Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 23, 2018 | Jun. 30, 2017 | |
Entity Listings | |||
Entity Registrant Name | SINCLAIR BROADCAST GROUP INC | ||
Entity Central Index Key | 912,752 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 2,526 | ||
Class A Common Stock | |||
Entity Listings | |||
Entity Common Stock, Shares Outstanding | 25,670,684 | ||
Class B Common Stock | |||
Entity Listings | |||
Entity Common Stock, Shares Outstanding | 76,079,830 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
CURRENT ASSETS: | |||
Cash and cash equivalents | $ 681,326 | $ 259,984 | |
Restricted cash, current | 313,110 | 200 | |
Accounts receivable, net of allowance for doubtful accounts of $2,590 and $2,124, respectively | 566,464 | 513,954 | |
Current portion of program contract costs | 71,387 | 83,601 | |
Income taxes receivable | 28,150 | 5,500 | |
Prepaid expenses and other current assets | 54,310 | 41,849 | |
Total current assets | 1,714,747 | 905,088 | |
Program contract costs, less current portion | 3,202 | 8,919 | |
Property and equipment, net | 738,298 | 717,576 | |
Restricted cash, less current portion | 1,504 | 0 | |
Goodwill | 2,124,033 | 1,990,746 | |
Indefinite-lived intangible assets, net | 159,371 | 156,306 | |
Definite-lived intangible assets, net | 1,801,670 | 1,944,403 | |
Notes receivable from affiliates | 0 | 19,500 | |
Other assets | 241,645 | 220,630 | |
Total assets | [1] | 6,784,470 | 5,963,168 |
Current liabilities: | |||
Accounts payable and accrued liabilities | 370,403 | 328,545 | |
Deferred spectrum auction proceeds | 84,341 | 0 | |
Income taxes payable | 2,503 | 23,491 | |
Current portion of notes payable, capital leases and commercial bank financing | 159,382 | 171,131 | |
Current portion of notes payable and capital leases payable to affiliates | 1,667 | 3,604 | |
Current portion of program contracts payable | 108,053 | 109,702 | |
Total current liabilities | 726,349 | 636,473 | |
Long-term liabilities | |||
Notes payable, capital leases and commercial bank financing, less current portion | 3,875,116 | 4,014,932 | |
Notes payable and capital leases to affiliates, less current portion | 12,485 | 14,181 | |
Program contracts payable, less current portion | 41,909 | 53,836 | |
Deferred tax liabilities | 515,236 | 609,317 | |
Other long-term liabilities | 79,009 | 76,493 | |
Total liabilities | [1] | 5,250,104 | 5,405,232 |
Commitments and contingencies (See Note 10) | |||
SINCLAIR BROADCAST GROUP SHAREHOLDERS’ EQUITY: | |||
Additional paid-in capital | 1,320,298 | 843,691 | |
Retained earnings (accumulated deficit) | 248,845 | (255,804) | |
Accumulated other comprehensive loss | (1,423) | (807) | |
Total Sinclair Broadcast Group shareholders’ equity | 1,568,738 | 587,983 | |
Noncontrolling interests | (34,372) | (30,047) | |
Total equity | 1,534,366 | 557,936 | |
Total liabilities and equity | 6,784,470 | 5,963,168 | |
Total assets of variable interest entities | 130,600 | 142,300 | |
Total liabilities of variable interest entities | 27,000 | 40,900 | |
Class A Common Stock | |||
SINCLAIR BROADCAST GROUP SHAREHOLDERS’ EQUITY: | |||
Common Stock | 761 | 646 | |
Class B Common Stock | |||
SINCLAIR BROADCAST GROUP SHAREHOLDERS’ EQUITY: | |||
Common Stock | $ 257 | $ 257 | |
[1] | Our consolidated total assets as of December 31, 2017 and 2016 include total assets of variable interest entities (VIEs) of $130.6 million and $142.3 million, respectively, which can only be used to settle the obligations of the VIEs. Our consolidated total liabilities as of December 31, 2017 and 2016 include total liabilities of the VIEs of $27.0 million and $40.9 million, respectively, for which the creditors of the VIEs have no recourse to us. See Note 1. Nature of Operations and Summary of Significant Accounting Policies. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts receivable, net of allowance for doubtful accounts of $2,590 and $2,124, respectively | $ 2,590 | $ 2,124 |
Class A Common Stock | ||
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common Stock, shares issued (in shares) | 76,071,145 | 64,558,207 |
Common Stock, shares outstanding (in shares) | 76,071,145 | 64,558,207 |
Class B Common Stock | ||
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized (in shares) | 140,000,000 | 140,000,000 |
Common Stock, shares issued (in shares) | 25,670,684 | 25,670,684 |
Common Stock, shares outstanding (in shares) | 25,670,684 | 25,670,684 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
REVENUES: | |||
Media revenues | $ 2,543,876 | $ 2,499,549 | $ 2,011,946 |
Revenues realized from station barter arrangements | 120,963 | 135,566 | 111,337 |
Other non-media revenues | 69,279 | 101,834 | 95,853 |
Total revenues | 2,734,118 | 2,736,949 | 2,219,136 |
OPERATING EXPENSES: | |||
Media production expenses | 1,063,074 | 953,089 | 733,199 |
Media selling, general and administrative expenses | 533,537 | 501,589 | 431,728 |
Expenses recognized from station barter arrangements | 98,973 | 116,954 | 93,204 |
Amortization of program contract costs and net realizable value adjustments | 115,523 | 127,880 | 124,619 |
Other non-media expenses | 65,199 | 80,648 | 71,803 |
Depreciation of property and equipment | 97,103 | 98,529 | 103,433 |
Corporate general and administrative expenses | 113,253 | 73,556 | 64,246 |
Amortization of definite-lived intangible and other assets | 178,822 | 183,795 | 161,454 |
Research and development expenses | 10,000 | 4,085 | 12,436 |
(Gain) loss on asset dispositions | (278,872) | (6,029) | 278 |
Total operating expenses | 1,996,612 | 2,134,096 | 1,796,400 |
Operating income | 737,506 | 602,853 | 422,736 |
OTHER INCOME (EXPENSE): | |||
Interest expense and amortization of debt discount and deferred financing costs | (212,315) | (211,143) | (191,447) |
Loss from extinguishment of debt | (1,404) | (23,699) | 0 |
(Loss) income from equity and cost method investments | (13,919) | 1,735 | 964 |
Other income, net | 8,876 | 3,144 | 1,540 |
Total other expense | (218,762) | (229,963) | (188,943) |
Income before income taxes | 518,744 | 372,890 | 233,793 |
INCOME TAX BENEFIT (PROVISION) | 75,360 | (122,128) | (57,694) |
NET INCOME | 594,104 | 250,762 | 176,099 |
Net income attributable to the noncontrolling interests | (18,091) | (5,461) | (4,575) |
NET INCOME ATTRIBUTABLE TO SINCLAIR BROADCAST GROUP | $ 576,013 | $ 245,301 | $ 171,524 |
Dividends declared per share (in dollars per share) | $ 0.72 | $ 0.71 | $ 0.66 |
EARNINGS PER COMMON SHARE ATTRIBUTABLE TO SINCLAIR BROADCAST GROUP: | |||
Basic earnings per share (in dollars per share) | 5.77 | 2.62 | 1.81 |
Diluted earnings per share (in dollars per share) | $ 5.72 | $ 2.60 | $ 1.79 |
Weighted average common shares outstanding (in shares) | 99,844 | 93,567 | 95,003 |
Weighted average common and common equivalent shares outstanding (in shares) | 100,789 | 94,433 | 95,728 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 594,104 | $ 250,762 | $ 176,099 |
Amortization of net periodic pension benefit costs, net of taxes | 0 | 0 | 190 |
Adjustments to pension obligations, net of taxes | (616) | 27 | 621 |
Pension settlement | 0 | 0 | 4,810 |
Comprehensive income | 593,488 | 250,789 | 181,720 |
Comprehensive income attributable to the noncontrolling interests | (18,091) | (5,461) | (4,575) |
Comprehensive income attributable to Sinclair Broadcast Group | $ 575,397 | $ 245,328 | $ 177,145 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY (DEFICIT) - USD ($) $ in Thousands | Total | Class A Common Stock | Class B Common Stock | Common StockClass A Common Stock | Common StockClass B Common Stock | Additional Paid-In Capital | (Accumulated Deficit) Retained Earnings | Accumulated Other Comprehensive Loss | Noncontrolling Interests |
BALANCE (in shares) at Dec. 31, 2014 | 69,578,899 | 25,928,357 | |||||||
BALANCE at Dec. 31, 2014 | $ 405,343 | $ 696 | $ 259 | $ 979,202 | $ (545,820) | $ (6,455) | $ (22,539) | ||
Increase (Decrease) in Stockholders' Equity | |||||||||
Dividends declared and paid on Class A and Class B Common Stock | (62,733) | (62,733) | |||||||
Repurchase of Class A Common Stock (in shares) | (1,107,887) | ||||||||
Repurchases of Class A Common Stock | (28,823) | $ (11) | (28,812) | ||||||
Class A Common Stock issued pursuant to employee benefit plans (in shares) | 321,471 | ||||||||
Class A Common Stock issued pursuant to employee benefit plans | 11,627 | $ 3 | 11,624 | ||||||
Tax benefit on share based awards | 712 | 712 | |||||||
Distributions to noncontrolling interests | (9,918) | (9,918) | |||||||
Issuance of subsidiary stock awards | 1,750 | 1,750 | |||||||
Other comprehensive income | 5,621 | 5,621 | |||||||
Net income | 176,099 | 171,524 | 4,575 | ||||||
BALANCE (in shares) at Dec. 31, 2015 | 68,792,483 | 25,928,357 | |||||||
BALANCE at Dec. 31, 2015 | 499,678 | $ 688 | $ 259 | 962,726 | (437,029) | (834) | (26,132) | ||
Increase (Decrease) in Stockholders' Equity | |||||||||
Cumulative effect of adoption of new accounting standard | 2,264 | 431 | 1,833 | ||||||
Dividends declared and paid on Class A and Class B Common Stock | (65,909) | (65,909) | |||||||
Repurchase of Class A Common Stock (in shares) | (4,892,461) | ||||||||
Repurchases of Class A Common Stock | (136,283) | $ (48) | (136,235) | ||||||
Class A Common Stock issued pursuant to employee benefit plans (in shares) | 400,512 | ||||||||
Class A Common Stock issued pursuant to employee benefit plans | 16,773 | $ 4 | 16,769 | ||||||
Distributions to noncontrolling interests | (10,722) | (10,722) | |||||||
Issuance of subsidiary stock awards | 1,346 | 1,346 | |||||||
Class B Common Stock converted into Class A Common Stock (in shares) | 257,673 | (257,673) | |||||||
Class B Common Stock converted into Class A Common Stock | 0 | $ 2 | $ (2) | ||||||
Other comprehensive income | 27 | 27 | |||||||
Net income | 250,762 | 245,301 | 5,461 | ||||||
BALANCE (in shares) at Dec. 31, 2016 | 64,558,207 | 25,670,684 | 64,558,207 | 25,670,684 | |||||
BALANCE at Dec. 31, 2016 | 557,936 | $ 646 | $ 257 | 843,691 | (255,804) | (807) | (30,047) | ||
Increase (Decrease) in Stockholders' Equity | |||||||||
Dividends declared and paid on Class A and Class B Common Stock | (71,364) | (71,364) | |||||||
Repurchase of Class A Common Stock (in shares) | (997,300) | ||||||||
Repurchases of Class A Common Stock | (30,287) | $ (10) | (30,277) | ||||||
Class A Common Stock issued pursuant to employee benefit plans (in shares) | 510,238 | ||||||||
Class A Common Stock issued pursuant to employee benefit plans | 19,126 | $ 5 | 19,121 | ||||||
Distributions to noncontrolling interests | (22,416) | (22,416) | |||||||
Issuance of common stock, net of issuance costs (in shares) | 12,000,000 | ||||||||
Issuance of common stock, net of issuance costs | 487,883 | $ 120 | 487,763 | ||||||
Other comprehensive income | (616) | (616) | |||||||
Net income | 594,104 | 576,013 | 18,091 | ||||||
BALANCE (in shares) at Dec. 31, 2017 | 76,071,145 | 25,670,684 | 76,071,145 | 25,670,684 | |||||
BALANCE at Dec. 31, 2017 | $ 1,534,366 | $ 761 | $ 257 | $ 1,320,298 | $ 248,845 | $ (1,423) | $ (34,372) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income | $ 594,104 | $ 250,762 | $ 176,099 |
Adjustments to reconcile net income to net cash flows from operating activities: | |||
Depreciation of property and equipment | 97,103 | 98,529 | 103,433 |
Amortization of definite-lived intangible assets | 178,822 | 183,795 | 161,454 |
Amortization of program contract costs and net realizable value adjustments | 115,523 | 127,880 | 124,619 |
Loss on extinguishment of debt, non-cash portion | 1,404 | 3,875 | 0 |
Stock-based compensation | 15,886 | 16,939 | 18,315 |
Deferred tax (benefit) provision | (159,462) | 6,118 | (28,446) |
(Gain) loss on the sale of assets | (278,608) | (6,029) | 278 |
Changes in assets and liabilities, net of effects of acquisitions and dispositions: | |||
Increase in accounts receivable | (41,908) | (71,718) | (38,666) |
Net change in net income taxes payable/receivable | (43,374) | 18,814 | 3,203 |
Increase in prepaid expenses and other current assets | (9,409) | (969) | (3,474) |
Increase (decrease) in accounts payable and accrued liabilities | 34,857 | 60,086 | (15,902) |
Payments on program contracts payable | (111,470) | (111,506) | (109,057) |
Other, net | 37,636 | 15,190 | 11,071 |
Net cash flows from operating activities | 431,104 | 591,766 | 402,927 |
CASH FLOWS USED IN INVESTING ACTIVITIES: | |||
Acquisition of property and equipment | (83,812) | (94,465) | (91,421) |
Acquisition of businesses, net of cash acquired | (271,273) | (425,857) | (17,011) |
Proceeds from the sale of assets | 192,634 | 16,396 | 23,650 |
Purchase of alarm monitoring contracts | (5,682) | (40,206) | (39,185) |
Investments in equity and cost method investees | (55,129) | (51,247) | (44,715) |
Distributions from equity and cost method investees | 12,918 | 6,786 | 21,749 |
Loans to affiliates | 19,500 | (19,500) | 0 |
Other, net | (7,181) | 2,090 | (4,378) |
Net cash flow used in investing activities | (198,025) | (606,003) | (151,311) |
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: | |||
Proceeds from notes payable, commercial bank financing and capital leases | 166,797 | 1,024,912 | 382,887 |
Repayments of notes payable, commercial bank financing and capital leases | (336,501) | (671,215) | (395,147) |
Proceeds from the sale of Class A Common Stock | 487,883 | 0 | 0 |
Repurchase of outstanding Class A Common Stock | (30,287) | (136,283) | (28,823) |
Dividends paid on Class A and Class B Common Stock | (71,364) | (65,909) | (62,733) |
Payments for deferred financing costs | (731) | (15,681) | (3,847) |
Noncontrolling interests distributions | (22,416) | (10,464) | (9,918) |
Other, net | (5,118) | (1,111) | (1,745) |
Net cash flows from (used in) financing activities | 188,263 | 124,249 | (119,326) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 421,342 | 110,012 | 132,290 |
CASH AND CASH EQUIVALENTS, beginning of year | 259,984 | 149,972 | 17,682 |
CASH AND CASH EQUIVALENTS, end of year | $ 681,326 | $ 259,984 | $ 149,972 |
NATURE OF OPERATIONS AND SUMMAR
