Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | May 01, 2017 | |
Document And Entity Information [Line Items] | ||
Entity Registrant Name | Scripps Networks Interactive, Inc. | |
Entity Central Index Key | 1,430,602 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Fiscal Year Focus | 2,017 | |
Trading Symbol | SNI | |
Document Fiscal Period Focus | Q1 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Common Class A [Member] | ||
Document And Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 95,905,959 | |
Voting Common Stock [Member] | ||
Document And Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 33,850,481 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 107,673 | $ 122,937 |
Accounts receivable, net of allowances: 2017 - $27,828; 2016 - $26,118 | 784,514 | 808,133 |
Programs and program licenses, net | 617,982 | 591,378 |
Prepaid expenses and other current assets | 65,677 | 135,651 |
Total current assets | 1,575,846 | 1,658,099 |
Programs and program licenses, net (less current portion) | 499,147 | 500,022 |
Investments | 734,482 | 699,481 |
Property and equipment, net of accumulated depreciation: 2017 - $348,627; 2016 - $354,435 | 302,042 | 286,399 |
Goodwill, net | 1,666,131 | 1,642,169 |
Intangible assets, net | 1,101,450 | 1,092,682 |
Deferred income taxes | 176,446 | 175,291 |
Other non-current assets | 147,048 | 146,151 |
Total Assets | 6,202,592 | 6,200,294 |
Current liabilities: | ||
Accounts payable | 30,316 | 42,223 |
Accrued liabilities | 191,518 | 152,480 |
Employee compensation and benefits | 52,708 | 123,506 |
Program rights payable | 67,011 | 70,403 |
Deferred revenue | 68,731 | 77,987 |
Current portion of debt | 249,967 | 249,932 |
Total current liabilities | 660,251 | 716,531 |
Debt (less current portion) | 2,803,592 | 2,952,454 |
Other non-current liabilities | 313,587 | 302,881 |
Total liabilities | 3,777,430 | 3,971,866 |
Scripps Networks Interactive ("SNI") shareholders’ equity: | ||
Preferred stock, $0.01 par - authorized: 25,000,000 shares; none outstanding | ||
Common stock | 1,298 | 1,293 |
Additional paid-in capital | 1,417,404 | 1,390,411 |
Retained earnings | 1,035,764 | 871,766 |
Accumulated other comprehensive loss | (296,371) | (363,701) |
SNI shareholders’ equity | 2,158,095 | 1,899,769 |
Non-controlling interest (Note 13) | 267,067 | 328,659 |
Total equity | 2,425,162 | 2,228,428 |
Total Liabilities and Equity | 6,202,592 | 6,200,294 |
Common Class A [Member] | ||
Scripps Networks Interactive ("SNI") shareholders’ equity: | ||
Common stock | 959 | 954 |
Voting Common Stock [Member] | ||
Scripps Networks Interactive ("SNI") shareholders’ equity: | ||
Common stock | $ 339 | $ 339 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Allowance for doubtful accounts receivable, current | $ 27,828 | $ 26,118 |
Accumulated depreciation of property and equipment | $ 348,627 | $ 354,435 |
Scripps Networks Interactive ("SNI") shareholders’ equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Class A [Member] | ||
Scripps Networks Interactive ("SNI") shareholders’ equity: | ||
Common stock, authorized (in shares) | 240,000,000 | 240,000,000 |
Common stock, issued (in shares) | 95,905,309 | 95,491,477 |
Common stock, outstanding (in shares) | 95,905,309 | 95,491,477 |
Voting Common Stock [Member] | ||
Scripps Networks Interactive ("SNI") shareholders’ equity: | ||
Common stock, authorized (in shares) | 60,000,000 | 60,000,000 |
Common stock, issued (in shares) | 33,850,481 | 33,850,481 |
Common stock, outstanding (in shares) | 33,850,481 | 33,850,481 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS ( UNAUDITED ) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating revenues: | ||
Advertising | $ 596,715 | $ 571,855 |
Distribution | 238,380 | 228,068 |
Other | 20,025 | 16,955 |
Total operating revenues | 855,120 | 816,878 |
Operating expenses: | ||
Cost of services, excluding depreciation and amortization | 279,039 | 279,667 |
Selling, general and administrative | 207,370 | 198,821 |
Depreciation | 14,960 | 17,297 |
Amortization | 24,197 | 31,062 |
Total operating expenses | 525,566 | 526,847 |
Operating income | 329,554 | 290,031 |
Interest expense, net | (24,252) | (33,745) |
Equity in earnings of affiliates | 20,449 | 25,678 |
(Loss) gain on derivatives | (2,336) | 2,766 |
Gain on sale of investments | 208,197 | |
Miscellaneous, net | 27,540 | 6,066 |
Income from operations before income taxes | 350,955 | 498,993 |
Provision for income taxes | 101,140 | 159,047 |
Net income | 249,815 | 339,946 |
Less: net income attributable to non-controlling interests | (49,915) | (49,049) |
Net income attributable to SNI | $ 199,900 | $ 290,897 |
Basic net income per share: | ||
Basic (in dollars per share) | $ 1.54 | $ 2.25 |
Diluted net income per share: | ||
Diluted (in dollars per share) | $ 1.53 | $ 2.24 |
Weighted average shares outstanding: | ||
Basic | 129,921 | 129,295 |
Diluted | 130,743 | 129,790 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net income | $ 249,815 | $ 339,946 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments, net of tax: 2017 - $5; 2016 - ($3,116) | 66,459 | 41,583 |
Pension Plan and SERP liability adjustments, net of tax: 2017 - ($499); 2016 - ($380) | 873 | 666 |
Comprehensive income | 317,147 | 382,195 |
Less: comprehensive income attributable to non-controlling interests | (49,917) | (49,814) |
Comprehensive income attributable to SNI | $ 267,230 | $ 332,381 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments, tax | $ 5 | $ (3,116) |
Pension liability adjustment, tax | $ (499) | $ (380) |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating Activities: | ||
Net income | $ 249,815 | $ 339,946 |
Adjustments to reconcile net income to cash provided by operating activities: | ||
Depreciation | 14,960 | 17,297 |
Amortization | 24,197 | 31,062 |
Program amortization | 216,577 | 218,941 |
Program payments | (243,294) | (245,754) |
Equity in earnings of affiliates | (20,449) | (25,678) |
Share-based compensation | 20,113 | 17,709 |
Loss (gain) on derivatives | 2,336 | (2,766) |
Gain on sale of investments | (208,197) | |
Dividends received from equity investments | 6,873 | 12,222 |
Deferred income taxes | (4,348) | (17,197) |
Changes in working capital accounts: | ||
Accounts receivable, net | 28,580 | 55,447 |
Other assets | 9,361 | (8,078) |
Accounts payable | (13,873) | 12,496 |
Deferred revenue | (9,183) | (9,563) |
Accrued / refundable income taxes | 98,487 | 171,938 |
Other liabilities | (59,204) | (45,312) |
Other, net | (19,685) | 8,154 |
Cash provided by operating activities | 301,263 | 322,667 |
Investing Activities: | ||
Additions to property and equipment | (24,827) | (11,345) |
Collections of note receivable | 1,558 | 1,179 |
Purchases of investments | (260) | |
Sale of investments | 225,000 | |
Settlement of derivatives | (2,336) | 3,592 |
Other, net | 214 | 1,217 |
Cash (used in) provided by investing activities | (25,651) | 219,643 |
Financing Activities: | ||
Proceeds from debt | 110,000 | |
Repayments of debt | (260,000) | (325,000) |
Purchases of non-controlling interests | (99,000) | |
Dividends paid to non-controlling interests | (111,509) | (89,346) |
Dividends paid | (39,096) | (32,288) |
Proceeds from stock options | 12,385 | 4,905 |
Other, net | (5,226) | (15,356) |
Cash used in financing activities | (293,446) | (556,085) |
Effect of exchange rate changes on cash and cash equivalents | 2,570 | 7,129 |
Decrease in cash and cash equivalents | (15,264) | (6,646) |
Cash and cash equivalents - beginning of period | 122,937 | 223,444 |
Cash and cash equivalents - end of period | 107,673 | 216,798 |
Supplemental Cash Flow Disclosures: | ||
Interest paid, excluding amounts capitalized | 3,530 | 2,387 |
Income taxes paid | $ 8,599 | $ 10,549 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY ( UNAUDITED ) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Loss [Member] | Non-controlling Interest [Member] | Redeemable Non-controlling Interests [Member] |
Total Equity Balance at Dec. 31, 2015 | $ 1,837,176 | $ 1,287 | $ 1,347,491 | $ 305,386 | $ (130,233) | $ 313,245 | $ 99,000 |
Comprehensive income | 379,569 | 290,897 | 41,484 | 47,188 | 2,626 | ||
Redeemable non-controlling interest fair value adjustments | 2,626 | 2,626 | (2,626) | ||||
Purchase of non-controlling interest | $ (99,000) | ||||||
Dividends paid to non-controlling interests | (89,346) | (89,346) | |||||
Dividends: declared and paid | (32,288) | (32,288) | |||||
Share-based compensation | 17,709 | 17,709 | |||||
Exercise of employee share options | 4,905 | 1 | 4,904 | ||||
Other share-based compensation, net | (3,394) | 2 | (3,396) | ||||
Tax impact of compensation plans | (407) | (407) | |||||
Total Equity Balance at Mar. 31, 2016 | 2,116,550 | 1,290 | 1,366,301 | 566,621 | (88,749) | 271,087 | |
Total Equity Balance at Dec. 31, 2016 | 2,228,428 | 1,293 | 1,390,411 | 871,766 | (363,701) | 328,659 | |
Comprehensive income | 317,147 | 199,900 | 67,330 | 49,917 | |||
Tax impact of purchase of non-controlling interest | 3,194 | 3,194 | |||||
Dividends paid to non-controlling interests | (111,509) | (111,509) | |||||
Dividends: declared and paid | (39,096) | (39,096) | |||||
Share-based compensation | 20,113 | 20,113 | |||||
Exercise of employee share options | 12,385 | 3 | 12,382 | ||||
Other share-based compensation, net | (5,500) | 2 | (5,502) | ||||
Total Equity Balance at Mar. 31, 2017 | $ 2,425,162 | $ 1,298 | $ 1,417,404 | $ 1,035,764 | $ (296,371) | $ 267,067 |
CONDENSED CONSOLIDATED STATEME9
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY ( UNAUDITED ) (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Other comprehensive income (loss), net of tax: | ||
Dividends: declared and paid (in dollars per share) | $ 0.30 | $ 0.25 |
Exercise of employee share options: shares issued (in shares) | 262,390 | 129,671 |
Other share-based compensation, net: shares issued (in shares) | 230,053 | 197,978 |
Other share-based compensation, net: shares repurchased (in shares) | 78,611 | 65,540 |
Description of Business and Bas
Description of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | 1. Description of Business and Basis of Presentation As used in the notes to the condensed consolidated financial statements, the terms “SNI,” “Scripps,” “the Company,” “we,” “our,” “us” or similar terms may, depending on the context, refer to Scripps Networks Interactive, Inc., to one or more of its consolidated subsidiary companies or to all of them taken as a whole. Description of Business SNI operates in the media industry and has interests in domestic and international television networks and internet-based media properties. The Company has two reportable segments: U.S. Networks and International Networks. U.S. Networks includes our six domestic television networks: HGTV, Food Network, Travel Channel, DIY Network, Cooking Channel and Great American Country. Additionally, U.S. Networks includes websites associated with the aforementioned television brands and other internet and digital businesses serving home, food, travel and other lifestyle-related categories. U.S. Networks also includes our digital content studio, Scripps Networks Lifestyle Studio. We own 100.0 percent of each of our networks, with the exception of Food Network and Cooking Channel, of which we own 68.7 percent. International Networks includes TVN S.A. (“TVN”), which operates a portfolio of free-to-air and pay-TV lifestyle and entertainment networks in Poland, including TVN, TVN24, TVN Style, TTV, TVN Turbo, TVN24 Biznes i Świat and HGTV. Also included in TVN is TVN Media, an advertising sales house. Additionally, International Networks includes the lifestyle-oriented networks available in the United Kingdom (“UK”), other European markets, the Middle East and Africa (“EMEA”), Asia Pacific (“APAC”) and Latin America. International Networks also includes our 50.0 percent share of the results of UKTV, a general entertainment and lifestyle channel platform in the UK. Basis of Presentation The condensed consolidated financial statements include the accounts of SNI and its majority-owned or controlled subsidiaries after elimination of intercompany accounts and