Document and Entity Information
Document and Entity Information Document - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 31, 2018 | |
Entity Listings [Line Items] | ||
Entity Registrant Name | Tribune Media Company | |
Entity Central Index Key | 726,513 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Common Class A | ||
Entity Listings [Line Items] | ||
Entity Common Stock, Shares Outstanding | 87,651,327 | |
Common Class B | ||
Entity Listings [Line Items] | ||
Entity Common Stock, Shares Outstanding | 5,557 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | ||
Operating Revenues | |||||
Television and Entertainment | $ 494,619 | $ 447,307 | $ 1,421,738 | $ 1,349,401 | |
Other | 3,389 | 3,226 | 9,263 | 10,559 | |
Total operating revenues | [1] | 498,008 | 450,533 | 1,431,001 | 1,359,960 |
Operating Expenses | |||||
Programming | 161,114 | 199,118 | 373,490 | 497,448 | |
Direct operating expenses | 101,847 | 98,419 | 302,052 | 294,166 | |
Selling, general and administrative | 142,747 | 126,507 | 400,581 | 439,350 | |
Depreciation | 13,501 | 14,263 | 40,557 | 41,761 | |
Amortization | 41,675 | 41,678 | 125,043 | 125,001 | |
Gain on sales of spectrum | 0 | 0 | (133,197) | 0 | |
Total operating expenses | 460,884 | 479,985 | 1,108,526 | 1,397,726 | |
Operating Profit (Loss) | [1],[2] | 37,124 | (29,452) | 322,475 | (37,766) |
Income on equity investments, net | 32,381 | 21,058 | 124,086 | 98,856 | |
Interest and dividend income | 3,239 | 827 | 7,473 | 1,880 | |
Interest expense | (42,842) | (40,389) | (125,463) | (119,332) | |
Pension and other postretirement periodic benefit credit, net | 7,035 | 5,703 | 21,104 | 17,111 | |
Loss on extinguishments and modification of debt | 0 | (1,435) | 0 | (20,487) | |
(Loss) gain on investment transactions, net | (5,001) | 5,667 | (1,113) | 10,617 | |
Write-downs of investment | 0 | 0 | 0 | (180,800) | |
Other non-operating (loss) gain, net | (38) | 0 | 53 | 45 | |
Reorganization items, net | (244) | (753) | (1,822) | (1,452) | |
Income (Loss) from Continuing Operations Before Income Taxes | 31,654 | (38,774) | 346,793 | (231,328) | |
Income tax (benefit) expense | (22,422) | (20,087) | 67,096 | (81,606) | |
Income (Loss) from Continuing Operations | 54,076 | (18,687) | 279,697 | (149,722) | |
Income from Discontinued Operations, net of taxes | 0 | 0 | 0 | 15,039 | |
Net Income (Loss) | 54,076 | (18,687) | 279,697 | (134,683) | |
Net loss from continuing operations attributable to noncontrolling interests | 23 | 0 | 33 | 0 | |
Net Income (Loss) attributable to Tribune Media Company | $ 54,099 | $ (18,687) | $ 279,730 | $ (134,683) | |
Earnings (Loss) Per Share | |||||
Continuing Operations | $ 0.62 | $ (0.21) | $ 3.19 | $ (1.72) | |
Discontinued Operations | 0 | 0 | 0 | 0.17 | |
Net Earnings (Loss) Per Common Share | 0.62 | (0.21) | 3.19 | (1.55) | |
Continuing Operations | 0.61 | (0.21) | 3.17 | (1.72) | |
Discontinued Operations | 0 | 0 | 0 | 0.17 | |
Net Earnings (Loss) Per Common Share | $ 0.61 | $ (0.21) | $ 3.17 | $ (1.55) | |
[1] | (1)See Note 2 for the disclosures of operating revenues and operating loss included in discontinued operations for the historical periods. | ||||
[2] | (2)Operating profit (loss) for each segment excludes income and loss on equity investments, interest and dividend income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Net Income (Loss) | $ 54,076 | $ (18,687) | $ 279,697 | $ (134,683) |
Income from Discontinued Operations, net of taxes | 0 | 0 | 0 | 15,039 |
Income (Loss) from Continuing Operations | 54,076 | (18,687) | 279,697 | (149,722) |
Other Comprehensive Income (Loss) from Continuing Operations, net of taxes | 10,950 | |||
Comprehensive Income (Loss) | 57,965 | (18,062) | 290,647 | (124,148) |
Comprehensive loss attributable to noncontrolling interests | 23 | 0 | 33 | 0 |
Comprehensive Income (Loss) Attributable to Tribune Media Company | 57,988 | (18,062) | 290,680 | (124,148) |
Continuing Operations | ||||
Income (Loss) from Continuing Operations | 54,076 | (18,687) | 279,697 | (149,722) |
Change in unrecognized benefit plan gains and losses arising during the period, net of taxes of $(1,327) and $(285) for the nine months ended September 30, 2018 and September 30, 2017, respectively | 0 | 0 | (3,827) | (442) |
Adjustment for previously unrecognized benefit plan gains and losses included in net income, net of taxes of $(15) and $(26) for the three months ended September 30, 2018 and September 30, 2017, respectively, and $(44) and $(77) for the nine months ended September 30, 2018 and September 30, 2017, respectively | (41) | (40) | (124) | (120) |
Change in unrecognized benefit plan gains and losses, net of taxes | (41) | (40) | (3,951) | (562) |
Change in unrealized holding gains and losses arising during the period, net of taxes of $(60) for the nine months ended September 30, 2017 | 0 | 0 | 0 | (95) |
Adjustment for loss (gain) on investment sale included in net income, net of taxes of $40 and $(1,921) for the three and nine months ended September 30, 2017 | 0 | 62 | 0 | (2,980) |
Change in marketable securities, net of taxes | 0 | 62 | 0 | (3,075) |
Unrealized gains and losses, net of taxes of $812 and $(497) for the three months ended September 30, 2018 and September 30, 2017, respectively, and $4,383 and $(3,950) for the nine months ended September 30, 2018 and September 30, 2017, respectively | 2,342 | (769) | 12,639 | (6,126) |
Gains and losses reclassified to net income, net of taxes of $58 and $509 for the three months ended September 30, 2018 and September 30, 2017, respectively, and $384 and $1,638 for the nine months ended September 30, 2018 and September 30, 2017, respectively | 167 | 789 | 1,108 | 2,540 |
Change in unrecognized gains and losses on cash flow hedging instruments, net of taxes | 2,509 | 20 | 13,747 | (3,586) |
Change in foreign currency translation adjustments, net of taxes of $1,044 and $42 for the three months ended September 30, 2018 and September 30, 2017, respectively, and $1,102 and $2,752 for the nine months ended September 30, 2018 and September 30, 2017, respectively | 1,421 | 583 | 1,154 | 5,987 |
Other Comprehensive Income (Loss) from Continuing Operations, net of taxes | 3,889 | 625 | 10,950 | (1,236) |
Comprehensive Income (Loss) | 57,965 | (18,062) | 290,647 | (150,958) |
Discontinued Operations | ||||
Comprehensive Income (Loss) | $ 0 | $ 0 | $ 0 | $ 26,810 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Taxes on Change in unrecognized benefit plan losses arising during the period | $ 0 | $ 0 | $ (1,327) | $ (285) |
Taxes on Adjustment for previously unrecognized benefit plan gains and losses included in net income | (15) | (26) | (44) | (77) |
Taxes on Change in unrealized holding gains and losses arising during the period | 0 | 0 | 0 | (60) |
Taxes on Adjusted for gain on investment sale included in net income | 0 | 40 | 0 | (1,921) |
Taxes on Change in unrealized gains and losses on cash flow hedging instrument arising during the period | 812 | (497) | 4,383 | (3,950) |
Taxes on gains and losses on cash flow hedging instrument reclassified to net income | 58 | 509 | 384 | 1,638 |
Taxes on Change in foreign currency translation adjustments | $ 1,044 | $ 42 | $ 1,102 | $ 2,752 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | |
Current Assets | |||
Cash and cash equivalents | $ 887,751 | $ 673,685 | |
Restricted cash and cash equivalents | 16,607 | 17,566 | |
Accounts receivable (net of allowances of $6,350 and $4,814) | 393,174 | 420,095 | |
Broadcast rights | 105,447 | 129,174 | |
Income taxes receivable | 57,197 | 18,274 | |
Prepaid expenses | 27,936 | 20,158 | |
Other | 11,957 | 14,039 | |
Total current assets | 1,500,069 | 1,292,991 | |
Properties | |||
Property, plant and equipment | 667,920 | 673,682 | |
Accumulated depreciation | (260,301) | (233,387) | |
Net properties | 407,619 | 440,295 | |
Other Assets | |||
Broadcast rights | 113,162 | 133,683 | |
Goodwill | 3,228,716 | 3,228,988 | |
Other intangible assets, net | 1,487,534 | 1,613,665 | |
Assets held for sale | [1] | 28,955 | 38,900 |
Investments | 1,231,873 | 1,281,791 | |
Other | 163,565 | 139,015 | |
Total other assets | 6,253,805 | 6,436,042 | |
Total Assets (1) | [2] | 8,161,493 | 8,169,328 |
Current Liabilities | |||
Accounts payable | 41,955 | 48,319 | |
Income taxes payable | 8,452 | 36,252 | |
Employee compensation and benefits | 65,602 | 71,759 | |
Contracts payable for broadcast rights | 264,609 | 253,244 | |
Deferred revenue | 13,993 | 11,942 | |
Interest payable | 14,473 | 30,525 | |
Deferred spectrum audition proceeds (Note 8) | 0 | 172,102 | |
Other | 38,292 | 30,124 | |
Total current liabilities | 447,376 | 654,267 | |
Non-Current Liabilities | |||
Long-term debt (net of unamortized discounts and debt issuance costs of $31,177 and $36,332) | 2,924,340 | 2,919,185 | |
Deferred income taxes | 581,079 | 508,174 | |
Contracts payable for broadcast rights | 259,671 | 300,420 | |
Pension obligations, net | 325,774 | 396,875 | |
Postretirement, medical, life and other benefits | 9,000 | 9,328 | |
Other obligations | 155,695 | 163,899 | |
Total non-current liabilities | 4,255,559 | 4,297,881 | |
Total Liabilities (1) | [2] | 4,702,935 | 4,952,148 |
Commitments and Contingent Liabilities | |||
Shareholders’ Equity | |||
Preferred stock | 0 | 0 | |
Common Stock | 102 | 101 | |
Treasury stock, at cost: 14,102,185 shares at September 30, 2018 and December 31, 2017 | (632,194) | (632,194) | |
Additional paid-in-capital | 4,023,769 | 4,011,530 | |
Retained earnings (deficit) | 98,795 | (114,240) | |
Accumulated other comprehensive loss | (37,111) | (48,061) | |
Total Tribune Media Company shareholders’ equity | 3,453,361 | 3,217,136 | |
Noncontrolling interests | 5,197 | 44 | |
Total shareholders’ equity | 3,458,558 | 3,217,180 | |
Total Liabilities and Shareholders’ Equity | 8,161,493 | 8,169,328 | |
Class A Common Stock | |||
Shareholders’ Equity | |||
Common Stock | 102 | 101 | |
Total shareholders’ equity | 102 | 101 | |
Class B Common Stock | |||
Shareholders’ Equity | |||
Common Stock | 0 | 0 | |
Total shareholders’ equity | $ 0 | $ 0 | |
[1] | (3)See Note 3 for information regarding assets held for sale. | ||
[2] | (1) The Company’s consolidated total assets as of September 30, 2018 and December 31, 2017 include total assets of variable interest entities (“VIEs”) of $75 million and $81 million, respectively, which can only be used to settle the obligations of the VIEs. The Company’s consolidated total liabilities as of both September 30, 2018 and December 31, 2017 include total liabilities of the VIEs of $29 million, for which the creditors of the VIEs have no recourse to the Company (see Note 1). |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | |
Allowance for Doubtful Accounts | $ 6,350 | $ 4,814 | |
Preferred stock par value (usd per share) | $ 0.001 | $ 0.001 | |
Preferred stock authorized (shares) | 40,000,000 | 40,000,000 | |
Preferred stock issued (shares) | 0 | 0 | |
Preferred stock outstanding (shares) | 0 | 0 | |
Treasury stock (shares) | 14,102,185 | 14,102,185 | |
Total Assets | [1] | $ 8,161,493 | $ 8,169,328 |
Liabilities | [1] | 4,702,935 | 4,952,148 |
Variable Interest Entity, Primary Beneficiary | |||
Total Assets | 75,000 | 81,000 | |
Liabilities | $ 29,000 | $ 29,000 | |
Class A Common Stock | |||
Common stock, par value (usd per share) | $ 0.001 | $ 0.001 | |
Common stock, authorized (shares) | 1,000,000,000 | 1,000,000,000 | |
Common stock, issued shares (shares) | 101,745,449 | 101,429,999 | |
Common stock, outstanding (shares) | 87,643,264 | 87,327,814 | |
Class B Common Stock | |||
Common stock, par value (usd per share) | $ 0.001 | $ 0.001 | |
Common stock, authorized (shares) | 1,000,000,000 | 1,000,000,000 | |
Common stock, issued shares (shares) | 5,557 | 5,557 | |
Common stock, outstanding (shares) | 5,557 | 5,557 | |
Senior Secured Credit Agreement | Term Loan Facility | |||
Unamortized discounts and debt issuance costs | $ 21,000 | $ 24,000 | |
Noncurrent | Senior Secured Credit Agreement | Term Loan Facility | |||
Unamortized discounts and debt issuance costs | $ 31,177 | $ 36,332 | |
[1] | (1) The Company’s consolidated total assets as of September 30, 2018 and December 31, 2017 include total assets of variable interest entities (“VIEs”) of $75 million and $81 million, respectively, which can only be used to settle the obligations of the VIEs. The Company’s consolidated total liabilities as of both September 30, 2018 and December 31, 2017 include total liabilities of the VIEs of $29 million, for which the creditors of the VIEs have no recourse to the Company (see Note 1). |
Condensed Consolidated Statem_4
Condensed Consolidated Statement Of Shareholders' Equity - 9 months ended Sep. 30, 2018 - USD ($) $ in Thousands | Total | Regular Cash Dividend | [1] | Class A Common Stock | Class B Common Stock | Retained (Deficit) Earnings | Retained (Deficit) EarningsRegular Cash Dividend | Accumulated Other Comprehensive (Loss) Income | Additional Paid-In Capital | Additional Paid-In CapitalRegular Cash Dividend | Treasury Stock | Non- controlling Interests |
Beginning balance, Shares at Dec. 31, 2017 | 101,429,999 | 5,557 | ||||||||||
Beginning Balance at Dec. 31, 2017 | $ 3,217,180 | $ 101 | $ 0 | $ (114,240) | $ (48,061) | $ 4,011,530 | $ (632,194) | $ 44 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net Income (Loss) | 279,697 | |||||||||||
Net income (loss) | 279,730 | 279,730 | ||||||||||
Net income (loss) | (33) | (33) | ||||||||||
Other comprehensive income, net of taxes | 10,950 | 10,950 | ||||||||||
Comprehensive income | 290,647 | |||||||||||
Regular dividends declared to shareholders and warrant holders, $0.75 per share (1) | $ (65,776) | $ (66,695) | $ 919 | |||||||||
Stock-based compensation | 16,104 | 16,104 | ||||||||||
Net share settlements of stock-based awards, shares | 315,450 | |||||||||||
Net share settlements of stock-based awards | (4,783) | $ 1 | (4,784) | |||||||||
Contributions from noncontrolling interest, net | 5,186 | 5,186 | ||||||||||
Ending balance, Shares at Sep. 30, 2018 | 101,745,449 | 5,557 | ||||||||||
Ending Balance at Sep. 30, 2018 | $ 3,458,558 | $ 102 | $ 0 | $ 98,795 | $ (37,111) | $ 4,023,769 | $ (632,194) | $ 5,197 | ||||
[1] | (1) Includes $0.9 million of granted dividend equivalent units. |
Condensed Consolidated Statem_5
Condensed Consolidated Statement Of Shareholders' Equity (Parenthetical) $ in Millions | 9 Months Ended |
Sep. 30, 2018USD ($)$ / shares | |
Regular Cash Dividend | |
Dividends declared per common share (usd per share) | $ / shares | $ 0.75 |
Additional Paid-In Capital | |
Dividends, Share-based Compensation, Paid-in-kind | $ | $ 0.9 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |||
Operating Activities | ||||||||
Net Income (Loss) | $ 54,076 | $ (18,687) | $ 279,697 | $ (134,683) | ||||
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||||||
Stock-based compensation | 6,000 | 5,000 | 16,104 | 27,432 | ||||
Pension credit and contributions | (75,790) | (16,535) | ||||||
Depreciation | 40,557 | 41,761 | ||||||
Amortization of contract intangible assets and liabilities | 661 | 649 | ||||||
Amortization of other intangible assets | 125,043 | 125,001 | ||||||
Income on equity investments, net | (32,381) | (21,058) | (124,086) | (98,856) | ||||
Distributions from equity investments | 158,926 | 177,953 | ||||||
Non-cash loss on extinguishments and modification of debt | 0 | 8,258 | ||||||
Original issue discount payments | 0 | (7,360) | ||||||
Write-downs of investment | 0 | 0 | 0 | 180,800 | ||||
Amortization of debt issuance costs and original issue discount | 5,612 | 5,990 | ||||||
Gain on sales of spectrum (Note 8) | 0 | 0 | (133,197) | 0 | ||||
Gain on sale of business | 0 | (34,510) | ||||||
Loss (gain) on investment transactions, net | 1,113 | (10,617) | ||||||
Gain on sale of real estate, net | (65) | 0 | (365) | |||||
Other non-operating gain, net | (53) | (45) | ||||||
Changes in working capital items: | ||||||||
Accounts receivable, net | 25,264 | 39,192 | ||||||
Prepaid expenses and other current assets | (246) | 13,219 | ||||||
Accounts payable | (2,960) | (12,001) | ||||||
Employee compensation and benefits, accrued expenses and other current liabilities | (19,481) | (43,415) | ||||||
Deferred revenue | 2,055 | (1,801) | ||||||
Income taxes | (66,713) | 44,710 | ||||||
Change in broadcast rights, net of liabilities | 15,090 | 61,642 | ||||||
Deferred income taxes | 68,441 | (219,236) | ||||||
Other, net | (9,188) | 24,311 | ||||||
Net cash provided by operating activities | 306,849 | 171,494 | ||||||
Investing Activities | ||||||||
Capital expenditures | (22,505) | (13,324) | (47,452) | (41,423) | ||||
Spectrum repack reimbursements | 6,967 | 0 | ||||||
Net proceeds from the sale of business | 0 | 554,487 | ||||||
Proceeds from FCC spectrum auction | 0 | 172,102 | $ 172,000 | |||||
Proceeds from sales of real estate and other assets | 66 | 61,240 | ||||||
Proceeds from the sales of investments | 15,232 | 148,321 | ||||||
Distribution from equity investment | 0 | 4,608 | ||||||
Other, net | 1,529 | 780 | ||||||
Net cash (used in) provided by investing activities | (23,658) | 900,115 | ||||||
Financing Activities | ||||||||
Long-term borrowings | 0 | 202,694 | ||||||
Repayments of long-term debt | 0 | (703,527) | ||||||
Long-term debt issuance costs | 0 | (1,689) | ||||||
Payments of dividends | (65,776) | (564,499) | ||||||
Tax withholdings related to net share settlements of share-based awards | (5,765) | (8,030) | ||||||
Proceeds from stock option exercises | 982 | 11,231 | ||||||
Contributions from noncontrolling interests, net | 475 | 1,318 | ||||||
Net cash used in financing activities | (70,084) | (1,062,502) | ||||||
Net Increase in Cash, Cash Equivalents and Restricted Cash | 213,107 | 9,107 | ||||||
Cash, cash equivalents and restricted cash, beginning of period (1) | 691,251 | 611,198 | [1] | 611,198 | [1] | |||
Cash, cash equivalents and restricted cash, end of period | 904,358 | 620,305 | 904,358 | 620,305 | 691,251 | |||
Cash, Cash Equivalents and Restricted Cash are Comprised of: | ||||||||
Cash and cash equivalents | 887,751 | 602,739 | 887,751 | 602,739 | 673,685 | |||
Restricted cash | 16,607 | 17,566 | 16,607 | 17,566 | 17,566 | $ 17,566 | ||
Cash, cash equivalents and restricted cash, end of period | $ 904,358 | $ 620,305 | 904,358 | 620,305 | $ 691,251 | |||
Supplemental Schedule of Cash Flow Information | ||||||||
Interest | 135,810 | 130,694 | ||||||
Income taxes, net | $ 66,642 | $ 105,678 | ||||||
[1] | (1)Cash, cash equivalents and restricted cash at the beginning of the nine months ended September 30, 2017 of $611 million are comprised of $595 million of cash, cash equivalents and restricted cash from continuing operations as reflected in the Company’s unaudited Condensed Consolidated Balance Sheets and $16 million of cash, cash equivalents and restricted cash reflected in total assets of discontinued operations. |
Condensed Consolidated Statem_7
Condensed Consolidated Statements Of Cash Flows Statement (Details) $ in Thousands | Dec. 31, 2016USD ($) | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations | $ 611,198 | [1] |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 595,000 | |
Gracenote Companies | Discontinued Operations, Disposed of by Sale | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Disposal Group, Including Discontinued Operations | $ 16,000 | |
[1] | (1)Cash, cash equivalents and restricted cash at the beginning of the nine months ended September 30, 2017 of $611 million are comprised of $595 million of cash, cash equivalents and restricted cash from continuing operations as reflected in the Company’s unaudited Condensed Consolidated Balance Sheets and $16 million of cash, cash equivalents and restricted cash reflected in total assets of discontinued operations. |
Basis Of Presentation And Signi
Basis Of Presentation And Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Significant Accounting Policies | NOTE 1: BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Presentation —All references to Tribune Media Company or Tribune Company in the accompanying unaudited condensed consolidated financial statements encompass the historical operations of Tribune Media Company and its subsidiaries (collectively, the “Company”). The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial reporting. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 included in the Company’s Annual Report on Form 10-K. In the opinion of management, the financial statements contain all adjustments necessary to state fairly the financial position of the Company as of September 30, 2018 and the results of operations and cash flows for the three and nine months ended September 30, 2018 and September 30, 2017 . All adjustments reflected in the accompanying unaudited condensed consolidated financial statements, which management believes necessary to state fairly the financial position, results of operations and cash flows, have been reflected and are of a normal recurring nature. Results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. On January 31, 2017, the Company completed the Gracenote Sale (as defined below). The historical results of operations for the businesses included in the Gracenote Sale are presented in discontinued operations for all periods presented (see Note 2 ). Unless indicated otherwise, the information in the notes to the accompanying unaudited condensed consolidated financial statements relates to the Company’s continuing operations. Termination of Sinclair Merger Agreement —On May 8, 2017, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Sinclair Broadcast Group, Inc. (“Sinclair”), providing for the acquisition by Sinclair of all of the outstanding shares of the Company’s Class A common stock (“Class A Common Stock”) and Class B common stock (“Class B Common Stock” and, together with the Class A Common Stock, the “Common Stock”) by means of a merger of a wholly owned subsidiary of Sinclair, with and into the Company (the “Merger”), with Tribune Media Company surviving the Merger as a wholly owned subsidiary of Sinclair. The consummation of the Merger was subject to the satisfaction or waiver of certain important conditions, including, among others the receipt of approval from the Federal Communications Commission (the “FCC”) and the expiration or termination of the waiting period applicable to the Merger under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”). Pursuant to the Merger Agreement, the Company had the right to terminate the Merger Agreement if Sinclair failed to perform in all material respects its covenants, and such failure was not cured by the end date of August 8, 2018. Additionally, either party could terminate the Merger Agreement if the Merger was not consummated on or before August 8, 2018 (and the failure for the Merger to have been consummated by such date was not primarily due to a breach of the Merger Agreement by the party terminating the Merger Agreement). On August 9, 2018, the Company provided notification to Sinclair that it had terminated the Merger Agreement, effective immediately, on the basis of Sinclair’s willful and material breaches of its covenants and the expiration of the end date thereunder. Additionally, on August 9, 2018, the Company filed a complaint in the Delaware Court of Chancery against Sinclair (the “Complaint”), alleging that Sinclair willfully and materially breached its obligations under the Merger Agreement to use its reasonable best efforts to promptly obtain regulatory approval of the Merger so as to enable the Merger to close as soon as reasonably practicable. The lawsuit seeks damages for all losses incurred as a result of Sinclair’s breach of contract under the Merger Agreement. On August 29, 2018, Sinclair filed an answer to the Company’s Complaint and a counterclaim (the “Counterclaim”). The Counterclaim alleges that the Company materially and willfully breached the Merger Agreement by failing to use reasonable best efforts to obtain regulatory approval of the Merger. On September 18, 2018, the Company filed an answer to the Counterclaim. The Company believes the Counterclaim is without merit and intends to defend it vigorously. See Note 1 to the Company’s unaudited condensed consolidated financial statements for the three and six months ended June 30, 2018 included in the Company’s Form 10-Q filed on August 9, 2018 for additional information regarding the Merger and the Merger Agreement. On May 8, 2018, the Company, Sinclair Television Group, Inc. (“Sinclair Television”) and Fox Television Stations, LLC (“ Fox ”) entered into an asset purchase agreement (the “ Fox Purchase Agreement ”) to sell the assets of seven network affiliates of the Company for $910 million in cash, subject to post-closing adjustments. The network affiliates subject to the Fox Purchase Agreement were: KCPQ (Tacoma, WA); KDVR (Denver, CO); KSTU (Salt Lake City, UT); KSWB-TV (San Diego, CA); KTXL (Sacramento, CA); WJW (Cleveland, OH); and WSFL-TV (Miami, FL). The closing of the sale pursuant to the Fox Purchase Agreement (the “Closing”) was subject to approval of the FCC and clearance under the HSR Act, as well as the satisfaction or waiver of all conditions of the consummation of the Merger, which was scheduled to occur immediately following the Closing. In connection with the termination of the Merger Agreement on August 9, 2018, the Company provided notification to Fox that it has terminated the Fox Purchase Agreement, effective immediately. Under the terms of each of the Merger Agreement and the Fox Purchase Agreement, no termination fees were payable by any party. Change in Accounting Principles —In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers” (“Topic 606”). The amendments in ASU 2014-09 created Topic 606 and superseded the revenue recognition requirements in Topic 605, “Revenue Recognition.” The Company adopted the new revenue guidance in the first quarter of 2018 using the modified retrospective transition method applied to those contracts which were not completed as of December 31, 2017. Results for reporting periods prior to adoption continue to be presented in accordance with the Company’s historic accounting under Topic 605. The only identified impact to the Company’s financial statements relates to barter revenue and expense as well as barter-related broadcast rights and contracts payable for broadcast rights, which are no longer recognized. On January 1, 2018, the Company recorded an adjustment to remove the offsetting barter-related broadcast rights and contracts payable for broadcast rights. If accounted for under Topic 605, barter revenue and expense would have been $7 million and $21 million for the three and nine months ended September 30, 2018 , respectively, and barter-related broadcast rights and contracts payable for broadcast rights would have been $51 million as of September 30, 2018 . For the three and nine months ended September 30, 2017 , barter revenue was $7 million and $21 million , respectively. Barter-related broadcast rights and contracts payable for broadcast rights were each $45 million as of December 31, 2017. Other than the impact to the accounting for barter arrangements described above, the adoption of Topic 606 did not impact the timing and amount of revenue recognized. See the Revenue Recognition accounting policy below for additional information. In March 2018, the FASB issued ASU No. 2018-05, “Income Taxes (Topic 740)” which was effective in the first quarter of 2018. The standard provides guidance for situations where the accounting under Accounting Standards Codification (“ASC”) Topic 740 is incomplete for certain income tax effects of the Tax Cuts and Jobs Act (“Tax Reform”) upon issuance of an entity’s financial statements for the reporting period in which Tax Reform was enacted. Any provisional amounts or adjustments to provisional amounts as a result of obtaining, preparing or analyzing additional information about facts and circumstances related to the provisional amounts should be included in income (loss) from continuing operations as an adjustment to income tax expense in the reporting period the amounts are determined. As discussed in Note 9 , the Company notes that adjustments may be made to the provision upon issuances of clarifications to existing law or additional technical guidance from the Department of Treasury and the completion of the Company’s tax return filings. As adjustments are made to the provisional amount, the Company will record the adjustment to income tax expense in the period the adjustment is determined. In March 2017, the FASB issued ASU 2017-07, “Compensation - Retirement Benefits (Topic 715).” Under the new guidance, employers are required to present the service cost component of net periodic benefit cost in the same statement of operations caption as other employee compensation costs arising from services rendered during the period. Employers are required to present the other components of the net periodic benefit cost separately from the caption that includes the service costs and outside of any subtotal of operating profit and are required to disclose the caption used to present the other components of net periodic benefit cost, if not presented separately on the statement of operations. The Company retrospectively adopted ASU 2017-07 effective in the first quarter of 2018. The adoption of this standard did not have an effect on the Company’s historically reported net income (loss) but resulted in a presentation reclassification which reduced the Company’s historically reported operating profit by $6 million and $17 million for the three and nine months ended September 30, 2017 , respectively, and $23 million for the full year 2017. In February 2017, the FASB issued ASU No. 2017-05, “Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20).” As a result of the new guidance, the guidance specific to real estate sales in ASC 360-20 is eliminated. Instead, sales and partial sales of real estate are subject to the same recognition model as all other nonfinancial assets. The Company adopted ASU 2017-05 in the first quarter of 2018 using a modified retrospective transition method. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In November 2016, the FASB issued ASU No. 2016-18, “Statement of Cash Flows (Topic 230).” The standard requires restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The standard also requires additional disclosures related to a reconciliation of the balance sheet line items related to cash, cash equivalents, restricted cash and restricted cash equivalents to the statement of cash flows. The Company retrospectively adopted ASU 2016-18 in the first quarter of 2018. The Company’s restricted cash and cash equivalents totaled $18 million at both December 31, 2017 and December 31, 2016. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230).” The cash flow issues addressed include debt prepayment or extinguishment costs, settlement of debt instruments with coupon rates that are insignificant in relation to the effective interest rate of the borrowing, contingent consideration payments made after a business combination, distributions received from equity method investees and cash receipts and payments that may have aspects of more than one class of cash flows. The Company retrospectively adopted ASU 2016-15 in the first quarter of 2018. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments - Overall (Subtopic 825-10).” The new guidance requires entities to measure equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) at fair value, with changes in fair value recognized in net income, and requires entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes. Certain entities are able to elect to record equity investments without readily determinable fair values at cost, less impairment, and plus or minus subsequent adjustments for observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Entities that elect this measurement alternative must report changes in the carrying value of these investments in current earnings. On February 28, 2018, the FASB issued ASU No. 2018-03, “Technical Corrections and Improvements to Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities,” which made targeted improvements to address certain aspects of recognition, measurement, presentation and disclosure of financial instruments, including clarifying certain aspects of the guidance issued in ASU 2016-01. The Company adopted ASU 2016-01 in the first quarter of 2018 using a modified retrospective transition method. Pursuant to ASU 2018-03, the Company utilized the prospective transition approach for all equity securities without a readily determinable fair value for instances in which the Company elected to apply the measurement alternative, as further discussed in Note 5 . The adoption of these standards did not have a material impact on the Company’s consolidated financial statements as the Company’s equity investments under the scope of this ASU do not have readily determinable fair values because they are not publicly traded companies and do not have an active market for their securities or membership interests. No other significant accounting policies and estimates have changed from those detailed in Note 1 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 . Use of Estimates —The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ from these estimates. Revenue Recognition —The Company recognizes revenues when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The following table represents the Company’s revenues disaggregated by revenue source for the Television and Entertainment segment (in thousands): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 (1) September 30, 2018 September 30, 2017 (1) Advertising $ 327,248 $ 295,130 $ 909,118 $ 899,701 Retransmission revenues 116,625 104,587 351,952 303,800 Carriage fees 40,069 30,930 122,546 96,407 Barter/trade (2) 2,660 9,559 7,142 28,052 Other 8,017 7,101 30,980 21,441 Total operating revenues $ 494,619 $ 447,307 $ 1,421,738 $ 1,349,401 (1) Prior period amounts have not been adjusted under the modified retrospective method. (2) For the three and nine months ended September 30, 2017 , barter revenue totaled $7 million and $21 million , respectively. In addition to the operating revenues included in the Television and Entertainment segment, the Company’s consolidated operating revenues include other revenue of $3 million for each of the three months ended September 30, 2018 and September 30, 2017 and $9 million and $11 million for the nine months ended September 30, 2018 and September 30, 2017 , respectively, in Corporate and Other which consists of real estate revenues. Advertising Revenues —The Company generates revenue by delivering advertising on the Company’s broadcast television, cable, radio and digital platforms. Certain of the Company’s advertising contracts have guarantees whereby the customer is guaranteed a certain level of audience viewership referred to as impressions. Contracts are typically fixed price, short term in nature and revenue is recognized over time as the advertisements are aired or the impressions are delivered. If the guaranteed impressions are not achieved through the airing of the initially agreed upon advertisements, the Company will continue to air advertisements for the customer until the guaranteed impressions are achieved. For these advertising contracts with guaranteed impressions, the Company recognizes revenue based on the proportion of the cumulative impressions achieved for the advertisements delivered in relation to the total guaranteed impressions. Under the advertising contracts, the Company is entitled to payment as advertisements are aired, and the time between invoice and payment is not significant. The Company also trades advertising for products or services. Revenue recognized under trade arrangements is valued at the estimated fair value of the products or services received and recognized as the related advertisements are aired. The Company utilizes the practical expedients provided in the guidance and does not disclose the value of unsatisfied performance obligations for advertising contracts with an original expected duration of one year or less and for contracts for which the Company recognizes revenue at the amounts to which the Company has the right to invoice for services performed. Retransmission Revenues and Carriage Fees —The Company enters into agreements with multichannel video programming distributors (“MVPDs”) which allow the MVPDs to retransmit the Company’s television stations’ broadcast programming and/or carry the Company’s cable channel. Typically, the agreements are multi-year and generally consist of a fixed price per subscriber as well as contractually agreed annual increases. The agreements are considered functional licenses of intellectual property resulting in the Company recognizing revenue at the point-in-time the broadcast signal is delivered to the MVPDs. The typical time between the Company’s performance and customer payment is not significant. As the agreements with MVPDs are considered licenses of intellectual property, the Company applies the sales/usage based royalty exception in ASC 606 and does not disclose the value of unsatisfied performance obligations for the agreements. Deferred Revenues —The Company records deferred revenue when cash payments are received or due in advance of the Company’s performance. For advertising, the performance primarily involves the delivery of advertisements and/or impressions to the Company’s customers. For the spectrum sharing arrangements where the Company is acting as the host, the upfront payments received from the Company’s channel-sharing customers in 2017 have been deferred and are being recognized over a 30 -year term. Contract Costs —In accordance with Topic 606, incremental costs to obtain a contract are capitalized and amortized over the contract term if the cost are expected to be recoverable. The Company does not capitalize incremental costs to obtain a contract where the contract duration is expected to be one year or less. As of September 30, 2018 , the Company does not have any costs capitalized. Arrangements with Multiple Performance Obligations —The Company’s contracts with customers may include multiple performance obligations. For such arrangements, the Company allocates revenue to each performance obligation based on its relative standalone selling price, which is generally determined based on the price charged to customers. Dreamcatcher —Dreamcatcher Broadcasting LLC (“Dreamcatcher”) was formed in 2013 specifically to comply with the cross-ownership rules of the FCC related to the Company’s acquisition of Local TV, LLC on December 27, 2013 (the “Local TV Acquisition”). See Note 1 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 for additional information. The Company’s unaudited condensed consolidated financial statements as of and for the three and nine months ended September 30, 2018 and September 30, 2017 include the results of operations and the financial position of Dreamcatcher, a fully-consolidated variable interest entity (“VIE”). Net revenues of the Dreamcatcher stations (WTKR-TV, Norfolk, VA, WGNT-TV, Portsmouth, VA and WNEP-TV, Scranton, PA) included in the Company’s unaudited Condensed Consolidated Statements of Operations for the three months ended September 30, 2018 and September 30, 2017 were $20 million and $17 million , respectively, and for the nine months ended September 30, 2018 and September 30, 2017 , were $57 million and $52 million , respectively. Operating profits of the Dreamcatcher stations included in the Company’s unaudited Condensed Consolidated Statements of Operations for the three months ended September 30, 2018 and September 30, 2017 were $4 million and $3 million , respectively, and for the nine months ended September 30, 2018 and September 30, 2017 were $12 million and $8 million , respectively. In 2017, Dreamcatcher received pretax proceeds from the counterparty in a spectrum sharing arrangement of approximately $26 million as one of the Dreamcatcher stations will act as a host station. The payments have been recorded as deferred revenue and began amortizing to the unaudited Condensed Consolidated Statement of Operations upon commencement of the sharing arrangement in December 2017. See Note 8 for additional information regarding the Company’s participation in the FCC spectrum auction . The Company’s unaudited Condensed Consolidated Balance Sheets as of September 30, 2018 and December 31, 2017 include the following assets and liabilities of the Dreamcatcher stations (in thousands): September 30, 2018 December 31, 2017 Broadcast rights 3,056 2,622 Other intangible assets, net 64,018 71,914 Other assets 7,793 6,852 Total Assets $ 74,867 $ 81,388 Contracts payable for broadcast rights 2,848 2,691 Long-term deferred revenue 24,380 25,030 Other liabilities 1,333 1,017 Total Liabilities $ 28,561 $ 28,738 New Accounting Standard s—In August 2018, the FASB issued ASU No. 2018-15, “Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40).” The standard requires a customer in a hosting arrangement that is a service contract to follow the internal-use software guidance to determine which implementation costs to capitalize as an asset related to the service contract. The standard also requires a customer to expense the capitalized implementation costs over the term of the hosting arrangement and specifies presentation requirements for both the capitalized costs and the amortized expenses. The standard is effective for fiscal years beginning after December 15, 2019, and the interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2018-15 should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company is currently evaluating the impact of adopting ASU 2018-15 on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-14, “Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20).” The standard modifies certain disclosure requirements for employers that sponsor defined benefit pension and other postretirement benefit plans by removing disclosures that are no longer considered cost beneficial, clarifying specific requirements of disclosures, and adding disclosure requirements identified as relevant. The standard is effective for fiscal years ending after December 15, 2020. Early adoption is permitted. The amendments in ASU 2018-14 should be applied retrospectively to each period presented. The Company is currently evaluating the impact of adopting ASU 2018-14 on its consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, “Income Statement - Reporting Comprehensive Income (Topic 220).” The standard allows entities, at their option, to reclassify from accumulated other comprehensive income (loss) (“AOCI”) to retained earnings stranded tax effects resulting from Tax Reform. See Note 9 for further details regarding Tax Reform. The standard is effective for fiscal years beginning after December 15, 2018, and the interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2018-02 should be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the new federal corporate income tax rate is recognized. The Company is currently evaluating the impact of adopting ASU 2018-02 on its consolidated financial statements. In August 2017, the FASB issued ASU No. 2017-12, “Derivatives and Hedging (Topic 815).” The standard simplifies the application of the hedge accounting guidance and enables entities to better portray the economic results of their risk management activities in the financial statements. The new guidance eliminates the requirement and the ability to separately record ineffectiveness on cash flow and net investment hedges and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The standard requires certain additional disclosures that focus on the effect of hedge accounting whereas the disclosure of hedge ineffectiveness is eliminated. The amendments expand the types of permissible hedging strategies. Additionally, the amendment makes the hedge documentation and effectiveness assessment less complex. The standard is effective for fiscal years beginning after December 15, 2018, and the interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2017-12 related to cash flow hedge relationships that exist on the date of adoption should be applied using a modified retrospective approach with the cumulative effect of initially applying ASU 2017-12 at the date of initial application. The presentation and disclosure requirements apply prospectively. The Company is currently evaluating the impact of adopting ASU 2017-12 on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326).” The standard requires entities to estimate loss of financial assets measured at amortized cost, including trade receivables, debt securities and loans, using an expected credit loss model. The expected credit loss differs from the previous incurred losses model primarily in that the loss recognition threshold of “probable” has been eliminated and that expected loss should consider reasonable and supportable forecasts in addition to the previously considered past events and current conditions. Additionally, the guidance requires additional disclosures related to the further disaggregation of information related to the credit quality of financial assets by year of the asset’s origination for as many as five years. Entities must apply the standard provision as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The standard is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for annual periods beginning after December 15, 2018, and interim periods within those fiscal years. The Company is currently evaluating the impact of adopting ASU 2016-13 on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Subtopic 842).” The new guidance requires lessees to recognize assets and liabilities arising from leases as well as quantitative and qualitative disclosures. A lessee will need to recognize on its balance sheet a right-of-use asset and a lease liability for the majority of its leases (other than leases with a term of less than twelve months). The lease liabilities will be equal to the present value of lease payments. The right-of-use asset will be measured at the lease liability amount, adjusted for lease prepayment, lease incentives received and the lessee’s initial direct costs. In January 2018, the FASB issued ASU No. 2018-01, “Leases (Topic 842) - Land Easement Practical Expedient for Transition to Topic 842,” which provides an optional transition practical expedient to not evaluate under Topic 842 existing or expired land easements that were not previously accounted for as leases under the current leases guidance in Topic 840. In July 2018, the FASB issued ASU No. 2018-10, “Codification Improvements to Topic 842, Leases,” and ASU No. 2018-11, “Leases (Topic 842), Targeted Improvements,” which affect certain aspects of the previously issued guidance including an additional transition method as well as a new practical expedient for lessors. These related standards are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. The Company will adopt Topic 842 in the first quarter of 2019 utilizing the optional transition method provided in ASU No. 2018-11, which allows for a prospective adoption with a cumulative-effect adjustment to the opening balance sheet as of the adoption date. The Company continues to evaluate the impact of the adoption of the new standard on its consolidated balance sheet; however, the Company does not expect the adoption to have a material impact on the consolidated statements of operations, consolidated statements of comprehensive income (loss), consolidated statement of shareholders’ equity or consolidated statements of cash flows. The Company continues to review the lease portfolio and is in the process of implementing new lease accounting software to assist in the accounting and disclosure requirements associated with the new standard. |
Discontinued Operations (Notes)
Discontinued Operations (Notes) | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure | NOTE 2: DISCONTINUED OPERATIONS Sale of Digital and Data Businesses —On December 19, 2016, the Company entered into a definitive share purchase agreement (the “Gracenote SPA”) with Nielsen Holding and Finance B.V. (“Nielsen”) to sell equity interests in substantially all of the Digital and Data business operations, which included Gracenote Inc., Gracenote Canada, Inc., Gracenote Netherlands Holdings B.V., Tribune Digital Ventures LLC and Tribune International Holdco, LLC (the “Gracenote Companies”), for $560 million in cash, subject to certain purchase price adjustments (the “Gracenote Sale”). The Company retained its ownership of Covers Media Group (“Covers”), which was previously included in the Digital and Data reportable segment, and reclassified Covers’ previously reported amounts into the Television and Entertainment reportable segment to conform to the current segment presentation; the impact of this reclassification was immaterial. The Gracenote Sale was completed on January 31, 2017 and the Company received gross proceeds of $581 million . In the second quarter of 2017, the Company received additional proceeds of $3 million as a result of purchase price adjustments. In the year ended December 31, 2017, the Company recognized a total net pretax gain of $33 million , of which $35 million was recognized in the nine months ended September 30, 2017 , as a result of the Gracenote Sale. On February 1, 2017, the Company used $400 million of proceeds from the Gracenote Sale to prepay a portion of its Term Loan Facility (as defined and described in Note 6 ). The operating results of the businesses included in the Gracenote Sale are presented as discontinued operations in the Company’s unaudited Condensed Consolidated Statements of Operations and unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) for all periods presented. The Company entered into a transition services agreement (the “Nielsen TSA”) and certain other agreements with Nielsen that governed the relationships between Nielsen and the Company following the Gracenote Sale. The transition services agreement expired on March 31, 2018. Pursuant to the Nielsen TSA, the Company provided Nielsen with certain specified services on a transitional basis, including support in areas such as human resources, treasury, technology, legal and finance. In addition, the Nielsen TSA outlined the services that Nielsen provided to the Company on a transitional basis, including in areas such as human resources, technology, and finance. The charges for the transition services generally allowed the providing company to fully recover all out-of-pocket costs and expenses it actually incurred in connection with providing the services, plus, in some cases, the allocated direct costs of providing the services, generally without profit. Based on the Company’s assessment of the specific factors identified in ASC Topic 205, “Presentation of Financial Statements,” the Company concluded that it did not have significant continuing involvement in the Gracenote Companies. The following table shows the components of the results from discontinued operations associated with the Gracenote Sale as reflected in the unaudited Condensed Consolidated Statements of Operations (in thousands): Nine Months Ended September 30, 2017 (1)(2) Operating revenues $ 18,168 Direct operating expenses 7,292 Selling, general and administrative 15,349 Operating loss (4,473 ) Interest income 16 Interest expense (3) (1,261 ) Loss before income taxes (5,718 ) Pretax gain on the disposal of discontinued operations 34,510 Total pretax income on discontinued operations 28,792 Income tax expense (4) 13,753 Income from discontinued operations, net of taxes $ 15,039 (1) Results of operations for the Gracenote Companies are reflected through January 31, 2017, the date of the Gracenote Sale. (2) No depreciation expense or amortization expense was recorded by the Company in 2017 as the Gracenote Companies’ assets were held for sale as of December 31, 2016. (3) The Company used $400 million of proceeds from the Gracenote Sale to prepay a portion of its outstanding borrowings under the Company’s Term Loan Facility (as defined and described in Note 6 ). Interest expense associated with the Company’s outstanding Term Loan Facility was allocated to discontinued operations based on the ratio of the $400 million prepayment to the total outstanding indebtedness under the Term Loan Facility in effect in each respective period. (4) The effective tax rate on pretax income from discontinued operations was 47.8% for the nine months ended September 30, 2017 . The 2017 rate differs from the U.S. federal statutory rate of 35% primarily due to state income taxes (net of federal benefit), foreign tax rate differences, and an adjustment relating to the sale of the Gracenote Companies. The results of discontinued operations include selling costs and transactions costs, including legal and professional fees incurred by the Company to complete the Gracenote Sale, of $10 million for the nine months ended September 30, 2017 . The Gracenote SPA provides for indemnification against specified losses and damages which became effective upon completion of the transaction. The Company does not expect to incur material costs in connection with these indemnifications. The Company has no material contingent liabilities relating to the Gracenote Sale as of September 30, 2018 . The following table represents the components of the results from discontinued operations associated with the Gracenote Sale as reflected in the Company’s unaudited Condensed Consolidated Statements of Cash Flows (in thousands): Nine Months Ended September 30, 2017 (1) Significant operating non-cash items: Stock-based compensation $ 1,992 Significant investing items (2): Capital expenditures 1,578 Net proceeds from the sale of business (3) 554,487 (1) Results of operations for the Gracenote Companies are reflected through January 31, 2017, the date of the Gracenote Sale. (2) Non-cash investing and financing activities of Digital and Data businesses included in the Gracenote Sale were immaterial. (3) Net proceeds from the sale of business reflects the gross proceeds from the Gracenote sale of $584 million , net of $20 million of the Gracenote Companies’ cash, cash equivalents and restricted cash included in the sale and $9 million of selling costs. |
Assets Held For Sale and Sales
Assets Held For Sale and Sales of Real Estate | 9 Months Ended |
Sep. 30, 2018 | |
Assets Held-for-sale, Not Part of Disposal Group [Abstract] | |
Assets Held For Sale and Sales of Real Estate | NOTE 3: REAL ESTATE SALES AND ASSETS HELD FOR SALE Assets Held for Sale —Assets held for sale in the Company’s unaudited Condensed Consolidated Balance Sheets consisted of the following (in thousands): September 30, 2018 December 31, 2017 Real estate $ 28,955 $ — FCC licenses — 38,900 Total assets held for sale $ 28,955 $ 38,900 Real Estate Assets Held for Sale —As of September 30, 2018 , the Company had one real estate property held for sale. Sales of Real Estate —As of September 30, 2018, the Company had agreements for the sales of certain properties located in Melville, NY and Hartford, CT. On October 9, 2018, the Company sold its Melville, NY property for net proceeds of $53 million . The Company expects to recognize a net pretax gain of approximately $24 million in the fourth quarter of 2018 relating to the sale. On October 23, 2018, the Company sold its Hartford, CT property for net proceeds of $6 million . The Company expects to recognize a net pretax gain of less than $1 million in the fourth quarter of 2018 relating to the sale. The Company defines net proceeds as pretax cash proceeds on the sale of properties, net of associated selling costs. In the nine months ended September 30, 2017 , the Company sold several properties for net proceeds totaling $61 million and recognized a net pretax gain of less than $1 million for the three and nine months ended September 30, 2017, as further described below. On January 26, 2017, the Company sold its Denver, CO property for net proceeds of $23 million , which approximated the carrying value, and entered into a lease for the property. On January 31, 2017, the Company sold one of its Chicago, IL properties for net proceeds of $22 million and entered into a lease with a term of 10 years, subject to renewal, retaining the use of more than a minor portion of the property. The Company recorded a deferred pretax gain of $13 million on the sale, which will be amortized over the life of the lease in accordance with sale-leaseback accounting guidance. On April 21, 2017, the Company sold two of its Chicago, IL properties for net proceeds of less than $1 million . On May 22, 2017, the Company sold two of its Baltimore, MD properties for net proceeds of $15 million . The net proceeds on the sales of these properties approximated their respective carrying values. On August 4, 2017, the Company sold its Williamsburg, VA property for net proceeds of $1 million , which approximated its carrying value. FCC Licenses —As of December 31, 2017 , certain FCC licenses that were part of the FCC spectrum auction were included in assets held for sale. The gross proceeds received for these licenses in 2017 totaled $172 million and were reflected in current liabilities in the Company’s unaudited Condensed Consolidated Balance Sheet at December 31, 2017 . The Company recognized a net gain of $133 million in the first quarter of 2018 related to the surrender of the spectrum associated with these licenses in January 2018. See Note 8 for additional information regarding the Company’s participation in the FCC spectrum auction . |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Other Intangible Assets and Liabilities | NOTE 4: GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill and other intangible assets consisted of the following (in thousands): September 30, 2018 December 31, 2017 Gross Amount Accumulated Amortization Net Amount Gross Amount Accumulated Amortization Net Amount Other intangible assets subject to amortization Affiliate relationships (useful life of 16 years) $ 212,000 $ (76,188 ) $ 135,812 $ 212,000 $ (66,250 ) $ 145,750 Advertiser relationships (useful life of 8 years) 168,000 (120,750 ) 47,250 168,000 (105,000 ) 63,000 Network affiliation agreements (useful life of 5 to 16 years) 362,000 (206,546 ) 155,454 362,000 (175,337 ) 186,663 Retransmission consent agreements (useful life of 7 to 12 years) 830,100 (444,563 ) 385,537 830,100 (377,033 ) 453,067 Other (useful life of 5 to 15 years) 16,138 (7,757 ) 8,381 16,650 (6,565 ) 10,085 Total $ 1,588,238 $ (855,804 ) 732,434 $ 1,588,750 $ (730,185 ) 858,565 Other intangible assets not subject to amortization FCC licenses 740,300 740,300 Trade name 14,800 14,800 Total other intangible assets, net 1,487,534 1,613,665 Goodwill 3,228,716 3,228,988 Total goodwill and other intangible assets $ 4,716,250 $ 4,842,653 The changes in the carrying amounts of intangible assets, which are in the Company’s Television and Entertainment segment, during the nine months ended September 30, 2018 were as follows (in thousands): Other intangible assets subject to amortization Balance as of December 31, 2017 $ 858,565 Amortization (125,704 ) Balance sheet reclassifications (226 ) Foreign currency translation adjustment (201 ) Balance as of September 30, 2018 $ 732,434 Other intangible assets not subject to amortization Balance as of September 30, 2018 and December 31, 2017 $ 755,100 Goodwill Gross balance as of December 31, 2017 $ 3,609,988 Accumulated impairment losses at December 31, 2017 (381,000 ) Balance at December 31, 2017 3,228,988 Foreign currency translation adjustment (272 ) Balance as of September 30, 2018 $ 3,228,716 Total goodwill and other intangible assets as of September 30, 2018 $ 4,716,250 Amortization expense relating to amortizable intangible assets is expected to be approximately $42 million for the remainder of 2018 , $140 million in 2019 , $134 million in 2020 , $103 million in 2021 , $84 million in 2022 and $57 million in 2023 . |
Investments
Investments | 9 Months Ended |
Sep. 30, 2018 | |
Investments [Abstract] | |
Investments | NOTE 5: INVESTMENTS Investments consisted of the following (in thousands): September 30, 2018 December 31, 2017 Equity method investments $ 1,205,893 $ 1,254,198 Other equity investments 25,980 27,593 Total investments $ 1,231,873 $ 1,281,791 Equity Method Investments —Income on equity investments, net reported in the Company’s unaudited Condensed Consolidated Statements of Operations consisted of the following (in thousands): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Income on equity investments, net, before amortization of basis difference $ 44,850 $ 33,609 $ 161,493 $ 139,808 Amortization of basis difference (12,469 ) (12,551 ) (37,407 ) (40,952 ) Income on equity investments, net $ 32,381 $ 21,058 $ 124,086 $ 98,856 As discussed in Note 8 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 , the carrying value of the Company’s investments was increased by $1.615 billion to a fair value aggregating $2.224 billion as a result of fresh start reporting adopted on the Effective Date (as defined in Note 8 ). Of the $1.615 billion increase, $1.108 billion was attributable to the Company’s share of theoretical increases in the carrying values of the investees’ amortizable intangible assets had the fair value of the investments been allocated to the identifiable intangible assets of the investees’ in accordance with ASC Topic 805 “Business Combinations.” The remaining $507 million of the increase was attributable to goodwill and other identifiable intangibles not subject to amortization, including trade names. The Company amortizes the differences between the fair values and the investees’ carrying values of the identifiable intangible assets subject to amortization and records the amortization (the “amortization of basis difference”) as a reduction of income on equity investments, net in its unaudited Condensed Consolidated Statements of Operations. The remaining identifiable net intangible assets subject to amortization of basis difference as of September 30, 2018 totaled $648 million and have a weighted average remaining useful life of approximately 15 years. Cash distributions from the Company’s equity method investments were as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Cash distributions from equity investments $ — $ 32,911 $ 158,926 $ 182,561 TV Food Network —The Company’s 31% investment in Television Food Network, G.P. (“TV Food Network”) totaled $1.195 billion and $1.234 billion at September 30, 2018 and December 31, 2017 , respectively. The Company recognized equity income from TV Food Network of $32 million and $26 million for the three months ended September 30, 2018 and September 30, 2017 , respectively, and $114 million and $103 million for the nine months ended September 30, 2018 and September 30, 2017 , respectively. The Company received cash distributions from TV Food Network of $17 million for the three months ended September 30, 2017 and $153 million and $167 million in the nine months ended September 30, 2018 and September 30, 2017 , respectively. The Company did not receive any cash distributions from TV Food Network in the third quarter of 2018 as TV Food Network adjusted its required year-to-date cash distributions to cover the Company’s taxes on its share of partnership income based on the reduction in tax rates from Tax Reform, which resulted in no distribution required for the third quarter of 2018. CareerBuilder —On September 13, 2018, the Company sold its remaining 6% investment (on a fully diluted basis, including CareerBuilder, LLC (“CareerBuilder”) employees’ equity awards) (through its investment in Camaro Parent, LLC) in CareerBuilder and received pretax proceeds of $11 million . The Company recognized a pretax loss of $5 million on the sale of its ownership interest in CareerBuilder in the third quarter of 2018. As of December 31, 2017 , the Company’s investment in CareerBuilder totaled $10 million . Through the date of the sale, pursuant to ASC Topic 323 “Investments - Equity Method and Joint Ventures,” the Company accounted for CareerBuilder as an equity method investment. The Company recognized equity income from CareerBuilder of $0.4 million for the three months ended September 30, 2018 and an equity loss of $5 million for the three months ended September 30, 2017 . For the nine months ended September 30, 2018 , the Company recognized equity income of $10 million and an equity loss, excluding impairment charges, of $3 million for the nine months ended September 30, 2017 . The Company received cash distributions from CareerBuilder of $6 million for nine months ended September 30, 2018 , of which $5 million related to a distribution of proceeds from CareerBuilder’s sale of one of its business operations on May 14, 2018. The Company’s share of the gain on sale was approximately $11 million , which is included in income on equity investments, net for the nine months ended September 30, 2018 . On September 7, 2016, TEGNA Inc. (“TEGNA”) announced that it began evaluating strategic alternatives for CareerBuilder, including a possible sale. In the nine months ended September 30, 2017 , the Company recorded total non-cash pretax impairment charges of $181 million to write-down the Company’s investment in CareerBuilder prior to the sale. The impairment charges resulted from a decline in the fair value of the investment that the Company determined to be other than temporary. On June 19, 2017, TEGNA announced that it entered into an agreement (the “CareerBuilder Sale Agreement”), together with the other owners of CareerBuilder, including Tribune Media Company, to sell a majority interest in CareerBuilder to an investor group led by investment funds managed by affiliates of Apollo Global Management, LLC and the Ontario Teachers’ Pension Plan Board. The transaction closed on July 31, 2017 and the Company received cash of $158 million , which included an excess cash distribution of $16 million . The Company recognized a net gain on sale of $4 million in 2017, of which $6 million was recognized in the third quarter of 2017. The CareerBuilder investment constituted a nonfinancial asset measured at fair value on a nonrecurring basis in the Company’s unaudited Condensed Consolidated Balance Sheets and was classified as a Level 3 asset in the fair value hierarchy. See Note 7 for a description of the fair value hierarchy’s three levels. Dose Media —As of September 30, 2018, the Company’s 25% investment in Dose Media, LLC (“Dose Media”) has a carrying value of zero as it was fully impaired as of December 31, 2017 . Summarized Financial Information —Summarized financial information for TV Food Network is as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Revenues, net $ 294,308 $ 274,754 $ 924,407 $ 880,868 Operating income $ 139,679 $ 157,207 $ 474,223 $ 547,363 Net income $ 142,903 $ 123,009 $ 484,781 $ 447,348 Summarized financial information for CareerBuilder and Dose Media is as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2018 (1) September 30, 2017 September 30, 2018 (1) September 30, 2017 Revenues, net $ 119,502 $ 165,961 $ 432,330 $ 505,383 Operating income (loss) $ 10,698 $ (9,661 ) $ 26,759 $ 373 Net income (loss) $ 3,884 $ (14,090 ) $ 102,541 $ (842 ) (1) Revenues, operating income (loss) and net income (loss) that relate to CareerBuilder include results through September 13, 2018. Other Equity Investments —Other equity investments are investments without readily determinable fair values. All of the Company’s other equity investments are in private companies and have historically been recorded at cost, net of write-downs resulting from periodic evaluations of the carrying value of the investments. Upon adoption of ASU 2016-01 and ASU 2018-03, as further described in Note 1 , the Company elected to use a measurement alternative for all investments without readily determinable fair values which allows the Company to measure the value of such equity investments at cost less impairments, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment. Fair values associated with these investments will be remeasured either upon occurrence of an observable price change or upon identification of an impairment. Changes in the carrying value of these equity investments will be reflected in current earnings. During the first quarter of 2018, the Company sold one of its other equity investments for $4 million and recognized a pretax gain of $4 million . Chicago Cubs Transactions —As defined and further described in Note 8 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 , the Company consummated the closing of the Chicago Cubs Transactions on October 27, 2009 . Concurrent with the closing of the transactions, the Company executed guarantees of collection of certain debt facilities entered into by Chicago Entertainment Ventures, LLC (formerly Chicago Baseball Holdings, LLC) (“CEV LLC”), and its subsidiaries (collectively, “New Cubs LLC”). As of December 31, 2017, the guarantees were capped at $699 million plus unpaid interest. In the first quarter of 2018, New Cubs LLC refinanced a portion of the debt which was guaranteed by the Company and the Company ceased being a guarantor of the refinanced debt. As of September 30, 2018 , the remaining guarantees were capped at $249 million plus unpaid interest. The guarantees are reduced as New Cubs LLC makes principal payments on the underlying loans. To the extent that payments are made under the guarantees, the Company will be subrogated to, and will acquire, all rights of the debt lenders against New Cubs LLC. On August 21, 2018, Northside Entertainment Holdings LLC (f/k/a Ricketts Acquisition LLC) (“NEH”) provided a written notice (the “Call Notice”) to the Company that NEH was exercising its right pursuant to the Amended and Restated Limited Liability Company Agreement (the “CEV LLC Agreement”) of CEV LLC to purchase the Company’s 5% membership interest in CEV LLC. The parties are engaged in the valuation process provided for in the CEV LLC Agreement and there can be no assurance that the purchase will be completed in a timely manner or at all, or at a favorable valuation to the Company. Marketable Equity Securities —On August 4, 2014, the Company completed a spin-off of its publishing operations and retained 381,354 shares of Tribune Publishing Company (“Tribune Publishing”) (formerly tronc, Inc.) common stock, representing at that time 1.5% of the outstanding common stock of Tribune Publishing. On January 31, 2017, the Company sold its Tribune Publishing shares for net proceeds of $5 million and recognized a pretax gain of $5 million . Variable Interests —At September 30, 2018 and December 31, 2017 , the Company held variable interests in Topix, LLC (through its investment in TKG Holdings II, LLC) (“Topix”) and TREH 200E Las Olas Venture, LLC (“Las Olas LLC”). See Note 1 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 for additional information relating to these entities. The Company has determined that it is not the primary beneficiary of Topix and therefore has not consolidated it as of and for the periods presented in the unaudited condensed consolidated financial statements. The Company’s maximum loss exposure related to Topix is limited to its equity investment, which was $6 million at both September 30, 2018 and December 31, 2017 . Las Olas LLC was determined to be a VIE where the Company is the primary beneficiary. The Company consolidates the financial position and results of operations of this VIE. The financial position and results of operations of the VIE as of and for the nine months ended September 30, 2018 were not material. As further disclosed in Note 1 , the Company consolidates the financial position and results of operations of Dreamcatcher, a VIE where the Company is the primary beneficiary. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 6: DEBT Debt consisted of the following (in thousands): September 30, 2018 December 31, 2017 Term Loan Facility Term B Loans due 2020, effective interest rate of 3.84%, net of unamortized discount and debt issuance costs of $1,428 and $1,900 $ 188,197 $ 187,725 Term C Loans due 2024, effective interest rate of 3.85%, net of unamortized discount and debt issuance costs of $19,186 and $21,783 1,646,706 1,644,109 5.875% Senior Notes due 2022, net of debt issuance costs of $10,563 and $12,649 1,089,437 1,087,351 Total debt $ 2,924,340 $ 2,919,185 Secured Credit Facility —At both September 30, 2018 and December 31, 2017 , the Company’s secured credit facility (the “Secured Credit Facility”) consisted of a term loan facility (the “Term Loan Facility”), under which $1.666 billion of term C loans (the “Term C Loans”) and $190 million of term B loans (the “Term B Loans”) were outstanding. At both September 30, 2018 and December 31, 2017 , there were no borrowings outstanding under the Company’s $420 million revolving credit facility (the “Revolving Credit Facility”); however, there were standby letters of credit outstanding of $20 million and $21 million , respectively, primarily in support of the Company’s workers’ compensation insurance programs. See Note 9 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 for further information and significant terms and conditions associated with the Term Loan Facility and the Revolving Credit Facility, including but not limited to interest rates, repayment terms, fees, restrictions and affirmative and negative covenants. The Company’s unamortized transaction costs and unamortized discount related to the Term Loan Facility were $21 million and $24 million at September 30, 2018 and December 31, 2017 , respectively. These deferred costs are recorded as a direct deduction from the carrying amount of an associated debt liability in the Company’s unaudited Condensed Consolidated Balance Sheets and amortized to interest expense over the contractual term of either the Term B Loans or the Term C Loans, as appropriate. 2017 Amendment On January 27, 2017, the Company entered into an amendment (the “2017 Amendment”) to the Secured Credit Facility to, among other things, increase the amount of outstanding term loans under the Term Loan Facility and to increase the amount of commitments under the Revolving Credit Facility. See Note 9 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 for additional information. In connection with the 2017 Amendment, the Company paid fees to certain lenders of $4 million , which are considered a debt discount, all of which were deferred, and incurred transaction costs of $13 million , of which $1 million was deferred with the remainder expensed as part of loss on extinguishment and modification of debt. On February 1, 2017, the Company used $400 million from the proceeds from the Gracenote Sale to prepay a portion of its outstanding term loans. Subsequent to this prepayment, the Company’s quarterly installments related to the remaining principal amount of Term B Loans are no longer due. As a result of the 2017 Amendment and the $400 million prepayment, the Company recorded charges of $19 million on the extinguishment and modification of debt in the Company’s unaudited Condensed Consolidated Statements of Operations in the first quarter of 2017. The loss consisted of a write-off of unamortized debt issuance costs of $6 million and an unamortized discount of $1 million associated with the Term B Loans as a portion of the Term Loan Facility was considered extinguished for accounting purposes as well as an expense of $12 million of third parties fees as a portion of the Term Loan Facility was considered a modification transaction under ASC 470, “Debt.” During the third quarter of 2017, the Company used $102 million of after-tax proceeds received from its participation in the FCC spectrum auction to prepay outstanding loans under the Term Loan Facility. Subsequent to these payments, the Company’s quarterly installments related to the remaining principal amount of the Term C Loans are not due until the third quarter of 2022. The Company recorded charges of $1 million associated with debt extinguishment in the three months ended September 30, 2017. See Note 8 for additional information regarding the Company’s participation in the FCC’s incentive auction. 5.875% Senior Notes due 2022 —The Company’s 5.875% Senior Notes due 2022 (the “Notes”) bear interest at a rate of 5.875% per annum and interest is payable semi-annually in arrears on January 15 and July 15, commencing on January 15, 2016. The Notes mature on July 15, 2022. As of September 30, 2018 , $1.100 billion of Notes remained outstanding. See Note 9 to the audited consolidated financial statements for the fiscal year ended December 31, 2017 for further information and significant terms and conditions associated with the Notes, including but not limited to repayment terms, fees, restrictions and affirmative and negative covenants. The Company’s unamortized transaction costs related to the Notes were $11 million and $13 million at September 30, 2018 and December 31, 2017 , respectively. Consent Solicitation On June 22, 2017, the Company announced that it received consents from 93.23% of holders of the Notes outstanding as of the record date of June 12, 2017, to effect certain proposed amendments to the Indenture (as defined below). The Company undertook the consent solicitation (the “Consent Solicitation”) at the request and expense of Sinclair in accordance with the terms of the Merger Agreement. In conjunction with receiving the requisite consents, on June 22, 2017, the Company, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee for the Notes, entered into the fourth supplemental indenture (the “Fourth Supplemental Indenture”) to the indenture governing the Notes, dated as of June 24, 2015 (as supplemented and amended, the “Indenture”), to effect certain amendments to the Indenture to facilitate the integration of the Company and the Notes with and into Sinclair’s debt capital structure in connection with the Merger. As further described in Note 1 , the Company terminated the Merger Agreement on August 9, 2018. Therefore, the amendments contemplated in the Fourth Supplemental Indenture will never become effective. Dreamcatcher —The Company and the guarantors guaranteed the obligations of Dreamcatcher under its senior secured credit facility (the “Dreamcatcher Credit Facility”). The Company participated in the FCC spectrum auction and a Dreamcatcher station received $26 million of pretax proceeds in 2017, of which $21 million was received in the third quarter of 2017, as further described in Note 8 . Any proceeds received by Dreamcatcher as a result of the incentive auction were required to be first used to repay the Dreamcatcher Credit Facility. The Company used $12.6 million of after-tax proceeds from the FCC spectrum auction to prepay the Dreamcatcher Credit Facility in August 2017. The Company made the final payment to pay off the Dreamcatcher Credit Facility in September 2017. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 7: FAIR VALUE MEASUREMENTS The Company measures and records in its consolidated financial statements certain assets and liabilities at fair value. ASC Topic 820 “Fair Value Measurement and Disclosures,” establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). This hierarchy consists of the following three levels: • Level 1 – Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market. • Level 2 – Assets and liabilities whose values are based on inputs other than those included in Level 1, including quoted market prices in markets that are not active; quoted prices of assets or liabilities with similar attributes in active markets; or valuation models whose inputs are observable or unobservable but corroborated by market data. • Level 3 – Assets and liabilities whose values are based on valuation models or pricing techniques that utilize unobservable inputs that are significant to the overall fair value measurement. On January 27, 2017, concurrent with the 2017 Amendment, the Company entered into interest rate swaps with certain financial institutions for a total notional value of $500 million with a duration that matches the maturity of the Company’s Term C Loans. The interest rate swaps are designated as cash flow hedges and are considered highly effective. As a result, no ineffectiveness has been recognized in the unaudited Condensed Consolidated Statements of Operations during the three and nine months ended September 30, 2018 and September 30, 2017 . Additionally, for the interest rate swaps, no amounts are excluded from the assessment of hedge effectiveness. The monthly net interest settlements under the interest rate swaps are reclassified out of AOCI and recognized in interest expense consistent with the recognition of interest expense on the Company’s Term C Loans. Realized losses of $0.2 million and $1 million were recognized in interest expense for the three months ended September 30, 2018 and September 30, 2017 , respectively, and $1 million and $4 million for the nine months ended September 30, 2018 and September 30, 2017 , respectively. As of September 30, 2018 , the fair value of the interest rate swaps was $17 million , which is recorded in non-current assets with the unrealized gain recognized in other comprehensive income (loss). As of September 30, 2018 , the Company expects $2 million to be reclassified out of AOCI as a reduction of interest expense over the next twelve months. The interest rate swap fair value is considered Level 2 within the fair value hierarchy as it includes quoted prices for similar instruments as well as interest rates and yield curves that are observable in the market. Certain assets are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis, but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). The carrying values of cash and cash equivalents, restricted cash and cash equivalents, trade accounts receivable and trade accounts payable approximate fair value due to their short term to maturity. Certain of the Company’s cash equivalents are held in money market funds which are valued using net asset value (“NAV”) per share, which would be considered Level 1 in the fair value hierarchy. Estimated fair values and carrying amounts of the Company’s financial instruments that are not measured at fair value on a recurring basis were as follows (in thousands): September 30, 2018 December 31, 2017 Fair Carrying Fair Carrying Term Loan Facility Term B Loans due 2020 $ 190,455 $ 188,197 $ 189,704 $ 187,725 Term C Loans due 2024 $ 1,670,057 $ 1,646,706 $ 1,666,942 $ 1,644,109 5.875% Senior Notes due 2022 $ 1,124,310 $ 1,089,437 $ 1,132,417 $ 1,087,351 The following methods and assumptions were used to estimate the fair value of each category of financial instruments: Term Loan Facility —The fair value of the outstanding principal balance of the term loans under the Company’s Term Loan Facility at both September 30, 2018 and December 31, 2017 would be classified in Level 2 of the fair value hierarchy. 5.875% Senior Notes due 2022 —The fair value of the outstanding principal balance of the Company’s 5.875% Senior Notes due 2022 at September 30, 2018 and December 31, 2017 would be classified in Level 2 of the fair value hierarchy. Investments Without Readily Determinable Fair Values —Non-equity method investments in private companies are recorded at cost, less impairments, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment, as further described in Note 5 . During the nine months ended September 30, 2018 there were no events or changes in circumstance that suggested an impairment or an observable price change to any of these investments resulting from an orderly transaction for the identical or a similar investment. The non-equity method investments would be classified in Level 3 of the fair value hierarchy. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 8: COMMITMENTS AND CONTINGENCIES Chapter 11 Reorganization — On December 8, 2008 (the “Petition Date”), Tribune Company and 110 of its direct and indirect wholly-owned subsidiaries (collectively, the “Debtors” or “Predecessor”) filed voluntary petitions for relief (collectively, the “Chapter 11 Petitions”) under chapter 11 (“Chapter 11”) of title 11 of the United States Code (the “Bankruptcy Code”) in the U.S. Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). The Fourth Amended Joint Plan of Reorganization for Tribune Company and its Subsidiaries (as subsequently modified, the “Plan”) became effective and the Debtors emerged from Chapter 11 on December 31, 2012 (the “Effective Date”). The Bankruptcy Court has to date entered final decrees collectively closing 106 of the Debtors’ Chapter 11 cases. The remaining Debtors’ Chapter 11 proceedings continue to be jointly administered under the caption In re Tribune Media Company, et al. , Case No. 08-13141 . See Note 3 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 for additional information regarding the Debtors’ Chapter 11 cases and for a description of the terms and conditions of the Plan. Confirmation Order Appeals —Notices of appeal of the Bankruptcy Court’s order confirming the Plan (the “Confirmation Order”) were filed by (i) Aurelius Capital Management, LP, on behalf of its managed entities that were holders of the Predecessor’s senior notes and Exchangeable Subordinated Debentures due 2029 (“PHONES”); (ii) Law Debenture Trust Company of New York (n/k/a Delaware Trust Company) (“Delaware Trust Company”) and Deutsche Bank Trust Company Americas (“Deutsche Bank”), each successor trustees under the respective indentures for the Predecessor’s senior notes; (iii) Wilmington Trust Company, as successor indenture trustee for the PHONES, and (iv) EGI-TRB, L.L.C., a Delaware limited liability company wholly-owned by Sam Investment Trust (a trust established for the benefit of Samuel Zell and his family) (the “Zell Entity”). The appellants sought, among other relief, to overturn the Confirmation Order and certain prior orders of the Bankruptcy Court embodied in the Plan, including the settlement of certain claims and causes of action related to the series of transactions (collectively, the “Leveraged ESOP Transactions”) consummated by the Predecessor, the Tribune Company employee stock ownership plan, the Zell Entity and Samuel Zell in 2007. As of September 30, 2018 , each of the Confirmation Order appeals have been dismissed or otherwise resolved by a final order, with the exception of the appeals of Delaware Trust Company and Deutsche Bank. On July 30, 2018, the United States District Court for the District of Delaware (the “District Court”) entered an order affirming (i) the Bankruptcy Court’s judgment overruling Delaware Trust Company’s and Deutsche Bank’s objections to confirmation of the Plan and (ii) the Bankruptcy Court’s order confirming the Plan. Delaware Trust Company and Deutsche Bank appealed the District Court’s order to the United States Court of Appeals for the Third Circuit (the “Third Circuit”) on August 27, 2018. That appeal remains pending before the Third Circuit. See Note 3 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 for a further description of the Leveraged ESOP Transactions and the Confirmation Order appeals. If the remaining appellants succeed on their appeals, the Company’s financial condition may be adversely affected. Resolution of Outstanding Prepetition Claims —As of the Effective Date, approximately 7,400 proofs of claim had been filed against the Debtors. Amounts and payment terms for these claims, if applicable, were established in the Plan. The Plan requires the Company to reserve cash in amounts sufficient to make certain additional payments that may become due and owing pursuant to the Plan subsequent to the Effective Date. As of September 30, 2018 , restricted cash held by the Company to satisfy the remaining claim obligations was $17 million and is estimated to be sufficient to satisfy such obligations. As of September 30, 2018 , all but 403 proofs of claim against the Debtors had been withdrawn, expunged, settled or otherwise satisfied. The majority of the remaining proofs of claim were filed by certain of the Company’s former directors and officers, asserting indemnity and other related claims against the Company for claims brought against them in lawsuits arising from the Leveraged ESOP Transactions. Those lawsuits are pending in multidistrict litigation (“MDL”) before the U.S. District Court for the Southern District of New York (the “NY District Court”) in proceedings captioned In re Tribune Co. Fraudulent Conveyance Litigation . See “Certain Causes of Action Arising from the Leveraged ESOP Transactions” in Note 3 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 for a description of the MDL proceedings. Under the Plan, the indemnity claims of the Company’s former directors and officers must be set off against any recovery by the litigation trust formed pursuant to the Plan (the “Litigation Trust”) against any of those directors and officers, and the Litigation Trust is authorized to object to the allowance of any such indemnity-type claims. The ultimate amounts to be paid in resolutions of the remaining proofs of claim, including indemnity claims, will continue to be subject to uncertainty for a period of time after the Effective Date. If the aggregate allowed amount of the remaining claims exceeds the restricted cash held for satisfying such claims, the Company would be required to satisfy the allowed claims from its cash on hand from operations. Reorganization Items, Net —ASC Topic 852, “Reorganizations,” requires that the financial statements for periods subsequent to the filing of the Chapter 11 Petitions distinguish transactions and events that are directly associated with the reorganization from the operations of the business. Reorganization items, net included in the Company’s unaudited Condensed Consolidated Statements of Operations primarily include professional advisory fees and other costs related to the resolution of unresolved claims and totaled less than $1 million for each of the three months ended September 30, 2018 and September 30, 2017 , and $2 million and $1 million for the nine months ended September 30, 2018 and September 30, 2017 , respectively. The Company expects to continue to incur certain expenses pertaining to the Chapter 11 proceedings throughout 2018 and potentially in future periods. FCC Regulation —Various aspects of the Company’s operations are subject to regulation by governmental authorities in the United States. The Company’s television and radio broadcasting operations are subject to FCC jurisdiction under the Communications Act of 1934, as amended. FCC rules, among other things, govern the term, renewal and transfer of radio and television broadcasting licenses, and limit the number of media interests in a local market that a single entity can own. Federal law also regulates the rates charged for political advertising and the quantity of advertising within children’s programs. As of November 9, 2018 , the Company had FCC authorization to operate 39 television stations and one AM radio station. The Company is subject to the FCC’s “Local Television Multiple Ownership Rule” and the “National Television Multiple Ownership Rule,” among others, as further described in Note 12 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 . The “National Television Multiple Ownership Rule” prohibits the Company from owning television stations that, in the aggregate, reach more than 39% of total U.S. television households, subject to a 50% discount of the number of television households attributable to UHF stations (the “UHF Discount”). In a Report and Order issued on September 7, 2016, the FCC repealed the UHF Discount but grandfathered existing station combinations (including the Company’s) that exceeded the 39% national reach cap as a result of the elimination of the UHF Discount, subject to compliance in the event of a future change of control or assignment of license. The September 7, 2016 order is subject to a petition for judicial review by the U.S. Court of Appeals for the District of Columbia Circuit that is pending in abeyance. The FCC reinstated the UHF Discount in an Order on Reconsideration adopted on April 20, 2017 (the “UHF Discount Reconsideration Order”). A petition for judicial review by the U.S. Court of Appeals for the District of Columbia Circuit was dismissed on jurisdictional grounds on July 25, 2018. On December 18, 2017, the FCC released a Notice of Proposed Rulemaking seeking comment generally, on the continuing propriety of a national cap and the Commission’s jurisdiction with respect to the cap. The Company cannot predict the outcome of these proceedings, or their effect on its business. Federal legislation enacted in February 2012 authorized the FCC to conduct a voluntary “incentive auction” in order to reallocate certain spectrum currently occupied by television broadcast stations to mobile wireless broadband services, to “repack” television stations into a smaller portion of the existing television spectrum band and to require television stations that do not participate in the auction to modify their transmission facilities, subject to reimbursement for reasonable relocation costs up to an industry-wide total of $1.750 billion , which amount was increased by $1 billion pursuant to the adoption of an amended version of the Repack Airwaves Yielding Better Access for Users of Modern Services (RAY BAUM’S) Act of 2018 by the U.S. Congress on March 23, 2018. On April 13, 2017, the FCC announced the conclusion of the incentive auction, the results of the reverse and forward auction and the repacking of the broadcast television spectrum. The Company participated in the auction and has received approximately $191 million in pretax proceeds as of December 31, 2017 (including $26 million of proceeds received by a Dreamcatcher station, of which $21 million was received in the third quarter of 2017). The Company used $102 million of after-tax proceeds to prepay a portion of the Term Loan Facility. After-tax proceeds of $12.6 million received by a Dreamcatcher station were used to prepay a substantial portion of the Dreamcatcher Credit Facility. The Company received gross pretax proceeds of $172 million from licenses sold by the Company in the FCC spectrum auction in 2017 and recognized a net pretax gain of $133 million in the first quarter of 2018 related to the surrender of the spectrum of these television stations in January 2018. In 2017, the Company also received $84 million of pretax proceeds for sharing arrangements whereby the Company will provide hosting services to the counterparties, of which $79 million was received in the third quarter of 2017. Additionally, the Company paid $66 million of proceeds in 2017 to counterparties who will host certain of the Company’s television stations under sharing arrangements. The proceeds received by the Company for hosting the counterparties have been recorded in deferred revenue and other long-term obligations and is being amortized to other revenue over a period of 30 years starting with the commencement of each arrangement. The proceeds paid to the counterparties have been recorded in prepaid and other-long term assets and will be amortized to direct operating expense over a period of 30 years starting with the commencement of each arrangement. Twenty-two of the Company’s television stations (including WTTK, which operates as a satellite station of WTTV) will be required to change frequencies or otherwise modify their operations as a result of the repacking. In doing so, the stations could incur substantial conversion costs, reduction or loss of over-the-air signal coverage or an inability to provide high definition programming and additional program streams. Through September 30, 2018 , the Company incurred $16 million in capital expenditures for the spectrum repack. The Company expects that the reimbursements from the FCC’s special fund will cover the majority of the Company’s costs and expenses related to the repacking. However, the Company cannot currently predict the effect of the repacking, whether the special fund will be sufficient to reimburse all of the Company’s costs and expenses related to the repacking, the timing of reimbursements or any spectrum-related FCC regulatory action. The Company received FCC reimbursements of $5 million and $7 million during the three and nine months ended September 30, 2018 , respectively. The reimbursements are included as a reduction to selling, general and administrative expense (“SG&A”) and are presented as an investing inflow in the Company’s unaudited Condensed Consolidated Statements of Cash Flows. As described in Note 1 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 , the Company completed the Local TV Acquisition on December 27, 2013 pursuant to FCC staff approval granted on December 20, 2013 in the Local TV Transfer Order. On January 22, 2014 , Free Press filed an Application for Review seeking review by the full Commission of the Local TV Transfer Order. The Company filed an Opposition to the Application for Review on February 21, 2014 . Free Press filed a reply on March 6, 2014 . The matter is pending. From time to time, the FCC revises existing regulations and policies in ways that could affect the Company’s broadcasting operations. In addition, Congress from time to time considers and adopts substantive amendments to the governing communications legislation. The Company cannot predict such actions or their resulting effect upon the Company’s business and financial position. Other Contingencies —The Company and its subsidiaries are defendants from time to time in actions for matters arising out of their business operations. In addition, the Company and its subsidiaries are involved from time to time as parties in various regulatory, environmental and other proceedings with governmental authorities and administrative agencies. See Note 9 for a discussion of potential income tax liabilities. The Company does not believe that any matters or proceedings presently pending will have a material adverse effect, individually or in the aggregate, on its consolidated financial position, results of operations or liquidity. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 9: INCOME TAXES In the three months ended September 30, 2018 , the Company recorded an income tax benefit from continuing operations of $22 million . The effective tax rate on pretax income from continuing operations was (70.8)% . The rate differs from the U.S. federal statutory rate of 21% due to state income taxes (net of federal benefit), non-deductible executive compensation, the deduction of certain transaction costs and other expenses previously capitalized, and a $3 million benefit related to federal and state income tax filings for the prior year. In the three months ended September 30, 2018 , the Company recorded an additional income tax benefit of $24 million to revise the provisional discrete net tax benefit recorded due to Tax Reform, as further described below. In the nine months ended September 30, 2018 , the Company recorded income tax expense from continuing operations of $67 million . The effective tax rate on pretax income from continuing operations was 19.3% . The rate differs from the U.S. federal statutory rate of 21% due to state income taxes (net of federal benefit), non-deductible executive compensation, the deduction of certain transaction costs and other expenses previously capitalized, a net $3 million charge related primarily to the write-off of unrealized deferred tax assets related to stock-based compensation, a $3 million benefit related to federal and state income tax filings for the prior year, and a $24 million benefit to revise the provisional discrete net tax benefit recorded due to Tax Reform, as further described below. In the three and nine months ended September 30, 2017 , the Company recorded an income tax benefit from continuing operations of $20 million and $82 million , respectively. The effective tax rate on pretax loss from continuing operations was 51.8% for the three months ended September 30, 2017 . The rate differs from the U.S. federal statutory rate of 35% at the time due to state income tax (net of federal benefit), the domestic production activities deduction, certain transaction costs not fully deductible for tax purposes, a $1 million charge related to the resolution of federal and state income tax matters and other adjustments. The effective tax rate on pretax loss from continuing operations was 35.3% for the nine months ended September 30, 2017 . For the nine months ended September 30, 2017 , the rate differs from the U.S. federal statutory rate of 35% due to state income taxes (net of federal benefit), the domestic production activities deduction, certain transaction costs and other expenses not fully deductible for tax purposes, a $1 million charge related to the resolution of federal and state income tax matters and other adjustments, a $3 million benefit related to expected refunds of interest paid on prior tax assessments and a $1 million charge related to the write-off of unrealized deferred tax assets related to stock-based compensation. Tax Cuts and Jobs Act —On December 22, 2017, Tax Reform was signed into law. Under ASC Topic 740, the effects of Tax Reform are recognized in the period of enactment and as such were recorded in the Company’s fourth quarter of 2017. The Company is in the process of analyzing certain provisions of Tax Reform including but not limited to the repeal of the domestic production activities deduction and changes to the deductibility of executive compensation. Consistent with the guidance under ASC Topic 740, and subject to Staff Accounting Bulletin (“SAB”) 118, which provides for a measurement period to complete the accounting for certain elements of Tax Reform, the Company recorded a provisional discrete net tax benefit of $256 million in the fourth quarter of 2017 primarily due to a remeasurement of the net deferred tax liabilities resulting from the decrease in the U.S. federal corporate income tax rate from 35% to 21%. In the three months ended September 30, 2018 , the Company recorded an additional income tax benefit of $24 million to its net deferred tax liabilities, adjusting the provisional discrete net tax benefit recorded in the fourth quarter of 2017. The tax benefit was recorded as the result of new information, including higher than expected pension contributions and new filing positions reported in the Company’s income tax returns as they became due. Further impacts of Tax Reform may be reflected in the fourth quarter upon issuance of clarifications to existing law or additional technical guidance from the Department of Treasury and the completion of the Company’s tax return filings. The Company has not completed the accounting for the provisional discrete net tax benefit recorded in the fourth quarter of 2017 and the third quarter of 2018. Tax Reform also provided for a one-time deemed mandatory repatriation of post-1986 undistributed foreign subsidiary earnings and profits (“E&P”) through the year ended December 31, 2017. The Company does not have any net accumulated E&P in its foreign subsidiaries and therefore was not subject to tax for the year ended December 31, 2017. Further, the Company has analyzed the effects of new taxes due on certain foreign income, such as global intangible low-taxed income (“GILTI”), base-erosion anti-abuse tax (“BEAT”), foreign-derived intangible income (“FDII”) and limitations on interest expense deductions (if certain conditions apply) that are effective starting in fiscal 2018. The Company has determined that these new provisions are not material or applicable to the Company. Chicago Cubs Transactions —As further described in Note 8 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 , the Company consummated the closing of the Chicago Cubs Transactions on October 27, 2009 . As a result of these transactions, NEH owns 95% and the Company owns 5% of the membership interests in CEV LLC. The fair market value of the contributed assets exceeded the tax basis and did not result in an immediate taxable gain because the transaction was structured to comply with the partnership provisions of the Internal Revenue Code (“IRC”) and related regulations. On June 28, 2016, the IRS issued the Company a Notice of Deficiency (“Notice”) which presents the IRS’s position that the gain should have been included in the Company’s 2009 taxable income. Accordingly, the IRS has proposed a $182 million tax and a $73 million gross valuation misstatement penalty. In addition, after-tax interest on the aforementioned proposed tax and penalty through September 30, 2018 would be approximately $76 million . The Company continues to disagree with the IRS’s position that the transaction generated a taxable gain in 2009, the proposed penalty and the IRS’s calculation of the gain. During the third quarter of 2016, the Company filed a petition in U.S. Tax Court to contest the IRS’s determination. The Company continues to pursue resolution of this disputed tax matter with the IRS. If the IRS prevails in their position, the gain on the Chicago Cubs Transactions would be deemed to be taxable in 2009 . The Company estimates that the federal and state income taxes would be approximately $225 million before interest and penalties. Any tax, interest and penalty due will be offset by tax payments made relating to this transaction subsequent to 2009. As of September 30, 2018 , the Company has paid or accrued approximately $85 million of federal and state tax payments through its regular tax reporting process. The Company does not maintain any tax reserves relating to the Chicago Cubs Transactions. In accordance with ASC Topic 740, the Company’s unaudited Condensed Consolidated Balance Sheet at September 30, 2018 and December 31, 2017 includes a deferred tax liability of $64 million and $96 million , respectively, related to the future recognition of taxable income related to the Chicago Cubs Transactions. As further described in Note 5, on August 21, 2018, NEH provided the Call Notice to the Company that NEH was exercising its right to purchase the Company’s 5% membership interest in CEV LLC. The Call Notice and any potential future transaction with NEH have no impact on the Company’s dispute with the IRS. Other —Although management believes its estimates and judgments are reasonable, the resolutions of the Company’s tax issues are unpredictable and could result in tax liabilities that are significantly higher or lower than that which has been provided by the Company. The Company accounts for uncertain tax positions in accordance with ASC Topic 740, which addresses the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Company’s liability for unrecognized tax benefits totaled $21 million and $23 million at September 30, 2018 and December 31, 2017 , respectively. The Company believes it is reasonably possible that the total amount of unrecognized tax benefits could decrease by approximately $2 million within the next twelve months due to the resolution of tax examination issues and statute of limitations expirations. |
Pension And Other Retirement Pl
Pension And Other Retirement Plans | 9 Months Ended |
Sep. 30, 2018 | |
Retirement Benefits [Abstract] | |
Pension and Other Retirement Plans | NOTE 10: PENSION AND OTHER RETIREMENT PLANS The components of net periodic benefit credit for Company-sponsored pension plans for the three and nine months ended September 30, 2018 and September 30, 2017 were as follows (in thousands): Pension Benefits Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Service cost $ 234 $ 192 $ 701 $ 576 Interest cost 17,784 19,549 53,353 58,646 Expected return on plans’ assets (24,821 ) (25,281 ) (74,462 ) (75,844 ) Recognized actuarial loss 5 — 13 — Amortization of prior service costs 35 29 105 87 Net periodic benefit credit $ (6,763 ) $ (5,511 ) $ (20,290 ) $ (16,535 ) Net periodic benefit cost related to other post retirement benefit plans was not material for all periods presented. The service cost component of pension net periodic benefit credit is included in SG&A in the Company’s unaudited Condensed Consolidated Statements of Operations. All other components of net periodic benefit credit are included in Pension and other postretirement periodic benefit credit, net in the Company’s unaudited Condensed Consolidated Statements of Operations. In the nine months ended September 30, 2018 , the Company contributed $56 million to its qualified pension plans. For 2018 , the Company expects to contribute $1 million to its other postretirement plans. In the three and nine months ended September 30, 2018 and September 30, 2017 , the Company’s contributions to its other postretirement plans were not material. |
