Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 25, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | CARS | |
Entity Registrant Name | Cars.com Inc. | |
Entity Central Index Key | 1,683,606 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 71,589,137 |
CONDENSED CONSOLIDATED AND COMB
CONDENSED CONSOLIDATED AND COMBINED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash and cash equivalents | $ 36,600 | $ 8,896 |
Accounts receivables, less allowance of $3,301 and $3,527, respectively | 90,062 | 98,303 |
Prepaid expenses and other current assets | 24,982 | 12,342 |
Total current assets | 151,644 | 119,541 |
Property and equipment | ||
Cost | 59,117 | 37,190 |
Less accumulated depreciation | (18,521) | (16,729) |
Net property and equipment | 40,596 | 20,461 |
Intangible and other assets | ||
Goodwill | 788,107 | 788,107 |
Intangible assets, less accumulated amortization of $204,586 and $165,651, respectively | 1,568,434 | 1,607,369 |
Investments and other assets | 11,104 | 11,788 |
Total assets | 2,559,885 | 2,547,266 |
Current liabilities | ||
Accounts payable | 5,760 | 7,844 |
Current portion of long-term debt | 21,153 | |
Accrued liabilities | 73,679 | 64,140 |
Total current liabilities | 100,592 | 71,984 |
Noncurrent liabilities | ||
Deferred incentive plans | 1,903 | 3,913 |
Unfavorable contracts liability | 31,485 | 44,085 |
Long-term debt | 647,752 | |
Deferred tax liability | 276,786 | 8,325 |
Other noncurrent liabilities | 17,834 | 1,674 |
Total noncurrent liabilities | 975,760 | 57,997 |
Total liabilities | 1,076,352 | 129,981 |
Commitments and contingent liabilities | ||
Stockholders' equity | ||
TEGNA's investment, net | 2,417,285 | |
Common Stock at par, $0.01 par value; authorized 300,000,000 shares; issued and outstanding 71,588,447 shares at June 30, 2017, and no shares authorized, issued and outstanding at December 31, 2016 | 716 | |
Additional paid-in capital | 1,478,981 | |
Retained earnings | 3,836 | |
Total stockholders' equity | 1,483,533 | 2,417,285 |
Total liabilities and equity | $ 2,559,885 | $ 2,547,266 |
CONDENSED CONSOLIDATED AND COM3
CONDENSED CONSOLIDATED AND COMBINED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Accounts receivables, less allowance | $ 3,301 | $ 3,527 |
Intangible assets, less accumulated amortization | $ 204,586 | $ 165,651 |
Common stock, per value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 0 |
Common stock, shares issued | 71,588,447 | 0 |
Common stock, shares outstanding | 71,588,447 | 0 |
CONSOLIDATED AND COMBINED STATE
CONSOLIDATED AND COMBINED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Revenues: | |||||
Retail | $ 115,710 | $ 113,580 | $ 227,955 | $ 223,185 | |
Wholesale | [1] | 40,914 | 43,070 | 81,843 | 85,954 |
Total | 156,624 | 156,650 | 309,798 | 309,139 | |
Operating expenses: | |||||
Product support, technology and operations | 35,062 | 33,203 | 69,881 | 65,912 | |
Marketing and sales | 50,512 | 53,263 | 109,513 | 111,605 | |
General and administrative | 20,354 | 8,037 | 30,699 | 15,539 | |
Affiliate revenue share | 2,355 | 2,108 | 4,716 | 4,102 | |
Amortization of intangible assets | 19,468 | 18,164 | 38,935 | 36,328 | |
Total | 127,751 | 114,775 | 253,744 | 233,486 | |
Operating income | 28,873 | 41,875 | 56,054 | 75,653 | |
Nonoperating (expense) income: | |||||
Interest (expense) income, net | (1,770) | 12 | (1,729) | 12 | |
Other income, net | 51 | 133 | 135 | 54 | |
Total nonoperating (expense) income, net | (1,719) | 145 | (1,594) | 66 | |
Income before income taxes | 27,154 | 42,020 | 54,460 | 75,719 | |
Provision for income taxes | 2,345 | 0 | 2,763 | 0 | |
Net income | $ 24,809 | $ 42,020 | $ 51,697 | $ 75,719 | |
Earnings per share, basic | $ 0.35 | $ 0.59 | $ 0.72 | $ 1.06 | |
Weighted-average common shares outstanding, basic | 71,716 | 71,588 | 71,716 | 71,588 | |
Earnings per share, diluted | $ 0.35 | $ 0.59 | $ 0.72 | $ 1.06 | |
Weighted-average common shares outstanding, diluted | 71,780 | 71,588 | 71,780 | 71,588 | |
[1] | Wholesale revenue includes related party revenue generated from TEGNA, Inc., through the Separation date of May 31, 2017, of $1.3 million and $3.4 million during the three and six months ended June 30, 2017, respectively, and $2.1 million and $4.2 million during the three and six months ended June 30, 2016, respectively (See Note 13). The commercial agreement with TEGNA is still effective after the Separation. |
CONSOLIDATED AND COMBINED STAT5
CONSOLIDATED AND COMBINED STATEMENTS OF INCOME (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||||
Wholesale revenue from related party | $ 1.3 | $ 2.1 | $ 3.4 | $ 4.2 |
CONDENSED CONSOLIDATED AND COM6
CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 51,697 | $ 75,719 |
Adjustments to reconcile net income to operating cash flows: | ||
Depreciation and amortization | 44,450 | 40,459 |
Amortization of unfavorable contract liability | (12,600) | (12,600) |
Write-off and loss on assets | 1,383 | 108 |
Gain on trading securities related to deferred compensation | (136) | (55) |
Provision for doubtful accounts receivable | 1,627 | 1,453 |
Share-based compensation | 481 | |
Amortization of debt issuance costs | 112 | |
Increase (decrease) in operating assets and liabilities | 9,718 | (32,776) |
Net cash flow provided by operating activities | 96,732 | 72,308 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (18,910) | (4,795) |
Purchase of investments | (2,229) | |
Proceeds from sale of property and equipment | 15 | |
Net cash used in investing activities | (18,910) | (7,009) |
Cash flows from financing activities: | ||
Proceeds from issuance of long-term debt | 675,000 | |
Payments of debt issuance costs and other fees | (5,918) | |
Cash distribution to TEGNA related to Separation | (650,000) | |
Transactions with TEGNA, net | (69,200) | (65,231) |
Net cash used in financing activities | (50,118) | (65,231) |
Increase in cash and cash equivalents | 27,704 | 68 |
Cash and cash equivalents at beginning of period | 8,896 | 100 |
Cash and cash equivalents at end of period | 36,600 | 168 |
Supplemental non-cash information: | ||
