000	998,907			$	18,051		$	13,466	$	12,974	$	1,043,398
Less: current portion	—			—			(8,445		)	—		(8,445		)	(12,150		)	—		—		(20,595		)
Total long-term portion	$	345,449		$	295,687		$	139,326		$	210,000	$	990,462		$	5,901		$	13,466	$	12,974	$	1,022,803
Unamortized deferred financing fees(1)	$	688		$	1,425		$	—		$	3,132	$	5,245									$	5,245

⁽¹⁾Deferred financing fees are recorded in other long-term assets in our Consolidated Balance Sheets and are amortized on a straight line basis over the life of the related loan.

	Debt														Other Liabilities								Total
	Senior Unsecured Notes due 2019			Credit Facility					Convertible Notes			Total Debt			Capital Lease Obligations			Asset retirement obligations		Other long-term liabilities
Dollars in thousands				Term Loans			Revolving Line of Credit
As of December 31, 2013:
Principal	$	350,000		$	344,375		$	—	$	51,148		$	745,523
Discount	(5,317		)	—			—		(1,446		)	(6,763		)
Total	344,683			344,375			$	—	49,702			738,760			$	21,361		$	13,086	$	12,085		$	785,292
Less: current portion	—			(42,187		)	—		(49,702		)	(91,889		)	(11,997		)	—		(3		)	(103,889		)
Total long-term portion	$	344,683		$	302,188		$	—	$	—		$	646,871		$	9,364		$	13,086	$	12,082		$	681,403
Unamortized deferred financing fees(1)	$	832		$	1,259		$	2,749	$	186		$	5,026										$	5,026

⁽¹⁾Deferred financing fees are recorded in other long-term assets in our Consolidated Balance Sheets and are amortized on a straight line basis over the life of the related loan.

Interest Expense

Dollars in thousands	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2014		2013			2014		2013
Cash interest expense	$	11,517	$	7,304		$	29,646	$	17,716
Non-cash interest expense:
Amortization of debt discount	616		804			2,171		3,876
Amortization of deferred financing fees	285		366			1,252		1,341
Other	—		(54		)	—		(548		)
Total non-cash interest expense	901		1,116			3,423		4,669
Total cash and non-cash interest expense	12,418		8,420			33,069		22,385
Loss from early extinguishment of debt	55		1			2,018		5,950
Total interest expense	$	12,473	$	8,421		$	35,087	$	28,335

Senior Unsecured Notes Due 2019

On March 12, 2013, we and certain subsidiaries of ours, as subsidiary guarantors, entered into an indenture pursuant to which we issued $350.0 million principal amount of 6.000% Senior Notes due 2019 (the “Senior Notes due 2019”) at par for proceeds, net of expenses, of $343.8 million. The expenses were allocated between debt discount and deferred financing fees based on their nature. As of September 30, 2014, we were in compliance with the covenants of the related indenture.

Senior Unsecured Notes Due 2021

On June 9, 2014, we and certain subsidiaries of ours, as subsidiary guarantors, entered into an indenture pursuant to which we issued $300.0 million principal amount of 5.875% Senior Notes due 2021 (the "Senior Notes due 2021") at par for proceeds, net of expenses, of $294.0 million. The expenses were allocated between debt discount and deferred financing fees based on their nature.

The Senior Notes due 2021 and related guarantees:

• are general unsecured obligations and are effectively subordinated to all of our and our Subsidiary Guarantors’ existing and future secured debt to the extent of the collateral securing that secured debt, and

• will rank equally to all of our and our Subsidiary Guarantors’ other unsecured and unsubordinated indebtedness.

In addition, the Senior Notes due 2021:

• will be effectively subordinated to all of the liabilities of our existing and future subsidiaries that are not guaranteeing the Senior Notes due 2021,

• require interest payable on June 15 and December 15 of each year, beginning on December 15, 2014, and

• mature on June 15, 2021.

We may redeem any of the Senior Notes due 2021:

• beginning on June 15, 2017 at a redemption price of 104.406% of their principal amount plus accrued and unpaid interest and additional interest, if any; then

• the redemption price will be 102.938% of their principal amount plus accrued and unpaid interest and additional interest, if any, for the twelve-month period beginning June 15, 2018; then

• the redemption price will be 101.469% of their principal amount plus accrued and unpaid interest and additional interest, if any, for the twelve-month period beginning June 15, 2019; and then

• the redemption price will be 100.000% of their principal amount plus accrued interest and unpaid interest and additional interest, if any, beginning on June 15, 2020.

• We may also redeem some or all of the notes before June 15, 2017 at a redemption price of 100.000% of the principal amount, plus accrued and unpaid interest and additional interest, if any, to the redemption date, plus an applicable “make-whole” premium.

• In addition, before June 15, 2017, we may redeem up to 35% of the aggregate principal amount with the proceeds of certain equity offerings at 105.875% of their principal amount plus accrued and unpaid interest and additional interest, if any; we may make such redemption only if, after any such redemption, at least 65% of the aggregate principal amount originally issued remains outstanding.

Upon a change of control as defined in the indenture related to the Senior Notes due 2021, we will be required to make an offer to purchase the Senior Notes due 2021 or any portion thereof. That purchase price will equal 101% of the principal amount of the Senior Notes due 2021 on the date of purchase plus accrued and unpaid interest and additional interest, if any. If we make certain asset sales and do not reinvest the proceeds or use such proceeds to repay certain debt, we will be required to use the proceeds of such asset sales to make an offer to purchase the Senior Notes due 2021 at 100% of their principal amount, together with accrued and unpaid interest and additional interest, if any, to the date of purchase.

The terms of the Senior Notes due 2021 restrict our ability and the ability of certain of its subsidiaries to, among other things: incur additional indebtedness; create liens; pay dividends or make distributions in respect of capital stock; purchase or redeem capital stock; make investments or certain other restricted payments; sell assets; enter into transactions with stockholders or affiliates; or effect a consolidation or merger. However, these and other limitations set forth in the related indenture will be subject to a number of important qualifications and exceptions.

The indenture related to the Senior Notes due 2021 provides for customary events of default which include (subject in certain cases to grace and cure periods), among others: nonpayment of principal or interest or premium; breach of covenants or other agreements in the indenture; defaults in failure to pay certain other indebtedness; the failure to pay certain final judgments; the invalidity of certain of the Subsidiary Guarantors’ guarantees; and certain events of bankruptcy, insolvency or reorganization. Generally, if an event of default occurs and is continuing under the indenture, either the trustee or the holders of at least 25% in aggregate principal amount then outstanding may declare the principal amount plus accrued and unpaid interest to be immediately due and payable. As of September 30, 2014, we were in compliance with the covenants of the related indenture.

