8 unchanged sentences
Other Information
−Removed: None of our directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the quarterly period covered by this report.
+Added: Rule 10b5-1 Trading Arrangements
+Added: On August 14, 2024 , Robert A.
+Added: Iger , the Company’s Chief Executive Officer and a Director on the Company’s Board of Directors, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended.
+Added: Iger’s trading plan provides for the potential exercise of vested stock options granted to Mr.
+Added: Iger on December 18, 2014, which will expire December 18, 2024, and the associated sale of up to 372,412 shares of the Company’s common stock, excluding any shares used to effect a cashless exercise or withheld to satisfy tax withholding obligations in connection with the exercise or net settlement of the option awards.
+Added: Iger’s trading plan is scheduled to terminate on December 17, 2024 , subject to early termination.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
1 unchanged sentence
Directors, Executive Officers and Corporate Governance
−Removed: Information regarding Section 16(a) compliance, the Audit Committee, the Company’s code of ethics, background of the directors and director nominations appearing under the captions “Delinquent Section 16(a) Reports,” “The Board of Directors,” “Committees” and “Corporate Governance Documents” in the Company’s Proxy Statement for the 2024 annual meeting of Shareholders is hereby incorporated by reference.
+Added: Information regarding Section 16(a) compliance, the Audit Committee, the Company’s code of ethics, background of the directors and director nominations appearing under the captions “Delinquent Section 16(a) Reports,” “The Board of Directors,” “Committees” and “Corporate Governance Documents” in the Company’s Proxy Statement for the 2025 annual meeting of Shareholders (2025 Proxy Statement) is hereby incorporated by reference.
+Added: The Company has adopted an insider trading compliance policy and program applicable to the Company’s directors, officers and employees, as well as the Company itself, that the Company believes is reasonably designed to promote compliance with insider trading laws, rules and regulations and the New York Stock Exchange listing standards.
+Added: The foregoing summary of the Company’s insider trading compliance policy and program does not purport to be complete and is qualified in its entirety by reference to the full text thereof attached hereto as Exhibit 19.
Information regarding executive officers is included in Part I of this Form 10-K as permitted by General Instruction G(3).
14 unchanged sentences
3.2 Certificate of Amendment to the Restated Certificate of Incorporation of The Walt Disney Company, effective as of March 20, 2019 Exhibit 3.2 to the Current Report on Form 8-K of the Company filed March 20, 2019
−Removed: 3.3 Amended and Restated Bylaws of The Walt Disney Company, effective as of March 20, 2019 Exhibit 3.3 to the Current Report on Form 8-K of the Company filed March 20, 2019
+Added: Amended and Restated Bylaws of The Walt Disney Company, effective as of November 30, 2023
+Added: 1 to the Current Report on Form 8-K of the Company filed November 3 0, 20 23
Amended and Restated Certificate of Incorporation of TWDC Enterprises 18 Corp., effective as of March 20, 2019 Exhibit 3.1 to the Current Report on Form 8-K of Legacy Disney filed March 20, 2019
9 unchanged sentences
4.5 Description of Registrant’s Securities Exhibit 4.6 to the Form 10-K of the Company for the fiscal year ended September 28, 2019
−Removed: 10.1 Employment Agreement dated as of February 24, 2020 between the Company and Robert Chapek † Exhibit 10.2 to the Current Report on Form 8-K of the Company filed February 25, 2020
−Removed: 10.2 Amendment dated July 15, 2022 to the Employment Agreement dated February 24, 2020, between the Company and Robert Chapek † Exhibit 10.1 to the Form 10-Q of the Company for the quarter ended July 2, 2022
Amended and Restated Employment Agreement, dated as of October 6, 2011, between the Company and Robert A.
6 unchanged sentences
Iger † Exhibit 10.1 to the Current Report on Form 8-K of Legacy Disney filed March 23, 2017
−Removed: Exhibit Location
10.5 Amendment dated December 13, 2017 to Amended and Restated Employment Agreement, dated as of October 6, 2011, between the Company and Robert A.
Iger † Exhibit 10.2 to the Current Report on Form 8-K of Legacy Disney filed December 14, 2017
+Added: Exhibit Location
Amendment to Amended and Restated Employment Agreement, Dated as of October 6, 2011, as amended, between the Company and Robert A.
5 unchanged sentences
10.9 Employment Agreement Dated as of November 20, 2022, between the Company and Robert A.
−Removed: E xhibit 10.1 to the Current Report on Form 8-K of the Company filed November 21, 2022
+Added: Exhibit 10.1 to the Current Report on Form 8-K of the Company filed November 21, 2022
10.10 Amendment dated July 12, 2023 to Employment Agreement dated as of November 20, 2022, between the Company and Robert A.
−Removed: E xhibit 10.1 to the Current Report on Form 8-K of the Company filed July 12.
−Removed: Employment Agreement dated as of July 1, 2015 between the Company and Christine M.
−Removed: McCarthy † Exhibit 10.1 to the Current Report on Form 8-K of Legacy Disney filed June 30, 2015
−Removed: 10.14 Amendment dated August 15, 2017 to the Employment Agreement dated as of July 1, 2015 between the Company and Christine M.
−Removed: McCarthy † Exhibit 10.4 to the Current Report on Form 8-K of Legacy Disney filed August 17, 2017
−Removed: 10.15 Amendment dated December 2, 2020 to Amended Employment Agreement dated as of July 1, 2015 between the Company and Christine M.
−Removed: McCarthy † Exhibit 10.1 to the Current Report on Form 8-K of the Company filed December 7, 2020
−Removed: 10.16 Amendment dated December 21, 2021 to Amended Employment Agreement dated as of July 1, 2015 between the Company and Christine M.
−Removed: McCarthy † Exhibit 10.1 to the Current Report on Form 8-K of the Company filed December 21, 2021
−Removed: Assignment of Employment Agreement dated January 19, 2022 between the Company and Christine M.
−Removed: McCarthy † Exhibit 10.3 to the Form 10-Q of the Company for the quarter ended January 1, 2022
−Removed: 10.18 Amendment dated June 15, 2023 to Amended Employment Agreement dated as of July 1, 2015 between the Company and Christine M.
−Removed: McCarthy, as previously assigned †
−Removed: E xhibit 10.1 to the Current Report on Form 8-K of the Company filed June 15, 2023
+Added: Exhibit 10.1 to the Current Report on Form 8-K of the Company filed July 12.
+Added: Second Amendment dated December 15, 2023, to that certain Employment Agreement, dated as of November 20, 2022, as amended, by and between The Walt Disney Company and Robert A.
+Added: 1 to the Form 10-Q of the Company for the quarter ended December 30 , 202 3
+Added: Employment Agreement Dated as of December 4, 2023 by and between The Walt Disney Company and Hugh F.
+Added: Exhibit 10.1 to the Current Report on Form 8-K of the Company filed November 6 .
+Added: Amendment dated December 15, 2023, to that certain Employment Agreement, dated as of December 4, 2023, by and between The Walt Disney Company and Hugh F.
+Added: 3 to the Form 10-Q of the Company for the quarter ended December 30, 2023
Employment Agreement, dated as of December 21, 2021 between the Company and Horacio E.
7 unchanged sentences
Gutierrez and to the Indemnification Agreement dated December 21, 2021, between the Company and Horacio E.
−Removed: 2 to the Form 10-Q of the Company for the quarter ended April 1, 2023
+Added: Exhibit 10.2 to the Form 10-Q of the Company for the quarter ended April 1, 2023
+Added: Amendment dated December 21, 2023 to that certain Employment Agreement, dated as of December 21, 2021, by and between Disney Corporate Services Co., LLC and Horacio E.
+Added: Gutierrez, as amended;
+Added: and to that certain Indemnification Agreement, dated as of December 21, 2021, by and between The Walt Disney Company and Horacio E.
+Added: Gutierrez, as amended †
+Added: Exhibit 10.1 to the Current Report on Form 8-K of the Company filed December 2 2.
+Added: Second Amendment dated December 13, 2023 to that certain Employment Agreement, dated as of December 21, 2021, by and between Disney Corporate Services Co., LLC and Horacio E.
+Added: Gutierrez, as amended †
+Added: Exhibit 10.4 to the Form 10-Q of the Company for the quarter ended December 30, 2023
Employment Agreement, dated June 29, 2022, between the Company and Kristina K.
3 unchanged sentences
Exhibit 10.1 to the Current Report on Form 8-K of the Company filed April 20, 2023
−Removed: Employment Agreement dated as of March 10, 2023, by and between the Company and Sonia L.
+Added: Amendment dated December 13, 2023 to that certain Employment Agreement, dated as of June 29, 2022, by and between The Walt Disney Company and Kristina K.
+Added: Schake, as amended †
+Added: Exhibit 10.7 to the Form 10-Q of the Company for the quarter ended December 30, 2023
+Added: Employment Agreement dated as of April 8, 2023, by and between the Company and Sonia L.
Exhibit 10.1 to the Form 10-Q of the Company for the quarter ended April 1, 2023
+Added: Amendment dated December 13, 2023, to that certain Employment Agreement, dated as of April 8, 2023, by and between The Walt Disney Company and Sonia L.
+Added: 6 to the Form 10-Q of the Company for the quarter ended December 30, 2023
Voluntary Non-Qualified Deferred Compensation
1 unchanged sentence
Description of Directors Compensation Exhibit 10.1 to the Form 10-Q of the Company for the quarter ended January 1, 2022
−Removed: Form of Indemnification Agreement for certain officers and directors † Exhibit 10.
−Removed: 2 6 to the Form 10-K of the Company for the fiscal year ended October 1 , 202 2
+Added: Form of Indemnification Agreement for certain officers and directors † Exhibit 10.26 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
Form of Assignment and Assumption of Indemnification Agreement for certain officers and directors † Exhibit 10.1 to the Form 10-Q of the Company for the quarter ended June 29, 2019
5 unchanged sentences
Amended and Restated The Walt Disney Company/Pixar 2004 Equity Incentive Plan † Exhibit 10.1 to the Current Report on Form 8-K of Legacy Disney filed December 1, 2006
−Removed: 10.35 Amended and Restated 2011 Stock Incentive Plan † Annex B to Proxy Statement of registrant filed January 17, 2020
+Added: Amended and Restated 2011 Stock Incentive Plan †
+Added: Annex A to Proxy Statement of registrant filed February 1, 2024
Disney Key Employees Retirement Savings Plan † Exhibit 10.1 to the Form 10-Q of Legacy Disney for the quarter ended July 2, 2011
3 unchanged sentences
Third Amendment to the Disney Key Employees Retirement Savings Plan † Exhibit 10.9 to the Form 10-Q of the Company for the quarter ended January 1, 2022
+Added: Amended and Restated Severance Pay Plan † F iled herewith
Group Personal Excess Liability Insurance Plan † Exhibit 10.8 to the Form 10-Q of the Company for the quarter ended January 1, 2022
1 unchanged sentence
Form of Non-Qualified Stock Option Award Agreement † Exhibit 10.6 to the Form 10-Q of the Company for the quarter ended July 2, 2022
+Added: Exhibit Location
Form of Restricted Stock Unit Award Agreement (Time-Based Vesting) † Exhibit 10.7 to the Form 10-Q of the Company for the quarter ended July 2, 2022
1 unchanged sentence
Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests) † Exhibit 10.5 to the Form 10-Q of the Company for the quarter ended January 2, 2021
−Removed: Exhibit Location
Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests) † Exhibit 10.44 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
+Added: Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests) †
+Added: Exhibit 10.9 to the Form 10-Q of the Company for the quarter ended December 30, 2023
Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests/Section 162(m) Vesting Requirements) † Exhibit 10.6 to the Form 10-Q of the Company for the quarter ended January 2, 2021
2 unchanged sentences
Form of Non-Qualified Stock Option Award Agreement † Exhibit 10.12 to the Form 10-Q of Legacy Disney for the quarter ended December 29, 2018
−Removed: Form of Non-Qualified Stock Option Award Agreement † E xhibit 10.2 to the Form 10-Q of the Company for the quarter ended December 31, 2022
+Added: Form of Non-Qualified Stock Option Award Agreement † Exhibit 10.2 to the Form 10-Q of the Company for the quarter ended December 31, 2022
+Added: Form of Non-Qualified Stock Option Award Agreement † E xhibit 10.8 to the Form 10-Q of th e Company for the quarter ended December 30, 2023
Form of Restricted Stock Unit Award Agreement (Time-Based Vesting) †
−Removed: 3 to the Form 10-Q of the Company for the quarter ended December 31, 2022
+Added: Exhibit 10.3 to the Form 10-Q of the Company for the quarter ended December 31, 2022
Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC tests) for Robert A.
3 unchanged sentences
Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests) † Exhibit 10.1 to the Form 10-Q of the Company for the quarter ended December 28, 2019
−Removed: Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests) † Exhibit 10.
−Removed: 57 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
+Added: Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests) † Exhibit 10.57 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year/Two-Year Vesting subject to Total Shareholder Return/ROIC Tests) †
−Removed: 4 to the Form 10-Q of the Company for the quarter ended December 31, 2022
−Removed: Form of Stock Option Awards Agreement † Exhibit 10.
−Removed: 58 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
−Removed: Form of Stock Option Awards Agreement † Exhibit 10.
−Removed: 59 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
−Removed: Form of Stock Option Awards Agreement † Exhibit 10.
−Removed: 60 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
−Removed: Form of Stock Option Awards Agreement † Exhibit 10.
−Removed: 61 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
−Removed: Form of Stock Option Awards Agreement † Exhibit 10.
−Removed: 62 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
+Added: Exhibit 10.4 to the Form 10-Q of the Company for the quarter ended December 31, 2022
+Added: Form of Stock Option Awards Agreement † Exhibit 10.58 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
+Added: Form of Stock Option Awards Agreement † Exhibit 10.59 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
+Added: Form of Stock Option Awards Agreement † Exhibit 10.60 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
+Added: Form of Stock Option Awards Agreement † Exhibit 10.61 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
+Added: Form of Stock Option Awards Agreement † Exhibit 10.62 to the Form 10-K of the Company for the fiscal year ended October 1, 2022
Twenty-First Century Fox, Inc.
2013 Long-Term Incentive Plan † Exhibit 10.1 to the Form 8-K of TFCF filed October 18, 2013
−Removed: Five-Year Credit Agreement dated as of March 6, 2020 Exhibit 10.2 to the Current Report on Form 8-K of the Company filed March 11, 2020
−Removed: First Amendment dated as of March 4, 2022 to the Five-Year Credit Agreement dated as of March 6, 2020 Exhibit 10.3 to the Current Report on Form 8-K of the Company filed March 9, 2022
+Added: Exhibit Location
+Added: Five-Year Credit Agreement dated as of March 1, 2024
+Added: Exhibit 10.2 to the Current Report on Form 8-K of the Company filed March 4, 2024
Five-Year Credit Agreement dated as of March 4, 2022 Exhibit 10.2 to the Current Report on Form 8-K of the Company filed March 9, 2022
1 unchanged sentence
Exhibit 10.1 to the Current Report on Form 8-K of the Company filed March 4, 2024
−Removed: Support Agreement, dated as of September 30, 2022, by and among Third Point LLC and certain of its affiliates and The Walt Disney Company Exhibit 10.1 to the Current Report on Form 8-K of the Company filed September 30, 2022
−Removed: Exhibit Location
−Removed: 21 Subsidiaries of the Company Filed herewith
+Added: The Walt Disney Company and Associated Companies Insider Trading Compliance Policy and Program
+Added: F iled herewith
+Added: Subsidiaries of the Company
+Added: Filed herewith
22 List of Guarantor Subsidiaries Filed herewith
9 unchanged sentences
101 The following materials from the Company’s Annual Report on Form 10-K for the year ended September 28, 2024 formatted in Inline Extensible Business Reporting Language (iXBRL):
−Removed: (i) the Consolidated Statements of Income, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Equity and (vi) related notes
−Removed: Filed herewith
+Added: (i) the Consolidated Statements of Income, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Equity and (vi) related notes Filed herewith
104 Cover Page Interactive Data File (embedded within the Inline XBRL document) Filed herewith
15 unchanged sentences
Principal Financial and Accounting Officers
−Removed: Interim Chief Financial Officer
−Removed: (Principal Financial Officer)
−Removed: November 21, 2023
+Added: JOHNSTON Senior Executive Vice President and
+Added: Chief Financial Officer November 14, 2024
WOODFORD Executive Vice President-Controllership, Financial Planning and Tax November 14, 2024
BARRA Director November 14, 2024
−Removed: CATZ Director November 21, 2023
CHANG Director November 14, 2024
−Removed: /s/ FRANCIS A.