transactions. Investments in which the Company lacks control but has the ability to exercise significant influence over operating and financial policies are accounted for using the equity method of accounting. Investments in entities in which SNI has no control or significant influence and is not the primary beneficiary are accounted for using the cost method of accounting. The results of companies acquired or disposed of are included in the condensed consolidated financial statements from the effective date of acquisition or up to the date of disposal, respectively. Unaudited Interim Financial Statements The condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and the instructions to Form 10-Q under the Securities Exchange Act of 1934, as amended. These unaudited condensed consolidated financial statements and the related footnotes hereto should be read in conjunction with the audited consolidated financial statements and footnotes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2016. In the opinion of management, the accompanying condensed consolidated balance sheets and related interim condensed consolidated statements of operations, comprehensive income, cash flows and shareholders’ equity include all adjustments, consisting only of normal recurring adjustments, necessary for their fair presentation in conformity with GAAP. The year end condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates, judgments and assumptions that affect the amounts and related disclosures reported in the condensed consolidated financial statements and accompanying footnotes, including the selection of appropriate accounting principles that reflect the economic substance of the underlying transactions and the assumptions on which to base accounting estimates. In reaching such decisions, judgment is applied based on analysis of the relevant circumstances, including historical experience, actuarial studies and other assumptions. Actual results could differ from estimates. Interim results are not necessarily indicative of the results that may be expected for any future interim periods or for a full year. |
Accounting Standards Updates
Accounting Standards Updates | 3 Months Ended |
Mar. 31, 2017 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
Accounting Standards Updates | 2. Accounting Standards Updates Issued and Adopted In March 2017, the Financial Accounting Standards Board (the “FASB”) issued new accounting guidance related to the presentation of net periodic pension costs and net periodic postretirement benefit costs, Compensation – Retirement Benefits (Topic 715), In January 2017, the FASB issued new accounting guidance related to intangibles – goodwill and other, Simplifying the Test for Goodwill Impairment, In January 2017, the FASB issued new accounting guidance related to business combinations, Clarifying the Definition of a Business, Issued and Not Yet Adopted In March 2016, the FASB issued new accounting guidance related to revenue recognition, Revenue from Contracts with Customers: Principal versus Agent Considerations (Reporting Revenue Gross versus Net), Revenue from Contracts with Customers. Revenue from Contracts with Customers, In February 2016, the FASB issued new accounting guidance related to leases, Leases, |
Earnings per Share
Earnings per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings per Share | 3. Earnings per Share Basic earnings per share (“EPS”) is calculated by dividing net income attributable to SNI by the weighted average number of common shares outstanding, including participating securities outstanding. Diluted EPS is similar to basic EPS, but adjusts for the effect of the potential issuance of common shares. We include all unvested share-based awards that contain non-forfeitable rights to dividends or dividend equivalents, whether paid or unpaid, in the calculation of both basic and diluted EPS. The following table presents information about basic and diluted weighted average shares outstanding: Three months ended March 31, ( in thousands ) 2017 2016 Basic weighted average shares outstanding 129,921 129,295 Effect of dilutive securities: Unvested share units and shares held by employees 278 208 Stock options held by employees and directors 544 287 Diluted weighted average shares outstanding 130,743 129,790 Anti-dilutive share awards 279 1,711 For the three months ended March 31, 2017 and March 31, 2016, the anti-dilutive share-based awards were not included in the computation of diluted weighted average shares outstanding. |
Employee Termination Program
Employee Termination Program | 3 Months Ended |
Mar. 31, 2017 | |
Extraordinary And Unusual Items [Abstract] | |
Employee Termination Program | 4. Employee Termination Program Reorganization During the fourth quarter of 2015, we executed the reorganization (the “Reorganization”) and committed to undertaking activities intended to streamline and integrate the management of our domestic networks, creating a cohesive and holistic organization. As part of the Reorganization, we announced we would be relocating certain employees during 2016. Our operating results include a gain of $0.1 million and expense of $7.3 million for severance, retention, benefits and relocation costs incurred as a result of the Reorganization for the three months ended March 31, 2017 and March 31, 2016, respectively. The $7.3 million of expense for the three months ended March 31, 2016 was classified as $5.6 million of selling, general and administrative and $1.7 million of cost of services. As a result of the Reorganization, net income attributable to SNI was increased by an immaterial amount and reduced by $4.5 million for the three months ended March 31, 2017 and March 31, 2016, respectively. The Reorganization was completed in the first quarter of 2017. A rollforward of the liability related to the Reorganization charges by segment is as follows: March 31, 2017 U.S. Networks International Networks Corporate and Other Total Liability as of December 31, 2016 $ 1,955 $ - $ 1,585 $ 3,540 Net accruals (142 ) - 39 (103 ) Payments (1,813 ) - (1,624 ) (3,437 ) Liability as of March 31, 2017 $ - $ - $ - $ - March 31, 2016 (in thousands) U.S. Networks International Networks Corporate and Other Total Liability as of December 31, 2015 $ 3,258 $ - $ 8 $ 3,266 Net accruals 3,762 - 3,519 7,281 Payments (2,057 ) - (2,381 ) (4,438 ) Non-cash (a ) (310 ) - (1,131 ) (1,441 ) Liability as of March 31, 2016 $ 4,653 $ - $ 15 $ 4,668 (a) The liability for the Reorganization is included within accrued liabilities on our 2016 condensed consolidated balance sheets. |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 5. Fair Value Measurement Fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets and liabilities carried at fair value are classified in one of three categories described below. • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Inputs, other than quoted market prices in active markets, that are observable either directly or indirectly. Quoted prices for similar instruments in active markets or model driven valuations in which all significant inputs and significant value drivers are observable in active markets. • Level 3 — Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. There have been no transfers of assets or liabilities between the fair value measurement classifications during the periods presented. Recurring Measurements March 31, 2017 (in thousands) Total Level 1 Level 2 Level 3 Assets: Cash equivalents $ 997 $ 997 $ - $ - Total $ 997 $ 997 $ - $ - December 31, 2016 (in thousands) Total Level 1 Level 2 Level 3 Assets: Cash equivalents $ 658 $ 658 $ - $ - Total $ 658 $ 658 $ - $ - Other Financial Instruments The carrying values of our financial instruments do not materially differ from their estimated fair values as of March 31, 2017 and December 31, 2016, except for debt, which is disclosed in Note 9 – Debt Non-Recurring Measurements The majority of the Company’s non-financial instruments, which include goodwill, other intangible assets and property and equipment, are not required to be carried at fair value on a recurring basis. However, if certain triggering events occur, or at least annually for goodwill, such that a non-financial instrument is required to be evaluated for impairment, a resulting asset impairment would require that the non-financial instrument be recorded at the lower of carrying value or fair value. |
Investments
Investments | 3 Months Ended |
Mar. 31, 2017 | |
Schedule Of Investments [Abstract] | |
Investments | 6. Investments Investments consisted of the following: (in thousands) March 31, 2017 December 31, 2016 Equity method investments $ 676,328 $ 641,327 Cost method investments 58,154 58,154 Total investments $ 734,482 $ 699,481 Investments accounted for using the equity method include the following: March 31, 2017 December 31, 2016 UKTV 50.0% 50.0% HGTV Magazine 50.0% 50.0% Food Network Magazine 50.0% 50.0% Everytap 40.0% 40.0% HGTV Canada 33.0% 33.0% nC+ 32.0% 32.0% Food Canada 29.0% 29.0% Cooking Channel Canada 29.0% 29.0% Onet 25.0% 25.0% UKTV UKTV receives financing through a loan (the “UKTV Loan”) provided by us. The UKTV Loan is reported within other non-current assets on our condensed consolidated balance sheets and totaled $94.8 million and $93.9 million as of March 31, 2017 and December 31, 2016, respectively. As a result of this financing arrangement and the level of equity investment at risk, we have determined that UKTV is a variable interest entity (“VIE”). SNI and its partner in the venture share equally in the profits of the entity, have equal representation on UKTV’s board of directors and share voting control in such matters as approving annual budgets, initiating financing arrangements and changing the scope of the business. However, our partner, the BBC Worldwide Limited (the “BBC”), maintains control over certain operational aspects of the business related to programming content, scheduling and the editorial and creative development of UKTV. Additionally, certain key management personnel of UKTV are employees of our partner. Since we do not control these activities that are critical to UKTV’s operating performance, we have determined that we are not the primary beneficiary of the entity and, therefore, account for the investment under the equity method of accounting. The Company’s investment in UKTV totaled $318.7 million and $305.1 million as of March 31, 2017 and December 31, 2016, respectively. A portion of the purchase price from our 50.0 percent investment in UKTV was attributed to amortizable intangible assets, which are included in the carrying value of our UKTV investment. Amortization expense attributed to intangible assets recognized upon acquiring our interest in UKTV reduces the equity in earnings we recognize from our UKTV investment. Accordingly, equity in earnings of affiliates includes our $12.2 million and $10.9 million proportionate share of UKTV’s results for the three months ended March 31, 2017 and March 31, 2016, respectively, which were reduced by amortization of $3.0 million and $3.4 million for the three months ended March 31, 2017 and March 31, 2016, respectively. Amortization that reduces the Company’s equity in UKTV’s earnings for future periods is expected to be as follows: ( in thousands ) Estimated Amortization* Remainder of 2017 $ 9,167 2018 $ 12,318 2019 $ 12,604 2020 $ 12,795 2021 $ 11,690 Thereafter $ 81,656 * The functional currency of UKTV is the British Pound ("GBP"), so these amounts are subject to change as the GBP to U.S. Dollar ("USD") exchange rate fluctuates. nC+ The Company, through its ownership of TVN, has an investment in nC+. A portion of the purchase price from our 32.0 percent investment in nC+ was attributed to amortizable intangible assets, which are included in the carrying value of our nC+ investment. Amortization expense attributed to intangible assets recognized upon acquiring our interest in nC+ reduces the equity in earnings we recognize from our nC+ investment. Accordingly, equity in earnings of affiliates includes our $4.0 million and $6.8 million proportionate share of nC+’s results for the three months ended March 31, 2017 and March 31, 2016, respectively. Amortization that reduces the Company’s equity in nC+’s earnings for future periods is expected to be as follows: ( in thousands ) Estimated Amortization* Remainder of 2017 $ 2,876 2018 $ 3,817 2019 $ 3,817 2020 $ 3,817 2021 $ 3,817 Thereafter $ 21,892 * The functional currency of nC+ is the Polish Zloty ("PLN"), so these amounts are subject to change as the PLN to USD exchange rate fluctuates. Fox-BRV Southern Sports Holdings I n Fox-BRV Southern Sports Holdings (“Fox Sports South”) Onet During the third quarter of 2016, the Company, through TVN, notified the controlling interest holder of Onet that it is exercising its rights under the put option of its agreement. On April 26, 2017, we sold our 25.0 percent interest in Onet to the controlling interest holder for PLN 185.0 million. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 7. Goodwill and Intangible Assets Goodwill consisted of the following: March 31, 2017 (in thousands) Gross Accumulated Impairments (1) Net Goodwill $ 1,768,395 $ (102,264 ) $ 1,666,131 (1) All accumulated impairments to goodwill are within International Networks. December 31, 2016 (in thousands) Gross Accumulated Impairments (1) Net Goodwill $ 1,744,433 $ (102,264 ) $ 1,642,169 (1) All accumulated impairments to goodwill are within International Networks. Activity related to goodwill by business segment consisted of the following: (in thousands) Goodwill U.S. Networks International Networks Corporate and Other Total December 31, 2016 $ 510,484 $ 1,131,685 $ - $ 1,642,169 Foreign currency translation adjustment - 23,962 - 23,962 March 31, 2017 $ 510,484 $ 1,155,647 $ - $ 1,666,131 Intangible assets consisted of the following: (in thousands) March 31, 2017 Intangible assets Gross Accumulated Amortization Net Acquired network distribution rights $ 726,611 $ (244,396 ) $ 482,215 Customer and advertiser lists 215,811 (98,536 ) 117,275 Copyrights and other tradenames 378,422 (69,750 ) 308,672 Broadcast licenses 121,034 (9,741 ) 111,293 Acquired rights and other 119,866 (37,871 ) 81,995 Total $ 1,561,744 $ (460,294 ) $ 1,101,450 (in thousands) December 31, 2016 Intangible assets Gross Accumulated Amortization Net Acquired network distribution rights $ 717,834 $ (232,856 ) $ 484,978 Customer and advertiser lists 209,314 (93,232 ) 116,082 Copyrights and other tradenames 362,236 (61,286 ) 300,950 Broadcast licenses 114,832 (7,861 ) 106,971 Acquired rights and other 119,885 (36,184 ) 83,701 Total $ 1,524,101 $ (431,419 ) $ 1,092,682 Amortization expense associated with intangible assets for future periods is expected to be as follows: ( in thousands ) Estimated Amortization * Remainder of 2017 $ 66,551 2018 $ 98,751 2019 $ 100,877 2020 $ 83,628 2021 $ 80,833 Thereafter $ 670,810 * The functional currency of certain foreign subsidiaries differs from the USD, so these amounts are subject to change as exchange rates fluctuate. |
Accrued Liabilities
Accrued Liabilities | 3 Months Ended |
Mar. 31, 2017 | |
Accrued Liabilities Current Portion [Abstract] | |
Accrued Liabilities | 8 . Accrued Liabilities Accrued liabilities consisted of the following: (in thousands) March 31, 2017 December 31, 2016 Rent $ 18,989 $ 19,899 Advertising rebates 19,292 15,966 Marketing and advertising 12,684 14,385 Interest 27,507 6,644 Taxes payable 29,539 456 Other accrued expenses 83,507 95,130 Total accrued liabilities $ 191,518 $ 152,480 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | 9 . Debt Debt consisted of the following: March 31, 2017 (in thousands) Maturity Gross Unamortized Debt Issuance Costs Net Carrying Amount Amended Revolving Credit Facility 2019 - 2020 325,000 $ - 325,000 Term Loan 2017 250,000 (33 ) 249,967 2.75% Senior Notes 2019 499,068 (1,937 ) 497,131 2.80% Senior Notes 2020 598,704 (3,131 ) 595,573 3.50% Senior Notes 2022 399,085 (2,837 ) 396,248 3.90% Senior Notes 2024 497,201 (3,033 ) 494,168 3.95% Senior Notes 2025 499,224 (3,752 ) 495,472 Total debt 3,068,282 (14,723 ) 3,053,559 Current portion of debt (250,000 ) 33 (249,967 ) Debt (less current portion) $ 2,818,282 $ (14,690 ) $ 2,803,592 Fair value of debt * $ 3,108,663 December 31, 2016 (in thousands) Maturity Gross Unamortized Debt Issuance Costs Net Carrying Amount Amended Revolving Credit Facility 2019 - 2020 475,000 $ - 475,000 Term Loan 2017 250,000 (68 ) 249,932 2.75% Senior Notes 2019 498,979 (2,124 ) 496,855 2.80% Senior Notes 2020 598,602 (3,378 ) 595,224 3.50% Senior Notes 2022 399,040 (2,975 ) 396,065 3.90% Senior Notes 2024 497,110 (3,133 ) 493,977 3.95% Senior Notes 2025 499,200 (3,867 ) 495,333 Total debt 3,217,931 (15,545 ) 3,202,386 Current portion of debt (250,000 ) 68 (249,932 ) Debt (less current portion) $ 2,967,931 $ (15,477 ) $ 2,952,454 Fair value of debt * $ 3,254,862 *The fair value of the Senior Notes was estimated using level 2 inputs comprised of quoted prices in active markets, market indices and interest rate measurements for debt with similar remaining maturity. Revolving Credit Facility In May 2015, we entered into the Amended Revolving Credit Facility (the “Amended Revolving Credit Facility”). The Amended Revolving Credit Facility permits borrowings up to an aggregate principal amount of $900.0 million, which may be increased to $1,150.0 million at our option. The Amended Revolving Credit Facility matures in March 2020, with the exception of $32.5 million, which matures in March 2019. Borrowings under the Amended Revolving Credit Facility incur interest charges based on the Company’s credit rating, with drawn amounts incurring interest at LIBOR plus a range of 69 to 130 basis points and a facility fee ranging from 6 to 20 basis points, also subject to the Company’s credit ratings. The Company had outstanding borrowings under the Amended Credit Facility of $325.0 million and $475.0 million as of March 31, 2017 and December 31, 2016, respectively. Interest was calculated at a rate of approximately 1.91% and 1.54% for the three months ended March 31, 2017 and March 31, 2016, respectively. Outstanding letters of credit under the Amended Revolving Credit Facility totaled $0.8 million and $0.8 million as of March 31, 2017 and December 31, 2016, respectively. Term Loan In June 2015, we entered into a $250.0 million senior unsecured Term Loan (the “Term Loan”) agreement. The Term Loan has a maturity date of June 2017, with outstanding borrowings incurring interest at LIBOR plus a range of 62.5 to 137.5 basis points, subject to the Company’s credit ratings. The weighted average interest rate on the Term Loan was 1.88% and 1.52% for the three months ended March 31, 2017 and March 31, 2016, respectively. The Term Loan is classified within current portion of debt on our condensed consolidated balance sheets. Debt Issuance Costs Amounts capitalized and included as a reduction against debt on our condensed consolidated balance sheets included $14.7 million and $15.5 million of debt issuance costs as of March 31, 2017 and December 31, 2016, respectively. Debt issuance costs of $1.0 million and $1.1 million related to the Amended Credit Facility are included within other non-current assets on our condensed consolidated balance sheets as of March 31, 2017 and December 31, 2016, respectively. We amortized $1.3 million and $1.7 million of debt issuance and debt discount costs within interest expense in our condensed consolidated statements of operations for the three months ended March 31, 2017 and March 31, 2016, respectively. Debt Covenants The Amended Revolving Credit Facility, the Term Loan and all of our Senior Notes include certain affirmative and negative covenants, including limitations on the incurrence of additional indebtedness and maintenance of a maximum leverage ratio. |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefit Plans | 10. Employee Benefit Plans We sponsor the Pension Plan, which covers certain of our U.S.-based employees. Expense recognized in relation to the Pension Plan is based upon actuarial valuations. Inherent in those valuations are key assumptions including discount rates and, where applicable, expected returns on assets and projected future salary rates. The discount rates used in the valuation of the Pension Plan are evaluated annually based on current market conditions. Benefits are generally based on the employee’s compensation and years of service. We also have a non-qualified Supplemental Executive Retirement Plan (“SERP”). The SERP, which is unfunded, provides defined pension benefits, in addition to what is provided under the Pension Plan, to eligible executives based on average earnings, years of service and estimated age at retirement. In 2009, the Pension Plan was amended whereby no additional service benefits can be earned by participants after December 31, 2009. The amount of eligible compensation that is used to calculate a plan participant’s pension benefit will continue to include any compensation earned by the employee through December 31, 2019, after which time all plan participants will have a frozen pension benefit. The measurement date used for the Pension Plan and SERP is December 31. The expense components consisted of the following: Pension Plan SERP Three months ended March 31, Three months ended March 31, (in thousands) 2017 2016 2017 2016 Interest cost $ 827 $ 776 $ 409 $ 433 Expected return on plan assets, net of expenses (1,002 ) (822 ) - - Amortization of net loss 765 530 607 516 Total $ 590 $ 484 $ 1,016 $ 949 We did not make any contributions to fund the Pension Plan during the three months ended March 31, 2017, and we made a contribution of $10.0 million during the three months ended March 31, 2016. We do not anticipate contributing any cash to fund the Pension Plan during the remainder of 2017. We made $0.3 million and $1.7 million in SERP benefit payments for the three months ended March 31, 2017 and March 31, 2016 respectively. We anticipate an additional $11.5 million in SERP benefit payments during the remainder of 2017. Executive Deferred Compensation Plan We have an unqualified executive deferred compensation plan (“Deferred Compensation Plan”) that is available to certain management level employees and directors of the Company. Under the Deferred Compensation Plan, participants may elect to defer receipt of a portion of their annual base compensation and/or bonus. The Deferred Compensation Plan is an unfunded plan maintained primarily for the purpose of providing deferred compensation benefits. We use corporate-owned life insurance contracts held in a rabbi trust to support the plan. We had investments within this rabbi trust valued at $47.1 million as of March 31, 2017, including $35.7 million of cash surrender value of Company-owned life insurance contracts and $11.4 million held in mutual funds. We had investments within this rabbi trust valued at $45.0 million as of December 31, 2016, including $34.4 million of cash surrender value of Company-owned life insurance contracts and $10.6 million held in mutual funds. These mutual funds are valued using Level 1 and Level 2 inputs. These instruments are included within other non-current assets on our condensed consolidated balance sheets. Gains or losses related to these insurance contracts and mutual fund investments are included within miscellaneous, net in our condensed consolidated statements of operations. The unsecured obligation to pay the deferred compensation totaled $60.3 million and $48.7 million as of March 31, 2017 and December 31, 2016, respectively. The long-term portion of the unsecured obligation totaled $58.5 million and $47.0 million as of March 31, 2017 and December 31, 2016, respectively, and is included within other non-current liabilities on our condensed consolidated balance sheets. The short-term portion of the unsecured obligation to pay totaled $1.8 million and $1.7 million as of March 31, 2017 and December 31, 2016, respectively. |
Other Non-Current Liabilities
Other Non-Current Liabilities | 3 Months Ended |
