QVC Group Update April 2015 - Liberty Interactive

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QVC Group Update April 2015 - Liberty Interactive
QVC Group Update

   April 2015
QVC Group Update April 2015 - Liberty Interactive
Forward-Looking Statement

This presentation includes certain forward-looking statements within the meaning of the Private Securities Litigation
Reform Act of 1995, including statements about business strategies, market potential, future financial prospects,
international expansion, including the launch of QVC France and expenses in connection therewith, new service and
product offerings, and other matters that are not historical facts. These forward-looking statements involve many risks
and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements,
including, without limitation, possible changes in market acceptance of new products or services, competitive issues,
regulatory matters affecting our business, and continued access to capital on terms acceptable to QVC. These forward-
looking statements speak only as of the date of this presentation, and QVC expressly disclaims any obligation or
undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any
change in QVC’s expectations with regard thereto or any change in events, conditions or circumstances on which any
such statement is based. Please refer to publicly filed documents, including Liberty Interactive and QVC’s most recent
Forms 10-K for additional information about QVC and about the risks and uncertainties related to QVC’s business
which may affect the statements made in this presentation.

Non-GAAP Measures

This presentation includes certain non-GAAP financial measures including Adj. OIBDA, Adj. OIBDA margin and Adj.
Net Income. The required definitions and reconciliations for Adj. OIBDA and Adj. OIBDA margin (Preliminary Note
and Schedules) can be found at the end of this presentation. The definition and reconciliation for Adj. Net Income can
be found on slide 20, entitled “Adjusted EPS Clarifies P/E Valuation”.

                                                              2
QVC Group Update April 2015 - Liberty Interactive
QVC Group: A Pure Play Investment Vehicle

                                       3
QVC Group Update April 2015 - Liberty Interactive
QVC Group Rationale

 • Pure-play investment security to focus on multi-channel retail
   • Trading under new tickers, QVCA and QVCB, began on 10/7
   • Further focus on QVC’s strong operating metrics
   • Provides investor choice between the cash generative QVC/HSN businesses and the high growth Digital
      Commerce Companies
 • Enables more efficient, directed share repurchase
 • Cleaner comparable analysis
 • Allows more tailored equity incentives

                                                        4
QVC Group Update April 2015 - Liberty Interactive
QVC Highlights

 • Strong financial performance
   • QVC US revenue grew by 5% in Q4 and 4% for full year 2014
   • QVC US adj. OIBDA up 8% in Q4 and 6% for full year 2014; consolidated adj. OIBDA up 4% for 2014
   • Consolidated eCommerce revenues exceeding $3.5 billion, representing 40% of total revenue in 2014
   • Mobile now represents over 41% of eCommerce revenue vs. 31% in 2013
 • Utilizing digital to enhance customer experience
    • Live chat
    • New second screen experience
    • Efficient use of content
        • Video storytelling
    • Additional touch points before and after purchase
 • International progress
    •   China growth
    •   UK Strength
    •   Italy OIBDA positive
    •   France launch

                                                          5
QVC Group Update April 2015 - Liberty Interactive
QVC is Content

• Rich and deep video content
  • QVC produces 2.5m minutes of high-quality video
     every year
     • Equivalent of 4.75 years
     • Easily adapted to online/mobile
     • Currently, more than 130,000 videos online worldwide
• Explosive growth of online video consumption
  and mobile device usage plays to QVC’s strengths
• Engagement with product demonstrations and
  live stream content
  • Recent video stories: 20 minutes+ customer
     engagement
• Online videos complimentary to linear TV
  • Video-engaged viewers convert at higher rate
  • Multiple content delivery channels allow QVC to
     explain products and build unique shopping
     community

                                                              6
QVC Group Update April 2015 - Liberty Interactive
QVC is Mobile
 • Offering extendable across platforms                                        Growth of Mobile Ubiquitous Across Regions(1)
        • Providing right idea to right device at right time
        • Fulfilling consumer expectation for seamless, high-
              quality mobile user experience
  • Refined iOS and Android Apps – provides one
        entry point via QVC app
        • Ensures consistent shopping experience
        • Ability to introduce new features into the market faster
        • Moved In the Kitchen with David and Beauty apps into
          QVC iPhone app
        • 2015 focus:
          • Personalization
          • Enhanced customer service capabilities                                            QVC on Trend
          • Unique mobile features                                                              LTM Mobile        Mobile Share of
                                                                               Market           Growth Rate(2)   eCommerce 4Q14
          • Provide fast and engaging way to shop QVC                                                                 USD
  • Early adopter of Touch IDTM                                                US                    48%               42%
        • Allows customers to log into their accounts using fingerprint on     Japan                 38%               64%
              iOS mobile device                                                Germany               92%               27%
  • Numerous accolades                                                         UK                    56%               64%

