Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 31, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 1-6961 | |
Entity Registrant Name | TEGNA INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 16-0442930 | |
Entity Address, Address Line One | 8350 Broad Street, Suite 2000 | |
Entity Address, City or Town | Tysons | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 22102-5151 | |
City Area Code | (703) | |
Local Phone Number | 873-6600 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | TGNA | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock Shares Outstanding | 201,522,005 | |
Entity Central Index Key | 0000039899 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 489,373 | $ 551,681 |
Accounts receivable, net of allowances of $4,249 and $3,697, respectively | 593,410 | 658,318 |
Other receivables | 10,534 | 13,493 |
Syndicated programming rights | 17,326 | 44,064 |
Prepaid expenses and other current assets | 33,257 | 36,152 |
Total current assets | 1,143,900 | 1,303,708 |
Property and equipment | ||
Cost | 1,076,634 | 1,067,191 |
Less accumulated depreciation | (634,853) | (610,138) |
Net property and equipment | 441,781 | 457,053 |
Intangible and other assets | ||
Goodwill | 2,981,587 | 2,981,587 |
Indefinite-lived and amortizable intangible assets, less accumulated amortization of $263,484 and $348,087, respectively | 2,355,561 | 2,381,606 |
Right-of-use assets for operating leases | 73,605 | 78,448 |
Investments and other assets | 118,839 | 126,494 |
Total intangible and other assets | 5,529,592 | 5,568,135 |
Total assets | 7,115,273 | 7,328,896 |
Current liabilities | ||
Accounts payable | 78,788 | 76,212 |
Accrued liabilities | ||
Compensation | 38,598 | 50,339 |
Interest | 44,625 | 45,480 |
Contracts payable for programming rights | 99,593 | 117,743 |
Other | 67,724 | 78,265 |
Income taxes payable | 3,416 | 22,985 |
Total current liabilities | 332,744 | 391,024 |
Noncurrent liabilities | ||
Deferred income tax liability | 574,975 | 556,131 |
Long-term debt | 3,071,026 | 3,069,316 |
Pension liabilities | 73,380 | 73,684 |
Operating lease liabilities | 74,231 | 79,503 |
Other noncurrent liabilities | 66,653 | 70,098 |
Total noncurrent liabilities | 3,860,265 | 3,848,732 |
Total liabilities | 4,193,009 | 4,239,756 |
Commitments and contingent liabilities (see Note 9) | ||
Redeemable noncontrolling interest (see Note 1) | 18,106 | 17,418 |
Shareholders’ equity | ||
Common stock of $1 par value per share, 800,000,000 shares authorized, 324,418,632 shares issued | 324,419 | 324,419 |
Additional paid-in capital | 27,941 | 27,941 |
Retained earnings | 7,989,312 | 7,898,055 |
Accumulated other comprehensive loss | (123,467) | (125,533) |
Less treasury stock at cost, 122,978,320 shares and 100,970,426 shares, respectively | (5,314,047) | (5,053,160) |
Total equity | 2,904,158 | 3,071,722 |
Total liabilities, redeemable noncontrolling interest and equity | $ 7,115,273 | $ 7,328,896 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 4,249 | $ 3,697 |
Accumulated amortization | $ 263,484 | $ 348,087 |
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, authorized shares (in shares) | 800,000,000 | 800,000,000 |
Common stock, issued shares (in shares) | 324,418,632 | 324,418,632 |
Treasury stock, shares (in shares) | 122,978,320 | 100,970,426 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | ||
Income Statement [Abstract] | |||||
Revenues | $ 731,506 | $ 784,881 | $ 1,471,833 | $ 1,559,004 | |
Operating expenses: | |||||
Cost of revenues | [1] | 430,528 | 420,235 | 857,460 | 831,685 |
Business units - Selling, general and administrative expenses | 97,231 | 99,585 | 196,340 | 201,554 | |
Corporate - General and administrative expenses | 26,506 | 13,612 | 38,606 | 34,932 | |
Depreciation | 14,987 | 15,534 | 30,036 | 30,839 | |
Amortization of intangible assets | 13,296 | 14,999 | 26,878 | 29,999 | |
Asset impairment and other | 3,359 | (105) | 3,359 | (163) | |
Merger termination fee | (136,000) | 0 | (136,000) | 0 | |
Total | 449,907 | 563,860 | 1,016,679 | 1,128,846 | |
Operating income | 281,599 | 221,021 | 455,154 | 430,158 | |
Non-operating (expense) income: | |||||
Equity loss in unconsolidated investments, net | (283) | (236) | (520) | (4,047) | |
Interest expense | (42,797) | (42,950) | (85,703) | (86,570) | |
Other non-operating items, net | 5,781 | (1,865) | 11,192 | 15,454 | |
Total | (37,299) | (45,051) | (75,031) | (75,163) | |
Income before income taxes | 244,300 | 175,970 | 380,123 | 354,995 | |
Provision for income taxes | 44,207 | 44,030 | 76,026 | 88,768 | |
Net Income | 200,093 | 131,940 | 304,097 | 266,227 | |
Net loss (income) attributable to redeemable noncontrolling interest | 12 | (371) | 311 | (424) | |
Net income attributable to TEGNA Inc. | $ 200,105 | $ 131,569 | $ 304,408 | $ 265,803 | |
Earnings per share: | |||||
Basic (in dollars per share) | $ 0.92 | $ 0.59 | $ 1.37 | $ 1.19 | |
Diluted (in dollars per share) | $ 0.92 | $ 0.59 | $ 1.37 | $ 1.19 | |
Weighted average number of common shares outstanding: | |||||
Basic shares (in shares) | 217,830 | 223,675 | 221,168 | 223,197 | |
Diluted shares (in shares) | 217,979 | 224,489 | 221,391 | 223,867 | |
[1] 1 Cost of revenues exclude charges for depreciation and amortization expense, which are shown separately above. |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income | $ 200,093 | $ 131,940 | $ 304,097 | $ 266,227 |
Other comprehensive income, before tax: | ||||
Foreign currency translation adjustments | 0 | 0 | 0 | 142 |
Recognition of previously deferred post-retirement benefit plan costs | 1,327 | 1,085 | 2,777 | 2,061 |
Realized gain on available-for-sale investment during the period | 0 | 0 | 0 | (20,800) |
Other comprehensive income (loss), before tax | 1,327 | 1,085 | 2,777 | (18,597) |
Income tax effect related to components of other comprehensive income | (339) | (279) | (711) | 4,785 |
Other comprehensive income (loss), net of tax | 988 | 806 | 2,066 | (13,812) |
Comprehensive income | 201,081 | 132,746 | 306,163 | 252,415 |
Comprehensive loss (income) attributable to redeemable noncontrolling interest | 12 | (371) | 311 | (424) |
Total comprehensive income | $ 201,093 | $ 132,375 | $ 306,474 | $ 251,991 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net Income | $ 304,097 | $ 266,227 |
Adjustments to reconcile net income to net cash flow from operating activities: | ||
Depreciation and amortization | 56,914 | 60,838 |
Stock-based compensation | 8,845 | 17,209 |
Company stock 401(k) contribution | 10,226 | 9,929 |
Gains on assets, net | 0 | (18,308) |
Equity losses from unconsolidated investments, net | 520 | 4,047 |
Merger termination fee | (136,000) | 0 |
Pension expense, net of employer contributions | 2,655 | (1,070) |
Change in other assets and liabilities: | ||
Decrease in trade receivables | 64,356 | 25,263 |
Increase in accounts payable | 2,576 | 13,385 |
Increase in interest and taxes payable, net | 1,100 | 9,615 |
Increase in deferred revenue | 861 | 1,687 |
Change in other assets and liabilities, net | (8,665) | 2,565 |
Net cash flow from operating activities | 307,485 | 391,387 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (14,491) | (23,094) |
Reimbursements from spectrum repacking | 0 | 163 |
Payments for acquisition of assets | (1,150) | 0 |
Purchases of investments | (328) | (4,706) |
Proceeds from investments | 23 | 3,451 |
Proceeds from sale of assets | 39 | 367 |
Net cash flow used for investing activities | (15,907) | (23,819) |
Cash flows from financing activities: | ||
Payments under revolving credit facilities, net | 0 | (166,000) |
Dividends paid | (40,489) | (42,331) |
Repurchase of common stock | (300,000) | 0 |
Other, net | (13,397) | (15,456) |
Net cash flow used for financing activities | (353,886) | (223,787) |
(Decrease) increase in cash | (62,308) | 143,781 |
Balance of cash, beginning of period | 551,681 | 56,989 |
Balance of cash, end of period | 489,373 | 200,770 |
Supplemental cash flow information: | ||
Cash paid for income taxes, net of refunds | 74,372 | 79,915 |
Cash paid for interest | $ 83,058 | $ 84,361 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY AND REDEEMABLE NONCONTROLLING INTEREST - USD ($) $ in Thousands | Total | Common stock | Additional paid-in capital | Retained earnings | Accumulated other comprehensive loss | Treasury stock |
Beginning balance at Dec. 31, 2021 | $ 16,129 | |||||
Redeemable noncontrolling interest | ||||||
Net (loss) income | 424 | |||||
Adjustment of redeemable noncontrolling interest to redemption value | 212 | |||||
Ending balance at Jun. 30, 2022 | 16,765 | |||||
Beginning balance at Dec. 31, 2021 | 2,519,906 | $ 324,419 | $ 27,941 | $ 7,459,380 | $ (97,216) | $ (5,194,618) |
Total Equity | ||||||
Net (loss) income | 265,803 | 265,803 | ||||
Other comprehensive income, net of tax | (13,812) | (13,812) | ||||
Total comprehensive income | 251,991 | |||||
Dividends declared | (42,331) | (42,331) | ||||
Company stock 401(k) contribution | 9,929 | (6,326) | (16,084) | 32,339 | ||
Stock-based awards activity | (15,456) | (11,570) | (83,120) | 79,234 | ||
Stock-based compensation | 17,209 | 17,209 | ||||