Mar. 31, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Other Non-Current Liabilities | 11. Other Non-Current Liabilities Other non-current liabilities consisted of the following: (in thousands) March 31, 2017 December 31, 2016 Pension and post-employment benefits $ 82,911 $ 82,734 Deferred compensation 58,452 47,008 Uncertain tax positions 154,018 151,821 Other 18,206 21,318 Other non-current liabilities $ 313,587 $ 302,881 |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | 12. Derivative Financial Instruments In order to minimize earnings and cash flow volatility resulting from currency exchange rate changes, we may enter into derivative instruments, principally forward and option foreign currency contracts. These contracts are designed to hedge anticipated foreign currency transactions and changes in the value of specific assets, liabilities and probable commitments. We do not enter into derivative instruments for speculative trading purposes. The free-standing derivative forward contracts are used to offset our exposure to the change in value of specific foreign currency denominated assets and liabilities. These derivatives are not designated as hedges. Changes in the value of these contracts are recognized in earnings, thereby offsetting the current earnings effect of the related change in functional currency value of foreign currency denominated assets and liabilities. The gross notional amount of these contracts outstanding was zero as of March 31, 2017 and December 31, 2016, respectively. The cash flow settlements from these derivative contracts are primarily reported within investing activities in the condensed consolidated statements of cash flows. We recognized $2.3 million of net losses and $2.8 million of net gains from derivatives for the three months ended March 31, 2017 and March 31, 2016, respectively, included within (loss) gain on derivatives in the condensed consolidated statements of operations. Additionally, we recorded foreign currency transaction net gains of $29.7 million and net losses of $8.9 million for the three months ended March 31, 2017 and March 31, 2016, respectively, which are included within miscellaneous, net in our condensed consolidated statements of operations. |
Redeemable Non-controlling Inte
Redeemable Non-controlling Interests and Non-controlling Interest | 3 Months Ended |
Mar. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Redeemable Non-controlling Interests and Non-controlling Interest | 13. Redeemable Non-controlling Interests and Non-controlling Interest Redeemable Non-controlling Interests A non-controlling owner previously held a 35.0 percent residual interest in the Travel Channel. The owner of the non-controlling interest had a put option requiring us to purchase their interest, and we had a call option to acquire their interest. In February 2016, we exercised our call option for an agreed upon price of $99.0 million. We now own 100.0 percent of Travel Channel. A non-controlling owner previously held a 30.0 percent interest in Food Network Latin America (“FNLA”). In December 2016, we purchased the remaining interest in FNLA from the non-controlling interest holders for $4.5 million. The following table summarizes the activity for account balances whose fair value measurements are estimated utilizing Level 3 inputs: March 31, (in thousands) 2016 Beginning period balance $ 99,000 Net income 2,626 Fair value adjustments (2,626 ) Dividends paid to non-controlling interests - Additions to non-controlling interests - Purchase of non-controlling interest (99,000 ) Ending period balance $ - The net income amounts reflected in the table above are reported within net income attributable to non-controlling interests in our condensed consolidated statements of operations. Non-controlling Interest The Food Network and Cooking Channel are operated and organized under the terms of a general partnership (the “Partnership”). The Company and a non-controlling owner hold interests in the Partnership. During the fourth quarter of 2016, the Partnership agreement was extended and specifies a dissolution date of December 31, 2020. If the term of the Partnership is not extended prior to that date, the Partnership agreement permits the Company, as holder of 80.0 percent of the applicable votes, to reconstitute the Partnership and continue its business. If for some reason the Partnership is not continued, it will be required to limit its activities to winding up, settling debts, liquidating assets and distributing proceeds to the partners in proportion to their partnership interests. |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Shareholders' Equity | 14. Shareholders’ Equity Capital Stock SNI’s capital structure includes Common Voting Shares and Class A Common Shares. Our Amended and Restated Articles of Incorporation provide that the holders of Class A Common Shares, who are not entitled to vote on any other matters except as required by Ohio law, are entitled to elect the greater of three or one-third of the directors. The Common Voting Shares and Class A Common Shares have equal dividend distribution rights. Incentive Plans The SNI 2015 Amended Long-Term Incentive Plan (the “2015 Amended LTI Plan”) provides for long-term equity incentive compensation for key employees and members of the Company’s Board of Directors (the “Board”). T he 2015 Amended LTI Plan authorizes the grant of discretionary awards for employees and non-employee directors in the form of incentive or non-qualified stock options, stock appreciation rights, restricted shares, restricted stock units (“RSUs”), performance shares, performance-based restricted stock units (“PBRSUs”) and other share-based awards and dividend equivalents. The Company has reserved 8.0 million Class A Common Shares for issuance under the 2015 Amended LTI Plan. The 2015 Amended LTI Plan will remain in effect until February 2025, unless terminated sooner by the Board. Termination will not affect outstanding grants and awards. The 2015 Amended LTI Plan replaced the SNI 2008 Long-Term Incentive Plan (the “Prior LTI Plan”), and no further awards will be made under the Prior LTI Plan. However, awards granted under the Prior LTI Plan remain outstanding in accordance with their terms. We satisfy stock option exercises and vested stock awards with newly-issued shares. Shares available for future share compensation grants totaled 6.4 million at March 31, 2017. During the three months ended March 31, 2017, the Company granted 0.4 million RSUs, including PBRSUs, under the 2015 Amended LTI Plan. During the three months ended March 31, 2016, the Company granted 0.5 million stock options and 0.4 million RSUs, including PBRSUs. The number of shares ultimately issued for PBRSUs will depend upon performance compared to specified metrics. The fair values for stock options are estimated on the grant date using a lattice-based binomial model. Assumptions utilized in the model are evaluated and revised, as necessary, to reflect market conditions and experience. Share-based compensation was as follows: Three months ended March 31, (in thousands) 2017 2016 Stock options $ 280 $ 4,795 RSUs and PBRSUs 19,833 12,914 Total share-based compensation $ 20,113 $ 17,709 Unrecognized share-based compensation expense was as follows as of March 31, 2017: (in thousands) Amount Weighted-Average Period Stock options $ 1,511 1.6 years RSUs and PBRSUs 35,574 2.2 years Total unrecognized share-based compensation $ 37,085 Share Repurchase Programs We have share repurchase programs (“Repurchase Programs”) authorized by the Board that permit us to acquire the Company’s Class A Common Shares. We did not repurchase any shares during the three months ended March 31, 2017 and March 31, 2016, respectively. As of March 31, 2017, $1,512.5 million in authorization remains available for repurchase under the Repurchase Programs. All shares repurchased under the Repurchase Programs are retired and returned to authorized and unissued shares. There is no expiration date for the Repurchase Programs, and we are under no commitment or obligation to repurchase any particular amount of Class A Common Shares under the Repurchase Programs. |
Comprehensive Income
Comprehensive Income | 3 Months Ended |
Mar. 31, 2017 | |
Comprehensive Income Net Of Tax Including Portion Attributable To Noncontrolling Interest [Abstract] | |
Comprehensive Income | 15. Comprehensive Income Changes in the accumulated other comprehensive income or loss (“AOCI”) balance by component consisted of the following: Three months ended March 31, 2017 (in thousands) Foreign Currency Translation Pension Plan and SERP Liability Total Accumulated Other Comprehensive (Loss) Income Beginning period balance $ (324,708 ) $ (38,993 ) $ (363,701 ) Other comprehensive (loss) before reclassifications 66,457 — 66,457 Amounts reclassified from AOCI — 873 873 Net current-period other comprehensive (loss) 66,457 873 67,330 Ending period balance $ (258,251 ) $ (38,120 ) $ (296,371 ) Three months ended March 31, 2016 (in thousands) Foreign Currency Translation Pension Plan and SERP Liability Total Accumulated Other Comprehensive (Loss) Income Beginning period balance $ (98,239 ) $ (31,994 ) $ (130,233 ) Other comprehensive (loss) income before reclassifications 40,818 — 40,818 Amounts reclassified from AOCI — 666 666 Net current-period other comprehensive (loss) income 40,818 666 41,484 Ending period balance $ (57,421 ) $ (31,328 ) $ (88,749 ) Amounts reported in the table above are net of income tax. Amounts reclassified to net earnings for Pension Plan and SERP liability adjustments relate to the amortization of actuarial losses. These amounts are included within selling, general and administrative in our condensed consolidated statements of operations and totaled $1.4 million and $1.0 million for the three months ended March 31, 2017 and March 31, 2016, respectively (see Note 10 - Employee Benefit Plans |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | 16. Segment Information The Company has two reportable segments: U.S. Networks and International Networks which are determined based on our management and internal reporting structure. U.S. Networks includes our six domestic television networks: HGTV, Food Network, Travel Channel, DIY Network, Cooking Channel and Great American Country. Additionally, U.S. Networks includes websites associated with the aforementioned television brands and other internet and digital businesses serving home, food, travel and other lifestyle-related categories. U.S. Networks also includes our digital content studio, Scripps Lifestyle Studios. We own 100.0 percent of each of our networks, with the exception of Food Network and Cooking Channel, of which we own 68.7 percent. Each of our networks is distributed by cable and satellite operators, telecommunication suppliers and other digital providers, such as those providing streaming or on-demand services. U.S. Networks generates revenues primarily from advertising sales and distribution fees earned from the right to distribute our programming content. U.S. Networks also earns revenues from licensing content to third parties and brands for consumer products. International Networks includes the TVN portfolio of networks and other lifestyle-oriented networks available in the UK, EMEA, APAC and Latin America. International Networks also includes our 50.0 percent share of the results of UKTV, a general entertainment and lifestyle channel platform in the UK. Corporate and Other includes the results of businesses not separately identified as reportable segments for external financial reporting purposes and will continue to be disclosed separately from the results of U.S. Networks and International Networks. The Company generally does not allocate employee-related corporate overhead costs to its reportable segments, but rather classifies these expenses within Corporate and Other. Intersegment revenue eliminations are included in Corporate and Other and totaled $7.2 million and $6.6 million for the three months ended March 31, 2017 and March 31, 2016, respectively. Our CODM, whom we have identified as our Chief Executive Officer (“CEO”), evaluates the operating performance of our businesses and makes decisions about the allocation of resources to the businesses using a measure we refer to as segment profit (loss). Segment profit (loss) is defined as income (loss) from operations before income taxes excluding depreciation, amortization, goodwill write-downs, interest expense, equity in earnings of affiliates, gain (loss) on derivatives, gain (loss) on sale of investments and other miscellaneous non-operating expenses which are included in net income (loss) determined in accordance with GAAP. Information regarding our segments is as follows: Three months ended March 31, 2017 (in thousands) U.S. Networks International Networks Corporate and Other Consolidated Operating revenues: Advertising $ 512,055 $ 84,660 $ — $ 596,715 Distribution 211,140 27,240 — 238,380 Other 13,694 13,625 (7,294 ) 20,025 Total operating revenues 736,889 125,525 (7,294 ) 855,120 Cost of services, excluding depreciation and amortization 205,322 79,334 (5,617 ) 279,039 Selling, general and administrative 147,993 30,681 28,696 207,370 Segment profit (loss) 383,574 15,510 (30,373 ) 368,711 Depreciation 11,499 2,872 589 14,960 Amortization 9,918 14,279 — 24,197 Operating income (loss) 362,157 (1,641 ) (30,962 ) 329,554 Interest (expense) income, net (120 ) 147 (24,279 ) (24,252 ) Equity in earnings of affiliates 5,243 15,206 — 20,449 Loss on derivatives — — (2,336 ) (2,336 ) Miscellaneous, net 2,483 19,903 5,154 27,540 Income (loss) from operations before income taxes $ 369,763 $ 33,615 $ (52,423 ) $ 350,955 Additions to property and equipment: $ 12,256 $ 7,347 $ 5,844 $ 25,447 Three months ended March 31, 2016 (in thousands) U.S. Networks International Networks Corporate and Other Consolidated Operating revenues: Advertising $ 487,285 $ 84,570 $ — $ 571,855 Distribution 202,096 25,972 — 228,068 Other 12,814 10,796 (6,655 ) 16,955 Total operating revenues 702,195 121,338 (6,655 ) 816,878 Cost of services, excluding depreciation and amortization 203,359 81,058 (4,750 ) 279,667 Selling, general and administrative 139,339 30,491 28,991 198,821 Segment profit (loss) 359,497 9,789 (30,896 ) 338,390 Depreciation 14,195 2,841 261 17,297 Amortization 10,021 21,041 — 31,062 Operating income (loss) 335,281 (14,093 ) (31,157 ) 290,031 Interest expense, net (17 ) (6,867 ) (26,861 ) (33,745 ) Equity in earnings of affiliates 7,732 17,946 — 25,678 Gain on derivatives — — 2,766 2,766 Gain on sale of investments 208,197 — — 208,197 Miscellaneous, net 3,487 31,058 (28,479 ) 6,066 Income (loss) from operations before income taxes $ 554,680 $ 28,044 $ (83,731 ) $ 498,993 Additions to property and equipment: $ 8,671 $ 2,674 $ — $ 11,345 Three months ended March 31, (in thousands) 2017 2016 Operating revenues by geographic location: United States $ 738,094 $ 701,888 Poland 99,284 $ 97,758 Other International 17,742 17,232 Total operating revenues $ 855,120 $ 816,878 (in thousands) March 31, 2017 December 31, 2016 Assets: U.S. Networks $ 2,782,139 $ 2,800,137 International Networks 3,077,875 2,991,607 Corporate and Other 342,578 408,550 Total assets $ 6,202,592 $ 6,200,294 Long-lived assets by geographic location: United States $ 1,803,591 $ 1,809,919 Poland 2,251,449 2,172,743 Other International 395,261 384,242 Total long-lived assets $ 4,450,301 $ 4,366,904 No single customer provides more than 10.0 percent of our revenues. Assets held by our businesses and physically located outside of the United States totaled $3,041.0 million and $2,955.8 million at March 31, 2017 and December 31, 2016, respectively. |
Description of Business and B26
Description of Business and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Unaudited Interim Financial Statements | Unaudited Interim Financial Statements The condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and the instructions to Form 10-Q under the Securities Exchange Act of 1934, as amended. These unaudited condensed consolidated financial statements and the related footnotes hereto should be read in conjunction with the audited consolidated financial statements and footnotes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2016. In the opinion of management, the accompanying condensed consolidated balance sheets and related interim condensed consolidated statements of operations, comprehensive income, cash flows and shareholders’ equity include all adjustments, consisting only of normal recurring adjustments, necessary for their fair presentation in conformity with GAAP. The year end condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates, judgments and assumptions that affect the amounts and related disclosures reported in the condensed consolidated financial statements and accompanying footnotes, including the selection of appropriate accounting principles that reflect the economic substance of the underlying transactions and the assumptions on which to base accounting estimates. In reaching such decisions, judgment is applied based on analysis of the relevant circumstances, including historical experience, actuarial studies and other assumptions. Actual results could differ from estimates. Interim results are not necessarily indicative of the results that may be expected for any future interim periods or for a full year. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Weighted Average Shares Outstanding | The following table presents information about basic and diluted weighted average shares outstanding: Three months ended March 31, ( in thousands ) 2017 2016 Basic weighted average shares outstanding 129,921 129,295 Effect of dilutive securities: Unvested share units and shares held by employees 278 208 Stock options held by employees and directors 544 287 Diluted weighted average shares outstanding 130,743 129,790 Anti-dilutive share awards 279 1,711 |
Employee Termination Programs (
Employee Termination Programs (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Reorganization [Member] | |
Schedule of Rollforward of the Liability Related to the Reorganization Charges by Segment | A rollforward of the liability related to the Reorganization charges by segment is as follows: March 31, 2017 U.S. Networks International Networks Corporate and Other Total Liability as of December 31, 2016 $ 1,955 $ - $ 1,585 $ 3,540 Net accruals (142 ) - 39 (103 ) Payments (1,813 ) - (1,624 ) (3,437 ) Liability as of March 31, 2017 $ - $ - $ - $ - March 31, 2016 (in thousands) U.S. Networks International Networks Corporate and Other Total Liability as of December 31, 2015 $ 3,258 $ - $ 8 $ 3,266 Net accruals 3,762 - 3,519 7,281 Payments (2,057 ) - (2,381 ) (4,438 ) Non-cash (a ) (310 ) - (1,131 ) (1,441 ) Liability as of March 31, 2016 $ 4,653 $ - $ 15 $ 4,668 (a) |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of fair value on recurring measurements | Recurring Measurements March 31, 2017 (in thousands) Total Level 1 Level 2 Level 3 Assets: Cash equivalents $ 997 $ 997 $ - $ - Total $ 997 $ 997 $ - $ - December 31, 2016 (in thousands) Total Level 1 Level 2 Level 3 Assets: Cash equivalents $ 658 $ 658 $ - $ - Total $ 658 $ 658 $ - $ - |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Summary of investment | Investments consisted of the following: (in thousands) March 31, 2017 December 31, 2016 Equity method investments $ 676,328 $ 641,327 Cost method investments 58,154 58,154 Total investments $ 734,482 $ 699,481 |
Equity method investments | Investments accounted for using the equity method include the following: March 31, 2017 December 31, 2016 UKTV 50.0% 50.0% HGTV Magazine 50.0% 50.0% Food Network Magazine 50.0% 50.0% Everytap 40.0% 40.0% HGTV Canada 33.0% 33.0% nC+ 32.0% 32.0% Food Canada 29.0% 29.0% Cooking Channel Canada 29.0% 29.0% Onet 25.0% 25.0% |
UKTV [Member] | |
Summary of Estimated Amortization | Amortization that reduces the Company’s equity in UKTV’s earnings for future periods is expected to be as follows: ( in thousands ) Estimated Amortization* Remainder of 2017 $ 9,167 2018 $ 12,318 2019 $ 12,604 2020 $ 12,795 2021 $ 11,690 Thereafter $ 81,656 * The functional currency of UKTV is the British Pound ("GBP"), so these amounts are subject to change as the GBP to U.S. Dollar ("USD") exchange rate fluctuates. |
nC+ [Member] | |
Summary of Estimated Amortization | Amortization that reduces the Company’s equity in nC+’s earnings for future periods is expected to be as follows: ( in thousands ) Estimated Amortization* Remainder of 2017 $ 2,876 2018 $ 3,817 2019 $ 3,817 2020 $ 3,817 2021 $ 3,817 Thereafter $ 21,892 * The functional currency of nC+ is the Polish Zloty ("PLN"), so these amounts are subject to change as the PLN to USD exchange rate fluctuates. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill | Goodwill consisted of the following: March 31, 2017 (in thousands) Gross Accumulated Impairments (1) Net Goodwill $ 1,768,395 $ (102,264 ) $ 1,666,131 (1) All accumulated impairments to goodwill are within International Networks. December 31, 2016 (in thousands) Gross Accumulated Impairments (1) Net Goodwill $ 1,744,433 $ (102,264 ) $ 1,642,169 (1) All accumulated impairments to goodwill are within International Networks. |
Intangible assets | Intangible assets consisted of the following: (in thousands) March 31, 2017 Intangible assets Gross Accumulated Amortization Net Acquired network distribution rights $ 726,611 $ (244,396 ) $ 482,215 Customer and advertiser lists 215,811 (98,536 ) 117,275 Copyrights and other tradenames 378,422 (69,750 ) 308,672 Broadcast licenses 121,034 (9,741 ) 111,293 Acquired rights and other 119,866 (37,871 ) 81,995 Total $ 1,561,744 $ (460,294 ) $ 1,101,450 (in thousands) December 31, 2016 Intangible assets Gross Accumulated Amortization Net Acquired network distribution rights $ 717,834 $ (232,856 ) $ 484,978 Customer and advertiser lists 209,314 (93,232 ) 116,082 Copyrights and other tradenames 362,236 (61,286 ) 300,950 Broadcast licenses 114,832 (7,861 ) 106,971 Acquired rights and other 119,885 (36,184 ) 83,701 Total $ 1,524,101 $ (431,419 ) $ 1,092,682 |
Summary of amortization expense associated with intangible assets | Amortization expense associated with intangible assets for future periods is expected to be as follows: ( in thousands ) Estimated Amortization * Remainder of 2017 $ 66,551 2018 $ 98,751 2019 $ 100,877 2020 $ 83,628 2021 $ 80,833 Thereafter $ 670,810 * The functional currency of certain foreign subsidiaries differs from the USD, so these amounts are subject to change as exchange rates fluctuate. |
Goodwill [Member] | |
Activity by business segment | Activity related to goodwill by business segment consisted of the following: (in thousands) Goodwill U.S. Networks International Networks Corporate and Other Total December 31, 2016 $ 510,484 $ 1,131,685 $ - $ 1,642,169 Foreign currency translation adjustment - 23,962 - 23,962 March 31, 2017 $ 510,484 $ 1,155,647 $ - $ 1,666,131 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Accrued Liabilities Current Portion [Abstract] | |
Accrued Liabilities | Accrued liabilities consisted of the following: (in thousands) March 31, 2017 December 31, 2016 Rent $ 18,989 $ 19,899 Advertising rebates 19,292 15,966 Marketing and advertising 12,684 14,385 Interest 27,507 6,644 Taxes payable 29,539 456 Other accrued expenses 83,507 95,130 Total accrued liabilities $ 191,518 $ 152,480 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-term debt | Debt consisted of the following: March 31, 2017 (in thousands) Maturity Gross Unamortized Debt Issuance Costs Net Carrying Amount Amended Revolving Credit Facility 2019 - 2020 325,000 $ - 325,000 Term Loan 2017 250,000 (33 ) 249,967 2.75% Senior Notes 2019 499,068 (1,937 ) 497,131 2.80% Senior Notes 2020 598,704 (3,131 ) 595,573 3.50% Senior Notes 2022 399,085 (2,837 ) 396,248 3.90% Senior Notes 2024 497,201 (3,033 ) 494,168 3.95% Senior Notes 2025 499,224 (3,752 ) 495,472 Total debt 3,068,282 (14,723 ) 3,053,559 Current portion of debt (250,000 ) 33 (249,967 ) Debt (less current portion) $ 2,818,282 $ (14,690 ) $ 2,803,592 Fair value of debt * $ 3,108,663 December 31, 2016 (in thousands) Maturity Gross Unamortized Debt Issuance Costs Net Carrying Amount Amended Revolving Credit Facility 2019 - 2020 475,000 $ - 475,000 Term Loan 2017 250,000 (68 ) 249,932 2.75% Senior Notes 2019 498,979 (2,124 ) 496,855 2.80% Senior Notes 2020 598,602 (3,378 ) 595,224 3.50% Senior Notes 2022 399,040 (2,975 ) 396,065 3.90% Senior Notes 2024 497,110 (3,133 ) 493,977 3.95% Senior Notes 2025 499,200 (3,867 ) 495,333 Total debt 3,217,931 (15,545 ) 3,202,386 Current portion of debt (250,000 ) 68 (249,932 ) Debt (less current portion) $ 2,967,931 $ (15,477 ) $ 2,952,454 Fair value of debt * $ 3,254,862 *The fair value of the Senior Notes was estimated using level 2 inputs comprised of quoted prices in active markets, market indices and interest rate measurements for debt with similar remaining maturity. |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