−Removed: DESOUZA Director November 21, 2023
+Added: JEREMY DARROCH
+Added: Director November 14, 2024
+Added: Jeremy Darroch)
/s/ CAROLYN N.
3 unchanged sentences
(Michael B.G.
+Added: Director November 14, 2024
/s/ MARIA ELENA LAGOMASINO Director November 14, 2024
10 unchanged sentences
Consolidated Financial Statements of The Walt Disney Company and Subsidiaries
−Removed: Consolidated Statements of Income for the Years Ended September 30, 2023, October 1, 2022 and October 2, 2021 81
−Removed: Consolidated Statements of Comprehensive Income for the Years Ended September 30, 2023, October 1, 2022 and October 2, 2021 82
−Removed: Consolidated Balance Sheets as of September 30, 2023 and October 1, 2022 83
−Removed: Consolidated Statements of Cash Flows for the Years Ended September 30, 2023, October 1, 2022 and October 2, 2021 84
−Removed: Consolidated Statements of Shareholders’ Equity for the Years Ended September 30, 2023, October 1, 2022 and October 2, 2021 85
+Added: Consolidated Statements of Income for the Years Ended September 28, 2024, September 30, 2023 and October 1, 2022 71
+Added: Consolidated Statements of Comprehensive Income for the Years Ended September 28, 2024, September 30, 2023 and October 1, 2022 72
+Added: Consolidated Balance Sheets as of September 28, 2024 and September 30, 2023 73
+Added: Consolidated Statements of Cash Flows for the Years Ended September 28, 2024, September 30, 2023 and October 1, 2022 74
+Added: Consolidated Statements of Shareholders’ Equity for the Years Ended September 28, 2024, September 30, 2023 and October 1, 2022 75
Notes to Consolidated Financial Statements
14 unchanged sentences
Opinions on the Financial Statements and Internal Control over Financial Reporting
−Removed: We have audited the accompanying consolidated balance sheets of The Walt Disney Company and its subsidiaries (the “Company”) as of September 30, 2023 and October 1, 2022, and the related consolidated statements of income, of comprehensive income, of shareholders’ equity and of cash flows for each of the three years in the period ended September 30, 2023, including the related notes (collectively referred to as the “consolidated financial statements”).
+Added: We have audited the accompanying consolidated balance sheets of The Walt Disney Company and its subsidiaries (the “Company”) as of September 28, 2024 and September 30, 2023, and the related consolidated statements of income, of comprehensive income, of shareholders’ equity and of cash flows for each of the three years in the period ended September 28, 2024, including the related notes (collectively referred to as the “consolidated financial statements”).
We also have audited the Company’s internal control over financial reporting as of September 28, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
−Removed: In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of September 30, 2023 and October 1, 2022, and the results of its operations and its cash flows for each of the three years in the period ended September 30, 2023 in conformity with accounting principles generally accepted in the United States of America.
+Added: In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of September 28, 2024 and September 30, 2023, and the results of its operations and its cash flows for each of the three years in the period ended September 28, 2024 in conformity with accounting principles generally accepted in the United States of America.
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 28, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
27 unchanged sentences
Management bypassed the qualitative test and performed a quantitative assessment of goodwill for impairment.
−Removed: The quantitative assessment compares the fair value of each goodwill reporting unit to its carrying amount, and to the extent the carrying amount exceeds the fair value, an impairment of goodwill is recognized for the excess up to the amount of goodwill allocated to the reporting unit.
+Added: The quantitative assessment compares the fair value of each reporting unit to its carrying amount, and to the extent the carrying amount exceeds the fair value, an impairment of goodwill is recognized for the excess up to the amount of goodwill allocated to the reporting unit.
To determine the fair value of the Company’s reporting units, management generally uses a present value technique (discounted cash flows) corroborated by market multiples when available and as appropriate.
−Removed: Significant judgments and assumptions in the discounted cash flow model relate to future revenues and certain operating expenses, terminal growth rates, and discount rates.
−Removed: Based on management’s projections, the carrying amounts of the entertainment and international sports linear networks reporting units exceeded their fair values, and management recorded non-cash goodwill impairment charges of approximately $0.7 billion, of which a significant portion relates to the entertainment linear networks reporting unit.
+Added: Significant judgments and assumptions in the discounted cash flow model relate to future revenues and certain operating expenses, operating margins, terminal growth rates, and discount rates.
+Added: Based on management’s projections, the carrying amounts of the entertainment linear networks reporting unit exceeded its fair value, and management recorded a non-cash goodwill impairment charge of approximately $0.6 billion in the fourth quarter of fiscal 2024.
The principal considerations for our determination that performing procedures relating to the annual goodwill impairment assessment of the entertainment linear networks and DTC services reporting units is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the entertainment linear networks and DTC services reporting units;
−Removed: (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to future revenues and certain operating expenses, terminal growth rates, and discount rates;
+Added: (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to future revenues and certain operating expenses, operating margins, terminal growth rates, and discount rates;
and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
3 unchanged sentences
(ii) testing the completeness and accuracy of underlying data used in the discounted cash flow models;
−Removed: and (iii) evaluating the reasonableness of the significant assumptions used by management related to future revenues and certain operating expenses, terminal growth rates, and discount rates.
−Removed: Evaluating management’s assumptions related to future revenues and certain operating expenses, and terminal growth rates involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the entertainment linear networks and DTC services reporting units;
+Added: and (iii) evaluating the reasonableness of the significant assumptions used by management related to future revenues and certain operating expenses, operating margins, terminal growth rates, and discount rates.
+Added: Evaluating management’s assumptions related to future revenues and certain operating expenses, operating margins, and terminal growth rates involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the entertainment linear networks and DTC services reporting units;
(ii) the consistency with external market and industry data;
28 unchanged sentences
5,773 3,390 3,505
−Removed: 3,390 3,505 2,507
Net income from continuing operations attributable to noncontrolling and redeemable noncontrolling interests ( 801 ) ( 1,036 ) ( 360 )
22 unchanged sentences
Foreign currency translation and other 177 10 ( 1,060 )
−Removed: Other comprehensive income
+Added: Other comprehensive income (loss)
( 323 ) 794 2,178
11 unchanged sentences
September 28,
−Removed: 2023 October 1,
+Added: 2024 September 30,
Current assets
30 unchanged sentences
Preferred stock
−Removed: Common stock, $0.01 par value, Authorized – 4.6 billion shares, Issued – 1.8 billion shares 57,383 56,398
+Added: Common stock, $0.01 par value, Authorized – 4.6 billion shares, Issued – 1.9 billion shares at September 28, 2024 and 1.8 billion shares at September 30, 2023
+Added: 58,592 57,383
Retained earnings 49,722 46,093
Accumulated other comprehensive loss ( 3,699 ) ( 3,292 )
−Removed: Treasury stock, at cost, 19 million shares
+Added: Treasury stock, at cost, 47 million shares at September 28, 2024 and 19 million shares at September 30, 2023
( 3,919 ) ( 907 )
11 unchanged sentences
Depreciation and amortization 4,990 5,369 5,163
−Removed: Impairments of produced and licensed content costs and goodwill
+Added: Impairments of goodwill, produced and licensed content and other assets 3,511 3,128 212
Net (gain)/loss on investments
17 unchanged sentences
Proceeds from sales of investments
+Added: Purchase of investments
+Added: ( 1,506 ) — —
Other, net ( 68 ) ( 130 ) ( 117 )
1 unchanged sentence
FINANCING ACTIVITIES
−Removed: Commercial paper payments, net ( 191 ) ( 334 ) ( 26 )
+Added: Commercial paper borrowings (payments), net
+Added: 1,532 ( 191 ) ( 334 )
Borrowings 132 83 333
Reduction of borrowings ( 3,064 ) ( 1,675 ) ( 4,016 )
−Removed: Proceeds from exercise of stock options 52 127 435
−Removed: Contributions from / sales of noncontrolling interests 735 74 91
+Added: Dividends ( 1,366 ) — —
+Added: Repurchases of common stock ( 2,992 ) — —
+Added: Contributions from noncontrolling interests
Acquisition of redeemable noncontrolling interests ( 8,610 ) ( 900 ) —
4 unchanged sentences
Cash provided by operations - discontinued operations — — 8
−Removed: Cash provided by investing activities - discontinued operations — — 8
Cash used in financing activities - discontinued operations — — ( 12 )
−Removed: Cash (used in) provided by discontinued operations — ( 4 ) 9
+Added: Cash used in discontinued operations
Impact of exchange rates on cash, cash equivalents and restricted cash
18 unchanged sentences
Balance at October 2, 2021 1,818 $ 55,471 $ 40,429 $ ( 6,440 ) $ ( 907 ) $ 88,553 $ 4,458 $ 93,011
−Removed: Comprehensive income
+Added: Comprehensive income (loss)
— — 3,145 2,321 — 5,466 ( 68 ) 5,398
1 unchanged sentence
Contributions — — — — — — 74 74
−Removed: Cumulative effect of accounting change — — 109 — — 109 — 109
Distributions and other — 2 62 — — 64 ( 593 ) ( 529 )
Balance at October 1, 2022 1,824 $ 56,398 $ 43,636 $ ( 4,119 ) $ ( 907 ) $ 95,008 $ 3,871 $ 98,879
−Removed: Comprehensive income (loss)
+Added: Comprehensive income
— — 2,354 827 — 3,181 549 3,730
2 unchanged sentences
Distributions and other — ( 71 ) 103 — — 32 ( 546 ) ( 514 )
−Removed: Balance at October 1, 2022 1,824 $ 56,398 $ 43,636 $ ( 4,119 ) $ ( 907 ) $ 95,008 $ 3,871 $ 98,879
−Removed: Comprehensive income
+Added: Balance at September 30, 2023 1,830 $ 57,383 $ 46,093 $ ( 3,292 ) $ ( 907 ) $ 99,277 $ 4,680 $ 103,957
+Added: Comprehensive income (loss)
— — 4,972 ( 407 ) — 4,565 730 5,295
Equity compensation activity 10 1,195 — — — 1,195 — 1,195
+Added: Dividends — 13 ( 1,379 ) — — ( 1,366 ) — ( 1,366 )
+Added: Common stock repurchases ( 28 ) — — — ( 2,992 ) ( 2,992 ) — ( 2,992 )
Contributions — — — — — — 9 9
9 unchanged sentences
The terms “Company”, “we”, “our” and “us” are used in this report to refer collectively to the parent company and the subsidiaries through which businesses are conducted.
−Removed: Segment Restructuring
−Removed: In fiscal 2023, the Company reorganized into three business segments:
−Removed: Entertainment, Sports and Experiences (renamed from Disney Parks, Experiences and Products).
−Removed: Fiscal 2022 and 2021 segment financial information has been recast for the following:
−Removed: • The prior Disney Media and Entertainment Distribution (DMED) segment has been reorganized into the Entertainment and Sports segments
−Removed: • A portion of Consumer Products (a business within the Experiences segment) revenues is recognized at the Entertainment segment, which is meant to reflect royalties on merchandise licensing revenues generated on IP created by the Entertainment segment
DESCRIPTION OF THE BUSINESS
Entertainment
−Removed: The Entertainment segment generally encompasses the Company’s non-sports focused global film, television and direct-to-consumer (DTC) video streaming content production and distribution activities.
−Removed: The significant lines of business within Entertainment are as follows:
+Added: The Entertainment segment generally encompasses the Company’s non-sports focused global film and television content production and distribution activities.
+Added: The lines of business within Entertainment along with their significant business activities include the following:
• Linear Networks
−Removed: ABC Television Network;
+Added: ABC Television Network (ABC Network);
Disney, Freeform, FX and National Geographic (owned 73 % by the Company) branded television channels;
1 unchanged sentence
◦ International:
−Removed: Disney, Fox (which will be rebranded in fiscal 2024 primarily to FX or Star), FX, National Geographic (owned 73 % by the Company) and Star branded general entertainment television networks outside of the U.S.
+Added: Disney, FX, National Geographic (owned 73 % by the Company) and Star branded general entertainment television channels outside of the U.S.
◦ A 50 % equity investment in A+E Television Networks (A+E), which operates cable channels including A&E, HISTORY and Lifetime
• Direct-to-Consumer
−Removed: a global DTC service that primarily offers general entertainment and family programming.
−Removed: In certain Latin American countries, we offer Disney+ as well as Star+, a general entertainment service that also has sports programming
+Added: a global direct-to-consumer (DTC) service that primarily offers general entertainment and family programming
◦ Disney+ Hotstar:
a DTC service primarily in India that offers general entertainment, family and sports programming.
−Removed: ◦ Hulu (owned 67 % by the Company):
−Removed: DTC service that offers general entertainment and family programming and a digital over-the-top service that includes live linear streams of cable networks and the major broadcast networks
+Added: DTC service that offers general entertainment and family programming and a digital over-the-top service that includes live linear streams of various cable and broadcast networks.
+Added: See Note 2 for information on Hulu LLC (Hulu) ownership.
• Content Sales/Licensing
−Removed: ◦ Sale/licensing of film and episodic content to third-party television and video-on-demand (TV/VOD) services
◦ Theatrical distribution
+Added: ◦ Sale/licensing of film and episodic content to television and video-on-demand (TV/VOD) services
◦ Home entertainment distribution:
−Removed: DVD and Blu-ray discs, electronic home video licenses and video-on-demand (VOD) rentals
−Removed: ◦ Staging and licensing of live entertainment events on Broadway and around the world (Stage Plays)
+Added: electronic home video licenses, video-on-demand rentals and sales of DVD/Blu-ray discs
◦ Intersegment allocation of revenues from the Experiences segment, which is meant to reflect royalties on consumer products merchandise licensing revenues generated on intellectual property (IP) created by the Entertainment segment
+Added: ◦ Staging and licensing of live entertainment events on Broadway and around the world (Stage Plays)
◦ Music distribution
4 unchanged sentences
The significant revenues of Entertainment are as follows:
−Removed: • Affiliate fees - Fees charged to multi-channel video programming distributors (i.e.
−Removed: cable, satellite, telecommunications and digital over-the-top (e.g.
−Removed: YouTube TV) service providers) (MVPDs) for the right to deliver our programming to their customers.
−Removed: Linear Networks also generates revenues from fees charged to television stations affiliated with ABC Network.
• Subscription fees - Fees charged to customers/subscribers for our DTC streaming services
• Advertising - Sales of advertising time/space
−Removed: • TV/VOD distribution - Licensing fees for the right to use our film and episodic content
+Added: • Affiliate fees - Fees charged to multi-channel video programming distributors (i.e.
+Added: cable, satellite, telecommunications and digital over-the-top service providers) (MVPDs) for the right to deliver our programming to their customers.
+Added: Linear Networks also generates revenues from fees charged to television stations affiliated with ABC Network.
• Theatrical distribution - Rentals from licensing our films to theaters
−Removed: • Home entertainment distribution - Sales and rentals of our film and episodic content to retailers and through distributors
+Added: • TV/VOD distribution - Licensing fees for the right to use our film and episodic content
+Added: • Home entertainment distribution - Electronic sales and rentals of film and episodic content through distributors and royalties from the licensing of physical distribution rights
• Other revenue - Revenues from licensing our music, ticket sales from stage play performances, fees from licensing our IP for use in stage plays, sales of post-production services and the allocation of consumer products merchandise licensing revenues
The significant expenses of Entertainment are as follows:
−Removed: • Operating expenses, consisting primarily of programming and production costs, technology support costs, operating labor, distribution costs and costs of sales.
+Added: • Operating expenses, consisting primarily of programming and production costs, technology support costs, operating labor and distribution costs.
