Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2019shares | |
Document Information [Line Items] | |
Entity Registrant Name | E.W. SCRIPPS Co |
Entity Central Index Key | 0000832428 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Document Type | 10-Q |
Document Period End Date | Mar. 31, 2019 |
Document Fiscal Year Focus | 2019 |
Document Fiscal Period Focus | Q1 |
Amendment Flag | false |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Common stock, Class A | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 68,853,457 |
Voting common stock | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 11,932,722 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 14,402 | $ 107,114 |
Accounts receivable (less allowances— $4,815 and $4,371) | 277,528 | 281,330 |
Programming | 51,120 | 34,432 |
FCC repack receivable | 23,762 | 19,242 |
Miscellaneous | 30,687 | 28,899 |
Total current assets | 397,499 | 471,017 |
Investments | 7,276 | 7,162 |
Property and equipment | 254,935 | 237,927 |
Right-of-use assets | 43,608 | 0 |
Goodwill | 852,362 | 834,013 |
Other intangible assets | 495,440 | 478,953 |
Programming (less current portion) | 95,947 | 75,333 |
Deferred income taxes | 9,857 | 9,141 |
Miscellaneous | 16,992 | 16,515 |
Total Assets | 2,173,916 | 2,130,061 |
Current liabilities: | ||
Accounts payable | 32,230 | 26,919 |
Unearned revenue | 8,120 | 11,459 |
Current portion of long-term debt | 3,000 | 3,000 |
Accrued liabilities: | ||
Employee compensation and benefits | 22,529 | 44,929 |
Programming liability | 60,043 | 40,301 |
Miscellaneous | 42,913 | 46,112 |
Other current liabilities | 29,081 | 25,339 |
Total current liabilities | 197,916 | 198,059 |
Long-term debt (less current portion) | 685,317 | 685,764 |
Deferred income taxes | 22,061 | 25,531 |
Operating lease liabilities | 37,294 | 0 |
Other liabilities (less current portion) | 313,955 | 294,542 |
Equity: | ||
Preferred stock, $.01 par — authorized: 25,000,000 shares; none outstanding | 0 | 0 |
Common stock, $.01 par: Class A - authorized: 240,000,000 shares; issued and outstanding; 68,853,457 and 68,736,867 shares; Voting - authorized: 60,000,000 shares; issued and outstanding; 11,932,722 and 11,932,722 shares | 808 | 807 |
Additional paid-in capital | 1,108,585 | 1,106,984 |
Accumulated deficit | (97,083) | (86,229) |
Accumulated other comprehensive loss, net of income taxes | (94,937) | (95,397) |
Total equity | 917,373 | 926,165 |
Total Liabilities and Equity | 2,173,916 | 2,130,061 |
Common stock, Class A | ||
Equity: | ||
Common stock, $.01 par: Class A - authorized: 240,000,000 shares; issued and outstanding; 68,853,457 and 68,736,867 shares; Voting - authorized: 60,000,000 shares; issued and outstanding; 11,932,722 and 11,932,722 shares | 689 | 688 |
Voting common stock | ||
Equity: | ||
Common stock, $.01 par: Class A - authorized: 240,000,000 shares; issued and outstanding; 68,853,457 and 68,736,867 shares; Voting - authorized: 60,000,000 shares; issued and outstanding; 11,932,722 and 11,932,722 shares | $ 119 | $ 119 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Allowance for doubtful accounts | $ 4,815 | $ 4,371 |
Preferred stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Common stock, Class A | ||
Common stock, shares authorized | 240,000,000 | 240,000,000 |
Common stock, shares issued | 68,853,457 | 68,736,867 |
Common stock, shares outstanding | 68,853,457 | 68,736,867 |
Voting common stock | ||
Common stock, shares authorized | 60,000,000 | 60,000,000 |
Common stock, shares issued | 11,932,722 | 11,932,722 |
Common stock, shares outstanding | 11,932,722 | 11,932,722 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | ||
Operating Revenues: | |||
Total operating revenues | $ 292,163 | $ 254,191 | |
Costs and Expenses: | |||
Employee compensation and benefits | 110,203 | 98,489 | |
Programming | 97,995 | 83,363 | |
Other expenses | 61,442 | 53,023 | |
Acquisition and related integration costs | 3,480 | 0 | |
Restructuring costs | 938 | 3,807 | |
Total costs and expenses | 274,058 | 238,682 | |
Depreciation, Amortization, and (Gains) Losses: | |||
Depreciation | 8,975 | 8,099 | |
Amortization of intangible assets | 8,817 | 7,321 | |
(Gains) losses, net on disposal of property and equipment | 173 | 717 | |
Net depreciation, amortization, and (gains) losses | 17,965 | 16,137 | |
Operating income (loss) | 140 | (628) | |
Interest expense | (8,916) | (8,759) | |
Defined benefit pension plan expense | (1,572) | (1,388) | |
Miscellaneous, net | (800) | 167 | |
Loss from continuing operations before income taxes | (11,148) | (10,608) | |
Benefit for income taxes | (4,334) | (2,031) | |
Loss from continuing operations, net of tax | (6,814) | (8,577) | |
Loss from discontinued operations, net of tax | 0 | (18,504) | |
Net loss | (6,814) | (27,081) | |
Loss attributable to noncontrolling interest | 0 | (632) | |
Net loss attributable to the shareholders of The E.W. Scripps Company | $ (6,814) | $ (26,449) | |
Net loss per basic share of common stock attributable to the shareholders of The E.W. Scripps Company: | |||
Loss from continuing operations | $ (0.08) | $ (0.10) | |
Loss from discontinued operations | 0 | (0.23) | |
Net loss per basic share of common stock attributable to the shareholders of The E.W. Scripps Company | [1] | (0.08) | (0.33) |
Net loss per diluted share of common stock attributable to the shareholders of The E.W. Scripps Company: | |||
Loss from continuing operations | (0.08) | (0.10) | |
Loss from discontinued operations | 0 | (0.23) | |
Loss per diluted share of common stock attributable to the shareholders of The E.W. Scripps Company | [1] | $ (0.08) | $ (0.33) |
Advertising | |||
Operating Revenues: | |||
Total operating revenues | $ 174,241 | $ 169,137 | |
Retransmission and carriage | |||
Operating Revenues: | |||
Total operating revenues | 87,283 | 71,060 | |
Other | |||
Operating Revenues: | |||
Total operating revenues | $ 30,639 | $ 13,994 | |
[1] | Net income (loss) per share amounts may not foot since each is calculated independently. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (6,814) | $ (27,081) |
Changes in defined benefit pension plans, net of tax of $155 and $248 | 460 | 740 |
Total comprehensive income (loss) | (6,354) | (26,341) |
Less comprehensive net income (loss) attributable to noncontrolling interest | 0 | 632 |
Total comprehensive income (loss) attributable to the shareholders of The E.W. Scripps Company | $ (6,354) | $ (25,709) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Changes in defined benefit pension plans, tax amount | $ 155 | $ 248 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (6,814) | $ (27,081) |
Loss from discontinued operations, net of tax | 0 | (18,504) |
Loss from continuing operations, net of tax | (6,814) | (8,577) |
Adjustments to reconcile net loss from continuing operations to net cash flows from operating activities: | ||
Depreciation and amortization | 17,792 | 15,420 |
(Gain)/loss on sale of property and equipment | 173 | 717 |
Programming assets and liabilities | (1,133) | (4,947) |
Deferred income taxes | (4,341) | (2,209) |
Stock and deferred compensation plans | 7,352 | 4,658 |
Pension expense, net of contributions | (408) | (1,581) |
Other changes in certain working capital accounts, net | (25,776) | (2,258) |
Miscellaneous, net | (37) | 101 |
Net cash (used in) provided by operating activities from continuing operations | (13,192) | 1,324 |
Net cash provided by operating activities from discontinued operations | 0 | 3,691 |
Net operating activities | (13,192) | 5,015 |
Cash Flows from Investing Activities: | ||
Acquisitions, net of cash acquired | 55,199 | 0 |
Acquisition of intangible assets | (404) | 0 |
Additions to property and equipment | (13,440) | (11,362) |
Purchase of investments | (115) | (117) |
Proceeds from FCC repack | 1,520 | 0 |
Miscellaneous, net | 1 | 192 |
Net cash used in investing activities from continuing operations | (67,637) | (11,287) |
Net cash used in investing activities from discontinued operations | 0 | (320) |
Net investing activities | (67,637) | (11,607) |
Cash Flows from Financing Activities: | ||
Proceeds from long-term debt | 30,000 | 0 |
Payments on long-term debt | (30,750) | (750) |
Dividends paid | (4,040) | (4,125) |
Repurchase of Class A Common shares | (584) | (4,409) |
Proceeds from exercise of stock options | 0 | 234 |
Tax payments related to shares withheld for RSU vesting | (3,649) | (1,868) |
Miscellaneous, net | (2,862) | (804) |
Net cash used in financing activities from continuing operations | (11,885) | (11,722) |
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 2 | 0 |
Decrease in cash, cash equivalents and restricted cash | (92,712) | (18,314) |
Cash, cash equivalents and restricted cash: | ||
Beginning of year | 107,114 | 148,699 |
End of period | 14,402 | 130,385 |
Supplemental Cash Flow Disclosures | ||
Interest paid | 3,356 | 3,016 |
Income taxes paid | 50 | 178 |
Non-cash investing information | ||
Capital expenditures included in accounts payable | $ 1,465 | $ 158 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) (AOCI) | Noncontrolling Interest | |
Equity, beginning balance at Dec. 31, 2017 | $ 816 | $ 1,129,020 | $ (90,061) | $ (102,922) | |||
Equity, Noncontrolling Interest, beginning balance at Dec. 31, 2017 | $ 632 | ||||||
Total Equity, beginning balance at Dec. 31, 2017 | $ 937,485 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Comprehensive income (loss) | (26,341) | (26,449) | 740 | (632) | |||
Cash dividend: declared and paid - $0.05 per share | (4,125) | (4,125) | |||||
Repurchase Class A Common shares: 180,541 in 2019 and 285,201 in 2018 | (4,409) | (3) | (4,406) | 0 | |||
Compensation plans: 297,131 net shares issued in 2019 and 340,774 in 2018 | [1] | 2,078 | 4 | 2,074 | |||
Equity, ending balance at Mar. 31, 2018 | 817 | 1,126,688 | (120,635) | (102,182) | |||
Equity, Noncontrolling Interest, ending balance at Mar. 31, 2018 | 0 | ||||||
Total Equity, ending balance at Mar. 31, 2018 | 904,688 | ||||||
Equity, beginning balance at Dec. 31, 2018 | 807 | 1,106,984 | (86,229) | (95,397) | |||
Equity, Noncontrolling Interest, beginning balance at Dec. 31, 2018 | 0 | ||||||
Total Equity, beginning balance at Dec. 31, 2018 | 926,165 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Comprehensive income (loss) | (6,354) | (6,814) | 460 | 0 | |||
Cash dividend: declared and paid - $0.05 per share | (4,040) | (4,040) | |||||
Repurchase Class A Common shares: 180,541 in 2019 and 285,201 in 2018 | (584) | (2) | (582) | 0 | |||
Compensation plans: 297,131 net shares issued in 2019 and 340,774 in 2018 | [1] | 2,186 | 3 | 2,183 | |||
Equity, ending balance at Mar. 31, 2019 | $ 808 | $ 1,108,585 | $ (97,083) | $ (94,937) | |||
Equity, Noncontrolling Interest, ending balance at Mar. 31, 2019 | $ 0 | ||||||
Total Equity, ending balance at Mar. 31, 2019 | $ 917,373 | ||||||
[1] | Net of tax payments related to shares withheld for vested RSUs of $3,649 in 2019 and $1,868 in 2018. |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Equity (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||
Shares issued on compensation plans | 297,131 | 340,774 |
Repurchase of Class A Common shares | 180,541 | 285,201 |
Tax payments related to shares withheld for vested stock and RSUs | $ 3,649 | $ 1,868 |
Common Stock, Dividends, Per Share, Declared | $ 0.05 | $ 0.05 |
