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Item 1. Business

2021-05-28 compared with 2020-05-27 · 322 added, 354 removed, 236 unchanged (74% of the section changed)

Lionsgate (NYSE:

LGF.A, LGF.B) is a global content leader whose films, television series, digital products and linear and over-the-top platforms reach next generation audiences around the world.

Lionsgate’s film and television properties support location-based entertainment venues and other branded attractions, as well as a video game business.

Lionsgate's content initiatives are backed by a nearly 17,000-title film and television library and delivered through a global sales and licensing infrastructure.

Combining the STARZ premium global subscription platform with world-class motion picture and television studio operations, Lionsgate (NYSE:

LGF.A, LGF.B) brings a unique and varied portfolio of entertainment to consumers around the world.

Our film, television, subscription and location-based entertainment businesses are backed by a 17,000-title library and one of the largest collections of film and television franchises in the independent media space.

We manage and report our operating results through three reportable business segments:

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Financial information for our segments is set forth in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this Annual Report.

COVID-19 Global Pandemic

In fiscal 2021, the impacts associated with the ongoing COVID-19 global pandemic and measures to prevent its spread, and the resulting economic uncertainty, affected our business in a number of ways.

We experienced early termination and delays in theatrical distribution of our films, both domestically and internationally, as well as delays in the production of film and television content (resulting in continued changes in future release dates for some titles and series).

While we did begin (and, in certain instances, completed) production on a number of films and television series, and theaters began to reopen in 2021 in certain locations with reduced capacity, we are not able to accurately predict when theaters will re-open at scale, at what level consumers will return to movie theaters, when film production will fully resume, whether productions that have resumed will be paused again, the impact of incremental costs required to adhere to health and safety protocols, or if and when certain of our content will be released.

Conversely, television and streaming consumption around the globe increased, as well as home entertainment demand.

STARZ experienced an increase in viewership of its content across all platforms, as well as an increase in subscribers to its over-the-top (“OTT”) services, both domestically and internationally.

However, it is too early to say whether this increase is indicative of future results and whether growth may slow as governmental and other restrictions are relaxed, and as a result of the current and possible longer term negative economic impact of the pandemic.

We continue, however, to adapt to these new circumstances.

For instance, we changed the release strategies of several of our theatrical films by releasing solely and/or earlier on streaming platforms, initially releasing on premium video-on-demand (“PVOD”), or by licensing directly to streaming platforms.

We also began and completed post-production of several of our television series and continue the development of film properties and television series.

For additional information regarding the impact of COVID-19 on our operating results, cash flows and financial position, and the other risks and uncertainties see Part I, Item 1A.

Risk Factors and Part II, Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations in this Annual Report.

Motion Picture

Our Motion Picture segment includes revenues derived from the following:

• Theatrical .

Theatrical revenues are derived from the domestic theatrical release of motion pictures licensed to theatrical exhibitors on a picture-by-picture basis (distributed by us directly in the United States and through a sub-distributor in Canada).

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Home entertainment revenues are derived from the sale or rental of our film productions and acquired or licensed films and certain television programs (including theatrical and direct-to-video releases) on packaged media and through digital media platforms (including pay-per-view and video-on-demand platforms, electronic sell through, and digital rental).

In addition, we have revenue sharing arrangements with certain digital media platforms which generally provide that, in exchange for a nominal or no upfront sales price, we share in the rental or sales revenues generated by the platform on a title-by-title basis.

In addition, we have revenue sharing arrangements with certain digital media

platforms which generally provide that, in exchange for a nominal or no upfront sales price, we share in the rental or sales revenues generated by the platform on a title-by-title basis.

• Television .

Television revenues are primarily derived from the licensing of our theatrical productions and acquired films to the linear pay, basic cable and free television markets.

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Our Television Production segment includes revenues derived from the following:

• Television.

Television revenues are derived from the licensing to domestic markets (linear pay, basic cable, free television and syndication) of scripted and unscripted series, television movies, mini-series and non-fiction programming.

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• Starz Networks.

Starz Networks’ revenues are derived from the domestic distribution of our STARZ branded premium subscription video services pursuant to affiliation agreements with U.S.

multichannel video programming distributors (“MVPDs”), including cable operators, satellite television providers and telecommunications companies, and over-the top (“OTT”) (collectively, “Distributors”), and on a direct-to-consumer basis.

Starz Networks’ revenues are derived from the domestic distribution of our STARZ branded premium subscription video services through OTT platforms and U.S.

multichannel video programming distributors (“MVPDs”) including cable operators, satellite television providers and telecommunications companies (collectively, “Distributors”) on a direct-to-consumer basis through the Starz App.

• STARZPLAY International .

STARZPLAY International revenues are primarily derived from OTT distribution of the Company's STARZ branded premium subscription video services internationally.

STARZPLAY International revenues are primarily derived from OTT distribution of the Company's STARZ branded premium subscription video services outside of the U.S.

• Other Streaming Services .

Other Streaming Services revenues are derived primarily from our majority owned premium Spanish language streaming services business, Pantaya.

Other Streaming Services revenues are derived primarily from our formerly majority owned premium Spanish language streaming services business, Pantaya, which includes subscriber based streaming revenue and other distribution revenue.

We sold our interest in Pantaya on March 31, 2021.

Segment Revenue

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We take a disciplined approach to theatrical production, with the goal of producing content that can be distributed through various domestic and international platforms.

In doing so, we attempt to mitigate the financial risk associated with production by, among other things:

Negotiating co-financing development and co-production agreements which may provide for joint efforts and cost-sharing with one or more third-party companies;

In doing so, we may mitigate the financial risk associated with production by, among other things:

• Negotiating co-financing development and co-production agreements which may provide for cost-sharing with one or more third-party companies;

• Pre-licensing international distribution rights on a selective basis, including through international output agreements (which license rights to distribute a film in one or more media generally for a limited term, and in one or more specific territories prior to completion of the film);

• Structuring agreements that provide for talent participation in the financial success of the film in exchange for reduced guaranteed “up-front payments” that would be paid regardless of the film's success;

Utilizing governmental incentives, programs and other structures from state and foreign countries (which typically take the form of sales tax refunds, transferable tax credits, refundable tax credits, low interest loans, direct subsidies or cash rebates, calculated based on the amount of money spent in the particular jurisdiction in connection with the production).

Our approach to acquiring films for theatrical release is similar to our approach to film production.

We generally seek to limit our financial exposure in acquiring films while adding films of quality and commercial viability to our release schedule and library.

The economic life of a motion picture consists of its exploitation in theaters, on packaged media and on various digital and television platforms in territories around the world.

We distribute motion pictures directly to movie theaters in the U.S.

• Utilizing governmental incentives, programs and other structures from state and foreign countries (e.g., sales tax refunds, transferable tax credits, refundable tax credits, low interest loans, direct subsidies or cash rebates, calculated based on the amount of money spent in the particular jurisdiction in connection with the production).

Our approach to acquiring films complements our theatrical production strategy - we typically seek to limit our financial exposure while adding films with high potential for commercial box office success, critical recognition and successful monetization across a broad array of platforms.

The economic life of a motion picture may consist of its exploitation in theaters, on packaged media and on various digital and television platforms in territories around the world.

We generally distribute motion pictures directly to movie theaters in the U.S.

whereby the exhibitor retains a portion of the gross box office receipts and the balance is remitted to the distributor.

Concurrent with their release in the U.S., films are generally released in Canada and may also be released in one or more other foreign markets.

Concurrent with their release in the U.S., films are generally released in Canada and may also be released in one or more other

foreign markets.

We construct release schedules taking into account moviegoer attendance patterns and competition from other studios' scheduled theatrical releases.

We use either wide (generally, more than 2,000 screens nationwide) or limited initial releases, depending on the film.