Purchases of property and equipment in accrued liabilities and accounts payable | 9,002 | $ 19 |
Supplemental cash flow information: | ||
Cash paid for interest | $ 574 |
CONSOLIDATED AND COMBINED STAT7
CONSOLIDATED AND COMBINED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid in Capital | Retained Earnings | TEGNA's Investment, net |
Balance at Dec. 31, 2015 | $ 2,304,519 | $ 2,304,519 | |||
Net income | 75,719 | 75,719 | |||
Transactions with TEGNA, net | (65,231) | (65,231) | |||
Balance at Jun. 30, 2016 | 2,315,007 | 2,315,007 | |||
Balance at Dec. 31, 2016 | $ 2,417,285 | 2,417,285 | |||
Balance at Dec. 31, 2016 | 0 | ||||
Net income | $ 51,697 | $ 3,836 | 47,861 | ||
Transactions with TEGNA, net | (69,200) | (69,200) | |||
Cash distribution to TEGNA related to Separation | (650,000) | (650,000) | |||
Deferred taxes related to Separation | (266,730) | (266,730) | |||
Distribution by TEGNA | $ 716 | $ 1,478,500 | $ (1,479,216) | ||
Distribution by TEGNA | 71,588,000 | ||||
Share-based compensation | 481 | 481 | |||
Balance at Jun. 30, 2017 | $ 1,483,533 | $ 716 | $ 1,478,981 | $ 3,836 | |
Balance at Jun. 30, 2017 | 71,588,447 | 71,588,000 |
Separation from TEGNA, Descript
Separation from TEGNA, Description of Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Separation from TEGNA, description of business and basis of presentation | NOTE 1 Separation from TEGNA, description of business and basis of presentation Separation from TEGNA . On September 7, 2016, TEGNA Inc. (“TEGNA”), our former parent company, announced its plan to separate its digital automotive marketplace business, including Cars.com, LLC, the principal entity through which TEGNA’s digital automotive marketplace business has historically been operated, and DMR Holdings, Inc. (“DealerRater”), a leading automotive dealer review website, from its other digital businesses (the “Separation”). The Separation occurred on May 31, 2017 by means of a spin-off of a newly formed company named Cars.com Inc. (“Cars.com,” the “Company,” “our,” “us,” or “we”), which now owns the digital automotive marketplace business. We filed a Registration Statement on Form 10 relating to the Separation with the U.S. Securities and Exchange Commission (the “SEC”) on May 5, 2017, that was declared effective by the SEC on May 15, 2017 (the “Registration Statement on Form 10”). On May 31, 2017, we made a $650 million cash transfer to TEGNA, and TEGNA completed the Separation through a pro rata distribution to its stockholders of all of the outstanding shares of our common stock. Our common stock began trading “regular way” on the New York Stock Exchange on June 1, 2017. Each holder of TEGNA common stock received one share of our common stock for every three shares of TEGNA common stock held on May 18, 2017, the record date for the distribution. TEGNA structured the distribution to be tax-free to its U.S. stockholders for U.S. federal income tax purposes. In connection with the Separation and prior to the distribution, we entered into various agreements to effect the Separation and provide a framework for our relationship with TEGNA after the Separation and distribution. These agreements include a separation and distribution agreement, a transition services agreement, a tax matters agreement and an employee matters agreement. These agreements provide for the allocation between Cars.com and TEGNA of the assets, employees, liabilities and obligations (including investments, property, employee benefits and tax-related assets and liabilities) of TEGNA and its subsidiaries attributable to periods prior to, at and after the Separation and govern the relationship between Cars.com and TEGNA subsequent to the completion of the Separation. A summary of these agreements can be found in our Registration Statement on Form 10. In connection with the Separation and distribution, on May 30, 2017, we adopted several compensation and benefit plans, including the Cars.com Inc. Omnibus Incentive Compensation Plan (the “Omnibus Plan”). A summary of each of these plans can be found in the Registration Statement on Form 10. At the time of the distribution, we issued equity awards under the Omnibus Plan as a result of the conversion of certain outstanding share-based awards previously granted by TEGNA into awards denominated in our shares in accordance with the terms of the separation and distribution agreement and the employee matters agreement we entered into with TEGNA. Description of business . Cars.com is a leading online destination that helps car shoppers and owners navigate every turn of car ownership. A pioneer in automotive classifieds, the Company has evolved into one of the largest digital automotive platforms, connecting consumers with local dealers across the country anytime, anywhere. Through trusted expert content, on-the-lot mobile app features, millions of new and used vehicle listings, a comprehensive set of research tools and the largest database of consumer reviews in the industry, Cars.com helps shoppers buy, sell and service their vehicles. We have approximately 35 million monthly visits to our web properties. Cars.com generates revenue through online subscription advertising products targeting car dealerships through our direct sales force as well as our affiliate sales channels. We also generate revenue through the sale of display advertising to national advertisers. Our website hosts approximately five million vehicle listings and serves approximately 21,000 franchise and independent car dealers in all 50 states. Cars.com properties include DealerRater ® , Auto.com™, PickupTrucks.com™ and NewCars.com ® . The Company is headquartered in Chicago, Illinois. Basis of Presentation . On August 1, 2016, TEGNA purchased 100% of DealerRater, a leading automotive dealer review website. DealerRater was included in the distribution to Cars.com as part of the Separation. The accompanying financial statements combine the activity for the acquired business from the date of acquisition and reflect the application of push down accounting. The accompanying interim financial statements are derived from the historical accounting records of TEGNA