Expense components of pension plan and SERP | The measurement date used for the Pension Plan and SERP is December 31. The expense components consisted of the following: Pension Plan SERP Three months ended March 31, Three months ended March 31, (in thousands) 2017 2016 2017 2016 Interest cost $ 827 $ 776 $ 409 $ 433 Expected return on plan assets, net of expenses (1,002 ) (822 ) - - Amortization of net loss 765 530 607 516 Total $ 590 $ 484 $ 1,016 $ 949 |
Other Non-Current Liabilities (
Other Non-Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Other Non-Current Liabilities | Other non-current liabilities consisted of the following: (in thousands) March 31, 2017 December 31, 2016 Pension and post-employment benefits $ 82,911 $ 82,734 Deferred compensation 58,452 47,008 Uncertain tax positions 154,018 151,821 Other 18,206 21,318 Other non-current liabilities $ 313,587 $ 302,881 |
Redeemable Non-controlling In36
Redeemable Non-controlling Interests and Non-controlling Interest (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Summary of activity for account balances whose fair value measurements are estimated utilizing level 3 inputs | The following table summarizes the activity for account balances whose fair value measurements are estimated utilizing Level 3 inputs: March 31, (in thousands) 2016 Beginning period balance $ 99,000 Net income 2,626 Fair value adjustments (2,626 ) Dividends paid to non-controlling interests - Additions to non-controlling interests - Purchase of non-controlling interest (99,000 ) Ending period balance $ - |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Share-Based Compensation | Share-based compensation was as follows: Three months ended March 31, (in thousands) 2017 2016 Stock options $ 280 $ 4,795 RSUs and PBRSUs 19,833 12,914 Total share-based compensation $ 20,113 $ 17,709 |
Unrecognized Share-Based Compensation Expense | Unrecognized share-based compensation expense was as follows as of March 31, 2017: (in thousands) Amount Weighted-Average Period Stock options $ 1,511 1.6 years RSUs and PBRSUs 35,574 2.2 years Total unrecognized share-based compensation $ 37,085 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Comprehensive Income Net Of Tax Including Portion Attributable To Noncontrolling Interest [Abstract] | |
Schedule of accumulated other comprehensive income (loss) | Changes in the accumulated other comprehensive income or loss (“AOCI”) balance by component consisted of the following: Three months ended March 31, 2017 (in thousands) Foreign Currency Translation Pension Plan and SERP Liability Total Accumulated Other Comprehensive (Loss) Income Beginning period balance $ (324,708 ) $ (38,993 ) $ (363,701 ) Other comprehensive (loss) before reclassifications 66,457 — 66,457 Amounts reclassified from AOCI — 873 873 Net current-period other comprehensive (loss) 66,457 873 67,330 Ending period balance $ (258,251 ) $ (38,120 ) $ (296,371 ) Three months ended March 31, 2016 (in thousands) Foreign Currency Translation Pension Plan and SERP Liability Total Accumulated Other Comprehensive (Loss) Income Beginning period balance $ (98,239 ) $ (31,994 ) $ (130,233 ) Other comprehensive (loss) income before reclassifications 40,818 — 40,818 Amounts reclassified from AOCI — 666 666 Net current-period other comprehensive (loss) income 40,818 666 41,484 Ending period balance $ (57,421 ) $ (31,328 ) $ (88,749 ) |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Information regarding business segments | Intersegment revenue eliminations are included in Corporate and Other and totaled $7.2 million and $6.6 million for the three months ended March 31, 2017 and March 31, 2016, respectively. Our CODM, whom we have identified as our Chief Executive Officer (“CEO”), evaluates the operating performance of our businesses and makes decisions about the allocation of resources to the businesses using a measure we refer to as segment profit (loss). Segment profit (loss) is defined as income (loss) from operations before income taxes excluding depreciation, amortization, goodwill write-downs, interest expense, equity in earnings of affiliates, gain (loss) on derivatives, gain (loss) on sale of investments and other miscellaneous non-operating expenses which are included in net income (loss) determined in accordance with GAAP. Information regarding our segments is as follows: Three months ended March 31, 2017 (in thousands) U.S. Networks International Networks Corporate and Other Consolidated Operating revenues: Advertising $ 512,055 $ 84,660 $ — $ 596,715 Distribution 211,140 27,240 — 238,380 Other 13,694 13,625 (7,294 ) 20,025 Total operating revenues 736,889 125,525 (7,294 ) 855,120 Cost of services, excluding depreciation and amortization 205,322 79,334 (5,617 ) 279,039 Selling, general and administrative 147,993 30,681 28,696 207,370 Segment profit (loss) 383,574 15,510 (30,373 ) 368,711 Depreciation 11,499 2,872 589 14,960 Amortization 9,918 14,279 — 24,197 Operating income (loss) 362,157 (1,641 ) (30,962 ) 329,554 Interest (expense) income, net (120 ) 147 (24,279 ) (24,252 ) Equity in earnings of affiliates 5,243 15,206 — 20,449 Loss on derivatives — — (2,336 ) (2,336 ) Miscellaneous, net 2,483 19,903 5,154 27,540 Income (loss) from operations before income taxes $ 369,763 $ 33,615 $ (52,423 ) $ 350,955 Additions to property and equipment: $ 12,256 $ 7,347 $ 5,844 $ 25,447 Three months ended March 31, 2016 (in thousands) U.S. Networks International Networks Corporate and Other Consolidated Operating revenues: Advertising $ 487,285 $ 84,570 $ — $ 571,855 Distribution 202,096 25,972 — 228,068 Other 12,814 10,796 (6,655 ) 16,955 Total operating revenues 702,195 121,338 (6,655 ) 816,878 Cost of services, excluding depreciation and amortization 203,359 81,058 (4,750 ) 279,667 Selling, general and administrative 139,339 30,491 28,991 198,821 Segment profit (loss) 359,497 9,789 (30,896 ) 338,390 Depreciation 14,195 2,841 261 17,297 Amortization 10,021 21,041 — 31,062 Operating income (loss) 335,281 (14,093 ) (31,157 ) 290,031 Interest expense, net (17 ) (6,867 ) (26,861 ) (33,745 ) Equity in earnings of affiliates 7,732 17,946 — 25,678 Gain on derivatives — — 2,766 2,766 Gain on sale of investments 208,197 — — 208,197 Miscellaneous, net 3,487 31,058 (28,479 ) 6,066 Income (loss) from operations before income taxes $ 554,680 $ 28,044 $ (83,731 ) $ 498,993 Additions to property and equipment: $ 8,671 $ 2,674 $ — $ 11,345 |
Operating revenues and long lived assets by geographical location | Three months ended March 31, (in thousands) 2017 2016 Operating revenues by geographic location: United States $ 738,094 $ 701,888 Poland 99,284 $ 97,758 Other International 17,742 17,232 Total operating revenues $ 855,120 $ 816,878 (in thousands) March 31, 2017 December 31, 2016 Assets: U.S. Networks $ 2,782,139 $ 2,800,137 International Networks 3,077,875 2,991,607 Corporate and Other 342,578 408,550 Total assets $ 6,202,592 $ 6,200,294 Long-lived assets by geographic location: United States $ 1,803,591 $ 1,809,919 Poland 2,251,449 2,172,743 Other International 395,261 384,242 Total long-lived assets $ 4,450,301 $ 4,366,904 No single customer provides more than 10.0 percent of our revenues. |
Description of Business and B40
Description of Business and Basis of Presentation - Additional Information (Details) - Segment | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Error Corrections And Prior Period Adjustments Restatement [Line Items] | ||
Number of reportable segments | 2 | |
Ownership interest (in hundredths) | 100.00% | |
UKTV [Member] | ||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | ||
Ownership interest (in hundredths) | 50.00% | 50.00% |
Food Network Partnership [Member] | ||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | ||
Ownership interest (in hundredths) | 68.70% |
Earnings per Share - Summary of
Earnings per Share - Summary of Basic and Diluted Weighted Average Shares Outstanding (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share [Abstract] | ||
Basic weighted average shares outstanding | 129,921 | 129,295 |
Effect of dilutive securities: | ||
Unvested share units and shares held by employees | 278 | 208 |
Stock options held by employees and directors | 544 | 287 |
Diluted weighted average shares outstanding | 130,743 | 129,790 |
Anti-dilutive share awards | 279 | 1,711 |
Employee Termination Program -
Employee Termination Program - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Restructuring Cost And Reserve [Line Items] | ||
Selling, general and administrative | $ 207,370 | $ 198,821 |
Net income attributable to SNI | 199,900 | 290,897 |
Reorganization [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Costs for severance, retention, relocation and benefit cost | $ 100 | 7,300 |
Selling, general and administrative | 5,600 | |
Cost of services | 1,700 | |
Net income attributable to SNI | $ (4,500) |
Employee Termination Program 43
Employee Termination Program - Summary of Rollforward of the Liability Related to the Reorganization Charges by Segment (Details) - Reorganization [Member] - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Restructuring Cost And Reserve [Line Items] | |||
Liability, beginning balance | $ 3,540 | $ 3,266 | |
Net accruals | (103) | 7,281 | |
Payments | (3,437) | (4,438) | |
Non-cash | [1] | (1,441) | |
Liability, ending balance | 4,668 | ||
U.S. Networks [Member] | |||
Restructuring Cost And Reserve [Line Items] | |||
Liability, beginning balance | 1,955 | 3,258 | |
Net accruals | (142) | 3,762 | |
Payments | (1,813) | (2,057) | |
Non-cash | [1] | (310) | |
Liability, ending balance | 4,653 | ||
Corporate and Other [Member] | |||
Restructuring Cost And Reserve [Line Items] | |||
Liability, beginning balance | 1,585 | 8 | |
Net accruals | 39 | 3,519 | |
Payments | $ (1,624) | (2,381) | |
Non-cash | [1] | (1,131) | |
Liability, ending balance | $ 15 | ||
[1] | Primarily represents the reclassification of current period charges for share-based compensation. |
Fair Value Measurement - Fair V
Fair Value Measurement - Fair Value on a Recurring Measurements (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Assets: | ||
Cash equivalents | $ 997 | $ 658 |
Total | 997 | 658 |
Level 1 [Member] | ||
Assets: | ||
Cash equivalents | 997 | 658 |
Total | $ 997 | $ 658 |
Investments - Summary of Invest
Investments - Summary of Investment (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Schedule Of Investments [Abstract] | ||
Equity method investments | $ 676,328 | $ 641,327 |
Cost method investments | 58,154 | 58,154 |
Total investments | $ 734,482 | $ 699,481 |
Investments - Equity Method Inv
Investments - Equity Method Investments (Details) | Mar. 31, 2017 | Dec. 31, 2016 |
UKTV [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest (in hundredths) | 50.00% | 50.00% |
HGTV Magazine [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest (in hundredths) | 50.00% | 50.00% |
Food Network Magazine [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest (in hundredths) | 50.00% | 50.00% |
Everytap [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest (in hundredths) | 40.00% | 40.00% |
HGTV Canada [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest (in hundredths) | 33.00% | 33.00% |
nC+ [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest (in hundredths) | 32.00% | 32.00% |
Food Canada [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest (in hundredths) | 29.00% | 29.00% |
Cooking Channel Canada [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest (in hundredths) | 29.00% | 29.00% |
Onet [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest (in hundredths) | 25.00% | 25.00% |