After the initial theatrical release, distributors seek to maximize revenues by releasing films in sequential release date windows, which may be exclusive against other non-theatrical distribution platforms.

As a result of the COVID-19 global pandemic, our distribution strategy may change, and certain films intended for theatrical release may be licensed to other platforms.

Producing, marketing and distributing films can involve significant risks and costs, and can cause our financial results to vary depending on the timing of a film’s release.

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Further, we may revise the release date of a film as the production schedule changes or in such a manner as we believe is likely to maximize revenues or for other business reasons.

Additionally, there can be no assurance that any of the films scheduled for release will be completed, that completion will occur in accordance with the anticipated schedule or budget, or that the film will ever be released.

Theatrical Releases

In fiscal 2020 (i.e., the twelve-month period ended March 31, 2020), we released 28 films in the U.S.

across all our labels, which included the following:

Twelve films released through our Lionsgate and Summit Entertainment labels (including films developed and produced in-house, films co-developed and co-produced and films acquired from third parties);

Three films released through our Good Universe label;

Three films released through Pantelion Films, our joint venture with Grupo Televisa;

Ten films released through our partnership with Roadside Attractions.

Additionally, there can be no assurance that any of the films scheduled for release will be completed and/or in accordance with the anticipated schedule or budget, or that the film will ever be released.

Theatrical Releases

Label/Partnership

I Still Believe*

March 13, 2020

March 6, 2020

Roadside Attractions

Las Pildoras De Mi Novio (My Boyfriend's Meds)

February 21, 2020

Pantelion Films

The Last Full Measure

January 24, 2020

Roadside Attractions

January 3, 2020

Good Universe/Sony

December 13, 2019

En Brazos De Un Asesino

December 6, 2019

Pantelion Films

November 27, 2019

The Warrior Queen Of Jhansi

November 15, 2019

Roadside Attractions

November 8, 2019

My Love (Edmond) Cyrano

October 18, 2019

Roadside Attractions

October 11, 2019

September 27, 2019

Roadside Attractions

September 20, 2019

August 30, 2019

Pantelion Films

Angel Has Fallen

August 23, 2019

A Miracle Of Miracles

August 23, 2019

Roadside Attractions

August 16, 2019

Good Universe/Universal

Scary Stories To Tell In The Dark

August 9, 2019

The Peanut Butter Falcon

August 9, 2019

Roadside Attractions

Marianne & Leonard:

Words Of Love

Roadside Attractions

June 21, 2019

American Woman (2019)

June 14, 2019

Roadside Attractions

Chapter 3 - Parabellum

Trial By Fire

Roadside Attractions

Good Universe/Summit

April 19, 2019

April 12, 2019

* Theatrical run terminated early due to the COVID-19 global pandemic.

In fiscal 2020, we also released the following films ‘day-and-date’ (where select titles are released on video-on-demand (“VOD”) and other digital formats on the same day as they are released theatrically):

Day-and-Date Releases

Label/Partnership

Death Of An Author

January 17, 2020

Inherit The Viper

January 10, 2020

Hell On The Border

December 13, 2019

Trauma Center

December 6, 2019

November 22, 2019

The Turkey Bowl

November 15, 2019

November 8, 2019

The Gallows Act Ii

October 25, 2019

October 11, 2019

The Cotton Club Encore

October 11, 2019

October 4, 2019

10 Minutes Gone

September 27, 2019

September 16, 2019

Saban with Fathom

September 13, 2019

Strange But True

September 6, 2019

Angel Of Mine

August 30, 2019

Apocalypse Now:

August 15, 2019

August 9, 2019

Killers Anonymous

June 28, 2019

June 14, 2019

The Poison Rose

April 12, 2019

In fiscal 2021 (i.e., the twelve-month period ended March 31, 2021), due to the closures and limited re-opening of theaters resulting from the COVID-19 global pandemic, we released only five (5) films theatrically in the U.S.

across our labels (which include Lionsgate, Summit Entertainment, Good Universe and our partnership with Roadside Attractions).

Instead, we made changes to release dates as well as release strategies of several of our films by releasing solely and/or earlier on streaming platforms, initially releasing on PVOD, or by licensing directly to streaming platforms.

In fiscal 2021, such titles and their release patterns included the following:

Fiscal 2021 Releases

Title Release Date Release Pattern Label

Desperados July 3, 2020 SVOD (via Netflix) Good Universe

Dare to Dream July 31, 2020 PVOD Roadside Attractions

Words On Bathroom Walls August 21, 2020 Theatrical Roadside Attractions

Antebellum September 18, 2020 PVOD Lionsgate

Run November 20, 2020 SVOD (via Hulu) Summit

Fatale December 20, 2020

January 8, 2021 Theatrical

Pinocchio December 25, 2020 Theatrical Roadside Attractions

Barb and Star Go to Vista Del Mar February 12, 2021 PVOD Lionsgate

Chaos Walking* March 5, 2021 Theatrical Lionsgate

The Courier** March 19, 2021 Theatrical Roadside Attractions

* PVOD release on April 2, 2021

**PVOD release on April 16, 2021

Additionally, after an initial pause, we safely continued and completed production of a number of theatrical titles in fiscal 2021, allowing us to maintain a robust pipeline of films to meet increased demand across all platforms.

While continuing to work closely with our theatrical exhibition partners, we are capitalizing on increased optionality and maintaining a platform agnostic approach to distribution to take full advantage of new windowing opportunities and alternative distribution strategies.

Nominations and Awards

Lionsgate and affiliated companies have distributed films that have earned 129 Academy Award® nominations and 32 wins, as well as numerous Golden Globe Awards®, Producers Guild Awards®, Screen Actors Guild Awards®, Directors Guild Awards®, BAFTA Awards and Independent Spirit Awards nominations and wins.

Motion Picture - Home Entertainment

home entertainment distribution operation exploits our film and television content library of nearly 17,000 motion picture titles and television episodes and programs, consisting of titles from, among others, Lionsgate, our subsidiaries, affiliates and joint ventures (such as Starz, Summit Entertainment, Anchor Bay Entertainment, Artisan Entertainment, Grindstone Entertainment Group, Modern Entertainment, Trimark, Pantelion Films and Roadside Attractions), as well as titles from third parties such as A24, A&E, Amazon Studios, AMC, CBS Films, Entertainment Studios, Marvel, Saban Entertainment, StudioCanal, and Tyler Perry Studios.

Grindstone Entertainment Group, Modern Entertainment, Trimark, Pantelion Films and Roadside Attractions), as well as titles from third parties such as A24, A&E, AMC, Entertainment Studios, Saban Entertainment, Solstice, StudioCanal, and Tyler Perry Studios.

Home entertainment revenue consists of packaged media and digital revenue.

Packaged Media

Packaged media distribution involves the marketing, promotion and sale and/or lease of DVDs/Blu-ray discs to wholesalers and retailers who then sell or rent the DVDs/Blu-ray discs to consumers for private viewing.

Packaged media distribution involves the marketing, promotion, sale and/or lease of DVDs/Blu-ray discs to wholesalers and retailers who then sell or rent the DVDs/Blu-ray discs to consumers for private viewing.

Fulfillment of physical distribution services are substantially licensed to Twentieth Century Fox Home Entertainment.

We distribute or sell content directly to retailers such as Wal-Mart, Best Buy, Target, Amazon, Costco and others who buy large volumes of our DVDs/Blu-ray discs to sell directly to consumers.

Sales to Wal-Mart accounted for approximately 50% of net home entertainment packaged media revenue in fiscal 2020.

We distribute or sell content directly to retailers such as Wal-Mart, Best Buy, Target, Amazon and others who buy large volumes of our DVDs/Blu-ray discs to sell directly to consumers.

We also directly distribute content to the rental market through Redbox, Netflix and others.