and present our financial position, results of operations and cash flows as of the periods presented as if we were a separate entity. These interim financial statements are presented in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial statements. Accordingly, the interim financial statements do not include all information and footnotes normally included in annual financial statements prepared in accordance with U.S. GAAP. Since TEGNA’s acquisition of Cars.com, LLC in 2014, Cars.com, LLC has primarily operated as a standalone entity within TEGNA’s broader corporate organization. The historical financial statements include allocations of certain TEGNA corporate expenses. Such costs primarily include insurance and other general corporate overhead expenses and were allocated based on either the actual costs incurred, or Cars.com, LLC’s headcount relative to TEGNA’s consolidated headcount. The historical allocated corporate costs, through the Separation, were $1.8 million and $2.5 million during the three and six months ended June 30, 2017, respectively, and $0.1 million and $0.2 million during the three and six months ended June 30, 2016, respectively. Our management believes that such allocations are reasonable. These allocated expenses relate to the various services that have historically been provided to Cars.com, LLC by TEGNA. However, such expenses may not be indicative of the actual level of expense that would have been incurred by Cars.com, LLC if it had operated as an independent, publicly-traded company prior to the Separation or the costs expected to be incurred in the future. All of our internal intercompany accounts have been eliminated. All significant intercompany transactions between either (i) us and TEGNA or (ii) us and TEGNA affiliates have been included within the financial statements and are considered to be effectively settled through equity contributions or distributions at the time the transactions were recorded. The accumulated net effect of intercompany transactions between either (i) us and TEGNA or (ii) us and TEGNA affiliates are included in “TEGNA’s investment, net.” The total net effect of these intercompany transactions is reflected in the Condensed Consolidated and Combined Statements of Cash Flows as financing activities. These interim financial statements should be read in conjunction with the audited annual financial statements, and notes thereto, as of and for the year ended December 31, 2016 included in our Registration Statement on Form 10. These interim financial statements follow the same accounting policies and methods in their application as the most recent audited financial statements. In the opinion of management, the interim financial statements reflect all adjustments (all of which are of a normal and recurring nature), which are necessary to present fairly the financial position, results of operations and cash flows for the interim periods. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 Summary of significant accounting policies See Note 2, “Summary of significant accounting policies” in Part I, Item 13 of our Registration Statement on Form 10 for a discussion of Cars.com’s significant accounting policies. Recent accounting pronouncements The Financial Accounting Standards Board (“FASB”) amended the FASB Accounting Standards Codification and created a new Topic 606, Revenue from Contracts with Customers. In January 2016, the FASB issued Accounting Standards Update No. 2016-01, Financial Instruments—Overall In February 2016, the FASB amended the FASB Accounting Standards Codification and created a new Topic 842, Leases In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326). In January 2017, the FASB issued Accounting Standards Update No. 2017-04, Simplifying the Test for Goodwill Impairment. In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation (Topic 718). |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets and Liabilities | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill Other Intangible Assets And Liabilities Disclosure [Abstract] | |
Goodwill and Other Intangible Assets and Liabilities | NOTE 3 Goodwill and other intangible assets and liabilities The following table displays goodwill, indefinite-lived intangibles and amortizable intangible assets at June 30, 2017 and December 31, 2016 (in thousands): Gross Accumulated Amortization Net June 30, 2017 Goodwill $ 788,107 $ — $ 788,107 Indefinite-lived intangibles: Trade name 872,320 — 872,320 Amortizable intangible assets: Customer relationships 814,240 (172,989 ) 641,251 Acquired software 71,700 (28,312 ) 43,388 Trade name 9,800 (749 ) 9,051 Non-compete agreements 2,860 (1,573 ) 1,287 Content library 2,100 (963 ) 1,137 Total amortizable intangible assets 900,700 (204,586 ) 696,114 Total $ 2,561,127 $ (204,586 ) $ 2,356,541 December 31, 2016 Goodwill $ 788,107 $ — $ 788,107 Indefinite-lived intangibles: Trade name 872,320 — 872,320 Amortizable intangible assets: Customer relationships 814,240 (140,788 ) 673,452 Acquired software 71,700 (22,798 ) 48,902 Trade name 9,800 (340 ) 9,460 Non-compete agreements 2,860 (1,287 ) 1,573 Content library 2,100 (438 ) 1,662 Total amortizable intangible assets 900,700 (165,651 ) 735,049 Total $ 2,561,127 $ (165,651 ) $ 2,395,476 We also have an intangible liability related to unfavorable wholesale contracts that Cars.com, LLC entered into as part of the acquisition by TEGNA in October 2014. The unfavorable contract liability as of June 30, 2017 and December 31, 2016 was $56.7 million and $69.3 million, respectively. Liabilities that will be amortized in the next twelve months are recorded in accrued liabilities, with the remainder recorded in unfavorable contract liability on the Condensed Consolidated and Combined Balance Sheets. Amortization of the liability is recognized as wholesale revenue on the Consolidated and Combined Statements of Income and was $6.3 million and $12.6 million in each of the three and six months ended June 30, 2017 and 2016, respectively. |
Investments
Investments | 6 Months Ended |
Jun. 30, 2017 | |
Investments Debt And Equity Securities [Abstract] | |