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Nature of Operations Sinclair Broadcast Group, Inc. is a diversified television broadcasting company with national reach with a strong focus on providing high-quality content on our local television stations and digital platforms. The content, distributed through our broadcast platform, consists of programming provided by third-party networks and syndicators, local news, and other original programming produced by us. We also distribute our original programming, and owned and operated network affiliates, on other third-party platforms. Additionally, we own digital media products that are complementary to our extensive portfolio of television station related digital properties. We focus on offering marketing solutions to advertisers through our television and digital platforms and digital agency services. Outside of our media related businesses, we operate technical services companies focused on supply and maintenance of broadcast transmission systems as well as research and development for the advancement of broadcast technology, and we manage other non-media related investments. As of December 31, 2017 , our broadcast distribution platform is a single reportable segment for accounting purposes. It consists primarily of our broadcast television stations, which we own, provide programming and operating services pursuant to agreements commonly referred to as local marketing agreements (LMAs), or provide sales services and other non-programming operating services pursuant to other outsourcing agreements (such as joint sales agreements (JSAs) and shared services agreements (SSAs)) to 191 stations in 89 markets. These stations broadcast 601 channels as of December 31, 2017 . For the purpose of this report, these 191 stations and 601 channels are referred to as “our” stations and channels. Principles of Consolidation The consolidated financial statements include our accounts and those of our wholly-owned and majority-owned subsidiaries and variable interest entities (VIEs) for which we are the primary beneficiary. Noncontrolling interest represents a minority owner’s proportionate share of the equity in certain of our consolidated entities. All intercompany transactions and account balances have been eliminated in consolidation. Variable Interest Entities In determining whether we are the primary beneficiary of a VIE for financial reporting purposes, we consider whether we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether we have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. We consolidate VIEs when we are the primary beneficiary. Third-party station licensees. Certain of our stations provide services to other station owners within the same respective market through agreements, such as LMAs, where we provide programming, sales, operational, and administrative services, and JSAs and SSAs, where we provide non-programming, sales, operational, and administrative services. In certain cases, we have also entered into purchase agreements or options to purchase the license related assets of the licensee. We typically own the majority of the non-license assets of the stations, and in some cases where the licensee acquired the license assets concurrent with our acquisition of the non-license assets of the station, we have provided guarantees to the bank for the licensee’s acquisition financing. The terms of the agreements vary, but generally have initial terms of over five years with several optional renewal terms. Based on the terms of the agreements and the significance of our investment in the stations, we are the primary beneficiary when, subject to the ultimate control of the licensees, we have the power to direct the activities which significantly impact the economic performance of the VIE through the services we provide and we absorb losses and returns that would be considered significant to the VIEs. The fees paid between us and the licensees pursuant to these arrangements are eliminated in consolidation. Several of these VIEs are owned by a related party, Cunningham Broadcasting Corporation (Cunningham). See Note 11. Related Person Transactions for more information about the arrangements with Cunningham. See Changes in the Rules on Television Ownership under Note 10. Commitments and Contingencies for a discussion of recent changes in Federal Communications Commission (FCC) rules related to JSAs. As of the dates indicated, the carrying amounts and classification of the assets and liabilities of the VIEs mentioned above which have been included in our consolidated balance sheets as of December 31, 2017 and 2016 were as follows (in thousands): 2017 2016 ASSETS CURRENT ASSETS: Accounts receivable $ 19,566 $ 21,879 Other current assets 8,937 12,076 Total current asset 28,503 33,955 Program contract costs, less current portion 822 2,468 Property and equipment, net 6,215 2,996 Goodwill and indefinite-lived intangible assets 15,064 16,475 Definite-lived intangible assets, net 74,442 79,509 Other assets 5,601 6,871 Total assets $ 130,647 $ 142,274 LIABILITIES CURRENT LIABILITIES: Other current liabilities $ 23,564 $ 18,992 LONG-TERM LIABILITIES: Notes payable, capital leases and commercial bank financing, less current portion 23,217 19,449 Program contracts payable, less current portion 11,213 14,353 Other long term liabilities 650 12,921 Total liabilities $ 58,644 $ 65,715 The amounts above represent the consolidated assets and liabilities of the VIEs described above, for which we are the primary beneficiary, and have been aggregated as they all relate to our broadcast business. Excluded from the amounts above are payments made to Cunningham under the LMA and certain outsourcing agreements which are treated as a prepayment of the purchase price of the stations and capital leases between us and Cunningham which are eliminated in consolidation. The total payments made under these LMAs and certain JSAs as of December 31, 2017 and 2016 , which are excluded from liabilities above, were $44.0 million and $40.8 million , respectively. The total capital lease liabilities, net of capital lease assets, excluded from the above were $4.5 million , for both years ended December 31, 2017 and 2016 . Also excluded from the amounts above are liabilities associated with the certain outsourcing agreements and purchase options with certain VIEs totaling $116.5 million and $74.5 million as of December 31, 2017 and December 31, 2016 , respectively, as these amounts are eliminated in consolidation. The risk and reward characteristics of the VIEs are similar. The assets of each of these consolidated VIEs can only be used to settle the obligations of the VIE. All the liabilities are non-recourse to us except for certain debt of VIEs which we guarantee. The risk and reward characteristics of the VIEs are similar. Other investments. We have several investments which are considered VIEs. However, we do not participate in the management of these entities including the day-to-day operating decisions or other decisions which would allow us to control the entity, and therefore, we are not considered the primary beneficiary of these VIEs. We account for these entities using the equity or cost method of accounting. The carrying amounts of our investments in these VIEs for which we are not the primary beneficiary as of December 31, 2017 and 2016 was $115.7 million and $117.0 million , respectively, and are included in other assets in the consolidated balance sheets. See Other Assets below for more information related to our equity and cost method investments. Our maximum exposure is equal to the carrying value of our investments. The income and loss related to these investments are recorded in income from equity and cost method investments in the consolidated statement of operations. We recorded a loss of $5.3 million for the year ended December 31, 2017 , and income of $2.5 million and $7.7 million for the years ended December 31, 2016 and 2015 , respectively, related to these investments. Use of Estimates The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses in the consolidated financial statements and in the disclosures of contingent assets and liabilities. Actual results could differ from those estimates. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued guidance on revenue recognition for revenue from contracts with customers. This guidance requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers and will replace most existing revenue recognition guidance when it becomes effective. The standard permits the use of either the retrospective or cumulative effect transition method. Since Accounting Standards Update (ASU) 2014-09 was issued, several additional ASUs have been issued and incorporated within ASC 606 to clarify various elements of the guidance. The adoption of this guidance will not have a material impact on our station advertising or retransmission consent revenue. We have determined that, under the new standard, certain barter revenue and expense related to syndicated programming will no longer be recognized. These revenues and expenses for the years ended December 31, 2017, 2016, and 2015 were each $97.9 million , $114.4 million , and $93.2 million , respectfully. The adoption of this standard will also result in a number of incremental disclosures surrounding our revenue transactions and policies. We plan on adopting this guidance retrospectively during the first quarter of 2018. In January 2016, the FASB issued new guidance which address certain aspects of recognition, measurement, presentation, and disclose of financial instruments. The new guidance requires entities to measure equity investments (except those accounted for under the equity method of accounting or those that resulted in consolidation of the investee) at fair value, with changes in fair value recognized in net income. The new standard is effective for the interim and annual periods beginning after December 15, 2017. We plan on adopting this guidance during the first quarter of 2018. We do not expect the adoption will have a material impact on our financial statements. In February 2016, the FASB issued new guidance related to accounting for leases, which requires the assets and liabilities that arise from leases to be recognized on the balance sheet. Currently, only capital leases are recorded on the balance sheet. This update will require the lessee to recognize a lease liability equal to the present value of the lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term for all leases longer than 12 months. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election, by class of underlying asset, not to recognize lease assets and liabilities and recognize the lease expense for such leases generally on a straight-line basis over the lease term. The new standard is effective for interim and annual reporting periods beginning after December 15, 2018. Early adoption is permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements. In August 2016, the FASB issued new guidance related to the classification of certain cash receipts and cash payments. The new standard includes eight specific cash flow issues with the objective of reducing the existing diversity in practice as to how cash receipts and cash payments are represented in the statement of cash flows. We will adopt this guidance retrospectively during the first quarter of 2018. In October 2016, the FASB issued new guidance related to the accounting for income tax consequences of intra-entity transfers of assets other than inventory. Currently the recognition of current and deferred income taxes for an intra-entity are prohibited until the asset has been sold to an outside party. This update requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. We adopted this guidance during the first quarter of 2017. The impact of the adoption did not have a material impact on our financial statements. In November 2016, the FASB issued new guidance related to the classification and presentation of changes in restricted cash on the statement of cash flows. This new guidance requires that the statement of cash flows explain change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. The new standard is effective for interim and annual reporting periods beginning after December 15, 2017. We plan on adopting this guidance retrospectively during the first quarter of 2018. In January 2017, the FASB issued guidance which clarifies the definition of a business with additional guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The new standard should be applied prospectively and is effective for interim and annual reporting periods beginning after December 15, 2017. We do not expect the adoption of this guidance to have a material impact on our financial statements. In January 2017, the FASB issued guidance which eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. The new standard should be applied prospectively and is effective for interim and annual reporting periods beginning after December 15, 2019. Early adoption is permitted. We adopted this guidance during the first quarter of 2017. The impact of the adoption did not have a material impact on our financial statements. In May 2017, the FASB issued new guidance which relates to stock based compensation and clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. The new standard is effective for interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted. We adopted this guidance during the second quarter of 2017. The impact of the adoption did not have a material impact on our financial statements. Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Accounts Receivable Management regularly reviews accounts receivable and determines an appropriate estimate for the allowance for doubtful accounts based upon the impact of economic conditions on the merchant’s ability to pay, past collection experience, and such other factors which, in management’s judgment, deserve current recognition. In turn, a provision is charged against earnings in order to maintain the appropriate allowance level. A rollforward of the allowance for doubtful accounts for the years ended December 31, 2017 , 2016 , and 2015 is as follows (in thousands): 2017 2016 2015 Balance at beginning of period $ 2,124 $ 4,495 $ 4,246 Charged to expense 2,837 1,974 1,292 Net write-offs (2,371 ) (4,345 ) (1,043 ) Balance at end of period $ 2,590 $ 2,124 $ 4,495 Programming We have agreements with distributors for the rights to television programming over contract periods, which generally run from one to seven years. Contract payments are made in installments over terms that are generally equal to or shorter than the contract period. Pursuant to accounting guidance for the broadcasting industry, an asset and a liability for the rights acquired and obligations incurred under a license agreement are reported on the balance sheet where the cost of each program is known or reasonably determinable, the program material has been accepted by the licensee in accordance with the conditions of the license agreement, and the program is available for its first showing or telecast. The portion of program contracts which becomes payable within one year is reflected as a current liability in the accompanying consolidated balance sheets. The rights to this programming are reflected in the accompanying consolidated balance sheets at the lower of unamortized cost or estimated net realizable value. With the exception of one and two -year contracts, amortization of program contract costs is computed using an accelerated method. Program contract costs are amortized on a straight-line basis for one and two -year contracts. Program contract costs estimated by management to be amortized in the succeeding year are classified as current assets. Payments of program contract liabilities are typically made on a scheduled basis and are not affected by adjustments for amortization or estimated net realizable value. Estimated net realizable values are based on management’s expectation of future advertising revenues, net of sales commissions, to be generated by the program material. We perform a net realizable value calculation quarterly for each of our program contract costs in accordance with the accounting guidance for the broadcasting industry. We utilize sales information to estimate the future revenue of each commitment and measure that amount against the commitment. If the estimated future revenue is less than the amount of the commitment, a loss is recorded in amortization of program contract costs and net realizable value adjustments in the consolidated statements of operations. Barter Arrangements Certain program contracts provide for the exchange of advertising airtime in lieu of cash payments for the rights to such programming. The revenues realized from station barter arrangements are recorded as the programs are aired at the estimated fair value of the advertising airtime given in exchange for the program rights. Program service arrangements are accounted for as station barter arrangements, however, network affiliation programming is excluded from these calculations. Revenues are recorded as revenues realized from station barter arrangements and the corresponding expenses are recorded as expenses recognized from station barter arrangements. See Recent Accounting Pronouncements above for more information about guidance that will be adopted effective January 1, 2018. We broadcast certain customers’ advertising in exchange for equipment, merchandise and services. The estimated fair value of the equipment, merchandise, or services received is recorded as deferred barter costs, included in prepaid expenses and other current assets in the consolidated balance sheets, and the corresponding obligation to broadcast advertising is recorded as deferred barter revenues, included in accounts payable and accrued liabilities in the consolidated balance sheets. The deferred barter costs are expensed or capitalized as they are used, consumed, or received and are included in station production expenses and station selling, general and administrative expenses, as applicable. Deferred barter revenues are recognized as the related advertising is aired and are recorded in revenues realized from station barter arrangements. Other Assets Other assets as of December 31, 2017 and 2016 consisted of the following (in thousands): 2017 2016 Equity and cost method investments $ 184,255 $ 168,572 Unamortized costs related to debt issuances 3,399 4,936 Deferred compensation plan assets 20,494 9,906 Other 33,497 37,216 Total other assets $ 241,645 $ 220,630 We have equity and cost method investments primarily in private equity investments and real estate ventures. In the event one or more of our investments are significant, we are required to disclose summarized financial information. For the years ended December 31, 2017 , 2016 , and 2015 , none of our investments were significant individually or in the aggregate. As of December 31, 2017 and 2016 , our unfunded commitments related to certain investments accounted for under the equity or cost method totaled $10.7 million and $13.5 million , respectively. When factors indicate that there may be a decrease in value of an equity or cost method investment, we assess whether a loss in value has occurred related to the investment. If that loss is deemed to be other than temporary, an impairment loss is recorded accordingly. For any investments that indicate a potential impairment, we estimate the fair values of those investments using discounted cash flow models, unrelated third party valuations, or industry comparables, based on the various facts available to us. For the year ended December 31, 2017 , we recorded a $3.3 million impairment charge related to three real estate investments. For the year ended December 31, 2016 , there were $2.5 million of impairment charges recorded. The impairments are recorded in the income (loss) from equity and cost method investments in our consolidated statement of operations. Unamortized costs related to debt issuances represent costs related to our revolving credit facility. Unamortized costs related to our other debt issuances is recorded as a direct deduction from the carrying value of the debt recorded as liability. We amortize our deferred debt financing costs to interest expense over the term of the respective debt instruments using the effective interest method. Previously capitalized debt financing costs are recognized as a loss on extinguishment of debt if we determine that there has been an extinguishment of the related debt. Impairment of Goodwill, Intangibles and Other Long-Lived Assets We evaluate our goodwill and indefinite lived intangible assets for impairment annually in the fourth quarter or more frequently, if events or changes in circumstances indicate that an impairment may exist. Our goodwill has been allocated to, and is tested for impairment at the reporting unit level. A reporting unit is an operating segment or a component of an operating segment to the extent that the component constitutes a business for which discrete financial information is available and regularly reviewed by segment management. Components of an operating segment with similar economic characteristics are aggregated when testing goodwill for impairment. In the performance of our annual assessment of goodwill for impairment we have the option to qualitatively assess whether it is more likely than not a reporting unit has been impaired. As part of this qualitative assessment we weigh the relative impact of factors that are specific to the reporting units as well as industry, regulatory, and macroeconomic factors that could affect the significant inputs used to determine the fair value of the assets. We also consider the significance of the excess fair value over carrying value in prior quantitative assessments. If we conclude that it is more likely than not that a reporting unit is impaired, or if we elect not to perform the optional qualitative assessment, we will determine the fair value of the reporting unit and compare to the net book value of the reporting unit. If the fair value is less than the net book value we will record an impairment to goodwill for the amount of the difference. We estimate the fair value of our reporting units utilizing a combination of a market based approach which considers earnings and cash flow multiples of comparable businesses and recent market transactions as well as an income approach involving the performance of a discounted cash flow analysis. Our discounted cash flow model is based on our judgment of future market conditions based on our internal forecast of future performance, as well as discount rates that are based on a number of factors including market interest rates, a weighted average cost of capital analysis, and includes adjustments for market risk and company specific risk. Our indefinite-lived intangible assets consist primarily of our broadcast licenses and a trade name. For our annual impairment test for indefinite-lived intangible assets we have the option to perform a qualitative assessment to determine whether it is more likely than not that these assets are impaired. As part of this qualitative assessment we weigh the relative impact of factors that are specific to the indefinite-lived intangible assets as well as industry, regulatory, and macroeconomic factors that could affect the significant inputs used to determine the fair value of the assets. We also consider the significance of the excess fair value over carrying value in prior quantitative assessments. When evaluating our broadcast licenses for impairment, the qualitative assessment is done at the market level because the broadcast licenses within the market are complementary and together enhance the single broadcast license of each station. If we conclude that it is more likely than not that one of our broadcast licenses is impaired, we will perform a quantitative assessment by comparing the aggregate fair value of the broadcast licenses in the market to the respective carrying values. We estimate the fair values of our broadcast licenses using the Greenfield method which is an income approach. This method involves a discounted cash flow model that incorporates several variables, including, but not limited to, market revenues and long term growth projections, estimated market share for the typical participant without a network affiliation, and estimated profit margins based on market size and station type. The model also assumes outlays for capital expenditures, future terminal values, an effective tax rate assumption and a discount rate based on a number of factors including market interest rates, a weighted average cost of capital analysis based on the target capital structure for a television station, and includes adjustments for market risk and company specific risk. If the carrying amount of the broadcast licenses exceeds the fair value, then an impairment loss is recorded to the extent that the carrying value of the broadcast licenses exceeds the fair value. We periodically evaluate our long-lived assets for impairment and continue to evaluate them as events or changes in circumstances indicate that the carrying amount of such assets may not be fully recoverable. We evaluate the recoverability of long-lived assets by measuring the carrying amount of the assets against the estimated undiscounted future cash flows associated with them. At the time that such evaluations indicate that the future undiscounted cash flows of certain long-lived assets are not sufficient to recover the carrying value of such assets, the assets are tested for impairment by comparing their estimated fair value to the carrying value. We typically estimate fair value using discounted cash flow models and appraisals. See Note 5. Goodwill, Indefinite-Lived Intangible Assets and Other Intangible Assets for more information. Accounts Payable and Accrued Liabilities Accrued liabilities consisted of the following as of December 31, 2017 and 2016 (in thousands): 2017 2016 Compensation and employee health insurance $ 87,003 $ 78,682 Interest 42,794 41,979 Deferred revenue 41,287 25,692 Deferred barter revenue 8,235 6,040 Programming related obligations 89,728 76,962 Other accruals relating to operating expenses 101,356 99,190 Total accounts payable and accrued liabilities $ 370,403 $ 328,545 We expense these activities when incurred. Income Taxes We recognize deferred tax assets and liabilities based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities. We provide a valuation allowance for deferred tax assets if we determine that it is more likely than not that some or all of the deferred tax assets will not be realized. In evaluating our ability to realize net deferred tax assets, we consider all available evidence, both positive and negative, including our past operating results, tax planning strategies and forecasts of future taxable income. In considering these sources of taxable income, we must make certain judgments that are based on the plans and estimates used to manage our underlying businesses on a long-term basis. As of December 31, 2017 and 2016 , a valuation allowance has been provided for deferred tax assets related to a substantial amount of our available state net operating loss carryforwards based on past operating results, expected timing of the reversals of existing temporary book/tax basis differences, alternative tax strategies and projected future taxable income. Future changes in operating and/or taxable income or other changes in facts and circumstances could significantly impact the ability to realize our deferred tax assets which could have a material effect on our consolidated financial statements. Management periodically performs a comprehensive review of our tax positions and we record a liability for unrecognized tax benefits when such tax positions do not meet the “more-likely-than-not” threshold. Significant judgment is required in determining whether a tax position meets the “more-likely-than-not” threshold, and it is based on a variety of facts and circumstances, including interpretation of the relevant federal and state income tax codes, regulations, case law and other authoritative pronouncements. Based on this analysis, the status of ongoing audits and the expiration of applicable statute of limitations, liabilities are adjusted as necessary. The resolution of audits is unpredictable and could result in tax liabilities that are significantly higher or lower than for what we have provided. See Note 9. Income Taxes , for further discussion of accrued unrecognized tax benefits. Pursuant to the guidance within SEC Staff Accounting Bulletin No. 118 (SAB 118), as of December 31, 2017, the Company recognized the provisional effects of the enactment of the Tax Legislation for which measurement could be reasonably estimated. Although the Company continues to analyze certain aspects of the Tax Legislation and refine its assessment, the ultimate impact of the Tax Legislation may differ from these estimates due to its continued analysis or further regulatory guidance that may be issued as a result of the Tax Legislation. Pursuant to SAB 118, adjustments to the provisional amounts recorded by the Company as of December 31, 2017 that are identified within a subsequent measurement period of up to one year from the enactment date will be included as an adjustment to tax expense from continuing operations in the period the amounts are determined. See Note 9. Income Taxes , for the effects of this guidance. Supplemental Information — Statements of Cash Flows During 2017 , 2016 , and 2015 , we had the following cash transactions (in thousands): 2017 2016 2015 Income taxes paid $ 128,168 $ 108,347 $ 106,979 Income tax refunds $ 1,508 $ 12,193 $ 196 Interest paid $ 203,800 $ 191,117 $ 182,425 For the year ended December 31, 2017 and 2016, non-cash investing activities include property and equipment purchases for $9.5 million and $5.9 million , respectively. Also, during 2017, we received proceeds for the Broadcast Incentive Auction which is classified as restricted cash in the consolidated balance sheet. See Broadcast Spectrum Auction under Note 2. Acquisitions and Dispositions of Assets for further discussion. For the year ended December 31, 2015, non-cash transactions related to capital lease obligations were $2.8 million . Revenue Recognition Total revenues include: (i) station advertising revenue, net of agency commissions; (ii) barter advertising revenues; (iii) retransmission consent fees; (iv) other media revenues; and (v) revenues from our other businesses. Advertising revenues, net of agency commissions, are recognized in the period during which advertisements are placed. Some of our retransmission consent agreements contain both advertising and retransmission consent elements. We have determined that these retransmission consent agreements are revenue arrangements with multiple deliverables. Advertising and retransmission consent deliverables sold under our agreements are separated into different units of accounting at fair val |