Programming and production costs include the following:
3 unchanged sentences
◦ Production costs related to live programming (primarily news)
−Removed: ◦ Amortization of participations and residual obligations
−Removed: ◦ Fees paid to the Sports segment to program ESPN on ABC and certain sports content on Star+
+Added: ◦ Participations and residual expenses
+Added: ◦ Fees paid to the Sports segment to program ESPN on ABC and certain sports content on Disney+
• Selling, general and administrative costs, including marketing costs
1 unchanged sentence
The Sports segment generally encompasses the Company’s sports-focused global television and DTC video streaming content production and distribution activities.
−Removed: The significant lines of business within Sports are as follows:
+Added: The lines of business within Sports include the following:
• ESPN (generally owned 80 % by the Company)
−Removed: ▪ Eight ESPN branded television channels
+Added: ▪ Seven ESPN branded television channels
▪ ESPN on ABC (sports programmed on the ABC Network by ESPN)
−Removed: ▪ ESPN+ DTC video streaming service
+Added: ▪ ESPN+ DTC service
◦ International:
1 unchanged sentence
Star-branded sports channels in India
+Added: In February 2024, the Company, Fox Corporation and Warner Bros.
+Added: Discovery, Inc.
+Added: announced plans to create a joint venture to offer a sports-focused DTC platform (Venu Sports) that will distribute each party’s domestic sports networks, certain broadcast networks and sports streaming services.
+Added: In August 2024, a motion for preliminary injunction in a matter before the District Court for the Southern District of New York was granted, enjoining the launch of Venu Sports.
+Added: See Note 14 for additional information regarding this legal matter.
+Added: Further, the formation and launch of Venu Sports are subject to the finalization of definitive agreements among the parties.
The significant revenues of Sports are as follows:
9 unchanged sentences
• Depreciation and amortization
−Removed: The significant lines of business within Experiences are as follows:
+Added: The lines of business within Experiences along with their significant business activities include the following:
• Parks & Experiences:
12 unchanged sentences
• Shanghai Disney Resort ( 43 % ownership interest and consolidated in our financial results)
−Removed: • In addition, the Company licenses its IP to a third party to operate Tokyo Disney Resort
+Added: • In addition, the Company licenses its IP to a third party that owns and operates Tokyo Disney Resort
• Consumer Products:
3 unchanged sentences
• Theme park admissions - Sales of tickets for admission to our theme parks and for premium access to certain attractions (e.g.
−Removed: Genie+ and Lightning Lane)
+Added: Lightning Lane)
• Resorts and vacations - Sales of room nights at hotels, sales of cruise and other vacations and sales and rentals of vacation club properties
2 unchanged sentences
◦ Merchandise licensing - Royalties from licensing our IP for use on consumer goods
−Removed: ◦ Retail - Sales of merchandise through internet shopping sites (generally branded shopDisney) and at The Disney Store, as well as to wholesalers (including books, comic books and magazines)
+Added: ◦ Retail - Sales of merchandise through internet shopping sites, at The Disney Store and to wholesalers
• Parks licensing and other - Revenues from sponsorships and co-branding opportunities, real estate rent and sales and royalties earned on Tokyo Disney Resort revenues
The significant expenses of Experiences are as follows:
−Removed: • Operating expenses, consisting primarily of operating labor, costs of goods sold, infrastructure costs, supplies, commissions and entertainment offerings.
−Removed: Infrastructure costs include technology support costs, repairs and maintenance, property taxes, utilities and fuel, retail occupancy costs, insurance and transportation
+Added: • Operating expenses, consisting primarily of operating labor, infrastructure costs, costs of goods sold and distribution costs, supplies, commissions and entertainment offerings.
+Added: Infrastructure costs include technology support costs, repairs and maintenance, utilities and fuel, property taxes, retail occupancy costs, insurance and transportation
• Selling, general and administrative costs, including marketing costs
• Depreciation and amortization
+Added: STAR INDIA TRANSACTION
+Added: On or about November 14, 2024, the Company and Reliance Industries Limited (RIL) plan to finalize the formation of a joint venture that combines our Star-branded and other general entertainment and sports television channels and direct-to-consumer Disney+ Hotstar service in India (Star India) and certain media and entertainment businesses controlled by RIL (the Star India Transaction) (see Note 4 for additional information).
SEGMENT INFORMATION
Our operating segments report separate financial information, which is evaluated regularly by the Chief Executive Officer in order to decide how to allocate resources and to assess performance.
+Added: We do not present a measure of total assets for our reportable segments as this information is not used by management to allocate resources and capital.
Segment operating results reflect earnings before corporate and unallocated shared expenses, restructuring and impairment charges, net other income, net interest expense, income taxes and noncontrolling interests.
32 unchanged sentences
Equity in the income of investees $ 575 $ 782 $ 816
−Removed: (1) Restructuring and impairment charges include the impact of a content license agreement termination with A+E, which generated a gain at A+E.
+Added: (1) Restructuring and impairment charges in fiscal 2023 include the impact of a content license agreement termination with A+E, which generated a gain at A+E.
The Company’s 50 % interest of this gain was $ 56 million (A+E gain).
22 unchanged sentences
$ 7,569 $ 4,769 $ 5,285
−Removed: (1) Net of the A+E Gain.
+Added: (1) Net of the A+E Gain in fiscal 2023.
+Added: (2) “Other income (expense), net” for fiscal 2024 and 2023 includes charges related to a legal ruling of $ 65 million and $ 101 million, respectively.
+Added: Fiscal 2023 and 2022 include a gain of $ 169 million and a loss of $ 663 million, respectively, to adjust our investment in DraftKings, Inc.
+Added: to fair value.
+Added: The Company sold the DraftKings investment in fiscal 2023.
(3) TFCF and Hulu acquisition amortization is as follows:
5 unchanged sentences
$ 1,677 $ 1,998 $ 2,353
−Removed: Capital expenditures, depreciation expense and amortization expense are as follows:
+Added: Capital expenditures, depreciation expense and amortization of intangible assets are as follows:
Capital expenditures 2024 2023 2022
19 unchanged sentences
Total amortization of intangible assets $ 1,556 $ 1,743 $ 1,980
−Removed: Identifiable assets, including equity method investments (1) and intangible assets, (2) are as follows:
−Removed: September 30, 2023 October 1, 2022
−Removed: Entertainment
−Removed: $ 113,307 $ 117,184
−Removed: 25,402 24,988
−Removed: 42,808 41,969
−Removed: Corporate (primarily fixed asset and cash and cash equivalents) 24,062 19,490
−Removed: Total consolidated assets $ 205,579 203,631
−Removed: (1) Equity method investments included in identifiable assets by segment are as follows:
−Removed: September 30, 2023 October 1, 2022
−Removed: Entertainment
−Removed: $ 2,433 $ 2,449
−Removed: Corporate 42 43
−Removed: $ 2,688 $ 2,678
−Removed: (2) Intangible assets, which include character/franchise intangibles, copyrights, trademarks, MVPD agreements and FCC licenses (see Note 13), included in identifiable assets by segment are as follows:
−Removed: September 30, 2023 October 1, 2022
−Removed: Entertainment
−Removed: $ 8,556 $ 9,829
−Removed: Corporate 20 20
−Removed: $ 13,061 $ 14,837
The following table presents our revenues and segment operating income by geographical markets:
11 unchanged sentences
Long-lived assets (1) by geographical markets are as follows:
−Removed: September 30, 2023 October 1, 2022
+Added: September 28, 2024 September 30, 2023
Americas $ 62,107 $ 60,988
2 unchanged sentences
$ 78,941 $ 78,577
−Removed: (1) Long-lived assets are total assets less:
−Removed: current assets, long-term receivables, deferred taxes, financial investments and the fair value of derivative instruments.
−Removed: The changes in the carrying amount of goodwill are as follows:
−Removed: DMED Experiences
−Removed: Entertainment
−Removed: Balance at Oct.
−Removed: 2, 2021 $ 72,521 $ 5,550 $ — $ — $ 78,071
−Removed: Currency translation adjustments and other, net ( 174 ) — — — ( 174 )
−Removed: Balance at Oct.
−Removed: 1, 2022 72,347 5,550 — — 77,897
−Removed: Segment recast (1)
−Removed: ( 72,347 ) — 55,488 16,859 —
−Removed: Goodwill impairment (2)
−Removed: — — ( 425 ) ( 296 ) ( 721 )
−Removed: Currency translation adjustments and other, net — — ( 32 ) ( 77 ) ( 109 )
−Removed: Balance at Sep.
−Removed: 30, 2023 $ — $ 5,550 $ 55,031 $ 16,486 $ 77,067
−Removed: (1) Reflects the reallocation of goodwill as a result of the Company recasting its segments from the strategic reorganization during fiscal 2023.
−Removed: (2) Reflects goodwill impairments at entertainment and international sports linear networks (See Note 18).
+Added: (1) Long-lived assets are primarily parks, resorts and other property, produced and licensed content costs, right-of-use lease assets, equity method investments and benefit plans in a net asset position.
+Added: The fiscal 2023 presentation has been adjusted to conform with the fiscal 2024 presentation.
2 Summary of Significant Accounting Policies
22 unchanged sentences
Significant service revenues include:
−Removed: • Affiliate fees
• Subscription fees to our DTC streaming services
+Added: • Affiliate fees
• Advertising revenues
8 unchanged sentences
Significant tangible product revenues include:
−Removed: • The sale of food, beverage and merchandise at our retail locations
−Removed: • The sale of DVDs and Blu-ray discs
+Added: • The sale of food, beverage and merchandise
• The sale of books, comic books and magazines
2 unchanged sentences
• Operating labor
−Removed: • Programming and production costs
• Distribution costs
2 unchanged sentences
The Company’s revenue recognition policies are as follows:
+Added: • Subscription fees are recognized ratably over the term of the subscription.
• Affiliate fees are recognized as the programming is provided based on contractually specified per subscriber rates and the actual number of the affiliate’s customers receiving the programming.
3 unchanged sentences
As the fees charged under these contracts are generally based on a contractually specified per subscriber rate for the number of underlying subscribers of the affiliate, revenues are recognized as earned.
−Removed: • Subscription fees are recognized ratably over the term of the subscription.
• Advertising sales are recognized as revenue, net of agency commissions, when commercials are aired.
18 unchanged sentences
In these instances, each period of availability is generally considered a separate performance obligation.
−Removed: For these contracts, the fixed license fee is allocated to each period of availability at contract inception based on relative standalone selling price using management’s best estimate.
+Added: For these contracts, the fixed license fee is allocated to each period of availability at contract inception based on
+Added: relative standalone selling price using management’s best estimate.
Revenue is recognized at the start of each availability period when the content is made available for use by the licensee.
1 unchanged sentence
• Theatrical distribution licensing fees are recognized as revenue based on the contractual royalty rate applied to the distributor’s underlying sales from exhibition of the film.
−Removed: • Home entertainment sales in physical formats are recognized as revenue on the later of the delivery date or the date that the product can be sold by retailers.
−Removed: We reduce home entertainment revenues for estimated future returns of merchandise and sales incentives based upon historical return experience, current economic trends and projections of consumer demand for our products.
−Removed: Sales of our films in electronic formats are recognized as revenue when the product is available for use by the consumer.
+Added: • Home entertainment sales in electronic formats are recognized as revenue when the content is available for use by the consumer.
+Added: Royalties from the licensing of physical home entertainment distribution rights are recognized as revenue as earned based on the contractual royalty rate applied to the licensee’s underlying product sales.
+Added: Sales in physical formats through distributors are recognized as revenue on the later of the delivery date or the date that the product can be sold by retailers.
+Added: We reduce home entertainment physical distribution revenues for estimated future returns of merchandise and sales incentives based upon historical return experience, current economic trends and projections of consumer demand for our products.
• Taxes collected from customers and remitted to governmental authorities are excluded from revenue.
5 unchanged sentences
Advertising expense for fiscal 2024, 2023 and 2022 was $ 6.1 billion, $ 6.4 billion and $ 7.2 billion, respectively.
+Added: The decrease in advertising expense for fiscal 2024 compared to fiscal 2023 was due to a decrease in theatrical marketing costs.
The decrease in advertising expense for fiscal 2023 compared to fiscal 2022 was due to lower spend for our DTC streaming services.
−Removed: The increase in advertising expense for fiscal 2022 compared to fiscal 2021 was due to higher spend for our DTC streaming services and an increase in theatrical marketing costs.
Cash and Cash Equivalents
2 unchanged sentences
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported in the Consolidated Balance Sheet to the total of the amounts in the Consolidated Statements of Cash Flows.
−Removed: September 30, 2023 October 1, 2022 October 2, 2021
+Added: September 28, 2024 September 30, 2023 October 1, 2022
Cash and cash equivalents $ 6,002 $ 14,182 $ 11,615
11 unchanged sentences
dollar is the functional currency for our international film and episodic content distribution and licensing businesses and the branded international channels and DTC streaming services.
−Removed: Generally, the local currency is the functional currency for the Asia Theme Parks, Disneyland Paris, the Star branded channels in India, international sports channels and international locations of The Disney Store.
+Added: Generally, the local currency is the functional currency for the Asia Theme Parks, Disneyland Paris, international sports channels and international locations of The Disney Store.
dollar functional currency locations, foreign currency assets and liabilities are remeasured into U.S.
12 unchanged sentences
For purposes of amortization and impairment, the capitalized content costs are classified based on their predominant monetization strategy as follows:
−Removed: • Individual - lifetime value is predominantly derived from third-party revenues that are directly attributable to the specific title (e.g.
+Added: • Individual - lifetime value is predominantly derived from third-party revenues that are directly attributable to the specific film or television title (e.g.
theatrical revenues or sales to third-party television programmers)
20 unchanged sentences
Acquired film and television libraries include content that was initially released three years prior to its acquisition, except it excludes the prior seasons of episodic programming still in production at the date of its acquisition.
−Removed: Amortization of capitalized costs for produced and acquired content begins in the month the content is first released, while amortization of capitalized costs for licensed content commences when the license period begins and the content is first aired or available for use on our DTC services.
+Added: Amortization of capitalized costs for produced content begins in the month the content is first released, while amortization of capitalized costs for licensed content commences when the license period begins and the content is first aired or available for use on our DTC services.
Amortization of content assets is primarily included in “Cost of services” in the Consolidated Statements of Income.
4 unchanged sentences
The group is established by identifying the lowest level for which cash flows are independent of the cash flows of other produced and licensed content.
−Removed: If the unamortized costs exceed the present value of discounted cash flows, an impairment charge is recorded
−Removed: for the excess and allocated to individual titles based on the relative carrying value of each title in the group.
+Added: If the unamortized costs exceed the present value of discounted cash flows, an impairment charge is recorded for the excess and allocated to individual titles based on the relative carrying value of each title in the group.
If there are no plans to continue to use an individual film or television program that is part of a group, the unamortized cost of the individual title is written down to its estimated fair value.
7 unchanged sentences
Capitalization of software development costs occurs only after the preliminary-project stage is complete, management authorizes the project and it is probable that the project will be completed and the software will be used for the function intended.
−Removed: As of September 30, 2023 and October 1, 2022, capitalized software costs, net of accumulated amortization, totaled $ 1.2 billion and $ 1.1 billion, respectively.
+Added: As of September 28, 2024 and September 30, 2023, capitalized software costs, net of accumulated amortization, totaled $ 1.3 billion and $ 1.2 billion, respectively.
The capitalized costs are amortized on a straight-line basis over the estimated useful life of the software, generally up to 5 years.
1 unchanged sentence
Parks, resorts and other property are carried at historical cost.
−Removed: Depreciation is computed on the straight-line method, generally over estimated useful lives as follows:
+Added: Depreciation is computed on the straight-line method, generally over the following estimated useful lives:
Attractions, buildings and improvements 20 – 40 years
21 unchanged sentences
Our future cash flows are based on internal forecasts for each reporting unit, which consider projected inflation and other economic indicators, as well as industry growth projections.
+Added: Significant judgments and assumptions in the discounted cash flow model relate to projections of future revenues and certain operating expenses, operating margins, terminal growth rates and discount rates.
Discount rates for each reporting unit are determined based on the inherent risks of each reporting unit’s underlying operations.
