Lionsgate Studios Corp.
A major independent film and television studio that makes and distributes movies and shows, including the Hunger Games, John Wick, and Saw franchises. It was founded in 1997 by Canadian financier Frank Giustra in Vancouver, and its name comes from the Lions Gate Bridge, which itself is named after two mountain peaks overlooking the city. In 2025 it split from the premium channel Starz to stand on its own as a pure content studio.
10-Q · Quarter ended Jun 30, 2026 · SEC filing ↗
The original filing sections are available below.
Management’s discussion and analysis of financial condition and results of operations supplement the accompanying unaudited condensed consolidated financial statements and provides information about the Company’s business, financial condition, cash flows and results of operation…
Management’s discussion and analysis of financial condition and results of operations supplement the accompanying unaudited condensed consolidated financial statements and provides information about the Company’s business, financial condition, cash flows and results of operations. It should be read in conjunction with the unaudited condensed consolidated financial statements and related notes in this Quarterly Report on Form 10-Q and with our Annual Report on Form 10-K for the year ended March 31, 2026. Overview Lionsgate Studios Corp. is one of the world’s leading standalone, pure play content companies. We bring together diversified motion picture and television production and distribution businesses, a world-class portfolio of valuable brands and franchises, a talent management and production powerhouse and a film and television library with more than 20,000 titles, all driven by Lionsgate’s bold and entrepreneurial culture. We classify our continuing operations through two reportable segments: Motion Picture and Television Production (see further discussion below). Starz Separation On May 6, 2025, the separation of the Studio Business from the Starz Business (the “Starz Separation”) was completed, resulting in Lionsgate Studios Corp. operating as an independent, publicly-traded company. As a result, our financial statements reflect only the Motion Picture and Television Production segments as continuing operations, while the historical results of the Starz Business are presented as discontinued operations for all periods prior to the separation. See Note 2 of our unaudited condensed consolidated financial statements for the presentation of discontinued operations, including the partial period through May 6, 2025, during the three months ended June 30, 2025. Components of Results of Operations Revenues Our revenues are generated by the Motion Picture and Television Production segments, collectively referred to as our Studio Business. Revenues are earned in the United States (“U.S.”), Canada, the United Kingdom and other foreign countries. No individual foreign country accounted for more than 10% of total revenue during the three months ended June 30, 2026 or 2025. Motion Picture: Our Motion Picture segment includes revenue generated from the following: •Theatrical. Theatrical revenue is generated from the domestic theatrical release of motion pictures licensed to theatrical exhibitors on a title-by-title basis. In the U.S., we distribute films directly, while in Canada films are distributed through a sub-distributor. The revenues from Canada are reported net of distribution fees and release expenses. Under the arrangements with our exhibitors we generally receive a percentage of the box office results. Theatrical revenues also include revenue from certain direct-to-platform licenses where the initial license of a motion picture is to a direct-to-platform customer. •Home Entertainment. Home entertainment revenue is generated from the sale or rental of our film productions and acquired or licensed films and certain television programs, including theatrical and direct-to-video releases, on packaged media and through digital media platforms, such as pay-per-view, video-on-demand, electronic sell through and digital rental services. Home Entertainment revenue also includes amounts earned under revenue sharing arrangements with certain digital media platforms, under which we generally share in the rental or sales proceeds generated on a title-by-title basis in exchange for a nominal or no upfront sales price. •Television. Television revenue is primarily generated from the licensing of our theatrical productions and acquired films to linear pay, basic cable and free television markets. Television revenue also includes revenue from licenses in our traditional pay television window granted to subscription video-on-demand (“SVOD”) and other digital platforms. •International. International revenue is generated from the licensing to international distributors on a territory-by-territory basis, and the direct distribution in the United Kingdom, of our productions, acquired films, our catalog product and libraries of acquired titles. 36 Table of Contents •Other. Other revenue is primarily generated from the licensing of our film, television and related content, such as games, music and location-based entertainment royalties, to ancillary markets. Television Production: Our Television Production segment includes revenue generated from the following: •Television. Television revenue is generated from the licensing of scripted and unscripted series, television movies, mini-series and non-fiction programming to domestic linear pay, basic cable, free television and syndication markets. Television revenue also includes revenue from licenses to SVOD platforms when the initial license of a television series is granted to an SVOD platform. Television revenue includes both fixed fee arrangements and arrangements in which we earn advertising revenue from the exploitation of certain content on television networks. •International. International revenue is generated from the licensing and syndication to international markets of scripted and unscripted series, television movies, miniseries and non-fiction programming. •Home Entertainment. Home entertainment revenue is generated from the sale or rental of television production movies or series on packaged media and through digital media platforms. •Other. Other revenue is generated from the licensing of our television programs to other ancillary markets, the sales and licensing of music from the television broadcasts of our productions, and from commissions and executive producer fees earned related to talent management. Expenses Our primary operating expenses include direct operating expenses, distribution and marketing expenses and general and administration expenses. Direct operating expenses include amortization of film and television production or acquisition costs, participation and residual expenses, provision for credit losses, and foreign exchange gains and losses. Participation costs represent contingent consideration payable based on the performance of the film or television program to parties associated with the film or television program, including producers, writers, directors or actors. Residuals represent amounts payable to various unions or “guilds” such as the Screen Actors Guild - American Federation of Television and Radio Artists, Directors Guild of America, and Writers Guild of America, based on the performance of the film or television program in certain ancillary markets or based on the individual’s (i.e., actor, director, writer) salary level in the television market. Distribution and marketing expenses primarily include the costs of theatrical prints and advertising (“P&A”) and premium video-on-demand (“Premium VOD”) expense and of DVD/Blu-ray duplication and marketing. Theatrical P&A includes the costs of the theatrical prints delivered to theatrical exhibitors and the advertising and marketing cost associated with the theatrical release of the picture. Premium VOD expense represents the advertising and marketing cost associated with the Premium VOD release of the picture. DVD/Blu-ray duplication represents the cost of the DVD/Blu-ray product and the manufacturing costs associated with creating the physical products. DVD/Blu-ray marketing costs represent the cost of advertising the product at or near the time of its release or special promotional advertising. General and administration expenses include salaries and other overhead costs. Corporate general and administrative expenses include certain corporate executive expenses (such as salaries and wages for the office of the Chief Executive Officer, Chief Financial Officer, General Counsel and other corporate officers), investor relations costs, costs of maintaining corporate facilities, and other unallocated common administrative support functions, including corporate accounting, finance and financial reporting, internal and external audit and tax costs, corporate and other legal support functions, and certain information technology and human resources expense. Corporate general and administrative expenses also include overhead costs previously allocated to the Starz Business that were not included in discontinued operations because they were not directly attributable to the Media Networks segment. See Note 2 to the unaudited condensed consolidated financial statements for further information. 