Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 27, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | NXST | ||
Entity Registrant Name | NEXSTAR MEDIA GROUP, INC. | ||
Entity Central Index Key | 1,142,417 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 1,403,694,992 | ||
Entity Common Stock, Shares Outstanding | 47,107,129 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | |
Current assets: | |||
Cash and cash equivalents | $ 87,680 | $ 43,416 | |
Accounts receivable, net of allowance for doubtful accounts of $5,805 and $5,369, respectively | 218,058 | 192,991 | |
Broadcast rights | 15,730 | 16,297 | |
Restricted cash | 26,719 | ||
Prepaid expenses and other current assets | 15,030 | 7,324 | |
Total current assets | 363,217 | 260,028 | |
Property and equipment, net | 276,153 | 266,583 | |
Goodwill | 473,304 | 451,662 | |
FCC licenses | 542,524 | 489,335 | |
Other intangible assets, net | 324,737 | 314,361 | |
Restricted cash | 901,080 | ||
Other noncurrent assets, net | 85,070 | 53,165 | |
Total assets | [1] | 2,966,085 | 1,835,134 |
Current liabilities: | |||
Current portion of debt | 28,093 | 22,139 | |
Current portion of broadcast rights payable | 16,512 | 17,510 | |
Accounts payable | 19,754 | 25,936 | |
Accrued expenses | 71,315 | 60,559 | |
Interest payable | 44,190 | 10,939 | |
Other current liabilities | 9,714 | 8,978 | |
Total current liabilities | 189,578 | 146,061 | |
Debt | 2,314,326 | 1,454,075 | |
Deferred tax liabilities | 132,008 | 101,764 | |
Other noncurrent liabilities | 45,819 | 46,861 | |
Total liabilities | [1] | 2,681,731 | 1,748,761 |
Commitments and contingencies | |||
Stockholders' equity: | |||
Preferred stock - $0.01 par value, 200,000 shares authorized; none issued and outstanding at each of December 31, 2016 and 2015 | |||
Additional paid-in capital | 386,921 | 396,224 | |
Accumulated deficit | (176,583) | (268,120) | |
Treasury stock - at cost; 876,744 and 993,565 shares at December 31, 2016 and 2015, respectively | (41,513) | (47,746) | |
Total Nexstar Media Group, Inc. stockholders' equity | 169,141 | 80,674 | |
Noncontrolling interests in consolidated variable interest entities | 115,213 | 5,699 | |
Total stockholders' equity | 284,354 | 86,373 | |
Total liabilities and stockholders' equity | 2,966,085 | 1,835,134 | |
Class A Common Stock [Member] | |||
Stockholders' equity: | |||
Common stock | 316 | 316 | |
Total stockholders' equity | $ 316 | $ 316 | |
[1] | The consolidated total assets as of December 31, 2016 and 2015 include certain assets held by consolidated VIEs of $226.2 million and $119.9 million, respectively, which are not available to be used to settle the obligations of Nexstar. The consolidated total liabilities as of December 31, 2016 and 2015 include certain liabilities of consolidated VIEs of $39.2 million and $40.7 million, respectively, for which the creditors of the VIEs have no recourse to the general credit of Nexstar. See Note 2 for additional information. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Accounts receivable, allowance for doubtful accounts | $ 5,805 | $ 5,369 |
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 |
Treasury Stock, Shares | 876,744 | 993,565 |
Consolidated VIEs [Member] | ||
ASSETS | ||
Consolidated VIEs, Assets | $ 226,198 | $ 119,908 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Consolidated VIEs, Liabilities | $ 39,196 | $ 40,715 |
Class A Common Stock [Member] | ||
Stockholders' equity: | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 31,621,369 | 31,621,369 |
Common stock, shares outstanding | 30,744,625 | 30,627,804 |
Class B Common Stock [Member] | ||
Stockholders' equity: | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, shares issued | 0 | 0 |
Common stock, shares outstanding | 0 | 0 |
Class C Common Stock [Member] | ||
Stockholders' equity: | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 5,000,000 | 5,000,000 |
Common stock, shares issued | 0 | 0 |
Common stock, shares outstanding | 0 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues [Abstract] | |||||||||||
Net revenue | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | $ 1,103,190 | $ 896,377 | $ 631,311 |
Operating expenses: | |||||||||||
Direct operating expenses, excluding depreciation and amortization | 381,997 | 302,257 | 187,432 | ||||||||
Selling, general, and administrative expenses, excluding depreciation and amortization | 263,606 | 232,480 | 175,429 | ||||||||
Amortization of broadcast rights | 57,145 | 59,836 | 34,316 | ||||||||
Amortization of intangible assets | 46,572 | 48,475 | 25,850 | ||||||||
Depreciation | 51,300 | 47,222 | 35,047 | ||||||||
Goodwill impairment | 15,262 | ||||||||||
Total operating expenses | 815,882 | 690,270 | 458,074 | ||||||||
Income from operations | 92,475 | 72,897 | 64,007 | 57,929 | 67,346 | 48,315 | 52,542 | 37,904 | 287,308 | 206,107 | 173,237 |
Interest income | 1,082 | 36 | |||||||||
Interest expense | (117,163) | (80,556) | (61,959) | ||||||||
Loss on extinguishment of debt | (71) | ||||||||||
Other expenses | (555) | (517) | (556) | ||||||||
Income before income taxes | 47,101 | 43,149 | 43,283 | 37,139 | 46,772 | 27,804 | 32,001 | 18,493 | 170,672 | 125,070 | 110,651 |
Income tax expense | (77,572) | (48,687) | (46,101) | ||||||||
Net income (loss) | 93,100 | 76,383 | 64,550 | ||||||||
Net (income) loss attributable to noncontrolling interests | (1,563) | 1,301 | |||||||||
Net income attributable to Nexstar Media Group, Inc. | $ 20,482 | $ 24,799 | $ 24,529 | $ 21,727 | $ 27,174 | $ 17,282 | $ 20,321 | $ 12,907 | $ 91,537 | $ 77,684 | $ 64,550 |
Net income per common share attributable to Nexstar Media Group, Inc.: | |||||||||||
Basic | $ 0.67 | $ 0.81 | $ 0.80 | $ 0.71 | $ 0.89 | $ 0.55 | $ 0.65 | $ 0.41 | $ 2.98 | $ 2.50 | $ 2.10 |
Diluted | $ 0.64 | $ 0.78 | $ 0.78 | $ 0.69 | $ 0.86 | $ 0.54 | $ 0.63 | $ 0.40 | $ 2.89 | $ 2.42 | $ 2.02 |
Weighted average number of common shares outstanding: | |||||||||||
Basic | 30,713 | 30,695 | 30,680 | 30,658 | 30,622 | 31,262 | 31,325 | 31,196 | 30,687 | 31,100 | 30,774 |
Diluted | 31,798 | 31,698 | 31,620 | 31,538 | 31,580 | 32,151 | 32,382 | 32,256 | 31,664 | 32,091 | 32,003 |
Dividends declared per common share | $ 0.96 | $ 0.76 | $ 0.60 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Total | Class A Common Stock [Member] | Class B Common Stock [Member] | Class C Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] | Noncontrolling interest in a consolidated variable interest entity [Member] |
Balance at Dec. 31, 2013 | $ (13,231) | $ 306 | $ 396,817 | $ (410,354) | ||||
Balance, Shares at Dec. 31, 2013 | 30,598,535 | |||||||
Stock-based compensation expense | 7,598 | 7,598 | ||||||
Exercise of stock options | 2,031 | $ 6 | 2,025 | |||||
Exercise of stock options, shares | 573,525 | |||||||
Excess tax benefit from stock option exercises and vested restricted stock units | 10,034 | 10,034 | ||||||
Common stock dividends declared | (18,445) | (18,445) | ||||||
Consolidation of variable interest entities | 4,000 | $ 4,000 | ||||||
Net income | 64,550 | 64,550 | ||||||
Balance at Dec. 31, 2014 | 56,537 | $ 312 | 398,029 | (345,804) | 4,000 | |||
Balance, Shares at Dec. 31, 2014 | 31,172,060 | |||||||
Stock-based compensation expense | 11,400 | 11,400 | ||||||
Purchase of treasury stock | (48,660) | $ (48,660) | ||||||
Purchase of treasury stock, shares | (1,010,565) | |||||||
Vesting of restricted stock units and exercise of stock options | 3,357 | $ 4 | 2,439 | $ 914 | ||||
Vesting of restricted stock units and exercise of stock options, shares | 449,309 | 17,000 | ||||||
Excess tax benefit from stock option exercises and vested restricted stock units | 8,042 | 8,042 | ||||||
Common stock dividends declared | (23,686) | (23,686) | ||||||
Consolidation of variable interest entities | 2,900 | 2,900 | ||||||
Contribution from a noncontrolling interest | 100 | 100 | ||||||
Net income | 76,383 | 77,684 | (1,301) | |||||
Balance at Dec. 31, 2015 | $ 86,373 | $ 316 | 396,224 | (268,120) | $ (47,746) | 5,699 | ||
Balance, Shares at Dec. 31, 2015 | 31,621,369 | 0 | 0 | |||||
Balance, Shares at Dec. 31, 2015 | (993,565) | (993,565) | ||||||
Stock-based compensation expense | $ 11,390 | 11,390 | ||||||
Vesting of restricted stock units and exercise of stock options | 1,225 | (5,008) | $ 6,233 | |||||
Vesting of restricted stock units and exercise of stock options, shares | 116,821 | |||||||
Excess tax benefit from stock option exercises and vested restricted stock units | 13,760 | 13,760 | ||||||
Common stock dividends declared | (29,445) | (29,445) | ||||||
Consolidation of variable interest entities | 108,694 | 108,694 | ||||||
Purchase of noncontrolling interests | (100) | (100) | ||||||
Distribution to a noncontrolling interest | (643) | (643) | ||||||
Net income | 93,100 | 91,537 | 1,563 | |||||
Balance at Dec. 31, 2016 | $ 284,354 | $ 316 | $ 386,921 | $ (176,583) | $ (41,513) | $ 115,213 | ||
Balance, Shares at Dec. 31, 2016 | 31,621,369 | 0 | 0 | |||||
Balance, Shares at Dec. 31, 2016 | (876,744) | (876,744) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Net income | $ 93,100 | $ 76,383 | $ 64,550 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Provision for bad debt | 3,057 | 3,180 | 2,310 |
Amortization of broadcast rights, excluding barter | 22,461 | 22,154 | 11,634 |
Depreciation of property and equipment | 51,300 | 47,222 | 35,047 |
Amortization of intangible assets | 46,572 | 48,475 | 25,850 |
Loss on asset disposal, net | 1,553 | 2,109 | 638 |
Amortization of debt financing costs and debt discounts | 5,649 | 3,752 | 2,792 |
Loss on extinguishment of debt | 71 | ||
Goodwill impairment | 15,262 | ||
Stock-based compensation expense | 11,390 | 11,400 | 7,598 |
Deferred income taxes | 54,591 | 43,675 | 43,491 |
Income from escrow deposit | (1,080) | ||
Payments for broadcast rights | (23,004) | (22,473) | (12,025) |
Deferred gain recognition | (436) | (437) | (436) |
Amortization of deferred representation fee incentive | (1,176) | (1,169) | (845) |
Non-cash representation contract termination fee | 1,516 | 353 | |
Excess tax benefit from stock option exercises | (13,760) | (8,042) | (10,034) |
Change in the fair value of contingent consideration | 4,044 | ||
Changes in operating assets and liabilities, net of acquisitions and dispositions: | |||
Accounts receivable | (27,290) | (30,310) | (10,378) |
Prepaid expenses and other current assets | (28,628) | (1,324) | 1,321 |
Other noncurrent assets | 244 | 293 | 333 |
Accounts payable, accrued expenses and other current liabilities | 1,628 | 16,903 | 6,182 |
Taxes payable | (75) | (22,790) | (1,789) |
Interest payable | 33,251 | 6,338 | (60) |
Other noncurrent liabilities | (896) | 411 | (76) |
Net cash provided by operating activities | 247,757 | 197,266 | 166,527 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (31,870) | (29,021) | (20,389) |
Deposits and payments for acquisitions, net of cash acquired | (103,970) | (475,949) | (209,733) |
Proceeds from sale of a station | 27,005 | ||
Prepaid interest deposited in escrow | (5,063) | ||
Proceeds from disposals of property and equipment | 718 | 3,624 | 89 |
Net cash used in investing activities | (140,185) | (474,341) | (230,033) |
Cash flows from financing activities: | |||
Proceeds from long-term debt | 58,000 | 421,950 | 237,275 |
Repayments of long-term debt | (80,140) | (166,290) | (72,431) |
Payments for debt financing costs | (20,707) | (3,225) | (1,607) |
Purchase of treasury stock | (48,660) | ||
Proceeds from exercise of stock options | 1,225 | 3,357 | 2,031 |
Excess tax benefit from stock option exercises | 13,760 | 8,042 | 10,034 |
Common stock dividends paid | (29,445) | (23,686) | (18,445) |
Purchase of noncontrolling interests | (100) | ||
Contribution from a noncontrolling interest | 100 | ||
Distribution to a noncontrolling interest | (643) | ||
Payments for capital lease obligations | (3,258) | (3,009) | (1,467) |
Payments for contingent consideration in connection with an acquisition | (2,000) | ||
Net cash (used in) provided by financing activities | (63,308) | 188,579 | 155,390 |
Net increase (decrease) in cash and cash equivalents | 44,264 | (88,496) | 91,884 |
Cash and cash equivalents at beginning of period | 43,416 | 131,912 | 40,028 |
Cash and cash equivalents at end of period | 87,680 | 43,416 | 131,912 |
Supplemental information: | |||
Interest paid | 99,917 | 70,430 | 59,227 |
Income taxes paid, net of refunds | 29,391 | 29,060 | 3,131 |
Non-cash investing and financing activities: | |||
Accrued purchases of property and equipment | 2,339 | 2,371 | 3,767 |
Noncash purchases of property and equipment | 706 | 4,025 | 7,023 |
Proceeds from the issuance of debt directly deposited into escrow | 900,000 | ||
Consolidation of variable interest entities | 108,694 | $ 2,956 | |
Accrued debt financing costs | $ 1,019 | $ 191 |
Organization and Business Opera
Organization and Business Operations | 12 Months Ended |
Dec. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Business Operations | 1. Organization and Business Operations As of December 31, 2016, Nexstar Media Group, Inc. and its wholly-owned subsidiaries (“Nexstar”) owned, operated, programmed or provided sales and other services to 104 full power television stations, including those owned by variable interest entities (“VIEs”), in 62 markets in the states of Alabama, Arizona, Arkansas, California, Colorado, Florida, Illinois, Indiana, Iowa, Louisiana, Maryland, Michigan, Missouri, Montana, Nevada, New York, North Dakota, Pennsylvania, Tennessee, Texas, Utah, Vermont, Virginia, West Virginia and Wisconsin. The stations are affiliates of ABC, NBC, FOX, CBS, The CW, MyNetworkTV and other broadcast television networks. As of December 31, 2016, the stations reached approximately 20.8 million viewers or 18.1% of all U.S. television households. Through various local service agreements, Nexstar provided sales, programming and other services to 30 full power television stations owned and/or operated by independent third parties. On January 17, 2017, Nexstar completed its merger with Media General, Inc., a Virginia corporation (“Media General”), whereby Nexstar acquired the latter’s outstanding equity in exchange for cash and stock, plus potential additional consideration in the form of a non-tradeable contingent value right (“CVR”). Following this transaction, Nexstar owns, operates, programs or provides sales and other services to 171 full power television stations in 100 markets, reaching approximately 44.7 million viewers or nearly 39% of all U.S. television households. See Note 19 for additional information. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Consolidation The Consolidated Financial Statements include the accounts of Nexstar and the accounts of independently-owned VIEs for which Nexstar is the primary beneficiary (See Note 2—Variable Interest Entities). Nexstar and the consolidated VIEs are collectively referred to as the “Company.” Noncontrolling interests represent the VIE owners’ share of the equity in the consolidated VIEs and are presented as a component separate from Nexstar Media Group, Inc. stockholders’ equity (deficit). 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. On August 2, 2016, Nexstar became the primary beneficiary of its variable interests in the stations owned by West Virginia Media Holdings, LLC (“WVMH”) and consolidated these stations as of that date. See Note 2—Variable Interest Entities for additional information. As of December 31, the assets of consolidated VIEs that are not available to settle the obligations of Nexstar and the liabilities of consolidated VIEs for which their creditors do not have recourse to the general credit of Nexstar are as follows (in thousands): 2016 2015 Current assets $ 3,638 $ 2,910 Property and equipment, net 6,944 4,004 Goodwill 46,465 18,182 FCC licenses 114,791 74,311 Other intangible assets, net 53,747 20,112 Other noncurrent assets, net 613 389 Total assets 226,198 119,908 Current liabilities 12,606 14,288 Noncurrent liabilities 26,590 26,427 Total liabilities $ 39,196 $ 40,715 Liquidity Nexstar is highly leveraged, which makes it vulnerable to changes in general economic conditions. Nexstar’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 Nexstar’s control. In January 2016, Nexstar received commitment from a group of commercial banks to provide the debt financing, in the form of senior secured credit facilities and senior unsecured notes, to consummate Nexstar’s merger with Media General, to refinance certain existing indebtedness of the Company and Media General and to pay for related fees and expenses. On July 27, 2016, Nexstar Escrow Corporation (“Nexstar Escrow”), a wholly-owned subsidiary of Nexstar, completed the sale and issuance of $900.0 million of 5.625% Senior Unsecured Notes due 2024 at par (the “5.625% Notes”), the proceeds of which were directly deposited into a segregated escrow account. As of December 31, 2016, Nexstar had remaining commitment of $3.8 billion in the form of credit facilities, a bridge facility and a short-term facility in connection with these transactions. On January 17, 2017, Nexstar completed its merger with Media General and refinanced certain of both companies’ existing debt. See Note 19 for additional information. As of December 31, 2016, the Company was in compliance with its financial covenants contained in the amended credit agreements governing its senior secured credit facilities and the indentures governing the 6.875% Senior Unsecured Notes (“6.875% Notes”), the 6.125% Senior Unsecured Notes (“6.125% Notes”) and the 5.625% Notes. Variable Interest Entities The Company may determine that an entity is a VIE as a result of local service agreements entered into with an entity. The term local service agreement generally refers to a contract between two separately owned television stations serving the same market, 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 and responsibility for the operation of its station, including ultimate responsibility over all programming broadcast on its station. A local service agreement can be (1) a time brokerage agreement (“TBA”) 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, (2) a shared services agreement (“SSA”) which allows the Nexstar station in the market to provide services including news production, technical maintenance and security, in exchange for Nexstar’s right to receive certain payments as described in the SSA, or (3) a joint sales agreement (“JSA”) which permits Nexstar to sell certain of the station’s advertising time and retain a percentage of the related revenue, as described in the JSA. As of January 1, 2016, the Company adopted ASU No. 2015-02, Consolidation (Topic 810) - Amendments to the Consolidation Analysis , which did not change the consolidation status of any of the Company’s VIEs. Consolidated VIEs Mission Broadcasting, Inc. (“Mission”), Marshall Broadcasting Group, Inc. (“Marshall”), White Knight Broadcasting (“White Knight”) and Parker Broadcasting of Colorado, LLC (“Parker”) are consolidated by Nexstar because Nexstar is deemed under accounting principles generally accepted in the United States of America (“U.S. GAAP”) to have controlling financial interests in these entities for financial reporting purposes as a result of (1) local service agreements Nexstar has with the stations owned by these entities, (2) Nexstar’s guarantees of the obligations incurred under Mission’s and Marshall’s senior secured credit facilities (see Note 7), (3) Nexstar having power over significant activities affecting these entities’ economic performance, including budgeting for advertising revenue, certain advertising sales and, for Mission, White Knight and Parker, hiring and firing of sales force personnel and (4) purchase options granted by Mission, White Knight and Parker which permit Nexstar to acquire the assets and assume the liabilities of each Mission, White Knight and Parker station, subject to FCC consent. In connection with Nexstar’s agreement to acquire the assets of four full power television stations from WVMH, Nexstar began providing programming and sales services to these stations through a TBA with WVMH effective December 1, 2015. Pursuant to the terms of the TBA, Nexstar paid an aggregate base fee of $7.5 million in equal monthly payments from the effective date through the final closing of the acquisition. Nexstar has determined that it has variable interests in the WVMH stations but previously determined that it was not the primary beneficiary of such variable interests due to the pendency of the FCC approval and the potential termination of the TBA. On August 2, 2016, Nexstar received approval from the FCC to acquire the stations’ remaining assets. As a result, the acquisition became probable of occurring and Nexstar began to hold the ultimate power to direct the activities that most significantly impact the stations’ economic performance including developing the annual operating budget, advertising sales and oversight and control of sales force personnel. Thus, Nexstar became the primary beneficiary of its variable interests and consolidated these stations as of August 2, 2016. Nexstar completed this acquisition on January 31, 2017. See Note 3 for additional information. The following table summarizes the various local service agreements Nexstar had in effect as of December 31, 2016 with Mission, Marshall, Parker, White Knight and WVMH: Service Agreements Owner Full Power Stations TBA Only Mission WFXP and KHMT Parker KFQX WVMH WOWK, WTRF, WVNS and WBOY SSA & JSA Mission KJTL, KLRT, KASN, KOLR, KCIT, KAMC, KRBC, KSAN, WUTR, WAWV, WYOU, KODE, WTVO, KTVE, WTVW and WVNY Marshall KLJB, KPEJ and KMSS White Knight WVLA, KFXK, KSHV Nexstar’s ability to receive cash from Mission, Marshall, Parker, White Knight and the WVMH stations 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 Federal Communications Commission (“FCC”) regulations for all the parties, Mission, Marshall, Parker, White Knight and WVMH maintain complete responsibility for and control over programming, finances, personnel and operations of their stations. The carrying amounts and classification of the assets and liabilities of the VIEs which have been included in the Consolidated Balance Sheets as of December 31, were as follows (in thousands): 2016 2015 Current assets: Cash and cash equivalents $ 7,302 $ 6,137 Accounts receivable, net 20,553 16,400 Prepaid expenses and other current assets 3,353 3,460 Total current assets 31,208 25,997 Property and equipment, net 29,984 29,681 Goodwill 98,107 69,825 FCC licenses 114,791 74,311 Other intangible assets, net 87,668 58,053 Other noncurrent assets, net 13,233 22,572 Total assets $ 374,991 $ 280,439 Current liabilities: Current portion of debt $ 8,334 $ 6,985 Interest payable 1,031 28 Other current liabilities 12,606 14,288 Total current liabilities 21,971 21,301 Debt 268,499 276,131 Other noncurrent liabilities 26,590 26,427 Total liabilities $ 317,060 $ 323,859 Non-Consolidated VIEs Nexstar has an outsourcing agreement with Cunningham Broadcasting Corporation (“Cunningham”), which continues through December 31, 2017. 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 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 arrangements 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 local service 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. As discussed above (under Consolidated VIEs), Nexstar previously determined that it was not the primary beneficiary of its variable interests in the stations owned by WVMH. On August 2, 2016, Nexstar became the primary beneficiary of its variable interests and consolidated these stations as of that date. As of December 31, 2016 and 2015, Nexstar had balances in accounts payable of $0.1 million and $0.8 million, respectively, for fees under these arrangements and had receivables for advertising aired on these stations of $0.6 million and $1.0 million, respectively. Fees incurred under these arrangements of $4.0 million, $1.2 million and $1.4 million were included in direct operating expenses in the Consolidated Statements of Operations for the years ended December 31, 2016, 2015 and 2014, respectively. Basis of Presentation Certain prior year financial statement amounts have been reclassified to conform to the current year presentation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and use assumptions that affect the reported amounts of assets and liabilities and the disclosure for contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The more significant estimates made by management include those relating to the allowance for doubtful accounts, valuation of assets acquired and liabilities assumed in business combinations, retransmission revenue recognized, trade and barter transactions, income taxes, the recoverability of goodwill, FCC licenses and other long-lived assets, the recoverability of broadcast rights and the useful lives of property and equipment and intangible assets. Actual results may vary from such estimates recorded. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of ninety days or less to be cash equivalents. Accounts Receivable and Allowance for Doubtful Accounts The Company’s accounts receivable consist primarily of billings to its customers for advertising broadcast on its stations or placed on its websites or for retransmission consent from cable or satellite operators. Trade receivables normally have terms of 30 days and the Company has no interest provision for customer accounts that are past due. The Company maintains an allowance for estimated losses resulting from the inability of customers to make required payments. Management periodically evaluates the collectability of accounts receivable based on a combination of factors, including customer payment history, known customer circumstances, the overall aging of customer balances and trends. In circumstances where management is aware of a specific customer’s inability to meet its financial obligations, an allowance is recorded to reduce the receivable amount to an amount estimated to be collectable. Concentration of Credit Risk Financial instruments which potentially expose the Company to a concentration of credit risk consist principally of cash and cash equivalents, restricted cash, and accounts receivable. Cash deposits are maintained with several financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits; however, the Company believes these deposits are maintained with financial institutions of reputable credit and are not subject to any unusual credit risk. A significant portion of the Company’s accounts receivable is due from local and national advertising agencies. The Company does not require collateral from its customers, but maintains reserves for potential credit losses. Management believes that the allowance for doubtful accounts is adequate, but if the financial condition of the Company’s customers were to deteriorate, additional allowances may be required. The Company has not experienced significant losses related to receivables from individual customers or by geographical area. Revenue Recognition The Company’s revenue is primarily derived from the sale of advertising. Total revenue includes cash and barter advertising revenue, retransmission compensation, digital revenue and other broadcast related revenues. Advertising revenue is recognized, net of agency commissions, in the period during which the advertisements are broadcast on its stations or delivered on its websites. The Company determines whether gross or net presentation is appropriate based on its relationship in the applicable transactions with its ultimate customer. Any amounts paid by customers but not earned as of the balance sheet date are recorded as deferred revenue. Retransmission compensation is recognized based on the estimated number of subscribers over the contract period, based on historical levels and trends for individual providers. Revenue from our digital businesses includes revenue from a content management system platform and related services and is recognized when services are performed. The Company barters advertising time for certain program material. These transactions, except those involving exchange of advertising time for network programming, are recorded at management’s estimate of the fair value of the advertising time exchanged, which approximates the fair value of the program material received. The fair value of advertising time exchanged is estimated by applying average historical advertising rates for specific time periods. Revenue from barter transactions is recognized as the related advertisement spots are broadcast. Barter expense is recognized at the time program broadcast rights assets are used. The Company recorded $34.7 million, $37.7 million and $22.7 million of barter revenue and barter expense for the years ended December 31, 2016, 2015 and 2014, respectively. Barter expense is included in amortization of broadcast rights in the Company’s Consolidated Statements of Operations. The Company trades certain advertising time for various goods and services. These transactions are recorded at the estimated fair value of the goods or services received. Revenue from trade transactions is recognized when the related advertisement spots are broadcast. The Company recorded $11.0 million, $9.4 million and $8.5 million of trade revenue for the years ended December 31, 2016, 2015 and 2014, respectively. Trade expense is recognized when services or merchandise received are used. The Company recorded $10.8 million, $9.0 million and $8.7 million of trade expense for the years ended December 31, 2016, 2015 and 2014, respectively, which were included in direct operating expenses in the Company’s Consolidated Statements of Operations. Broadcast Rights and Broadcast Rights Payable The Company records broadcast rights contracts as an asset and a liability when the following criteria are met: (1) the license period has begun, (2) the cost of each program is known or reasonably determinable, (3) the program material has been accepted in accordance with the license agreement, and (4) the program is produced and available for broadcast. Cash broadcast rights are initially recorded at the contract cost. Barter broadcast rights are recorded at fair value, which is estimated by using average historical rates for the time periods where the programming will air. Broadcast rights are amortized on a straight-line basis over the period the programming airs. The current portion of broadcast rights represents those rights available for broadcast which will be amortized in the succeeding year. The Company periodically evaluates the net realizable value, calculated using the average historical rates for the programs or the time periods the programming will air, of broadcast rights and adjusts the amortization for any deficiency calculated. Property and Equipment, Net Property and equipment is stated at cost or estimated fair value at the date of acquisition through a business combination. The cost and related accumulated depreciation applicable to assets sold or retired are removed from the accounts and the gain or loss on disposition is recognized. Major renewals and betterments are capitalized and ordinary repairs and maintenance are charged to expense in the period incurred. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets (see Note 4). Intangible Assets, Net Intangible assets consist primarily of goodwill, broadcast licenses (“FCC licenses”), network affiliation agreements, developed technology and customer relationships arising from acquisitions. The purchase prices of acquired businesses are allocated to the assets acquired and liabilities assumed at estimated fair values at the date of acquisition using various valuation techniques, including discounted projected cash flows, the cost approach and the income approach. The excess of the purchase price over the fair value of net assets acquired is recorded as goodwill. The Company’s goodwill and FCC licenses are considered to be indefinite-lived intangible assets and are not amortized but are tested for impairment annually in the Company’s fourth quarter, or whenever events or changes in circumstances indicate that such assets might be impaired. The use of an indefinite life for FCC licenses contemplates the Company’s historical ability to renew its licenses such that renewals generally may be obtained indefinitely and at little cost. Therefore, cash flows derived from the FCC licenses are expected to continue indefinitely. Network affiliation agreements are subject to amortization computed on a straight-line basis over the estimated useful life of 15 years. The 15 year life assumes affiliation contracts will be renewed upon expiration. Changes in the likelihood of renewal could require a change in the useful life of such assets and cause an acceleration of amortization. The Company evaluates the remaining lives of its network affiliations whenever changes occur in the likelihood of affiliation contract renewals, and at least on an annual basis. The Company aggregates its television stations by market (a total of 60 reporting units) for purposes of goodwill and FCC license impairment testing because management views, manages and evaluates its stations on a market basis. Additionally, Nexstar has two digital reporting units. The Company first assesses the qualitative factors to determine the likelihood of the goodwill and FCC licenses being impaired. The qualitative analysis includes, but is not limited to, assessing the changes in macroeconomic conditions, regulatory environment, industry and market conditions, and the financial performance versus budget of the reporting units, as well as any other events or circumstances specific to the reporting units or the FCC licenses. If it is more likely than not that a reporting unit’s goodwill or a station’s FCC license is greater than its carrying amount, no further testing will be required. Otherwise, the Company will apply the quantitative impairment test method. The quantitative impairment test for FCC licenses consists of a market-by-market comparison of the carrying amounts of FCC licenses with their fair value, using a discounted cash flow analysis. The quantitative impairment test for goodwill utilizes a two-step fair value approach. The first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of the reporting unit to its carrying amount. The fair value of a reporting unit is determined using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered impaired. If the carrying amount of the reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill. The implied fair value of goodwill is determined by performing an assumed purchase price allocation, using the reporting unit fair value (as determined in Step 1) as the purchase price. If the carrying amount of goodwill exceeds the implied fair value, an impairment loss is recognized in an amount equal to that excess. Determining the fair value of reporting units requires management to make a number of judgments about assumptions and estimates that are highly subjective and that are based on unobservable inputs. The actual results may differ from these assumptions and estimates, and it is possible that such differences could have a material impact on the Company’s Consolidated Financial Statements. In addition to the various inputs (i.e. market growth, operating profit margins, discount rates) used to calculate the fair value of FCC licenses and reporting units, the Company evaluates the reasonableness of its assumptions by comparing the total fair value of all its reporting units to its total market capitalization; and by comparing the fair values of its reporting units and FCC licenses to recent market television station sale transactions. The Company tests finite-lived intangible assets and other long-lived assets for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable, relying on a number of factors including operating results, business plans, economic projections and anticipated future cash flows. The impairment test for finite-lived intangible assets consists of an asset (asset group) comparison of the carrying amount with its estimated undiscounted future cash flows. An impairment in the carrying amount of a finite-lived intangible asset is recognized when the expected discounted future operating cash flow derived from the operation to which the asset relates is less than its carrying value. Debt Financing Costs Debt financing costs represent direct costs incurred to obtain long-term financing and are amortized to interest expense over the term of the related debt using the effective interest method. Previously capitalized debt financing costs are expensed and included in loss on extinguishment of debt if the Company determines that there has been a substantial modification of the related debt. Deferred financing costs related to term loans and senior unsecured notes are combined with debt discounts and presented as a direct deduction from the carrying amount of debt. Debt financing costs related to revolving credit facilities are included in other noncurrent assets. Comprehensive Income Comprehensive income includes net income and certain items that are excluded from net income and recorded as a separate component of stockholders’ equity (deficit). During the years ended December 31, 2016, 2015 and 2014, the Company had no items of other comprehensive income and, therefore, comprehensive income does not differ from reported net income. Advertising Expense The cost of advertising is expensed as incurred. The Company incurred advertising costs in the amount of $4.0 million, $3.4 million and $2.7 million for the years ended December 31, 2016, 2015 and 2014, respectively, of which the majority was recognized in trade expense. Financial Instruments The Company utilizes the following categories to classify the valuation methodologies for fair values of financial assets and liabilities: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). The carrying amount of cash and cash equivalents, accounts receivable, broadcast rights, accounts payable, broadcast rights payable and accrued expenses approximates fair value due to their short-term nature. On July 27, 2016, Nexstar Escrow, a wholly-owned subsidiary of Nexstar, completed the sale and issuance of $900.0 million of 5.625% Notes. The gross proceeds from these notes, plus Nexstar’s pre-funding of $26.7 million interest, were deposited into a segregated escrow account and invested into money market funds and government obligations which are valued using quoted prices in active markets for identical assets (Level 1). These funds were restricted until certain conditions were satisfied, including the consummation of Nexstar’s merger with Media General. As of December 31, 2016, the pre-funded interest is included in current assets and the gross proceeds from the notes plus the investment income earned are presented as non-current restricted cash in the accompanying Consolidated Balance Sheet. On January 17, 2017, Nexstar completed its merger with Media General. See Note 19 for additional information. Stock-Based Compensation Nexstar maintains stock-based employee compensation plans which are described more fully in Note 10. The Company calculates the grant-date fair value of employee stock options using the Black-Scholes model. The fair value of restricted stock units is based on the number of shares awarded and market price of the stock on the date of award. These amounts are recognized into selling, general and administrative expense over the vesting period of the options or the restricted stock units. Income Taxes The Company accounts for income taxes under the asset and liability method which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and tax basis of assets and liabilities. A valuation allowance is applied against net deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Nexstar and its subsidiaries file a consolidated federal income tax return. Mission, Marshall, White Knight, Parker and WVMH file their own separate federal income tax returns. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and presumes that each uncertain tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information. The Company recognizes interest and penalties relating to income taxes within income tax expense. 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 the Company’s diluted shares during the years ended December 31, 2016, 2015 and 2014 (in thousands): 2016 2015 2014 Weighted average shares outstanding - basic 30,687 31,100 30,774 Dilutive effect of equity incentive plan instruments 977 991 1,229 Weighted average shares outstanding - diluted 31,664 32,091 32,003 The Company has outstanding stock options and restricted stock units to acquire 351,000, 766,000 and 720,000 weighted average shares of common stock for the years ended December 31, 2016, 2015 and 2014, respectively, the effects of which are excluded from the calculation of dilutive income per share, as their inclusion would have been anti-dilutive for the periods presented. Segments Nexstar operates in one reportable television broadcasting segment. The economic characteristics, services, production process, customer type and distribution methods for Nexstar’s broadcast operations are substantially similar and are therefore aggregated as a single reportable segment. The other activities of the Company include corporate functions and other insignificant operations. Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09), which updates the accounting guidance on revenue recognition. This standard is intended to provide a more robust framework for addressing revenue issues, improve comparability of revenue recognition practices, and improve disclosure requirements. In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (ASU 2016-08). The purpose of ASU 2016-08 is to clarify the implementation of guidance on principal versus agent considerations. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topi |