8 unchanged sentences
Fair values of indefinite-lived intangible assets are determined based on discounted cash flows or appraised values, as appropriate.
−Removed: The Company has determined that there are currently no legal, competitive, economic or other factors that materially limit the useful life of our FCC licenses and trademarks, which are our most significant indefinite-lived intangible assets.
+Added: The Company has determined that there are currently no legal, competitive, economic or other factors that materially limit the useful life of our trademarks and FCC licenses, which are our most significant indefinite-lived intangible assets.
Finite-lived intangible assets are generally amortized on a straight-line basis over periods of 5 to 40 years.
The costs to periodically renew our intangible assets are expensed as incurred.
+Added: The Company expects its aggregate annual amortization expense for finite-lived intangible assets for fiscal 2025 through 2029 to be as follows:
The Company tests long-lived assets, including amortizable intangible assets, for impairment whenever events or changes in circumstances (triggering events) indicate that the carrying amount may not be recoverable.
Once a triggering event has occurred, the impairment test employed is based on whether the Company’s intent is to hold the asset for continued use or to hold the asset for sale.
−Removed: The impairment test for assets held for use requires a comparison of the estimated undiscounted future cash flows expected to be generated over the useful life of the significant assets of an asset group to the carrying amount of the asset group.
+Added: The impairment test for assets held for use requires a comparison of the estimated undiscounted future
+Added: cash flows expected to be generated over the useful life of the significant assets of an asset group to the carrying amount of the asset group.
An asset group is generally established by identifying the lowest level of cash flows generated by a group of assets that are largely independent of the cash flows of other assets and could include assets used across multiple businesses.
1 unchanged sentence
For assets held for sale, to the extent the carrying amount is greater than the asset’s fair value less costs to sell, an impairment loss is recognized for the difference.
−Removed: The Company recorded non-cash impairment charges of $ 3.0 billion, $ 0.2 billion and $ 0.3 billion in fiscal 2023, 2022 and 2021, respectively.
−Removed: The charges are recorded in “Restructuring and impairment charges” in the Consolidated Statements of Income.
−Removed: The fiscal 2023 charges primarily related to content impairments resulting from a strategic change in our approach to content curation ($ 2.2 billion) and goodwill ($ 0.7 billion) at our entertainment and international sports linear networks reporting units (see Note 18).
−Removed: The fiscal 2022 charges primarily related to exiting our businesses in Russia.
−Removed: The fiscal 2021 charges primarily related to the closure of an animation studio and a substantial number of our Disney-branded retail stores in North America and Europe.
−Removed: The Company expects its aggregate annual amortization expense for finite-lived intangible assets for fiscal 2024 through 2028 to be as follows:
+Added: The Company recorded non-cash impairment charges in fiscal 2024, 2023 and 2022 that are further described in Note 18.
Financial Risk Management Contracts
20 unchanged sentences
The minimum threshold is defined as a tax position that is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position.
−Removed: The tax benefit to be recognized is measured as the largest amount of benefit that is greater than zero percent likely of being realized upon ultimate settlement.
−Removed: Redeemable Noncontrolling Interests and Contributions from Noncontrolling Interest Holders
−Removed: The Company consolidates the results of Hulu LLC (Hulu), a DTC streaming service provider, which is owned 67 % by the Company and 33 % by NBC Universal (NBCU).
−Removed: In May 2019, the Company entered into a put/call agreement with NBCU that provided the Company with full operational control of Hulu.
−Removed: Under the agreement, NBCU has the option to require the Company to purchase NBCU’s interest in Hulu (put right) and the Company has the option to require NBCU to sell its interest in Hulu to the Company (call right) at a redemption value based on NBCU’s equity ownership percentage of the greater of Hulu’s equity fair value or a guaranteed floor value of $ 27.5 billion.
−Removed: In August 2023, certain provisions under the put/call agreement were amended, including the addition of a November 2023 exercise window for the put/call, which would require assessment of Hulu’s equity fair value as of September 30, 2023.
−Removed: In November 2023, NBCU exercised its put right and the Company is obligated to pay NBCU the minimum value (approximately $ 9.2 billion based on the guaranteed floor value, less the unpaid capital call contributions payable by NBCU to the Company of $ 0.6 billion) within 30 days of exercise of the put.
−Removed: In accordance with the valuation procedures, Hulu’s equity fair value is not expected to be determined until sometime in calendar 2024.
−Removed: If Hulu’s equity fair value is determined to be higher than the guaranteed floor value, the Company would be required to pay NBCU’s share of the difference between the equity fair value and the guaranteed floor value at that time.
−Removed: Determining the estimated redemption value requires management to make significant judgments.
−Removed: To the extent the fair value is deemed to exceed the guaranteed floor value, we would recognize NBCU’s share of the additional amount as a charge to “Net income from continuing operations attributable to noncontrolling interests” and thus reduce “Net income attributable to Disney” in the Consolidated Statements of Income.
−Removed: In addition, the Company will share 50 % of its tax benefit from the purchase of NBCU’s interest in Hulu with NBCU, which payments are expected to be made primarily over a 15 -year period.
−Removed: At September 30, 2023, NBCU’s interest in Hulu is recorded in the Company’s financial statements at $ 9.1 billion, which is reported as “Redeemable noncontrolling interest” in the Consolidated Balance Sheet.
−Removed: In November 2022, the Company purchased MLB’s 15 % redeemable noncontrolling interest in BAMTech LLC (BAMTech), which holds the Company’s domestic DTC sports business, for $ 900 million (MLB buy-out).
+Added: The tax benefit to be recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement.
+Added: Redeemable Noncontrolling Interest
+Added: The Company has a 67 % ownership interest in Hulu.
+Added: In November 2023, NBC Universal (NBCU) exercised its right to require the Company to purchase their 33 % interest in Hulu at a redemption value based on NBCU’s equity ownership percentage of the greater of Hulu’s equity fair value or a guaranteed floor value of $ 27.5 billion.
+Added: In connection with the redemption, the Company will pay NBCU 50 % of the future tax benefits from the amortization of the purchase of NBCU’s interest in Hulu as the Company’s cash tax benefits are realized, generally over a 15 -year period.
+Added: In December 2023, the Company paid NBCU $ 8.6 billion, which reflected the guaranteed floor value less NBCU’s unpaid capital call contributions.
+Added: If Hulu’s equity fair value is determined pursuant to a contractual appraisal process to be higher than the guaranteed floor value, the Company is required to pay NBCU its share of the difference between the equity fair value and the guaranteed floor value.
+Added: In May 2024, the Company and NBCU entered into a confidential arbitration to resolve a dispute regarding the contractual appraisal process, in which the parties seek declaratory relief, equitable relief and unspecified damages.
+Added: The Company expects a decision in that arbitration in fiscal 2025.
+Added: The outcome of the arbitration is uncertain, and we cannot reasonably estimate the impact of the arbitration on the appraisal process, and thus any impact on the determination of Hulu’s equity fair value and any additional amount we may be required to pay to acquire NBCU’s interest in Hulu.
+Added: As part of the arbitration the Company disputes the validity of aspects of NBCU’s appraisal and the corresponding process.
+Added: Consequently, completion of the appraisal process, including the manner of determining any such additional amount payable by the Company, awaits the resolution of the confidential arbitration.
+Added: During the initial phase of the appraisal process, the Company’s appraiser arrived at a valuation that falls below the guaranteed floor value, while NBCU’s appraiser arrived at a valuation substantially in excess of the guaranteed floor value.
+Added: Once the arbitration is completed, determination of the final equity fair value will take into account the valuation of a third appraiser pursuant to the appraisal process as resolved by the arbitration.
+Added: If the third appraiser’s equity fair value determination were equal to or below the guaranteed floor value, the Company would not be required to pay NBCU any additional amount.
+Added: Conversely, if NBCU’s appraiser’s valuation were deemed to be valid and the third appraiser’s equity fair value determination were consistent with the NBCU’s appraiser’s valuation, the Company would be required to pay NBCU an additional amount of approximately $ 5 billion as its share of the difference between the equity fair value and the guaranteed floor value.
+Added: If the third appraiser’s equity fair value determination were between the valuations of the Company’s and NBCU’s appraisers, the incremental amount would likewise be between zero and approximately $ 5 billion.
+Added: Any incremental amount determined to be payable to NBCU to acquire NBCU’s interest in Hulu would be recorded as “Net income from continuing operations attributable to noncontrolling interests” and thus reduce “Net income attributable to Disney” in the Consolidated Statements of Income in the period recorded.
+Added: In November 2022, the Company purchased MLB’s 15 % redeemable noncontrolling interest in BAMTech LLC, which holds the Company’s domestic DTC sports business, for $ 900 million (MLB buy-out).
MLB’s interest was recorded in the Company’s financial statements at $ 828 million prior to the MLB buy-out.
17 unchanged sentences
Entertainment
−Removed: Affiliate fees $ 7,369 $ 10,590 $ — $ ( 1,084 ) $ 16,875
Subscription fees $ 18,796 $ 1,650 $ — $ — $ 20,446
+Added: Affiliate fees 6,872 10,418 — ( 1,183 ) 16,107
Advertising 7,506 4,388 — — 11,894
Theme park admissions — — 11,171 — 11,171
−Removed: Resort and vacations — — 7,949 — 7,949
Retail and wholesale sales of merchandise, food and beverage — 9,204 9,204
+Added: Resort and vacations — — 8,375 — 8,375
Merchandise licensing 642 — 3,142 — 3,784
6 unchanged sentences
Entertainment
−Removed: Eliminations and Other
−Removed: Affiliate fees $ 7,739 $ 10,796 $ — $ ( 1,010 ) $ 17,525
Subscription fees $ 16,420 $ 1,517 $ — $ — $ 17,937
+Added: Affiliate fees 7,369 10,590 — ( 1,084 ) 16,875
Advertising 7,594 3,920 4 — 11,518
Theme park admissions — — 10,423 — 10,423
−Removed: Resort and vacations — — 6,410 — 6,410
Retail and wholesale sales of merchandise, food and beverage — — 8,921 — 8,921
+Added: Resort and vacations — — 7,949 — 7,949
Merchandise licensing 619 — 2,509 — 3,128
6 unchanged sentences
Entertainment
−Removed: Affiliate fees $ 8,043 $ 10,609 $ — $ ( 892 ) $ 17,760
+Added: Eliminations and Other
Subscription fees $ 14,178 $ 1,113 $ — $ — $ 15,291
+Added: Affiliate fees 7,739 10,796 — ( 1,010 ) 17,525
Advertising 8,674 4,370 4 — 13,048
Theme park admissions — — 8,602 — 8,602
−Removed: Resort and vacations — — 2,701 — 2,701
Retail and wholesale sales of merchandise, food and beverage — — 7,838 — 7,838
+Added: Resort and vacations — — 6,410 — 6,410
Merchandise licensing 620 — 3,349 — 3,969
16 unchanged sentences
$ 40,635 $ 17,111 $ 32,549 $ ( 1,397 ) $ 88,898
−Removed: Content License Early Termination ( 1,023 )
Entertainment
3 unchanged sentences
$ 39,569 $ 17,270 $ 28,085 $ ( 1,179 ) $ 83,745
+Added: Content License Early Termination
Revenues recognized in the current and prior year from performance obligations satisfied (or partially satisfied) in previous reporting periods primarily relate to revenues earned on TV/VOD licenses for titles made available to the licensee in previous reporting periods.
−Removed: For fiscal 2023, $ 0.9 billion was recognized related to performance obligations satisfied prior to October 1, 2022.
+Added: For fiscal 2024, $ 1.0 billion was recognized related to performance obligations satisfied prior to September 30, 2023.
For fiscal 2023, $ 0.9 billion was recognized related to performance obligations satisfied prior to October 1, 2022.
For fiscal 2022, $ 1.1 billion was recognized related to performance obligations satisfied prior to October 2, 2021.
−Removed: As of September 30, 2023, revenue for unsatisfied performance obligations expected to be recognized in the future is $ 15 billion , which primarily relates to content and other IP to be delivered in the future under existing agreements with merchandise and co-branding licensees and sponsors, television station affiliates, DTC wholesalers, sports sublicensees and advertisers.
+Added: As of September 28, 2024, revenue for unsatisfied performance obligations expected to be recognized in the future is $ 16 billion , primarily for IP or advertising time to be made available in the future under existing agreements with merchandise and co-branding licensees and sponsors, television station affiliates, DTC wholesalers, sports sublicensees and advertisers.
Of this amount, we expect to recognize approximately $ 7 billion in fiscal 2025, $ 4 billion in fiscal 2026, $ 2 billion in fiscal 2027 and $ 3 billion thereafter.
6 unchanged sentences
September 28,
−Removed: 2023 October 1,
+Added: 2024 September 30,
Accounts Receivable
5 unchanged sentences
Non-current 858 977
−Removed: For fiscal 2023, 2022 and 2021, the Company recognized revenues of $ 5.1 billion, $ 3.6 billion and $ 2.9 billion, respectively, that was included in the deferred revenue balance at October 1, 2022, October 2, 2021 and October 3, 2020, respectively.
+Added: For fiscal 2024, 2023 and 2022, the Company recognized revenue of $ 5.2 billion, $ 5.1 billion and $ 3.6 billion, respectively, that was included in the deferred revenue balance at September 30, 2023, October 1, 2022 and October 2, 2021, respectively.
Amounts deferred generally relate to theme park admissions and vacation packages, DTC subscriptions and advances related to merchandise and TV/VOD licenses.
−Removed: The Company has accounts receivable with original maturities greater than one year related to TV/VOD sales and vacation club properties.
+Added: The Company has accounts receivable with original maturities greater than one year related to the sale of vacation club properties and film and television program rights (TV/VOD licensing).
These receivables are discounted to present value at contract inception and the related revenues are recognized at the discounted amount.
−Removed: The balance of TV/VOD licensing receivables recorded in other non-current assets was $ 0.6 billion at both September 30, 2023 and October 1, 2022.
−Removed: The balance of vacation club receivables recorded in other non-current assets was $ 0.7 billion and $ 0.6 billion at September 30, 2023 and October 1, 2022, respectively.
−Removed: The allowance for credit losses and activity for fiscal 2023 and 2022 was not material.
−Removed: 4 Other Income (Expense), Net
−Removed: Other income (expense), net is as follows:
+Added: The balance of vacation club receivables recorded in other non-current assets was $ 0.7 billion at both September 28, 2024 and September 30, 2023.
+Added: The balance of TV/VOD licensing receivables recorded in other non-current assets was $ 0.3 billion at September 28, 2024 and $ 0.6 billion at September 30, 2023.
+Added: The allowance for credit losses for vacation club and TV/VOD licensing receivables and related activity for fiscal 2024 and 2023 were not material.
+Added: The Company and RIL plan to close the Star India Transaction on or about November 14, 2024, which will form a joint venture that includes Star India and certain media and entertainment businesses controlled by RIL, primarily in India.
+Added: RIL has an effective 56 % controlling interest in the joint venture with 37 % held by the Company, and 7 % by Bodhi Tree Systems, a third party investment company.
+Added: Star India’s assets and liabilities are classified as held for sale in the Consolidated Balance Sheet as of September 28, 2024, and we recorded $ 1.5 billion of non-cash impairment charges in “Restructuring and impairment charges” in fiscal 2024 to reflect Star India at its fair value less costs to sell.
+Added: The measurement of these impairment charges included non-cash cumulative foreign currency translation losses of approximately $ 0.8 billion.
+Added: In addition, in the first quarter of fiscal 2025, we anticipate we will recognize a non-cash tax charge of approximately $ 0.3 billion in connection with the close of the transaction.
+Added: Assets and liabilities of Star India are classified as held for sale in the Consolidated Balance Sheet as of September 28, 2024 as follows:
+Added: Receivables and other current assets $ 749
+Added: Content advances 535
+Added: Total current assets 1,284
+Added: Produced and licensed content costs 549
+Added: Property and equipment, net 106
+Added: Intangible assets, net 757
+Added: Goodwill 1,106
+Added: Other assets 559
+Added: Total assets (1)
+Added: Accounts payable and other accrued liabilities $ 358
+Added: Deferred revenue and other 88
+Added: Total current liabilities 446
+Added: Other long-term liabilities 379
+Added: Total liabilities (1)
+Added: (1) Total current assets and non-current assets held for sale are included in “Other current assets” and “Other assets,” respectively, in the Consolidated Balance Sheet.