Common Stock, Dividends, Per Share, Cash Paid | $ 0.05 | $ 0.05 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies As used in the Notes to Condensed Consolidated Financial Statements, the terms “Scripps,” “Company,” “we,” “our,” or “us” may, depending on the context, refer to The E.W. Scripps Company, to one or more of its consolidated subsidiary companies, or to all of them taken as a whole. Basis of Presentation — The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The interim financial statements should be read in conjunction with the audited consolidated financial statements, including the notes thereto included in our 2018 Annual Report on Form 10-K. In management's opinion, all adjustments (consisting of normal recurring accruals) necessary for a fair presentation of the interim periods have been made. Results of operations are not necessarily indicative of the results that may be expected for future interim periods or for the full year. Additionally, certain amounts in prior periods have been reclassified to conform to the current period's presentation. Nature of Operations — We are a diverse media enterprise, serving audiences and businesses through a portfolio of local and national media brands. All of our media businesses provide content and advertising services via digital platforms, including the Internet, smartphones and tablets. Our media businesses are organized into the following reportable business segments: Local Media, National Media and Other. Additional information for our business segments is presented in the Notes to Condensed Consolidated Financial Statements. Use of Estimates — Preparing financial statements in accordance with accounting principles generally accepted in the United States of America requires us to make a variety of decisions that affect the reported amounts and the related disclosures. Such decisions include the selection of accounting principles that reflect the economic substance of the underlying transactions and the assumptions on which to base accounting estimates. In reaching such decisions, we apply judgment based on our understanding and analysis of the relevant circumstances, including our historical experience, actuarial studies and other assumptions. Our financial statements include estimates and assumptions used in accounting for our defined benefit pension plans; the periods over which long-lived assets are depreciated or amortized; the fair value of long-lived assets, goodwill and indefinite lived assets; the liability for uncertain tax positions and valuation allowances against deferred income tax assets; the fair value of assets acquired and liabilities assumed in business combinations; and self-insured risks. While we re-evaluate our estimates and assumptions on an ongoing basis, actual results could differ from those estimated at the time of preparation of the financial statements. Nature of Products and Services — The following is a description of principal activities from which we generate revenue. Core Advertising — Core advertising is comprised of sales to local and national customers. The advertising includes a combination of broadcast air time, as well as digital advertising. Pricing of advertising time is based on audience size and share, the demographic of our audiences and the demand for our limited inventory of commercial time. Advertising time is sold through a combination of local sales staff and national sales representative firms. Digital revenues are primarily generated from the sale of advertising to local and national customers on our local television websites, smartphone apps, tablet apps and other platforms. Political Advertising — Political advertising is generally sold through our Washington D.C. sales office. Advertising is sold to presidential, gubernatorial, Senate and House of Representative candidates, as well as for state and local issues. It is also sold to political action groups (PACs) or other advocacy groups. Retransmission Revenues — We earn revenue from retransmission consent agreements with multi-channel video programming distributors (“MVPDs”) in our markets. The MVPDs are cable operators and satellite carriers who pay us to offer our programming to their customers. We also receive fees from over-the-top virtual MVPDs such as YouTubeTV, DirectTV Now and Sony Vue. The fees we receive are typically based on the number of subscribers in our local market and the contracted rate per subscriber. Other Products and Services — We derive revenue from sponsorships and community events through our Local Media segment. Our National Media segment offers subscription services for access to premium content to its customers. Our Triton business earns revenue from monthly fees charged to audio publishers for converting their content into digital audio streams and inserting digital advertising into those audio streams and providing statistical measurement information about their listening audience. Our podcast business acts as a sales and marketing representative and earns commission for its work. Refer to Note 13 . Segment Information for further information, including revenue by significant product and service offering. Revenue Recognition — Revenue is measured based on the consideration we expect to be entitled to in exchange for promised goods or services provided to customers, and excludes any amounts collected on behalf of third parties. Revenue is recognized upon transfer of control of promised products or services to customers. Advertising — Advertising revenue is recognized, net of agency commissions, over time primarily as ads are aired or impressions are delivered and any contracted audience guarantees are met. We apply the practical expedient to recognize revenue at the amount we have the right to invoice, which corresponds directly to the value a customer has received relative to our performance. For advertising sold based on audience guarantees, audience deficiency may result in an obligation to deliver additional advertisements to the customer. To the extent that we do not satisfy contracted audience ratings, we record deferred revenue until such time that the audience guarantee has been satisfied. Retransmission — Retransmission revenues are considered licenses of functional intellectual property and are recognized at the point in time the content is transferred to the customer. MVPDs report their subscriber numbers to us generally on a 30- to 90-day lag. Prior to receiving the MVPD reporting, we record revenue based on estimates of the number of subscribers, utilizing historical levels and trends of subscribers for each MVPD. Other — Revenues generated by our Triton business are recognized on a ratable basis over the contract term as the monthly service is provided to the customer. Transaction Price Allocated to Remaining Performance Obligations — As of March 31, 2019 , we had an aggregate transaction price of $60.2 million allocated to unsatisfied performance obligations related to contracts within our Triton business. We expect to recognize revenue on 91% of these remaining performance obligations over the next 24 months and the remainder thereafter. We did not disclose the value of unsatisfied performance obligations on any other contracts with customers because they are either (i) contracts with an original expected term of one year or less, (ii) contracts for which the sales- or usage-based royalty exception was applied, or (iii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. Contract Balances — Timing of revenue recognition may differ from the timing of invoicing to customers. We record a receivable when revenue is recognized prior to invoicing, or unearned revenue when revenue is recognized subsequent to invoicing. Payment terms may vary by contract type, although our terms generally include a requirement of payment within 30 to 90 days. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts do not include a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers. The allowance for doubtful accounts reflects our best estimate of probable losses inherent in the accounts receivable balance. We determine the allowance based on known troubled accounts, historical experience and other currently available evidence. The allowance for doubtful accounts totaled $4.8 million at March 31, 2019 and $4.4 million at December 31, 2018 . We record unearned revenue when cash payments are received in advance of our performance. We generally require amounts payable under advertising contracts with political advertising customers to be paid in advance. Unearned revenue totaled $8.1 million at March 31, 2019 and is expected to be recognized within revenue over the next 12 months. Unearned revenue totaled $11.5 million at December 31, 2018 . We recorded $2.7 million of revenue in the three months ended March 31, 2019 that was included in unearned revenue at December 31, 2018 . Leases — We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities and operating lease liabilities in our condensed consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As the implicit rate is not readily determinable for most of our leases, we use our incremental borrowing rate when determining the present value of lease payments. The incremental borrowing rate represents an estimate of the interest rate we would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. The operating lease ROU asset also includes any payments made at or before commencement and is reduced by any lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Share-Based Compensation — We have a Long-Term Incentive Plan (the “Plan”) which is described more fully in our 2018 Annual Report on Form 10-K. The Plan provides for the award of incentive and nonqualified stock options, stock appreciation rights, restricted stock units (RSUs) and unrestricted Class A Common shares and performance units to key employees and non-employee directors. Share-based compensation costs totaled $5.8 million and $3.4 million for the first quarter of 2019 and 2018 , respectively. Earnings Per Share (“EPS”) — Unvested awards of share-based payments with rights to receive dividends or dividend equivalents, such as our RSUs, are considered participating securities for purposes of calculating EPS. Under the two-class method, we allocate a portion of net income to these participating securities and, therefore, exclude that income from the calculation of EPS for common stock. We do not allocate losses to the participating securities. The following table presents information about basic and diluted weighted-average shares outstanding: Three Months Ended (in thousands) 2019 2018 Numerator (for basic and diluted earnings per share) Loss from continuing operations, net of tax $ (6,814 ) $ (8,577 ) Loss attributable to noncontrolling interest — 632 Numerator for basic and diluted earnings per share from continuing operations attributable to the shareholders of The E.W. Scripps Company $ (6,814 ) $ (7,945 ) Denominator Basic weighted-average shares outstanding 80,673 81,554 Effect of dilutive securities: Stock options and restricted stock units — — Diluted weighted-average shares outstanding 80,673 81,554 Anti-dilutive securities (1) 1,404 1,677 (1) Amount outstanding at balance sheet date, before application of the treasury stock method and not weighted for period outstanding. For the three month periods ended March 31, 2019 and 2018, we incurred a net loss and the inclusion of RSUs and stock options would have been anti-dilutive, and accordingly the diluted EPS calculation for the period excludes those common share equivalents. |
Recently Adopted Standards and
Recently Adopted Standards and Issued Accounting Standards (Notes) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Recently Adopted Standards and Issued Accounting Standards | Recently Adopted and Issued Accounting Standards Recently Adopted Accounting Standards — In February 2016, the Financial Accounting Standards Board ("FASB") issued new guidance on the accounting for leases. Under this guidance, lessees are required to recognize a lease liability and a right-of-use asset for all leases at the commencement date. In July 2018, the FASB approved amendments to create an optional transition method. The amendments provided an option to implement the new leasing standard through a cumulative-effect adjustment to opening retained earnings in the period of adoption without having to restate the comparative periods presented. We adopted the standard on January 1, 2019 using this optional transition method that does not restate the comparative prior periods. The new guidance provides a number of optional practical expedients in transition. We elected the transition package of three practical expedients permitted within the standard, which eliminates the requirements to reassess prior conclusions about lease identification, lease classification and initial direct costs. We did not elect the hindsight practical expedient, which permits the use of hindsight when determining lease term and impairment of right-of-use assets. We have utilized the practical expedient to not separate lease and non-lease components. Further, we elected a short-term lease exception policy, permitting us to not apply the recognition requirements of this standard to short-term leases (i.e. leases with terms of 12 months or less). Implementation of the standard resulted in the recognition of $46.6 million of right-of-use assets and $50.3 million of lease liabilities, which included the impact of prepaid and deferred rent and lease incentives, on our condensed consolidated balance sheet. No cumulative-effect adjustment was recognized as the amount was not material, and adoption of the standard had no impact on our condensed consolidated statements of operations. Recently Issued Accounting Standards — In March 2019, the FASB issued new guidance to align the accounting for the costs of producing films and episodic television series in response to changes in production and distribution models in the media and entertainment industry. The new guidance amends the capitalization, amortization, impairment, presentation and disclosure requirements for entities that produce and own content, and also aligns the impairment guidance for licensed content to the owned content fair value model. This guidance applies to broadcasters and entities that produce and distribute films and episodic television series through both traditional mediums and digital mediums. It is effective for fiscal years, and interim periods within those years, beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the impact of this guidance on our condensed consolidated financial statements, as well as the timing of adoption. In August 2018, the FASB issued new guidance to address a customer's accounting for implementation costs incurred in a cloud computing arrangement ("CCA") that is a service contract. The new guidance aligns the accounting for costs incurred to implement a CCA that is a service arrangement with the guidance on capitalizing costs associated with developing or obtaining internal-use software. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the impact of this guidance on our condensed consolidated financial statements, as well as the timing of adoption. In August 2018, the FASB issued new guidance to add, remove and clarify annual disclosure requirements related to defined benefit pension and other postretirement plans. The guidance is effective for fiscal years ending after December 15, 2020 with early adoption permitted, and it should be applied on a retrospective basis. We believe the main impact of this guidance will be to no longer disclose the amount in accumulated other comprehensive income that is expected to be recognized as part of net periodic benefit cost over the next year. Additionally, we will have to add a narrative description for any significant gains and losses affecting the benefit obligation for the period. We are currently evaluating the impact of this guidance on our disclosures as well as the timing of adoption. In June 2016, the FASB issued new guidance that changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking “expected loss” model that will replace today’s “incurred loss” model, which generally will result in the earlier recognition of allowances for losses. For available-for-sale debt securities with unrealized losses, entities will measure credit losses in a manner similar to current practice, except that the losses will be recognized as an allowance. The guidance is effective in 2020 with early adoption permitted in 2019. We are currently evaluating the impact of this guidance on our condensed consolidated financial statements, as well as the timing of adoption. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Raycom Effective January 1, 2019 , we acquired television stations owned by Raycom Media — Waco, Texas ABC affiliate KXXV/KRHD and Tallahassee, Florida ABC affiliate WTXL — for $55 million in cash. These stations were being divested as part of Gray Television's acquisition of Raycom Media. From the acquisition date of January 1, 2019 through March 31, 2019 , revenues from the Raycom stations were $5.6 million . The following table summarizes the preliminary fair values of the television assets acquired and liabilities assumed at the closing date. (in thousands) Property and equipment $ 11,721 Operating lease right-of-use assets 296 Goodwill 18,349 Other intangible assets 24,900 Operating lease liabilities (296 ) Net purchase price $ 54,970 Of the $24.9 million allocated to intangible assets, $6.8 million was for FCC licenses which we determined to have an indefinite life and therefore are not amortized. The remaining balance of $18.1 million was allocated to television network affiliation relationships and advertiser relationships with estimated amortization periods of 5 - 20 years. The goodwill of $18.3 million arising from the transaction consists largely of synergies, economies of scale and other benefits of a larger broadcast footprint. We allocated the goodwill to our Local Media segment. We treated the transaction as an asset acquisition for income tax purposes resulting in a step-up in the assets acquired. The goodwill is deductible for income tax purposes. Triton On November 30, 2018, we acquired Triton Digital Canada, Inc. ("Triton") for total cash consideration of $160 million . Assets acquired in the transaction included approximately $10.5 million of cash. The transaction was funded with cash on hand at time of closing. Triton is a leading global digital audio infrastructure and audience measurement services company. Triton's infrastructure and ad-serving solutions deliver live and on-demand audio streams and insert advertisements into those streams. Triton's data and measurement service is recognized as the currency by which publishers sell digital audio advertising. The following table summarizes the preliminary fair values of the Triton assets acquired and liabilities assumed at the closing date. (in thousands) Cash $ 10,515 Accounts receivable 8,879 Other current assets 679 Property and equipment 705 Goodwill 83,876 Other intangible assets 75,000 Accounts payable (1,881 ) Accrued expenses (2,964 ) Other current liabilities (19 ) Deferred tax liability (14,577 ) Net purchase price $ 160,213 Of the $75 million allocated to intangible assets, $39 million was assigned to various developed technologies for audience measurement, content delivery and advertising with lives ranging from 8 - 12 years, $31 million was assigned to customer relationships with a life of 12 years and $5 million was assigned to trade names with a life of 10 years. The goodwill of $84 million arises from being able to capitalize on the growth of the streaming audio industry and further improve our position in the global digital audio marketplace. The goodwill is allocated to our National Media segment. The transaction is accounted for as a stock acquisition which applies carryover tax basis to the assets and liabilities acquired. The goodwill is not deductible for income tax purposes. Pro forma results of operations Individually or in the aggregate, the impact of the Raycom and Triton acquisitions is not material to prior year results of operations and therefore no pro forma information has been provided. Pending Acquisitions On October 27, 2018, we entered into a definitive agreement with Cordillera Communications, LLC to acquire 15 television stations, serving 10 markets, for $521 million in cash. The purchase was subject to regulatory approvals and customary closing conditions and closed on May 1, 2019 . We financed the acquisition with a $765 million term loan B, of which $240 million of the proceeds were segregated for financing a portion of the transaction with Nexstar Media Group, Inc. ("Nexstar"). The term loan B matures in 2026 with interest payable at rates based on LIBOR, plus a fixed margin of 2.75% . The term loan B also requires annual principal payments of $7.7 million . On March 20, 2019, we entered into a definitive agreement with Nexstar to acquire eight broadcast television stations from the Nexstar transaction with Tribune Media Company ("Tribune") for consideration of $580 million . The purchase price and other related costs associated with the transaction are expected to be financed from the incremental term loan B proceeds and unsecured debt. Additionally, the capacity for our revolving credit facility will be increased to $210 million upon closing. The transaction, pending regulatory and other approvals, is expected to close at the same time as the Nexstar-Tribune merger. |
Asset Write-Downs and Other Cha
Asset Write-Downs and Other Charges and Credits | 3 Months Ended |
Mar. 31, 2019 | |
Restructuring and Related Activities [Abstract] | |
Asset Write-Downs and Other Charges and Credits | Asset Write-Downs and Other Charges and Credits Loss from continuing operations includes the following: 2019 - Acquisition and related integration costs of $3.5 million in the first quarter of 2019 reflect professional service costs incurred to integrate Triton and the Raycom and Cordillera stations, as well as costs incurred for the pending Nexstar acquisition. 2018 - First quarter of 2018 operating results include $3.8 million of severance and outside consulting fees associated with our previously announced restructuring. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We file a consolidated federal income tax return, consolidated unitary tax returns in certain states and other separate state income tax returns for our subsidiary companies. The income tax provision for interim periods is generally determined based upon the expected effective income tax rate for the full year and the tax rate applicable to certain discrete transactions in the interim period. To determine the annual effective income tax rate, we must estimate both the total income (loss) before income tax for the full year and the jurisdictions in which that income (loss) is subject to tax. The actual effective income tax rate for the full year may differ from these estimates if income (loss) before income tax is greater than or less than what was estimated or if the allocation of income (loss) to jurisdictions in which it is taxed is different from the estimated allocations. We review and adjust our estimated effective income tax rate for the full year each quarter based upon our most recent estimates of income (loss) before income tax for the full year and the jurisdictions in which we expect that income will be taxed. The effective income tax rate for the three months ended March 31, 2019 and 2018 was 39% and 19% , respectively. Other differences between our effective income tax rate and the U.S. federal statutory rate are the impact of state taxes, foreign taxes, non-deductible expenses, changes in reserves for uncertain tax positions and excess tax benefits or expense on share-based compensation ( $0.6 million benefit and $0.7 million expense in 2019 and 2018, respectively). Deferred tax assets totaled $9.9 million at March 31, 2019 , which includes the tax effect of state net operating loss carryforwards. We recognize state net operating loss carryforwards as deferred tax assets, subject to valuation allowances. At each balance sheet date, we estimate the amount of carryforwards that are not expected to be used prior to expiration of the carryforward period. The tax effect of the carryforwards that are not expected to be used prior to their expiration is included in the valuation allowance. |
Restricted Cash
Restricted Cash | 3 Months Ended |
Mar. 31, 2019 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash | Restricted Cash At December 31, 2018 , our cash and cash equivalents included $5.1 million held in a restricted cash account on deposit with our insurance carrier. This account served as collateral, in place of an irrevocable stand-by letter of credit, to provide financial assurance that we will fulfill our obligations with respect to cash requirements associated with our workers' compensation self-insurance. This cash was to remain on deposit with the carrier until all claims have been paid or we provide a letter of credit in lieu of the cash deposit. At March 31, 2019 , no deposits were held in a restricted cash account as we provided a letter of credit in lieu of the cash deposit. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Leases | Leases We have operating leases for office space, data centers and certain equipment. Our leases have remaining lease terms of 1 year to 20 years, some of which may include options to extend the leases for up to 5 years, and some of which may include options to terminate the leases within 1 year. Operating lease costs recognized in our condensed consolidated statements of operations for the three months ended March 31, 2019 totaled $3.4 million , including short-term lease costs of $0.1 million . Other information related to our operating leases was as follows: (in thousands, except lease term and discount rate) As of Balance Sheet Information Right-of-use assets $ 43,608 Other current liabilities 10,262 Operating lease liabilities 37,294 Weighted Average Remaining Lease Term Operating leases 7 years Weighted Average Discount Rate Operating leases 6.5 % (in thousands) Three Months Ended March 31, 2019 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities $ 3,471 Right-of-use assets obtained in exchange for lease obligations — Future minimum lease payments under non-cancellable operating leases as of March 31, 2019 were as follows: (in thousands) Operating Leases Remainder of 2019 $ 12,897 2020 9,514 2021 7,076 2022 6,623 2023 6,690 Thereafter 16,428 Total future minimum lease payments 59,228 Less: Imputed interest (11,672 ) Total $ 47,556 Future minimum lease payments under non-cancellable operating leases as of December 31, 2018 (1) were as follows: (in thousands) Operating Leases 2019 $ 11,197 2020 9,195 2021 6,545 2022 6,352 2023 11,412 Thereafter 15,311 Total future minimum lease payments $ 60,012 (1) Amounts included for comparability and accounted for in accordance with ASC 840, "Leases". |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill consisted of the following: (in thousands) Local Media National Media Total Gross balance as of December 31, 2018 $ 708,133 $ 393,197 $ 1,101,330 Accumulated impairment losses (216,914 ) (50,403 ) (267,317 ) Net balance as of December 31, 2018 $ 491,219 $ 342,794 $ 834,013 Gross balance as of March 31, 2019 $ 726,482 $ 393,197 $ 1,119,679 Accumulated impairment losses (216,914 ) (50,403 ) (267,317 ) Net balance as of March 31, 2019 $ 509,568 $ 342,794 $ 852,362 Other intangible assets consisted of the following: (in thousands) As of As of Amortizable intangible assets: Carrying amount: Television network affiliation relationships $ 265,844 $ 248,444 Customer lists and advertiser relationships 101,200 100,500 Other 88,797 88,393 Total carrying amount 455,841 437,337 Accumulated amortization: Television network affiliation relationships (65,333 ) (62,020 ) Customer lists and advertiser relationships (39,216 ) (36,380 ) Other (19,867 ) (17,199 ) Total accumulated amortization (124,416 ) (115,599 ) Net amortizable intangible assets 331,425 321,738 Indefinite-lived intangible assets — FCC licenses 164,015 157,215 Total other intangible assets $ 495,440 $ 478,953 Estimated amortization expense of intangible assets for each of the next five years is $26.7 million for the remainder of 2019 , $34.3 million in 2020 , $31.8 million in 2021 , $28.6 million in 2022 , $23.6 million in 2023 , $23.0 million in 2024 and $163.4 million in later years. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following: (in thousands) As of As of Variable rate credit facility $ — $ — Senior unsecured notes 400,000 400,000 Term loan B 295,500 296,250 Total outstanding principal 695,500 696,250 Less: Debt issuance costs (7,183 ) (7,486 ) Less: Current portion (3,000 ) (3,000 ) Net carrying value of long-term debt $ 685,317 $ 685,764 Fair value of long-term debt * $ 669,387 $ 662,844 * Fair value of the Senior Notes is estimated based on quoted private market transactions and are classified as Level 1 in the fair value hierarchy. The fair value of the term loan B is based on observable estimates provided by third party financial professionals, and as such, is classified within Level 2 of the fair value hierarchy. Senior Unsecured Notes Our $400 million senior unsecured notes ("the Senior Notes") bear interest at a rate of 5.125% per annum and mature on May 15, 2025 . Interest is payable semi-annually on May 15 and November 15 of each year. Prior to May 15, 2020, we may redeem the Senior Notes, in whole or in part, at any time, or from time to time, at a price equal to 100% of the principal amount of the Senior Notes, plus accrued and unpaid interest, if any, to the date of redemption, plus a “make-whole” premium, as set forth in the Senior Notes indenture. In addition, on or prior to May 15, 2020 , we may redeem up to 40% of the Senior Notes, using proceeds of equity offerings. If we sell certain of our assets or have a change of control, the holders of the Senior Notes may require us to repurchase some or all of the notes. The Senior Notes are also guaranteed by us and the majority of our subsidiaries. The Senior Notes contain covenants with which we must comply that are typical for borrowing transactions of this nature. We incurred approximately $7.0 million of deferred financing costs in connection with the issuance of the Senior Notes, which are being amortized over the life of the Senior Notes. Term Loan B Our $300 million term loan B matures in October 2024. We amended the term loan B on April 4, 2018, reducing the interest rate by 25 basis points . Following the amendment, interest is payable on term loan B at a rate based on LIBOR, plus a fixed margin of 2.00% . Interest will reduce to a rate of LIBOR plus a fixed margin of 1.75% if the company’s total net leverage, as defined by the amended agreement, is below 2.75 . Term loan B requires annual principal payments of $3 million . Our Financing Agreement also includes a provision that in certain circumstances we must use a portion of excess cash flow to repay debt. As of March 31, 2019 , we were not required to make any additional principal payments for excess cash flow. As of March 31, 2019 and December 31, 2018 , the interest rate on the term loan B was 4.50% and 4.34% , respectively. The weighted-average interest rate on the term loan B was 4.50% for the three months ended March 31, 2019 . Revolving Credit Facility We have a $150 million revolving credit facility ("Revolving Credit Facility") that expires in April 2022. Interest is payable on the Revolving Credit Facility at rates based on LIBOR, plus a margin based on our leverage ratio, ranging from 1.75% to 2.50% . The Revolving Credit Facility includes maintaining a net leverage ratio when we have outstanding borrowings on the facility, as well as other restrictions on payments (dividends and share repurchases). Additionally, we can make acquisitions as long as the pro forma net leverage ratio is less than 5.5 to 1.0 . We granted the lenders pledges of our equity interests in our subsidiaries and security interests in substantially all other personal property including cash, accounts receivables, and equipment. Commitment fees of 0.30% to 0.50% per annum, based on our leverage ratio, of the total unused commitment are payable under the Revolving Credit Facility. As of March 31, 2019 and December 31, 2018 we had outstanding letters of credit totaling $6.0 million and $0.1 million , respectively. |
Other Liabilities
Other Liabilities | 3 Months Ended |
Mar. 31, 2019 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | Other Liabilities Other liabilities consisted of the following: (in thousands) As of As of Employee compensation and benefits $ 21,616 $ 19,775 Deferred FCC repack income 26,601 20,620 Programming liability 57,040 43,825 Liability for pension benefits 197,380 198,444 Liabilities for uncertain tax positions 816 811 Other 10,502 11,067 Other liabilities (less current portion) $ 313,955 $ 294,542 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Mar. 31, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information The following table presents additional information about the change in certain working capital accounts: Three Months Ended (in thousands) 2019 2018 Accounts receivable $ 4,031 $ 9,166 Other current assets (4,812 ) (3,508 ) Accounts payable 4,539 4,251 Accrued employee compensation and benefits (22,399 ) (13,516 ) Other accrued liabilities 335 1,412 Unearned revenue (3,339 ) (169 ) Other, net (4,131 ) 106 Total $ (25,776 ) $ (2,258 ) |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans We sponsor noncontributory defined benefit pension plans and non-qualified Supplemental Executive Retirement Plans ("SERPs"). The accrual for future benefits has been frozen in our defined benefit pension plans and SERPs. We sponsor a defined contribution plan covering substantially all non-union and certain union employees. We match a portion of employees' voluntary contributions to this plan. The components of the employee benefit plans expense consisted of the following: Three Months Ended (in thousands) 2019 2018 Interest cost $ 5,800 $ 5,925 Expected return on plan assets, net of expenses (5,058 ) (5,732 ) Amortization of actuarial loss and prior service cost 572 921 Total for defined benefit pension plans 1,314 1,114 Multi-employer plans 41 47 SERPs 258 274 Defined contribution plan 2,995 2,793 Net periodic benefit cost 4,608 4,228 Allocated to discontinued operations — (203 ) Net periodic benefit cost — continuing operations $ 4,608 $ 4,025 We contributed $0.3 million to fund current benefit payments for our SERPs and $1.7 million for our defined benefit pension plans during the three months ended March 31, 2019 . During the remainder of 2019 , we anticipate contributing an additional $1.0 million to fund the SERPs' benefit payments and an additional $16.9 million to fund our qualified defined benefit pension plans. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We determine our business segments based upon our management and internal reporting structures, as well as the basis that our chief operating decision maker makes resource allocation decisions. We report our financial performance based on the following segments: Local Media, National Media, Other. Our Local Media segment includes our local broadcast stations and their related digital operations. It is comprised of seventeen ABC affiliates, five NBC affiliates, two FOX affiliates and two CBS affiliates. We also have two MyTV affiliates, one CW affiliate, two independent stations and four Azteca America Spanish-language affiliates. Our Local Media segment earns revenue primarily from the sale of advertising to local, national and political advertisers and retransmission fees received from cable operators, telecommunications companies and satellite carriers. We also receive retransmission fees from over-the-top virtual MVPDs such as YouTubeTV, DirectTV Now and Sony Vue. Our National Media segment includes our collection of national brands. Our national brands include Katz, Stitcher and its advertising network Midroll Media (Midroll), Newsy, Triton and other national brands. These operations earn revenue primarily through the sale of advertising. We allocate a portion of certain corporate costs and expenses, including information technology, certain employee benefits and shared services, to our business segments. The allocations are generally amounts agreed upon by management, which may differ from an arms-length amount. Our chief operating decision maker evaluates the operating performance of our business segments and makes decisions about the allocation of resources to our business segments using a measure called segment profit. Segment profit excludes interest, defined benefit pension plan expense, income taxes, depreciation and amortization, impairment charges, divested operating units, restructuring activities, investment results and certain other items that are included in net income (loss) determined in accordance with accounting principles generally accepted in the United States of America. Information regarding our business segments is as follows: Three Months Ended (in thousands) 2019 2018 Segment operating revenues: Local Media $ 203,387 $ 192,059 National Media 87,317 60,721 Other 1,459 1,411 Total operating revenues $ 292,163 $ 254,191 Segment profit (loss): Local Media $ 34,173 $ 31,619 National Media 4,941 2,035 Other (433 ) (251 ) Shared services and corporate (16,158 ) (14,087 ) Acquisition and related integration costs (3,480 ) — Restructuring costs (938 ) (3,807 ) Depreciation and amortization of intangible assets (17,792 ) (15,420 ) Gains (losses), net on disposal of property and equipment (173 ) (717 ) Interest expense (8,916 ) (8,759 ) Defined benefit pension plan expense (1,572 ) (1,388 ) Miscellaneous, net (800 ) 167 Loss from continuing operations before income taxes $ (11,148 ) $ (10,608 ) Depreciation: Local Media $ 7,591 $ 7,556 National Media 1,004 96 Other 38 38 Shared services and corporate 342 409 Total depreciation $ 8,975 $ 8,099 Amortization of intangible assets: Local Media $ 3,958 $ 3,705 National Media 4,521 3,278 Shared services and corporate 338 338 Total amortization of intangible assets $ 8,817 $ 7,321 Additions to property and equipment: Local Media $ 9,480 $ 9,500 National Media 4,290 1,674 Other 31 — Shared services and corporate 411 60 Total additions to property and equipment $ 14,212 $ 11,234 A disaggregation of the principal activities from which we generate revenue is as follows: Three Months Ended (in thousands) 2019 2018 Operating revenues: Core advertising $ 173,361 $ 166,553 Political 880 2,584 Retransmission and carriage 87,283 71,060 Other 30,639 13,994 Total operating revenues $ 292,163 $ 254,191 |
Capital Stock