37 Table of Contents CRITICAL ACCOUNTING POLICIES AND ESTIMATES The preparation of our financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The application of the following accounting policies, which are important to our financial position and results of operations, requires significant judgments and estimates on the part of management. As described more fully below, these estimates bear the risk of change due to the inherent uncertainty of the estimate. In some cases, changes in the accounting estimates are reasonably likely to occur from period to period. Accordingly, actual results could differ materially from our estimates. To the extent that there are material differences between these estimates and actual results, our financial condition or results of operations will be affected. We base our estimates on past experience and other assumptions that we believe are reasonable under the circumstances, and we evaluate these estimates on an ongoing basis. We believe that the following discussion addresses our most critical accounting policies, which are those that are most important to the portrayal of our financial condition and results of operations and require management’s most difficult, subjective and complex judgments. For a summary of all of our accounting policies, including the accounting policies discussed below, see Note 1 to the audited consolidated financial statements and related notes in the Company’s Annual Report on Form 10-K for the year ended March 31, 2026, filed with the Securities and Exchange Commission (“SEC”) on May 27, 2026. Revenue Recognition. Our Motion Picture and Television Production segments generate revenue principally from the licensing of content in domestic theatrical exhibition, home entertainment (e.g., digital media), television, and international marketplaces. Our content licensing arrangements include fixed fee and minimum guarantee arrangements, and sales or usage-based royalties. Our fixed fee or minimum guarantee licensing arrangements in the television, digital media and international markets may, in some cases, include multiple titles, multiple license periods (windows) with a substantive period in between the windows, rights to exploitation in different media, or rights to exploitation in multiple territories, which may be considered distinct performance obligations. When these performance obligations are considered distinct, the fixed fee or minimum guarantee in the arrangement is allocated to the title, window, media right or territory as applicable, based on estimates of relative standalone selling prices. The amounts related to each performance obligation (i.e., title, window, media or territory) are recognized when the content has been delivered, and the window for the exploitation right in that territory has begun, which is the point in time at which the customer is able to begin to use and benefit from the content. Sales or usage-based royalties represent amounts due to us based on the “sale” or “usage” of our content by the customer, and revenues are recognized at the later of when the subsequent sale or usage occurs, or the performance obligation to which some or all the sales or usage-based royalty has been allocated has been satisfied (or partially satisfied). Generally, when we license completed content (with standalone functionality, such as a movie, or television show), our performance obligation will be satisfied prior to the sale or usage. When we license intellectual property that does not have stand-alone functionality (e.g., brands, themes, logos, etc.), our performance obligation is generally satisfied in the same period as the sale or usage. The actual amounts due to us under these arrangements are generally not reported to us until after the close of the reporting period. We record revenue under these arrangements for the amounts due and not yet reported to us based on estimates of the sales or usage of these customers and pursuant to the terms of the contracts. Such estimates are based on information from our customers, historical experience with similar titles in that market or territory, the performance of the title in other markets and/or available data in the industry. While we believe these estimates are reasonable estimates of the amounts due under these arrangements, such estimated amounts could differ from the actual amounts to be subsequently reported by the customer, which could be higher or lower than our estimates, and could result in an adjustment to revenues in future periods. Revenue from the theatrical release of feature films is treated as sales or usage-based royalties and recognized starting at the exhibition date and based on our participation in box office receipts of the theatrical exhibitor. Digital media revenue sharing arrangements are recognized as sales or usage-based royalties. Revenue from commissions is recognized as such services are provided. Film and Television Costs. Capitalized costs for films or television programs are predominantly monetized individually. Amortization. Film cost amortization as well as participations and residuals expense are based on management’s estimates. Costs of acquiring and producing films and television programs and of acquired libraries that are amortized and estimated liabilities for participations and residuals costs are accrued using the individual-film-forecast method, based on the ratio of the current period's revenues to management’s estimated remaining total gross revenues to be earned (“ultimate revenue”). 38 Table of Contents Management’s judgment is required in estimating ultimate revenue and the costs to be incurred throughout the life of each film or television program. Management estimates ultimate revenues based on historical experience with similar titles or the title genre, the general public appeal of the cast, audience test results when available, actual performance (when available) at the box office or in markets currently being exploited, and other factors such as the quality and acceptance of motion pictures or programs that our competitors release into the marketplace at or near the same time, critical reviews, general economic conditions and other tangible and intangible factors, many of which we do not control and which may change. For motion pictures, ultimate revenue includes estimates over a period not to exceed ten years following the date of initial release of the motion picture. The most sensitive factor affecting our estimate of ultimate revenues for a film intended for theatrical release is the film's theatrical performance, as subsequent revenues from the licensing and sale in other markets have historically been highly correlated to its theatrical performance. After a film is released, our estimates of revenue from succeeding markets are revised based on historical relationships and an analysis of current market trends. For an episodic television series, the period over which ultimate revenues are estimated cannot exceed ten years following the date of delivery of the first episode, or, if still in production, five years from the date of delivery of the most recent episode, if later. The most sensitive factors affecting our estimate of ultimate revenues for a television series is whether the series will be ordered for a subsequent season and estimates of revenue in secondary markets other than the initial license fee, which may depend on a number of factors, including, among others, the ratings or viewership the program achieves on the customers’ platforms. The initial estimate of ultimate revenue may include estimates of revenues outside of the initial license window (i.e., international, home entertainment and other distribution platforms) and are based on historical experience for similar programs (genre, duration, etc.) and the estimated number of seasons of the series. Ultimates of revenue beyond the initial license fee are generally higher for programs that have been or are expected to be ordered for multiple seasons. We regularly monitor the performance of each season, and evaluate whether impairment indicators are present (i.e., low ratings, cancellations or the series is not reordered), and based upon our review, we revise our estimates as needed and perform an impairment assessment if impairment indicators are present. For titles included in acquired libraries, ultimate revenue includes estimates over a period not to exceed twenty years following the date of acquisition. Due to the inherent uncertainties involved in making such estimates of ultimate revenues and expenses, these estimates have differed in the past from actual results and are likely to differ to some extent in the future from actual results. In addition, in the normal course of our business, some films and titles are more successful or less successful than anticipated. Management regularly reviews and revises, when necessary, its ultimate revenue and cost estimates, which may result in a change in the rate of amortization of film costs and participations and residuals and/or a write-down of all or a portion of the unamortized costs of the film or television program to its estimated fair value. An increase in the estimate of ultimate revenue will generally result in a lower amortization rate and, therefore, less film and television program amortization expense, while a decrease in the estimate of ultimate revenue will generally result in a higher amortization rate and, therefore, higher film and television program amortization expense, and also periodically results in an impairment requiring a write-down of the film cost to the title’s fair value. These write-downs are included in amortization expense within direct operating expenses in our unaudited condensed consolidated statements of operations. See further discussion under Impairment Assessment below. Impairment Assessment. An individual film or television program is evaluated for impairment when events or changes in circumstances indicate that the fair value of an individual film or television program is less than its unamortized cost. Pre-release impairment assessments require significant judgment, including estimated box office performance and downstream licensing revenues. If the result of the impairment test indicates that the carrying value exceeds the estimated fair value, an impairment charge will then be recorded for the amount of the difference. Estimate of Fair Value. The fair value is determined based on a discounted cash flow analysis of the cash flows directly attributable to the title. For motion pictures intended for theatrical release, the discounted cash flow analysis used in the impairment evaluation prior to theatrical release is subjective and the key inputs include estimates of future anticipated revenues and estimates of box office performance, which may differ from future actual results. These estimates are based in part on the historical performance of similar films, test audience results when available, information regarding competing film releases, and critic reviews. For television programs, the discounted cash flow analysis used in the impairment evaluation includes key inputs such as estimates of future anticipated revenue, as discussed above. See further discussion of Valuation Assumptions below. 