Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 04, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | NXST | |
Entity Registrant Name | NEXSTAR MEDIA GROUP, INC. | |
Entity Central Index Key | 0001142417 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity File Number | 000-50478 | |
Entity Tax Identification Number | 23-3083125 | |
Entity Address, Address Line One | 545 E. John Carpenter Freeway | |
Entity Address, Address Line Two | Suite 700 | |
Entity Address, City or Town | Irving | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75062 | |
City Area Code | 972 | |
Local Phone Number | 373-8800 | |
Entity Common Stock, Shares Outstanding | 38,793,923 | |
Title of 12(b) Security | Common Stock | |
Security Exchange Name | NASDAQ | |
Entity Incorporation, State or Country Code | DE | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 | |
Current assets: | |||
Cash and cash equivalents | $ 276.4 | $ 190.9 | |
Restricted cash and cash equivalents | 15.6 | 15.6 | |
Accounts receivable, net of allowance for doubtful accounts of $25.8 and $23.1, respectively | 951.2 | 1,021 | |
Prepaid expenses and other current assets | 211.8 | 185.2 | |
Total current assets | 1,455 | 1,412.7 | |
Property and equipment, net | 1,492.5 | 1,512.5 | |
Goodwill | 3,051.6 | 3,051.6 | |
FCC licenses | 2,910.3 | 2,910.3 | |
Intangible assets, net | 2,568.1 | 2,717.1 | |
Investments | 1,063.7 | 1,218.8 | |
Assets held for sale, net | 0 | 45.3 | |
Other noncurrent assets, net | 374.3 | 396.2 | |
Total assets | [1] | 12,915.5 | 13,264.5 |
Current liabilities: | |||
Current portion of debt | 124.3 | 47.2 | |
Accounts payable | 170.9 | 248.2 | |
Broadcast rights payable | 64.1 | 76.9 | |
Accrued expenses | 304.2 | 315.9 | |
Operating lease liabilities | 43.5 | 42.8 | |
Other current liabilities | 38.6 | 56.3 | |
Total current liabilities | 745.6 | 787.3 | |
Debt | 7,109.7 | 7,367.9 | |
Deferred tax liabilities | 1,714.8 | 1,728.5 | |
Other noncurrent liabilities | 476.3 | 523.3 | |
Total liabilities | [1] | 10,046.4 | 10,407 |
Commitments and contingencies (Note 13) | |||
Stockholders' equity: | |||
Preferred stock - $0.01 par value, 200,000 shares authorized; none issued and outstanding at each of March 31, 2022 and December 31, 2021 | |||
Common stock | 0.5 | 0.5 | |
Additional paid-in capital | 1,257.9 | 1,311.1 | |
Accumulated other comprehensive income | 141.3 | 141.6 | |
Retained earnings | 2,609.9 | 2,204.2 | |
Treasury stock - at cost; 6,655,759 and 6,534,034 shares as of March 31, 2022 and December 31, 2021, respectively | (1,139.9) | (807) | |
Total Nexstar Media Group, Inc. stockholders' equity | 2,869.7 | 2,850.4 | |
Noncontrolling interests | (0.6) | 7.1 | |
Total stockholders' equity | 2,869.1 | 2,857.5 | |
Total liabilities and stockholders' equity | 12,915.5 | 13,264.5 | |
Other Intangible Assets [Member] | |||
Current assets: | |||
Intangible assets, net | 602.3 | 656.9 | |
Network affiliation agreements [Member] | |||
Current assets: | |||
Intangible assets, net | $ 1,965.8 | $ 2,060.2 | |
[1] The condensed consolidated total assets as of June 30, 2022 and December 31, 2021 include certain assets held by consolidated VIEs of $ 307.2 million and $ 309.7 million, respectively, which are not available to be used to settle the obligations of Nexstar. The condensed consolidated total liabilities as of June 30, 2022 and December 31, 2021 include certain liabilities of consolidated VIEs of $ 162.7 million and $ 168.0 million, respectively, for which the creditors of the VIEs have no recourse to the general credit of Nexstar. See Note 2 for additional information. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 | |
Current assets: | |||
Accounts receivable, allowance for doubtful accounts | $ 30.7 | $ 23.1 | |
Stockholders' equity: | |||
Preferred stock, par value | $ 0.01 | $ 0.01 | |
Preferred stock, shares authorized | 200,000 | 200,000 | |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Common stock, par value | $ 0.01 | $ 0.01 | |
Common stock, shares authorized | 100,000,000 | 100,000,000 | |
Common stock, shares issued | 47,291,463 | 47,291,463 | |
Common stock, shares outstanding | 39,423,892 | 40,757,429 | |
Treasury Stock, Shares | 7,867,571 | 6,534,034 | |
ASSETS | |||
Total assets | [1] | $ 12,915.5 | $ 13,264.5 |
LIABILITIES AND STOCKHOLDERS' EQUITY | |||
Total liabilities | [1] | 10,046.4 | 10,407 |
Non Guarantor VIEs [Member] | |||
ASSETS | |||
Total assets | 307.2 | 309.7 | |
LIABILITIES AND STOCKHOLDERS' EQUITY | |||
Total liabilities | $ 162.7 | $ 168 | |
[1] The condensed consolidated total assets as of June 30, 2022 and December 31, 2021 include certain assets held by consolidated VIEs of $ 307.2 million and $ 309.7 million, respectively, which are not available to be used to settle the obligations of Nexstar. The condensed consolidated total liabilities as of June 30, 2022 and December 31, 2021 include certain liabilities of consolidated VIEs of $ 162.7 million and $ 168.0 million, respectively, for which the creditors of the VIEs have no recourse to the general credit of Nexstar. See Note 2 for additional information. |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenues [Abstract] | ||||
Net revenue | $ 1,245.1 | $ 1,131.6 | $ 2,455.2 | $ 2,245.5 |
Operating expenses (income): | ||||
Direct operating expenses, excluding depreciation and amortization | 501.6 | 462.4 | 991.6 | 911.7 |
Selling, general and administrative expenses, excluding depreciation and amortization | 266.6 | 242.5 | 514.4 | 485.9 |
Amortization of broadcast rights | 27.4 | 31.6 | 55.2 | 62.5 |
Amortization of intangible assets | 77.4 | 73.8 | 155.1 | 147.5 |
Depreciation of property and equipment | 39.3 | 39.9 | 78.4 | 79.4 |
Reimbursement from the FCC related to station repack | (0.6) | (6.9) | (2.3) | (12.3) |
Other | (2.4) | |||
Total operating expenses | 911.7 | 843.3 | 1,792.4 | 1,672.3 |
Income from operations | 333.4 | 288.3 | 662.8 | 573.2 |
Income from equity method investments, net | 35.9 | 27.1 | 73.6 | 56.9 |
Interest expense, net | (75.4) | (70.1) | (144.6) | (142.2) |
Pension and other postretirement plans credit, net | 10.8 | 17.6 | 21.7 | 35.3 |
Other (expenses) income, net | (6.6) | 7.6 | (11.5) | 6.2 |
Income before income taxes | 298.1 | 270.5 | 602 | 529.4 |
Income tax expense | (71.6) | (70.7) | (124.1) | (130.4) |
Net income | 226.5 | 199.8 | 477.9 | 399 |
Net loss attributable to noncontrolling interests | 1 | 0.3 | 1.2 | 2 |
Net income attributable to Nexstar Media Group, Inc. | $ 227.5 | $ 200.1 | $ 479.1 | $ 401 |
Net income per common share attributable to Nexstar Media Group, Inc.: | ||||
Basic | $ 5.66 | $ 4.70 | $ 11.80 | $ 9.34 |
Diluted | $ 5.56 | $ 4.51 | $ 11.54 | $ 8.93 |
Weighted average number of common shares outstanding: | ||||
Basic | 40.2 | 42.6 | 40.6 | 42.9 |
Diluted | 40.9 | 44.4 | 41.5 | 44.9 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (unaudited) - USD ($) $ in Millions | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income [Member] | Treasury Stock [Member] | Noncontrolling interests [Member] |
Balance at Dec. 31, 2020 | $ 2,536.9 | $ 0.5 | $ 1,362.5 | $ 1,488 | $ 34.5 | $ (367.1) | $ 18.5 |
Balance, Shares at Dec. 31, 2020 | 47,291,463 | ||||||
Balance, Shares at Dec. 31, 2020 | (4,034,635) | ||||||
Purchase of treasury stock | (258.9) | $ (258.9) | |||||
Purchase of treasury stock, shares | (1,734,692) | ||||||
Stock-based compensation expense | 22 | 22 | |||||
Vesting of restricted stock units and exercise of stock options | (7.5) | (57.8) | $ 50.3 | ||||
Vesting of restricted stock units and exercise of stock options, shares | 633,473 | ||||||
Common stock dividends declared | (60.2) | (60.2) | |||||
Change in reporting entity resulting from common control transactions | (6.4) | 0.5 | (5.1) | (1.8) | |||
Other | 0.4 | 0.4 | |||||
Net income (loss) | 399 | 401 | (2) | ||||
Balance at Jun. 30, 2021 | 2,625.3 | $ 0.5 | 1,327.2 | 1,823.7 | 34.5 | $ (575.7) | 15.1 |
Balance, Shares at Jun. 30, 2021 | 47,291,463 | ||||||
Balance, Shares at Jun. 30, 2021 | (5,135,854) | ||||||
Balance at Mar. 31, 2021 | 2,591 | $ 0.5 | 1,334.4 | 1,658.5 | 34.5 | $ (453.7) | 16.8 |
Balance, Shares at Mar. 31, 2021 | 47,291,463 | ||||||
Balance, Shares at Mar. 31, 2021 | (4,374,128) | ||||||
Purchase of treasury stock | (137.9) | $ (137.9) | |||||
Purchase of treasury stock, shares | (926,162) | ||||||
Stock-based compensation expense | 10.4 | 10.4 | |||||
Vesting of restricted stock units and exercise of stock options | (2.2) | (18.1) | $ 15.9 | ||||
Vesting of restricted stock units and exercise of stock options, shares | 164,436 | ||||||
Common stock dividends declared | (29.8) | (29.8) | |||||
Change in reporting entity resulting from common control transactions | (6.4) | 0.5 | (5.1) | (1.8) | |||
Other | 0.4 | 0.4 | |||||
Net income (loss) | 199.8 | 200.1 | (0.3) | ||||
Balance at Jun. 30, 2021 | 2,625.3 | $ 0.5 | 1,327.2 | 1,823.7 | 34.5 | $ (575.7) | 15.1 |
Balance, Shares at Jun. 30, 2021 | 47,291,463 | ||||||
Balance, Shares at Jun. 30, 2021 | (5,135,854) | ||||||
Balance at Dec. 31, 2021 | $ 2,857.5 | $ 0.5 | 1,311.1 | 2,204.2 | 141.6 | $ (807) | 7.1 |
Balance, Shares at Dec. 31, 2021 | 47,291,463 | 47,291,463 | |||||
Balance, Shares at Dec. 31, 2021 | (6,534,034) | (6,534,034) | |||||
Purchase of treasury stock | $ (406.1) | $ (406.1) | |||||
Purchase of treasury stock, shares | (2,372,535) | ||||||
Stock-based compensation expense | 26.2 | 26.2 | |||||
Vesting of restricted stock units and exercise of stock options | (6.2) | (79.4) | $ 73.2 | ||||
Vesting of restricted stock units and exercise of stock options, shares | 1,038,998 | ||||||
Common stock dividends declared | (73.4) | (73.4) | |||||
Distribution to a noncontrolling interest | (6.5) | (6.5) | |||||
Other | (0.3) | (0.3) | |||||
Net income (loss) | 477.9 | 479.1 | (1.2) | ||||
Balance at Jun. 30, 2022 | $ 2,869.1 | $ 0.5 | 1,257.9 | 2,609.9 | 141.3 | $ (1,139.9) | (0.6) |
Balance, Shares at Jun. 30, 2022 | 47,291,463 | 47,291,463 | |||||
Balance, Shares at Jun. 30, 2022 | (7,867,571) | (7,867,571) | |||||
Balance at Mar. 31, 2022 | $ 2,921.7 | $ 0.5 | 1,268.8 | 2,418.7 | 141.3 | $ (913.6) | 6 |
Balance, Shares at Mar. 31, 2022 | 47,291,463 | ||||||
Balance, Shares at Mar. 31, 2022 | (6,655,759) | ||||||
Purchase of treasury stock | (248) | $ (248) | |||||
Purchase of treasury stock, shares | (1,454,612) | ||||||
Stock-based compensation expense | 13.1 | 13.1 | |||||
Vesting of restricted stock units and exercise of stock options | (2.3) | (24) | $ 21.7 | ||||
Vesting of restricted stock units and exercise of stock options, shares | 242,800 | ||||||
Common stock dividends declared | (36.3) | (36.3) | |||||
Distribution to a noncontrolling interest | (5.6) | (5.6) | |||||
Net income (loss) | 226.5 | 227.5 | (1) | ||||
Balance at Jun. 30, 2022 | $ 2,869.1 | $ 0.5 | $ 1,257.9 | $ 2,609.9 | $ 141.3 | $ (1,139.9) | $ (0.6) |
Balance, Shares at Jun. 30, 2022 | 47,291,463 | 47,291,463 | |||||
Balance, Shares at Jun. 30, 2022 | (7,867,571) | (7,867,571) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement of Stockholders' Equity [Abstract] | ||||
Common stock dividends declared (per share) | $ 0.90 | $ 0.70 | $ 1.80 | $ 1.40 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities: | ||
Net income | $ 477.9 | $ 399 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Amortization of intangible assets | 155.1 | 147.5 |
Amortization of broadcast rights | 55.2 | 62.5 |
Depreciation of property and equipment | 78.4 | 79.4 |
Stock-based compensation expense | 26.2 | 22 |
Amortization of debt financing costs, debt discounts and premium | 7 | 7.4 |
Deferred income taxes | (13.7) | 5.8 |
Gain on disposal of assets | (8.4) | |
Spectrum repack reimbursements | (2.3) | (12.3) |
Payments for broadcast rights | (66.1) | (92.3) |
Income from equity method investments, net | (73.6) | (56.9) |
Unrealized loss (gain) on equity investments measured at fair value | 6 | (7.9) |
Distribution from equity method investments - return on capital | 224.1 | 207.4 |
Changes in operating assets and liabilities, net of acquisitions and dispositions: | ||
Accounts receivable | 69.8 | 8.7 |
Accounts payable | (71.5) | (76.9) |
Income tax payable | (40.9) | (42.1) |
Other noncurrent liabilities | (25.9) | (45.4) |
Other | 3.3 | (1.9) |
Net cash provided by operating activities | 809 | 595.6 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (63) | (66.9) |
Proceeds from sale of real estate and other assets | 45 | 14.2 |
Payments for acquisitions | (8.4) | |
Spectrum repack reimbursements | 2.3 | 12.3 |
Other investing activities, net | 0.9 | 5.7 |
Net cash used in investing activities | (14.8) | (43.1) |
Cash flows from financing activities: | ||
Proceeds from debt issuance, net of debt discounts | 2,480.4 | 298.5 |
Repayments of long-term debt | (2,672.8) | (353.7) |
Purchase of treasury stock | (406.1) | (258.9) |
Common stock dividends paid | (73.4) | (60.2) |
Payments for capitalized software obligations | (9.1) | (9.1) |
Cash paid for shares withheld for taxes | (12.5) | (10.9) |
Proceeds from exercise of stock options | 6.4 | 3.4 |
Payments for contingent consideration in connection with a past acquisition | (13.9) | |
Distribution to a noncontrolling interest | (6.5) | |
Other financing activities, net | (1.2) | (1) |
Net cash used in financing activities | (708.7) | (391.9) |
Net increase in cash, cash equivalents and restricted cash | 85.5 | 160.6 |
Cash, cash equivalents and restricted cash at beginning of period | 206.5 | 169.3 |
Cash, cash equivalents and restricted cash at end of period | 292 | 329.9 |
Supplemental information: | ||
Interest paid | 144.3 | 141.1 |
Income taxes paid, net of refunds | 178.3 | 172.8 |
Non-cash investing and financing activities: | ||
Accrued and noncash purchases of property and equipment | 7.1 | 8.1 |
Right-of-use assets obtained in exchange for operating lease obligations | $ 22.7 | $ 33.6 |
Organization and Business Opera
Organization and Business Operations | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business Operations | Note 1: Organization and Business Operations As used in this Quarterly Report on Form 10-Q, “Nexstar” refers to Nexstar Media Group, Inc., a Delaware corporation, and its consolidated wholly-owned subsidiary, Nexstar Media Inc. (formerly known as Nexstar Inc. and Nexstar Broadcasting, Inc.), a Delaware corporation; the “Company” refers to Nexstar and the variable interest entities (“VIEs”) required to be consolidated in our financial statements under authoritative guidance related to the consolidation of VIEs; and all references to “we,” “our,” “ours,” and “us” refer to Nexstar. Nexstar is a leading diversified media company with television broadcasting, television network and digital media assets operating in the United States. As of June 30, 2022, we owned, operated, programmed or provided sales and other services to 199 full power television stations and one AM radio station, including those television stations owned by VIEs, in 116 markets in 39 states and the District of Columbia. The stations are affiliates of ABC, NBC, FOX, CBS, The CW, MyNetworkTV (“MNTV”), and other broadcast television networks. As of June 30, 2022, Nexstar’s stations reached approximately 39 % of all U.S. television households (after applying the Federal Communications Commission’s (“FCC”) ultra-high frequency (“UHF”) discount). Through various local service agreements, we provide sales, programming, and other services to 35 television stations owned by consolidated VIEs and one television station owned by an unconsolidated VIE. Nexstar also owns NewsNation, a live daily national newscast and general entertainment cable network, two digital multicast networks and other multicast network services, and a 31.3 % ownership stake in Television Food Network, G.P. (“TV Food Network”). Our digital assets include 120 local websites and 239 mobile applications, national digital properties including NewsNation, The Hill, BestReviews and a suite of advertiser solutions. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2: Summary of Significant Accounting Policies Principles of Consolidation The Condensed Consolidated Financial Statements include the accounts of Nexstar and the accounts of VIEs for which we are the primary beneficiary (See “Variable Interest Entities” section below). Noncontrolling interests represent the VIE owners’ share of the equity in the consolidated VIEs and are presented as a component separate from Nexstar’s stockholders’ equity. All intercompany account balances and transactions have been eliminated in consolidation. Nexstar management evaluates each arrangement that may include variable interests and determines the need to consolidate an entity where it determines Nexstar is the primary beneficiary of a VIE in accordance with related authoritative literature and interpretive guidance. Liquidity The Company is leveraged, which makes it vulnerable to changes in general economic conditions. The Company’s ability to repay or refinance its debt will depend on, among other things, financial, business, market, competitive and other conditions, many of which are beyond the Company’s control. In 2022 and in 2021, the Company continued to recover from the ongoing effects of the COVID-19 pandemic since its adverse impact in 2020. During the three and six months ended June 30, 2022, the Company continued to be profitable and continued to generate positive cash flows from its operations. Its current year to date financial results were also higher than the prior year, primarily due to increases in political advertising revenue and distribution revenue. Nexstar’s market capitalization also continued to increase and exceed the carrying amount of its equity by a substantial amount. Overall, the ongoing COVID-19 pandemic did not have a material impact on the Company’s liquidity. The Company believes it has sufficient unrestricted cash on hand, positive working capital, and availability to access additional cash under its revolving credit facilities to meet its business operating requirements, its capital expenditures and to continue to service its debt for at least the next 12 months as of the filing date of this Quarterly Report on Form 10-Q. In June 2022, Nexstar and Mission Broadcasting, Inc. (“Mission”), an independently owned VIE consolidated by Nexstar, amended each of their senior secured credit facilities to refinance certain of Nexstar’s outstanding term loans and Nexstar’s and Mission’s revolving credit facilities with new facilities extending the maturity dates to June 2027 (see Note 7). The extent to which the COVID-19 pandemic impacts the Company’s business, results of operations, cash flows and financial condition will depend on future developments, which remain highly uncertain and cannot reasonably be predicted, including future surges in incidences of COVID-19 and the severity of any such resurgence, the rate and efficacy of vaccinations against COVID-19, the length of time that the COVID-19 pandemic continues, how fast economies will fully recover after the COVID-19 pandemic has passed, and the length of time needed to improve global disruptions and delays in the supply chain. As of June 30, 2022, the Company was in compliance with the financial covenants contained in the amended credit agreements governing its senior secured credit facilities. Interim Financial Statements The Condensed Consolidated Financial Statements as of June 30, 2022 and for the three and six months ended June 30, 2022 and 2021 are unaudited. However, in the opinion of management, such financial statements include all adjustments (consisting solely of normal recurring adjustments) necessary for the fair statement of the financial information included herein in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). The preparation of the Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the related disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the period. Results of operations for interim periods are not necessarily indicative of results for the full year. Estimates are used for, but are not limited to, allowance for doubtful accounts, valuation of assets acquired and liabilities assumed in business combinations, distribution revenue recognized, income taxes, the recoverability of goodwill, FCC licenses and long-lived assets, the recoverability of investments, the recoverability of broadcast rights and the useful lives of property and equipment and intangible assets. As of June 30, 2022, the Company is not aware of any specific event or circumstance that would require an update to its estimates or judgments or revision of the carrying value of its assets or liabilities. However, these estimates and judgments may change as new events occur and additional information is obtained, which may result in changes being recognized in the Company’s consolidated financial statements in future periods. While the Company considered the effects of COVID-19 in its estimates and assumptions, due to the current level of uncertainty over the economic and operational impacts of COVID-19 on its business, there may be other judgments and assumptions that were not currently considered. Such judgments and assumptions could result in a meaningful impact on the Company’s consolidated financial statements in future periods. Actual results could differ from those estimates and any such differences may have a material impact on the Company’s condensed consolidated financial statements. These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related Notes included in Nexstar’s Annual Report on Form 10-K for the year ended December 31, 2021. The balance sheet as of December 31, 2021 has been derived from the audited financial statements as of that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. Variable Interest Entities Nexstar may determine that an entity is a VIE as a result of local service agreements entered into with that entity. The term local service agreement generally refers to a contract between two separately owned television stations, whereby the owner-operator of one station contracts with the owner-operator of the other station to provide it with administrative, sales and other services required for the operation of its station. Nevertheless, the owner-operator of each station retains control of and responsibility for the operation of its station, including ultimate responsibility over all programming broadcast on its station. A local service agreement can be (i) a time brokerage agreement (“TBA”) or a local marketing agreement (“LMA”) which allows Nexstar to program most of a station’s broadcast time, sell the station’s advertising time and retain the advertising revenue generated in exchange for monthly payments, based on the station’s monthly operating expenses, (ii) a shared services agreement (“SSA”) which allows Nexstar to provide services to a station including news production, technical maintenance and security, in exchange for Nexstar’s right to receive certain payments as described in the SSA, or (iii) a joint sales agreement (“JSA”) which permits Nexstar to sell certain of a station’s advertising time and retain a percentage of the related revenue, as described in the JSA. Consolidated VIEs Nexstar consolidates entities in which it is deemed under U.S. GAAP to have controlling financial interests for financial reporting purposes as a result of (i) local service agreements Nexstar has with the stations owned by these entities, (ii) Nexstar’s guarantee of the obligations incurred under Mission Broadcasting, Inc.’s (“Mission”) senior secured credit facility (see Note 7), (iii) Nexstar having power over significant activities affecting these VIEs’ economic performance, including budgeting for advertising revenue, certain advertising sales and hiring and firing of sales force personnel and (iv) purchase options granted by each consolidated VIE which permit Nexstar to acquire the assets and assume the liabilities of these VIEs’ stations, subject to FCC consent. The following table summarizes the various local service agreements Nexstar had in effect as of June 30, 2022 with its consolidated VIEs: Owner Service Agreements Full Power Stations Mission TBA WFXP, KHMT and KFQX SSA & JSA KJTL, KLRT, KASN, KOLR, KCIT, KAMC, KRBC, KSAN, WUTR, WAWV, WYOU, KODE, WTVO, KTVE, WTVW, WVNY, WXXA, WLAJ, KMSS, KPEJ, KLJB, KASY, KWBQ and KRWB LMA WNAC and WPIX White Knight Broadcasting (“White Knight”) SSA & JSA WVLA and KFXK Vaughan Media, LLC (“Vaughan”) SSA & JSA WBDT, WYTV and KTKA LMA KNVA Nexstar’s ability to receive cash from the consolidated VIEs is governed by the local service agreements. Under these agreements, Nexstar has received substantially all of the consolidated VIEs’ available cash, after satisfaction of operating costs and debt obligations. Nexstar anticipates it will continue to receive substantially all of the consolidated VIEs’ available cash, after satisfaction of operating costs and debt obligations. In compliance with FCC regulations for all the parties, each VIE maintains complete responsibility for and control over programming, finances, personnel and operations of its stations. The carrying amounts and classification of the assets and liabilities, excluding intercompany amounts, of the VIEs which have been included in the Condensed Consolidated Balance Sheets were as follows (in millions): June 30, 2022 December 31, 2021 Current assets: Cash and cash equivalents $ 5.8 $ 9.2 Accounts receivable, net 29.2 21.1 Prepaid expenses and other current assets 7.3 10.3 Total current assets 42.3 40.6 Property and equipment, net 54.7 57.5 Goodwill 150.5 150.5 FCC licenses 200.4 200.4 Network affiliation agreements and other intangible assets, net 80.8 85.2 Other noncurrent assets, net 82.3 85.4 Total assets $ 611.0 $ 619.6 Current liabilities: Current portion of debt $ 3.0 $ 3.0 Other current liabilities 35.3 34.4 Total current liabilities 38.3 37.4 Debt 354.1 355.5 Deferred tax liabilities 39.0 41.8 Other noncurrent liabilities 89.3 92.6 Total liabilities $ 520.7 $ 527.3 The following are assets of consolidated VIEs, excluding intercompany amounts, that are not available to settle the obligations of Nexstar and the liabilities of consolidated VIEs, excluding intercompany amounts, for which their creditors do not have recourse to the general credit of Nexstar (in millions): June 30, 2022 December 31, 2021 Current assets $ 5.0 $ 5.1 Property and equipment, net 11.7 12.2 Goodwill 62.2 62.2 FCC licenses 200.4 200.4 Network affiliation agreements, net 26.9 28.5 Other noncurrent assets, net 1.0 1.3 Total assets $ 307.2 $ 309.7 Current liabilities $ 34.4 $ 33.7 Noncurrent liabilities 128.3 134.3 Total liabilities $ 162.7 $ 168.0 Non-Consolidated VIE Nexstar has an outsourcing agreement with Cunningham Broadcasting Corporation (“Cunningham”) which continues through December 31, 2023. Under the outsourcing agreement, Nexstar provides certain engineering, production, sales and administrative services for WYZZ, the FOX affiliate in the Peoria, Illinois market, through WMBD, the Nexstar television station in that market. During the term of the outsourcing agreement, Nexstar retains the broadcasting revenue and related expenses of WYZZ and is obligated to pay a monthly fee to Cunningham based on the combined operating cash flow of WMBD and WYZZ, as defined in the agreement. Nexstar has determined that it has a variable interest in WYZZ. Nexstar has evaluated its arrangement with Cunningham and has determined that it is not the primary beneficiary of the variable interest in this station because it does not have the ultimate power to direct the activities that most significantly impact the station’s economic performance, including developing the annual operating budget, programming and oversight and control of sales management personnel. Therefore, Nexstar has not consolidated WYZZ under authoritative guidance related to the consolidation of VIEs. Under the outsourcing agreement for WYZZ, Nexstar pays for certain operating expenses and therefore may have unlimited exposure to any potential operating losses. Nexstar’s management believes that Nexstar’s minimum exposure to loss under the WYZZ agreement consists of the fees paid to Cunningham. Additionally, Nexstar indemnifies the owners of Cunningham from and against all liability and claims arising out of or resulting from its activities, acts or omissions in connection with the agreement. The maximum potential amount of future payments Nexstar could be required to make for such indemnification is undeterminable at this time. There were no significant transactions arising from Nexstar’s outsourcing agreement with Cunningham. Cunningham does not guarantee Nexstar’s debt. Income Per Share Basic income per share is computed by dividing the net income by the weighted-average number of common shares outstanding during the period. Diluted income per share is computed using the weighted-average number of common shares and potentially dilutive common shares outstanding during the period. Potentially dilutive common shares are calculated using the treasury stock method. They consist of stock options and restricted stock units outstanding during the period and reflect the potential dilution that could occur if common shares were issued upon exercise of stock options and vesting of restricted stock units. The following table shows the amounts used in computing Nexstar’s diluted shares (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Weighted average shares outstanding - basic 40.2 42.6 40.6 42.9 Dilutive effect of equity incentive plan instruments 0.7 1.8 0.9 2.0 Weighted average shares outstanding - diluted 40.9 44.4 41.5 44.9 During the three and six months ended June 30, 2022 and 2021, there were no stock options or restricted stock units that were anti-dilutive. Basis of Presentation Certain prior year financial statement amounts have been reclassified to conform to the current year presentation. These reclassifications had no effect on net income or stockholders’ equity as previously reported. Assets Held for Sale, Net On June 1, 2022, Nexstar completed the sale of a real estate asset located in Chicago for gross cash proceeds of $ 45.3 million. Recent Accounting Pronouncements New Accounting Standards Adopted In July 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2021-05, “Leases (Topic 842): Lessors—Certain leases with variable payments” (“ASU 2021-05”). Under the ASU, a lessor would classify a lease with variable lease payments that do not depend on an index or rate as an operating lease at lease commencement if the lease would have been classified as a sales-type lease or direct financing lease under Accounting Standards Codification (“ASC”) 842 classification criteria and the lessor would have otherwise recognized a day one loss. The ASU is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted. The Company adopted ASU 2021-05 effective January 1, 2022 . The adoption did not have a material impact on the Company’s Condensed Consolidated Financial Statements. In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”). In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform (Topic 848): Scope” (“ASU 2021-01”). Together, these accounting updates provide optional expedients and exceptions for applying U.S. GAAP to contract modifications and hedging relationships that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. ASU 2020-04 provides, among other things, guidance that modifications of contracts within the scope of Topic 470, Debt, should be accounted for by prospectively adjusting the effective interest rate; modifications of contracts within the scope of Topic 842, Leases, should be accounted for as a continuation of the existing contract; and changes in the critical terms of hedging relationships caused by reference rate reform should not result in the de-designation of the instrument, provided certain criteria are met. ASU 2021-01 clarifies the scope and application of ASU 2020-04 and among other things, permits entities to elect certain optional expedients and exceptions when accounting for derivative contracts and certain hedging relationships affected by changes in the interest rates used for discounting cash flows. In June 2022, the Company applied the optional expedients provided by these accounting updates for contract modifications to the amendment of its senior credit facilities (see Note 7). The adoption of these accounting updates did not have a material impact on the Company’s Condensed Consolidated Financial Statements. New Accounting Standards Not Yet Adopted In October 2021, the FASB issued ASU No. 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”). The amendments in this ASU require that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. This ASU also provides certain practical expedients for acquirers when recognizing and measuring acquired contract assets and contract liabilities from revenue contracts in a business combination. The ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted. The Company will evaluate the potential impacts ASU 2021-08 may have on its Condensed Consolidated Financial Statements upon its adoption on effective date as it relates to future acquisitions. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Note 3: Intangible Assets and Goodwill Intangible assets subject to amortization consisted of the following (dollars in millions): Estimated June 30, 2022 December 31, 2021 useful life, Accumulated Accumulated in years Gross Amortization Net Gross Amortization Net Network affiliation agreements 15 $ 3,125.2 $ ( 1,159.4 ) $ 1,965.8 $ 3,125.2 $ ( 1,065.0 ) $ 2,060.2 Other definite-lived intangible assets 1 - 20 1,051.2 ( 448.9 ) 602.3 1,045.0 ( 388.1 ) 656.9 Other intangible assets $ 4,176.4 $ ( 1,608.3 ) $ 2,568.1 $ 4,170.2 $ ( 1,453.1 ) $ 2,717.1 The following table presents the Company’s estimate of amortization expense for the remainder of 2022, each of the five succeeding years ended December 31 and thereafter for definite-lived intangible assets as of June 30, 2022 (in millions): Remainder of 2022 $ 149.6 2023 292.6 2024 291.2 2025 286.9 2026 262.4 2027 250.4 Thereafter 1,035.0 $ 2,568.1 The amounts recorded to goodwill and FCC licenses were as follows (in millions): Goodwill FCC Licenses Accumulated Accumulated Gross Impairment Net Gross Impairment Net Balances as of December 31, 2021 $ 3,141.4 $ ( 89.8 ) $ 3,051.6 $ 2,957.7 $ ( 47.4 ) $ 2,910.3 Balances as of June 30, 2022 $ 3,141.4 $ ( 89.8 ) $ 3,051.6 $ 2,957.7 $ ( 47.4 ) $ 2,910.3 Indefinite-lived intangible assets are not subject to amortization but are tested for impairment annually or whenever events or changes in circumstances indicate that such assets might be impaired. During the three and six months ended June 30, 2022, the Company did not identify events that would trigger impairment assessments. |
Investments
Investments | 6 Months Ended |
Jun. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Note 4: Investments The Company’s investments and their book value balances consisted of the following (in millions): June 30, 2022 December 31, 2021 Equity method investments $ 1,059.8 $ 1,208.9 Other equity investments 3.9 9.9 Total investments $ 1,063.7 $ 1,218.8 Equity Method Investments During the three and six months ended June 30, 2022, the Company received cash distributions from its equity method investments, primarily from its investment in TV Food Network, as discussed below. During the three and six months ended June 30, 2022 and 2021, the income from equity method investments, net reported in the Company’s unaudited Condensed Consolidated Statements of Operations consisted of the following (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Income from equity method investments, net, before amortization of basis difference $ 53.4 $ 64.0 $ 108.6 $ 130.8 Amortization of basis difference ( 17.5 ) ( 36.9 ) ( 35.0 ) ( 73.9 ) Income from equity method investments, net $ 35.9 $ 27.1 $ 73.6 $ 56.9 At acquisition date, the Company measured its estimated share of the differences between the estimated fair values and carrying values (the “basis difference”) of the investees’ tangible assets and amortizable intangible assets had the fair value of the investments been allocated to the identifiable assets of the investees in accordance with ASC Topic 805, “Business Combinations.” Additionally, the Company measured its estimated share of the basis difference attributable to investees’ goodwill. The Company amortizes its share of the basis differences attributable to tangible assets and intangible long-lived assets of investees, including TV Food Network, and records the amortization (the “amortization of basis difference”) as a reduction of income from equity method investments, net in the accompanying Condensed Consolidated Statements of Operations. The Company’s share in these basis differences and related amortization is primarily attributable to its investment in TV Food Network (discussed in more detail below). Investment in TV Food Network Nexstar acquired its 31.3 % equity investment in TV Food Network through its acquisition of Tribune Media Company (“Tribune”) on September 19, 2019. Nexstar’s partner in TV Food Network is Warner Bros. Discovery, Inc. (“WBD”), formerly known as Discovery, Inc., which owns a 68.7 % interest in TV Food Network and operates the network on behalf of the partnership. TV Food Network owns and operates “The Food Network,” a 24-hour lifestyle cable television channel focusing on food and related topics. TV Food Network also owns and operates “The Cooking Channel,” a cable television channel primarily devoted to cooking instruction, food information and other related topics. TV Food Network’s programming is distributed by cable and satellite television systems and via WBD’s streaming platform, Discovery+. The partnership agreement governing TV Food Network provides that the partnership shall, unless certain actions are taken by the partners, dissolve and commence winding up and liquidating TV Food Network upon the first to occur of certain enumerated liquidating events, one of which is a specified date of December 31, 2022. Nexstar intends to renew its partnership agreement with WBD for TV Food Network before expiration. In the event of a liquidation, Nexstar would be entitled to its proportionate share of distributions to partners, which the partnership agreement provides would occur as promptly as is consistent with obtaining fair market value for the assets of TV Food Network. The partnership agreement also provides that the partnership may be continued or reconstituted in certain circumstances. As of June 30, 2022, Nexstar’s investment in TV Food Network had a book value of $ 1.042 billion, compared to $ 1.191 billion as of December 31, 2021. As of June 30, 2022, Nexstar had a remaining share in amortizable basis difference of $ 501.3 million related to its investment in TV Food Network. This amortizable basis difference had a weighted average useful life of approximately 3.8 years as of this date. As of December 31, 2021, Nexstar had a remaining share in amortizable basis difference of $ 536.1 million related to its investment in TV Food Network. During the three months ended June 30, 2022, the Company received cash distributions from TV Food Network of $ 31.0 million, recognized income on equity of this investment of $ 54.0 million, and recorded amortization of basis difference (expense) related to this investment of $ 17.4 million. During the six months ended June 30, 2022, the Company received cash distributions from TV Food Network of $ 223.8 million, recognized income on equity of this investment of $ 110.0 million, and recorded amortization of basis difference (expense) related to this investment of $ 34.8 million. Summarized financial information for TV Food Network is as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Net revenue $ 342.9 $ 337.1 $ 666.6 $ 669.8 Costs and expenses 171.3 132.1 317.7 251.6 Income from operations 171.6 205.1 349.0 418.1 Net income 172.6 207.7 351.1 423.2 Net income attributable to Nexstar Media Group, Inc. 54.0 65.0 109.9 132.4 During the three and six months ended June 30, 2022, there were no events or changes in circumstance that triggered the Company for an evaluation of its equity method investments for other-than-temporary impairment. |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Note 5: Accrued Expenses Accrued expenses consisted of the following (in millions): June 30, 2022 December 31, 2021 Compensation and related taxes $ 101.6 $ 120.2 Interest payable 55.5 62.3 Network affiliation fees 49.2 45.9 Other 97.9 87.5 $ 304.2 $ 315.9 |