In connection with the issuance of the Senior Notes due 2021 and related guarantees, we agreed to register the Senior Notes due 2021 and related guarantees under the Securities Act of 1933, as amended (the “Securities Act”) so as to allow holders of the Senior Notes due 2021 and related guarantees to exchange the Senior Notes due 2021 and the related guarantees for the same principal amount of a new issue of Senior Notes due 2021 and related guarantees (collectively, the “Exchange Notes”) with substantially identical terms, except that the Exchange Notes will generally be freely transferable under the Securities Act. If we fail to comply with these obligations on time (a “registration default”), we generally will be required to pay additional interest at a rate of 0.25% per annum for the first 90-day period following a registration default and an additional 0.25% per annum for each subsequent 90-day period that such additional interest continues to accrue (provided that such rate may not exceed 1.00% per annum).

Revolving Line of Credit and Term Loan

On June 24, 2014, we entered into the Third Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) providing for a senior secured credit facility (the "New Credit Facility"). The Amended and Restated Credit Agreement amended and restated in its entirety the Second Amended and Restated Credit Agreement dated as of November 20, 2007 and amended and restated as of April 29, 2009 and as of July 15, 2011 and all amendments and restatements thereto (the “Previous Credit Agreement”). The credit facility provided under the Previous Credit Agreement was replaced by the New Credit Facility. As a result of this refinancing activity, in the six months ended June 30, 2014, we recorded a loss on the extinguishment of the Previous Credit Facility of $1.7 million for certain previously capitalized and unamortized debt issuance costs. The loss on extinguishment is recorded within Interest expense, net in our Consolidated Statements of Comprehensive Income.

The New Credit Facility consists of (a) a $150.0 million amortizing term loan (the “Term Loan”) and (b) a $600.0 million revolving line of credit (the “Revolving Line”), which includes (i) a $75.0 million sublimit for the issuance of letters of credit, (ii) a $50.0 million sublimit for swingline loans and (iii) a $75.0 million sublimit for loans in certain foreign currencies available to us and certain wholly owned Company foreign subsidiaries (the “Foreign Borrowers”). We may, subject to applicable conditions and subject to obtaining commitments from lenders, request an increase in the Revolving Line of up to $200.0 million in aggregate (the “Accordion”).

We (or the Foreign Borrowers, if applicable), subject to applicable conditions, may generally elect interest rates on the Term Loan and Revolving Line calculated by reference to (a) LIBOR (“London Interbank Offered Rate”) (or the Canadian Dealer Offered Rate, in the case of loans denominated in Canadian Dollars or, if LIBOR is not available for a foreign currency, such other interest rate customarily used by Bank of America for such foreign currency) for given interest periods (the “LIBOR/Eurocurrency Rate”) or (b) on loans in U.S. Dollars made to us, Bank of America’s prime rate (or, if greater, (i) the average rate on overnight federal funds plus 0.50% or (ii) the daily floating one month LIBOR plus 1%) (the “Base Rate”), plus a margin determined by our consolidated net leverage ratio. For swingline borrowings, we will pay interest at the Base Rate, plus a margin determined by our consolidated net leverage ratio. For borrowings made with the LIBOR/Eurocurrency Rate, the margin ranges from 125 to 200 basis points, while for borrowings made with the Base Rate, the margin ranges from 25 to 100 basis points.

The Amended and Restated Credit Agreement requires principal amortization payments under the Term Loan as follows:

Dollars in thousands	Repayment Amount
Remainder of 2014	$	1,875
2015	9,376
2016	13,126
2017	15,000
2018	18,750
2019	89,998
Total	$	148,125

The Revolving Line matures on June 24, 2019, at which time all outstanding borrowings must be repaid and all outstanding letters of credit must have been terminated or cash collateralized. The maturity date of the borrowings under the New Credit Facility may be accelerated to December 18, 2018 if our senior unsecured notes due 2019 remain outstanding on or after such date. We may prepay amounts borrowed under the Term Loan without premium or penalty (other than breakage costs in the case of borrowings made with the LIBOR/Eurocurrency Rate), but amounts prepaid may not be re-borrowed.

The Amended and Restated Credit Agreement contains events of default that include, among others, non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations and warranties, bankruptcy and insolvency events, material judgments, cross defaults to certain other indebtedness, and events constituting a change of control. The occurrence of an event of default will increase the applicable rate of interest and could result in the acceleration of our obligations under the New Credit Facilities and the obligations of any or all of the Guarantors to pay the full amount of our (or any Foreign Borrower’s) obligations under the New Credit Facility.

The Amended and Restated Credit Agreement contains certain loan covenants, including, among others, financial covenants providing for a maximum consolidated net leverage ratio (i.e., consolidated total debt (net of certain cash and cash equivalents held by us and our domestic subsidiaries) to consolidated EBITDA) and a minimum consolidated interest coverage ratio, and limitations on our ability with regard to the incurrence of debt, the existence of liens, capital expenditures, stock repurchases and dividends, investments, and mergers, dispositions and acquisitions. Our obligations under the New Credit Facility are guaranteed by each of our direct and indirect U.S. subsidiaries (collectively, the “Guarantors”), and if any Foreign Borrower is added to the New Credit Facility, the Foreign Borrower’s obligations will be guaranteed by us and each of the Guarantors. As of September 30, 2014, the interest rate on amounts outstanding under the Credit Facility was 2.02% and we were in compliance with the covenants of the Credit Facility.

Convertible Debt

On September 2, 2014, our 4.0% Convertible Senior Notes (the “Convertible Notes”) matured. The aggregate outstanding principal was $51.1 million at December 31, 2013.

The Convertible Notes were convertible as of December 31, 2013 and the debt conversion feature was classified as temporary equity on our Consolidated Balance Sheets. In the nine months ended September 30, 2014, we retired or settled upon maturity, a combined 51,148 Convertible Notes for total consideration of $51.1 million in cash and the issuance of 431,760 shares of common stock. The amount by which total consideration exceeded the fair value of the Convertible Notes has been recorded as a reduction of stockholders’ equity. The loss from early extinguishment of the Convertible Notes was approximately $0.3 million and is recorded in interest expense in our Consolidated Statements of Comprehensive Income.

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Repurchases of Common Stock (Summary Of Authorized Stock Repurchases) (Details) (USD $)	3 Months Ended	9 Months Ended				0 Months Ended	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2014		Sep. 30, 2014 Open Market Share Repurchase [Member]	Jan. 30, 2014 Open Market Share Repurchase [Member]	Jan. 30, 2014 Tender Offer [Member]	Sep. 30, 2014 Tender Offer [Member]
Accelerated Share Repurchases [Line Items]
Repurchase of common stock (in shares)				2,633,526			5,291,701
Summary Of Authorized Stock Repurchases [Roll Forward]
Authorized repurchase - as of January 1, 2013		$ 201,291,000	[1]
Additional board authorization					500,000,000	350,000,000.0
Proceeds from the exercise of stock options	153,000	2,943,000
Repurchases of common stock	(70,587,000)	(545,156,000)		(170,582,000)			(370,789,000)	[2]
Authorized repurchase	$ 162,863,000	$ 162,863,000
Stock Repurchase Program, Number of Shares Authorized to be Repurchased, Option to Increase Repurchase Amount, Percentage of Outstanding Shares						2.00%

[1] In addition to these amounts, the repurchase program approved by our Board of Directors allows for the use of cash proceeds received from the exercise of stock options by our officers, directors, and employees.