39 Table of Contents Valuation Assumptions. The discounted cash flow analysis includes cash flow estimates of ultimate revenue and costs as well as a discount rate (a Level 3 fair value measurement). The discount rate utilized in the discounted cash flow analysis is based on the weighted average cost of capital of the Company plus a risk premium representing the risk associated with producing a particular film or television program. Estimates of future revenue involve measurement uncertainty and it is therefore possible that reductions in the carrying value of investment in films and television programs may be required as a result of changes in management’s future revenue estimates. Income Taxes. We are subject to income taxes in Canada and the United States, as well as in several other foreign jurisdictions. We record deferred tax assets related to net operating loss carryforwards and certain temporary differences, net of applicable reserves, in these jurisdictions. We recognize a future tax benefit to the extent that realization of such benefit is more-likely-than-not on a jurisdiction-by-jurisdiction basis; otherwise, a valuation allowance is applied. Realizing the benefit of our deferred tax assets requires the generation of sufficient future taxable income in each jurisdiction in which those deferred tax assets exist. Our assessment of whether taxable income in a jurisdiction will be sufficient to realize our deferred tax assets is an estimate that could change in the future, depending primarily on the actual operating performance of our Company. We continually evaluate our more-likely-than-not assessment and, if operating results deteriorate in a particular jurisdiction, we may need to record a valuation allowance against all or a portion of our deferred tax assets in that jurisdiction through a charge to our income tax provision. As of June 30, 2026, we had a valuation allowance of $1,489.5 million against certain Canadian, U.S. and other foreign deferred tax assets that may not be realized on a more-likely-than-not basis. Our quarterly income tax provision and corresponding annual effective tax rate are based on expected income (loss), statutory tax rates, and tax planning opportunities available in the various jurisdictions in which we operate. For interim financial reporting, we estimate the annual effective tax rate based on projected taxable income (loss) for the full year and record a quarterly income tax provision in accordance with that estimated annual effective tax rate. As the year progresses, we refine our estimates of the year's taxable income (loss) as new information becomes available, including year-to-date financial results. This continual estimation process may result in changes to our expected annual effective tax rate, in which case we adjust our income tax provision in the quarter in which the change in estimate occurs, so that the year-to-date income tax provision reflects the expected annual effective tax rate. Significant judgment is required in determining our expected annual effective tax rate and in evaluating our tax positions. Our income tax provision differs from the amount that would result from applying the Canadian federal statutory income tax rate to income (loss) before income taxes. This difference is affected by many factors, including the overall level of income (loss) before income taxes and its mix across the jurisdictions in which we operate, the effect of valuation allowances against our deferred tax assets in jurisdictions where we do not recognize a tax benefit on losses, changes in tax laws and regulations, changes in unrecognized tax benefits, tax planning strategies available to us, and other discrete items. Recent Accounting Pronouncements See Note 1 to the accompanying unaudited condensed consolidated financial statements for a discussion of recent accounting guidance. 40 Table of Contents RESULTS OF OPERATIONS Three Months Ended June 30, 2026 Compared to Three Months Ended June 30, 2025 Consolidated Results of Operations from Continuing Operations The following table presents our unaudited condensed consolidated results from continuing operations for the three months ended June 30, 2026 and 2025: Three Months Ended June 30, Change 2026 2025 Amount Percent (Amounts in millions) Revenues Studio Business Motion Picture $ 587.3 $ 267.3 $ 320.0 119.7 % Television Production 189.3 288.5 (99.2) (34.4) % Total Studio Business 776.6 555.8 220.8 39.7 % Intersegment eliminations — (29.9) 29.9 nm Total revenues 776.6 525.9 250.7 47.7 % Expenses: Direct operating 497.0 339.0 158.0 46.6 % Distribution and marketing 121.8 118.1 3.7 3.1 % General and administration 124.9 70.2 54.7 77.9 % Depreciation and amortization 4.4 4.4 — — % Restructuring and other 2.9 4.8 (1.9) (39.6) % Total expenses 751.0 536.5 214.5 40.0 % Operating income (loss) 25.6 (10.6) 36.2 nm Other income (expenses): Interest expense (56.9) (68.7) 11.8 (17.2) % Interest and other income 4.8 4.4 0.4 9.1 % Other income (loss), net 3.7 (17.0) 20.7 nm Loss on extinguishment of debt — (1.0) 1.0 nm Gain on investments, net 1.3 8.8 (7.5) (85.2) % Equity interests income (loss) — (1.2) 1.2 nm Total other expenses, net (47.1) (74.7) 27.6 (36.9) % Loss from continuing operations before income taxes (21.5) (85.3) 63.8 (74.8) % Income tax provision (7.8) (6.4) (1.4) 21.9 % Net loss from continuing operations, net of income taxes (29.3) (91.7) 62.4 (68.0) % Net loss from discontinued operations, net of income taxes — (14.9) 14.9 nm Less: Net (income) loss from continuing operations attributable to noncontrolling interests 0.5 (2.3) 2.8 nm Net loss attributable to Lionsgate Studios Corp. shareholders $ (28.8) $ (108.9) $ 80.1 (73.6) % ___________________ nm - Percentage not meaningful. Revenues. Consolidated revenues increased $250.7 million in the three months ended June 30, 2026 primarily reflecting an increase of $320.0 million from Motion Picture revenue, offset by a decrease of $99.2 million from Television Production. Motion Picture revenue increased $320.0 million, primarily due to an increase in theatrical, international and digital home entertainment revenue. Television Production revenue decreased $99.2 million, primarily due to a decrease in domestic television, digital home entertainment and international revenue. Intersegment eliminations in the three months ended June 30, 2025, relate to the licensing of products from our Studio Business to the former Media Networks segment prior to the Starz Separation. Following the Starz Separation, revenue from licenses to Starz were not eliminated from our consolidated results from continuing operations. 41 Table of Contents Direct Operating Expenses. The following table summarizes direct operating expenses by segment for the three months ended June 30, 2026 and 2025: Three Months Ended June 30, 2026 2025 Change Amount % of Segment Revenues Amount % of Segment Revenues Amount Percent (Amounts in millions, except percentages) Direct operating expenses Studio Business: Motion Picture $ 340.4 58.0 % $ 136.7 51.1 % $ 203.7 149.0 % Television Production 151.5 80.0 % 239.6 83.1 % (88.1) (36.8) % Total Studio Business 491.9 63.3 % 376.3 67.7 % 115.6 30.7 % Other 5.1 nm 5.4 nm (0.3) (5.6) % Intersegment eliminations — nm (42.7) nm 42.7 nm Total direct operating expenses $ 497.0 $ 339.0 $ 158.0 46.6 % ___________________ nm - Percentage not meaningful. Total direct operating expenses increased in the three months ended June 30, 2026. The increase was primarily due to increased revenue from the Motion Picture segment, partially offset by a decrease in revenue from the Television Production segment. Other. Other direct operating expenses in the three months ended June 30, 2026 and 2025 consist of rent costs for production facilities that were unutilized due to lower demand following the industry strikes amounting to $5.1 million and $5.4 million, respectively. The costs are included in direct operating expense and are not allocated to the segments. Distribution and Marketing Expenses. The following table summarizes distribution and marketing expenses by segment for the three months ended June 30, 2026 and 2025: Three Months Ended June 30, Change 2026 2025 Amount Percent (Amounts in millions, except percentages) Distribution and marketing expenses Studio Business: Motion Picture $ 109.8 $ 105.8 $ 4.0 3.8 % Television Production 12.0 12.3 (0.3) (2.4) % Total Studio Business $ 121.8 $ 118.1 $ 3.7 3.1 % U.S. theatrical P&A and Premium VOD expense included in Motion Picture distribution and marketing expense $ 81.4 $ 71.5 $ 9.9 13.8 % Distribution and marketing expenses increased in the three months ended June 30, 2026, primarily due to higher theatrical distribution and marketing expenses in the Motion Picture segment. See further discussion in the Segment Results of Operations section below. General and Administrative Expenses. The following table summarizes general and administrative expenses by segment for the three months ended June 30, 2026 and 2025: 42 Table of Contents Three Months Ended June 30, Change 2026 % of Revenues 2025 % of Revenues Amount Percent (Amounts in millions, except percentages) General and administrative expenses Studio Business: Motion Picture $ 32.1 $ 22.4 $ 9.7 43.3 % Television Production 15.6 10.6 5.0 47.2 % Total Studio Business 47.7 33.0 14.7 44.5 % Corporate 35.9 32.1 3.8 11.8 % Share-based compensation expense 40.3 2.8 37.5 nm Purchase accounting and related adjustments 1.0 2.3 (1.3) (56.5) % Total general and administrative expenses $ 124.9 16.1% $ 70.2 13.3% $ 54.7 nm ___________________ nm - Percentage not meaningful. General and administrative expenses increased in the three months ended June 30, 2026, primarily as a result of increased share-based compensation expenses and increased Studio Business and Corporate general and administrative expenses. See further discussion in the Segment Results of Operations section below. The increase in share-based compensation expense included in general and administrative expenses in the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, was primarily due to higher fair values in the current fiscal period associated with