Adjustment of redeemable noncontrolling interest to redemption value | (212) | (212) | ||||
Other activity | 687 | 687 | ||||
Ending balance at Jun. 30, 2022 | 2,741,723 | 324,419 | 27,941 | 7,583,436 | (111,028) | (5,083,045) |
Beginning balance at Mar. 31, 2022 | 16,430 | |||||
Redeemable noncontrolling interest | ||||||
Net (loss) income | 371 | |||||
Adjustment of redeemable noncontrolling interest to redemption value | (36) | |||||
Ending balance at Jun. 30, 2022 | 16,765 | |||||
Beginning balance at Mar. 31, 2022 | 2,618,849 | 324,419 | 27,941 | 7,479,795 | (111,834) | (5,101,472) |
Total Equity | ||||||
Net (loss) income | 131,569 | 131,569 | ||||
Other comprehensive income, net of tax | 806 | 806 | ||||
Total comprehensive income | 132,375 | |||||
Dividends declared | (21,180) | (21,180) | ||||
Company stock 401(k) contribution | 4,591 | (5,004) | (4,810) | 14,405 | ||
Stock-based awards activity | (5) | (2,053) | (1,974) | 4,022 | ||
Stock-based compensation | 6,714 | 6,714 | ||||
Adjustment of redeemable noncontrolling interest to redemption value | 36 | 36 | ||||
Other activity | 343 | 343 | ||||
Ending balance at Jun. 30, 2022 | 2,741,723 | 324,419 | 27,941 | 7,583,436 | (111,028) | (5,083,045) |
Beginning balance at Dec. 31, 2022 | 17,418 | |||||
Redeemable noncontrolling interest | ||||||
Net (loss) income | (311) | |||||
Adjustment of redeemable noncontrolling interest to redemption value | 999 | |||||
Ending balance at Jun. 30, 2023 | 18,106 | |||||
Beginning balance at Dec. 31, 2022 | 3,071,722 | 324,419 | 27,941 | 7,898,055 | (125,533) | (5,053,160) |
Total Equity | ||||||
Net (loss) income | 304,408 | 304,408 | ||||
Other comprehensive income, net of tax | 2,066 | 2,066 | ||||
Total comprehensive income | 306,474 | |||||
Dividends declared | (40,489) | (40,489) | ||||
Company stock 401(k) contribution | 10,226 | (1,536) | (27,188) | 38,950 | ||
Stock-based awards activity | (13,397) | (3,609) | (88,695) | 78,907 | ||
Stock-based compensation | 8,845 | 8,845 | ||||
Repurchase of common stock | (438,744) | (4,220) | (55,780) | (378,744) | ||
Adjustment of redeemable noncontrolling interest to redemption value | (999) | (999) | ||||
Other activity | 520 | 520 | ||||
Ending balance at Jun. 30, 2023 | 2,904,158 | 324,419 | 27,941 | 7,989,312 | (123,467) | (5,314,047) |
Beginning balance at Mar. 31, 2023 | 17,754 | |||||
Redeemable noncontrolling interest | ||||||
Net (loss) income | (12) | |||||
Adjustment of redeemable noncontrolling interest to redemption value | 364 | |||||
Ending balance at Jun. 30, 2023 | 18,106 | |||||
Beginning balance at Mar. 31, 2023 | 3,151,265 | 324,419 | 27,941 | 7,879,619 | (124,455) | (4,956,259) |
Total Equity | ||||||
Net (loss) income | 200,105 | 200,105 | ||||
Other comprehensive income, net of tax | 988 | 988 | ||||
Total comprehensive income | 201,093 | |||||
Dividends declared | (19,130) | (19,130) | ||||
Company stock 401(k) contribution | 4,662 | (961) | (12,697) | 18,320 | ||
Stock-based awards activity | 11 | (184) | (2,441) | 2,636 | ||
Stock-based compensation | 5,157 | 5,157 | ||||
Repurchase of common stock | (438,744) | (4,220) | (55,780) | (378,744) | ||
Adjustment of redeemable noncontrolling interest to redemption value | (364) | (364) | ||||
Other activity | 208 | 208 | ||||
Ending balance at Jun. 30, 2023 | $ 2,904,158 | $ 324,419 | $ 27,941 | $ 7,989,312 | $ (123,467) | $ (5,314,047) |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY AND REDEEMABLE NONCONTROLLING INTEREST (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends declared per share (in dollars per share) | $ 0.095 | $ 0.095 | $ 0.19 | $ 0.19 |
Basis of presentation, merger a
Basis of presentation, merger agreement and accounting policies | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of presentation, merger agreement and accounting policies | Basis of presentation, merger agreement and accounting policies Basis of presentation: Our accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial reporting, the instructions for Form 10-Q and Article 10 of the U.S. Securities and Exchange Commission (SEC) Regulation S-X. Accordingly, they do not include all information and footnotes which are normally included in the Form 10-K and annual report to shareholders. In our opinion, the condensed consolidated financial statements reflect all adjustments of a normal recurring nature necessary for a fair statement of the results for the interim periods presented. The condensed consolidated financial statements should be read in conjunction with our (or TEGNA’s) audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2022. The preparation of these condensed consolidated financial statements requires us to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. We use the best information available in developing significant estimates inherent in our financial statements. Actual results could differ from these estimates, and these differences resulting from changes in facts and circumstances could be material. Significant estimates include, but are not limited to, evaluation of goodwill and other intangible assets for impairment, fair value measurements, post-retirement benefit plans, income taxes including deferred taxes, and contingencies. The condensed consolidated financial statements include the accounts of subsidiaries we control. We eliminate all intercompany balances, transactions, and profits in consolidation. Investments in entities over which we have significant influence, but do not have control, are accounted for under the equity method. Our share of net earnings and losses from these ventures is included in “Equity loss in unconsolidated investments, net” in the Consolidated Statements of Income. We operate one operating and reportable segment, which primarily consists of our 64 television stations and two radio stations operating in 51 markets, providing high-quality television programming and digital content. Our reportable segment determination is based on our management and internal reporting structure, the nature of products and services we offer, and the financial information that is evaluated regularly by our chief operating decision maker. Merger Agreement : On February 22, 2022, we entered into an Agreement and Plan of Merger (as amended, the Merger Agreement), with Teton Parent Corp., a newly formed Delaware corporation (Parent), Teton Merger Corp., a newly formed Delaware corporation and an indirect wholly owned subsidiary of Parent (Merger Sub), and solely for purposes of certain provisions specified therein, other subsidiaries of Parent, certain affiliates of Standard General L.P., a Delaware limited partnership (Standard General) and CMG Media Corporation, a Delaware corporation (CMG), and certain of its subsidiaries. On May 22, 2023, after a protracted regulatory review, we terminated the Merger Agreement in accordance with its terms. Under the terms of the Merger Agreement, Parent was required to pay us a $136.0 million fee as a result of this termination. In lieu of cash payment for the termination fee, we agreed to accept from Parent 8.6 million shares of the Company’s common stock, which Parent transferred to the Company on June 1, 2023, and which was recorded as an increase to our Treasury stock. The $136.0 million termination fee was recorded as an operating item within our Consolidated Statement of Income and Consolidated Statement of Cash flow. Approximately $9.9 million of the termination fee was contractually due to one of the Company’s professional advisors. This expense was recorded within “Corporate - General and Administrative expenses” within our Consolidated Statement of Income. Accounting guidance adopted in 2023: We did not adopt any new accounting guidance in 2023 that had a material impact on our consolidated financial statements or disclosures. New accounting guidance not yet adopted: There are currently no issued accounting standards not yet adopted that we expect to have a material impact on our consolidated financial statements or disclosures. Trade receivables and allowances for doubtful accounts: Trade receivables are recorded at invoiced amounts and generally do not bear interest. The allowance for doubtful accounts reflects our estimate of credit exposure, determined principally on the basis of our collection experience, aging of our receivables and any specific reserves needed for certain customers based on their credit risk. Our allowance also takes into account expected future trends which may impact our customers’ ability to pay, such as economic growth (or declines), unemployment and demand for our products and services. We monitor the credit quality of our customers and their ability to pay through the use of analytics and communication with individual customers. As of June 30, 2023, our allowance for doubtful accounts was $4.2 million as compared to $3.7 million as of December 31, 2022. Programming assets: We are party to programming contracts which provide us with rights to broadcast syndicated programs, original series and films. These contracts are recorded at the gross amount of the related liability when the programs are available for telecasting. The related assets