Acquisitions and Dispositions
Acquisitions and Dispositions | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions and Dispositions | 3. Acquisitions and Dispositions 2016 Acquisitions WVMH On November 16, 2015, Nexstar entered into a definitive agreement to acquire the assets of three CBS affiliated full power television stations and one NBC affiliated full power television station from WVMH for $130.0 million in cash, plus working capital adjustments. The stations affiliated with CBS are WOWK in the Charleston-Huntington, West Virginia market, WTRF in the Wheeling, West Virginia-Steubenville, Ohio market and WVNS in the Bluefield-Beckley-Oak Hill, West Virginia market. WBOY in the Clarksburg-Weston, West Virginia market is affiliated with NBC. This acquisition allows Nexstar entrance into these markets. Nexstar began providing programming and sales services to these stations pursuant to a TBA effective December 1, 2015. On January 4, 2016, Nexstar completed the first closing of the transaction and acquired the stations’ assets excluding certain transmission equipment, the FCC licenses and network affiliation agreements for $65.0 million, including a deposit paid upon signing the purchase agreement in November 2015 of $6.5 million, all funded through a combination of cash on hand and borrowings under Nexstar’s revolving credit facility (See Note 7). Subject to final determination, which is expected to occur within twelve months of the acquisition date, the provisional fair values of the assets acquired and liabilities assumed in the first closing are as follows (in thousands): Accounts receivable $ 438 Prepaid expenses and other current assets 114 Property and equipment 18,362 Other intangible assets 3,402 Goodwill 35 Total assets acquired at first closing 22,351 Less: Accounts payable and accrued expenses (623 ) Less: Other noncurrent liabilities (307 ) Net assets acquired at first closing 21,421 Deposit on second closing 43,543 Total paid at first closing $ 64,964 Other intangible assets are amortized over an estimated weighted average useful life of three years. Since not all assets needed to operate the stations were acquired in January 2016, the first closing does not represent an acquisition of a business. Thus, the excess of total payments in the first closing over the provisional fair values of the assets acquired and liabilities assumed was considered a deposit. As discussed in Note 2, Nexstar became the primary beneficiary of its variable interests in WVMH’s stations upon receiving FCC approval on August 2, 2016 to acquire the stations’ remaining assets. Therefore, Nexstar has consolidated these assets under authoritative guidance related to the consolidation of VIEs as of this date. Subject to final determination, which is expected to occur within twelve months from August 2, 2016, the provisional fair values of the remaining assets and liabilities consolidated are as follows (in thousands): Broadcast rights $ 527 Property and equipment 3,489 FCC licenses 41,230 Network affiliation agreements 35,387 Goodwill 28,588 Consolidated assets of VIEs 109,221 Less: Broadcast rights payable (527 ) Consolidated net asset of VIEs $ 108,694 The fair value assigned to goodwill is attributable to future expense reductions utilizing management’s leverage in programming and other station operating costs. The goodwill and FCC licenses are deductible for tax purposes. The intangible assets related to the network affiliation agreements are amortized over 15 years. The consolidation of the remaining assets of the WVMH stations resulted in noncontrolling interests of $108.7 million, representing the estimated fair value attributable to the owners. Transaction costs relating to this acquisition, including legal and professional fees of $0.1 million, were expensed as incurred during each of the years ended December 31, 2016 and 2015. On January 31, 2017, Nexstar completed its acquisition of the remaining assets of the stations and paid WVMH the remaining purchase price of $65.0 million, plus working capital adjustments, funded by cash on hand. Accordingly, the deposit on the second closing and the payment of the remaining purchase price were applied against the full balance of noncontrolling interests. The TBA was also terminated as of this date. The stations’ net revenue of $23.7 million and operating income of $5.0 million from August 2, 2016 to December 31, 2016 have been included in the accompanying Consolidated Statements of Operations. Reiten On February 1, 2016, Nexstar completed the acquisition of the assets of four full power television stations from Reiten Television, Inc. (“Reiten”) for $44.0 million in cash, funded by a combination of cash on hand and borrowings under Nexstar’s revolving credit facility (See Note 7). The purchase price includes a $2.2 million deposit paid by Nexstar upon signing the purchase agreement in September 2015. The stations, all affiliated with CBS at acquisition, are KXMA, KXMB, KXMC and KXMD in the Minot-Bismarck-Dickinson, North Dakota market. This acquisition allows Nexstar entrance into this market. At acquisition, KXMA, KXMB and KXMD were satellite stations of KXMC. KXMA subsequently became an affiliate of The CW network. Transaction costs relating to this acquisition, including legal and professional fees of $0.1 million, were expensed as incurred during the year ended December 31, 2016. The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Broadcast rights $ 13 Property and equipment 8,139 FCC licenses 9,779 Network affiliation agreements 16,084 Other intangible assets 2,073 Goodwill 7,931 Total assets acquired 44,019 Less: Broadcast rights payable (13 ) Less: Accounts payable and accrued expenses (8 ) Net assets acquired $ 43,998 The fair value assigned to goodwill is attributable to future expense reductions utilizing management’s leverage in programming and other station operating costs. The goodwill and FCC licenses are deductible for tax purposes. The intangible assets related to the network affiliation agreements are amortized over 15 years. Other intangible assets are amortized over an estimated weighted average useful life of two and a half years. The stations’ net revenue of $11.1 million and operating income of $1.0 million from the date of acquisition to December 31, 2016 have been included in the accompanying Consolidated Statements of Operations. On March 14, 2016, Nexstar completed the acquisition of the assets of KCWI, the CW affiliate in the Des Moines-Ames, Iowa market, from Pappas Telecasting of Iowa, LLC (“Pappas”) for $3.9 million. A deposit of $0.2 million was paid upon signing the purchase agreement in October 2014. No significant transaction costs relating to this acquisition were incurred during the year ended December 31, 2016. Subject to final determination, which is expected to occur within twelve months of the acquisition date, the provisional fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Accounts receivable $ 396 Broadcast rights 1,740 Prepaid expenses and other current assets 40 Property and equipment 1,076 FCC licenses 2,180 Other intangible assets 2 Goodwill 350 Total assets acquired 5,784 Less: Broadcast rights payable (1,886 ) Less: Accrued expenses (17 ) Net assets acquired $ 3,881 The fair value assigned to goodwill is attributable to future expense reductions utilizing management’s leverage in programming and other station operating costs. The goodwill and FCC licenses are deductible for tax purposes. KCWI’s net revenue of $3.1 million and operating income of $2.7 million from the date of acquisition to December 31, 2016 have been included in the accompanying Consolidated Statements of Operations. 2015 Acquisitions CCA Effective January 1, 2015, Nexstar completed the acquisition of the outstanding equity of privately-held Communications Corporation of America (“CCA”) from SP ComCorp LLC, NexPoint Credit Strategies Fund and Highland Floating Rate Opportunities Fund and assumed CCA’s rights and obligations under its existing local service agreements with White Knight, for $278.1 million in cash. CCA and White Knight, collectively, owned 14 full power television stations in 10 markets. A deposit of $27.0 million was paid to CCA in April 2013 upon signing the stock purchase agreement. Nexstar paid the $251.1 million remaining purchase price at closing funded by a combination of cash on hand, term loans borrowed in October 2014 and borrowings from its revolving credit facility in 2015. The transaction costs relating to this acquisition, including legal and professional fees, of $0.5 million and $0.7 million were expensed as incurred during the years ended December 31, 2015 and 2014, respectively. Additionally, employment charges of $0.6 million were incurred and included in the Consolidated Statements of Operations during the year ended December 31, 2015. Simultaneous with Nexstar’s acquisition of CCA, Nexstar sold the assets of CCA stations KPEJ and KMSS to Marshall for $43.3 million in cash, funded primarily by a $43.0 million deposit made in December 2014 arising from Marshall’s term loan. Nexstar also entered into local service agreements with Marshall to perform certain sales and other services for these stations. Additionally, Nexstar sold the assets of CCA station WEVV, the CBS and FOX affiliate serving the Evansville, Indiana market, to Bayou City Broadcasting Evansville, Inc. (“BCB”) for $27.4 million in cash, plus a $0.8 million cash sale of certain real estate properties previously owned by Nexstar (not acquired from CCA). Nexstar recognized a net loss on disposal of $0.5 million in connection with this transaction. There is no relationship between Nexstar and BCB or their respective stations after the sale. The above transactions allow the Company entrance into seven new markets and create new duopolies in four markets. The full power television stations at acquisition are as follows: Market Market Rank Station Primary Affiliation Nexstar: Harlingen-Weslaco-Brownsville-McAllen, TX 86 KVEO NBC Waco-Temple-Bryan, TX 87 KWKT KYLE FOX MyNetworkTV El Paso, TX 91 KTSM NBC Baton Rouge, LA 93 WGMB FOX Tyler-Longview, TX 108 KETK NBC Lafayette, LA 124 KADN FOX Alexandria, LA 179 WNTZ FOX Marshall: Shreveport, LA 83 KMSS FOX Odessa-Midland, TX 146 KPEJ FOX White Knight: Baton Rouge, LA 93 WVLA NBC Tyler-Longview, TX 108 KFXK FOX Shreveport, LA 83 KSHV MyNetworkTV As discussed in Note 2, Nexstar is the primary beneficiary of the variable interests in White Knight and Marshall and has consolidated White Knight and the stations Nexstar sold to Marshall, KPEJ and KMSS, into Nexstar’s Consolidated Financial Statements beginning January 1, 2015. Accordingly, the effects of the sale between Nexstar and Marshall have been eliminated in consolidation. The consolidation of the assets and liabilities of White Knight into Nexstar resulted in a noncontrolling interest of $2.9 million, representing the residual fair value attributable to the owners of White Knight as of January 1, 2015, estimated by applying the income approach valuation technique. The fair values of the assets acquired and liabilities assumed in the CCA acquisition (net of the effects of the sale of WEVV to BCB), including the consolidation of the assets and liabilities of White Knight, KPEJ and KMSS, are as follows (in thousands): Cash $ 2,323 Accounts receivable 19,975 Broadcast rights 10,233 Deferred tax assets 247 Prepaid expenses and other current assets 257 Property and equipment 26,012 FCC licenses 71,465 Network affiliation agreements 86,219 Other intangible assets 7,818 Goodwill 120,370 Other assets 59 Total assets acquired and consolidated 344,978 Less: Broadcast rights payable (10,467 ) Less: Accounts payable and accrued expenses (4,703 ) Less: Taxes payable (18,613 ) Less: Other current liabilities (336 ) Less: Deferred tax liabilities (57,022 ) Less: Other noncurrent liabilities (221 ) Less: Noncontrolling interest in a consolidated VIE (2,900 ) Net assets acquired and consolidated $ 250,716 During 2015, Nexstar recorded measurement period adjustments related to additional information obtained about a number of immaterial acquired working capital balances, which increased the estimated fair values of goodwill and deferred tax liabilities by $0.6 million and $1.6 million, respectively, none of which had a material impact on the Company’s results of operations in the current or prior periods. The fair value assigned to goodwill is attributable to future expense reductions utilizing management’s leverage in operating costs. The majority of the goodwill, FCC licenses and network affiliation agreements are not deductible for tax purposes. The intangible assets related to the network affiliation agreements are amortized over 15 years and other intangible assets are amortized over an estimated weighted average useful life of six months. The acquired entities’ net revenue of $107.9 million and operating income of $34.9 million during the year ended December 31, 2015 have been included in the accompanying Consolidated Statements of Operations. KASW Effective January 29, 2015, Nexstar acquired the assets of KASW, the CW affiliate in the Phoenix, Arizona market, from Meredith Corporation and SagamoreHill of Phoenix, LLC for $70.8 million in cash. The acquisition allows Nexstar entrance into this market and the purchase price was funded through a portion of the proceeds of Nexstar’s offering of 6.125% senior unsecured notes and borrowings under Nexstar’s existing credit facility in 2015. No significant transaction costs were incurred in connection with this acquisition during the year ended December 31, 2015. The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Accounts receivable $ 3,544 Broadcast rights 8,771 Prepaid expenses and other current assets 24 Property and equipment 987 FCC licenses 35,566 Other intangible assets 713 Goodwill 32,203 Total assets acquired 81,808 Less: Broadcast rights payable (10,291 ) Less: Accounts payable and accrued expenses (739 ) Net assets acquired $ 70,778 The fair value assigned to goodwill is attributable to future expense reductions utilizing management’s leverage in programming and other station operating costs. The goodwill and FCC licenses are deductible for tax purposes. The intangible assets related to the network affiliation agreements are amortized over 15 years. Other intangible assets are amortized over an estimated weighted average useful life of eight months. KASW’s net revenue of $19.6 million and operating income of $9.3 million from the date of acquisition to December 31, 2015 have been included in the accompanying Consolidated Statements of Operations. Yashi On February 2, 2015, Nexstar acquired the outstanding equity of Yashi, Inc. (“Yashi”), a local digital video advertising and targeted programmatic technology platform, for $33.4 million in cash. The acquisition was made to broaden Nexstar’s digital media portfolio with technologies and offerings that are complementary to Nexstar’s digital businesses and multi-screen strategies. The purchase price was funded through a portion of the proceeds of Nexstar’s offering of 6.125% Notes and borrowings under Nexstar’s existing credit facility in 2015. Transaction costs relating to this acquisition, including legal and professional fees of $0.1 million, were expensed as incurred during the year ended December 31, 2015. The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Cash $ 1,470 Accounts receivable 6,788 Property and equipment 114 Developed technology and other intangible assets 18,348 Goodwill 21,353 Other assets 15 Total assets acquired 48,088 Less: Accounts payable and accrued expenses (7,641 ) Less: Taxes payable (108 ) Less: Deferred tax liabilities (6,985 ) Net assets acquired $ 33,354 During 2015, Nexstar recorded measurement period adjustments related to changes in the estimate of collectability of accounts receivable and changes in various valuation assumptions, which decreased the estimated fair values of accounts receivable, developed technology and other intangible assets and deferred tax liabilities by $1.7 million, $4.0 million and $1.6 million, respectively, and increased goodwill by $4.4 million. None of these measurement period adjustments had a material impact on the Company’s results of operations in the current or prior periods. The fair value assigned to goodwill is attributable to future expense reductions utilizing management’s leverage in operating costs. The majority of the acquired goodwill and developed technology and other intangible assets are not deductible for tax purposes. The developed and other intangible assets are amortized over an estimated weighted average useful life of three years. Yashi’s net revenue of $18.8 million and operating loss of $3.3 million from the date of acquisition to December 31, 2015 have been included in the accompanying Consolidated Statements of Operations. KLAS On February 13, 2015, Nexstar acquired the outstanding equity of KLAS, LLC, the owner of television station KLAS, the CBS affiliate serving the Las Vegas, Nevada market, from Landmark Television, LLC and Landmark Media Enterprises, LLC, for $150.8 million in cash. The acquisition allows Nexstar entrance into this market and the purchase price was funded through a portion of the proceeds of Nexstar’s offering of 6.125% Notes issued in 2015 and borrowings under Nexstar’s existing credit facility. Transaction costs relating to this acquisition, including legal and professional fees of $0.1 million, were expensed as incurred during each of the years ended December 31, 2015 and 2014. The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Cash $ 18 Accounts receivable 6,654 Broadcast rights 58 Prepaid expenses and other current assets 438 Property and equipment 19,238 FCC licenses 60,627 Network affiliation agreements 49,520 Goodwill 15,520 Total assets acquired 152,073 Less: Broadcast rights payable (58 ) Less: Accounts payable and accrued expenses (1,051 ) Less: Other current liabilities (201 ) Net assets acquired $ 150,763 The fair value assigned to goodwill is attributable to future expense reductions utilizing management’s leverage in programming and other station operating costs. The goodwill and FCC licenses are deductible for tax purposes. The intangible assets related to the network affiliation agreements are amortized over 15 years. KLAS’ net revenue of $32.7 million and operating income of $6.6 million from the date of acquisition to December 31, 2015 have been included in the accompanying Consolidated Statements of Operations. Kixer Effective October 1, 2015, Lakana LLC (“Lakana”), a wholly-owned subsidiary of Nexstar, acquired the outstanding equity of Kixer from Centrility, LLC, Keith Bonnici and Know Media, LLC for $8.5 million in cash funded by a combination of cash on hand and borrowings under Nexstar’s revolving credit facility. The sellers could also receive up to $7.0 million in additional cash payments if certain revenue targets are met during the year 2016 in accordance with the purchase agreement (the “Earnout Payments”). As of December 31, 2015, the estimated fair value of the Earnout Payments included in the purchase price was $3.0 million. This contingent consideration payable was included in accrued expenses in the accompanying Consolidated Balance Sheet. Kixer is an advertising technology platform focused on optimizing and driving new mobile revenue streams for content publishers and this acquisition broadens Nexstar’s digital media portfolio with technologies and offerings that are complementary to its digital businesses and multi-screen strategies. Transaction costs relating to this acquisition, including legal and professional fees of $0.1 million, were expensed as incurred during the year ended December 31, 2015. The estimated fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Cash $ 251 Accounts receivable 978 Prepaid expenses and other current assets 4 Property and equipment 19 Developed technology and other intangible assets 6,089 Goodwill 6,958 Total assets acquired 14,299 Less: Accounts payable and accrued expenses (735 ) Less: Deferred tax liabilities (2,109 ) Net assets acquired $ 11,455 The fair value assigned to goodwill is attributable to future expense reductions utilizing management’s leverage in operating costs. The majority of the acquired goodwill and developed technology and other intangible assets are not deductible for tax purposes. The developed technology and other intangible assets are amortized over an estimated weighted average useful life of three years and six months. Kixer’s net revenue of $1.7 million and operating income of $0.4 million from the date of acquisition to December 31, 2015 have been included in the accompanying Consolidated Statements of Operations. During 2016, the revenue targets for Kixer were met. Thus, the remaining $4.0 million Earnout Payments were recognized as expense and included in selling, general and administrative expense, excluding depreciation and amortization in the accompanying Consolidated Statements of Operations. Also during 2016, a total of $2.0 million was paid to the sellers under this arrangement, funded by cash on hand. As of December 31, 2016, the remaining obligations under the Earnout Payments of $5.0 million were included in accrued expenses in the accompanying Consolidated Balance Sheet. 2014 Acquisitions Citadel On September 16, 2013, Nexstar entered into definitive agreements with Citadel to acquire three full power television stations in three markets along with the respective network affiliation agreements: WOI, the ABC affiliate in the Des Moines, Iowa market, WHBF, the CBS affiliate in the Quad Cities, Iowa market and KCAU, the ABC affiliate in the Sioux City, Iowa market. Nexstar acquired the assets of KCAU and WHBF and the outstanding equity of WOI for a total of $87.9 million in cash. In 2013, Nexstar made payments of $44.9 million to acquire the assets excluding FCC licenses and real property interests of KCAU and WHBF and $21.0 million as an upfront payment to acquire the outstanding equity of WOI, funded by a combination of borrowings under Nexstar’s revolving credit facility and cash on hand. Nexstar also entered into TBAs with these stations, effective September 16, 2013, to provide programming and sales services to these stations during the pendency of the FCC approval of the acquisitions. On March 5, 2014, Nexstar received approval from the FCC to purchase the remaining assets of KCAU and WHBF and to acquire the outstanding equity of WOI. On March 13, 2014, Nexstar completed the acquisition of FCC licenses and real property interests of KCAU and WHBF and the outstanding equity of WOI and paid the remaining purchase price of $22.0 million, funded by cash on hand. The TBAs entered into with KCAU, WHBF, and WOI were also terminated as of this date. The acquired stations’ net revenue of $30.5 million and operating income of $8.2 million during the year ended December 31, 2014 and net revenue of $6.9 million and operating income of $0.8 million from September 16, 2013 to December 31, 2013 were included in the accompanying Consolidated Statements of Operations as a consolidated VIE. Internet Broadcasting Systems Effective April 1, 2014, Nexstar acquired the assets of Internet Broadcasting Systems, Inc. (“IBS”), a digital publishing platform and digital agency services provider, for a total purchase price of $18.8 million, funded by cash on hand. The acquisition broadens Nexstar’s digital media portfolio with technologies and offerings that are complementary to Nexstar’s digital businesses and multi-screen strategies. Transaction costs relating to this acquisition, including legal and professional fees of $0.1 million, were expensed as incurred during the year ended December 31, 2014. Additionally, employment charges of $0.5 million were incurred and included in the Consolidated Statements of Operations. IBS’ net revenue of $15.8 million and operating loss of $0.9 million from the date of acquisition to December 31, 2014 have been included in the accompanying Consolidated Statements of Operations. ETG On May 15, 2014, Nexstar acquired the outstanding equity of Enterprise Technology Group, Inc. (“ETG”), a digital content management firm that offers solutions for media companies to build a presence on the web and in the mobile content sector, for a total purchase price of $7.2 million, funded by cash on hand. The acquisition broadens Nexstar’s digital media portfolio with technologies and offerings that are complementary to Nexstar’s digital businesses and multi-screen strategies. No significant transaction costs relating to this acquisition were incurred during the year ended December 31, 2014. ETG’s net revenue of $3.0 million and operating loss of $0.2 million from the date of acquisition to December 31, 2014 have been included in the accompanying Consolidated Statements of Operations. Gray TV/Parker Effective June 13, 2014, Nexstar completed the acquisition of the outstanding equity of WMBB, the ABC affiliate in the Panama City, Florida market, KREX/KREG/KREY, the CBS affiliates and KGJT, the MyNetworkTV affiliate, all in the Grand Junction, Colorado market, from Gray TV for $34.5 million in cash, funded by a combination of proceeds from Nexstar’s term loan borrowings and cash on hand. Both KREG and KREY operated as satellite stations of KREX at the time of acquisition. This acquisition allows Nexstar entrance into two new markets. Transaction costs relating to this acquisition, including legal and professional fees of $0.1 million, were expensed as incurred during the year ended December 31, 2014. The acquired stations’ net revenue of $9.8 million and operating income of $3.9 million from the date of acquisition to December 31, 2014 have been included in the accompanying Consolidated Statements of Operations. On December 18, 2013, Mission entered into a definitive agreement with Excalibur Broadcasting, LLC (“Excalibur”) to acquire Parker, the owner of television station KFQX, the FOX affiliate in the Grand Junction, Colorado market. The acquisition will allow Mission entrance into this market. The FCC has not granted consent to Mission’s acquisition of Parker. On May 27, 2014, Mission and Excalibur terminated their purchase agreement and Mission assumed Excalibur’s rights, title and interest in an existing purchase agreement to acquire Parker for $4.0 million in cash, subject to adjustments for working capital. In connection with this restructuring, Mission paid a deposit of $3.2 million on June 13, 2014. The acquisition is subject to FCC approval and other customary conditions. Mission expects to fund the remaining purchase price through cash generated from operations prior to closing. No significant transaction costs were incurred in connection with this acquisition during the year ended December 31, 2014. Upon Nexstar’s acquisition of KREX, Nexstar assumed the contractual obligations under a TBA with Parker to perform certain sales and other services for KFQX. As discussed in Note 2, Nexstar is the primary beneficiary of the variable interests in Parker and has consolidated this station into its Consolidated Financial Statements beginning June 13, 2014. From the date of acquisition to December 31, 2014, Parker had no significant revenue or operating results. Grant On December 1, 2014, Nexstar completed the acquisition of the outstanding equity of privately-held Grant Company, Inc. (“Grant”), the owner of seven full power television stations in four markets, for $92.4 million in cash, from the Estate of Milton Grant. The stations, along with their respective network affiliation agreements, are WFXR, the FOX affiliate and WWCW, The CW affiliate, both serving the Roanoke, Virginia market, WZDX, the FOX affiliate in the Huntsville, Alabama market, KGCW, The CW affiliate and KLJB, the FOX affiliate, both in the Quad Cities, Iowa market and WLAX/WEUX, the FOX affiliates, in the La Crosse, Wisconsin market. WEUX operates as a satellite station of WLAX. A deposit of $8.5 million was paid by Nexstar in November 2013 upon signing the stock purchase agreement. Nexstar paid $83.1 million at closing funded by a combination of cash on hand and Nexstar’s term loan borrowings. Simultaneous with Nexstar’s acquisition of Grant on December 1, 2014, Nexstar sold the assets of KLJB to Marshall for $15.3 million in cash, and entered into local service agreements to perform certain sales and other services for this station. Marshall funded the purchase price to Nexstar through borrowings from its credit facility. As discussed in Note 2, Nexstar is the primary beneficiary of the variable interests in Marshall and has consolidated this entity into Nexstar’s Consolidated Financial Statements beginning December 1, 2014. Accordingly, the effects of the sale between Nexstar and Marshall have been eliminated in consolidation. The Grant acquisition allows Nexstar entrance into three new markets and creates duopolies in three markets. Transaction costs relating to this acquisition, including legal and professional fees of $0.3 million, were expensed as incurred during the year ended December 31, 2014. The acquired stations’ net revenue of $3.6 million and operating income of $0.3 million from the date of acquisition to December 31, 2014 have been included in the accompanying Consolidated Statements of Operations. Unaudited Pro Forma Information Other than CCA, IBS and Grant, the completed acquisitions during 2014 through 2016 are not significant for financial reporting purposes, both individually and in aggregate. Therefore, pro forma information has not been provided for these acquisitions. The following unaudited pro forma information has been presented for the periods indicated as if the acquisition of CCA and the related consolidation of VIEs had occurred on January 1, 2014, and the acquisitions of IBS and Grant and the related consolidation of a VIE had occurred on January 1, 2013 (in thousands, except per share data): 2015 2014 Net revenue $ 896,377 $ 789,406 Income before income taxes 130,477 137,005 Net income 79,686 78,252 Net income attributable to Nexstar 79,746 74,899 Net income per common share attributable to Nexstar - basic 2.56 2.43 Net income per common share attributable to Nexstar - diluted 2.48 2.34 The above selected unaudited pro forma information is presented for illustrative purposes only and is not necessarily indicative of results of operations in future periods or results that would have been achieved had the Company owned the acquired stations during the specified periods. Subsequent Acquisitions Media General On January 27, 2016, Nexstar entered into a definitive merger agreement with Media General, a Virginia corporation, whereby Nexstar would acquire the latter’s outstanding equity for cash and stock consideration, plus potential additional consideration in the form of a non-tradeable CVR. On January 17, 2017, Nexstar completed its merger with Media General. In connection with this acquisition, the Company also entered into new senior secured credit facilities. The proceeds from borrowings under these facilities and the proceeds from the 5.625% Notes were used to fund the merger, refinance certain existing indebtedness of the Company and Media General and to pay for related fees and expenses. See Note 19 for additional information. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 4. Property and Equipment Property and equipment consisted of the following, as of December 31 (dollars in thousands): Estimated useful life, in years 2016 2015 Buildings and improvements 39 $ 81,337 $ 73,343 Land N/A 32,068 29,765 Leasehold improvements term of lease 9,909 9,616 Studio and transmission equipment 5-15 363,574 339,041 Computer equipment 3-5 40,255 31,731 Furniture and fixtures 7 11,516 10,824 Vehicles 5 17,340 15,811 Construction in progress N/A 7,428 7,680 563,427 517,811 Less: accumulated depreciation (287,274 ) (251,228 ) Property and equipment, net $ 276,153 $ 266,583 As of December 31, 2016 and 2015, costs related to purchases of software (included in computer equipment) of $4.9 million and $5.8 million, respectively, were included in net property and equipment. These assets are being amortized over a weighted average useful life of two years and four months, based on the life of the contracts. As of December 31, 2016 and 2015, the current portion of the liability associated with these contracts of $3.2 million and $3.0 million, respectively, is included in other current liabilities in the accompanying Consolidated Balance Sheets, and the long-term portion of $1.9 and $4.2 million is included in other noncurrent liabilities as of each of the years then ended. As of December 31, 2016 and 2015, capital leases of $4.0 million and $4.3 million were included in property and equipment, respectively. The balance of capital lease obligations included $0.1 million in other current liabilities and $4.4 million in other noncurrent liabilities at each of December 31, 2016 and 2015 in the accompanying Consolidated Balance Sheet. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | 5. Intangible Assets and Goodwill Intangible assets subject to amortization consisted of the following, as of December 31 (in thousands): Estimated 2016 2015 useful life, Accumulated Accumulated in years Gross Amortization Net Gross Amortization Net Network affiliation agreements 15 $ 659,054 $ (357,704 ) $ 301,350 $ 614,592 $ (338,016 ) $ 276,576 Other definite-lived intangible assets 1-15 89,404 (66,017 ) 23,387 84,921 (47,136 ) 37,785 Other intangible assets $ 748,458 $ (423,721 ) $ 324,737 $ 699,513 $ (385,152 ) $ 314,361 In the fourth quarter of 2016, management reviewed the recoverability of finite-lived intangible assets attributable to Nexstar’s two digital media businesses due to current operating losses, industry-wide margin compression and lower short-term future earnings expectations. Based on the analysis of estimated undiscounted future pre-tax cash flows expected to result from the use of these assets, management determined that their carrying values were recoverable by a substantial margin as of December 31, 2016. No other events or circumstances were noted in 2016 that would indicate impairment. The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years and thereafter for definite-lived intangible assets as of December 31, 2016 (in thousands): 2017 $ 41,680 2018 30,887 2019 28,419 2020 24,992 2021 24,857 Thereafter 173,902 $ 324,737 The changes in the carrying amounts of goodwill and FCC licenses for the years ended December 31, 2016 and 2015 are as follows (in thousands): Goodwill FCC Licenses Accumulated Accumulated Gross Impairment Net Gross Impairment Net Balances as of December 31, 2014 $ 302,482 $ (45,991 ) $ 256,491 $ 371,461 $ (49,421 ) $ 322,040 Acquisitions and consolidation of VIEs (See Notes 2 and 3) 195,171 - 195,171 167,295 - 167,295 Balances as of December 31, 2015 $ 497,653 $ (45,991 ) $ 451,662 $ 538,756 (49,421 ) $ 489,335 Acquisitions and consolidations of VIEs (See Notes 2 and 3) 36,904 - 36,904 53,189 - 53,189 Impairment - (15,262 ) (15,262 ) - - - Balances as of December 31, 2016 $ 534,557 $ (61,253 ) $ 473,304 $ 591,945 $ (49,421 ) $ 542,524 The Company did not perform interim impairment tests for goodwill or FCC licenses as there were no indicators of impairment during the first three quarters of 2016. In the fourth quarter of 2016, the Company performed its annual impairment tests on goodwill and FCC licenses attributable to its broadcast markets using the qualitative analysis approach and concluded that it was more likely than not that the fair value of the reporting units and the fair value of FCC licenses would sufficiently exceed their respective carrying amounts. Thus, it was not necessary to perform the quantitative test method. In 2016, management elected to perform quantitative impairment tests on its two digital reporting units due to operating losses, industry-wide margin compression and lower short-term future earnings expectations. As a result of these reviews, one digital reporting unit with goodwill of $17.3 million passed the first step of the evaluation as its fair value exceeded its carrying amount by approximately 13%. The Step 1 analysis for the other reporting unit failed. This first step was performed using a combination of a discounted cash flows analysis and other valuation techniques, including the following key assumptions: compound annual growth rate of 4.4% based on management projections for this unit and industry trends, operating profit margins in the initial year of 9.3% driven by planned development activities with increases to 12.7% reflecting a mature operating model, discount rate of 15.5% based on an analysis of digital media companies, income tax rate of 39.9% based on statutory federal and blended state tax rates, and terminal growth rate of 2.5% based on a mature company in the digital media industry. As a result of failing the first step of the impairment analysis, the Step 2 analysis was performed. The second step resulted in a goodwill impairment charge of $15.1 million. As of December 31, 2016, the remaining amount of goodwill in this reporting unit after the impairment charge was $6.3 million. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2016 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | 6. Accrued Expenses Accrued expenses consisted of the following, as of December 31 (in thousands): 2016 2015 Compensation and related taxes $ 20,713 $ 15,810 Network affiliation fees 30,153 22,324 Other 20,449 22,425 $ 71,315 $ 60,559 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | 7. Debt Long-term debt consisted of the following, as of December 31 (in thousands): 2016 2015 Term loans, net of financing costs and discount of $6,592 and $8,715, respectively $ 662,206 $ 682,223 Revolving loans 2,000 2,000 6.875% Senior unsecured notes due 2020, net of financing costs and discount of $4,295 and $5,223, respectively 520,705 519,777 6.125% Senior unsecured notes due 2022, net of financing costs of $2,402 and $2,786, respectively 272,598 272,214 5.625% Senior unsecured notes due 2024, net of financing costs of $15,090 884,910 - 2,342,419 1,476,214 Less: current portion (28,093 ) (22,139 ) $ 2,314,326 $ 1,454,075 Nexstar Senior Secured Credit Facility In January and February 2016, Nexstar borrowed a total of $58.0 million under its revolving credit facility to partially fund the Reiten and WVMH acquisitions discussed in Note 3. In 2016, Nexstar fully repaid the $58.0 million outstanding principal balance under its revolving credit facility funded by cash from operating activities. As of December 31, 2016 and 2015, the Nexstar senior secured credit facility (the “Nexstar Facility”) had $387.4 million and $401.1 million term loans outstanding, respectively, and no amounts outstanding under its revolving credit facility as of each of the years then ended. The Nexstar Term Loan B-2, which matures in October 2020, is payable in consecutive quarterly installments of 0.25%, with the remainder due at maturity. The Nexstar Term Loan A, which matures in June 2018, is payable in quarterly installments that increase over time from 5.0% to 10.0%, adjusted for any prepayments, with the remainder due at maturity. During the years ended December 31, 2016 and 2015, Nexstar repaid scheduled maturities of $15.2 million and $10.7 million, respectively, of its term loans. Interest rates are selected at Nexstar’s option and the applicable margin is adjusted quarterly as defined in Nexstar’s amended credit agreement. The interest rate of Nexstar’s Term Loan A was 2.6% and 2.2% as of December 31, 2016 and 2015, respectively, and the interest rate of Nexstar’s Term Loan B-2 was 3.75% as of each of the years then ended. The interest rate on Nexstar’s revolving credit facility was 2.6% and 2.2% as of December 31, 2016 and 2015, respectively. Interest is payable periodically based on the type of interest rate selected. Additionally, Nexstar is required to pay quarterly commitment fees on the unused portion of its revolving loan commitment of 0.5% per annum. Mission Senior Secured Credit Facility As of December 31, 2016 and 2015, the Mission senior secured credit facility (the “Mission Facility”) had $223.8 million and $225.6 million term loans outstanding, respectively, and none outstanding under its revolving credit facility as of each of the years then ended. The Mission Term Loan B-2, which matures in October 2020, is payable in consecutive quarterly installments of 0.25%, with the remainder due at maturity. During the years ended December 31, 2016 and 2015, Mission repaid scheduled maturities of $2.3 million and $1.8 million, respectively, of its term loans. Terms of the Mission Facility, including repayment, maturity and interest rates, are the same as the terms of the Nexstar Facility described above. Interest rates are selected at Mission’s option and the applicable margin is adjusted quarterly as defined in Mission’s amended credit agreement. The interest rate of Mission’s Term Loan B-2 was 3.75% as of each of the years ended December 31, 2016 and 2015. The interest rate on Mission’s revolving loans was 2.6% and 2.2% as of December 31, 2016 and 2015, respectively. Marshall Senior Secured Credit Facility As of December 31, 2016 and 2015, the Marshall senior secured credit facility (the “Marshall Facility”) had $51.1 million and $55.5 million in term loans outstanding, respectively, and $2.0 million outstanding under its revolving credit facility, as of each of the years ended. The Marshall Term Loan A, which matures in June 2018, is payable in quarterly installments that increase over time from 5.0% to 10.0%, with the remainder due at maturity. During the years ended December 31, 2016 and 2015, Marshall repaid $4.6 million and $3.3 million scheduled maturity of its term loans. Terms of the Marshall Facility, including repayment, maturity and interest rates, are the same as the terms of the Nexstar Facility described above. Interest rates are selected at Marshall’s option and the applicable margin is adjusted quarterly as defined in Marshall’s amended credit agreement. The interest rate on Marshall’s term loan and revolving credit facility was 2.6% and 2.2% as of December 31, 2016 and 2015, respectively. Unused Commitments and Borrowing Availability The Company had $103.0 million of total unused revolving loan commitments under the respective Nexstar, Mission and Marshall senior secured credit facilities, all of which was available for borrowing, based on the covenant calculations as of December 31, 2016. The Company’s ability to access funds under the senior secured credit facilities depends, in part, on its compliance with certain financial covenants. As of December 31, 2016, Nexstar also had $3.8 billion remaining commitment in the form of credit facilities, a bridge facility and a short-term facility in connection with Nexstar’s merger with Media General, and the refinancing of certain existing indebtedness of the Company and Media General. On January 17, 2017, Nexstar consummated these transactions. See Note 19 for additional information. 5.625% Notes On July 27, 2016, Nexstar Escrow completed the issuance and sale of $900.0 million of 5.625% Notes at par. These notes will mature on August 1, 2024 and interest is payable semiannually in arrears on February 1 and August 1 of each year beginning on February 1, 2017. The gross proceeds of the 5.625% Notes, plus Nexstar’s pre-funding of $26.7 million interest, were deposited into a segregated escrow account which cannot be utilized until certain conditions were satisfied. Among other things, such conditions included the consummation of the Nexstar and Media General merger and the assumption by Nexstar of all of the obligations of Nexstar Escrow under the 5.625% Notes (collectively, the “Escrow Release Conditions”). Following satisfaction of the Escrow Release Conditions, the proceeds from the 5.625% Notes would be used to partially finance the merger, to refinance certain existing indebtedness of Nexstar and Media General, to pay related fees and expenses and for general corporate purposes. On January 17, 2017, Nexstar completed its merger with Media General. Thus, the Escrow Release Conditions were satisfied and the proceeds of the 5.625% Notes plus the pre-funded interest were released to Nexstar. The 5.625% Notes also became the senior unsecured obligation of Nexstar, guaranteed by Mission and certain of Nexstar’s and Mission’s future wholly-owned subsidiaries, subject to certain customary release conditions. Prior to the consummation of the merger, the 5.625% Notes were not guaranteed but were secured by a first-priority security interest in the escrow account and all deposits and investment property therein. In 2016, Nexstar recorded $15.7 million in legal, professional and underwriting fees related to the issuance of the 5.625% Notes, which were capitalized as debt finance costs and are amortized over the term of the 5.625% Notes. Debt financing costs are netted against the carrying amount of the related debt. 6.125% Senior Unsecured Notes On January 29, 2015, Nexstar completed the issuance and sale of $275.0 million 6.125% Notes at par. The 6.125% Notes will mature on February 15, 2022. Interest on the 6.125% Notes is payable semiannually in arrears on February 15 and August 15 of each year commencing on August 15, 2015. The 6.125% Notes were issued pursuant to an Indenture, dated as of January 29, 2015 (the “6.125% Indenture”). The 6.125% Notes are senior unsecured obligations of Nexstar and are guaranteed by Mission and certain of Nexstar’s and Mission’s future 100% owned subsidiaries, subject to certain customary release provisions. The 6.125% Notes are senior obligations of Nexstar and Mission but junior to the secured debt, including the Nexstar Facility, the Mission Facility and the Marshall Facility to the extent of the value of the assets securing such debt. The 6.125% Notes rank equal to the 6.875% Notes. Nexstar has the option to redeem all or a portion of the 6.125% Notes at any time prior to February 15, 2018 at a price equal to 100% of the principal amount redeemed plus accrued and unpaid interest to the redemption date plus applicable premium as of the date of redemption. At any time on or after February 15, 2018, Nexstar may redeem the 6.125% Notes, in whole or in part, at the redemption prices set forth in the 6.125% Indenture. At any time before February 15, 2018, Nexstar may also redeem up to 40% of the aggregate principal amount at a redemption price of 106.125%, plus accrued and unpaid interest, if any, to the date of redemption, with the net cash proceeds from equity offerings. Upon the occurrence of a change in control (as defined in the 6.125% Indenture), each holder of the 6.125% Notes may require Nexstar to repurchase all or a portion of the 6.125% Notes in cash at a price equal to 101.0% of the aggregate principal amount to be repurchased, plus accrued and unpaid interest, if any, thereon to the date of repurchase. The 6.125% Indenture contains covenants that limit, among other things, Nexstar’s ability to (1) incur additional debt, (2) pay dividends or make other distributions or repurchases or redeem its capital stock, (3) make certain investments, (4) create liens, (5) merge or consolidate with another person or transfer or sell assets, (6) enter into restrictions affecting the ability of Nexstar’s restricted subsidiaries to make distributions, loans or advances to it or other restricted subsidiaries; prepay, redeem or repurchase certain indebtedness and (7) engage in transactions with affiliates. The 6.125% Indenture provides for customary events of default (subject in certain cases to customary grace and cure periods), which include nonpayment, breach of covenants in the Indenture, payment defaults or acceleration of other indebtedness, a failure to pay certain judgments and certain events of bankruptcy and insolvency. Generally, if an event of default occurs, the Trustee or holders of at least 25% in principal amount of the then outstanding 6.125% Notes may declare the principal of and accrued but unpaid interest, including additional interest, on all the 6.125% Notes to be due and payable. In 2015 and 2014, Nexstar recorded $3.0 million and $0.1 million, respectively, in legal, professional and underwriting fees related to the issuance of the 6.125% Notes, which were recorded as debt finance costs and amortized over the term of the 6.125% Notes. Debt financing costs are netted against the carrying amount of the related debt. 6.875% Senior Unsecured Notes On November 9, 2012, Nexstar completed the issuance and sale of $250.0 million 6.875% Notes at par. On October 1, 2013, Nexstar completed the sale and issuance of $275.0 million 6.875% Notes at 100.25%, plus accrued interest from May 15, 2013. The proceeds were used to repurchase substantially all of the 8.875% Notes (discussed below) and for related fees and expenses. The 6.875% Notes will mature on November 15, 2020. Interest on the 6.875% Notes is payable semiannually in arrears on May 15 and November 15 of each year. The 6.875% Notes were issued pursuant to an Indenture, dated as of November 9, 2012, and a First Supplemental Indenture (the “6.875% Indenture”), dated as of October 1, 2013. The 6.875% Notes are senior unsecured obligations of Nexstar and are guaranteed by Mission and certain of Nexstar’s and Mission’s future 100% owned subsidiaries, subject to certain customary release provisions. The 6.875% Notes are senior obligations of Nexstar and Mission but junior to the secured debt, including the Nexstar Facility, the Mission Facility and the Mashall Facility, to the extent of the value of the assets securing such debt. The 6.875% Notes rank equal to the 6.125% Notes. Nexstar has the option to redeem all or a portion of the 6.875% Notes at any time prior to November 15, 2015 at a price specified in the 6.875% Indenture plus accrued and unpaid interest to the redemption date plus applicable premium as of the date of redemption. At any time before November 15, 2015, Nexstar may also redeem up to 35% of the aggregate principal amount of the notes at a redemption price of 106.875% plus accrued and unpaid interest, if any, to the redemption date, with the net cash proceeds from equity offerings. At any time on or after November 15, 2015, Nexstar may redeem 6.875% Notes, in whole or in part, at the redemption dates and redemption prices specified in the 6.875% Indenture. Upon the occurrence of a change of control (as defined in the 6.875% Indenture), each holder of the 6.875% Notes may require Nexstar to repurchase all or a portion of the 6.875% Notes in cash at a price equal to 101.0% of the aggregate principal amount to be repurchased, plus accrued and unpaid interest, if any, thereon to the date of repurchase. The 6.875% Indenture contains covenants that limit, among other things, Nexstar’s ability to (1) incur additional debt, (2) make certain restricted payments, (3) consummate specified asset sales, (4) enter into transactions with affiliates, (5) create liens, (6) pay dividends or make other distributions, (7) repurchase or redeem capital, (8) merge or consolidate with another person and (9) enter new lines of business. The 6.875% Indenture provides for customary events of default (subject in certain cases to customary grace and cure periods), which include nonpayment, breach of covenants in the 6.875% Indenture, payment defaults or acceleration of other indebtedness, a failure to pay certain judgments, certain events of bankruptcy and insolvency and any guarantee of the 6.875% Notes that ceases to be in full force and effect with certain exceptions specified in the 6.875% Indenture. Generally, if an event of default occurs, the Trustee or holders of at least 25% in principal amount of the then outstanding notes may declare the principal of and accrued but unpaid interest, including additional interest, on all the notes to be due and payable. In 2013 and 2012, Nexstar recorded $3.5 million and $4.7 million, respectively, in legal and professional fees related to the issuance of the 6.875% Notes, which were capitalized as debt finance costs and are being amortized over the term of the 6.875% Notes. Debt financing costs are netted against the carrying amount of the related debt. On February 27, 2017, Nexstar redeemed all the outstanding principal amount under the 6.875% Notes. See Note 19 for additional information. 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 Facility and the Marshall Facility in the event of their default. Mission and Nexstar Digital, LLC, a wholly-owned subsidiary of Nexstar (formerly Enterprise Technology, LLC and herein referred to as “Nexstar Digital”), are guarantors of the Nexstar Facility. Mission is also a guarantor of Nexstar’s 6.875% Notes, the 6.125% Notes and the 5.625% Notes. Marshall and Nexstar Digital do not guarantee these notes. In consideration of Nexstar’s guarantee of the Mission 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 2017 and 2024) 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 amended credit agreement contains covenants which require Nexstar to comply with certain financial covenant ratios, including (1) a maximum consolidated total net leverage ratio of the Company of 6.50 to 1.00 at December 31, 2016, (2) a maximum consolidated first lien net leverage ratio of 3.75 to 1.00 at any time and (3) a minimum consolidated fixed charge coverage ratio of 1.20 to 1.00 at any time. The covenants, which are formally calculated on a quarterly basis, are based on the combined results of the Company. The Mission and Marshall amended credit agreements do not contain financial covenant ratio requirements, but do provide for default in the event Nexstar does not comply with all covenants contained in its credit agreement. As of December 31, 2016, the Company was in compliance with its financial covenants. Fair Value of Debt The aggregate carrying amounts and estimated fair values of the Company’s debt were as follows, as of December 31 (in thousands): 2016 2015 Carrying Fair Carrying Fair Amount Value Amount Value Term loans (1) $ 662,206 $ 665,750 $ 682,223 $ 678,045 Revolving loans (1) 2,000 1,969 2,000 1,961 6.875% Senior unsecured notes (2) 520,705 543,375 519,777 534,188 6.125% Senior unsecured notes (2) 272,598 284,625 272,214 269,500 5.625% Senior unsecured notes (2) 884,512 893,250 - - (1) The fair value of senior secured 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. (2) The fair value of Nexstar’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. Debt Maturities The scheduled maturities of the Company’s debt, excluding the unamortized discount and premium and certain debt financing costs, as of December 31, 2016 are summarized as follows (in thousands): 2017 $ 30,093 2018 168,614 2019 4,982 2020 992,109 2021 - Thereafter 1,175,000 $ 2,370,798 |
Contract Termination
Contract Termination | 12 Months Ended |
Dec. 31, 2016 | |
Contract Termination [Abstract] | |
Contract Termination | 8. Contract Termination On March 31, 2008, Nexstar signed a ten-year agreement for national sales representation with the related companies of Katz Media Group (“Katz”), transferring 24 Nexstar stations in 14 markets from Petry Television Inc. (“Petry”) and Blair Television Inc. (“Blair”) into Katz. Effective May 1, 2009, Nexstar signed another agreement to transfer the remaining Nexstar stations to Katz. On August 4, 2014, Nexstar signed an agreement for the television stations it acquired from Gray TV (See Note 3) transferring the stations’ national representation from Harrington Righter & Parson (“Harrington”) and Petry to Katz. On February 15, 2015, Nexstar signed an agreement for the television stations acquired from Grant and the KASW station acquired from Meredith and Sagamorehill (See Note 3) transferring the stations’ national representation from Telerep, LLC (“Telerep”) to Katz. Nexstar has signed various termination and mutual release agreements in connection with these transfers of representation under which Blair, Petry, Harrington and Telerep agreed to release Nexstar from its future contractual obligations in exchange for one-time payments. As an inducement for Nexstar’s long-term agreement with Katz, the latter paid these one-time payments on behalf of Nexstar. Nexstar recorded liabilities for these payments at present value and is recognized as a non-cash reduction to operating expenses over the term of the agreement with Katz. The liability associated with these contracts included $1.2 million in other current liabilities as of each of the years ended December 31, 2016 and 2015, and $1.0 million and $2.2 million was included in other noncurrent liabilities, respectively, in the accompanying Consolidated Balance Sheets. The Company recognized $1.2 million, $1.2 million and $0.8 million of these incentives as a reduction of selling, general and administrative expense during the years ended December 31, 2016, 2015 and 2014, respectively. |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Common Stock | 9. Common Stock The holders of Class A common stock are entitled to one vote per share and the holders of Class B common stock are entitled to 10 votes per share. Holders of Class A common stock and Class B common stock generally vote together as a single class on all matters submitted to a vote of the stockholders. Holders of Class C common stock have no voting rights. The common stockholders are entitled to receive cash dividends, subject to the rights of holders of any series of preferred stock, on an equal per share basis. The Nexstar Facility provides limits on the amounts of dividends the Company may pay to stockholders over the term of the Nexstar Credit Agreement. Pursuant to Nexstar’s dividend policy, the board of directors declared in 2016, 2015 and 2014 total annual cash dividends of $0.96 per share, $0.76 per share and $0.60 per share, respectively, with respect to the outstanding shares of common stock. The dividends were paid in equal quarterly installments. On August 10, 2015, Nexstar announced that its board of directors approved a share repurchase program which authorizes Nexstar to purchase up to $100.0 million of its outstanding shares of Class A common stock. Share repurchases may be made from time to time in open market transactions, block trades or in private transactions. There is no minimum number of shares that is required to be repurchased and the repurchase program may be suspended or discontinued at any time without prior notice. In 2015, Nexstar repurchased a total of 1,010,565 shares of Class A common stock for $48.7 million, funded by cash on hand. During the years ended December 31, 2016 and 2015, 116,821 shares and 17,000 shares, respectively, were reissued in connection with stock option exercises and vesting of restricted stock units. On January 17, 2017, Nexstar completed its merger with Media General wherein Nexstar acquired the latter’s outstanding common stock in exchange for cash, the issuance of Nexstar’s Class A common stock and a potential additional consideration in the form of a CVR. On January 26, 2017, the board of directors declared a quarterly dividend for 2017 beginning in the first quarter. See Note 19 for additional information on these transactions. |
Stock-Based Compensation Plans
Stock-Based Compensation Plans | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation Plans | 10. Stock-Based Compensation Plans Stock-Based Compensation Expense The Company measures compensation cost related to stock options based on the grant-date fair value of the awards, calculated using the Black-Scholes option-pricing model. The compensation cost related to restricted stock units is based on the market price of the stock on the date of the award. The fair value of the stock options and restricted stock units, less estimated forfeitures, is recognized ratably over their respective vesting periods. In 2016, Nexstar granted 33,750 restricted stock units and no stock options. In 2015, Nexstar granted 200,000 options and 210,000 restricted stock units. In 2014, Nexstar granted 797,500 options and 20,500 restricted stock units. The assumptions used in calculating the fair values of options granted during the years ended December 31, 2015 and 2014 were as follows: 2015 2014 Expected volatility 86.3% 87.0% - 87.2% Risk-free interest rates 1.6% 2.1% - 2.3% Expected life 7 years 7 years Dividend yields 1.6% 1.1% - 1.5% Weighted-average grant date fair value per share $ 31.45 $ 31.87 The expected volatility assumptions used for stock option grants were based on Nexstar’s historical volatility rates over a period approximating the expected life of the options. The expected term assumption is calculated utilizing Nexstar’s historical exercise and post-vesting cancellation experience combined with expectations developed over outstanding options. The risk-free interest rates used are based on the daily U.S. Treasury yield curve rate in effect at the time of the grant having a period commensurate with the expected term assumption. The expected dividend yield is based on the current annual dividend divided by the stock price on the date of grant. The Company recognized stock-based compensation expense of $11.4 million, $11.4 million and $7.6 million for the years ended December 31, 2016, 2015 and 2014, respectively. As of December 31, 2016, there was $15.4 million of total unrecognized compensation cost, net of estimated forfeitures, related to stock options and restricted stock units, expected to be recognized over a weighted-average period of 1.75 years. Stock-Based Compensation Plans Nexstar has two stock-based compensation plans that provide for the granting of stock options, stock appreciation rights, restricted stock and performance awards to directors, employees or consultants of Nexstar: the 2015 Long-Term Equity Incentive Plan, approved by Nexstar’s majority stockholders on June 11, 2015 (the “2015 Plan”) and the 2012 Long-Term Equity Incentive Plan, approved by Nexstar’s majority stockholders on September 26, 2012 (the “2012 Plan”). A maximum of 2,500,000 shares and 1,500,000 shares of Nexstar’s Class A common stock can be issued under the 2015 Plan and the 2012 Plan, respectively. No new awards are granted under equity incentive plans prior to these plans but any unissued available shares can be issued under the 2012 Plan. As of December 31, 2016, a total of 2,469,750 shares and 41,875 shares were available for future grants under the 2015 Plan and the 2012 Plan, respectively. Under Nexstar’s equity incentive plans, options to purchase 2,376,500 shares of Nexstar’s Class A common stock were outstanding and 188,000 restricted stock units were unvested as of December 31, 2016. Options are granted with an exercise price at least equal to the fair market value of the underlying shares of common stock on the date of the grant, vest over a range of four to five years and expire ten years from the date of grant. Except as otherwise determined by the compensation committee or with respect to the termination of a participant’s services in certain circumstances, including a change of control, no option may be exercised within six months of the date of the grant. Upon the employee’s termination, all nonvested options are forfeited immediately and any unexercised vested options are cancelled from 30 to 180 days following the termination date. The restricted stock units vest over four years from the date of the award. All unvested restricted stock units are forfeited immediately upon the employee’s termination for any reason other than change of control. Nexstar utilizes any available treasury stock or issues new shares of its Class A common stock when options are exercised or restricted stock units vest. The following table summarizes stock award activity and related information for all of Nexstar’s Equity Plans for the year ended December 31, 2016: Outstanding Options Non-Vested Options Restricted Stock Units Weighted- Weighted- Average Aggregate Weighted- Weighted- Shares Average Remaining Intrinsic Average Average Available Exercise Contractual Value (1) Grant-Date Unvested Grant-Date for Grant Shares Price Term (Years) (thousands) Shares Fair Value Shares Fair Value Balances as of December 31, 2015 2,525,000 2,443,591 $ 21.54 6.31 90,807 973,125 $ 25.53 225,375 $ 45.69 Restricted stock units awarded (33,750 ) - - - - 33,750 $ 51.87 Exercised - (60,216 ) $ 21.34 - - - - Vested - - - (474,375 ) $ 18.94 (57,625 ) $ 45.67 Forfeited/cancelled 20,375 (6,875 ) $ 16.12 - $ - (13,500 ) $ 52.46 Balances as of December 31, 2016 2,511,625 2,376,500 $ 21.56 5.38 $ 99,197 498,750 $ 31.79 188,000 $ 46.33 Exercisable as of December 31, 2016 1,877,750 $ 14.98 4.85 $ 90,735 Fully vested and expected to vest as of December 31, 2016 2,369,500 $ 21.49 5.37 $ 99,079 (1) Aggregate intrinsic value represents the difference between the closing market price of Nexstar’s common stock on the last day of the fiscal period, which was $63.30 on December 31, 2016, and the stock option exercise prices multiplied by the number of options outstanding. For the years ended December 31, 2016, 2015 and 2014, the aggregate intrinsic value of options exercised, on their respective exercise dates, was $2.3 million, $22.8 million and $26.5 million, respectively. For the years ended December 31, 2016, 2015 and 2014, the aggregate fair value of options vested was $9.0 million, $8.0 million and $2.1 million, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The income tax expense (benefit) consisted of the following components for the years ended December 31 (in thousands): 2016 2015 2014 Current tax expense (benefit): Federal $ 12,054 $ (108 ) $ 402 State 10,927 5,120 2,230 22,981 5,012 2,632 Deferred tax expense (benefit): Federal 53,094 43,772 38,176 State 1,497 (97 ) 5,293 54,591 43,675 43,469 Income tax expense $ 77,572 $ 48,687 $ 46,101 The income tax expense differs from the amount computed by applying the statutory federal income tax rate of 35% to the income before income taxes. The sources and tax effects of the differences were as follows, for the years ended December 31 (in thousands): 2016 2015 2014 Income tax expense at 35% statutory federal rate $ 59,735 $ 43,774 $ 38,752 State and local taxes, net of federal benefit 7,697 3,315 5,373 Nondeductible compensation 709 652 690 Nondeductible earnout payments 1,415 - - Nondeductible acquisition costs 12 251 342 Nondeductible meals and entertainment 504 417 381 Nondeductible goodwill impairment 5,276 - - Other 2,224 278 563 Income tax expense $ 77,572 $ 48,687 $ 46,101 The components of the net deferred tax asset (liability) were as follows, as of December 31 (in thousands): 2016 2015 Deferred tax assets: Net operating loss carryforwards $ 26,657 $ 69,547 Compensation 14,308 10,918 Rent 3,197 3,418 Transaction costs 8,238 1,430 Other 7,348 7,922 Total deferred tax assets 59,748 93,235 Deferred tax liabilities: Property and equipment (15,882 ) (13,106 ) Other intangible assets (35,628 ) (46,983 ) Goodwill (35,780 ) (29,872 ) FCC licenses (98,494 ) (89,438 ) Other (13 ) (13 ) Total deferred tax liabilities (185,797 ) (179,412 ) Net deferred tax liabilities $ (126,049 ) $ (86,177 ) During the years ended December 31, 2016, 2015 and 2014, there were no changes to the gross unrecognized tax benefit of $3.7 million. If the gross unrecognized tax benefit were recognized, it would result in a favorable effect on the Company’s effective tax rate. The Company does not expect the amount of unrecognized tax benefits to significantly change in the next twelve months. Interest expense and penalties related to the Company’s uncertain tax positions would be reflected as a component of income tax (benefit) expense in the Company’s Consolidated Statements of Operations. For the years ended December 31, 2016, 2015 and 2014, the Company did not accrue interest on the unrecognized tax benefits as an unfavorable outcome upon examination would not result in a cash outlay but would reduce net operating loss carryforwards (“NOLs”). The Company files income tax returns in the U.S. federal jurisdiction and various state jurisdictions. The Company is subject to U.S. federal tax examinations for years after 2012. Additionally, any NOLs that were generated in prior years and utilized in the current year or future years may also be subject to examination by the Internal Revenue Service. State jurisdictions that remain subject to examination are not considered significant. The Company has gross federal and state income tax NOL carryforwards of $67.0 million and $77.2 million, respectively, which are available to reduce future taxable income if utilized before their expiration. The federal NOLs expire through 2035 if not utilized. Section 382 of the Internal Revenue Code of 1986, as amended, generally imposes an annual limitation on the amount of NOLs that may be used to offset taxable income when a corporation has undergone significant changes in stock ownership. Ownership changes are evaluated as they occur and could limit the ability to use NOLs. The Company expects to be able to utilize its existing NOLs prior to their expiration. The ability to use NOLs is also dependent upon the Company’s ability to generate taxable income. The NOLs could expire before the Company generates sufficient taxable income. To the extent the Company’s use of NOLs is significantly limited, the Company’s income could be subject to corporate income tax earlier than it would if it were able to use NOLs, which could have a negative effect on the Company’s financial results and operations. Changes in ownership are largely beyond the Company’s control and the Company can give no assurance that it will continue to have realizable NOLs. |
FCC Regulatory Matters
FCC Regulatory Matters | 12 Months Ended |
Dec. 31, 2016 | |
Risks And Uncertainties [Abstract] | |
FCC Regulatory Matters | 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. The FCC has adopted rules with respect to the final conversion of existing low power and television translator stations to digital operations, which must be completed within 51 months after the completion of the broadcast television incentive auction. Media Ownership The FCC is required to review its media ownership rules every four years and to eliminate those rules it finds no longer serve the “public interest, convenience and necessity.” In August 2016, the FCC adopted a Second Report and Order (the “2016 Ownership Order”) concluding the agency’s 2010 and 2014 quadrennial reviews. The 2016 Ownership Order (1) retains the existing local television ownership rule and radio/television cross-ownership rule (with minor technical modifications to address the transition to digital television broadcasting), (2) extends the current ban on common ownership of two top-four television stations in a market to network affiliation swaps, (3) retains the existing ban on newspaper/broadcast cross-ownership in local markets while considering waivers and providing an exception for failed or failing entities, (4) retains the existing dual network rule, (5) made JSA relationships attributable interests and (6) defines a category of sharing agreements designated as SSAs between stations and requires public disclosure of those SSAs (while not considering them attributable). In August 2016, the FCC completed its most recent quadrennial media ownership review and adopted a rule that attributes another in-market station toward the local television ownership limits when one station owner sells more than 15% of the second station’s weekly advertising inventory under a joint sales agreement (this rule had been previously adopted, but was vacated by the U.S. Court of Appeals for the Third Circuit). Parties to JSAs entered into prior to March 31, 2014 may continue to operate under these JSAs until September 30, 2025. Nexstar has sought FCC reconsideration the JSA attribution rule. On February 3, 2017, the FCC terminated in full its guidance (issued on March 12, 2014) requiring careful scrutiny of broadcast television applications which propose sharing arrangements and contingent interests. Accordingly, the FCC will no longer evaluate whether options, loan guarantees and similar otherwise non-attributable interests create undue financial influence in transactions which also include sharing arrangements between a station licensee and another party. The FCC’s media ownership rules limit the percentage of U.S. television households which a party may reach through its attributable interests in television stations to 39% on a nationwide basis. Historically, the FCC counted the ownership of an ultra-high frequency (“UHF”) station as reaching only 50% of a market’s percentage of total national audience. On August 24, 2016, the FCC adopted a Report and Order abolishing the UHF discount for the purposes of a licensee’s determination of compliance with the 39% national cap. This rule change became effective October 24, 2016. Nexstar is in compliance with the 39% national cap limitation without the UHF discount. Spectrum The FCC is in the process of repurposing a portion of the broadcast television spectrum for wireless broadband use. Pursuant to federal legislation enacted in 2012, the FCC is administering an incentive auction whereby it is seeking to make additional spectrum available to meet future wireless broadband needs. Under the auction statute and rules, television broadcasters may voluntarily relinquish all or part of their spectrum in exchange for consideration, and wireless broadband providers and other entities may bid to acquire the relinquished television spectrum. After the auction’s conclusion, television stations that have not relinquished their spectrum will be “repacked” into the frequency band still remaining for television broadcast use. The incentive auction commenced on March 29, 2016. The “reverse” portion of the auction (by which television broadcasters accepted bids to relinquish their spectrum) and the “forward” portion of the auction (by which wireless providers and other entities bid to acquire the relinquished spectrum) have both concluded. The final portion of the auction is scheduled to occur in March 2017, and the Company expects the FCC to formally close the auction in April 2017. Certain of the Company’s stations have accepted bids to relinquish their spectrum and will either discontinue operation or share a channel with another broadcaster. These stations will be required to cease broadcasting on their current channels (and, if applicable, implement channel sharing arrangements) between three and twelve months after receiving payment for the relinquishment of their channels (which the Company expects to occur later in 2017). The majority of the Company’s television stations did not accept bids to relinquish their television channels. Of those stations, many will be assigned new channels in the reduced post-auction television band. These “repacked” stations will be required to construct and license the necessary technical modifications to operate on their new assigned channels, and will need to cease operating on their existing channels, by deadlines which the FCC will establish and which will be no more than thirty-nine months after the official close of the auction. Congress has allocated up to $1.75 billion to reimburse television broadcasters and MVPDs for costs reasonably incurred due to the repack. The reallocation of television spectrum to broadband use may be to the detriment of the Company’s investment in digital facilities, could require substantial additional investment to continue current operations, and may require viewers to invest in additional equipment or subscription services to continue receiving broadcast television signals. The Company cannot predict the impact of the incentive auction and subsequent repacking on its business. Retransmission Consent On March 3, 2011, the FCC initiated a Notice of Proposed Rulemaking to reexamine its rules (i) governing the requirements for good faith negotiations between multichannel video program distributors (“MVPDs”) and broadcasters, including implementing a prohibition on one station negotiating retransmission consent terms for another station under a local service agreement; (ii) for providing advance notice to consumers in the event of dispute; and (iii) to extend certain cable-only obligations to all MVPDs. The FCC also asked for comment on eliminating the network non-duplication and syndicated exclusivity protection rules, which may permit MVPDs to import out-of-market television stations during a retransmission consent dispute. In March 2014, the FCC adopted a rule that prohibits joint retransmission consent negotiation between television stations in the same market which are not commonly owned and which are ranked among the top four stations in the market in terms of audience share. On December 5, 2014, federal legislation extended the joint negotiation prohibition to all non-commonly owned television stations in a market. This rule requires Mission and other independent third parties with which Nexstar has local service agreements to separately negotiate their retransmission consent agreements. The December 2014 legislation also directed the FCC to commence a rulemaking to “review its totality of the circumstances test for good faith [retransmission consent] negotiations.” The FCC commenced this proceeding in September 2015 and comments and reply comments were submitted. In July 2016, the then-Chairman of the FCC publicly announced that the agency would not adopt additional rules in this proceeding, however, the proceeding remains open. Concurrently with its adoption of the prohibition on certain joint retransmission consent negotiations, the FCC also adopted a further notice of proposed rulemaking which seeks additional comment on the elimination or modification of the network non-duplication and syndicated exclusivity rules. The FCC’s prohibition on certain joint retransmission consent negotiations and its possible elimination or modification of the network non-duplication and syndicated exclusivity protection rules may affect the Company’s ability to sustain its current level of retransmission consent revenues or grow such revenues in the future and could have an adverse effect on the Company’s business, financial condition and results of operations. The Company cannot predict the resolution of the FCC’s network non-duplication and syndicated exclusivity proposals, or the impact of these proposals or the FCC’s prohibition on certain joint negotiations, on its business. Further, certain online video distributors and other over-the-top video distributors (“OTTDs”) have begun streaming broadcast programming over the Internet. In June 2014, the U.S. Supreme Court held that an OTTD retransmissions of broadcast television signals without the consent of the broadcast station violate copyright holders’ exclusive right to perform their works publicly as provided under the Copyright Act. In December 2014, the FCC issued a Notice of Proposed Rulemaking proposing to interpret the term “MVPD” to encompass OTTDs 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 OTTDs. Comments and reply comments were filed in 2015. Although the FCC has not classified OTTDs and MVPDs to-date, several OTTDs are actively seeking to negotiate agreements for retransmission of local stations within their markets. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13. Commitments and Contingencies Broadcast Rights Commitments Broadcast rights acquired for cash under license agreements are recorded as an asset and a corresponding liability at the inception of the license period. Future minimum payments for license agreements for which the license period has not commenced and no asset or liability has been recorded are as follows as of December 31, 2016 (in thousands): 2017 $ 12,170 2018 8,878 2019 4,898 2020 1,232 2021 1,052 Thereafter 230 $ 28,460 Operating Leases The Company leases office space, vehicles, towers, antenna sites, studio and other operating equipment under noncancelable operating lease arrangements expiring through December 2053. Rent expense recorded in the Company’s Consolidated Statements of Operations for such leases was $12.7 million, $12.0 million and $7.1 million for the years ended December 31, 2016, 2015 and 2014, respectively. Future minimum lease payments under these operating leases are as follows as of December 31, 2016 (in thousands): 2017 $ 11,605 2018 11,037 2019 10,256 2020 9,003 2021 6,617 Thereafter 20,741 $ 69,259 Capital Leases The Company leases certain equipment and tower facilities under noncancelable lease arrangements. These contracts were accounted for as capital leases and included in property and equipment (See Note 4). The future minimum lease payments under these agreements as of December 31, 2016 are as follows (in thousands): 2017 $ 331 2018 315 2019 328 2020 341 2021 355 Thereafter 5,978 7,648 Less: Amount representing interest 3,216 $ 4,432 Guarantee of Mission and Marshall Debt Nexstar and its subsidiaries guarantee full payment of all obligations incurred under the Mission Facility and the Marshall Facility. In the event that Mission and/or Marshall are 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 these guarantees would be generally limited to the borrowings outstanding. As of December 31, 2016, Mission had a maximum commitment of $231.8 million under its senior secured credit facility, of which $223.8 million of debt was outstanding, and Marshall had used all its commitment under its senior secured credit facility and had outstanding obligations of $53.1 million. Borrowing Commitments Related to Merger with Media General As of December 31, 2016, Nexstar had $3.8 billion remaining commitment in the form of credit facilities, a bridge facility and a short-term facility in connection with Nexstar’s merger with Media General, and the refinancing of the Company’s and Media General’s certain existing indebtedness. The merger and the debt refinancing both consummated on January 17, 2017. See Note 19 for additional information. 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. Collective Bargaining Agreements As of December 31, 2016, certain technical, production and news employees at ten of the Company’s stations are covered by collective bargaining agreements. The Company believes that employee relations are satisfactory and has not experienced any work stoppages at any of its stations. However, there can be no assurance that the collective bargaining agreements will be renewed in the future or that the Company will not experience a prolonged labor dispute, which could have a material adverse effect on its business, financial condition, or results of operations. Litigation From time to time, the Company is involved with claims that arise out of the normal course of its business. In the opinion of management, any resulting liability with respect to these claims would not have a material adverse effect on the Company’s financial position or results of operations. |
