qvc-20250930

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

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

For the quarterly period ended September 30, 2025

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

For the transition period from to

Commission File Number 001-38654

QVC, Inc.

(Exact name of Registrant as specified in its charter)


State of Delaware						23-2414041
(State or other jurisdiction of						(I.R.S. Employer Identification
incorporation or organization)						Number)

1200 Wilson Drive						19380
West Chester, Pennsylvania						(Zip Code)
(Address of principal executive offices)

Registrant's telephone number, including area code: (484) 701-1000

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
6.375% Senior Secured Notes due 2067	QVCD	New York Stock Exchange
6.250% Senior Secured Notes due 2068	QVCC	New York Stock Exchange

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

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

Large accelerated filer o Accelerated filer o Non-accelerated filer ☒ Smaller reporting company Emerging growth

☐ company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

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

None of the voting stock of the registrant is held by a non-affiliate of the registrant. There is no publicly traded market for any class of voting stock of the registrant. There is one holder of record of our equity, Qurate Retail Group, Inc., an indirect wholly-owned subsidiary of QVC Group, Inc.

QVC, Inc.

2025 QUARTERLY REPORT ON FORM 10-Q

Table of Contents


	Part I	Page

Item 1.	Financial Statements (unaudited)	I-1
	Condensed Consolidated Balance Sheets	I-1
	Condensed Consolidated Statements of Operations	I-2
	Condensed Consolidated Statements of Comprehensive Earnings (Loss)	I-3
	Condensed Consolidated Statements of Cash Flows	I-4
	Condensed Consolidated Statements of Equity	I-5
	Notes to Condensed Consolidated Financial Statements (unaudited)	I-7
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	I-20
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	I-34
Item 4.	Controls and Procedures	II-1

	Part II
Item 1.	Legal Proceedings	II-1
Item 1A.	Risk Factors	II-1
Item 5.	Other Information	II-3
Item 6.	Exhibits	II-4
	Signatures	II-5

Item 1. Financial Statements

QVC, Inc.

Condensed Consolidated Balance Sheets

(unaudited)


	September 30,		December 31,
(in millions, except share amounts)	2025		2024
Assets
Current assets:
Cash and cash equivalents	$	1,328	297
Trade and other receivables, net of allowance for credit losses of $71 million and $89 million, respectively	829		1,134
Inventories	1,018		901
Other current assets	186		172
Total current assets	3,361		2,504
Property and equipment, net of accumulated depreciation of $916 million and $891 million, respectively	321		410
Intangible assets not subject to amortization (note 3):
Goodwill	808		2,204
Tradenames	1,190		2,120
Intangible assets subject to amortization, net (note 3)	361		385
Operating lease right-of-use assets	468		482
Note receivable - related party (note 1)	1,740		1,740
Other noncurrent assets	58		44
Assets held for sale noncurrent (note 5)	22		—
Total assets	$	8,329	9,889
Liabilities and Equity
Current liabilities:
Accounts payable	$	612	722
Accrued liabilities	660		874
Current debt (note 4)	1		585
Other current liabilities	49		52
Total current liabilities	1,322		2,233
Long-term debt (note 4)	5,022		3,313
Deferred income tax liabilities	178		394
Operating lease liabilities	466		475
Other liabilities	86		105
Total liabilities	7,074		6,520
Equity:
Stockholder's equity:
Common stock, $0.01 par value, 1 authorized share	—		—
Additional paid-in capital	11,205		11,201
Accumulated deficit	(9,785)		(7,538)
Accumulated other comprehensive earnings (loss)	(251)		(370)
Total stockholder's equity	1,169		3,293
Noncontrolling interest in equity of subsidiary	86		76
Total equity	1,255		3,369
Commitments and contingencies (note 5)
Total liabilities and equity	$	8,329	9,889