Investments | NOTE 4 Investments We have a 21% ownership interest in RepairPal, Inc. (“RepairPal”), an online marketplace offering consumers a price estimator for car repairs and an ability to research repair shop reviews. We account for our investment under the cost method. While we believe that we have the ability to exercise significant influence, it has been determined that our investment is not substantially similar to common stock on the acquisition date because it has a substantive liquidation preference over RepairPal’s common stock. This factor precludes us from accounting for the investment under the equity method. In May 2016, we purchased $2.2 million of convertible debt issued by RepairPal. The debt accrues interest at an annual rate of 7% and matures in May 2018. The debt converts into shares of preferred stock upon the earlier of May 2018 or the date on which RepairPal raises proceeds of at least $5 million through a single or series of related transactions related to any sale of preferred stock. The aggregate carrying amount of the investment as of June 30, 2017 and December 31, 2016 was $9.4 million and $9.3 million, respectively. We record these amounts in investments and other assets on the Condensed Consolidated and Combined Balance Sheets. No events or circumstances occurred that required us to estimate the fair value of the investment. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 5 Income taxes The Company’s effective tax rate for the three and six months ended June 30, 2017 was 36.9 Cars.com, LLC was a multi-member LLC that is considered to be a partnership for U.S. income tax purposes. Multi-member LLCs generally are considered flow-through entities and are therefore not subject to federal, state or local income taxes. With the implementation of the post-Separation legal entity structure, the Company is required to record deferred tax assets and liabilities for temporary differences between financial accounting and tax reporting. Accordingly, the Company recorded an initial net deferred tax liability associated with the outside basis difference in the Cars.com LLC flow-through entity and the net deferred tax asset associated with the DealerRater corporate entity during the quarter, with the offset recorded in TEGNA’s investment, net. |
Long-term incentive plan
Long-term incentive plan | 6 Months Ended |
Jun. 30, 2017 | |
Compensation Related Costs [Abstract] | |
Long-term incentive plan | NOTE 6 Long-term incentive plan In June 2001, we established a long-term incentive plan (“LTIP”). Under the plan, at our discretion, we may designate employees to participate and may make annual contributions to the participants’ account. In the six months ended June 30, 2017, we contributed $0.3 million. For full-year 2016, we contributed $0.6 million. The total amount contributed by us is marked to market quarterly and any unrealized gains (losses) are recognized in other income, net on the Consolidated and Combined Statements of Income. Management will not make any new contributions to the LTIP subsequent to the Separation. Under this plan, deferred compensation expense was not material |
Fair value measurement
Fair value measurement | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair value measurement | NOTE 7 Fair value measurement We measure and record certain assets at fair value in the accompanying financial statements. U.S. GAAP establishes a fair value hierarchy for those instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and our own assumptions (unobservable inputs). The hierarchy consists of three levels: Level 1— Quoted market prices in active markets for identical assets or liabilities; Level 2— Inputs other than Level 1 inputs that are either directly or indirectly observable; and Level 3— Unobservable inputs developed using our own estimates and assumptions, which reflect those that a market participant would use. Financial assets that are carried at fair value on a recurring basis in the balance sheet consist of marketable securities held as LTIP investments. The following table presents the LTIP investments carried at fair value as of June 30, 2017 and December 31, 2016, by category on the Condensed Consolidated and Combined Balance Sheets in accordance with the valuation hierarchy defined above (in thousands): Fair value measurement as of June 30, 2017 Level 1 Level 2 Level 3 Total Assets: Mutual funds $ 1,690 $ — $ — $ 1,690 Fixed income fund 625 Total investments at fair value $ 2,315 Fair value measurement as of December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Mutual funds $ 2,228 $ — $ — $ 2,228 Fixed income fund 1,031 Total investments at fair value $ 3,259 Fair value for mutual funds is measured using Level 1 inputs and quoted market prices at the reporting date multiplied by the quantity held. Our fixed income fund investment consists of a commingled fund for which quoted market prices are not available. The fair value of the investment represents the net asset value as provided by the trustee. In addition to the financial instruments listed in the table above, we hold other financial instruments, including cash and cash equivalents, receivables and accounts payable. The carrying amounts for these balances approximated their fair values. Certain assets and liabilities are measured at fair value on a nonrecurring basis, and therefore, not included in the tables above. These assets include goodwill and intangible assets and result as acquisitions occur. The amounts assigned to intangible assets and goodwill as they relate to our acquisitions are based on our best estimate of the fair value. We use an independent valuation specialist to assist in determining the fair value of the identified intangible assets at acquisition. The fair value of the significant identified intangible assets is generally estimated using a combination of an income approach using the discounted cash flow analysis and market approach using the guideline public company analysis, which represents a Level 3 fair value measurement. The income approach includes a forecast of direct revenues and costs associated with the respective intangible assets and charges for economic returns on tangible and intangible assets utilized in cash flow generation. The market approach also uses forecasted revenue and earnings, as well as comparable public company trading values. Net cash flows attributable to the identified intangible assets are discounted to their present value at a rate commensurate with the perceived risk. |