        • #3 Mobile Commerce Multi-Category Retail (Internet                   Italy                211%               41%

          Retailer)                                                            Global                49%               44%

        • #6 Online Retailer (Internet Retailer)
        • #5 Social Commerce Sales (Internet Retailer; Social
          Media 500)
(1)   Source: Kleiner Perkins Caufield Byers, StatCounter.
(2)   Last twelve month growth rate in constant currency as of 12/31/14.
                                                                           7
Strong Global TV Reach

                                                                                              PLUS

                                 STYLE
                                                                  France
              BEAUTY                                      Italy    15-20
                                                           25
                         EXTRA
                                                 UK &                                   US
                                                Ireland                                 108
                                                   27

                  PLUS
                                            Germany
                                            & Austria                                                Post France Launch
                                               41
                 BEAUTY & STYLE                                                                      9 countries
                                                                                                     330 million homes
                                                     Japan
                                                                           China*                    13 channels
                                                       27
                                                                             89

 Homes receiving QVC programming, in millions
 * Joint Venture

                                                                                    8
Large and Growing Customer Base

                             13.5 Million Total Customers                               4 Million New Customers
                                        2014                                                      2014

                           UK &      Italy                                           UK &      Italy
                           Ireland   250                                             Ireland   100
                            1,000                                                      260
                                                         US
                  China*                                              Germany &                                    US
                                                        8,000
                  1,200                                                Austria                                    2,200
                                                                         320

                                                                    Japan
          Japan
                                                                     340
          1,400

          Germany
          & Austria
           1,700                                                            China*
                                                                             870

Customers in thousands
* Joint Venture

                                                                9
New and Digital Customers are Younger
   US Example

                                              Age Distribution by Platform
                                                           2014

                Existing Customers                                                New Customers
 35%                                                               35%
 30%                                                               30%
 25%                                                               25%
 20%                                                               20%
 15%                                                               15%
 10%                                                               10%
 5%                                                                5%
 0%                                                                0%
       18-34    35-44    45-54    55-64      65-74   75+                 18-34   35-44    45-54    55-64      65-74   75+
                 Phone       PC           Mobile                                  Phone       PC           Mobile

                                                              10
Customers with Above-Average Financial Means
        US Example, 2014

                        High Net Worth Homeowner                                                    Propensity to Shop Selected Retailers
                                        X US avg.                                                              QVC Customer vs. US avg.

                                                                                      2.0x   2.0x
         $281K             Net Worth                                      3.5x                          1.9x        1.9x
                                                                                                                             1.7x         1.7x
                                                                                                                                                 1.5x
                                                                                                                                                        1.4x
         86%               Female                                  1.7x
                                                                                                                                                               1.2x

         68%              Married                           1.4x

         88%                Homeowner                    1.3x

Sources: Federal Reserve Survey, Census Fact Finder and Simmons.

                                                                                 11
Consistent Customer Loyalty Since Inception
   US Example, 2014

                      2014 Shipped Sales by Year of Customer Acquisition

                                              12
Customers Purchase Behavior Consistent Across Markets

       Consolidated Existing Customer Sales Metrics 2014 (USD)

               Retention Rate                            Items per Customer                            Spend per Customer

                                                                                             $1,400
 89%       89%      87%     89%                                               26                                        $1,290
                                     84%          25                                                  $1,250
                                                                  24               24
                                                                                                               $1,140
                                                           21                                                                    $1,040

  US       JPN      DE          UK   IT           US      JPN     DE      UK       IT         US      JPN      DE       UK        IT

                                                                                   ASP ($)    57        59        47        51     44

                                                                  13
Extending Platform Globally

                                               UK &                    Germany                           China*     France
                     US                                                                 Japan   Italy
                                               Ireland                 & Austria

                    1986                         1993                    1996           2001    2010     2012       2015

LTM
12/31/14            $6,055                        $730                   $970           $908    $138      $140
Rev
LTM
12/31/14 Adj. 23.6%                               19.3%                  17.9%          19.4%   (2.9%)    (7.1%)
OIBDA % (1)