+Added: Total current liabilities and non-current liabilities held for sale are included in “Deferred revenue and other” and “Other long-term liabilities” in the Consolidated Balance Sheet.
+Added: These assets and liabilities are subject to change through closing.
+Added: The changes in the carrying amount of goodwill are as follows:
+Added: Entertainment Sports Experiences Star India Total
+Added: Balance at Oct.
1, 2022 $ 55,488 $ 16,859 $ 5,550 $ — $ 77,897
−Removed: DraftKings gain (loss) $ 169 $ ( 663 ) $ ( 111 )
−Removed: fuboTV gain — — 186
−Removed: German FTA gain — — 126
−Removed: Other, net ( 73 ) ( 4 ) —
−Removed: Other income (expense), net $ 96 $ ( 667 ) $ 201
−Removed: In fiscal 2023, the Company recognized a gain of $ 169 million on its investment in DraftKings, Inc.
−Removed: (DraftKings), which was sold in the current fiscal year.
−Removed: In fiscal 2022 and 2021, respectively, the Company recognized non-cash losses of $ 663 million and $ 111 million to adjust its investment in DraftKings to fair value.
−Removed: In fiscal 2021, the Company recognized a $ 186 million gain from the sale of our investment in fuboTV Inc.
−Removed: (fuboTV gain) and a $ 126 million gain on the sale of its 50 % interest in a German free-to-air (FTA) television network (German FTA gain).
+Added: Impairments (1)
+Added: ( 425 ) ( 296 ) — — ( 721 )
+Added: Currency translation adjustments and other, net ( 32 ) ( 77 ) — — ( 109 )
+Added: Balance at Sep.
+Added: 30, 2023 $ 55,031 $ 16,486 $ 5,550 $ — $ 77,067
+Added: Allocation to Star India ( 2,445 ) — — 2,445 —
+Added: Impairments (1)
+Added: ( 1,287 ) — — ( 1,335 ) ( 2,622 )
+Added: Reclassification to held for sale — — — ( 1,106 ) ( 1,106 )
+Added: Currency translation adjustments and other, net ( 9 ) — — ( 4 ) ( 13 )
+Added: Balance at Sep.
+Added: 28, 2024 $ 51,290 $ 16,486 $ 5,550 $ — $ 73,326
+Added: (1) Current year reflects impairments related to entertainment linear networks and Star India (see Note 18).
+Added: Prior year reflects impairments at entertainment and international sports linear networks (see Note 18).
5 Investments
1 unchanged sentence
September 28,
−Removed: 2023 October 1,
+Added: 2024 September 30,
Investments, equity basis $ 2,680 $ 2,688
6 unchanged sentences
Investments, Other
−Removed: As of September 30, 2023 and October 1, 2022, the Company had securities in publicly and non-publicly traded investments, which were not material.
+Added: As of September 28, 2024 and September 30, 2023, the Company had securities without a readily determinable fair value of $ 1.7 billion and $ 0.2 billion, respectively, the most significant of which at September 28, 2024 is an 8 % interest in Epic Games, Inc.
+Added: valued at $ 1.5 billion.
Gains, losses and impairments on securities are generally recorded in “Interest expense, net” in the Consolidated Statements of Income;
7 unchanged sentences
The following table summarizes the carrying amounts of the Asia Theme Parks’ assets and liabilities included in the Company’s Consolidated Balance Sheet:
−Removed: September 30, 2023 October 1, 2022
+Added: September 28, 2024 September 30, 2023
Cash and cash equivalents $ 510 $ 504
11 unchanged sentences
Costs and expenses ( 4,716 )
−Removed: Equity in the loss of investees ( 2 )
Asia Theme Parks’ royalty and management fees of $ 310 million for fiscal 2024 are eliminated in consolidation, but are considered in calculating earnings attributable to noncontrolling interests.
−Removed: International Theme Parks’ cash flows included in the Company’s fiscal 2023 Consolidated Statements of Cash Flows were $ 1,753 million provided by operating activities, $ 898 million used in investing activities and $ 114 million used in financing activities.
+Added: International Theme Parks’ cash flows included in the Company’s fiscal 2024 Consolidated Statements of Cash Flows were $ 1.7 billion provided by operating activities, $ 0.9 billion used in investing activities and $ 0.1 billion used in financing activities.
Hong Kong Disneyland Resort
4 unchanged sentences
The Company has provided Hong Kong Disneyland Resort with a revolving credit facility of HK $ 2.7 billion ($ 347 million), which bears interest at a rate of three month HIBOR plus 1.25 % and matures in December 2028.
−Removed: The outstanding balance under the line of credit at September 30, 2023 was $ 80 million.
−Removed: The Company’s line of credit is eliminated in consolidation.
+Added: The line of credit does not have a balance outstanding.
Hong Kong Disneyland Resort is undergoing a multi-year expansion estimated to cost HK $ 10.9 billion ($ 1.4 billion).
6 unchanged sentences
A management company, in which the Company has a 70 % interest and Shendi a 30 % interest, operates Shanghai Disney Resort.
−Removed: The Company has provided Shanghai Disney Resort with loans totaling $ 967 million, bearing interest at rates up to 8 % and maturing in 2036, with early repayment permitted.
+Added: The Company has provided Shanghai Disney Resort with loans totaling $ 961 million bearing interest at 8 % and are scheduled to mature in 2036 with earlier payments required based on available cash flows.
+Added: In addition, early repayment is permitted.
+Added: The loan is eliminated in consolidation.
The Company has also provided Shanghai Disney Resort with a 1.9 billion yuan (approximately $ 0.3 billion) line of credit bearing interest at 8 %.
−Removed: As of September 30, 2023, the total amount outstanding under the line of credit was 0.1 billion yuan (approximately $ 9 million).
−Removed: These balances are eliminated in consolidation.
−Removed: Shendi has provided Shanghai Disney Resort with loans totaling 8.7 billion yuan (approximately $ 1.2 billion), bearing interest at rates up to 8 % and maturing in 2036, with early repayment permitted.
+Added: The line of credit does not have a balance outstanding.
+Added: Shendi has provided Shanghai Disney Resort with loans totaling 8.6 billion yuan (approximately $ 1.2 billion) bearing interest at 8 % and are scheduled to mature in 2036 with earlier payments required based on available cash flows.
+Added: In addition, early repayment is permitted.
Shendi has also provided Shanghai Disney Resort with a 2.6 billion yuan (approximately $ 0.4 billion) line of credit bearing interest at 8 %.
−Removed: As of September 30, 2023, the total amount outstanding under the line of credit was 0.1 billion yuan (approximately $ 13 million).
+Added: The line of credit does not have a balance outstanding.
7 Produced and Acquired/Licensed Content Costs and Advances
Total capitalized produced and licensed content by predominant monetization strategy is as follows:
−Removed: As of September 30, 2023 As of October 1, 2022
+Added: As of September 28, 2024 As of September 30, 2023
Predominantly Monetized Individually Predominantly
21 unchanged sentences
(1) Primarily included in “Costs of services” in the Consolidated Statements of Income.
−Removed: Fiscal 2023 amounts exclude impairment charges of $ 2.0 billion for produced content and $ 257 million for licensed programming rights recorded in “Restructuring and impairment charges” in the Consolidated Statements of Income (see Note 18).
+Added: Fiscal 2024 amounts exclude impairment charges of $ 187 million for produced content and fiscal 2023 amounts exclude impairment charges of $ 2.0 billion for produced content and $ 257 million for licensed programming rights recorded in “Restructuring and impairment charges” in the Consolidated Statements of Income (see Note 18).
Total expected amortization by fiscal year of completed (released and not released) produced, licensed and acquired film and television library content on the balance sheet as of September 28, 2024 is as follows:
15 unchanged sentences
September 28, 2024
−Removed: 30, 2023 Oct.
+Added: 28, 2024 Sep.
30, 2023 Stated
18 unchanged sentences
(3) The effective interest rate includes the impact of existing and terminated interest rate and cross-currency swaps, purchase accounting adjustments and debt issuance premiums, discounts and costs.
−Removed: (4) Includes net debt issuance discounts, costs and purchase accounting adjustments totaling a net premium of $ 1.8 billion and $ 1.9 billion at September 30, 2023 and October 1, 2022, respectively.
−Removed: (5) Includes market value adjustments for debt with qualifying hedges, which reduces borrowings by $ 1.8 billion and $ 1.7 billion at September 30, 2023 and October 1, 2022, respectively.
−Removed: Commercial Paper
+Added: (4) Includes net debt issuance discounts, costs and purchase accounting adjustments totaling a net premium of $ 1.6 billion and $ 1.8 billion at September 28, 2024 and September 30, 2023, respectively.
+Added: (5) Includes market value adjustments for debt with qualifying hedges, which reduces borrowings by $ 0.9 billion and $ 1.8 billion at September 28, 2024 and September 30, 2023, respectively.
+Added: Bank Facilities and Commercial Paper
At September 28, 2024, the Company’s bank facilities, which are with a syndicate of lenders and support our commercial paper borrowings, were as follows:
Capacity Capacity
−Removed: Facility expiring March 2024 $ 5,250 $ — $ 5,250
+Added: Facility expiring February 2025 $ 5,250 $ — $ 5,250
Facility expiring March 2027 4,000 — 4,000
2 unchanged sentences
These facilities allow for borrowings at rates based on the Secured Overnight Financing Rate (SOFR), and at other variable rates for non-U.S.
−Removed: dollar denominated borrowings plus a fixed spread that varies with the Company’s debt ratings assigned by Moody’s Investors Service and Standard & Poor’s ranging from 0.655% to 1.225%.
+Added: dollar denominated borrowings plus a fixed spread that varies with the Company’s debt ratings assigned by Moody’s Ratings and S&P Global Ratings ranging from 0.655% to 1.225%.
The bank facilities contain only one financial covenant, relating to interest coverage of three times earnings before interest, taxes, depreciation and amortization, including both intangible amortization and amortization of our film and television production and programming costs.
11 unchanged sentences
Other Activity 1 4 5
−Removed: Balance at Oct.
+Added: Balance at Sep.
30, 2023 $ 289 $ 1,187 $ 1,476
9 unchanged sentences
Foreign Currency Denominated Debt
−Removed: At September 30, 2023, the Company had fixed rate senior notes of Canadian $ 1.3 billion ($ 0.9 billion) and Canadian $ 1.3 billion ($ 1.0 billion) with maturities of October 2024 and March 2027, respectively, and stated interest rates of 2.76 % and 3.057 %, respectively.
+Added: At September 28, 2024, the Company had fixed rate senior notes of Canadian $ 1.3 billion ($ 0.9 billion), which had a stated interest rate of 2.76 % and was paid in October 2024, and Canadian $ 1.3 billion ($ 1.0 billion), which had a stated interest rate of 3.06 % and matures in March 2027.
The Company has entered into pay-floating interest rate and cross-currency swaps that effectively convert the borrowings to a variable-rate U.S.
1 unchanged sentence
Cruise Ship Credit Facilities
−Removed: The Company has credit facilities to finance a significant portion of the contract price of two new cruise ships, which are scheduled to be delivered in fiscal 2025 and fiscal 2026.
−Removed: Under the facilities, $ 1.1 billion became available beginning in August 2023 and $ 1.1 billion is available beginning in August 2024.
−Removed: Each tranche of financing may be utilized for a period of 18 months from the initial availability date.
−Removed: If utilized, the interest rates will be fixed at 3.80 % and 3.74 %, respectively, and the loan and interest will be payable semi-annually over a 12-year period from the borrowing date.
−Removed: Early repayment is permitted subject to cancellation fees.
+Added: At September 28, 2024, the Company had two credit facilities to finance, at its option, a significant portion of the contract price of two new cruise ships.
+Added: With the delivery of the Disney Treasure , which occurred in October 2024, the Company borrowed $ 1.1 billion under one credit facility with a fixed interest rate of 3.80 % in November 2024 that will be payable semi-annually over 12 years.
+Added: The remaining credit facility for $ 1.1 billion may be utilized to finance a significant portion of the contract price of the Disney Destiny , which is currently scheduled to be delivered in fiscal 2026.
+Added: If utilized, the loan will have a fixed interest rate of 3.74 % and will be payable semi-annually over 12 years.
+Added: Early repayment of both facilities is permitted subject to cancellation fees.
Asia Theme Parks Borrowings
1 unchanged sentence
The interest rate is three month HIBOR plus 2 % and the maturity date is September 2025.
−Removed: Shendi has provided Shanghai Disney Resort with loans totaling 8.7 billion yuan (approximately $ 1.2 billion) bearing interest at rates up to 8 % and maturing in 2036, with early repayment permitted.
+Added: Shendi has provided Shanghai Disney Resort with loans totaling 8.6 billion yuan (approximately $ 1.2 billion) bearing interest at 8 % and is scheduled to mature in 2036 with earlier payments required based on available cash flows.
+Added: In addition, early repayment is permitted.
Shendi has also provided Shanghai Disney Resort with a 2.6 billion yuan (approximately $ 0.4 billion) line of credit bearing interest at 8 %.
−Removed: As of September 30, 2023 the total amount outstanding under the line of credit was 0.1 billion yuan (approximately $ 13 million).
+Added: As of September 28, 2024, the line of credit does not have a balance outstanding.
The following table provides total borrowings, excluding market value adjustments and debt issuance premiums, discounts and costs, by scheduled maturity date as of September 28, 2024.
36 unchanged sentences
State 237 402 282
+Added: Foreign, including foreign withholding taxes
2,603 2,744 1,564
7 unchanged sentences
$ 1,796 $ 1,379 $ 1,718
−Removed: $ 1,379 $ 1,718 $ 16
−Removed: (1) Includes foreign withholding taxes.
Deferred Tax Assets and Liabilities
−Removed: Components of Deferred Tax (Assets) and Liabilities September 30, 2023 October 1, 2022
+Added: Components of Deferred Tax (Assets) and Liabilities September 28, 2024 September 30, 2023
Deferred tax assets
9 unchanged sentences
Investment in U.S.
−Removed: entities 1,271 1,798
Right-of-use lease assets
4 unchanged sentences
Net deferred tax liability $ 5,622 $ 6,587
−Removed: (1) Balances at September 30, 2023 and October 1, 2022 include approximately $ 1.6 billion and $ 1.5 billion, respectively, of International Theme Park net operating losses and approximately $ 1.0 billion at both September 30, 2023 and October 1, 2022 of foreign tax credits in the U.S.
−Removed: The International Theme Park net operating losses are primarily in France and, to a lesser extent, Hong Kong and China.
−Removed: Losses in France and Hong Kong have an indefinite carryforward period and losses in China have a five-year carryforward period.
−Removed: China theme park net operating losses of $ 0.2 billion, if not used, expire between fiscal 2024 and fiscal 2028.
−Removed: Foreign tax credits in the U.S.
−Removed: have a ten-year carryforward period.
−Removed: Foreign tax credits of $ 1.0 billion, if not used, expire beginning in fiscal 2028.
+Added: (1) Further details on our net operating losses and tax credit carryforwards are as follows:
+Added: September 28, 2024
+Added: International Theme Park net operating losses
+Added: foreign tax credits 822
+Added: State net operating losses and tax credit carryforwards 533
+Added: Total net operating losses and tax credit carryforwards (a)
+Added: (a) Approximately $ 2.2 billion of these credits do not expire.
+Added: Approximately $ 1.1 billion expire between fiscal 2026 and fiscal 2034, primarily consisting of U.S.
+Added: foreign tax credits .
+Added: (2) Amounts are, in part, due to the tax status of these entities and if the tax status of certain legal entities changes, a significant portion of this balance may reverse.
