United states securities and exchange commission



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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Shareholders of Lions Gate Entertainment Corp.
We have audited the accompanying consolidated balance sheets of Lions Gate Entertainment Corp. as of March 31, 2012 and 2011, and the related consolidated statements of operations, shareholders' equity, and cash flows for each of the three years in the period ended March 31, 2012. Our audits also included the financial statement schedule listed in the Index at Item 15(a). These financial statements and schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedule based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Lions Gate Entertainment Corp. at March 31, 2012 and 2011, and the consolidated results of its operations and its cash flows for each of the three years in the period ended March 31, 2012, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.
As discussed in Note 7, Lions Gate Entertainment Corp. has elected to change its method of accounting for reporting its equity interest of one of its equity method investments in the year ended March 31, 2012.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Lions Gate Entertainment Corp.'s internal control over financial reporting as of March 31, 2012, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated May 30, 2012 expressed an unqualified opinion thereon.
/s/ Ernst & Young LLP
Los Angeles, California

May 30, 2012


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Table of Contents


LIONS GATE ENTERTAINMENT CORP.

CONSOLIDATED BALANCE SHEETS

 





























 

March 31,
2012


 

March 31,
2011


 

 

 

As adjusted

(Note 7)

 

(Amounts in thousands,

except share amounts)

ASSETS

 

 

 

Cash and cash equivalents

$

64,298




 

$

86,419




Restricted cash

11,936




 

43,458




Accounts receivable, net of reserves for returns and allowances of $93,860 (March 31, 2011 - $90,715) and provision for doubtful accounts of $4,551 (March 31, 2011 - $2,427)

784,530




 

330,624




Investment in films and television programs, net

1,329,053




 

607,757




Property and equipment, net

9,772




 

9,089




Equity method investments

171,262




 

161,894




Goodwill

326,633




 

239,254




Other assets

90,511




 

46,322




Assets held for sale






 

44,336




Total assets

$

2,787,995




 

$

1,569,153




LIABILITIES

 

 

 

Senior revolving credit facility

$

99,750




 

$

69,750




Senior secured second-priority notes

431,510




 

226,331




Term loan

477,514




 






Accounts payable and accrued liabilities

371,092




 

230,989




Participations and residuals

420,325




 

297,482




Film obligations and production loans

561,150




 

326,440




Convertible senior subordinated notes and other financing obligations

108,276




 

110,973




Deferred revenue

228,593




 

150,937




Liabilities held for sale






 

17,396




Total liabilities

2,698,210




 

1,430,298




Commitments and contingencies




 




SHAREHOLDERS’ EQUITY

 

 

 

Common shares, no par value, 500,000,000 shares authorized, 143,980,754 and 136,839,445 shares issued at March 31, 2012 and 2011, respectively

712,623




 

643,200




Accumulated deficit

(542,039

)

 

(502,921

)

Accumulated other comprehensive loss

(3,711

)

 

(1,424

)

 

166,873




 

138,855




Treasury shares, no par value, 11,040,493 shares and nil at March 31, 2012 and 2011, respectively

(77,088

)

 






Total shareholders’ equity

89,785




 

138,855




Total liabilities and shareholders’ equity

$

2,787,995




 

$

1,569,153






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