Capital Stock
Capital Stock | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Capital Stock | NOTE 11: CAPITAL STOCK The Company is authorized to issue up to one billion shares of Class A Common Stock, up to one billion shares of Class B Common Stock and up to 40 million shares of preferred stock, each par value $0.001 per share, in one or more series. The Class A Common Stock and Class B Common Stock generally provide identical economic rights, but holders of Class B Common Stock have limited voting rights, including that such holders have no right to vote in the election of directors. Subject to certain ownership limitations, as further described in Note 15 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 , each share of Class A Common Stock is convertible into one share of Class B Common Stock and each share of Class B Common Stock is convertible into one share of Class A Common Stock, in each case, at the option of the holder at any time. The Company’s Class A Common Stock is traded on the New York Stock Exchange under the symbol “TRCO.” The Company’s Class B Common Stock and Warrants are traded on the OTC Pink market under the symbols “TRBAB” and “TRBNW,” respectively. On the Effective Date, the Company entered into the Warrant Agreement, pursuant to which the Company issued 16,789,972 Warrants to purchase Common Stock (the “Warrants”). Each Warrant entitles the holder to purchase from the Company, at the option of the holder and subject to certain restrictions set forth in the Warrant Agreement and as described in Note 15 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 , one share of Class A Common Stock or one share of Class B Common Stock at an exercise price of $0.001 per share, subject to adjustment and a cashless exercise feature. The Warrants may be exercised at any time on or prior to December 31, 2032 . Pursuant to the Company’s amended and restated certificate of incorporation and the Warrant Agreement, in the event the Company determines that the ownership or proposed ownership of Common Stock or Warrants, as applicable, would be inconsistent with or violate any federal communications laws, materially limit or impair any business activities or proposed business activities of the Company under any federal communications laws, or subject the Company to any regulation under any federal communications laws to which the Company would not be subject, but for such ownership or proposed ownership, the Company may impose certain limitations on the rights of holders of Common Stock and Warrants, as further described in Note 15 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 . There were no conversions of the Company’s Common Stock between Class A Common Stock and Class B Common Stock during the nine months ended September 30, 2018 and September 30, 2017 . No Warrants were exercised for Class A Common Stock or Class B Common Stock during the nine months ended September 30, 2018 . During the three and nine months ended September 30, 2017 , 46,802 and 91,650 Warrants, respectively, were exercised for 46,802 and 91,650 shares, respectively, of Class A Common Stock. No Warrants were exercised for Class B Common Stock during the nine months ended September 30, 2017 . At September 30, 2018 , the following amounts were issued: 30,551 Warrants, 101,745,449 shares of Class A Common Stock, of which 14,102,185 were held in treasury, and 5,557 shares of Class B Common Stock. The Company has not issued any shares of preferred stock. On the Effective Date, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with certain entities related to Angelo, Gordon & Co., L.P. (the “AG Group”), Oaktree Tribune, L.P., an affiliate of Oaktree Capital Management, L.P. (the “Oaktree Group”) and Isolieren Holding Corp., an affiliate of JPMorgan (the “JPM Group,” and each of the JPM Group, AG Group and Oaktree Group, a “Stockholder Group”) and certain other holders of Registrable Securities who become a party thereto. See Note 15 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 for additional information relating to the Registration Rights Agreement. Common Stock Repurchases —On February 24, 2016, the Board authorized a stock repurchase program, under which the Company may repurchase up to $400 million of its outstanding Class A Common Stock. Under the stock repurchase program, the Company may repurchase shares in open-market purchases in accordance with all applicable securities laws and regulations, including Rule 10b-18 of the Securities Exchange Act of 1934, as amended. The Company did not repurchase any shares of Common Stock during 2017 or during the nine months ended September 30, 2018 due to restrictions contained in the now terminated Merger Agreement. As of September 30, 2018 , the remaining authorized amount under the current authorization totaled $168 million . Special Cash Dividend —On January 2, 2017 , the Board authorized and declared a special cash dividend of $5.77 per share of Common Stock (the “2017 Special Cash Dividend”), which was paid on February 3, 2017 to holders of record of Common Stock at the close of business on January 13, 2017 . In addition, pursuant to the terms of the Warrant Agreement, the Company made a cash payment of $5.77 per Warrant on February 3, 2017 to holders of record of Warrants at the close of business on January 13, 2017 . The total aggregate payment on February 3, 2017 totaled $499 million , including the payment to holders of Warrants. Quarterly Cash Dividends —The Board declared quarterly cash dividends per share on Common Stock to holders of record of Common Stock and Warrants as follows (in thousands, except per share data): 2018 2017 Per Share Total Amount Per Share Total Amount First quarter $ 0.25 $ 21,922 $ 0.25 $ 21,742 Second quarter 0.25 21,925 0.25 21,816 Third quarter 0.25 21,929 0.25 21,834 Total quarterly cash dividends declared and paid $ 0.75 $ 65,776 $ 0.75 $ 65,392 On November 8, 2018, the Board declared a quarterly cash dividend on Common Stock of $0.25 per share to be paid on December 4, 2018 to holders of record of Common Stock and Warrants as of November 19, 2018. Future dividends will be subject to the discretion of the Board. The payment of quarterly cash dividends also results in the issuance of Dividend Equivalent Units (“DEUs”) to holders of restricted stock units (“RSUs”) and performance share units (“PSUs”), as described in Note 15 and Note 16 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 . |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | NOTE 12: STOCK-BASED COMPENSATION On May 5, 2016, the 2016 Incentive Compensation Plan (the “Incentive Compensation Plan”) and the Stock Compensation Plan for Non-Employee Directors (the “Directors Plan” and, together with the Incentive Compensation Plan, the “2016 Equity Plans”) were approved by the Company’s shareholders for the purpose of granting stock awards to officers, employees and Board members of the Company and its subsidiaries, as further described in Note 16 to the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 . There are 5,100,000 shares of Class A Common Stock authorized for issuance under the Incentive Compensation Plan and 200,000 shares of Class A Common Stock authorized for issuance under the Directors Plan, of which 2,564,359 shares and 168,049 shares, respectively, were available for grant as of September 30, 2018 . Stock-based compensation for the three months ended September 30, 2018 and September 30, 2017 totaled $6 million and $5 million , respectively. Stock-based compensation for the nine months ended September 30, 2018 and September 30, 2017 totaled $16 million and $27 million , respectively. There was no stock-based compensation expense recorded for the nine months ended September 30, 2018 attributable to discontinued operations. Stock-based compensation expense attributable to discontinued operations for the nine months ended September 30, 2017 totaled $2 million . A summary of activity and weighted average exercise prices related to the NSOs is reflected in the table below. Nine Months Ended Shares Weighted Avg. Outstanding, beginning of period 2,846,926 $ 39.00 Granted 201,580 42.85 Exercised (35,502 ) 27.65 Forfeited (39,527 ) 30.03 Cancelled (495,209 ) 54.57 Outstanding, end of period 2,478,268 $ 36.51 Vested and exercisable, end of period 1,187,590 $ 40.63 A summary of activity and weighted average fair values related to the RSUs is reflected in the table below. Nine Months Ended Shares Weighted Avg. Outstanding, beginning of period 1,104,792 $ 32.62 Granted 447,539 41.78 Dividend equivalent units granted 23,104 37.74 Vested (359,657 ) 35.08 Dividend equivalent units vested (17,720 ) 36.04 Forfeited (49,449 ) 34.14 Dividend equivalent units forfeited (1,920 ) 37.22 Outstanding and nonvested, end of period 1,146,689 $ 35.38 A summary of activity and weighted average fair values related to the restricted stock awards is as follows: Nine Months Ended Shares Weighted Avg. Fair Value Outstanding, beginning of period 41,718 $ 36.84 Outstanding and nonvested, end of period 41,718 $ 36.84 A summary of activity and weighted average fair values related to the PSUs and Supplemental PSUs is reflected in the table below. Nine Months Ended Shares Weighted Avg. Fair Value Outstanding, beginning of period 252,815 $ 22.53 Granted (1) 54,059 42.40 Dividend equivalent units granted 3,344 37.71 Vested (36,920 ) 38.67 Dividend equivalent units vested (2,680 ) 35.20 Forfeited (139,628 ) 13.25 Dividend equivalent units forfeited (231 ) 35.24 Outstanding and nonvested, end of period 130,759 $ 36.57 (1) Represents shares of PSUs for which performance targets have been established and which are deemed granted under U.S. GAAP. As of September 30, 2018 , the Company had not yet recognized compensation cost on nonvested awards as follows (dollars in thousands): Unrecognized Compensation Cost Weighted Average Remaining Recognition Period Nonvested awards $ 39,077 2.3 |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NOTE 13: EARNINGS PER SHARE The Company computes earnings (loss) per common share (“EPS”) from continuing operations, discontinued operations and net earnings (loss) per common share under the two-class method which requires the allocation of all distributed and undistributed earnings attributable to Tribune Media Company to common stock and other participating securities based on their respective rights to receive distributions of earnings or losses. The Company’s Class A Common Stock and Class B Common Stock equally share in distributed and undistributed earnings. In a period when the Company’s distributed earnings exceed undistributed earnings, no allocation to participating securities or dilutive securities is performed. The Company accounts for the Warrants as participating securities, as holders of the Warrants, in accordance with and subject to the terms and conditions of the Warrant Agreement, are entitled to receive ratable distributions of the Company’s earnings concurrently with such distributions made to the holders of Common Stock, subject to certain restrictions relating to FCC rules and requirements. Under the terms of the Company’s RSU and PSU agreements, unvested RSUs and PSUs contain forfeitable rights to dividends and DEUs. Because the DEUs are forfeitable, they are defined as non-participating securities. As of September 30, 2018 , there were 57,567 DEUs outstanding, which will vest at the time that the underlying RSU or PSU vests. The Company computes basic EPS by dividing net income (loss) from continuing operations, income (loss) from discontinued operations, and net income (loss) attributable to Tribune Media Company, respectively, applicable to common shares by the weighted average number of common shares outstanding during the period. In accordance with the two-class method, undistributed earnings applicable to the Warrants are excluded from the computation of basic EPS. Diluted EPS is computed by dividing net income (loss) from continuing operations, income (loss) from discontinued operations, and net income (loss) attributable to Tribune Media Company, respectively, by the weighted average number of common shares outstanding during the period as adjusted for the assumed exercise of all outstanding stock awards. The calculation of diluted EPS assumes that stock awards outstanding were exercised at the beginning of the period. The stock awards are included in the calculation of diluted EPS only when their inclusion in the calculation is dilutive. ASC Topic 260, “Earnings per Share,” states that the presentation of basic and diluted EPS is required only for common stock and not for participating securities. For each of the three and nine months ended September 30, 2018 , 30,551 of the weighted-average Warrants outstanding have been excluded from the below table. For the three and nine months ended September 30, 2017 , 64,751 and 83,493 , respectively, of the weighted-average Warrants outstanding have been excluded from the below table. The calculation of basic and diluted EPS is presented below (in thousands, except for per share data): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 EPS numerator: Income (loss) from continuing operations $ 54,076 $ (18,687 ) $ 279,697 $ (149,722 ) Net loss from continuing operations attributable to noncontrolling interests 23 — 33 — Net income (loss) from continuing operations attributable to Tribune Media Company 54,099 (18,687 ) 279,730 (149,722 ) Less: Dividends distributed to Warrants 8 14 23 60 Less: Undistributed earnings allocated to Warrants 11 — 75 — Income (loss) from continuing operations attributable to Tribune Media Company’s common shareholders for basic EPS $ 54,080 $ (18,701 ) $ 279,632 $ (149,782 ) Add: Undistributed earnings allocated to dilutive securities — — 1 — Income (loss) from continuing operations attributable to Tribune Media Company’s common shareholders for diluted EPS $ 54,080 $ (18,701 ) $ 279,633 $ (149,782 ) Income from discontinued operations, as reported $ — $ — $ — $ 15,039 Net income (loss) attributable to Tribune Media Company’s common shareholders for basic EPS $ 54,080 $ (18,701 ) $ 279,632 $ (134,743 ) Net income (loss) attributable to Tribune Media Company’s common shareholders for diluted EPS $ 54,080 $ (18,701 ) $ 279,633 $ (134,743 ) EPS denominator: Weighted average shares outstanding - basic 87,640 87,257 87,584 86,984 Impact of dilutive securities 568 — 741 — Weighted average shares outstanding - diluted 88,208 87,257 88,325 86,984 Basic Earnings (Loss) Per Common Share Attributable to Tribune Media Company from: Continuing Operations $ 0.62 $ (0.21 ) $ 3.19 $ (1.72 ) Discontinued Operations — — — 0.17 Net Earnings (Loss) Per Common Share $ 0.62 $ (0.21 ) $ 3.19 $ (1.55 ) Diluted Earnings (Loss) Per Common Share Attributable to Tribune Media Company from: Continuing Operations $ 0.61 $ (0.21 ) $ 3.17 $ (1.72 ) Discontinued Operations — — — 0.17 Net Earnings (Loss) Per Common Share $ 0.61 $ (0.21 ) $ 3.17 $ (1.55 ) Because of their anti-dilutive effect, 2,219,623 and 1,290,175 common share equivalents, comprised of NSOs, PSUs, and RSUs, have been excluded from the diluted EPS calculation for the three and nine months ended September 30, 2018 , respectively. Since the Company was in a net loss position for the three and nine months ended September 30, 2017 , there was no difference between the number of shares used to calculate basic and diluted loss per share. Because of their anti-dilutive effect, 2,102,827 and 3,036,885 common share equivalents, comprised of NSOs, PSUs, Supplemental PSUs and RSUs, have been excluded from the diluted EPS calculation for the three and nine months ended September 30, 2017 , respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | NOTE 14: ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME AOCI is a separate component of shareholders’ equity in the Company’s unaudited Condensed Consolidated Balance Sheets. The following table summarizes the changes in AOCI, net of taxes by component (in thousands): Pension and Other Post-Retirement Benefit Items Cash Flow Hedging Instruments Foreign Currency Translation Adjustments (1) Total Balance at December 31, 2017 $ (45,812 ) $ (293 ) $ (1,956 ) $ (48,061 ) Other comprehensive income before reclassifications (3,827 ) 12,639 (350 ) 8,462 Amounts reclassified from AOCI (124 ) 1,108 1,504 2,488 Balance at September 30, 2018 $ (49,763 ) $ 13,454 $ (802 ) $ (37,111 ) (1) Amounts reclassified from AOCI included $2 million of cumulative translation adjustments as a result of the Company's sale of its remaining ownership interest in CareerBuilder, as further described in Note 5. |
Business Segments
Business Segments | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Business Segments | NOTE 15: BUSINESS SEGMENTS The following table summarizes business segment financial data for the three and nine months ended September 30, 2018 and September 30, 2017 (in thousands): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Operating Revenues from Continuing Operations (1) Television and Entertainment $ 494,619 $ 447,307 $ 1,421,738 $ 1,349,401 Corporate and Other 3,389 3,226 9,263 10,559 Total operating revenues $ 498,008 $ 450,533 $ 1,431,001 $ 1,359,960 Operating Profit (Loss) from Continuing Operations (1)(2) Television and Entertainment $ 67,295 $ (1,357 ) $ 398,914 $ 68,875 Corporate and Other (30,171 ) (28,095 ) (76,439 ) (106,641 ) Total operating profit (loss) $ 37,124 $ (29,452 ) $ 322,475 $ (37,766 ) Depreciation from Continuing Operations Television and Entertainment $ 11,313 $ 10,844 $ 33,124 $ 31,413 Corporate and Other 2,188 3,419 7,433 10,348 Total depreciation $ 13,501 $ 14,263 $ 40,557 $ 41,761 Amortization from Continuing Operations Television and Entertainment $ 41,675 $ 41,678 $ 125,043 $ 125,001 Capital Expenditures Television and Entertainment $ 17,665 $ 8,140 $ 35,224 $ 30,674 Corporate and Other 4,840 5,184 12,228 9,171 Discontinued Operations — — — 1,578 Total capital expenditures $ 22,505 $ 13,324 $ 47,452 $ 41,423 September 30, 2018 December 31, 2017 Assets Television and Entertainment $ 6,975,851 $ 7,197,859 Corporate and Other 1,156,687 932,569 Assets held for sale (3) 28,955 38,900 Total assets $ 8,161,493 $ 8,169,328 (1) See Note 2 for the disclosures of operating revenues and operating loss included in discontinued operations for the historical periods. (2) Operating profit (loss) for each segment excludes income and loss on equity investments, interest and dividend income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. (3) See Note 3 for information regarding assets held for sale. |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 9 Months Ended |
Sep. 30, 2018 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Financial Information | NOTE 16: CONDENSED CONSOLIDATING FINANCIAL STATEMENTS The Company is the issuer of the Notes (see Note 6 ) and such debt is guaranteed by the Company’s subsidiary guarantors (the “Subsidiary Guarantors”). The Subsidiary Guarantors are direct or indirect 100% owned domestic subsidiaries of the Company. The Company’s payment obligations under the Notes are jointly and severally guaranteed by the Subsidiary Guarantors, and all guarantees are full and unconditional. The subsidiaries of the Company that do not guarantee the Notes (the “Non-Guarantor Subsidiaries”) include certain direct or indirect subsidiaries of the Company. The guarantees are subject to release under certain circumstances, including: (a) upon the sale, exchange, disposition or other transfer (including through merger, consolidation or dissolution) of the interests in such Subsidiary Guarantor, after which such Subsidiary Guarantor is no longer a restricted subsidiary of the Company, or all or substantially all the assets of such Subsidiary Guarantor, in any case, if such sale, exchange, disposition or other transfer is not prohibited by the Indenture, (b) upon the Company designating such Subsidiary Guarantor to be an unrestricted subsidiary in accordance with the Indenture, (c) in the case of any restricted subsidiary of the Company that after the issue date is required to guarantee the Notes, upon the release or discharge of the guarantee by such restricted subsidiary of any indebtedness of the Company or another Subsidiary Guarantor or the repayment of any indebtedness of the Company or another Subsidiary Guarantor, in each case, which resulted in the obligation to guarantee the Notes, (d) upon the Company’s exercise of its legal defeasance option or covenant defeasance option in accordance with the Indenture or if the Company’s obligations under the Indenture are discharged in accordance with the terms of the Indenture, (e) upon the release or discharge of direct obligations of such Subsidiary Guarantor, or the guarantee by such guarantor of the obligations, under the Senior Credit Agreement, or (f) during the period when the rating of the Notes is changed to investment grade. On January 31, 2017, the Company completed the Gracenote Sale, as further described in Note 2 . The Gracenote Sale included certain Subsidiary Guarantors as well as Non-Guarantor Subsidiaries. The results of operations of these entities are included in their respective categories through the date of sale. In lieu of providing separate audited financial statements for the Subsidiary Guarantors, the Company has included the accompanying unaudited condensed consolidating financial statements in accordance with the requirements of Rule 3-10(f) of SEC Regulation S-X. The following unaudited Condensed Consolidating Financial Statements present the Consolidated Balance Sheets, Consolidated Statements of Operations and Comprehensive Income (Loss) and Consolidated Statements of Cash Flows of Tribune Media Company, the Subsidiary Guarantors, the Non-Guarantor Subsidiaries and the eliminations necessary to arrive at the Company’s information on a consolidated basis. These statements are presented in accordance with the disclosure requirements under SEC Regulation S-X, Rule 3-10. TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) THREE MONTHS ENDED SEPTEMBER 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 495,180 $ 2,828 $ — $ 498,008 Programming and direct operating expenses — 262,352 609 — 262,961 Selling, general and administrative 29,577 112,388 782 — 142,747 Depreciation and amortization 1,924 50,410 2,842 — 55,176 Total Operating Expenses 31,501 425,150 4,233 — 460,884 Operating (Loss) Profit (31,501 ) 70,030 (1,405 ) — 37,124 Income on equity investments, net — 32,381 — — 32,381 Interest income 3,239 — — — 3,239 Interest expense (42,842 ) — — — (42,842 ) Pension and other postretirement periodic benefit credit, net 7,035 — — — 7,035 Loss on investment transaction — (5,001 ) — — (5,001 ) Other non-operating items, net (282 ) — — — (282 ) Intercompany income (charges) 12,413 (12,378 ) (35 ) — — (Loss) Income from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (51,938 ) 85,032 (1,440 ) — 31,654 Income tax (benefit) expense (20,046 ) 1,357 (3,733 ) — (22,422 ) Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 85,991 (179 ) — (85,812 ) — Income (Loss) from Continuing Operations $ 54,099 $ 83,496 $ 2,293 $ (85,812 ) $ 54,076 Income from Discontinued Operations, net of taxes — — — — — Net Income (Loss) $ 54,099 $ 83,496 $ 2,293 $ (85,812 ) $ 54,076 Net loss from continuing operations attributable to noncontrolling interests — — 23 — 23 Net Income (Loss) attributable to Tribune Media Company $ 54,099 $ 83,496 $ 2,316 $ (85,812 ) $ 54,099 Comprehensive Income (Loss) $ 57,988 $ 85,019 $ 2,214 $ (87,233 ) $ 57,988 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) THREE MONTHS ENDED SEPTEMBER 30 , 2017 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 448,248 $ 2,285 $ — $ 450,533 Programming and direct operating expenses — 296,987 550 — 297,537 Selling, general and administrative 25,955 99,673 879 — 126,507 Depreciation and amortization 2,902 49,902 3,137 — 55,941 Total Operating Expenses 28,857 446,562 4,566 — 479,985 Operating (Loss) Profit (28,857 ) 1,686 (2,281 ) — (29,452 ) (Loss) income on equity investments, net (482 ) 21,540 — — 21,058 Interest and dividend income 813 14 — — 827 Interest expense (40,313 ) — (76 ) — (40,389 ) Pension and other post retirement periodic benefit credit, net 5,703 — — — 5,703 Loss on extinguishments and modification of debt (1,384 ) — (51 ) — (1,435 ) (Loss) gain on investment transactions, net (143 ) 5,810 — — 5,667 Other non-operating items (753 ) — — — (753 ) Intercompany income (charges) 19,221 (19,179 ) (42 ) — — (Loss) Income from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (46,195 ) 9,871 (2,450 ) — (38,774 ) Income tax benefit (15,668 ) (3,562 ) (857 ) — (20,087 ) Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 11,840 (123 ) — (11,717 ) — (Loss) Income from Continuing Operations $ (18,687 ) $ 13,310 $ (1,593 ) $ (11,717 ) $ (18,687 ) Income from Discontinued Operations, net of taxes — — — — — Net (Loss) Income $ (18,687 ) $ 13,310 $ (1,593 ) $ (11,717 ) $ (18,687 ) Comprehensive (Loss) Income $ (18,062 ) $ 13,374 $ (1,074 ) $ (12,300 ) $ (18,062 ) TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) NINE MONTHS ENDED SEPTEMBER 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 1,422,620 $ 8,381 $ — $ 1,431,001 Programming and direct operating expenses — 673,567 1,975 — 675,542 Selling, general and administrative 72,011 326,324 2,246 — 400,581 Depreciation and amortization 6,397 150,291 8,912 — 165,600 Gain on sales of spectrum — (133,197 ) — — (133,197 ) Total Operating Expenses 78,408 1,016,985 13,133 — 1,108,526 Operating (Loss) Profit (78,408 ) 405,635 (4,752 ) — 322,475 Income on equity investments, net — 124,086 — — 124,086 Interest income 7,473 — — — 7,473 Interest expense (125,463 ) — — — (125,463 ) Pension and other postretirement periodic benefit credit, net 21,104 — — — 21,104 Loss on investment transactions, net — (1,113 ) — — (1,113 ) Other non-operating items, net (1,769 ) — — — (1,769 ) Intercompany income (charges) 37,238 (37,133 ) (105 ) — — (Loss) Income from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (139,825 ) 491,475 (4,857 ) — 346,793 Income tax (benefit) expense (37,221 ) 108,965 (4,648 ) — 67,096 Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 382,334 (715 ) — (381,619 ) — Income (Loss) from Continuing Operations $ 279,730 $ 381,795 $ (209 ) $ (381,619 ) $ 279,697 Income (Loss) from Discontinued Operations, net of taxes — — — — — Net Income (Loss) $ 279,730 $ 381,795 $ (209 ) $ (381,619 ) $ 279,697 Net loss from continuing operations attributable to noncontrolling interests — — 33 — 33 Net Income (Loss) attributable to Tribune Media Company $ 279,730 $ 381,795 $ (176 ) $ (381,619 ) $ 279,730 Comprehensive Income (Loss) $ 290,680 $ 383,486 $ (713 ) $ (382,773 ) $ 290,680 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) NINE MONTHS ENDED SEPTEMBER 30 , 2017 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 1,352,933 $ 7,027 $ — $ 1,359,960 Programming and direct operating expenses — 785,816 5,798 — 791,614 Selling, general and administrative 100,188 336,566 2,596 — 439,350 Depreciation and amortization 8,788 148,591 9,383 — 166,762 Total Operating Expenses 108,976 1,270,973 17,777 — 1,397,726 Operating (Loss) Profit (108,976 ) 81,960 (10,750 ) — (37,766 ) (Loss) income on equity investments, net (1,521 ) 100,377 — — 98,856 Interest and dividend income 1,829 51 — — 1,880 Interest expense (118,929 ) — (403 ) — (119,332 ) Pension and other postretirement periodic benefit credit, net 17,111 — — — 17,111 Loss on extinguishments and modification of debt (20,436 ) — (51 ) — (20,487 ) Gain on investment transactions, net 4,807 5,810 — — 10,617 Write-downs of investment — (180,800 ) — — (180,800 ) Other non-operating items, net (1,407 ) — — — (1,407 ) Intercompany income (charges) 66,907 (66,756 ) (151 ) — — Loss from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (160,615 ) (59,358 ) (11,355 ) — (231,328 ) Income tax benefit (56,260 ) (21,035 ) (4,311 ) — (81,606 ) (Deficit) equity in earnings of consolidated subsidiaries, net of taxes (45,367 ) (2,797 ) — 48,164 — (Loss) Income from Continuing Operations $ (149,722 ) $ (41,120 ) $ (7,044 ) $ 48,164 $ (149,722 ) Income (Loss) from Discontinued Operations, net of taxes 15,039 (1,904 ) 807 1,097 15,039 Net (Loss) Income $ (134,683 ) $ (43,024 ) $ (6,237 ) $ 49,261 $ (134,683 ) Comprehensive (Loss) Income $ (124,148 ) $ (37,036 ) $ 6,653 $ 30,383 $ (124,148 ) TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF SEPTEMBER 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Assets Current Assets Cash and cash equivalents $ 881,201 $ 3,394 $ 3,156 $ — $ 887,751 Restricted cash and cash equivalents 16,607 — — — 16,607 Accounts receivable, net 180 391,929 1,065 — 393,174 Broadcast rights — 102,832 2,615 — 105,447 Income taxes receivable — 57,197 — — 57,197 Prepaid expenses 13,132 14,426 378 — 27,936 Other 5,310 1,196 5,451 — 11,957 Total current assets 916,430 570,974 12,665 — 1,500,069 Properties Property, plant and equipment 45,289 593,503 29,128 — 667,920 Accumulated depreciation (30,085 ) (228,543 ) (1,673 ) — (260,301 ) Net properties 15,204 364,960 27,455 — 407,619 Investments in subsidiaries 10,763,794 75,252 — (10,839,046 ) — Other Assets Broadcast rights — 112,720 442 — 113,162 Goodwill — 3,220,300 8,416 — 3,228,716 Other intangible assets, net — 1,417,344 70,190 — 1,487,534 Assets held for sale — — 28,955 — 28,955 Investments 850 1,210,546 20,477 — 1,231,873 Intercompany receivables 2,850,022 7,308,247 409,569 (10,567,838 ) — Other 63,239 142,616 999 (43,289 ) 163,565 Total other assets 2,914,111 13,411,773 539,048 (10,611,127 ) 6,253,805 Total Assets $ 14,609,539 $ 14,422,959 $ 579,168 $ (21,450,173 ) $ 8,161,493 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF SEPTEMBER 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Liabilities and Shareholders’ Equity (Deficit) Current Liabilities Accounts payable $ 20,679 $ 19,842 $ 1,434 $ — $ 41,955 Income taxes payable — 8,452 — — 8,452 Contracts payable for broadcast rights — 261,761 2,848 — 264,609 Deferred revenue — 13,127 866 — 13,993 Interest payable 14,473 — — — 14,473 Other 41,546 56,690 5,658 — 103,894 Total current liabilities 76,698 359,872 10,806 — 447,376 Non-Current Liabilities Long-term debt 2,924,340 — — — 2,924,340 Deferred income taxes — 564,730 59,638 (43,289 ) 581,079 Contracts payable for broadcast rights — 259,204 467 — 259,671 Intercompany payables 7,810,885 2,476,063 280,890 (10,567,838 ) — Other 344,255 121,834 24,380 — 490,469 Total non-current liabilities 11,079,480 3,421,831 365,375 (10,611,127 ) 4,255,559 Total liabilities 11,156,178 3,781,703 376,181 (10,611,127 ) 4,702,935 Shareholders’ Equity (Deficit) Common stock 102 — — — 102 Treasury stock (632,194 ) — — — (632,194 ) Additional paid-in-capital 4,023,769 9,041,422 204,299 (9,245,721 ) 4,023,769 Retained earnings (deficit) 98,795 1,600,819 (6,692 ) (1,594,127 ) 98,795 Accumulated other comprehensive (loss) income (37,111 ) (985 ) 183 802 (37,111 ) Total Tribune Media Company shareholders’ equity (deficit) 3,453,361 10,641,256 197,790 (10,839,046 ) 3,453,361 Noncontrolling interests — — 5,197 — 5,197 Total shareholders’ equity (deficit) 3,453,361 10,641,256 202,987 (10,839,046 ) 3,458,558 Total Liabilities and Shareholders’ Equity (Deficit) $ 14,609,539 $ 14,422,959 $ 579,168 $ (21,450,173 ) $ 8,161,493 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF DECEMBER 31, 2017 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Assets Current Assets Cash and cash equivalents $ 670,302 $ 1,501 $ 1,882 $ — $ 673,685 Restricted cash and cash equivalents 17,566 — — — 17,566 Accounts receivable, net 143 418,950 1,002 — 420,095 Broadcast rights — 126,668 2,506 — 129,174 Income taxes receivable — 18,274 — — 18,274 Prepaid expenses 8,647 11,245 266 — 20,158 Other 12,487 1,552 — — 14,039 Total current assets 709,145 578,190 5,656 — 1,292,991 Properties Property, plant and equipment 58,622 557,394 57,666 — 673,682 Accumulated depreciation (29,505 ) (196,644 ) (7,238 ) — (233,387 ) Net properties 29,117 360,750 50,428 — 440,295 Investments in subsidiaries 10,378,948 74,610 — (10,453,558 ) — Other Assets Broadcast rights — 133,567 116 — 133,683 Goodwill — 3,220,300 8,688 — 3,228,988 Other intangible assets, net — 1,534,761 78,904 — 1,613,665 Assets held for sale — 38,900 — — 38,900 Investments 850 1,258,851 22,090 — 1,281,791 Intercompany receivables 2,520,570 6,527,083 411,059 (9,458,712 ) — Other 65,743 135,373 376 (62,477 ) 139,015 Total other assets 2,587,163 12,848,835 521,233 (9,521,189 ) 6,436,042 Total Assets $ 13,704,373 $ 13,862,385 $ 577,317 $ (19,974,747 ) $ 8,169,328 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES AS OF DECEMBER 31, 2017 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Liabilities and Shareholders’ Equity (Deficit) Current Liabilities Accounts payable $ 24,529 $ 22,487 $ 1,303 $ — $ 48,319 Income taxes payable — 36,252 — — 36,252 Contracts payable for broadcast rights — 250,553 2,691 — 253,244 Deferred revenue — 11,074 868 — 11,942 Interest payable 30,525 — — — 30,525 Deferred spectrum auction proceeds — 172,102 — — 172,102 Other 44,817 57,063 3 — 101,883 Total current liabilities 99,871 549,531 4,865 — 654,267 Non-Current Liabilities Long-term debt 2,919,185 — — — 2,919,185 Deferred income taxes — 485,608 85,043 (62,477 ) 508,174 Contracts payable for broadcast rights — 300,269 151 — 300,420 Intercompany payables 7,044,972 2,148,695 265,045 (9,458,712 ) — Other 423,209 121,870 25,023 — 570,102 Total non-current liabilities 10,387,366 3,056,442 375,262 (9,521,189 ) 4,297,881 Total Liabilities 10,487,237 3,605,973 380,127 (9,521,189 ) 4,952,148 Shareholders’ Equity (Deficit) Common stock 101 — — — 101 Treasury stock (632,194 ) — — — (632,194 ) Additional paid-in-capital 4,011,530 9,040,065 202,942 (9,243,007 ) 4,011,530 Retained (deficit) earnings (114,240 ) 1,219,023 (6,516 ) (1,212,507 ) (114,240 ) Accumulated other comprehensive (loss) income (48,061 ) (2,676 ) 720 1,956 (48,061 ) Total Tribune Media Company shareholders’ equity (deficit) 3,217,136 10,256,412 197,146 (10,453,558 ) 3,217,136 Noncontrolling interests — — 44 — 44 Total shareholders’ equity (deficit) 3,217,136 10,256,412 197,190 (10,453,558 ) 3,217,180 Total Liabilities and Shareholders’ Equity (Deficit) $ 13,704,373 $ 13,862,385 $ 577,317 $ (19,974,747 ) $ 8,169,328 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Net cash (used in) provided by operating activities $ (145,783 ) $ 469,683 $ (17,051 ) $ — $ 306,849 Investing Activities Capital expenditures (8,822 ) (36,175 ) (2,455 ) — (47,452 ) Spectrum repack reimbursements — 6,967 — — 6,967 Proceeds from sales of real estate and other assets — 66 — — 66 Proceeds from the sales of investments — 15,232 — — 15,232 Other, net — (84 ) 1,613 — 1,529 Net cash used in investing activities (8,822 ) (13,994 ) (842 ) — (23,658 ) Financing Activities Payments of dividends (65,776 ) — — — (65,776 ) Tax withholdings related to net share settlements of share-based awards (5,765 ) — — — (5,765 ) Proceeds from stock option exercises 982 — — — 982 Contributions from noncontrolling interests, net — — 475 — 475 Change in intercompany receivables and payables and intercompany contributions 435,104 (453,796 ) 18,692 — — Net cash provided by (used in) financing activities 364,545 (453,796 ) 19,167 — (70,084 ) Net Increase in Cash, Cash Equivalents and Restricted Cash 209,940 1,893 1,274 — 213,107 Cash, cash equivalents and restricted cash, beginning of period 687,868 1,501 1,882 — 691,251 Cash, cash equivalents and restricted cash, end of period $ 897,808 $ 3,394 $ 3,156 $ — $ 904,358 Cash, Cash Equivalents and Restricted Cash are Comprised of: Cash and cash equivalents $ 881,201 $ 3,394 $ 3,156 $ — $ 887,751 Restricted cash 16,607 — — — 16,607 Total cash, cash equivalents and restricted cash $ 897,808 $ 3,394 $ 3,156 $ — $ 904,358 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30 , 2017 (In thousands of dollars) Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Net cash (used in) provided by operating activities $ (184,784 ) $ 346,753 $ 9,525 $ — $ 171,494 Investing Activities Capital expenditures (3,812 ) (33,645 ) (3,966 ) — (41,423 ) Net proceeds from the sale of business 574,817 (8,168 ) (12,162 ) — 554,487 Proceeds from FCC spectrum auction — 172,102 — — 172,102 Proceeds from sales of real estate and other assets — 61,240 — — 61,240 Proceeds from sales of investments 5,769 142,552 — — 148,321 Distributions from equity investments — 4,608 — — 4,608 Other, net — (25 ) 805 — 780 Net cash provided by (used in) investing activities 576,774 338,664 (15,323 ) — 900,115 Financing Activities Long-term borrowings 202,694 — — — 202,694 Repayments of long-term debt (688,708 ) — (14,819 ) — (703,527 ) Long-term debt issuance costs (1,689 ) — — — (1,689 ) Payments of dividends (564,499 ) — — — (564,499 ) Tax withholdings related to net share settlements of share-based awards (8,030 ) — — — (8,030 ) Proceeds from stock option exercises 11,231 — — — 11,231 Contributions from noncontrolling interests — — 1,318 — 1,318 Change in intercompany receivables and payables and intercompany contributions (1) 680,631 (690,989 ) 10,358 — — Net cash used in financing activities (368,370 ) (690,989 ) (3,143 ) — (1,062,502 ) Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash 23,620 (5,572 ) (8,941 ) — 9,107 Cash, cash equivalents and restricted cash, beginning of period 592,204 7,378 11,616 — 611,198 Cash, cash equivalents and restricted cash, end of period $ 615,824 $ 1,806 $ 2,675 $ — $ 620,305 Cash, Cash Equivalents and Restricted Cash are Comprised of: Cash and cash equivalents $ 598,258 $ 1,806 $ 2,675 $ — $ 602,739 Restricted cash 17,566 — — — 17,566 Total cash, cash equivalents and restricted cash $ 615,824 $ 1,806 $ 2,675 $ — $ 620,305 (1) Excludes the impact of a $54 million non-cash settlement of intercompany balances upon dissolution of certain Guarantor and Non-Guarantor subsidiaries included in the Gracenote Sale. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 17: SUBSEQUENT EVENTS As further disclosed in Note 3 , the Company sold its Melville, NY and Hartford, CT properties on October 9, 2018 and October 23, 2018, respectively, for net proceeds of $59 million . The Company expects to recognize a net pretax gain of $25 million in the fourth quarter of 2018 relating to these sales. |