Of these titles, certain are released through our subsidiary, Grindstone Entertainment Group, which acquires and/or produces titles as finished pictures and as “pre-buys” based on script, cast and genres, and creates targeted key art, marketing materials and

release plans, which are then distributed direct-to-video, VOD and through other media.

In fiscal 2020, Grindstone Entertainment Group released 35 titles.

Additionally, we distribute television product including series such as American Gods , Ancient Aliens , Ash vs.

Evil Dead , Blue Mountain State , Duck Dynasty , Fear the Walking Dead , Grace and Frankie , Narcos , Into the Badlands , Knightfall , MacGyver , Mad Men , Nurse Jackie , Orange Is The New Black , Power , Project Blue Book , The Royals , The Walking Dead , Vida , Weeds , Zoey’s Extraordinary Playlist , library titles such as Alf and Little House on the Prairie , certain Disney-ABC Domestic Television series, as well as premier children's brands including Saban Brand’s Power Rangers and Aardman’s Shaun the Sheep library.

Our year included the following:

In fiscal 2020, four of our theatrical releases, Cold Pursuit , Tyler Perry’s Madea Family Funeral , Rambo:

Last Blood , and Midway debuted at number one on DVD/Blu-ray;

In fiscal 2020, we shipped approximately 45 million DVD/Blu-ray finished units;

In calendar 2019, we had an approximate 9% market share for home entertainment, making us the number six studio in market share overall;

In calendar 2019, we maintained a box office-to-home entertainment conversion rate of 25% above the industry average.

Box office-to-home entertainment conversion rate is calculated as the ratio of the total of both first cycle DVD release revenues and total digital platform revenues for a theatrical release compared to the total North American box-office revenues from such theatrical release.

In fiscal 2021, we shipped over 29 million DVD/Blu-ray finished units.

Digital Media

Digital media distribution involves delivering content (including certain titles not distributed theatrically or on physical media) by electronic means directly to consumers in-home and on mobile devices.

The key distribution methods today include transactional distribution (such as electronic-sell-through (“EST”) and transactional video-on-demand (“TVOD”)), subscription video-on-demand (“SVOD”), ad-supported video-on-demand (“AVOD”) and free video-on-demand (“FVOD”), as well as distribution through various linear pay, basic cable and free, over-the-air television platforms.

We directly distribute our content to digital transactional distribution platforms and networks including, among others, AMC Theaters On Demand, Amazon, Apple, Vudu, Google Play, Fandango NOW, Microsoft's Movies & TV, and Sony's PlayStation Network.

Digital SVOD services to which we license our content include, among others, Netflix, Hulu, and Amazon Prime.

AVOD services to which we license our content include, among others, The Roku Channel, Tubi TV, YouTube, IMDb, Pluto and Peacock.

We also directly distribute our content to other transactional distribution platforms, including, among others, MVPDs like Altice USA, Comcast, DIRECTV, DISH Network, and Verizon Fios.

Linear networks to which we distribute our content include, among others, pay television networks such as Starz, EPIX, HBO and Showtime, and basic cable network groups such as NBCUniversal Cable Entertainment, FX, ViacomCBS Domestic Media Networks, Turner Entertainment Networks, A+E Networks and AMC Networks, as well as Freeform, Reelz, Bounce, Telemundo and UniMás.

In fiscal 2020, we achieved the following:

Eight titles we distributed, Cold Pursuit, Tyler Perry’s Family Funeral, Long Shot, John Wick Chapter 3, Rambo:

Last Blood, Midway, Knives Out, and Bombshell debuted at the number one ranking on the Rentrak On-Demand charts.

Five of our titles reached the number one ranking on the iTunes’ movie charts, including John Wick Double Feature, Long Shot, Knives Out, John Wick 3, and Angel Has Fallen .

Lionsgate directly distributes content (including certain titles not distributed theatrically or on physical media) across a wide range of global distribution platforms and networks on an on-demand basis (whereby the viewer controls the timing of playback) through dozens of transactional (transactional video-on-demand and electronic-sell-through), subscription, ad-supported and free video-on-demand platforms.

We also directly distribute content on a linear distribution basis (i.e., whereby the programmer controls the timing of playback) through various linear pay, basic cable, and free, over-the-air television platforms worldwide.

Subscription video-on demand services to which we license our content include, among others, Netflix, Hulu, Amazon Prime, Paramount+ and HBO Max;

ad-supported video-on-demand services to which we license our content include, among others, The Roku Channel, Tubi TV, YouTube, IMDb, Pluto and Peacock;

and linear networks to which we distribute our content include, among others, pay television networks such as STARZ, EPIX, HBO and Showtime, and basic cable network groups such as NBCUniversal Cable Entertainment, FX, ViacomCBS Domestic Media Networks, Turner Entertainment Networks, A+E Networks and AMC Networks, as well as Freeform, Reelz, Bounce, Telemundo and UniMás.

Fiscal 2021 saw a continued shift in our release strategies due to a combination of the COVID-19 global pandemic and acceleration of secular trends already underway in the windowing of our motion picture product.

With many theatres closed or operating at limited capacity due to stay-at-home restrictions, we created hybrid theatrical/streaming and early PVOD models for some of our films and bypassed theatrical exhibition altogether for others.

Coupled with the surge in content demand across all home entertainment platforms, digital media consumption increased sharply with four (4) of our titles, Antebellum, The Secret:

Dare to Dream, The Silencing and Mortal reaching number one (1) on the iTunes movie charts and two titles, Force of Nature and The Secret , debuting at number one (1) on the Comscore On-Demand Chart.

Motion Picture - Television

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• Direct distribution of theatrical and/or ancillary rights licensing.

We license rights in all media on a territory by territory basis (other than the territories where we self-distribute) of (i) our in-house Lionsgate and Summit Entertainment feature film product, and (ii) films produced by third parties such as Black Label Media, CBS Films, Gold Circle Films, Participant Media, River Road Entertainment, Thunder Road Pictures and other independent producers.

Films licensed and/or released by us internationally in fiscal 2020 included such in-house productions as Knives Out, Bombshell, I Still Believe, John Wick:

Chapter 3 - Parabellum, Anna, and Long Shot.

Third party films for which we were engaged as exclusive sales agent and/or released by us internationally in fiscal 2020 included Burden, Dark Waters, Playmobil, and Paradise Hills.

We license rights in all media on a territory-by-territory basis (other than the territories where we self-distribute) of (i) our in-house Lionsgate and Summit Entertainment feature film product, and (ii) films produced by third parties such as Black Label Media, Gold Circle Films, Participant Media, River Road Entertainment, Thunder Road Pictures and other independent producers.

Films licensed and/or released by us internationally in fiscal 2021 included such in-house productions as Antebellum, Run, Chaos Walking, Barb and Star Go to Vista Del Mar and I Still Believe .

Third party films for which we were engaged as exclusive sales agent and/or released by us internationally in fiscal 2021 included Six Minutes to Midnight and City of Lies .

Through our territory-by-territory sales and output arrangements, we generally cover a substantial portion of the production budget or acquisition cost of new theatrical releases which we license and distribute internationally.

Our output agreements for Lionsgate and Summit feature films currently cover 12 major territories including the following:

Australia/New Zealand;

Benelux (Belgium/Netherlands/Luxembourg);

CIS (Commonwealth of Independent States);

Ex-Yugoslavia (e.g., Croatia, Slovenia, Bosnia and Herzegovina, Serbia, Kosovo, Macedonia, Montenegro and Albania);

Eastern Europe (Bulgaria, Czech Republic, Hungary, Romania and Slovak Republic);

Our output agreements for Lionsgate and Summit feature films currently cover Scandinavia and France.

These output agreements generally include all rights for all media (including home entertainment and television rights).