Retirement and Postretirement P
Retirement and Postretirement Plans | 6 Months Ended |
Jun. 30, 2022 | |
Retirement Benefits [Abstract] | |
Retirement and Postretirement Plans | Note 6: Retirement and Postretirement Plans Nexstar has various funded, qualified non-contributory defined benefit retirement plans which cover certain employees and former employees. All of these retirement plans are frozen in terms of pay and service, except for a small plan representing approximately 2 % of the total pension benefit obligations. Nexstar also has various retiree medical savings account plans which reimburse eligible retired employees for certain medical expenses and unfunded plans that provide certain health and life insurance benefits to certain retired employees. The following tables provide the components of net periodic benefit cost (credit) for Nexstar’s pension and other postretirement benefit plans (“OPEB”) (in millions): Pension Benefit Plans OPEB Three Months Ended June 30, Three Months Ended June 30, 2022 2021 2022 2021 Service cost $ 0.3 $ 0.3 $ - $ - Interest cost 11.6 9.9 0.1 0.1 Expected return on plan assets ( 22.7 ) ( 28.0 ) - - Amortization of prior service costs - 0.3 - - Amortization of net loss 0.1 - 0.1 0.1 Net periodic benefit cost (credit) $ ( 10.7 ) $ ( 17.5 ) $ 0.2 $ 0.2 Pension Benefit Plans OPEB Six Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Service cost $ 0.6 $ 0.6 $ 0.1 $ - Interest cost 23.2 19.8 0.2 0.2 Expected return on plan assets ( 45.5 ) ( 56.0 ) - - Amortization of prior service costs 0.1 0.6 - - Amortization of net loss 0.1 - 0.2 0.2 Net periodic benefit cost (credit) $ ( 21.5 ) $ ( 35.0 ) $ 0.5 $ 0.4 During the three and six months ended June 30, 2022, Nexstar did no t make contributions to its qualified pension benefit plans. Nexstar does not anticipate it will be required to make contributions to such pension benefit plans in 2022. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Note 7: Debt Long-term debt consisted of the following (dollars in millions): June 30, 2022 December 31, 2021 Nexstar Term Loan A, due October 26, 2023 $ - $ 485.4 Term Loan A, due September 19, 2024 - 604.4 Term Loan A, due June 21, 2027 2,425.0 - Term Loan B, due January 17, 2024 - 595.0 Term Loan B, due September 18, 2026 1,719.3 2,644.3 5.625 % Notes, due July 15, 2027 1,785.0 1,785.0 4.75 % Notes, due November 1, 2028 1,000.0 1,000.0 Mission Term Loan B, due June 3, 2028 297.8 299.3 Revolving loans, due June 21, 2027 61.5 - Revolving loans, due October 26, 2023 - 61.5 Total outstanding principal 7,288.6 7,474.9 Less: unamortized financing costs and discount - Nexstar Term Loan A due 2023 - ( 1.1 ) Less: unamortized financing costs and discount - Nexstar Term Loan A due 2024 - ( 5.1 ) Less: unamortized financing costs and discount - Nexstar Term Loan A due 2027 ( 9.3 ) - Less: unamortized financing costs and discount - Nexstar Term Loan B due 2024 - ( 5.6 ) Less: unamortized financing costs and discount - Nexstar Term Loan B due 2026 ( 40.4 ) ( 42.8 ) Add: unamortized premium, net of financing costs - Nexstar 5.625% Notes due 2027 4.8 5.2 Less: unamortized financing costs and discount - Nexstar 4.75% Notes due 2028 ( 7.6 ) ( 8.1 ) Less: unamortized financing costs and discount - Mission Term Loan B due 2028 ( 2.1 ) ( 2.3 ) Total outstanding debt 7,234.0 7,415.1 Less: current portion ( 124.3 ) ( 47.2 ) Long-term debt, net of current portion $ 7,109.7 $ 7,367.9 2022 Transactions On June 21, 2022, Nexstar and Mission, an independently owned VIE consolidated by Nexstar, amended their respective credit agreements (also herein referred to as senior secured credit facilities). The Nexstar amendment provides for a new $ 2,425.0 million Term Loan A borrowing (the “2022 Nexstar Term Loan A Facility”) and a new revolving credit facility in an aggregate principal amount of $ 550.0 million (the “2022 Nexstar Revolving Credit Facility”). The Mission amendment provides for a new revolving credit facility in an aggregate principal amount of $ 75.0 million (the “2022 Mission Revolving Credit Facility”). The proceeds from the 2022 Nexstar Term Loan A Facility were used to pay off Nexstar’s existing Term Loan A due 2023, Term Loan A due 2024, Term Loan B due 2024 and to partially pay off Nexstar’s Term Loan B due 2026 amounting to $ 485.4 million, $ 583.9 million, $ 445.0 million and $ 900.0 million, respectively. Mission also drew $ 61.5 million from its 2022 Mission Revolving Credit Facility and utilized the proceeds to repay all of its outstanding borrowings under its existing revolving loan due 2023 of $ 61.5 million. As discussed in Note 2, the Company adopted ASU 2020-04 and ASU 2021-01 effective June 30, 2022. The 2022 Nexstar Term Loan A Facility, the 2022 Nexstar Revolving Credit Facility and the 2022 Mission Revolving Credit Facility (collectively, the “New Facilities” and each, a “New Facility”), each has a five-year maturity and bears interest at a rate of term Secured Overnight Financing Rate (“SOFR”) for the applicable interest period plus a margin in the range of 1.25 % - 2.00 % determined based on a leverage-based grid. The term SOFR for any interest period is the sum of the term SOFR screen rate published by the CME Group Benchmark Administration Limited (“CME”) term SOFR administrator plus a spread adjustment of 0.10 %. The 2022 Nexstar Term Loan A Facility has a 5 % principal amortization each year, to be payable on a quarterly basis, with the remaining amount due at maturity. In connection with entry into the New Facilities, each of Nexstar and Mission also amended its respective credit agreement to, among others, streamline each borrower’s notice obligations and update certain covenant terms, in each case, as set forth in such amended credit agreement. The remaining terms of each New Facility are substantially the same as the existing terms in the Nexstar credit agreement in effect prior to the date hereof and the Mission credit agreement in effect prior to the date hereof, as applicable. As of June 30, 2022, the interest rates were: • 3.19 % for Nexstar’s Term Loan A due 2027 (based on applicable margin of 1.50 %) • 4.29 % for Nexstar’s Term Loan B due 2026 (based on applicable margin of 2.50 %) • 4.29 % for Mission’s Term Loan B due 2028 (based on applicable margin of 2.50 %) • 3.19 % for Mission’s outstanding revolving loan due 2027 (based on applicable margin of 1.50 %) In addition, during the six months ended June 30, 2022, Nexstar prepaid a total of $ 175.0 million in principal balance under its Term Loan B, funded by cash on hand, and the Company also repaid scheduled principal maturities of $ 22.0 million of its term loans, funded by cash on hand. Unused Commitments and Borrowing Availability The Company had $ 529.8 million (net of outstanding standby letters of credit of $ 20.2 million) and $ 13.5 million of unused revolving loan commitments under the respective Nexstar and Mission senior secured credit facilities, all of which were available for borrowing, based on the covenant calculations as of June 30, 2022. The Company’s ability to access funds under its senior secured credit facilities depends, in part, on its compliance with certain financial covenants. As of June 30, 2022, the Company was in compliance with its financial covenants. Collateralization and Guarantees of Debt The Company’s credit facilities described above are collateralized by a security interest in substantially all the combined assets, excluding FCC licenses and the other assets of consolidated VIEs unavailable to creditors of Nexstar (See Note 2). Nexstar guarantees full payment of all obligations incurred under the Mission senior secured credit facility in the event of its default. Mission is a guarantor of Nexstar’s senior secured credit facility, Nexstar’s 5.625 % Notes due 2027 and Nexstar’s 4.750 % Notes due 2028. In consideration of Nexstar’s guarantee of the Mission senior secured credit facility, Mission has granted Nexstar purchase options to acquire the assets and assume the liabilities of each Mission station, subject to FCC consent. These option agreements, which expire on various dates between 2022 and 2031, are freely exercisable or assignable by Nexstar without consent or approval by Mission. The Company expects these option agreements to be renewed upon expiration. Debt Covenants The Nexstar credit agreement (senior secured credit facility) contains a covenant which requires Nexstar to comply with a maximum consolidated first lien net leverage ratio of 4.25 to 1.00. The financial covenant, which is formally calculated on a quarterly basis, is based on the combined results of the Company. The Mission amended credit agreement does not contain financial covenant ratio requirements but does provide for default in the event Nexstar does not comply with all covenants contained in its credit agreement. As of June 30, 2022 , Nexstar was in compliance with its financial covenants. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | Note 8: Leases The Company as a Lessee The Company has operating and finance leases for office space, tower facilities, antenna sites, studios and other real estate properties and equipment. The Company’s leases have remaining terms ranging from one month to 92 years, some of which may include options to extend the leases for periods ranging from six months to 99 years , and some of which may include options to terminate the leases within one year . The depreciable lives of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Lease contracts that the Company has executed but which had not yet commenced as of June 30, 2022 were not material. Finance lease contracts as of June 30, 2022 were also not material. Supplemental balance sheet information related to operating leases was as follows (in millions, except lease term and discount rate): Balance Sheet Classification June 30, 2022 December 31, 2021 Operating lease right-of-use assets, net Other noncurrent assets, net $ 283.8 $ 288.3 Current operating lease liabilities Operating lease liabilities $ 43.5 $ 42.8 Noncurrent operating lease liabilities Other noncurrent liabilities $ 237.2 $ 237.9 Weighted Average Remaining Lease Term of Operating leases 8.3 years 8 years Weighted Average Discount Rate of Operating leases 5.0 % 5.1 % Operating lease expense for the three months ended June 30, 2022 was $ 14.9 million, of which $ 6.9 million and $ 8.0 million were included in Direct operating and Selling, general and administrative expenses, respectively, excluding depreciation and amortization, in the accompanying Condensed Consolidated Statements of Operations. Operating lease expense for the three months ended June 30, 2021 was $ 14.0 million, of which $ 6.7 million and $ 7.3 million were included in Direct operating and Selling, general and administrative expenses, respectively, excluding depreciation and amortization, in the accompanying Condensed Consolidated Statements of Operations. Operating lease expense for the six months ended June 30, 2022 was $ 29.8 million, of which $ 13.8 million and $ 16.0 million were included in Direct operating and Selling, general and administrative expenses, respectively, excluding depreciation and amortization, in the accompanying Condensed Consolidated Statements of Operations. Operating lease expense for the six months ended June 30, 2021 was $ 27.7 million, of which $ 13.2 million and $ 14.5 million were included in Direct operating and Selling, general and administrative expenses, respectively, excluding depreciation and amortization, in the accompanying Condensed Consolidated Statements of Operations. Cash paid for operating leases included in the operating cash flows was $ 28.8 million and $ 24.8 million for the six months ended June 30, 2022 and 2021, respectively. Future minimum lease payments under non-cancellable leases as of June 30, 2022 were as follows (in millions): Operating Leases Remainder of 2022 $ 28.2 2023 54.8 2024 52.1 2025 39.9 2026 33.4 2027 23.5 Thereafter 122.9 Total future minimum lease payments 354.8 Less: imputed interest ( 74.1 ) Total $ 280.7 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 9: Fair Value Measurements The Company measures and records in its condensed consolidated financial statements certain assets and liabilities at fair value. ASC Topic 820, “Fair Value Measurement and Disclosures,” establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). This hierarchy consists of the following three levels: • Level 1 – Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market. • Level 2 – Assets and liabilities whose values are based on inputs other than those included in Level 1, including quoted market prices in markets that are not active; quoted prices of assets or liabilities with similar attributes in active markets; and valuation models whose inputs are observable or unobservable but corroborated by market data. • Level 3 – Assets and liabilities whose values are based on valuation models or pricing techniques that utilize unobservable inputs that are significant to the overall fair value measurement. The carrying values of cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value due to their short-term nature. Estimated fair values and carrying amounts of the Company’s financial instruments that are not measured at fair value on a recurring basis were as follows (dollars in millions): June 30, 2022 December 31, 2021 Carrying Fair Carrying Fair Amount Value Amount Value Nexstar Term Loan A due 2023 (1) $ - $ - $ 484.3 $ 483.8 Term Loan A due 2024 (1) - - 599.3 602.0 Term Loan A due 2027 (1) 2,415.7 2,383.2 - - Term Loan B due 2024 (1) - - 589.4 593.5 Term Loan B due 2026 (1) 1,678.9 1,692.4 2,601.5 2,638.5 5.625 % Notes due 2027 (2) 1,789.8 1,628.8 1,790.2 1,880.4 4.75 % Notes due 2028 (2) 992.4 857.5 991.9 1,022.3 Mission Term Loan B due 2028 (1) 295.7 289.6 297.0 299.7 Revolving loans due 2027 (1) 61.5 57.9 - - Revolving loans due 2023 (1) - - 61.5 61.2 (1) The fair value of senior secured and revolving credit facilities is computed based on borrowing rates currently available to the Company for bank loans with similar terms and average maturities. These fair value measurements are considered Level 3, as significant inputs to the fair value calculation are unobservable in the market. In June 2022, Nexstar repaid in full its Term Loan A due 2023, Term Loan A due 2024 and Term Loan B due 2024 and partially repaid its Term Loan B due 2026 (see Note 7 ). (2) The fair value of the Company’s fixed rate debt is estimated based on bid prices obtained from an investment banking firm that regularly makes a market for these financial instruments. These fair value measurements are considered Level 2, as quoted market prices are available for low volume trading of these securities. During the three and six months ended June 30, 2022, there were no events or changes in circumstance that triggered an impairment to the Company’s significant assets, including equity method investments, indefinite-lived intangible assets, long-lived assets and goodwill. |
Common Stock
Common Stock | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Common Stock | Note 10: Common Stock On January 27, 2021, Nexstar’s Board of Directors approved a share repurchase program authorizing the Company to repurchase up to $ 1.0 billion of its common stock, of which $ 638.2 million remained available as of December 31, 2021. During the six months ended June 30, 2022, Nexstar repurchased a total of 2.4 million shares of its common stock for $ 406.1 million, funded by cash on hand. As of June 30, 2022, the remaining available amount under the share repurchase authorization was $ 232.2 million. Share repurchases may be made from time to time in open market transactions, block trades or private transactions. There is no minimum number of shares that Nexstar is required to repurchase and the repurchase program may be suspended or discontinued at any time without prior notice. On January 27, 2022 , Nexstar’s board of directors approved a 29 % increase in its quarterly cash dividend to $ 0.90 per share of outstanding common stock. During the three and six months ended June 30, 2022, total dividend payments were $ 36.3 million and $ 73.4 million, respectively. O n June 13, 2022, Nexstar’s shareholders approved certain amendments to Nexstar’s Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) to eliminate Nexstar’s Class B common stock, par value $ 0.01 per share (the “Class B Common Stock”), and Class C common stock, par value $ 0.01 per share (the “Class C Common Stock”), which classes of common stock had no shares issued and outstanding prior to the date of shareholder approval of their elimination. The common stock (f/k/a Class A common stock) has been the only class of shares outstanding since 2013. On June 27, 2022, Nexstar filed a Certificate of Amendment No. 2 (the “Amendment”) to the Certificate of Incorporation with the Secretary of State of the State of Delaware to reflect the elimination of Nexstar’s Class B Common Stock and Class C Common Stock and make related changes. The Amendment became effective upon its filing with the Secretary of State of the State of Delaware on June 27, 2022. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 11: Income Taxes Income tax expense was $ 71.6 million for the three months ended June 30, 2022 compared to $ 70.7 million for the same period in 2021. The effective tax rates were 24.0 % and 26.2 % for each of the respective periods. A common control transaction in 2021 increased tax expense by $ 2.7 million resulting in a 1.0 % decrease to the effective tax rate between the two periods. Additionally, changes in the valuation allowance resulted in an incremental income tax benefit of $ 3.1 million, or a 1.1 % decrease to the effective tax rate in 2022. Income tax expense was $ 124.1 million for the six months ended June 30, 2022 compared to $ 130.4 million for the same period in 2021. The effective tax rates were 20.6 % and 24.6 % for each of the respective periods. In 2022, the income tax benefit attributable to excess benefit on stock options and restricted stock units increased by $ 22.6 million, or a 3.6 % decrease to the effective tax rate. Changes in the valuation allowance also increased the income tax benefit in 2022 by $ 7.1 million, or a 1.3 % decrease to the effective tax rate. Additionally, certain state contingency reserves were reduced by $ 6.5 million in 2021 resulting in an increase of 1.2 % to the effective rate between the two periods. The Company calculates its year-to-date provision for income taxes by applying the estimated annual effective tax rate to year-to-date pre-tax income or loss and adjusts the provision for discrete tax items recorded in the period. Future changes in the forecasted annual income projections, including changes due to the ongoing impact of the COVID-19 pandemic, could result in significant adjustments to quarterly income tax expense in future periods. The Company also considered the ongoing impact of COVID-19 on its ability to realize deferred tax assets in the future and determined that such conditions did not change its overall valuation allowance positions. |