Segment Data
Segment Data | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Data | 14. Segment Data The Company evaluates the performance of its operating segments based on net revenue and operating income. The Company’s broadcast segment includes 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. The other activities of the Company include corporate functions, eliminations and other insignificant operations. Segment financial information is included in the following tables for the periods presented (in thousands): Year Ended December 31, 2016 Broadcasting Other Consolidated Net revenue $ 1,040,704 $ 62,486 $ 1,103,190 Depreciation 44,313 6,987 51,300 Amortization of intangible assets 33,079 13,493 46,572 Income (loss) from operations 372,496 (85,188 ) 287,308 Goodwill 449,682 23,622 473,304 Assets 1,811,042 1,155,043 2,966,085 Year Ended December 31, 2015 Broadcasting Other Consolidated Net revenue $ 846,926 $ 49,451 $ 896,377 Depreciation 41,053 6,169 47,222 Amortization of intangible assets 35,845 12,630 48,475 Income (loss) from operations 266,919 (60,812 ) 206,107 Goodwill 412,965 38,697 451,662 Assets 1,660,737 174,397 1,835,134 Year ended December 31, 2014 Broadcasting Other Consolidated Net revenue $ 609,668 $ 21,643 $ 631,311 Depreciation 31,564 3,483 35,047 Amortization of intangible assets 21,932 3,918 25,850 Income (loss) from operations 216,724 (43,487 ) 173,237 |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 12 Months Ended |
Dec. 31, 2016 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Financial Information | 15. Condensed Consolidating Financial Information The following condensed consolidating financial information presents the financial position, results of operations and cash flows of the Company, including its wholly-owned subsidiaries and its consolidated VIEs. This information is presented in lieu of separate financial statements and other related disclosures pursuant to Regulation S-X Rule 3-10 of the Securities Exchange Act of 1934, as amended, “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.” The Nexstar column presents the parent company’s financial information, excluding consolidating entities. The Nexstar Broadcasting column presents the financial information of Nexstar Broadcasting, Inc. (“Nexstar Broadcasting”), a wholly-owned subsidiary of Nexstar and issuer of the 6.875% Notes and the 6.125% Notes. The Mission column presents the financial information of Mission, an entity which Nexstar Broadcasting is required to consolidate as a VIE (see Note 2). The Non-Guarantors column presents the combined financial information of Nexstar Digital, a wholly-owned subsidiary of Nexstar, and other VIEs consolidated by Nexstar Broadcasting (See Note 2). Nexstar Broadcasting’s outstanding 6.875% Notes and 6.125% Notes are fully and unconditionally guaranteed, jointly and severally, by Nexstar and Mission, subject to certain customary release provisions. These notes are not guaranteed by any other entities. CONDENSED CONSOLIDATING BALANCE SHEET As of December 31, 2016 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company ASSETS Current assets: Cash and cash equivalents $ - $ 75,830 $ 6,474 $ 5,376 $ - $ 87,680 Accounts receivable - 184,921 12,332 20,805 - 218,058 Amounts due from consolidated entities - 5,623 80,815 - (86,438 ) - Other current assets - 53,492 1,337 2,650 - 57,479 Total current assets - 319,866 100,958 28,831 (86,438 ) 363,217 Investments in subsidiaries 256,391 38,259 - - (294,650 ) - Amounts due from consolidated entities - 66,170 - - (66,170 ) - Property and equipment, net - 241,135 19,564 15,529 (75 ) 276,153 Goodwill - 351,575 32,489 89,240 - 473,304 FCC licenses - 427,733 41,563 73,228 - 542,524 Other intangible assets, net - 223,115 16,470 85,152 - 324,737 Restricted cash - 901,080 - - - 901,080 Other noncurrent assets - 71,813 11,144 2,113 - 85,070 Total assets $ 256,391 $ 2,640,746 $ 222,188 $ 294,093 $ (447,333 ) $ 2,966,085 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) Current liabilities: Current portion of debt $ - $ 19,759 $ 2,334 $ 6,000 $ - $ 28,093 Accounts payable - 16,234 524 2,996 - 19,754 Amounts due to consolidated entities - - - 86,438 (86,438 ) - Other current liabilities - 117,779 9,011 14,941 - 141,731 Total current liabilities - 153,772 11,869 110,375 (86,438 ) 189,578 Debt - 2,045,827 221,431 47,068 - 2,314,326 Amounts due to consolidated entities 66,380 - - - (66,380 ) - Other noncurrent liabilities - 151,857 9,832 16,138 - 177,827 Total liabilities 66,380 2,351,456 243,132 173,581 (152,818 ) 2,681,731 Total stockholders' equity (deficit) 190,011 289,290 (20,944 ) 5,299 (294,515 ) 169,141 Noncontrolling interests in consolidated variable interest entities - - - 115,213 - 115,213 Total liabilities and stockholders' equity (deficit) $ 256,391 $ 2,640,746 $ 222,188 $ 294,093 $ (447,333 ) $ 2,966,085 CONDENSED CONSOLIDATING BALANCE SHEET As of December 31, 2015 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company ASSETS Current assets: Cash and cash equivalents $ - $ 27,492 $ 4,361 $ 11,563 $ - $ 43,416 Accounts receivable - 163,008 9,370 20,613 - 192,991 Amounts due from consolidated entities - 10,600 51,978 - (62,578 ) - Other current assets - 19,984 1,364 2,273 - 23,621 Total current assets - 221,084 67,073 34,449 (62,578 ) 260,028 Investments in subsidiaries 184,332 38,931 - - (223,263 ) - Amounts due from consolidated entities - 133,659 - - (133,659 ) - Property and equipment, net - 232,206 21,891 12,486 - 266,583 Goodwill - 343,140 32,489 76,033 - 451,662 FCC licenses - 415,024 41,563 32,748 - 489,335 Other intangible assets, net - 228,936 18,892 66,533 - 314,361 Other noncurrent assets - 30,539 20,418 2,208 - 53,165 Total assets $ 184,332 $ 1,643,519 $ 202,326 $ 224,457 $ (419,500 ) $ 1,835,134 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) Current liabilities: Current portion of debt $ - $ 15,154 $ 2,335 $ 4,650 $ - $ 22,139 Accounts payable - 14,705 906 10,325 - 25,936 Amounts due to consolidated entities - 47,700 - 14,878 (62,578 ) - Other current liabilities - 78,868 6,909 12,209 - 97,986 Total current liabilities - 156,427 10,150 42,062 (62,578 ) 146,061 Debt - 1,177,944 223,235 52,896 - 1,454,075 Amounts due to consolidated entities 63,309 - - 70,350 (133,659 ) - Other noncurrent liabilities - 118,048 9,351 21,226 - 148,625 Total liabilities 63,309 1,452,419 242,736 186,534 (196,237 ) 1,748,761 Total Nexstar Media Group, Inc. stockholders' equity (deficit) 121,023 191,100 (40,410 ) 32,224 (223,263 ) 80,674 Noncontrolling interest in a consolidated variable interest entity - - - 5,699 - 5,699 Total liabilities and stockholders' equity (deficit) $ 184,332 $ 1,643,519 $ 202,326 $ 224,457 $ (419,500 ) $ 1,835,134 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2016 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Net broadcast revenue (including trade and barter) $ - $ 939,333 $ 61,402 $ 102,455 $ - $ 1,103,190 Revenue between consolidated entities - 34,436 42,791 12,081 (89,308 ) - Net revenue - 973,769 104,193 114,536 (89,308 ) 1,103,190 Operating expenses: Direct operating expenses, excluding depreciation and amortization - 284,866 30,201 67,144 (214 ) 381,997 Selling, general, and administrative expenses, excluding depreciation and amortization - 246,698 3,549 18,884 (5,525 ) 263,606 Local service agreement fees between consolidated entities - 49,202 18,000 16,367 (83,569 ) - Amortization of broadcast rights - 47,990 5,567 3,588 - 57,145 Amortization of intangible assets - 27,394 2,422 16,756 - 46,572 Depreciation - 45,173 2,400 3,727 - 51,300 Goodwill impairment 186 - 15,076 - 15,262 Total operating expenses - 701,509 62,139 141,542 (89,308 ) 815,882 Income (loss) from operations - 272,260 42,054 (27,006 ) - 287,308 Interest income - 1,082 - - - 1,082 Interest expense - (105,313 ) (10,251 ) (1,599 ) - (117,163 ) Other expenses - (555 ) - - - (555 ) Equity in income of subsidiaries 72,193 - - - (72,193 ) - Income (loss) before income taxes 72,193 167,474 31,803 (28,605 ) (72,193 ) 170,672 Income tax (expense) benefit - (69,149 ) (12,337 ) 3,914 - (77,572 ) Net income (loss) 72,193 98,325 19,466 (24,691 ) (72,193 ) 93,100 Net income attributable to noncontrolling interests - - - (1,563 ) - (1,563 ) Net income (loss) attributable to Nexstar $ 72,193 $ 98,325 $ 19,466 $ (26,254 ) $ (72,193 ) $ 91,537 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2015 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Net broadcast revenue (including trade and barter) $ - $ 759,694 $ 51,132 $ 85,551 $ - $ 896,377 Revenue between consolidated entities - 25,854 37,000 12,132 (74,986 ) - Net revenue - 785,548 88,132 97,683 (74,986 ) 896,377 Operating expenses: Direct operating expenses, excluding depreciation and amortization - 233,530 24,601 44,130 (4 ) 302,257 Selling, general, and administrative expenses, excluding depreciation and amortization - 213,415 3,536 19,660 (4,131 ) 232,480 Local service agreement fees between consolidated entities - 44,997 9,780 16,074 (70,851 ) - Amortization of broadcast rights - 49,044 5,766 5,026 - 59,836 Amortization of intangible assets - 29,312 2,418 16,745 - 48,475 Depreciation - 41,833 2,435 2,954 - 47,222 Total operating expenses - 612,131 48,536 104,589 (74,986 ) 690,270 Income (loss) from operations - 173,417 39,596 (6,906 ) - 206,107 Interest income - 35 - 1 - 36 Interest expense - (69,684 ) (9,325 ) (1,547 ) - (80,556 ) Other expenses - (517 ) - - - (517 ) Equity in income of subsidiaries 59,256 - - - (59,256 ) - Income (loss) before income taxes 59,256 103,251 30,271 (8,452 ) (59,256 ) 125,070 Income tax (expense) benefit - (39,851 ) (12,172 ) 3,336 - (48,687 ) Net income (loss) 59,256 63,400 18,099 (5,116 ) (59,256 ) 76,383 Net loss attributable to noncontrolling interests - - - 1,301 - 1,301 Net income (loss) attributable to Nexstar $ 59,256 $ 63,400 $ 18,099 $ (3,815 ) $ (59,256 ) $ 77,684 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2014 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Net broadcast revenue (including trade and barter) $ - $ 572,368 $ 36,498 $ 22,445 $ - $ 631,311 Revenue between consolidated entities - 10,012 42,079 249 (52,340 ) - Net revenue - 582,380 78,577 22,694 (52,340 ) 631,311 Operating expenses: Direct operating expenses, excluding depreciation and amortization - 157,988 18,135 11,309 - 187,432 Selling, general, and administrative expenses, excluding depreciation and amortization - 160,186 3,188 12,240 (185 ) 175,429 Local service agreement fees between consolidated entities - 42,079 9,780 296 (52,155 ) - Amortization of broadcast rights - 28,365 5,844 107 - 34,316 Amortization of intangible assets - 19,147 2,728 3,975 - 25,850 Depreciation - 30,897 2,760 1,390 - 35,047 Total operating expenses - 438,662 42,435 29,317 (52,340 ) 458,074 Income (loss) from operations - 143,718 36,142 (6,623 ) - 173,237 Interest income - - - - - - Interest expense - (51,804 ) (10,014 ) (141 ) - (61,959 ) Loss on extinguishment of debt - (50 ) (21 ) - - (71 ) Other expenses - (556 ) - - - (556 ) Equity in income of subsidiaries 23,225 - - - (23,225 ) - Income (loss) before income taxes 23,225 91,308 26,107 (6,764 ) (23,225 ) 110,651 Income tax (expense) benefit - (38,558 ) (10,023 ) 2,480 - (46,101 ) Net income (loss) $ 23,225 $ 52,750 $ 16,084 $ (4,284 ) $ (23,225 ) $ 64,550 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2016 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Cash flows from operating activities $ - $ 237,976 $ 5,372 $ 4,409 $ - $ 247,757 Cash flows from investing activities: Purchases of property and equipment - (28,326 ) (241 ) (3,303 ) - (31,870 ) Deposits and payments for acquisitions - (103,970 ) - - - (103,970 ) Other investing activities - (4,345 ) - - - (4,345 ) Net cash used in investing activities - (136,641 ) (241 ) (3,303 ) - (140,185 ) Cash flows from financing activities: Proceeds from long-term debt - 58,000 - - - 58,000 Repayments of long-term debt - (73,155 ) (2,335 ) (4,650 ) - (80,140 ) Common stock dividends paid (29,445 ) - - - - (29,445 ) Payments for debt financing costs - (20,024 ) (683 ) - - (20,707 ) Inter-company payments 28,220 (28,220 ) - - - - Excess tax benefit from stock option exercises - 13,760 - - - 13,760 Other financing activities 1,225 (3,358 ) - (2,643 ) - (4,776 ) Net cash used in financing activities - (52,997 ) (3,018 ) (7,293 ) - (63,308 ) Net increase (decrease) in cash and cash equivalents - 48,338 2,113 (6,187 ) - 44,264 Cash and cash equivalents at beginning of period - 27,492 4,361 11,563 - 43,416 Cash and cash equivalents at end of period $ - $ 75,830 $ 6,474 $ 5,376 $ - $ 87,680 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2015 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Cash flows from operating activities $ - $ 163,476 $ 10,934 $ 22,856 $ - $ 197,266 Cash flows from investing activities: Purchases of property and equipment - (26,636 ) (258 ) (2,303 ) 176 (29,021 ) Deposits and payments for acquisitions - (510,701 ) - (8,548 ) 43,300 (475,949 ) Proceeds from sale of a station - 70,305 - - (43,300 ) 27,005 Other investing activities - 3,450 150 200 (176 ) 3,624 Net cash used in investing activities - (463,582 ) (108 ) (10,651 ) - (474,341 ) Cash flows from financing activities: Proceeds from long-term debt - 419,950 - 2,000 - 421,950 Repayments of long-term debt - (155,653 ) (7,337 ) (3,300 ) - (166,290 ) Common stock dividends paid (23,686 ) - - - - (23,686 ) Purchase of treasury stock (48,660 ) (48,660 ) Inter-company payments 68,989 (68,989 ) - - - - Other financing activities 3,357 1,818 (8 ) 98 - 5,265 Net financing - 197,126 (7,345 ) (1,202 ) - 188,579 Net (decrease) increase in cash and cash equivalents - (102,980 ) 3,481 11,003 - (88,496 ) Cash and cash equivalents at beginning of period - 130,472 880 560 - 131,912 Cash and cash equivalents at end of period $ - $ 27,492 $ 4,361 $ 11,563 $ - $ 43,416 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2014 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Cash flows from operating activities $ - $ 166,915 $ (1,928 ) $ 1,540 $ - $ 166,527 Cash flows from investing activities: Purchases of property and equipment - (18,826 ) (236 ) (1,327 ) - (20,389 ) Deposits and payments for acquisitions - (163,533 ) (3,200 ) (58,300 ) 15,300 (209,733 ) Proceeds from sale of a station - 15,300 - - (15,300 ) - Other investing activities - 89 - - - 89 Net cash used in investing activities - (166,970 ) (3,436 ) (59,627 ) - (230,033 ) Cash flows from financing activities: Proceeds from long-term debt - 171,925 5,500 59,850 - 237,275 Repayments of long-term debt - (68,849 ) (2,832 ) (750 ) - (72,431 ) Common stock dividends paid (18,445 ) - - - - (18,445 ) Inter-company payments 16,414 (16,414 ) - - - - Other financing activities 2,031 7,553 (140 ) (453 ) - 8,991 Net - 94,215 2,528 58,647 - 155,390 Net increase (decrease) in cash and cash equivalents - 94,160 (2,836 ) 560 - 91,884 Cash and cash equivalents at beginning of period - 36,312 3,716 - - 40,028 Cash and cash equivalents at end of period $ - $ 130,472 $ 880 $ 560 $ - $ 131,912 |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2016 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefits | 16. Employee Benefits The Company has established retirement savings plans under Section 401(k) of the Internal Revenue Code (the “Plans”). The Plans cover substantially all Company employees who meet the minimum age and service requirements, and allow participants to defer a portion of their annual compensation on a pre-tax basis. Employer contributions to the Plans may be made at the discretion of management of the Company. During the years ended December 31, 2016, 2015 and 2014, Nexstar contributed $1.6 million, $1.3 million and $1.0 million, respectively, to the Plans. |
Unaudited Quarterly Data
Unaudited Quarterly Data | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Data | 17. Unaudited Quarterly Data Three Months Ended March 31, June 30, September 30, December 31, 2016 2016 2016 2016 (in thousands, except per share amounts) Net revenue $ 255,658 $ 261,994 $ 275,659 309,879 Income from operations 57,929 64,007 72,897 92,475 Income before income taxes 37,139 43,283 43,149 47,101 Net income attributable to Nexstar 21,727 24,529 24,799 20,482 Basic net income per common share $ 0.71 $ 0.80 $ 0.81 $ 0.67 Basic weighted average shares outstanding 30,658 30,680 30,695 30,713 Diluted net income per common share $ 0.69 $ 0.78 $ 0.78 $ 0.64 Diluted weighted average shares outstanding 31,538 31,620 31,698 31,798 Three Months Ended March 31, June 30, September 30, December 31, 2015 2015 2015 2015 (in thousands, except per share amounts) Net revenue $ 201,735 $ 219,349 $ 223,031 $ 252,262 Income from operations 37,904 52,542 48,315 67,346 Income before income taxes 18,493 32,001 27,804 46,772 Net income attributable to Nexstar 12,907 20,321 17,282 27,174 Basic net income per common share $ 0.41 $ 0.65 $ 0.55 $ 0.89 Basic weighted average shares outstanding 31,196 31,325 31,262 30,622 Diluted net income per common share $ 0.40 $ 0.63 $ 0.54 $ 0.86 Diluted weighted average shares outstanding 32,256 32,382 32,151 31,580 |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2016 | |
Valuation And Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | 18. Valuation and Qualifying Accounts Allowance for Doubtful Accounts Rollforward Additions Balance at Charged to Balance at Beginning Costs and End of of Period Expenses Deductions (1) Period Year Ended December 31, 2016 $ 5,369 $ 4,160 $ (3,724 ) $ 5,805 Year Ended December 31, 2015 3,002 3,443 (1,076 ) 5,369 Year Ended December 31, 2014 3,035 2,604 (2,637 ) 3,002 (1) Uncollectible accounts written off, net of recoveries. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | 19. Subsequent Events Merger with Media General On January 17, 2017, Nexstar completed its previously announced merger with Media General (such date, the “Closing Date,” and such merger, the “Merger”). Following the Merger, Nexstar owns, operates, programs or provides sales and other services to 171 full power television stations in 100 markets, reaching approximately 44.7 million viewers or nearly 39% of all U.S. television households. The Merger was effected pursuant to the Agreement and Plan of Merger, dated as of January 27, 2016 (the “Merger Agreement”), by and among Nexstar, Neptune Merger Sub, Inc., a Virginia corporation and a wholly-owned subsidiary of Nexstar, and Media General. Pursuant to the terms of the Merger Agreement, upon the completion of the Merger, each issued and outstanding share of common stock, no par value, of Media General (“Media General Common Stock”) immediately prior to the effective time of the Merger (the “Effective Time”), other than shares or other securities representing capital stock in Media General owned, directly or indirectly, by Nexstar or any subsidiary of Media General, was converted into the right to receive (i) $10.55 in cash, without interest (the “Cash Consideration”), (ii) 0.1249 of a share of Nexstar’s Class A Common Stock (the “Nexstar Common Stock”), par value $0.01 per share (the “Stock Consideration”), and (iii) one non-tradeable CVR representing the right to receive a pro rata share of the net proceeds from the disposition of Media General’s spectrum in the FCC’s ongoing spectrum auction (the “FCC auction”), reduced to account for the indirect benefit that such holder will receive as a shareholder of the combined company from (i) the net proceeds from the disposition of Nexstar’s spectrum in the FCC auction and (ii) the net proceeds from the disposition of Media General’s spectrum in the FCC auction, subject to and in accordance with the contingent value rights agreement governing the CVRs, which is incorporated by reference as an exhibit to this Annual Report on Form 10-K (the CVR, together with the Stock Consideration and the Cash Consideration, the “Merger Consideration”). The CVRs are not transferable, except in limited circumstances specified in the agreement governing the CVRs. Nexstar anticipates to receive, later in 2017, an estimated $479.0 million of gross proceeds from the disposition of Media General’s spectrum in the FCC auction. Nexstar does not anticipate any disposition of its spectrum. The value of each CVR was estimated to be worth between $1.70 and $2.10 based on the estimated gross proceeds, less estimated transaction expenses, repacking expenses and taxes. Upon the completion of the Merger, each unvested Media General stock option outstanding immediately prior to the Effective Time became fully vested and was converted into an option to purchase Nexstar Common Stock at the same aggregate price as provided in the underlying Media General stock option, with the number of shares of Nexstar Common Stock adjusted to account for the Cash Consideration and the exchange ratio for the Stock Consideration. Additionally, the holders of Media General stock options received one CVR for each share subject to the Media General stock option immediately prior to the Effective Time. All other equity-based awards of Media General outstanding immediately prior to the Merger vested in full and were converted into the right to receive the Merger Consideration, pursuant to the terms of the Merger Agreement. Pursuant to the terms of the Merger Agreement, the total consideration paid or issued on the Closing Date in connection with the Merger was as follows: • approximately $1.4 billion in cash payments; • a total of 15,670,754 shares of Nexstar Common Stock with a fair value of approximately $1.0 billion and the reissuance of a total of 560,316 shares of Nexstar Common Stock held in treasury with a fair value of $35.6 million; and • 228,438 stock option replacements with an estimated fair value of $10.7 million. Simultaneously with the closing of the Merger, certain then-existing indebtedness of the Company and Media General was extinguished, including the Company’s term loans and revolving loans with a principal balance of $668.8 million and $2.0 million, respectively, and Media General’s outstanding term loans and senior unsecured notes with a principal balance of approximately $1.4 billion and $275.0 million, respectively. The Company inherited the $400.0 million 5.875% Senior Notes due 2022 (the “5.875% Notes”) issued by LIN Television Corporation, a Delaware corporation, which became an indirect subsidiary of Nexstar as of the Closing Date. Nexstar also guarantees these notes. The Cash Consideration, the refinancing of the then-existing indebtedness of the Company and Media General, and the related fees and expenses were funded through a combination of cash on hand and new borrowings, including: • $2.75 billion in new senior secured Term Loan B due 2024 and payable in consecutive quarterly installments of 0.25% of the principal, with the remainder due at maturity; • $51.3 million in new senior secured Term Loan A due 2018 and $318.7 million in new senior secured Term Loan A due 2022 both payable in quarterly installments that increase over time from 5.0% to 10.0%; • $175.0 million in total commitments under new senior secured revolving credit facilities, of which $3.0 million was drawn at closing; • $900.0 million from the issuance of the 5.625% Notes due 2024 by Nexstar Broadcasting, as successor to Nexstar Escrow; and • $547.8 million in total consideration, plus working capital adjustments from the previously announced sale of the assets of 12 full power television stations in 12 markets. In respect of the aforementioned television station divestitures, five of such stations were previously owned by Nexstar and seven stations were previously owned by Media General. These divestitures were made to comply with the FCC’s local television ownership rule and the 39% U.S. television household national ownership cap. Nexstar’s remaining commitments in connection with these transactions, including the bridge facility and the short-term facility totaling $530.0 million, were not funded and were consequently terminated upon closing of the Merger. Also on the Closing Date, in connection with the Merger, the Company executed a Joinder to the Purchase Agreement, dated July 13, 2016, by and among Nexstar Escrow and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several initial purchasers, relating to the issuance and sale of the 5.625% Notes to such initial purchasers, pursuant to which Nexstar and certain of its subsidiaries became parties to the Purchase Agreement. On the Closing Date, the Company entered into a supplement to the indenture governing the 5.625% Notes, pursuant to which Nexstar Broadcasting assumed the obligations of Nexstar Escrow under such indenture and the 5.625% Notes, and the Company and Mission provided guarantees under such indenture and the 5.625% Notes (subject to the definition of “Guarantee” in such indenture). Following the Merger, Nexstar Broadcasting, Nexstar, LIN TV, and The Bank of New York Mellon, as trustee, entered into a supplemental indenture (the “5.875% Notes Third Supplemental Indenture”) to the indenture governing the 5.875% Notes, whereby Nexstar Broadcasting assumed the obligations of Media General as a guarantor under such indenture and Nexstar provided a guarantee of the 5.875% Notes (subject to the definition of “Guarantee” in the 5.875% Notes Third Supplemental Indenture). Due to the timing of the completion of the Merger, certain disclosures, including the allocation of the purchase price, have been omitted because the initial accounting for the business combination was incomplete as of the filing date. Other Subsequent Events On January 26, 2017, Nexstar’s Board of Directors declared a quarterly dividend of $0.30 per share of its Class A common stock. The dividend was paid on February 24, 2017 to stockholders of record on February 10, 2017. On January 31, 2017, Nexstar completed its acquisition of the remaining assets of stations owned by WVMH and paid the owners the $65.0 million remaining purchase price, funded by cash on hand. See Note 3 for additional information. In January and February 2017, Nexstar granted a total 502,500 restricted stock units with an aggregate grant-date fair value of $29.6 million. On February 9, 2017, the $5.0 million remaining obligations in connection with the acquisition of Kixer (See Note 3) were paid in full, funded by cash on hand. On February 17, 2017, Nexstar prepaid $75.0 million of the outstanding principal balance under its Term Loan B, funded by cash on hand. On February 27, 2017, Nexstar called the entire $525.0 million principal amount of the 6.875% Notes at a redemption price equal to 103.438% of the principal plus any accrued and unpaid interest, funded by the new borrowings described in the merger transaction above. |
Summary of Significant Accoun26
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The Consolidated Financial Statements include the accounts of Nexstar and the accounts of independently-owned VIEs for which Nexstar is the primary beneficiary (See Note 2—Variable Interest Entities). Nexstar and the consolidated VIEs are collectively referred to as the “Company.” Noncontrolling interests represent the VIE owners’ share of the equity in the consolidated VIEs and are presented as a component separate from Nexstar Media Group, Inc. stockholders’ equity (deficit). 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. On August 2, 2016, Nexstar became the primary beneficiary of its variable interests in the stations owned by West Virginia Media Holdings, LLC (“WVMH”) and consolidated these stations as of that date. See Note 2—Variable Interest Entities for additional information. As of December 31, the assets of consolidated VIEs that are not available to settle the obligations of Nexstar and the liabilities of consolidated VIEs for which their creditors do not have recourse to the general credit of Nexstar are as follows (in thousands): 2016 2015 Current assets $ 3,638 $ 2,910 Property and equipment, net 6,944 4,004 Goodwill 46,465 18,182 FCC licenses 114,791 74,311 Other intangible assets, net 53,747 20,112 Other noncurrent assets, net 613 389 Total assets 226,198 119,908 Current liabilities 12,606 14,288 Noncurrent liabilities 26,590 26,427 Total liabilities $ 39,196 $ 40,715 |
Variable Interest Entities | Variable Interest Entities The Company may determine that an entity is a VIE as a result of local service agreements entered into with an entity. The term local service agreement generally refers to a contract between two separately owned television stations serving the same market, 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 and responsibility for the operation of its station, including ultimate responsibility over all programming broadcast on its station. A local service agreement can be (1) a time brokerage agreement (“TBA”) 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, (2) a shared services agreement (“SSA”) which allows the Nexstar station in the market to provide services including news production, technical maintenance and security, in exchange for Nexstar’s right to receive certain payments as described in the SSA, or (3) a joint sales agreement (“JSA”) which permits Nexstar to sell certain of the station’s advertising time and retain a percentage of the related revenue, as described in the JSA. As of January 1, 2016, the Company adopted ASU No. 2015-02, Consolidation (Topic 810) - Amendments to the Consolidation Analysis , which did not change the consolidation status of any of the Company’s VIEs. Consolidated VIEs Mission Broadcasting, Inc. (“Mission”), Marshall Broadcasting Group, Inc. (“Marshall”), White Knight Broadcasting (“White Knight”) and Parker Broadcasting of Colorado, LLC (“Parker”) are consolidated by Nexstar because Nexstar is deemed under accounting principles generally accepted in the United States of America (“U.S. GAAP”) to have controlling financial interests in these entities for financial reporting purposes as a result of (1) local service agreements Nexstar has with the stations owned by these entities, (2) Nexstar’s guarantees of the obligations incurred under Mission’s and Marshall’s senior secured credit facilities (see Note 7), (3) Nexstar having power over significant activities affecting these entities’ economic performance, including budgeting for advertising revenue, certain advertising sales and, for Mission, White Knight and Parker, hiring and firing of sales force personnel and (4) purchase options granted by Mission, White Knight and Parker which permit Nexstar to acquire the assets and assume the liabilities of each Mission, White Knight and Parker station, subject to FCC consent. In connection with Nexstar’s agreement to acquire the assets of four full power television stations from WVMH, Nexstar began providing programming and sales services to these stations through a TBA with WVMH effective December 1, 2015. Pursuant to the terms of the TBA, Nexstar paid an aggregate base fee of $7.5 million in equal monthly payments from the effective date through the final closing of the acquisition. Nexstar has determined that it has variable interests in the WVMH stations but previously determined that it was not the primary beneficiary of such variable interests due to the pendency of the FCC approval and the potential termination of the TBA. On August 2, 2016, Nexstar received approval from the FCC to acquire the stations’ remaining assets. As a result, the acquisition became probable of occurring and Nexstar began to hold the ultimate power to direct the activities that most significantly impact the stations’ economic performance including developing the annual operating budget, advertising sales and oversight and control of sales force personnel. Thus, Nexstar became the primary beneficiary of its variable interests and consolidated these stations as of August 2, 2016. Nexstar completed this acquisition on January 31, 2017. See Note 3 for additional information. The following table summarizes the various local service agreements Nexstar had in effect as of December 31, 2016 with Mission, Marshall, Parker, White Knight and WVMH: Service Agreements Owner Full Power Stations TBA Only Mission WFXP and KHMT Parker KFQX WVMH WOWK, WTRF, WVNS and WBOY SSA & JSA Mission KJTL, KLRT, KASN, KOLR, KCIT, KAMC, KRBC, KSAN, WUTR, WAWV, WYOU, KODE, WTVO, KTVE, WTVW and WVNY Marshall KLJB, KPEJ and KMSS White Knight WVLA, KFXK, KSHV Nexstar’s ability to receive cash from Mission, Marshall, Parker, White Knight and the WVMH stations 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 Federal Communications Commission (“FCC”) regulations for all the parties, Mission, Marshall, Parker, White Knight and WVMH maintain complete responsibility for and control over programming, finances, personnel and operations of their stations. The carrying amounts and classification of the assets and liabilities of the VIEs which have been included in the Consolidated Balance Sheets as of December 31, were as follows (in thousands): 2016 2015 Current assets: Cash and cash equivalents $ 7,302 $ 6,137 Accounts receivable, net 20,553 16,400 Prepaid expenses and other current assets 3,353 3,460 Total current assets 31,208 25,997 Property and equipment, net 29,984 29,681 Goodwill 98,107 69,825 FCC licenses 114,791 74,311 Other intangible assets, net 87,668 58,053 Other noncurrent assets, net 13,233 22,572 Total assets $ 374,991 $ 280,439 Current liabilities: Current portion of debt $ 8,334 $ 6,985 Interest payable 1,031 28 Other current liabilities 12,606 14,288 Total current liabilities 21,971 21,301 Debt 268,499 276,131 Other noncurrent liabilities 26,590 26,427 Total liabilities $ 317,060 $ 323,859 Non-Consolidated VIEs Nexstar has an outsourcing agreement with Cunningham Broadcasting Corporation (“Cunningham”), which continues through December 31, 2017. 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 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 arrangements 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 local service 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. As discussed above (under Consolidated VIEs), Nexstar previously determined that it was not the primary beneficiary of its variable interests in the stations owned by WVMH. On August 2, 2016, Nexstar became the primary beneficiary of its variable interests and consolidated these stations as of that date. As of December 31, 2016 and 2015, Nexstar had balances in accounts payable of $0.1 million and $0.8 million, respectively, for fees under these arrangements and had receivables for advertising aired on these stations of $0.6 million and $1.0 million, respectively. Fees incurred under these arrangements of $4.0 million, $1.2 million and $1.4 million were included in direct operating expenses in the Consolidated Statements of Operations for the years ended December 31, 2016, 2015 and 2014, respectively. |