We also distribute theatrical titles in Latin America through our partnership with International Distribution Company and certain theatrical titles in China through our relationship with Hunan TV & Broadcast Intermediary Co.

We also distribute theatrical titles in Latin America through our partnership with International Distribution Company, as well as theatrical rights in Canada through our partnership with Mongrel Media and Cineplex.

We also self-distribute motion pictures in the United Kingdom and Ireland through Lions Gate International UK (“Lionsgate UK”).

Lionsgate UK has established a reputation in the United Kingdom as a leading producer, distributor and acquirer of commercially successful and critically acclaimed product.

In fiscal 2020, Lionsgate UK released the following 16 films theatrically:

Theatrical Releases - Lionsgate UK

April 5, 2019

April 11, 2019

April 19, 2019

Chapter 3 - Parabellum

The Queen's Corgi

Angel Has Fallen

August 21, 2019

September 19, 2019

September 27, 2019

October 11, 2019

November 8, 2019

November 27, 2019

January 17, 2020

The Personal History of David Copperfield*

January 24, 2020

Military Wives**

March 6, 2020

* British film productions.

** Theatrical run terminated early due to the COVID-19 global pandemic.

In fiscal 2021, due to the closures and very limited re-opening of cinemas as a result of the COVID-19 global pandemic, we released only two films theatrically in the UK, both on a very limited basis.

Instead, we made changes to release dates and strategies for our remaining titles, releasing on PVOD streaming platforms or by licensing directly to streaming services.

Such titles and their release patterns included the following:

Fiscal 2021 Releases

Title Release Date

How To Build A Girl** July 24, 2020

Summerland July 31, 2020

Ride Like A Girl* July 31, 2020

The Secret* August 1, 2020

Christmas Gift From Bob, A November 6, 2020

I Still Believe** February 12, 2021

Barb & Star Go To Vista Del Mar* February 12, 2021

Ammonite* March 26, 2021

Six Minutes To Midnight** March 26, 2021

Made in Italy** March 26, 2021

** Sold to streaming service.

Additionally, we have established an office in India to manage operations and growth opportunities in the South Asian/Indian sub-continent.

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• Partner with local production companies, as well as develop in-house, Indian local language television series and feature films for distribution across other media platforms;

Continue to expand our Starz’s offering in the region (branded as Lionsgate Play), through its launch in collaboration with Vodafone Idea and Airtel;

• Continue to expand our STARZ’s offering in the region and across emerging Asian markets (branded as Lionsgate Play), through our direct-to-consumer launch and in collaboration with telco partners, Amazon and Apple TV;

• Explore investment opportunities throughout the South Asian/Indian media market.

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Our Global Live, Interactive and Location Based Entertainment division drives incremental revenue and builds consumer engagement across our entire portfolio of properties via licensing and launching of live shows and experiences, location-based entertainment destinations, games, and related merchandise around the world, and through select strategic partnerships and investments.

Our Global Live Entertainment business focuses on licensing, developing, and producing live stage shows, concerts, and live experiences and events based on our theatrical and television content.

Our Interactive Entertainment business focuses on growing our robust games slate that includes games across PC/console, mobile, casino, tabletop, virtual reality and more, as well as integration of our properties into franchise crossover events with marquee games.

We also maintain strategic investments in Finnish mobile game developer/publisher Next Games, live-streaming native mobile gaming platform Mobcrush, and leading esports franchise Immortals.

Our Location Based Entertainment business licenses our Lionsgate, theatrical, and television brands for theme parks, destinations, attractions, and experiences.

Our Global Live Entertainment business focuses on licensing, developing, and producing live stage shows, concerts, and live immersive experiences and events based on our theatrical and television content.

Our Interactive Entertainment business focuses on growing a games slate that includes games across PC/console, mobile, virtual reality and more, as well as integration of our properties into franchise crossover events with marquee games.

Our Location Based Entertainment business licenses and produces our Lionsgate, theatrical, and television brands for theme parks, destinations, and stand-alone attractions and experiences.

Our projects currently include, among others, Lionsgate Entertainment World in Hengqin, China, an indoor theme park which opened on July 31, 2019, and a Lionsgate branded theme park zone at the Motiongate Theme Park in Dubai, which opened in October of 2017.

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Ancillary Revenues

Ancillary revenues are derived from the licensing of non-theatrical uses of our films and television content to distributors who, in turn, make such content available to airlines, hotels, schools, oil rigs, public libraries, prisons, community groups, the armed forces, ships at sea and others.

Ancillary revenues are derived from the licensing of films and television content at non-theatrical venues including educational and institutional facilities, U.S.

military bases, oil rigs, hospitals, hotels, prisons, and on all forms of common carrier transportation, including airlines and ships.

TELEVISION PRODUCTION

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Lionsgate Television

Despite initial production delays and changes to future network release dates as a result of the COVID-19 global pandemic, we commenced and completed production on a number of television series.

We currently produce, syndicate and distribute nearly 70 television shows on more than 25 networks (including programming produced by Pilgrim Media Group, of which we own a majority interest).

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Scripted - Lionsgate

Dear White People

Florida Girls

Orange Is The New Black

Power Confidential

Zoey's Extraordinary Playlist

Title Network

Home Economics ABC

Julia HBO Max

Love Life HBO Max

Mythic Quest Apple

Power Book II:

Run the World Starz

Zoey's Extraordinary Playlist NBC

Unscripted - Lionsgate

Chasing the Cure

De Viaje con los Derbez

Comedy Central

Don't F**k This Up

Kevin Hart's Laugh Out Loud

Raise The Bar

Revenge Body With Khloé Kardashian

Selling Sunset

Title Network

Confronting a Serial Killer Starz

De Viaje con los Derbez Pantaya

House of Ho HBO Max

Selling Sunset Netflix

Skindecision Netflix

Unscripted - Pilgrim Media Group

American Wreckers

Ghost Hunters

My Big Fat Fabulous Life

Title Network

American Chopper Discovery

Dodgeball Thunderdome Discovery

Driven Discovery

Giving Voice Netflix

My Big Fat Fabulous Life TLC

Street Outlaws Discovery

Street Outlaws:

America's List Discovery

Street Outlaws:

Fastest in America

Street Outlaws Memphis

Farm Truck & AZN Discovery

Street Outlaws:

Switching Gears

Wicked Tuna Outer Banks

Zombie House Flipping

Fastest in America Discovery

Street Outlaws:

Mega Cash Days Discovery

Street Outlaws:

Memphis Discovery

Street Outlaws:

No Prep Kings Grudge Night Discovery

Street Outlaws:

Race Night In America Discovery

The Puppy Bowl Presents:

Dog Games Discovery+

The Ultimate Surfer ABC

Tyson vs Jaws:

Rumble on the Reef Discovery

Wicked Tuna Nat Geo

Wicked Tuna Outer Banks Nat Geo

Syndication - Debmar-Mercury

Bojack Horseman

Caught In Providence

House of Payne

Meet The Browns

Schitt's Creek

Wendy Williams

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We continue to expand our television business through international sales and distribution of original Lionsgate television series, Starz original programming, third party television programming and format acquisitions via packaged media and various digital platforms.

Lionsgate UK also continues to build a robust television business alongside its premier film brand through its various joint ventures and investments.

Lionsgate UK holds interests in, and has strategic partnerships with, television and film production company Kindle Entertainment, television production company Further South Productions and television drama company Potboiler Television.

In fiscal 2020, Lionsgate UK television programming (developed in-house and through Lionsgate UK’s interest and partnerships) included the following:

Lionsgate UK also continues to build a robust television business alongside its premier film brand through its various joint ventures and investments including a strategic partnership with television production company Kindle Entertainment.

During fiscal 2021, we experienced a pause in television production caused by the COVID-19 global pandemic.