FCC Regulatory Matters
FCC Regulatory Matters | 6 Months Ended |
Jun. 30, 2022 | |
Risks and Uncertainties [Abstract] | |
FCC Regulatory Matters | Note 12: FCC Regulatory Matters Television broadcasting is subject to the jurisdiction of the FCC under the Communications Act of 1934, as amended (the “Communications Act”). The Communications Act prohibits the operation of television broadcasting stations except under a license issued by the FCC and empowers the FCC, among other things, to issue, revoke and modify broadcasting licenses, determine the location of television stations, regulate the equipment used by television stations, adopt regulations to carry out the provisions of the Communications Act and impose penalties for the violation of such regulations. The FCC’s ongoing rule making proceedings could have a significant future impact on the television industry and on the operation of the Company’s stations and the stations to which it provides services. In addition, the U.S. Congress may act to amend the Communications Act or adopt other legislation in a manner that could impact the Company’s stations, the stations to which it provides services and the television broadcast industry in general. Media Ownership FCC rules limit the Company’s ownership of television stations in local markets and nationally and govern certain local service agreements between Nexstar and third parties. In general, FCC rules prohibit Nexstar from owning two of the top four stations in a market in terms of audience share (unless a case-by-case exception is granted) and from owning stations that reach more than 39 % of U.S. television households (as calculated using a prescribed FCC methodology). Nexstar is also prohibited from providing more than 15 percent of the programming of a non-owned television station through a TBA or LMA if Nexstar also owns a station in the same market, unless the applicable TBA or LMA was entered into prior to November 5, 1996. The FCC is required to review its media ownership rules every four years and to eliminate those rules it finds no longer “necessary in the public interest as a result of competition.” The FCC’s two most recent quadrennial reviews—those for 2010 and 2014—were eventually consolidated into a single proceeding that involved extensive litigation, an agency reconsideration and multiple court appeals, culminating in an April 1, 2021 decision by the U.S. Supreme Court which upheld the FCC’s elimination or relaxation of several rules. The 2018 quadrennial review, which the FCC commenced in December 2018, remains pending, and the FCC has solicited and received comments to update the record of that proceeding in the wake of the Supreme Court’s decision. Additionally, the FCC has an open proceeding to review the national television station ownership limit and has not yet opened its 2022 quadrennial review proceeding. Thus, the media ownership rules are subject to change as a result of current and future quadrennial reviews and in other proceedings. Spectrum The FCC has repurposed a portion of the broadcast television spectrum for wireless broadband use. Pursuant to federal legislation enacted in 2012, the FCC conducted an incentive auction in 2016-2017 for the purpose of making additional spectrum available to meet future wireless broadband needs. Under the auction statute and rules, certain television broadcasters accepted bids from the FCC to voluntarily relinquish their spectrum in exchange for consideration, and certain wireless broadband providers and other entities submitted successful bids to acquire the relinquished television spectrum. Television stations that did not relinquish their spectrum were “repacked” into the frequency band still remaining for television broadcast use. In 2017, the Company received payment for eleven television stations that accepted bids and either moved to different channels or (in one case) discontinued operations. Seventy-four ( 74 ) full power stations owned by Nexstar and 17 full power stations owned by VIEs were assigned to new channels in the reduced post-auction television band. These stations have commenced operation on their new assigned channels and have ceased operating on their former channels. The Company is in the final stages of requesting and receiving reimbursements for the costs of repacking these stations, as the FCC is now closing out its process for such reimbursements. Retransmission Consent Broadcasters may obtain carriage of their stations’ signals on cable, satellite and other multichannel video programming distributors (“MVPDs”) through either mandatory carriage or through “retransmission consent.” Every three years, all stations must formally elect either mandatory carriage or retransmission consent. The next election must be made by October 1, 2023 and will be effective January 1, 2024. Must-carry elections require that the MVPD carry one station programming stream and related data in the station’s local market. However, MVPDs may decline a must-carry election in certain circumstances. MVPDs do not pay a fee to stations that elect mandatory carriage. A broadcaster that elects retransmission consent waives its mandatory carriage rights, and the broadcaster and the MVPD must negotiate for carriage of the station’s signal. Negotiated terms may include channel position, service tier carriage, carriage of multiple program streams, compensation and other consideration. If a broadcaster elects to negotiate retransmission terms, it is possible that the broadcaster and the MVPD will not reach agreement and that the MVPD will not carry the station’s signal. FCC rules and federal statutory law require retransmission consent negotiations to be conducted in “good faith.” It is a violation of the duty to negotiate in good faith for a television broadcast station to negotiate retransmission consent jointly with another station in the same market if the stations are not commonly owned. Accordingly, the VIEs with which we have sharing agreements must separately negotiate their retransmission consent agreements with MVPDs for stations in markets where we also own a station. MVPD operators have actively sought to change the regulations under which retransmission consent is negotiated before both the U.S. Congress and the FCC in order to increase their bargaining leverage with television stations. There are still-open FCC proceedings to review the “totality of the circumstances” test for good faith retransmission consent negotiations, and to eliminate or modify the FCC’s non-duplication and syndicated exclusivity rules (which could permit MVPDs to import out-of-market television stations in certain circumstances). Certain online video distributors (“OVDs”) have successfully or unsuccessfully sought to stream broadcast programming over the internet. In 2014, the U.S. Supreme Court held that an OVD’s retransmissions of broadcast television signals without the consent of the broadcast station violate federal copyright law. In December 2014, the FCC issued a Notice of Proposed Rulemaking proposing to interpret the term “MVPD” to encompass OVDs that make available for purchase multiple streams of video programming distributed at a prescheduled time and seeking comment on the effects of applying MVPD rules to such OVDs. The proceeding remains open. Although the FCC has not classified OVDs as MVPDs to date, several OVDs have signed agreements for retransmission of local stations within their markets, and others are actively seeking to negotiate such agreements. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 13: Commitments and Contingencies Guarantee of Mission Debt Nexstar and its subsidiaries guarantee full payment of all obligations incurred under the Mission senior secured credit facility. In the event that Mission is unable to repay amounts due, Nexstar will be obligated to repay such amounts. The maximum potential amount of future payments that Nexstar would be required to make under this guarantee would be generally limited to the outstanding principal amounts. As of June 30, 2022, Mission had a maximum commitment of $ 372.8 million under its amended credit agreement, of which $ 359.3 million principal balance of debt was outstanding. Indemnification Obligations In connection with certain agreements that the Company enters into in the normal course of its business, including local service agreements, business acquisitions and borrowing arrangements, the Company enters into contractual arrangements under which the Company agrees to indemnify the third party to such arrangement from losses, claims and damages incurred by the indemnified party for certain events as defined within the particular contract. Such indemnification obligations may not be subject to maximum loss clauses and the maximum potential amount of future payments the Company could be required to make under these indemnification arrangements may be unlimited. Historically, payments made related to these indemnifications have been insignificant and the Company has not incurred significant costs to defend lawsuits or settle claims related to these indemnification agreements. Litigation From time to time, the Company is involved in litigation that arises from the ordinary operations of business, such as contractual or employment disputes or other general actions. In the event of an adverse outcome of these proceedings, the Company believes the resulting liabilities would not have a material adverse effect on its financial condition or results of operations. Local TV Advertising Antitrust Litigation — On March 16, 2018, a group of companies including Nexstar and Tribune (the “Defendants”) received a Civil Investigative Demand from the Antitrust Division of the Department of Justice (“DOJ”) regarding an investigation into the exchange of certain information related to the pacing of sales related to the same period in the prior year among broadcast stations in some DMAs in alleged violation of federal antitrust law. Without admitting any wrongdoing, some Defendants, including Tribune, entered into a proposed consent decree (referred to herein as the “consent decree”) with the DOJ on November 6, 2018. Without admitting any wrongdoing, Nexstar agreed to settle the matter with the DOJ on December 5, 2018. The consent decree was entered in final form by the U.S. District Court for the District of Columbia on May 22, 2019. The consent decree, which settles claims by the government of alleged violations of federal antitrust laws in connection with the alleged information sharing, does not include any financial penalty. Pursuant to the consent decree, Nexstar and Tribune agreed not to exchange certain non-public information with other stations operating in the same DMA except in certain cases, and to implement certain antitrust compliance measures and to monitor and report on compliance with the consent decree. Starting in July 2018, a series of plaintiffs filed putative class action lawsuits against the Defendants and others alleging that they coordinated their pricing of television advertising, thereby harming a proposed class of all buyers of television advertising time from one or more of the Defendants since at least January 1, 2014. The plaintiff in each lawsuit seeks injunctive relief and money damages caused by the alleged antitrust violations. On October 9, 2018, these cases were consolidated in a multi-district litigation in the District Court for the Northern District of Illinois captioned In Re: Local TV Advertising Antitrust Litigation, No. 1:18-cv-06785 (“MDL Litigation”). On January 23, 2019, the Court in the MDL Litigation appointed plaintiffs’ lead and liaison counsel. The MDL Litigation is ongoing. The Plaintiffs’ Consolidated Complaint was filed on April 3, 2019 ; Defendants filed a Motion to Dismiss on September 5, 2019 . Before the Court ruled on that motion, the Plaintiffs filed their Second Amended Consolidated Complaint on September 9, 2019 . This complaint added additional defendants and allegations. The Defendants filed a Motion to Dismiss and Strike on October 8, 2019 . The Court denied that motion on November 6, 2020. On March 16, 2022 , the Plaintiffs filed their Third Amended Complaint. The Third Amended Complaint adds two additional plaintiffs and an additional defendant, but does not make material changes to the allegations. The parties are in the discovery phase of litigation. The Court has not yet set a trial date. Nexstar and Tribune deny the allegations against them and will defend their advertising practices. In connection with Nexstar’s acquisition of Tribune on September 19, 2019, Nexstar assumed contingencies from certain legal proceedings, as follows: Tribune Chapter 11 Reorganization and Confirmation Order Appeals — On December 8, 2008, Tribune and 110 of its direct and indirect wholly-owned subsidiaries (collectively, the “Debtors”) filed voluntary petitions for relief under chapter 11 (“Chapter 11”) of title 11 of the United States Code in the U.S. Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). On July 23, 2012, the Bankruptcy Court issued an order confirming the Fourth Amended Joint Plan of Reorganization for Tribune and its Subsidiaries (as such plan was subsequently modified by its proponents, the “Plan”). The Plan became effective and the Debtors emerged from Chapter 11 on December 31, 2012 (the “Effective Date”). The Bankruptcy Court has entered final decrees that have collectively closed all of the Debtors’ Chapter 11 cases except for Tribune’s Chapter 11 case, which continues to be administered under the caption In re Tribune Media Company, et al. , Case No. 08-13141. As of the Effective Date, approximately 7,400 proofs of claim had been filed against the Debtors. Amounts and payment terms for these claims, if applicable, were established in the Plan. The Plan requires Tribune to reserve cash in amounts sufficient to make certain additional payments that may become due and owing pursuant to the Plan subsequent to the Effective Date. As of June 30, 2022, restricted cash and cash equivalents held by Tribune to satisfy the remaining claim obligations were $ 15.6 million and are estimated to be sufficient to satisfy such obligations. As of June 30, 2022, all but 11 proofs of claim against the Debtors had been withdrawn, expunged, settled or otherwise satisfied. All of the remaining proofs of claim were filed by certain of Tribune’s former directors and officers and certain professionals formerly retained by Tribune, asserting indemnity and other related claims against Tribune for claims brought against them in lawsuits arising from the cancellation of all issued and outstanding shares of Tribune common stock as of December 20, 2007 and Tribune thereafter becoming wholly-owned by the Tribune Company employee stock ownership plan. Those lawsuits were consolidated in multidistrict litigation (“MDL”) before the U.S. District Court for the Southern District of New York in proceedings captioned In re Tribune Co. Fraudulent Conveyance Litigation. On March 29, 2022, the litigation trust that had pursued the MDL litigation filed a notice with the Bankruptcy Court stating that such litigation had been resolved with finality, and the litigation trust subsequently filed a notice with the Bankruptcy Court stating that it was terminating and dissolving as of April 30, 2022. Tribune is pursuing resolutions of the remaining proofs of claim in light of the conclusion of the MDL litigation. The ultimate amounts to be paid in resolutions of the remaining proofs of claim continue to be subject to uncertainty. If the aggregate allowed amount of the remaining claims exceeds the restricted cash and cash equivalents held for satisfying such claims, Tribune would be required to satisfy the allowed claims from its cash on hand from operations. Chicago Cubs Transactions— On August 21, 2009, Tribune and Chicago Entertainment Ventures, LLC (formerly Chicago Baseball Holdings, LLC) (“CEV LLC”), and its subsidiaries (collectively, “New Cubs LLC”), among other parties, entered into an agreement (the “Cubs Formation Agreement”) governing the contribution of certain assets and liabilities related to the businesses of the Chicago Cubs Major League Baseball franchise then owned by Tribune and its subsidiaries to New Cubs LLC. The transactions contemplated by the Cubs Formation Agreement and the related agreements thereto (the “Chicago Cubs Transactions”) closed on October 27, 2009. As a result of these transactions, Northside Entertainment Holdings LLC (f/k/a Ricketts Acquisition LLC) (“NEH”) owned 95 % and Tribune owned 5 % of the membership interests in CEV LLC. The fair market value of the contributed assets exceeded the tax basis and did not result in an immediate taxable gain as the transaction was structured to comply with the partnership provisions of the Internal Revenue Code (“IRC”) and related regulations. On June 28, 2016, the Internal Revenue Service (“IRS”) issued Tribune a Notice of Deficiency which presented the IRS’s position that the gain with respect to the Chicago Cubs Transactions should have been included in Tribune’s 2009 taxable income. Accordingly, the IRS proposed a $ 182.0 million tax and a $ 73.0 million gross valuation misstatement penalty. During the third quarter of 2016, Tribune filed a petition in the U.S. Tax Court (the “Tax Court”) to contest the IRS’s determination. After-tax interest on the aforementioned proposed tax and penalty through June 30, 2022 would be approximately $ 145.0 million. In addition, if the IRS prevails with its position, under the tax rules for determining tax basis upon emergence from bankruptcy, the Company would be required to reduce its tax basis in certain assets. The reduction in tax basis would be required to reflect the reduction in the amount of the Company’s guarantee of the New Cubs partnership debt which was included in the reported tax basis previously determined upon emergence from bankruptcy and subject to Tribune’s 2014 and 2015 Federal Income Tax Audits (described below). On September 19, 2019, Tribune became a wholly owned subsidiary of Nexstar following Nexstar’s merger with Tribune. Nexstar disagrees with the IRS’s position that the Chicago Cubs Transactions generated taxable gains in 2009, the proposed penalty and the IRS’s calculation of the taxable gains. If the IRS prevails in its position, the gain on the Chicago Cubs Transactions would be deemed to be taxable in 2009. Nexstar estimates that the federal and state income taxes would be approximately $ 225.0 million before interest and penalties. Any tax, interest and penalty due will be offset by tax payments made relating to this transaction subsequent to 2009. Tribune made approximately $ 154.0 million of tax payments prior to its merger with Nexstar. A bench trial in the U.S. Tax Court took place between October 28, 2019 and November 8, 2019, and closing arguments took place on December 11, 2019. The Tax Court issued a separate opinion on January 6, 2020 holding that the IRS satisfied the procedural requirements for the imposition of the gross valuation misstatement penalty. The judge deferred any litigation of the penalty until the tax issue was resolved by the Tax Court. On October 26, 2021, the Tax Court issued an opinion related to the Chicago Cubs Transactions, which held that Tribune’s structure was, in substantial part, in compliance with partnership provisions of the Code and, as a result, did not trigger the entire 2009 taxable gain proposed by the IRS. The Company is currently evaluating the potential for appeal to the Court of Appeals for the holdings within the opinion which are unfavorable to the Company. While the Tax Court has issued its opinion, it has not held further proceedings on the penalty issue and has not entered a final decision that starts the time in which either party may appeal the ruling to the Court of Appeals. As of June 30, 2022, Nexstar believes the tax impact of applying the Tax Court opinion is not material to the Company’s accounting for uncertain tax positions or to its Consolidated Financial Statements. Although management believes its estimates and judgments are reasonable, the timing and ultimate resolution are unpredictable and could materially change. Revenue Agent’s Report on Tribune’s 2014 to 2015 Federal Income Tax Audits— Prior to Nexstar’s merger with Tribune in September 2019, Tribune and a few of its subsidiaries were undergoing separate federal income tax audits for taxable years 2014 and 2015. In the third quarter of 2020, the IRS completed its audits of the acquired Tribune entities, and with the exception of Tribune, all other entity audits have been resolved and closed. For Tribune, the IRS issued a Revenue Agent’s Report which disallows the reporting of certain assets and liabilities related to Tribune’s emergence from Chapter 11 bankruptcy on December 31, 2012. Nexstar disagrees with the IRS’s proposed adjustments to the tax basis of certain assets and the related taxable income impact, and Nexstar is contesting the adjustments through the IRS administrative appeal procedures. If the IRS prevails with its position and after taking into account the impact of the Tax Court opinion, Nexstar would be required to reduce its tax basis in certain assets resulting in a $ 15.0 million increase in its federal and state taxes payable and a $ 71.0 million increase in deferred income tax liability as of June 30, 2022. In accordance with ASC Topic 740, the Company has appropriately reflected $ 11.0 million for certain contested issues in its liability for unrecognized tax positions at June 30, 2022 and December 31, 2021. |