Share appreciation rights plan
Share appreciation rights plan | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share appreciation rights plan | NOTE 8 Share appreciation rights plan Effective as of January 1, 2012, we established a Share Appreciation Rights Plan (the "SAR Plan"). Eligible participants receive a number of stock appreciation rights annually that entitle the employee to receive the appreciation in the fair market value of a share from the date of grant up to a specified date or dates plus an amount equal to the distributions per share. Awards granted in a given year vest to the participant over a three-year period. Benefits paid under the SAR Plan are made in cash, not common stock, at the end of the three-year vesting period from the original grant date. Expense related to the SAR Plan has been recorded in accordance with the accounting standards for share-based payments. Due to the cash settlement at the end of the performance period, the awards are classified as a liability and are remeasured each reporting period at fair value. Cars.com recorded a liability of $1.3 million and $10.8 million related to its SAR Plan on its Condensed Consolidated and Combined Balance Sheets as of June 30, 2017 and December 31, 2016, respectively. No stock appreciation rights were granted to employees during the three or six months ended June 30, 2017. Management does not expect to issue any new grants subsequent to the Separation. |
Commitments, contingent liabili
Commitments, contingent liabilities and other matters | 6 Months Ended |
Jun. 30, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments, contingent liabilities and other matters | NOTE 9 Commitments, contingent liabilities and other matters Commitments In May 2016, we entered into a new lease of office space in Chicago, Illinois. The lease extends through June 2031 and monthly rental payments under the lease escalate by 2.5% each year throughout the lease. Minimum payments throughout the life of the lease are $57.7 million. Litigation We and our subsidiaries are parties from time to time in legal and administrative proceedings involving matters incidental to our business. These matters, whether pending, threatened or unasserted, if decided adversely to Cars.com or settled, may result in liabilities material to our consolidated financial position, results of operation or cash flows. We record a liability when we believe that it is both probable that a loss will be incurred and the amount of loss can be reasonably estimated. We evaluate, at least quarterly, developments in its legal matters that could affect the amount of liability that has been previously accrued, and make adjustments as appropriate. Significant judgment is required to determine both the probability and the estimated amount. |
Debt _ term loan and revolving
Debt – term loan and revolving credit facility | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt – term loan and revolving credit facility | NOTE 10 Debt – term loan and revolving credit facility On May 31, 2017, we and certain of our domestic wholly-owned subsidiaries (the “Guarantors”) entered into a Credit Agreement (the “Credit Agreement”) with the lenders named therein. The Credit Agreement matures on May 31, 2022 and includes (a) revolving loan commitments in an aggregate principal amount of up to $450 million (of which up to $25 million may be in the form of letters of credit at our request) and (b) term loans in an aggregate principal amount of $450 million. Interest on the borrowings under the Credit Agreement is payable based on the London Interbank Offered Rate or the alternate base rate, as defined in the Credit Agreement, in either case plus an applicable margin and fees which, after the second full fiscal quarter following the closing date, is based upon our total net leverage ratio. On May 31, 2017, we borrowed $675 million to fund a $650 million cash payment to TEGNA immediately prior to the distribution, to pay fees and expenses related to the Separation and to fund working capital. The term loan requires quarterly amortization payments commencing on September 30, 2017. On July 31, 2017, we voluntarily paid down $20 million of revolving loan commitments. The obligations under the Credit Agreement are guaranteed by the Guarantors, and the Company and the Guarantors secured their respective obligations under the Credit Agreement by granting liens in favor of the agent on substantially all of their assets. The terms of the Credit Agreement include representations and warranties, affirmative and negative covenants (including certain financial covenants) and events of default that are customary for credit facilities of this nature. A summary of the Credit Agreement can be found in our Registration Statement on Form 10. |
Earnings per Share
Earnings per Share | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings per share | NOTE 11 Earnings per share Basic earnings per share is calculated by dividing net income by the weighted-average number of shares of common stock outstanding. Diluted earnings per share is similarly calculated, except that the calculation includes the dilutive effect of the assumed issuance of shares under equity-based compensation plans unless the inclusion of such shares would have an anti-dilutive impact. The total shares outstanding on May 31, 2017, the date of Separation, was 71.6 million. The total number of shares outstanding at that date is being utilized for the calculation of both basic and diluted earnings per share for the three and six months ended June 30, 2016, as no equity-based awards were outstanding prior to the Separation date. The computations of our basic and diluted earnings per share are set forth below (in thousands, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Net income $ 24,809 $ 42,020 $ 51,697 $ 75,719 Basic weighted-average shares outstanding 71,716 71,588 71,716 71,588 Effect of employee stock awards 64 — 64 — Diluted weighted-average shares outstanding 71,780 71,588 71,780 71,588 Earnings per share, basic $ 0.35 $ 0.59 $ 0.72 $ 1.06 Earnings per share, diluted $ 0.35 $ 0.59 $ 0.72 $ 1.06 |