Basis of Presentation | Basis of Presentation Certain prior year financial statement amounts have been reclassified to conform to the current year presentation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and use assumptions that affect the reported amounts of assets and liabilities and the disclosure for contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The more significant estimates made by management include those relating to the allowance for doubtful accounts, valuation of assets acquired and liabilities assumed in business combinations, retransmission revenue recognized, trade and barter transactions, income taxes, the recoverability of goodwill, FCC licenses and other long-lived assets, the recoverability of broadcast rights and the useful lives of property and equipment and intangible assets. Actual results may vary from such estimates recorded. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of ninety days or less to be cash equivalents. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts The Company’s accounts receivable consist primarily of billings to its customers for advertising broadcast on its stations or placed on its websites or for retransmission consent from cable or satellite operators. Trade receivables normally have terms of 30 days and the Company has no interest provision for customer accounts that are past due. The Company maintains an allowance for estimated losses resulting from the inability of customers to make required payments. Management periodically evaluates the collectability of accounts receivable based on a combination of factors, including customer payment history, known customer circumstances, the overall aging of customer balances and trends. In circumstances where management is aware of a specific customer’s inability to meet its financial obligations, an allowance is recorded to reduce the receivable amount to an amount estimated to be collectable. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments which potentially expose the Company to a concentration of credit risk consist principally of cash and cash equivalents, restricted cash, and accounts receivable. Cash deposits are maintained with several financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits; however, the Company believes these deposits are maintained with financial institutions of reputable credit and are not subject to any unusual credit risk. A significant portion of the Company’s accounts receivable is due from local and national advertising agencies. The Company does not require collateral from its customers, but maintains reserves for potential credit losses. Management believes that the allowance for doubtful accounts is adequate, but if the financial condition of the Company’s customers were to deteriorate, additional allowances may be required. The Company has not experienced significant losses related to receivables from individual customers or by geographical area. |
Revenue Recognition | Revenue Recognition The Company’s revenue is primarily derived from the sale of advertising. Total revenue includes cash and barter advertising revenue, retransmission compensation, digital revenue and other broadcast related revenues. Advertising revenue is recognized, net of agency commissions, in the period during which the advertisements are broadcast on its stations or delivered on its websites. The Company determines whether gross or net presentation is appropriate based on its relationship in the applicable transactions with its ultimate customer. Any amounts paid by customers but not earned as of the balance sheet date are recorded as deferred revenue. Retransmission compensation is recognized based on the estimated number of subscribers over the contract period, based on historical levels and trends for individual providers. Revenue from our digital businesses includes revenue from a content management system platform and related services and is recognized when services are performed. The Company barters advertising time for certain program material. These transactions, except those involving exchange of advertising time for network programming, are recorded at management’s estimate of the fair value of the advertising time exchanged, which approximates the fair value of the program material received. The fair value of advertising time exchanged is estimated by applying average historical advertising rates for specific time periods. Revenue from barter transactions is recognized as the related advertisement spots are broadcast. Barter expense is recognized at the time program broadcast rights assets are used. The Company recorded $34.7 million, $37.7 million and $22.7 million of barter revenue and barter expense for the years ended December 31, 2016, 2015 and 2014, respectively. Barter expense is included in amortization of broadcast rights in the Company’s Consolidated Statements of Operations. The Company trades certain advertising time for various goods and services. These transactions are recorded at the estimated fair value of the goods or services received. Revenue from trade transactions is recognized when the related advertisement spots are broadcast. The Company recorded $11.0 million, $9.4 million and $8.5 million of trade revenue for the years ended December 31, 2016, 2015 and 2014, respectively. Trade expense is recognized when services or merchandise received are used. The Company recorded $10.8 million, $9.0 million and $8.7 million of trade expense for the years ended December 31, 2016, 2015 and 2014, respectively, which were included in direct operating expenses in the Company’s Consolidated Statements of Operations. |
Broadcast Rights and Broadcast Rights Payable | Broadcast Rights and Broadcast Rights Payable The Company records broadcast rights contracts as an asset and a liability when the following criteria are met: (1) the license period has begun, (2) the cost of each program is known or reasonably determinable, (3) the program material has been accepted in accordance with the license agreement, and (4) the program is produced and available for broadcast. Cash broadcast rights are initially recorded at the contract cost. Barter broadcast rights are recorded at fair value, which is estimated by using average historical rates for the time periods where the programming will air. Broadcast rights are amortized on a straight-line basis over the period the programming airs. The current portion of broadcast rights represents those rights available for broadcast which will be amortized in the succeeding year. The Company periodically evaluates the net realizable value, calculated using the average historical rates for the programs or the time periods the programming will air, of broadcast rights and adjusts the amortization for any deficiency calculated. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment is stated at cost or estimated fair value at the date of acquisition through a business combination. The cost and related accumulated depreciation applicable to assets sold or retired are removed from the accounts and the gain or loss on disposition is recognized. Major renewals and betterments are capitalized and ordinary repairs and maintenance are charged to expense in the period incurred. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets (see Note 4). |
Intangible Assets, Net | Intangible Assets, Net Intangible assets consist primarily of goodwill, broadcast licenses (“FCC licenses”), network affiliation agreements, developed technology and customer relationships arising from acquisitions. The purchase prices of acquired businesses are allocated to the assets acquired and liabilities assumed at estimated fair values at the date of acquisition using various valuation techniques, including discounted projected cash flows, the cost approach and the income approach. The excess of the purchase price over the fair value of net assets acquired is recorded as goodwill. The Company’s goodwill and FCC licenses are considered to be indefinite-lived intangible assets and are not amortized but are tested for impairment annually in the Company’s fourth quarter, or whenever events or changes in circumstances indicate that such assets might be impaired. The use of an indefinite life for FCC licenses contemplates the Company’s historical ability to renew its licenses such that renewals generally may be obtained indefinitely and at little cost. Therefore, cash flows derived from the FCC licenses are expected to continue indefinitely. Network affiliation agreements are subject to amortization computed on a straight-line basis over the estimated useful life of 15 years. The 15 year life assumes affiliation contracts will be renewed upon expiration. Changes in the likelihood of renewal could require a change in the useful life of such assets and cause an acceleration of amortization. The Company evaluates the remaining lives of its network affiliations whenever changes occur in the likelihood of affiliation contract renewals, and at least on an annual basis. The Company aggregates its television stations by market (a total of 60 reporting units) for purposes of goodwill and FCC license impairment testing because management views, manages and evaluates its stations on a market basis. Additionally, Nexstar has two digital reporting units. The Company first assesses the qualitative factors to determine the likelihood of the goodwill and FCC licenses being impaired. The qualitative analysis includes, but is not limited to, assessing the changes in macroeconomic conditions, regulatory environment, industry and market conditions, and the financial performance versus budget of the reporting units, as well as any other events or circumstances specific to the reporting units or the FCC licenses. If it is more likely than not that a reporting unit’s goodwill or a station’s FCC license is greater than its carrying amount, no further testing will be required. Otherwise, the Company will apply the quantitative impairment test method. The quantitative impairment test for FCC licenses consists of a market-by-market comparison of the carrying amounts of FCC licenses with their fair value, using a discounted cash flow analysis. The quantitative impairment test for goodwill utilizes a two-step fair value approach. The first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of the reporting unit to its carrying amount. The fair value of a reporting unit is determined using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered impaired. If the carrying amount of the reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill. The implied fair value of goodwill is determined by performing an assumed purchase price allocation, using the reporting unit fair value (as determined in Step 1) as the purchase price. If the carrying amount of goodwill exceeds the implied fair value, an impairment loss is recognized in an amount equal to that excess. Determining the fair value of reporting units requires management to make a number of judgments about assumptions and estimates that are highly subjective and that are based on unobservable inputs. The actual results may differ from these assumptions and estimates, and it is possible that such differences could have a material impact on the Company’s Consolidated Financial Statements. In addition to the various inputs (i.e. market growth, operating profit margins, discount rates) used to calculate the fair value of FCC licenses and reporting units, the Company evaluates the reasonableness of its assumptions by comparing the total fair value of all its reporting units to its total market capitalization; and by comparing the fair values of its reporting units and FCC licenses to recent market television station sale transactions. The Company tests finite-lived intangible assets and other long-lived assets for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable, relying on a number of factors including operating results, business plans, economic projections and anticipated future cash flows. The impairment test for finite-lived intangible assets consists of an asset (asset group) comparison of the carrying amount with its estimated undiscounted future cash flows. An impairment in the carrying amount of a finite-lived intangible asset is recognized when the expected discounted future operating cash flow derived from the operation to which the asset relates is less than its carrying value. |
Debt Financing Costs | Debt Financing Costs Debt financing costs represent direct costs incurred to obtain long-term financing and are amortized to interest expense over the term of the related debt using the effective interest method. Previously capitalized debt financing costs are expensed and included in loss on extinguishment of debt if the Company determines that there has been a substantial modification of the related debt. Deferred financing costs related to term loans and senior unsecured notes are combined with debt discounts and presented as a direct deduction from the carrying amount of debt. Debt financing costs related to revolving credit facilities are included in other noncurrent assets. |
Comprehensive Income | Comprehensive Income Comprehensive income includes net income and certain items that are excluded from net income and recorded as a separate component of stockholders’ equity (deficit). During the years ended December 31, 2016, 2015 and 2014, the Company had no items of other comprehensive income and, therefore, comprehensive income does not differ from reported net income. |
Advertising Expense | Advertising Expense The cost of advertising is expensed as incurred. The Company incurred advertising costs in the amount of $4.0 million, $3.4 million and $2.7 million for the years ended December 31, 2016, 2015 and 2014, respectively, of which the majority was recognized in trade expense. |
Financial Instruments | Financial Instruments The Company utilizes the following categories to classify the valuation methodologies for fair values of financial assets and liabilities: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). The carrying amount of cash and cash equivalents, accounts receivable, broadcast rights, accounts payable, broadcast rights payable and accrued expenses approximates fair value due to their short-term nature. On July 27, 2016, Nexstar Escrow, a wholly-owned subsidiary of Nexstar, completed the sale and issuance of $900.0 million of 5.625% Notes. The gross proceeds from these notes, plus Nexstar’s pre-funding of $26.7 million interest, were deposited into a segregated escrow account and invested into money market funds and government obligations which are valued using quoted prices in active markets for identical assets (Level 1). These funds were restricted until certain conditions were satisfied, including the consummation of Nexstar’s merger with Media General. As of December 31, 2016, the pre-funded interest is included in current assets and the gross proceeds from the notes plus the investment income earned are presented as non-current restricted cash in the accompanying Consolidated Balance Sheet. On January 17, 2017, Nexstar completed its merger with Media General. See Note 19 for additional information. |
Stock-Based Compensation | Stock-Based Compensation Nexstar maintains stock-based employee compensation plans which are described more fully in Note 10. The Company calculates the grant-date fair value of employee stock options using the Black-Scholes model. The fair value of restricted stock units is based on the number of shares awarded and market price of the stock on the date of award. These amounts are recognized into selling, general and administrative expense over the vesting period of the options or the restricted stock units. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and tax basis of assets and liabilities. A valuation allowance is applied against net deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Nexstar and its subsidiaries file a consolidated federal income tax return. Mission, Marshall, White Knight, Parker and WVMH file their own separate federal income tax returns. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and presumes that each uncertain tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information. The Company recognizes interest and penalties relating to income taxes within income tax expense. |
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 the Company’s diluted shares during the years ended December 31, 2016, 2015 and 2014 (in thousands): 2016 2015 2014 Weighted average shares outstanding - basic 30,687 31,100 30,774 Dilutive effect of equity incentive plan instruments 977 991 1,229 Weighted average shares outstanding - diluted 31,664 32,091 32,003 The Company has outstanding stock options and restricted stock units to acquire 351,000, 766,000 and 720,000 weighted average shares of common stock for the years ended December 31, 2016, 2015 and 2014, respectively, the effects of which are excluded from the calculation of dilutive income per share, as their inclusion would have been anti-dilutive for the periods presented. |
Segments | Segments Nexstar operates in one reportable television broadcasting segment. The economic characteristics, services, production process, customer type and distribution methods for Nexstar’s broadcast operations are substantially similar and are therefore aggregated as a single reportable segment. The other activities of the Company include corporate functions and other insignificant operations. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09), which updates the accounting guidance on revenue recognition. This standard is intended to provide a more robust framework for addressing revenue issues, improve comparability of revenue recognition practices, and improve disclosure requirements. In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (ASU 2016-08). The purpose of ASU 2016-08 is to clarify the implementation of guidance on principal versus agent considerations. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing (ASU 2016-10), which clarifies the implementation guidance in identifying performance obligations in a contract and determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients (ASU 2016-12). The standard amends guidance in the new revenue standard on collectibility, noncash consideration, presentation of sales tax, and transition and is intended to address implementation issues that were raised by stakeholders and provide additional practical expedients. In December 2016, the FASB issued ASU 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers (ASU 2016-20), which makes minor corrections or minor improvements that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. The amendments are intended to address implementation issues that were raised by stakeholders and provide additional practical expedients to reduce the cost and complexity of applying the new revenue standard. These updates are effective for interim and annual reporting periods beginning after December 15, 2017. The Company does not plan to early adopt, and accordingly, it will adopt these updates effective January 1, 2018. The Company is currently evaluating its adoption approach and its final determination will depend on a number of factors, including the significance of the impact of these updates on the Company’s financial results, the Company’s ability to accumulate and analyze the information necessary to assess the impact on prior period financial statements and its ability to maintain two sets of financial information under current and new standards if it were to adopt the full retrospective approach. The Company has also started allocating resources to analyze each of its revenue streams. The Company continues to assess the potential impacts of the new standard on its financial statements. In April 2015, the FASB issued ASU 2015-05, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU No. 2016-07, Investments – Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting (ASU 2016-07). The purpose of the amendment eliminates the requirement that when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence, an investor must adjust the investment, results of operations, and retained earnings retroactively on a step-by step basis as if the equity method had been in effect during all previous periods that the investment had been held. The amendments in ASU 2016-07 are effective for interim and annual reporting periods beginning after December 15, 2016. The Company does not expect the implementation of this standard to have a material impact on its financial position or results of operations. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (ASU 2016-09). The standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. ASU 2016-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and early adoption is permitted. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force) (ASU 2016-15). The amendments in ASU 2016-15 address eight specific cash flow issues and apply to all entities that are required to present a statement of cash flows under FASB Accounting Standards Codification 230, Statement of Cash Flows. The amendments in ASU 2016-15 are effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. Early adoption is permitted, including adoption during an interim period. The Company does not expect the implementation of this standard to have a material impact on its statements of cash flows. In October 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory (ASU 2016-16). The amendments of ASU 2016-16 were issued to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. The current guidance prohibits the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset has been sold to an outside party which has resulted in diversity in practice and increased complexity within financial reporting. The amendments of ASU 2016-16 would require an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs and do not require new disclosure requirements. The amendments of ASU 2016-16 are effective for annual reporting periods beginning after December 15, 2017 and interim periods within those annual periods. Early adoption is permitted and the adoption of ASU 2016-16 should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. The Company is currently evaluating the impact of these updates on its financial statements In October 2016, the FASB issued ASU 2016-17, Consolidation (Topic 810): Interests held through Related Parties that are under Common Control (ASU 2016-17), which alters how a decision maker needs to consider indirect interests in a variable interest entity (VIE) held through an entity under common control. Under ASU 2016-17, if a decision maker is required to evaluate whether it is the primary beneficiary of a VIE, it will need to consider only its proportionate indirect interest in the VIE held through a common control party. The amendments in this update are effective for public business entities for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company does not expect a material impact upon adoption. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, a consensus of the FASB Emerging Issues Task Force (ASU 2016-18), which provides guidance on the presentation of restricted cash or restricted cash equivalents in the statement of cash flows. ASU 2016-18 is effective for public business entities in fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of these updates on its financial statements |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Consolidated VIEs | The carrying amounts and classification of the assets and liabilities of the VIEs which have been included in the Consolidated Balance Sheets as of December 31, were as follows (in thousands): 2016 2015 Current assets: Cash and cash equivalents $ 7,302 $ 6,137 Accounts receivable, net 20,553 16,400 Prepaid expenses and other current assets 3,353 3,460 Total current assets 31,208 25,997 Property and equipment, net 29,984 29,681 Goodwill 98,107 69,825 FCC licenses 114,791 74,311 Other intangible assets, net 87,668 58,053 Other noncurrent assets, net 13,233 22,572 Total assets $ 374,991 $ 280,439 Current liabilities: Current portion of debt $ 8,334 $ 6,985 Interest payable 1,031 28 Other current liabilities 12,606 14,288 Total current liabilities 21,971 21,301 Debt 268,499 276,131 Other noncurrent liabilities 26,590 26,427 Total liabilities $ 317,060 $ 323,859 |
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 the Company’s diluted shares during the years ended December 31, 2016, 2015 and 2014 (in thousands): 2016 2015 2014 Weighted average shares outstanding - basic 30,687 31,100 30,774 Dilutive effect of equity incentive plan instruments 977 991 1,229 Weighted average shares outstanding - diluted 31,664 32,091 32,003 |
Consolidated VIEs [Member] | |
Consolidated VIEs | As of December 31, the assets of consolidated VIEs that are not available to settle the obligations of Nexstar and the liabilities of consolidated VIEs for which their creditors do not have recourse to the general credit of Nexstar are as follows (in thousands): 2016 2015 Current assets $ 3,638 $ 2,910 Property and equipment, net 6,944 4,004 Goodwill 46,465 18,182 FCC licenses 114,791 74,311 Other intangible assets, net 53,747 20,112 Other noncurrent assets, net 613 389 Total assets 226,198 119,908 Current liabilities 12,606 14,288 Noncurrent liabilities 26,590 26,427 Total liabilities $ 39,196 $ 40,715 |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Acquisition [Line Items] | |
Unaudited Pro forma Information | The following unaudited pro forma information has been presented for the periods indicated as if the acquisition of CCA and the related consolidation of VIEs had occurred on January 1, 2014, and the acquisitions of IBS and Grant and the related consolidation of a VIE had occurred on January 1, 2013 (in thousands, except per share data): 2015 2014 Net revenue $ 896,377 $ 789,406 Income before income taxes 130,477 137,005 Net income 79,686 78,252 Net income attributable to Nexstar 79,746 74,899 Net income per common share attributable to Nexstar - basic 2.56 2.43 Net income per common share attributable to Nexstar - diluted 2.48 2.34 |
WVMH [Member] | |
Business Acquisition [Line Items] | |
Schedule of Assets Acquired and Liabilities Assumed | Subject to final determination, which is expected to occur within twelve months of the acquisition date, the provisional fair values of the assets acquired and liabilities assumed in the first closing are as follows (in thousands): Accounts receivable $ 438 Prepaid expenses and other current assets 114 Property and equipment 18,362 Other intangible assets 3,402 Goodwill 35 Total assets acquired at first closing 22,351 Less: Accounts payable and accrued expenses (623 ) Less: Other noncurrent liabilities (307 ) Net assets acquired at first closing 21,421 Deposit on second closing 43,543 Total paid at first closing $ 64,964 |
WVMH [Member] | Consolidated VIEs [Member] | |
Business Acquisition [Line Items] | |
Schedule of Assets Acquired and Liabilities Assumed | Subject to final determination, which is expected to occur within twelve months from August 2, 2016, the provisional fair values of the remaining assets and liabilities consolidated are as follows (in thousands): Broadcast rights $ 527 Property and equipment 3,489 FCC licenses 41,230 Network affiliation agreements 35,387 Goodwill 28,588 Consolidated assets of VIEs 109,221 Less: Broadcast rights payable (527 ) Consolidated net asset of VIEs $ 108,694 |
Reiten [Member] | |
Business Acquisition [Line Items] | |
Schedule of Assets Acquired and Liabilities Assumed | The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Broadcast rights $ 13 Property and equipment 8,139 FCC licenses 9,779 Network affiliation agreements 16,084 Other intangible assets 2,073 Goodwill 7,931 Total assets acquired 44,019 Less: Broadcast rights payable (13 ) Less: Accounts payable and accrued expenses (8 ) Net assets acquired $ 43,998 |
KCWI [Member] | |
Business Acquisition [Line Items] | |
Schedule of Assets Acquired and Liabilities Assumed | Subject to final determination, which is expected to occur within twelve months of the acquisition date, the provisional fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Accounts receivable $ 396 Broadcast rights 1,740 Prepaid expenses and other current assets 40 Property and equipment 1,076 FCC licenses 2,180 Other intangible assets 2 Goodwill 350 Total assets acquired 5,784 Less: Broadcast rights payable (1,886 ) Less: Accrued expenses (17 ) Net assets acquired $ 3,881 |
CCA [Member] | |
Business Acquisition [Line Items] | |
Schedule of Assets Acquired and Liabilities Assumed | The fair values of the assets acquired and liabilities assumed in the CCA acquisition (net of the effects of the sale of WEVV to BCB), including the consolidation of the assets and liabilities of White Knight, KPEJ and KMSS, are as follows (in thousands): Cash $ 2,323 Accounts receivable 19,975 Broadcast rights 10,233 Deferred tax assets 247 Prepaid expenses and other current assets 257 Property and equipment 26,012 FCC licenses 71,465 Network affiliation agreements 86,219 Other intangible assets 7,818 Goodwill 120,370 Other assets 59 Total assets acquired and consolidated 344,978 Less: Broadcast rights payable (10,467 ) Less: Accounts payable and accrued expenses (4,703 ) Less: Taxes payable (18,613 ) Less: Other current liabilities (336 ) Less: Deferred tax liabilities (57,022 ) Less: Other noncurrent liabilities (221 ) Less: Noncontrolling interest in a consolidated VIE (2,900 ) Net assets acquired and consolidated $ 250,716 |
KASW [Member] | |
Business Acquisition [Line Items] | |
Schedule of Assets Acquired and Liabilities Assumed | The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Accounts receivable $ 3,544 Broadcast rights 8,771 Prepaid expenses and other current assets 24 Property and equipment 987 FCC licenses 35,566 Other intangible assets 713 Goodwill 32,203 Total assets acquired 81,808 Less: Broadcast rights payable (10,291 ) Less: Accounts payable and accrued expenses (739 ) Net assets acquired $ 70,778 |
Yashi [Member] | |
Business Acquisition [Line Items] | |
Schedule of Assets Acquired and Liabilities Assumed | The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Cash $ 1,470 Accounts receivable 6,788 Property and equipment 114 Developed technology and other intangible assets 18,348 Goodwill 21,353 Other assets 15 Total assets acquired 48,088 Less: Accounts payable and accrued expenses (7,641 ) Less: Taxes payable (108 ) Less: Deferred tax liabilities (6,985 ) Net assets acquired $ 33,354 |
KLAS [ Member] | |
Business Acquisition [Line Items] | |
Schedule of Assets Acquired and Liabilities Assumed | The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Cash $ 18 Accounts receivable 6,654 Broadcast rights 58 Prepaid expenses and other current assets 438 Property and equipment 19,238 FCC licenses 60,627 Network affiliation agreements 49,520 Goodwill 15,520 Total assets acquired 152,073 Less: Broadcast rights payable (58 ) Less: Accounts payable and accrued expenses (1,051 ) Less: Other current liabilities (201 ) Net assets acquired $ 150,763 |
Kixer [Member] | |
Business Acquisition [Line Items] | |
Schedule of Assets Acquired and Liabilities Assumed | The estimated fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): Cash $ 251 Accounts receivable 978 Prepaid expenses and other current assets 4 Property and equipment 19 Developed technology and other intangible assets 6,089 Goodwill 6,958 Total assets acquired 14,299 Less: Accounts payable and accrued expenses (735 ) Less: Deferred tax liabilities (2,109 ) Net assets acquired $ 11,455 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following, as of December 31 (dollars in thousands): Estimated useful life, in years 2016 2015 Buildings and improvements 39 $ 81,337 $ 73,343 Land N/A 32,068 29,765 Leasehold improvements term of lease 9,909 9,616 Studio and transmission equipment 5-15 363,574 339,041 Computer equipment 3-5 40,255 31,731 Furniture and fixtures 7 11,516 10,824 Vehicles 5 17,340 15,811 Construction in progress N/A 7,428 7,680 563,427 517,811 Less: accumulated depreciation (287,274 ) (251,228 ) Property and equipment, net $ 276,153 $ 266,583 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets Subject to Amortization | Intangible assets subject to amortization consisted of the following, as of December 31 (in thousands): Estimated 2016 2015 useful life, Accumulated Accumulated in years Gross Amortization Net Gross Amortization Net Network affiliation agreements 15 $ 659,054 $ (357,704 ) $ 301,350 $ 614,592 $ (338,016 ) $ 276,576 Other definite-lived intangible assets 1-15 89,404 (66,017 ) 23,387 84,921 (47,136 ) 37,785 Other intangible assets $ 748,458 $ (423,721 ) $ 324,737 $ 699,513 $ (385,152 ) $ 314,361 |
Estimated Amortization Expense of Definite-Lived Intangibles Assets | The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years and thereafter for definite-lived intangible assets as of December 31, 2016 (in thousands): 2017 $ 41,680 2018 30,887 2019 28,419 2020 24,992 2021 24,857 Thereafter 173,902 $ 324,737 |
Goodwill and FCC Licenses | The changes in the carrying amounts of goodwill and FCC licenses for the years ended December 31, 2016 and 2015 are as follows (in thousands): Goodwill FCC Licenses Accumulated Accumulated Gross Impairment Net Gross Impairment Net Balances as of December 31, 2014 $ 302,482 $ (45,991 ) $ 256,491 $ 371,461 $ (49,421 ) $ 322,040 Acquisitions and consolidation of VIEs (See Notes 2 and 3) 195,171 - 195,171 167,295 - 167,295 Balances as of December 31, 2015 $ 497,653 $ (45,991 ) $ 451,662 $ 538,756 (49,421 ) $ 489,335 Acquisitions and consolidations of VIEs (See Notes 2 and 3) 36,904 - 36,904 53,189 - 53,189 Impairment - (15,262 ) (15,262 ) - - - Balances as of December 31, 2016 $ 534,557 $ (61,253 ) $ 473,304 $ 591,945 $ (49,421 ) $ 542,524 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | Accrued expenses consisted of the following, as of December 31 (in thousands): 2016 2015 Compensation and related taxes $ 20,713 $ 15,810 Network affiliation fees 30,153 22,324 Other 20,449 22,425 $ 71,315 $ 60,559 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long Term Debt | Long-term debt consisted of the following, as of December 31 (in thousands): 2016 2015 Term loans, net of financing costs and discount of $6,592 and $8,715, respectively $ 662,206 $ 682,223 Revolving loans 2,000 2,000 6.875% Senior unsecured notes due 2020, net of financing costs and discount of $4,295 and $5,223, respectively 520,705 519,777 6.125% Senior unsecured notes due 2022, net of financing costs of $2,402 and $2,786, respectively 272,598 272,214 5.625% Senior unsecured notes due 2024, net of financing costs of $15,090 884,910 - 2,342,419 1,476,214 Less: current portion (28,093 ) (22,139 ) $ 2,314,326 $ 1,454,075 |
Fair Value of Debt | The aggregate carrying amounts and estimated fair values of the Company’s debt were as follows, as of December 31 (in thousands): 2016 2015 Carrying Fair Carrying Fair Amount Value Amount Value Term loans (1) $ 662,206 $ 665,750 $ 682,223 $ 678,045 Revolving loans (1) 2,000 1,969 2,000 1,961 6.875% Senior unsecured notes (2) 520,705 543,375 519,777 534,188 6.125% Senior unsecured notes (2) 272,598 284,625 272,214 269,500 5.625% Senior unsecured notes (2) 884,512 893,250 - - (1) The fair value of senior secured 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. (2) The fair value of Nexstar’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. |
Maturities of Debt | The scheduled maturities of the Company’s debt, excluding the unamortized discount and premium and certain debt financing costs, as of December 31, 2016 are summarized as follows (in thousands): 2017 $ 30,093 2018 168,614 2019 4,982 2020 992,109 2021 - Thereafter 1,175,000 $ 2,370,798 |
Stock-Based Compensation Plans
Stock-Based Compensation Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Assumptions Used in Black-Scholes Calculations | The assumptions used in calculating the fair values of options granted during the years ended December 31, 2015 and 2014 were as follows: 2015 2014 Expected volatility 86.3% 87.0% - 87.2% Risk-free interest rates 1.6% 2.1% - 2.3% Expected life 7 years 7 years Dividend yields 1.6% 1.1% - 1.5% Weighted-average grant date fair value per share $ 31.45 $ 31.87 |
Summary of Stock Award Activity and Related Information | The following table summarizes stock award activity and related information for all of Nexstar’s Equity Plans for the year ended December 31, 2016: Outstanding Options Non-Vested Options Restricted Stock Units Weighted- Weighted- Average Aggregate Weighted- Weighted- Shares Average Remaining Intrinsic Average Average Available Exercise Contractual Value (1) Grant-Date Unvested Grant-Date for Grant Shares Price Term (Years) (thousands) Shares Fair Value Shares Fair Value Balances as of December 31, 2015 2,525,000 2,443,591 $ 21.54 6.31 90,807 973,125 $ 25.53 225,375 $ 45.69 Restricted stock units awarded (33,750 ) - - - - 33,750 $ 51.87 Exercised - (60,216 ) $ 21.34 - - - - Vested - - - (474,375 ) $ 18.94 (57,625 ) $ 45.67 Forfeited/cancelled 20,375 (6,875 ) $ 16.12 - $ - (13,500 ) $ 52.46 Balances as of December 31, 2016 2,511,625 2,376,500 $ 21.56 5.38 $ 99,197 498,750 $ 31.79 188,000 $ 46.33 Exercisable as of December 31, 2016 1,877,750 $ 14.98 4.85 $ 90,735 Fully vested and expected to vest as of December 31, 2016 2,369,500 $ 21.49 5.37 $ 99,079 (1) Aggregate intrinsic value represents the difference between the closing market price of Nexstar’s common stock on the last day of the fiscal period, which was $63.30 on December 31, 2016, and the stock option exercise prices multiplied by the number of options outstanding. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Taxes | The income tax expense (benefit) consisted of the following components for the years ended December 31 (in thousands): 2016 2015 2014 Current tax expense (benefit): Federal $ 12,054 $ (108 ) $ 402 State 10,927 5,120 2,230 22,981 5,012 2,632 Deferred tax expense (benefit): Federal 53,094 43,772 38,176 State 1,497 (97 ) 5,293 54,591 43,675 43,469 Income tax expense $ 77,572 $ 48,687 $ 46,101 |
Schedule of Effective Income Tax Expense Reconciliation | The income tax expense differs from the amount computed by applying the statutory federal income tax rate of 35% to the income before income taxes. The sources and tax effects of the differences were as follows, for the years ended December 31 (in thousands): 2016 2015 2014 Income tax expense at 35% statutory federal rate $ 59,735 $ 43,774 $ 38,752 State and local taxes, net of federal benefit 7,697 3,315 5,373 Nondeductible compensation 709 652 690 Nondeductible earnout payments 1,415 - - Nondeductible acquisition costs 12 251 342 Nondeductible meals and entertainment 504 417 381 Nondeductible goodwill impairment 5,276 - - Other 2,224 278 563 Income tax expense $ 77,572 $ 48,687 $ 46,101 |
Schedule of Components of Net Deferred Tax Asset Liability | The components of the net deferred tax asset (liability) were as follows, as of December 31 (in thousands): 2016 2015 Deferred tax assets: Net operating loss carryforwards $ 26,657 $ 69,547 Compensation 14,308 10,918 Rent 3,197 3,418 Transaction costs 8,238 1,430 Other 7,348 7,922 Total deferred tax assets 59,748 93,235 Deferred tax liabilities: Property and equipment (15,882 ) (13,106 ) Other intangible assets (35,628 ) (46,983 ) Goodwill (35,780 ) (29,872 ) FCC licenses (98,494 ) (89,438 ) Other (13 ) (13 ) Total deferred tax liabilities (185,797 ) (179,412 ) Net deferred tax liabilities $ (126,049 ) $ (86,177 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Future Minimum Payments for Un-booked Broadcast Rights | Future minimum payments for license agreements for which the license period has not commenced and no asset or liability has been recorded are as follows as of December 31, 2016 (in thousands): 2017 $ 12,170 2018 8,878 2019 4,898 2020 1,232 2021 1,052 Thereafter 230 $ 28,460 |
Future Minimum Lease Payments Under Operating Leases | Future minimum lease payments under these operating leases are as follows as of December 31, 2016 (in thousands): 2017 $ 11,605 2018 11,037 2019 10,256 2020 9,003 2021 6,617 Thereafter 20,741 $ 69,259 |
Future Minimum Lease Payments Under Capital Leases | The future minimum lease payments under these agreements as of December 31, 2016 are as follows (in thousands): 2017 $ 331 2018 315 2019 328 2020 341 2021 355 Thereafter 5,978 7,648 Less: Amount representing interest 3,216 $ 4,432 |
Segment Data (Tables)
Segment Data (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Financial Information | Segment financial information is included in the following tables for the periods presented (in thousands): Year Ended December 31, 2016 Broadcasting Other Consolidated Net revenue $ 1,040,704 $ 62,486 $ 1,103,190 Depreciation 44,313 6,987 51,300 Amortization of intangible assets 33,079 13,493 46,572 Income (loss) from operations 372,496 (85,188 ) 287,308 Goodwill 449,682 23,622 473,304 Assets 1,811,042 1,155,043 2,966,085 Year Ended December 31, 2015 Broadcasting Other Consolidated Net revenue $ 846,926 $ 49,451 $ 896,377 Depreciation 41,053 6,169 47,222 Amortization of intangible assets 35,845 12,630 48,475 Income (loss) from operations 266,919 (60,812 ) 206,107 Goodwill 412,965 38,697 451,662 Assets 1,660,737 174,397 1,835,134 Year ended December 31, 2014 Broadcasting Other Consolidated Net revenue $ 609,668 $ 21,643 $ 631,311 Depreciation 31,564 3,483 35,047 Amortization of intangible assets 21,932 3,918 25,850 Income (loss) from operations 216,724 (43,487 ) 173,237 |