Segment Data
Segment Data | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Data | Note 14: Segment Data The Company’s reportable broadcast segment includes (i) television stations and related community focused websites that Nexstar owns, operates, programs or provides sales and other services to in various markets across the United States, (ii) NewsNation, a live daily national news and general entertainment cable network, (iii) two owned and operated digital multicast networks and other multicast network services, and (iv) WGN-AM, a Chicago radio station. The other activities of the Company include (i) corporate functions, (ii) the management of certain real estate assets, including revenues from leasing certain owned office and production facilities, (iii) digital businesses and (iv) eliminations. The Company evaluates the performance of its operating segments based on net revenue and segment profit. Segment profit excludes depreciation and amortization, amortization of broadcast rights (but includes payments for broadcast rights), reimbursement from the FCC related to station repack, impairment charges, gain on disposal of assets and business divestitures and certain other items that are included in income from continuing operations determined in accordance with U.S. GAAP. Segment financial information is included in the following tables for the periods presented (in millions): Three Months Ended June 30, Six Months Ended June 30, Net revenue 2022 2021 2022 2021 Broadcast $ 1,215.9 $ 1,108.3 $ 2,399.8 $ 2,200.6 Other 29.2 23.3 55.4 44.9 Total net revenue $ 1,245.1 $ 1,131.6 $ 2,455.2 $ 2,245.5 Three Months Ended June 30, Six Months Ended June 30, Operating income (loss) 2022 2021 2022 2021 Broadcast segment profit $ 490.9 $ 408.6 $ 973.2 $ 823.0 Corporate (unallocated) and other ( 46.4 ) ( 37.1 ) ( 89.9 ) ( 75.5 ) Depreciation and amortization ( 116.9 ) ( 113.7 ) ( 233.6 ) ( 226.9 ) Payments for broadcast rights, net of amortization 5.3 15.0 10.9 29.7 Reimbursement from the FCC related to station repack 0.6 6.9 2.3 12.3 Miscellaneous, net ( 0.1 ) 8.6 ( 0.1 ) 10.6 Income from operations $ 333.4 $ 288.3 $ 662.8 $ 573.2 Assets June 30, 2022 December 31, 2021 Broadcast (1) $ 11,650.7 $ 12,038.8 Corporate (unallocated) and other 1,264.8 1,225.7 $ 12,915.5 $ 13,264.5 Goodwill June 30, 2022 December 31, 2021 Broadcast $ 2,872.6 $ 2,872.6 Other 179.0 179.0 $ 3,051.6 $ 3,051.6 (1) While the Company’s investment in TV Food Network ($ 1.042 billion at June 30, 2022 and $ 1.191 billion at December 31, 2021) has not been allocated to a Company reporting unit or operating segment, such asset has been included in the Company’s disclosure of Broadcast segment assets given the similar nature of the investment to that segment. For additional information on equity investments, see Note 4. The following tables present the disaggregation of the Company’s revenue for the periods presented (in millions): Three Months Ended June 30, 2022 Broadcast Other Consolidated Core advertising $ 413.0 $ - $ 413.0 Political advertising 86.7 - 86.7 Distribution 646.1 - 646.1 Digital 60.7 27.5 88.2 Other 9.4 1.7 11.1 Total net revenue $ 1,215.9 $ 29.2 $ 1,245.1 Six Months Ended June 30, 2022 Broadcast Other Consolidated Core advertising (local and national) $ 841.1 $ - $ 841.1 Political advertising 110.4 - 110.4 Distribution 1,313.9 0.1 1,314.0 Digital 115.2 51.7 166.9 Other 19.2 3.6 22.8 Total net revenue $ 2,399.8 $ 55.4 $ 2,455.2 Three Months Ended June 30, 2021 Broadcast Other Consolidated Core advertising $ 423.5 $ - $ 423.5 Political advertising 8.5 - 8.5 Distribution 617.0 - 617.0 Digital 51.5 21.9 73.4 Other 7.8 1.4 9.2 Total net revenue $ 1,108.3 $ 23.3 $ 1,131.6 Six Months Ended June 30, 2021 Broadcast Other Consolidated Core advertising (local and national) $ 835.2 $ - $ 835.2 Political advertising 13.9 - $ 13.9 Distribution 1,238.2 - $ 1,238.2 Digital 98.4 41.4 $ 139.8 Other 14.9 3.5 $ 18.4 Total net revenue $ 2,200.6 $ 44.9 $ 2,245.5 The Company primarily derives its revenues from television and digital advertising and from distribution of its stations’ signals and networks. During the three and six months ended June 30, 2022, revenues from these sources for two of the Company’s customers exceeded 10%. Each of these customers represents approximately 11 % and 13 % of the Company’s consolidated net revenues during the three and six months ended June 30, 2022. During the three and six months ended June 30, 2021, revenues from these sources for two of the Company’s customers exceeded 10%. Each of these customers represents approximately 12 % and 13 % of the Company’s consolidated net revenues during the three and six months ended June 30, 2021. Advertising revenue (core, political and digital) is positively affected by national and regional political campaigns and certain events such as the Olympic Games or the Super Bowl. Company stations’ advertising revenue is generally highest in the second and fourth quarters of each year, due in part to increases in consumer advertising in the spring and retail advertising in the period leading up to, and including, the holiday season. In addition, advertising revenue is generally higher during even-numbered years when congressional and presidential elections occur and advertising is aired during the Olympic Games. The Company receives compensation from MVPDs and OVDs in return for the consent to the retransmission of the signals of its television stations and the carriage of NewsNation. Distribution revenue is recognized at the point in time the broadcast signal is delivered to the distributors and is based on a price per subscriber. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 15: Subsequent Events On July 27, 2022 , Nexstar’s Board of Directors declared a quarterly cash dividend of $ 0.90 per share of its common stock. The dividend is payable on August 25, 2022 to stockholders of record on August 11, 2022 . On July 27, 2022, Nexstar’s Board of Directors approved a new share repurchase program authorizing the Company to repurchase up to $ 1.5 billion of its common stock. From July 1, 2022 to August 4, 2022, we repurchased 645,844 shares of our common stock for $ 110.2 million, funded by cash on hand. As of the date of filing this Quarterly Report on Form 10-Q, the total remaining available amount under the existing and new share repurchase authorization was $ 1.622 billion. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The Condensed Consolidated Financial Statements include the accounts of Nexstar and the accounts of VIEs for which we are the primary beneficiary (See “Variable Interest Entities” section below). Noncontrolling interests represent the VIE owners’ share of the equity in the consolidated VIEs and are presented as a component separate from Nexstar’s stockholders’ equity. All intercompany account balances and transactions have been eliminated in consolidation. Nexstar management evaluates each arrangement that may include variable interests and determines the need to consolidate an entity where it determines Nexstar is the primary beneficiary of a VIE in accordance with related authoritative literature and interpretive guidance. |
Liquidity | Liquidity The Company is leveraged, which makes it vulnerable to changes in general economic conditions. The Company’s ability to repay or refinance its debt will depend on, among other things, financial, business, market, competitive and other conditions, many of which are beyond the Company’s control. In 2022 and in 2021, the Company continued to recover from the ongoing effects of the COVID-19 pandemic since its adverse impact in 2020. During the three and six months ended June 30, 2022, the Company continued to be profitable and continued to generate positive cash flows from its operations. Its current year to date financial results were also higher than the prior year, primarily due to increases in political advertising revenue and distribution revenue. Nexstar’s market capitalization also continued to increase and exceed the carrying amount of its equity by a substantial amount. Overall, the ongoing COVID-19 pandemic did not have a material impact on the Company’s liquidity. The Company believes it has sufficient unrestricted cash on hand, positive working capital, and availability to access additional cash under its revolving credit facilities to meet its business operating requirements, its capital expenditures and to continue to service its debt for at least the next 12 months as of the filing date of this Quarterly Report on Form 10-Q. In June 2022, Nexstar and Mission Broadcasting, Inc. (“Mission”), an independently owned VIE consolidated by Nexstar, amended each of their senior secured credit facilities to refinance certain of Nexstar’s outstanding term loans and Nexstar’s and Mission’s revolving credit facilities with new facilities extending the maturity dates to June 2027 (see Note 7). The extent to which the COVID-19 pandemic impacts the Company’s business, results of operations, cash flows and financial condition will depend on future developments, which remain highly uncertain and cannot reasonably be predicted, including future surges in incidences of COVID-19 and the severity of any such resurgence, the rate and efficacy of vaccinations against COVID-19, the length of time that the COVID-19 pandemic continues, how fast economies will fully recover after the COVID-19 pandemic has passed, and the length of time needed to improve global disruptions and delays in the supply chain. As of June 30, 2022, the Company was in compliance with the financial covenants contained in the amended credit agreements governing its senior secured credit facilities. |
Interim Financial Statements | Interim Financial Statements The Condensed Consolidated Financial Statements as of June 30, 2022 and for the three and six months ended June 30, 2022 and 2021 are unaudited. However, in the opinion of management, such financial statements include all adjustments (consisting solely of normal recurring adjustments) necessary for the fair statement of the financial information included herein in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). The preparation of the Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the related disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the period. Results of operations for interim periods are not necessarily indicative of results for the full year. Estimates are used for, but are not limited to, allowance for doubtful accounts, valuation of assets acquired and liabilities assumed in business combinations, distribution revenue recognized, income taxes, the recoverability of goodwill, FCC licenses and long-lived assets, the recoverability of investments, the recoverability of broadcast rights and the useful lives of property and equipment and intangible assets. As of June 30, 2022, the Company is not aware of any specific event or circumstance that would require an update to its estimates or judgments or revision of the carrying value of its assets or liabilities. However, these estimates and judgments may change as new events occur and additional information is obtained, which may result in changes being recognized in the Company’s consolidated financial statements in future periods. While the Company considered the effects of COVID-19 in its estimates and assumptions, due to the current level of uncertainty over the economic and operational impacts of COVID-19 on its business, there may be other judgments and assumptions that were not currently considered. Such judgments and assumptions could result in a meaningful impact on the Company’s consolidated financial statements in future periods. Actual results could differ from those estimates and any such differences may have a material impact on the Company’s condensed consolidated financial statements. These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related Notes included in Nexstar’s Annual Report on Form 10-K for the year ended December 31, 2021. The balance sheet as of December 31, 2021 has been derived from the audited financial statements as of that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. |
Variable Interest Entities | Variable Interest Entities Nexstar may determine that an entity is a VIE as a result of local service agreements entered into with that entity. The term local service agreement generally refers to a contract between two separately owned television stations, whereby the owner-operator of one station contracts with the owner-operator of the other station to provide it with administrative, sales and other services required for the operation of its station. Nevertheless, the owner-operator of each station retains control of and responsibility for the operation of its station, including ultimate responsibility over all programming broadcast on its station. A local service agreement can be (i) a time brokerage agreement (“TBA”) or a local marketing agreement (“LMA”) which allows Nexstar to program most of a station’s broadcast time, sell the station’s advertising time and retain the advertising revenue generated in exchange for monthly payments, based on the station’s monthly operating expenses, (ii) a shared services agreement (“SSA”) which allows Nexstar to provide services to a station including news production, technical maintenance and security, in exchange for Nexstar’s right to receive certain payments as described in the SSA, or (iii) a joint sales agreement (“JSA”) which permits Nexstar to sell certain of a station’s advertising time and retain a percentage of the related revenue, as described in the JSA. Consolidated VIEs Nexstar consolidates entities in which it is deemed under U.S. GAAP to have controlling financial interests for financial reporting purposes as a result of (i) local service agreements Nexstar has with the stations owned by these entities, (ii) Nexstar’s guarantee of the obligations incurred under Mission Broadcasting, Inc.’s (“Mission”) senior secured credit facility (see Note 7), (iii) Nexstar having power over significant activities affecting these VIEs’ economic performance, including budgeting for advertising revenue, certain advertising sales and hiring and firing of sales force personnel and (iv) purchase options granted by each consolidated VIE which permit Nexstar to acquire the assets and assume the liabilities of these VIEs’ stations, subject to FCC consent. The following table summarizes the various local service agreements Nexstar had in effect as of June 30, 2022 with its consolidated VIEs: Owner Service Agreements Full Power Stations Mission TBA WFXP, KHMT and KFQX SSA & JSA KJTL, KLRT, KASN, KOLR, KCIT, KAMC, KRBC, KSAN, WUTR, WAWV, WYOU, KODE, WTVO, KTVE, WTVW, WVNY, WXXA, WLAJ, KMSS, KPEJ, KLJB, KASY, KWBQ and KRWB LMA WNAC and WPIX White Knight Broadcasting (“White Knight”) SSA & JSA WVLA and KFXK Vaughan Media, LLC (“Vaughan”) SSA & JSA WBDT, WYTV and KTKA LMA KNVA Nexstar’s ability to receive cash from the consolidated VIEs is governed by the local service agreements. Under these agreements, Nexstar has received substantially all of the consolidated VIEs’ available cash, after satisfaction of operating costs and debt obligations. Nexstar anticipates it will continue to receive substantially all of the consolidated VIEs’ available cash, after satisfaction of operating costs and debt obligations. In compliance with FCC regulations for all the parties, each VIE maintains complete responsibility for and control over programming, finances, personnel and operations of its stations. The carrying amounts and classification of the assets and liabilities, excluding intercompany amounts, of the VIEs which have been included in the Condensed Consolidated Balance Sheets were as follows (in millions): June 30, 2022 December 31, 2021 Current assets: Cash and cash equivalents $ 5.8 $ 9.2 Accounts receivable, net 29.2 21.1 Prepaid expenses and other current assets 7.3 10.3 Total current assets 42.3 40.6 Property and equipment, net 54.7 57.5 Goodwill 150.5 150.5 FCC licenses 200.4 200.4 Network affiliation agreements and other intangible assets, net 80.8 85.2 Other noncurrent assets, net 82.3 85.4 Total assets $ 611.0 $ 619.6 Current liabilities: Current portion of debt $ 3.0 $ 3.0 Other current liabilities 35.3 34.4 Total current liabilities 38.3 37.4 Debt 354.1 355.5 Deferred tax liabilities 39.0 41.8 Other noncurrent liabilities 89.3 92.6 Total liabilities $ 520.7 $ 527.3 The following are assets of consolidated VIEs, excluding intercompany amounts, that are not available to settle the obligations of Nexstar and the liabilities of consolidated VIEs, excluding intercompany amounts, for which their creditors do not have recourse to the general credit of Nexstar (in millions): June 30, 2022 December 31, 2021 Current assets $ 5.0 $ 5.1 Property and equipment, net 11.7 12.2 Goodwill 62.2 62.2 FCC licenses 200.4 200.4 Network affiliation agreements, net 26.9 28.5 Other noncurrent assets, net 1.0 1.3 Total assets $ 307.2 $ 309.7 Current liabilities $ 34.4 $ 33.7 Noncurrent liabilities 128.3 134.3 Total liabilities $ 162.7 $ 168.0 Non-Consolidated VIE Nexstar has an outsourcing agreement with Cunningham Broadcasting Corporation (“Cunningham”) which continues through December 31, 2023. Under the outsourcing agreement, Nexstar provides certain engineering, production, sales and administrative services for WYZZ, the FOX affiliate in the Peoria, Illinois market, through WMBD, the Nexstar television station in that market. During the term of the outsourcing agreement, Nexstar retains the broadcasting revenue and related expenses of WYZZ and is obligated to pay a monthly fee to Cunningham based on the combined operating cash flow of WMBD and WYZZ, as defined in the agreement. Nexstar has determined that it has a variable interest in WYZZ. Nexstar has evaluated its arrangement with Cunningham and has determined that it is not the primary beneficiary of the variable interest in this station because it does not have the ultimate power to direct the activities that most significantly impact the station’s economic performance, including developing the annual operating budget, programming and oversight and control of sales management personnel. Therefore, Nexstar has not consolidated WYZZ under authoritative guidance related to the consolidation of VIEs. Under the outsourcing agreement for WYZZ, Nexstar pays for certain operating expenses and therefore may have unlimited exposure to any potential operating losses. Nexstar’s management believes that Nexstar’s minimum exposure to loss under the WYZZ agreement consists of the fees paid to Cunningham. Additionally, Nexstar indemnifies the owners of Cunningham from and against all liability and claims arising out of or resulting from its activities, acts or omissions in connection with the agreement. The maximum potential amount of future payments Nexstar could be required to make for such indemnification is undeterminable at this time. There were no significant transactions arising from Nexstar’s outsourcing agreement with Cunningham. Cunningham does not guarantee Nexstar’s debt. |