are recorded at the lower of cost or estimated net realizable value. Programming assets are classified as current (within Prepaid expenses and other current assets) or noncurrent (within Investments and other assets) in the Condensed Consolidated Balance Sheets, based on when the programming is expected to air. Expense is recognized on a straight line basis which appropriately matches the cost of the programs with the revenues associated with them. We evaluate the net realizable value of our programming asset when a triggering event occurs, such as a change in our intended usage, or sustained lower than expected ratings for the program. We determine the net realizable value based on a projection of the estimated revenues less projected direct costs associated with the programming. If the future direct costs exceed expected revenues, impairment of the program asset may be required. In the second quarter of 2023, we recognized an impairment charge of $3.4 million related to certain programming assets. The impairment was recorded in the “Asset impairment and other” line item of the Consolidated Statements of Income. Redeemable Noncontrolling interest: Our Premion business operates an advertising network for over-the-top (OTT) streaming and connected television platforms. In March 2020, we sold a minority interest in Premion to an affiliate of Gray Television (Gray) and entered into a commercial reselling agreement with the affiliate. During the first quarter of 2023, we entered into a multi-year extension of the reselling agreement with Gray. Gray’s investment allows it to sell its interest to Premion if there is a change in control of TEGNA or if the commercial agreement terminates. Since redemption of the minority ownership interest is outside our control, Gray’s equity interest is presented outside of the Equity section on the Condensed Consolidated Balance Sheets in the caption “Redeemable noncontrolling interest.” Treasury Stock: We account for treasury stock under the cost method. When treasury stock is re-issued at a price higher than its cost, the difference is recorded as a component of additional paid-in-capital (APIC) in our Condensed Consolidated Balance Sheets. When treasury stock is re-issued at a price lower than its cost, the difference is recorded as a component of APIC to the extent that there are previously recorded gains to offset the losses. If there are no treasury stock gains in APIC, the losses upon re-issuance of treasury stock are recorded as a reduction of retained earnings in our Condensed Consolidated Balance Sheets. Accelerated share repurchase program: On June 2, 2023, we entered into an accelerated share repurchase (ASR) program with JPMorgan Chase Bank, Nation al Association (JPMorgan). Under the terms of the ASR, we repurchased $300 million in TEGNA common shares from JPMorgan, with an initial delivery of approximately 15.2 million shares received on June 6, 2023, representing 80% ($240 million) of the value of the ASR contract. The final number of shares to be repurchased will be based on the average daily volume-weighted average price of TEGNA shares during the term of the ASR, less a discount and subject to customary adjustments pursuant to the terms of the ASR. At settlement, JPMorgan may be required to deliver additional shares of common stock to us, or under certain circumstances, we may be required to make a cash payment or deliver shares of common stock to JPMorgan. The final settlement of the ASR is expected to be completed by the end of the third quarter of 2023, subject to acceleration at JPMorgan’s discretion. Revenue recognition: Revenue is recognized upon the transfer of control of promised services to our customers in an amount that reflects the consideration we expect to receive in exchange for those services. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Amounts received from customers in advance of providing services to our customers are recorded as deferred revenue. The primary sources of our revenues are: 1) subscription revenues, reflecting fees paid by satellite, cable, OTT (companies that deliver video content to consumers over the Internet) and telecommunications providers to carry our television signals on their systems; 2) advertising & marketing services revenues, which include local and national non-political television advertising, digital marketing services (including Premion), advertising on the stations’ websites, tablet and mobile products, and OTT apps; 3) political advertising revenues, which are driven by even-year election cycles at the local and national level (e.g. 2024, 2022, etc.) and particularly in the second half of those years; and 4) other services, such as production of programming, tower rentals and distribution of our local news content. Revenue earned by these sources in the second quarter and first six months of 2023 and 2022 are shown below (amounts in thousands): Quarter ended June 30, Six months ended June 30, 2023 2022 2023 2022 Subscription $ 396,126 $ 389,079 $ 810,406 $ 780,733 Advertising & Marketing Services 317,726 335,259 625,571 689,726 Political 5,991 50,858 11,282 68,823 Other 11,663 9,685 24,574 19,722 Total revenues $ 731,506 $ 784,881 $ 1,471,833 $ 1,559,004 |
Goodwill and other intangible a
Goodwill and other intangible assets | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and other intangible assets | Goodwill and other intangible assets The following table displays goodwill, indefinite-lived intangible assets, and amortizable intangible assets as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Dec. 31, 2022 Gross Accumulated Amortization Gross Accumulated Amortization Goodwill $ 2,981,587 $ — $ 2,981,587 $ — Indefinite-lived intangibles: Television and radio station FCC broadcast licenses 2,124,731 — 2,123,898 — Amortizable intangible assets: Retransmission agreements 113,621 (84,747) 224,827 (184,796) Network affiliation agreements 309,503 (133,250) 309,503 (121,664) Other 71,190 (45,487) 71,465 (41,627) Total indefinite-lived and amortizable intangible assets $ 2,619,045 $ (263,484) $ 2,729,693 $ (348,087) |
Investments and other assets
Investments and other assets | 6 Months Ended |
Jun. 30, 2023 | |
Investments, All Other Investments [Abstract] | |
Investments and other assets | Investments and other assets Our investments and other assets consisted of the following as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Dec. 31, 2022 Cash value insurance $ 50,300 $ 48,919 Equity method investments 16,810 17,003 Other equity investments 20,158 20,158 Deferred debt issuance costs 450 2,232 Long-term contract assets 11,881 14,135 Other long-term assets 19,240 24,047 Total $ 118,839 $ 126,494 Cash value life insurance: We are the beneficiary of life insurance policies on the lives of certain employees/retirees, which are recorded at their cash surrender value as determined by the insurance carrier. These policies are utilized as a partial funding source for deferred compensation and other non-qualified employee retirement plans. Gains and losses on these investments are included in “Other non-operating items, net” within our Consolidated Statement of Income and were not material for all periods presented. Other equity investments : Represents investments in non-public businesses that do not have readily determinable pricing, and for which we do not have control or do not exert significant influence. These investments are recorded at cost less impairments, if any, plus or minus changes in observable prices for those investments. Deferred debt issuance costs : These costs consist of amounts paid to lenders related to our revolving credit facility. Debt issuance costs paid for our unsecured notes are accounted for as a reduction in the debt obligation. |
Long-term debt
Long-term debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-term debt | Long-term debt Our long-term debt is summarized below (in thousands): June 30, 2023 Dec. 31, 2022 Unsecured notes bearing fixed rate interest at 4.75% due March 2026 $ 550,000 $ 550,000 Unsecured notes bearing fixed rate interest at 7.75% due June 2027 200,000 200,000 Unsecured notes bearing fixed rate interest at 7.25% due September 2027 240,000 240,000 Unsecured notes bearing fixed rate interest at 4.625% due March 2028 1,000,000 1,000,000 Unsecured notes bearing fixed rate interest at 5.00% due September 2029 1,100,000 1,100,000 Total principal long-term debt 3,090,000 3,090,000 Debt issuance costs (24,616) (26,911) Unamortized premiums 5,642 6,227 Total long-term debt $ 3,071,026 $ 3,069,316 As of June 30, 2023, cash and cash equivalents totaled $489.4 million and we had unused borrowing capacity of $1.49 billion under our $1.51 billion revolving credit facility, which expires in August 2024. We were in compliance with all covenants, including the leverage ratio (our one financial covenant) contained in our debt agreements and revolving credit facility. We believe, based on our current financial forecasts and trends, that we will remain compliant with all covenants for the foreseeable future. Under our revolving credit facility we have the ability to draw loans based on two different interest rate indices, one of which was previously based on the London Interbank Offered Rate (LIBOR). During the second quarter of 2023, we amended our revolving credit facility to replace the LIBOR-based interest rate index, which was phased out, with a Secured Overnight Financing Rate (SOFR) based interest rate index. The transition from LIBOR to SOFR did not have a material impact on the Company. |