Investments - Additional Inform
Investments - Additional Information (Details) $ in Thousands, PLN in Millions | Apr. 26, 2017PLN | Feb. 29, 2016USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) |
Schedule Of Investments [Line Items] | |||||
Other non-current assets | $ 147,048 | $ 146,151 | |||
Equity method investments | 676,328 | 641,327 | |||
Equity in earnings of affiliates | 20,449 | $ 25,678 | |||
Tax expense on sale of equity investments | 101,140 | 159,047 | |||
UKTV [Member] | |||||
Schedule Of Investments [Line Items] | |||||
Other non-current assets | 94,800 | 93,900 | |||
Equity method investments | $ 318,700 | $ 305,100 | |||
Ownership interest (in hundredths) | 50.00% | 50.00% | |||
Equity in earnings of affiliates | $ 12,200 | 10,900 | |||
Amortization | $ 3,000 | 3,400 | |||
nC+ [Member] | |||||
Schedule Of Investments [Line Items] | |||||
Ownership interest (in hundredths) | 32.00% | 32.00% | |||
Equity in earnings of affiliates | $ 4,000 | 6,800 | |||
Fox-BRV Southern Sports Holdings [Member] | |||||
Schedule Of Investments [Line Items] | |||||
Equity method investment ownership percentage sold | 7.30% | ||||
Divestiture, cash purchase price | $ 225,000 | ||||
Gain on sale of investments | 208,200 | ||||
Tax expense on sale of equity investments | $ 73,700 | ||||
Onet [Member] | |||||
Schedule Of Investments [Line Items] | |||||
Ownership interest (in hundredths) | 25.00% | 25.00% | |||
Onet [Member] | Subsequent Event [Member] | |||||
Schedule Of Investments [Line Items] | |||||
Equity method investment ownership percentage sold | 25.00% | ||||
Divestiture, cash purchase price | PLN | PLN 185 |
Investments - Summary of Estima
Investments - Summary of Estimated Amortization (Details) $ in Thousands | Mar. 31, 2017USD ($) | |
Finite Lived Intangible Assets [Line Items] | ||
Remainder of 2017 | $ 66,551 | [1] |
2,018 | 98,751 | [1] |
2,019 | 100,877 | [1] |
2,020 | 83,628 | [1] |
2,021 | 80,833 | [1] |
Thereafter | 670,810 | [1] |
UKTV [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Remainder of 2017 | 9,167 | [2] |
2,018 | 12,318 | [2] |
2,019 | 12,604 | [2] |
2,020 | 12,795 | [2] |
2,021 | 11,690 | [2] |
Thereafter | 81,656 | [2] |
nC+ [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Remainder of 2017 | 2,876 | [3] |
2,018 | 3,817 | [3] |
2,019 | 3,817 | [3] |
2,020 | 3,817 | [3] |
2,021 | 3,817 | [3] |
Thereafter | $ 21,892 | [3] |
[1] | The functional currency of certain foreign subsidiaries differs from the USD, so these amounts are subject to change as exchange rates fluctuate. | |
[2] | The functional currency of UKTV is the British Pound ("GBP"), so these amounts are subject to change as the GBP to U.S. Dollar ("USD") exchange rate fluctuates. | |
[3] | The functional currency of nC+ is the Polish Zloty ("PLN"), so these amounts are subject to change as the PLN to USD exchange rate fluctuates. |
Goodwill and Intangible Asset49
Goodwill and Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Goodwill, Gross | $ 1,768,395 | $ 1,744,433 | |
Goodwill, Accumulated Impairments | [1] | (102,264) | (102,264) |
Goodwill, Net | $ 1,666,131 | $ 1,642,169 | |
[1] | All accumulated impairments to goodwill are within International Networks. |
Goodwill and Intangible Asset50
Goodwill and Intangible Assets - Activity Related to Goodwill by Business Segment (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Goodwill [Line Items] | |
Beginning of period | $ 1,642,169 |
Foreign currency translation adjustment | 23,962 |
End of period | 1,666,131 |
U.S. Networks [Member] | |
Goodwill [Line Items] | |
Beginning of period | 510,484 |
End of period | 510,484 |
International Networks [Member] | |
Goodwill [Line Items] | |
Beginning of period | 1,131,685 |
Foreign currency translation adjustment | 23,962 |
End of period | $ 1,155,647 |
Goodwill and Intangible Asset51
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Intangible assets: | ||
Intangible assets, Gross | $ 1,561,744 | $ 1,524,101 |
Accumulated Amortization | (460,294) | (431,419) |
Intangible assets, Net | 1,101,450 | 1,092,682 |
Acquired network distribution [Member] | ||
Intangible assets: | ||
Intangible assets, Gross | 726,611 | 717,834 |
Accumulated Amortization | (244,396) | (232,856) |
Intangible assets, Net | 482,215 | 484,978 |
Customer and advertiser lists [Member] | ||
Intangible assets: | ||
Intangible assets, Gross | 215,811 | 209,314 |
Accumulated Amortization | (98,536) | (93,232) |
Intangible assets, Net | 117,275 | 116,082 |
Copyrights and other trade names [Member] | ||
Intangible assets: | ||
Intangible assets, Gross | 378,422 | 362,236 |
Accumulated Amortization | (69,750) | (61,286) |
Intangible assets, Net | 308,672 | 300,950 |
Broadcast licenses [Member] | ||
Intangible assets: | ||
Intangible assets, Gross | 121,034 | 114,832 |
Accumulated Amortization | (9,741) | (7,861) |
Intangible assets, Net | 111,293 | 106,971 |
Acquired rights and other [Member] | ||
Intangible assets: | ||
Intangible assets, Gross | 119,866 | 119,885 |
Accumulated Amortization | (37,871) | (36,184) |
Intangible assets, Net | $ 81,995 | $ 83,701 |
Goodwill and Intangible Asset52
Goodwill and Intangible Assets - Summary of Amortization Expense Associated with Intangible Assets (Details) $ in Thousands | Mar. 31, 2017USD ($) | [1] |
Estimated future amortization expense [Abstract] | ||
Remainder of 2017 | $ 66,551 | |
2,018 | 98,751 | |
2,019 | 100,877 | |
2,020 | 83,628 | |
2,021 | 80,833 | |
Thereafter | $ 670,810 | |
[1] | The functional currency of certain foreign subsidiaries differs from the USD, so these amounts are subject to change as exchange rates fluctuate. |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Accrued Liabilities Current [Abstract] | ||
Rent | $ 18,989 | $ 19,899 |
Advertising rebates | 19,292 | 15,966 |
Marketing and advertising | 12,684 | 14,385 |
Interest | 27,507 | 6,644 |
Taxes payable | 29,539 | 456 |
Other accrued expenses | 83,507 | 95,130 |
Total accrued liabilities | $ 191,518 | $ 152,480 |
Debt - Long-Term Debt (Details)
Debt - Long-Term Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2015 | ||
Debt Instrument [Line Items] | ||||
Gross | $ 3,068,282 | $ 3,217,931 | ||
Current portion of debt, gross | (250,000) | (250,000) | ||
Debt (less current portion), gross | 2,818,282 | 2,967,931 | ||
Unamortized Debt Issuance Costs | (14,723) | (15,545) | ||
Unamortized Debt Issuance Costs, Current portion of debt | 33 | 68 | ||
Unamortized Debt Issuance Costs, Debt (less current portion) | (14,690) | (15,477) | ||
Total debt, net | 3,053,559 | 3,202,386 | ||
Current portion of debt, net | (249,967) | (249,932) | ||
Debt (less current portion) | 2,803,592 | 2,952,454 | ||
Fair value of debt | [1] | 3,108,663 | 3,254,862 | |
Amended Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Gross | 325,000 | 475,000 | ||
Amended Revolving Credit Facility | $ 325,000 | $ 475,000 | ||
Amended Revolving Credit Facility [Member] | Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument Maturity Date | Mar. 31, 2019 | Mar. 31, 2019 | ||
Amended Revolving Credit Facility [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument Maturity Date | Mar. 31, 2020 | Mar. 31, 2020 | ||
2.75 % Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Gross | $ 499,068 | $ 498,979 | ||
Unamortized Debt Issuance Costs | (1,937) | (2,124) | ||
Senior Notes | $ 497,131 | $ 496,855 | ||
Debt Instrument Maturity Date | May 15, 2019 | May 15, 2019 | ||
2.80 % Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Gross | $ 598,704 | $ 598,602 | ||
Unamortized Debt Issuance Costs | (3,131) | (3,378) | ||
Senior Notes | $ 595,573 | $ 595,224 | ||
Debt Instrument Maturity Date | Dec. 31, 2020 | Dec. 31, 2020 | ||
3.50 % Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Gross | $ 399,085 | $ 399,040 | ||
Unamortized Debt Issuance Costs | (2,837) | (2,975) | ||
Senior Notes | $ 396,248 | $ 396,065 | ||
Debt Instrument Maturity Date | Dec. 31, 2022 | Dec. 31, 2022 | ||
3.90 % Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Gross | $ 497,201 | $ 497,110 | ||
Unamortized Debt Issuance Costs | (3,033) | (3,133) | ||
Senior Notes | $ 494,168 | $ 493,977 | ||
Debt Instrument Maturity Date | Nov. 15, 2024 | Nov. 15, 2024 | ||
3.95 % Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Gross | $ 499,224 | $ 499,200 | ||
Unamortized Debt Issuance Costs | (3,752) | (3,867) | ||
Senior Notes | $ 495,472 | $ 495,333 | ||
Debt Instrument Maturity Date | Dec. 31, 2025 | Dec. 31, 2025 | ||
Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Gross | $ 250,000 | $ 250,000 | ||
Unamortized Debt Issuance Costs | (33) | (68) | ||
Term Loan | $ 249,967 | $ 249,932 | $ 250,000 | |
Debt Instrument Maturity Date | Jun. 30, 2017 | Jun. 30, 2017 | ||
[1] | The fair value of the Senior Notes was estimated using level 2 inputs comprised of quoted prices in active markets, market indices and interest rate measurements for debt with similar remaining maturity. |
Debt - Long-Term Debt (Parenthe
Debt - Long-Term Debt (Parenthetical) (Details) | Mar. 31, 2017 | Dec. 31, 2016 |
2.75 % Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument Stated interest rate | 2.75% | 2.75% |
2.80 % Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument Stated interest rate | 2.80% | 2.80% |
3.50 % Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument Stated interest rate | 3.50% | 3.50% |
3.90 % Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument Stated interest rate | 3.90% | 3.90% |
3.95 % Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument Stated interest rate | 3.95% | 3.95% |
Debt - Additional Information (
Debt - Additional Information (Details) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | Jun. 30, 2015USD ($) | May 31, 2015USD ($) | |
Debt Instrument [Line Items] | |||||
Debt issuance of costs | $ 14,700,000 | $ 15,500,000 | |||
Amortization of debt issuance and debt discount costs | 1,300,000 | $ 1,700,000 | |||
Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Term Loan | $ 249,967,000 | $ 249,932,000 | $ 250,000,000 | ||
Debt Instrument Maturity Date | Jun. 30, 2017 | Jun. 30, 2017 | |||
Weighted average interest rate | 1.88% | 1.52% | |||
Minimum [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 62.5 | ||||
Maximum [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 137.5 | ||||
Amended Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 1,150,000,000 | ||||
Expiration date of revolving credit facility | Mar. 31, 2020 | ||||
Line of credit facility, remaining borrowing capacity | 32,500,000 | ||||
Line of Credit Facility, Current Borrowing Capacity | $ 900,000,000 | ||||
Line of credit facility, interest rate description | LIBOR plus a range of 69 to 130 basis points and a facility fee ranging from 6 to 20 basis points, also subject to the Company’s credit ratings. | ||||
Revolving credit facility | $ 325,000,000 | $ 475,000,000 | |||
Outstanding borrowings interest rate | 1.91% | 1.54% | |||
Letters of credit outstanding, amount | $ 800,000 | 800,000 | |||
Amended Revolving Credit Facility [Member] | Other Noncurrent Assets [Member] | |||||
Debt Instrument [Line Items] | |||||
Credit facility, debt issuance of costs | $ 1,000,000 | $ 1,100,000 | |||
Amended Revolving Credit Facility [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 69 | ||||
Basis spread on variable rate, commitment fee | 6 | ||||
Debt Instrument Maturity Date | Mar. 31, 2019 | Mar. 31, 2019 | |||
Amended Revolving Credit Facility [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 130 | ||||
Basis spread on variable rate, commitment fee | 20 | ||||
Debt Instrument Maturity Date | Mar. 31, 2020 | Mar. 31, 2020 |
Employee Benefit Plans - Expens
Employee Benefit Plans - Expense Components of Pension Plan and SERP (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Defined Benefit Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Interest cost | $ 827 | $ 776 |
Expected return on plan assets, net of expenses | (1,002) | (822) |
Amortization of net loss | 765 | 530 |
Total | 590 | 484 |
SERP [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Interest cost | 409 | 433 |
Amortization of net loss | 607 | 516 |