Income Per Share | Income Per Share Basic income per share is computed by dividing the net income by the weighted-average number of common shares outstanding during the period. Diluted income per share is computed using the weighted-average number of common shares and potentially dilutive common shares outstanding during the period. Potentially dilutive common shares are calculated using the treasury stock method. They consist of stock options and restricted stock units outstanding during the period and reflect the potential dilution that could occur if common shares were issued upon exercise of stock options and vesting of restricted stock units. The following table shows the amounts used in computing Nexstar’s diluted shares (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Weighted average shares outstanding - basic 40.2 42.6 40.6 42.9 Dilutive effect of equity incentive plan instruments 0.7 1.8 0.9 2.0 Weighted average shares outstanding - diluted 40.9 44.4 41.5 44.9 During the three and six months ended June 30, 2022 and 2021, there were no stock options or restricted stock units that were anti-dilutive. |
Basis of Presentation | Basis of Presentation Certain prior year financial statement amounts have been reclassified to conform to the current year presentation. These reclassifications had no effect on net income or stockholders’ equity as previously reported. |
Assets Held for Sale, Net | Assets Held for Sale, Net On June 1, 2022, Nexstar completed the sale of a real estate asset located in Chicago for gross cash proceeds of $ 45.3 million. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements New Accounting Standards Adopted In July 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2021-05, “Leases (Topic 842): Lessors—Certain leases with variable payments” (“ASU 2021-05”). Under the ASU, a lessor would classify a lease with variable lease payments that do not depend on an index or rate as an operating lease at lease commencement if the lease would have been classified as a sales-type lease or direct financing lease under Accounting Standards Codification (“ASC”) 842 classification criteria and the lessor would have otherwise recognized a day one loss. The ASU is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted. The Company adopted ASU 2021-05 effective January 1, 2022 . The adoption did not have a material impact on the Company’s Condensed Consolidated Financial Statements. In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”). In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform (Topic 848): Scope” (“ASU 2021-01”). Together, these accounting updates provide optional expedients and exceptions for applying U.S. GAAP to contract modifications and hedging relationships that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. ASU 2020-04 provides, among other things, guidance that modifications of contracts within the scope of Topic 470, Debt, should be accounted for by prospectively adjusting the effective interest rate; modifications of contracts within the scope of Topic 842, Leases, should be accounted for as a continuation of the existing contract; and changes in the critical terms of hedging relationships caused by reference rate reform should not result in the de-designation of the instrument, provided certain criteria are met. ASU 2021-01 clarifies the scope and application of ASU 2020-04 and among other things, permits entities to elect certain optional expedients and exceptions when accounting for derivative contracts and certain hedging relationships affected by changes in the interest rates used for discounting cash flows. In June 2022, the Company applied the optional expedients provided by these accounting updates for contract modifications to the amendment of its senior credit facilities (see Note 7). The adoption of these accounting updates did not have a material impact on the Company’s Condensed Consolidated Financial Statements. New Accounting Standards Not Yet Adopted In October 2021, the FASB issued ASU No. 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”). The amendments in this ASU require that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. This ASU also provides certain practical expedients for acquirers when recognizing and measuring acquired contract assets and contract liabilities from revenue contracts in a business combination. The ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted. The Company will evaluate the potential impacts ASU 2021-08 may have on its Condensed Consolidated Financial Statements upon its adoption on effective date as it relates to future acquisitions. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Weighted Average Shares Outstanding | Basic income per share is computed by dividing the net income by the weighted-average number of common shares outstanding during the period. Diluted income per share is computed using the weighted-average number of common shares and potentially dilutive common shares outstanding during the period. Potentially dilutive common shares are calculated using the treasury stock method. They consist of stock options and restricted stock units outstanding during the period and reflect the potential dilution that could occur if common shares were issued upon exercise of stock options and vesting of restricted stock units. The following table shows the amounts used in computing Nexstar’s diluted shares (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Weighted average shares outstanding - basic 40.2 42.6 40.6 42.9 Dilutive effect of equity incentive plan instruments 0.7 1.8 0.9 2.0 Weighted average shares outstanding - diluted 40.9 44.4 41.5 44.9 |
Consolidated VIEs [Member] | |
Consolidated VIEs | The carrying amounts and classification of the assets and liabilities, excluding intercompany amounts, of the VIEs which have been included in the Condensed Consolidated Balance Sheets were as follows (in millions): June 30, 2022 December 31, 2021 Current assets: Cash and cash equivalents $ 5.8 $ 9.2 Accounts receivable, net 29.2 21.1 Prepaid expenses and other current assets 7.3 10.3 Total current assets 42.3 40.6 Property and equipment, net 54.7 57.5 Goodwill 150.5 150.5 FCC licenses 200.4 200.4 Network affiliation agreements and other intangible assets, net 80.8 85.2 Other noncurrent assets, net 82.3 85.4 Total assets $ 611.0 $ 619.6 Current liabilities: Current portion of debt $ 3.0 $ 3.0 Other current liabilities 35.3 34.4 Total current liabilities 38.3 37.4 Debt 354.1 355.5 Deferred tax liabilities 39.0 41.8 Other noncurrent liabilities 89.3 92.6 Total liabilities $ 520.7 $ 527.3 |
Non Guarantor VIEs [Member] | |
Consolidated VIEs | The following are assets of consolidated VIEs, excluding intercompany amounts, that are not available to settle the obligations of Nexstar and the liabilities of consolidated VIEs, excluding intercompany amounts, for which their creditors do not have recourse to the general credit of Nexstar (in millions): June 30, 2022 December 31, 2021 Current assets $ 5.0 $ 5.1 Property and equipment, net 11.7 12.2 Goodwill 62.2 62.2 FCC licenses 200.4 200.4 Network affiliation agreements, net 26.9 28.5 Other noncurrent assets, net 1.0 1.3 Total assets $ 307.2 $ 309.7 Current liabilities $ 34.4 $ 33.7 Noncurrent liabilities 128.3 134.3 Total liabilities $ 162.7 $ 168.0 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Subject to Amortization | Intangible assets subject to amortization consisted of the following (dollars in millions): Estimated June 30, 2022 December 31, 2021 useful life, Accumulated Accumulated in years Gross Amortization Net Gross Amortization Net Network affiliation agreements 15 $ 3,125.2 $ ( 1,159.4 ) $ 1,965.8 $ 3,125.2 $ ( 1,065.0 ) $ 2,060.2 Other definite-lived intangible assets 1 - 20 1,051.2 ( 448.9 ) 602.3 1,045.0 ( 388.1 ) 656.9 Other intangible assets $ 4,176.4 $ ( 1,608.3 ) $ 2,568.1 $ 4,170.2 $ ( 1,453.1 ) $ 2,717.1 |
Estimated Amortization Expense of Definite-Lived Intangible Assets | The following table presents the Company’s estimate of amortization expense for the remainder of 2022, each of the five succeeding years ended December 31 and thereafter for definite-lived intangible assets as of June 30, 2022 (in millions): Remainder of 2022 $ 149.6 2023 292.6 2024 291.2 2025 286.9 2026 262.4 2027 250.4 Thereafter 1,035.0 $ 2,568.1 |
Goodwill and FCC Licenses | The amounts recorded to goodwill and FCC licenses were as follows (in millions): Goodwill FCC Licenses Accumulated Accumulated Gross Impairment Net Gross Impairment Net Balances as of December 31, 2021 $ 3,141.4 $ ( 89.8 ) $ 3,051.6 $ 2,957.7 $ ( 47.4 ) $ 2,910.3 Balances as of June 30, 2022 $ 3,141.4 $ ( 89.8 ) $ 3,051.6 $ 2,957.7 $ ( 47.4 ) $ 2,910.3 |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Schedule of Equity Method Investments [Line Items] | |
Schedule of Investments and Book Value Balances | The Company’s investments and their book value balances consisted of the following (in millions): June 30, 2022 December 31, 2021 Equity method investments $ 1,059.8 $ 1,208.9 Other equity investments 3.9 9.9 Total investments $ 1,063.7 $ 1,218.8 |
Summary of Income (Loss) on Equity Investments, Net | During the three and six months ended June 30, 2022 and 2021, the income from equity method investments, net reported in the Company’s unaudited Condensed Consolidated Statements of Operations consisted of the following (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Income from equity method investments, net, before amortization of basis difference $ 53.4 $ 64.0 $ 108.6 $ 130.8 Amortization of basis difference ( 17.5 ) ( 36.9 ) ( 35.0 ) ( 73.9 ) Income from equity method investments, net $ 35.9 $ 27.1 $ 73.6 $ 56.9 |
TV Food Network [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Summary of Financial Information | Summarized financial information for TV Food Network is as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Net revenue $ 342.9 $ 337.1 $ 666.6 $ 669.8 Costs and expenses 171.3 132.1 317.7 251.6 Income from operations 171.6 205.1 349.0 418.1 Net income 172.6 207.7 351.1 423.2 Net income attributable to Nexstar Media Group, Inc. 54.0 65.0 109.9 132.4 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued expenses consisted of the following (in millions): June 30, 2022 December 31, 2021 Compensation and related taxes $ 101.6 $ 120.2 Interest payable 55.5 62.3 Network affiliation fees 49.2 45.9 Other 97.9 87.5 $ 304.2 $ 315.9 |
Retirement and Postretirement_2
Retirement and Postretirement Plans (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Retirement Benefits [Abstract] | |
Summary of Components of Net Periodic Benefit Cost (Credit) for Plans | The following tables provide the components of net periodic benefit cost (credit) for Nexstar’s pension and other postretirement benefit plans (“OPEB”) (in millions): Pension Benefit Plans OPEB Three Months Ended June 30, Three Months Ended June 30, 2022 2021 2022 2021 Service cost $ 0.3 $ 0.3 $ - $ - Interest cost 11.6 9.9 0.1 0.1 Expected return on plan assets ( 22.7 ) ( 28.0 ) - - Amortization of prior service costs - 0.3 - - Amortization of net loss 0.1 - 0.1 0.1 Net periodic benefit cost (credit) $ ( 10.7 ) $ ( 17.5 ) $ 0.2 $ 0.2 Pension Benefit Plans OPEB Six Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Service cost $ 0.6 $ 0.6 $ 0.1 $ - Interest cost 23.2 19.8 0.2 0.2 Expected return on plan assets ( 45.5 ) ( 56.0 ) - - Amortization of prior service costs 0.1 0.6 - - Amortization of net loss 0.1 - 0.2 0.2 Net periodic benefit cost (credit) $ ( 21.5 ) $ ( 35.0 ) $ 0.5 $ 0.4 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Long Term Debt | Long-term debt consisted of the following (dollars in millions): June 30, 2022 December 31, 2021 Nexstar Term Loan A, due October 26, 2023 $ - $ 485.4 Term Loan A, due September 19, 2024 - 604.4 Term Loan A, due June 21, 2027 2,425.0 - Term Loan B, due January 17, 2024 - 595.0 Term Loan B, due September 18, 2026 1,719.3 2,644.3 5.625 % Notes, due July 15, 2027 1,785.0 1,785.0 4.75 % Notes, due November 1, 2028 1,000.0 1,000.0 Mission Term Loan B, due June 3, 2028 297.8 299.3 Revolving loans, due June 21, 2027 61.5 - Revolving loans, due October 26, 2023 - 61.5 Total outstanding principal 7,288.6 7,474.9 Less: unamortized financing costs and discount - Nexstar Term Loan A due 2023 - ( 1.1 ) Less: unamortized financing costs and discount - Nexstar Term Loan A due 2024 - ( 5.1 ) Less: unamortized financing costs and discount - Nexstar Term Loan A due 2027 ( 9.3 ) - Less: unamortized financing costs and discount - Nexstar Term Loan B due 2024 - ( 5.6 ) Less: unamortized financing costs and discount - Nexstar Term Loan B due 2026 ( 40.4 ) ( 42.8 ) Add: unamortized premium, net of financing costs - Nexstar 5.625% Notes due 2027 4.8 5.2 Less: unamortized financing costs and discount - Nexstar 4.75% Notes due 2028 ( 7.6 ) ( 8.1 ) Less: unamortized financing costs and discount - Mission Term Loan B due 2028 ( 2.1 ) ( 2.3 ) Total outstanding debt 7,234.0 7,415.1 Less: current portion ( 124.3 ) ( 47.2 ) Long-term debt, net of current portion $ 7,109.7 $ 7,367.9 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Summary of Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to operating leases was as follows (in millions, except lease term and discount rate): Balance Sheet Classification June 30, 2022 December 31, 2021 Operating lease right-of-use assets, net Other noncurrent assets, net $ 283.8 $ 288.3 Current operating lease liabilities Operating lease liabilities $ 43.5 $ 42.8 Noncurrent operating lease liabilities Other noncurrent liabilities $ 237.2 $ 237.9 Weighted Average Remaining Lease Term of Operating leases 8.3 years 8 years Weighted Average Discount Rate of Operating leases 5.0 % 5.1 % |
Summary of Future Minimum Lease Payments Under Non-Cancellable Leases | Future minimum lease payments under non-cancellable leases as of June 30, 2022 were as follows (in millions): Operating Leases Remainder of 2022 $ 28.2 2023 54.8 2024 52.1 2025 39.9 2026 33.4 2027 23.5 Thereafter 122.9 Total future minimum lease payments 354.8 Less: imputed interest ( 74.1 ) Total $ 280.7 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Estimated Fair Values and Carrying Amounts of Financial Instruments Not Measured at Fair Value on a Recurring Basis | Estimated fair values and carrying amounts of the Company’s financial instruments that are not measured at fair value on a recurring basis were as follows (dollars in millions): June 30, 2022 December 31, 2021 Carrying Fair Carrying Fair Amount Value Amount Value Nexstar Term Loan A due 2023 (1) $ - $ - $ 484.3 $ 483.8 Term Loan A due 2024 (1) - - 599.3 602.0 Term Loan A due 2027 (1) 2,415.7 2,383.2 - - Term Loan B due 2024 (1) - - 589.4 593.5 Term Loan B due 2026 (1) 1,678.9 1,692.4 2,601.5 2,638.5 5.625 % Notes due 2027 (2) 1,789.8 1,628.8 1,790.2 1,880.4 4.75 % Notes due 2028 (2) 992.4 857.5 991.9 1,022.3 Mission Term Loan B due 2028 (1) 295.7 289.6 297.0 299.7 Revolving loans due 2027 (1) 61.5 57.9 - - Revolving loans due 2023 (1) - - 61.5 61.2 (1) The fair value of senior secured and revolving credit facilities is computed based on borrowing rates currently available to the Company for bank loans with similar terms and average maturities. These fair value measurements are considered Level 3, as significant inputs to the fair value calculation are unobservable in the market. In June 2022, Nexstar repaid in full its Term Loan A due 2023, Term Loan A due 2024 and Term Loan B due 2024 and partially repaid its Term Loan B due 2026 (see Note 7 ). (2) The fair value of the Company’s fixed rate debt is estimated based on bid prices obtained from an investment banking firm that regularly makes a market for these financial instruments. These fair value measurements are considered Level 2, as quoted market prices are available for low volume trading of these securities. |
Segment Data (Tables)
Segment Data (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Financial Information | Segment financial information is included in the following tables for the periods presented (in millions): Three Months Ended June 30, Six Months Ended June 30, Net revenue 2022 2021 2022 2021 Broadcast $ 1,215.9 $ 1,108.3 $ 2,399.8 $ 2,200.6 Other 29.2 23.3 55.4 44.9 Total net revenue $ 1,245.1 $ 1,131.6 $ 2,455.2 $ 2,245.5 Three Months Ended June 30, Six Months Ended June 30, Operating income (loss) 2022 2021 2022 2021 Broadcast segment profit $ 490.9 $ 408.6 $ 973.2 $ 823.0 Corporate (unallocated) and other ( 46.4 ) ( 37.1 ) ( 89.9 ) ( 75.5 ) Depreciation and amortization ( 116.9 ) ( 113.7 ) ( 233.6 ) ( 226.9 ) Payments for broadcast rights, net of amortization 5.3 15.0 10.9 29.7 Reimbursement from the FCC related to station repack 0.6 6.9 2.3 12.3 Miscellaneous, net ( 0.1 ) 8.6 ( 0.1 ) 10.6 Income from operations $ 333.4 $ 288.3 $ 662.8 $ 573.2 Assets June 30, 2022 December 31, 2021 Broadcast (1) $ 11,650.7 $ 12,038.8 Corporate (unallocated) and other 1,264.8 1,225.7 $ 12,915.5 $ 13,264.5 Goodwill June 30, 2022 December 31, 2021 Broadcast $ 2,872.6 $ 2,872.6 Other 179.0 179.0 $ 3,051.6 $ 3,051.6 |
Summary of Disaggregation of Revenue | The following tables present the disaggregation of the Company’s revenue for the periods presented (in millions): Three Months Ended June 30, 2022 Broadcast Other Consolidated Core advertising $ 413.0 $ - $ 413.0 Political advertising 86.7 - 86.7 Distribution 646.1 - 646.1 Digital 60.7 27.5 88.2 Other 9.4 1.7 11.1 Total net revenue $ 1,215.9 $ 29.2 $ 1,245.1 Six Months Ended June 30, 2022 Broadcast Other Consolidated Core advertising (local and national) $ 841.1 $ - $ 841.1 Political advertising 110.4 - 110.4 Distribution 1,313.9 0.1 1,314.0 Digital 115.2 51.7 166.9 Other 19.2 3.6 22.8 Total net revenue $ 2,399.8 $ 55.4 $ 2,455.2 Three Months Ended June 30, 2021 Broadcast Other Consolidated Core advertising $ 423.5 $ - $ 423.5 Political advertising 8.5 - 8.5 Distribution 617.0 - 617.0 Digital 51.5 21.9 73.4 Other 7.8 1.4 9.2 Total net revenue $ 1,108.3 $ 23.3 $ 1,131.6 Six Months Ended June 30, 2021 Broadcast Other Consolidated Core advertising (local and national) $ 835.2 $ - $ 835.2 Political advertising 13.9 - $ 13.9 Distribution 1,238.2 - $ 1,238.2 Digital 98.4 41.4 $ 139.8 Other 14.9 3.5 $ 18.4 Total net revenue $ 2,200.6 $ 44.9 $ 2,245.5 |
Organization and Business Ope_2
Organization and Business Operations (Details) | Jun. 30, 2022 TelevisionStation Website RadioStation Application Market State NetworkService |