Retirement plans
Retirement plans | 6 Months Ended |
Jun. 30, 2023 | |
Retirement Benefits [Abstract] | |
Retirement plans | Retirement plans We have various defined benefit retirement plans. Our principal defined benefit pension plan is the TEGNA Retirement Plan (TRP). The total net pension obligations, including both current and non-current liabilities, as of June 30, 2023, were $79.0 million, of which $5.6 million is recorded as a current obligation within accrued liabilities on the Condensed Consolidated Balance Sheet. Pension costs (income), which primarily include costs for the qualified TRP and the non-qualified TEGNA Supplemental Retirement Plan, are presented in the following table (in thousands): Quarter ended June 30, Six months ended June 30, 2023 2022 2023 2022 Interest cost on benefit obligation $ 6,116 $ 4,241 12,266 8,541 Expected return on plan assets (5,245) (4,851) (10,470) (9,751) Amortization of prior service credit (107) (117) (232) (242) Amortization of actuarial loss 1,434 1,202 3,009 2,302 Expense from company-sponsored retirement plans $ 2,198 $ 475 $ 4,573 $ 850 Benefits no longer accrue for TRP and SERP participants as a result of amendments to the plans in past years, and as such we no longer incur a service cost component of pension expense. All other components of our pension expense presented above are included within the “Other non-operating items, net” line item of the Consolidated Statements of Income. During the six months ended June 30, 2023 and 2022, we did not make any cash contributions to the TRP. We made benefit payments to participants of the SERP of $1.9 million during the six month periods ended June 30, 2023 and 2022. Based on actuarial projections and funding levels, we do not expect to make any cash payments to the TRP in 2023. We expect to make additional cash payments of $3.0 million to our SERP participants during the remainder of 2023. |
Accumulated other comprehensive
Accumulated other comprehensive loss | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Accumulated other comprehensive loss | Accumulated other comprehensive loss The following table summarizes the components of, and the changes in, Accumulated Other Comprehensive Loss (AOCL), net of tax (in thousands): Retirement Plans Foreign Currency Translation Available-For-Sale Investment Total Quarters ended: Balance at Mar. 31, 2023 $ (124,987) $ 532 $ — $ (124,455) Amounts reclassified from AOCL 988 — — 988 Total other comprehensive income 988 — — 988 Balance at June 30, 2023 $ (123,999) $ 532 $ — $ (123,467) Balance at Mar. 31, 2022 $ (112,366) $ 532 $ — $ (111,834) Amounts reclassified from AOCL 806 — — 806 Total other comprehensive income 806 — — 806 Balance at June 30, 2022 $ (111,560) $ 532 $ — $ (111,028) Retirement Plans Foreign Currency Translation Available-For-Sale Investment Total Six Months Ended: Balance at Dec. 31, 2022 $ (126,065) $ 532 $ — $ (125,533) Other comprehensive income before reclassifications 2,066 — — 2,066 Total other comprehensive income (loss) 2,066 — — 2,066 Balance at June 30, 2023 $ (123,999) $ 532 $ — $ (123,467) Balance at Dec. 31, 2021 $ (113,090) $ 455 $ 15,419 $ (97,216) Other comprehensive income before reclassifications — 77 — 77 Amounts reclassified from AOCL 1,530 — (15,419) (13,889) Total other comprehensive income 1,530 77 (15,419) (13,812) Balance at June 30, 2022 $ (111,560) $ 532 $ — $ (111,028) Reclassifications from AOCL to the Consolidated Statements of Income are comprised of recognition of a realized gain on an available-for-sale investment as well as pension and other post-retirement components. Pension and other post retirement reclassifications are related to the amortizations of prior service costs and actuarial losses. Amounts reclassified out of AOCL are summarized below (in thousands): Quarter ended June 30, Six months ended June 30, 2023 2022 2023 2022 Amortization of prior service credit, net $ (107) $ (123) $ (232) $ (248) Amortization of actuarial loss 1,434 1,208 3,009 2,309 Realized gain on available-for-sale investment — — — (20,800) Total reclassifications, before tax 1,327 1,085 2,777 (18,739) Income tax effect (339) (279) (711) 4,850 Total reclassifications, net of tax $ 988 $ 806 $ 2,066 $ (13,889) |
Earnings per share
Earnings per share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per share | Earnings per share Our earnings per share (basic and diluted) are presented below (in thousands, except per share amounts): Quarter ended June 30, Six months ended June 30, 2023 2022 2023 2022 Net Income $ 200,093 $ 131,940 $ 304,097 $ 266,227 Net loss (income) attributable to the noncontrolling interest 12 (371) 311 (424) Adjustment of redeemable noncontrolling interest to redemption value (364) 36 (999) (212) Earnings available to common shareholders $ 199,741 $ 131,605 $ 303,409 $ 265,591 Weighted average number of common shares outstanding - basic 217,830 223,675 221,168 223,197 Effect of dilutive securities: Restricted stock units 64 466 126 393 Performance shares 85 348 97 277 Weighted average number of common shares outstanding - diluted 217,979 224,489 221,391 223,867 Earnings per share - basic $ 0.92 $ 0.59 $ 1.37 $ 1.19 Earnings per share - diluted $ 0.92 $ 0.59 $ 1.37 $ 1.19 Our calculation of diluted earnings per share includes the dilutive effects for the assumed vesting of outstanding restricted stock units and performance shares. |
Fair value measurement
Fair value measurement | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair value measurement | Fair value measurement We measure and record certain assets and liabilities at fair value in the accompanying condensed consolidated financial statements. U.S. GAAP establishes a hierarchy for those instruments measured at fair value that distinguishes between 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. In the second quarter of 2023 we recognized an impairment charge of $3.4 million, in “Asset impairment and other” within our Consolidated Statement of Income, related to certain programming assets. The fair value was determined based on a projection of the estimated revenues less projected direct costs associated with the programming (which is classified as Level 3 in the fair value hierarchy). In the first quarter of 2022, we recorded a $2.5 million impairment charge, in “Other non-operating items, net” within our Consolidated Statement of Income, due to the decline in the fair value of one of our investments. The fair value was determined using a market approach which was based on significant inputs not observable in the market, and thus represented a Level 3 fair value measurement. We also hold other financial instruments, including cash and cash equivalents, receivables, accounts payable and debt. The carrying amounts for cash and cash equivalents, receivables and accounts payable approximated their fair values. The fair value of our total debt, based on the bid and ask quotes for the related debt (Level 2), totaled $2.79 billion at June 30, 2023, and $2.95 billion at December 31, 2022. |
Other matters
Other matters | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Other matters | Other matters Litigation In the third quarter of 2018, certain national media outlets reported the existence of a confidential investigation by the United States Department of Justice Antitrust Division (DOJ) into the local television advertising sales practices of station owners. We received a Civil Investigative Demand (CID) in connection with the DOJ’s investigation. On November 13 and December 13, 2018, the DOJ and seven other broadcasters settled a DOJ complaint alleging the exchange of competitively sensitive information in the broadcast television industry. In June 2019, we and four other broadcasters entered into a substantially identical agreement with DOJ, which was entered by the court on December 3, 2019. The settlement contains no finding of wrongdoing or liability and carries no penalty. It prohibits us and the other settling entities from sharing certain confidential business information, or using such information pertaining to other broadcasters, except under limited circumstances. The settlement also requires the settling parties to make certain enhancements to their antitrust compliance programs, to continue to cooperate with the DOJ’s investigation, and to permit DOJ to verify compliance. The costs of compliance have not been material, nor do we expect future compliance costs to be material. Since the national media reports, numerous putative class action lawsuits were filed against owners of television stations (the Advertising Cases) in different jurisdictions. Plaintiffs are a class consisting of all persons and entities in the United States who paid for all or a portion of advertisement