ACQUISITIONS AND DISPOSITIONS O
ACQUISITIONS AND DISPOSITIONS OF ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
ACQUISITIONS AND DISPOSITIONS OF ASSETS | ACQUISITIONS AND DISPOSITIONS OF ASSETS: During the years ended December 31, 2017 , 2016 , and 2015 , we acquired certain businesses for an aggregate purchase price of $704.5 million plus working capital of $2.3 million . All of these acquisitions provide expansion of our businesses and increases value based on the synergies we can achieve. The following summarizes the material acquisition activity during the years ended December 31, 2017 , 2016 , and 2015 : 2017 Acquisitions Bonten . On September 1, 2017, we acquired the stock of Bonten Media Group Holdings, Inc. (Bonten) and Cunningham acquired the membership interest of Esteem Broadcasting (Esteem) for an aggregate purchase price of $240.0 million plus a working capital adjustment, excluding cash acquired of $1.1 million accounted for as a business combination under the acquisition method of accounting. As a result of the transaction we added 14 television stations in 8 markets: Tri-Cities, TN/VA; Greensville/New Bern/Washington, NC; Chico/Redding, CA; Abilene/Sweetwater, TX; Missoula, MT; Butte/Bozeman, MT; San Angelo, TX; and Eureka, CA. Cunningham assumed the joint sales agreements under which we will provide services to 4 additional stations. The transaction was funded through cash on hand. The acquisition will expand our regional presence in several states where we already operate and help us bring improvements to small market stations. The following table summarizes the allocated fair value of acquired assets and assumed liabilities (in thousands): Accounts receivable $ 14,665 Prepaid expenses and other current assets 633 Program contract costs 683 Property and equipment 27,295 Definite-lived intangible assets 161,936 Indefinite-lived intangible assets 425 Other assets 3,609 Accounts payable and accrued liabilities (8,428 ) Program contracts payable (783 ) Deferred tax liability (66,158 ) Other long term liabilities (12,156 ) Fair value of identifiable net assets acquired 121,721 Goodwill 119,426 Total purchase price, net of cash acquired $ 241,147 The preliminary purchase price allocation presented above is based upon management’s estimate of the fair value of the acquired assets and assumed liabilities using valuation techniques including income, cost, and market approaches. The fair value estimates are based on, but not limited to, expected future revenue and cash flows, expected future growth rates, and estimated discount rates. The allocation is preliminary pending a final determination of the fair value of the assets and liabilities. During the quarter ended December 31, 2017, we made certain measurement period adjustments to the initial Bonten purchase price allocation resulting in reclassifications between certain non-current assets and liabilities, including an increase to property and equipment of $4.3 million , a increase to definite-lived intangible assets of $4.0 million , a decrease to indefinite-lived intangible assets of $7.9 million , and an increase to other long term liabilities of $8.7 million , and a increase to goodwill of $8.7 million . The definite-lived intangible assets of $161.9 million is comprised of network affiliations of $53.3 million and customer relationships of $108.6 million . These intangible assets will be amortized over a weighted average useful life of 15 and 14 years for network affiliations and customer relationships, respectively. Acquired property and equipment will be depreciated on a straight-line basis over the respective estimated remaining useful lives. Goodwill is calculated as the excess of the consideration transferred over the fair value of the identifiable net assets acquired and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, as well as expected future synergies. We expect that goodwill deductible for tax purposes will be approximately $5.6 million . Other 2017 Acquisitions. During 2017, we acquired certain media assets for an aggregate purchase price of $27.4 million , less working capital of $2.7 million . The transactions were funded with cash on hand. 2016 Acquisitions Tennis Channel. In March 2016, we acquired all of the outstanding common stock of Tennis Channel (Tennis), a cable network which includes coverage of the top 100 tennis tournaments and original professional sport and tennis lifestyle shows, for $350.0 million plus a working capital adjustment, excluding cash acquired, of $4.1 million accounted for as a business combination under the acquisition method of accounting. This was funded through cash on hand and a draw on the Bank Credit Agreement. The acquisition provides an expansion of our network business and increases value based on the synergies we can achieve. Tennis is reported within Other within Note 13. Segment Data . The following table summarizes the allocated fair value of acquired assets and assumed liabilities of Tennis (in thousands): Accounts receivable $ 17,629 Prepaid expenses and other current assets 6,518 Property and equipment 5,964 Definite-lived intangible assets 272,686 Indefinite-lived intangible assets 23,400 Other assets 619 Accounts payable and accrued liabilities (7,414 ) Capital leases (115 ) Deferred tax liability (16,991 ) Other long term liabilities (1,669 ) Fair value of identifiable net assets acquired 300,627 Goodwill 53,427 Total purchase price, net of cash acquired $ 354,054 The purchase price allocation presented above is based upon management’s estimate of the fair value of the acquired assets and assumed liabilities using valuation techniques including income, cost, and market approaches. The fair value estimates are based on, but not limited to, expected future revenue and cash flows, expected future growth rates, and estimated discount rates. The definite-lived intangible assets of $ 272.7 million related primarily to customer relationships, which represent existing advertiser relationships and contractual relationships with multi-channel video programming distributors (MVPDs) and will be amortized over a weighted average useful life of 15 years. Acquired property and equipment will be depreciated on a straight-line basis over the respective estimated remaining useful lives. Goodwill is calculated as the excess of the consideration transferred over the fair value of the identifiable net assets acquired and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, as well as expected future synergies. Goodwill will not be deductible for tax purposes. Other 2016 Acquisitions. During the year ended December 31, 2016, we acquired certain television station related assets for an aggregate purchase price of $72.0 million less working capital of $0.1 million . We also exchanged certain broadcast assets which had a carrying value of $23.8 million with another broadcaster for no cash consideration, and recognized a gain on the derecognition of those broadcast assets of $4.4 million , respectively. 2015 Acquisition During the year ended December 31, 2015, we acquired one television station for a cash purchase price of $15.5 million , which was financed with cash on hand. Financial Results of Acquisitions The following tables summarize the results of the net media revenues and operating income (loss) included in the financial statements of the Company beginning on the acquisition date of each acquisition as listed below (in thousands): Revenues 2017 2016 2015 Bonten $ 30,907 $ — $ — Tennis Channel 132,584 84,040 — Other acquisitions in: 2017 11,108 — — 2016 66,698 49,186 — 2015 2,102 2,676 1,007 Total net media revenues $ 243,399 $ 135,902 $ 1,007 Operating Income (Loss) 2017 2016 2015 Bonten $ 7,448 $ — $ — Tennis Channel 19,420 (1,990 ) — Other acquisitions in: 2017 (89 ) — — 2016 18,392 18,311 — 2015 158 646 426 Total operating income $ 45,329 $ 16,967 $ 426 In connection with the 2017 , 2016 , and 2015 acquisitions, for the years ended December 31, 2017 , 2016 , and 2015 , we incurred $1.1 million , $1.4 million , and $0.5 million , respectively, of costs primarily related to legal and other professional services, which we expensed as incurred and classified as corporate general and administrative expenses in the consolidated statements of operations. Pro Forma Information The following table sets forth unaudited pro forma results of operations, assuming that Bonten and Tennis along with transactions necessary to finance the acquisition, occurred at the beginning of the year preceding the year of acquisition. The pro forma results exclude the acquisitions presented under Other 2017 Acquisitions, Other 2016 Acquisitions, and 2015 Acquisitions above, as they are not material both individually and in the aggregate. The 2015 period does not include the pro forma effects of the Bonten acquisitions, and as such will not provide comparability to the 2017 and 2016 pro forma periods presented in the following table (in thousands, except per data share): Unaudited 2017 2016 2015 Total revenues $ 2,790,793 $ 2,835,174 $ 2,310,392 Net Income $ 597,370 $ 253,374 $ 168,364 Net Income attributable to Sinclair Broadcast Group $ 579,279 $ 247,913 $ 163,789 Basic earnings per share attributable to Sinclair Broadcast Group $ 5.80 $ 2.65 $ 1.72 Diluted earnings per share attributable to Sinclair Broadcast Group $ 5.75 $ 2.63 $ 1.71 This pro forma financial information is based on historical results of operations, adjusted for the allocation of the purchase price and other acquisition accounting adjustments, and is not indicative of what our results would have been had we operated the businesses since the beginning of the annual period presented because the pro forma results do not reflect expected synergies. The pro forma adjustments reflect depreciation expense, amortization of intangibles and amortization of program contract costs related to the fair value adjustments of the assets acquired, additional interest expense related to the financing of the transactions. Depreciation and amortization expense are higher than amounts recorded in the historical financial statements of the acquirees due to the fair value adjustments recorded for long-lived tangibles and intangible assets in purchase accounting. Pending Acquisitions. In May 2017, we entered into a definitive agreement to acquire the stock of Tribune. Under the terms of the agreement, Tribune stockholders will receive $35.00 in cash and 0.23 shares of Sinclair Class A common stock for each share of Tribune Class A common stock and Class B common stock they own. As part of this acquisition we would assume or refinance the debt of Tribune. Tribune owns or operates 42 television stations in 33 markets, cable network WGN America, digital multicast network Antenna TV, minority stakes in the TV Food Network, ThisTV, and CareerBuilder, and a variety of real estate assets. Tribune’s stations consists of 14 FOX, 12 CW, 6 CBS, 3 ABC, 2 NBC, 3 MyNetworkTV affiliates, and 2 independent stations. In October 2017, Tribune shareholders held a meeting and voted to approve the merger agreement and bondholders consented to the assignment of the notes under the change of control. It is likely that we will need to divest of certain stations to comply with regulatory approval. In the event we have not been able to complete all necessary divestitures by the time of the merger closing, we have filed applications at the FCC to place the stations in a divestiture trust pending divestiture after closing. We expect the transaction will close in the second quarter of 2018, pending customary closing conditions, including antitrust clearance and approval by the FCC. We expect to fund the purchase price through a combination of cash on hand, fully committed debt financing, and by accessing the capital markets. In connection with this acquisition was have incurred $20.5 million of costs primarily related to legal and other professional services, which we expensed as incurred and classified as corporate general and administrative expenses in the consolidated statements of operations. See Note 6. Notes Payable and Commercial Bank Financing for further discussion on debt financing. 2017 Dispositions Alarm Funding Sale. In March 2017, we sold Alarm Funding Associates LLC (Alarm) for $200.0 million less working capital and transaction costs of $5.0 million . We recognized a gain on the sale of Alarm of $53.0 million of which $12.3 million was attributable to noncontrolling interests which is included in the gain on asset dispositions and net income attributable to the noncontrolling interest, respectively, on the consolidated statement of operations. Broadcast Incentive Auction. Congress authorized the FCC to conduct so-called “incentive auctions” to auction and re-purpose broadcast television spectrum for mobile broadband use. Pursuant to the auction, television broadcasters submitted bids to receive compensation for relinquishing all or a portion of its rights in the television spectrum of their full-service and Class A stations. Low power stations were not eligible to participate in the auction and are not protected and therefore may be displaced or forced to go off the air as a result of the post-auction repacking process. On April 13, 2017, the FCC issued a public notice which announced the conclusion of the spectrum auction. In July 2017, we received $310.8 million of gross proceeds from the auction. These proceeds are reflected as restricted cash because we directed the FCC to deposit those proceeds into qualifying trust accounts. We are limited in our ability to access this cash for a period of time not to exceed a year. For the period ending December 31, 2017 we recognized a gain of $225.3 million which was included within (gain) loss on asset dispositions within our consolidated statements of operations. This gain relates to the auction proceeds associated with two markets where the underlying spectrum was vacated during the fourth quarter of 2017. In January 2018, we vacated the remaining spectrum sold in the broadcast incentive auction; as of December 31, 2017, we have a deferred spectrum proceeds liability of $84.3 million which we will recognize during the first quarter of 2018. The results of the auction are not expected to produce any material change in operations of the Company as there is no change in on air operations. In the repacking process associated with the auction, the FCC has reassigned some stations to new post-auction channels. We do not expect reassignment to new channels to have a material impact on our coverage. We have received notification from the FCC that 98 of our stations have been assigned to new channels. The legislation authorizing the incentive auction provides the FCC with a $1.75 billion fund to reimburse reasonable costs incurred by stations that are reassigned to new channels in the repack. We expect that the reimbursements from the fund will cover the majority of our expenses related to the repack. However, we cannot predict whether the fund will be sufficient to reimburse all of our expenses. The sufficiency of the fund is dependent upon a number of factors including the amounts to be reimbursed to other industry participants for repacking costs. During 2018, we expect total capital expenditures related to the spectrum repack to be $69.0 million . |