The following table details the change in valuation allowance for fiscal 2024, 2023 and 2022 (in billions):
−Removed: Balance at Beginning of Period Charges to Tax Expense Other Changes Balance at End of Period
+Added: Balance at Beginning of Period Increases (Decreases) to Tax Expense
+Added: Other Changes Balance at End of Period
Year ended September 28, 2024
$ 3.2 $ ( 0.3 ) $ 0.1 $ 3.0
−Removed: Year ended October 1, 2022
+Added: Year ended September 30, 2023
2.9 0.2 0.1 3.2
5 unchanged sentences
State taxes, net of federal benefit (1)
−Removed: Tax rate differential on foreign income 0.1 4.3 12.0
+Added: Non-tax deductible impairments
Foreign derived intangible income ( 3.6 ) ( 4.3 ) ( 3.4 )
−Removed: Tax impact of equity awards
−Removed: 2.1 — ( 5.3 )
−Removed: Legislative changes — 1.7 ( 12.2 )
Income tax audits and reserves
( 2.4 ) 1.3 2.7
−Removed: Goodwill impairment 3.5 — —
+Added: Tax rate differential on foreign income
+Added: ( 1.6 ) 0.1 4.3
+Added: research and development credits
+Added: ( 1.1 ) ( 1.1 ) ( 0.6 )
+Added: Tax impact of equity awards
Valuation allowance ( 0.6 ) ( 1.8 ) 4.5
+Added: Legislative changes — — 1.7
Other 0.2 2.3 ( 0.5 )
23.7 % 28.9 % 32.8 %
−Removed: (1) F iscal 2023 includes an adjustment related to certain deferred state taxes
+Added: (1) Fiscal 2023 includes an adjustment related to certain deferred state taxes
Unrecognized tax benefits
6 unchanged sentences
Settlements with taxing authorities ( 239 ) ( 153 ) ( 235 )
+Added: Lapse in statute of limitations
+Added: ( 194 ) ( 6 ) ( 10 )
Balance at the end of the year $ 1,952 $ 2,517 $ 2,449
−Removed: Balances at September 30, 2023, October 1, 2022 and October 2, 2021 include $ 1.8 billion, $ 1.9 billion and $ 2.0 billion, respectively, that if recognized, would reduce our income tax expense and effective tax rate.
+Added: Balances at September 28, 2024, September 30, 2023 and October 1, 2022 include $ 1.4 billion, $ 1.8 billion and $ 1.9 billion, respectively, that if recognized, would reduce our income tax expense and effective tax rate.
These amounts are net of the offsetting benefits from other tax jurisdictions.
−Removed: At September 30, 2023, October 1, 2022 and October 2, 2021 accrued interest and penalties related to unrecognized tax benefits were $ 1.0 billion in each period.
+Added: At September 28, 2024, September 30, 2023 and October 1, 2022 accrued interest and penalties related to unrecognized tax benefits were $ 0.9 billion, $ 1.0 billion and $ 1.0 billion, respectively.
During fiscal 2024, 2023 and 2022, the Company recorded additional interest and penalties of $ 157 million, $ 210 million and $ 157 million, respectively, and recorded reductions in accrued interest and penalties of $ 151 million, $ 241 million and $ 119 million, respectively.
4 unchanged sentences
In the next twelve months, it is reasonably possible that our unrecognized tax benefits could change due to the resolution of open tax matters, which would reduce our unrecognized tax benefits by $ 0.9 billion.
−Removed: In fiscal 2023, the Company recognized income tax expense of $ 93 million for the shortfall between equity-based compensation deductions and amounts recorded based on the grant date fair value.
−Removed: In fiscal 2022 and 2021, the Company recognized income tax benefits of $ 2 million and $ 135 million, respectively, for the excess of equity-based compensation deductions over amounts recorded based on the grant date fair value.
+Added: In fiscal 2024 and 2023, the Company recognized income tax expense of $ 55 million and $ 93 million, respectively, for the shortfall between equity-based compensation deductions and amounts recorded based on the grant date fair value.
+Added: 2022, the Company recognized income tax benefits of $ 2 million for the excess of equity-based compensation deductions over amounts recorded based on the grant date fair value.
10 Pension and Other Benefit Programs
4 unchanged sentences
Employees generally hired after January 1, 1987 for certain of our media businesses and other employees generally hired after January 1, 1994 are not eligible for postretirement medical benefits.
−Removed: In addition, the Company has a defined benefit plan for TFCF employees for which benefits stopped accruing in June 2017.
Defined Benefit Plans
3 unchanged sentences
September 28,
−Removed: 2023 October 1,
2024 September 30,
−Removed: 2023 October 1,
+Added: 2023 September 28,
+Added: 2024 September 30,
Projected benefit obligations
2 unchanged sentences
Interest cost ( 834 ) ( 784 ) ( 55 ) ( 81 )
−Removed: Actuarial gain (1)
+Added: Actuarial gain (loss) (1)
( 1,667 ) 757 6 59
16 unchanged sentences
$ 823 $ 752 $ ( 76 ) $ ( 180 )
−Removed: (1) The actuarial gain for fiscal 2022 was due to an increase in the discount rate used to determine the fiscal year-end benefit obligation from the rate that was used in the preceding fiscal year.
−Removed: (2) The decrease in fiscal 2023 was due to a change in postretirement medical benefit options.
+Added: (1) The actuarial loss for fiscal 2024 was primarily due to a decrease in the discount rate used to determine the fiscal year-end benefit obligation from the rate that was used in the preceding fiscal year .
+Added: (2) The amount in fiscal 2023 was due to a change in postretirement medical benefit options.
The components of net periodic benefit cost (benefit) are as follows:
5 unchanged sentences
Expected return on plan assets ( 1,138 ) ( 1,149 ) ( 1,174 ) ( 58 ) ( 61 ) ( 59 )
−Removed: Amortization of prior-year service costs 8 7 11 — — —
+Added: Amortization of prior-year service costs (credits) (1)
+Added: 8 8 7 ( 90 ) — —
Recognized net actuarial loss/(gain)
4 unchanged sentences
$ ( 27 ) $ ( 56 ) $ 318 $ ( 128 ) $ 3 $ 29
−Removed: In fiscal 2024, we expect pension and postretirement medical costs to be a net benefit of $ 155 million compared to a net benefit of $ 53 million in fiscal 2023.
+Added: (1) The amortization of prior-year service credits is related to a change in postretirement medical benefit options.
+Added: In fiscal 2025, we expect pension and postretirement medical costs to be negligible.
Key assumptions are as follows:
3 unchanged sentences
Discount rate used to determine the interest cost component of net periodic benefit cost 5.86 % 5.37 % 2.45 % 5.84 % 5.38 % 2.47 %
−Removed: Rate of return on plan assets 7.00 % 7.00 % 7.00 % 7.00 % 7.00 % 7.00 %
+Added: Rate used to determine the expected return on plan assets component of net period benefit cost
+Added: 7.00 % 7.00 % 7.00 % 7.00 % 7.00 % 7.00 %
Weighted average rate of compensation increase to determine the fiscal year‑end benefit obligation 2.70 % 3.10 % 3.10 % n/a n/a n/a
10 unchanged sentences
Total amounts included in AOCI $ 2,971 $ ( 657 ) $ 2,314
−Removed: Prepaid (accrued) pension cost ( 3,696 ) 873 ( 2,823 )
−Removed: Net balance sheet liability (asset)
−Removed: $ ( 752 ) $ 180 $ ( 572 )
Plan Funded Status
As of September 28, 2024, the projected benefit obligation and accumulated benefit obligation for pension plans with accumulated benefit obligations in excess of plan assets were $ 1.4 billion and $ 1.3 billion, respectively, and the aggregate fair value of plan assets was not material.
−Removed: As of October 1, 2022, the projected benefit obligation and accumulated benefit obligation for pension plans with accumulated benefit obligations in excess of plan assets were $ 1.2 billion and $ 1.1 billion, respectively, and the aggregate fair value of plan assets was not material.
+Added: As of September 30, 2023, the projected benefit obligation and accumulated benefit obligation for pension plans with accumulated benefit obligations in excess of plan assets were $ 1.2 billion and $ 1.1 billion, respectively, and the aggregate fair value of plan assets was not material.
As of September 28, 2024, the projected benefit obligation for pension plans with projected benefit obligations in excess of plan assets was $ 1.4 billion and the aggregate fair value of plan assets was not material.
−Removed: As of October 1, 2022, the projected benefit obligation for pension plans with projected benefit obligations in excess of plan assets was $ 1.2 billion and the aggregate fair value of plan assets was not material.
−Removed: The Company’s total accumulated pension benefit obligations at September 30, 2023 and October 1, 2022 were $ 13.8 billion and $ 14.1 billion, respectively.
−Removed: Approximately 98 % was vested as of both September 30, 2023 and October 1, 2022.
−Removed: The accumulated postretirement medical benefit obligations and fair value of plan assets for postretirement medical plans with accumulated postretirement medical benefit obligations in excess of plan assets were $ 1.0 billion and $ 0.8 billion, respectively, at September 30, 2023 and $ 1.5 billion and $ 0.7 billion, respectively, at October 1, 2022.
+Added: As of September 30, 2023, the projected benefit obligation for pension plans with projected benefit obligations in excess of plan assets was $ 1.2 billion and the aggregate fair value of plan assets was not material.
+Added: The Company’s total accumulated pension benefit obligations at September 28, 2024 and September 30, 2023 were $ 15.7 billion and $ 13.8 billion, respectively.
+Added: Approximately 98 % was vested as of both September 28, 2024 and September 30, 2023.
+Added: The accumulated postretirement medical benefit obligations and fair value of plan assets for postretirement medical plans with accumulated postretirement medical benefit obligations in excess of plan assets were $ 1.0 billion and $ 0.9 billion, respectively, at September 28, 2024 and $ 1.0 billion and $ 0.8 billion, respectively, at September 30, 2023.
A significant portion of the assets of the Company’s defined benefit plans are managed in a third-party master trust.
23 unchanged sentences
The following is a description of the valuation methodologies used for assets reported at fair value.
−Removed: The methodologies used at September 30, 2023 and October 1, 2022 are the same.
+Added: The methodologies used at September 28, 2024 and September 30, 2023 are the same.
Level 1 investments are valued based on reported market prices on the last trading day of the fiscal year.
24 unchanged sentences
Total investments at fair value $ 18,449 100 %
−Removed: As of October 1, 2022
+Added: As of September 30, 2023
Description Level 1 Level 2 Total Plan Asset Mix
15 unchanged sentences
Total investments at fair value $ 16,223 100 %
−Removed: (1) Includes 2.9 million shares of Company common stock valued at $ 235 million ( 1 % of total plan assets) and 2.9 million shares valued at $ 273 million ( 2 % of total plan assets) at September 30, 2023 and October 1, 2022, respectively.
+Added: (1) Includes 2.9 million shares of Company common stock valued at $ 278 million and 2.9 million shares valued at $ 235 million at September 28, 2024 and September 30, 2023, respectively.
Uncalled Capital Commitments
25 unchanged sentences
The 2024 actuarial valuation assumed a 7.00 % annual rate of increase in the per capita cost of covered healthcare claims with the rate decreasing in even increments over nineteen years until reaching 4.00 %.
−Removed: Sensitivity — A one percentage point change in the discount rate and expected long-term rate of return on plan assets would have the following effects on the projected benefit obligations for pension and postretirement medical plans as of September 30, 2023 and on cost for fiscal 2024:
+Added: Sensitivity — A one percentage point change in the discount rate and expected long-term rate of return on plan assets would have the following effects as of September 28, 2024 and for fiscal 2025:
Discount Rate Expected Long-Term
21 unchanged sentences
In general, the Company contributes from 3 % to 9 % of an employee’s compensation depending on the employee’s age and years of service with the Company up to plan limits.
−Removed: The Company has savings and investment plans that allow eligible employees to contribute up to 50 % of their salary through payroll deductions depending on the plan in which the employee participates.
−Removed: The Company matches 50 % of the employee’s contribution up to plan limits.
−Removed: The Company also has defined contribution retirement plans for employees in our international operations.
+Added: The Company also has savings and investment plans for which the Company generally matches 50 % of employee contributions up to plan limits.
In fiscal 2024, 2023 and 2022, the costs of our domestic and international defined contribution plans were $ 408 million, $ 378 million and $ 325 million, respectively.
+Added: On February 7, 2024, the Board of Directors declared a cash dividend of $ 0.45 per share ($ 0.8 billion) with respect to the first half of fiscal 2024, which was paid in July 2024 to shareholders of record as of July 8, 2024.
+Added: On November 30, 2023, the Board of Directors declared a cash dividend of $ 0.30 per share ($ 0.5 billion) with respect to the second half of fiscal 2023, which was paid in January 2024 to shareholders of record as of December 11, 2023.
+Added: The Company did not declare or pay a dividend with respect to fiscal 2022 operations.
+Added: Share Repurchase Program
+Added: Effective February 7, 2024, the Board of Directors authorized the Company to repurchase a total of 400 million shares of its common stock.
+Added: During the year ended September 28, 2024, the Company repurchased 28 million shares of its common stock for $ 3.0 billion (excluding the one percent excise tax on stock repurchases imposed by the Inflation Reduction Act of 2022).
+Added: As of September 28, 2024, the Company had remaining authorization in place to repurchase approximately 372 million additional shares.
+Added: The repurchase program does not have an expiration date.
The following table summarizes the changes in each component of accumulated other comprehensive income (loss) (AOCI) including our proportional share of equity method investee amounts:
11 unchanged sentences
Reclassifications of net (gains) losses to net income ( 444 ) 4 42 ( 398 )
−Removed: Balance at October 1, 2022 $ 804 $ ( 3,770 ) $ ( 2,014 ) $ ( 4,980 )
+Added: Balance at September 30, 2023 $ 259 $ ( 2,172 ) $ ( 1,974 ) $ ( 3,887 )
Unrealized gains (losses) arising during the period
16 unchanged sentences
103 — ( 14 ) 89
−Removed: Balance at October 1, 2022 $ ( 179 ) $ 901 $ 139 $ 861
+Added: Balance at September 30, 2023 $ ( 64 ) $ 517 $ 142 $ 595
Unrealized gains (losses) arising during the period
1 unchanged sentence
Reclassifications of net (gains) losses to net income
−Removed: 103 — ( 14 ) 89
Balance at September 28, 2024 $ 71 $ 531 $ 116 $ 718
13 unchanged sentences
( 341 ) 4 28 ( 309 )
−Removed: Balance at October 1, 2022 $ 625 $ ( 2,869 ) $ ( 1,875 ) $ ( 4,119 )
+Added: Balance at September 30, 2023 $ 195 $ ( 1,655 ) $ ( 1,832 ) $ ( 3,292 )
Unrealized gains (losses) arising during the period
52 unchanged sentences
2024 2023 2022
−Removed: Stock option $ 76 $ 88 $ 95
+Added: Stock options
+Added: $ 71 $ 76 $ 88
RSUs 1,295 1,067 889
32 unchanged sentences
$ 93 — $ 184 3 99.76 8.9
−Removed: $ 151 — $ 200 1 161.36 7.8
(1) Number of options expected to vest is total unvested options less estimated forfeitures.
8 unchanged sentences
(2) Includes 1.1 million Performance RSUs.
−Removed: (3) Excludes Performance RSUs for which vesting is subject to service conditions and the number of units vesting is subject to the discretion of the CEO.
−Removed: At September 30, 2023, the maximum number of these Performance RSUs that could be issued upon vesting is not material.
The weighted average grant-date fair values of options granted during fiscal 2024, 2023 and 2022 were $ 32.09 , $ 33.18 and $ 46.76 , respectively, and for RSUs were $ 94.23 , $ 89.66 and $ 136.36 , respectively.