Condensed Consolidating Finan37
Condensed Consolidating Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Schedule of Condensed Consolidating Balance Sheet | CONDENSED CONSOLIDATING BALANCE SHEET As of December 31, 2016 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company ASSETS Current assets: Cash and cash equivalents $ - $ 75,830 $ 6,474 $ 5,376 $ - $ 87,680 Accounts receivable - 184,921 12,332 20,805 - 218,058 Amounts due from consolidated entities - 5,623 80,815 - (86,438 ) - Other current assets - 53,492 1,337 2,650 - 57,479 Total current assets - 319,866 100,958 28,831 (86,438 ) 363,217 Investments in subsidiaries 256,391 38,259 - - (294,650 ) - Amounts due from consolidated entities - 66,170 - - (66,170 ) - Property and equipment, net - 241,135 19,564 15,529 (75 ) 276,153 Goodwill - 351,575 32,489 89,240 - 473,304 FCC licenses - 427,733 41,563 73,228 - 542,524 Other intangible assets, net - 223,115 16,470 85,152 - 324,737 Restricted cash - 901,080 - - - 901,080 Other noncurrent assets - 71,813 11,144 2,113 - 85,070 Total assets $ 256,391 $ 2,640,746 $ 222,188 $ 294,093 $ (447,333 ) $ 2,966,085 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) Current liabilities: Current portion of debt $ - $ 19,759 $ 2,334 $ 6,000 $ - $ 28,093 Accounts payable - 16,234 524 2,996 - 19,754 Amounts due to consolidated entities - - - 86,438 (86,438 ) - Other current liabilities - 117,779 9,011 14,941 - 141,731 Total current liabilities - 153,772 11,869 110,375 (86,438 ) 189,578 Debt - 2,045,827 221,431 47,068 - 2,314,326 Amounts due to consolidated entities 66,380 - - - (66,380 ) - Other noncurrent liabilities - 151,857 9,832 16,138 - 177,827 Total liabilities 66,380 2,351,456 243,132 173,581 (152,818 ) 2,681,731 Total stockholders' equity (deficit) 190,011 289,290 (20,944 ) 5,299 (294,515 ) 169,141 Noncontrolling interests in consolidated variable interest entities - - - 115,213 - 115,213 Total liabilities and stockholders' equity (deficit) $ 256,391 $ 2,640,746 $ 222,188 $ 294,093 $ (447,333 ) $ 2,966,085 CONDENSED CONSOLIDATING BALANCE SHEET As of December 31, 2015 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company ASSETS Current assets: Cash and cash equivalents $ - $ 27,492 $ 4,361 $ 11,563 $ - $ 43,416 Accounts receivable - 163,008 9,370 20,613 - 192,991 Amounts due from consolidated entities - 10,600 51,978 - (62,578 ) - Other current assets - 19,984 1,364 2,273 - 23,621 Total current assets - 221,084 67,073 34,449 (62,578 ) 260,028 Investments in subsidiaries 184,332 38,931 - - (223,263 ) - Amounts due from consolidated entities - 133,659 - - (133,659 ) - Property and equipment, net - 232,206 21,891 12,486 - 266,583 Goodwill - 343,140 32,489 76,033 - 451,662 FCC licenses - 415,024 41,563 32,748 - 489,335 Other intangible assets, net - 228,936 18,892 66,533 - 314,361 Other noncurrent assets - 30,539 20,418 2,208 - 53,165 Total assets $ 184,332 $ 1,643,519 $ 202,326 $ 224,457 $ (419,500 ) $ 1,835,134 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) Current liabilities: Current portion of debt $ - $ 15,154 $ 2,335 $ 4,650 $ - $ 22,139 Accounts payable - 14,705 906 10,325 - 25,936 Amounts due to consolidated entities - 47,700 - 14,878 (62,578 ) - Other current liabilities - 78,868 6,909 12,209 - 97,986 Total current liabilities - 156,427 10,150 42,062 (62,578 ) 146,061 Debt - 1,177,944 223,235 52,896 - 1,454,075 Amounts due to consolidated entities 63,309 - - 70,350 (133,659 ) - Other noncurrent liabilities - 118,048 9,351 21,226 - 148,625 Total liabilities 63,309 1,452,419 242,736 186,534 (196,237 ) 1,748,761 Total Nexstar Media Group, Inc. stockholders' equity (deficit) 121,023 191,100 (40,410 ) 32,224 (223,263 ) 80,674 Noncontrolling interest in a consolidated variable interest entity - - - 5,699 - 5,699 Total liabilities and stockholders' equity (deficit) $ 184,332 $ 1,643,519 $ 202,326 $ 224,457 $ (419,500 ) $ 1,835,134 |
Schedule of Condensed Consolidating Statement of Operations | CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2016 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Net broadcast revenue (including trade and barter) $ - $ 939,333 $ 61,402 $ 102,455 $ - $ 1,103,190 Revenue between consolidated entities - 34,436 42,791 12,081 (89,308 ) - Net revenue - 973,769 104,193 114,536 (89,308 ) 1,103,190 Operating expenses: Direct operating expenses, excluding depreciation and amortization - 284,866 30,201 67,144 (214 ) 381,997 Selling, general, and administrative expenses, excluding depreciation and amortization - 246,698 3,549 18,884 (5,525 ) 263,606 Local service agreement fees between consolidated entities - 49,202 18,000 16,367 (83,569 ) - Amortization of broadcast rights - 47,990 5,567 3,588 - 57,145 Amortization of intangible assets - 27,394 2,422 16,756 - 46,572 Depreciation - 45,173 2,400 3,727 - 51,300 Goodwill impairment 186 - 15,076 - 15,262 Total operating expenses - 701,509 62,139 141,542 (89,308 ) 815,882 Income (loss) from operations - 272,260 42,054 (27,006 ) - 287,308 Interest income - 1,082 - - - 1,082 Interest expense - (105,313 ) (10,251 ) (1,599 ) - (117,163 ) Other expenses - (555 ) - - - (555 ) Equity in income of subsidiaries 72,193 - - - (72,193 ) - Income (loss) before income taxes 72,193 167,474 31,803 (28,605 ) (72,193 ) 170,672 Income tax (expense) benefit - (69,149 ) (12,337 ) 3,914 - (77,572 ) Net income (loss) 72,193 98,325 19,466 (24,691 ) (72,193 ) 93,100 Net income attributable to noncontrolling interests - - - (1,563 ) - (1,563 ) Net income (loss) attributable to Nexstar $ 72,193 $ 98,325 $ 19,466 $ (26,254 ) $ (72,193 ) $ 91,537 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2015 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Net broadcast revenue (including trade and barter) $ - $ 759,694 $ 51,132 $ 85,551 $ - $ 896,377 Revenue between consolidated entities - 25,854 37,000 12,132 (74,986 ) - Net revenue - 785,548 88,132 97,683 (74,986 ) 896,377 Operating expenses: Direct operating expenses, excluding depreciation and amortization - 233,530 24,601 44,130 (4 ) 302,257 Selling, general, and administrative expenses, excluding depreciation and amortization - 213,415 3,536 19,660 (4,131 ) 232,480 Local service agreement fees between consolidated entities - 44,997 9,780 16,074 (70,851 ) - Amortization of broadcast rights - 49,044 5,766 5,026 - 59,836 Amortization of intangible assets - 29,312 2,418 16,745 - 48,475 Depreciation - 41,833 2,435 2,954 - 47,222 Total operating expenses - 612,131 48,536 104,589 (74,986 ) 690,270 Income (loss) from operations - 173,417 39,596 (6,906 ) - 206,107 Interest income - 35 - 1 - 36 Interest expense - (69,684 ) (9,325 ) (1,547 ) - (80,556 ) Other expenses - (517 ) - - - (517 ) Equity in income of subsidiaries 59,256 - - - (59,256 ) - Income (loss) before income taxes 59,256 103,251 30,271 (8,452 ) (59,256 ) 125,070 Income tax (expense) benefit - (39,851 ) (12,172 ) 3,336 - (48,687 ) Net income (loss) 59,256 63,400 18,099 (5,116 ) (59,256 ) 76,383 Net loss attributable to noncontrolling interests - - - 1,301 - 1,301 Net income (loss) attributable to Nexstar $ 59,256 $ 63,400 $ 18,099 $ (3,815 ) $ (59,256 ) $ 77,684 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2014 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Net broadcast revenue (including trade and barter) $ - $ 572,368 $ 36,498 $ 22,445 $ - $ 631,311 Revenue between consolidated entities - 10,012 42,079 249 (52,340 ) - Net revenue - 582,380 78,577 22,694 (52,340 ) 631,311 Operating expenses: Direct operating expenses, excluding depreciation and amortization - 157,988 18,135 11,309 - 187,432 Selling, general, and administrative expenses, excluding depreciation and amortization - 160,186 3,188 12,240 (185 ) 175,429 Local service agreement fees between consolidated entities - 42,079 9,780 296 (52,155 ) - Amortization of broadcast rights - 28,365 5,844 107 - 34,316 Amortization of intangible assets - 19,147 2,728 3,975 - 25,850 Depreciation - 30,897 2,760 1,390 - 35,047 Total operating expenses - 438,662 42,435 29,317 (52,340 ) 458,074 Income (loss) from operations - 143,718 36,142 (6,623 ) - 173,237 Interest income - - - - - - Interest expense - (51,804 ) (10,014 ) (141 ) - (61,959 ) Loss on extinguishment of debt - (50 ) (21 ) - - (71 ) Other expenses - (556 ) - - - (556 ) Equity in income of subsidiaries 23,225 - - - (23,225 ) - Income (loss) before income taxes 23,225 91,308 26,107 (6,764 ) (23,225 ) 110,651 Income tax (expense) benefit - (38,558 ) (10,023 ) 2,480 - (46,101 ) Net income (loss) $ 23,225 $ 52,750 $ 16,084 $ (4,284 ) $ (23,225 ) $ 64,550 |
Schedule of Condensed Consolidating Cash Flow Statement | CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2016 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Cash flows from operating activities $ - $ 237,976 $ 5,372 $ 4,409 $ - $ 247,757 Cash flows from investing activities: Purchases of property and equipment - (28,326 ) (241 ) (3,303 ) - (31,870 ) Deposits and payments for acquisitions - (103,970 ) - - - (103,970 ) Other investing activities - (4,345 ) - - - (4,345 ) Net cash used in investing activities - (136,641 ) (241 ) (3,303 ) - (140,185 ) Cash flows from financing activities: Proceeds from long-term debt - 58,000 - - - 58,000 Repayments of long-term debt - (73,155 ) (2,335 ) (4,650 ) - (80,140 ) Common stock dividends paid (29,445 ) - - - - (29,445 ) Payments for debt financing costs - (20,024 ) (683 ) - - (20,707 ) Inter-company payments 28,220 (28,220 ) - - - - Excess tax benefit from stock option exercises - 13,760 - - - 13,760 Other financing activities 1,225 (3,358 ) - (2,643 ) - (4,776 ) Net cash used in financing activities - (52,997 ) (3,018 ) (7,293 ) - (63,308 ) Net increase (decrease) in cash and cash equivalents - 48,338 2,113 (6,187 ) - 44,264 Cash and cash equivalents at beginning of period - 27,492 4,361 11,563 - 43,416 Cash and cash equivalents at end of period $ - $ 75,830 $ 6,474 $ 5,376 $ - $ 87,680 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2015 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Cash flows from operating activities $ - $ 163,476 $ 10,934 $ 22,856 $ - $ 197,266 Cash flows from investing activities: Purchases of property and equipment - (26,636 ) (258 ) (2,303 ) 176 (29,021 ) Deposits and payments for acquisitions - (510,701 ) - (8,548 ) 43,300 (475,949 ) Proceeds from sale of a station - 70,305 - - (43,300 ) 27,005 Other investing activities - 3,450 150 200 (176 ) 3,624 Net cash used in investing activities - (463,582 ) (108 ) (10,651 ) - (474,341 ) Cash flows from financing activities: Proceeds from long-term debt - 419,950 - 2,000 - 421,950 Repayments of long-term debt - (155,653 ) (7,337 ) (3,300 ) - (166,290 ) Common stock dividends paid (23,686 ) - - - - (23,686 ) Purchase of treasury stock (48,660 ) (48,660 ) Inter-company payments 68,989 (68,989 ) - - - - Other financing activities 3,357 1,818 (8 ) 98 - 5,265 Net financing - 197,126 (7,345 ) (1,202 ) - 188,579 Net (decrease) increase in cash and cash equivalents - (102,980 ) 3,481 11,003 - (88,496 ) Cash and cash equivalents at beginning of period - 130,472 880 560 - 131,912 Cash and cash equivalents at end of period $ - $ 27,492 $ 4,361 $ 11,563 $ - $ 43,416 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2014 (in thousands) Nexstar Non- Consolidated Nexstar Broadcasting Mission Guarantors Eliminations Company Cash flows from operating activities $ - $ 166,915 $ (1,928 ) $ 1,540 $ - $ 166,527 Cash flows from investing activities: Purchases of property and equipment - (18,826 ) (236 ) (1,327 ) - (20,389 ) Deposits and payments for acquisitions - (163,533 ) (3,200 ) (58,300 ) 15,300 (209,733 ) Proceeds from sale of a station - 15,300 - - (15,300 ) - Other investing activities - 89 - - - 89 Net cash used in investing activities - (166,970 ) (3,436 ) (59,627 ) - (230,033 ) Cash flows from financing activities: Proceeds from long-term debt - 171,925 5,500 59,850 - 237,275 Repayments of long-term debt - (68,849 ) (2,832 ) (750 ) - (72,431 ) Common stock dividends paid (18,445 ) - - - - (18,445 ) Inter-company payments 16,414 (16,414 ) - - - - Other financing activities 2,031 7,553 (140 ) (453 ) - 8,991 Net - 94,215 2,528 58,647 - 155,390 Net increase (decrease) in cash and cash equivalents - 94,160 (2,836 ) 560 - 91,884 Cash and cash equivalents at beginning of period - 36,312 3,716 - - 40,028 Cash and cash equivalents at end of period $ - $ 130,472 $ 880 $ 560 $ - $ 131,912 |
Unaudited Quarterly Data (Table
Unaudited Quarterly Data (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Data | Three Months Ended March 31, June 30, September 30, December 31, 2016 2016 2016 2016 (in thousands, except per share amounts) Net revenue $ 255,658 $ 261,994 $ 275,659 309,879 Income from operations 57,929 64,007 72,897 92,475 Income before income taxes 37,139 43,283 43,149 47,101 Net income attributable to Nexstar 21,727 24,529 24,799 20,482 Basic net income per common share $ 0.71 $ 0.80 $ 0.81 $ 0.67 Basic weighted average shares outstanding 30,658 30,680 30,695 30,713 Diluted net income per common share $ 0.69 $ 0.78 $ 0.78 $ 0.64 Diluted weighted average shares outstanding 31,538 31,620 31,698 31,798 Three Months Ended March 31, June 30, September 30, December 31, 2015 2015 2015 2015 (in thousands, except per share amounts) Net revenue $ 201,735 $ 219,349 $ 223,031 $ 252,262 Income from operations 37,904 52,542 48,315 67,346 Income before income taxes 18,493 32,001 27,804 46,772 Net income attributable to Nexstar 12,907 20,321 17,282 27,174 Basic net income per common share $ 0.41 $ 0.65 $ 0.55 $ 0.89 Basic weighted average shares outstanding 31,196 31,325 31,262 30,622 Diluted net income per common share $ 0.40 $ 0.63 $ 0.54 $ 0.86 Diluted weighted average shares outstanding 32,256 32,382 32,151 31,580 |
Valuation and Qualifying Acco39
Valuation and Qualifying Accounts (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Valuation And Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | Allowance for Doubtful Accounts Rollforward Additions Balance at Charged to Balance at Beginning Costs and End of of Period Expenses Deductions (1) Period Year Ended December 31, 2016 $ 5,369 $ 4,160 $ (3,724 ) $ 5,805 Year Ended December 31, 2015 3,002 3,443 (1,076 ) 5,369 Year Ended December 31, 2014 3,035 2,604 (2,637 ) 3,002 (1) Uncollectible accounts written off, net of recoveries. |
Organization and Business Ope40
Organization and Business Operations (Details) Viewer in Millions | Jan. 17, 2017ViewerTelevisionStationMarket | Dec. 31, 2016ViewerTelevisionStationMarket |
Organization and Business Operations [Line Items] | ||
Number of full power television stations owned, operated, programmed or provided sales and other services | 104 | |
Number of markets in which the Company's stations broadcast | Market | 62 | |
Approximate number of viewers | Viewer | 20.8 | |
Approximate number of viewers (in hundredths) | 18.10% | |
Number of full power television stations owned or operated by independent third parties | 30 | |
Subsequent Event [Member] | ||
Organization and Business Operations [Line Items] | ||
Number of full power television stations owned, operated, programmed or provided sales and other services | 171 | |
Number of markets in which the Company's stations broadcast | Market | 100 | |
Approximate number of viewers | Viewer | 44.7 | |
Approximate number of viewers (in hundredths) | 39.00% |
Summary of Significant Accoun41
Summary of Significant Accounting Policies - Consolidated VIEs (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current assets: | |||||
Cash and cash equivalents | $ 87,680 | $ 43,416 | $ 131,912 | $ 40,028 | |
Accounts receivable, net | 218,058 | 192,991 | |||
Prepaid expenses and other current assets | 15,030 | 7,324 | |||
Total current assets | 363,217 | 260,028 | |||
Property and equipment, net | 276,153 | 266,583 | |||
Goodwill | 473,304 | 451,662 | 256,491 | ||
FCC licenses | 542,524 | 489,335 | $ 322,040 | ||
Other intangible assets, net | 324,737 | 314,361 | |||
Other noncurrent assets, net | 85,070 | 53,165 | |||
Total assets | [1] | 2,966,085 | 1,835,134 | ||
Current liabilities: | |||||
Current portion of debt | 28,093 | 22,139 | |||
Interest payable | 44,190 | 10,939 | |||
Other current liabilities | 9,714 | 8,978 | |||
Total current liabilities | 189,578 | 146,061 | |||
Debt | 2,314,326 | 1,454,075 | |||
Other noncurrent liabilities | 45,819 | 46,861 | |||
Total liabilities | [1] | 2,681,731 | 1,748,761 | ||
Consolidated VIEs [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Consolidated VIEs, Assets | 226,198 | 119,908 | |||
Consolidated VIEs, Liabilities | 39,196 | 40,715 | |||
Current assets: | |||||
Cash and cash equivalents | 7,302 | 6,137 | |||
Accounts receivable, net | 20,553 | 16,400 | |||
Prepaid expenses and other current assets | 3,353 | 3,460 | |||
Total current assets | 31,208 | 25,997 | |||
Property and equipment, net | 29,984 | 29,681 | |||
Goodwill | 98,107 | 69,825 | |||
FCC licenses | 114,791 | 74,311 | |||
Other intangible assets, net | 87,668 | 58,053 | |||
Other noncurrent assets, net | 13,233 | 22,572 | |||
Total assets | 374,991 | 280,439 | |||
Current liabilities: | |||||
Current portion of debt | 8,334 | 6,985 | |||
Interest payable | 1,031 | 28 | |||
Other current liabilities | 12,606 | 14,288 | |||
Total current liabilities | 21,971 | 21,301 | |||
Debt | 268,499 | 276,131 | |||
Other noncurrent liabilities | 26,590 | 26,427 | |||
Total liabilities | 317,060 | 323,859 | |||
Consolidated VIEs [Member] | Current assets [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Consolidated VIEs, Assets | 3,638 | 2,910 | |||
Consolidated VIEs [Member] | Property and equipment, net [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Consolidated VIEs, Assets | 6,944 | 4,004 | |||
Consolidated VIEs [Member] | Goodwill [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Consolidated VIEs, Assets | 46,465 | 18,182 | |||
Consolidated VIEs [Member] | FCC licenses [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Consolidated VIEs, Assets | 114,791 | 74,311 | |||
Consolidated VIEs [Member] | Other intangible assets, net [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Consolidated VIEs, Assets | 53,747 | 20,112 | |||
Consolidated VIEs [Member] | Other noncurrent assets, net [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Consolidated VIEs, Assets | 613 | 389 | |||
Consolidated VIEs [Member] | Current liabilities [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Consolidated VIEs, Liabilities | 12,606 | 14,288 | |||
Consolidated VIEs [Member] | Noncurrent liabilities [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Consolidated VIEs, Liabilities | $ 26,590 | $ 26,427 | |||
[1] | The consolidated total assets as of December 31, 2016 and 2015 include certain assets held by consolidated VIEs of $226.2 million and $119.9 million, respectively, which are not available to be used to settle the obligations of Nexstar. The consolidated total liabilities as of December 31, 2016 and 2015 include certain liabilities of consolidated VIEs of $39.2 million and $40.7 million, respectively, for which the creditors of the VIEs have no recourse to the general credit of Nexstar. See Note 2 for additional information. |
Summary of Significant Accoun42
Summary of Significant Accounting Policies - Additional Information (Details) | Aug. 02, 2016 | Dec. 31, 2016USD ($)TelevisionStationReportingUnitSegmentshares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($)shares | Jul. 27, 2016USD ($) | Jan. 29, 2015 | Nov. 09, 2012 |
Debt Disclosure [Abstract] | |||||||
Noncurrent escrow deposit | $ 901,080,000 | ||||||
Pre-funded interest deposited in to escrow | 26,719,000 | ||||||
Revenue Recognition [Abstract] | |||||||
Barter revenue | 34,700,000 | $ 37,700,000 | $ 22,700,000 | ||||
Barter expense | 34,700,000 | 37,700,000 | 22,700,000 | ||||
Revenue from trade transactions | 11,000,000 | 9,400,000 | 8,500,000 | ||||
Trade expense | 10,800,000 | 9,000,000 | 8,700,000 | ||||
Advertising Expense [Abstract] | |||||||
Advertising Expense | $ 4,000,000 | $ 3,400,000 | $ 2,700,000 | ||||
Earnings Per Share Basic And Diluted Other Disclosures [Abstract] | |||||||
Stock options and restricted stock units with potentially dilutive effect (in shares) | shares | 351,000 | 766,000 | 720,000 | ||||
Segment Reporting [Abstract] | |||||||
Number of reportable segments | Segment | 1 | ||||||
Operating Segment [Member] | |||||||
Intangible Assets [Abstract] | |||||||
Number of reporting units | ReportingUnit | 60 | ||||||
All Other Segments [Member] | |||||||
Intangible Assets [Abstract] | |||||||
Number of reporting units | ReportingUnit | 2 | ||||||
Network affiliation agreements [Member] | |||||||
Intangible Assets [Abstract] | |||||||
Network affiliation agreements useful life | 15 years | 15 years | 15 years | ||||
Nonconsolidated VIEs [Member] | |||||||
Variable Interest Entity, Measure of Activity [Abstract] | |||||||
Payments made under the agreement | $ 4,000,000 | $ 1,200,000 | $ 1,400,000 | ||||
Accounts payable for fees | 100,000 | 800,000 | |||||
Receivable for advertisements | $ 600,000 | $ 1,000,000 | |||||
6.125 % Senior Unsecured Notes due 2022 [Member] | |||||||
Debt Disclosure [Abstract] | |||||||
Interest rate | 6.125% | ||||||
6.875 % Senior Unsecured Notes due 2020 [Member] | |||||||
Debt Disclosure [Abstract] | |||||||
Interest rate | 6.875% | ||||||
Senior Subordinated Notes [Member] | 5.625 % Due 2024 [Member] | |||||||
Debt Disclosure [Abstract] | |||||||
Interest rate | 5.625% | 5.625% | |||||
Senior Subordinated Notes [Member] | 5.625 % Due 2024 [Member] | Fair Value, Inputs, Level 1 [Member] | |||||||
Debt Disclosure [Abstract] | |||||||
Noncurrent escrow deposit | $ 900,000,000 | ||||||
Pre-funded interest deposited in to escrow | $ 26,700,000 | ||||||
Senior Subordinated Notes [Member] | 6.125 % Senior Unsecured Notes due 2022 [Member] | |||||||
Debt Disclosure [Abstract] | |||||||
Interest rate | 6.125% | 6.125% | 6.125% | ||||
Senior Subordinated Notes [Member] | 6.875 % Senior Unsecured Notes due 2020 [Member] | |||||||
Debt Disclosure [Abstract] | |||||||
Interest rate | 6.875% | 6.875% | 6.875% | ||||
Media General Future Acquisition [Member] | Unused Debt Commitments [Member] | |||||||
Debt Disclosure [Abstract] | |||||||
Credit facilities remaining commitment amount | $ 3,800,000,000 | ||||||
WVMH [Member] | Consolidated VIEs [Member] | |||||||
Variable Interest Entity, Measure of Activity [Abstract] | |||||||
Number of stations proposed to acquire | TelevisionStation | 4 | ||||||
Payments made under the agreement | $ 7,500,000 | ||||||
Intangible Assets [Abstract] | |||||||
Network affiliation agreements useful life | 15 years |
Summary of Significant Accoun43
Summary of Significant Accounting Policies - Weighted Average Shares Outstanding (Details) - shares shares in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share Basic And Diluted Other Disclosures [Abstract] | |||||||||||
Weighted average shares outstanding - basic | 30,713 | 30,695 | 30,680 | 30,658 | 30,622 | 31,262 | 31,325 | 31,196 | 30,687 | 31,100 | 30,774 |
Dilutive effect of equity incentive plan instruments | 977 | 991 | 1,229 | ||||||||
Weighted average shares outstanding - diluted | 31,798 | 31,698 | 31,620 | 31,538 | 31,580 | 32,151 | 32,382 | 32,256 | 31,664 | 32,091 | 32,003 |
Acquisitions and Dispositions -
Acquisitions and Dispositions - WVMH - Additional Information (Details) $ in Thousands | Jan. 31, 2017USD ($) | Aug. 02, 2016USD ($) | Jan. 04, 2016USD ($) | Nov. 16, 2015USD ($)TelevisionStation | Dec. 31, 2016USD ($)TelevisionStation | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($)TelevisionStation | Dec. 31, 2016USD ($)TelevisionStation | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Business Acquisition [Line Items] | ||||||||||||||||
Consolidation of remaining assets in non-controlling interests | $ 108,694 | $ 2,900 | $ 4,000 | |||||||||||||
Revenue included in consolidated statements of operations | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | 1,103,190 | 896,377 | 631,311 | |||||
Operating income (loss) | $ 92,475 | $ 72,897 | $ 64,007 | $ 57,929 | $ 67,346 | $ 48,315 | $ 52,542 | $ 37,904 | 287,308 | 206,107 | $ 173,237 | |||||
WVMH [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Purchase price of entities to be acquired | $ 130,000 | |||||||||||||||
Cash paid in business acquisition | $ 64,964 | |||||||||||||||
Deposits and payments for acquisitions | $ 6,500 | |||||||||||||||
Acquisition related costs | $ 100 | $ 100 | ||||||||||||||
Revenue included in consolidated statements of operations | $ 23,700 | |||||||||||||||
Operating income (loss) | $ 5,000 | |||||||||||||||
WVMH [Member] | Subsequent Event [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Cash paid in business acquisition | $ 65,000 | |||||||||||||||
WVMH [Member] | Consolidated VIEs [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number of television stations to be acquired | TelevisionStation | 4 | 4 | 4 | |||||||||||||
Network affiliation agreements useful life | 15 years | |||||||||||||||
Consolidation of remaining assets in non-controlling interests | $ 108,700 | |||||||||||||||
WVMH [Member] | Other definite-lived intangible assets [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Weighted average estimated useful life of other intangible assets | 3 years | |||||||||||||||
WVMH [Member] | CBS Affiliation [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number of television stations to be acquired | TelevisionStation | 3 | |||||||||||||||
WVMH [Member] | NBC Affiliation [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number of television stations to be acquired | TelevisionStation | 1 |
Acquisitions and Dispositions45
Acquisitions and Dispositions - Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jan. 04, 2016 | Oct. 01, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Aug. 02, 2016 | Mar. 14, 2016 | Jan. 31, 2016 | Dec. 31, 2015 | Feb. 13, 2015 | Feb. 02, 2015 | Jan. 29, 2015 |
Business Acquisition [Line Items] | |||||||||||
Goodwill | $ 256,491 | $ 473,304 | $ 451,662 | ||||||||
Consolidated VIEs [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Goodwill | $ 98,107 | $ 69,825 | |||||||||
WVMH [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Accounts receivable | $ 438 | ||||||||||
Prepaid expenses and other current assets | 114 | ||||||||||
Property and equipment | 18,362 | ||||||||||
Goodwill | 35 | ||||||||||
Total assets acquired and consolidated | 22,351 | ||||||||||
Less: Accounts payable and accrued expenses | (623) | ||||||||||
Less: Other noncurrent liabilities | (307) | ||||||||||
Net assets acquired and consolidated | 21,421 | ||||||||||
Deposit on second closing | 43,543 | ||||||||||
Total paid at first closing | 64,964 | ||||||||||
WVMH [Member] | Consolidated VIEs [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Broadcast rights | $ 527 | ||||||||||
Property and equipment | 3,489 | ||||||||||
FCC licenses | 41,230 | ||||||||||
Goodwill | 28,588 | ||||||||||
Total assets acquired and consolidated | 109,221 | ||||||||||
Less: Broadcast rights payable | (527) | ||||||||||
Net assets acquired and consolidated | 108,694 | ||||||||||
WVMH [Member] | Other definite-lived intangible assets [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | $ 3,402 | ||||||||||
WVMH [Member] | Network affiliation agreements [Member] | Consolidated VIEs [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | $ 35,387 | ||||||||||
Reiten [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Broadcast rights | $ 13 | ||||||||||
Property and equipment | 8,139 | ||||||||||
FCC licenses | 9,779 | ||||||||||
Goodwill | 7,931 | ||||||||||
Total assets acquired and consolidated | 44,019 | ||||||||||
Less: Broadcast rights payable | (13) | ||||||||||
Less: Accounts payable and accrued expenses | (8) | ||||||||||
Net assets acquired and consolidated | 43,998 | ||||||||||
Reiten [Member] | Other definite-lived intangible assets [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | 2,073 | ||||||||||
Reiten [Member] | Network affiliation agreements [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | $ 16,084 | ||||||||||
KCWI [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Accounts receivable | $ 396 | ||||||||||
Broadcast rights | 1,740 | ||||||||||
Prepaid expenses and other current assets | 40 | ||||||||||
Property and equipment | 1,076 | ||||||||||
FCC licenses | 2,180 | ||||||||||
Goodwill | 350 | ||||||||||
Total assets acquired and consolidated | 5,784 | ||||||||||
Less: Broadcast rights payable | (1,886) | ||||||||||
Less: Accounts payable and accrued expenses | (17) | ||||||||||
Net assets acquired and consolidated | 3,881 | ||||||||||
KCWI [Member] | Other definite-lived intangible assets [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | $ 2 | ||||||||||
CCA [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash | 2,323 | ||||||||||
Accounts receivable | 19,975 | ||||||||||
Broadcast rights | 10,233 | ||||||||||
Deferred tax assets | 247 | ||||||||||
Prepaid expenses and other current assets | 257 | ||||||||||
Property and equipment | 26,012 | ||||||||||
FCC licenses | 71,465 | ||||||||||
Goodwill | 120,370 | ||||||||||
Other assets | 59 | ||||||||||
Total assets acquired and consolidated | 344,978 | ||||||||||
Less: Broadcast rights payable | (10,467) | ||||||||||
Less: Accounts payable and accrued expenses | (4,703) | ||||||||||
Less: Taxes payable | (18,613) | ||||||||||
Less: Other current liabilities | (336) | ||||||||||
Less: Deferred tax liabilities | (57,022) | ||||||||||
Less: Other noncurrent liabilities | (221) | ||||||||||
Less: Noncontrolling interest in a consolidated VIE | (2,900) | ||||||||||
Net assets acquired and consolidated | 250,716 | ||||||||||
Total paid at first closing | 251,100 | ||||||||||
CCA [Member] | Other definite-lived intangible assets [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | 7,818 | ||||||||||
CCA [Member] | Network affiliation agreements [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | $ 86,219 | ||||||||||
KASW [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Accounts receivable | $ 3,544 | ||||||||||
Broadcast rights | 8,771 | ||||||||||
Prepaid expenses and other current assets | 24 | ||||||||||
Property and equipment | 987 | ||||||||||
FCC licenses | 35,566 | ||||||||||
Goodwill | 32,203 | ||||||||||
Total assets acquired and consolidated | 81,808 | ||||||||||
Less: Broadcast rights payable | (10,291) | ||||||||||
Less: Accounts payable and accrued expenses | (739) | ||||||||||
Net assets acquired and consolidated | 70,778 | ||||||||||
KASW [Member] | Other definite-lived intangible assets [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | $ 713 | ||||||||||
Yashi [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash | $ 1,470 | ||||||||||
Accounts receivable | 6,788 | ||||||||||
Property and equipment | 114 | ||||||||||
Goodwill | 21,353 | ||||||||||
Other assets | 15 | ||||||||||
Total assets acquired and consolidated | 48,088 | ||||||||||
Less: Accounts payable and accrued expenses | (7,641) | ||||||||||
Less: Taxes payable | (108) | ||||||||||
Less: Deferred tax liabilities | (6,985) | ||||||||||
Net assets acquired and consolidated | 33,354 | ||||||||||
Yashi [Member] | Other definite-lived intangible assets [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | $ 18,348 | ||||||||||
KLAS [ Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash | $ 18 | ||||||||||
Accounts receivable | 6,654 | ||||||||||
Broadcast rights | 58 | ||||||||||
Prepaid expenses and other current assets | 438 | ||||||||||
Property and equipment | 19,238 | ||||||||||
FCC licenses | 60,627 | ||||||||||
Goodwill | 15,520 | ||||||||||
Total assets acquired and consolidated | 152,073 | ||||||||||
Less: Broadcast rights payable | (58) | ||||||||||
Less: Accounts payable and accrued expenses | (1,051) | ||||||||||
Less: Other current liabilities | (201) | ||||||||||
Net assets acquired and consolidated | 150,763 | ||||||||||
KLAS [ Member] | Network affiliation agreements [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | $ 49,520 | ||||||||||
Kixer [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash | $ 251 | ||||||||||
Accounts receivable | 978 | ||||||||||
Prepaid expenses and other current assets | 4 | ||||||||||
Property and equipment | 19 | ||||||||||
Goodwill | 6,958 | ||||||||||
Total assets acquired and consolidated | 14,299 | ||||||||||
Less: Accounts payable and accrued expenses | (735) | ||||||||||
Less: Deferred tax liabilities | (2,109) | ||||||||||
Net assets acquired and consolidated | 11,455 | ||||||||||
Total paid at first closing | 8,500 | ||||||||||
Kixer [Member] | Other definite-lived intangible assets [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | $ 6,089 |
Acquisitions and Dispositions46
Acquisitions and Dispositions - Reiten - Additional Information (Details) $ in Thousands | Feb. 01, 2016USD ($)TelevisionStation | Sep. 30, 2015USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Business Acquisition [Line Items] | ||||||||||||||
Net revenue | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | $ 1,103,190 | $ 896,377 | $ 631,311 | |||
Operating income (loss) | $ 92,475 | $ 72,897 | $ 64,007 | $ 57,929 | $ 67,346 | $ 48,315 | $ 52,542 | $ 37,904 | $ 287,308 | $ 206,107 | $ 173,237 | |||
Network affiliation agreements [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Network affiliation agreements useful life | 15 years | 15 years | 15 years | |||||||||||
Reiten [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquisition date | Feb. 1, 2016 | |||||||||||||
Number of television stations acquired | TelevisionStation | 4 | |||||||||||||
Purchase price of entities acquired | $ 44,000 | |||||||||||||
Deposit paid upon signing an agreement to acquire a business | $ 2,200 | |||||||||||||
Acquisition related costs | $ 100 | |||||||||||||
Net revenue | $ 11,100 | |||||||||||||
Operating income (loss) | $ 1,000 | |||||||||||||
Reiten [Member] | Network affiliation agreements [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Network affiliation agreements useful life | 15 years | |||||||||||||
Reiten [Member] | Other definite-lived intangible assets [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Weighted average estimated useful life of other intangible assets | 2 years 6 months |
Acquisitions and Dispositions47
Acquisitions and Dispositions - KCWI - Additional Information (Details) - USD ($) | Mar. 14, 2016 | Oct. 24, 2014 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||||||||||||
Net revenue | $ 309,879,000 | $ 275,659,000 | $ 261,994,000 | $ 255,658,000 | $ 252,262,000 | $ 223,031,000 | $ 219,349,000 | $ 201,735,000 | $ 1,103,190,000 | $ 896,377,000 | $ 631,311,000 | |||
Operating income (loss) | $ 92,475,000 | $ 72,897,000 | $ 64,007,000 | $ 57,929,000 | $ 67,346,000 | $ 48,315,000 | $ 52,542,000 | $ 37,904,000 | 287,308,000 | $ 206,107,000 | $ 173,237,000 | |||
KCWI [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase price of entities to be acquired | $ 3,900,000 | |||||||||||||
Deposits and payments for acquisitions | $ 200,000 | |||||||||||||
Acquisition related costs | $ 0 | |||||||||||||
Acquisition date | Mar. 14, 2016 | |||||||||||||
Net revenue | $ 3,100,000 | |||||||||||||
Operating income (loss) | $ 2,700,000 |
Acquisitions and Dispositions48
Acquisitions and Dispositions - CCA - Additional Information (Details) $ in Thousands | Dec. 31, 2014USD ($)TelevisionStationMarket | Dec. 01, 2014USD ($) | Apr. 30, 2013USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)TelevisionStationMarket |
Business Acquisition [Line Items] | ||||||||||||||
Proceeds from disposal of a station | $ 27,005 | |||||||||||||
Proceeds from disposals of property and equipment | $ 718 | 3,624 | $ 89 | |||||||||||
Non controlling interest, Fair value | $ 115,213 | $ 5,699 | 115,213 | 5,699 | ||||||||||
Revenue included in consolidated statements of operations | 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | 1,103,190 | 896,377 | 631,311 | |||
Operating income (loss) | $ 92,475 | $ 72,897 | $ 64,007 | $ 57,929 | $ 67,346 | $ 48,315 | $ 52,542 | $ 37,904 | $ 287,308 | $ 206,107 | $ 173,237 | |||
Network affiliation agreements [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Network affiliation agreements useful life | 15 years | 15 years | 15 years | |||||||||||
Eliminations [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Proceeds from disposal of a station | $ (43,300) | $ (15,300) | ||||||||||||
Revenue included in consolidated statements of operations | $ (89,308) | (74,986) | $ (52,340) | |||||||||||
CCA [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquisition date | Jan. 1, 2015 | |||||||||||||
Purchase price of entities acquired | $ 278,100 | |||||||||||||
Number of television stations acquired | TelevisionStation | 14 | 14 | ||||||||||||
Number of television market of stations acquired | Market | 10 | 10 | ||||||||||||
Deposits and payments for acquisitions | $ 43,000 | $ 27,000 | ||||||||||||
Cash paid in business acquisition | $ 251,100 | |||||||||||||
Acquisition related costs | 500 | $ 700 | ||||||||||||
One time employment charges | 600 | |||||||||||||
Proceeds from disposal of a station | 27,400 | |||||||||||||
Proceeds from disposals of property and equipment | 800 | |||||||||||||
Loss on disposal of property and equipment | $ (500) | |||||||||||||
New television markets entered | Market | 7 | 7 | ||||||||||||
New market duopolies operated | Market | 4 | 4 | ||||||||||||
Non controlling interest, Fair value | $ 2,900 | $ 2,900 | ||||||||||||
Measurement period adjustments, increase (decrease) in goodwill | 600 | |||||||||||||
Measurement period adjustments, increase (decrease) in deferred tax liabilities | 1,600 | |||||||||||||
Revenue included in consolidated statements of operations | 107,900 | |||||||||||||
Operating income (loss) | $ 34,900 | |||||||||||||
CCA [Member] | Network affiliation agreements [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Network affiliation agreements useful life | 15 years | |||||||||||||
CCA [Member] | Other definite-lived intangible assets [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Weighted average estimated useful life of other intangible assets | 6 months | |||||||||||||
CCA [Member] | Eliminations [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase price of entities acquired | $ 43,300 | |||||||||||||
Proceeds from disposal of a station | $ 43,300 |
Acquisitions and Dispositions49
Acquisitions and Dispositions - KASW - Additional Information (Details) - USD ($) | Jan. 29, 2015 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||||||||||||
Revenue included in consolidated statements of operations | $ 309,879,000 | $ 275,659,000 | $ 261,994,000 | $ 255,658,000 | $ 252,262,000 | $ 223,031,000 | $ 219,349,000 | $ 201,735,000 | $ 1,103,190,000 | $ 896,377,000 | $ 631,311,000 | ||
Operating income (loss) | $ 92,475,000 | $ 72,897,000 | $ 64,007,000 | $ 57,929,000 | $ 67,346,000 | $ 48,315,000 | $ 52,542,000 | $ 37,904,000 | $ 287,308,000 | $ 206,107,000 | $ 173,237,000 | ||
Network affiliation agreements [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Network affiliation agreements useful life | 15 years | 15 years | 15 years | ||||||||||
6.125% Due 2022 [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Interest rate | 6.125% | 6.125% | |||||||||||
Senior Subordinated Notes [Member] | 6.125% Due 2022 [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Interest rate | 6.125% | 6.125% | 6.125% | 6.125% | 6.125% | 6.125% | |||||||
KASW [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Purchase price of entities acquired | $ 70,800,000 | ||||||||||||
Acquisition related costs | $ 0 | ||||||||||||
Acquisition date | Jan. 29, 2015 | ||||||||||||
Revenue included in consolidated statements of operations | $ 19,600,000 | ||||||||||||
Operating income (loss) | $ 9,300,000 | ||||||||||||