See accompanying notes to condensed consolidated financial statements

I-1


	Three months ended September 30,			Nine months ended September 30,
(in millions)	2025		2024	2025	2024
Total revenue, net	$	1,982	2,092	5,871	6,337
Operating costs and expenses:
Cost of goods sold (exclusive of depreciation and amortization shown separately below)	1,317		1,366	3,869	4,113
Operating expense	152		165	460	502
Selling, general and administrative, including stock-based compensation	326		310	953	954
Depreciation and amortization	97		87	290	267
Impairment of goodwill and intangible assets (note 3)	—		—	2,395	—
Restructuring (benefits) costs (note 5)	(1)		—	56	18
Gain on sale leaseback transaction	—		—	—	(1)
	1,891		1,928	8,023	5,853
Operating income (loss)	91		164	(2,152)	484
Other income (expense):
Interest expense, net	(66)		(62)	(189)	(191)
Foreign currency gain (loss)	1		(6)	(12)	(6)
Other income (expense)	—		(7)	—	(7)
	(65)		(75)	(201)	(204)
Earnings (loss) before income taxes	26		89	(2,353)	280
Income tax (expense) benefit	(15)		(27)	177	(90)
Net earnings (loss)	11		62	(2,176)	190
Less net (earnings) loss attributable to the noncontrolling interest	(9)		(11)	(29)	(35)
Net earnings (loss) attributable to QVC, Inc. shareholder	$	2	51	(2,205)	155


	Common stock			Additional paid-in capital	Accumulated other comprehensive loss	Accumulated deficit	Noncontrolling interest	Total equity
(in millions, except share data)	Shares	Amount
Balance, December 31, 2023	1	$	—	10,901	(290)	(6,361)	87	4,337
Net earnings (loss)	—	—		—	—	155	35	190
Foreign currency translation adjustments, net of tax	—	—		—	21	—	—	21
Capital contribution received from QVC Group, Inc.	—	—		277	—	—	—	277
Stock-based compensation	—	—		17	—	—	—	17
Dividends paid to QVC Group, Inc. and noncontrolling interest	—	—		—	—	(91)	(51)	(142)
Withholding taxes on net share settlements of stock-based compensation	—	—		(1)	—	—	—	(1)
Impact of tax liability allocation and indemnification agreement with QVC Group, Inc.	—	—		1	—	—	—	1
Balance, September 30, 2024	1	$	—	11,195	(269)	(6,297)	71	4,700


(in millions)	QxH		QVC-Int'l	Total
Balance as of December 31, 2024	$	1,465	739	2,204
Impairment	(1,465)		—	(1,465)
Exchange rate fluctuations	—		69	69
Balance as of September 30, 2025	$	—	808	808


	September 30, 2025				December 31, 2024
(in millions)	Gross cost		Accumulated amortization	Intangible assets subject to amortization, net	Gross cost	Accumulated amortization	Intangible assets subject to amortization, net
Purchased and internally developed software	$	1,174	(959)	215	1,094	(852)	242
Affiliate and customer relationships	2,834		(2,776)	58	2,816	(2,722)	94
Television distribution rights	541		(455)	86	535	(489)	46
Debt origination fees	9		(7)	2	9	(6)	3
Intangible assets subject to amortization	$	4,558	(4,197)	361	4,454	(4,069)	385
Tradenames (indefinite life)	$	1,190		1,190	2,120		2,120


			Fair value measurements at September 30, 2025
(in millions)	Total		Quoted prices in active markets for identical assets (Level 1)	Significant other observable inputs (Level 2)
Cash equivalents	$	936	936	—
Debt	3,955		293	3,662


			Fair value measurements at December 31, 2024
(in millions)	Total		Quoted prices in active markets for identical assets (Level 1)	Significant other observable inputs (Level 2)
Cash equivalents	$	52	52	—
Debt	3,137		344	2,793


Remainder of 2025	$	80
2026	200
2027	58
2028	22
2029	1

SEC Form 10-Q filed by QVC, Inc.