Share-based Compensation Plans
Share-based Compensation Plans | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-based compensation plans | NOTE 12 Share-based compensation plans In May 2017, the Cars.com Board of Directors approved the Omnibus Plan. The Omnibus Plan provides for the granting of stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), performance shares and other equity-based and cash based awards of Cars.com. Prior to the Separation and distribution from TEGNA, certain Cars.com employees received TEGNA RSUs based on TEGNA common stock. Due to the spin-off from TEGNA, all outstanding TEGNA RSUs granted in 2016 or later held by certain Cars.com employees following the Separation or certain former employees of the Cars.com business, were converted into an award denominated in shares of Cars.com common stock, with the number of shares subject to the award adjusted in a manner intended to preserve the aggregate intrinsic value of the original TEGNA RSUs award as measured immediately before and immediately after the Separation. In both the three and six months ended June 30, 2017, a total of 0.25 million RSUs were granted to Cars.com employees at a weighted-average share price of $25.81. The table below presents information related to share-based compensation (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Share-based compensation expense $ 481 $ — $ 481 $ — June 30, 2017 December 31, 2016 Unrecognized share-based compensation $ 12,908 $ — The unrecognized share-based compensation is expected to be recognized over a weighted-average period of 3.3 years. |
Related party transactions
Related party transactions | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related party transactions | NOTE 13 Related party transactions We are party to a commercial agreement with TEGNA, who was considered a related party through the Separation date of May 31, 2017. Related party revenue earned from this agreement was $1.3 million and $3.4 million for the three and six months ended June 30, 2017, respectively, and $2.1 million and $4.2 million for the three and six months ended June 30, 2016, respectively. The commercial agreement with TEGNA is still effective after the Separation. Prior to the Separation and distribution, TEGNA utilized a centralized approach to cash management and the financing of its operations, providing funds to its subsidiaries as needed. These transactions were recorded in “TEGNA’s investment, net” when advanced. Accordingly, none of TEGNA’s cash and cash equivalents were assigned to us in TEGNA’s financial statements. Cash and cash equivalents in our Condensed Consolidated and Combined Balance Sheets represent cash held locally by us. Equity in the Condensed Consolidated and Combined Balance Sheets represents the accumulated balance of transactions between us and TEGNA, our paid-in-capital, and TEGNA’s interest in our cumulative retained earnings, and are presented within “TEGNA’s investment, net”. The amounts comprising the accumulated balance of transactions between us and TEGNA and TEGNA affiliates include (i) the cumulative net assets attributed to us by TEGNA and TEGNA affiliates and (ii) the cumulative net advances to TEGNA representing our cumulative funds swept (net of funding provided by TEGNA and TEGNA affiliates to us) as part of the centralized cash management program. See Note 1 of this report for additional information. |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
New accounting pronouncements not yet adopted | Recent accounting pronouncements The Financial Accounting Standards Board (“FASB”) amended the FASB Accounting Standards Codification and created a new Topic 606, Revenue from Contracts with Customers. In January 2016, the FASB issued Accounting Standards Update No. 2016-01, Financial Instruments—Overall In February 2016, the FASB amended the FASB Accounting Standards Codification and created a new Topic 842, Leases In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326). In January 2017, the FASB issued Accounting Standards Update No. 2017-04, Simplifying the Test for Goodwill Impairment. In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation (Topic 718). |
Goodwill and Other Intangible22
Goodwill and Other Intangible Assets and Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill, Indefinite-Lived Intangibles and Amortizable Intangible Assets | The following table displays goodwill, indefinite-lived intangibles and amortizable intangible assets at June 30, 2017 and December 31, 2016 (in thousands): Gross Accumulated Amortization Net June 30, 2017 Goodwill $ 788,107 $ — $ 788,107 Indefinite-lived intangibles: Trade name 872,320 — 872,320 Amortizable intangible assets: Customer relationships 814,240 (172,989 ) 641,251 Acquired software 71,700 (28,312 ) 43,388 Trade name 9,800 (749 ) 9,051 Non-compete agreements 2,860 (1,573 ) 1,287 Content library 2,100 (963 ) 1,137 Total amortizable intangible assets 900,700 (204,586 ) 696,114 Total $ 2,561,127 $ (204,586 ) $ 2,356,541 December 31, 2016 Goodwill $ 788,107 $ — $ 788,107 Indefinite-lived intangibles: Trade name 872,320 — 872,320 Amortizable intangible assets: Customer relationships 814,240 (140,788 ) 673,452 Acquired software 71,700 (22,798 ) 48,902 Trade name 9,800 (340 ) 9,460 Non-compete agreements 2,860 (1,287 ) 1,573 Content library 2,100 (438 ) 1,662 Total amortizable intangible assets 900,700 (165,651 ) 735,049 Total $ 2,561,127 $ (165,651 ) $ 2,395,476 |
Fair value measurement (Tables)
Fair value measurement (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