STOCK-BASED COMPENSATION PLANS
STOCK-BASED COMPENSATION PLANS | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK-BASED COMPENSATION PLANS | STOCK-BASED COMPENSATION PLANS: In June 1996, our Board of Directors adopted, upon approval of the shareholders by proxy, the 1996 Long-Term Incentive Plan (LTIP). The purpose of the LTIP is to reward key individuals for making major contributions to our success and the success of our subsidiaries and to attract and retain the services of qualified and capable employees. Under the LTIP, we have issued restricted stock awards (RSAs), stock grants to our non-employee directors, stock-settled appreciation rights (SARs), and stock options. A total of 14,000,000 shares of Class A Common Stock are reserved for awards under this plan. As of December 31, 2017 , 6,487,654 shares (including forfeited shares) were available for future grants. Additionally, we have the following arrangements that involve stock-based compensation: employer matching contributions (the Match) for participants in our 401(k) plan, an employee stock purchase plan (ESPP), and subsidiary stock awards. Stock-based compensation expense has no effect on our consolidated cash flows. For the years ended December 31, 2017 , 2016 , and 2015 , we recorded stock-based compensation of $18.5 million , $16.9 million , and $18.0 million , respectively. Below is a summary of the key terms and methods of valuation of our stock-based compensation awards: RSAs. RSAs issued in 2017 , 2016 , and 2015 have certain restrictions that lapse over two years at 50% and 50% , respectively. As the restrictions lapse, the Class A Common Stock may be freely traded on the open market. Unvested RSAs are entitled to dividends, and therefore, are included in weighted shares outstanding which results in a dilutive effect on basic and diluted earnings per share. The fair value assumes the closing value of the stock on the measurement date. The following is a summary of changes in unvested restricted stock: RSAs Weighted-Average Unvested shares at December 31, 2016 146,975 $ 29.18 2017 Activity: Granted 103,955 33.80 Vested (98,750 ) 28.09 Unvested shares at December 31, 2017 152,180 $ 33.04 For the years ended December 31, 2017 , 2016 , and 2015 , we recorded compensation expense of $3.2 million , $2.8 million , and $5.3 million , respectively. The majority of the unrecognized compensation expense of $2.0 million as of December 31, 2017 will be recognized in 2018. Stock Grants to Non-Employee Directors. In addition to directors fees paid, on the date of each of our annual meetings of shareholders, each non-employee director receives a grant of unrestricted shares of Class A Common Stock. We issued 20,000 shares in 2017 , 2016 , and 2015 . We recorded expense of $0.7 million , $0.6 million , and $0.6 million for each of the years ended December 31, 2017 , 2016 , and 2015 , respectively, which was based on the average share price of the stock on the date of grant. Additionally, these shares are included in the total shares outstanding, which results in a dilutive effect on our basic and diluted earnings per share. Stock Appreciation Rights (SARs). These awards entitle holders to the appreciation in our Class A Common Stock stock over the base value of each SAR over the term of the award. The SARs have 10 year term and vest immediately. The base value of each SAR is equal to the closing price of our Class A Common Stock on the date of grant. For the years ended December 31, 2017 , 2016 , and 2015 , we recorded compensation expense of $6.6 million , $4.0 million , and $2.6 million , respectively. The following is a summary of the 2017 activity: SARs Weighted- Outstanding SARs at December 31, 2016 2,310,000 $ 19.23 2017 Activity: Granted 500,000 35.70 Exercised (200,000 ) 15.78 Outstanding SARs at December 31, 2017 2,610,000 $ 22.65 The aggregate intrinsic value of the 2,610,000 outstanding as of December 31, 2017 was $38.6 million and the outstanding SARs have a weighted average remaining contractual life of 6.30 years as of December 31, 2017 . During 2017 , 2016 , and 2015 , outstanding SARs increased the weighted average shares outstanding for purposes of determining dilutive earnings per share. Options. As of December 31, 2017, there were options outstanding to purchase 375,000 shares of Class A Common Stock. These options are fully vested and have a weighted average exercise price of $31.08 , a weighted average remaining contractual term of 8 years , and an aggregate intrinsic value of $2.5 million . There was no grant, exercise, or forfeiture activity during the year ended December 31, 2017 . During the years ending December 31, 2016 and 2015, we recognized compensation expense of $0.4 million and $0.8 million , respectively. There was no expense recognized during the year ended December 31, 2017 . Valuation of SARS and Options. Our SARs and stock options were valued using the Black-Scholes pricing model utilizing the following assumptions: 2017 2016 2015 Risk-free interest rate 2.1 % 1.2% - 1.9% 1.3% - 1.9% Expected years to exercise 5 years 5 years 5 years Expected volatility 37.0 % 37.5% - 42.1% 42.1% - 47.0% Annual dividend yield 2.0 % 2.1 % 2.0% - 2.7% The risk-free interest rate is based on the U.S. Treasury yield curve, in effect at the time of grant, for U.S. Treasury STRIPS that approximate the expected life of the award. The expected volatility is based on our historical stock prices over a period equal to the expected life of the award. The annual dividend yield is based on the annual dividend per share divided by the share price on the grant date. During 2017, 2016, and 2015, outstanding SARs and options increased the weighted average shares outstanding for purposes of determining dilutive earnings per share. 401(k) Match. The Sinclair Broadcast Group, Inc. 401(k) Profit Sharing Plan and Trust (the 401(k) Plan) is available as a benefit for our eligible employees. Contributions made to the 401(k) Plan include an employee elected salary reduction amount, and we match additional discretionary amount determined each year by the Board of Directors (the Match). The Match and any additional discretionary contributions may be made using our Class A Common Stock if the Board of Directors so chooses. Typically, we make the Match using our Class A Common Stock. The value of the Match is based on the level of elective deferrals into the 401(k) Plan. The amount of shares of our Class A Common Stock used to make the Match is determined using the closing price on or about March 1st of each year for the previous calendar year’s Match. For the years ended December 31, 2017 , 2016 , and 2015 , we recorded $7.3 million , $6.9 million , and $6.2 million , respectively, of stock-based compensation expense related to the Match. A total of 3,000,000 shares of Class A Common Stock are reserved for matches under the plan. As of December 31, 2017 , 242,951 shares were available for future grants. ESPP. The ESPP allows eligible employees to purchase Class A Common Stock at 85% of the lesser of the fair value of the common stock as of the first day of the quarter and as of the last day of that quarter, subject to certain limits as defined in the ESPP. The stock-based compensation expense recorded related to the ESPP for the years ended December 31, 2017 , 2016 , and 2015 was $1.0 million , $0.9 million , and $0.7 million , respectively. A total of 3,200,000 shares of Class A Common Stock are reserved for awards under the plan. As of December 31, 2017 , 850,876 shares were available for future grants. Subsidiary Stock Awards . From time to time, we grant subsidiary stock awards to employees. The subsidiary stock is typically in the form of a membership interest in a consolidated limited liability company, not traded on a public exchange and valued based on the estimated fair value of the subsidiary. Fair value is typically estimated using discounted cash flow models and/or appraisals. These stock awards vest immediately. For the year ended December 31, 2017, we recorded no compensation expense related to these awards. For the years ended 2016 and 2015 , we recorded compensation expense of $1.3 million and $1.8 million , respectively, related to these awards which increase noncontrolling interest equity. These awards have no effect on the shares used in our basic and diluted earnings per share. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT: Property and equipment are stated at cost, less accumulated depreciation. Depreciation is generally computed under the straight-line method over the following estimated useful lives: Buildings and improvements 10 - 30 years Station equipment 5 - 10 years Office furniture and equipment 5 - 10 years Leasehold improvements Lesser of 10 - 30 years or lease term Automotive equipment 3 - 5 years Property and equipment under capital leases Lease term Acquired property and equipment as discussed in Note 2. Acquisitions and Dispositions of Assets , is depreciated on a straight-line basis over the respective estimated remaining useful lives. Property and equipment consisted of the following as of December 31, 2017 and 2016 (in thousands): 2017 2016 Land and improvements $ 77,487 $ 73,124 Real estate held for development and sale 87,056 90,087 Buildings and improvements 260,470 239,603 Station equipment 779,779 702,004 Office furniture and equipment 109,632 101,252 Leasehold improvements 25,120 24,762 Automotive equipment 63,513 56,507 Capital leased assets 53,005 84,516 Construction in progress 30,575 30,880 1,486,637 1,402,735 Less: accumulated depreciation (748,339 ) (685,159 ) $ 738,298 $ 717,576 Capital leased assets are related to building, tower, and equipment leases. Depreciation related to capital leases is included in depreciation expense in the consolidated statements of operations. We recorded capital lease depreciation expense of $4.2 million for both of the years ended December 31, 2017 and 2016 and $3.9 million for the year ended December 31, 2015 . |
GOODWILL, INDEFINITE-LIVED INTA
GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER INTANGIBLE ASSETS | GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER INTANGIBLE ASSETS: Goodwill, which arises from the purchase price exceeding the assigned value of the net assets of an acquired business, represents the value attributable to unidentifiable intangible elements being acquired. Goodwill totaled $2,124.0 million and $1,990.7 million at December 31, 2017 and 2016 , respectively. The change in the carrying amount of goodwill was as follows (in thousands): Broadcast Other Consolidated Balance at December 31, 2015 $ 1,927,605 $ 3,488 $ 1,931,093 Acquisitions (a) 11,626 53,427 65,053 Measurement period adjustments related to prior year acquisitions 40 — 40 Disposition of assets (a) (5,440 ) — (5,440 ) 1,933,831 56,915 1,990,746 Acquisitions (a) 119,426 13,966 133,392 Measurement period adjustments related to prior year acquisitions 153 154 307 Disposition of assets (a) — (412 ) (412 ) Balance at December 31, 2017 $ 2,053,410 $ 70,623 $ 2,124,033 (a) See Note 2. Acquisitions and Dispositions of Assets for discussion of acquisitions and divestitures made during 2017 and 2016 . (b) Approximately $0.8 million of goodwill relates to consolidated VIEs as of December 31, 2017 and 2016 . For our annual goodwill impairment tests in 2017 , 2016 , or 2015 , we concluded that it was more-likely-than-not that goodwill was not impaired for the reporting units in which we performed a qualitative assessment. The qualitative factors reviewed during our annual assessments indicated stable or improving margins and favorable or stable forecasted economic conditions including stable discount rates and comparable or improving business multiples. Additionally, the results of prior quantitative assessments supported significant excess fair value over carrying value of our reporting units. We did not have any indicators of impairment in any interim period in 2017 , 2016 , or 2015 , and therefore did not perform interim impairment tests for goodwill during those periods. Our accumulated goodwill impairment as of December 31, 2017 and 2016 was $413.6 million . As of December 31, 2017 and 2016 , the carrying amount of our indefinite-lived intangible assets was as follows (in thousands): Broadcast Other Consolidated Balance at December 31, 2015 $ 132,465 $ — $ 132,465 Acquisitions (a) 2,406 23,400 25,806 Disposition of assets (a) (1,965 ) — (1,965 ) Balance at December 31, 2016 (b) 132,906 23,400 156,306 Acquisitions (a) 425 4,051 4,476 Disposition of assets (a) (1,411 ) — (1,411 ) Balance at December 31, 2017 (b) (c) $ 131,920 $ 27,451 $ 159,371 (a) See Note 2. Acquisitions and Dispositions of Assets for discussion of acquisitions and divestitures made during 2017 and 2016 . (b) Approximately $14.3 million and $15.7 million of indefinite-lived intangible assets relate to consolidated VIEs as of December 31, 2017 and 2016 , respectively. (c) Our indefinite-lived intangible assets in Broadcast relates to broadcast licenses and our indefinite-lived intangible assets in Other relates to trade names. We did not have any indicators of impairment for our indefinite-lived intangible assets in any interim period in 2017 or 2016 , and therefore did not perform interim impairment tests during those periods. We performed our annual impairment tests for indefinite-lived intangibles in 2017 and 2016 and as a result of our qualitative assessments, we recorded no impairment. The following table shows the gross carrying amount and accumulated amortization of definite-lived intangibles (in thousands): As of December 31, 2017 Gross Carrying Value Accumulated Amortization Net Amortized intangible assets: Network affiliation (a) $ 1,451,663 $ (514,575 ) $ 937,088 Customer Relationships (a) 1,229,006 (373,966 ) 855,040 Other (a) 45,955 (36,413 ) 9,542 Total $ 2,726,624 $ (924,954 ) $ 1,801,670 As of December 31, 2016 Gross Carrying Value Accumulated Amortization Net Amortized intangible assets: Network affiliation (a) $ 1,398,451 $ (427,484 ) $ 970,967 Customer Relationships (a) 1,102,591 (294,114 ) 808,477 Other (a) 243,253 (78,294 ) 164,959 Total $ 2,744,295 $ (799,892 ) $ 1,944,403 (a) Changes between the gross carrying value from December 31, 2016 to December 31, 2017 , relate to acquisitions and dispositions in 2017 , as discussed in Note 2. Acquisitions and Dispositions of Assets . Definite-lived intangible assets and other assets subject to amortization are being amortized on a straight-line basis over their estimated useful lives which generally range from 5 to 25 years. The total weighted average useful life of all definite-lived intangible assets and other assets subject to amortization acquired as a result of the acquisitions discussed in Note 2. Acquisitions and Dispositions of Assets is 14 years. The amortization expense of the definite-lived intangible and other assets for the years ended December 31, 2017 , 2016 , and 2015 was $178.8 million , $183.8 million , and $161.5 million , respectively. We analyze specific definite-lived intangibles for impairment when events occur that may impact their value in accordance with the respective accounting guidance for long-lived assets. There were no impairment charges recorded for the years ended December 31, 2017 , 2016 , and 2015 . The following table shows the estimated amortization expense of the definite-lived intangible assets for the next five years (in thousands): For the year ended December 31, 2018 $ 174,398 For the year ended December 31, 2019 173,594 For the year ended December 31, 2020 173,061 For the year ended December 31, 2021 172,043 For the year ended December 31, 2022 168,297 Thereafter 940,277 $ 1,801,670 |