Market
                    #1                            #1                     #1             #2      #1        #8 Est.
Position

* Joint Venture
$ in millions
Source: Public-company reports and company estimates.
(1) QVC, Inc.. adjusted OIBDA, exclusive of QVC Group level overhead
                                                                                   14
China: Expanding Off-Balance Sheet Value of Value

  • QVC’s China growth story still very much in its                        Tremendous “White-Space” Opportunity…
    infancy
  • QVC model extendable globally                                                         460M(1) Total Homes

    • Highly differentiated from Chinese video commerce
          market                                                                            400M(1) TV Homes

        • Industry legacy of “hard sell” tactics
        • Introducing customer focused, storytelling approach                            225M(1) Cable TV Homes

          • Aim of building long-term customer relationships and
                                                                                          166M(1) Digital Homes
                    driving repeat purchase behavior
  • QVC approaching Chinese market with very long                                               89M Homes
                                                                                          Current CNR Mall Reach
        duration horizon
        • Willingness to sacrifice near-term profitability to build
              brand, gain carriage and develop competitive moat                      Added 18M homes in past year;
  • QVC has unique ability to leverage global best                           equivalent to 67% of UK or Japan distributions
    practices and vendor relationships – creates
    merchandising advantages                                                       …Driving Attractive Growth Rates
  • Great JV partner in China National Radio                                                  LTM 12/31/14           LTM 12/31/14
  • QVC JV is one of only 11 TV shopping channels                                             ($ in millions)      (Y/Y % Change)(2)
                                                                        Revenues                    $140                 24%
    with nationwide license

(1)   Estimated.
(2)   Calculated in local currency.
                                                                   15
France

                    Entry Strategy                                    Market Dynamics

                                                     5th largest economy ($2.7T)
   100% owned and controlled
                                                     GDP per capita $35k, 18% > Italy
   Experienced leadership team
                                                     Disposable income per household similar to
   Multi-platform from launch
                                                     Germany and 17% > Italy
   Opportunity to grow TV carriage                               Sources: Euromonitor and International Monetary Fund

   Potential to serve French-speaking Belgium
                                                                             Accessible Homes
                                                     30
   Leverage European organization and                        France     Belgium

                                                     25
   infrastructure
                                                     20
   Expected launch in summer of 2015                 15

                                                     10

                                                      5

                                                      0
                                                          2012        2013        2014         2015         2016        2017
                                                                      Source: Kalane Consulting and QVC estimates
                                                                                    in millions

                                                16
Advantaged Model Leads to Industry-Leading Adj. OIBDA Margin

                    Gross Margin                                                  Operating Expense % Sales*                                Adj. OIBDA Margin**

                                                                                                                                  QVC¹
     Macy's²                                                        JCPenney²
                                                                                                                                 Macy's²
    Dillards²                                                            HSN¹

       QVC¹                                                              Sears²                                               Nordstrom²

      Kohls²                                                            Macy's²                                                   Kohls²

Nordstrom²                                                            Dillards²                                                 Dillards²

       HSN¹                                                           Amazon¹                                                      HSN¹

  JCPenney²                                                             Kohls²                                                  Amazon¹

   Amazon¹                                                         Nordstrom²                                                    Costco³

       Sears²                                                            QVC¹                                                  JCPenney²

     Costco³                                                           Costco³                                                     Sears²

        -5%        5%        15%       25%       35%        45%                   0%         9%             18%   27%   36%     -5%         0%   5%   10%   15%   20%   25%

¹LTM ended December 2014
²LTM ended January 2015
³LTM ended February 2015
*Gross margin less Adj. OIBDA margin
** QVC, Inc. adjusted OIBDA margin, exclusive of QVC Group level overhead.
Source: Capital IQ. Adj. OIBDA is OIBDA as per Capital IQ with add-back for stock based compensation
                                                                                                       17
Diligent Capital Deployment

                                   Capital Expenditures

              IT          Broadcasting     Facilities          Other      France
                                                                                                Capital Outlook
                                $259
                                         $246
                                                                                    $200-       • Anticipate $200-$225 million per
                   $220                                                 $200-       $235          year for existing markets
                                                        $211            $210

         $181                                                    $182
                                                                                                • IT and broadcast investments
                                                                                                  represent 60%+ of spend