performance-based stock option and other equity awards that are revalued at each reporting period until the stock option or equity award vests and the applicable performance goals are achieved. The increase in fair value was primarily attributed to increases in the Company’s stock price. The following table presents share-based compensation expense by financial statement line item: Three Months Ended June 30, 2026 2025 (Amounts in millions) Share-based compensation expense by expense category: General and administrative expense $ 40.3 $ 2.8 Restructuring and other(1) 0.8 (1.1) Total share-based compensation expense $ 41.1 $ 1.7 ___________________ (1)Represents share-based compensation expense included in restructuring and other expenses reflecting the impact of the acceleration of vesting schedules for equity awards pursuant to certain severance arrangements. Restructuring and Other. Restructuring and other decreased $1.9 million in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. See Note 14 to our unaudited condensed consolidated financial statements. Restructuring and other includes severance and certain transaction and other costs, when applicable, and were as follows for the three months ended June 30, 2026 and 2025: Three Months Ended June 30, Change 2026 2025 Amount Percent (Amounts in millions, except percentages) Restructuring and other: Severance(1) $ 2.3 $ 1.7 $ 0.6 35.3 % Transaction and other costs(2) 0.6 3.1 (2.5) (80.6) % Total restructuring and other $ 2.9 $ 4.8 $ (1.9) (39.6) % ___________________ (1) Severance costs were primarily related to workforce reduction actions undertaken in connection with restructuring and acquisition integration activities, as well as other cost-reduction initiatives and are not reflective of our ongoing operating structure. 43 Table of Contents (2) Transaction and other costs primarily relate to transaction, integration and legal costs incurred in connection with certain strategic transactions and restructuring activities, as well as costs associated with certain legal matters. For the three months ended June 30, 2025, amounts exclude transaction costs associated with the Starz Separation as such amounts are classified within discontinued operations. Interest Expense. Interest expense of $56.9 million in the three months ended June 30, 2026 decreased $11.8 million from the three months ended June 30, 2025 primarily due to lower average interest rates on variable rate corporate debt and film related obligations. The following table presents the components of interest expense for the three months ended June 30, 2026 and 2025: Three Months Ended June 30, 2026 2025 (Amounts in millions) Interest expense: Revolving credit facility $ 3.5 $ 4.2 Term loans — 2.0 Senior Notes 5.8 7.4 IP credit facilities(1) 23.3 21.8 Other(2) 24.3 33.3 Total interest expense $ 56.9 $ 68.7 ___________________ (1)IP credit facility interest expense includes interest expense associated with the eOne IP Credit Facility and the LG IP Credit Facility. (2)Other interest expense includes payments associated with certain film related obligations (Production loans, Production Tax Credit Facility and Backlog Facility and other, see Note 7 to our unaudited condensed consolidated financial statements), interest expense associated with our 3 Arts Entertainment Credit Facility, payments and receipts associated with interest rate swaps along with the noncash amortization of unrealized gains in accumulated other comprehensive income related to dedesignated interest rate swaps which are being amortized to interest expense (see Note 17 to our unaudited condensed consolidated financial statements), and noncash amortization of debt issuance costs. Interest and Other Income. Interest and other income of $4.8 million in the three months ended June 30, 2026 increased, as compared to interest and other income of $4.4 million in the three months ended June 30, 2025. Other Gain (Loss), net. The change in other gain, net of $3.7 million for the three months ended June 30, 2026 compared to other loss, net of $17.0 million for the three months ended June 30, 2025, was primarily due to income related to foreign currency transactions during the three months ended June 30, 2026, as compared to losses incurred related to foreign currency transactions during the three months ended June 30, 2025. Loss on Extinguishment of Debt. Loss on extinguishment of debt of $1.0 million recognized during the three months ended June 30, 2025, related to the termination of our prior revolving credit facility and entry into the new Credit Agreement in connection with the Starz Separation. There was no extinguishment of debt recognized during the three months ended June 30, 2026. Gain on Investments, net. The decrease in gain on investments, net of $1.3 million recognized in the three months ended June 30, 2026 compared to a gain of $8.8 million recognized in the three months ended June 30, 2025, was primarily due to the sale of our equity method ownership interest in Spyglass and other investments in the prior year’s quarter. Income Tax Provision. We recognized an income tax provision of $7.8 million for the three months ended June 30, 2026, compared to an income tax provision of $6.4 million in the three months ended June 30, 2025. Our income tax provision differs from the amount that would result from applying the Canadian federal statutory income tax rate to income (loss) before income taxes. This difference is primarily attributable to the mix of earnings and losses across the various jurisdictions in which our operations are conducted, the effect of valuation allowances against our deferred tax assets in jurisdictions where we do not recognize a tax benefit on losses, and certain minimum income and foreign withholding taxes. 44 Table of Contents Net Loss Attributable to Lionsgate Studios Corp. Shareholders. Net loss attributable to our shareholders for the three months ended June 30, 2026 was $28.8 million, or basic and diluted net loss per common share of $0.10 on 291.6 million weighted average common shares outstanding. This compares to net loss attributable to our shareholders for the three months ended June 30, 2025 of $108.9 million, or basic and diluted net loss per common share of $0.40 on 272.3 million weighted average common shares outstanding. Segment Results of Operations and Non-GAAP Measures We use segment profit to measure segment performance. Segment profit is defined as segment revenues, less segment direct operating, segment distribution and marketing and segment general and administration expenses. Segment profit excludes, when applicable, corporate general and administrative expenses, restructuring and other costs, share-based compensation, certain content charges as a result of changes in management and/or content strategy, unallocated rent cost and purchase accounting and related adjustments. Segment profit is a U.S. GAAP financial measure and is disclosed in Note 15 to our unaudited condensed consolidated financial statements. We also present below our total segment profit for all of our segments. Total segment profit, when presented outside of the segment information and reconciliations included in Note 15 to our unaudited condensed consolidated financial statements, is considered a non-GAAP financial measure, and should be considered in addition to, not as a substitute for, or superior to, measures of financial performance prepared in accordance with U.S. GAAP. We use this non-GAAP measure, among other measures, to evaluate the aggregate operating performance of our business. We believe the presentation of total segment profit is relevant and useful for investors because it allows investors to view total segment performance in a manner similar to the method used by our management and enables them to understand the fundamental performance of our businesses before non-operating items. Total segment profit is considered an important measure of the Company’s performance because it reflects the aggregate profit contribution from the Company’s segments and represents a measure, consistent with our segment profit, that eliminates amounts that, in management’s opinion, do not necessarily reflect the fundamental performance of our businesses, are infrequent in occurrence, and in some cases are non-cash expenses. Not all companies calculate segment profit or total segment profit in the same manner as defined by our management and similarly titled measures presented by other companies may not be comparable due to differences in the methods of calculation and excluded items. The following table reconciles the operating income (loss), which is the most comparable U.S. GAAP measure to the total segment profit non-GAAP measure for the three months ended June 30, 2026 and 2025. Refer to the preceding section discussing our consolidated results of operations, for the reconciliations of segment direct operating expense and general and administrative expense to their respective line items presented in the GAAP-based consolidated statement of operations. In addition, refer to Note 15 of our unaudited condensed consolidated financial statements for the reconciliations of adjusted depreciation and amortization and adjusted share-based compensation, as presented in the line items below, to U.S. GAAP depreciation and expense and share-based compensation expense. Three Months Ended June 30, Change 2026 2025 Amount Percent (Amounts in millions, except percentages) Operating income (loss) $ 25.6 $ (10.6) $ 36.2 nm Corporate general and administrative expenses 35.9 32.1 3.8 11.8 % Adjusted depreciation and amortization 3.4 3.5 (0.1) (2.9) % Restructuring and other 2.9 4.8 (1.9) (39.6) % Unallocated rent cost included in direct operating expense 5.1 5.4 (0.3) (5.6) % Adjusted share-based compensation expense 40.3 2.8 37.5 nm Purchase accounting and related adjustments 2.0 3.2 (1.2) (37.5) % Total segment profit $ 115.2 $ 41.2 $ 74.0 nm ___________________ nm - Percentage not meaningful. We refer to our Motion Picture and Television Production segments collectively as our Studio Business. The following table presents the revenues and segment profit of our Studio Business: 45 Table of Contents Three Months Ended June 30, Change 2026 2025 Amount Percent (Amounts in millions, except percentages) Revenue Studio Business Motion Picture $ 587.3 $ 267.3 $ 320.0 119.7 % Television Production 189.3 288.5 (99.2) (34.4) % Total Studio Business $ 776.6 $ 555.8 $ 220.8 39.7 % Intersegment eliminations — (29.9) 29.9 nm $ 776.6 $ 525.9 $ 250.7 47.7 % Segment Profit Studio Business Motion Picture $ 105.0 $ 2.4 $ 102.6 nm Television Production 10.2 26.0 (15.8) (60.8) % Total Studio Business $ 115.2 $ 28.4 $ 86.8 305.6 % Intersegment eliminations — 12.8 (12.8) nm $ 115.2 $ 41.2 $ 74.0 nm ___________________ nm - Percentage not meaningful. See the discussion below for additional information regarding our reportable segments. The segment results presented below include intersegment transactions that are eliminated upon consolidation. Motion Picture The table below presents the Motion Picture revenue and segment profit for the three months ended June 30, 2026 and 2025: Three Months Ended June 30, Change 2026 2025 Amount Percent (Amounts in millions, except percentages) Motion Picture Segment: Revenue $ 587.3 $ 267.3 $ 320.0 119.7 % Expenses: Direct operating expense 340.4 136.7 203.7 149.0 % Distribution & marketing expense 109.8 105.8 4.0 3.8 % General and administrative expenses 32.1 22.4 9.7 43.3 % Segment profit $ 105.0 $ 2.4 $ 102.6 nm U.S. theatrical P&A and Premium VOD expense included in distribution and marketing expense $ 81.4 $ 71.5 $ 9.9 13.8 % Direct operating expense as a percentage of revenue 58.0 % 51.1 % ___________________ nm - Percentage not meaningful. Revenue. The table below presents Motion Picture revenue by media and product category for the three months ended June 30, 2026 and 2025: 46 Table of Contents Three Months Ended June 30, 2026 2025 Total Increase (Decrease) Lionsgate Original Releases(1) Other Film(2) Total Lionsgate Original Releases(1) Other Film(2) Total (Amounts in millions) Motion Picture Revenue Theatrical $ 208.4 $ 0.2 $ 208.6 $ 27.6 $ 1.1 $ 28.7 $ 179.9 Home Entertainment Digital Media 106.0 47.8 153.8 66.1 41.7 107.8 46.0 Packaged Media 5.5 4.4 9.9 3.3 4.8 8.1 1.8 Total Home Entertainment 111.5 52.2 163.7 69.4 46.5 115.9 47.8 Television 29.7 5.3 35.0 29.8 5.6 35.4 (0.4) International 153.0 17.7 170.7 64.2 17.1 81.3 89.4 Other 6.0 3.3 9.3 3.1 2.9 6.0 3.3 Total Motion Picture revenue $ 508.6 $ 78.7 $ 587.3 $ 194.1 $ 73.2 $ 267.3 $ 320.0 ___________________ (1)Lionsgate Original Releases: Includes titles originally planned for a wide theatrical release by Lionsgate, including titles that have changed from a planned wide theatrical release to an initial direct-to-streaming release. These releases include films developed and produced in-house, films co-developed and co-produced and films acquired or licensed from third parties. In addition, Lionsgate Original Releases also includes multi-platform and direct-to-platform motion pictures originally released or licensed by Lionsgate, and the licensing of our original release motion picture content to other ancillary markets (location-based entertainment, games, etc.). (2)Other Film: Includes acquired and licensed brands and libraries originally released by other parties such as third-party library product, including our titles released by acquired companies prior to our acquisition of the company (i.e., Summit Entertainment library), and titles released with our equity method investees, Roadside Attractions and Pantelion Films, and other titles. Theatrical revenue increased $179.9 million in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025, primarily due to a $180.8 million increase in Lionsgate Original Releases, driven by the theatrical release of Michael in the current quarter. Home entertainment revenue increased $47.8 million, or 41.2%, in the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, primarily due to a $46.0 million increase in digital media revenue from Lionsgate Original Releases and Other Films. Lionsgate Original Releases generated higher revenue of $39.9 million, primarily driven by the theatrical slate title release of Michael and revenue from multi-platform releases. Revenue from our acquired and licensed brand titles generated higher revenue of $6.1 million in the current quarter as compared to the prior year’s quarter. Television revenue decreased $0.4 million, or 1.1%, in the three months ended June 30, 2026, as compared to the three months ended June 30, 2025. International revenue increased $89.4 million in the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, primarily due to higher revenue generated from Lionsgate Original Releases of $88.8 million, driven by the theatrical slate title release of Michael in the current quarter. Direct Operating Expense. The increase in direct operating expenses was due to higher Motion Picture revenue. The increase in direct operating expenses as a percentage of revenue is driven by the performance and costs of the titles released during the three months ended June 30, 2026. During the three months ended June 30, 2026, write-downs of $11.2 million were recorded for investments in film included in the Motion Picture segment direct operating expense. There were no write-downs recorded during the three months ended June 30, 2025. Distribution and Marketing Expense. The increase in distribution and marketing expense in the three months ended June 30, 2026 was primarily due to higher theatrical P&A and Premium VOD expense associated with the theatrical slate releases in the current quarter, which included Michael, as compared to the prior year quarter releases. In the three months ended June 30, 2026 approximately $10.4 million of P&A and Premium VOD expense was incurred in advance for films to be released in subsequent quarters, compared to approximately $12.3 million in the three months ended June 30, 2025. General and Administrative Expense. General and administrative expenses of the Motion Picture segment in the three months ended June 30, 2026 increased $9.7 million, or 43.3% primarily due to an increase in incentive based compensation. 47 Table of Contents Television Production The table below presents the Television Production revenue and segment profit for the three months ended June 30, 2026 and 2025: Three Months Ended June 30, Change 2026 2025 Amount Percent (Amounts in millions, except percentages) Television Production Segment: Revenue $ 189.3 $ 288.5 $ (99.2) (34.4) % Expenses: Direct operating expense 151.5 239.6 (88.1) (36.8) % Distribution & marketing expense 12.0 12.3 (0.3) (2.4) % General and administrative expenses 15.6 10.6 5.0 47.2 % Segment profit $ 10.2 $ 26.0 $ (15.8) (60.8) % Direct operating expense as a percentage of revenue 80.0 % 83.1 % Revenue. The table below presents Television Production revenue and changes in revenue by media for the three months ended June 30, 2026 and 2025: Three Months Ended June 30, Change 2026 2025 Amount Percent (Amounts in millions, except percentages) Television Production Revenue Television $ 112.4 $ 165.5 $ (53.1) (32.1) % International 35.3 46.3 (11.0) (23.8) % Home Entertainment Digital 19.9 52.6 (32.7) (62.2) % Packaged Media 0.5 1.2 (0.7) (58.3) % Total Home Entertainment 20.4 53.8 (33.4) (62.1) % Other 21.2 22.9 (1.7) (7.4) % Total Television Production Revenue $ 189.3 $ 288.5 $ (99.2) (34.4) % The primary component of Television Production revenue is domestic television revenue. Domestic television revenue decreased $53.1 million, or 32.1%, in the three months ended June 30, 2026, due to a lower number of television episodes delivered in the current quarter as compared to the prior year’s quarter. International revenue decreased $11.0 million, or 23.8%, in the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, due to lower revenue generated internationally from episodes delivered in the current quarter as compared to the prior year’s quarter. Home entertainment revenue decreased $33.4 million, or 62.1%, in the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, due to lower digital media revenues generated in the current quarter as compared to the prior year’s quarter which reflected significant revenue generated by The Chosen Season 5. Direct Operating Expense. Direct operating expense of the Television Production segment in the three months ended June 30, 2026 decreased $88.1 million, or 36.8% due to the decrease in Television Production revenues. Direct operating expenses as a percentage of television production revenue decreased primarily due to the mix of titles generating revenue in the current quarter as compared to the prior quarter. During the three months ended June 30, 2026, write-downs of $1.6 million were recorded for investments in film and television programs included in the Television Production segment direct operating expense. There were no write-downs recorded during the three months ended June 30, 2025. General and Administrative Expense. General and administrative expenses of the Television Production segment in the three months ended June 30, 2026 increased $5.0 million, or 47.2% primarily due to an increase in incentive based compensation. 