[2] Excludes expenses of $3.8 million associated with the tender offer.

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Commitments and Contingencies (Narrative) (Details) (USD $)	9 Months Ended			9 Months Ended	6 Months Ended	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014 Standby Letters of Credit [Member] Quantity	Sep. 30, 2014 Manufacturing and Service Agreement as Part of Asset Acquisition [Member]	Jun. 30, 2014 Content Arrangements [Member]	Sep. 30, 2014 Universal [Member] Content Arrangements [Member]	Sep. 30, 2014 Sony [Member] Content Arrangements [Member]
Long-term Purchase Commitment [Line Items]
Purchase commitments				$ 15,800,000		$ 140,600,000	$ 162,800,000
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized					25,000
Purchase obligation, term				5 years
Minimum margin to be paid				25,000,000
Purchases, Margin Reduction of Commitment Amount	2,100,000	6,000,000
Number of irrevocable standby letters of credit			6
Maximum capacity to guarantee under existing letters of credit			6,400,000
Irrevocable standby letters of credit, amount outstanding			0
Loss Contingency Accrual, Period Increase (Decrease)		$ 11.4

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Repurchases of Common Stock (Accelerated Stock Repurchase Program) (Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2014
Accelerated Share Repurchases [Line Items]
Treasury Stock Acquired, Average Cost Per Share		$ 68.31
Repurchases of common stock	$ 70,587	$ 545,156
Open Market Share Repurchase [Member]
Accelerated Share Repurchases [Line Items]
Total shares delivered from DSB Agreement		2,633,526
Treasury Stock Acquired, Average Cost Per Share		$ 64.77
Repurchases of common stock		170,582
Tender Offer [Member]
Accelerated Share Repurchases [Line Items]
Total shares delivered from DSB Agreement		5,291,701
Treasury Stock Acquired, Average Cost Per Share		$ 70.07
Repurchases of common stock		$ 370,789	[1]

[1] Excludes expenses of $3.8 million associated with the tender offer.

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Debt and Other Long-Term Liabilities (Narrative) (Details) (USD $)	3 Months Ended		9 Months Ended			0 Months Ended				3 Months Ended		9 Months Ended								3 Months Ended					3 Months Ended	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014 Quantity	Sep. 30, 2013	Dec. 31, 2013	Mar. 12, 2013 Senior Notes Original Notes [Member]	Jun. 09, 2014 Senior Notes Senior Unsecured Notes due 2021	Sep. 30, 2014 Senior Notes Senior Unsecured Notes due 2021	Jun. 30, 2014 Senior Notes Senior Unsecured Notes due 2021	Sep. 30, 2014 Credit Facility Federal Funds Effective Swap Rate [Member]	Sep. 30, 2014 Credit Facility London Interbank Offered Rate (LIBOR) [Member]	Sep. 30, 2014 Convertible Notes	Dec. 31, 2013 Convertible Notes	Sep. 30, 2009 Convertible Notes	Sep. 30, 2014 Period, June 15, 2017 To June 14, 2018 [Member] Senior Notes Senior Unsecured Notes due 2021	Sep. 30, 2014 Period, June 9, 2014 To June 14, 2017 [Member] Senior Notes Senior Unsecured Notes due 2021	Sep. 30, 2014 Period, June 15, 2018 To June 14, 2019 [Member] Senior Notes Senior Unsecured Notes due 2021	Sep. 30, 2014 Period, June 15, 2019 To June 14, 2020 [Member] Senior Notes Senior Unsecured Notes due 2021	Sep. 30, 2014 Period, June 15, 2020 To June 15, 2021 [Member] Senior Notes Senior Unsecured Notes due 2021	Sep. 30, 2014 Revolving Line of Credit Credit Facility	Dec. 31, 2013 Revolving Line of Credit Credit Facility	Sep. 30, 2014 Term Loans	Sep. 30, 2014 Term Loans Credit Facility	Dec. 31, 2013 Term Loans Credit Facility	Sep. 30, 2014 Common Stock [Member]	Sep. 30, 2014 Common Stock [Member]	Sep. 30, 2014 Scenario One [Member] Period, June 9, 2014 To June 14, 2017 [Member] Senior Notes Senior Unsecured Notes due 2021	Sep. 30, 2014 Scenario Two [Member] Period, June 9, 2014 To June 14, 2017 [Member] Senior Notes Senior Unsecured Notes due 2021
Debt Instrument [Line Items]
Principal amount of debt						$ 350,000,000	$ 300,000,000.0
Interest rate, per year						6.00%	5.875%					4.00%		4.00%
Cash interest expense	11,517,000	7,304,000	29,646,000	17,716,000
Proceeds from issuance of debt	0	0	295,500,000	343,769,000		343,800,000	294,000,000
Redemption rate															104.406%		102.938%	101.469%	100.00%								100.00%	105.875%
Maximum aggregate principal amount of notes redeemable																35.00%
Minimum aggregate principal amount of Notes outstanding after redemption																65.00%
Percentage of principal amount of notes required to be offered to purchase the Notes upon a change in control								101.00%
Percentage of principal amount of notes required to be offered to purchase the Notes if certain asset sales are made								100.00%
Minimum percentage of aggregate principal amount of Notes required to declare the principal amount plus accrued and unpaid interest on the Notes to be immediately due and payable in event of default								25.00%
Additional interest payable, per annum, following a registration default, percentage								0.25%
Maximum additional interest payable, per annum, following a registration default, percentage								1.00%
Loss on extinguishment of debt	55,000	1,000	2,018,000	5,950,000								300,000								1,700,000
Line of credit facility, maximum borrowing capacity																				600,000,000.0			150,000,000.0
Sublimit for issuance of letters of credit																				75,000,000.0
Sublimit for swingline loans																				50,000,000.0
Sublimit for loans in certain foreign countries																				75,000,000.0
Line of credit facility, option to increase borrowing capacity																				200,000,000.0
Basis spread on variable interest rate										0.50%	1.00%
Stated interest rate, minimum										0.25%	1.25%
Stated interest rate, maximum										1.00%	2.00%
Interest rate on amounts outstanding under the credit facility																						2.02%
Debt outstanding	1,008,125,000		1,008,125,000		745,523,000			300,000,000	300,000,000				51,148,000							210,000,000	0		148,125,000	344,375,000
Number of notes retired			51,148
Conversion of debt, cash	$ 33,425,000	$ 30,000	$ 51,149,000	$ 169,664,000								$ 51,100,000
Conversion of debt, issuance of common stock (shares)																									248,944	431,760