Organization And Business Operations [Line Items] | |
Number of full power television stations owned, operated, programmed or provided sales and other services | 199 |
Number of markets in which the Company's stations broadcast | Market | 116 |
Number of local websites | Website | 120 |
Number of mobile applications | Application | 239 |
Number of states in which the Company's stations broadcast | State | 39 |
Number of AM radio station | RadioStation | 1 |
Percentage of US television household reach | 39% |
Number of television stations owned by consolidated VIEs | 35 |
Number of television station owned by an unconsolidated VIE | 1 |
Number of multicast network services owned and operated | NetworkService | 2 |
TV Food Network [Member] | |
Organization And Business Operations [Line Items] | |
Ownership stake | 31.30% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Consolidated VIEs (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 | |
Current assets: | |||
Cash and cash equivalents | $ 276.4 | $ 190.9 | |
Accounts receivable, net | 951.2 | 1,021 | |
Prepaid expenses and other current assets | 211.8 | 185.2 | |
Total current assets | 1,455 | 1,412.7 | |
Property and equipment, net | 1,492.5 | 1,512.5 | |
Goodwill | 3,051.6 | 3,051.6 | |
FCC licenses | 2,910.3 | 2,910.3 | |
Finite lived intangible assets, net | 2,568.1 | 2,717.1 | |
Other noncurrent assets, net | 374.3 | 396.2 | |
Total assets | [1] | 12,915.5 | 13,264.5 |
Current liabilities: | |||
Current portion of debt | 124.3 | 47.2 | |
Interest payable | 55.5 | 62.3 | |
Other current liabilities | 38.6 | 56.3 | |
Total current liabilities | 745.6 | 787.3 | |
Debt | 7,109.7 | 7,367.9 | |
Deferred tax liabilities | 1,714.8 | 1,728.5 | |
Other noncurrent liabilities | 476.3 | 523.3 | |
Total liabilities | [1] | 10,046.4 | 10,407 |
Network affiliation agreements [Member] | |||
Current assets: | |||
Finite lived intangible assets, net | 1,965.8 | 2,060.2 | |
Consolidated VIEs [Member] | |||
Current assets: | |||
Cash and cash equivalents | 5.8 | 9.2 | |
Accounts receivable, net | 29.2 | 21.1 | |
Prepaid expenses and other current assets | 7.3 | 10.3 | |
Total current assets | 42.3 | 40.6 | |
Property and equipment, net | 54.7 | 57.5 | |
Goodwill | 150.5 | 150.5 | |
FCC licenses | 200.4 | 200.4 | |
Other noncurrent assets, net | 82.3 | 85.4 | |
Total assets | 611 | 619.6 | |
Current liabilities: | |||
Current portion of debt | 3 | 3 | |
Other current liabilities | 35.3 | 34.4 | |
Total current liabilities | 38.3 | 37.4 | |
Debt | 354.1 | 355.5 | |
Deferred tax liabilities | 39 | 41.8 | |
Other noncurrent liabilities | 89.3 | 92.6 | |
Total liabilities | 520.7 | 527.3 | |
Consolidated VIEs [Member] | Network Affiliation Agreements and Other Intangible Assets, Net [Member] | |||
Current assets: | |||
Finite lived intangible assets, net | 80.8 | 85.2 | |
Non Guarantor VIEs [Member] | |||
Current assets: | |||
Total current assets | 5 | 5.1 | |
Property and equipment, net | 11.7 | 12.2 | |
Goodwill | 62.2 | 62.2 | |
FCC licenses | 200.4 | 200.4 | |
Other noncurrent assets, net | 1 | 1.3 | |
Total assets | 307.2 | 309.7 | |
Current liabilities: | |||
Total current liabilities | 34.4 | 33.7 | |
Noncurrent liabilities | 128.3 | 134.3 | |
Total liabilities | 162.7 | 168 | |
Non Guarantor VIEs [Member] | Network affiliation agreements [Member] | |||
Current assets: | |||
Finite lived intangible assets, net | $ 26.9 | $ 28.5 | |
[1] The condensed consolidated total assets as of June 30, 2022 and December 31, 2021 include certain assets held by consolidated VIEs of $ 307.2 million and $ 309.7 million, respectively, which are not available to be used to settle the obligations of Nexstar. The condensed consolidated total liabilities as of June 30, 2022 and December 31, 2021 include certain liabilities of consolidated VIEs of $ 162.7 million and $ 168.0 million, respectively, for which the creditors of the VIEs have no recourse to the general credit of Nexstar. See Note 2 for additional information. |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Weighted Average Shares Outstanding (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Earnings Per Share Basic And Diluted Other Disclosure [Abstract] | ||||
Weighted average shares outstanding - basic | 40.2 | 42.6 | 40.6 | 42.9 |
Dilutive effect of equity incentive plan instruments | 0.7 | 1.8 | 0.9 | 2 |
Weighted average shares outstanding - diluted | 40.9 | 44.4 | 41.5 | 44.9 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 01, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Significant Accounting Policies [Line Items] | |||||
Stock options and restricted stock units with potentially dilutive effect (in shares) | 0 | 0 | 0 | 0 | |
Gross cash proceeds from sale of a real estate | $ 45 | $ 14.2 | |||
Chicago [Member] | |||||
Significant Accounting Policies [Line Items] | |||||
Gross cash proceeds from sale of a real estate | $ 45.3 | ||||
ASU 2021-05 [Member] | |||||
Significant Accounting Policies [Line Items] | |||||
Change in accounting principle, accounting standards update, adopted [true false] | true | true | |||
Change in accounting principle, accounting standards update, adoption date | Jan. 01, 2022 | Jan. 01, 2022 | |||
Change in accounting principle, accounting standards update, immaterial effect [true false] | true | true |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill - Intangible Assets Subject to Amortization (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 4,176.4 | $ 4,170.2 |
Accumulated Amortization | (1,608.3) | (1,453.1) |
Net | $ 2,568.1 | $ 2,717.1 |
Network affiliation agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life, in years | 15 years | 15 years |
Gross | $ 3,125.2 | $ 3,125.2 |
Accumulated Amortization | (1,159.4) | (1,065) |
Net | 1,965.8 | 2,060.2 |
Other definite-lived intangible assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 1,051.2 | 1,045 |
Accumulated Amortization | (448.9) | (388.1) |
Net | $ 602.3 | $ 656.9 |
Other definite-lived intangible assets [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life, in years | 1 year | 1 year |
Other definite-lived intangible assets [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life, in years | 20 years | 20 years |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Estimated Amortization Expense of Definite-Lived Intangibles Assets (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||
Remainder of 2022 | $ 149.6 | |
2023 | 292.6 | |
2024 | 291.2 | |
2025 | 286.9 | |
2026 | 262.4 | |
2027 | 250.4 | |
Thereafter | 1,035 | |
Net | $ 2,568.1 | $ 2,717.1 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Goodwill and FCC Licenses (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Goodwill [Roll Forward] | ||
Goodwill, Gross | $ 3,141.4 | $ 3,141.4 |
Goodwill, Accumulated Impairment | (89.8) | (89.8) |
Goodwill, Net | 3,051.6 | 3,051.6 |
FCC Licenses [Abstract] | ||
FCC Licenses, Gross | 2,957.7 | 2,957.7 |
FCC Licenses, Accumulated Impairment | (47.4) | (47.4) |
FCC Licenses, Net | $ 2,910.3 | $ 2,910.3 |
Investments - Schedule of Inves
Investments - Schedule of Investments and Book Value Balances (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Investments, Debt and Equity Securities [Abstract] | ||
Equity method investments | $ 1,059.8 | $ 1,208.9 |
Other equity investments | 3.9 | 9.9 |
Total investments | $ 1,063.7 | $ 1,218.8 |
Investments - Summary of Income
Investments - Summary of Income (Loss) on Equity Investments, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Investments, Debt and Equity Securities [Abstract] | ||||
Income from equity method investments, net, before amortization of basis difference | $ 53.4 | $ 64 | $ 108.6 | $ 130.8 |
Amortization of basis difference | (17.5) | (36.9) | (35) | (73.9) |
Income from equity method investments, net | $ 35.9 | $ 27.1 | $ 73.6 | $ 56.9 |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Schedule Of Equity Method Investments [Line Items] | |||||
Equity method investments, book value | $ 1,059.8 | $ 1,059.8 | $ 1,208.9 | ||
Basis difference related to equity method investment | 501.3 | 501.3 | 536.1 | ||
Cash distributions received | 224.1 | $ 207.4 | |||
Income from equity method investments, net, before amortization of basis difference | 53.4 | $ 64 | 108.6 | 130.8 | |
Amortization of basis difference (expense) | $ 17.5 | $ 36.9 | $ 35 | $ 73.9 | |
Tribune [Member] | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Weighted average remaining useful life of assets subjects to amortization of basis difference | 3 years 9 months 18 days | ||||
TV Food Network [Member] | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Ownership stake | 31.30% | 31.30% | |||
Ownership interest in affiliate of partnership | 68.70% | 68.70% | |||
Equity method investments, book value | $ 1,042 | $ 1,042 | $ 1,191 | ||
Cash distributions received | 31 | 223.8 | |||
Income from equity method investments, net, before amortization of basis difference | 54 | 110 | |||
Amortization of basis difference (expense) | $ 17.4 | $ 34.8 |
Investments - Summary of Financ
Investments - Summary of Financial Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Schedule Of Equity Method Investments [Line Items] | ||||
Net revenue | $ 1,245.1 | $ 1,131.6 | $ 2,455.2 | $ 2,245.5 |
Costs and expenses | 911.7 | 843.3 | 1,792.4 | 1,672.3 |
Income from operations | 333.4 | 288.3 | 662.8 | 573.2 |
Net income | 226.5 | 199.8 | 477.9 | 399 |
Net income attributable to Nexstar Media Group, Inc. | 227.5 | 200.1 | 479.1 | 401 |
TV Food Network [Member] | Equity Method Investment, Nonconsolidated Investee or Group of Investees [Member] | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Net revenue | 342.9 | 337.1 | 666.6 | 669.8 |
Costs and expenses | 171.3 | 132.1 | 317.7 | 251.6 |
Income from operations | 171.6 | 205.1 | 349 | 418.1 |
Net income | 172.6 | 207.7 | 351.1 | 423.2 |
Net income attributable to Nexstar Media Group, Inc. | $ 54 | $ 65 | $ 109.9 | $ 132.4 |
Accrued Expenses - Accrued Expe
Accrued Expenses - Accrued Expenses (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Compensation and related taxes | $ 101.6 | $ 120.2 |
Interest payable | 55.5 | 62.3 |
Network affiliation fees | 49.2 | 45.9 |
Other | 97.9 | 87.5 |
Accrued expenses | $ 304.2 | $ 315.9 |
Retirement and Postretirement_3
Retirement and Postretirement Plans - Additional Information (Details) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan not frozen percent of pension benefit obligation | 2% | 2% |
Qualified Pension Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Contributions by employer | $ 0 | $ 0 |
Retirement and Postretirement_4
Retirement and Postretirement Plans - Summary of Components of Net Periodic Benefit Cost (Credit) for Plans (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Pension Benefit Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 0.3 | $ 0.3 | $ 0.6 | $ 0.6 |
Interest cost | 11.6 | 9.9 | 23.2 | 19.8 |
Expected return on plan assets | (22.7) | (28) | (45.5) | (56) |
Amortization of prior service costs | 0.3 | 0.1 | 0.6 | |
Amortization of net loss | 0.1 | 0.1 | ||
Net periodic benefit cost (credit) | (10.7) | (17.5) | (21.5) | (35) |
OPEB [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 0.1 | |||
Interest cost | 0.1 | 0.1 | 0.2 | 0.2 |
Expected return on plan assets | ||||
Amortization of net loss | 0.1 | 0.1 | 0.2 | 0.2 |
Net periodic benefit cost (credit) | $ 0.2 | $ 0.2 | $ 0.5 | $ 0.4 |
Debt - Long Term Debt (Details)
Debt - Long Term Debt (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Long term Debt [Abstract] | ||
Total outstanding principal | $ 7,288.6 | $ 7,474.9 |
Total outstanding debt | 7,234 | 7,415.1 |
Less: current portion | (124.3) | (47.2) |
Long-term debt, net of current portion | 7,109.7 | 7,367.9 |
Nexstar [Member] | Secured Debt [Member] | Term Loan A, due October 26, 2023 [Member] | ||
Long term Debt [Abstract] | ||
Total outstanding principal | 485.4 | |
Unamortized financing costs and (discount) premium | (1.1) | |
Nexstar [Member] | Secured Debt [Member] | Term Loan A, due September 19, 2024 [Member] | ||
Long term Debt [Abstract] | ||
Total outstanding principal | 604.4 | |
Unamortized financing costs and (discount) premium | (5.1) | |
Nexstar [Member] | Secured Debt [Member] | Term Loan A, due June 21, 2027 [Member] | ||
Long term Debt [Abstract] | ||
Total outstanding principal | 2,425 | |
Unamortized financing costs and (discount) premium | (9.3) | |
Nexstar [Member] | Secured Debt [Member] | Term Loan B, due January 17, 2024 [Member] | ||
Long term Debt [Abstract] | ||
Total outstanding principal | 595 | |
Unamortized financing costs and (discount) premium | (5.6) | |
Nexstar [Member] | Secured Debt [Member] | Term Loan B, due September 18, 2026 [Member] | ||
Long term Debt [Abstract] | ||
Total outstanding principal | 1,719.3 | 2,644.3 |
Unamortized financing costs and (discount) premium | (40.4) | (42.8) |
Nexstar [Member] | Senior Subordinated Notes [Member] | 5.625% Notes, due July 15, 2027 [Member] | ||
Long term Debt [Abstract] | ||
Total outstanding principal | 1,785 | 1,785 |
Unamortized financing costs and (discount) premium | 4.8 | 5.2 |
Nexstar [Member] | Senior Subordinated Notes [Member] | 4.75% Notes, due November 1, 2028 [Member] | ||
Long term Debt [Abstract] | ||
Total outstanding principal | 1,000 | 1,000 |
Unamortized financing costs and (discount) premium | (7.6) | (8.1) |
Mission [Member] | ||
Long term Debt [Abstract] | ||
Less: current portion | (3) | (3) |
Long-term debt, net of current portion | 354.1 | 355.5 |
Mission [Member] | Secured Debt [Member] | Term Loan B, due June 3, 2028 [Member] | ||
Long term Debt [Abstract] | ||
Total outstanding principal | 297.8 | 299.3 |
Unamortized financing costs and (discount) premium | (2.1) | (2.3) |
Mission [Member] | Secured Debt [Member] | Revolving loans, due June 21, 2027 [Member] | ||
Long term Debt [Abstract] | ||
Total outstanding principal | $ 61.5 | |
Mission [Member] | Secured Debt [Member] | Revolving loans, due October 26, 2023 | ||
Long term Debt [Abstract] | ||
Total outstanding principal | $ 61.5 |
Debt - Long Term Debt (Parenthe
Debt - Long Term Debt (Parenthetical) (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Nexstar [Member] | Secured Debt [Member] | Term Loan A, due October 26, 2023 [Member] | ||
Long term Debt [Abstract] | ||
Due date | Oct. 26, 2023 | Oct. 26, 2023 |
Nexstar [Member] | Secured Debt [Member] | Term Loan A, due September 19, 2024 [Member] | ||
Long term Debt [Abstract] | ||
Due date | Sep. 19, 2024 | Sep. 19, 2024 |
Nexstar [Member] | Secured Debt [Member] | Term Loan A, due June 21, 2027 [Member] | ||
Long term Debt [Abstract] | ||
Interest rate | 3.19% | |
Due date | Jun. 21, 2027 | Jun. 21, 2027 |
Nexstar [Member] | Secured Debt [Member] | Term Loan B, due January 17, 2024 [Member] | ||
Long term Debt [Abstract] | ||
Due date | Jan. 17, 2024 | Jan. 17, 2024 |
Nexstar [Member] | Secured Debt [Member] | Term Loan B, due September 18, 2026 [Member] | ||
Long term Debt [Abstract] | ||
Interest rate | 4.29% | |
Due date | Sep. 18, 2026 | Sep. 18, 2026 |
Nexstar [Member] | Senior Subordinated Notes [Member] | 5.625% Notes, due July 15, 2027 [Member] | ||
Long term Debt [Abstract] | ||
Interest rate | 5.625% | 5.625% |
Due date | Jul. 15, 2027 | Jul. 15, 2027 |
Nexstar [Member] | Senior Subordinated Notes [Member] | 4.75% Notes, due November 1, 2028 [Member] | ||
Long term Debt [Abstract] | ||
Interest rate | 4.75% | 4.75% |
Due date | Nov. 01, 2028 | Nov. 01, 2028 |
Mission [Member] | Secured Debt [Member] | Term Loan B, due June 3, 2028 [Member] | ||
Long term Debt [Abstract] | ||
Interest rate | 4.29% | |
Due date | Jun. 03, 2028 | Jun. 03, 2028 |
Mission [Member] | Secured Debt [Member] | Revolving loans, due June 21, 2027 [Member] | ||
Long term Debt [Abstract] | ||
Interest rate | 3.19% | |
Due date | Jun. 21, 2027 | |
Mission [Member] | Secured Debt [Member] | Revolving loans, due October 26, 2023 | ||
Long term Debt [Abstract] | ||
Due date | Oct. 26, 2023 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jun. 21, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | ||||
Proceeds from credit facility | $ 2,480.4 | $ 298.5 | ||
New Facilities [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument maturity term | 5 years | |||
Secured Overnight Financing Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Margin added to interest rate | 0.10% | |||
Secured Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Maximum consolidated first lien net leverage ratio | 425% | |||
Secured Debt [Member] | Minimum [Member] | New Facilities [Member] | ||||
Debt Instrument [Line Items] | ||||
Margin added to interest rate | 1.25% | |||
Secured Debt [Member] | Maximum [Member] | New Facilities [Member] | ||||
Debt Instrument [Line Items] | ||||
Margin added to interest rate | 2% | |||
Secured Debt [Member] | Term Loans [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayment of scheduled maturity of debt | $ 22 | |||
Mission [Member] | Secured Debt [Member] | Revolving Loan due 2023 [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayment of principal balance under term loan | $ 61.5 | |||
Mission [Member] | Secured Debt [Member] | Revolving loans, due June 21, 2027 [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | 75 | |||
Available borrowing capacity | $ 13.5 | |||
Interest rate | 3.19% | |||
Applicable margin | 1.50% | |||
Debt instruments maturity year | 2027 | |||
Maturity date | Jun. 21, 2027 | |||
Mission [Member] | Secured Debt [Member] | Term Loan B, due June 3, 2028 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 4.29% | |||
Applicable margin | 2.50% | |||
Debt instruments maturity year | 2028 | |||
Maturity date | Jun. 03, 2028 | Jun. 03, 2028 | ||
Mission [Member] | Revolving loans [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from credit facility | 61.5 | |||
Nexstar [Member] | Secured Debt [Member] | Term Loan A, due June 21, 2027 [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from credit facility | 2,425 | |||
Debt instrument principal amortization percentage | 5% | |||
Interest rate | 3.19% | |||
Applicable margin | 1.50% | |||
Debt instruments maturity year | 2027 | |||
Maturity date | Jun. 21, 2027 | Jun. 21, 2027 | ||
Nexstar [Member] | Secured Debt [Member] | Term Loan A, due October 26, 2023 [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayment of principal balance under term loan | 485.4 | |||
Maturity date | Oct. 26, 2023 | Oct. 26, 2023 | ||
Nexstar [Member] | Secured Debt [Member] | Term Loan A, due September 19, 2024 [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayment of principal balance under term loan | 583.9 | |||
Maturity date | Sep. 19, 2024 | Sep. 19, 2024 | ||
Nexstar [Member] | Secured Debt [Member] | Term Loan B, due January 17, 2024 [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayment of principal balance under term loan | 445 | |||
Maturity date | Jan. 17, 2024 | Jan. 17, 2024 | ||
Nexstar [Member] | Secured Debt [Member] | Term Loan B, due September 18, 2026 [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayment of principal balance under term loan | 900 | |||
Interest rate | 4.29% | |||
Applicable margin | 2.50% | |||
Debt instruments maturity year | 2026 | |||
Maturity date | Sep. 18, 2026 | Sep. 18, 2026 | ||
Nexstar [Member] | Secured Debt [Member] | Term Loan B [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayment of principal balance under term loan | $ 175 | |||
Nexstar [Member] | Secured Debt [Member] | Revolving loans, due June 21, 2027 [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | $ 550 | |||
Available borrowing capacity | 529.8 | |||
Credit facility outstanding amount | $ 20.2 | |||