Capital Stock | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Capital Stock | Capital Stock Capital Stock — We have two classes of common shares, Common Voting shares and Class A Common shares. The Class A Common shares are only entitled to vote on the election of the greater of three or one-third of the directors and other matters as required by Ohio law. Share Repurchase Plan — Shares may be repurchased from time to time at management's discretion. In November 2016, our Board of Directors authorized a repurchase program of up to $100 million of our Class A Common shares. The authorization currently expires on March 1, 2020. Shares can be repurchased under the authorization via open market purchases or privately negotiated transactions, including accelerated stock repurchase transactions, block trades, or pursuant to trades intending to comply with Rule 10b5-1 of the Securities Exchange Act of 1934. As part of the share repurchase plan, the Company entered into an Accelerated Share Repurchase ("ASR") agreement with JP Morgan to repurchase $25 million of the Company’s common stock. Under the ASR agreement, the Company paid $25 million to JP Morgan and received an initial delivery of 1.3 million shares in the third quarter of 2018, which represented 80% of the total shares the Company expected to receive based on the market price at the time of the initial delivery. The transaction was accounted for as an equity transaction. The par value of shares received was recorded as a reduction to common stock with the remainder recorded as a reduction to additional paid-in capital or retained earnings. Upon initial receipt of the shares, there was an immediate reduction in the weighted average common shares calculation for basic and diluted earnings per share. Upon final settlement of the ASR agreement in February 2019, the Company received additional deliveries totaling 147,164 shares of its common stock based on a weighted average cost per share of $ 16.70 over the term of the ASR agreement. During the three months ended March 31, 2019 , we repurchased $0.6 million of shares at prices ranging from $15.54 to $18.72 per share. During the three months ended March 31, 2018 , we repurchased $4.4 million of shares at prices ranging from $13.29 to $16.86 per share. At March 31, 2019 , $49.7 million remained under this authorization. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2019 | |
Accumulated Other Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Income (Loss) Changes in accumulated other comprehensive income (loss) ("AOCI") by component, including items reclassified out of AOCI, were as follows: Three Months Ended March 31, 2019 (in thousands) Defined Benefit Pension Items Other Total Beginning balance, December 31, 2018 $ (95,365 ) $ (32 ) $ (95,397 ) Other comprehensive income (loss) before reclassifications — — — Amounts reclassified from AOCI, net of tax of $155 (a) 460 — 460 Net current-period other comprehensive income (loss) 460 — 460 Ending balance, March 31, 2019 $ (94,905 ) $ (32 ) $ (94,937 ) Three Months Ended March 31, 2018 (in thousands) Defined Benefit Pension Items Other Total Beginning balance, December 31, 2017 $ (102,955 ) $ 33 $ (102,922 ) Other comprehensive income (loss) before reclassifications — — — Amounts reclassified from AOCI, net of tax of $248 (a) 740 — 740 Net current-period other comprehensive income (loss) 740 — 740 Ending balance, March 31, 2018 $ (102,215 ) $ 33 $ (102,182 ) (a) Actuarial gain (loss) is included in defined benefit pension plan expense in the condensed consolidated statements of operations |
Noncontrolling Interest
Noncontrolling Interest | 3 Months Ended |
Mar. 31, 2019 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest | Noncontrolling Interest A noncontrolling owner holds a 30% interest in our venture to develop, produce and air our lifestyle daytime talk show. |
Assets Held for Sale and Discon
Assets Held for Sale and Discontinued Operations | 3 Months Ended |
Mar. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale and Discontinued Operations | Assets Held for Sale and Discontinued Operations Radio Divestiture In the fourth quarter of 2017, we began the process to divest our radio business. Our radio business consisted of 34 radio stations in eight markets. We closed on the sale of our Tulsa radio stations on October 1, 2018, closed on the sales of our Milwaukee, Knoxville, Omaha, Springfield and Wichita radio stations on November 1, 2018 and closed on the sales of our Boise and Tucson radio stations on December 12, 2018. Operating results of our discontinued radio operations were as follows: (in thousands) Three months ended March 31, 2018 Operating revenues $ 13,299 Total costs and expenses (11,516 ) Impairment of goodwill and intangible assets (20,000 ) Other, net (148 ) Loss from discontinued operations before income taxes (18,365 ) Provision (benefit) for income taxes 139 Net loss from discontinued operations $ (18,504 ) During the first quarter of 2018 , we recorded $20 million of non-cash impairment charges to write-down the goodwill of our radio business to fair value. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation — The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The interim financial statements should be read in conjunction with the audited consolidated financial statements, including the notes thereto included in our 2018 Annual Report on Form 10-K. In management's opinion, all adjustments (consisting of normal recurring accruals) necessary for a fair presentation of the interim periods have been made. Results of operations are not necessarily indicative of the results that may be expected for future interim periods or for the full year. Additionally, certain amounts in prior periods have been reclassified to conform to the current period's presentation. |
Nature of Operations | Nature of Operations — We are a diverse media enterprise, serving audiences and businesses through a portfolio of local and national media brands. All of our media businesses provide content and advertising services via digital platforms, including the Internet, smartphones and tablets. Our media businesses are organized into the following reportable business segments: Local Media, National Media and Other. Additional information for our business segments is presented in the Notes to Condensed Consolidated Financial Statements. |
Use of Estimates | Use of Estimates — Preparing financial statements in accordance with accounting principles generally accepted in the United States of America requires us to make a variety of decisions that affect the reported amounts and the related disclosures. Such decisions include the selection of accounting principles that reflect the economic substance of the underlying transactions and the assumptions on which to base accounting estimates. In reaching such decisions, we apply judgment based on our understanding and analysis of the relevant circumstances, including our historical experience, actuarial studies and other assumptions. Our financial statements include estimates and assumptions used in accounting for our defined benefit pension plans; the periods over which long-lived assets are depreciated or amortized; the fair value of long-lived assets, goodwill and indefinite lived assets; the liability for uncertain tax positions and valuation allowances against deferred income tax assets; the fair value of assets acquired and liabilities assumed in business combinations; and self-insured risks. While we re-evaluate our estimates and assumptions on an ongoing basis, actual results could differ from those estimated at the time of preparation of the financial statements. |
Nature of Products and Services | Nature of Products and Services — The following is a description of principal activities from which we generate revenue. Core Advertising — Core advertising is comprised of sales to local and national customers. The advertising includes a combination of broadcast air time, as well as digital advertising. Pricing of advertising time is based on audience size and share, the demographic of our audiences and the demand for our limited inventory of commercial time. Advertising time is sold through a combination of local sales staff and national sales representative firms. Digital revenues are primarily generated from the sale of advertising to local and national customers on our local television websites, smartphone apps, tablet apps and other platforms. Political Advertising — Political advertising is generally sold through our Washington D.C. sales office. Advertising is sold to presidential, gubernatorial, Senate and House of Representative candidates, as well as for state and local issues. It is also sold to political action groups (PACs) or other advocacy groups. Retransmission Revenues — We earn revenue from retransmission consent agreements with multi-channel video programming distributors (“MVPDs”) in our markets. The MVPDs are cable operators and satellite carriers who pay us to offer our programming to their customers. We also receive fees from over-the-top virtual MVPDs such as YouTubeTV, DirectTV Now and Sony Vue. The fees we receive are typically based on the number of subscribers in our local market and the contracted rate per subscriber. Other Products and Services — We derive revenue from sponsorships and community events through our Local Media segment. Our National Media segment offers subscription services for access to premium content to its customers. Our Triton business earns revenue from monthly fees charged to audio publishers for converting their content into digital audio streams and inserting digital advertising into those audio streams and providing statistical measurement information about their listening audience. Our podcast business acts as a sales and marketing representative and earns commission for its work. Refer to Note 13 . Segment Information for further information, including revenue by significant product and service offering. |
Revenue Recognition and Contract Balances | Contract Balances — Timing of revenue recognition may differ from the timing of invoicing to customers. We record a receivable when revenue is recognized prior to invoicing, or unearned revenue when revenue is recognized subsequent to invoicing. Payment terms may vary by contract type, although our terms generally include a requirement of payment within 30 to 90 days. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts do not include a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers. The allowance for doubtful accounts reflects our best estimate of probable losses inherent in the accounts receivable balance. We determine the allowance based on known troubled accounts, historical experience and other currently available evidence. The allowance for doubtful accounts totaled $4.8 million at March 31, 2019 and $4.4 million at December 31, 2018 . We record unearned revenue when cash payments are received in advance of our performance. We generally require amounts payable under advertising contracts with political advertising customers to be paid in advance. Unearned revenue totaled $8.1 million at March 31, 2019 and is expected to be recognized within revenue over the next 12 months. Unearned revenue totaled $11.5 million at December 31, 2018 . Revenue Recognition — Revenue is measured based on the consideration we expect to be entitled to in exchange for promised goods or services provided to customers, and excludes any amounts collected on behalf of third parties. Revenue is recognized upon transfer of control of promised products or services to customers. Advertising — Advertising revenue is recognized, net of agency commissions, over time primarily as ads are aired or impressions are delivered and any contracted audience guarantees are met. We apply the practical expedient to recognize revenue at the amount we have the right to invoice, which corresponds directly to the value a customer has received relative to our performance. For advertising sold based on audience guarantees, audience deficiency may result in an obligation to deliver additional advertisements to the customer. To the extent that we do not satisfy contracted audience ratings, we record deferred revenue until such time that the audience guarantee has been satisfied. Retransmission — Retransmission revenues are considered licenses of functional intellectual property and are recognized at the point in time the content is transferred to the customer. MVPDs report their subscriber numbers to us generally on a 30- to 90-day lag. Prior to receiving the MVPD reporting, we record revenue based on estimates of the number of subscribers, utilizing historical levels and trends of subscribers for each MVPD. Other — Revenues generated by our Triton business are recognized on a ratable basis over the contract term as the monthly service is provided to the customer. |
Transaction Price Allocated to Remaining Performance Obligations | Transaction Price Allocated to Remaining Performance Obligations — As of March 31, 2019 , we had an aggregate transaction price of $60.2 million allocated to unsatisfied performance obligations related to contracts within our Triton business. We expect to recognize revenue on 91% of these remaining performance obligations over the next 24 months and the remainder thereafter. We did not disclose the value of unsatisfied performance obligations on any other contracts with customers because they are either (i) contracts with an original expected term of one year or less, (ii) contracts for which the sales- or usage-based royalty exception was applied, or (iii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. |