                                                                                                • Depending on entry approach,
                                                                                                  new markets likely $30-60 million
                                                                                                  additional per market

                                                                                                • TV channel placement
                                                                                                  fees incremental
        2009       2010          2011    2012           2013     2014   2015E      2016-2018E

   $ in millions

                                                                        18
QVC, Inc.. Converts ~40% of Adj. OIBDA to Levered FCF

                                                                                                          Trailing 3 Year                          Trailing 5 Year
                                   As % of Adjusted OIBDA                                                    Average                                  Average

                                        Adjusted OIBDA                                                              100%                                     100%
                                        Working Capital                                                              (1%)                                    (5%)
                                        Capital Expenditures                                                        (11%)                                   (13%)
                                                   (1)
                                        Taxes                                                                       (27%)                                   (26%)
                                        TV Distribution Rights                                                       (2%)                                    (1%)
                                        Dividend to Mitsui                                                           (2%)                                    (3%)
                                        Other                                                                        (3%)                                      0%

                                   = Unlevered Free Cash Flow                                                        54%                                      52%
                                        Interest(1)                                                                 (11%)                                   (13%)

                                   = Levered Free Cash Flow                                                          43%                                      39%

Note: Represents the average trailing twelve months for the three and five year periods ending on 12/31/14, respectively and does not include one-time events (e.g., GE credit card refund of cash
deposit in 2010). All data for QVC, Inc.. Excludes the impact of, among other things, QVC Group corporate overhead and inte rest expense.
(1) Unlevered free cash flow not adjusted for missing tax shield associated with tax-deductible interest expense.

                                                                                                             19
Adjusted EPS Clarifies P/E Valuation

      (amounts in millions)                                                                   4Q13                  1Q14                2Q14                  3Q14                 4Q14                LTM
      QVC Group
      Net income                                                                      $          157        $          110       $           105       $            83       $          222        $   520
      Purchase accounting amort., net of deferred tax benefit                                     51                    51                    51                    51                    51           204
      Digital Commerce net income (loss)                                                         (11)                    2                    (1)                  (16)                 -              (15)
        QVC Group Adjusted net income                                                 $          219        $          159       $           157       $           150       $          273        $   739

      QVCA/B shares outstanding as of January 31, 2015                                                                                                                                                 474
      Adjusted LTM earnings per share                                                                                                                                                                  1.56

      Current QVCA share price (as of 4/1/2015)                                                                                                                                                    $   28.82
      Price / adjusted net income                                                                                                                                                                      18.5x

(1)   Add-back relates to non-cash, non-tax deductible purchase accounting amortization from Liberty Interactive’s acquisition of QVC, net of book deferred tax benefit (gross non-cash, non-tax
      deductible purchase accounting amortization was $323 million for the twelve months ended 12/31/2014 and is applied ratably ac ross the four quarters in the year).

                                                                                                            20
QVC Group Debt as of 12/31/14

Outstanding Debt                                                                                                     7,000
                                                                                                                                                                    $ in millions
HSNi 1% exchangeable debentures(1)                                                                 $400
Senior notes and debentures(2)                                                                     $791              6,000
                                                                                                                                                   $5.8b
      8.5% senior debentures                                                      $287                                                              400     HSN Exchangeable

      8.25% senior debentures                                                     $504
                                                                                                                     5,000                          $791    Senior Notes
QVC Credit Facility                                                                                $508
                                                                                                                                                    508     QVC Credit Facility
QVC senior notes and subsidiary debt (2)                                                         $4,125
                                                                                                                     4,000
      QVC 3.125% senior secured notes due 2019                                    $400
      QVC 7.375% senior secured notes due 2020 (3)                                $500
      QVC 5.125% senior secured notes due 2022                                    $500                               3,000
                                                                                                                                  Current
      QVC 4.375% senior secured notes due 2023                                    $750
                                                                                                                                  leverage ratio            QVC & Subsidiary
      QVC 4.850% senior secured notes due 2024                                    $600                                            QVC Inc.                  Debt
                                                                                                                     2,000        2.4x
                                                                                                                                                    4,125
      QVC 4.45% senior secured notes due 2025                                     $600
      QVC 5.45% senior secured notes due 2034                                     $400
                                                                                                                     1,000
      QVC 5.95% senior secured notes due 2043                                     $300
      Other subsidiary debt                                                        $75
                                                                                                                           -
                                                                                                                                                    Debt

(1)    Face amount of HSNi exchangeable as of 12/31/14 with no fair value adjustment.
(2)    Face amount as of 12/31/14 with no reduction for the unamortized discount.
(3)    Notice has been issued to call these notes on 4/15/15; will be funded by a draw on QVC’s Credit Facility and with QVC cash on hand.