Nexstar [Member] | Senior Subordinated Notes [Member] | 5.625 % Notes due 2027 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 5.625% |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Lessee Lease Description [Line Items] | ||||
Operating lease expense | $ 14.9 | $ 14 | $ 29.8 | $ 27.7 |
Operating cash flows from operating leases | 28.8 | 24.8 | ||
Direct Operating Expenses [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Operating lease expense | 6.9 | 6.7 | 13.8 | 13.2 |
Selling General and Administrative Expenses [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Operating lease expense | $ 8 | $ 7.3 | $ 16 | $ 14.5 |
Minimum [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Leases remaining lease term | 1 month | |||
Leases option to extended lease term | 6 months | |||
Maximum [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Leases remaining lease term | 92 years | |||
Leases option to extended lease term | 99 years | |||
Leases option to terminate term | 1 year |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Operating leases | ||
Operating lease right-of-use assets, net | $ 283.8 | $ 288.3 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other noncurrent assets, net | Other noncurrent assets, net |
Current operating lease liabilities | $ 43.5 | $ 42.8 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Current operating lease liabilities | Current operating lease liabilities |
Noncurrent operating lease liabilities | $ 237.2 | $ 237.9 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other noncurrent liabilities | Other noncurrent liabilities |
Weighted Average Remaining Lease Term of Operating leases | 8 years 3 months 18 days | 8 years |
Weighted Average Discount Rate of Operating leases | 5% | 5.10% |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Lease Payments Under Non-Cancellable Leases (Details) $ in Millions | Jun. 30, 2022 USD ($) |
Operating Leases | |
Remainder of 2022 | $ 28.2 |
2023 | 54.8 |
2024 | 52.1 |
2025 | 39.9 |
2026 | 33.4 |
2027 | 23.5 |
Thereafter | 122.9 |
Total future minimum lease payments | 354.8 |
Less: imputed interest | (74.1) |
Total | $ 280.7 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Estimated Fair Values and Carrying Amounts of Financial Instruments Not Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Nonrecurring [Member] - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 | |
Notes Payable to Banks [Member] | Term Loan A due 2023 [Member] | Level 3 [Member] | Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | $ 484.3 | |
Notes Payable to Banks [Member] | Term Loan A due 2023 [Member] | Level 3 [Member] | Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 483.8 | |
Notes Payable to Banks [Member] | Term Loan A due 2024 [Member] | Level 3 [Member] | Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 599.3 | |
Notes Payable to Banks [Member] | Term Loan A due 2024 [Member] | Level 3 [Member] | Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 602 | |
Notes Payable to Banks [Member] | Term Loan A due 2027 [Member] | Level 3 [Member] | Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | $ 2,415.7 | |
Notes Payable to Banks [Member] | Term Loan A due 2027 [Member] | Level 3 [Member] | Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 2,383.2 | |
Notes Payable to Banks [Member] | Term Loan B due 2024 [Member] | Level 3 [Member] | Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 589.4 | |
Notes Payable to Banks [Member] | Term Loan B due 2024 [Member] | Level 3 [Member] | Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 593.5 | |
Notes Payable to Banks [Member] | Term Loan B due 2026 [Member] | Level 3 [Member] | Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 1,678.9 | 2,601.5 |
Notes Payable to Banks [Member] | Term Loan B due 2026 [Member] | Level 3 [Member] | Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 1,692.4 | 2,638.5 |
Notes Payable to Banks [Member] | Term Loan B due 2028 [Member] | Level 3 [Member] | Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 295.7 | 297 |
Notes Payable to Banks [Member] | Term Loan B due 2028 [Member] | Level 3 [Member] | Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 289.6 | 299.7 |
Senior Subordinated Notes [Member] | 5.625 % Notes due 2027 [Member] | Level 2 [Member] | Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [2] | 1,789.8 | 1,790.2 |
Senior Subordinated Notes [Member] | 5.625 % Notes due 2027 [Member] | Level 2 [Member] | Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [2] | 1,628.8 | 1,880.4 |
Senior Subordinated Notes [Member] | 4.75% Notes due 2028 [Member] | Level 2 [Member] | Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [2] | 992.4 | 991.9 |
Senior Subordinated Notes [Member] | 4.75% Notes due 2028 [Member] | Level 2 [Member] | Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [2] | 857.5 | 1,022.3 |
Revolving Loans due 2027 [Member] | Level 3 [Member] | Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 61.5 | |
Revolving Loans due 2027 [Member] | Level 3 [Member] | Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | $ 57.9 | |
Revolving loans [Member] | Level 3 [Member] | Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | 61.5 | |
Revolving loans [Member] | Level 3 [Member] | Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying Amount and Fair Value of Financial Instrument | [1] | $ 61.2 | |
[1] The fair value of senior secured and revolving credit facilities is computed based on borrowing rates currently available to the Company for bank loans with similar terms and average maturities. These fair value measurements are considered Level 3, as significant inputs to the fair value calculation are unobservable in the market. In June 2022, Nexstar repaid in full its Term Loan A due 2023, Term Loan A due 2024 and Term Loan B due 2024 and partially repaid its Term Loan B due 2026 (see Note 7 ). The fair value of the Company’s fixed rate debt is estimated based on bid prices obtained from an investment banking firm that regularly makes a market for these financial instruments. These fair value measurements are considered Level 2, as quoted market prices are available for low volume trading of these securities. |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Estimated Fair Values and Carrying Amounts of Financial Instruments Not Measured at Fair Value on a Recurring Basis (Parenthetical) (Details) - Fair Value, Nonrecurring [Member] - Senior Subordinated Notes [Member] | Jun. 30, 2022 | Dec. 31, 2021 |
5.625 % Notes due 2027 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Interest rate | 5.625% | 5.625% |
4.75% Notes due 2028 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Interest rate | 4.75% | 4.75% |
Common Stock - Additional Infor
Common Stock - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||||||||
Jan. 27, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 13, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Jan. 27, 2021 | Dec. 31, 2020 | |
Class Of Stock [Line Items] | |||||||||||
Purchase of treasury stock | $ 248 | $ 137.9 | $ 406.1 | $ 258.9 | |||||||
Dividends declared per common share | $ 0.90 | $ 0.70 | $ 1.80 | $ 1.40 | |||||||
Total dividend payments | $ 36.3 | $ 73.4 | $ 60.2 | ||||||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Common stock, shares issued | 47,291,463 | 47,291,463 | 47,291,463 | ||||||||
Common stock, shares outstanding | 39,423,892 | 39,423,892 | 40,757,429 | ||||||||
Class B Common Stock [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Common stock, par value | $ 0.01 | ||||||||||
Common stock, shares issued | 0 | ||||||||||
Common stock, shares outstanding | 0 | ||||||||||
Class C Common Stock [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Common stock, par value | $ 0.01 | ||||||||||
Common stock, shares issued | 0 | ||||||||||
Common stock, shares outstanding | 0 | ||||||||||
Treasury Stock [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Purchase of treasury stock, shares | 1,454,612 | 926,162 | 2,372,535 | 1,734,692 | |||||||
Purchase of treasury stock | $ 248 | $ 137.9 | $ 406.1 | $ 258.9 | |||||||
Common Stock [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Authorization of share repurchase | $ 1,000 | ||||||||||
Authorization of share repurchase, remained available | $ 232.2 | $ 232.2 | $ 638.2 | ||||||||
Dividends, date declared | Jan. 27, 2022 | ||||||||||
Dividends declared per common share | $ 0.90 | ||||||||||
Percentage of increase in quarterly cash dividend | 29% | ||||||||||
Common stock, shares issued | 47,291,463 | 47,291,463 | 47,291,463 | 47,291,463 | 47,291,463 | 47,291,463 | 47,291,463 | 47,291,463 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 71.6 | $ 70.7 | $ 124.1 | $ 130.4 |
Effective income tax rates | 24% | 26.20% | 20.60% | 24.60% |
Income tax benefit related to excess benefit on stock options and restricted stock units | $ 22.6 | |||
Decrease to effective tax rate related to excess benefit on stock options and restricted stock units | 3.60% | |||
Income tax expense (benefit) related to changes in the valuation allowance | $ (3.1) | $ 2.7 | $ (7.1) | |
Decrease to effective tax rate related to changes in the valuation allowance | 1.10% | 1% | 1.30% | |
Income tax expense related to nondeductible expenses, audit settlements | $ 6.5 | |||
Increase to effective tax rate related to nondeductible expense, audit settlements | 1.20% |
FCC Regulatory Matters - Additi
FCC Regulatory Matters - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2022 TelevisionStation Station | |
FCC Regulatory Matters [Line Items] | |
Maximum percentage of US television household reach | 39% |
Number of prohibit owning station | Station | 2 |
Percentage of providing of programming to non-owned television station | 15% |
Nexstar [Member] | |
FCC Regulatory Matters [Line Items] | |
Number of full power stations repacked | 74 |
Consolidated VIEs [Member] | |
FCC Regulatory Matters [Line Items] | |
Number of full power stations repacked | 17 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||||||
Sep. 19, 2019 USD ($) | Jun. 28, 2016 USD ($) | Jun. 30, 2022 USD ($) Proof | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) Proof | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Aug. 21, 2009 | |
Loss Contingency, Information about Litigation Matters [Abstract] | ||||||||
Restricted cash and cash equivalents held | $ 15.6 | $ 15.6 | $ 15.6 | |||||
Income tax expense (benefit) | 71.6 | $ 70.7 | 124.1 | $ 130.4 | ||||
Increase in deferred income tax liability | 13.7 | $ (5.8) | ||||||
Chicago Cubs Transactions [Member] | ||||||||
Loss Contingency, Information about Litigation Matters [Abstract] | ||||||||
Estimated federal and state income taxes | $ 225 | |||||||
Tax payments | $ 154 | |||||||
Chicago Cubs Transactions [Member] | Internal Revenue Service ("IRS") [Member] | ||||||||
Loss Contingency, Information about Litigation Matters [Abstract] | ||||||||
Income tax expense (benefit) | $ 182 | |||||||
Income tax penalties expense | $ 73 | $ 145 | ||||||
Chicago Cubs Transactions [Member] | Northside Entertainment Holdings LLC [Member] | ||||||||
Loss Contingency, Information about Litigation Matters [Abstract] | ||||||||
Ownership interest percentage | 95% | |||||||
Chicago Cubs Transactions [Member] | Chicago Entertainment Ventures, LLC [Member] | ||||||||
Loss Contingency, Information about Litigation Matters [Abstract] | ||||||||
Ownership interest percentage | 5% | |||||||
Tribune [Member] | ||||||||
Loss Contingency, Information about Litigation Matters [Abstract] | ||||||||
Number of proofs of claim filed against debtors | Proof | 7,400 | |||||||
Restricted cash and cash equivalents held | $ 15.6 | $ 15.6 | ||||||
Bankruptcy claims number of claims under review by management | Proof | 11 | 11 | ||||||
Tribune [Member] | Internal Revenue Service ("IRS") [Member] | ||||||||
Loss Contingency, Information about Litigation Matters [Abstract] | ||||||||
Increase in federal and state taxes payable | $ 15 | |||||||
Increase in deferred income tax liability | 71 | |||||||
Unrecognized tax benefits | $ 11 | $ 11 | $ 11 | |||||
Multi District Litigation [Member] | ||||||||
Loss Contingency, Information about Litigation Matters [Abstract] | ||||||||
Loss contingency lawsuit filing date | April 3, 2019 | |||||||
Loss contingency dismissal date | Sep. 05, 2019 | |||||||
Multi District Litigation [Member] | Second Amended Complaint [Member] | ||||||||
Loss Contingency, Information about Litigation Matters [Abstract] | ||||||||
Loss contingency lawsuit filing date | September 9, 2019 | |||||||
Loss contingency dismissal date | Oct. 08, 2019 | |||||||
Multi District Litigation [Member] | Third Amended Complaint [Member] | ||||||||
Loss Contingency, Information about Litigation Matters [Abstract] | ||||||||
Loss contingency lawsuit filing date | March 16, 2022 | |||||||
Financial Guarantee of Mission Debt [Member] | ||||||||
Guarantees of Mission, Marshall and Shield Debt [Abstract] | ||||||||
Maximum commitment under senior secured credit facility | 372.8 | $ 372.8 | ||||||
Commitment under senior secured credit facility at carrying value | $ 359.3 | $ 359.3 |
Segment Data - Additional Infor
Segment Data - Additional Information (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 NetworkService | Jun. 30, 2021 | Jun. 30, 2022 Customer NetworkService | Jun. 30, 2021 | |
Disaggregation Of Revenue [Line Items] | ||||
Number of multicast network services owned and operated | NetworkService | 2 | 2 | ||
Revenue [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Number of major customers | Customer | 2 | |||
Revenue [Member] | Customer One [Member] | Customer Concentration Risk [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Concentration of risk, percentage | 11% | 12% | 11% | 12% |
Revenue [Member] | Customer Two [Member] | Customer Concentration Risk [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Concentration of risk, percentage | 13% | 13% | 13% | 13% |
Segment Data - Summary of Segme
Segment Data - Summary of Segment Financial Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | ||
Segment Reporting Information [Line Items] | ||||||
Net revenue | $ 1,245.1 | $ 1,131.6 | $ 2,455.2 | $ 2,245.5 | ||
Depreciation and amortization | (116.9) | (113.7) | (233.6) | (226.9) | ||
Payments for broadcast rights, net of amortization | 5.3 | 15 | 10.9 | 29.7 | ||
Reimbursement from the FCC related to station repack | (0.6) | (6.9) | (2.3) | (12.3) | ||
Miscellaneous, net | (0.1) | 8.6 | (0.1) | 10.6 | ||
Income from operations | 333.4 | 288.3 | 662.8 | 573.2 | ||
Assets | [1] | 12,915.5 | 12,915.5 | $ 13,264.5 | ||
Goodwill | 3,051.6 | 3,051.6 | 3,051.6 | |||
Broadcast [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net revenue | 1,215.9 | 1,108.3 | 2,399.8 | 2,200.6 | ||
Revenues | 490.9 | 408.6 | 973.2 | 823 | ||
Assets | [2] | 11,650.7 | 11,650.7 | 12,038.8 | ||
Goodwill | 2,872.6 | 2,872.6 | 2,872.6 | |||
Corporate (Unallocated) and Other [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net revenue | 29.2 | 23.3 | 55.4 | 44.9 | ||
Revenues | (46.4) | $ (37.1) | (89.9) | $ (75.5) | ||
Assets | 1,264.8 | 1,264.8 | 1,225.7 | |||
Goodwill | $ 179 | $ 179 | $ 179 | |||
[1] The condensed consolidated total assets as of June 30, 2022 and December 31, 2021 include certain assets held by consolidated VIEs of $ 307.2 million and $ 309.7 million, respectively, which are not available to be used to settle the obligations of Nexstar. The condensed consolidated total liabilities as of June 30, 2022 and December 31, 2021 include certain liabilities of consolidated VIEs of $ 162.7 million and $ 168.0 million, respectively, for which the creditors of the VIEs have no recourse to the general credit of Nexstar. See Note 2 for additional information. While the Company’s investment in TV Food Network ($ 1.042 billion at June 30, 2022 and $ 1.191 billion at December 31, 2021) has not been allocated to a Company reporting unit or operating segment, such asset has been included in the Company’s disclosure of Broadcast segment assets given the similar nature of the investment to that segment. For additional information on equity investments, see Note 4. |
Segment Data - Summary of Seg_2
Segment Data - Summary of Segment Financial Information (Parenthetical) (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Segment Reporting Information [Line Items] | ||
Equity method investments, book value | $ 1,059.8 | $ 1,208.9 |
TV Food Network [Member] | ||
Segment Reporting Information [Line Items] | ||
Equity method investments, book value | $ 1,042 | $ 1,191 |
Segment Data - Summary of Disag
Segment Data - Summary of Disaggregation of Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | $ 1,245.1 | $ 1,131.6 | $ 2,455.2 | $ 2,245.5 |
Broadcast [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 1,215.9 | 1,108.3 | 2,399.8 | 2,200.6 |
Other [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 29.2 | 23.3 | 55.4 | 44.9 |
Core Advertising [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 413 | 423.5 | 841.1 | 835.2 |
Core Advertising [Member] | Broadcast [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 413 | 423.5 | 841.1 | 835.2 |
Political Advertising [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 86.7 | 8.5 | 110.4 | 13.9 |
Political Advertising [Member] | Broadcast [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 86.7 | 8.5 | 110.4 | 13.9 |
Distribution [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 646.1 | 617 | 1,314 | 1,238.2 |
Distribution [Member] | Broadcast [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 646.1 | 617 | 1,313.9 | 1,238.2 |
Distribution [Member] | Other [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 0.1 | |||
Digital [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 88.2 | 73.4 | 166.9 | 139.8 |
Digital [Member] | Broadcast [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 60.7 | 51.5 | 115.2 | 98.4 |
Digital [Member] | Other [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 27.5 | 21.9 | 51.7 | 41.4 |
Other [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 11.1 | 9.2 | 22.8 | 18.4 |
Other [Member] | Broadcast [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 9.4 | 7.8 | 19.2 | 14.9 |
Other [Member] | Other [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | $ 1.7 | $ 1.4 | $ 3.6 | $ 3.5 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||
Jul. 27, 2022 | Jan. 27, 2022 | Aug. 04, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Aug. 05, 2022 | Dec. 31, 2021 | Jan. 27, 2021 | |
Subsequent Event [Line Items] | ||||||||||
Dividends declared per common share | $ 0.90 | $ 0.70 | $ 1.80 | $ 1.40 | ||||||
Purchase of treasury stock | $ 248 | $ 137.9 | $ 406.1 | $ 258.9 | ||||||
Treasury Stock [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Purchase of treasury stock, shares | 1,454,612 | 926,162 | 2,372,535 | 1,734,692 | ||||||
Purchase of treasury stock | $ 248 | $ 137.9 | $ 406.1 | $ 258.9 | ||||||
Common Stock [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Dividends declared per common share | $ 0.90 | |||||||||
Dividends, date declared | Jan. 27, 2022 | |||||||||
Authorization of share repurchase | $ 1,000 | |||||||||
Authorization of share repurchase, remaining available amount | $ 232.2 | $ 232.2 | $ 638.2 | |||||||
Subsequent Event [Member] | Treasury Stock [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Purchase of treasury stock, shares | 645,844 | |||||||||
Purchase of treasury stock | $ 110.2 | |||||||||
Authorization of share repurchase, remaining available amount | $ 1,622 | |||||||||
Subsequent Event [Member] | Common Stock [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Dividends declared per common share | $ 0.90 | |||||||||
Dividends, date declared | Jul. 27, 2022 | |||||||||
Dividends, date payable | Aug. 25, 2022 | |||||||||
Dividends, date of record | Aug. 11, 2022 | |||||||||
Authorization of share repurchase | $ 1,500 |