Lionsgate UK television programming (developed in-house and through Lionsgate UK’s interest and partnerships) that did continue, however, included the following:

Television - Lionsgate UK

Kiss Me First

Channel 4/Netflix

Kindle Entertainment, Balloon Entertainment

Kindle Entertainment

Primal Media, Roughcut TV

Motherland Series 2

BBC, Merman, Delightful

The Goes Wrong Show

Mischief Screen, Big Talk, BBC

Title Network Partner(s)

The A-List Series 2 Netflix Kindle Entertainment

The Pact BBC Wales Little Door

Motherland Series 3 BBC BBC, Merman,

The Goes Wrong Show Series 2 BBC Mischief Screen, Big Talk, BBC

Television Production - Home Entertainment

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Media Networks - Starz Networks - United States

Starz is a leading provider of premium subscription video programming to MVPDs in the U.S., including cable operators (such as Comcast and Charter), satellite television providers (such as DIRECTV and DISH Network), OTT providers (such as Amazon, Apple, Google and Hulu), telecommunications companies (such as AT&T and Verizon), and on a direct-to-consumer basis.

Starz Networks is a leading provider of premium subscription video programming to consumers in the U.S.

We sell our services on a direct-to-consumer basis and through various other platforms, including OTT providers (such as Amazon, Apple, Google and Hulu), MVPDs, including cable operators (such as Comcast and Charter), satellite television providers (such as DIRECTV and DISH Network), and telecommunications companies (such as AT&T and Verizon).

Our flagship premium service STARZ had 20.9 million subscribers as of March 31, 2021 (not including subscribers who receive programming free as part of a promotional offer).

STARZ offers premium original series and recently released and library movies without advertisements.

STARZ offers premium original series, recently released and library movies without advertisements.

Our other services, STARZ ENCORE and MOVIEPLEX, offer theatrical and independent library movies as well as original and classic television series also without advertisements.

Our services include 17 linear networks, on-demand and online viewing platforms, and a stand-alone direct-to-consumer service.

The linear networks air over 1,000 movies per month from studio partners, including first-run content from Sony Pictures Entertainment, and have a growing line-up of successful original programming.

Our services are offered by our Distributors to their subscribers either at a fixed monthly price as part of a programming tier or package or on an a la carte basis, or directly to consumers via the STARZ app at www.starz.com or through our retail partners (such as Apple and Google) for a monthly fee.

Our services include a stand-alone, direct-to-consumer app, 17 linear networks, and on-demand and online viewing platforms.

Our app and online viewing platforms offer over 6,000 monthly movies and series episodes from studio partners, including first-run content, along with a growing line-up of successful original programming.

Our services are offered directly to consumers via the STARZ app at www.starz.com or through our retail partners (such as Apple and Google) for a monthly fee, or by our distributors to their subscribers either at a fixed monthly price as part of a programming tier or package or bundle with other products or services.

The table below depicts our 17 existing linear services, the respective on-demand service, the STARZ app service and highlights some of their key attributes.

Demographics and Strategy

Designed to complement any basic television offering across traditional MVPD, wholesale and retail OTT and telecom distribution platforms, STARZ is a best-in-class subscription service delivering premium original series and hit movies with appeal to women and diverse audiences worldwide.

We are focused on developing and distributing authentic and engaging programming that resonates with women, African American, Latinx and LGBTQIA audiences, which have been traditionally underserved in the premium television space.

Designed to complement any basic television offering across both wholesale and retail OTT, as well as traditional MVPD distribution platforms, STARZ is a best-in-class subscription service delivering premium original series and hit movies with appeal to women and diverse audiences worldwide.

We are focused on developing and distributing authentic and engaging programming that resonates with women, African American, Latinx and LGBTQIA audiences, all of which have been traditionally underserved in the premium television space.

Driven primarily by growing multiplatform viewership amongst these target audiences, Starz is positioned to continue to capture the digital television transition.

Across our digital platforms, the STARZ app provides an alternative for subscribers looking for a competitively priced option.

Subscribers have access to a vast library of quality content and a top-rated user experience, along with the ability to download and watch STARZ original series, blockbuster theatricals and favorite classic TV series and movies without an internet connection.

Subscribers have access to a vast library of quality content and a top-rated user experience, along with the ability to

download and watch STARZ original series, blockbuster theatricals and favorite classic TV series and movies without an internet connection.

This strategy, combined with a proven management team, will ensure Starz Networks’ services remain a “must have” for subscribers and a meaningful profit center for our distributors, thereby driving value for our stockholders.

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The agreements are generally structured to be multi-year agreements with staggered expiration dates and certain of the agreements provide for annual contractual rate increases of a fixed percentage or a fixed amount, or rate increases tied to annual increases in the Consumer Price Index.

The STARZ app is the single destination for both Distributor authenticated and direct OTT subscribers to stream or download our original series and movie content.

The STARZ app is the single destination for both direct OTT subscribers and distributor authenticated subscribers to stream or download our original series and movie content.

The STARZ app:

Is available on a wide array of platforms and devices including Amazon Prime Video channels, Apple Channels, Hulu, Roku and You Tube, among others;

Includes on-demand streaming and downloadable access for internet-free viewing;

Offers instant access to approximately 7,500 selections each month (including STARZ original series and commercial free movies);

• Is available for purchase as a standalone OTT service for $8.99/month;

• Is available on a wide array of platforms and devices including Amazon Fire, iOS, Android and Roku, among others;

• Includes on-demand streaming and downloadable access for internet-free viewing;

• Offers instant access to over 6,000 selections each month (including STARZ original series and commercial free movies);

• Is available as an additional benefit to paying MVPD subscribers of the Starz Networks’ linear premium services.

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Starz’s currently announced fiscal 2022 STARZ Originals line-up is as follows:

Number of Episodes

Confronting a Serial Killer Season 1

The Girlfriend Experience Season 3

Run the World Season 1

Little Birds (limited series)

Blindspotting Season 1

Power Book III:

Raising Kanan Season 1

Heels Season 1

Black Mafia Family Season 1

Hightown Season 2

Power Book II:

Ghost Season 2

Shining Vale Season 1

TBD documentary series

Power Book IV:

Force Season 1

Outlander Season 6

Total Episodes:

Starz’s fiscal 2021 STARZ Originals line-up was as follows:

Vida Season 3

High Town Season 1

Hightown Season 1

P-Valley Season 1

Power Book II:

Ghost Season 1

Spanish Princess Part 2

The Spanish Princess Part 2

Inside the NXIVM Cult (documentary series)

American Gods Season 3

Run the World Season 1

Step Up Season 3

Starz’s fiscal 2020 STARZ Originals line-up was as follows:

Number of Episodes

Spanish Princess Part 1

Vida Season 2

The Rook Season 1

Sweetbitter Season 2

Power Season 6

Leavenworth (documentary series)

Dublin Murders

Wrong Man Season 2 (documentary series)

Outlander Season 5

Men in Kilts Season 1 (reality travel series)

The Gloaming Season 1

Total Episodes:

Lionsgate and Starz television programming have earned 235 Emmy® Award nominations including 37 wins, as well as numerous Golden Globe ® Awards, NAACP Awards, GLAAD Awards, Screen Actors Guild Awards nomination and wins.

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The majority of content on our services consists of movies that have been released theatrically.

Starz has an exclusive long-term output licensing agreement with Sony for all qualifying movies released theatrically in the U.S.

Starz has an exclusive output licensing agreement with Sony for all qualifying movies released theatrically in the U.S.

by studios owned by Sony through December 31, 2021.

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Starz does not license movies produced by Sony Pictures Animation.

Under this agreement, Starz has valuable exclusive rights to air new movies on linear television services, on-demand or online during two separate windows over a period of approximately three (3) to seven (7) years from their initial theatrical release.