Leases | Leases — We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities and operating lease liabilities in our condensed consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As the implicit rate is not readily determinable for most of our leases, we use our incremental borrowing rate when determining the present value of lease payments. The incremental borrowing rate represents an estimate of the interest rate we would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. The operating lease ROU asset also includes any payments made at or before commencement and is reduced by any lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. |
Share-Based Compensation | Share-Based Compensation — We have a Long-Term Incentive Plan (the “Plan”) which is described more fully in our 2018 Annual Report on Form 10-K. The Plan provides for the award of incentive and nonqualified stock options, stock appreciation rights, restricted stock units (RSUs) and unrestricted Class A Common shares and performance units to key employees and non-employee directors. Share-based compensation costs totaled $5.8 million and $3.4 million for the first quarter of 2019 and 2018 , respectively. |
Earnings Per Share (EPS) | Earnings Per Share (“EPS”) — Unvested awards of share-based payments with rights to receive dividends or dividend equivalents, such as our RSUs, are considered participating securities for purposes of calculating EPS. Under the two-class method, we allocate a portion of net income to these participating securities and, therefore, exclude that income from the calculation of EPS for common stock. We do not allocate losses to the participating securities. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Components of basic and diluted weighted-average shares | The following table presents information about basic and diluted weighted-average shares outstanding: Three Months Ended (in thousands) 2019 2018 Numerator (for basic and diluted earnings per share) Loss from continuing operations, net of tax $ (6,814 ) $ (8,577 ) Loss attributable to noncontrolling interest — 632 Numerator for basic and diluted earnings per share from continuing operations attributable to the shareholders of The E.W. Scripps Company $ (6,814 ) $ (7,945 ) Denominator Basic weighted-average shares outstanding 80,673 81,554 Effect of dilutive securities: Stock options and restricted stock units — — Diluted weighted-average shares outstanding 80,673 81,554 Anti-dilutive securities (1) 1,404 1,677 (1) Amount outstanding at balance sheet date, before application of the treasury stock method and not weighted for period outstanding. |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Business Combinations [Abstract] | |
Schedule of Preliminary Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary fair values of the Triton assets acquired and liabilities assumed at the closing date. (in thousands) Cash $ 10,515 Accounts receivable 8,879 Other current assets 679 Property and equipment 705 Goodwill 83,876 Other intangible assets 75,000 Accounts payable (1,881 ) Accrued expenses (2,964 ) Other current liabilities (19 ) Deferred tax liability (14,577 ) Net purchase price $ 160,213 The following table summarizes the preliminary fair values of the television assets acquired and liabilities assumed at the closing date. (in thousands) Property and equipment $ 11,721 Operating lease right-of-use assets 296 Goodwill 18,349 Other intangible assets 24,900 Operating lease liabilities (296 ) Net purchase price $ 54,970 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Schedule of Information Related to Operating Leases | Other information related to our operating leases was as follows: (in thousands, except lease term and discount rate) As of Balance Sheet Information Right-of-use assets $ 43,608 Other current liabilities 10,262 Operating lease liabilities 37,294 Weighted Average Remaining Lease Term Operating leases 7 years Weighted Average Discount Rate Operating leases 6.5 % |
Schedule of Lease Cost Information | (in thousands) Three Months Ended March 31, 2019 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities $ 3,471 Right-of-use assets obtained in exchange for lease obligations — |
Schedule of Minimum Lease Payments Under Non-Cancellable Operating Leases | Future minimum lease payments under non-cancellable operating leases as of March 31, 2019 were as follows: (in thousands) Operating Leases Remainder of 2019 $ 12,897 2020 9,514 2021 7,076 2022 6,623 2023 6,690 Thereafter 16,428 Total future minimum lease payments 59,228 Less: Imputed interest (11,672 ) Total $ 47,556 |
Schedule of Future Minimum Payments Prior to 842 | Future minimum lease payments under non-cancellable operating leases as of December 31, 2018 (1) were as follows: (in thousands) Operating Leases 2019 $ 11,197 2020 9,195 2021 6,545 2022 6,352 2023 11,412 Thereafter 15,311 Total future minimum lease payments $ 60,012 (1) Amounts included for comparability and accounted for in accordance with ASC 840, "Leases". |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Goodwill consisted of the following: (in thousands) Local Media National Media Total Gross balance as of December 31, 2018 $ 708,133 $ 393,197 $ 1,101,330 Accumulated impairment losses (216,914 ) (50,403 ) (267,317 ) Net balance as of December 31, 2018 $ 491,219 $ 342,794 $ 834,013 Gross balance as of March 31, 2019 $ 726,482 $ 393,197 $ 1,119,679 Accumulated impairment losses (216,914 ) (50,403 ) (267,317 ) Net balance as of March 31, 2019 $ 509,568 $ 342,794 $ 852,362 |
Summary of other finite-lived intangible assets | Other intangible assets consisted of the following: (in thousands) As of As of Amortizable intangible assets: Carrying amount: Television network affiliation relationships $ 265,844 $ 248,444 Customer lists and advertiser relationships 101,200 100,500 Other 88,797 88,393 Total carrying amount 455,841 437,337 Accumulated amortization: Television network affiliation relationships (65,333 ) (62,020 ) Customer lists and advertiser relationships (39,216 ) (36,380 ) Other (19,867 ) (17,199 ) Total accumulated amortization (124,416 ) (115,599 ) Net amortizable intangible assets 331,425 321,738 Indefinite-lived intangible assets — FCC licenses 164,015 157,215 Total other intangible assets $ 495,440 $ 478,953 |
Summary of other indefinite-lived intangible assets | Other intangible assets consisted of the following: (in thousands) As of As of Amortizable intangible assets: Carrying amount: Television network affiliation relationships $ 265,844 $ 248,444 Customer lists and advertiser relationships 101,200 100,500 Other 88,797 88,393 Total carrying amount 455,841 437,337 Accumulated amortization: Television network affiliation relationships (65,333 ) (62,020 ) Customer lists and advertiser relationships (39,216 ) (36,380 ) Other (19,867 ) (17,199 ) Total accumulated amortization (124,416 ) (115,599 ) Net amortizable intangible assets 331,425 321,738 Indefinite-lived intangible assets — FCC licenses 164,015 157,215 Total other intangible assets $ 495,440 $ 478,953 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Components of Long-term debt | Long-term debt consisted of the following: (in thousands) As of As of Variable rate credit facility $ — $ — Senior unsecured notes 400,000 400,000 Term loan B 295,500 296,250 Total outstanding principal 695,500 696,250 Less: Debt issuance costs (7,183 ) (7,486 ) Less: Current portion (3,000 ) (3,000 ) Net carrying value of long-term debt $ 685,317 $ 685,764 Fair value of long-term debt * $ 669,387 $ 662,844 * Fair value of the Senior Notes is estimated based on quoted private market transactions and are classified as Level 1 in the fair value hierarchy. The fair value of the term loan B is based on observable estimates provided by third party financial professionals, and as such, is classified within Level 2 of the fair value hierarchy. |
Other Liabilities (Tables)
Other Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Other Liabilities Disclosure [Abstract] | |
Other liabilities | Other liabilities consisted of the following: (in thousands) As of As of Employee compensation and benefits $ 21,616 $ 19,775 Deferred FCC repack income 26,601 20,620 Programming liability 57,040 43,825 Liability for pension benefits 197,380 198,444 Liabilities for uncertain tax positions 816 811 Other 10,502 11,067 Other liabilities (less current portion) $ 313,955 $ 294,542 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Change in certain working capital accounts | The following table presents additional information about the change in certain working capital accounts: Three Months Ended (in thousands) 2019 2018 Accounts receivable $ 4,031 $ 9,166 Other current assets (4,812 ) (3,508 ) Accounts payable 4,539 4,251 Accrued employee compensation and benefits (22,399 ) (13,516 ) Other accrued liabilities 335 1,412 Unearned revenue (3,339 ) (169 ) Other, net (4,131 ) 106 Total $ (25,776 ) $ (2,258 ) |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Retirement Benefits [Abstract] | |
Components of benefit expense | The components of the employee benefit plans expense consisted of the following: Three Months Ended (in thousands) 2019 2018 Interest cost $ 5,800 $ 5,925 Expected return on plan assets, net of expenses (5,058 ) (5,732 ) Amortization of actuarial loss and prior service cost 572 921 Total for defined benefit pension plans 1,314 1,114 Multi-employer plans 41 47 SERPs 258 274 Defined contribution plan 2,995 2,793 Net periodic benefit cost 4,608 4,228 Allocated to discontinued operations — (203 ) Net periodic benefit cost — continuing operations $ 4,608 $ 4,025 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Information regarding business segments | Information regarding our business segments is as follows: Three Months Ended (in thousands) 2019 2018 Segment operating revenues: Local Media $ 203,387 $ 192,059 National Media 87,317 60,721 Other 1,459 1,411 Total operating revenues $ 292,163 $ 254,191 Segment profit (loss): Local Media $ 34,173 $ 31,619 National Media 4,941 2,035 Other (433 ) (251 ) Shared services and corporate (16,158 ) (14,087 ) Acquisition and related integration costs (3,480 ) — Restructuring costs (938 ) (3,807 ) Depreciation and amortization of intangible assets (17,792 ) (15,420 ) Gains (losses), net on disposal of property and equipment (173 ) (717 ) Interest expense (8,916 ) (8,759 ) Defined benefit pension plan expense (1,572 ) (1,388 ) Miscellaneous, net (800 ) 167 Loss from continuing operations before income taxes $ (11,148 ) $ (10,608 ) Depreciation: Local Media $ 7,591 $ 7,556 National Media 1,004 96 Other 38 38 Shared services and corporate 342 409 Total depreciation $ 8,975 $ 8,099 Amortization of intangible assets: Local Media $ 3,958 $ 3,705 National Media 4,521 3,278 Shared services and corporate 338 338 Total amortization of intangible assets $ 8,817 $ 7,321 Additions to property and equipment: Local Media $ 9,480 $ 9,500 National Media 4,290 1,674 Other 31 — Shared services and corporate 411 60 Total additions to property and equipment $ 14,212 $ 11,234 |
Disaggregation of Principal Revenue Generating Activities | A disaggregation of the principal activities from which we generate revenue is as follows: Three Months Ended (in thousands) 2019 2018 Operating revenues: Core advertising $ 173,361 $ 166,553 Political 880 2,584 Retransmission and carriage 87,283 71,060 Other 30,639 13,994 Total operating revenues $ 292,163 $ 254,191 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Accumulated Other Comprehensive Income [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | Changes in accumulated other comprehensive income (loss) ("AOCI") by component, including items reclassified out of AOCI, were as follows: Three Months Ended March 31, 2019 (in thousands) Defined Benefit Pension Items Other Total Beginning balance, December 31, 2018 $ (95,365 ) $ (32 ) $ (95,397 ) Other comprehensive income (loss) before reclassifications — — — Amounts reclassified from AOCI, net of tax of $155 (a) 460 — 460 Net current-period other comprehensive income (loss) 460 — 460 Ending balance, March 31, 2019 $ (94,905 ) $ (32 ) $ (94,937 ) Three Months Ended March 31, 2018 (in thousands) Defined Benefit Pension Items Other Total Beginning balance, December 31, 2017 $ (102,955 ) $ 33 $ (102,922 ) Other comprehensive income (loss) before reclassifications — — — Amounts reclassified from AOCI, net of tax of $248 (a) 740 — 740 Net current-period other comprehensive income (loss) 740 — 740 Ending balance, March 31, 2018 $ (102,215 ) $ 33 $ (102,182 ) (a) Actuarial gain (loss) is included in defined benefit pension plan expense in the condensed consolidated statements of operations |