time on local television provided by the defendants. The Advertising Cases assert antitrust and other claims and seek monetary damages, attorneys’ fees, costs and interest, as well as injunctions against the allegedly wrongful conduct. These cases were consolidated into a single proceeding in the United States District Court for the Northern District of Illinois, captioned In re: Local TV Advertising Antitrust Litigation on October 3, 2018. At the court’s direction, plaintiffs filed an amended complaint on April 3, 2019, that superseded the original complaints. Although we were named as a defendant in sixteen of the original complaints, the amended complaint did not name TEGNA as a defendant. After TEGNA and four other broadcasters entered into consent decrees with the DOJ in June 2019, the plaintiffs sought leave from the court to further amend the complaint to add TEGNA and the other settling broadcasters to the proceeding. The court granted the plaintiffs’ motion, and the plaintiffs filed the second amended complaint on September 9, 2019. On October 8, 2019, the defendants jointly filed a motion to dismiss the matter. On November 6, 2020, the court denied the motion to dismiss. On March 16, 2022, the plaintiffs filed a third amended complaint, which, among other things, added ShareBuilders, Inc., as a named defendant. ShareBuilders filed a motion to dismiss on April 15, 2022, which was granted by the court without prejudice on August 29, 2022. TEGNA has filed its answer to the third amended complaint denying any violation of law and asserting various affirmative defenses. On May 26, 2023, plaintiffs moved for preliminary approval of settlements with four co-defendants – CBS Corp (n/k/a Paramount Global), Fox Corp., certain Cox entities (including Cox Media Group, LLC, Cox Enterprises, Inc., CMG Media Corporation and Cox Reps, Inc.) and ShareBuilders, Inc. Although ShareBuilders prevailed on its motion to dismiss the case, as noted above, because the court had dismissed the claims without prejudice ShareBuilders entered into a zero dollar settlement with the plaintiffs in order to ensure that the plaintiffs do not re-file the claims in the future. In exchange for a release of plaintiffs’ claims against them, the settling defendants, among other things, collectively agreed to pay $48 million, while expressly denying any liability or wrongdoing. The Court is in the process of reviewing the proposed settlements and related notice program to determine whether they are fair to the proposed settlement class, the settling defendants, and the non-settling defendants. A hearing on final approval of the settlements is currently scheduled for October 17, 2023. Discovery in the Advertising Cases is ongoing. We believe that the claims asserted in the Advertising Cases are without merit, and intend to defend vigorously against them. As o f August 3, 2023, six out of seven lawsuits that were filed by purported TEGNA stockholders in connection with the Merger have been vo luntarily dismissed. The remaining lawsuit, like the others that were dismissed, was filed against TEGNA and the current members of the Board of Directors of TEGNA. The complaint generally alleges that the preliminary proxy statement filed by TEGNA with the SEC on March 25, 2022 in connection with the Merger contained alleged material misstatements and/or omissions in violation of federal law. Plaintiff generally seeks, among other things, to enjoin TEGNA from consummating the Merger, or in the alternative, rescission of the Merger and/or compensatory damages, as well as attorneys’ fees. In addition, as of August 3, 2023, TEGNA received four demand letters from purported TEGNA shareholders in connection with TEGNA’s filing of a definitive proxy statement with the SEC on April 13, 2022 relating to the Merger (the “definitive proxy statement”). Each letter alleged deficiencies in the definitive proxy statement that were similar to the deficiencies alleged in the remaining complaint referenced above. We believe that the claims asserted in the remaining complaint and letters described above are without merit and are moot in light of TEGNA’s termination of the Merger agreement. Moreover, although we believe that no additional disclosures were or are required under applicable law, TEGNA, without admitting any liability or wrongdoing, voluntarily made supplemental disclosures to the definitive proxy statement as described in the Form 8-K filed by TEGNA with the SEC on May 9, 2022. Notwithstanding TEGNA’s termination of the Merger Agreement, additional lawsuits arising out of the Merger could also be filed in the future. We, along with a number of our subsidiaries, also are defendants in other judicial and administrative proceedings involving matters incidental to our business. We do not believe that any material liability will be imposed as a result of any of the foregoing matters. Related Party Transactions We have equity investments in MadHive, Inc. (MadHive) which is a related party of TEGNA. We also have a commercial agreement with MadHive, under which MadHive supports our Premion business in acquiring over-the-top advertising inventory and delivering corresponding advertising impressions. In the second quarter and first six months of 2023, we incurred expenses of $24.0 million and $49.1 million , respectively, as a result of the commercial agreement with MadHive. In the second quarter and first six months of 2022, we incurred expenses of $29.9 million and $55.9 million, respectively, as a result of the commercial agreement with MadHive. As of June 30, 2023, and December 31, 2022 we had accounts payable and accrued liabilities associated with the MadHive commercial agreements of $6.6 million an d $10.0 million, respectively. In December 2021, we renewed two commercial agreements with MadHive. Simultaneously with the commercial agreement renewals, we also amended the terms of our then outstanding available-for-sale convertible debt security investment. In exchange for the convertible debt modifications, we received favorable terms in our renewed commercial agreements. We estimated the fair value of our available-for-sale security at December 31, 2021 using a market fair value approach based on the cash we expect to receive upon maturity of the note and the estimated cash savings that the favorable contract terms will provide over the term of the commercial agreements. In January 2022, we recorded an intangible contract asset for $20.8 million (equal to the estimated cash savings), and are amortizing this asset on a straight-line basis over the noncancellable term of the commercial agreements of two years. This non-cash expense is recorded within “Cost of revenues,” within our Consolidated Statement of Income. The debt matured in June 2022 at which time the principal balance of $3.0 million plus accrued interest was paid to us. |
Subsequent events
Subsequent events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent events | Subsequent events In July 2023, we sold a portion of our MadHive investment for $26.4 million, which reduced our ownership in MadHive to 19% on a fully diluted basis. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net (loss) income | $ 200,105 | $ 131,569 | $ 304,408 | $ 265,803 |
Basis of presentation, merger_2
Basis of presentation, merger agreement and accounting policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation: Our accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial reporting, the instructions for Form 10-Q and Article 10 of the U.S. Securities and Exchange Commission (SEC) Regulation S-X. Accordingly, they do not include all information and footnotes which are normally included in the Form 10-K and annual report to shareholders. In our opinion, the condensed consolidated financial statements reflect all adjustments of a normal recurring nature necessary for a fair statement of the results for the interim periods presented. The condensed consolidated financial statements should be read in conjunction with our (or TEGNA’s) audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2022. |
Use of estimates | The preparation of these condensed consolidated financial statements requires us to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. We use the best information available in developing significant estimates inherent in our financial statements. Actual results could differ from these estimates, and these differences resulting from changes in facts and circumstances could be material. Significant estimates include, but are not limited to, evaluation of goodwill and other intangible assets for impairment, fair value measurements, post-retirement benefit plans, income taxes including deferred taxes, and contingencies. |
Consolidation | The condensed consolidated financial statements include the accounts of subsidiaries we control. We eliminate all intercompany balances, transactions, and profits in consolidation. Investments in entities over which we have significant influence, but do not have control, are accounted for under the equity method. Our share of net earnings and losses from these ventures is included in “Equity loss in unconsolidated investments, net” in the Consolidated Statements of Income. |