KASW [Member] | Network affiliation agreements [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Network affiliation agreements useful life | 15 years | ||||||||||||
KASW [Member] | Other definite-lived intangible assets [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Weighted average estimated useful life of other intangible assets | 8 months | ||||||||||||
KASW [Member] | Senior Subordinated Notes [Member] | 6.125% Due 2022 [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Interest rate | 6.125% | 6.125% | 6.125% |
Acquisitions and Dispositions50
Acquisitions and Dispositions - Yashi - Additional Information (Details) - USD ($) $ in Thousands | Feb. 02, 2015 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jan. 29, 2015 |
Business Acquisition [Line Items] | ||||||||||||||
Revenue included in consolidated statements of operations | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | $ 1,103,190 | $ 896,377 | $ 631,311 | |||
Operating income (loss) | $ 92,475 | $ 72,897 | $ 64,007 | $ 57,929 | $ 67,346 | $ 48,315 | $ 52,542 | $ 37,904 | $ 287,308 | $ 206,107 | $ 173,237 | |||
6.125% Due 2022 [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Interest rate | 6.125% | 6.125% | ||||||||||||
Senior Subordinated Notes [Member] | 6.125% Due 2022 [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Interest rate | 6.125% | 6.125% | 6.125% | 6.125% | 6.125% | 6.125% | ||||||||
Yashi [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase price of entities acquired | $ 33,400 | |||||||||||||
Acquisition date | Feb. 2, 2015 | |||||||||||||
Acquisition related costs | $ 100 | |||||||||||||
Measurement period adjustments, increase (decrease) in accounts receivable | (1,700) | |||||||||||||
Measurement period adjustments, increase (decrease) in software and other intangible assets | (4,000) | |||||||||||||
Measurement period adjustments, increase (decrease) in deferred tax liabilities | (1,600) | |||||||||||||
Measurement period adjustments, increase (decrease) in goodwill | 4,400 | |||||||||||||
Revenue included in consolidated statements of operations | 18,800 | |||||||||||||
Operating income (loss) | $ (3,300) | |||||||||||||
Yashi [Member] | Other definite-lived intangible assets [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Weighted average estimated useful life of other intangible assets | 3 years | |||||||||||||
Yashi [Member] | Senior Subordinated Notes [Member] | 6.125% Due 2022 [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Interest rate | 6.125% | 6.125% | 6.125% |
Acquisitions and Dispositions51
Acquisitions and Dispositions - KLAS - Additional Information (Details) - USD ($) $ in Thousands | Feb. 13, 2015 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jan. 29, 2015 |
Business Acquisition [Line Items] | ||||||||||||||
Revenue included in consolidated statements of operations | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | $ 1,103,190 | $ 896,377 | $ 631,311 | |||
Operating income (loss) | $ 92,475 | $ 72,897 | $ 64,007 | $ 57,929 | $ 67,346 | $ 48,315 | $ 52,542 | $ 37,904 | $ 287,308 | $ 206,107 | $ 173,237 | |||
Network affiliation agreements [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Network affiliation agreements useful life | 15 years | 15 years | 15 years | |||||||||||
6.125% Due 2022 [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Interest rate | 6.125% | 6.125% | ||||||||||||
Senior Subordinated Notes [Member] | 6.125% Due 2022 [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Interest rate | 6.125% | 6.125% | 6.125% | 6.125% | 6.125% | 6.125% | ||||||||
KLAS [ Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase price of entities acquired | $ 150,800 | |||||||||||||
Acquisition related costs | $ 100 | $ 100 | ||||||||||||
Acquisition date | Feb. 13, 2015 | |||||||||||||
Revenue included in consolidated statements of operations | $ 32,700 | |||||||||||||
Operating income (loss) | $ 6,600 | |||||||||||||
KLAS [ Member] | Network affiliation agreements [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Network affiliation agreements useful life | 15 years | |||||||||||||
KLAS [ Member] | Senior Subordinated Notes [Member] | 6.125% Due 2022 [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Interest rate | 6.125% | 6.125% | 6.125% |
Acquisitions and Dispositions52
Acquisitions and Dispositions - Kixer - Additional Information (Details) - USD ($) $ in Thousands | Oct. 01, 2015 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||||||||||
Revenue included in consolidated statements of operations | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | $ 1,103,190 | $ 896,377 | $ 631,311 | |
Operating income (loss) | 92,475 | $ 72,897 | $ 64,007 | $ 57,929 | 67,346 | $ 48,315 | $ 52,542 | $ 37,904 | 287,308 | 206,107 | $ 173,237 | |
Remaining Earnout payment | 4,044 | |||||||||||
Payments for Contingent Consideration | 2,000 | |||||||||||
Kixer [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Acquisition date | Oct. 1, 2015 | |||||||||||
Cash paid in business acquisition | $ 8,500 | |||||||||||
Maximum Earnout payment | $ 7,000 | |||||||||||
Acquisition related costs | 100 | |||||||||||
Revenue included in consolidated statements of operations | 1,700 | |||||||||||
Operating income (loss) | $ 400 | |||||||||||
Remaining Earnout payment | 4,000 | |||||||||||
Payments for Contingent Consideration | 2,000 | |||||||||||
Fair value of remaining obligations, Earnout payment | $ 5,000 | $ 5,000 | ||||||||||
Kixer [Member] | Other definite-lived intangible assets [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Weighted average estimated useful life of other intangible assets | 3 years 6 months | |||||||||||
Kixer [Member] | Carrying Reported Amount Fair Value Disclosure [Member] | Level 3 [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Fair Value of Earnout Payment | $ 3,000 |
Acquisitions and Dispositions53
Acquisitions and Dispositions - Citadel - Additional Information (Details) $ in Thousands | Mar. 13, 2014USD ($)Market | Sep. 16, 2013USD ($)TelevisionStationMarket | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
Business Acquisition [Line Items] | |||||||||||||||
Revenue included in consolidated statements of operations | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | $ 1,103,190 | $ 896,377 | $ 631,311 | ||||
Operating income (loss) | $ 92,475 | $ 72,897 | $ 64,007 | $ 57,929 | $ 67,346 | $ 48,315 | $ 52,542 | $ 37,904 | $ 287,308 | $ 206,107 | 173,237 | ||||
Citadel [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Variable interest entity, qualitative or quantitative information, date involvement began | Sep. 16, 2013 | ||||||||||||||
Number of television stations to be acquired | TelevisionStation | 3 | ||||||||||||||
Number of television markets of stations to be acquired | Market | 3 | ||||||||||||||
Purchase price of entities acquired | $ 87,900 | ||||||||||||||
Cash paid in business acquisition | $ 22,000 | ||||||||||||||
Acquisition date | Mar. 13, 2014 | ||||||||||||||
New television markets entered | Market | 3 | ||||||||||||||
Revenue included in consolidated statements of operations | $ 6,900 | 30,500 | |||||||||||||
Operating income (loss) | $ 800 | $ 8,200 | |||||||||||||
Citadel [Member] | KCAU and WHBF [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Cash paid in business acquisition | $ 44,900 | ||||||||||||||
Citadel [Member] | WOI [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Cash paid in business acquisition | $ 21,000 |
Acquisitions and Dispositions54
Acquisitions and Dispositions - Internet Broadcasting Systems - Additional Information (Details) - USD ($) $ in Thousands | Mar. 31, 2014 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||||||||||||
Revenue included in consolidated statements of operations | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | $ 1,103,190 | $ 896,377 | $ 631,311 | ||
Operating income (loss) | $ 92,475 | $ 72,897 | $ 64,007 | $ 57,929 | $ 67,346 | $ 48,315 | $ 52,542 | $ 37,904 | $ 287,308 | $ 206,107 | 173,237 | ||
Internet Broadcasting Systems [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Acquisition date | Apr. 1, 2014 | ||||||||||||
Purchase price of entities acquired | $ 18,800 | ||||||||||||
Acquisition related costs | 100 | ||||||||||||
One time employment charges | $ 500 | ||||||||||||
Revenue included in consolidated statements of operations | $ 15,800 | ||||||||||||
Operating income (loss) | $ (900) |
Acquisitions and Dispositions55
Acquisitions and Dispositions - ETG - Additional Information (Details) - USD ($) | May 15, 2014 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||||||||||||
Revenue included in consolidated statements of operations | $ 309,879,000 | $ 275,659,000 | $ 261,994,000 | $ 255,658,000 | $ 252,262,000 | $ 223,031,000 | $ 219,349,000 | $ 201,735,000 | $ 1,103,190,000 | $ 896,377,000 | $ 631,311,000 | ||
Operating income (loss) | $ 92,475,000 | $ 72,897,000 | $ 64,007,000 | $ 57,929,000 | $ 67,346,000 | $ 48,315,000 | $ 52,542,000 | $ 37,904,000 | $ 287,308,000 | $ 206,107,000 | 173,237,000 | ||
ETG [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Acquisition date | May 15, 2014 | ||||||||||||
Purchase price of entities acquired | $ 7,200,000 | ||||||||||||
Acquisition related costs | $ 0 | ||||||||||||
Revenue included in consolidated statements of operations | $ 3,000,000 | ||||||||||||
Operating income (loss) | $ (200,000) |
Acquisitions and Dispositions56
Acquisitions and Dispositions - Gray TV - Additional Information (Details) | Jun. 13, 2014USD ($)Market | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | May 27, 2014USD ($) |
Business Acquisition [Line Items] | ||||||||||||||
Revenue included in consolidated statements of operations | $ 309,879,000 | $ 275,659,000 | $ 261,994,000 | $ 255,658,000 | $ 252,262,000 | $ 223,031,000 | $ 219,349,000 | $ 201,735,000 | $ 1,103,190,000 | $ 896,377,000 | $ 631,311,000 | |||
Operating income (loss) | $ 92,475,000 | $ 72,897,000 | $ 64,007,000 | $ 57,929,000 | $ 67,346,000 | $ 48,315,000 | $ 52,542,000 | $ 37,904,000 | $ 287,308,000 | $ 206,107,000 | 173,237,000 | |||
Gray TV [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquisition date | Jun. 13, 2014 | |||||||||||||
Cash paid in business acquisition | $ 34,500,000 | |||||||||||||
New television markets entered | Market | 2 | |||||||||||||
Acquisition related costs | 100,000 | |||||||||||||
Revenue included in consolidated statements of operations | $ 9,800,000 | |||||||||||||
Operating income (loss) | $ 3,900,000 | |||||||||||||
KFQX [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquisition related costs | $ 0 | |||||||||||||
Purchase price of entities to be acquired | $ 4,000,000 | |||||||||||||
Deposit paid upon signing an agreement to acquire a business | $ 3,200,000 |
Acquisitions and Dispositions57
Acquisitions and Dispositions - Grant - Additional Information (Details) $ in Thousands | Dec. 01, 2014USD ($)TelevisionStationMarket | Dec. 31, 2014USD ($) | Nov. 30, 2013USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Business Acquisition [Line Items] | ||||||||||||||
Proceeds from disposal of a station | $ 27,005 | |||||||||||||
Revenue included in consolidated statements of operations | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | $ 1,103,190 | 896,377 | $ 631,311 | |||
Operating income (loss) | $ 92,475 | $ 72,897 | $ 64,007 | $ 57,929 | $ 67,346 | $ 48,315 | $ 52,542 | $ 37,904 | 287,308 | 206,107 | 173,237 | |||
Eliminations [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Proceeds from disposal of a station | (43,300) | (15,300) | ||||||||||||
Revenue included in consolidated statements of operations | $ (89,308) | $ (74,986) | (52,340) | |||||||||||
Grant [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquisition date | Dec. 1, 2014 | |||||||||||||
Number of television stations acquired | TelevisionStation | 7 | |||||||||||||
Number of television market of stations acquired | Market | 4 | |||||||||||||
Purchase price of entities acquired | $ 92,400 | |||||||||||||
Deposit paid upon signing an agreement to acquire a business | $ 8,500 | |||||||||||||
Remaining purchase price paid to seller | $ 83,100 | |||||||||||||
New television markets entered | Market | 3 | |||||||||||||
New market duopolies operated | Market | 3 | |||||||||||||
Acquisition related costs | $ 300 | |||||||||||||
Revenue included in consolidated statements of operations | 3,600 | |||||||||||||
Operating income (loss) | $ 300 | |||||||||||||
Grant [Member] | Eliminations [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase price of entities acquired | $ 15,300 | |||||||||||||
Proceeds from disposal of a station | $ 15,300 |
Acquisitions and Dispositions58
Acquisitions and Dispositions - Unaudited Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Combinations [Abstract] | ||
Net revenue | $ 896,377 | $ 789,406 |
Income before income taxes | 130,477 | 137,005 |
Net income | 79,686 | 78,252 |
Net income attributable to Nexstar | $ 79,746 | $ 74,899 |
Net income per common share attributable to Nexstar - basic | $ 2.56 | $ 2.43 |
Net income per common share attributable to Nexstar - diluted | $ 2.48 | $ 2.34 |
Acquisitions and Dispositions59
Acquisitions and Dispositions - Media General - Additional Information (Details) - Senior Subordinated Notes [Member] - 5.625 % Due 2024 [Member] | Jan. 17, 2017 | Dec. 31, 2016 | Jul. 27, 2016 |
Business Acquisition [Line Items] | |||
Interest rate | 5.625% | 5.625% | |
Subsequent Event [Member] | |||
Business Acquisition [Line Items] | |||
Interest rate | 5.625% |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 563,427 | $ 517,811 |
Less: accumulated depreciation | (287,274) | (251,228) |
Property and equipment, net | 276,153 | 266,583 |
Buildings and improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 81,337 | $ 73,343 |
Estimated useful life | 39 years | 39 years |
Land [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 32,068 | $ 29,765 |
Leasehold improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 9,909 | 9,616 |
Studio and transmission equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 363,574 | $ 339,041 |
Studio and transmission equipment [Member] | Minimum [Member] | ||
Property Plant And Equipment [Line Items] | ||
Estimated useful life | 5 years | 5 years |
Studio and transmission equipment [Member] | Maximum [Member] | ||
Property Plant And Equipment [Line Items] | ||
Estimated useful life | 15 years | 15 years |
Computer equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 40,255 | $ 31,731 |
Estimated useful life | 2 years 4 months | 2 years 4 months |
Computer equipment [Member] | Minimum [Member] | ||
Property Plant And Equipment [Line Items] | ||
Estimated useful life | 3 years | 3 years |
Computer equipment [Member] | Maximum [Member] | ||
Property Plant And Equipment [Line Items] | ||
Estimated useful life | 5 years | 5 years |
Furniture And Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 11,516 | $ 10,824 |
Estimated useful life | 7 years | 7 years |
Vehicles [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 17,340 | $ 15,811 |
Estimated useful life | 5 years | 5 years |
Construction in progress [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 7,428 | $ 7,680 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Computer equipment [Member] | ||
Software [Abstract] | ||
Capitalized software | $ 4.9 | $ 5.8 |
Current liability related to Software | 3.2 | 3 |
Non-current liability related to Software | $ 1.9 | $ 4.2 |
Estimated useful life | 2 years 4 months | 2 years 4 months |
Capital Leased Property and Equipment [Member] | ||
Software [Abstract] | ||
Capital lease obligations | $ 4 | $ 4.3 |
Capital lease obligations, current | 0.1 | 0.1 |
Capital lease obligations, noncurrent | $ 4.4 | $ 4.4 |
Intangible Assets and Goodwil62
Intangible Assets and Goodwill - Intangible Assets Subject to Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross | $ 748,458 | $ 699,513 | |
Accumulated Amortization | (423,721) | (385,152) | |
Net | $ 324,737 | $ 314,361 | |
Network affiliation agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life, in years | 15 years | 15 years | 15 years |
Gross | $ 659,054 | $ 614,592 | |
Accumulated Amortization | (357,704) | (338,016) | |
Net | 301,350 | 276,576 | |
Other definite-lived intangible assets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | 89,404 | 84,921 | |
Accumulated Amortization | (66,017) | (47,136) | |
Net | $ 23,387 | $ 37,785 | |
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 | 15 years | 15 years |
Intangible Assets and Goodwil63
Intangible Assets and Goodwill - Estimated Amortization Expense of Definite-Lived Intangibles Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Finite Lived Intangible Assets Future Amortization Expense Current And Five Succeeding Fiscal Years [Abstract] | ||
2,017 | $ 41,680 | |
2,018 | 30,887 | |
2,019 | 28,419 | |
2,020 | 24,992 | |
2,021 | 24,857 | |
Thereafter | 173,902 | |
Net | $ 324,737 | $ 314,361 |
Intangible Assets and Goodwil64
Intangible Assets and Goodwill - Goodwill and FCC Licenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | |||
Goodwill, Gross | $ 534,557 | $ 497,653 | $ 302,482 |
Goodwill, Accumulated Impairment | (61,253) | (45,991) | (45,991) |
Goodwill, Net | 473,304 | 451,662 | 256,491 |
Goodwill Acquisitions, Gross | 36,904 | 195,171 | |
Goodwill Acquisitions, Accumulated Impairment | (15,262) | ||
Goodwill Acquisitions and Consolidations of VIEs, Net | 36,904 | 195,171 | |
FCC Licenses [Abstract] | |||
FCC Licenses, Gross | 591,945 | 538,756 | 371,461 |
FCC Licenses, Accumulated Impairment | (49,421) | (49,421) | (49,421) |
FCC Licenses, Net | 542,524 | 489,335 | $ 322,040 |
FCC Licenses Acquisitions, Gross | 53,189 | 167,295 | |
FCC Licenses Acquisitions and Consolidations of VIEs, Net | $ 53,189 | $ 167,295 |
Intangible Assets and Goodwil65
Intangible Assets and Goodwill - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 473,304 | $ 451,662 | $ 256,491 |
Goodwill impairment charges | 15,262 | ||
Corporate and Other [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | 23,622 | $ 38,697 | |
Corporate and Other [Member] | Quantitative Impairment Test Passed [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 17,300 | ||
Percentage of fair value in excess of carrying amount | 13.00% | ||
Corporate and Other [Member] | Quantitative Impairment Test Failed [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 6,300 | ||
Compound annual growth rate | 4.40% | ||
Discount rate | 15.50% | ||
Income tax rate | 39.90% | ||
Terminal growth rate | 2.50% | ||
Goodwill impairment charges | $ 15,100 | ||
Corporate and Other [Member] | Quantitative Impairment Test Failed [Member] | Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Operating profit margin | 9.30% | ||
Corporate and Other [Member] | Quantitative Impairment Test Failed [Member] | Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Operating profit margin | 12.70% |
Accrued Expenses - Accrued Expe
Accrued Expenses - Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Payables And Accruals [Abstract] | ||
Compensation and related taxes | $ 20,713 | $ 15,810 |
Network affiliation fees | 30,153 | 22,324 |
Other | 20,449 | 22,425 |
Accrued expenses | $ 71,315 | $ 60,559 |
Debt - Long Term Debt (Details)
Debt - Long Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Long term Debt [Abstract] | ||
Debt | $ 2,342,419 | $ 1,476,214 |
Less: current portion | (28,093) | (22,139) |
Debt, noncurrent | 2,314,326 | 1,454,075 |
Notes Payable to Banks [Member] | Term Loans [Member] | ||
Long term Debt [Abstract] | ||
Debt | 662,206 | 682,223 |
Revolving loans [Member] | ||
Long term Debt [Abstract] | ||
Debt | 2,000 | 2,000 |
Senior Subordinated Notes [Member] | 6.875 % Due 2020 [Member] | ||
Long term Debt [Abstract] | ||
Debt | 520,705 | 519,777 |
Senior Subordinated Notes [Member] | 6.125% Due 2022 [Member] | ||
Long term Debt [Abstract] | ||
Debt | 272,598 | $ 272,214 |
Senior Subordinated Notes [Member] | 5.625 % Due 2024 [Member] | ||
Long term Debt [Abstract] | ||
Debt | $ 884,910 |
Debt - Long Term Debt (Parenthe
Debt - Long Term Debt (Parenthetical) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jul. 27, 2016 | Dec. 31, 2015 | Jan. 29, 2015 | Nov. 09, 2012 |
6.875 % Due 2020 [Member] | |||||
Long term Debt [Abstract] | |||||
Interest rate | 6.875% | ||||
6.125% Due 2022 [Member] | |||||
Long term Debt [Abstract] | |||||
Interest rate | 6.125% | ||||
Notes Payable to Banks [Member] | Term Loans [Member] | |||||
Long term Debt [Abstract] | |||||
Debt financing costs and discount | $ 6,592 | $ 8,715 | |||
Senior Subordinated Notes [Member] | 6.875 % Due 2020 [Member] | |||||
Long term Debt [Abstract] | |||||
Debt financing costs and discount | $ 4,295 | $ 5,223 | |||
Interest rate | 6.875% | 6.875% | 6.875% | ||
Senior Subordinated Notes [Member] | 6.125% Due 2022 [Member] | |||||
Long term Debt [Abstract] | |||||
Debt financing costs and discount | $ 2,402 | $ 2,786 | |||
Interest rate | 6.125% | 6.125% | 6.125% | ||
Senior Subordinated Notes [Member] | 5.625 % Due 2024 [Member] | |||||
Long term Debt [Abstract] | |||||
Debt financing costs and discount | $ 15,090 | ||||
Interest rate | 5.625% | 5.625% |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Jul. 27, 2016 | Feb. 29, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jan. 29, 2015 | Dec. 31, 2013 | Oct. 31, 2013 | Dec. 31, 2012 | Nov. 09, 2012 |
Debt Instrument [Line Items] | ||||||||||
Debt | $ 2,342,419,000 | $ 1,476,214,000 | ||||||||
Repayment of debt | $ 80,140,000 | 166,290,000 | $ 72,431,000 | |||||||
Debt Covenants [Abstract] | ||||||||||
Maximum consolidated total net leverage ratio | 6.50 to 1.00 | |||||||||
Maximum consolidated first lien net leverage ratio | 3.75 to 1.00 | |||||||||
Minimum consolidated fixed charge coverage ratio | 1.20 to 1.00 | |||||||||
Unused Debt Commitments [Member] | Media General Future Acquisition [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit facilities remaining commitment amount | $ 3,800,000,000 | |||||||||
6.125% Due 2022 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate | 6.125% | |||||||||
6.875 % Due 2020 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate | 6.875% | |||||||||
Revolving loans [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt | $ 2,000,000 | 2,000,000 | ||||||||
Available borrowing capacity | 103,000,000 | |||||||||
Revolving loans [Member] | Nexstar [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Proceeds from long-term debt | $ 58,000,000 | |||||||||
Repayment of debt | 58,000,000 | |||||||||
Debt | $ 0 | $ 0 | ||||||||
Interest rate during the period (in hundredths) | 2.60% | 2.20% | ||||||||
Commitment fees | 0.50% | |||||||||
Revolving loans [Member] | Mission Broadcasting Inc [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt | $ 0 | $ 0 | ||||||||
Interest rate during the period (in hundredths) | 2.60% | 2.20% | ||||||||
Revolving loans [Member] | Marshall Broadcasting Group Inc | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt | $ 2,000,000 | $ 2,000,000 | ||||||||
Interest rate during the period (in hundredths) | 2.60% | 2.20% | ||||||||
Notes Payable to Banks [Member] | Term Loans [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt | $ 662,206,000 | $ 682,223,000 | ||||||||
Notes Payable to Banks [Member] | Nexstar [Member] | Term Loans [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt | 387,400,000 | 401,100,000 | ||||||||
Repayment of debt | $ 15,200,000 | $ 10,700,000 | ||||||||
Notes Payable to Banks [Member] | Nexstar [Member] | Term Loan B-2 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maturity date | Oct. 31, 2020 | |||||||||
Percentage of debt amount payable in consecutively quarterly installments (in hundredths) | 0.25% | |||||||||
Frequency of periodic payments | quarterly | |||||||||
Interest rate during the period (in hundredths) | 3.75% | 3.75% | ||||||||
Notes Payable to Banks [Member] | Nexstar [Member] | Term A Loan [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maturity date | Jun. 30, 2018 | |||||||||
Minimum percentage of debt amount to be repaid annually | 5.00% | |||||||||
Maximum percentage of debt amount to be repaid annually | 10.00% | |||||||||
Frequency of periodic payments | quarterly | |||||||||
Interest rate during the period (in hundredths) | 2.60% | 2.20% | ||||||||
Notes Payable to Banks [Member] | Mission Broadcasting Inc [Member] | Term Loan B-2 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt | $ 223,800,000 | $ 225,600,000 | ||||||||
Maturity date | Oct. 31, 2020 | |||||||||
Percentage of debt amount payable in consecutively quarterly installments (in hundredths) | 0.25% | |||||||||
Repayment of debt | $ 2,300,000 | $ 1,800,000 | ||||||||
Frequency of periodic payments | quarterly | |||||||||
Interest rate during the period (in hundredths) | 3.75% | 3.75% | ||||||||
Notes Payable to Banks [Member] | Marshall Broadcasting Group Inc | Term A Loan [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt | $ 51,100,000 | $ 55,500,000 | ||||||||
Maturity date | Jun. 30, 2018 | |||||||||
Minimum percentage of debt amount to be repaid annually | 5.00% | |||||||||
Maximum percentage of debt amount to be repaid annually | 10.00% | |||||||||
Repayment of debt | $ 4,600,000 | $ 3,300,000 | ||||||||
Frequency of periodic payments | quarterly | |||||||||
Interest rate during the period (in hundredths) | 2.60% | 2.20% | ||||||||
Senior Subordinated Notes [Member] | 5.625 % Due 2024 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt | $ 884,910,000 | |||||||||
Maturity date | Aug. 1, 2024 | |||||||||
Debt instrument principal amount | $ 900,000,000 | |||||||||
Interest rate | 5.625% | 5.625% | ||||||||
Frequency of periodic interest payments | semiannually | |||||||||
Pre-funded Interest | $ 26,700,000 | |||||||||
Debt finance costs | 15,700,000 | |||||||||
Senior Subordinated Notes [Member] | 6.125% Due 2022 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt | $ 272,598,000 | $ 272,214,000 | ||||||||
Maturity date | Feb. 15, 2022 | |||||||||
Debt instrument principal amount | $ 275,000,000 | |||||||||
Interest rate | 6.125% | 6.125% | 6.125% | |||||||
Frequency of periodic interest payments | semiannually | |||||||||
Debt finance costs | $ 3,000,000 | $ 100,000 | ||||||||
Aggregate principal amount of debt that can be redeemed through equity offerings | 40.00% | |||||||||
Redemption price as a percentage of debt principal that can be redeemed through equity offerings | 106.125% | |||||||||
Redemption price as percentage of debt principal amount that can be redeemed at any time prior to a specified date | 100.00% | |||||||||
Redemption price of a debt as percentage of par value upon occurrence of change of control. (in hundredths) | 101.00% | |||||||||
Minimum debt holders that may declare debt due and payable upon default | 25.00% | |||||||||
Senior Subordinated Notes [Member] | 6.875 % Due 2020 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt | $ 520,705,000 | $ 519,777,000 | ||||||||
Debt instrument principal amount | $ 275,000,000 | $ 250,000,000 | ||||||||
Interest rate | 6.875% | 6.875% | 6.875% | |||||||
Frequency of periodic interest payments | semiannually | |||||||||
Debt finance costs | $ 3,500,000 | $ 4,700,000 | ||||||||
Aggregate principal amount of debt that can be redeemed through equity offerings | 35.00% | |||||||||
Redemption price as a percentage of debt principal that can be redeemed through equity offerings | 106.875% | |||||||||
Redemption price of a debt as percentage of par value upon occurrence of change of control. (in hundredths) | 101.00% | |||||||||
Minimum debt holders that may declare debt due and payable upon default | 25.00% | |||||||||
Borrowed debt at discount percentage | 100.25% |
Debt - Fair Value of Debt (Deta
Debt - Fair Value of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | |
Notes Payable to Banks [Member] | Term Loans [Member] | Carrying Amount [Member] | Level 3 [Member] | |||
Fair Value of debt [Line Items] | |||
Carrying Amount and Fair Value of Debt | [1] | $ 662,206 | $ 682,223 |
Notes Payable to Banks [Member] | Term Loans [Member] | Fair Value [Member] | Level 3 [Member] | |||
Fair Value of debt [Line Items] | |||
Carrying Amount and Fair Value of Debt | [1] | 665,750 | 678,045 |
Revolving loans [Member] | Carrying Amount [Member] | Level 3 [Member] | |||
Fair Value of debt [Line Items] | |||
Carrying Amount and Fair Value of Debt | [1] | 2,000 | 2,000 |
Revolving loans [Member] | Fair Value [Member] | Level 3 [Member] | |||
Fair Value of debt [Line Items] | |||
Carrying Amount and Fair Value of Debt | [1] | 1,969 | 1,961 |
Senior Subordinated Notes [Member] | 6.875 % Due 2020 [Member] | Carrying Amount [Member] | Level 2 [Member] | |||
Fair Value of debt [Line Items] | |||
Carrying Amount and Fair Value of Debt | [2] | 520,705 | 519,777 |
Senior Subordinated Notes [Member] | 6.875 % Due 2020 [Member] | Fair Value [Member] | Level 2 [Member] | |||
Fair Value of debt [Line Items] | |||
Carrying Amount and Fair Value of Debt | [2] | 543,375 | 534,188 |
Senior Subordinated Notes [Member] | 6.125% Due 2022 [Member] | Carrying Amount [Member] | Level 2 [Member] | |||
Fair Value of debt [Line Items] | |||
Carrying Amount and Fair Value of Debt | [2] | 272,598 | 272,214 |
Senior Subordinated Notes [Member] | 6.125% Due 2022 [Member] | Fair Value [Member] | Level 2 [Member] | |||
Fair Value of debt [Line Items] | |||
Carrying Amount and Fair Value of Debt | [2] | 284,625 | $ 269,500 |
Senior Subordinated Notes [Member] | 5.625 % Due 2024 [Member] | Carrying Amount [Member] | Level 2 [Member] | |||
Fair Value of debt [Line Items] | |||
Carrying Amount and Fair Value of Debt | [2] | 884,512 | |
Senior Subordinated Notes [Member] | 5.625 % Due 2024 [Member] | Fair Value [Member] | Level 2 [Member] | |||
Fair Value of debt [Line Items] | |||
Carrying Amount and Fair Value of Debt | [2] | $ 893,250 | |
[1] | The fair value of senior secured 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. | ||
[2] | The fair value of Nexstar’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. |
Debt - Maturities of Debt (Deta
Debt - Maturities of Debt (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Debt Maturities [Abstract] | |
2,017 | $ 30,093 |
2,018 | 168,614 |
2,019 | 4,982 |
2,020 | 992,109 |
Thereafter | 1,175,000 |
Debt | $ 2,370,798 |
Contract Termination - Addition
Contract Termination - Additional Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2008MarketStation | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Other Commitments [Line Items] | ||||
Incentives as a reduction in selling, general and administrative expense | $ 1,176 | $ 1,169 | $ 845 | |
Katz [Member] | ||||
Other Commitments [Line Items] | ||||
Number of stations transferred | Station | 24 | |||
Number of markets entered for sales representation | Market | 14 | |||
Term of national sales representation agreement | 10 years | |||
Current portion of deferred representation fee incentive | 1,200 | 1,200 | ||
Deferred representation fee incentive | 1,000 | 2,200 | ||
Incentives as a reduction in selling, general and administrative expense | $ 1,200 | $ 1,200 | $ 800 |
Common Stock - Additional Infor
Common Stock - Additional Information (Details) | 12 Months Ended | |||
Dec. 31, 2016VotingRight$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014$ / shares | Aug. 10, 2015USD ($) | |
Class Of Stock [Line Items] | ||||
Annual cash dividend declared (in dollars per share) | $ / shares | $ 0.96 | $ 0.76 | $ 0.60 | |
Purchase of treasury stock | $ | $ 48,660,000 | |||
Treasury Stock [Member] | ||||
Class Of Stock [Line Items] | ||||
Purchase of treasury stock, shares | shares | 1,010,565 | |||
Purchase of treasury stock | $ | $ 48,660,000 | |||
Shares reissued in connection with stock option exercises and vesting of restricted stock units | shares | 116,821 | 17,000 | ||
Class A Common Stock [Member] | ||||
Class Of Stock [Line Items] | ||||
Common stock voting rights | VotingRight | 1 | |||
Share repurchase program authorized, amount | $ | $ 100,000,000 | |||
Shares reissued in connection with stock option exercises and vesting of restricted stock units | shares | 449,309 | |||
Class B Common Stock [Member] | ||||
Class Of Stock [Line Items] | ||||
Common stock voting rights | VotingRight | 10 | |||
Class C Common Stock [Member] | ||||
Class Of Stock [Line Items] | ||||
Common stock voting rights | VotingRight | 0 |
Stock-Based Compensation Plan74
Stock-Based Compensation Plans - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Restricted stock award, gross | 33,750 | ||
Stock-based compensation expense | $ 11,390 | $ 11,400 | $ 7,598 |
Total unrecognized compensation cost | $ 15,400 | ||
Unrecognized compensation cost reorganization period | 1 year 9 months | ||
Shares Available for Grant, Balances | 2,511,625 | 2,525,000 | |
Outstanding Options at end of the period (in shares) | 2,376,500 | ||
Two Thousand Fifteen Long Term Equity Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares Available for Grant, Balances | 2,469,750 | ||
Shares Available for Grant, Equity Incentive Plans Shares Approved (in shares) | 2,500,000 | ||
Two Thousand Twelve Long Term Equity Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares Available for Grant, Balances | 41,875 | ||
Shares Available for Grant, Equity Incentive Plans Shares Approved (in shares) | 1,500,000 | ||
Stock Options [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock options granted (in shares) | 0 | 200,000 | 797,500 |
Outstanding Options at end of the period (in shares) | 2,376,500 | 2,443,591 | |
Share based payment award expiration period | 10 years | ||
Number of options that can be exercised within six months grant date (in shares) | 0 | ||
Aggregate intrinsic value of options exercised | $ 2,300 | $ 22,800 | $ 26,500 |
Aggregate fair value of options vested | $ 9,000 | $ 8,000 | $ 2,100 |
Stock Options [Member] | Minimum [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-based payment award vesting period | 4 years | ||
Cancellation period for unexercised vested options | 30 days | ||
Stock Options [Member] | Maximum [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-based payment award vesting period | 5 years | ||
Cancellation period for unexercised vested options | 180 days | ||
Restricted stock units [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Restricted stock award, gross | 33,750 | 210,000 | 20,500 |
Restricted stock units unvested | 188,000 | 225,375 | |
Share-based payment award vesting period | 4 years |
Summary of Fair Value Options G
Summary of Fair Value Options Granted (Details) - Stock Options [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected volatility | 86.30% | |
Risk-free interest rates | 1.60% | |
Expected life | 7 years | 7 years |
Dividend yields | 1.60% | |
Weighted-average grant date fair value per share | $ 31.45 | $ 31.87 |
Minimum [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected volatility | 87.00% | |
Risk-free interest rates | 2.10% | |
Dividend yields | 1.10% | |
Maximum [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected volatility | 87.20% | |
Risk-free interest rates | 2.30% | |
Dividend yields | 1.50% |
Summary of Stock Award Activity
Summary of Stock Award Activity and Related Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Outstanding Options, Shares Available for Grant [Roll Forward] | ||||
Shares Available for Grant, Balances (in shares) | 2,525,000 | |||
Shares Available for Grant, Restricted stock units awarded (in shares) | (33,750) | |||
Shares Available for Grant, Forfeited/cancelled (in shares) | 20,375 | |||
Shares Available for Grant, Balances (in shares) | 2,511,625 | 2,525,000 | ||
Outstanding Options, Shares [Roll Forward] | ||||
Outstanding Options at beginning of the period (in shares) | ||||
Outstanding Options at end of the period (in shares) | 2,376,500 | |||
Restricted Stock Units, Unvested Shares [Roll Forward] | ||||
Restricted stock award, gross | 33,750 | |||
Stock Options [Member] | ||||
Outstanding Options, Shares [Roll Forward] | ||||
Outstanding Options at beginning of the period (in shares) | 2,443,591 | |||
Options Exercised (in shares) | (60,216) | |||
Options Forfeited/cancelled (in shares) | (6,875) | |||
Outstanding Options at end of the period (in shares) | 2,376,500 | 2,443,591 | ||
Outstanding Options Exercisable as of December 31, 2016 (in shares) | 1,877,750 | |||
Outstanding Options Fully vested and expected to vest as of December 31, 2016 (in shares) | 2,369,500 | |||
Outstanding Options, Weighted Average Exercise Price [Roll Forward] | ||||
Outstanding Options Weighted-Average Exercise Price, beginning of period (in dollars per share) | $ 21.54 | |||
Options Exercised Weighted-Average Exercise Price (in dollars per share) | 21.34 | |||
Options Forfeited/cancelled Weighted-Average Exercise Price (in dollars per share) | 16.12 | |||
Outstanding Options Weighted-Average Exercise Price, end of period (in dollars per share) | 21.56 | $ 21.54 | ||
Outstanding Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | 14.98 | |||
Outstanding Options Fully vested and expected to vest Weighted-Average Exercise Price (in dollars per share) | $ 21.49 | |||
Outstanding Options Weighted-Average Remaining Contractual Term | 5 years 4 months 17 days | 6 years 3 months 22 days | ||
Outstanding Options Exercisable, Weighted-Average Remaining Contractual Term | 4 years 10 months 6 days | |||
Outstanding Options Fully vested and expected to vest Weighted-Average Remaining Contractual Term | 5 years 4 months 13 days | |||
Outstanding Options, Aggregate Intrinsic Value | [1] | $ 99,197 | $ 90,807 | |
Outstanding Options Exercisable, Aggregate Intrinsic Value | [1] | 90,735 | ||
Outstanding Options Fully vested and expected to vest, Aggregate Intrinsic Value | [1] | $ 99,079 | ||
Non-vested Options, Shares [Roll Forward] | ||||
Non-vested Shares, beginning of the period (in shares) | 973,125 | |||
Non-vested Shares, Vested (in shares) | (474,375) | |||
Non-vested Shares, end of the period (in shares) | 498,750 | 973,125 | ||
Non-vested Shares, Weighted-Average Grant-Date Fair Value [Roll Forward] | ||||
Non-vested shares, Weighted Average Grant-Date Fair Value, beginning of the period (in dollars per share) | $ 25.53 | |||
Non-vested shares Vested, Weighted Average Grant-Date Fair Value (in dollars per share) | 18.94 | |||
Non-vested shares, Weighted Average Grant-Date Fair Value, end of the period (in dollars per share) | $ 31.79 | $ 25.53 | ||
Restricted stock units [Member] | ||||
Outstanding Options, Shares Available for Grant [Roll Forward] | ||||
Shares Available for Grant, Restricted stock units awarded (in shares) | (33,750) | (210,000) | (20,500) | |
Restricted Stock Units, Unvested Shares [Roll Forward] | ||||
Restricted Stock Units Unvested Shares, beginning of the period (in shares) | 225,375 | |||
Restricted stock award, gross | 33,750 | 210,000 | 20,500 | |
Restricted Stock Units Unvested Shares, Vested (in shares) | (57,625) | |||
Restricted Stock Units Unvested Shares, Forfeited/cancelled (in shares) | (13,500) | |||
Restricted Stock Units Unvested Shares, end of the period (in shares) | 188,000 | 225,375 | ||
Restricted Stock Units, Weighted-Average Grant-Date Fair Value [Roll Forward] | ||||
Restricted Stock Units, Weighted Average Grant-Date Fair Value, beginning of the period (in dollars per share) | $ 45.69 | |||
Restricted Stock Units, Awarded, Weighted Average Grant-Date Fair Value (in dollars per share) | 51.87 | |||
Restricted Stock Units, Vested, Weighted Average Grant-Date Fair Value (in dollars per share) | 45.67 | |||
Restricted Stock Units, Forfeited/cancelled, Weighted Average Grant-Date Fair Value (in dollars per share) | 52.46 | |||
Restricted Stock Units, Weighted Average Grant-Date Fair Value, end of the period (in dollars per share) | $ 46.33 | $ 45.69 | ||
[1] | Aggregate intrinsic value represents the difference between the closing market price of Nexstar’s common stock on the last day of the fiscal period, which was $63.30 on December 31, 2016, and the stock option exercise prices multiplied by the number of options outstanding. |
Summary of Stock Award Activi77
Summary of Stock Award Activity and Related Information (Parenthetical) (Details) | Dec. 31, 2016$ / shares |