7 unchanged sentences
Current receivables September 28,
−Removed: 2023 October 1,
+Added: 2024 September 30,
Accounts receivable $ 10,341 $ 10,179
+Added: Production tax credit receivables
Other 1,113 1,014
1 unchanged sentence
$ 12,729 $ 12,330
−Removed: Parks, resorts and other property
+Added: Parks, resorts and other property September 28,
+Added: 2024 September 30,
Attractions, buildings and improvements $ 39,246 $ 35,255
7 unchanged sentences
$ 37,041 $ 34,941
−Removed: Intangible assets September 30,
−Removed: 2023 October 1,
+Added: September 28, 2024
+Added: Intangible assets
+Added: Accumulated Amortization
Character/franchise intangibles, copyrights and trademarks $ 9,507 $ ( 3,604 ) $ 5,903
1 unchanged sentence
Other amortizable intangible assets 3,493 ( 2,929 ) 564
+Added: Total intangible assets subject to amortization
+Added: 20,213 ( 11,266 ) 8,947
+Added: Indefinite lived intangible assets (1)
+Added: 1,792 — 1,792
+Added: Total intangible assets
+Added: $ 22,005 $ ( 11,266 ) $ 10,739
+Added: September 30, 2023
Accumulated Amortization
−Removed: Net amortizable intangible assets 11,269 13,045
+Added: Character/franchise intangibles, copyrights and trademarks $ 10,572 $ ( 3,551 ) $ 7,021
+Added: MVPD agreements 8,056 ( 4,705 ) 3,351
+Added: Other amortizable intangible assets 4,016 ( 3,119 ) 897
+Added: Total intangible assets subject to amortization
+Added: 22,644 ( 11,375 ) 11,269
Indefinite lived intangible assets (1)
1,792 — 1,792
+Added: Total intangible assets
+Added: $ 24,436 $ ( 11,375 ) $ 13,061
(1) Indefinite lived intangible assets consist of ESPN, Pixar and Marvel trademarks and television FCC licenses.
−Removed: Accounts payable and other accrued liabilities
+Added: Accounts payable and other accrued liabilities September 28,
+Added: 2024 September 30,
Accounts and accrued payables $ 14,796 $ 15,125
17 unchanged sentences
$ 85,848 $ 6,322 $ 14,613 $ 106,783
−Removed: (1) Primarily relates to rights for NFL, college football (including bowl games and the College Football Playoff) and basketball, cricket, NBA, NHL, soccer, MLB, UFC, tennis, golf and Top Rank Boxing.
+Added: (1) Primarily relates to rights for NBA, NFL, college football (including bowl games and the College Football Playoff) and basketball, tennis, soccer, NHL, WNBA, MLB, UFC and golf.
Certain sports programming rights have payments that are variable based primarily on revenues and are not included in the table above.
+Added: (2) The table above excludes commitments related to our Star India businesses that are held for sale of approximately $ 4.5 billion primarily related to sports programming rights.
Legal Matters
4 unchanged sentences
Claims in the Securities Class Action include (i) violations of Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder against all defendants, (ii) violations of Section 20A of the Exchange Act against Iger and McCarthy, and (iii) violations of Section 20(a) of the Exchange Act against all defendants.
−Removed: Plaintiffs in the Securities Class Action allege purported misstatements and omissions concerning, and a scheme to conceal, accurate costs and subscriber growth of the
−Removed: Disney+ platform.
−Removed: The Company intends to defend against the lawsuit vigorously.
−Removed: The lawsuit is in the early stages and at this time we cannot reasonably estimate the amount of any potential loss.
−Removed: Two shareholder derivative complaints have been filed.
+Added: Plaintiffs in the Securities Class Action allege purported misstatements and omissions concerning, and a scheme to conceal, accurate costs and subscriber growth of the Disney+ platform.
+Added: Plaintiffs seek unspecified damages, plus interest and costs and fees.
+Added: The Company intends to defend against the lawsuit vigorously and filed a motion to dismiss the complaint for failure to state a claim on December 21, 2023.
+Added: A hearing on the motion to dismiss was held on September 27, 2024.
+Added: The lawsuit is in the early stages and at this time we cannot reasonably estimate the amount of any possible loss.
+Added: Three shareholder derivative complaints have been filed.
The first, in which Hugues Gervat is the plaintiff, was filed on August 4, 2023, in the U.S.
2 unchanged sentences
District Court for the District of Delaware.
+Added: And the third, in which Audrey McAdams is the Plaintiff, was filed on December 15, 2023, in the U.S.
+Added: District Court for the Central District of California.
Each named The Walt Disney Company as a nominal defendant and alleged claims on its behalf against the Company’s Chief Executive Officer, Robert Iger;
4 unchanged sentences
and Derica W.
−Removed: Along with alleged violations of Sections 10(b), 14(a), 20(a), and Rule 10b-5 of the Securities Exchange Act, premised on the same allegations as the Securities Class Action, plaintiffs in both actions sought to recover for alleged breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement and waste.
−Removed: On October 24, 2023, the Stourbridge action was voluntarily dismissed and, on November 16, 2023, was refiled in Delaware state court alleging equivalent theories of liability based on state law.
−Removed: On October 30, 2023, the Gervat action was stayed pending a ruling on an expected motion to dismiss to be filed in the Securities Class Action.
−Removed: The Company intends to defend against these lawsuits vigorously.
−Removed: The lawsuits are in the early stages, and at this time we cannot reasonably estimate the amount of any potential loss.
+Added: Along with alleged violations of Sections 10(b), 14(a), 20(a), and Rule 10b-5 of the Securities Exchange Act, premised on similar allegations as the Securities Class Action, plaintiffs seek to recover under various theories including breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement and waste.
+Added: On October 24, 2023, the Stourbridge action was voluntarily dismissed and, on November 16, 2023, was refiled in Delaware state court alleging analogous theories of liability based on state law.
+Added: On October 30, 2023, the Gervat action was stayed pending a ruling on the motion to dismiss filed in the Securities Class Action.
+Added: The Stourbridge action was likewise stayed under an order entered December 12, 2023 and the McAdams action was stayed under an order entered February 20, 2024.
+Added: The actions seek declarative and injunctive relief, an award of unspecified damages to The Walt Disney Company and other costs and fees.
+Added: The Company intends to defend against
+Added: these lawsuits vigorously.
+Added: The lawsuits are in the early stages, and at this time we cannot reasonably estimate the amount of any possible loss.
+Added: On November 18, 2022, a private antitrust putative class action lawsuit was filed in the U.S.
+Added: District Court for the Northern District of California against the Company on behalf of a putative class of certain subscribers to YouTube TV (the “Biddle Action”).
+Added: The plaintiffs in the Biddle Action asserted a claim under Section 1 of the Sherman Act based on allegations that Disney uses certain pricing and packaging provisions in its carriage agreements with virtual multichannel video distributors (“vMVPDs”) to increase prices for and reduce output of certain services offered by vMVPDs.
+Added: On November 30, 2022, a second private antitrust putative class action lawsuit was filed in the U.S.
+Added: District Court for the Northern District of California against the Company on behalf of a putative class of certain subscribers to DirecTV Stream (the “Fendelander Action”), making similar allegations.
+Added: The Company filed motions to dismiss for failure to state a claim in both the Biddle Action and Fendelander Action on January 31, 2023.
+Added: On September 30, 2023, the court issued an order granting in part and denying in part the Company’s motions to dismiss both cases and, on October 13, 2023, the court issued an order consolidating both cases.
+Added: On October 16, 2023, plaintiffs filed a consolidated amended putative class action complaint (the “Consolidated Complaint”).
+Added: The Consolidated Complaint asserts claims under Section 1 of the Sherman Act and certain Arizona, California, Florida, Illinois, Iowa, Massachusetts, Michigan, Nevada, New York, North Carolina, and Tennessee antitrust laws based on substantially similar allegations as the Biddle Action and the Fendelander Action.
+Added: The Consolidated Complaint seeks injunctive relief, unspecified money damages and costs and fees.
+Added: The Company intends to defend against the lawsuits vigorously and filed a motion to dismiss the Consolidated Complaint for failure to state a claim on December 1, 2023.
+Added: The Company’s motion to dismiss the Consolidated Complaint was granted in part and denied in part on June 25, 2024.
+Added: On September 12, 2024, the Court entered a case management order setting, among other dates, Plaintiffs’ deadline to file their class certification motion on March 27, 2026.
+Added: The consolidated lawsuit is in the early stages, and at this time we cannot reasonably estimate the amount of any possible loss.
+Added: On February 20, 2024, a private antitrust lawsuit was filed in the U.S.
+Added: District Court for the Southern District of New York against the Company (including affiliates ESPN, Inc., ESPN Enterprises, Inc., and Hulu, LLC), Fox Corporation, and Warner Bros.
+Added: Discovery, Inc.
+Added: (collectively, “Defendants”), by fuboTV Inc.
+Added: and fuboTV Media Inc.
+Added: (together, “Fubo”).
+Added: Fubo asserts claims under Section 1 of the Sherman Act, Section 7 of the Clayton Act, and New York antitrust law based on the theories that (a) a planned joint venture between ESPN, Inc., Fox Corporation, and Warner Bros.
+Added: Discovery, Inc., which will distribute certain of Defendants’ linear networks to consumers (the “Sports Streaming JV”), will harm competition in alleged markets for the licensing of networks that offer live sports content and for streaming live pay tv, (b) certain alleged practices by which the Company and Fox Corporation license their networks to vMVPDs as a bundle increase prices and reduce output for services offered by vMVPDs, and (c) certain alleged pricing provisions in Defendants’ carriage agreements with YouTube TV and Hulu + Live TV, as well as in Hulu + Live TV’s carriage agreements with non-Defendant programmers, increase prices for services offered by vMVPDs.
+Added: On April 8, 2024, Fubo filed a motion for a preliminary injunction against Defendants to prevent the formation of the Sports Streaming JV.
+Added: On April 29, 2024, Fubo filed an amended complaint to add allegations of a purported market for “skinny sports bundles”, which Fubo claims the Sports Streaming JV will monopolize after its launch.
+Added: After a hearing on Fubo’s motion for preliminary injunction, the district court granted Fubo’s motion on August 16, 2024, and enjoined the launch of the joint venture.
+Added: On August 19, 2024, Defendants filed a notice of appeal to the United States Court of Appeals for the Second Circuit from the order for a preliminary injunction.
+Added: The United States Court of Appeals for the Second Circuit has granted Defendants’ motion to expedite the appeal.
+Added: Fubo further seeks injunctive relief, unspecified money damages and costs and fees.
+Added: On September 26, 2024, the Company filed a motion to dismiss Fubo’s claims brought under Section 1 of the Sherman Act and New York antitrust law, unrelated to the joint venture.
+Added: The district court has set trial on all claims for October 6, 2025.
+Added: The Company intends to defend against the lawsuit vigorously and at this time we cannot reasonably estimate the amount of any possible loss.
+Added: In May 2024, the Company and NBCU entered into a confidential arbitration to resolve a dispute regarding the contractual appraisal process related to the determination of Hulu’s equity fair value, in which the parties seek declaratory relief, equitable relief and unspecified damages.
+Added: See Note 2 for a more detailed discussion of the arbitration and the determination of Hulu’s equity fair value.
The Company, together with, in some instances, certain of its directors and officers, is a defendant in various other legal actions involving copyright, breach of contract and various other claims incident to the conduct of its businesses.
6 unchanged sentences
The weighted-average incremental borrowing rate is 4.0 % and 6.7 %, for our operating leases and finance leases, respectively.
−Removed: At September 30, 2023 total estimated future lease payments for non-cancelable lease agreements that have not commenced of approximately $ 0.5 billion are excluded from the measurement of the right-of-use asset and lease liability.
+Added: At September 28, 2024, total estimated future lease payments for non-cancelable lease agreements that have not commenced are not material.
The Company’s operating and finance right-of-use assets and lease liabilities are as follows:
−Removed: September 30, 2023 October 1, 2022
+Added: September 28, 2024 September 30, 2023
Right-of-use assets (1)
34 unchanged sentences
Total reported lease liability $ 3,512 $ 190
−Removed: 16 Fair Value Measurement
+Added: Lessor Arrangements
+Added: The Company leases certain of its land and buildings to third parties, primarily at its parks and experiences businesses.
+Added: Lessee payments include fixed amounts for the rental of the property although the vast majority of the payments are variable based on a percentage of lessee sales.
+Added: Revenues recognized on these leases for fiscal 2024, 2023 and 2022 were $ 0.6 billion , $ 0.5 billion and $ 0.4 billion , respectively.
+Added: 16 Fair Value Measurements
The Company’s assets and liabilities measured at fair value are summarized in the following tables by fair value measurement Level.
11 unchanged sentences
Fair value of borrowings $ — $ 42,392 $ 1,317 $ 43,709
−Removed: Fair Value Measurement at October 1, 2022
+Added: Fair Value Measurement at September 30, 2023
Description Level 1 Level 2 Level 3 Total
Investments $ 46 $ 128 $ — $ 174
−Removed: Interest rate — 1 — 1
Foreign exchange — 1,336 — 1,336
9 unchanged sentences
Counterparty credit risk, which is mitigated by master netting agreements and collateral posting arrangements with certain counterparties, had an impact on derivative fair value estimates that was not material.
+Added: The Company’s derivative financial instruments are discussed in Note 17.
Level 2 other liabilities are primarily arrangements that are valued based on the fair value of underlying investments, which are generally measured using Level 1 and Level 2 fair value techniques.
4 unchanged sentences
The carrying values of these financial instruments approximate the fair values.
−Removed: The Company also has assets that are required to be recorded at fair value on a non-recurring basis.
−Removed: These assets are evaluated when certain triggering events occur (including a decrease in estimated future cash flows) that indicate the asset should be evaluated for impairment.
−Removed: In the fourth quarter of fiscal 2023, the Company recorded impairment charges for goodwill as disclosed in Note 18.
−Removed: The fair value of these assets was determined using estimated discounted future cash flows, which is a Level 3 valuation technique (see Note 18 for a discussion of the more significant inputs used in our discounted cash flow analysis).
+Added: Non-recurring Fair Value Measure
+Added: The Company also has assets that may be required to be recorded at fair value on a non-recurring basis.
+Added: These assets are evaluated when certain triggering events occur (including a decrease in estimated future cash flows) that indicate their carrying amounts may not be recoverable.
+Added: In the second and fourth quarters of fiscal 2024 and the fourth quarter of fiscal 2023, the Company recorded impairment charges as disclosed in Notes 4 and 18.
+Added: Fair value was determined using estimated discounted future cash flows, which is a Level 3 valuation technique (see Note 2 for a discussion of the more significant inputs used in our discounted cash flow analysis).
Credit Concentrations
4 unchanged sentences
The Company does not have material cash and cash equivalent balances with financial institutions that have below investment grade credit ratings and maintains short-term liquidity balances in high quality money market funds.
−Removed: At September 30, 2023, the Company did not have balances (excluding money market funds) with individual financial institutions that exceeded 10% of the Company’s total cash and cash equivalents.
+Added: At September 28, 2024, the Company’s balances (excluding money market funds) with individual financial institutions that exceeded 10% of the Company’s total cash and cash equivalents were 24 % of total cash and cash equivalents.
+Added: At September 30,
+Added: 2023, the Company had no balances (excluding money market funds) with financial institutions that exceeded 10% of the Company’s total cash and cash equivalents.
The Company’s trade receivables and financial investments do not represent a significant concentration of credit risk at September 28, 2024 due to the wide variety of customers and markets in which the Company’s products are sold, the dispersion of our customers across geographic areas and the diversification of the Company’s portfolio among financial institutions.
17 Derivative Instruments
−Removed: The Company manages its exposure to various financial risks relating to its ongoing business operations according to a risk management policy.
+Added: The Company manages its exposure to various risks relating to its ongoing business operations according to a risk management policy.
The primary risks managed with derivative instruments are interest rate risk and foreign exchange risk.
−Removed: The Company’s derivative positions measured at fair value are summarized in the following tables:
+Added: The Company’s derivative positions measured at fair value (see Note 16) are summarized in the following tables:
As of September 28, 2024
+Added: Assets Investments/Other
Liabilities Other Long-
10 unchanged sentences
Net derivative positions $ 44 $ 98 $ ( 352 ) $ ( 36 )
−Removed: (1) In fiscal 2023, the Company entered into a licensing and promotional arrangement and received warrants to purchase equity that are accounted for as a derivative asset.
−Removed: The warrants are recorded in investments at their fair market value of $ 128 million at September 30, 2023.
−Removed: As of October 1, 2022
+Added: As of September 30, 2023
+Added: Assets Investments/Other
Liabilities Other Long-
10 unchanged sentences
Net derivative positions $ 98 $ 222 $ ( 290 ) $ ( 40 )
−Removed: Reference Rate Reform
−Removed: In fiscal 2023, the Company amended its interest rate and cross-currency swap agreements to implement modifications related to changing the reference rates from LIBOR to SOFR and from the Canadian Dollar Offered Rate to the Canadian Overnight Repo Rate Average.