Merger Agreement | Merger Agreement: On February 22, 2022, we entered into an Agreement and Plan of Merger (as amended, the Merger Agreement), with Teton Parent Corp., a newly formed Delaware corporation (Parent), Teton Merger Corp., a newly formed Delaware corporation and an indirect wholly owned subsidiary of Parent (Merger Sub), and solely for purposes of certain provisions specified therein, other subsidiaries of Parent, certain affiliates of Standard General L.P., a Delaware limited partnership (Standard General) and CMG Media Corporation, a Delaware corporation (CMG), and certain of its subsidiaries. |
Accounting guidance adopted in 2023 and New accounting guidance not yet adopted | Accounting guidance adopted in 2023: We did not adopt any new accounting guidance in 2023 that had a material impact on our consolidated financial statements or disclosures. New accounting guidance not yet adopted: There are currently no issued accounting standards not yet adopted that we expect to have a material impact on our consolidated financial statements or disclosures. |
Trade receivables and allowances for doubtful accounts | Trade receivables and allowances for doubtful accounts: Trade receivables are recorded at invoiced amounts and generally do not bear interest. The allowance for doubtful accounts reflects our estimate of credit exposure, determined principally on the basis of our collection experience, aging of our receivables and any specific reserves needed for certain customers based on their credit risk. Our allowance also takes into account expected future trends which may impact our customers’ ability to pay, such as economic growth (or declines), unemployment and demand for our products and services. We monitor the credit quality of our customers and their ability to pay through the use of analytics and communication with individual customers. |
Programming assets | Programming assets: We are party to programming contracts which provide us with rights to broadcast syndicated programs, original series and films. These contracts are recorded at the gross amount of the related liability when the programs are available for telecasting. The related assets are recorded at the lower of cost or estimated net realizable value. Programming assets are classified as current (within Prepaid expenses and other current assets) or noncurrent (within Investments and other assets) in the Condensed Consolidated Balance Sheets, based on when the programming is expected to air. Expense is recognized on a straight line basis which appropriately matches the cost of the programs with the revenues associated with them. |
Redeemable Noncontrolling interest | Redeemable Noncontrolling interest: Our Premion business operates an advertising network for over-the-top (OTT) streaming and connected television platforms. In March 2020, we sold a minority interest in Premion to an affiliate of Gray Television (Gray) and entered into a commercial reselling agreement with the affiliate. During the first quarter of 2023, we entered into a multi-year extension of the reselling agreement with Gray. Gray’s investment allows it to sell its interest to Premion if there is a change in control of TEGNA or if the commercial agreement terminates. Since redemption of the minority ownership interest is outside our control, Gray’s equity interest is presented outside of the Equity section on the Condensed Consolidated Balance Sheets in the caption “Redeemable noncontrolling interest.” |
Treasury Stock and Accelerated share repurchase program | Treasury Stock: We account for treasury stock under the cost method. When treasury stock is re-issued at a price higher than its cost, the difference is recorded as a component of additional paid-in-capital (APIC) in our Condensed Consolidated Balance Sheets. When treasury stock is re-issued at a price lower than its cost, the difference is recorded as a component of APIC to the extent that there are previously recorded gains to offset the losses. If there are no treasury stock gains in APIC, the losses upon re-issuance of treasury stock are recorded as a reduction of retained earnings in our Condensed Consolidated Balance Sheets. Accelerated share repurchase program: On June 2, 2023, we entered into an accelerated share repurchase (ASR) program with JPMorgan Chase Bank, Nation al Association (JPMorgan). Under the terms of the ASR, we repurchased $300 million in TEGNA common shares from JPMorgan, with an initial delivery of approximately 15.2 million shares received on June 6, 2023, representing 80% ($240 million) of the value of the ASR contract. The final number of shares to be repurchased will be based on the average daily volume-weighted average price of TEGNA shares during the term of the ASR, less a discount and subject to customary adjustments pursuant to the terms of the ASR. At settlement, JPMorgan may be required to deliver additional shares of common stock to us, or under certain circumstances, we may be required to make a cash payment or deliver shares of common stock to JPMorgan. The final settlement of the ASR is expected to be completed by the end of the third quarter of 2023, subject to acceleration at JPMorgan’s discretion. |
Revenue recognition | Revenue recognition: Revenue is recognized upon the transfer of control of promised services to our customers in an amount that reflects the consideration we expect to receive in exchange for those services. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Amounts received from customers in advance of providing services to our customers are recorded as deferred revenue. The primary sources of our revenues are: 1) subscription revenues, reflecting fees paid by satellite, cable, OTT (companies that deliver video content to consumers over the Internet) and telecommunications providers to carry our television signals on their systems; 2) advertising & marketing services revenues, which include local and national non-political television advertising, digital marketing services (including Premion), advertising on the stations’ websites, tablet and mobile products, and OTT apps; 3) political advertising revenues, which are driven by even-year election cycles at the local and national level (e.g. 2024, 2022, etc.) and particularly in the second half of those years; and 4) other services, such as production of programming, tower rentals and distribution of our local news content. |
Debt policy | Under our revolving credit facility we have the ability to draw loans based on two different interest rate indices, one of which was previously based on the London Interbank Offered Rate (LIBOR). During the second quarter of 2023, we amended our revolving credit facility to replace the LIBOR-based interest rate index, which was phased out, with a Secured Overnight Financing Rate (SOFR) based interest rate index. The transition from LIBOR to SOFR did not have a material impact on the Company. |
Basis of presentation, merger_3
Basis of presentation, merger agreement and accounting policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Disaggregation of Revenue | Revenue earned by these sources in the second quarter and first six months of 2023 and 2022 are shown below (amounts in thousands): Quarter ended June 30, Six months ended June 30, 2023 2022 2023 2022 Subscription $ 396,126 $ 389,079 $ 810,406 $ 780,733 Advertising & Marketing Services 317,726 335,259 625,571 689,726 Political 5,991 50,858 11,282 68,823 Other 11,663 9,685 24,574 19,722 Total revenues $ 731,506 $ 784,881 $ 1,471,833 $ 1,559,004 |
Goodwill and other intangible_2
Goodwill and other intangible assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | The following table displays goodwill, indefinite-lived intangible assets, and amortizable intangible assets as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Dec. 31, 2022 Gross Accumulated Amortization Gross Accumulated Amortization Goodwill $ 2,981,587 $ — $ 2,981,587 $ — Indefinite-lived intangibles: Television and radio station FCC broadcast licenses 2,124,731 — 2,123,898 — Amortizable intangible assets: Retransmission agreements 113,621 (84,747) 224,827 (184,796) Network affiliation agreements 309,503 (133,250) 309,503 (121,664) Other 71,190 (45,487) 71,465 (41,627) Total indefinite-lived and amortizable intangible assets $ 2,619,045 $ (263,484) $ 2,729,693 $ (348,087) |
Investments and other assets (T
Investments and other assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Investments, All Other Investments [Abstract] | |
Schedule of Other Assets | Our investments and other assets consisted of the following as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Dec. 31, 2022 Cash value insurance $ 50,300 $ 48,919 Equity method investments 16,810 17,003 Other equity investments 20,158 20,158 Deferred debt issuance costs 450 2,232 Long-term contract assets 11,881 14,135 Other long-term assets 19,240 24,047 Total $ 118,839 $ 126,494 |
Long-term debt (Tables)