LTIP Investments Carried at Fair Value by Category on Condensed Consolidated and Combined Balance Sheets in Accordance with Valuation Hierarchy | The following table presents the LTIP investments carried at fair value as of June 30, 2017 and December 31, 2016, by category on the Condensed Consolidated and Combined Balance Sheets in accordance with the valuation hierarchy defined above (in thousands): Fair value measurement as of June 30, 2017 Level 1 Level 2 Level 3 Total Assets: Mutual funds $ 1,690 $ — $ — $ 1,690 Fixed income fund 625 Total investments at fair value $ 2,315 Fair value measurement as of December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Mutual funds $ 2,228 $ — $ — $ 2,228 Fixed income fund 1,031 Total investments at fair value $ 3,259 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The computations of our basic and diluted earnings per share are set forth below (in thousands, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Net income $ 24,809 $ 42,020 $ 51,697 $ 75,719 Basic weighted-average shares outstanding 71,716 71,588 71,716 71,588 Effect of employee stock awards 64 — 64 — Diluted weighted-average shares outstanding 71,780 71,588 71,780 71,588 Earnings per share, basic $ 0.35 $ 0.59 $ 0.72 $ 1.06 Earnings per share, diluted $ 0.35 $ 0.59 $ 0.72 $ 1.06 |
Share-based Compensation Plans
Share-based Compensation Plans (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Share-based Compensation | The table below presents information related to share-based compensation (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Share-based compensation expense $ 481 $ — $ 481 $ — June 30, 2017 December 31, 2016 Unrecognized share-based compensation $ 12,908 $ — |
Separation from TEGNA, Descri26
Separation from TEGNA, Description of Business and Basis of Presentation - Additional Information (Details) Visit in Millions, VehicleListing in Millions, $ in Millions | May 31, 2017USD ($) | Jun. 30, 2017USD ($)VisitVehicleListingDealershipState | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)VisitVehicleListingDealershipState | Jun. 30, 2016USD ($) | Aug. 01, 2016 |
Separation. Description of Business and Basis of Presentation [Line Items] | ||||||
Number of web property visits per month | Visit | 35 | 35 | ||||
Number of vehicle listings hosts in web | VehicleListing | 5 | 5 | ||||
Number of franchises and independent car dealers served in web | Dealership | 21,000 | 21,000 | ||||
Number of states in which Company web operates | State | 50 | 50 | ||||
Historical allocated corporate costs | $ 1.8 | $ 0.1 | $ 2.5 | $ 0.2 | ||
Spinoff | ||||||
Separation. Description of Business and Basis of Presentation [Line Items] | ||||||
Cash transfer made to parent company | $ 650 | |||||
TEGNA Inc | ||||||
Separation. Description of Business and Basis of Presentation [Line Items] | ||||||
Stock holder of Parent common stock received ratio | 0.3333 | |||||
TEGNA Inc | DealerRater | ||||||
Separation. Description of Business and Basis of Presentation [Line Items] | ||||||
Percentage of ownership interest acquired | 100.00% | |||||
TEGNA Inc | Spinoff | ||||||
Separation. Description of Business and Basis of Presentation [Line Items] | ||||||
Date of separation | May 31, 2017 |
Goodwill and Other Intangible27
Goodwill and Other Intangible Assets and Liabilities - Summary of Goodwill, Indefinite-Lived Intangibles and Amortizable Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Intangible Assets By Major Class [Line Items] | ||
Goodwill, Gross | $ 788,107 | $ 788,107 |
Goodwill, Net | 788,107 | 788,107 |
Total Amortizable intangible assets, Gross | 900,700 | 900,700 |
Total Amortizable intangible assets, Accumulated Amortization | (204,586) | (165,651) |
Total Amortizable intangible assets, Net | 696,114 | 735,049 |
Intangible assets including goodwill, Gross | 2,561,127 | 2,561,127 |
Intangible assets including goodwill, Accumulated Amortization | (204,586) | (165,651) |
Intangible assets including goodwill, Net | 2,356,541 | 2,395,476 |
Customer Relationships | ||
Intangible Assets By Major Class [Line Items] | ||
Total Amortizable intangible assets, Gross | 814,240 | 814,240 |
Total Amortizable intangible assets, Accumulated Amortization | (172,989) | (140,788) |
Total Amortizable intangible assets, Net | 641,251 | 673,452 |
Acquired Software | ||
Intangible Assets By Major Class [Line Items] | ||
Total Amortizable intangible assets, Gross | 71,700 | 71,700 |
Total Amortizable intangible assets, Accumulated Amortization | (28,312) | (22,798) |
Total Amortizable intangible assets, Net | 43,388 | 48,902 |
Trade Name | ||
Intangible Assets By Major Class [Line Items] | ||
Total Amortizable intangible assets, Gross | 9,800 | 9,800 |
Total Amortizable intangible assets, Accumulated Amortization | (749) | (340) |
Total Amortizable intangible assets, Net | 9,051 | 9,460 |
Non-compete Agreements | ||
Intangible Assets By Major Class [Line Items] | ||
Total Amortizable intangible assets, Gross | 2,860 | 2,860 |
Total Amortizable intangible assets, Accumulated Amortization | (1,573) | (1,287) |
Total Amortizable intangible assets, Net | 1,287 | 1,573 |
Content Library | ||
Intangible Assets By Major Class [Line Items] | ||
Total Amortizable intangible assets, Gross | 2,100 | 2,100 |
Total Amortizable intangible assets, Accumulated Amortization | (963) | (438) |
Total Amortizable intangible assets, Net | 1,137 | 1,662 |
Trade Name | ||
Intangible Assets By Major Class [Line Items] | ||
Indefinite-lived intangibles, Gross | 872,320 | 872,320 |
Indefinite-lived intangibles, Net | $ 872,320 | $ 872,320 |
Goodwill and Other Intangible28
Goodwill and Other Intangible Assets and Liabilities - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Finite Lived Intangible Assets And Liabilities [Line Items] | |||||
Unfavorable contracts liability | $ 31,485 | $ 31,485 | $ 44,085 | ||
TEGNA Inc | |||||
Finite Lived Intangible Assets And Liabilities [Line Items] | |||||
Unfavorable contracts liability | 56,700 | 56,700 | $ 69,300 | ||
TEGNA Inc | Wholesale Revenue | |||||
Finite Lived Intangible Assets And Liabilities [Line Items] | |||||
Amortization of liability | $ 6,300 | $ 6,300 | $ 12,600 | $ 12,600 |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | ||