NOTES PAYABLE AND COMMERCIAL BA
NOTES PAYABLE AND COMMERCIAL BANK FINANCING | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE AND COMMERCIAL BANK FINANCING | NOTES PAYABLE AND COMMERCIAL BANK FINANCING: Notes payable, capital leases, and commercial bank financing consisted of the following as of December 31, 2017 and 2016 (in thousands): 2017 2016 Bank credit agreement: Term Loan A-1, due April 9, 2018 $ 117,370 $ 141,436 Term Loan A-2, due July 31, 2021 113,327 130,762 Term Loan B, due January 3, 2024 1,356,300 1,365,625 Senior unsecured notes: 5.375% Notes, due April 1, 2021 600,000 600,000 6.125% Notes, due October 1, 2022 500,000 500,000 5.625% Notes, due August 1, 2024 550,000 550,000 5.875% Notes, due March 15, 2026 350,000 350,000 5.125% Notes, due February 15, 2027 400,000 400,000 Debt of variable interest entities 29,614 23,198 Debt of other non-media subsidiaries 25,238 135,211 Capital leases 31,696 33,280 Total outstanding principal 4,073,545 4,229,512 Less: Deferred financing costs and discount (39,047 ) (43,449 ) Less: Current portion (159,382 ) (171,131 ) Net carrying value of long-term debt $ 3,875,116 $ 4,014,932 Indebtedness under the Bank Credit Agreement, notes payable, and capital leases as of December 31, 2017 matures as follows (in thousands): Notes and Bank Agreement Capital Leases Total 2018 $ 157,132 $ 5,010 $ 162,142 2019 35,576 5,116 40,692 2020 41,687 4,877 46,564 2021 681,927 4,875 686,802 2022 521,435 4,752 526,187 2023 and thereafter 2,604,092 23,646 2,627,738 Total minimum payments 4,041,849 48,276 4,090,125 Less: Deferred financing costs and discount (39,047 ) — (39,047 ) Less: Amount representing future interest — (16,580 ) (16,580 ) Net carrying value of debt $ 4,002,802 $ 31,696 $ 4,034,498 Interest expense on the consolidated statements of operations was $212.3 million , $211.1 million , and $191.4 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively. Interest expense included $7.7 million , $10.8 million , and $9.7 million in amortization of deferred financing costs and debt discount for the years ended December 31, 2017 , 2016 , and 2015 , respectively. The stated and weighted average effective interest rated on the above obligations are as follows: Weighted Average Effective Rate Stated Rate 2017 2016 Bank credit agreement: Term Loan A-1 LIBOR plus 2.25% 3.29% 2.74% Term Loan A-2 (a) LIBOR plus 2.25% 3.30% 2.82% Term Loan B LIBOR plus 2.25% 3.32% 3.53% Revolver (b) LIBOR plus 2.00% —% 2.98% Senior unsecured notes: 5.375% Notes 5.38% 5.58% 5.58% 6.125% Notes 6.13% 6.31% 6.31% 5.625% Notes 5.63% 5.83% 5.83% 5.875% Notes 5.88% 6.09% 6.09% 5.125% Notes 5.13% 5.33% 5.33% (a) LIBOR plus 2.0% if our first lien indebtedness ratio is less than 1.5 x. (b) As of December 31, 2017 and 2016 , we had a $485.2 million revolving credit facility (Revolver). We incur a commitment fee on undrawn capacity of 0.25% or 0.50% if our first lien indebtedness ratio is less than or greater than 3.0 x, respectively. There were no outstanding borrowings and $0.8 million and $1.9 million letters of credit under the revolver as of December 31, 2017 and 2016 , respectively. There were no outstanding borrowings under the revolver during the year ended December 31, 2017 . We capitalized $0.5 million , $2.0 million , and $3.6 million as deferred financing costs during the years ended December 31, 2017 , 2016 , and 2015 , respectively. Deferred financing costs and original issuance discounts are presented as a direct deduction from the carrying amount of an associated debt liability, except for deferred financing costs related to our Revolver which are presented within other assets as discussed in Note 1. Nature of Operations and Summary of Significant Accounting Policies . Bank Credit Agreement We have a syndicated credit facility which includes both revolving credit and issued term loans (Bank Credit Agreement). During the years ended December 31, 2017 , 2016 , and 2015 , the Bank Credit Agreement has been amended from time to time to provide incremental financing related to certain acquisitions discussed under Note 2. Acquisitions and Dispositions of Assets and to provide additional operational flexibility. On July 19, 2016, we entered into an amendment to extend the maturity of a portion of the term loan A facility and the Revolver to July 31, 2021. In connection with this amendment we incurred approximately $2.7 million of financing costs, of which $0.3 million was expensed and the remaining was capitalized as deferred financing costs. On January 3, 2017, we entered into an amendment to extend the maturity date of the Term Loan B from April 9, 2020 and July 31, 2021 to January 3, 2024. In connection with this extension we added additional operating flexibility, including a reduction in certain pricing terms related to Term Loan B and the Revolver and revisions to certain covenant ratio requirements. We incurred approximately $11.6 million of financing costs in connection with the amendment, of which $3.4 million related to an original issuance discount, $7.7 million was expensed, $0.5 million was capitalized as a deferred financing cost, and $1.4 million of unamortized deferred financing cost was written off. Our Bank Credit Agreement, as well as indentures governing our outstanding notes, contains covenants that, among other things, restrict our ability and our subsidiaries’ ability to incur additional indebtedness with certain exceptions, pay dividends, incur liens, engage in mergers or consolidations, make acquisitions, investments or disposals, and engage in activities with affiliates. In addition, under the Bank Credit Agreement, we are required to maintain a ratio of First Lien Indebtedness. See Note 8. Common Stock for further details. As of December 31, 2017 , we were in compliance with all financial ratios and covenants. Our Bank Credit Agreement also contains certain cross-default provisions with certain material third-party licensees, defined as any party that owns the license assets of one or more television stations for which we provided services pursuant to LMAs and/or other outsourcing agreements and those stations provide 20% or more of our aggregate broadcast cash flows. A default by a material third-party licensee under our agreements with such parties, including a default caused by insolvency, would cause an event of default under our Bank Credit Agreement. As of December 31, 2017 , there were no material third party licensees as defined in our Bank Credit Agreement. Substantially all of our stock in our wholly-owned subsidiaries has been pledged as security for the Bank Credit Agreement. Senior Unsecured Notes Upon issuance, all of our senior unsecured notes were redeemable up to 35% . We may redeem 100% of the notes upon the date set forth in the indenture of each note. The price which may redeem the notes is set forth in the indenture of each note. Also, if we sell certain of our assets or experience specific kinds of changes of control, the holders of our notes may require us to repurchase some or all of the outstanding notes. Effective August 15, 2016, we redeemed all of the outstanding 6.375% Senior Unsecured Notes, representing $350.0 million in aggregate principal amount. Upon the redemption, along with the principal, we paid the accrued and unpaid interest and a make whole premium, for a total of $377.2 million paid to noteholders. We recorded a loss on extinguishment of $23.7 million in the third quarter of 2016 related to this redemption, which included the write-off of the unamortized deferred financing costs of $3.9 million and prepayment penalty of $19.8 million . Debt of variable interest entities The proceeds of the outstanding debt of our consolidated VIEs were used to purchase the license assets of certain stations. See Variable Interest Entities under Note 1. Nature of Operations and Summary of Significant Accounting Policies for more information. We have jointly and severally, unconditionally and irrevocably guaranteed the debt of the VIEs, as a primary obligor, including the payment of all unpaid principal of and interest on the loans. The credit agreements and term loans of these VIEs each bear interest of LIBOR plus 2.50% . The weighted average effective interest rate for the debt of variable interest entities for the years ended December 31, 2017 and 2016 was 3.59% and 3.31% , respectively. Debt of other non-media subsidiaries Debt of our consolidated subsidiaries related to our non-media private equity investment and real estate ventures is non-recourse to us. Interest was paid on this debt at rates typically ranging from LIBOR plus 3.6% to a fixed 6.5% during 2017 . The weighted average effective interest rate for the debt of other non-media subsidiaries for the years ended December 31, 2017 and 2016 was 4.31% and 6.41% , respectively. Capital leases Our capital leases with non-affiliates related primarily to broadcast towers. All of our tower leases will expire within the next 15 years. Most of our leases have 5 - 10 year renewal options and it is expected that these leases will be renewed or replaced within the normal course of business. For information related to our affiliate notes and capital leases, see Note 11. Related Person Transactions . Commitment Letters and Incremental Term B Facility related to Tribune Acquisition In connection with the pending acquisition of Tribune discussed in Note 2. Acquisitions and Dispositions of Assets , we entered into financing commitment letters (Commitment Letters) with certain financial institutions for (i) a seven -year senior secured incremental term loan B facility of up to $3.747 billion (Incremental Term Loan B Facility) and (ii) a one -year senior unsecured term loan bridge facility of up to $785.0 million (Bridge Facility) and, together with the Incremental Term B Facility, collectively the (Facilities), convertible into a nine -year extended term loan, for purposes of financing a portion of the cash consideration payable under the terms of the agreement of the planned merger between the Company and Tribune (Merger Agreement) and to pay or redeem certain indebtedness of Tribune and its subsidiaries. The Commitment Letters also contemplate certain amendments to our existing credit agreement, as subsequently amended (Existing Credit Agreement) in connection with the Tribune Acquisition to permit the acquisition and to provide for the Incremental Term B Facility in accordance with the terms of the Existing Credit Agreement. The Commitment Letters also provide for the syndication of an incremental revolving credit loan facility commitment of up to $225.0 million (Incremental Revolving Commitments) to be provided in accordance with the terms of the Existing Credit Agreement. The provision of the Incremental Revolving Commitments is not a condition of the Incremental Term B Facility or the Bridge Facility. The Incremental Term Loan B Facility will be subject to representations, warranties and covenants that, subject to certain agreed modifications, will be substantially similar to those in the Existing Credit Agreement. The documentation for the Bridge Facility shall, except as otherwise agreed, be based on and consistent with the indenture governing our 5.125% Senior Notes due 2027, dated as of August 30, 2016, among STG and U.S. Bank National Association, as trustee (the 5.125% Indenture), and shall in any case, except as expressly agreed, be no less favorable to us than the 5.125% Indenture. The funding of the Facilities is subject to our compliance with customary terms and conditions precedent as set forth in the Commitment Letters, including, among others, (i) the execution and delivery by us of definitive documentation consistent with the Commitment Letters and (ii) that the acquisition of Tribune shall have been, or substantially simultaneously with the funding under the Facilities shall be, consummated in accordance with the terms of the Merger Agreement without giving effect to any amendments or waivers that are material and adverse to the parties to the Commitment Letters. In December 2017, our wholly-owned subsidiary, Sinclair Television Group, Inc., secured the required financing as contemplated in the Commitment Letters for the financing of the Tribune acquisition, to be drawn at closing from issuance of $3.7 billion Term B loans, maturing in 2024 and priced at LIBOR plus 2.50% , under the Bank Credit Agreement, which will be amended at closing. The proceeds from the Term B Loans are expected to be used to purchase the outstanding shares of Tribune, refinance certain of Tribune's existing indebtedness, pay costs and expenses expected to be incurred in connection with the acquisition, and for general corporate purposes. We began to incur a ticking fee on undrawn amounts under the new term B loans beginning on January 12, 2018 of 1.25% for the first 30 days, 2.50% for the next 60 days, and LIBOR plus 2.50% thereafter. In June 2017, Tribune commenced a consent solicitation, seeking consents from the holders of Tribune notes to amend certain provisions of the indenture governing Tribune's 5.875% Senior Notes due 2022 (Tribune notes), to (i) eliminate any requirement for Tribune to make a "Change of Control Offer," to holders of Tribune notes in connection with the transactions, (ii) clarify the treatment under the Tribune notes of the proposed structure of the transactions and to facilitate the integration of Tribune and its subsidiaries and the Tribune notes with and into the Company's debt capital structure, and (iii) eliminate the expense associated with producing and filing with the SEC separate financial reports for STG, a wholly-owned subsidiary and the television operating subsidiary of the Company, as successor issuer of the Tribune notes, if the Company or any other parent entity of the successor issuer of the Tribune notes, in its sole discretion, provides an unconditional guarantee of the payment obligations of the successor issuer under the Tribune notes. Tribune received the requisite consent from the holders of the Notes and executed a supplemental indenture to amend these provisions of the Tribune indenture. The Company paid a consent fee of $8.3 million to the consenting holders of the Notes. |