Generally, except on a VOD or pay-per-view basis, no other linear service, online streaming or other video service may air or stream these recent releases during Starz’s windows, and no other premium subscription service may air or stream these releases between the two windows.

Starz also recently announced a multiyear output licensing agreement with Lionsgate for Lionsgate label titles theatrically released in the U.S.

starting January 1, 2022 and for Summit label titles theatrically released in the U.S.

starting January 1, 2023.

Under these agreements, Starz has valuable exclusive rights to air new movies on linear television services, on-demand or online during two separate windows, with the first window generally beginning within nine months after the theatrical release and the second window beginning within one to seven years after the end of the first window.

Generally, except on a VOD or pay-per-view basis, no other linear service, online streaming or other video service may air or stream these recent releases during Starz’s windows.

Starz also licenses library content comprised of older, previously released theatrical movies from many of Hollywood’s major studios.

In addition to theatrical movies, Starz licenses made for television movies, television series and other content from studios, production companies or other rights holders.

In addition to theatrical movies, Starz licenses made for television movies, television series and other content

from studios, production companies or other rights holders.

The rights agreements for library content are of varying duration and generally permit Starz’s services to exhibit these movies, series and other programming during certain window periods.

A summary of significant output and library programming agreements (including a library agreement with Lionsgate) are as follows:

Significant output programming agreements

Significant library programming agreements

Significant output programming agreements Significant library programming agreements

Studio Studio

Sony Paramount

Lionsgate Warner Bros

Twentieth Century Fox

Sony Pictures

(1) Dates based on initial theatrical release.

The Sony output agreement requires Starz to pay for movies at rates calculated on a pricing grid that is based on each film’s domestic box office performance (subject to maximum amounts payable per movie and a cap on the number of movies that can be put to Starz each year).

The amounts Starz pays for library content vary based on each specific agreement, but generally reflect

an amount per movie, series or other programming commensurate with the quality (e.g., utility and perceived popularity) of the content being licensed.

We uplink our programming to four non-pre-emptible, protected transponders on two satellites positioned in geo-synchronous orbit.

The Sony and Lionsgate output agreements require Starz to pay for movies at rates calculated on a pricing grid that is based on each film’s domestic box office performance (subject to maximum amounts payable per movie and a cap on the number of movies that can be put to Starz each year).

The amounts Starz pays for library content vary based on each specific agreement, but generally reflect an amount per movie, series or other programming commensurate with the quality (e.g., utility and perceived popularity) of the content being licensed.

We uplink our programming for our linear services to four non-pre-emptible, protected transponders on two satellites positioned in geo-synchronous orbit.

These satellites feed our signals to various swaths of the Americas.

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This includes FCC oversight in connection with communications satellites and related uplink/downlink equipment and transmissions, content-specific requirements such as closed captioning, messaging during children’s programming, loudness of commercials, and program access requirements in connection with certain Distributors and programmer services with shared attributable interests.

Additionally, as part of the FCC’s 2008 order approving the acquisition by Liberty Media Corporation (now known as Qurate Retail, Inc.) (“Liberty Media”) of a controlling interest in DIRECTV, the FCC imposed program access conditions on Liberty Media and its affiliated entities, which may remain applicable to Starz.

Online Services

To the extent that our programming services are distributed through online based platforms, we must comply with various federal and state laws and regulations applicable to online communications and commerce.

Congress and individual states may consider additional legislation addressing online privacy and other issues.

Proposed Changes in Regulation

The regulation of programming services, cable television systems, direct broadcast satellite providers, broadcast television licensees and online distributed services is subject to the political process and has been in constant flux historically.

Further material changes in the law and regulatory requirements must be anticipated and there can be no assurance that our business will not be materially adversely affected by future legislation, new regulation or deregulation.

The regulation of programming services, cable television systems, direct broadcast satellite providers, broadcast television licensees and online services is subject to the political process and has been in constant flux historically.

To the extent that our programming services are distributed through online platforms, we must comply with various federal and state laws and regulations applicable to online communications and commerce.

Further material changes in the law and regulatory requirements that affect our business must be anticipated and there can be no assurance that we will not be materially adversely affected by future legislation, new regulation or deregulation.

Media Networks - Starz - International

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through our four (4) international branded services:

STARZPLAY in Western Europe and Latin America;

STARZPLAY in Western Europe, Latin America and Japan;

STARZ in Canada;

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and through our STARZPLAY Arabia joint venture in the Middle East and North Africa (see Joint Ventures, Partnerships and Ownership Interests below).

These branded services are made available through OTT providers (such as Amazon and Apple), internet protocol television ("IPTV") providers (such as Orange and Vodafone), telecommunications companies (such as Orange and Vodafone), on a direct-to-consumer basis, and cable and satellite providers in Canada only.

These branded services are made available through OTT providers (such as Amazon and Apple), internet protocol television ("IPTV") providers (such as Airtel), telecommunications companies (such as Airtel), on a direct-to-consumer basis, and cable and satellite providers in Canada only.

Across these services, Starz had 8.6 million subscribers as of March 31, 2021.

The remainder of this section addresses the offerings operated by STARZPLAY in the 35-country footprint across Western Europe, Latin America and Japan.

International Strategy

STARPLAY is positioned as a pure-play premium content service offered at a competitive subscription price, made available through a complementary retail and wholesale distribution strategy.

STARPLAY is quickly growing its distribution by strategically positioning itself as a complementary pure-play premium content service offered at a competitive subscription price, made available through a diverse ecosystem of wholesale and retail distribution partners.

Premium content that targets all adults is the foundation of our international content strategy.

We believe this allows us to operate as a complementary service, not a direct competitor, with other higher priced, broad-based video services.

STARZPLAY provides subscribers with access to STARZ original series, often airing day-and-date with the U.S., a rich and diverse Lionsgate library of television series, feature films and documentaries, and, to amplify content from the Starz domestic original programming slate, first-run, exclusive third-party programming, including locally produced television shows that align with the STARZ brand.

STARZPLAY provides subscribers with access to STARZ original series, often airing day-and-date with the U.S., a rich and diverse Lionsgate library of television series, feature films and documentaries, and first-run, exclusive third-party programming, including locally produced television shows that align with the STARZ brand.

Most content available on STARZPLAY is English-language, available with sub-titles and/or local language dubbing for each country.

Starz also expects to co-produce local language content for some countries in the coming years.

We have priced STARZPLAY competitively on a territory by territory basis and made it available through a complementary wholesale and retail distribution strategy that has allowed us to quickly build out our distribution platform with 50 implementations across our 31 country footprint.

Our distribution strategy is led with a wholesale model, where STARZPLAY is sold or bundled

as an a la carte channel or bundled within our partners’ platforms, including Amazon and Apple, as well as local IPTV and Telco partners.

Our wholesale distribution partners manage the technology and infrastructure associated with the exhibition of the STARZPLAY service in exchange for a share of the subscription revenue.

To enhance our subscriber reach, we modified our domestic (U.S.) app for deployment internationally to include, among other new features, full European Union General Data Protection Regulation compliance, support for seven (7) languages, multiple audio/closed captioning options and a variety of potential carrier/billing integrations.

Starz is also co-producing local language content for certain countries in the coming years.

Our distribution strategy is led with a wholesale model and supplemented through direct OTT retail sales.

We expect to launch with additional wholesale partners and deploy the STARZPLAY app in additional countries in the coming years.

STARZPLAY App

The STARZPLAY app is the single destination for direct OTT subscribers to stream on-demand or download our original series and movie content.

The STARZPLAY app:

Is currently available in eight (8) countries across Europe and Latin America, including France, Germany, Spain, UK, Netherlands, Mexico and Brazil with additional countries to come;

The STARZPLAY app includes a language toggle allowing users to select their preferred language for viewing;

Offers instant access to approximately 1,000 selections each month (including original series and commercial free movies);

Is available for purchase as a standalone OTT service for £/€4.99 in Europe and ~$4.50 in Latin America.