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Equity Method Investments and Related Party Transactions (Tables)

9 Months Ended

Sep. 30, 2014

Equity Method Investments and Joint Ventures [Abstract]

Schedule of Contributions to Equity Method Investment [Table Text Block]

The following table summarizes Redbox's initial cash capital contribution and subsequent cash capital contributions representing its pro-rata share of requests made by the Joint Venture board of managers:

Dollars in thousands	Cash Contributions
2012	$	24,500
2013	28,000
2014	24,500
Total cash capital contributions	$	77,000

Schedule of Equity Method Investments [Table Text Block]

Our proportional share of the Joint Venture summarized financial information presented in the table below, as provided to us by the Joint Venture, is based on our ownership percentage of 35%:

	Nine Months Ended
Statement of Operations	September 30,
Dollars in thousands	2014		2013
Revenue	$	18,499	$	3,054
Cost of sales and service	36,969		14,021
Net loss and loss from continuing operations	80,994		61,660

Our equity method investments and ownership percentages as of September 30, 2014, were as follows:

Dollars in thousands	Equity Investment		Ownership Percentage
Joint Venture	$	2,620	35%
SoloHealth, Inc.	1,326		10%
Equity method investments	$	3,946

Income (loss) from equity method investments within our Consolidated Statements of Comprehensive Income is composed of the following:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
Dollars in thousands	2014			2013			2014			2013
Gain on previously held equity interest on ecoATM	$	—		$	68,376		$	—		$	68,376
Proportionate share of net loss of equity method investees:
Joint Venture	(10,378		)	(8,516		)	(28,339		)	(21,913		)
Other	(224		)	(1,307		)	(672		)	(3,326		)
Total proportionate share of net loss of equity method investees	(10,602		)	(9,823		)	(29,011		)	(25,239		)
Amortization of difference in carrying amount and underlying equity in Joint Venture	(750		)	(619		)	(2,250		)	(1,857		)
Total income (loss) from equity method investments	$	(11,352	)	$	57,934		$	(31,261	)	$	41,280

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Goodwill and Other Intangible Assets (Goodwill) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 559,307	$ 559,307

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Earnings Per Share

9 Months Ended

Sep. 30, 2014

Earnings Per Share [Abstract]

Earnings Per Share [Text Block]

Note 14: Earnings Per Share

Basic earnings per share (“EPS”) is computed by dividing the net income for the period by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing the net income for the period by the weighted average number of common and dilutive potential common shares outstanding during the period. We consider restricted stock that provides the holder with a non-forfeitable right to receive dividends to be a participating security. Net income available to participating securities was not material for the periods presented.

Net income used for calculating basic and diluted EPS is the same for all periods presented. The following table sets forth the computation of shares used for the basic and diluted EPS calculations:

	Three Months Ended		Nine Months Ended
	September 30,		September 30,
In thousands	2014	2013	2014	2013
Weighted average shares used for basic EPS	18,798	27,244	20,792	27,391
Dilutive effect of stock options and other share-based awards	179	351	273	439
Dilutive effect of convertible debt	170	421	307	752
Weighted average shares used for diluted EPS	19,147	28,016	21,372	28,582
Stock options and share-based awards not included in diluted EPS calculation because their effect would be antidilutive	226	19	16	67

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Income Taxes (Notes)

9 Months Ended

Sep. 30, 2014

Income Tax Disclosure [Abstract]

Income Tax Disclosure [Text Block]

Note 19: Income Taxes

Our effective tax rate from continuing operations was 39.8% and 15.2% for the three months ended September 30, 2014 and 2013, respectively, and 33.1% and 17.4% for the nine months ended September 30, 2014 and 2013, respectively.

Our effective tax rate for the three months ended September 30, 2014 was higher than the U.S. Federal statutory rate of 35.0% due primarily to state income taxes, offset partially by the Domestic Production Activities Deduction, which we are entitled to based on our domestic manufacturing activities. Our effective tax rate for the three months ended September 30, 2013 was lower than the U.S. Federal statutory rate of 35.0% due primarily to a $68.4 million nontaxable gain related to the re-measurement of our previously held equity interest in ecoATM and the Domestic Production Activities Deduction. The nontaxable gain decreased our effective tax rate by 23.4 percentage points for the three months ended September 30, 2013.

Our effective tax rate for the nine months ended September 30, 2014 was lower than the U.S. Federal statutory rate of 35.0% due primarily to the Domestic Production Activities Deduction, which was recorded net of a contingency reserve, and discrete benefits, offset partially by state income taxes.

Our effective tax rate for the nine months ended September 30, 2013 was lower than the U.S. Federal statutory rate of 35.0% due primarily to the following items. A $68.4 million nontaxable gain related to the re-measurement of our previously held equity interest in ecoATM decreased our effective tax rate by 12.0 percentage points. A second quarter discrete one-time tax benefit of $17.8 million, net of a valuation allowance, realized from an arrangement to sell certain NCR kiosks and a series of transactions to reorganize Redbox related subsidiary structures through the sale of a wholly owned subsidiary decreased our effective tax rate by 8.9 percentage points. Additionally, our effective tax rate was lower than the U.S. Federal statutory rate of 35.0% due to the Domestic Production Activities Deduction. These tax benefits were partially offset by state income taxes.

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Prepaid Expenses and Other Current Assets and Other Accrued Liabilities (Schedule of Other Accrued Liabilities) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Deferred Costs, Capitalized, Prepaid, and Other Assets and Other Liabilities Disclosure [Abstract]
Payroll related expenses	$ 28,859	$ 33,852
Accrued content library expense	21,387	21,602
Business taxes	23,591	22,939
Insurance	13,682	13,379
Professional fees	3,338	930
Service contract provider expenses	6,480	8,134
Deferred rent expense	5,848	5,713
Accrued interest expense	6,833	7,015
Other	19,855	20,563
Total other accrued liabilities	$ 129,873	$ 134,127

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Business Segments and Enterprise-Wide Information (Tables)

9 Months Ended

Sep. 30, 2014

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment [Table Text Block]

Our analysis and reconciliation of our segment information to the consolidated financial statements that follows covers our results of operations, which consists of our Redbox, Coinstar and New Ventures segments. Unallocated general and administrative expenses relate to share-based compensation and expense related to the rights to receive cash issued in connection with our acquisition of ecoATM.