Long-term debt (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Our long-term debt is summarized below (in thousands): June 30, 2023 Dec. 31, 2022 Unsecured notes bearing fixed rate interest at 4.75% due March 2026 $ 550,000 $ 550,000 Unsecured notes bearing fixed rate interest at 7.75% due June 2027 200,000 200,000 Unsecured notes bearing fixed rate interest at 7.25% due September 2027 240,000 240,000 Unsecured notes bearing fixed rate interest at 4.625% due March 2028 1,000,000 1,000,000 Unsecured notes bearing fixed rate interest at 5.00% due September 2029 1,100,000 1,100,000 Total principal long-term debt 3,090,000 3,090,000 Debt issuance costs (24,616) (26,911) Unamortized premiums 5,642 6,227 Total long-term debt $ 3,071,026 $ 3,069,316 |
Retirement plans (Tables)
Retirement plans (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Retirement Benefits [Abstract] | |
Schedule of Benefit Costs (Income) | Pension costs (income), which primarily include costs for the qualified TRP and the non-qualified TEGNA Supplemental Retirement Plan, are presented in the following table (in thousands): Quarter ended June 30, Six months ended June 30, 2023 2022 2023 2022 Interest cost on benefit obligation $ 6,116 $ 4,241 12,266 8,541 Expected return on plan assets (5,245) (4,851) (10,470) (9,751) Amortization of prior service credit (107) (117) (232) (242) Amortization of actuarial loss 1,434 1,202 3,009 2,302 Expense from company-sponsored retirement plans $ 2,198 $ 475 $ 4,573 $ 850 |
Accumulated other comprehensi_2
Accumulated other comprehensive loss (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The following table summarizes the components of, and the changes in, Accumulated Other Comprehensive Loss (AOCL), net of tax (in thousands): Retirement Plans Foreign Currency Translation Available-For-Sale Investment Total Quarters ended: Balance at Mar. 31, 2023 $ (124,987) $ 532 $ — $ (124,455) Amounts reclassified from AOCL 988 — — 988 Total other comprehensive income 988 — — 988 Balance at June 30, 2023 $ (123,999) $ 532 $ — $ (123,467) Balance at Mar. 31, 2022 $ (112,366) $ 532 $ — $ (111,834) Amounts reclassified from AOCL 806 — — 806 Total other comprehensive income 806 — — 806 Balance at June 30, 2022 $ (111,560) $ 532 $ — $ (111,028) Retirement Plans Foreign Currency Translation Available-For-Sale Investment Total Six Months Ended: Balance at Dec. 31, 2022 $ (126,065) $ 532 $ — $ (125,533) Other comprehensive income before reclassifications 2,066 — — 2,066 Total other comprehensive income (loss) 2,066 — — 2,066 Balance at June 30, 2023 $ (123,999) $ 532 $ — $ (123,467) Balance at Dec. 31, 2021 $ (113,090) $ 455 $ 15,419 $ (97,216) Other comprehensive income before reclassifications — 77 — 77 Amounts reclassified from AOCL 1,530 — (15,419) (13,889) Total other comprehensive income 1,530 77 (15,419) (13,812) Balance at June 30, 2022 $ (111,560) $ 532 $ — $ (111,028) |
Schedule of Reclassification out of Accumulated Other Comprehensive Loss | Amounts reclassified out of AOCL are summarized below (in thousands): Quarter ended June 30, Six months ended June 30, 2023 2022 2023 2022 Amortization of prior service credit, net $ (107) $ (123) $ (232) $ (248) Amortization of actuarial loss 1,434 1,208 3,009 2,309 Realized gain on available-for-sale investment — — — (20,800) Total reclassifications, before tax 1,327 1,085 2,777 (18,739) Income tax effect (339) (279) (711) 4,850 Total reclassifications, net of tax $ 988 $ 806 $ 2,066 $ (13,889) |
Earnings per share (Tables)
Earnings per share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Our earnings per share (basic and diluted) are presented below (in thousands, except per share amounts): Quarter ended June 30, Six months ended June 30, 2023 2022 2023 2022 Net Income $ 200,093 $ 131,940 $ 304,097 $ 266,227 Net loss (income) attributable to the noncontrolling interest 12 (371) 311 (424) Adjustment of redeemable noncontrolling interest to redemption value (364) 36 (999) (212) Earnings available to common shareholders $ 199,741 $ 131,605 $ 303,409 $ 265,591 Weighted average number of common shares outstanding - basic 217,830 223,675 221,168 223,197 Effect of dilutive securities: Restricted stock units 64 466 126 393 Performance shares 85 348 97 277 Weighted average number of common shares outstanding - diluted 217,979 224,489 221,391 223,867 Earnings per share - basic $ 0.92 $ 0.59 $ 1.37 $ 1.19 Earnings per share - diluted $ 0.92 $ 0.59 $ 1.37 $ 1.19 |
Basis of presentation, merger_4
Basis of presentation, merger agreement and accounting policies - Narrative (Details) | 3 Months Ended | 6 Months Ended | ||||||
Jun. 02, 2023 USD ($) shares | Jun. 01, 2023 shares | May 22, 2023 USD ($) | Jun. 30, 2023 USD ($) market shares | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) segment station radioStation market shares | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) shares | |
Disaggregation of Revenue [Line Items] | ||||||||
Number of operating segments | segment | 1 | |||||||
Number of reportable segments | segment | 1 | |||||||
Number of television stations | station | 64 | |||||||
Number of radio stations | radioStation | 2 | |||||||
Number of markets in which entity operates | market | 51 | 51 | ||||||
Allowance for doubtful accounts receivable | $ 4,249,000 | $ 4,249,000 | $ 3,697,000 | |||||
Asset impairment and other | $ 3,359,000 | $ (105,000) | $ 3,359,000 | $ (163,000) | ||||
Shares repurchased in period (in shares) | shares | 122,978,320 | 122,978,320 | 100,970,426 | |||||
Shares repurchased in period | $ 5,314,047,000 | $ 5,314,047,000 | $ 5,053,160,000 | |||||
Accelerated Share Repurchase Program (ASR) | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Share repurchase program | $ 300,000,000 | |||||||
Shares repurchased in period (in shares) | shares | 15,200,000 | |||||||
Percent repurchased | 80% | |||||||
Shares repurchased in period | $ 240,000,000 | |||||||
Teton Parent Corp | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Termination fee | $ 136,000,000 | |||||||
Termination fee paid in shares (in shares) | shares | 8,600,000 | |||||||
Teton Parent Corp | Advisor | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Termination fee | $ 9,900,000 |
Basis of presentation, merger_5
Basis of presentation, merger agreement and accounting policies - Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 731,506 | $ 784,881 | $ 1,471,833 | $ 1,559,004 |
Subscription | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 396,126 | 389,079 | 810,406 | 780,733 |
Advertising & Marketing Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 317,726 | 335,259 | 625,571 | 689,726 |
Political | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 5,991 | 50,858 | 11,282 | 68,823 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 11,663 | $ 9,685 | $ 24,574 | $ 19,722 |
Goodwill and other intangible_3
Goodwill and other intangible assets - Intangible Assets and Goodwill (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill | $ 2,981,587 | $ 2,981,587 |
Accumulated Amortization | 0 | 0 |
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | (263,484) | (348,087) |
Total indefinite-lived and amortizable intangible assets | 2,619,045 | 2,729,693 |
Television and radio station FCC broadcast licenses | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Television and radio station FCC broadcast licenses | 2,124,731 | 2,123,898 |
Retransmission agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 113,621 | 224,827 |
Accumulated Amortization | (84,747) | (184,796) |
Network affiliation agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 309,503 | 309,503 |
Accumulated Amortization | (133,250) | (121,664) |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 71,190 | 71,465 |
Accumulated Amortization | $ (45,487) | $ (41,627) |
Goodwill and other intangible_4
Goodwill and other intangible assets - Narrative (Details) - Retransmission agreements $ in Millions | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |
Decrease in accumulated amortization | $ 111.2 |
Decrease in gross intangible assets | $ 111.2 |
Investments and other assets -
Investments and other assets - Components of Investments and Other Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Investments, All Other Investments [Abstract] | ||
Cash value insurance | $ 50,300 | $ 48,919 |
Equity method investments | 16,810 | 17,003 |
Other equity investments | 20,158 | 20,158 |
Deferred debt issuance costs | 450 | 2,232 |
Long-term contract assets | 11,881 | 14,135 |
Other long-term assets | 19,240 | 24,047 |
Total | $ 118,839 | $ 126,494 |
Long-term debt - Schedule of Lo
Long-term debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Total principal long-term debt | $ 3,090,000 | $ 3,090,000 |
Debt issuance costs | (24,616) | (26,911) |
Unamortized premiums | 5,642 | 6,227 |
Total long-term debt | $ 3,071,026 | 3,069,316 |
Unsecured notes bearing fixed rate interest at 4.75% due March 2026 | Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as a percent) | 0.0475% | |
Total principal long-term debt | $ 550,000 | 550,000 |
Unsecured notes bearing fixed rate interest at 7.75% due June 2027 | Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as a percent) | 0.0775% | |
Total principal long-term debt | $ 200,000 | 200,000 |