Basis Of Presentation And Sig_2
Basis Of Presentation And Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Presentation | Presentation —All references to Tribune Media Company or Tribune Company in the accompanying unaudited condensed consolidated financial statements encompass the historical operations of Tribune Media Company and its subsidiaries (collectively, the “Company”). The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial reporting. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2017 included in the Company’s Annual Report on Form 10-K. In the opinion of management, the financial statements contain all adjustments necessary to state fairly the financial position of the Company as of September 30, 2018 and the results of operations and cash flows for the three and nine months ended September 30, 2018 and September 30, 2017 . All adjustments reflected in the accompanying unaudited condensed consolidated financial statements, which management believes necessary to state fairly the financial position, results of operations and cash flows, have been reflected and are of a normal recurring nature. Results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. On January 31, 2017, the Company completed the Gracenote Sale (as defined below). The historical results of operations for the businesses included in the Gracenote Sale are presented in discontinued operations for all periods presented (see Note 2 ). Unless indicated otherwise, the information in the notes to the accompanying unaudited condensed consolidated financial statements relates to the Company’s continuing operations. |
Change in Accounting Principles | Change in Accounting Principles —In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers” (“Topic 606”). The amendments in ASU 2014-09 created Topic 606 and superseded the revenue recognition requirements in Topic 605, “Revenue Recognition.” The Company adopted the new revenue guidance in the first quarter of 2018 using the modified retrospective transition method applied to those contracts which were not completed as of December 31, 2017. Results for reporting periods prior to adoption continue to be presented in accordance with the Company’s historic accounting under Topic 605. The only identified impact to the Company’s financial statements relates to barter revenue and expense as well as barter-related broadcast rights and contracts payable for broadcast rights, which are no longer recognized. On January 1, 2018, the Company recorded an adjustment to remove the offsetting barter-related broadcast rights and contracts payable for broadcast rights. If accounted for under Topic 605, barter revenue and expense would have been $7 million and $21 million for the three and nine months ended September 30, 2018 , respectively, and barter-related broadcast rights and contracts payable for broadcast rights would have been $51 million as of September 30, 2018 . For the three and nine months ended September 30, 2017 , barter revenue was $7 million and $21 million , respectively. Barter-related broadcast rights and contracts payable for broadcast rights were each $45 million as of December 31, 2017. Other than the impact to the accounting for barter arrangements described above, the adoption of Topic 606 did not impact the timing and amount of revenue recognized. See the Revenue Recognition accounting policy below for additional information. In March 2018, the FASB issued ASU No. 2018-05, “Income Taxes (Topic 740)” which was effective in the first quarter of 2018. The standard provides guidance for situations where the accounting under Accounting Standards Codification (“ASC”) Topic 740 is incomplete for certain income tax effects of the Tax Cuts and Jobs Act (“Tax Reform”) upon issuance of an entity’s financial statements for the reporting period in which Tax Reform was enacted. Any provisional amounts or adjustments to provisional amounts as a result of obtaining, preparing or analyzing additional information about facts and circumstances related to the provisional amounts should be included in income (loss) from continuing operations as an adjustment to income tax expense in the reporting period the amounts are determined. As discussed in Note 9 , the Company notes that adjustments may be made to the provision upon issuances of clarifications to existing law or additional technical guidance from the Department of Treasury and the completion of the Company’s tax return filings. As adjustments are made to the provisional amount, the Company will record the adjustment to income tax expense in the period the adjustment is determined. In March 2017, the FASB issued ASU 2017-07, “Compensation - Retirement Benefits (Topic 715).” Under the new guidance, employers are required to present the service cost component of net periodic benefit cost in the same statement of operations caption as other employee compensation costs arising from services rendered during the period. Employers are required to present the other components of the net periodic benefit cost separately from the caption that includes the service costs and outside of any subtotal of operating profit and are required to disclose the caption used to present the other components of net periodic benefit cost, if not presented separately on the statement of operations. The Company retrospectively adopted ASU 2017-07 effective in the first quarter of 2018. The adoption of this standard did not have an effect on the Company’s historically reported net income (loss) but resulted in a presentation reclassification which reduced the Company’s historically reported operating profit by $6 million and $17 million for the three and nine months ended September 30, 2017 , respectively, and $23 million for the full year 2017. In February 2017, the FASB issued ASU No. 2017-05, “Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20).” As a result of the new guidance, the guidance specific to real estate sales in ASC 360-20 is eliminated. Instead, sales and partial sales of real estate are subject to the same recognition model as all other nonfinancial assets. The Company adopted ASU 2017-05 in the first quarter of 2018 using a modified retrospective transition method. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In November 2016, the FASB issued ASU No. 2016-18, “Statement of Cash Flows (Topic 230).” The standard requires restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The standard also requires additional disclosures related to a reconciliation of the balance sheet line items related to cash, cash equivalents, restricted cash and restricted cash equivalents to the statement of cash flows. The Company retrospectively adopted ASU 2016-18 in the first quarter of 2018. The Company’s restricted cash and cash equivalents totaled $18 million at both December 31, 2017 and December 31, 2016. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230).” The cash flow issues addressed include debt prepayment or extinguishment costs, settlement of debt instruments with coupon rates that are insignificant in relation to the effective interest rate of the borrowing, contingent consideration payments made after a business combination, distributions received from equity method investees and cash receipts and payments that may have aspects of more than one class of cash flows. The Company retrospectively adopted ASU 2016-15 in the first quarter of 2018. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments - Overall (Subtopic 825-10).” The new guidance requires entities to measure equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) at fair value, with changes in fair value recognized in net income, and requires entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes. Certain entities are able to elect to record equity investments without readily determinable fair values at cost, less impairment, and plus or minus subsequent adjustments for observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Entities that elect this measurement alternative must report changes in the carrying value of these investments in current earnings. On February 28, 2018, the FASB issued ASU No. 2018-03, “Technical Corrections and Improvements to Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities,” which made targeted improvements to address certain aspects of recognition, measurement, presentation and disclosure of financial instruments, including clarifying certain aspects of the guidance issued in ASU 2016-01. The Company adopted ASU 2016-01 in the first quarter of 2018 using a modified retrospective transition method. Pursuant to ASU 2018-03, the Company utilized the prospective transition approach for all equity securities without a readily determinable fair value for instances in which the Company elected to apply the measurement alternative, as further discussed in Note 5 . The adoption of these standards did not have a material impact on the Company’s consolidated financial statements as the Company’s equity investments under the scope of this ASU do not have readily determinable fair values because they are not publicly traded companies and do not have an active market for their securities or membership interests. |
Use of Estimates | Use of Estimates —The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ from these estimates. |
Revenue Recognition, Policy | Revenue Recognition —The Company recognizes revenues when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The following table represents the Company’s revenues disaggregated by revenue source for the Television and Entertainment segment (in thousands): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 (1) September 30, 2018 September 30, 2017 (1) Advertising $ 327,248 $ 295,130 $ 909,118 $ 899,701 Retransmission revenues 116,625 104,587 351,952 303,800 Carriage fees 40,069 30,930 122,546 96,407 Barter/trade (2) 2,660 9,559 7,142 28,052 Other 8,017 7,101 30,980 21,441 Total operating revenues $ 494,619 $ 447,307 $ 1,421,738 $ 1,349,401 (1) Prior period amounts have not been adjusted under the modified retrospective method. (2) For the three and nine months ended September 30, 2017 , barter revenue totaled $7 million and $21 million , respectively. In addition to the operating revenues included in the Television and Entertainment segment, the Company’s consolidated operating revenues include other revenue of $3 million for each of the three months ended September 30, 2018 and September 30, 2017 and $9 million and $11 million for the nine months ended September 30, 2018 and September 30, 2017 , respectively, in Corporate and Other which consists of real estate revenues. Advertising Revenues —The Company generates revenue by delivering advertising on the Company’s broadcast television, cable, radio and digital platforms. Certain of the Company’s advertising contracts have guarantees whereby the customer is guaranteed a certain level of audience viewership referred to as impressions. Contracts are typically fixed price, short term in nature and revenue is recognized over time as the advertisements are aired or the impressions are delivered. If the guaranteed impressions are not achieved through the airing of the initially agreed upon advertisements, the Company will continue to air advertisements for the customer until the guaranteed impressions are achieved. For these advertising contracts with guaranteed impressions, the Company recognizes revenue based on the proportion of the cumulative impressions achieved for the advertisements delivered in relation to the total guaranteed impressions. Under the advertising contracts, the Company is entitled to payment as advertisements are aired, and the time between invoice and payment is not significant. The Company also trades advertising for products or services. Revenue recognized under trade arrangements is valued at the estimated fair value of the products or services received and recognized as the related advertisements are aired. The Company utilizes the practical expedients provided in the guidance and does not disclose the value of unsatisfied performance obligations for advertising contracts with an original expected duration of one year or less and for contracts for which the Company recognizes revenue at the amounts to which the Company has the right to invoice for services performed. Retransmission Revenues and Carriage Fees —The Company enters into agreements with multichannel video programming distributors (“MVPDs”) which allow the MVPDs to retransmit the Company’s television stations’ broadcast programming and/or carry the Company’s cable channel. Typically, the agreements are multi-year and generally consist of a fixed price per subscriber as well as contractually agreed annual increases. The agreements are considered functional licenses of intellectual property resulting in the Company recognizing revenue at the point-in-time the broadcast signal is delivered to the MVPDs. The typical time between the Company’s performance and customer payment is not significant. As the agreements with MVPDs are considered licenses of intellectual property, the Company applies the sales/usage based royalty exception in ASC 606 and does not disclose the value of unsatisfied performance obligations for the agreements. Deferred Revenues —The Company records deferred revenue when cash payments are received or due in advance of the Company’s performance. For advertising, the performance primarily involves the delivery of advertisements and/or impressions to the Company’s customers. For the spectrum sharing arrangements where the Company is acting as the host, the upfront payments received from the Company’s channel-sharing customers in 2017 have been deferred and are being recognized over a 30 -year term. Contract Costs —In accordance with Topic 606, incremental costs to obtain a contract are capitalized and amortized over the contract term if the cost are expected to be recoverable. The Company does not capitalize incremental costs to obtain a contract where the contract duration is expected to be one year or less. As of September 30, 2018 , the Company does not have any costs capitalized. Arrangements with Multiple Performance Obligations —The Company’s contracts with customers may include multiple performance obligations. For such arrangements, the Company allocates revenue to each performance obligation based on its relative standalone selling price, which is generally determined based on the price charged to customers. |
New Accounting Standards | New Accounting Standard s—In August 2018, the FASB issued ASU No. 2018-15, “Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40).” The standard requires a customer in a hosting arrangement that is a service contract to follow the internal-use software guidance to determine which implementation costs to capitalize as an asset related to the service contract. The standard also requires a customer to expense the capitalized implementation costs over the term of the hosting arrangement and specifies presentation requirements for both the capitalized costs and the amortized expenses. The standard is effective for fiscal years beginning after December 15, 2019, and the interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2018-15 should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company is currently evaluating the impact of adopting ASU 2018-15 on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-14, “Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20).” The standard modifies certain disclosure requirements for employers that sponsor defined benefit pension and other postretirement benefit plans by removing disclosures that are no longer considered cost beneficial, clarifying specific requirements of disclosures, and adding disclosure requirements identified as relevant. The standard is effective for fiscal years ending after December 15, 2020. Early adoption is permitted. The amendments in ASU 2018-14 should be applied retrospectively to each period presented. The Company is currently evaluating the impact of adopting ASU 2018-14 on its consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, “Income Statement - Reporting Comprehensive Income (Topic 220).” The standard allows entities, at their option, to reclassify from accumulated other comprehensive income (loss) (“AOCI”) to retained earnings stranded tax effects resulting from Tax Reform. See Note 9 for further details regarding Tax Reform. The standard is effective for fiscal years beginning after December 15, 2018, and the interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2018-02 should be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the new federal corporate income tax rate is recognized. The Company is currently evaluating the impact of adopting ASU 2018-02 on its consolidated financial statements. In August 2017, the FASB issued ASU No. 2017-12, “Derivatives and Hedging (Topic 815).” The standard simplifies the application of the hedge accounting guidance and enables entities to better portray the economic results of their risk management activities in the financial statements. The new guidance eliminates the requirement and the ability to separately record ineffectiveness on cash flow and net investment hedges and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The standard requires certain additional disclosures that focus on the effect of hedge accounting whereas the disclosure of hedge ineffectiveness is eliminated. The amendments expand the types of permissible hedging strategies. Additionally, the amendment makes the hedge documentation and effectiveness assessment less complex. The standard is effective for fiscal years beginning after December 15, 2018, and the interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2017-12 related to cash flow hedge relationships that exist on the date of adoption should be applied using a modified retrospective approach with the cumulative effect of initially applying ASU 2017-12 at the date of initial application. The presentation and disclosure requirements apply prospectively. The Company is currently evaluating the impact of adopting ASU 2017-12 on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326).” The standard requires entities to estimate loss of financial assets measured at amortized cost, including trade receivables, debt securities and loans, using an expected credit loss model. The expected credit loss differs from the previous incurred losses model primarily in that the loss recognition threshold of “probable” has been eliminated and that expected loss should consider reasonable and supportable forecasts in addition to the previously considered past events and current conditions. Additionally, the guidance requires additional disclosures related to the further disaggregation of information related to the credit quality of financial assets by year of the asset’s origination for as many as five years. Entities must apply the standard provision as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The standard is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for annual periods beginning after December 15, 2018, and interim periods within those fiscal years. The Company is currently evaluating the impact of adopting ASU 2016-13 on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Subtopic 842).” The new guidance requires lessees to recognize assets and liabilities arising from leases as well as quantitative and qualitative disclosures. A lessee will need to recognize on its balance sheet a right-of-use asset and a lease liability for the majority of its leases (other than leases with a term of less than twelve months). The lease liabilities will be equal to the present value of lease payments. The right-of-use asset will be measured at the lease liability amount, adjusted for lease prepayment, lease incentives received and the lessee’s initial direct costs. In January 2018, the FASB issued ASU No. 2018-01, “Leases (Topic 842) - Land Easement Practical Expedient for Transition to Topic 842,” which provides an optional transition practical expedient to not evaluate under Topic 842 existing or expired land easements that were not previously accounted for as leases under the current leases guidance in Topic 840. In July 2018, the FASB issued ASU No. 2018-10, “Codification Improvements to Topic 842, Leases,” and ASU No. 2018-11, “Leases (Topic 842), Targeted Improvements,” which affect certain aspects of the previously issued guidance including an additional transition method as well as a new practical expedient for lessors. These related standards are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. The Company will adopt Topic 842 in the first quarter of 2019 utilizing the optional transition method provided in ASU No. 2018-11, which allows for a prospective adoption with a cumulative-effect adjustment to the opening balance sheet as of the adoption date. The Company continues to evaluate the impact of the adoption of the new standard on its consolidated balance sheet; however, the Company does not expect the adoption to have a material impact on the consolidated statements of operations, consolidated statements of comprehensive income (loss), consolidated statement of shareholders’ equity or consolidated statements of cash flows. The Company continues to review the lease portfolio and is in the process of implementing new lease accounting software to assist in the accounting and disclosure requirements associated with the new standard. |
Basis Of Presentation And Sig_3
Basis Of Presentation And Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Disaggregation of Revenue | The following table represents the Company’s revenues disaggregated by revenue source for the Television and Entertainment segment (in thousands): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 (1) September 30, 2018 September 30, 2017 (1) Advertising $ 327,248 $ 295,130 $ 909,118 $ 899,701 Retransmission revenues 116,625 104,587 351,952 303,800 Carriage fees 40,069 30,930 122,546 96,407 Barter/trade (2) 2,660 9,559 7,142 28,052 Other 8,017 7,101 30,980 21,441 Total operating revenues $ 494,619 $ 447,307 $ 1,421,738 $ 1,349,401 (1) Prior period amounts have not been adjusted under the modified retrospective method. (2) For the three and nine months ended September 30, 2017 , barter revenue totaled $7 million and $21 million , respectively. |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The Company’s unaudited Condensed Consolidated Balance Sheets as of September 30, 2018 and December 31, 2017 include the following assets and liabilities of the Dreamcatcher stations (in thousands): September 30, 2018 December 31, 2017 Broadcast rights 3,056 2,622 Other intangible assets, net 64,018 71,914 Other assets 7,793 6,852 Total Assets $ 74,867 $ 81,388 Contracts payable for broadcast rights 2,848 2,691 Long-term deferred revenue 24,380 25,030 Other liabilities 1,333 1,017 Total Liabilities $ 28,561 $ 28,738 |
Discontinued Operations (Tables
Discontinued Operations (Tables) - Gracenote Companies | 9 Months Ended |
Sep. 30, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Disposal Groups, Including Discontinued Operations | The following table shows the components of the results from discontinued operations associated with the Gracenote Sale as reflected in the unaudited Condensed Consolidated Statements of Operations (in thousands): Nine Months Ended September 30, 2017 (1)(2) Operating revenues $ 18,168 Direct operating expenses 7,292 Selling, general and administrative 15,349 Operating loss (4,473 ) Interest income 16 Interest expense (3) (1,261 ) Loss before income taxes (5,718 ) Pretax gain on the disposal of discontinued operations 34,510 Total pretax income on discontinued operations 28,792 Income tax expense (4) 13,753 Income from discontinued operations, net of taxes $ 15,039 (1) Results of operations for the Gracenote Companies are reflected through January 31, 2017, the date of the Gracenote Sale. (2) No depreciation expense or amortization expense was recorded by the Company in 2017 as the Gracenote Companies’ assets were held for sale as of December 31, 2016. (3) The Company used $400 million of proceeds from the Gracenote Sale to prepay a portion of its outstanding borrowings under the Company’s Term Loan Facility (as defined and described in Note 6 ). Interest expense associated with the Company’s outstanding Term Loan Facility was allocated to discontinued operations based on the ratio of the $400 million prepayment to the total outstanding indebtedness under the Term Loan Facility in effect in each respective period. (4) The effective tax rate on pretax income from discontinued operations was 47.8% for the nine months ended September 30, 2017 . The 2017 rate differs from the U.S. federal statutory rate of 35% primarily due to state income taxes (net of federal benefit), foreign tax rate differences, and an adjustment relating to the sale of the Gracenote Companies. |
Cash Flows of Disposal Group | The following table represents the components of the results from discontinued operations associated with the Gracenote Sale as reflected in the Company’s unaudited Condensed Consolidated Statements of Cash Flows (in thousands): Nine Months Ended September 30, 2017 (1) Significant operating non-cash items: Stock-based compensation $ 1,992 Significant investing items (2): Capital expenditures 1,578 Net proceeds from the sale of business (3) 554,487 (1) Results of operations for the Gracenote Companies are reflected through January 31, 2017, the date of the Gracenote Sale. (2) Non-cash investing and financing activities of Digital and Data businesses included in the Gracenote Sale were immaterial. (3) Net proceeds from the sale of business reflects the gross proceeds from the Gracenote sale of $584 million , net of $20 million of the Gracenote Companies’ cash, cash equivalents and restricted cash included in the sale and $9 million of selling costs. |
Assets Held For Sale and Sale_2
Assets Held For Sale and Sales of Real Estate (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Assets Held-for-sale, Not Part of Disposal Group [Abstract] | |
Assets Held For Sale | Assets Held for Sale —Assets held for sale in the Company’s unaudited Condensed Consolidated Balance Sheets consisted of the following (in thousands): September 30, 2018 December 31, 2017 Real estate $ 28,955 $ — FCC licenses — 38,900 Total assets held for sale $ 28,955 $ 38,900 |
Goodwill And Other Intangible_2
Goodwill And Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | Goodwill and other intangible assets consisted of the following (in thousands): September 30, 2018 December 31, 2017 Gross Amount Accumulated Amortization Net Amount Gross Amount Accumulated Amortization Net Amount Other intangible assets subject to amortization Affiliate relationships (useful life of 16 years) $ 212,000 $ (76,188 ) $ 135,812 $ 212,000 $ (66,250 ) $ 145,750 Advertiser relationships (useful life of 8 years) 168,000 (120,750 ) 47,250 168,000 (105,000 ) 63,000 Network affiliation agreements (useful life of 5 to 16 years) 362,000 (206,546 ) 155,454 362,000 (175,337 ) 186,663 Retransmission consent agreements (useful life of 7 to 12 years) 830,100 (444,563 ) 385,537 830,100 (377,033 ) 453,067 Other (useful life of 5 to 15 years) 16,138 (7,757 ) 8,381 16,650 (6,565 ) 10,085 Total $ 1,588,238 $ (855,804 ) 732,434 $ 1,588,750 $ (730,185 ) 858,565 Other intangible assets not subject to amortization FCC licenses 740,300 740,300 Trade name 14,800 14,800 Total other intangible assets, net 1,487,534 1,613,665 Goodwill 3,228,716 3,228,988 Total goodwill and other intangible assets $ 4,716,250 $ 4,842,653 |
Schedule Of Changes of Finite-Lived Intangible Assets, Indefinite-Lived Intangible Assets, and Goodwill | The changes in the carrying amounts of intangible assets, which are in the Company’s Television and Entertainment segment, during the nine months ended September 30, 2018 were as follows (in thousands): Other intangible assets subject to amortization Balance as of December 31, 2017 $ 858,565 Amortization (125,704 ) Balance sheet reclassifications (226 ) Foreign currency translation adjustment (201 ) Balance as of September 30, 2018 $ 732,434 Other intangible assets not subject to amortization Balance as of September 30, 2018 and December 31, 2017 $ 755,100 Goodwill Gross balance as of December 31, 2017 $ 3,609,988 Accumulated impairment losses at December 31, 2017 (381,000 ) Balance at December 31, 2017 3,228,988 Foreign currency translation adjustment (272 ) Balance as of September 30, 2018 $ 3,228,716 Total goodwill and other intangible assets as of September 30, 2018 $ 4,716,250 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Investment [Line Items] | |
Schedule of Investments | Investments consisted of the following (in thousands): September 30, 2018 December 31, 2017 Equity method investments $ 1,205,893 $ 1,254,198 Other equity investments 25,980 27,593 Total investments $ 1,231,873 $ 1,281,791 |
Equity Method Investments Information | Income on equity investments, net reported in the Company’s unaudited Condensed Consolidated Statements of Operations consisted of the following (in thousands): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Income on equity investments, net, before amortization of basis difference $ 44,850 $ 33,609 $ 161,493 $ 139,808 Amortization of basis difference (12,469 ) (12,551 ) (37,407 ) (40,952 ) Income on equity investments, net $ 32,381 $ 21,058 $ 124,086 $ 98,856 |
Distributions from Equity Investments | Cash distributions from the Company’s equity method investments were as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Cash distributions from equity investments $ — $ 32,911 $ 158,926 $ 182,561 |
Television Food Network, G.P. | |
Investment [Line Items] | |
Equity Method Investments Information | Summarized Financial Information —Summarized financial information for TV Food Network is as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Revenues, net $ 294,308 $ 274,754 $ 924,407 $ 880,868 Operating income $ 139,679 $ 157,207 $ 474,223 $ 547,363 Net income $ 142,903 $ 123,009 $ 484,781 $ 447,348 |
CareerBuilder, LLC and Dose Media, LLC | |
Investment [Line Items] | |
Equity Method Investments Information | Summarized financial information for CareerBuilder and Dose Media is as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2018 (1) September 30, 2017 September 30, 2018 (1) September 30, 2017 Revenues, net $ 119,502 $ 165,961 $ 432,330 $ 505,383 Operating income (loss) $ 10,698 $ (9,661 ) $ 26,759 $ 373 Net income (loss) $ 3,884 $ (14,090 ) $ 102,541 $ (842 ) |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Debt consisted of the following (in thousands): September 30, 2018 December 31, 2017 Term Loan Facility Term B Loans due 2020, effective interest rate of 3.84%, net of unamortized discount and debt issuance costs of $1,428 and $1,900 $ 188,197 $ 187,725 Term C Loans due 2024, effective interest rate of 3.85%, net of unamortized discount and debt issuance costs of $19,186 and $21,783 1,646,706 1,644,109 5.875% Senior Notes due 2022, net of debt issuance costs of $10,563 and $12,649 1,089,437 1,087,351 Total debt $ 2,924,340 $ 2,919,185 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping | Estimated fair values and carrying amounts of the Company’s financial instruments that are not measured at fair value on a recurring basis were as follows (in thousands): September 30, 2018 December 31, 2017 Fair Carrying Fair Carrying Term Loan Facility Term B Loans due 2020 $ 190,455 $ 188,197 $ 189,704 $ 187,725 Term C Loans due 2024 $ 1,670,057 $ 1,646,706 $ 1,666,942 $ 1,644,109 5.875% Senior Notes due 2022 $ 1,124,310 $ 1,089,437 $ 1,132,417 $ 1,087,351 |
Pension And Other Retirement _2
Pension And Other Retirement Plans (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of Net Benefit Costs | The components of net periodic benefit credit for Company-sponsored pension plans for the three and nine months ended September 30, 2018 and September 30, 2017 were as follows (in thousands): Pension Benefits Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Service cost $ 234 $ 192 $ 701 $ 576 Interest cost 17,784 19,549 53,353 58,646 Expected return on plans’ assets (24,821 ) (25,281 ) (74,462 ) (75,844 ) Recognized actuarial loss 5 — 13 — Amortization of prior service costs 35 29 105 87 Net periodic benefit credit $ (6,763 ) $ (5,511 ) $ (20,290 ) $ (16,535 ) |
Capital Stock (Tables)
Capital Stock (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Dividends Declared | Quarterly Cash Dividends —The Board declared quarterly cash dividends per share on Common Stock to holders of record of Common Stock and Warrants as follows (in thousands, except per share data): 2018 2017 Per Share Total Amount Per Share Total Amount First quarter $ 0.25 $ 21,922 $ 0.25 $ 21,742 Second quarter 0.25 21,925 0.25 21,816 Third quarter 0.25 21,929 0.25 21,834 Total quarterly cash dividends declared and paid $ 0.75 $ 65,776 $ 0.75 $ 65,392 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Non-Qualified Stock Options, Activity | A summary of activity and weighted average exercise prices related to the NSOs is reflected in the table below. Nine Months Ended Shares Weighted Avg. Outstanding, beginning of period 2,846,926 $ 39.00 Granted 201,580 42.85 Exercised (35,502 ) 27.65 Forfeited (39,527 ) 30.03 Cancelled (495,209 ) 54.57 Outstanding, end of period 2,478,268 $ 36.51 Vested and exercisable, end of period 1,187,590 $ 40.63 |
Restricted Stock Units Activity | A summary of activity and weighted average fair values related to the RSUs is reflected in the table below. Nine Months Ended Shares Weighted Avg. Outstanding, beginning of period 1,104,792 $ 32.62 Granted 447,539 41.78 Dividend equivalent units granted 23,104 37.74 Vested (359,657 ) 35.08 Dividend equivalent units vested (17,720 ) 36.04 Forfeited (49,449 ) 34.14 Dividend equivalent units forfeited (1,920 ) 37.22 Outstanding and nonvested, end of period 1,146,689 $ 35.38 |
Unrestricted Stock Award Activity | A summary of activity and weighted average fair values related to the restricted stock awards is as follows: Nine Months Ended Shares Weighted Avg. Fair Value Outstanding, beginning of period 41,718 $ 36.84 Outstanding and nonvested, end of period 41,718 $ 36.84 |