Dollars in thousands
Three Months Ended September 30, 2014	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	438,048		$	85,074		$	29,742		$	—		$	552,864
Expenses:
Direct operating	312,792			42,428			26,988			1,903			384,111
Marketing	6,038			1,834			1,212			678			9,762
Research and development	15			64			2,088			832			2,999
General and administrative	33,527			7,313			3,885			3,139			47,864
Segment operating income (loss)	85,676			33,435			(4,431		)	(6,552		)	108,128
Less: depreciation, amortization and other	(38,207		)	(8,989		)	(4,371		)	—			(51,567		)
Operating income (loss)	47,469			24,446			(8,802		)	(6,552		)	56,561
Loss from equity method investments, net	—			—			—			(11,352		)	(11,352		)
Interest expense, net	—			—			—			(12,463		)	(12,463		)
Other, net	—			—			—			(3,015		)	(3,015		)
Income (loss) from continuing operations before income taxes	$	47,469		$	24,446		$	(8,802	)	$	(33,382	)	$	29,731

Dollars in thousands
Three Months Ended September 30, 2013	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	491,694		$	79,611		$	15,234		$	—		$	586,539
Expenses:
Direct operating	350,759			41,833			12,114			1,267			405,973
Marketing	5,883			1,352			421			739			8,395
Research and development	69			1,428			1,358			655			3,510
General and administrative	44,017			7,349			6,692			2,973			61,031
Segment operating income (loss)	90,966			27,649			(5,351		)	(5,634		)	107,630
Less: depreciation, amortization and other	(41,478		)	(8,539		)	(2,419		)	—			(52,436		)
Operating income (loss)	49,488			19,110			(7,770		)	(5,634		)	55,194
Income from equity method investments, net	—			—			—			57,934			57,934
Interest expense, net	—			—			—			(8,402		)	(8,402		)
Other, net	—			—			—			(2,402		)	(2,402		)
Income (loss) from continuing operations before income taxes	$	49,488		$	19,110		$	(7,770	)	$	41,496		$	102,324

Dollars in thousands
Nine Months Ended September 30, 2014	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	1,399,185		$	233,707		$	69,511		$	—		$	1,702,403
Expenses:
Direct operating	1,003,097			120,354			66,150			5,214			1,194,815
Marketing	17,282			4,397			3,188			2,275			27,142
Research and development	41			486			6,570			2,788			9,885
General and administrative	106,658			21,502			11,822			9,847			149,829
Segment operating income (loss)	272,107			86,968			(18,219		)	(20,124		)	320,732
Less: depreciation, amortization and other	(118,928		)	(26,473		)	(12,136		)	—			(157,537		)
Operating income (loss)	153,179			60,495			(30,355		)	(20,124		)	163,195
Loss from equity method investments, net	—			—			—			(31,261		)	(31,261		)
Interest expense, net	—			—			—			(35,037		)	(35,037		)
Other, net	—			—			—			(1,857		)	(1,857		)
Income (loss) from continuing operations before income taxes	$	153,179		$	60,495		$	(30,355	)	$	(88,279	)	$	95,040

Dollars in thousands
Nine Months Ended September 30, 2013	Redbox			Coinstar			New Ventures			Corporate Unallocated			Total
Revenue	$	1,478,132		$	219,520		$	15,244		$	—		$	1,712,896
Expenses:
Direct operating	1,040,706			119,290			12,848			1,974			1,174,818
Marketing	18,057			3,357			596			893			22,903
Research and development	73			5,107			2,155			836			8,171
General and administrative	128,963			20,077			11,611			8,135			168,786
Segment operating income (loss)	290,333			71,689			(11,966		)	(11,838		)	338,218
Less: depreciation, amortization and other	(122,219		)	(25,493		)	(2,529		)	—			(150,241		)
Operating income (loss)	168,114			46,196			(14,495		)	(11,838		)	187,977
Income from equity method investments, net	—			—			—			41,280			41,280
Interest expense, net	—			—			—			(25,953		)	(25,953		)
Other, net	—			—			—			(3,323		)	(3,323		)
Income (loss) from continuing operations before income taxes	$	168,114		$	46,196		$	(14,495	)	$	166		$	199,981

Schedule of Entity-Wide Information by Major Customers by Reporting Segments [Table Text Block]

Our Redbox and Coinstar kiosks are primarily located within retailers. The following retailers accounted for 10% or more of our consolidated revenue:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2014		2013		2014		2013
Wal-Mart Stores Inc.	15.4	%	14.9	%	15.3	%	15.1	%
Walgreen Co.	13.2	%	14.3	%	13.7	%	14.7	%
The Kroger Company	9.8	%	9.8	%	9.8	%	10.0	%

XML

Consolidated Statements Of Comprehensive Income (Parenthetical) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Statement of Comprehensive Income [Abstract]
Depreciation and other excluded from direct operating expenses	$ 32.0	$ 33.0	$ 96.5	$ 97.3