−Removed: In connection with these amendments, the Company applied the hedge accounting relief provided by the Financial Accounting Standards Board (FASB) in ASU 2020-04, Reference Rate Reform (Topic 848):
−Removed: Facilitation of the Effects of Reference Rate Reform on Financial Reporting to preserve the fair value hedge designation of the interest rate and cross-currency swaps.
Interest Rate Risk Management
4 unchanged sentences
The Company designates pay-floating interest rate swaps as fair value hedges of fixed-rate borrowings effectively converting fixed-rate borrowings to variable-rate borrowings.
−Removed: The total notional amount of the Company’s pay-floating interest rate swaps as of September 30, 2023 and October 1, 2022, was $ 13.5 billion and $ 14.5 billion, respectively.
+Added: The total notional amount of the Company’s pay-floating interest rate swaps at September 28, 2024 and September 30, 2023, was $ 12.0 billion and $ 13.5 billion, respectively.
The following table summarizes fair value hedge adjustments to hedged borrowings:
Carrying Amount of Hedged Borrowings Fair Value Adjustments Included in Hedged Borrowings
−Removed: September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022
+Added: September 28, 2024 September 30, 2023 September 28, 2024 September 30, 2023
Current $ 1,414 $ 1,439 $ ( 10 ) $ ( 59 )
11 unchanged sentences
The unrealized gains or losses from these cash flow hedges are deferred in AOCI and recognized in interest expense as the interest payments occur.
−Removed: The Company did not have pay-fixed interest rate swaps that were designated as cash flow hedges of interest payments at September 30, 2023 or at October 1, 2022, and gains and losses related to pay-fixed swaps recognized in earnings for fiscal 2023, 2022 and 2021 were not material.
+Added: The Company did not have pay-fixed interest rate swaps that were designated as cash flow hedges of interest payments at September 28, 2024 or at September 30, 2023, and gains and losses related to pay-fixed interest rate swaps recognized in earnings for fiscal 2024, 2023 and 2022 were not material.
Foreign Exchange Risk Management
5 unchanged sentences
dollar equivalent value of the related forecasted transaction, asset, liability or firm commitment.
−Removed: The principal currencies hedged are the euro, Japanese yen, British pound, Chinese yuan and Canadian dollar.
+Added: The principal currencies hedged are the euro, Canadian dollar, Japanese yen, British pound and Chinese yuan.
Cross-currency swaps are used to effectively convert foreign currency denominated borrowings into U.S.
1 unchanged sentence
The Company designates foreign exchange forward and option contracts as cash flow hedges of firmly committed and forecasted foreign currency transactions.
−Removed: As of September 30, 2023 and October 1, 2022, the notional amounts of the Company’s net foreign exchange cash flow hedges were $ 8.3 billion and $ 7.4 billion, respectively.
+Added: As of September 28, 2024 and September 30, 2023, the notional amounts of the Company’s net foreign exchange cash flow hedges were $ 9.9 billion and $ 8.3 billion, respectively.
Mark-to-market gains and losses on these contracts are deferred in AOCI and are recognized in earnings when the hedged transactions occur, offsetting changes in the value of the foreign currency transactions.
−Removed: Net deferred gains recorded in AOCI for contracts that will mature in
−Removed: the next twelve months total $ 488 million.
+Added: Net deferred gains recorded in AOCI for contracts that will mature in the next twelve months total $ 99 million.
The following table summarizes the effect of foreign exchange cash flow hedges on AOCI:
4 unchanged sentences
(1) Primarily recorded in revenue.
−Removed: The Company designates cross currency swaps as fair value hedges of foreign currency denominated borrowings.
+Added: The Company may designate cross-currency swaps as fair value hedges of foreign currency denominated borrowings.
The impact from the change in foreign currency on both the cross-currency swap and borrowing is recorded to “Interest expense, net”.
The impact from interest rate changes is recorded in AOCI and is amortized over the life of the cross-currency swap.
−Removed: As of both September 30, 2023 and October 1, 2022, the total notional amounts of the Company’s designated cross currency swaps were Canadian $ 1.3 billion ($ 1.0 billion), respectively.
−Removed: The related gains or losses recognized in earnings were not material for the fiscal years ended 2023, 2022 and 2021.
+Added: As of both September 28, 2024 and September 30, 2023, the total notional amount of the Company’s designated cross-currency swaps
+Added: was Canadian $ 1.3 billion ($ 1.0 billion).
+Added: As of both September 28, 2024 and September 30, 2023, the Company also had Canadian $ 1.3 billion ($ 0.9 billion) in cross-currency swaps, which were not designated as hedges and matured in October 2024.
+Added: The related gains or losses recognized in earnings for the fiscal years ended 2024, 2023 and 2022 were not material.
Foreign exchange risk management contracts with respect to foreign currency denominated assets and liabilities are not designated as hedges and do not qualify for hedge accounting.
−Removed: The notional amounts of these foreign exchange contracts at September 30, 2023 and October 1, 2022 were $ 3.1 billion and $ 3.8 billion, respectively.
+Added: The net notional amount of these foreign exchange contracts (including our non-designated cross-currency swaps) at September 28, 2024 and September 30, 2023 were $ 3.4 billion and $ 3.1 billion, respectively.
The following table summarizes the net foreign exchange gains or losses recognized on foreign currency denominated assets and liabilities and the net foreign exchange gains or losses on the foreign exchange contracts we entered into to mitigate our exposure with respect to foreign currency denominated assets and liabilities by the corresponding line item in which they are recorded in the Consolidated Statements of Income:
−Removed: Costs and Expenses Interest expense, net Income Tax Expense
+Added: Costs and expenses
+Added: Interest expense, net Income taxes on continuing operations
2024 2023 2022 2024 2023 2022 2024 2023 2022
8 unchanged sentences
Mark-to-market gains and losses on these contracts are deferred in AOCI and are recognized in earnings when the hedged transactions occur, offsetting changes in the value of commodity purchases.
−Removed: The notional amount of these commodities contracts at September 30, 2023 and October 1, 2022 and related gains or losses recognized in earnings were not material for fiscal 2023, 2022 and 2021.
+Added: The notional amount of these commodities contracts at September 28, 2024 and September 30, 2023 and related gains or losses recognized in earnings for fiscal 2024, 2023 and 2022 were not material.
Risk Management – Other Derivatives Not Designated as Hedges
1 unchanged sentence
These contracts, which include certain total return swap contracts, are intended to offset economic exposures of the Company and are carried at market value with any changes in value recorded in earnings.
−Removed: The notional amount of these contracts at both September 30, 2023 and October 1, 2022 was $ 0.4 billion, respectively.
−Removed: The related gains or losses recognized in earnings were not material for fiscal 2023, 2022 and 2021.
+Added: The notional amount of these contracts at September 28, 2024 and September 30, 2023 were $ 0.5 billion and $ 0.4 billion, respectively.
+Added: The related gains or losses recognized in earnings for fiscal 2024, 2023 and 2022 were not material.
Contingent Features and Cash Collateral
3 unchanged sentences
If the Company’s or the counterparty’s credit ratings were to fall below investment grade, such counterparties or the Company would also have the right to terminate our derivative contracts, which could lead to a net payment to or from the Company for the aggregate net value by counterparty of our derivative contracts.
−Removed: The aggregate fair values of derivative instruments with credit-risk-related contingent features in a net liability position by counterparty were $ 1,587 million and $ 1,507 million at September 30, 2023 and October 1, 2022, respectively.
+Added: The aggregate fair values of derivative instruments with credit-risk-related contingent features in a net liability position by counterparty were $ 1.1 billion and $ 1.6 billion at September 28, 2024 and September 30, 2023, respectively.
18 Restructuring and Impairment Charges
−Removed: Content Impairment
−Removed: As a result of our strategic change in approach to content curation, we removed content from our Entertainment Direct-to-Consumer services and terminated certain third-party license agreements for the right to use content primarily on our Entertainment Direct-to-Consumer platforms.
−Removed: We recorded charges of $ 2.6 billion in fiscal 2023, including a $ 2.0 billion write-off of produced content costs and $ 0.6 billion to terminate license agreements.
+Added: A summary of restructuring and impairment charges is as follows:
+Added: 2024 2023 2022
+Added: Star India - see Note 4
+Added: $ 1,545 $ — $ —
+Added: Content 187 2,577 —
+Added: Other 576 594 237
+Added: Restructuring and impairment charges $ 3,595 $ 3,892 $ 237
+Added: In fiscal 2024, we recorded non-cash impairment charges totaling $ 1.5 billion related to the Star India Transaction.
+Added: In the second quarter of fiscal 2024, as a result of Star India assets and liabilities being classified as held for sale, they were removed from the entertainment goodwill reporting units along with a proportional amount of goodwill.
+Added: As a result, we evaluated the residual goodwill at our entertainment DTC services and linear networks reporting units for impairment.
+Added: Star sports was a standalone reporting unit which did not have any goodwill.
+Added: In the fourth quarter of fiscal 2024, the Company performed a quantitative goodwill impairment test as part of our annual goodwill impairment assessment.
+Added: These evaluations resulted in non-cash goodwill impairment charges of $ 0.7 billion and $ 0.6 billion at our entertainment linear networks reporting unit in the second and fourth quarters of fiscal 2024, respectively.
+Added: Goodwill was not impaired at the entertainment DTC services reporting unit.
+Added: In addition, as a result of our annual goodwill impairment assessment in fiscal 2023, we recorded non-cash goodwill impairment charges related to our entertainment and international sports linear networks reporting units of $ 0.7 billion.
+Added: We recorded charges of $ 0.2 billion and $ 2.6 billion, in fiscal 2024 and fiscal 2023, respectively, as a result of our strategic changes in approach to content curation.
+Added: The fiscal 2024 charges related to the removal of produced content from our entertainment linear networks and DTC services.
+Added: The fiscal 2023 charges included $ 2.0 billion related to the removal of produced content from our entertainment DTC services and $ 0.6 billion related to the termination of certain third-party license agreements for the right to use content primarily on our entertainment DTC services.
We paid approximately $ 0.4 billion of cash to terminate these license agreements.
−Removed: The charges are recorded in “Restructuring and impairment charges” in the Consolidated Statements of Income.
−Removed: Goodwill Impairment
−Removed: In the fourth quarter of fiscal 2023, the Company performed a quantitative goodwill impairment test under both the previous segment reporting structure and the new segment reporting structure.
−Removed: There were no goodwill impairments under the previous reporting structure.
−Removed: The change in reporting structure requires judgment to identify new reporting units, allocate goodwill to these reporting units (based on relative fair values) and assign other recorded assets and liabilities to these reporting units.
−Removed: See Note 2 for additional information regarding the quantitative goodwill impairment assessment.
−Removed: Our future cash flows are based on internal forecasts for each reporting unit, which consider projected inflation and other economic indicators, as well as industry growth projections.
−Removed: Significant judgments and assumptions in the discounted cash flow model relate to future revenues and certain operating expenses, terminal growth rates and discount rates.
−Removed: Discount rates for each reporting unit are determined based on the inherent risks of each reporting unit’s underlying operations.
−Removed: We believe our estimates are consistent with how a marketplace participant would value our reporting units.
−Removed: If we had established different reporting units or utilized different valuation methodologies or assumptions, the impairment test results would differ.
−Removed: Based on our projections, the carrying amounts of our entertainment and international sports linear networks reporting units exceeded their fair values, and we recorded non-cash goodwill impairment charges of approximately $ 0.7 billion in “Restructuring and impairment charges” in the Consolidated Statement of Income.
−Removed: Goodwill, net of impairments recorded was $ 77.1 billion as of September 30, 2023
−Removed: In fiscal 2023, the Company recorded charges of $ 0.4 billion of severance, $ 0.1 billion for an impairment of an investment and $ 0.1 billion for exiting our businesses in Russia.
+Added: In fiscal 2024, the Company recorded charges of $ 0.3 billion for asset impairments at our retail business, $ 0.2 billion for impairments of equity investments and $ 0.1 billion of severance.
+Added: In fiscal 2023, the Company recorded charges of $ 0.4 billion of severance, $ 0.1 billion for impairment of an equity investment and $ 0.1 billion for exiting our businesses in Russia.
In fiscal 2022, the Company recorded charges of $ 0.2 billion, primarily due to asset impairments related to exiting our businesses in Russia.
−Removed: In fiscal 2021, the Company recorded restructuring and impairment charges of $ 0.7 billion, primarily related to the planned closure of an animation studio and a substantial number of our Disney-branded retail stores in North America and Europe as well as severance at our parks and experiences businesses.
−Removed: These charges are reported in “Restructuring and impairment charges” in the Consolidated Statements of Income.
−Removed: 19 New Accounting Pronouncements
−Removed: Accounting Pronouncements Adopted in Fiscal 2023
−Removed: Disclosures by Business Entities about Government Assistance
−Removed: In November 2021, the FASB issued guidance requiring annual disclosures about transactions with a government that are accounted for by analogizing to a grant or contribution accounting model, including:
−Removed: the nature of the transactions, the accounting for the transactions and the effect of the transactions on the financial statements.
−Removed: The Company adopted the new guidance prospectively in the fourth quarter of fiscal 2023.
−Removed: The adoption did not have a material impact on our financial statements other than additional disclosures related to content production incentives.
−Removed: See Notes 2 and 7 for additional information.
+Added: 19 New Accounting Pronouncements and Other Disclosure Rules
+Added: Improvements to Reportable Segments Disclosures
+Added: In November 2023, the Financial Accounting Standards Board (FASB) issued guidance to enhance reportable segment disclosures by requiring the disclosure of significant expenses that are regularly provided to the chief operating decision maker (CODM) and included in the segment’s measure of profit or loss.
+Added: It also requires an explanation of how the CODM uses the segment’s measure of profit or loss to assess segment performance and allocate resources.
+Added: The guidance is effective for the Company for annual periods beginning in fiscal year 2025 and for interim periods beginning in fiscal year 2026 and requires retrospective adoption.
+Added: The Company is currently assessing the impacts of the new guidance on its financial statement disclosures.
+Added: Improvements to Income Tax Disclosures
+Added: In December 2023, the FASB issued guidance to enhance income tax disclosures.
+Added: The new guidance requires an expanded effective tax rate reconciliation, the disclosure of cash taxes paid segregated between U.S.
+Added: federal, U.S.
+Added: state and foreign, with further disaggregation by jurisdiction if certain thresholds are met and eliminates certain disclosures related to uncertain tax benefits.
+Added: The guidance is effective for annual periods beginning with the Company’s 2026 fiscal year (with early adoption permitted).
+Added: The Company is currently assessing the impacts of the new guidance on its financial statement disclosures.
+Added: Disaggregation of Income Statement Expense
+Added: In November 2024, the FASB issued guidance that requires the disclosure of additional information related to certain costs and expenses, including amounts of inventory purchases, employee compensation, and depreciation and amortization included in each income statement line item.
+Added: The guidance also requires disclosure of the total amount of selling expenses and the Company’s definition of selling expenses.
+Added: The guidance is effective for the Company for annual periods beginning in fiscal year 2028 and for interim periods beginning in fiscal year 2029.
+Added: The Company is currently assessing the impacts of the new guidance on its financial statement disclosures.
+Added: Enhancement and Standardization of Climate-Related Disclosures
+Added: In March 2024, the Securities and Exchange Commission adopted new rules that will require disclosure of:
+Added: • Certain climate-related information including climate-related risks, targets, and goals that are reasonably likely to have a material impact, as applicable, on a company’s strategy, business, results of operations or financial condition;
+Added: • Certain greenhouse gas emissions, if material;
+Added: • Certain financial information regarding the effects of severe weather events and other natural conditions within the notes to the financial statements
+Added: The new rules are applicable to annual reporting periods and will be phased in beginning with the Company’s 2026 fiscal year.
+Added: In April 2024, given pending legal challenges, the Securities and Exchange Commission issued an order to voluntarily stay the new rules.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.