Assets Held for Sale and Disc_2
Assets Held for Sale and Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of discontinued operations | Operating results of our discontinued radio operations were as follows: (in thousands) Three months ended March 31, 2018 Operating revenues $ 13,299 Total costs and expenses (11,516 ) Impairment of goodwill and intangible assets (20,000 ) Other, net (148 ) Loss from discontinued operations before income taxes (18,365 ) Provision (benefit) for income taxes 139 Net loss from discontinued operations $ (18,504 ) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | |||
Unsatisfied performance obligation | $ 60,200 | ||
Amount of remaining performance obligation | 91.00% | ||
Allowance for doubtful accounts | $ 4,815 | $ 4,371 | |
Unearned revenue | 8,120 | $ 11,459 | |
Prior year unearned revenue recognized in period | 2,700 | ||
Share-based compensation costs | $ 5,800 | $ 3,400 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Earnings Per Share (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Numerator (for basic and diluted earnings per share) | ||
Loss from continuing operations, net of tax | $ (6,814) | $ (8,577) |
Loss attributable to noncontrolling interest | 0 | (632) |
Numerator for basic and diluted earnings per share from continuing operations attributable to the shareholders of The E.W. Scripps Company | $ (6,814) | $ (7,945) |
Denominator | ||
Basic weighted-average shares outstanding | 80,673 | 81,554 |
Effect of dilutive securities: | ||
Stock options and restricted stock units | 0 | 0 |
Diluted weighted-average shares outstanding | 80,673 | 81,554 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,404 | 1,677 |
Recently Adopted Standards an_2
Recently Adopted Standards and Issued Accounting Standards (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | |||
Right-of-use assets | $ 43,608 | $ 46,600 | $ 0 |
Total | $ 47,556 | $ 50,300 |
Acquisitions (Details)
Acquisitions (Details) | May 01, 2019USD ($)television_station | Mar. 20, 2019USD ($)television_station | Jan. 01, 2019USD ($) | Nov. 30, 2018USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Business Acquisition [Line Items] | ||||||
Other current assets | $ 30,687,000 | $ 28,899,000 | ||||
Property and equipment | 254,935,000 | 237,927,000 | ||||
Right-of-use assets | $ 46,600,000 | 43,608,000 | 0 | |||
Operating lease liabilities | (37,294,000) | 0 | ||||
Goodwill | 852,362,000 | 834,013,000 | ||||
Accounts payable | (32,230,000) | (26,919,000) | ||||
Accrued expenses | (42,913,000) | (46,112,000) | ||||
Other current liabilities | (29,081,000) | (25,339,000) | ||||
Deferred tax liability | (22,061,000) | (25,531,000) | ||||
Raycom Media, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition, purchase price | 55,000,000 | |||||
Revenue of acquiree since acquisition date | 5,600,000 | |||||
Property and equipment | 11,721,000 | |||||
Right-of-use assets | 296,000 | |||||
Other intangible assets | 24,900,000 | |||||
Operating lease liabilities | (296,000) | |||||
Goodwill | 18,349,000 | |||||
Net purchase price | 54,970,000 | |||||
Triton Digital Canada, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition, purchase price | $ 160,000,000 | |||||
Cash | 10,515,000 | |||||
Accounts receivable | 8,879,000 | |||||
Other current assets | 679,000 | |||||
Property and equipment | 705,000 | |||||
Other intangible assets | 75,000,000 | |||||
Goodwill | 83,876,000 | |||||
Accounts payable | (1,881,000) | |||||
Accrued expenses | (2,964,000) | |||||
Other current liabilities | (19,000) | |||||
Deferred tax liability | (14,577,000) | |||||
Net purchase price | $ 160,213,000 | |||||
Cordillera Communications, LLC | Subsequent Event | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition, purchase price | $ 521,000,000 | |||||
Number of businesses acquired | television_station | 15 | |||||
Nexstar Media Group, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition, purchase price | $ 580,000,000 | |||||
Number of businesses acquired | television_station | 8 | |||||
Retransmission Agreements, Television Network Affiliate Relationships, Advertiser Relationships | Raycom Media, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Other intangible assets | $ 18,100,000 | |||||
Retransmission Agreements, Television Network Affiliate Relationships, Advertiser Relationships | Raycom Media, Inc. | Minimum | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset, estimated amortization period | 5 years | |||||
Retransmission Agreements, Television Network Affiliate Relationships, Advertiser Relationships | Raycom Media, Inc. | Maximum | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset, estimated amortization period | 20 years | |||||
Trade Names | Triton Digital Canada, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset, estimated amortization period | 10 years | |||||
Other intangible assets | $ 5,000,000 | |||||
Developed Technology Rights | Triton Digital Canada, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Other intangible assets | $ 39,000,000 | |||||
Developed Technology Rights | Triton Digital Canada, Inc. | Minimum | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset, estimated amortization period | 8 years | |||||
Developed Technology Rights | Triton Digital Canada, Inc. | Maximum | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset, estimated amortization period | 12 years | |||||
Customer Relationships | Triton Digital Canada, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset, estimated amortization period | 12 years | |||||
Other intangible assets | $ 31,000,000 | |||||
Licensing Agreements | ||||||
Business Acquisition [Line Items] | ||||||
Indefinite-lived intangible assets - FCC licenses | $ 164,015,000 | $ 157,215,000 | ||||
Licensing Agreements | Raycom Media, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Indefinite-lived intangible assets - FCC licenses | $ 6,800,000 | |||||
Term Loan B, Maturing 2026 | Subsequent Event | ||||||
Business Acquisition [Line Items] | ||||||
Annual payments of principal | $ 7,700,000 | |||||
Term Loan B, Maturing 2026 | Cordillera Communications, LLC | Subsequent Event | ||||||
Business Acquisition [Line Items] | ||||||
Debt face value | 765,000,000 | |||||
Term Loan B, Maturing 2026 | Nexstar Media Group, Inc. | Subsequent Event | ||||||
Business Acquisition [Line Items] | ||||||
Proceeds from issuance of debt | $ 240,000,000 | |||||
LIBOR | Term Loan B, Maturing 2026 | Subsequent Event | ||||||
Business Acquisition [Line Items] | ||||||
LIBOR plus margin range | 2.75% | |||||
Revolving credit facility | Nexstar Media Group, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Revolving credit facility | $ 210,000,000 |
Asset Write-Downs and Other C_2
Asset Write-Downs and Other Charges and Credits (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Restructuring and Related Activities [Abstract] | ||
Acquisition and related integration costs | $ 3,480 | $ 0 |
Restructuring costs | $ 938 | $ 3,807 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
Effective income tax rate | 39.00% | 19.00% | |
Excess tax benefits on share-based compensation | $ 600 | ||
Excess tax expense on share-based compensation | $ 700 | ||
Deferred tax assets | $ 9,857 | $ 9,141 |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Cash and Cash Equivalents [Abstract] | ||
Restricted cash and cash equivalents, current | $ 0 | $ 5.1 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | |
Option to extend leases | 5 years |
Option to terminate leases | 1 year |
Operating lease costs | $ 3.4 |
Short-term lease costs | $ 0.1 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease terms | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease terms | 20 years |
Leases - Information Related to
Leases - Information Related to Operating Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Leases [Abstract] | |||
Right-of-use assets | $ 43,608 | $ 46,600 | $ 0 |
Other current liabilities | 10,262 | ||
Operating lease liabilities | $ 37,294 | $ 0 | |
Weighted Average Remaining Lease Term | 7 years | ||
Weighted Average Discount Rate | 6.50% |
Leases - Lease Cost Information
Leases - Lease Cost Information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Leases [Abstract] | |
Cash paid for amounts included in the measurement of lease liabilities | $ 3,471 |
Right-of-use assets obtained in exchange for lease obligations | $ 0 |
Leases - Minimum Lease Payments
Leases - Minimum Lease Payments (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 |
Leases [Abstract] | ||
Remainder of 2019 | $ 12,897 | |
2020 | 9,514 | |
2021 | 7,076 | |
2022 | 6,623 | |
2023 | 6,690 | |
Thereafter | 16,428 | |
Total future minimum lease payments | 59,228 | |
Less: Imputed interest | (11,672) | |
Total | $ 47,556 | $ 50,300 |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments Prior to 842 (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 11,197 |
2020 | 9,195 |
2021 | 6,545 |
2022 | 6,352 |
2023 | 11,412 |
Thereafter | 15,311 |
Total future minimum lease payments | $ 60,012 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 |
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | $ 1,101,330 | |
Accumulated impairment losses, beginning balance | (267,317) | |
Goodwill net, beginning balance | 834,013 | |
Goodwill, gross, ending balance | $ 1,119,679 | |
Accumulated impairment losses, ending balance | (267,317) | |
Goodwill net, ending balance | 852,362 | |
Local Media | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | 708,133 | |
Accumulated impairment losses, beginning balance | (216,914) | |
Goodwill net, beginning balance | 491,219 | |
Goodwill, gross, ending balance | 726,482 | |
Accumulated impairment losses, ending balance | (216,914) | |
Goodwill net, ending balance | 509,568 | |
National Media | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | 393,197 | |
Accumulated impairment losses, beginning balance | (50,403) | |
Goodwill net, beginning balance | $ 342,794 | |
Goodwill, gross, ending balance | 393,197 | |
Accumulated impairment losses, ending balance | (50,403) | |
Goodwill net, ending balance | $ 342,794 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Summary of other intangible assets (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Carrying amount: | ||
Total carrying amount | $ 455,841 | $ 437,337 |
Accumulated amortization: | ||
Total accumulated amortization | (124,416) | (115,599) |
Net amortizable intangible assets | 331,425 | 321,738 |
Total other intangible assets | 495,440 | 478,953 |
Indefinite-lived intangible assets - FCC licenses | ||
Accumulated amortization: | ||
Indefinite-lived intangible assets — FCC licenses | 164,015 | 157,215 |
Television network affiliation relationships | ||
Carrying amount: | ||
Total carrying amount | 265,844 | 248,444 |
Accumulated amortization: | ||
Total accumulated amortization | (65,333) | (62,020) |
Customer lists and advertiser relationships | ||
Carrying amount: | ||
Total carrying amount | 101,200 | 100,500 |
Accumulated amortization: | ||
Total accumulated amortization | (39,216) | (36,380) |
Other | ||
Carrying amount: | ||
Total carrying amount | 88,797 | 88,393 |
Accumulated amortization: | ||
Total accumulated amortization | $ (19,867) | $ (17,199) |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Narrative (Details) $ in Millions | Mar. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Finite-Lived Intangible Assets, Amortization Expense, Remainder of Fiscal Year | $ 26.7 |
Finite-Lived Intangible Assets, Amortization Expense, Year One | 34.3 |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 31.8 |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 28.6 |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 23.6 |
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 23 |
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | $ 163.4 |
Long-Term Debt - Components of
Long-Term Debt - Components of Long-Term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 | |
Components of Long-term debt | |||
Total outstanding principal | $ 695,500 | $ 696,250 | |
Less: Debt issuance costs | (7,183) | (7,486) | |
Less: Current portion | (3,000) | (3,000) | |
Long-term debt (less current portion) | 685,317 | 685,764 | |
Fair value of long-term debt | [1] | 669,387 | 662,844 |
Senior unsecured notes | |||
Components of Long-term debt | |||
Total outstanding principal | 400,000 | 400,000 | |
Term Loan B, Maturing 2024 | |||
Components of Long-term debt | |||
Total outstanding principal | $ 295,500 | $ 296,250 | |
[1] | Fair value of the Senior Notes is estimated based on quoted private market transactions and are classified as Level 1 in the fair value hierarchy. The fair value of the term loan B is based on observable estimates provided by third party financial professionals, and as such, is classified within Level 2 of the fair value hierarchy. |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) | Apr. 04, 2018 | Oct. 02, 2017USD ($) | Apr. 28, 2017USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | |||||