XML

Guarantor Subsidiaries (Condensed Consolidating Statements of Cash Flows) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended				12 Months Ended
	Sep. 30, 2014		Sep. 30, 2013		Sep. 30, 2014		Sep. 30, 2013		Dec. 31, 2013 concept
Operating Activities:
Net income (loss)	$ 17,890		$ 82,656		$ 62,818		$ 152,117
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other	47,898		49,664		146,156		144,173
Amortization of intangible assets	3,671		3,191		11,366		7,085
Share-based payments expense	3,249		2,774		10,093		11,454
Windfall excess tax benefits related to share-based payments	(35)		(318)		(1,988)		(3,347)
Deferred income taxes	(2,404)		24,813		(17,408)		(12,098)
Impairment expense	0		2,586		0		5,262
Loss (income) from equity method investments, net	11,352		(57,934)		31,261		(41,280)
Amortization of deferred financing fees and debt discount	901		1,158		3,423		5,205
Loss from early extinguishment of debt	55		1		2,018		5,950
Other	(313)		2,831		(1,477)		1,020
Equity in (income) losses of subsidiaries	0		0		0		0
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net	12,133		2,344		17,464		(306)
Content library	1,314		4,534		48,800		9,446
Prepaid expenses and other current assets	1,044		(20,845)		23,047		(31,456)
Other assets	611		(633)		1,647		269
Accounts payable	(26,011)		(14,722)		(97,006)		(70,180)
Accrued payable to retailers	(21,099)		(9,368)		(27,822)		(9,641)
Other accrued liabilities	(629)		(11,789)		(5,345)		(26,552)
Net cash flows from operating activities	49,627	[1]	60,943	[1]	207,047	[1]	147,121	[1]
Investing Activities:
Purchases of property and equipment	(19,295)		(39,102)		(72,311)		(123,346)
Proceeds from sale of property and equipment	42		56		1,835		12,888
Payments to Acquire Businesses, Net of Cash Acquired	0		(244,036)		0		(244,036)
Receipt of note receivable principal	0		0		0		95
Cash paid for equity investments	(14,000)		(14,000)		(24,500)		(28,000)
Investments in and advances to affiliates					0		0
Net cash flows used in investing activities	(33,253)	[1]	(287,082)	[1]	(94,976)	[1]	(382,399)	[1]
Financing Activities:
Proceeds from issuance of senior unsecured notes	0		0		295,500		343,769
Proceeds from new borrowing on Credit Facility	130,000		150,000		635,000		150,000
Principal payments on Credit Facility	(86,875)		(54,376)		(621,250)		(60,938)
Financing costs associated with Credit Facility and senior unsecured notes	(824)	[2]	0		(2,906)	[2]	(444)
Settlement and conversion of convertible debt	(33,425)		(30)		(51,149)		(169,664)
Repurchases of common stock	(70,598)	[3]	(23,616)		(545,078)	[3]	(95,004)
Principal payments on capital lease obligations and other debt	(3,516)		(3,373)		(10,597)		(10,824)
Windfall excess tax benefits related to share-based payments	35		318		1,988		3,347
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options	(59)		1,018		(1,084)		7,763
Net cash flows from (used in) financing activities	(65,262)	[1]	69,941	[1]	(299,576)	[1]	168,005	[1]
Effect of exchange rate changes on cash	563		1,183		969		(391)
Decrease in cash and cash equivalents	(48,325)		(155,015)		(186,536)		(67,664)
Cash and cash equivalents:
Beginning of period	233,226		370,245		371,437		282,894		282,894
End of period	184,901		215,230		184,901		215,230		371,437
Number of discontinued concepts									4
Reportable Legal Entities | Outerwall Inc.
Operating Activities:
Net income (loss)	17,890		82,656		62,818		152,117
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other					26,728		22,089
Amortization of intangible assets	358		569		1,430		1,708
Share-based payments expense					8,227		7,206
Windfall excess tax benefits related to share-based payments					(1,988)		(3,347)
Deferred income taxes					5,746		17,698
Impairment expense							5,262	[1]
Loss (income) from equity method investments, net	224		(67,069)		672		(65,050)
Amortization of deferred financing fees and debt discount					3,423		5,205
Loss from early extinguishment of debt					2,018		5,950
Other					(1,149)		1,195
Equity in (income) losses of subsidiaries	(18,098)		(22,906)		(64,906)		(87,623)
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net					395		(398)
Content library					36		641
Prepaid expenses and other current assets					16,024		(22,600)
Other assets					55		163
Accounts payable					(2,427)		18
Accrued payable to retailers					(11,177)		(7,963)
Other accrued liabilities					(5,049)		(5,366)
Net cash flows from operating activities					40,876	[1]	26,905	[1]
Investing Activities:
Purchases of property and equipment					(24,933)		(46,496)
Proceeds from sale of property and equipment					750		12,078
Payments to Acquire Businesses, Net of Cash Acquired							(244,036)
Receipt of note receivable principal							95
Cash paid for equity investments					0		0
Investments in and advances to affiliates					98,892		4,031
Net cash flows used in investing activities					74,709	[1]	(274,328)	[1]
Financing Activities:
Proceeds from issuance of senior unsecured notes					295,500		343,769
Proceeds from new borrowing on Credit Facility					635,000		150,000
Principal payments on Credit Facility					(621,250)		(60,938)
Financing costs associated with Credit Facility and senior unsecured notes					(2,906)		(444)
Settlement and conversion of convertible debt					(51,149)		(169,664)
Repurchases of common stock					(545,078)		(95,004)
Principal payments on capital lease obligations and other debt					(10,263)		(10,300)
Windfall excess tax benefits related to share-based payments					1,988		3,347
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options					(1,084)		7,763
Net cash flows from (used in) financing activities					(299,242)		168,529	[1]
Effect of exchange rate changes on cash					(650)		84
Decrease in cash and cash equivalents					(184,307)		(78,810)
Cash and cash equivalents:
Beginning of period					315,250		242,489		242,489
End of period	130,943		163,679		130,943		163,679
Reportable Legal Entities | Combined Guarantor Subsidiaries
Operating Activities:
Net income (loss)	18,098		22,906		64,906		87,623
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other					113,408		118,440
Amortization of intangible assets	3,313		2,622		9,936		5,377
Share-based payments expense					1,866		4,248
Windfall excess tax benefits related to share-based payments					0		0
Deferred income taxes					(13,965)		(26,759)
Impairment expense							0	[1]
Loss (income) from equity method investments, net	11,128		9,135		30,589		23,770
Amortization of deferred financing fees and debt discount					0		0
Loss from early extinguishment of debt					0		0
Other					(368)		(175)
Equity in (income) losses of subsidiaries	3,137		2,614		5,828		5,957
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net					16,157		1,916
Content library					48,988		8,455
Prepaid expenses and other current assets					1,026		(8,511)
Other assets					1,546		91
Accounts payable					(94,130)		(69,415)
Accrued payable to retailers					(15,003)		(3,252)
Other accrued liabilities					(331)		(21,857)
Net cash flows from operating activities					170,453	[1]	125,908	[1]
Investing Activities:
Purchases of property and equipment					(41,663)		(64,658)
Proceeds from sale of property and equipment					1,085		803
Payments to Acquire Businesses, Net of Cash Acquired							0
Receipt of note receivable principal							0
Cash paid for equity investments					(24,500)		(28,000)
Investments in and advances to affiliates					(101,884)		(19,782)
Net cash flows used in investing activities					(166,962)	[1]	(111,637)	[1]
Financing Activities:
Proceeds from issuance of senior unsecured notes					0		0
Proceeds from new borrowing on Credit Facility					0		0
Principal payments on Credit Facility					0		0
Financing costs associated with Credit Facility and senior unsecured notes					0		0
Settlement and conversion of convertible debt					0		0
Repurchases of common stock					0		0
Principal payments on capital lease obligations and other debt					(3)		(214)
Windfall excess tax benefits related to share-based payments					0		0
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options					0		0
Net cash flows from (used in) financing activities					(3)		(214)	[1]
Effect of exchange rate changes on cash					0		0
Decrease in cash and cash equivalents					3,488		14,057
Cash and cash equivalents:
Beginning of period					9,639		0		0
End of period	13,127		14,057		13,127		14,057
Reportable Legal Entities | Combined Non-Guarantor Subsidiaries
Operating Activities:
Net income (loss)	(3,137)		(2,614)		(5,828)		(5,957)
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other					6,020		3,644
Amortization of intangible assets	0		0		0		0
Share-based payments expense					0		0
Windfall excess tax benefits related to share-based payments					0		0
Deferred income taxes					(3,105)		(3,037)
Impairment expense							0	[1]
Loss (income) from equity method investments, net	0		0		0		0
Amortization of deferred financing fees and debt discount					0		0
Loss from early extinguishment of debt					0		0
Other					40		0
Equity in (income) losses of subsidiaries	0		0		0		0
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net					912		(1,824)
Content library					(224)		350
Prepaid expenses and other current assets					(87)		(414)
Other assets					46		15
Accounts payable					(449)		(1,137)
Accrued payable to retailers					(1,642)		1,574
Other accrued liabilities					35		740
Net cash flows from operating activities					(4,282)	[1]	(6,046)	[1]
Investing Activities:
Purchases of property and equipment					(5,715)		(12,192)
Proceeds from sale of property and equipment					0		7
Payments to Acquire Businesses, Net of Cash Acquired							0
Receipt of note receivable principal							0
Cash paid for equity investments					0		0
Investments in and advances to affiliates					2,992		15,751
Net cash flows used in investing activities					(2,723)	[1]	3,566	[1]
Financing Activities:
Proceeds from issuance of senior unsecured notes					0		0
Proceeds from new borrowing on Credit Facility					0		0
Principal payments on Credit Facility					0		0
Financing costs associated with Credit Facility and senior unsecured notes					0		0
Settlement and conversion of convertible debt					0		0
Repurchases of common stock					0		0
Principal payments on capital lease obligations and other debt					(331)		(310)
Windfall excess tax benefits related to share-based payments					0		0
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options					0		0
Net cash flows from (used in) financing activities					(331)		(310)	[1]
Effect of exchange rate changes on cash					1,619		(475)
Decrease in cash and cash equivalents					(5,717)		(3,265)
Cash and cash equivalents:
Beginning of period					46,548		40,759		40,759
End of period	40,831		37,494		40,831		37,494
Eliminations and Consolidation Reclassifications
Operating Activities:
Net income (loss)	(14,961)		(20,292)		(59,078)		(81,666)
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and other					0		0
Amortization of intangible assets	0		0		0		0
Share-based payments expense					0		0
Windfall excess tax benefits related to share-based payments					0		0
Deferred income taxes					(6,084)		0
Impairment expense							0	[1]
Loss (income) from equity method investments, net	0		0		0		0
Amortization of deferred financing fees and debt discount					0		0
Loss from early extinguishment of debt					0		0
Other					0		0
Equity in (income) losses of subsidiaries	14,961		20,292		59,078		81,666
Cash flows from changes in operating assets and liabilities:
Accounts receivable, net					0		0
Content library					0		0
Prepaid expenses and other current assets					6,084		69
Other assets					0		0
Accounts payable					0		354
Accrued payable to retailers					0		0
Other accrued liabilities					0		(69)
Net cash flows from operating activities					0	[1]	354	[1]
Investing Activities:
Purchases of property and equipment					0		0
Proceeds from sale of property and equipment					0		0
Payments to Acquire Businesses, Net of Cash Acquired							0
Receipt of note receivable principal							0
Cash paid for equity investments					0		0
Investments in and advances to affiliates					0		0
Net cash flows used in investing activities					0	[1]	0	[1]
Financing Activities:
Proceeds from issuance of senior unsecured notes					0		0
Proceeds from new borrowing on Credit Facility					0		0
Principal payments on Credit Facility					0		0
Financing costs associated with Credit Facility and senior unsecured notes					0		0
Settlement and conversion of convertible debt					0		0
Repurchases of common stock					0		0
Principal payments on capital lease obligations and other debt					0		0
Windfall excess tax benefits related to share-based payments					0		0
Withholding tax paid on vesting of restricted stock net of proceeds from exercise of stock options					0		0
Net cash flows from (used in) financing activities					0		0	[1]
Effect of exchange rate changes on cash					0		0
Decrease in cash and cash equivalents					0		354
Cash and cash equivalents:
Beginning of period					0		(354)		(354)
End of period	$ 0		$ 0		$ 0		$ 0