Unsecured notes bearing fixed rate interest at 7.25% due September 2027 | Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as a percent) | 0.0725% | |
Total principal long-term debt | $ 240,000 | 240,000 |
Unsecured notes bearing fixed rate interest at 4.625% due March 2028 | Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as a percent) | 0.04625% | |
Total principal long-term debt | $ 1,000,000 | 1,000,000 |
Unsecured notes bearing fixed rate interest at 5.00% due September 2029 | Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as a percent) | 0.05% | |
Total principal long-term debt | $ 1,100,000 | $ 1,100,000 |
Long-term debt - Narrative (Det
Long-term debt - Narrative (Details) | Jun. 30, 2023 USD ($) covenant | Dec. 31, 2022 USD ($) |
Debt Instrument [Line Items] | ||
Cash and cash equivalents | $ 489,373,000 | $ 551,681,000 |
Number of covenants | covenant | 1 | |
Amended and Restated Competitive Advance and Revolving Credit Agreement | Line of Credit | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Unused borrowing capacity | $ 1,490,000,000 | |
Maximum borrowing capacity under credit facility | $ 1,510,000,000 |
Retirement plans - Narrative (D
Retirement plans - Narrative (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
TRP | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total net pension obligations | $ 79,000,000 | |
Cash contributions | 0 | $ 0 |
TRP | Accrued Liabilities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total net pension obligations | 5,600,000 | |
SERP | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Cash contributions | 1,900,000 | $ 1,900,000 |
Additional cash payments | $ 3,000,000 |
Retirement plans - Benefit Cost
Retirement plans - Benefit Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Retirement Benefits [Abstract] | ||||
Interest cost on benefit obligation | $ 6,116 | $ 4,241 | $ 12,266 | $ 8,541 |
Expected return on plan assets | (5,245) | (4,851) | (10,470) | (9,751) |
Amortization of prior service credit | (107) | (117) | (232) | (242) |
Amortization of actuarial loss | 1,434 | 1,202 | 3,009 | 2,302 |
Expense from company-sponsored retirement plans | $ 2,198 | $ 475 | $ 4,573 | $ 850 |
Accumulated other comprehensi_3
Accumulated other comprehensive loss - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Increase (Decrease) in Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | $ 3,151,265 | $ 2,618,849 | $ 3,071,722 | $ 2,519,906 |
Other comprehensive loss before reclassifications | 2,066 | 77 | ||
Amounts reclassified from AOCL | 988 | 806 | 2,066 | (13,889) |
Other comprehensive income (loss), net of tax | 988 | 806 | 2,066 | (13,812) |
Ending balance | 2,904,158 | 2,741,723 | 2,904,158 | 2,741,723 |
Total | ||||
Increase (Decrease) in Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (124,455) | (111,834) | (125,533) | (97,216) |
Other comprehensive income (loss), net of tax | 988 | 806 | 2,066 | (13,812) |
Ending balance | (123,467) | (111,028) | (123,467) | (111,028) |
Retirement Plans | ||||
Increase (Decrease) in Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (124,987) | (112,366) | (126,065) | (113,090) |
Other comprehensive loss before reclassifications | 2,066 | 0 | ||
Amounts reclassified from AOCL | 988 | 806 | 1,530 | |
Other comprehensive income (loss), net of tax | 988 | 806 | 2,066 | 1,530 |
Ending balance | (123,999) | (111,560) | (123,999) | (111,560) |
Foreign Currency Translation | ||||
Increase (Decrease) in Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | 532 | 532 | 532 | 455 |
Other comprehensive loss before reclassifications | 0 | 77 | ||
Amounts reclassified from AOCL | 0 | 0 | 0 | |
Other comprehensive income (loss), net of tax | 0 | 0 | 0 | 77 |
Ending balance | 532 | 532 | 532 | 532 |
Available-For-Sale Investment | ||||
Increase (Decrease) in Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | 0 | 0 | 0 | 15,419 |
Other comprehensive loss before reclassifications | 0 | 0 | ||
Amounts reclassified from AOCL | 0 | 0 | (15,419) | |
Other comprehensive income (loss), net of tax | 0 | 0 | 0 | (15,419) |
Ending balance | $ 0 | $ 0 | $ 0 | $ 0 |
Accumulated other comprehensi_4
Accumulated other comprehensive loss - Reclassifications out of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total reclassifications, before tax | $ 1,327 | $ 1,085 | $ 2,777 | $ (18,739) |
Income tax effect | (339) | (279) | (711) | 4,850 |
Total reclassifications, net of tax | 988 | 806 | 2,066 | (13,889) |
Amortization of prior service credit, net | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total reclassifications, before tax | (107) | (123) | (232) | (248) |
Amortization of actuarial loss | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total reclassifications, before tax | 1,434 | 1,208 | 3,009 | 2,309 |
Realized gain on available-for-sale investment | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total reclassifications, before tax | $ 0 | $ 0 | $ 0 | $ (20,800) |
Earnings per share - Schedule o
Earnings per share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share [Abstract] | ||||
Net Income | $ 200,093 | $ 131,940 | $ 304,097 | $ 266,227 |
Net loss (income) attributable to the noncontrolling interest | 12 | (371) | 311 | (424) |
Adjustment of redeemable noncontrolling interest to redemption value | (364) | 36 | (999) | (212) |
Earnings available to common shareholders, basic | 199,741 | 131,605 | 303,409 | 265,591 |
Earnings available to common shareholders, diluted | $ 199,741 | $ 131,605 | $ 303,409 | $ 265,591 |
Weighted average number of common shares outstanding - basic (in shares) | 217,830 | 223,675 | 221,168 | 223,197 |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Weighted average number of common shares outstanding - diluted (in shares) | 217,979 | 224,489 | 221,391 | 223,867 |
Earnings per share – basic (in dollars per share) | $ 0.92 | $ 0.59 | $ 1.37 | $ 1.19 |
Earnings per share – diluted (in dollars per share) | $ 0.92 | $ 0.59 | $ 1.37 | $ 1.19 |
Restricted stock units | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Effect of dilutive securities (in shares) | 64 | 466 | 126 | 393 |
Performance shares | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Effect of dilutive securities (in shares) | 85 | 348 | 97 | 277 |
Fair value measurement (Details
Fair value measurement (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Asset impairment and other | $ 3,359 | $ (105) | $ 3,359 | $ (163) | ||
Level 3 | One Investment | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of other equity investments | $ 2,500 | |||||
Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of total long-term debt | $ 2,790,000 | $ 2,790,000 | $ 2,950,000 |
Other matters (Details)
Other matters (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||||
Aug. 03, 2023 lawsuit letter | May 26, 2023 USD ($) preliminaryApproval | Oct. 03, 2018 defendant | Jun. 30, 2022 USD ($) | Dec. 31, 2021 agreement | Jun. 30, 2019 defendant | Dec. 13, 2018 defendant | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Jan. 31, 2022 USD ($) | |
Business Acquisition [Line Items] | |||||||||||||
Corporate - General and administrative expenses | $ 26,506,000 | $ 13,612,000 | $ 38,606,000 | $ 34,932,000 | |||||||||
Related Party | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Proceeds from maturity of debt securities available for sale | $ 3,000,000 | ||||||||||||
Related Party | Intangible Contract Asset | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Amount of intangible contract asset | $ 20,800,000 | ||||||||||||
Intangible asset useful life | 2 years | ||||||||||||
Related Party | MadHive Inc | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of renewed existing commercial agreements | agreement | 2 | ||||||||||||
Agreement term extension period | 2 years | ||||||||||||
Equity And Debt Investment | Related Party | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Corporate - General and administrative expenses | $ 24,000,000 | $ 29,900,000 | 49,100,000 | $ 55,900,000 | |||||||||
Accounts payable | $ 6,600,000 | $ 6,600,000 | $ 10,000,000 | ||||||||||
Clay, Massey & Associates, P.C. v. Gray Television | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of other broadcasters settling DOJ complaint (defendant) | defendant | 16 | 4 | |||||||||||
Number of co defendants | preliminaryApproval | 4 | ||||||||||||
Settlement amount | $ 0 | ||||||||||||
Loss contingency, damages sought, value | $ 48,000,000 | ||||||||||||
Settled Litigation | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of other broadcasters settling DOJ complaint (defendant) | defendant | 4 | 7 | |||||||||||
Pending Litigation | Merger Related Lawsuits | Subsequent Event | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of claims dismissed | lawsuit | 6 | ||||||||||||
Number of lawsuit filed | lawsuit | 7 | ||||||||||||
Number of demand letter received | letter | 4 |
Subsequent events (Details)
Subsequent events (Details) - Subsequent Event - MadHive Inc $ in Millions | 1 Months Ended |
Jul. 31, 2023 USD ($) | |
Subsequent Event [Line Items] | |
Proceeds from sale of equity method investment | $ 26.4 |
Ownership interest (as a percent) | 19% |