Affiliation agreements

Our services are distributed pursuant to affiliation agreements with Distributors.

Our services are distributed pursuant to affiliation agreements with our distributors under a wholesale license, where STARZPLAY is sold as an a la carte channel or bundled within our distributors’ platforms, including Amazon and Apple, as well as local IPTV and Telco partners.

Our wholesale distributors manage the technology and infrastructure associated with the exhibition of STARZPLAY in exchange for recurring license fees.

These agreements require delivery of programming that meets certain standards.

We earn revenue under these agreements either (i) based on the total number of subscribers who receive our services multiplied by rates specified in the affiliation agreements or (ii) in the case of India, the total number of our distributors’ monthly active video users who view our content multiplied by rates specified in the affiliation agreements.

Our affiliation agreements expire at various dates through 2024.

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The agreements are structured on a country-by-country basis, to be multi-year agreements with staggered expiration dates by distributor.

STARZPLAY App

To enhance our subscriber reach, we modified our domestic (U.S.) STARZ retail app for deployment internationally to include, among other new features, full European Union General Data Protection Regulation compliance, support for fourteen (14) languages, multiple audio/closed captioning options and a variety of potential carrier/billing integrations.

The STARZPLAY app is the single destination for direct OTT subscribers to stream on-demand or download our original series and movie content.

The STARZPLAY app:

• Is currently available in fourteen (14) countries across Europe and Latin America, including France, Germany, Spain, the UK, Netherlands, Mexico and Brazil, with additional countries to come;

• Is offered directly via the STARZPLAY website or via retail storefronts such as the Apple Store, Play Store, Roku Channels, and Amazon Fire;

• The STARZPLAY app includes a language toggle allowing users to select their preferred language for viewing;

• Offers instant access to approximately 1,000 selections each month (including original series and commercial free movies);

• Is available for purchase as a standalone OTT service for £/€4.99 in Europe and ~$4.50 in Latin America.

STARZPLAY Programming

STARZPLAY contracts with our Television Production segment and other major content licensors to acquire first-run original scripted series that appears on our STARZPLAY services.

STARZPLAY’s currently expected fiscal 2021 first-run STARZ Originals programming, which will be available to STARZPLAY across its footprint in Western Europe, Latin America and Canada, is as follows:

Number of Episodes

Vida Season 3

High Town Season 1

Ghost Season 1

Spanish Princess Part 2 (not available in Spain)

STARZPLAY contracts with our Television Production segment and other major content licensors to acquire first-run original scripted series and library films that appear on STARZPLAY.

STARZPLAY’s currently expected fiscal 2022 first-run STARZ Originals programming, which will be available to STARZPLAY across its footprint in Western Europe, Latin America and Japan, is as follows:

Confronting a Serial Killer Season 1

The Girlfriend Experience Season 3

Run the World Season 1

Step Up Season 3

Blindspotting Season 1

Power Book III:

Raising Kanan Season 1

Heels Season 1

Black Mafia Family Season 1

Shining Vale Season 1

Power Book IV:

Force Season 1

Hightown Season 2

TBD documentary series

Outlander Season 6 (UK only)

Power Book II:

Ghost Season 2

Total Episodes:

STARZPLAY’s fiscal 2021 first-run STARZ Originals programming and country availability was as follows:

Countries Available

Number of Episodes

Dublin Murders

DE, FR, IT, ES, Benelux, LatAm, Brazil

Spanish Princess

Title Countries Available

Vida Season 3

All Countries

Hightown Season 1

All Countries

P-Valley Season 1

All Countries

Power Book II:

Ghost Season 1

All Countries

The Spanish Princess Part 2

UK, DE, FR, IT, Benelux, LatAm, Brazil

UK, DE, FR, IT, ES, Benelux, LatAm, Brazil

Inside the NXIVM Cult All Countries

Total Episodes:

STARZPLAY’s fiscal 2021 first-run third-party programming and country availability was as follows:

Countries Available

Number of Episodes

UK, DE, IT, ES, Benelux, LatAm, Brazil

UK, DE, IT, Benelux, LatAm, Brazil

UK, DE, FR, IT, Benelux, LatAm, Brazil

DE, ES, Benelux

UK, DE, FR, IT, LatAm, Brazil

Title Countries Available Distributor

Deadly Games All excluding DE, JP Lionsgate

The Great Season 1

All Markets ex JP Paramount

Normal People All Markets ex UK Endeavor

Ramy Season 2

All Markets ex LATAM Lionsgate

Killing Eve Season 3

High Fidelity All Markets Disney

Gangs of London Season 1

FR, LATAM, ES, Benelux, JP Pulse

Brave New World FR, IT, ES, Benelux NBCU

Godfather of Harlem Season 1

UK and FR Disney

No Man’s Land All markets ex ES, JP, CA Fremantle

The Stand All markets CBS

Pennyworth Season 2

All markets ex JP, FR WB

Total Episodes:

Significant multi-country library programming agreements include those with Studio Canal, Tele München Group, Sony, Universal and Lionsgate.

Regulatory Matters

Distribution of our programming services in non-U.S.

jurisdictions may be subject to the laws of the jurisdictions in which they operate.

The applicability and enforcement of laws in some non-U.S.

jurisdictions can be inconsistent and unpredictable.

As a result, our ability to generate revenue and our expenses in non-U.S.

jurisdictions could be impacted.

Media Networks - Other Streaming Services

Other Streaming Services represent revenues derived primarily from our majority owned premium Spanish language streaming services business, Pantaya.

Pantaya is the first-ever premium streaming destination for world-class movies in Spanish offering the largest selection of current and classic, commercial-free blockbusters and critically acclaimed titles from Latin America and the U.S.

Other Streaming Services represent revenues derived primarily from our formerly majority owned premium Spanish language streaming services business, Pantaya.

We sold our interest in Pantaya on March 31, 2021.

JOINT VENTURES, PARTNERSHIPS AND OWNERSHIP INTERESTS

Our joint ventures, partnerships and ownership interests support our strategy of being a multiplatform global industry leader in entertainment.

We regularly evaluate our existing properties, libraries and other assets and businesses in order to determine whether they continue to enhance our competitive position in the industry, have the potential to generate significant long-term

returns, represent an optimal use of our capital and are aligned with our goals.

When appropriate, we discuss potential strategic transactions with third parties for purchase of our properties, libraries or other assets or businesses that factor into these evaluations.

As a result, we may, from time to time, determine to sell individual properties, libraries or other assets or businesses or enter into additional joint ventures, strategic transactions and similar arrangements for individual properties, libraries or other assets or businesses.

Certain of the Company’s joint ventures, partnerships and ownership interests include the following:

3 Arts Entertainment

In May 2018, we acquired a majority stake in 3 Arts Entertainment, a leading talent management and television/film production company.

In August 2014, we acquired an interest in Atom Tickets, a first-of-its-kind social movie ticketing app.

Pantelion Films

In September 2010, we launched Pantelion Films, a joint venture with Videocine, an affiliate of Televisa, which produces, acquires and distributes a slate of English and Spanish language feature films that target Hispanic moviegoers in the U.S.

Pilgrim Media Group

In November 2015, we acquired an interest in Pilgrim Media Group, a leader in unscripted programming.

Roadside Attractions

In July 2007, we acquired an interest in Roadside Attractions, an independent theatrical distribution company.

STARZPLAY Arabia

Launched in 2015, STARZPLAY Arabia is a personalized OTT entertainment service that operates in 19 Middle East/North African countries.

STARZPLAY Arabia offers a deep selection of Hollywood movies and television series with English, Arabic and French language options, along with local Arabic and Bollywood content.