[1] During 2013, we discontinued four ventures previously included in our New Ventures operating segment, Orango, Rubi, Crisp Market, and Star Studio. Cash flows from these discontinued operations are not segregated from cash flows from continuing operations in all periods presented because they were not material.

[2] Total financing costs associated with the Credit Facility and senior unsecured notes issued in the second quarter of 2014 were $8.2 million composed of non-cash debt issue costs of $4.5 million recorded as debt discount associated with our issuance of $300.0 million senior unsecured notes due 2021, $1.5 million in deferred financing fees associated with the senior unsecured notes, and $2.2 million in deferred financing fees associated with the refinancing of our credit facility. The cash payments for financing costs associated with the Credit Facility and senior unsecured notes during the three and nine months ended September 30, 2014 were $0.8 million and $2.9 million, respectively. The remaining accrued balance of the total financing cost as of September 30, 2014 was $0.8 million.

[3] The total cost of repurchases of common stock during the three and nine months ended September 30, 2014 was $70.6 million and $545.2 million, respectively, which includes $3.8 million in fees and expenses relating to the tender offer recorded as part of the cost of treasury stock in our Consolidated Balance Sheets. The cash payments for the tender offer fees during the three and nine months ended September 30, 2014 was $0.01 million and $3.7 million, respectively. The remaining accrued balance of the tender offer fees as of September 30, 2014 is $0.1 million.

XML

Organization and Business

9 Months Ended

Sep. 30, 2014

Organization And Business [Abstract]

Organization and Business [Text Block]

Note 3: Organization and Business

Description of Business

We are a leading provider of automated retail solutions offering convenient products and services that benefit consumers and drive incremental retail traffic and revenue for retailers.

Our core offerings in automated retail include our Redbox and Coinstar segments. Our Redbox segment consists of self-service kiosks where consumers can rent or purchase movies and video games. Our Coinstar segment consists of self-service coin-counting kiosks where consumers can convert their coins to cash or stored value products. We also offer self-service kiosks that exchange gift cards for cash under our Coinstar™ Exchange brand. Our New Ventures segment is focused on identifying, evaluating, building, or acquiring and developing innovative self-service concepts in the marketplace. New Ventures concepts are regularly assessed to determine whether continued funding or other alternatives are appropriate.

On July 23, 2013 we acquired the remaining 77.0% equity interest in our ecoATM business which provides an automated self-service kiosk system to purchase used mobile phones, tablets and MP3 players for cash. The primary reason for the business combination was to expand Outerwall’s presence in automated retail and gain exposure to the growing demand for refurbished products and mobile devices. Since the acquisition date, the results of ecoATM operations, with the exception of expense for rights to receive cash which are unallocated corporate expenses, are included in our New Ventures segment. See Note 15: Business Segments and Enterprise-Wide Informationfor more information. The majority of our New Ventures kiosks are those of our ecoATM business.