48 Table of Contents Liquidity and Capital Resources Sources of Cash Our liquidity and capital requirements in the three months ended June 30, 2026 were provided principally through cash generated from operations, corporate debt, our film related obligations (as further discussed below) and the monetization of trade accounts receivable. As of June 30, 2026, we had cash and cash equivalents of $425.8 million. Corporate Debt Our corporate debt as of June 30, 2026, excluding film related obligations discussed further below, consisted of the following: •Credit Agreement: We have an $800.0 million revolving credit facility (with no outstanding balance as of June 30, 2026), which may be increased to a total amount not in excess of $1,200.0 million, subject to the terms and conditions set forth therein. We maintain significant availability under our Revolving Credit Facility, which is currently used to meet our short-term liquidity requirements, and could also be used for longer term liquidity requirements. •Senior Notes: We have $389.9 million outstanding of 6.0% senior notes due 2030 (the “Senior Notes”). •eOne IP Credit Facility: In July 2024, certain subsidiaries of the Company entered into a $340.0 million senior secured amortizing term credit facility (the “eOne IP Credit Facility”) secured by certain intellectual property rights primarily associated with titles acquired as part of the eOne acquisition. In March 2026, the Company amended the eOne IP Credit Facility, increasing the maximum principal amount to $371.3 million, subject to the amount of collateral available, which is based on the valuation of unsold rights from the libraries, with $362.0 million outstanding as of June 30, 2026. The eOne IP Credit Facility matures on July 3, 2029. •LG IP Credit Facility. In September 2024, as amended in November 2024, December 2024, March 2025, June 2025 and September 2025, certain subsidiaries of the Company entered into a senior secured amortizing term credit facility (the “LG IP Credit Facility”) based on and secured by the Company’s intellectual property rights primarily associated with certain titles. The maximum principal amount of the LG IP Credit Facility is $1,250.0 million as of June 30, 2026 subject to the amount of collateral available, which is based on the valuation of unsold rights from the libraries. As of June 30, 2026, $1,156.3 million was outstanding under the LG IP Credit Facility. The LG IP Credit Facility matures on September 30, 2029. •3 Arts Credit Facility. On May 29, 2025 in preparation for the A & A purchase (see Note 3 to our unaudited condensed consolidated financial statements), 3 Arts entered into a $50.0 million senior secured credit facility (the “3 Arts Credit Facility”) secured by a security interest in substantially all of the assets of 3 Arts and guarantors, as defined in the 3 Arts Credit Facility, subject to certain exceptions. As of June 30, 2026, $30.7 million was outstanding under the 3 Arts Credit Facility. Advances under the 3 Arts Credit Facility are payable at maturity, which is on May 29, 2029. As of June 30, 2026, there was $19.3 million available under the 3 Arts Credit Facility. See Note 6 to our unaudited condensed consolidated financial statements for discussion of our corporate debt. Film Related Obligations We utilize our film related obligations to fund our film and television productions. Our film related obligations as of June 30, 2026 include the following: •Production Loans: Production loans represent individual and multi-title loans for the production of film and television programs that the Company produces. The majority of the Company’s production loans have contractual repayment dates either at or near the expected completion or release dates, with the exception of certain loans containing repayment dates on a longer term basis. As of June 30, 2026, there was $1,364.7 million outstanding under the production loans. •Production Tax Credit Facility: As of June 30, 2026, we had a $380.0 million non-recourse senior secured revolving credit facility due January 2028 based on and secured by collateral consisting solely of certain of the Company’s tax credit receivables (the “Production Tax Credit Facility”). Cash received is used to repay outstanding borrowings under the facility. As of June 30, 2026, $443.4 million served as collateral under the facility, and $12.6 million of borrowing capacity remained available. As of June 30, 2026, there was $367.4 million outstanding under the Production Tax Credit Facility. 49 Table of Contents •Backlog Facility and Other: ◦Backlog Facility. In March 2022, as amended in June 2025, certain subsidiaries of the Company entered into a committed secured revolving credit facility (the “Backlog Facility”) based on and secured by collateral consisting solely of certain of the Company’s fixed fee or minimum guarantee contracts where cash will be received in the future. The maximum principal amount of the Backlog Facility as of June 30, 2026 is $175.0 million, subject to the amount of eligible collateral contributed to the facility. The Backlog Facility revolving period ends on May 30, 2028, at which point cash collections from the underlying collateral is used to repay the facility. The facility maturity date is up to 2 years, 90 days after the revolving period ends, currently August 28, 2030. As of June 30, 2026, there was $175.0 million outstanding (March 31, 2026 - $175.0 million) under the Backlog Facility. ◦Other. The Company has other loans, secured by accounts receivable and contracted receivables not yet recognized as revenue under certain licensing agreements. Outstanding loan balances under these “other” loans is required to be repaid with cash received from the underlying collateral as and when collected and may be voluntarily repaid at any time without prepayment penalties. As of June 30, 2026, outstanding borrowings under the “other” loans was $138.2 million, with remaining payments due in July 2026 and December 2027. Accounts receivable of $46.3 million and contracted receivables not yet reflected as accounts receivables of $109.9 million as of June 30, 2026, represented collateral in connection with the “other” loans. See Note 7 to our unaudited condensed consolidated financial statements for discussion of our film related obligations. Accounts Receivable Monetization and Governmental Incentives Our accounts receivable monetization programs include individual agreements to monetize certain of our trade accounts receivable directly with third-party purchasers. In addition, we utilize governmental incentives, programs and other structures from states and foreign countries (e.g., sales tax refunds, transferable or refundable tax credits, direct subsidies or cash rebates, calculated based on qualifying expenditures incurred in the particular jurisdiction in connection with the production) to fund our film and television productions and reduce financial risk. See Note 18 to our unaudited condensed consolidated financial statements for our accounts receivable monetization programs and our tax credit receivables. Uses of Cash Our principal uses of cash in operations include the funding of film and television productions, film rights acquisitions, the distribution and marketing of films and television programs, and general and administrative expenses. We also use cash for debt service (i.e., principal and interest payments) requirements, equity method or other equity investments, quarterly cash dividends when declared, the purchase of common shares under our share repurchase program, capital expenditures, and acquisitions of or investment in businesses. In addition, the Company has a redeemable noncontrolling interest balance of $112.0 million as of June 30, 2026 related to 3 Arts Entertainment, A & A Management and other and $88.4 million included in “accrued expenses and other current liabilities” representing the compensatory portion of the 3 Arts Entertainment noncontrolling interest, which may require the use of cash in the event the holders of the noncontrolling interests require us to repurchase their interests (see Note 9 to our unaudited condensed consolidated financial statements). We may from time to time seek to retire or purchase or refinance our outstanding debt through cash purchases, and/or exchanges for equity securities, in open market purchases, privately negotiated transactions, refinancings, or otherwise. Such repurchases or exchanges or refinancings, if any, will depend on prevailing market conditions, our liquidity requirements, our assessment of opportunities to lower interest expense, contractual restrictions and other factors, and such repurchases, or exchanges could result in a charge from the early extinguishment of debt. The amounts involved may be material. 50 Table of Contents Anticipated Cash Requirements. The nature of our business is such that significant initial expenditures are required to produce, acquire, distribute and market films and television programs, while revenues from these films and television programs are earned over an extended period of time after their completion or acquisition. In addition to the cash requirements of any potential future redemption of our noncontrolling interests as discussed above, which we may fund with a combination of cash on hand, borrowings under our line of credit and/or new financing arrangements, we have other anticipated cash requirements outside of our normal operations. In the short-term, we currently expect that our cash requirements for productions will be consistent, and our marketing spend will increase in fiscal 2027 as compared to fiscal 2026. However, we currently believe that cash flow from operations, cash on hand, revolving credit facility availability, the monetization of trade accounts receivable, tax-efficient financing, the availability from other financing obligations and available production or intellectual property financing, will be adequate to meet known operational cash and debt service (i.e. principal and interest payments) requirements for the next 12 months and beyond, including the funding of future film and television production, film rights acquisitions and theatrical and home entertainment release schedules, and future equity method or other investment funding requirements. We monitor our cash flow liquidity, availability, fixed charge coverage, capital base, film spending and leverage ratios with the long-term goal of maintaining our credit worthiness. Our current financing strategy is to fund operations and to leverage investment in films and television programs in the short-term and long-term through our cash flow from operations, our revolving credit facility, eOne IP Credit Facility, LG IP Credit Facility, 3 Arts Credit Facility, production loans, government incentive programs, the monetization of trade accounts receivable, our Production Tax Credit Facility, our Backlog Facility, and other obligations. In addition, we may acquire businesses or assets, including individual films or libraries that are complementary to our business. Any such transaction could be financed through our cash flow from operations, credit facilities, equity or debt financing. If additional financing beyond our existing cash flows from operations and credit facilities cannot fund such transactions, there is no assurance that such financing will be available on terms acceptable to us. Our ability to obtain any additional financing will depend on, among other