Our more significant joint ventures, partnerships and ownership interests include the following:

3 Arts Entertainment We hold a majority interest in 3 Arts Entertainment, a leading talent management and television/film production company.

Pilgrim Media Group We hold a majority interest in Pilgrim Media Group, a leader in unscripted programming.

Roadside Attractions We hold an interest in Roadside Attractions, an independent theatrical distribution company.

STARZPLAY Arabia We hold an interest in STARZPLAY Arabia, a personalized OTT entertainment service that operates in 19 Middle East/North African countries, offering a deep selection of Hollywood movies and television series with English, Arabic and French language options, along with local Arabic and Bollywood content.

Intellectual Property

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We cannot provide assurance that we will prevail in any intellectual property disputes.

Competitive Conditions

Our businesses operate in highly competitive markets.

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As a result, the success of any of our motion picture, television or media networks business is dependent not only on the quality and acceptance of a particular film or program, but also on the quality and acceptance of other competing content released into the marketplace at or near the same time as well as on the ability to license and produce content for the networks that is adequate in quantity and quality and will generate satisfactory subscriber levels.

Given such competition, we attempt to operate with a different business model than others.

We typically emphasize a lower cost structure, risk mitigation, reliance on financial partnerships and innovative financial strategies.

Our cost structures are designed to utilize our flexibility and agility as well as the entrepreneurial spirit of our employees, partners and affiliates, in order to provide creative entertainment content to serve diverse audiences worldwide.

Impact of COVID-19 Global Pandemic

The impact of disruptions associated with the ongoing COVID-19 global pandemic and measures to prevent its spread and mitigate its effects both domestically and internationally, and the resulting unprecedented economic uncertainty, are affecting our business in a number of ways.

To date, we have experienced early termination of the theatrical run of one of our films domestically and one of our films in the UK, delayed theatrical distribution of several films domestically and internationally, and delayed production of film and television content (resulting in changes in future release dates for some titles and series).

Our partners have also closed several location-based entertainment attractions based on our film and television properties.

Conversely, television and streaming consumption around the globe has increased as well as home entertainment demand.

STARZ has experienced an increase in viewership of its content across all platforms as well as an increase in subscribers to its OTT services, both domestically and internationally.

In a number of instances, we have also been able to adapt to these new circumstances by releasing one of our theatrical films earlier on streaming platforms, completing post-production of one of our television series remotely and continuing the development of a number of our television series utilizing virtual writers’ rooms.

These changes in the way we operate may be helpful to partially offset some of the negative impacts from the pandemic;

however, the ultimate impact of these changes and the COVID-19 global pandemic cannot be predicted with certainty.

For additional information regarding the impact on our operating results, cash flows and financial position, and the other risks and uncertainties see Part I, Item 1A.

Risk Factors and Part II, Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations in this Annual Report.

Social Responsibility and Employee Engagement

We are committed to acting responsibly and making a positive difference in the local and global community through Lionshares, the umbrella for our companywide commitment to our communities.

Lionshares is a volunteer program that seeks to provide opportunities for employees within the Lionsgate family to partner with a diverse range of charitable organizations.

The program not only enriches the Lionsgate work experience through cultural and educational outreach, but also positively interacts and invests in the local and global community.

Human Capital Management

As of May 24, 2021, we had 1,466 full-time employees in our worldwide operations.

We also utilize many consultants in the ordinary course of our business and hire additional employees on a project-by-project basis in connection with the production of our motion pictures and television programming.

Diversity Equity & Inclusion

We believe that embracing diversity, promoting a culture of inclusivity and accelerating the representation of women and minorities in our workforce is crucial to our success.

Our Chief Diversity Officer partners with our leadership team across all of our businesses to effect changes in recruitment, hiring, promotions, policies and culture, and to orchestrate our Company-wide response to issues of inequality and workforce disparity.

We also maintain the following recruitment and hiring initiatives:

• Lionsgate’s Project Enterprise:

An initiative committed to increasing the hiring, engagement, promotion, and retention of women in the workplace.

• Internship Programs:

We maintain an internship program with certain universities to increase inclusion across the entertainment industry by placing qualifying students in positions at Lionsgate and various other studios.

• Targeted Recruitment:

We continue recruitment efforts that target college campus diversity organizations for underrepresented groups, as well as historically black colleges in our search for new employees and interns.

Employee Resource Groups

We provide our employees with an opportunity to enhance cross-cultural awareness, develop leadership skills and network across the Company’s various business units and levels through resource groups including Lionsgate Multicultural Group, Lionsgate Pride, Lionsgate Vets and Lionsgate Women’s Empowerment Group.

Lionsgate Multicultural Group engages in partnerships that promote diversity, equity and inclusion within the Company and the industry, allowing for an exchange of ideas and resources that contribute to overall innovation.

Lionsgate Pride supports, develops and inspires future LGBTQ leaders within the Company and the industry.

We are proud to provide our employees with an array of Employee Resource Groups (“ERGs”) which offer them the chance to establish a greater presence at Lionsgate and an opportunity to enhance cross-cultural awareness, develop leadership skills and network across the Company’s various business units and levels.

The ERGs are voluntary, employee-led groups that foster a diverse, engaging, and inclusive workplace.

• Lionsgate Early Career Group aims to inspire curiosity and networking to foster growth for professionals in early stages of their careers.

• Lionsgate Multicultural Employee Resource Group advocates for a more inclusive workplace and entertainment landscape through programs that educate, activate and celebrate multicultural diversity and its global impact.

• Lionsgate Parents Group aims to bring together parents, expecting parents, caregivers, and allies to ensure our community fosters an environment that supports all families.

• Lionsgate Pride supports, develops and inspires future LGBTQIA leaders within the Company and the industry.

• Lionsgate Vets creates a community of veterans and their supporters working together to enhance veteran presence and engage the industry from the unique perspective of a military background.

• Lionsgate Women’s Empowerment Group creates a community that improves the prominence of female leaders and empowers women at all levels within the Company and the industry.

As of May 18, 2020, we had 1,443 full-time employees in our worldwide operations.

We are committed to acting responsibly and making a positive difference in the local and global community through Lionshares, the umbrella for our companywide commitment to our communities.

Lionshares is a volunteer program that seeks to provide opportunities for employees within the Lionsgate family to partner with a diverse range of charitable organizations.

The program not only enriches the Lionsgate work experience through cultural and educational outreach, but also positively interacts and invests in the local and global community.

Other Employee Benefits and Programs

We understand the importance of well-rounded and inclusive benefits and programs and are dedicated to providing our employees with unique offerings that meet their individual needs.

With respect to benefits, we offer a comprehensive benefits package which includes family forming benefits, mental health support, resources for caregiving (children and adult family), online fitness and meditation classes, and new parent coaching.

With respect to learning and engagement, we offer programs to develop and enrich the employee experience with offerings such as tuition reimbursement, leadership development program, mentorship, and additional programs to help support specific populations (e.g., minorities, women, parents, LGBTQ+).

We received the designation as a “Best Place to Work for LGBTQ Equality” for 2021.

Corporate History

3 unchanged sentences

Beringer Gold Corp.

was incorporated under the Business

Corporation Act (British Columbia) on May 26, 1986 as IMI Computer Corp.

was incorporated under the Business Corporation Act (British Columbia) on May 26, 1986 as IMI Computer Corp.

Lions Gate Entertainment Corp.

4 unchanged sentences

The information posted on our website is not incorporated into this Annual Report on Form 10-K.

We will disclose on our website waivers of, or amendments to, our Code of Business Conduct and Ethics that applies to our Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer or persons performing similar functions.

We will disclose on our

website waivers of, or amendments to, our Code of Business Conduct and Ethics that applies to our Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer or persons performing similar functions.

The SEC maintains an internet site that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC at www.sec.gov .

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.

What changed 10-K

Item 1. Business