                                                                                                          21
APPENDIX
Reconciling Schedules
Preliminary Note

This presentation includes references to adjusted OIBDA, which is a non-GAAP financial measure, for QVC (and certain of its subsidiaries.
Liberty Interactive defines adjusted OIBDA as revenue less cost of sales, operating expenses and selling, general and administrative expenses
(excluding stock and other equity-based compensation) and excludes from that definition depreciation and amortization, restructuring and
impairment charges and legal settlements that are included in the measurement of operating income pursuant to GAAP. Further, this presentation
includes adjusted OIBDA margin, which is also a non-GAAP financial measure. Liberty Interactive defines adjusted OIBDA margin as adjusted
OIBDA divided by revenue.

Liberty Interactive believes adjusted OIBDA is an important indicator of the operational strength and performance of its businesses, including the
ability to service debt and fund capital expenditures. In addition, this measure allows management to view operating results and perform analytical
comparisons and benchmarking between businesses and identify strategies to improve performance. Because adjusted OIBDA is used as a
measure of operating performance, Liberty Interactive views operating income as the most directly comparable GAAP measure. Adjusted OIBDA
is not meant to replace or supersede operating income or any other GAAP measure, but rather to supplement such GAAP measures in order to
present investors with the same information that Liberty Interactive’s management considers in assessing the results of operations and
performance of its assets. Please see the attached schedules for a reconciliation of adjusted OIBDA to operating income (loss) calculated in
accordance with GAAP for QVC (and certain of its subsidiaries) (Schedules 1 and 2).

In addition, this presentation includes references to adjusted net income, which is a non-GAAP financial measure, for QVC Group. Liberty
Interactive defines adjusted net income as net income, excluding the impact of purchase accounting amortization (net of deferred tax benefit) and
net income (loss) generated by the Digital Commerce companies.

Liberty Interactive believes adjusted net income is an important indicator of financial performance, in particular for QVC Group, due to the non-
economic impact of purchase accounting amortization and the reattribution of the Digital Commerce companies. Because adjusted net income is
used as a measure of overall financial performance, Liberty Interactive views net income as the most directly comparable GAAP measure.
Adjusted net income is not meant to replace or supersede net income income or any other GAAP measure, but rather to supplement such GAAP
measures in order to present investors with a valuable supplemental metric of financial performance. Please see the preceding slide 20 for a
reconciliation of adjusted net income to net income (loss) calculated in accordance with GAAP for QVC Group.

                                                                        23
Reconciling Schedule 1
      Adjusted OIBDA

                                                                                                           2014
                                                                                                     Net     Adj. OIBDA
      (in millions)                                 2014                                           Revenues     Margin
      QVC Adjusted OIBDA
      QVC US                                    $      1,429       QVC US                          $   6,055      23.6%
      QVC Japan                                          176       QVC Japan                             908      19.4%
      QVC Germany                                        174       QVC Germany                           970      17.9%
      QVC UK                                             141       QVC UK                                730      19.3%
      QVC Italy                                           (4)      QVC Italy                             138      -2.9%
      QVC France                                          (6)      QVC France                              -
      QVC International Adjusted OIBDA          $        481       QVC International               $   2,746      17.5%

      Consolidated QVC Adjusted OIBDA           $      1,910       Consolidated QVC net revenues   $   8,801      21.7%
      Depreciation and Amortization                     (587)
      Stock Compensation                                 (44)
      Operating Income                          $      1,279

      QVC Operating Income
      QVC US                                    $        941
      QVC International                                  338
      Total QVC Operating Income                $      1,279

Note: QVC, Inc. adjusted OIBDA and margin, exclusive of QVC Group level overhead.

                                                                              24
Reconciling Schedule 2

                 China JV Adjusted OIBDA Reconciliation

                 (in millions)                             2014
                 China JV Operating Income            $     (11)
                 Depreciation and Amortization                1
                 Stock Compensation                           -
                 China JV Adjusted OIBDA              $     (10)

                 China JV Revenues                    $    140

                 Adjusted OIBDA Margin                    -7.1%

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