things, our business plans, operating performance, the condition of the capital markets at the time we seek financing, and short and long-term debt ratings assigned by independent rating agencies. Additionally, circumstances related to inflation and rising interest rates and ongoing disruptions in financial markets and in commercial activity generally related to changes in monetary and fiscal policy, tariffs, United States political developments, geopolitical events and other sources of instability, could make financing more difficult and/or expensive, and we may not be able to obtain such financing. We may also dispose of businesses or assets, including individual films or libraries, and use the net proceeds from such dispositions to fund operations or such acquisitions, or to repay debt. Material Cash Requirements from Known Contractual and Other Obligations. Our material cash requirements from known contractual and other obligations primarily relate to our corporate debt and film related obligations. The following table presents our significant contractual and other obligations as of June 30, 2026 and the estimated timing of payment: 51 Table of Contents Total Next 12 Months Beyond 12 Months (Amounts in millions) Future annual repayment of debt and other obligations recorded as of June 30, 2026 (on-balance sheet arrangements) Corporate debt: (1) Revolving Credit Facility $ — $ — $ — Senior Notes 389.9 — 389.9 eOne IP Credit Facility 362.0 37.1 324.9 LG IP Credit Facility 1,156.3 125.0 1,031.3 3 Arts Credit Facility 30.7 — 30.7 Film related obligations(2) 2,045.3 1,622.1 423.2 Content related payables(3) 22.8 22.5 0.3 Operating lease obligations 296.6 45.1 251.5 4,303.6 1,851.8 2,451.8 Contractual commitments by expected repayment date (off-balance sheet arrangements) Film related obligations commitments(4) 263.3 144.3 119.0 Interest payments(5) 405.3 169.6 235.7 Other contractual obligations 365.4 67.1 298.3 1,034.0 381.0 653.0 Total future repayment of debt and other commitments under contractual obligations (6) $ 5,337.6 $ 2,232.8 $ 3,104.8 ___________________ (1)See Note 6 to the unaudited condensed consolidated financial statements for further information related to the on-balance sheet corporate debt obligations. (2)See Note 7 to the unaudited condensed consolidated financial statements for further information related to the on-balance sheet film related obligations. (3)Content related payables classified as on-balance sheet arrangements consist of minimum guarantees representing amounts payable for film and television rights that have been acquired or licensed. (4)Film related obligations classified as off-balance sheet arrangements consist of distribution and marketing commitments, minimum guarantees and production loan obligations that did not meet the recognition criteria at the time. (5)Includes cash interest payments on corporate debt and film related obligations, based on the applicable SOFR rates as of June 30, 2026, net of payments and receipts under the Company’s interest rate swaps, excluding interest on the revolving credit facility, as future amounts are not fixed or determinable due to fluctuating balances and interest rates. (6)Excluded from the amounts above are $88.4 million recorded in noncurrent other liabilities related to the compensatory portion of the 3 Arts Entertainment noncontrolling interest and $87.5 million of redeemable noncontrolling interest recorded as temporary equity. Due to significant uncertainties regarding the timing and amount of future payments, the Company is unable to reasonably estimate these amounts (see Note 9 to the unaudited condensed consolidated financial statements). For additional details of commitments and contingencies, see Note 16 to our unaudited condensed consolidated financial statements. Covenants. The Credit Agreement contains customary affirmative and negative covenants that, subject to certain significant exceptions, limit the ability of the Company and its restricted subsidiaries to incur additional indebtedness or liens, make investments, engage in mergers, consolidations, asset sales or acquisitions, pay dividends or other restricted payments and enter into certain affiliate transactions. In addition, the Credit Agreement requires the Company to maintain a Liquidity Ratio (as defined in the Credit Agreement) of no less than 1.10 to 1.00 as of the last day of each fiscal quarter. As of June 30, 2026, the Company was in compliance with all applicable covenants. Dividends. The amount of dividends, if any, that we pay to our shareholders is determined by our Board of Directors, at its discretion, and is dependent on a number of factors, including our financial position, results of operations, cash flows, capital requirements and restrictions under our credit agreements, and shall be in compliance with applicable law. 52 Table of Contents Capacity to Pay Dividends. As of June 30, 2026, the capacity to pay dividends under the Credit Agreement and the Senior Notes significantly exceeded the Company’s accumulated deficit balance or net loss from continuing operations. Accordingly, the net loss from continuing operations, net of income tax, for the three months ended June 30, 2026 of $29.3 million and accumulated deficit as of June 30, 2026 of $3,762.1 million did not impose restrictions on its ability to pay dividends as of June 30, 2026. Discussion of Operating, Investing and Financing Cash Flow Activity Cash, cash equivalents and restricted cash increased by $81.2 million for the three months ended June 30, 2026 and decreased by $37.2 million for the three months ended June 30, 2025, before foreign exchange effects on cash. Components of these changes are discussed below in more detail. Operating Activities. Cash flows provided by operating activities attributable to continuing operations for the three months ended June 30, 2026 and 2025 were as follows: Three Months Ended June 30, 2026 2025 Net Change (Amounts in millions) Net Cash Flows Provided By (Used In) Operating Activities - Continuing Operations $ 54.1 $ (109.1) $ 163.2 Cash flows provided by operating activities attributable to continuing operations for the three months ended June 30, 2026 of $54.1 million, as compared to cash flows used in operating activities attributable to continuing operations for the three months ended June 30, 2025 of $109.1 million. The increase in cash provided by operating activities is primarily due to higher cash flows generated from operating activities before changes in operating assets and liabilities and lower cash flows used as a result of changes in operating assets and liabilities, which included higher proceeds from accounts receivables and increases in participations and residuals, partially offset by higher cash used for investment in film and television programs, increases in other assets, and decreases in accounts payable and accrued liabilities. Investing Activities. Cash flows used in investing activities attributable to continuing operations for the three months ended June 30, 2026 and 2025 were as follows: Three Months Ended June 30, 2026 2025 (Amounts in millions) Acquisitions of businesses, net of cash acquired $ — $ (29.4) Proceeds from the sale of equity method and other investments — 34.0 Investments in equity method investees and other, net — (1.5) Capital expenditures (2.9) (3.5) Repayment of loans receivable, net 0.1 — Net Cash Flows Used In Investing Activities - Continuing Operations $ (2.8) $ (0.4) Cash flows used in investing activities attributable to continuing operations for the three months ended June 30, 2026 and 2025 were $2.8 million and $0.4 million, respectively. The prior year’s quarter included cash used for the acquisition of A & A, partially offset by proceeds from the sale of our equity investment in Spyglass. There was no similar activity in the current quarter. Financing Activities. Cash flows provided by financing activities attributable to continuing operations for the three months ended June 30, 2026 and 2025 were as follows: 53 Table of Contents Three Months Ended June 30, 2026 2025 (Amounts in millions) Debt - borrowings, net of debt issuance and redemption costs $ 294.3 $ 696.4 Debt - repurchases and repayments (335.5) (1,007.9) Net repayments of debt (41.2) (311.5) Film related obligations - borrowings 475.4 551.1 Film related obligations - repayments (392.6) (479.8) Net borrowings of film related obligations 82.8 71.3 Cash settlement in connection with Starz Separation refinancing — 262.8 Sale of noncontrolling interest in Legacy Lionsgate Studios Corp. — (3.5) Distributions to noncontrolling interest (1.4) (0.8) Tax withholding required on equity awards (15.9) (0.3) Exercise of stock options 5.6 — Net Cash Flows Provided By Financing Activities - Continuing Operations $ 29.9 $ 18.0 Cash flows provided by financing activities attributable to continuing operations for the three months ended June 30, 2026 of $29.9 million primarily reflect net proceeds of $41.6 million related to debt and film obligations, partially offset by payments of $15.9 million related to tax withholdings required on equity awards. Cash flows provided by financing activities attributable to continuing operations for the three months ended June 30, 2025 of $18.0 million primarily reflect a net cash settlement received in connection with the Starz Separation refinancing of $262.8 million, partially offset by total net repayments of $240.2 million related to debt and film obligations. Remaining Performance Obligations and Backlog Remaining performance obligations represent deferred revenue on the balance sheet plus fixed fee or minimum guarantee contracts where the revenue will be recognized and the cash received in the future (i.e., backlog). As disclosed in Note 10 to our unaudited condensed consolidated financial statements, remaining performance obligations were $1.9 billion at June 30, 2026 (March 31, 2026 - $1.8 billion). The backlog portion of remaining performance obligations (excluding deferred revenue) related to our Motion Picture and Television Production segments was $1.5 billion at June 30, 2026 (March 31, 2026 - $1.3 billion). 54 Table of Contents