Our kiosks are located primarily in supermarkets, drug stores, mass merchants, financial institutions, convenience stores, malls and restaurants. Our kiosk and location counts as of September 30, 2014, are as follows:

	Kiosks	Locations
Redbox	43,790	36,210
Coinstar	21,210	20,220
New Ventures	1,550	1,330
Total	66,550	57,760

XML

Equity Method Investments and Related Party Transactions (Proportionate Share of Joint Venture Summarized Financial Information) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
Equity Method Investments and Joint Ventures [Abstract]
Revenue	$ 18,499	$ 3,054
Cost of sales and service	36,969	14,021
Net loss and loss from continuing operations	$ 80,994	$ 61,660

XML

Business Segments and Enterprise-Wide Information (Schedule Of Contributions By Major Customers) (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Wal-Mart Stores Inc. [Member]
Revenue, Major Customer [Line Items]
Percentage of revenue contributed by major customers	15.40%	14.90%	15.30%	15.10%
Walgreen Co. [Member]
Revenue, Major Customer [Line Items]
Percentage of revenue contributed by major customers	13.20%	14.30%	13.70%	14.70%
The Kroger Company [Member]
Revenue, Major Customer [Line Items]
Percentage of revenue contributed by major customers	9.80%	9.80%	9.80%	10.00%

XML

Share-Based Payments (Schedule Of Unrecognized Compensation Cost And Weighted-Average Remaining Life) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized Share-Based Payments Expense	$ 24,747
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized Share-Based Payments Expense	1,004
Weighted-Average Remaining Life	2 years 0 months
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized Share-Based Payments Expense	23,586
Weighted-Average Remaining Life	2 years 5 months 0 days
Content Arrangements [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized Share-Based Payments Expense	$ 157
Weighted-Average Remaining Life	0 years 3 months 6 days

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Subsequent Events

9 Months Ended

Sep. 30, 2014

Subsequent Events [Abstract]

Subsequent Events [Text Block]

Note 20: Subsequent Events

Withdrawal from Joint Venture with Verizon

On October 19, 2014, Redbox, Verizon, the Joint Venture and Verizon Corporate Services Group, Inc. entered into a Withdrawal and Extinguishment of Rights Agreement (the “Withdrawal Agreement”) pursuant to which Redbox withdrew as a member of the Joint Venture effective on October 20, 2014. As previously announced, Redbox Instant by Verizon, the business operated by the Joint Venture, ceased operation of its consumer service effective October 7, 2014.

Pursuant to the Withdrawal Agreement, all of Redbox’s rights under the Joint Venture’s operating agreement will be extinguished and all outstanding amounts including expense reimbursements will be settled in exchange for a total payment of $16.8 million to Redbox. To date, Outerwall has made total cash capital contributions to the Joint Venture of $77.0 million and has received total cash from the Joint Venture of $70.5 million, inclusive of revenue attributable to the rental of DVDs and Blu-ray Discs through the Joint Venture and the $16.8 million payment. In addition, Outerwall realized approximately $29.9 million in cash tax savings through deductions arising from the recognition of our share of the Joint Venture’s losses through September 30, 2014.

Outerwall does not expect a net material financial impact resulting from the extinguishment and expense reimbursement. Neither Redbox nor Outerwall will take part in any material manner with the Joint Venture or in the winding down of Redbox Instant by Verizon following the withdrawal.

Content License Agreement

On October 27, 2014, we entered into an Amended and Restated Home Video Lease Output Agreement (the “Letter Agreement”) with Lions Gate Films, Inc. (“Lionsgate”). The Letter Agreement extends the term of Redbox’s arrangement to license theatrical and direct-to-video titles released by Lionsgate through September 30, 2016, which will be automatically extended for an additional year under certain conditions. After accounting for this agreement, our commitment to purchase content from Lionsgate was approximately $111.6 million.

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Share-Based Payments (Rights to Receive Cash) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Remaining total expected expense	$ 24,747
ecoATM [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Remainder of 2014	3,218
2015	4,631
2016	3,771
2017	516
Remaining total expected expense	$ 12,136

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Restructuring (Tables)

9 Months Ended

Sep. 30, 2014

Restructuring and Related Activities [Abstract]

Restructuring and Related Costs [Table Text Block]

The total amount expected to be incurred in connection with the restructuring, exclusive of asset impairments, and the amount incurred during the nine months ended September 30, 2014 by reportable segment (on an allocated basis) and expense type is as follows:

Dollars in thousands	Total Estimated Expense		Nine Months Ended September 30, 2014		Cumulative as of September 30, 2014
Redbox
Severance	$	4,305	$	535	$	4,305
Coinstar
Severance	748		23		748
Discontinued Operations
Severance	1,026		155		1,026
Other	1,874		435		1,874
Total	$	7,953	$	1,148	$	7,953

Schedule of Restructuring Reserve by Type of Cost [Table Text Block]

A reconciliation of the beginning and ending liability balance by expense type is as follows:

Dollars in thousands	Severance			Other
Beginning Balance - December 31, 2013	$	2,508		$	1,418
Costs charged to expense	713			435
Costs paid or otherwise settled	(3,221		)	(1,853		)
Ending Balance - September 30, 2014	$	—		$	—

The line items in our Consolidated Statements of Comprehensive Income for the nine months ended September 30, 2014 in which the expenses are recorded are as follows:

Dollars in thousands	Severance		Other
Direct Operating	$	410	$	—
General and administrative	148		—
Loss from discontinued operations, net of tax	155		435
Total expense	$	713	$	435

There were no restructuring expenses recorded in the three months ended September 30, 2014.

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Discontinued Operations

9 Months Ended

Sep. 30, 2014

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations [Text Block]

Note 13: Discontinued Operations

Discontinuation of Certain New Ventures

During 2013, we discontinued four new venture concepts; Rubi, Crisp Market, Orango, and Star Studio. The wind-down process was substantially completed as of March 31, 2014. The results of the discontinued ventures, associated impairment and restructuring charges, net of tax, are recorded within Loss from discontinued operations, net of tax in our Consolidated Statements of Comprehensive Income (see Note 12: Restructuring). The discontinued concepts did not meet the criteria to be classified as held for sale and accordingly the assets and liabilities are not separately presented in our Consolidated Balance Sheets.

Summary Financial Information

The disposition and operating results of the discontinued ventures are presented in discontinued operations in our Consolidated Statements of Comprehensive Income for all periods presented. The continuing cash flows from these operations after discontinuation are insignificant and are not segregated from cash flows from continuing operations in all periods presented in our Consolidated Statements of Cash Flows.

The following table sets forth the components of discontinued operations included in our Consolidated Statements of Comprehensive Income:

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
Dollars in thousands	2014		2013			2014			2013
Revenue	$	—	$	814		$	100		$	3,373
Loss from discontinued operations before income tax	$	—	$	(6,775	)	$	(1,259	)	$	(21,365	)
Income tax benefit	—		2,636			491			8,267
Loss from discontinued operations, net of tax	$	—	$	(4,139	)	$	(768	)	$	(13,098	)