Stock Options [Member] | Nexstar [Member] | Class A Common Stock [Member] | |
Non-vested Shares, Weighted-Average Grant-Date Fair Value [Roll Forward] | |
Common stock market price at the end of reporting period (in dollars per share) | $ 63.30 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current tax expense (benefit): | |||
Federal | $ 12,054 | $ (108) | $ 402 |
State | 10,927 | 5,120 | 2,230 |
Current tax (benefit) expense | 22,981 | 5,012 | 2,632 |
Deferred tax expense (benefit): | |||
Federal | 53,094 | 43,772 | 38,176 |
State | 1,497 | (97) | 5,293 |
Deferred tax expense (benefit) | 54,591 | 43,675 | 43,469 |
Income tax expense | $ 77,572 | $ 48,687 | $ 46,101 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Loss Carryforwards [Line Items] | |||
Statutory federal income tax rate (in hundredths) | 35.00% | 35.00% | 35.00% |
Gross unrecognized tax benefits | $ 3,700,000 | $ 3,700,000 | $ 3,700,000 |
Accrued interest on unrecognized tax benefits | 0 | $ 0 | $ 0 |
Federal [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 67,000,000 | ||
State [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | $ 77,200,000 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Expense Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Effective income tax expense reconciliation [Abstract] | |||
Income tax expense at 35% statutory federal rate | $ 59,735 | $ 43,774 | $ 38,752 |
State and local taxes, net of federal benefit | 7,697 | 3,315 | 5,373 |
Nondeductible compensation | 709 | 652 | 690 |
Nondeductible earnout payments | 1,415 | ||
Nondeductible acquisition costs | 12 | 251 | 342 |
Nondeductible meals and entertainment | 504 | 417 | 381 |
Nondeductible goodwill impairment | 5,276 | ||
Other | 2,224 | 278 | 563 |
Income tax expense | $ 77,572 | $ 48,687 | $ 46,101 |
Income Taxes - Schedule of Co81
Income Taxes - Schedule of Components of Net Deferred Tax Asset Liability (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 26,657 | $ 69,547 |
Compensation | 14,308 | 10,918 |
Rent | 3,197 | 3,418 |
Transaction costs | 8,238 | 1,430 |
Other | 7,348 | 7,922 |
Total deferred tax assets | 59,748 | 93,235 |
Deferred tax liabilities: | ||
Property and equipment | (15,882) | (13,106) |
Other intangible assets | (35,628) | (46,983) |
Goodwill | (35,780) | (29,872) |
FCC licenses | (98,494) | (89,438) |
Other | (13) | (13) |
Total deferred tax liabilities | (185,797) | (179,412) |
Net deferred tax liabilities | $ (126,049) | $ (86,177) |
FCC Regulatory Matters - Additi
FCC Regulatory Matters - Additional Information (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Risks And Uncertainties [Abstract] | |
Maximum percentage of US television household reach | 39.00% |
Percentage reach of ultra high frequency station | 50.00% |
Date of abolishing the UHF discount | Aug. 24, 2016 |
Maximum amount allocated by Congress for reimbursement of repack costs | $ 1,750 |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Payments for Un-booked Broadcast Rights (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Broadcast Rights Commitments [Abstract] | |
2,017 | $ 12,170 |
2,018 | 8,878 |
2,019 | 4,898 |
2,020 | 1,232 |
2,021 | 1,052 |
Thereafter | 230 |
Future minimum payment due for license agreement, total | $ 28,460 |
Commitments and Contingencies84
Commitments and Contingencies - Additional Information (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016USD ($)Station | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Operating Leases [Abstract] | |||
Operating lease expense | $ 12.7 | $ 12 | $ 7.1 |
Collective Bargaining Agreements [Abstract] | |||
Number of stations covered under collective bargaining agreements | Station | 10 | ||
Media General Future Acquisition [Member] | Unused Debt Commitments [Member] | |||
Line of Credit Facility [Abstract] | |||
Credit facilities remaining commitment amount | $ 3,800 | ||
Nexstar [Member] | Financial Guarantee of Mission Debt [Member] | |||
Guarantees of Mission and Marshall Debt [Abstract] | |||
Maximum commitment under senior secured credit facility | 231.8 | ||
Commitment under senior secured credit facility at carrying value | 223.8 | ||
Nexstar [Member] | Financial Guarantee of Marshall Debt [Member] | |||
Guarantees of Mission and Marshall Debt [Abstract] | |||
Commitment under senior secured credit facility at carrying value | $ 53.1 |
Commitments and Contingencies85
Commitments and Contingencies -Future Minimum Lease Payments Under Operating Leases (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Operating Leases [Abstract] | |
2,017 | $ 11,605 |
2,018 | 11,037 |
2,019 | 10,256 |
2,020 | 9,003 |
2,021 | 6,617 |
Thereafter | 20,741 |
Operating leases future minimum payments due, total | $ 69,259 |
Commitments and Contingencies86
Commitments and Contingencies - Future Minimum Lease Payments Under Capital Leases (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Capital Leases [Abstract] | |
2,017 | $ 331 |
2,018 | 315 |
2,019 | 328 |
2,020 | 341 |
2,021 | 355 |
Thereafter | 5,978 |
Capital leases future minimum payments due, total | 7,648 |
Less: Amount representing interest | 3,216 |
Present value of future lease payments | $ 4,432 |
Segment Data - Summary of Segme
Segment Data - Summary of Segment Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Segment Reporting Information [Line Items] | ||||||||||||
Net revenue | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | $ 1,103,190 | $ 896,377 | $ 631,311 | |
Depreciation | 51,300 | 47,222 | 35,047 | |||||||||
Amortization of intangible assets | 46,572 | 48,475 | 25,850 | |||||||||
Income (loss) from operations | 92,475 | $ 72,897 | $ 64,007 | $ 57,929 | 67,346 | $ 48,315 | $ 52,542 | $ 37,904 | 287,308 | 206,107 | 173,237 | |
Goodwill | 473,304 | 451,662 | 473,304 | 451,662 | 256,491 | |||||||
Assets | [1] | 2,966,085 | 1,835,134 | 2,966,085 | 1,835,134 | |||||||
Broadcasting [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net revenue | 1,040,704 | 846,926 | 609,668 | |||||||||
Depreciation | 44,313 | 41,053 | 31,564 | |||||||||
Amortization of intangible assets | 33,079 | 35,845 | 21,932 | |||||||||
Income (loss) from operations | 372,496 | 266,919 | 216,724 | |||||||||
Goodwill | 449,682 | 412,965 | 449,682 | 412,965 | ||||||||
Assets | 1,811,042 | 1,660,737 | 1,811,042 | 1,660,737 | ||||||||
Corporate and Other [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net revenue | 62,486 | 49,451 | 21,643 | |||||||||
Depreciation | 6,987 | 6,169 | 3,483 | |||||||||
Amortization of intangible assets | 13,493 | 12,630 | 3,918 | |||||||||
Income (loss) from operations | (85,188) | (60,812) | $ (43,487) | |||||||||
Goodwill | 23,622 | 38,697 | 23,622 | 38,697 | ||||||||
Assets | $ 1,155,043 | $ 174,397 | $ 1,155,043 | $ 174,397 | ||||||||
[1] | The consolidated total assets as of December 31, 2016 and 2015 include certain assets held by consolidated VIEs of $226.2 million and $119.9 million, respectively, which are not available to be used to settle the obligations of Nexstar. The consolidated total liabilities as of December 31, 2016 and 2015 include certain liabilities of consolidated VIEs of $39.2 million and $40.7 million, respectively, for which the creditors of the VIEs have no recourse to the general credit of Nexstar. See Note 2 for additional information. |
Condensed Consolidating Finan88
Condensed Consolidating Financial Information - Additional Information (Details) | Dec. 31, 2016 |
6.875 % Due 2020 [Member] | |
Condensed Financial Statements Captions [Line Items] | |
Interest rate | 6.875% |
6.125% Due 2022 [Member] | |
Condensed Financial Statements Captions [Line Items] | |
Interest rate | 6.125% |
Condensed Consolidating Finan89
Condensed Consolidating Financial Information - Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current assets: | |||||
Cash and cash equivalents | $ 87,680 | $ 43,416 | $ 131,912 | $ 40,028 | |
Accounts receivable, net | 218,058 | 192,991 | |||
Other current assets | 57,479 | 23,621 | |||
Total current assets | 363,217 | 260,028 | |||
Property and equipment, net | 276,153 | 266,583 | |||
Goodwill | 473,304 | 451,662 | 256,491 | ||
FCC licenses | 542,524 | 489,335 | 322,040 | ||
Other intangible assets, net | 324,737 | 314,361 | |||
Restricted cash | 901,080 | ||||
Other noncurrent assets | 85,070 | 53,165 | |||
Total assets | [1] | 2,966,085 | 1,835,134 | ||
Current liabilities: | |||||
Current portion of debt | 28,093 | 22,139 | |||
Accounts payable | 19,754 | 25,936 | |||
Other current liabilities | 141,731 | 97,986 | |||
Total current liabilities | 189,578 | 146,061 | |||
Debt | 2,314,326 | 1,454,075 | |||
Other noncurrent liabilities | 177,827 | 148,625 | |||
Total liabilities | [1] | 2,681,731 | 1,748,761 | ||
Total Nexstar Media Group, Inc. stockholders' equity (deficit) | 169,141 | 80,674 | |||
Noncontrolling interests in consolidated variable interest entities | 115,213 | 5,699 | |||
Total liabilities and stockholders' equity | 2,966,085 | 1,835,134 | |||
Eliminations [Member] | |||||
Current assets: | |||||
Amounts due from consolidated entities | (86,438) | (62,578) | |||
Total current assets | (86,438) | (62,578) | |||
Investments in subsidiaries | (294,650) | (223,263) | |||
Amounts due from consolidated entities | (66,170) | (133,659) | |||
Property and equipment, net | (75) | ||||
Total assets | (447,333) | (419,500) | |||
Current liabilities: | |||||
Amounts due to consolidated entities | (86,438) | (62,578) | |||
Total current liabilities | (86,438) | (62,578) | |||
Amounts due to consolidated entities | (66,380) | (133,659) | |||
Total liabilities | (152,818) | (196,237) | |||
Total Nexstar Media Group, Inc. stockholders' equity (deficit) | (294,515) | (223,263) | |||
Total liabilities and stockholders' equity | (447,333) | (419,500) | |||
Nexstar [Member] | Reportable Legal Entities [Member] | |||||
Current assets: | |||||
Investments in subsidiaries | 256,391 | 184,332 | |||
Total assets | 256,391 | 184,332 | |||
Current liabilities: | |||||
Amounts due to consolidated entities | 66,380 | 63,309 | |||
Total liabilities | 66,380 | 63,309 | |||
Total Nexstar Media Group, Inc. stockholders' equity (deficit) | 190,011 | 121,023 | |||
Total liabilities and stockholders' equity | 256,391 | 184,332 | |||
Nexstar Broadcasting [Member] | Reportable Legal Entities [Member] | |||||
Current assets: | |||||
Cash and cash equivalents | 75,830 | 27,492 | 130,472 | 36,312 | |
Accounts receivable, net | 184,921 | 163,008 | |||
Amounts due from consolidated entities | 5,623 | 10,600 | |||
Other current assets | 53,492 | 19,984 | |||
Total current assets | 319,866 | 221,084 | |||
Investments in subsidiaries | 38,259 | 38,931 | |||
Amounts due from consolidated entities | 66,170 | 133,659 | |||
Property and equipment, net | 241,135 | 232,206 | |||
Goodwill | 351,575 | 343,140 | |||
FCC licenses | 427,733 | 415,024 | |||
Other intangible assets, net | 223,115 | 228,936 | |||
Restricted cash | 901,080 | ||||
Other noncurrent assets | 71,813 | 30,539 | |||
Total assets | 2,640,746 | 1,643,519 | |||
Current liabilities: | |||||
Current portion of debt | 19,759 | 15,154 | |||
Accounts payable | 16,234 | 14,705 | |||
Amounts due to consolidated entities | 47,700 | ||||
Other current liabilities | 117,779 | 78,868 | |||
Total current liabilities | 153,772 | 156,427 | |||
Debt | 2,045,827 | 1,177,944 | |||
Other noncurrent liabilities | 151,857 | 118,048 | |||
Total liabilities | 2,351,456 | 1,452,419 | |||
Total Nexstar Media Group, Inc. stockholders' equity (deficit) | 289,290 | 191,100 | |||
Total liabilities and stockholders' equity | 2,640,746 | 1,643,519 | |||
Mission [Member] | Reportable Legal Entities [Member] | |||||
Current assets: | |||||
Cash and cash equivalents | 6,474 | 4,361 | 880 | $ 3,716 | |
Accounts receivable, net | 12,332 | 9,370 | |||
Amounts due from consolidated entities | 80,815 | 51,978 | |||
Other current assets | 1,337 | 1,364 | |||
Total current assets | 100,958 | 67,073 | |||
Property and equipment, net | 19,564 | 21,891 | |||
Goodwill | 32,489 | 32,489 | |||
FCC licenses | 41,563 | 41,563 | |||
Other intangible assets, net | 16,470 | 18,892 | |||
Other noncurrent assets | 11,144 | 20,418 | |||
Total assets | 222,188 | 202,326 | |||
Current liabilities: | |||||
Current portion of debt | 2,334 | 2,335 | |||
Accounts payable | 524 | 906 | |||
Other current liabilities | 9,011 | 6,909 | |||
Total current liabilities | 11,869 | 10,150 | |||
Debt | 221,431 | 223,235 | |||
Other noncurrent liabilities | 9,832 | 9,351 | |||
Total liabilities | 243,132 | 242,736 | |||
Total Nexstar Media Group, Inc. stockholders' equity (deficit) | (20,944) | (40,410) | |||
Total liabilities and stockholders' equity | 222,188 | 202,326 | |||
Non-Guarantors [Member] | Reportable Legal Entities [Member] | |||||
Current assets: | |||||
Cash and cash equivalents | 5,376 | 11,563 | $ 560 | ||
Accounts receivable, net | 20,805 | 20,613 | |||
Other current assets | 2,650 | 2,273 | |||
Total current assets | 28,831 | 34,449 | |||
Property and equipment, net | 15,529 | 12,486 | |||
Goodwill | 89,240 | 76,033 | |||
FCC licenses | 73,228 | 32,748 | |||
Other intangible assets, net | 85,152 | 66,533 | |||
Other noncurrent assets | 2,113 | 2,208 | |||
Total assets | 294,093 | 224,457 | |||
Current liabilities: | |||||
Current portion of debt | 6,000 | 4,650 | |||
Accounts payable | 2,996 | 10,325 | |||
Amounts due to consolidated entities | 86,438 | 14,878 | |||
Other current liabilities | 14,941 | 12,209 | |||
Total current liabilities | 110,375 | 42,062 | |||
Debt | 47,068 | 52,896 | |||
Amounts due to consolidated entities | 70,350 | ||||
Other noncurrent liabilities | 16,138 | 21,226 | |||
Total liabilities | 173,581 | 186,534 | |||
Total Nexstar Media Group, Inc. stockholders' equity (deficit) | 5,299 | 32,224 | |||
Noncontrolling interests in consolidated variable interest entities | 115,213 | 5,699 | |||
Total liabilities and stockholders' equity | $ 294,093 | $ 224,457 | |||
[1] | The consolidated total assets as of December 31, 2016 and 2015 include certain assets held by consolidated VIEs of $226.2 million and $119.9 million, respectively, which are not available to be used to settle the obligations of Nexstar. The consolidated total liabilities as of December 31, 2016 and 2015 include certain liabilities of consolidated VIEs of $39.2 million and $40.7 million, respectively, for which the creditors of the VIEs have no recourse to the general credit of Nexstar. See Note 2 for additional information. |
Condensed Consolidating Finan90
Condensed Consolidating Financial Information - Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | |||||||||||
Net broadcast revenue (including trade and barter) | $ 1,103,190 | $ 896,377 | $ 631,311 | ||||||||
Net revenue | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | 1,103,190 | 896,377 | 631,311 |
Operating expenses: | |||||||||||
Direct operating expenses, excluding depreciation and amortization | 381,997 | 302,257 | 187,432 | ||||||||
Selling, general, and administrative expenses, excluding depreciation and amortization | 263,606 | 232,480 | 175,429 | ||||||||
Amortization of broadcast rights | 57,145 | 59,836 | 34,316 | ||||||||
Amortization of intangible assets | 46,572 | 48,475 | 25,850 | ||||||||
Depreciation | 51,300 | 47,222 | 35,047 | ||||||||
Goodwill impairment | 15,262 | ||||||||||
Total operating expenses | 815,882 | 690,270 | 458,074 | ||||||||
Income from operations | 92,475 | 72,897 | 64,007 | 57,929 | 67,346 | 48,315 | 52,542 | 37,904 | 287,308 | 206,107 | 173,237 |
Interest income | 1,082 | 36 | |||||||||
Interest expense | (117,163) | (80,556) | (61,959) | ||||||||
Loss on extinguishment of debt | (71) | ||||||||||
Other expenses | (555) | (517) | (556) | ||||||||
Income before income taxes | 47,101 | 43,149 | 43,283 | 37,139 | 46,772 | 27,804 | 32,001 | 18,493 | 170,672 | 125,070 | 110,651 |
Income tax (expense) benefit | (77,572) | (48,687) | (46,101) | ||||||||
Net income (loss) | 93,100 | 76,383 | 64,550 | ||||||||
Net (income) loss attributable to noncontrolling interests | (1,563) | 1,301 | |||||||||
Net income attributable to Nexstar Media Group, Inc. | $ 20,482 | $ 24,799 | $ 24,529 | $ 21,727 | $ 27,174 | $ 17,282 | $ 20,321 | $ 12,907 | 91,537 | 77,684 | 64,550 |
Eliminations [Member] | |||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | |||||||||||
Revenue between consolidated entities | (89,308) | (74,986) | (52,340) | ||||||||
Net revenue | (89,308) | (74,986) | (52,340) | ||||||||
Operating expenses: | |||||||||||
Direct operating expenses, excluding depreciation and amortization | (214) | (4) | |||||||||
Selling, general, and administrative expenses, excluding depreciation and amortization | (5,525) | (4,131) | (185) | ||||||||
Local service agreement fees between consolidated entities | (83,569) | (70,851) | (52,155) | ||||||||
Total operating expenses | (89,308) | (74,986) | (52,340) | ||||||||
Equity in income of subsidiaries | (72,193) | (59,256) | (23,225) | ||||||||
Income before income taxes | (72,193) | (59,256) | (23,225) | ||||||||
Net income (loss) | (72,193) | (59,256) | |||||||||
Net income attributable to Nexstar Media Group, Inc. | (72,193) | (59,256) | (23,225) | ||||||||
Nexstar [Member] | Reportable Legal Entities [Member] | |||||||||||
Operating expenses: | |||||||||||
Equity in income of subsidiaries | 72,193 | 59,256 | 23,225 | ||||||||
Income before income taxes | 72,193 | 59,256 | 23,225 | ||||||||
Net income (loss) | 72,193 | 59,256 | |||||||||
Net income attributable to Nexstar Media Group, Inc. | 72,193 | 59,256 | 23,225 | ||||||||
Nexstar Broadcasting [Member] | Reportable Legal Entities [Member] | |||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | |||||||||||
Net broadcast revenue (including trade and barter) | 939,333 | 759,694 | 572,368 | ||||||||
Revenue between consolidated entities | 34,436 | 25,854 | 10,012 | ||||||||
Net revenue | 973,769 | 785,548 | 582,380 | ||||||||
Operating expenses: | |||||||||||
Direct operating expenses, excluding depreciation and amortization | 284,866 | 233,530 | 157,988 | ||||||||
Selling, general, and administrative expenses, excluding depreciation and amortization | 246,698 | 213,415 | 160,186 | ||||||||
Local service agreement fees between consolidated entities | 49,202 | 44,997 | 42,079 | ||||||||
Amortization of broadcast rights | 47,990 | 49,044 | 28,365 | ||||||||
Amortization of intangible assets | 27,394 | 29,312 | 19,147 | ||||||||
Depreciation | 45,173 | 41,833 | 30,897 | ||||||||
Goodwill impairment | 186 | ||||||||||
Total operating expenses | 701,509 | 612,131 | 438,662 | ||||||||
Income from operations | 272,260 | 173,417 | 143,718 | ||||||||
Interest income | 1,082 | 35 | |||||||||
Interest expense | (105,313) | (69,684) | (51,804) | ||||||||
Loss on extinguishment of debt | (50) | ||||||||||
Other expenses | (555) | (517) | (556) | ||||||||
Income before income taxes | 167,474 | 103,251 | 91,308 | ||||||||
Income tax (expense) benefit | (69,149) | (39,851) | (38,558) | ||||||||
Net income (loss) | 98,325 | 63,400 | |||||||||
Net income attributable to Nexstar Media Group, Inc. | 98,325 | 63,400 | 52,750 | ||||||||
Mission [Member] | Reportable Legal Entities [Member] | |||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | |||||||||||
Net broadcast revenue (including trade and barter) | 61,402 | 51,132 | 36,498 | ||||||||
Revenue between consolidated entities | 42,791 | 37,000 | 42,079 | ||||||||
Net revenue | 104,193 | 88,132 | 78,577 | ||||||||
Operating expenses: | |||||||||||
Direct operating expenses, excluding depreciation and amortization | 30,201 | 24,601 | 18,135 | ||||||||
Selling, general, and administrative expenses, excluding depreciation and amortization | 3,549 | 3,536 | 3,188 | ||||||||
Local service agreement fees between consolidated entities | 18,000 | 9,780 | 9,780 | ||||||||
Amortization of broadcast rights | 5,567 | 5,766 | 5,844 | ||||||||
Amortization of intangible assets | 2,422 | 2,418 | 2,728 | ||||||||
Depreciation | 2,400 | 2,435 | 2,760 | ||||||||
Total operating expenses | 62,139 | 48,536 | 42,435 | ||||||||
Income from operations | 42,054 | 39,596 | 36,142 | ||||||||
Interest expense | (10,251) | (9,325) | (10,014) | ||||||||
Loss on extinguishment of debt | (21) | ||||||||||
Income before income taxes | 31,803 | 30,271 | 26,107 | ||||||||
Income tax (expense) benefit | (12,337) | (12,172) | (10,023) | ||||||||
Net income (loss) | 19,466 | 18,099 | |||||||||
Net income attributable to Nexstar Media Group, Inc. | 19,466 | 18,099 | 16,084 | ||||||||
Non-Guarantors [Member] | Reportable Legal Entities [Member] | |||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | |||||||||||
Net broadcast revenue (including trade and barter) | 102,455 | 85,551 | 22,445 | ||||||||
Revenue between consolidated entities | 12,081 | 12,132 | 249 | ||||||||
Net revenue | 114,536 | 97,683 | 22,694 | ||||||||
Operating expenses: | |||||||||||
Direct operating expenses, excluding depreciation and amortization | 67,144 | 44,130 | 11,309 | ||||||||
Selling, general, and administrative expenses, excluding depreciation and amortization | 18,884 | 19,660 | 12,240 | ||||||||
Local service agreement fees between consolidated entities | 16,367 | 16,074 | 296 | ||||||||
Amortization of broadcast rights | 3,588 | 5,026 | 107 | ||||||||
Amortization of intangible assets | 16,756 | 16,745 | 3,975 | ||||||||
Depreciation | 3,727 | 2,954 | 1,390 | ||||||||
Goodwill impairment | 15,076 | ||||||||||
Total operating expenses | 141,542 | 104,589 | 29,317 | ||||||||
Income from operations | (27,006) | (6,906) | (6,623) | ||||||||
Interest income | 1 | ||||||||||
Interest expense | (1,599) | (1,547) | (141) | ||||||||
Income before income taxes | (28,605) | (8,452) | (6,764) | ||||||||
Income tax (expense) benefit | 3,914 | 3,336 | 2,480 | ||||||||
Net income (loss) | (24,691) | (5,116) | |||||||||
Net (income) loss attributable to noncontrolling interests | (1,563) | 1,301 | |||||||||
Net income attributable to Nexstar Media Group, Inc. | $ (26,254) | $ (3,815) | $ (4,284) |
Condensed Consolidating Finan91
Condensed Consolidating Financial Information - Condensed Consolidating Statement of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS [Abstract] | |||
Cash flows from operating activities | $ 247,757 | $ 197,266 | $ 166,527 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (31,870) | (29,021) | (20,389) |
Deposits and payments for acquisitions | (103,970) | (475,949) | (209,733) |
Proceeds from sale of a station | 27,005 | ||
Other investing activities | (4,345) | 3,624 | 89 |
Net cash used in investing activities | (140,185) | (474,341) | (230,033) |
Cash flows from financing activities: | |||
Proceeds from long-term debt | 58,000 | 421,950 | 237,275 |
Repayments of long-term debt | (80,140) | (166,290) | (72,431) |
Common stock dividends paid | (29,445) | (23,686) | (18,445) |
Purchase of treasury stock | (48,660) | ||
Payments for debt financing costs | (20,707) | (3,225) | (1,607) |
Excess tax benefit from stock option exercises | 13,760 | 8,042 | 10,034 |
Other financing activities | (4,776) | 5,265 | 8,991 |
Net cash (used in) provided by financing activities | (63,308) | 188,579 | 155,390 |
Net increase (decrease) in cash and cash equivalents | 44,264 | (88,496) | 91,884 |
Cash and cash equivalents at beginning of period | 43,416 | 131,912 | 40,028 |
Cash and cash equivalents at end of period | 87,680 | 43,416 | 131,912 |
Eliminations [Member] | |||
Cash flows from investing activities: | |||
Purchases of property and equipment | 176 | ||
Deposits and payments for acquisitions | 43,300 | 15,300 | |
Proceeds from sale of a station | (43,300) | (15,300) | |
Other investing activities | (176) | ||
Nexstar [Member] | Reportable Legal Entities [Member] | |||
Cash flows from financing activities: | |||
Common stock dividends paid | (29,445) | (23,686) | (18,445) |
Purchase of treasury stock | (48,660) | ||
Inter-company payments | 28,220 | 68,989 | 16,414 |
Other financing activities | 1,225 | 3,357 | 2,031 |
Nexstar Broadcasting [Member] | Reportable Legal Entities [Member] | |||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS [Abstract] | |||
Cash flows from operating activities | 237,976 | 163,476 | 166,915 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (28,326) | (26,636) | (18,826) |
Deposits and payments for acquisitions | (103,970) | (510,701) | (163,533) |
Proceeds from sale of a station | 70,305 | 15,300 | |
Other investing activities | (4,345) | 3,450 | 89 |
Net cash used in investing activities | (136,641) | (463,582) | (166,970) |
Cash flows from financing activities: | |||
Proceeds from long-term debt | 58,000 | 419,950 | 171,925 |
Repayments of long-term debt | (73,155) | (155,653) | (68,849) |
Payments for debt financing costs | (20,024) | ||
Inter-company payments | (28,220) | (68,989) | (16,414) |
Excess tax benefit from stock option exercises | 13,760 | ||
Other financing activities | (3,358) | 1,818 | 7,553 |
Net cash (used in) provided by financing activities | (52,997) | 197,126 | 94,215 |
Net increase (decrease) in cash and cash equivalents | 48,338 | (102,980) | 94,160 |
Cash and cash equivalents at beginning of period | 27,492 | 130,472 | 36,312 |
Cash and cash equivalents at end of period | 75,830 | 27,492 | 130,472 |
Mission [Member] | Reportable Legal Entities [Member] | |||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS [Abstract] | |||
Cash flows from operating activities | 5,372 | 10,934 | (1,928) |
Cash flows from investing activities: | |||
Purchases of property and equipment | (241) | (258) | (236) |
Deposits and payments for acquisitions | (3,200) | ||
Other investing activities | 150 | ||
Net cash used in investing activities | (241) | (108) | (3,436) |
Cash flows from financing activities: | |||
Proceeds from long-term debt | 5,500 | ||
Repayments of long-term debt | (2,335) | (7,337) | (2,832) |
Payments for debt financing costs | (683) | ||
Other financing activities | (8) | (140) | |
Net cash (used in) provided by financing activities | (3,018) | (7,345) | 2,528 |
Net increase (decrease) in cash and cash equivalents | 2,113 | 3,481 | (2,836) |
Cash and cash equivalents at beginning of period | 4,361 | 880 | 3,716 |
Cash and cash equivalents at end of period | 6,474 | 4,361 | 880 |
Non-Guarantors [Member] | Reportable Legal Entities [Member] | |||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS [Abstract] | |||
Cash flows from operating activities | 4,409 | 22,856 | 1,540 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (3,303) | (2,303) | (1,327) |
Deposits and payments for acquisitions | (8,548) | (58,300) | |
Other investing activities | 200 | ||
Net cash used in investing activities | (3,303) | (10,651) | (59,627) |
Cash flows from financing activities: | |||
Proceeds from long-term debt | 2,000 | 59,850 | |
Repayments of long-term debt | (4,650) | (3,300) | (750) |
Other financing activities | (2,643) | 98 | (453) |
Net cash (used in) provided by financing activities | (7,293) | (1,202) | 58,647 |
Net increase (decrease) in cash and cash equivalents | (6,187) | 11,003 | 560 |
Cash and cash equivalents at beginning of period | 11,563 | 560 | |
Cash and cash equivalents at end of period | $ 5,376 | $ 11,563 | $ 560 |
Employee Benefits - Additional
Employee Benefits - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Retirement savings plans Nexstar [Member] | |||
Employee Benefits [Line Items] | |||
Contributions by employer | $ 1.6 | $ 1.3 | $ 1 |
Unaudited Quarterly Data - Unau
Unaudited Quarterly Data - Unaudited Quarterly Data (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net revenue | $ 309,879 | $ 275,659 | $ 261,994 | $ 255,658 | $ 252,262 | $ 223,031 | $ 219,349 | $ 201,735 | $ 1,103,190 | $ 896,377 | $ 631,311 |
Income from operations | 92,475 | 72,897 | 64,007 | 57,929 | 67,346 | 48,315 | 52,542 | 37,904 | 287,308 | 206,107 | 173,237 |
Income before income taxes | 47,101 | 43,149 | 43,283 | 37,139 | 46,772 | 27,804 | 32,001 | 18,493 | 170,672 | 125,070 | 110,651 |
Net income attributable to Nexstar | $ 20,482 | $ 24,799 | $ 24,529 | $ 21,727 | $ 27,174 | $ 17,282 | $ 20,321 | $ 12,907 | $ 91,537 | $ 77,684 | $ 64,550 |
Basic net income per common share | $ 0.67 | $ 0.81 | $ 0.80 | $ 0.71 | $ 0.89 | $ 0.55 | $ 0.65 | $ 0.41 | $ 2.98 | $ 2.50 | $ 2.10 |
Basic weighted average shares outstanding | 30,713 | 30,695 | 30,680 | 30,658 | 30,622 | 31,262 | 31,325 | 31,196 | 30,687 | 31,100 | 30,774 |
Diluted net income per common share | $ 0.64 | $ 0.78 | $ 0.78 | $ 0.69 | $ 0.86 | $ 0.54 | $ 0.63 | $ 0.40 | $ 2.89 | $ 2.42 | $ 2.02 |
Diluted weighted average shares outstanding | 31,798 | 31,698 | 31,620 | 31,538 | 31,580 | 32,151 | 32,382 | 32,256 | 31,664 | 32,091 | 32,003 |
Valuation and Qualifying Acco94
Valuation and Qualifying Accounts (Details) - Allowance for Doubtful Accounts [Member] - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Balance at Beginning of Period | $ 5,369 | $ 3,002 | $ 3,035 | |
Additions Charged to Costs and Expenses | 4,160 | 3,443 | 2,604 | |
Deductions | [1] | (3,724) | (1,076) | (2,637) |
Balance at End of Period | $ 5,805 | $ 5,369 | $ 3,002 | |
[1] | Uncollectible accounts written off, net of recoveries. |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) $ / shares in Units, Viewer in Millions | Feb. 27, 2017USD ($) | Feb. 17, 2017USD ($) | Feb. 09, 2017USD ($) | Jan. 31, 2017USD ($) | Jan. 26, 2017$ / shares | Jan. 17, 2017USD ($)ViewerTelevisionStationMarket$ / sharesshares | Jan. 04, 2016USD ($) | Oct. 01, 2015USD ($) | Feb. 28, 2017USD ($)shares | Dec. 31, 2016USD ($)ViewerTelevisionStationMarket$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Jul. 27, 2016USD ($) | Jul. 13, 2016 | Dec. 31, 2013shares | Oct. 31, 2013USD ($) | Nov. 09, 2012USD ($) |
Subsequent Event [Line Items] | |||||||||||||||||
Number of full power television stations owned, operated, programmed or provided sales and other services | TelevisionStation | 104 | ||||||||||||||||
Number of markets in which the Company's stations broadcast | Market | 62 | ||||||||||||||||
Approximate number of viewers | Viewer | 20.8 | ||||||||||||||||
Approximate number of viewers (in hundredths) | 18.10% | ||||||||||||||||
Repayment of debt | $ 80,140,000 | $ 166,290,000 | $ 72,431,000 | ||||||||||||||
Maximum percentage of US television household reach | 39.00% | ||||||||||||||||
Dividends declared per common share | $ / shares | $ 0.96 | $ 0.76 | $ 0.60 | ||||||||||||||
Restricted stock award, gross | shares | 33,750 | ||||||||||||||||
Payments for Contingent Consideration | $ 2,000,000 | ||||||||||||||||
Nexstar Escrow and Merrill Lynch, Pierce, Fenner & Smith Incorporated [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Interest rate | 5.625% | ||||||||||||||||
5.625 % Due 2024 [Member] | Senior Subordinated Notes [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Interest rate | 5.625% | 5.625% | |||||||||||||||
Debt instrument principal amount | $ 900,000,000 | ||||||||||||||||
6.875 % Due 2020 [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Interest rate | 6.875% | ||||||||||||||||
6.875 % Due 2020 [Member] | Scenario, Forecast [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Debt instrument, principle amount redeemed | $ 525,000,000 | ||||||||||||||||
Debt instrument, redemption price, percentage | 6.875% | ||||||||||||||||
Debt instrument, redemption price, percentage of principal amount redeemed | 103.438% | ||||||||||||||||
6.875 % Due 2020 [Member] | Senior Subordinated Notes [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Interest rate | 6.875% | 6.875% | 6.875% | ||||||||||||||
Debt instrument principal amount | $ 275,000,000 | $ 250,000,000 | |||||||||||||||
Stock Options [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Number of stock option issued for replacement | shares | 0 | 200,000 | 797,500 | ||||||||||||||
Restricted stock units [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Restricted stock award, gross | shares | 33,750 | 210,000 | 20,500 | ||||||||||||||
Class A Common Stock [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | |||||||||||||||
Common stock, shares issued | shares | 31,621,369 | 31,621,369 | 31,172,060 | 30,598,535 | |||||||||||||
Subsequent Event [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Number of full power television stations owned, operated, programmed or provided sales and other services | TelevisionStation | 171 | ||||||||||||||||
Number of markets in which the Company's stations broadcast | Market | 100 | ||||||||||||||||
Approximate number of viewers | Viewer | 44.7 | ||||||||||||||||
Approximate number of viewers (in hundredths) | 39.00% | ||||||||||||||||
Merger effective date | Jan. 17, 2017 | ||||||||||||||||
Number of television stations owned by the acquirer to be sold | TelevisionStation | 5 | ||||||||||||||||
Maximum percentage of US television household reach | 39.00% | ||||||||||||||||
Subsequent Event [Member] | Bridge Facility and Short-Term Facility [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Credit facilities remaining commitment amount | $ 530,000,000 | ||||||||||||||||
Subsequent Event [Member] | Revolving loans [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Repayment of debt | 2,000,000 | ||||||||||||||||
Subsequent Event [Member] | Term Loan B [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Repayment of debt | $ 75,000,000 | ||||||||||||||||
Subsequent Event [Member] | Term Loans [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Repayment of debt | 668,800,000 | ||||||||||||||||
Subsequent Event [Member] | 5.875% Senior Notes Due 2022 [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Long-term debt | $ 400,000,000 | ||||||||||||||||
Interest rate | 5.875% | ||||||||||||||||
Maturity year | 2,022 | ||||||||||||||||
Subsequent Event [Member] | 5.625 % Due 2024 [Member] | Senior Subordinated Notes [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Interest rate | 5.625% | ||||||||||||||||
Subsequent Event [Member] | Restricted stock units [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Restricted stock award, gross | shares | 502,500 | ||||||||||||||||
Aggregate grant-date fair value | $ 29,600,000 | ||||||||||||||||
Subsequent Event [Member] | Class A Common Stock [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Dividends declared per common share | $ / shares | $ 0.30 | ||||||||||||||||
Dividends, date declared | Jan. 26, 2017 | ||||||||||||||||
Dividends, date payable | Feb. 24, 2017 | ||||||||||||||||
Dividends, date of record | Feb. 10, 2017 | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Number of full power television stations owned, operated, programmed or provided sales and other services | TelevisionStation | 171 | ||||||||||||||||
Number of markets in which the Company's stations broadcast | Market | 100 | ||||||||||||||||
Approximate number of viewers | Viewer | 44.7 | ||||||||||||||||
Approximate number of viewers (in hundredths) | 39.00% | ||||||||||||||||
Common stock, no par value | $ / shares | $ 0 | ||||||||||||||||
Outstanding equity acquired, price per share | $ / shares | $ 10.55 | ||||||||||||||||
Gross proceeds anticipated to be received from the FCC spectrum auction | $ 479,000,000 | ||||||||||||||||
Cash paid in business acquisition | $ 1,400,000,000 | ||||||||||||||||
Common stock held in treasury | shares | 560,316 | ||||||||||||||||
Common stock held in treasury, fair value | $ 35,600,000 | ||||||||||||||||
Selling price of entities sold | $ 547,800,000 | ||||||||||||||||
Number of full power television stations sold | TelevisionStation | 12 | ||||||||||||||||
Number of television stations owned by the acquired and sold | TelevisionStation | 7 | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | Senior Unsecured Notes [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Repayment of debt | $ 275,000,000 | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | New Senior Secured Term Loan B Due 2024 [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Maturity year | 2,024 | ||||||||||||||||
Debt instrument principal amount | $ 2,750,000,000 | ||||||||||||||||
Frequency of periodic payments | quarterly | ||||||||||||||||
Percentage of debt amount payable in consecutively quarterly installments (in hundredths) | 0.25% | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | New Senior Secured Revolving Credit Facilities [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Debt instrument principal amount | $ 3,000,000 | ||||||||||||||||
Total commitment under borrowing capacity | 175,000,000 | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | Term Loans [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Repayment of debt | $ 1,400,000,000 | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | New Senior Secured Term Loan A Due 2018 [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Maturity year | 2,018 | ||||||||||||||||
Debt instrument principal amount | $ 51,300,000 | ||||||||||||||||
Frequency of periodic payments | quarterly | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | New Senior Secured Term Loan A Due 2022 [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Maturity year | 2,022 | ||||||||||||||||
Debt instrument principal amount | $ 318,700,000 | ||||||||||||||||
Frequency of periodic payments | quarterly | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | 5.625 % Due 2024 [Member] | Senior Subordinated Notes [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Interest rate | 5.625% | ||||||||||||||||
Maturity year | 2,024 | ||||||||||||||||
Proceeds from issuance of debt instrument | $ 900,000,000 | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | Stock Options [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Common stock shares fair value | $ 10,700,000 | ||||||||||||||||
Number of stock option issued for replacement | shares | 228,438 | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | Minimum [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Contingent Value Rights | $ / shares | $ 1.70 | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | Minimum [Member] | New Senior Secured Term Loan A Due 2018 [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Percentage of debt amount payable in consecutively quarterly installments (in hundredths) | 5.00% | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | Minimum [Member] | New Senior Secured Term Loan A Due 2022 [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Percentage of debt amount payable in consecutively quarterly installments (in hundredths) | 5.00% | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | Maximum [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Contingent Value Rights | $ / shares | $ 2.10 | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | Maximum [Member] | New Senior Secured Term Loan A Due 2018 [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Percentage of debt amount payable in consecutively quarterly installments (in hundredths) | 10.00% | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | Maximum [Member] | New Senior Secured Term Loan A Due 2022 [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Percentage of debt amount payable in consecutively quarterly installments (in hundredths) | 10.00% | ||||||||||||||||
Media General Future Acquisition [Member] | Subsequent Event [Member] | Class A Common Stock [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Percentage of shares issued for each share outstanding | 0.1249 | ||||||||||||||||
Common stock, par value | $ / shares | $ 0.01 | ||||||||||||||||
Common stock, shares issued | shares | 15,670,754 | ||||||||||||||||
Common stock shares fair value | $ 1,000,000,000 | ||||||||||||||||
WVMH [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Cash paid in business acquisition | $ 64,964,000 | ||||||||||||||||
WVMH [Member] | Subsequent Event [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Cash paid in business acquisition | $ 65,000,000 | ||||||||||||||||
Kixer [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Merger effective date | Oct. 1, 2015 | ||||||||||||||||
Cash paid in business acquisition | $ 8,500,000 | ||||||||||||||||
Payments for Contingent Consideration | $ 2,000,000 | ||||||||||||||||
Kixer [Member] | Subsequent Event [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Payments for Contingent Consideration | $ 5,000,000 |