May 31, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Schedule Of Gain Loss On Investments Including Marketable Securities And Investments Held At Cost Income Statement Reported Amounts Summary [Line Items] | ||||
Purchase of debt | $ 2,229 | |||
Aggregate carrying amount of investment | $ 9,400 | $ 9,300 | ||
RepairPal, Inc. [Member] | ||||
Schedule Of Gain Loss On Investments Including Marketable Securities And Investments Held At Cost Income Statement Reported Amounts Summary [Line Items] | ||||
Ownership percentage | 21.00% | |||
RepairPal, Inc. [Member] | Convertible Debt [Member] | ||||
Schedule Of Gain Loss On Investments Including Marketable Securities And Investments Held At Cost Income Statement Reported Amounts Summary [Line Items] | ||||
Purchase of debt | $ 2,200 | |||
Percentage of annual interest rate | 7.00% | |||
Maturity date of debt | 2018-05 | |||
RepairPal, Inc. [Member] | Convertible Debt [Member] | Before May 2018 [Member] | ||||
Schedule Of Gain Loss On Investments Including Marketable Securities And Investments Held At Cost Income Statement Reported Amounts Summary [Line Items] | ||||
Debt instrument, conversion terms | The debt converts into shares of preferred stock upon the earlier of May 2018 or the date on which RepairPal raises proceeds of at least $5 million through a single or series of related transactions related to any sale of preferred stock | |||
Debt instrument, convertible type of security | preferred stock | |||
Expected proceeds through single or series of related transactions | $ 5,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 36.90% | 37.30% | ||
Provision for income taxes | $ 2,345 | $ 0 | $ 2,763 | $ 0 |
Long-Term Incentive Plan - Addi
Long-Term Incentive Plan - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Compensation Related Costs [Abstract] | ||||
Contributions to plan by employer | $ 0.3 | $ 0.6 | ||
Deferred compensation expense | $ 0.2 | 0.2 | $ 0.5 | |
Deferred compensation liability | $ 2.3 | $ 3.1 |
Fair value measurement - LTIP I
Fair value measurement - LTIP Investments Carried at Fair Value by Category on Condensed Consolidated and Combined Balance Sheets in Accordance with Valuation Hierarchy (Details) - Fair Value Recurring - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Assets: | ||
Total investments at fair value | $ 2,315 | $ 3,259 |
Mutual Funds | ||
Assets: | ||
Fair value measurements, Assets | 1,690 | 2,228 |
Fixed Income Fund | ||
Assets: | ||
Fair value measurements, Assets | 625 | 1,031 |
Level 1 | Mutual Funds | ||
Assets: | ||
Fair value measurements, Assets | $ 1,690 | $ 2,228 |
Share Appreciation Rights Plan
Share Appreciation Rights Plan - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Liability related to SAR plan | $ 1,903 | $ 1,903 | $ 3,913 |
Share Appreciation Rights Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Liability related to SAR plan | $ 1,300 | $ 1,300 | $ 10,800 |
Stock appreciation rights, granted | 0 | 0 |
Commitments, Contingent Liabi34
Commitments, Contingent Liabilities and Other Matters - Additional Information (Details) $ in Millions | 1 Months Ended |
May 31, 2016USD ($) | |
Commitments And Contingencies Disclosure [Abstract] | |
Lease expiration date | Jun. 30, 2031 |
Lease escalate percentage per year | 2.50% |
Minimum payments throughout life of lease | $ 57.7 |
Debt - term loan and revolving
Debt - term loan and revolving credit facility - Additional Information (Details) - USD ($) | Jul. 31, 2017 | May 31, 2017 | Jun. 30, 2017 |
Line Of Credit Facility [Line Items] | |||
Borrowings | $ 675,000,000 | ||
Cash payment to TEGNA | 650,000,000 | $ 650,000,000 | |
Term Loan And Revolving Credit Facility | |||
Line Of Credit Facility [Line Items] | |||
Credit agreement maturity date | May 31, 2022 | ||
Revolving Credit Facility | |||
Line Of Credit Facility [Line Items] | |||
Aggregate principal amount | 450,000,000 | ||
Revolving Credit Facility | Subsequent Event | |||
Line Of Credit Facility [Line Items] | |||
Voluntarily paid down loan commitments | $ 20,000,000 | ||
Letter Of Credit | |||
Line Of Credit Facility [Line Items] | |||
Aggregate principal amount | 25,000,000 | ||
Term Loan | |||
Line Of Credit Facility [Line Items] | |||
Aggregate principal amount | $ 450,000,000 | ||
Mode of term loan payment | Quarterly |
Earnings per share - Additional
Earnings per share - Additional Information (Details) | May 31, 2017shares |
Earnings Per Share [Abstract] | |
Number of shares outstanding, basic and diluted | 71,600,000 |
Equity-based awards outstanding | 0 |
Earnings per share - Computatio
Earnings per share - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 24,809 | $ 42,020 | $ 51,697 | $ 75,719 |
Basic weighted-average shares outstanding | 71,716 | 71,588 | 71,716 | 71,588 |
Effect of employee stock awards | 64 | 64 | ||
Diluted weighted-average shares outstanding | 71,780 | 71,588 | 71,780 | 71,588 |
Earnings per share, basic | $ 0.35 | $ 0.59 | $ 0.72 | $ 1.06 |
Earnings per share, diluted | $ 0.35 | $ 0.59 | $ 0.72 | $ 1.06 |
Share-based Compensation Plan -
Share-based Compensation Plan - Additional Information (Details) shares in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2017$ / sharesshares | Jun. 30, 2017$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Unrecognized share-based compensation is expected to be recognized over a weighted-average period | 3 years 3 months 18 days | |
RSUs | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Granted | shares | 250 | 250 |
Weighted average share price | $ / shares | $ 25.81 | $ 25.81 |
Share-based Compensation Plan39
Share-based Compensation Plans - Schedule of Share-based Compensation (Details) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2017USD ($) | Jun. 30, 2017USD ($) | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Share-based compensation expense | $ 481 | $ 481 |
Unrecognized share-based compensation | $ 12,908 | $ 12,908 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Related Party Transactions [Abstract] | ||||
Related party revenue earned from commercial agreement with TEGNA | $ 1.3 | $ 2.1 | $ 3.4 | $ 4.2 |