Performance-based Units Activity | A summary of activity and weighted average fair values related to the PSUs and Supplemental PSUs is reflected in the table below. Nine Months Ended Shares Weighted Avg. Fair Value Outstanding, beginning of period 252,815 $ 22.53 Granted (1) 54,059 42.40 Dividend equivalent units granted 3,344 37.71 Vested (36,920 ) 38.67 Dividend equivalent units vested (2,680 ) 35.20 Forfeited (139,628 ) 13.25 Dividend equivalent units forfeited (231 ) 35.24 Outstanding and nonvested, end of period 130,759 $ 36.57 (1) Represents shares of PSUs for which performance targets have been established and which are deemed granted under U.S. GAAP. |
Unrecognized Compensation Cost, Nonvested Awards | As of September 30, 2018 , the Company had not yet recognized compensation cost on nonvested awards as follows (dollars in thousands): Unrecognized Compensation Cost Weighted Average Remaining Recognition Period Nonvested awards $ 39,077 2.3 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule Of Earnings Per Share Basic And Diluted By Common Class | The calculation of basic and diluted EPS is presented below (in thousands, except for per share data): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 EPS numerator: Income (loss) from continuing operations $ 54,076 $ (18,687 ) $ 279,697 $ (149,722 ) Net loss from continuing operations attributable to noncontrolling interests 23 — 33 — Net income (loss) from continuing operations attributable to Tribune Media Company 54,099 (18,687 ) 279,730 (149,722 ) Less: Dividends distributed to Warrants 8 14 23 60 Less: Undistributed earnings allocated to Warrants 11 — 75 — Income (loss) from continuing operations attributable to Tribune Media Company’s common shareholders for basic EPS $ 54,080 $ (18,701 ) $ 279,632 $ (149,782 ) Add: Undistributed earnings allocated to dilutive securities — — 1 — Income (loss) from continuing operations attributable to Tribune Media Company’s common shareholders for diluted EPS $ 54,080 $ (18,701 ) $ 279,633 $ (149,782 ) Income from discontinued operations, as reported $ — $ — $ — $ 15,039 Net income (loss) attributable to Tribune Media Company’s common shareholders for basic EPS $ 54,080 $ (18,701 ) $ 279,632 $ (134,743 ) Net income (loss) attributable to Tribune Media Company’s common shareholders for diluted EPS $ 54,080 $ (18,701 ) $ 279,633 $ (134,743 ) EPS denominator: Weighted average shares outstanding - basic 87,640 87,257 87,584 86,984 Impact of dilutive securities 568 — 741 — Weighted average shares outstanding - diluted 88,208 87,257 88,325 86,984 Basic Earnings (Loss) Per Common Share Attributable to Tribune Media Company from: Continuing Operations $ 0.62 $ (0.21 ) $ 3.19 $ (1.72 ) Discontinued Operations — — — 0.17 Net Earnings (Loss) Per Common Share $ 0.62 $ (0.21 ) $ 3.19 $ (1.55 ) Diluted Earnings (Loss) Per Common Share Attributable to Tribune Media Company from: Continuing Operations $ 0.61 $ (0.21 ) $ 3.17 $ (1.72 ) Discontinued Operations — — — 0.17 Net Earnings (Loss) Per Common Share $ 0.61 $ (0.21 ) $ 3.17 $ (1.55 ) |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in AOCI, net of taxes by component (in thousands): Pension and Other Post-Retirement Benefit Items Cash Flow Hedging Instruments Foreign Currency Translation Adjustments (1) Total Balance at December 31, 2017 $ (45,812 ) $ (293 ) $ (1,956 ) $ (48,061 ) Other comprehensive income before reclassifications (3,827 ) 12,639 (350 ) 8,462 Amounts reclassified from AOCI (124 ) 1,108 1,504 2,488 Balance at September 30, 2018 $ (49,763 ) $ 13,454 $ (802 ) $ (37,111 ) (1) Amounts reclassified from AOCI included $2 million of cumulative translation adjustments as a result of the Company's sale of its remaining ownership interest in CareerBuilder, as further described in Note 5. |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table summarizes business segment financial data for the three and nine months ended September 30, 2018 and September 30, 2017 (in thousands): Three Months Ended Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Operating Revenues from Continuing Operations (1) Television and Entertainment $ 494,619 $ 447,307 $ 1,421,738 $ 1,349,401 Corporate and Other 3,389 3,226 9,263 10,559 Total operating revenues $ 498,008 $ 450,533 $ 1,431,001 $ 1,359,960 Operating Profit (Loss) from Continuing Operations (1)(2) Television and Entertainment $ 67,295 $ (1,357 ) $ 398,914 $ 68,875 Corporate and Other (30,171 ) (28,095 ) (76,439 ) (106,641 ) Total operating profit (loss) $ 37,124 $ (29,452 ) $ 322,475 $ (37,766 ) Depreciation from Continuing Operations Television and Entertainment $ 11,313 $ 10,844 $ 33,124 $ 31,413 Corporate and Other 2,188 3,419 7,433 10,348 Total depreciation $ 13,501 $ 14,263 $ 40,557 $ 41,761 Amortization from Continuing Operations Television and Entertainment $ 41,675 $ 41,678 $ 125,043 $ 125,001 Capital Expenditures Television and Entertainment $ 17,665 $ 8,140 $ 35,224 $ 30,674 Corporate and Other 4,840 5,184 12,228 9,171 Discontinued Operations — — — 1,578 Total capital expenditures $ 22,505 $ 13,324 $ 47,452 $ 41,423 September 30, 2018 December 31, 2017 Assets Television and Entertainment $ 6,975,851 $ 7,197,859 Corporate and Other 1,156,687 932,569 Assets held for sale (3) 28,955 38,900 Total assets $ 8,161,493 $ 8,169,328 (1) See Note 2 for the disclosures of operating revenues and operating loss included in discontinued operations for the historical periods. (2) Operating profit (loss) for each segment excludes income and loss on equity investments, interest and dividend income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. (3) See Note 3 for information regarding assets held for sale. |
Condensed Consolidating Finan_2
Condensed Consolidating Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Statements of Statement of Operations and Comprehensive Income (Loss) | TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) THREE MONTHS ENDED SEPTEMBER 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 495,180 $ 2,828 $ — $ 498,008 Programming and direct operating expenses — 262,352 609 — 262,961 Selling, general and administrative 29,577 112,388 782 — 142,747 Depreciation and amortization 1,924 50,410 2,842 — 55,176 Total Operating Expenses 31,501 425,150 4,233 — 460,884 Operating (Loss) Profit (31,501 ) 70,030 (1,405 ) — 37,124 Income on equity investments, net — 32,381 — — 32,381 Interest income 3,239 — — — 3,239 Interest expense (42,842 ) — — — (42,842 ) Pension and other postretirement periodic benefit credit, net 7,035 — — — 7,035 Loss on investment transaction — (5,001 ) — — (5,001 ) Other non-operating items, net (282 ) — — — (282 ) Intercompany income (charges) 12,413 (12,378 ) (35 ) — — (Loss) Income from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (51,938 ) 85,032 (1,440 ) — 31,654 Income tax (benefit) expense (20,046 ) 1,357 (3,733 ) — (22,422 ) Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 85,991 (179 ) — (85,812 ) — Income (Loss) from Continuing Operations $ 54,099 $ 83,496 $ 2,293 $ (85,812 ) $ 54,076 Income from Discontinued Operations, net of taxes — — — — — Net Income (Loss) $ 54,099 $ 83,496 $ 2,293 $ (85,812 ) $ 54,076 Net loss from continuing operations attributable to noncontrolling interests — — 23 — 23 Net Income (Loss) attributable to Tribune Media Company $ 54,099 $ 83,496 $ 2,316 $ (85,812 ) $ 54,099 Comprehensive Income (Loss) $ 57,988 $ 85,019 $ 2,214 $ (87,233 ) $ 57,988 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) THREE MONTHS ENDED SEPTEMBER 30 , 2017 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 448,248 $ 2,285 $ — $ 450,533 Programming and direct operating expenses — 296,987 550 — 297,537 Selling, general and administrative 25,955 99,673 879 — 126,507 Depreciation and amortization 2,902 49,902 3,137 — 55,941 Total Operating Expenses 28,857 446,562 4,566 — 479,985 Operating (Loss) Profit (28,857 ) 1,686 (2,281 ) — (29,452 ) (Loss) income on equity investments, net (482 ) 21,540 — — 21,058 Interest and dividend income 813 14 — — 827 Interest expense (40,313 ) — (76 ) — (40,389 ) Pension and other post retirement periodic benefit credit, net 5,703 — — — 5,703 Loss on extinguishments and modification of debt (1,384 ) — (51 ) — (1,435 ) (Loss) gain on investment transactions, net (143 ) 5,810 — — 5,667 Other non-operating items (753 ) — — — (753 ) Intercompany income (charges) 19,221 (19,179 ) (42 ) — — (Loss) Income from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (46,195 ) 9,871 (2,450 ) — (38,774 ) Income tax benefit (15,668 ) (3,562 ) (857 ) — (20,087 ) Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 11,840 (123 ) — (11,717 ) — (Loss) Income from Continuing Operations $ (18,687 ) $ 13,310 $ (1,593 ) $ (11,717 ) $ (18,687 ) Income from Discontinued Operations, net of taxes — — — — — Net (Loss) Income $ (18,687 ) $ 13,310 $ (1,593 ) $ (11,717 ) $ (18,687 ) Comprehensive (Loss) Income $ (18,062 ) $ 13,374 $ (1,074 ) $ (12,300 ) $ (18,062 ) TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) NINE MONTHS ENDED SEPTEMBER 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 1,422,620 $ 8,381 $ — $ 1,431,001 Programming and direct operating expenses — 673,567 1,975 — 675,542 Selling, general and administrative 72,011 326,324 2,246 — 400,581 Depreciation and amortization 6,397 150,291 8,912 — 165,600 Gain on sales of spectrum — (133,197 ) — — (133,197 ) Total Operating Expenses 78,408 1,016,985 13,133 — 1,108,526 Operating (Loss) Profit (78,408 ) 405,635 (4,752 ) — 322,475 Income on equity investments, net — 124,086 — — 124,086 Interest income 7,473 — — — 7,473 Interest expense (125,463 ) — — — (125,463 ) Pension and other postretirement periodic benefit credit, net 21,104 — — — 21,104 Loss on investment transactions, net — (1,113 ) — — (1,113 ) Other non-operating items, net (1,769 ) — — — (1,769 ) Intercompany income (charges) 37,238 (37,133 ) (105 ) — — (Loss) Income from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (139,825 ) 491,475 (4,857 ) — 346,793 Income tax (benefit) expense (37,221 ) 108,965 (4,648 ) — 67,096 Equity (deficit) in earnings of consolidated subsidiaries, net of taxes 382,334 (715 ) — (381,619 ) — Income (Loss) from Continuing Operations $ 279,730 $ 381,795 $ (209 ) $ (381,619 ) $ 279,697 Income (Loss) from Discontinued Operations, net of taxes — — — — — Net Income (Loss) $ 279,730 $ 381,795 $ (209 ) $ (381,619 ) $ 279,697 Net loss from continuing operations attributable to noncontrolling interests — — 33 — 33 Net Income (Loss) attributable to Tribune Media Company $ 279,730 $ 381,795 $ (176 ) $ (381,619 ) $ 279,730 Comprehensive Income (Loss) $ 290,680 $ 383,486 $ (713 ) $ (382,773 ) $ 290,680 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES COMPREHENSIVE INCOME (LOSS) NINE MONTHS ENDED SEPTEMBER 30 , 2017 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Operating Revenues $ — $ 1,352,933 $ 7,027 $ — $ 1,359,960 Programming and direct operating expenses — 785,816 5,798 — 791,614 Selling, general and administrative 100,188 336,566 2,596 — 439,350 Depreciation and amortization 8,788 148,591 9,383 — 166,762 Total Operating Expenses 108,976 1,270,973 17,777 — 1,397,726 Operating (Loss) Profit (108,976 ) 81,960 (10,750 ) — (37,766 ) (Loss) income on equity investments, net (1,521 ) 100,377 — — 98,856 Interest and dividend income 1,829 51 — — 1,880 Interest expense (118,929 ) — (403 ) — (119,332 ) Pension and other postretirement periodic benefit credit, net 17,111 — — — 17,111 Loss on extinguishments and modification of debt (20,436 ) — (51 ) — (20,487 ) Gain on investment transactions, net 4,807 5,810 — — 10,617 Write-downs of investment — (180,800 ) — — (180,800 ) Other non-operating items, net (1,407 ) — — — (1,407 ) Intercompany income (charges) 66,907 (66,756 ) (151 ) — — Loss from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries (160,615 ) (59,358 ) (11,355 ) — (231,328 ) Income tax benefit (56,260 ) (21,035 ) (4,311 ) — (81,606 ) (Deficit) equity in earnings of consolidated subsidiaries, net of taxes (45,367 ) (2,797 ) — 48,164 — (Loss) Income from Continuing Operations $ (149,722 ) $ (41,120 ) $ (7,044 ) $ 48,164 $ (149,722 ) Income (Loss) from Discontinued Operations, net of taxes 15,039 (1,904 ) 807 1,097 15,039 Net (Loss) Income $ (134,683 ) $ (43,024 ) $ (6,237 ) $ 49,261 $ (134,683 ) Comprehensive (Loss) Income $ (124,148 ) $ (37,036 ) $ 6,653 $ 30,383 $ (124,148 ) |
Condensed Consolidating Balance Sheets | TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF SEPTEMBER 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Assets Current Assets Cash and cash equivalents $ 881,201 $ 3,394 $ 3,156 $ — $ 887,751 Restricted cash and cash equivalents 16,607 — — — 16,607 Accounts receivable, net 180 391,929 1,065 — 393,174 Broadcast rights — 102,832 2,615 — 105,447 Income taxes receivable — 57,197 — — 57,197 Prepaid expenses 13,132 14,426 378 — 27,936 Other 5,310 1,196 5,451 — 11,957 Total current assets 916,430 570,974 12,665 — 1,500,069 Properties Property, plant and equipment 45,289 593,503 29,128 — 667,920 Accumulated depreciation (30,085 ) (228,543 ) (1,673 ) — (260,301 ) Net properties 15,204 364,960 27,455 — 407,619 Investments in subsidiaries 10,763,794 75,252 — (10,839,046 ) — Other Assets Broadcast rights — 112,720 442 — 113,162 Goodwill — 3,220,300 8,416 — 3,228,716 Other intangible assets, net — 1,417,344 70,190 — 1,487,534 Assets held for sale — — 28,955 — 28,955 Investments 850 1,210,546 20,477 — 1,231,873 Intercompany receivables 2,850,022 7,308,247 409,569 (10,567,838 ) — Other 63,239 142,616 999 (43,289 ) 163,565 Total other assets 2,914,111 13,411,773 539,048 (10,611,127 ) 6,253,805 Total Assets $ 14,609,539 $ 14,422,959 $ 579,168 $ (21,450,173 ) $ 8,161,493 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF SEPTEMBER 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Liabilities and Shareholders’ Equity (Deficit) Current Liabilities Accounts payable $ 20,679 $ 19,842 $ 1,434 $ — $ 41,955 Income taxes payable — 8,452 — — 8,452 Contracts payable for broadcast rights — 261,761 2,848 — 264,609 Deferred revenue — 13,127 866 — 13,993 Interest payable 14,473 — — — 14,473 Other 41,546 56,690 5,658 — 103,894 Total current liabilities 76,698 359,872 10,806 — 447,376 Non-Current Liabilities Long-term debt 2,924,340 — — — 2,924,340 Deferred income taxes — 564,730 59,638 (43,289 ) 581,079 Contracts payable for broadcast rights — 259,204 467 — 259,671 Intercompany payables 7,810,885 2,476,063 280,890 (10,567,838 ) — Other 344,255 121,834 24,380 — 490,469 Total non-current liabilities 11,079,480 3,421,831 365,375 (10,611,127 ) 4,255,559 Total liabilities 11,156,178 3,781,703 376,181 (10,611,127 ) 4,702,935 Shareholders’ Equity (Deficit) Common stock 102 — — — 102 Treasury stock (632,194 ) — — — (632,194 ) Additional paid-in-capital 4,023,769 9,041,422 204,299 (9,245,721 ) 4,023,769 Retained earnings (deficit) 98,795 1,600,819 (6,692 ) (1,594,127 ) 98,795 Accumulated other comprehensive (loss) income (37,111 ) (985 ) 183 802 (37,111 ) Total Tribune Media Company shareholders’ equity (deficit) 3,453,361 10,641,256 197,790 (10,839,046 ) 3,453,361 Noncontrolling interests — — 5,197 — 5,197 Total shareholders’ equity (deficit) 3,453,361 10,641,256 202,987 (10,839,046 ) 3,458,558 Total Liabilities and Shareholders’ Equity (Deficit) $ 14,609,539 $ 14,422,959 $ 579,168 $ (21,450,173 ) $ 8,161,493 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS AS OF DECEMBER 31, 2017 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Assets Current Assets Cash and cash equivalents $ 670,302 $ 1,501 $ 1,882 $ — $ 673,685 Restricted cash and cash equivalents 17,566 — — — 17,566 Accounts receivable, net 143 418,950 1,002 — 420,095 Broadcast rights — 126,668 2,506 — 129,174 Income taxes receivable — 18,274 — — 18,274 Prepaid expenses 8,647 11,245 266 — 20,158 Other 12,487 1,552 — — 14,039 Total current assets 709,145 578,190 5,656 — 1,292,991 Properties Property, plant and equipment 58,622 557,394 57,666 — 673,682 Accumulated depreciation (29,505 ) (196,644 ) (7,238 ) — (233,387 ) Net properties 29,117 360,750 50,428 — 440,295 Investments in subsidiaries 10,378,948 74,610 — (10,453,558 ) — Other Assets Broadcast rights — 133,567 116 — 133,683 Goodwill — 3,220,300 8,688 — 3,228,988 Other intangible assets, net — 1,534,761 78,904 — 1,613,665 Assets held for sale — 38,900 — — 38,900 Investments 850 1,258,851 22,090 — 1,281,791 Intercompany receivables 2,520,570 6,527,083 411,059 (9,458,712 ) — Other 65,743 135,373 376 (62,477 ) 139,015 Total other assets 2,587,163 12,848,835 521,233 (9,521,189 ) 6,436,042 Total Assets $ 13,704,373 $ 13,862,385 $ 577,317 $ (19,974,747 ) $ 8,169,328 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES AS OF DECEMBER 31, 2017 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Liabilities and Shareholders’ Equity (Deficit) Current Liabilities Accounts payable $ 24,529 $ 22,487 $ 1,303 $ — $ 48,319 Income taxes payable — 36,252 — — 36,252 Contracts payable for broadcast rights — 250,553 2,691 — 253,244 Deferred revenue — 11,074 868 — 11,942 Interest payable 30,525 — — — 30,525 Deferred spectrum auction proceeds — 172,102 — — 172,102 Other 44,817 57,063 3 — 101,883 Total current liabilities 99,871 549,531 4,865 — 654,267 Non-Current Liabilities Long-term debt 2,919,185 — — — 2,919,185 Deferred income taxes — 485,608 85,043 (62,477 ) 508,174 Contracts payable for broadcast rights — 300,269 151 — 300,420 Intercompany payables 7,044,972 2,148,695 265,045 (9,458,712 ) — Other 423,209 121,870 25,023 — 570,102 Total non-current liabilities 10,387,366 3,056,442 375,262 (9,521,189 ) 4,297,881 Total Liabilities 10,487,237 3,605,973 380,127 (9,521,189 ) 4,952,148 Shareholders’ Equity (Deficit) Common stock 101 — — — 101 Treasury stock (632,194 ) — — — (632,194 ) Additional paid-in-capital 4,011,530 9,040,065 202,942 (9,243,007 ) 4,011,530 Retained (deficit) earnings (114,240 ) 1,219,023 (6,516 ) (1,212,507 ) (114,240 ) Accumulated other comprehensive (loss) income (48,061 ) (2,676 ) 720 1,956 (48,061 ) Total Tribune Media Company shareholders’ equity (deficit) 3,217,136 10,256,412 197,146 (10,453,558 ) 3,217,136 Noncontrolling interests — — 44 — 44 Total shareholders’ equity (deficit) 3,217,136 10,256,412 197,190 (10,453,558 ) 3,217,180 Total Liabilities and Shareholders’ Equity (Deficit) $ 13,704,373 $ 13,862,385 $ 577,317 $ (19,974,747 ) $ 8,169,328 |
Condensed Consolidating Statement of Cash Flows | TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30 , 2018 Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Net cash (used in) provided by operating activities $ (145,783 ) $ 469,683 $ (17,051 ) $ — $ 306,849 Investing Activities Capital expenditures (8,822 ) (36,175 ) (2,455 ) — (47,452 ) Spectrum repack reimbursements — 6,967 — — 6,967 Proceeds from sales of real estate and other assets — 66 — — 66 Proceeds from the sales of investments — 15,232 — — 15,232 Other, net — (84 ) 1,613 — 1,529 Net cash used in investing activities (8,822 ) (13,994 ) (842 ) — (23,658 ) Financing Activities Payments of dividends (65,776 ) — — — (65,776 ) Tax withholdings related to net share settlements of share-based awards (5,765 ) — — — (5,765 ) Proceeds from stock option exercises 982 — — — 982 Contributions from noncontrolling interests, net — — 475 — 475 Change in intercompany receivables and payables and intercompany contributions 435,104 (453,796 ) 18,692 — — Net cash provided by (used in) financing activities 364,545 (453,796 ) 19,167 — (70,084 ) Net Increase in Cash, Cash Equivalents and Restricted Cash 209,940 1,893 1,274 — 213,107 Cash, cash equivalents and restricted cash, beginning of period 687,868 1,501 1,882 — 691,251 Cash, cash equivalents and restricted cash, end of period $ 897,808 $ 3,394 $ 3,156 $ — $ 904,358 Cash, Cash Equivalents and Restricted Cash are Comprised of: Cash and cash equivalents $ 881,201 $ 3,394 $ 3,156 $ — $ 887,751 Restricted cash 16,607 — — — 16,607 Total cash, cash equivalents and restricted cash $ 897,808 $ 3,394 $ 3,156 $ — $ 904,358 TRIBUNE MEDIA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30 , 2017 (In thousands of dollars) Parent (Tribune Media Company) Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Tribune Media Company Consolidated Net cash (used in) provided by operating activities $ (184,784 ) $ 346,753 $ 9,525 $ — $ 171,494 Investing Activities Capital expenditures (3,812 ) (33,645 ) (3,966 ) — (41,423 ) Net proceeds from the sale of business 574,817 (8,168 ) (12,162 ) — 554,487 Proceeds from FCC spectrum auction — 172,102 — — 172,102 Proceeds from sales of real estate and other assets — 61,240 — — 61,240 Proceeds from sales of investments 5,769 142,552 — — 148,321 Distributions from equity investments — 4,608 — — 4,608 Other, net — (25 ) 805 — 780 Net cash provided by (used in) investing activities 576,774 338,664 (15,323 ) — 900,115 Financing Activities Long-term borrowings 202,694 — — — 202,694 Repayments of long-term debt (688,708 ) — (14,819 ) — (703,527 ) Long-term debt issuance costs (1,689 ) — — — (1,689 ) Payments of dividends (564,499 ) — — — (564,499 ) Tax withholdings related to net share settlements of share-based awards (8,030 ) — — — (8,030 ) Proceeds from stock option exercises 11,231 — — — 11,231 Contributions from noncontrolling interests — — 1,318 — 1,318 Change in intercompany receivables and payables and intercompany contributions (1) 680,631 (690,989 ) 10,358 — — Net cash used in financing activities (368,370 ) (690,989 ) (3,143 ) — (1,062,502 ) Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash 23,620 (5,572 ) (8,941 ) — 9,107 Cash, cash equivalents and restricted cash, beginning of period 592,204 7,378 11,616 — 611,198 Cash, cash equivalents and restricted cash, end of period $ 615,824 $ 1,806 $ 2,675 $ — $ 620,305 Cash, Cash Equivalents and Restricted Cash are Comprised of: Cash and cash equivalents $ 598,258 $ 1,806 $ 2,675 $ — $ 602,739 Restricted cash 17,566 — — — 17,566 Total cash, cash equivalents and restricted cash $ 615,824 $ 1,806 $ 2,675 $ — $ 620,305 (1) Excludes the impact of a $54 million non-cash settlement of intercompany balances upon dissolution of certain Guarantor and Non-Guarantor subsidiaries included in the Gracenote Sale. |
Basis Of Presentation And Sig_4
Basis Of Presentation And Significant Accounting Policies (Details) | Aug. 09, 2018USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) | May 08, 2018USD ($)television_station | Dec. 31, 2016USD ($) | |
Investment Holdings [Line Items] | |||||||||
Operating revenues | [1] | $ 498,008,000 | $ 450,533,000 | $ 1,431,001,000 | $ 1,359,960,000 | ||||
Costs and Expenses | 460,884,000 | 479,985,000 | 1,108,526,000 | 1,397,726,000 | |||||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | 6,000,000 | 17,000,000 | $ 23,000,000 | ||||||
Restricted cash and cash equivalents | 16,607,000 | 17,566,000 | $ 16,607,000 | 17,566,000 | 17,566,000 | $ 17,566,000 | |||
Deferred Revenue and Other LT Liability, Useful Lives, Spectrum | 30 years | ||||||||
Operating profit | [1],[2] | 37,124,000 | (29,452,000) | $ 322,475,000 | (37,766,000) | ||||
Federal Communications Commission Regulation, Proceeds Received From Auction | 191,000,000 | ||||||||
Dreamcatcher Stations | |||||||||
Investment Holdings [Line Items] | |||||||||
Federal Communications Commission Regulation, Proceeds Received From Auction | 21,000,000 | 26,000,000 | |||||||
Dreamcatcher Stations | Variable Interest Entity, Primary Beneficiary | |||||||||
Investment Holdings [Line Items] | |||||||||
Operating revenues | 20,000,000 | 17,000,000 | 57,000,000 | 52,000,000 | |||||
Operating profit | 4,000,000 | 3,000,000 | 12,000,000 | 8,000,000 | |||||
Corporate and Other | |||||||||
Investment Holdings [Line Items] | |||||||||
Operating revenues | [1] | 3,389,000 | 3,226,000 | 9,263,000 | 10,559,000 | ||||
Operating profit | [1],[2] | (30,171,000) | (28,095,000) | (76,439,000) | (106,641,000) | ||||
Barter | |||||||||
Investment Holdings [Line Items] | |||||||||
Operating revenues | 7,000,000 | $ 7,000,000 | 21,000,000 | $ 21,000,000 | |||||
Costs and Expenses | 7,000,000 | 21,000,000 | |||||||
Program rights | 51,000,000 | 51,000,000 | 45,000,000 | ||||||
Program Rights Obligations | $ 51,000,000 | $ 51,000,000 | $ 45,000,000 | ||||||
Sinclair Merger | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||||||
Investment Holdings [Line Items] | |||||||||
Television stations, Tribune to sell upon close of merger | television_station | 7 | ||||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 910,000,000 | ||||||||
Fox Purchase Agreement | |||||||||
Investment Holdings [Line Items] | |||||||||
Contract Termination Fee | $ 0 | ||||||||
[1] | (1)See Note 2 for the disclosures of operating revenues and operating loss included in discontinued operations for the historical periods. | ||||||||
[2] | (2)Operating profit (loss) for each segment excludes income and loss on equity investments, interest and dividend income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. |
Basis Of Presentation And Sig_5
Basis Of Presentation And Significant Accounting Policies - Disaggregated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | ||||
Operating revenues | [1] | $ 498,008 | $ 450,533 | $ 1,431,001 | $ 1,359,960 | ||
Television and Entertainment | |||||||
Operating revenues | 494,619 | 447,307 | [2] | 1,421,738 | 1,349,401 | [2] | |
Advertising | Television and Entertainment | |||||||
Operating revenues | 327,248 | 295,130 | [2] | 909,118 | 899,701 | [2] | |
Retransmission revenues | Television and Entertainment | |||||||
Operating revenues | 116,625 | 104,587 | [2] | 351,952 | 303,800 | [2] | |
Carriage fees | Television and Entertainment | |||||||
Operating revenues | 40,069 | 30,930 | [2] | 122,546 | 96,407 | [2] | |
Barter/trade | Television and Entertainment | |||||||
Operating revenues | [3] | 2,660 | 9,559 | [2] | 7,142 | 28,052 | [2] |
Other revenue | Television and Entertainment | |||||||
Operating revenues | $ 8,017 | $ 7,101 | [2] | $ 30,980 | $ 21,441 | [2] | |
[1] | (1)See Note 2 for the disclosures of operating revenues and operating loss included in discontinued operations for the historical periods. | ||||||
[2] | (1)Prior period amounts have not been adjusted under the modified retrospective method. | ||||||
[3] | (2)For the three and nine months ended September 30, 2017, barter revenue totaled $7 million and $21 million, respectively. |
Basis Of Presentation And Sig_6
Basis Of Presentation And Significant Accounting Policies - Disaggregated Revenue Parenthetical (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | ||
Operating revenues | [1] | $ 498,008 | $ 450,533 | $ 1,431,001 | $ 1,359,960 |
Barter | |||||
Operating revenues | $ 7,000 | $ 7,000 | $ 21,000 | $ 21,000 | |
[1] | (1)See Note 2 for the disclosures of operating revenues and operating loss included in discontinued operations for the historical periods. |
Basis Of Presentation And Sig_7
Basis Of Presentation And Significant Accounting Policies - Dreamcatcher (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | |
Variable Interest Entity [Line Items] | |||
Broadcast rights | $ 113,162 | $ 133,683 | |
Other intangible assets, net | 1,487,534 | 1,613,665 | |
Other assets | 163,565 | 139,015 | |
Total Assets (1) | [1] | 8,161,493 | 8,169,328 |
Contracts payable for broadcast rights | 264,609 | 253,244 | |
Other liabilities | 155,695 | 163,899 | |
Total Liabilities (1) | [1] | 4,702,935 | 4,952,148 |
Variable Interest Entity, Primary Beneficiary | |||
Variable Interest Entity [Line Items] | |||
Total Assets (1) | 75,000 | 81,000 | |
Total Liabilities (1) | 29,000 | 29,000 | |
Dreamcatcher | Variable Interest Entity, Primary Beneficiary | |||
Variable Interest Entity [Line Items] | |||
Broadcast rights | 3,056 | 2,622 | |
Other intangible assets, net | 64,018 | 71,914 | |
Other assets | 7,793 | 6,852 | |
Total Assets (1) | 74,867 | 81,388 | |
Contracts payable for broadcast rights | 2,848 | 2,691 | |
Long-term deferred revenue | 24,380 | 25,030 | |
Other liabilities | 1,333 | 1,017 | |
Total Liabilities (1) | $ 28,561 | $ 28,738 | |
[1] | (1) The Company’s consolidated total assets as of September 30, 2018 and December 31, 2017 include total assets of variable interest entities (“VIEs”) of $75 million and $81 million, respectively, which can only be used to settle the obligations of the VIEs. The Company’s consolidated total liabilities as of both September 30, 2018 and December 31, 2017 include total liabilities of the VIEs of $29 million, for which the creditors of the VIEs have no recourse to the Company (see Note 1). |
Discontinued Operations Narrati
Discontinued Operations Narrative (Details) - USD ($) | Feb. 01, 2017 | Jan. 31, 2017 | Jun. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Repayments of Long-term Debt | $ 0 | $ 703,527,000 | |||||
Amended Secured Credit Facility | Term B Loans | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Repayments of Long-term Debt | $ 400,000,000 | ||||||
Discontinued Operations, Disposed of by Sale | Gracenote Companies | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 560,000,000 | ||||||
Proceeds from Divestiture of Businesses | $ 581,000,000 | 584,000,000 | |||||
Proceeds from Divestiture of Business, Working Capital Adjustment | $ 3,000,000 | ||||||
Pretax gain on the disposal of discontinued operations | 34,510,000 | [1],[2] | $ 33,000,000 | ||||
Disposal Group, Including Discontinued Operation, Legal and Professional Fees | $ 10,000,000 | ||||||
Discontinued Operation, Amounts of Material Contingent Liabilities Remaining | $ 0 | ||||||
[1] | (1) Results of operations for the Gracenote Companies are reflected through January 31, 2017, the date of the Gracenote Sale. | ||||||
[2] | (2)No depreciation expense or amortization expense was recorded by the Company in 2017 as the Gracenote Companies’ assets were held for sale as of December 31, 2016. |
Discontinued Operations Graceno
Discontinued Operations Gracenote Companies Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Income from discontinued operations, net of taxes | $ 0 | $ 0 | $ 0 | $ 15,039 | |||
Gracenote Companies | Discontinued Operations, Disposed of by Sale | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Operating revenues | [1],[2] | 18,168 | |||||
Direct operating expenses | [1],[2] | 7,292 | |||||
Selling, general and administrative | [1],[2] | 15,349 | |||||
Operating loss | [1],[2] | (4,473) | |||||
Interest income | [1],[2] | 16 | |||||
Interest expense (3) | [1],[2],[3] | (1,261) | |||||
Loss before income taxes | [1],[2] | (5,718) | |||||
Pretax gain on the disposal of discontinued operations | 34,510 | [1],[2] | $ 33,000 | ||||
Total pretax (loss) income on discontinued operations | [1],[2] | 28,792 | |||||
Income tax expense (4) | [1],[2],[4] | 13,753 | |||||
Income from discontinued operations, net of taxes | [1],[2] | $ 15,039 | |||||
[1] | (1) Results of operations for the Gracenote Companies are reflected through January 31, 2017, the date of the Gracenote Sale. | ||||||
[2] | (2)No depreciation expense or amortization expense was recorded by the Company in 2017 as the Gracenote Companies’ assets were held for sale as of December 31, 2016. | ||||||
[3] | (3) The Company used $400 million of proceeds from the Gracenote Sale to prepay a portion of its outstanding borrowings under the Company’s Term Loan Facility (as defined and described in Note 6). Interest expense associated with the Company’s outstanding Term Loan Facility was allocated to discontinued operations based on the ratio of the $400 million prepayment to the total outstanding indebtedness under the Term Loan Facility in effect in each respective period. | ||||||
[4] | (4)The effective tax rate on pretax income from discontinued operations was 47.8% for the nine months ended September 30, 2017. The 2017 rate differs from the U.S. federal statutory rate of 35% primarily due to state income taxes (net of federal benefit), foreign tax rate differences, and an adjustment relating to the sale of the Gracenote Companies. |
Discontinued Operations Grace_2
Discontinued Operations Gracenote Companies Statement of Operations Footnote (Details) - USD ($) $ in Thousands | Feb. 01, 2017 | Sep. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Repayments of Long-term Debt | $ 0 | $ 703,527 | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 21.00% | 35.00% | |
Gracenote Companies | Discontinued Operations, Disposed of by Sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Effective Income Tax Rate Reconciliation, Discontinued Operations, Percent | 47.80% | |||
Amended Secured Credit Facility | Term B Loans | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Repayments of Long-term Debt | $ 400,000 |
Discontinued Operations Grace_3
Discontinued Operations Gracenote Companies Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Stock-based compensation | $ 6,000 | $ 5,000 | $ 16,104 | $ 27,432 | ||
Capital expenditures | 22,505 | 13,324 | 47,452 | 41,423 | ||
Net proceeds from the sale of business (3) | 0 | 554,487 | ||||
Gracenote Companies | Discontinued Operations, Disposed of by Sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Stock-based compensation | 0 | 1,992 | [1] | |||
Capital expenditures | $ 0 | $ 0 | $ 0 | 1,578 | [1],[2] | |
Net proceeds from the sale of business (3) | [1],[2],[3] | $ 554,487 | ||||
[1] | (1) Results of operations for the Gracenote Companies are reflected through January 31, 2017, the date of the Gracenote Sale. | |||||
[2] | (2)Non-cash investing and financing activities of Digital and Data businesses included in the Gracenote Sale were immaterial. | |||||
[3] | (3)Net proceeds from the sale of business reflects the gross proceeds from the Gracenote sale of $584 million, net of $20 million of the Gracenote Companies’ cash, cash equivalents and restricted cash included in the sale and $9 million of selling costs. |
Discontinued Operations Grace_4
Discontinued Operations Gracenote Companies Cash Flow Footnote (Details) - Gracenote Companies - Discontinued Operations, Disposed of by Sale - USD ($) $ in Millions | Jan. 31, 2017 | Sep. 30, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Proceeds from Divestiture of Businesses | $ 581 | $ 584 |
Cash, cash equivalents and restricted cash | $ 20 | |
Disposal Groups, Including Discontinued Operations, Selling Costs | $ 9 |
Assets Held For Sale and Sale_3
Assets Held For Sale and Sales of Real Estate (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | |
Assets held for sale | [1] | $ 28,955 | $ 38,900 |
FCC Licenses | |||
Assets held for sale | 0 | 38,900 | |
Real Estate | |||
Assets held for sale | $ 28,955 | $ 0 | |
[1] | (3)See Note 3 for information regarding assets held for sale. |
Assets Held For Sale and Sale_4
Assets Held For Sale and Sales of Real Estate Narrative (Details) $ in Thousands | Oct. 23, 2018USD ($) | Oct. 09, 2018USD ($) | Aug. 04, 2017USD ($) | May 22, 2017USD ($)property | Apr. 21, 2017USD ($)property | Jan. 31, 2017USD ($)property | Jan. 26, 2017USD ($) | Dec. 31, 2018USD ($) | Mar. 31, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)property | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) |
Long Lived Assets Held-for-sale [Line Items] | |||||||||||||
Assets Held for Sale, Number of Properties Held for Sale | property | 1 | ||||||||||||
Proceeds from sale of real estate | $ 61,000 | ||||||||||||
Gain (Loss) on Sale of Properties | $ 65 | $ 0 | 365 | ||||||||||
Proceeds from FCC spectrum auction | $ 0 | $ 172,102 | $ 172,000 | ||||||||||
FCC Licenses | |||||||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||||||
Gain (Loss) on Disposition of Intangible Assets | $ 133,000 | ||||||||||||
Denver, CO Property | |||||||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||||||
Proceeds from sale of real estate | $ 23,000 | ||||||||||||
Chicago, IL Property | |||||||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||||||
Proceeds from sale of real estate | $ 1,000 | $ 22,000 | |||||||||||
Assets Held for Sale, Number of Properties Sold | property | 2 | 1 | |||||||||||
Sale Leaseback Transaction, Lease Terms | P10Y | ||||||||||||
Gain (loss) on sales of real estate, deferred | $ 13,000 | ||||||||||||
Baltimore, MD Property | |||||||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||||||
Proceeds from sale of real estate | $ 15,000 | ||||||||||||
Assets Held for Sale, Number of Properties Sold | property | 2 | ||||||||||||