Currency and Interest Rate Risk Management Market risks relating to our operations result primarily from changes in interest rates and changes in foreign currency exchange rates. Our exposure to interest rate risk results from the financial debt instruments that arise from trans…
Currency and Interest Rate Risk Management Market risks relating to our operations result primarily from changes in interest rates and changes in foreign currency exchange rates. Our exposure to interest rate risk results from the financial debt instruments that arise from transactions entered into during the normal course of business. As part of our overall risk management program, we evaluate and manage our exposure to changes in interest rates and currency exchange risks on an ongoing basis. Hedges and derivative financial instruments will continue to be used in the future in order to manage our interest rate and currency exposure. We have no intention of entering into financial derivative contracts, other than to hedge a specific financial risk. Currency Rate Risk. We enter into forward foreign exchange contracts to hedge our foreign currency exposures on future production expenses denominated in various foreign currencies. These contracts are entered into with major financial institutions as counterparties. We are exposed to credit loss in the event of nonperformance by the counterparty, which is limited to the cost of replacing the contracts at current market rates. We do not require collateral or other security to support these contracts. Interest Rate Risk. At June 30, 2026, we had interest rate swap agreements to fix the interest rate on $862.8 million of variable rate SOFR-based debt. The difference between the fixed rate to be paid and the variable rate received under the terms of the interest rate swap agreements will be recognized as interest expense for the related debt. Changes in the variable interest rates to be paid or received pursuant to the terms of the interest rate swap agreements will have a corresponding effect on future cash flows. Certain of our borrowings, primarily borrowings under our revolving credit facility, eOne IP Credit Facility, LG IP Credit Facility, and 3 Arts Credit Facility and our film related obligations are, and are expected to continue to be, at variable rates of interest and expose us to interest rate risk. If interest rates increase, our debt service obligations on the variable rate indebtedness would increase even though the amount borrowed remained the same, and our net income would decrease. The applicable margin with respect to loans under the revolving credit facility is at LGTV’s option, at either (i) Term SOFR (subject to a 0.00% floor) or (ii) a base rate, in each case plus a margin. The applicable margin is 2.50% for SOFR loans and 1.50% for base rate loans. Advances under the eOne IP Credit Facility and LG IP Credit Facility bear interest at a rate equal to Term SOFR plus 2.25% per annum. Advances under the 3 Arts Credit Facility bear interest at a rate per annum equal to, at the borrower’s option, either Term SOFR or a base rate, in each case plus a margin of 2.50% for SOFR loans and 1.50% for base rate loans. Assuming the revolving credit facility is drawn up to its maximum borrowing capacity of $800.0 million, based on the applicable SOFR in effect as of June 30, 2026, each quarter point change in interest rates would result in a $3.7 million change in annual net interest expense on the revolving credit facility, eOne IP Credit Facility, LG IP Credit Facility, 3 Arts Credit Facility and interest rate swap agreements. The variable interest film related obligations (which includes our production loans, Production Tax Credit Facility, Backlog Facility and others) incur primarily SOFR-based interest, with applicable margins ranging from 1.00% to 3.25% per annum. A quarter point increase of the interest rates on the variable interest film related obligations would result in $3.4 million in additional annual interest costs (based on the outstanding principal amount of such loans). As of June 30, 2026, our Senior Notes had an outstanding carrying value of $383.5 million, and an estimated fair value of $370.4 million. A 1% increase in the level of interest rates would decrease the fair value of the Senior Notes by approximately $12.1 million, and a 1% decrease in the level of interest rates would increase the fair value of the Senior Notes by approximately $12.5 million. The following table presents information about our financial instruments that are sensitive to changes in interest rates. The table also presents the cash flows of the principal amounts of the financial instruments, or the cash flows associated with the notional amounts of interest rate derivative instruments, and effective interest rates by expected maturity or required principal payment dates and the fair value of the instrument as of June 30, 2026: 55 Table of Contents Nine Months Ending March 31, Year Ending March 31, Fair Value 2027 2028 2029 2030 2031 Thereafter Total June 30, 2026 (Amounts in millions, except percentages) Variable Rates: Revolving Credit Facility(1) $ — $ — $ — $ — $ — $ — $ — $ — Effective Interest Rate — % — % — % — % — % — % eOne IP Credit Facility(1) $ 27.8 $ 37.1 $ 37.1 $ 260.0 $ — $ — $ 362.0 $ 362.0 Effective Interest Rate 5.90 % 5.90 % 5.90 % 5.90 % — % — % LG IP Credit Facility(1) $ 93.8 $ 125.0 $ 125.0 $ 812.5 $ — $ — $ 1,156.3 $ 1,156.3 Effective Interest Rate 5.90 % 5.90 % 5.90 % 5.90 % — % — % 3 Arts Credit Facility(1) $ — $ — $ — $ 30.7 $ — $ — $ 30.7 $ 30.7 Effective Interest Rate — % — % — % 6.15 % — % — % Film related obligations(2) $ 1,622.1 $ 391.8 $ — $ 31.4 $ — $ — $ 2,045.3 $ 2,045.3 Effective Interest Rate 5.61 % 5.24 % — % 4.90 % — % — % Fixed Rates: Senior Notes $ — $ — $ — $ — $ 389.9 $ — $ 389.9 $ 370.4 Interest Rate — % — % — % — % 6.00 % — % Interest Rate Swaps(3) Variable to fixed notional amount $ 691.5 $ 171.3 $ — $ — $ — $ — $ 862.8 $ (0.2) ___________________ (1)The effective interest rate in the table above is before the impact of interest rate swaps. (2)Represent amounts outstanding under film related obligations (i.e., production loans, Production Tax Credit Facility, Backlog Facility and other), actual amounts outstanding and the timing of expected future repayments may vary in the future (see Note 7 to our unaudited condensed consolidated financial statements for further information). (3)Represent interest rate swap agreements on certain of our SOFR-based floating-rate debt with fixed rates ranging from 3.45% to 4.1% with maturities from August 2026 to June 2027. See Note 17 to our unaudited condensed consolidated financial statements. 56 Table of Contents
From time to time, the Company is involved in certain claims and legal proceedings arising in the normal course of business. Due to the inherent difficulty of predicting the outcome of litigation and claims, the Company often cannot predict what the eventual outcome of the pendi…
From time to time, the Company is involved in certain claims and legal proceedings arising in the normal course of business. Due to the inherent difficulty of predicting the outcome of litigation and claims, the Company often cannot predict what the eventual outcome of the pending matters will be, what the timing of the ultimate resolution of these matters will be, or what the eventual loss, if any, related to each pending matter may be. For a discussion of certain claims and legal proceedings, see Note 16 - Commitments and Contingencies to our unaudited condensed consolidated financial statements, which discussion is incorporated by reference into this Part II, Item 1, Legal Proceedings.
Read original filing text →Other than as set forth below, there were no other material changes to the risk factors previously reported in our Annual Report on Form 10-K for the fiscal year ended March 31, 2026. Purported noteholders have instituted suit against Old Lionsgate claiming that it breached the…
Other than as set forth below, there were no other material changes to the risk factors previously reported in our Annual Report on Form 10-K for the fiscal year ended March 31, 2026. Purported noteholders have instituted suit against Old Lionsgate claiming that it breached the indenture governing certain 5.500% senior notes due 2029 by virtue of an amendment executed in connection with an exchange by certain noteholders for new notes. On August 27, 2024, purported holders of former 5.500% Notes of Old Lionsgate (as defined and discussed in Note 8 to the consolidated financial statements) (now Starz Entertainment Corp. (“Starz”)) filed a complaint in New York State court asserting claims for breach of certain contractual provisions and breach of the implied covenant of good faith and fair dealing based on a May 2024 transaction in which Old Lionsgate exchanged approximately $390 million in aggregate principal amount of 5.500% Notes for new 5.500% exchange notes due 2029 (now, the 6.00% Notes) and entered into Supplemental Indenture No. 10 to the indenture governing the 5.500% Notes (the “LGEC Indenture”). The main basis for these claims is that Supplemental Indenture No. 10 allegedly implicated certain provisions of the LGEC Indenture that require consent of each affected holder for certain types of waivers, amendments, and supplements to the LGEC Indenture. The relief sought includes a request for a declaration that Supplemental Indenture No. 10 and the associated exchange transaction are null and void. On September 13, 2024, another purported holder sought to intervene as a plaintiff in the same suit asserting nearly identical claims, which intervention was granted on October 11, 2024. The second holder subsequently added additional theories against Old Lionsgate and brought claims against other parties. On May 23, 2025, both plaintiffs filed amended complaints in view of the completion of the Starz Separation. On June 10, 2025, Old Lionsgate filed a motion to dismiss, which, on March 17, 2026, was granted in part and denied in part. Following the partial denial of Old Lionsgate's motion to dismiss, Old Lionsgate filed a notice of appeal with respect to the claims that were permitted to proceed. Subsequently, the parties entered into a settlement agreement resolving all claims, and on July 9, 2026, the court dismissed the action with prejudice.