Debt issuance costs | $ 7,183,000 | $ 7,486,000 | |||
Senior 5.125% Unsecured Notes, Due 2025 | Senior unsecured notes | |||||
Debt Instrument [Line Items] | |||||
Debt face value | $ 400,000,000 | ||||
Debt stated rate | 5.125% | ||||
Debt issuance costs | $ 7,000,000 | ||||
Senior 5.125% Unsecured Notes, Due 2025 | Senior unsecured notes | Redemption Period One | |||||
Debt Instrument [Line Items] | |||||
Debt redemption price | 100.00% | ||||
Senior 5.125% Unsecured Notes, Due 2025 | Senior unsecured notes | Redemption Period Two | |||||
Debt Instrument [Line Items] | |||||
Debt redemption price | 40.00% | ||||
Term Loan B, Maturing 2024 | |||||
Debt Instrument [Line Items] | |||||
Debt face value | $ 300,000,000 | ||||
Interest rate reduction | 25.00% | ||||
Net leverage ratio requirement | 2.75 | ||||
Variable interest rate | 4.50% | 4.34% | |||
Weighted average interest rate | 4.50% | ||||
Unsecured subordinated notes payable periodic payment | $ 3,000,000 | ||||
Term Loan B, Maturing 2024 | Minimum | LIBOR | |||||
Debt Instrument [Line Items] | |||||
LIBOR plus margin range | 2.00% | ||||
Term Loan B, Maturing 2024 | Maximum | LIBOR | |||||
Debt Instrument [Line Items] | |||||
LIBOR plus margin range | 1.75% | ||||
Amended and restated revolving credit facility | Revolving credit facility | |||||
Debt Instrument [Line Items] | |||||
Revolving credit and term loan agreement | $ 150,000,000 | ||||
Net leverage ratio requirement | 5.5 | ||||
Amended and restated revolving credit facility | Revolving credit facility | Minimum | |||||
Debt Instrument [Line Items] | |||||
Percentage of commitment fees of total unused commitment under revolving credit facility | 0.30% | ||||
Amended and restated revolving credit facility | Revolving credit facility | Minimum | LIBOR | |||||
Debt Instrument [Line Items] | |||||
LIBOR plus margin range | 1.75% | ||||
Amended and restated revolving credit facility | Revolving credit facility | Maximum | |||||
Debt Instrument [Line Items] | |||||
Percentage of commitment fees of total unused commitment under revolving credit facility | 0.50% | ||||
Amended and restated revolving credit facility | Revolving credit facility | Maximum | LIBOR | |||||
Debt Instrument [Line Items] | |||||
LIBOR plus margin range | 2.50% | ||||
Amended and restated revolving credit facility | Letter of Credit | |||||
Debt Instrument [Line Items] | |||||
Letters of credit outstanding | $ 6,000,000 | $ 100,000 |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Other liabilities | ||
Employee compensation and benefits | $ 21,616 | $ 19,775 |
Deferred FCC repack income | 26,601 | 20,620 |
Programming liability | 57,040 | 43,825 |
Liability for pension benefits | 197,380 | 198,444 |
Liabilities for uncertain tax positions | 816 | 811 |
Other | 10,502 | 11,067 |
Other liabilities (less current portion) | $ 313,955 | $ 294,542 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Other Changes in Certain Working Capital Accounts, Net | ||
Accounts receivable | $ 4,031 | $ 9,166 |
Other current assets | (4,812) | (3,508) |
Accounts payable | 4,539 | 4,251 |
Accrued employee compensation and benefits | (22,399) | (13,516) |
Other accrued liabilities | 335 | 1,412 |
Unearned revenue | (3,339) | (169) |
Other, net | (4,131) | 106 |
Total | $ (25,776) | $ (2,258) |
Employee Benefit Plans - Compon
Employee Benefit Plans - Components of Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Net periodic benefit cost | $ 4,608 | $ 4,228 |
Pension and Other Postretirement Benefit Expense, Discontinued Operations | 0 | 203 |
Pension and Other Postretirement Benefit Expense, Continuing Operations | 4,608 | 4,025 |
Defined contribution plans | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Net periodic benefit cost | 2,995 | 2,793 |
Multi-employer plans | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Net periodic benefit cost | 41 | 47 |
Defined benefit plans | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Interest cost | 5,800 | 5,925 |
Expected return on plan assets, net of expenses | (5,058) | (5,732) |
Amortization of actuarial loss and prior service cost | 572 | 921 |
Total for defined benefit pension plans | 1,314 | 1,114 |
SERPs | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Net periodic benefit cost | $ 258 | $ 274 |
Employee Benefit Plans - Narrat
Employee Benefit Plans - Narrative (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($) | |
SERPs | |
Defined Benefit Plan Disclosure [Line Items] | |
Contributions to benefit plan | $ 0.3 |
Estimated future contributions | 1 |
Defined benefit plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Contributions to benefit plan | 1.7 |
Estimated future contributions | $ 16.9 |
Segment Information - Narrative
Segment Information - Narrative (Details) - Local Media | Mar. 31, 2019affiliate |
ABC affiliates | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 17 |
NBC affiliates | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 5 |
FOX affiliates | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 2 |
CBS affiliates | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 2 |
My TV Affiliates | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 2 |
CW affiliate | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 1 |
Independent station | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 2 |
Azteca America affiliates | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 4 |
Segment Information - Schedule
Segment Information - Schedule of Business Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Information regarding business segments | ||
Total operating revenues | $ 292,163 | $ 254,191 |
Segment profit (loss) | 140 | (628) |
Acquisition and related integration costs | (3,480) | 0 |
Restructuring costs | (938) | (3,807) |
Depreciation and amortization of intangible assets | (17,792) | (15,420) |
Gains (losses), net on disposal of property and equipment | (173) | (717) |
Interest expense | (8,916) | (8,759) |
Defined benefit pension plan expense | (1,572) | (1,388) |
Miscellaneous, net | (800) | 167 |
Loss from continuing operations before income taxes | (11,148) | (10,608) |
Depreciation: | ||
Total depreciation | 8,975 | 8,099 |
Amortization of intangible assets: | ||
Total amortization of intangible assets | 8,817 | 7,321 |
Additions to property and equipment: | ||
Total additions to property and equipment | 14,212 | 11,234 |
Local Media | ||
Information regarding business segments | ||
Total operating revenues | 203,387 | 192,059 |
Segment profit (loss) | 34,173 | 31,619 |
Depreciation: | ||
Total depreciation | 7,591 | 7,556 |
Amortization of intangible assets: | ||
Total amortization of intangible assets | 3,958 | 3,705 |
Additions to property and equipment: | ||
Total additions to property and equipment | 9,480 | 9,500 |
National Media | ||
Information regarding business segments | ||
Total operating revenues | 87,317 | 60,721 |
Segment profit (loss) | 4,941 | 2,035 |
Depreciation: | ||
Total depreciation | 1,004 | 96 |
Amortization of intangible assets: | ||
Total amortization of intangible assets | 4,521 | 3,278 |
Additions to property and equipment: | ||
Total additions to property and equipment | 4,290 | 1,674 |
Other | ||
Information regarding business segments | ||
Total operating revenues | 1,459 | 1,411 |
Segment profit (loss) | (433) | (251) |
Depreciation: | ||
Total depreciation | 38 | 38 |
Additions to property and equipment: | ||
Total additions to property and equipment | 31 | 0 |
Shared services and corporate | ||
Information regarding business segments | ||
Segment profit (loss) | (16,158) | (14,087) |
Depreciation: | ||
Total depreciation | 342 | 409 |
Amortization of intangible assets: | ||
Total amortization of intangible assets | 338 | 338 |
Additions to property and equipment: | ||
Total additions to property and equipment | $ 411 | $ 60 |
Segment Information - Disaggreg
Segment Information - Disaggregation of Revenue Generating Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Total operating revenues | $ 292,163 | $ 254,191 |
Core advertising | ||
Disaggregation of Revenue [Line Items] | ||
Total operating revenues | 173,361 | 166,553 |
Political | ||
Disaggregation of Revenue [Line Items] | ||
Total operating revenues | 880 | 2,584 |
Retransmission and carriage | ||
Disaggregation of Revenue [Line Items] | ||
Total operating revenues | 87,283 | 71,060 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Total operating revenues | $ 30,639 | $ 13,994 |
Capital Stock (Details)
Capital Stock (Details) | Feb. 25, 2019$ / sharesshares | Nov. 30, 2016USD ($) | Mar. 31, 2019USD ($)directorcommon_share$ / shares | Sep. 30, 2018USD ($)shares | Mar. 31, 2018USD ($)$ / shares | Sep. 30, 2018USD ($) |
Class of Stock [Line Items] | ||||||
Classes of common shares | common_share | 2 | |||||
Accelerated share repurchase program, agreement to repurchase | $ 25,000,000 | |||||
Accelerated share repurchases, payment | $ 25,000,000 | $ 25,000,000 | ||||
Stock Repurchased and Retired During Period, Shares | shares | 147,164 | 1,300,000 | ||||
Treasury Stock Acquired, Average Cost Per Share | $ / shares | $ 16.70 | |||||
Accelerated Share Repurchase Program, Amount Of Shares Repurchased, Percent | 80.00% | |||||
Stock repurchased during period, value | $ 584,000 | $ 4,409,000 | ||||
Minimum | ||||||
Class of Stock [Line Items] | ||||||
Minimum number of directors up for election to entitle shareholders to vote | director | 0.3333 | |||||
Maximum | ||||||
Class of Stock [Line Items] | ||||||
Minimum number of directors up for election to entitle shareholders to vote | director | 3 | |||||
Common stock, Class A | ||||||
Class of Stock [Line Items] | ||||||
Stock repurchase program, authorized amount | $ 100,000,000 | |||||
Stock repurchased during period, value | $ 600,000 | $ 4,400,000 | ||||
Stock repurchase program, remaining authorized amount | $ 49,700,000 | |||||
Common stock, Class A | Minimum | ||||||
Class of Stock [Line Items] | ||||||
Stock repurchased during period (in dollars per share) | $ / shares | $ 15.54 | $ 13.29 | ||||
Common stock, Class A | Maximum | ||||||
Class of Stock [Line Items] | ||||||
Stock repurchased during period (in dollars per share) | $ / shares | $ 18.72 | $ 16.86 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Accumulated Other Comprehensive Loss [Roll Forward] | ||
Beginning balance | $ (95,397) | $ (102,922) |
Other comprehensive income before reclassifications | 0 | 0 |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | 460 | 740 |
Net current-period other comprehensive income | 460 | 740 |
Ending balance | (94,937) | (102,182) |
Defined Benefit Pension Items | ||
Accumulated Other Comprehensive Loss [Line Items] | ||
Reclassification from AOCI, Current Period, Tax | 155 | 248 |
Accumulated Other Comprehensive Loss [Roll Forward] | ||
Beginning balance | (95,365) | (102,955) |
Other comprehensive income before reclassifications | 0 | 0 |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | 460 | 740 |
Net current-period other comprehensive income | 460 | 740 |
Ending balance | (94,905) | (102,215) |
Other Comprehensive Income (Loss), Other Category | ||
Accumulated Other Comprehensive Loss [Roll Forward] | ||
Beginning balance | (32) | 33 |
Other comprehensive income before reclassifications | 0 | 0 |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | 0 | 0 |
Net current-period other comprehensive income | 0 | 0 |
Ending balance | $ (32) | $ 33 |
Noncontrolling Interest (Detail
Noncontrolling Interest (Details) | 3 Months Ended |
Mar. 31, 2019 | |
Noncontrolling Interest [Abstract] | |
Ownership in joint venture by noncontrolling owners | 30.00% |
Assets Held for Sale and Disc_3
Assets Held for Sale and Discontinued Operations - Additional Information (Details) - Radio Segment - Disposed of by sale $ in Thousands | 3 Months Ended | |
Mar. 31, 2018USD ($) | Dec. 31, 2018radio_station | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of radio stations | radio_station | 34 | |
Impairment of goodwill | $ | $ 20,000 |
Assets Held for Sale and Disc_4
Assets Held for Sale and Discontinued Operations - Operating Results of Discontinued Operations (Details) - Radio Segment - Disposed of by sale $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Operating revenues | $ 13,299 |
Total costs and expenses | (11,516) |
Impairment of goodwill and intangible assets | (20,000) |
Other, net | (148) |
Loss from discontinued operations before income taxes | (18,365) |
Provision (benefit) for income taxes | 139 |
Net loss from discontinued operations | $ (18,504) |