Williamsburg, VA Property | |||||||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||||||
Proceeds from sale of real estate | $ 1,000 | ||||||||||||
Scenario, Forecast | Hartford, CT Property | |||||||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||||||
Gain (Loss) on Sale of Properties | $ 1,000 | ||||||||||||
Subsequent Event | |||||||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||||||
Proceeds from sale of real estate | 59,000 | ||||||||||||
Gain (Loss) on Sale of Properties | $ 25,000 | ||||||||||||
Subsequent Event | Melville, NY Property | |||||||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||||||
Proceeds from sale of real estate | $ 53,000 | ||||||||||||
Gain (Loss) on Sale of Properties | $ 24,000 | ||||||||||||
Subsequent Event | Hartford, CT Property | |||||||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||||||
Proceeds from sale of real estate | $ 6,000 |
Goodwill And Other Intangible_3
Goodwill And Other Intangible Assets - (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Indefinite-lived Intangible Assets [Line Items] | ||
Other intangible assets not subject to amortization | $ 755,100 | $ 755,100 |
Total other intangible assets, net (excluding goodwill) | 1,487,534 | 1,613,665 |
Goodwill | 3,228,716 | 3,228,988 |
Total goodwill and other intangible assets | 4,716,250 | 4,842,653 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | 1,588,238 | 1,588,750 |
Intangible assets, accumulated amortization | (855,804) | (730,185) |
Intangible assets subject to amortization, net | 732,434 | 858,565 |
FCC Licenses | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Other intangible assets not subject to amortization | 740,300 | 740,300 |
Trade Names | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Other intangible assets not subject to amortization | 14,800 | 14,800 |
Affiliate Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | 212,000 | 212,000 |
Intangible assets, accumulated amortization | (76,188) | (66,250) |
Intangible assets subject to amortization, net | $ 135,812 | 145,750 |
Useful life (years) | 16 years | |
Advertiser relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 168,000 | 168,000 |
Intangible assets, accumulated amortization | (120,750) | (105,000) |
Intangible assets subject to amortization, net | $ 47,250 | 63,000 |
Useful life (years) | 8 years | |
Network Affiliation Agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 362,000 | 362,000 |
Intangible assets, accumulated amortization | (206,546) | (175,337) |
Intangible assets subject to amortization, net | $ 155,454 | 186,663 |
Network Affiliation Agreements | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 5 years | |
Network Affiliation Agreements | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 16 years | |
Retransmission Consent Agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 830,100 | 830,100 |
Intangible assets, accumulated amortization | (444,563) | (377,033) |
Intangible assets subject to amortization, net | $ 385,537 | 453,067 |
Retransmission Consent Agreements | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 7 years | |
Retransmission Consent Agreements | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 12 years | |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 16,138 | 16,650 |
Intangible assets, accumulated amortization | (7,757) | (6,565) |
Intangible assets subject to amortization, net | $ 8,381 | $ 10,085 |
Other Intangible Assets | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 5 years | |
Other Intangible Assets | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 15 years |
Goodwill And Other Intangible_4
Goodwill And Other Intangible Assets - Changes in carrying amounts of intangible assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Finite-lived Intangible Assets [Roll Forward] | ||
Balance as of December 31, 2017 | $ 858,565 | |
Amortization | (125,704) | |
Balance Sheet Reclassifications | (226) | |
Foreign currency translation adjustment | (201) | |
Balance as of September 30, 2018 | 732,434 | |
Indefinite-lived Intangible Assets [Roll Forward] | ||
Balance at December 31, 2017 | 755,100 | |
Balance as of September 30, 2018 | 755,100 | |
Goodwill [Roll Forward] | ||
Gross balance as of December 31, 2017 | $ 3,609,988 | |
Accumulated impairment losses at December 31, 2017 | (381,000) | |
Balance at December 31, 2017 | 3,228,988 | |
Foreign currency translation adjustment | (272) | |
Balance as of September 30, 2018 | 3,228,716 | |
Total goodwill and other intangible assets | $ 4,716,250 | $ 4,842,653 |
Goodwill And Other Intangible_5
Goodwill And Other Intangible Assets - Narrative (Details) $ in Millions | Sep. 30, 2018USD ($) |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |
Amortization expense relating to amortizable intangible assets, remainder of 2018 | $ 42 |
Amortization expense relating to amortizable intangible assets, 2019 | 140 |
Amortization expense relating to amortizable intangible assets, 2020 | 134 |
Amortization expense relating to amortizable intangible assets, 2021 | 103 |
Amortization expense relating to amortizable intangible assets, 2022 | 84 |
Amortization expense relating to amortizable intangible assets, 2023 | $ 57 |
Investments Total Investments (
Investments Total Investments (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Investments [Abstract] | ||
Equity method investments | $ 1,205,893 | $ 1,254,198 |
Other Equity Investments | 25,980 | 27,593 |
Total investments | $ 1,231,873 | $ 1,281,791 |
Investments Equity Method Inves
Investments Equity Method Investments Table (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Investments [Abstract] | ||||
Income on equity investments, net, before amortization of basis difference | $ 44,850 | $ 33,609 | $ 161,493 | $ 139,808 |
Amortization of basis difference | (12,469) | (12,551) | (37,407) | (40,952) |
Income on equity investments, net | $ 32,381 | $ 21,058 | $ 124,086 | $ 98,856 |
Investments Equity Method Inv_2
Investments Equity Method Investments (Details) - USD ($) $ in Thousands | May 14, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2012 |
Schedule of Equity Method Investments [Line Items] | |||||||
Aggregate fair value of investments as of Effective Date | $ 2,224,000 | ||||||
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | $ 648,000 | $ 648,000 | |||||
Equity Method Investment, Net Intangible Assets Subject to Amortization of Basis Difference, Useful Life | 15 years | ||||||
Distributions from equity investments | $ 158,926 | $ 177,953 | |||||
Equity method investments | 1,205,893 | 1,205,893 | $ 1,254,198 | ||||
Income on equity investments, net | 32,381 | $ 21,058 | 124,086 | 98,856 | |||
Write-downs of investment | 0 | 0 | 0 | 180,800 | |||
Other Equity Investments | 25,980 | 25,980 | 27,593 | ||||
Television Food Network, G.P. | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Distributions from equity investments | $ 0 | 17,000 | $ 153,000 | 167,000 | |||
Equity method investment, ownership percentage | 31.00% | 31.00% | |||||
Equity method investments | $ 1,195,000 | $ 1,195,000 | 1,234,000 | ||||
Income on equity investments, net | 32,000 | 26,000 | 114,000 | 103,000 | |||
CareerBuilder, LLC | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Distributions from equity investments | $ 5,000 | 0 | 16,000 | $ 6,000 | |||
Equity Method Investment, Realized Gain (Loss) on Disposal | $ (5,000) | 6,000 | 4,000 | ||||
Equity method investment, ownership percentage | 6.00% | 6.00% | |||||
Equity method investments | $ 10,000 | ||||||
Income on equity investments, net | $ 11,000 | $ 400 | (5,000) | $ 10,000 | (3,000) | ||
Write-downs of investment | $ 181,000 | ||||||
Proceeds from Sale of Equity Method Investments | $ 11,000 | $ 158,000 | |||||
Dose Media, LLC | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Equity method investment, ownership percentage | 25.00% | 25.00% | |||||
Equity method investments | $ 0 | $ 0 | |||||
Revaluation of Assets | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Fresh-Start Adjustment, Increase (Decrease), Investments | 1,615,000 | ||||||
Fresh-Start Adjustment, Carrying Value of Equity Investees' Amortizable Intangible Assets | 1,108,000 | ||||||
Fresh-Start Adjustment, Carrying Value of Equity Investees' Goodwill and Intangible Assets not Subject to Amortization | $ 507,000 |
Investments Cash Distributions
Investments Cash Distributions from Equity Method Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | ||||
Cash distributions from equity investments | $ 0 | $ 32,911 | $ 158,926 | $ 182,561 |
Investments TV Food Network (De
Investments TV Food Network (Details) - Television Food Network, G.P. - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Schedule of Equity Method Investments [Line Items] | ||||
Revenues, net | $ 294,308 | $ 274,754 | $ 924,407 | $ 880,868 |
Operating income (loss) | 139,679 | 157,207 | 474,223 | 547,363 |
Net income | $ 142,903 | $ 123,009 | $ 484,781 | $ 447,348 |
Investments Career Builder (Det
Investments Career Builder (Details) - CareerBuilder, LLC and Dose Media, LLC - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Schedule of Equity Method Investments [Line Items] | ||||
Revenues, net | $ 119,502 | $ 165,961 | $ 432,330 | $ 505,383 |
Operating income (loss) | 10,698 | (9,661) | 26,759 | 373 |
Net income (loss) | $ 3,884 | $ (14,090) | $ 102,541 | $ (842) |
Investments Other Equity Invest
Investments Other Equity Investments (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Aug. 21, 2018 | Oct. 27, 2009 | |
Line of Credit Facility [Line Items] | ||||
Proceeds from the sales of investments | $ 15,232 | $ 148,321 | ||
Gain on investment transaction | (1,113) | $ 10,617 | ||
Other Equity Investment | ||||
Line of Credit Facility [Line Items] | ||||
Proceeds from the sales of investments | 4,000 | |||
Gain on investment transaction | 4,000 | |||
New Cubs LLC | Payment Guarantee | ||||
Line of Credit Facility [Line Items] | ||||
Guarantor maximum exposure | $ 249,000 | $ 699,000 | ||
CEV LLC | ||||
Line of Credit Facility [Line Items] | ||||
Investment Ownership Percentage | 5.00% | 5.00% |
Investments Marketable Equity S
Investments Marketable Equity Securities (Details) - USD ($) $ in Thousands | Jan. 31, 2017 | Mar. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Aug. 04, 2014 |
Schedule of Equity Method Investments [Line Items] | |||||
Gain on investment transaction | $ (1,113) | $ 10,617 | |||
Tribune Publishing | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Tribune Publishing common stock retained, shares | 381,354 | ||||
Ownership percentage in common stock | 1.50% | ||||
Proceeds from the sale of investment | $ 5,000 | ||||
Gain on investment transaction | $ 5,000 |
Investments Variable Interests
Investments Variable Interests (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Topix LLC | Variable Interest Entity, Not Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Maximum loss exposure amount | $ 6 | $ 6 |
Debt - Long-term Debt (Details)
Debt - Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Total debt, net of discounts | $ 2,924,340 | $ 2,919,185 |
Senior Notes | 5.875% Senior Notes due 2022 | ||
Debt Instrument [Line Items] | ||
Total debt, net of discounts | 1,089,437 | 1,087,351 |
Term B Loans | Senior Secured Credit Agreement | ||
Debt Instrument [Line Items] | ||
Total debt, net of discounts | 188,197 | 187,725 |
Term C Loans | Senior Secured Credit Agreement | ||
Debt Instrument [Line Items] | ||
Total debt, net of discounts | $ 1,646,706 | $ 1,644,109 |
Debt - Footnotes (Details)
Debt - Footnotes (Details) - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Senior Notes | 5.875% Senior Notes due 2022 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.875% | |
Debt issuance costs | $ 10,563,000 | $ 12,649,000 |
Debt Instrument, Face Amount | $ 1,100,000,000 | |
Term B Loans | Senior Secured Credit Agreement | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Effective Percentage | 3.84% | |
Debt instrument, unamortized discount and debt issuance costs | $ 1,428,000 | 1,900,000 |
Debt Instrument, Face Amount | $ 190,000,000 | 190,000,000 |
Term C Loans | Senior Secured Credit Agreement | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Effective Percentage | 3.85% | |
Debt instrument, unamortized discount and debt issuance costs | $ 19,186,000 | 21,783,000 |
Debt Instrument, Face Amount | 1,666,000,000 | 1,666,000,000 |
Revolving Credit Facility | Senior Secured Credit Agreement | ||
Debt Instrument [Line Items] | ||
Long-term Line of Credit | 0 | 0 |
Line of Credit Facility, Maximum Borrowing Capacity | $ 420,000,000 | $ 420,000,000 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | Feb. 01, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Jun. 22, 2017 | Jan. 27, 2017 |
Debt Instrument [Line Items] | |||||||||
Long-term debt | $ 2,924,340,000 | $ 2,924,340,000 | $ 2,919,185,000 | ||||||
Debt discount paid | 0 | $ 1,689,000 | |||||||
Repayment of outstanding borrowings | 0 | (703,527,000) | |||||||
Loss on extinguishments and modification of debt | 0 | $ (1,435,000) | 0 | $ (20,487,000) | |||||
Proceeds Received From FCC Spectrum Auction | 191,000,000 | ||||||||
Dreamcatcher Stations | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayment of outstanding borrowings | (12,600,000) | ||||||||
Proceeds Received From FCC Spectrum Auction | 21,000,000 | 26,000,000 | |||||||
Senior Secured Credit Agreement | |||||||||
Debt Instrument [Line Items] | |||||||||
Standby letters of credit outstanding | 20,000,000 | 20,000,000 | 21,000,000 | ||||||
Senior Secured Credit Agreement | Term B Loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 188,197,000 | 188,197,000 | 187,725,000 | ||||||
Debt instrument, face amount | 190,000,000 | 190,000,000 | 190,000,000 | ||||||
Debt instrument, unamortized discount and debt issuance costs | 1,428,000 | 1,428,000 | 1,900,000 | ||||||
Senior Secured Credit Agreement | Term C Loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 1,646,706,000 | 1,646,706,000 | 1,644,109,000 | ||||||
Debt instrument, face amount | 1,666,000,000 | 1,666,000,000 | 1,666,000,000 | ||||||
Debt instrument, unamortized discount and debt issuance costs | 19,186,000 | 19,186,000 | 21,783,000 | ||||||
Discount issued | $ 4,000,000 | ||||||||
Debt discount paid | $ 13,000,000 | ||||||||
Payment of debt issuance costs, deferred | $ 1,000,000 | ||||||||
Senior Secured Credit Agreement | Term Loan Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, unamortized discount and debt issuance costs | 21,000,000 | 21,000,000 | 24,000,000 | ||||||
Payments of Debt Restructuring Costs | 12,000,000 | ||||||||
Senior Secured Credit Agreement | Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Revolving credit facility borrowings outstanding | 0 | 0 | 0 | ||||||
Borrowing capacity under senior secured credit facility | 420,000,000 | 420,000,000 | 420,000,000 | ||||||
Amended Secured Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Loss on extinguishments and modification of debt | 1,000,000 | 19,000,000 | |||||||
Amended Secured Credit Facility | Term B Loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayment of outstanding borrowings | $ (400,000,000) | ||||||||
Write off of Deferred Debt Issuance Cost | 6,000,000 | ||||||||
Debt Instrument, Unamortized Discount Write-off on Extinguishment | $ 1,000,000 | ||||||||
Amended Secured Credit Facility | Term Loan Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayment of outstanding borrowings | $ (102,000,000) | (102,000,000) | |||||||
5.875% Senior Notes due 2022 | Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 1,089,437,000 | 1,089,437,000 | 1,087,351,000 | ||||||
Debt instrument, face amount | $ 1,100,000,000 | $ 1,100,000,000 | |||||||
Stated interest rate | 5.875% | 5.875% | |||||||
Debt issuance costs | $ 10,563,000 | $ 10,563,000 | $ 12,649,000 | ||||||
Debt Instrument, Consent Vote Percentage | 93.23% |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Jan. 27, 2017 | |
Senior Notes | 5.875% Senior Notes due 2022 | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Stated interest rate | 5.875% | 5.875% | |||
Designated as Hedging Instrument | Interest Rate Swap | Noncurrent Assets | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest Rate Cash Flow Hedge | $ 17 | $ 17 | |||
Cash Flow Hedging | Designated as Hedging Instrument | Interest Rate Swap | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Derivative, Notional Amount | $ 500 | ||||
Loss on cash flow hedge | $ 0.2 | $ 1 | 1 | $ 4 | |
Expected reclassification of AOCI into Interest Expense | $ (2) |
Fair Value Measurements Estimat
Fair Value Measurements Estimated Fair Values and Carrying Amounts (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | $ 2,924,340 | $ 2,919,185 |
Senior Secured Credit Agreement | Term B Loans | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | 188,197 | 187,725 |
Senior Secured Credit Agreement | Term B Loans | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long term debt | 190,455 | 189,704 |
Senior Secured Credit Agreement | Term C Loans | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | 1,646,706 | 1,644,109 |
Senior Secured Credit Agreement | Term C Loans | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long term debt | 1,670,057 | 1,666,942 |
5.875% Senior Notes due 2022 | Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | 1,089,437 | 1,087,351 |
5.875% Senior Notes due 2022 | Senior Notes | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long term debt | 1,124,310 | 1,132,417 |
Senior Notes | 5.875% Senior Notes due 2022 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | $ 1,089,437 | $ 1,087,351 |
Stated interest rate | 5.875% |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Mar. 23, 2018USD ($) | Dec. 08, 2008subsidiary | Feb. 29, 2012USD ($) | Sep. 30, 2018USD ($)claim | Mar. 31, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)claim | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2012claim | Nov. 09, 2018television_stationradio_station | Apr. 13, 2017station | Dec. 31, 2016USD ($) | Aug. 12, 2016case |
Loss Contingencies [Line Items] | ||||||||||||||
Number of direct and indirect wholly-owned subsidiaries included in bankruptcy filing | subsidiary | 110 | |||||||||||||
Number of proofs of claim settled or satisfied pursuant to the terms of the plan | case | 106 | |||||||||||||
Number of complaints filed | claim | 7,400 | |||||||||||||
Restricted cash and cash equivalents | $ 16,607 | $ 17,566 | $ 16,607 | $ 17,566 | $ 17,566 | $ 17,566 | ||||||||
Number of proofs of claim subject to further evaluation and adjustments | claim | 403 | 403 | ||||||||||||
Reorganization Items | $ 244 | 753 | $ 1,822 | 1,452 | ||||||||||
Federal Communications Commission Regulation, Television Station Ownership Cap, Percent | 39.00% | 39.00% | ||||||||||||
The UHF Discount, Percent | 50.00% | 50.00% | ||||||||||||
FCC regulation, maximum reimbursement amount for required product modifications | $ 1,750,000 | |||||||||||||
FCC regulation, additional reimbursement amount for required product modifications | $ 1,000,000 | |||||||||||||
Proceeds Received From FCC Spectrum Auction | 191,000 | |||||||||||||
Repayments of long-term debt | $ 0 | 703,527 | ||||||||||||
Proceeds from FCC spectrum auction | $ 0 | $ 172,102 | 172,000 | |||||||||||
Proceeds from Spectrum, Sharing Arrangement, Pretax | 79,000 | 84,000 | ||||||||||||
Payments for Spectrum, Sharing Arrangements, Pretax | 66,000 | |||||||||||||
Deferred Revenue and Other LT Liability, Useful Lives, Spectrum | 30 years | |||||||||||||
Prepaid and Other LT Asset, Useful Lives, Spectrum | 30 years | |||||||||||||
Number of Stations Subject to Spectrum Frequency Transition | station | 22 | |||||||||||||
Capital expenditures incurred related to spectrum repack | $ 16,000 | |||||||||||||
FCC reimbursements received | $ 5,000 | $ 7,000 | ||||||||||||
FCC Licenses | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Gain (Loss) on Disposition of Intangible Assets | $ 133,000 | |||||||||||||
Amended Secured Credit Facility | Term Loan Facility | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Repayments of long-term debt | 102,000 | 102,000 | ||||||||||||
Dreamcatcher Credit Facility Due 2018 | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Repayments of long-term debt | 12,600 | |||||||||||||
Dreamcatcher Stations | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Proceeds Received From FCC Spectrum Auction | 21,000 | $ 26,000 | ||||||||||||
Repayments of long-term debt | $ 12,600 | |||||||||||||
Subsequent Event | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
FCC regulation, number of television stations authorized | television_station | 39 | |||||||||||||
FCC regulation, number of radio stations authorized | radio_station | 1 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax Contingency [Line Items] | |||||
Income tax (benefit) expense | $ (22,422) | $ (20,087) | $ 67,096 | $ (81,606) | |
Effective Income Tax Rate Reconciliation, Percent | (70.80%) | 51.80% | 19.30% | 35.30% | |
U.S federal statutory rate, percent | 21.00% | 21.00% | 35.00% | ||
Income tax benefit related to federal and state income tax filings for prior year | $ 3,000 | $ 3,000 | |||
Charge related to certain income tax matters | $ 1,000 | $ 1,000 | |||
Write-off of unrealized deferred tax asset | 3,000 | 1,000 | |||
Benefit Related to Refund of Interest Paid on Tax Assessments | $ 3,000 | ||||
Domestic Tax Authority | |||||
Income Tax Contingency [Line Items] | |||||
Tax Cuts and Jobs Act of 2017, Change in Tax Rate, Deferred Tax Liability, Provisional Income Tax Benefit | $ 24,000 | $ 256,000 | $ 24,000 |
Income Taxes - Newsday and Chic
Income Taxes - Newsday and Chicago Cubs Transactions (Details) - CEV LLC - USD ($) $ in Millions | 9 Months Ended | |||
Sep. 30, 2018 | Aug. 21, 2018 | Dec. 31, 2017 | Oct. 27, 2009 | |
Income Tax Contingency [Line Items] | ||||
Ownership percentage in common stock by third party | 95.00% | |||
Ownership percentage in common stock | 5.00% | 5.00% | ||
Tax Year 2009 | ||||
Income Tax Contingency [Line Items] | ||||
IRS proposed tax | $ 182 | |||
IRS proposed gross valuation misstatement penalty | 73 | |||
After-tax interest on proposed tax and penalty | 76 | |||
Estimated federal income taxes before interest and penalties | 225 | |||
Income taxes paid | 85 | |||
Deferred tax liability | $ 64 | $ 96 |
Income Taxes - Other (Details)
Income Taxes - Other (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Income Tax Disclosure [Abstract] | ||
Liability for unrecognized tax benefits | $ 21 | $ 23 |
Decrease in unrecognized tax benefits is reasonably possible | $ 2 |
Pension And Other Retirement _3
Pension And Other Retirement Plans Net Periodic Benefit Cost For Pension Benefit Plan (Details) - Pension Plan - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 234 | $ 192 | $ 701 | $ 576 |
Interest cost | 17,784 | 19,549 | 53,353 | 58,646 |
Expected return on plans’ assets | (24,821) | (25,281) | (74,462) | (75,844) |
Recognized actuarial loss | 5 | 0 | 13 | 0 |
Amortization of prior service costs | 35 | 29 | 105 | 87 |
Net periodic benefit credit | $ (6,763) | $ (5,511) | $ (20,290) | $ (16,535) |
Pension And Other Retirement _4
Pension And Other Retirement Plans Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2018 | |
Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Contributions by employer | $ 56 | |
Scenario, Forecast | Other Post Retirement Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Contributions by employer | $ 1 |
Capital Stock (Details)
Capital Stock (Details) | Nov. 08, 2018$ / shares | Feb. 03, 2017USD ($)$ / shares | Jan. 02, 2017$ / shares | Sep. 30, 2018USD ($)$ / sharesshares | Jun. 30, 2018USD ($)$ / shares | Mar. 31, 2018USD ($)$ / shares | Sep. 30, 2017USD ($)$ / sharesshares | Jun. 30, 2017USD ($)$ / shares | Mar. 31, 2017USD ($)$ / shares | Sep. 30, 2018USD ($)$ / sharesshares | Sep. 30, 2017USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Feb. 24, 2016USD ($) | Dec. 31, 2012shares |
Class of Stock [Line Items] | ||||||||||||||
Preferred stock authorized (shares) | 40,000,000 | 40,000,000 | 40,000,000 | |||||||||||
Preferred stock par value (usd per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||
Treasury stock (shares) | 14,102,185 | 14,102,185 | 14,102,185 | |||||||||||
Dividends declared to shareholders and warrant holders | $ | $ 21,929,000 | $ 21,925,000 | $ 21,922,000 | $ 21,834,000 | $ 21,816,000 | $ 21,742,000 | $ 65,776,000 | $ 65,392,000 | ||||||
Special Cash Dividend | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Dividends declared per common share (usd per share) | $ / shares | $ 5.77 | |||||||||||||
Warrant, Dividends, Per Share, Cash Paid | $ / shares | $ 5.77 | |||||||||||||
Common stock dividends (usd per share) | $ / shares | $ 5.77 | |||||||||||||
Dividends declared to shareholders and warrant holders | $ | $ 499,000,000 | |||||||||||||
Regular Cash Dividend | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Dividends declared per common share (usd per share) | $ / shares | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.75 | $ 0.75 | ||||||
Regular Cash Dividend | Subsequent Event | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Dividends declared per common share (usd per share) | $ / shares | $ 0.25 | |||||||||||||
Warrant | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Warrants issued (shares) | 30,551 | 30,551 | 16,789,972 | |||||||||||
Number of shares called by each warrant (shares) | 1 | 1 | ||||||||||||
Warrant, exercise price, per share (usd per share) | $ / shares | $ 0.001 | $ 0.001 | ||||||||||||
Class A Common Stock | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Common stock, authorized (shares) | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | |||||||||||
Common stock, par value (usd per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||
Common stock, conversion ratio | 1 | |||||||||||||
Number of warrants exercised (shares) | 46,802 | 0 | 91,650 | |||||||||||
Number of shares received | 46,802 | 91,650 | ||||||||||||
Number of shares of common stock issued (shares) | 101,745,449 | 101,745,449 | 101,429,999 | |||||||||||
Shares repurchases authorized (amount) | $ | $ 400,000,000 | |||||||||||||
Amount of stock repurchased | $ | $ 0 | $ 0 | ||||||||||||
Remaining authorized repurchase amount | $ | $ 168,000,000 | $ 168,000,000 | ||||||||||||
Class B Common Stock | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Common stock, authorized (shares) | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | |||||||||||
Common stock, par value (usd per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||
Common stock, conversion ratio | 1 | |||||||||||||
Number of shares converted (shares) | 0 | 0 | ||||||||||||
Number of warrants exercised (shares) | 0 | 0 | ||||||||||||
Number of shares of common stock issued (shares) | 5,557 | 5,557 | 5,557 | |||||||||||
Preferred Stock | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Preferred stock authorized (shares) | 40,000,000 | 40,000,000 | ||||||||||||
Preferred stock par value (usd per share) | $ / shares | $ 0.001 | $ 0.001 |
Capital Stock Dividends Declare
Capital Stock Dividends Declared (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Class of Stock [Line Items] | ||||||||
Total Amount | $ 21,929 | $ 21,925 | $ 21,922 | $ 21,834 | $ 21,816 | $ 21,742 | $ 65,776 | $ 65,392 |
Regular Cash Dividend | ||||||||
Class of Stock [Line Items] | ||||||||
Dividends declared per common share (usd per share) | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.75 | $ 0.75 |
Stock-Based Compensation Narrat
Stock-Based Compensation Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | May 05, 2016 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation | $ 6,000 | $ 5,000 | $ 16,104 | $ 27,432 | ||
Gracenote Companies | Discontinued Operations, Disposed of by Sale | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation | $ 0 | $ 1,992 | [1] | |||
2016 Incentive Compensation Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares authorized for issuance under Equity Incentive Plan (shares) | 5,100,000 | |||||
Number of shares available for grant under Equity Incentive Plan (shares) | 2,564,359 | 2,564,359 | ||||
2016 Directors Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares authorized for issuance under Equity Incentive Plan (shares) | 200,000 | |||||
Number of shares available for grant under Equity Incentive Plan (shares) | 168,049 | 168,049 | ||||
[1] | (1) Results of operations for the Gracenote Companies are reflected through January 31, 2017, the date of the Gracenote Sale. |
Stock-Based Compensation Non-Qu
Stock-Based Compensation Non-Qualified Stock Options Activity (Details) - NSO | 9 Months Ended |
Sep. 30, 2018$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Outstanding, beginning of period (shares) | shares | 2,846,926 |
Granted (shares) | shares | 201,580 |
Exercised (shares) | shares | (35,502) |
Forfeitures (shares) | shares | (39,527) |
Cancelled (shares) | shares | (495,209) |
Outstanding, end of period (shares) | shares | 2,478,268 |
Vested and exercisable, shares end of period (shares) | shares | 1,187,590 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |
Outstanding, beginning of period, weighted average exercise price (usd per share) | $ / shares | $ 39 |
Granted, weighted average exercise price (usd per share) | $ / shares | 42.85 |
Exercised, weighted average exercise price (usd per share) | $ / shares | 27.65 |
Forfeitures, weighted average exercise price (usd per share) | $ / shares | 30.03 |
Cancellations, weighted average exercise price (usd per share) | $ / shares | 54.57 |
Outstanding, end of period, weighted average exercise price (usd per share) | $ / shares | 36.51 |
Vested and exercisable, weighted average exercise price, end of period (usd per share) | $ / shares | $ 40.63 |
Stock-Based Compensation Restri
Stock-Based Compensation Restricted Stock Units Activity (Details) | 9 Months Ended |
Sep. 30, 2018$ / sharesshares | |
RSU | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding, shares, beginning of period (shares) | shares | 1,104,792 |
Granted (shares) | shares | 447,539 |
Vested (shares) | shares | (359,657) |
Forfeited (shares) | shares | (49,449) |
Outstanding and nonvested, shares, end of period (shares) | shares | 1,146,689 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Outstanding, weighted average fair value, beginning of period (usd per share) | $ / shares | $ 32.62 |
Granted, weighted average fair value (usd per share) | $ / shares | 41.78 |
Vested, weighted average fair value (usd per share) | $ / shares | 35.08 |
Forfeited, weighted average fair value (usd per share) | $ / shares | 34.14 |
Outstanding and nonvested, weighted average fair value, end of period (usd per share) | $ / shares | $ 35.38 |
RSU Dividend Equivalent Unit (DEU) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Granted (shares) | shares | 23,104 |
Vested (shares) | shares | (17,720) |
Forfeited (shares) | shares | (1,920) |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Granted, weighted average fair value (usd per share) | $ / shares | $ 37.74 |
Vested, weighted average fair value (usd per share) | $ / shares | 36.04 |
Forfeited, weighted average fair value (usd per share) | $ / shares | $ 37.22 |
Stock-Based Compensation Unrest
Stock-Based Compensation Unrestricted Stock Awards Activity (Details) - Unrestricted Stock | Sep. 30, 2018$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding, shares, beginning of period (shares) | shares | 41,718 |
Outstanding and nonvested, shares, end of period (shares) | shares | 41,718 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Outstanding, weighted average fair value, beginning of period (usd per share) | $ / shares | $ 36.84 |
Outstanding and nonvested, weighted average fair value, end of period (usd per share) | $ / shares | $ 36.84 |
Stock-Based Compensation Perfor
Stock-Based Compensation Performance Share Units Activity (Details) | 9 Months Ended | |
Sep. 30, 2018$ / sharesshares | ||
PSU | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Outstanding, shares, beginning of period (shares) | shares | 252,815 | |
Granted (shares) | shares | 54,059 | [1] |
Vested (shares) | shares | (36,920) | |
Forfeited (shares) | shares | (139,628) | |
Outstanding and nonvested, shares, end of period (shares) | shares | 130,759 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Outstanding, weighted average fair value, beginning of period (usd per share) | $ / shares | $ 22.53 | |
Granted, weighted average fair value (usd per share) | $ / shares | 42.40 | [1] |
Vested, weighted average fair value (usd per share) | $ / shares | 38.67 | |
Forfeited, weighted average fair value (usd per share) | $ / shares | 13.25 | |
Outstanding and nonvested, weighted average fair value, end of period (usd per share) | $ / shares | $ 36.57 | |
PSU Dividend Equivalent Unit (DEU) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Granted (shares) | shares | 3,344 | |
Vested (shares) | shares | (2,680) | |
Forfeited (shares) | shares | (231) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Granted, weighted average fair value (usd per share) | $ / shares | $ 37.71 | |
Vested, weighted average fair value (usd per share) | $ / shares | 35.20 | |
Forfeited, weighted average fair value (usd per share) | $ / shares | $ 35.24 | |
[1] | Represents shares of PSUs for which performance targets have been established and which are deemed granted under U.S. GAAP. |
Stock-Based Compensation Costs
Stock-Based Compensation Costs Not Yet Recognized (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Nonvested awards, unrecognized compensation cost | $ 39,077 |
Nonvested awards, weighted average remaining recognition period | 2 years 4 months |
Earnings Per Share Narrative (D
Earnings Per Share Narrative (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Dividend equivalent units outstanding (shares) | 57,567 | |||
Weighted-average warrants outstanding excluded from EPS, (shares) | 30,551 | 64,751 | 30,551 | 83,493 |
Stock Compensation Plan | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from diluted EPS calculation | 2,219,623 | 2,102,827 | 1,290,175 | 3,036,885 |
Earnings Per Share Calculation
Earnings Per Share Calculation of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Earnings Per Share [Abstract] | ||||
Income from Discontinued Operations, net of taxes | $ 0 | $ 0 | $ 0 | $ 15,039 |
Income (Loss) from Continuing Operations | 54,076 | (18,687) | 279,697 | (149,722) |
Net loss from continuing operations attributable to noncontrolling interests | 23 | 0 | 33 | 0 |
Net income (loss) from continuing operations attributable to Tribune Media Company | 54,099 | (18,687) | 279,730 | (149,722) |
Less: Dividends distributed to Warrants | 8 | 14 | 23 | 60 |
Less: Undistributed earnings allocated to Warrants | 11 | 0 | 75 | 0 |
Income (loss) from continuing operations attributable to Tribune Media Company’s common shareholders for basic EPS | 54,080 | (18,701) | 279,632 | (149,782) |
Add: Undistributed earnings allocated to dilutive securities | 0 | 0 | 1 | 0 |
Income (loss) from continuing operations attributable to Tribune Media Company’s common shareholders for diluted EPS | 54,080 | (18,701) | 279,633 | (149,782) |
Net income (loss) attributable to Tribune Media Company’s common shareholders for basic EPS | 54,080 | (18,701) | 279,632 | (134,743) |
Net income (loss) attributable to Tribune Media Company’s common shareholders for diluted EPS | $ 54,080 | $ (18,701) | $ 279,633 | $ (134,743) |
Weighted average shares outstanding - basic (shares) | 87,640 | 87,257 | 87,584 | 86,984 |
Impact of dilutive securities (shares) | 568 | 0 | 741 | 0 |
Weighted average shares outstanding - diluted (shares) | 88,208 | 87,257 | 88,325 | 86,984 |
Continuing Operations | $ 0.62 | $ (0.21) | $ 3.19 | $ (1.72) |
Discontinued Operations | 0 | 0 | 0 | 0.17 |
Net Earnings (Loss) Per Common Share | 0.62 | (0.21) | 3.19 | (1.55) |
Continuing Operations | 0.61 | (0.21) | 3.17 | (1.72) |
Discontinued Operations | 0 | 0 | 0 | 0.17 |
Net Earnings (Loss) Per Common Share | $ 0.61 | $ (0.21) | $ 3.17 | $ (1.55) |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018USD ($) | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at December 31, 2017 | $ (48,061) | |