Total | $ 1,016 | $ 949 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Cash Surrender Value of Life Insurance | $ 35,700,000 | $ 34,400,000 | |
Deferred compensation | 60,300,000 | 48,700,000 | |
Deferred compensation, non current | 58,452,000 | 47,008,000 | |
Deferred compensation, current | 1,800,000 | 1,700,000 | |
Rabbi Trust [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets held in trust, current | 47,100,000 | 45,000,000 | |
Mutual Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets held in trust, current | 11,400,000 | $ 10,600,000 | |
Defined Benefit Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Company contributions | 0 | $ 10,000,000 | |
Expected contributing cash | 0 | ||
SERP [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Company contributions | 300,000 | $ 1,700,000 | |
Expected benefit payments to SERP in remainder of 2017 | $ 11,500,000 |
Other Non-Current Liabilities -
Other Non-Current Liabilities - Other Non-Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Other Liabilities Disclosure [Abstract] | ||
Pension and post-employment benefits | $ 82,911 | $ 82,734 |
Deferred compensation | 58,452 | 47,008 |
Uncertain tax positions | 154,018 | 151,821 |
Other | 18,206 | 21,318 |
Other non-current liabilities | $ 313,587 | $ 302,881 |
Derivative Financial Instrume60
Derivative Financial Instruments - Additional Information (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |||
Gross notional amount | $ 0 | $ 0 | |
Recognized net gains (losses) from derivatives | (2,300,000) | $ 2,800,000 | |
Foreign currency transaction net gains (losses) before tax | $ 29,700,000 | $ (8,900,000) |
Redeemable Non-controlling In61
Redeemable Non-controlling Interests and Non-controlling Interest - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | ||
Dec. 31, 2016 | Feb. 29, 2016 | Mar. 31, 2017 | |
Noncontrolling Interest [Line Items] | |||
Ownership interest (in hundredths) | 100.00% | ||
Voting interest held by the company (in hundredths) | 80.00% | ||
Travel Channel [Member] | |||
Noncontrolling Interest [Line Items] | |||
Ownership interest held by noncontrolling interest (in hundredths) | 35.00% | ||
Fair value of residual interest acquired | $ 99 | ||
Ownership interest (in hundredths) | 100.00% | ||
FNLA [Member] | |||
Noncontrolling Interest [Line Items] | |||
Ownership interest held by noncontrolling interest (in hundredths) | 30.00% | ||
Purchase of non-controlling interest | $ 4.5 |
Redeemable Non-controlling In62
Redeemable Non-controlling Interests and Non-controlling Interest - Summary of Activity for Account Balances Whose Fair Value Measurements are Estimated Utilizing Level 3 Inputs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Redeemable Noncontrolling Interests [Roll Forward] | ||
Net income | $ (49,917) | $ (49,814) |
Fair value adjustments | 2,626 | |
Redeemable Non-controlling Interests [Member] | ||
Redeemable Noncontrolling Interests [Roll Forward] | ||
Beginning period balance | 99,000 | |
Net income | 2,626 | |
Fair value adjustments | (2,626) | |
Purchase of non-controlling interest | $ (99,000) |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2017USD ($)Directorshares | Mar. 31, 2016shares | |
Capital stock [Abstract] | ||
Number of directors entitled to be elected, minimum | Director | 3 | |
Percentage of directors entitled to be elected, maximum | 33.33% | |
Incentive Plans [Abstract] | ||
LTI Plan expiration date | Feb. 28, 2025 | |
Shares available for future stock compensation grants (in million shares) | 6,400,000 | |
Grants in period, stock options (in shares) | 500,000 | |
Grants in period, restricted share awards (in shares) | 400,000 | 400,000 |
Share Repurchase Program [Abstract] | ||
Repurchase of class A common shares (in shares) | 0 | 0 |
Authorized amount | $ | $ 1,512.5 | |
Common Class A [Member] | ||
Capital stock [Abstract] | ||
Shares reserved for issuance of stock | 8,000,000 |
Shareholders' Equity - Share-Ba
Shareholders' Equity - Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total share-based compensation | $ 20,113 | $ 17,709 |
Stock options [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total share-based compensation | 280 | 4,795 |
RSUs and PBRSUs [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total share-based compensation | $ 19,833 | $ 12,914 |
Shareholders' Equity - Unrecogn
Shareholders' Equity - Unrecognized Share Based Compensation Expense (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Total unrecognized share-based compensation | $ 37,085 |
Stock options [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Total unrecognized share-based compensation | $ 1,511 |
Weighted-Average Period | 1 year 7 months 6 days |
RSUs and PBRSUs [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Total unrecognized share-based compensation | $ 35,574 |
Weighted-Average Period | 2 years 2 months 12 days |
Comprehensive Income - Schedule
Comprehensive Income - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning period balance | $ (363,701) | |
Other comprehensive (loss) income before reclassifications | 66,457 | $ 40,818 |
Amounts reclassified from AOCI | 873 | 666 |
Net current-period other comprehensive (loss) income | 67,330 | 41,484 |
Ending period balance | (296,371) | |
Total Equity Balance | 2,228,428 | 1,837,176 |
Total Equity Balance | 2,425,162 | 2,116,550 |
Foreign Currency Translation Adjustments [Member] | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning period balance | (324,708) | (98,239) |
Other comprehensive (loss) income before reclassifications | 66,457 | 40,818 |
Net current-period other comprehensive (loss) income | 66,457 | 40,818 |
Ending period balance | (258,251) | (57,421) |
Pension Plan and SERP Liability Adjustments [Member] | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning period balance | (38,993) | (31,994) |
Amounts reclassified from AOCI | 873 | 666 |
Net current-period other comprehensive (loss) income | 873 | 666 |
Ending period balance | (38,120) | (31,328) |
Accumulated Other Comprehensive Loss [Member] | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Total Equity Balance | (363,701) | (130,233) |
Total Equity Balance | $ (296,371) | $ (88,749) |
Comprehensive Income - Addition
Comprehensive Income - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Comprehensive Income Net Of Tax Including Portion Attributable To Noncontrolling Interest [Abstract] | ||
Amounts reclassified to net earnings relating to amortization of actuarial losses | $ 1.4 | $ 1 |
Segment Information - Additiona
Segment Information - Additional Information (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017USD ($)Segment | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | |
Segment Operating Revenues | |||
Number of reportable segments | Segment | 2 | ||
ASSETS | |||
Ownership interest (in hundredths) | 100.00% | ||
Intersegment revenue | $ 855,120 | $ 816,878 | |
Total Assets | 6,202,592 | $ 6,200,294 | |
Outside the U.S. [Member] | |||
ASSETS | |||
Total Assets | 3,041,000 | $ 2,955,800 | |
Intersegment Revenue Eliminations [Member] | |||
ASSETS | |||
Intersegment revenue | $ (7,200) | $ (6,600) | |
UKTV [Member] | |||
ASSETS | |||
Ownership interest (in hundredths) | 50.00% | 50.00% | |
Food Network Partnership [Member] | |||
ASSETS | |||
Ownership interest (in hundredths) | 68.70% |
Segment Information - Informati
Segment Information - Information Regarding Business Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating revenues: | ||
Advertising | $ 596,715 | $ 571,855 |
Distribution | 238,380 | 228,068 |
Other | 20,025 | 16,955 |
Total operating revenues | 855,120 | 816,878 |
Cost of services, excluding depreciation and amortization | 279,039 | 279,667 |
Selling, general and administrative | 207,370 | 198,821 |
Segment profit (loss) | 368,711 | 338,390 |
Depreciation | 14,960 | 17,297 |
Amortization | 24,197 | 31,062 |
Operating income | 329,554 | 290,031 |
Interest (expense) income, net | (24,252) | (33,745) |
Equity in earnings of affiliates | 20,449 | 25,678 |
(Loss) gain on derivatives | (2,336) | 2,766 |
Miscellaneous, net | 27,540 | 6,066 |
Income from operations before income taxes | 350,955 | 498,993 |
Additions to property and equipment: | 25,447 | 11,345 |
Gain on sale of investments | 208,197 | |
Operating Segments [Member] | U.S. Networks [Member] | ||
Operating revenues: | ||
Advertising | 512,055 | 487,285 |
Distribution | 211,140 | 202,096 |
Other | 13,694 | 12,814 |
Total operating revenues | 736,889 | 702,195 |
Cost of services, excluding depreciation and amortization | 205,322 | 203,359 |
Selling, general and administrative | 147,993 | 139,339 |
Segment profit (loss) | 383,574 | 359,497 |
Depreciation | 11,499 | 14,195 |
Amortization | 9,918 | 10,021 |
Operating income | 362,157 | 335,281 |
Interest (expense) income, net | (120) | (17) |
Equity in earnings of affiliates | 5,243 | 7,732 |
Miscellaneous, net | 2,483 | 3,487 |
Income from operations before income taxes | 369,763 | 554,680 |
Additions to property and equipment: | 12,256 | 8,671 |
Gain on sale of investments | 208,197 | |
Operating Segments [Member] | International Networks [Member] | ||
Operating revenues: | ||
Advertising | 84,660 | 84,570 |
Distribution | 27,240 | 25,972 |
Other | 13,625 | 10,796 |
Total operating revenues | 125,525 | 121,338 |
Cost of services, excluding depreciation and amortization | 79,334 | 81,058 |
Selling, general and administrative | 30,681 | 30,491 |
Segment profit (loss) | 15,510 | 9,789 |
Depreciation | 2,872 | 2,841 |
Amortization | 14,279 | 21,041 |
Operating income | (1,641) | (14,093) |
Interest (expense) income, net | 147 | (6,867) |
Equity in earnings of affiliates | 15,206 | 17,946 |
Miscellaneous, net | 19,903 | 31,058 |
Income from operations before income taxes | 33,615 | 28,044 |
Additions to property and equipment: | 7,347 | 2,674 |
Corporate and Other [Member] | ||
Operating revenues: | ||
Other | (7,294) | (6,655) |
Total operating revenues | (7,294) | (6,655) |
Cost of services, excluding depreciation and amortization | (5,617) | (4,750) |
Selling, general and administrative | 28,696 | 28,991 |
Segment profit (loss) | (30,373) | (30,896) |
Depreciation | 589 | 261 |
Operating income | (30,962) | (31,157) |
Interest (expense) income, net | (24,279) | (26,861) |
(Loss) gain on derivatives | (2,336) | 2,766 |
Miscellaneous, net | 5,154 | (28,479) |
Income from operations before income taxes | (52,423) | $ (83,731) |
Additions to property and equipment: | $ 5,844 |
Segment Information - Operating
Segment Information - Operating Revenues And Long Lived Assets By Geographic Location (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Operating revenues by geographic location: | |||
Total operating revenues | $ 855,120 | $ 816,878 | |
Assets: | |||
Total assets | 6,202,592 | $ 6,200,294 | |
Long-lived assets by geographic location: | |||
Total long-lived assets | 4,450,301 | 4,366,904 | |
Operating Segments [Member] | U.S. Networks [Member] | |||
Operating revenues by geographic location: | |||
Total operating revenues | 736,889 | 702,195 | |
Assets: | |||
Total assets | 2,782,139 | 2,800,137 | |
Operating Segments [Member] | International Networks [Member] | |||
Operating revenues by geographic location: | |||
Total operating revenues | 125,525 | 121,338 | |
Assets: | |||
Total assets | 3,077,875 | 2,991,607 | |
Corporate and Other [Member] | |||
Operating revenues by geographic location: | |||
Total operating revenues | (7,294) | (6,655) | |
Assets: | |||
Total assets | 342,578 | 408,550 | |
United States | |||
Operating revenues by geographic location: | |||
Total operating revenues | 738,094 | 701,888 | |
Long-lived assets by geographic location: | |||
Total long-lived assets | 1,803,591 | 1,809,919 | |
Poland | |||
Operating revenues by geographic location: | |||
Total operating revenues | 99,284 | 97,758 | |
Long-lived assets by geographic location: | |||
Total long-lived assets | 2,251,449 | 2,172,743 | |
Other International | |||
Operating revenues by geographic location: | |||
Total operating revenues | 17,742 | $ 17,232 | |
Long-lived assets by geographic location: | |||
Total long-lived assets | $ 395,261 | $ 384,242 |