Other comprehensive income before reclassifications | 8,462 | |
Amounts reclassified from AOCI | 2,488 | |
Balance at September 30, 2018 | (37,111) | |
Pension and Other Post-Retirement Benefit Items | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at December 31, 2017 | (45,812) | |
Other comprehensive income before reclassifications | (3,827) | |
Amounts reclassified from AOCI | (124) | |
Balance at September 30, 2018 | (49,763) | |
Cash Flow Hedging Instruments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at December 31, 2017 | (293) | |
Other comprehensive income before reclassifications | 12,639 | |
Amounts reclassified from AOCI | 1,108 | |
Balance at September 30, 2018 | 13,454 | |
Foreign Currency Translation Adjustments (1) | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at December 31, 2017 | (1,956) | |
Other comprehensive income before reclassifications | (350) | |
Amounts reclassified from AOCI | 1,504 | [1] |
Balance at September 30, 2018 | (802) | |
CareerBuilder, LLC | Foreign Currency Translation Adjustments (1) | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Amounts reclassified from AOCI | $ 2,000 | |
[1] | (1)Amounts reclassified from AOCI included $2 million of cumulative translation adjustments as a result of the Company's sale of its remaining ownership interest in CareerBuilder, as further described in Note 5. |
Business Segments (Details)
Business Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | ||||
Segment Reporting Information [Line Items] | ||||||||
Operating revenues | [1] | $ 498,008 | $ 450,533 | $ 1,431,001 | $ 1,359,960 | |||
Operating profit (loss) | [1],[2] | 37,124 | (29,452) | 322,475 | (37,766) | |||
Depreciation | 13,501 | 14,263 | 40,557 | 41,761 | ||||
Amortization | 41,675 | 41,678 | 125,043 | 125,001 | ||||
Capital expenditures | 22,505 | 13,324 | 47,452 | 41,423 | ||||
Total Assets | [3] | 8,161,493 | 8,161,493 | $ 8,169,328 | ||||
Assets held for sale | [4] | 28,955 | 28,955 | 38,900 | ||||
Gracenote Companies | Discontinued Operations, Disposed of by Sale | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Capital expenditures | 0 | 0 | 0 | 1,578 | [5],[6] | |||
Television and Entertainment | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Operating revenues | 494,619 | 447,307 | [7] | 1,421,738 | 1,349,401 | [7] | ||
Operating Segments | Television and Entertainment | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Operating revenues | [1] | 494,619 | 447,307 | 1,421,738 | 1,349,401 | |||
Operating profit (loss) | [1],[2] | 67,295 | (1,357) | 398,914 | 68,875 | |||
Depreciation | 11,313 | 10,844 | 33,124 | 31,413 | ||||
Amortization | 41,675 | 41,678 | 125,043 | 125,001 | ||||
Capital expenditures | 17,665 | 8,140 | 35,224 | 30,674 | ||||
Total Assets | 6,975,851 | 6,975,851 | 7,197,859 | |||||
Corporate and Other | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Operating revenues | [1] | 3,389 | 3,226 | 9,263 | 10,559 | |||
Operating profit (loss) | [1],[2] | (30,171) | (28,095) | (76,439) | (106,641) | |||
Depreciation | 2,188 | 3,419 | 7,433 | 10,348 | ||||
Capital expenditures | 4,840 | $ 5,184 | 12,228 | $ 9,171 | ||||
Total Assets | $ 1,156,687 | $ 1,156,687 | $ 932,569 | |||||
[1] | (1)See Note 2 for the disclosures of operating revenues and operating loss included in discontinued operations for the historical periods. | |||||||
[2] | (2)Operating profit (loss) for each segment excludes income and loss on equity investments, interest and dividend income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. | |||||||
[3] | (1) The Company’s consolidated total assets as of September 30, 2018 and December 31, 2017 include total assets of variable interest entities (“VIEs”) of $75 million and $81 million, respectively, which can only be used to settle the obligations of the VIEs. The Company’s consolidated total liabilities as of both September 30, 2018 and December 31, 2017 include total liabilities of the VIEs of $29 million, for which the creditors of the VIEs have no recourse to the Company (see Note 1). | |||||||
[4] | (3)See Note 3 for information regarding assets held for sale. | |||||||
[5] | (1) Results of operations for the Gracenote Companies are reflected through January 31, 2017, the date of the Gracenote Sale. | |||||||
[6] | (2)Non-cash investing and financing activities of Digital and Data businesses included in the Gracenote Sale were immaterial. | |||||||
[7] | (1)Prior period amounts have not been adjusted under the modified retrospective method. |
Condensed Consolidating Finan_3
Condensed Consolidating Financial Information Statements of Operations and Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | ||
Condensed Statement of Income Captions [Line Items] | |||||
Operating Revenues | [1] | $ 498,008 | $ 450,533 | $ 1,431,001 | $ 1,359,960 |
Programming and direct operating expenses | 262,961 | 297,537 | 675,542 | 791,614 | |
Selling, general and administrative | 142,747 | 126,507 | 400,581 | 439,350 | |
Depreciation and amortization | 55,176 | 55,941 | 165,600 | 166,762 | |
Gain on sales of spectrum | 0 | 0 | (133,197) | 0 | |
Total operating expenses | 460,884 | 479,985 | 1,108,526 | 1,397,726 | |
Operating Profit (Loss) | [1],[2] | 37,124 | (29,452) | 322,475 | (37,766) |
Income on equity investments, net | 32,381 | 21,058 | 124,086 | 98,856 | |
Interest and dividend income | 3,239 | 827 | 7,473 | 1,880 | |
Interest expense | (42,842) | (40,389) | (125,463) | (119,332) | |
Pension and other postretirement periodic benefit credit, net | 7,035 | 5,703 | 21,104 | 17,111 | |
Loss on extinguishments and modification of debt | 0 | (1,435) | 0 | (20,487) | |
(Loss) gain on investment transactions, net | (5,001) | 5,667 | (1,113) | 10,617 | |
Write-downs of investment | 0 | 0 | 0 | (180,800) | |
Other non-operating items, net | (282) | (753) | (1,769) | (1,407) | |
Intercompany income (charges) | 0 | 0 | 0 | 0 | |
Income (Loss) from Continuing Operations Before Income Taxes | 31,654 | (38,774) | 346,793 | (231,328) | |
Income tax (benefit) expense | (22,422) | (20,087) | 67,096 | (81,606) | |
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes | 0 | 0 | 0 | 0 | |
Income (Loss) from Continuing Operations | 54,076 | (18,687) | 279,697 | (149,722) | |
Income (Loss) from Discontinued Operations, net of taxes | 0 | 0 | 0 | 15,039 | |
Net Income (Loss) | 54,076 | (18,687) | 279,697 | (134,683) | |
Net loss from continuing operations attributable to noncontrolling interests | 23 | 0 | 33 | 0 | |
Net Income (Loss) attributable to Tribune Media Company | 54,099 | (18,687) | 279,730 | (134,683) | |
Comprehensive Income (Loss) | 57,988 | (18,062) | 290,680 | (124,148) | |
Eliminations | |||||
Condensed Statement of Income Captions [Line Items] | |||||
Operating Revenues | 0 | 0 | 0 | 0 | |
Programming and direct operating expenses | 0 | 0 | 0 | 0 | |
Selling, general and administrative | 0 | 0 | 0 | 0 | |
Depreciation and amortization | 0 | 0 | 0 | 0 | |
Gain on sales of spectrum | 0 | ||||
Total operating expenses | 0 | 0 | 0 | 0 | |
Operating Profit (Loss) | 0 | 0 | 0 | 0 | |
Income on equity investments, net | 0 | 0 | 0 | 0 | |
Interest and dividend income | 0 | 0 | 0 | 0 | |
Interest expense | 0 | 0 | 0 | 0 | |
Pension and other postretirement periodic benefit credit, net | 0 | 0 | 0 | 0 | |
Loss on extinguishments and modification of debt | 0 | 0 | |||
(Loss) gain on investment transactions, net | 0 | 0 | 0 | 0 | |
Write-downs of investment | 0 | ||||
Other non-operating items, net | 0 | 0 | 0 | 0 | |
Intercompany income (charges) | 0 | 0 | 0 | 0 | |
Income (Loss) from Continuing Operations Before Income Taxes | 0 | 0 | 0 | 0 | |
Income tax (benefit) expense | 0 | 0 | 0 | 0 | |
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes | (85,812) | (11,717) | (381,619) | 48,164 | |
Income (Loss) from Continuing Operations | (85,812) | (11,717) | (381,619) | 48,164 | |
Income (Loss) from Discontinued Operations, net of taxes | 0 | 0 | 0 | 1,097 | |
Net Income (Loss) | (85,812) | (381,619) | |||
Net loss from continuing operations attributable to noncontrolling interests | 0 | 0 | |||
Net Income (Loss) attributable to Tribune Media Company | (85,812) | (11,717) | (381,619) | 49,261 | |
Comprehensive Income (Loss) | (87,233) | (12,300) | (382,773) | 30,383 | |
Parent (Tribune Media Company) | Reportable Legal Entities | |||||
Condensed Statement of Income Captions [Line Items] | |||||
Operating Revenues | 0 | 0 | 0 | 0 | |
Programming and direct operating expenses | 0 | 0 | 0 | 0 | |
Selling, general and administrative | 29,577 | 25,955 | 72,011 | 100,188 | |
Depreciation and amortization | 1,924 | 2,902 | 6,397 | 8,788 | |
Gain on sales of spectrum | 0 | ||||
Total operating expenses | 31,501 | 28,857 | 78,408 | 108,976 | |
Operating Profit (Loss) | (31,501) | (28,857) | (78,408) | (108,976) | |
Income on equity investments, net | 0 | (482) | 0 | (1,521) | |
Interest and dividend income | 3,239 | 813 | 7,473 | 1,829 | |
Interest expense | (42,842) | (40,313) | (125,463) | (118,929) | |
Pension and other postretirement periodic benefit credit, net | 7,035 | 5,703 | 21,104 | 17,111 | |
Loss on extinguishments and modification of debt | (1,384) | (20,436) | |||
(Loss) gain on investment transactions, net | 0 | (143) | 0 | 4,807 | |
Write-downs of investment | 0 | ||||
Other non-operating items, net | (282) | (753) | (1,769) | (1,407) | |
Intercompany income (charges) | 12,413 | 19,221 | 37,238 | 66,907 | |
Income (Loss) from Continuing Operations Before Income Taxes | (51,938) | (46,195) | (139,825) | (160,615) | |
Income tax (benefit) expense | (20,046) | (15,668) | (37,221) | (56,260) | |
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes | 85,991 | 11,840 | 382,334 | (45,367) | |
Income (Loss) from Continuing Operations | 54,099 | (18,687) | 279,730 | (149,722) | |
Income (Loss) from Discontinued Operations, net of taxes | 0 | 0 | 0 | 15,039 | |
Net Income (Loss) | 54,099 | 279,730 | |||
Net loss from continuing operations attributable to noncontrolling interests | 0 | 0 | |||
Net Income (Loss) attributable to Tribune Media Company | 54,099 | (18,687) | 279,730 | (134,683) | |
Comprehensive Income (Loss) | 57,988 | (18,062) | 290,680 | (124,148) | |
Guarantor Subsidiaries | Reportable Legal Entities | |||||
Condensed Statement of Income Captions [Line Items] | |||||
Operating Revenues | 495,180 | 448,248 | 1,422,620 | 1,352,933 | |
Programming and direct operating expenses | 262,352 | 296,987 | 673,567 | 785,816 | |
Selling, general and administrative | 112,388 | 99,673 | 326,324 | 336,566 | |
Depreciation and amortization | 50,410 | 49,902 | 150,291 | 148,591 | |
Gain on sales of spectrum | (133,197) | ||||
Total operating expenses | 425,150 | 446,562 | 1,016,985 | 1,270,973 | |
Operating Profit (Loss) | 70,030 | 1,686 | 405,635 | 81,960 | |
Income on equity investments, net | 32,381 | 21,540 | 124,086 | 100,377 | |
Interest and dividend income | 0 | 14 | 0 | 51 | |
Interest expense | 0 | 0 | 0 | 0 | |
Pension and other postretirement periodic benefit credit, net | 0 | 0 | 0 | 0 | |
Loss on extinguishments and modification of debt | 0 | 0 | |||
(Loss) gain on investment transactions, net | (5,001) | 5,810 | (1,113) | 5,810 | |
Write-downs of investment | (180,800) | ||||
Other non-operating items, net | 0 | 0 | 0 | 0 | |
Intercompany income (charges) | (12,378) | (19,179) | (37,133) | (66,756) | |
Income (Loss) from Continuing Operations Before Income Taxes | 85,032 | 9,871 | 491,475 | (59,358) | |
Income tax (benefit) expense | 1,357 | (3,562) | 108,965 | (21,035) | |
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes | (179) | (123) | (715) | (2,797) | |
Income (Loss) from Continuing Operations | 83,496 | 13,310 | 381,795 | (41,120) | |
Income (Loss) from Discontinued Operations, net of taxes | 0 | 0 | 0 | (1,904) | |
Net Income (Loss) | 83,496 | 381,795 | |||
Net loss from continuing operations attributable to noncontrolling interests | 0 | 0 | |||
Net Income (Loss) attributable to Tribune Media Company | 83,496 | 13,310 | 381,795 | (43,024) | |
Comprehensive Income (Loss) | 85,019 | 13,374 | 383,486 | (37,036) | |
Non-Guarantor Subsidiaries | Reportable Legal Entities | |||||
Condensed Statement of Income Captions [Line Items] | |||||
Operating Revenues | 2,828 | 2,285 | 8,381 | 7,027 | |
Programming and direct operating expenses | 609 | 550 | 1,975 | 5,798 | |
Selling, general and administrative | 782 | 879 | 2,246 | 2,596 | |
Depreciation and amortization | 2,842 | 3,137 | 8,912 | 9,383 | |
Gain on sales of spectrum | 0 | ||||
Total operating expenses | 4,233 | 4,566 | 13,133 | 17,777 | |
Operating Profit (Loss) | (1,405) | (2,281) | (4,752) | (10,750) | |
Income on equity investments, net | 0 | 0 | 0 | 0 | |
Interest and dividend income | 0 | 0 | 0 | 0 | |
Interest expense | 0 | (76) | 0 | (403) | |
Pension and other postretirement periodic benefit credit, net | 0 | 0 | 0 | 0 | |
Loss on extinguishments and modification of debt | (51) | (51) | |||
(Loss) gain on investment transactions, net | 0 | 0 | 0 | 0 | |
Write-downs of investment | 0 | ||||
Other non-operating items, net | 0 | 0 | 0 | 0 | |
Intercompany income (charges) | (35) | (42) | (105) | (151) | |
Income (Loss) from Continuing Operations Before Income Taxes | (1,440) | (2,450) | (4,857) | (11,355) | |
Income tax (benefit) expense | (3,733) | (857) | (4,648) | (4,311) | |
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes | 0 | 0 | 0 | 0 | |
Income (Loss) from Continuing Operations | 2,293 | (1,593) | (209) | (7,044) | |
Income (Loss) from Discontinued Operations, net of taxes | 0 | 0 | 0 | 807 | |
Net Income (Loss) | 2,293 | (209) | |||
Net loss from continuing operations attributable to noncontrolling interests | 23 | 33 | |||
Net Income (Loss) attributable to Tribune Media Company | 2,316 | (1,593) | (176) | (6,237) | |
Comprehensive Income (Loss) | $ 2,214 | $ (1,074) | $ (713) | $ 6,653 | |
[1] | (1)See Note 2 for the disclosures of operating revenues and operating loss included in discontinued operations for the historical periods. | ||||
[2] | (2)Operating profit (loss) for each segment excludes income and loss on equity investments, interest and dividend income, interest expense, pension and other postretirement period benefit cost (credit), non-operating items, reorganization costs and income taxes. |
Condensed Consolidating Finan_4
Condensed Consolidating Financial Information Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | $ 887,751 | $ 673,685 | $ 602,739 | ||
Restricted cash and cash equivalents | 16,607 | 17,566 | 17,566 | $ 17,566 | |
Accounts receivable, net | 393,174 | 420,095 | |||
Broadcast rights | 105,447 | 129,174 | |||
Income taxes receivable | 57,197 | 18,274 | |||
Prepaid expenses | 27,936 | 20,158 | |||
Other | 11,957 | 14,039 | |||
Total current assets | 1,500,069 | 1,292,991 | |||
Property, plant and equipment | 667,920 | 673,682 | |||
Accumulated depreciation | (260,301) | (233,387) | |||
Net properties | 407,619 | 440,295 | |||
Investments in subsidiaries | 0 | 0 | |||
Broadcast rights | 113,162 | 133,683 | |||
Goodwill | 3,228,716 | 3,228,988 | |||
Other intangible assets, net | 1,487,534 | 1,613,665 | |||
Assets held for sale | [1] | 28,955 | 38,900 | ||
Investments | 1,231,873 | 1,281,791 | |||
Intercompany receivables | 0 | 0 | |||
Other assets | 163,565 | 139,015 | |||
Total other assets | 6,253,805 | 6,436,042 | |||
Total Assets (1) | [2] | 8,161,493 | 8,169,328 | ||
Accounts payable | 41,955 | 48,319 | |||
Income taxes payable | 8,452 | 36,252 | |||
Contracts payable for broadcast rights | 264,609 | 253,244 | |||
Deferred revenue | 13,993 | 11,942 | |||
Interest payable | 14,473 | 30,525 | |||
Deferred spectrum auction proceeds | 0 | 172,102 | |||
Other | 103,894 | 101,883 | |||
Total current liabilities | 447,376 | 654,267 | |||
Long-term debt | 2,924,340 | 2,919,185 | |||
Deferred income taxes | 581,079 | 508,174 | |||
Contracts payable for broadcast rights | 259,671 | 300,420 | |||
Intercompany payables | 0 | 0 | |||
Other | 490,469 | 570,102 | |||
Total non-current liabilities | 4,255,559 | 4,297,881 | |||
Total Liabilities (1) | [2] | 4,702,935 | 4,952,148 | ||
Common stock | 102 | 101 | |||
Treasury stock | (632,194) | (632,194) | |||
Additional paid-in-capital | 4,023,769 | 4,011,530 | |||
Retained earnings (deficit) | 98,795 | (114,240) | |||
Accumulated other comprehensive (loss) income | (37,111) | (48,061) | |||
Total Tribune Media Company shareholders’ equity | 3,453,361 | 3,217,136 | |||
Noncontrolling interests | 5,197 | 44 | |||
Total shareholders’ equity | 3,458,558 | 3,217,180 | |||
Total Liabilities and Shareholders’ Equity | 8,161,493 | 8,169,328 | |||
Eliminations | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 0 | 0 | 0 | ||
Restricted cash and cash equivalents | 0 | 0 | 0 | ||
Accounts receivable, net | 0 | 0 | |||
Broadcast rights | 0 | 0 | |||
Income taxes receivable | 0 | 0 | |||
Prepaid expenses | 0 | 0 | |||
Other | 0 | 0 | |||
Total current assets | 0 | 0 | |||
Property, plant and equipment | 0 | 0 | |||
Accumulated depreciation | 0 | 0 | |||
Net properties | 0 | 0 | |||
Investments in subsidiaries | (10,839,046) | (10,453,558) | |||
Broadcast rights | 0 | 0 | |||
Goodwill | 0 | 0 | |||
Other intangible assets, net | 0 | 0 | |||
Assets held for sale | 0 | 0 | |||
Investments | 0 | 0 | |||
Intercompany receivables | (10,567,838) | (9,458,712) | |||
Other assets | (43,289) | (62,477) | |||
Total other assets | (10,611,127) | (9,521,189) | |||
Total Assets (1) | (21,450,173) | (19,974,747) | |||
Accounts payable | 0 | 0 | |||
Income taxes payable | 0 | 0 | |||
Contracts payable for broadcast rights | 0 | 0 | |||
Deferred revenue | 0 | 0 | |||
Interest payable | 0 | 0 | |||
Deferred spectrum auction proceeds | 0 | ||||
Other | 0 | 0 | |||
Total current liabilities | 0 | 0 | |||
Long-term debt | 0 | 0 | |||
Deferred income taxes | (43,289) | (62,477) | |||
Contracts payable for broadcast rights | 0 | 0 | |||
Intercompany payables | (10,567,838) | (9,458,712) | |||
Other | 0 | 0 | |||
Total non-current liabilities | (10,611,127) | (9,521,189) | |||
Total Liabilities (1) | (10,611,127) | (9,521,189) | |||
Common stock | 0 | 0 | |||
Treasury stock | 0 | 0 | |||
Additional paid-in-capital | (9,245,721) | (9,243,007) | |||
Retained earnings (deficit) | (1,594,127) | (1,212,507) | |||
Accumulated other comprehensive (loss) income | 802 | 1,956 | |||
Total Tribune Media Company shareholders’ equity | (10,839,046) | (10,453,558) | |||
Noncontrolling interests | 0 | 0 | |||
Total shareholders’ equity | (10,839,046) | (10,453,558) | |||
Total Liabilities and Shareholders’ Equity | (21,450,173) | (19,974,747) | |||
Parent (Tribune Media Company) | Reportable Legal Entities | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 881,201 | 670,302 | 598,258 | ||
Restricted cash and cash equivalents | 16,607 | 17,566 | 17,566 | ||
Accounts receivable, net | 180 | 143 | |||
Broadcast rights | 0 | 0 | |||
Income taxes receivable | 0 | 0 | |||
Prepaid expenses | 13,132 | 8,647 | |||
Other | 5,310 | 12,487 | |||
Total current assets | 916,430 | 709,145 | |||
Property, plant and equipment | 45,289 | 58,622 | |||
Accumulated depreciation | (30,085) | (29,505) | |||
Net properties | 15,204 | 29,117 | |||
Investments in subsidiaries | 10,763,794 | 10,378,948 | |||
Broadcast rights | 0 | 0 | |||
Goodwill | 0 | 0 | |||
Other intangible assets, net | 0 | 0 | |||
Assets held for sale | 0 | 0 | |||
Investments | 850 | 850 | |||
Intercompany receivables | 2,850,022 | 2,520,570 | |||
Other assets | 63,239 | 65,743 | |||
Total other assets | 2,914,111 | 2,587,163 | |||
Total Assets (1) | 14,609,539 | 13,704,373 | |||
Accounts payable | 20,679 | 24,529 | |||
Income taxes payable | 0 | 0 | |||
Contracts payable for broadcast rights | 0 | 0 | |||
Deferred revenue | 0 | 0 | |||
Interest payable | 14,473 | 30,525 | |||
Deferred spectrum auction proceeds | 0 | ||||
Other | 41,546 | 44,817 | |||
Total current liabilities | 76,698 | 99,871 | |||
Long-term debt | 2,924,340 | 2,919,185 | |||
Deferred income taxes | 0 | 0 | |||
Contracts payable for broadcast rights | 0 | 0 | |||
Intercompany payables | 7,810,885 | 7,044,972 | |||
Other | 344,255 | 423,209 | |||
Total non-current liabilities | 11,079,480 | 10,387,366 | |||
Total Liabilities (1) | 11,156,178 | 10,487,237 | |||
Common stock | 102 | 101 | |||
Treasury stock | (632,194) | (632,194) | |||
Additional paid-in-capital | 4,023,769 | 4,011,530 | |||
Retained earnings (deficit) | 98,795 | (114,240) | |||
Accumulated other comprehensive (loss) income | (37,111) | (48,061) | |||
Total Tribune Media Company shareholders’ equity | 3,453,361 | 3,217,136 | |||
Noncontrolling interests | 0 | 0 | |||
Total shareholders’ equity | 3,453,361 | 3,217,136 | |||
Total Liabilities and Shareholders’ Equity | 14,609,539 | 13,704,373 | |||
Guarantor Subsidiaries | Reportable Legal Entities | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 3,394 | 1,501 | 1,806 | ||
Restricted cash and cash equivalents | 0 | 0 | 0 | ||
Accounts receivable, net | 391,929 | 418,950 | |||
Broadcast rights | 102,832 | 126,668 | |||
Income taxes receivable | 57,197 | 18,274 | |||
Prepaid expenses | 14,426 | 11,245 | |||
Other | 1,196 | 1,552 | |||
Total current assets | 570,974 | 578,190 | |||
Property, plant and equipment | 593,503 | 557,394 | |||
Accumulated depreciation | (228,543) | (196,644) | |||
Net properties | 364,960 | 360,750 | |||
Investments in subsidiaries | 75,252 | 74,610 | |||
Broadcast rights | 112,720 | 133,567 | |||
Goodwill | 3,220,300 | 3,220,300 | |||
Other intangible assets, net | 1,417,344 | 1,534,761 | |||
Assets held for sale | 0 | 38,900 | |||
Investments | 1,210,546 | 1,258,851 | |||
Intercompany receivables | 7,308,247 | 6,527,083 | |||
Other assets | 142,616 | 135,373 | |||
Total other assets | 13,411,773 | 12,848,835 | |||
Total Assets (1) | 14,422,959 | 13,862,385 | |||
Accounts payable | 19,842 | 22,487 | |||
Income taxes payable | 8,452 | 36,252 | |||
Contracts payable for broadcast rights | 261,761 | 250,553 | |||
Deferred revenue | 13,127 | 11,074 | |||
Interest payable | 0 | 0 | |||
Deferred spectrum auction proceeds | 172,102 | ||||
Other | 56,690 | 57,063 | |||
Total current liabilities | 359,872 | 549,531 | |||
Long-term debt | 0 | 0 | |||
Deferred income taxes | 564,730 | 485,608 | |||
Contracts payable for broadcast rights | 259,204 | 300,269 | |||
Intercompany payables | 2,476,063 | 2,148,695 | |||
Other | 121,834 | 121,870 | |||
Total non-current liabilities | 3,421,831 | 3,056,442 | |||
Total Liabilities (1) | 3,781,703 | 3,605,973 | |||
Common stock | 0 | 0 | |||
Treasury stock | 0 | 0 | |||
Additional paid-in-capital | 9,041,422 | 9,040,065 | |||
Retained earnings (deficit) | 1,600,819 | 1,219,023 | |||
Accumulated other comprehensive (loss) income | (985) | (2,676) | |||
Total Tribune Media Company shareholders’ equity | 10,641,256 | 10,256,412 | |||
Noncontrolling interests | 0 | 0 | |||
Total shareholders’ equity | 10,641,256 | 10,256,412 | |||
Total Liabilities and Shareholders’ Equity | 14,422,959 | 13,862,385 | |||
Non-Guarantor Subsidiaries | Reportable Legal Entities | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 3,156 | 1,882 | 2,675 | ||
Restricted cash and cash equivalents | 0 | 0 | $ 0 | ||
Accounts receivable, net | 1,065 | 1,002 | |||
Broadcast rights | 2,615 | 2,506 | |||
Income taxes receivable | 0 | 0 | |||
Prepaid expenses | 378 | 266 | |||
Other | 5,451 | 0 | |||
Total current assets | 12,665 | 5,656 | |||
Property, plant and equipment | 29,128 | 57,666 | |||
Accumulated depreciation | (1,673) | (7,238) | |||
Net properties | 27,455 | 50,428 | |||
Investments in subsidiaries | 0 | 0 | |||
Broadcast rights | 442 | 116 | |||
Goodwill | 8,416 | 8,688 | |||
Other intangible assets, net | 70,190 | 78,904 | |||
Assets held for sale | 28,955 | 0 | |||
Investments | 20,477 | 22,090 | |||
Intercompany receivables | 409,569 | 411,059 | |||
Other assets | 999 | 376 | |||
Total other assets | 539,048 | 521,233 | |||
Total Assets (1) | 579,168 | 577,317 | |||
Accounts payable | 1,434 | 1,303 | |||
Income taxes payable | 0 | 0 | |||
Contracts payable for broadcast rights | 2,848 | 2,691 | |||
Deferred revenue | 866 | 868 | |||
Interest payable | 0 | 0 | |||
Deferred spectrum auction proceeds | 0 | ||||
Other | 5,658 | 3 | |||
Total current liabilities | 10,806 | 4,865 | |||
Long-term debt | 0 | 0 | |||
Deferred income taxes | 59,638 | 85,043 | |||
Contracts payable for broadcast rights | 467 | 151 | |||
Intercompany payables | 280,890 | 265,045 | |||
Other | 24,380 | 25,023 | |||
Total non-current liabilities | 365,375 | 375,262 | |||
Total Liabilities (1) | 376,181 | 380,127 | |||
Common stock | 0 | 0 | |||
Treasury stock | 0 | 0 | |||
Additional paid-in-capital | 204,299 | 202,942 | |||
Retained earnings (deficit) | (6,692) | (6,516) | |||
Accumulated other comprehensive (loss) income | 183 | 720 | |||
Total Tribune Media Company shareholders’ equity | 197,790 | 197,146 | |||
Noncontrolling interests | 5,197 | 44 | |||
Total shareholders’ equity | 202,987 | 197,190 | |||
Total Liabilities and Shareholders’ Equity | $ 579,168 | $ 577,317 | |||
[1] | (3)See Note 3 for information regarding assets held for sale. | ||||
[2] | (1) The Company’s consolidated total assets as of September 30, 2018 and December 31, 2017 include total assets of variable interest entities (“VIEs”) of $75 million and $81 million, respectively, which can only be used to settle the obligations of the VIEs. The Company’s consolidated total liabilities as of both September 30, 2018 and December 31, 2017 include total liabilities of the VIEs of $29 million, for which the creditors of the VIEs have no recourse to the Company (see Note 1). |
Condensed Consolidating Finan_5
Condensed Consolidating Financial Information Statement of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |||
Condensed Cash Flow Statements, Captions [Line Items] | ||||||||
Net cash (used in) provided by operating activities | $ 306,849 | $ 171,494 | ||||||
Capital expenditures | $ (22,505) | $ (13,324) | (47,452) | (41,423) | ||||
Spectrum repack reimbursements | 6,967 | 0 | ||||||
Net proceeds from the sale of business | 0 | 554,487 | ||||||
Proceeds from FCC spectrum auction | 0 | 172,102 | $ 172,000 | |||||
Proceeds from sales of real estate and other assets | 66 | 61,240 | ||||||
Proceeds from the sales of investments | 15,232 | 148,321 | ||||||
Distribution from equity investment | 0 | 4,608 | ||||||
Other, net | 1,529 | 780 | ||||||
Net cash (used in) provided by investing activities | (23,658) | 900,115 | ||||||
Long-term borrowings | 0 | 202,694 | ||||||
Repayments of long-term debt | 0 | (703,527) | ||||||
Long-term debt issuance costs | 0 | (1,689) | ||||||
Payments of dividends | (65,776) | (564,499) | ||||||
Tax withholdings related to net share settlements of share-based awards | (5,765) | (8,030) | ||||||
Proceeds from stock option exercises | 982 | 11,231 | ||||||
Contributions from noncontrolling interests, net | 475 | 1,318 | ||||||
Change in intercompany receivables and payables and intercompany contributions (1) | 0 | 0 | [1] | |||||
Net cash used in financing activities | (70,084) | (1,062,502) | ||||||
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | 213,107 | 9,107 | ||||||
Cash, cash equivalents and restricted cash, beginning of period (1) | 691,251 | 611,198 | [2] | 611,198 | [2] | |||
Cash, cash equivalents and restricted cash, end of period | 904,358 | 620,305 | 904,358 | 620,305 | 691,251 | |||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations [Abstract] | ||||||||
Cash and cash equivalents | 887,751 | 602,739 | 887,751 | 602,739 | 673,685 | |||
Restricted cash and cash equivalents | 16,607 | 17,566 | 16,607 | 17,566 | 17,566 | $ 17,566 | ||
Cash, cash equivalents and restricted cash, end of period | 904,358 | 620,305 | 904,358 | 620,305 | 691,251 | |||
Non-cash settlement of intercompany balances | 54,000 | |||||||
Eliminations | ||||||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||||||
Net cash (used in) provided by operating activities | 0 | 0 | ||||||
Capital expenditures | 0 | 0 | ||||||
Spectrum repack reimbursements | 0 | |||||||
Net proceeds from the sale of business | 0 | |||||||
Proceeds from FCC spectrum auction | 0 | |||||||
Proceeds from sales of real estate and other assets | 0 | 0 | ||||||
Proceeds from the sales of investments | 0 | 0 | ||||||
Distribution from equity investment | 0 | |||||||
Other, net | 0 | 0 | ||||||
Net cash (used in) provided by investing activities | 0 | 0 | ||||||
Long-term borrowings | 0 | |||||||
Repayments of long-term debt | 0 | |||||||
Long-term debt issuance costs | 0 | |||||||
Payments of dividends | 0 | 0 | ||||||
Tax withholdings related to net share settlements of share-based awards | 0 | 0 | ||||||
Proceeds from stock option exercises | 0 | 0 | ||||||
Contributions from noncontrolling interests, net | 0 | 0 | ||||||
Change in intercompany receivables and payables and intercompany contributions (1) | 0 | 0 | [1] | |||||
Net cash used in financing activities | 0 | 0 | ||||||
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | 0 | 0 | ||||||
Cash, cash equivalents and restricted cash, beginning of period (1) | 0 | 0 | 0 | |||||
Cash, cash equivalents and restricted cash, end of period | 0 | 0 | 0 | 0 | 0 | |||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations [Abstract] | ||||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | 0 | |||
Restricted cash and cash equivalents | 0 | 0 | 0 | 0 | 0 | |||
Cash, cash equivalents and restricted cash, end of period | 0 | 0 | 0 | 0 | 0 | |||
Parent (Tribune Media Company) | Reportable Legal Entities | ||||||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||||||
Net cash (used in) provided by operating activities | (145,783) | (184,784) | ||||||
Capital expenditures | (8,822) | (3,812) | ||||||
Spectrum repack reimbursements | 0 | |||||||
Net proceeds from the sale of business | 574,817 | |||||||
Proceeds from FCC spectrum auction | 0 | |||||||
Proceeds from sales of real estate and other assets | 0 | 0 | ||||||
Proceeds from the sales of investments | 0 | 5,769 | ||||||
Distribution from equity investment | 0 | |||||||
Other, net | 0 | 0 | ||||||
Net cash (used in) provided by investing activities | (8,822) | 576,774 | ||||||
Long-term borrowings | 202,694 | |||||||
Repayments of long-term debt | (688,708) | |||||||
Long-term debt issuance costs | (1,689) | |||||||
Payments of dividends | (65,776) | (564,499) | ||||||
Tax withholdings related to net share settlements of share-based awards | (5,765) | (8,030) | ||||||
Proceeds from stock option exercises | 982 | 11,231 | ||||||
Contributions from noncontrolling interests, net | 0 | 0 | ||||||
Change in intercompany receivables and payables and intercompany contributions (1) | 435,104 | 680,631 | [1] | |||||
Net cash used in financing activities | 364,545 | (368,370) | ||||||
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | 209,940 | 23,620 | ||||||
Cash, cash equivalents and restricted cash, beginning of period (1) | 687,868 | 592,204 | 592,204 | |||||
Cash, cash equivalents and restricted cash, end of period | 897,808 | 615,824 | 897,808 | 615,824 | 687,868 | |||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations [Abstract] | ||||||||
Cash and cash equivalents | 881,201 | 598,258 | 881,201 | 598,258 | 670,302 | |||
Restricted cash and cash equivalents | 16,607 | 17,566 | 16,607 | 17,566 | 17,566 | |||
Cash, cash equivalents and restricted cash, end of period | 897,808 | 615,824 | 897,808 | 615,824 | 687,868 | |||
Guarantor Subsidiaries | Reportable Legal Entities | ||||||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||||||
Net cash (used in) provided by operating activities | 469,683 | 346,753 | ||||||
Capital expenditures | (36,175) | (33,645) | ||||||
Spectrum repack reimbursements | 6,967 | |||||||
Net proceeds from the sale of business | (8,168) | |||||||
Proceeds from FCC spectrum auction | 172,102 | |||||||
Proceeds from sales of real estate and other assets | 66 | 61,240 | ||||||
Proceeds from the sales of investments | 15,232 | 142,552 | ||||||
Distribution from equity investment | 4,608 | |||||||
Other, net | (84) | (25) | ||||||
Net cash (used in) provided by investing activities | (13,994) | 338,664 | ||||||
Long-term borrowings | 0 | |||||||
Repayments of long-term debt | 0 | |||||||
Long-term debt issuance costs | 0 | |||||||
Payments of dividends | 0 | 0 | ||||||
Tax withholdings related to net share settlements of share-based awards | 0 | 0 | ||||||
Proceeds from stock option exercises | 0 | 0 | ||||||
Contributions from noncontrolling interests, net | 0 | 0 | ||||||
Change in intercompany receivables and payables and intercompany contributions (1) | (453,796) | (690,989) | [1] | |||||
Net cash used in financing activities | (453,796) | (690,989) | ||||||
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | 1,893 | (5,572) | ||||||
Cash, cash equivalents and restricted cash, beginning of period (1) | 1,501 | 7,378 | 7,378 | |||||
Cash, cash equivalents and restricted cash, end of period | 3,394 | 1,806 | 3,394 | 1,806 | 1,501 | |||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations [Abstract] | ||||||||
Cash and cash equivalents | 3,394 | 1,806 | 3,394 | 1,806 | 1,501 | |||
Restricted cash and cash equivalents | 0 | 0 | 0 | 0 | 0 | |||
Cash, cash equivalents and restricted cash, end of period | 3,394 | 1,806 | 3,394 | 1,806 | 1,501 | |||
Non-Guarantor Subsidiaries | Reportable Legal Entities | ||||||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||||||
Net cash (used in) provided by operating activities | (17,051) | 9,525 | ||||||
Capital expenditures | (2,455) | (3,966) | ||||||
Spectrum repack reimbursements | 0 | |||||||
Net proceeds from the sale of business | (12,162) | |||||||
Proceeds from FCC spectrum auction | 0 | |||||||
Proceeds from sales of real estate and other assets | 0 | 0 | ||||||
Proceeds from the sales of investments | 0 | 0 | ||||||
Distribution from equity investment | 0 | |||||||
Other, net | 1,613 | 805 | ||||||
Net cash (used in) provided by investing activities | (842) | (15,323) | ||||||
Long-term borrowings | 0 | |||||||
Repayments of long-term debt | (14,819) | |||||||
Long-term debt issuance costs | 0 | |||||||
Payments of dividends | 0 | 0 | ||||||
Tax withholdings related to net share settlements of share-based awards | 0 | 0 | ||||||
Proceeds from stock option exercises | 0 | 0 | ||||||
Contributions from noncontrolling interests, net | 475 | 1,318 | ||||||
Change in intercompany receivables and payables and intercompany contributions (1) | 18,692 | 10,358 | [1] | |||||
Net cash used in financing activities | 19,167 | (3,143) | ||||||
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | 1,274 | (8,941) | ||||||
Cash, cash equivalents and restricted cash, beginning of period (1) | 1,882 | 11,616 | 11,616 | |||||
Cash, cash equivalents and restricted cash, end of period | 3,156 | 2,675 | 3,156 | 2,675 | 1,882 | |||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations [Abstract] | ||||||||
Cash and cash equivalents | 3,156 | 2,675 | 3,156 | 2,675 | 1,882 | |||
Restricted cash and cash equivalents | 0 | 0 | 0 | 0 | 0 | |||
Cash, cash equivalents and restricted cash, end of period | $ 3,156 | $ 2,675 | $ 3,156 | $ 2,675 | $ 1,882 | |||
[1] | (1)Excludes the impact of a $54 million non-cash settlement of intercompany balances upon dissolution of certain Guarantor and Non-Guarantor subsidiaries included in the Gracenote Sale. | |||||||
[2] | (1)Cash, cash equivalents and restricted cash at the beginning of the nine months ended September 30, 2017 of $611 million are comprised of $595 million of cash, cash equivalents and restricted cash from continuing operations as reflected in the Company’s unaudited Condensed Consolidated Balance Sheets and $16 million of cash, cash equivalents and restricted cash reflected in total assets of discontinued operations. |
Subsequent Events Subsequent Ev
Subsequent Events Subsequent Events (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Subsequent Event [Line Items] | ||||
Proceeds from sale of real estate | $ 61,000 | |||
Gain (Loss) on Sale of Properties | $ 65 | $ 0 | $ 365 | |
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Proceeds from sale of real estate | $ 59,000 | |||
Gain (Loss) on Sale of Properties | $ 25,000 |