PROGRAM CONTRACTS
PROGRAM CONTRACTS | 12 Months Ended |
Dec. 31, 2017 | |
PROGRAM CONTRACTS: | |
PROGRAM CONTRACTS | PROGRAM CONTRACTS: Future payments required under program contracts as of December 31, 2017 were as follows (in thousands): 2018 $ 108,053 2019 16,040 2020 12,639 2021 8,885 2022 4,345 Total 149,962 Less: Current portion (108,053 ) Long-term portion of program contracts payable $ 41,909 Each future period’s film liability includes contractual amounts owed, however, what is contractually owed does not necessarily reflect what we are expected to pay during that period. While we are contractually bound to make the payments reflected in the table during the indicated periods, industry protocol typically enables us to make film payments on a three month lag. Included in the current portion amount are payments due in arrears of $29.5 million . In addition, we have entered into non-cancelable commitments for future program rights aggregating to $130.5 million as of December 31, 2017 . |
COMMON STOCK
COMMON STOCK | 12 Months Ended |
Dec. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
COMMON STOCK | COMMON STOCK: Holders of Class A Common Stock are entitled to one vote per share and holders of Class B Common Stock are entitled to ten votes per share, except for votes relating to “going private” and certain other transactions. Substantially all of the Class B Common Stock is held by David D. Smith, Frederick G. Smith, J. Duncan Smith and Robert E. Smith who entered into a stockholders’ agreement pursuant to which they have agreed to vote for each other as candidates for election to our board of directors until December 31, 2025. The Class A Common Stock and the Class B Common Stock vote together as a single class, except as otherwise may be required by Maryland law, on all matters presented for a vote. Holders of Class B Common Stock may at any time convert their shares into the same number of shares of Class A Common Stock. During 2017 , no Class B Common Stock shares were converted into Class A Common Stock shares. During 2016 , 257,673 Class B Common Stock shares were converted into Class A Common Stock shares. Our Bank Credit Agreement and some of our subordinated debt instruments have restrictions on our ability to pay dividends. Under our Bank Credit Agreement, in certain circumstances, we may make unrestricted cash payments as long as our first lien indebtedness ratio does not exceed 3.75 to 1.00. Once our first lien indebtedness ratio exceeds 3.75 to 1.00, we have the ability to make up to $200.0 million in unrestricted annual cash payments including but not limited to dividends, of which $50.0 million may carry over to the next year, as long as we are in compliance with our first lien indebtedness ratio under the Bank Credit Agreement of 4.25 to 1.00. In addition, we have an aggregate basket of up to $250.0 million , as long as we are in compliance with our first lien indebtedness ratio of 4.25 to 1.00, and an aggregate basket of $50.0 million , as long as no Event of Default has occurred. Under the indentures governing the 6.125% Notes, 5.875% Notes, 5.375% Notes, 5.125% Notes, and 5.625% Notes, we are restricted from paying dividends on our common stock unless certain specified conditions are satisfied, including that: • no event of default then exists under each indenture or certain other specified agreements relating to our indebtedness; and • after taking into account the dividends payment, we are within certain restricted payment requirements contained in each indenture. On March 15 2017, we completed a public offering of 12.0 million shares of Class A common stock that was priced at $42.00 per share. The net proceeds of $487.9 million are intended to be used to fund future potential acquisitions and for general corporate purposes. During 2016 , our Board of Directors declared a quarterly dividend of $0.165 per share in the month of February which was paid in March and a quarterly dividend of $0.18 per share in the months of May, August, and November, which were paid in June, September, and December, respectively. Total dividend payments for the year ended December 31, 2016 were $0.705 per share. During 2017 , our Board of Directors declared a quarterly dividend of $0.18 per share in the months of February, May, August, and November, which were paid in March, June, September, and December, respectively. Total dividend payments for the year ended December 31, 2017 were $0.72 per share. In February 2018, our Board of Directors declared a quarterly dividend of $0.18 per share. Future dividends on our common shares, if any, will be at the discretion of our Board of Directors and will depend on several factors including our results of operations, cash requirements and surplus, financial condition, covenant restrictions, and other factors that the Board of Directors may deem relevant. The Class A Common Stock and Class B Common Stock holders have the same rights related to dividends. On March 20, 2014, the Board of Directors approved a $150.0 million share repurchase authorization. On September 6, 2016 the Board of Directors approved an additional $150.0 million share repurchase authorization. There is no expiration date and currently, management has no plans to terminate this program. For the year ended December 31, 2017 , we have repurchased approximately 1.0 million shares of Class A Common Stock for $30.3 million . As of December 31, 2017 , the total remaining repurchase authorization was $88.8 million . |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES: The provision (benefit) for income taxes consisted of the following for the years ended December 31, 2017 , 2016 , and 2015 (in thousands): 2017 2016 2015 Current provision for income taxes: Federal $ 77,477 $ 113,737 $ 80,420 State 6,625 2,273 5,720 84,102 116,010 86,140 Deferred (benefit) provision for income taxes: Federal (196,468 ) 8,555 (26,637 ) State 37,006 (2,437 ) (1,809 ) (159,462 ) 6,118 (28,446 ) (Benefit) provision for income taxes $ (75,360 ) $ 122,128 $ 57,694 The following is a reconciliation of federal income taxes at the applicable statutory rate to the recorded provision: 2017 2016 2015 Federal statutory rate 35.0 % 35.0 % 35.0 % Adjustments: Federal tax reform (a) (54.3 )% — % — % State income taxes, net of federal tax benefit (b) 5.0 % 0.2 % 0.6 % Non-deductible items 1.5 % 1.0 % 1.2 % Domestic production activities deduction (1.7 )% (3.4 )% (3.9 )% Changes in unrecognized tax benefits (c) 0.5 % 0.3 % (1.9 )% Basis in stock of subsidiaries (d) — % — % (5.5 )% Federal tax credits (e) (2.2 )% (0.4 )% (1.1 )% Other 1.1 % 0.6 % 0.8 % Effective income tax rate (15.1 )% 33.3 % 25.2 % (a) Our 2017 income tax provision includes a non-recurring benefit of $272.1 million to reflect the estimated effect of the U.S. Tax Cuts and Jobs Act (Tax Reform) enacted on December 22, 2017. (b) Included in state income taxes are deferred income tax effects related to certain acquisitions and/or intercompany mergers. (c) During the years ended December 31, 2017 , 2016 , and 2015 , we recorded a $0.1 million , $1.0 million , and $5.7 million , respectively, benefit related to the release of liabilities for unrecognized tax benefits as a result of expiration of the applicable statute of limitations and settlements with taxing authorities. See table below which summarizes the activity related to our accrued unrecognized tax benefits. (d) During the year ended December 31, 2015, we recorded a $12.6 million benefit related to the realization of a capital loss upon the sale of the stock of a subsidiary. (e) During the year ended December 31, 2017, we recorded a benefit of $8.3 million related to investments in sustainability initiatives whose activities qualify for federal income tax credits. During the years ended December 31, 2017 , 2016 , and 2015 we recorded a $2.5 million , $1.6 million and $1.1 million , respectively, benefit related to federal income tax credits associated with research and development activities. Temporary differences between the financial reporting carrying amounts and the tax bases of assets and liabilities give rise to deferred taxes. Total deferred tax assets and deferred tax liabilities as of December 31, 2017 and 2016 were as follows (in thousands): 2017 2016 Deferred Tax Assets: Net operating and capital losses: Federal $ 34,861 $ 68,455 State 75,754 63,630 Goodwill and intangible assets 14,389 28,879 Other 33,462 44,873 158,466 205,837 Valuation allowance for deferred tax assets (62,865 ) (51,846 ) Total deferred tax assets $ 95,601 $ 153,991 Deferred Tax Liabilities: Goodwill and intangible assets $ (514,776 ) $ (650,139 ) Property & equipment, net (80,630 ) (80,950 ) Other (15,431 ) (32,219 ) Total deferred tax liabilities (610,837 ) (763,308 ) Net deferred tax liabilities $ (515,236 ) $ (609,317 ) Our remaining federal and state capital and net operating losses will expire during various years from 2018 to 2037, and some of them are subject to annual limitations under the Internal Revenue Code Section 382 and similar state provisions. As discussed in Income taxes under Note 1. Nature of Operations and Summary of Significant Accounting Policies , we establish valuation allowances in accordance with the guidance related to accounting for income taxes. As of December 31, 2017, a valuation allowance has been provided for deferred tax assets related to a substantial portion of our available state net operating loss carryforwards based on past operating results, expected timing of the reversals of existing temporary book/tax basis differences, alternative tax strategies and projected future taxable income. Although realization is not assured for the remaining deferred tax assets, we believe it is more likely than not that they will be realized in the future. During the year ended December 31, 2017 , we increased our valuation allowance by $11.1 million to $62.9 million . The increase in valuation allowance was primarily due to the impact of Tax Reform on the federal tax effect on certain state net operating loss carryforwards, for which a full valuation allowance is provided. During the year ended December 31, 2016 , we decreased our valuation allowance by $6.5 million to $51.8 million . The reduction in valuation allowance was primarily due to changes in estimates of apportionment and a tax rate reduction in certain states. During the year ended December 31, 2015 , we decreased our valuation allowance by $0.6 million to $58.3 million . The reduction in valuation allowance was primarily due to changes in estimates of apportionment in certain states. The following table summarizes the activity related to our accrued unrecognized tax benefits (in thousands): 2017 2016 2015 Balance at January 1, $ 4,739 $ 3,257 $ 7,138 Additions related to prior year tax positions 2,019 420 1,458 Additions related to current year tax positions 610 2,053 472 Reductions related to settlements with taxing authorities (131 ) — (1,517 ) Reductions related to expiration of the applicable statute of limitations — (991 ) (4,294 ) Balance at December 31, $ 7,237 $ 4,739 $ 3,257 We are subject to U.S. federal income tax as well as income tax of multiple state jurisdictions. Our 2013 through 2015 federal tax returns are currently under audit, and several of our subsidiaries are currently under state examinations for various years. Our 2014 and subsequent federal and state tax returns remain subject to examination by various tax authorities. Some of our pre-2014 federal and state tax returns may also be subject to examination. We do not anticipate the resolution of these matters will result in a material change to our consolidated financial statements. In addition, we believe it is reasonably possible that our liability for unrecognized tax benefits related to continuing operations could be reduced by up to $2.0 million , in the next twelve months, as a result of expected statute of limitations expirations, the application of limits under available state administrative practice exceptions, and the resolution of examination issues and settlements with federal and certain state tax authorities. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES: Litigation We are a party to lawsuits and claims from time to time in the ordinary course of business. Actions currently pending are in various stages and no material judgments or decisions have been rendered by hearing boards or courts in connection with such actions. After reviewing developments to date with legal counsel, our management is of the opinion that none of our pending and threatened matters are material. On December 21, 2017, the FCC issued a Notice of Apparent Liability for Forfeiture proposing a $13.4 million fine for violations of the FCC's sponsorship identification rules by the Company and certain of its subsidiaries. Based on a review of the current facts and circumstances, management has provided for what is believed to be a reasonable estimate of the loss exposure for this matter. We have responded to dispute the Commission's findings and the proposed fine; however, we cannot predict the outcome of any potential FCC action related to this matter. We do not believe that the ultimate outcome of this matter will have a material effect on the Company's financial statements. Operating Leases We have entered into operating leases for certain property and equipment under terms ranging from one to 40 years. The rent expense under these leases, as well as certain leases under month-to-month arrangements, for the years ended December 31, 2017 , 2016 , and 2015 was approximately $28.7 million , $26.0 million , and $21.7 million , respectively. Future minimum payments under the leases are as follows (in thousands): 2018 $ 25,115 2019 24,015 2020 21,209 2021 19,101 2022 17,856 2023 and thereafter 90,832 $ 198,128 Changes in the Rules on Television Ownership, Local Marketing Agreements, Joint Sales Agreements, Retransmission Consent Negotiations, and National Ownership Cap Certain of our stations have entered into what have commonly been referred to as local marketing agreements or LMAs. One typical type of LMA is a programming agreement between two separately owned television stations serving the same market, whereby the licensee of one station programs substantial portions of the broadcast day and sells advertising time during such programming segments on the other licensee’s station subject to the latter licensee’s ultimate editorial and other controls. We believe these arrangements allow us to reduce our operating expenses and enhance profitability. In 1999, the FCC established a new local television ownership rule. LMAs fell under this rule, however, the rule grandfathered LMAs that were entered into prior to November 5, 1996, and permitted the applicable stations to continue operations pursuant to the LMAs until the conclusion of the FCC’s 2004 biennial review. The FCC stated it would conduct a case-by-case review of grandfathered LMAs and assess the appropriateness of extending the grandfathering periods. The FCC did not initiate any review of grandfathered LMAs in 2004 or as part of its subsequent quadrennial reviews. We do not know when, or if, the FCC will conduct any such review of grandfathered LMAs. Currently, all of our LMAs are grandfathered under the local television ownership rule because they were entered into prior to November 5, 1996. If the FCC were to eliminate the grandfathering of these LMAs, we would have to terminate or modify these LMAs. In February 2015, the FCC issued an order implementing certain statutorily required changes to its rules governing the duty to negotiate retransmission consent agreements in good faith. With these changes, a television broadcast station is prohibited from negotiating retransmission consent jointly with another television station in the same market unless the “stations are directly or indirectly under common de jure control permitted under the regulations of the Commission.” During a 2015 retransmission consent negotiation, a MVPD filed a complaint with the FCC accusing us of violating this rule. Although we reached agreement with the MVPD, the FCC initiated an investigation. In order to resolve the investigation and all other pending matters before the FCC's Media Bureau (including the grant of all outstanding renewals and dismissal or cancellation of all outstanding adversarial pleadings or forfeitures before the Media Bureau), the Company, on July 29, 2016, without any admission of liability, entered into a consent decree with the FCC pursuant to which the Company paid a settlement and agreed to be subject to ongoing compliance monitoring by the FCC for a period of 36 months . In September 2015, the FCC released a Notice of Proposed Rulemaking in response to a Congressional directive in STELAR to examine the “totality of the circumstances test” for good-faith negotiations of retransmission consent. The proposed rulemaking seeks comment on new factors and evidence to consider in its evaluation of claims of bad faith negotiation, including service interruptions prior to a “marquee sports or entertainment event,” restrictions on online access to broadcast programming during negotiation impasses, broadcasters’ ability to offer bundles of broadcast signals with other broadcast stations or cable networks, and broadcasters’ ability to invoke the FCC’s exclusivity rules during service interruptions. On July 14, 2016, the FCC’s Chairman at the time announced that the FCC would not, at this time, proceed to adopt additional rules governing good faith negotiations of retransmission consent. No formal action has yet been taken on this Proposed Rulemaking, and we cannot predict if the full Commission will agree to terminate the Rulemaking without action. In August 2016, the FCC completed both its 2010 and 2014 quadrennial reviews of its media ownership rules and issued an order (Ownership Order) which left most of the existing multiple ownership rules intact, but amended the rules to provide for the attribution of JSAs where two television stations are located in the same market, and a party with an attributable interest in one station sells more than 15% of the advertising time per week of the other station. JSAs exiting as of March 31, 2014, were grandfathered until October 1, 2025, at which point they would have to be terminated, amended or otherwise come into compliance with the JSA attribution rule. The revenues of these JSA arrangements we earned during the years ended December 31, 2017 , 2016 , and 2015 were $63.2 million , $58.6 million , and $46.8 million , respectively. The subsequent Ownership Order on Reconsideration released eliminated the JSA attribution rule. A Petition for Review of the Order on Reconsideration, including the elimination of the JSA attribution rule, was filed in the U.S. Court of Appeals for the Third Circuit is still pending. We cannot predict the outcome of this proceeding. If we are required to terminate or modify our LMA's or JSA's, our business could be adversely affected in several ways, including losses on investments and termination penalties. If we are required to terminate or modify our LMAs or JSAs, our business could be affected in the following ways: Losses on investments . In some cases, we own the non-license assets used by the stations we operate under LMAs and JSAs. If certain of these arrangements are no longer permitted, we could be forced to sell these assets, restructure our agreements or find another use for them. If this happens, the market for such assets may not be as good as when we purchased them and, therefore, we cannot be certain of a favorable return on our original investments. Termination penalties . If the FCC requires us to modify or terminate existing LMAs or JSAs before the terms of the agreements expire, or under certain circumstances, we elect not to extend the terms of the agreements, we may be forced to pay termination penalties under the terms of some of our agreements. Any such termination penalties could be material. On September 6, 2016, the FCC released the UHF Discount Order, eliminating the UHF discount. The UHF discount allowed television station owners to discount the coverage of UHF stations when calculating compliance with the FCC’s national ownership cap, which prohibits a single entity from owning television stations that reach, in total, more than 39% of all the television households in the nation. All but 34 of the stations we currently own and operate, or to which we provide programming services are UHF. On April 20, 2017, the FCC acted on a Petition for Reconsideration of the UHF Discount Order and adopted the UHF Discount Order on Reconsideration which reinstated the UHF discount, which became effective June 15, 2017 and is currently in effect. The UHF Discount Order on Reconsideration is currently the subject of a Petition for Review filed in the U.S. Court of Appeals for the D.C. Circuit which is still pending. On December 18, 2017, the Commission released a Notice of Proposed Rulemaking to examine the national audience reach cap, including the UHF discount. We cannot predict the outcome of these proceedings. With the application of the UHF discount counting all our present stations we reach approximately 25% of U.S. households. With the pending Tribune transaction, absent divestitures, we would exceed the 39% cap, even with the application of the UHF discount. In the event we have not been able to complete all necessary divestitures by the time of the merger closing, we have filed applications at the FCC to place the stations in a divestiture trust pending divestiture after closing. Changes to the national ownership cap could limit our ability to make television station acquisitions. |
RELATED PERSON TRANSACTIONS
RELATED PERSON TRANSACTIONS | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
RELATED PERSON TRANSACTIONS | RELATED PERSON TRANSACTIONS: Transactions with our controlling shareholders David, Frederick, J. Duncan and Robert Smith (collectively, the controlling shareholders) are brothers and hold substantially all of the Class B Common Stock and some of our Class A Common Stock. We engaged in the following transactions with them and/or entities in which they have substantial interests: Leases. Certain assets used by us and our operating subsidiaries are leased from entities owned by the controlling shareholders. Lease payments made to these entities were $5.1 million for the years ended December 31, 2017 , 2016 , and 2015 . Capital leases payable related to the aforementioned relationships were $14.2 million , net of $4.9 million interest, and $17.8 million , net of $6.4 million interest, as of December 31, 2017 and 2016 , respectively. The capital leases mature in periods through 2026, as follows (in thousands): 2018 $ 2,834 2019 2,978 2020 3,093 2021 3,046 2022 2,441 2023 and thereafter 4,686 Total minimum payments due 19,078 Less: Amount representing interest (4,926 ) Capital leases payable 14,152 Less: Current portion (1,667 ) Capital leases payable, less current portion $ 12,485 Charter Aircraft. We lease aircraft owned by certain controlling shareholders. For all leases, we incurred expenses of $1.9 million for the year ended December 31, 2017 and $1.4 million for both the years ended December 31, 2016 and 2015 . Cunningham Broadcasting Corporation Cunningham owns a portfolio of television stations including: WNUV-TV Baltimore, Maryland; WRGT-TV Dayton, Ohio; WVAH-TV Charleston, West Virginia; WMYA-TV Anderson, South Carolina; WTTE-TV Columbus, Ohio; WDBB-TV Birmingham, Alabama; WBSF-TV Flint, Michigan; WGTU-TV/WGTQ-TV Traverse City/Cadillac, Michigan; and beginning in September 2017, WEMT-TV Tri-Cities, Tennessee, WYDO-TV Greenville, North Carolina, KBVU-TV Eureka, California, KCVU-TV Chico-Redding, California, WPFO-TV Portland, Maine, KENV-DT, Salt Lake City, Utah and KRNV-TV, Reno, Nevada (collectively, the Cunningham Stations). Certain of our stations provide services to these Cunningham Stations pursuant to LMAs or JSAs and SSAs. See Note 1. Nature of Operations and Summary of Significant Accounting Policies , for further discussion of the scope of services provided under these types of arrangements. We have jointly and severally, unconditionally and irrevocably guaranteed the $45.0 million of Cunningham debt, of which $11.9 million is consolidated through VIE arrangements. At December 31, 2017, the estate of Carolyn C. Smith, the mother of our controlling shareholders, owned all of the voting stock of the Cunningham Stations. The FCC approved the sale of the voting stock by the estate to an unrelated party and the transfer was completed in January 2018. All of the non-voting stock is owned by trusts for the benefit of the children of our controlling shareholders. We consolidate certain subsidiaries of Cunningham, with which we have variable interests through various arrangements related to the Cunningham Stations discussed further below. The services provided to WNUV-TV, WMYA-TV, WTTE-TV, WRGT-TV and WVAH-TV are governed by a master agreement which has a current term that expires on July 1, 2023 and there are two additional 5 -year renewal terms remaining with final expiration on July 1, 2033 . We also executed purchase agreements to acquire the license related assets of these stations from Cunningham, which grant us the right to acquire, and grant Cunningham the right to require us to acquire, subject to applicable FCC rules and regulations, 100% of the capital stock or the assets of these individual subsidiaries of Cunningham. Pursuant to the terms of this agreement we are obligated to pay Cunningham an annual fee for the television stations equal to the greater of (i) 3% of each station’s annual net broadcast revenue and (ii) $4.7 million . The aggregate purchase price of these television stations increases by 6% annually. A portion of the fee is required to be applied to the purchase price to the extent of the 6% increase. The remaining aggregate purchase price of these stations as of December 31, 2017 was approximately $53.6 million . Additionally, we provide services to WDBB-TV pursuant to an LMA, which expires April 22, 2025 , and a purchase option to acquire for $0.2 million . We paid Cunningham under these agreements, $9.1 million , $8.9 million , and $8.8 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively. In September 2017, Cunningham acquired the membership interest of Esteem Broadcasting in connection with our acquisition of Bonten Media Group, as discussed in Note 2. Acquisitions and Dispositions of Assets . As a result of the transaction, Cunningham assumed the joint sales agreement under which we will provide services to four stations; WEMT-TV, WYDO-TV, and KBVU-TV/KCVU-TV. The agreements with KBVU-TV/KCVU-TV, WBSF-TV, WEMT-TV, WGTU-TV/WGTQ-TV, WPFO-TV, and WYDO-TV expire in December 2020, November 2021, May 2023, August 2023, December 2023, and August 2025, respectively, and each has renewal provisions for successive eight year periods. We earned $22.3 million , $5.4 million , and $5.8 million from the services we performed for these stations for the years ended December 31, 2017 , 2016 , and 2015 , respectively. As we consolidate the licensees as VIEs, the amounts we earn or pay under the arrangements are eliminated in consolidation and the gross revenues of the stations are reported within our consolidated statement of operations. Our consolidated revenues, related to the Cunningham Stations, include $124.8 million , $114.9 million , and $109.5 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively. In December 2017, Cunningham repaid, in its entirety, a January 2016 promissory note to borrow $19.5 million from us which was included within notes receivable from affiliates on our consolidated balance sheet as of December 31, 2016. Interest income from the note receivable was $1.0 million for both years ended December 31, 2017 and 2016 . In April 2016, we entered into an agreement with Cunningham to provide master control equipment and provide master control services to a station in Johnstown, PA with which they have an LMA that expires in April 2019. Under the agreement, Cunningham paid us an initial fee of $0.7 million and pays us $0.2 million annually for master control services plus the cost to maintain and repair the equipment. Also, in August 2016, we entered into an agreement, expiring October 2021, with Cunningham to provide a news share service with their station in Johnstown, PA beginning in October 2016 for an annual fee of $1.0 million per year. Atlantic Automotive Corporation We sell advertising time to Atlantic Automotive Corporation (Atlantic Automotive), a holding company that owns automobile dealerships and an automobile leasing company. David D. Smith, our Executive Chairman, has a controlling interest in, and is a member of the Board of Directors of, Atlantic Automotive. We received payments for advertising totaling $0.6 million for both years ended December 31, 2017 and 2016 and $0.4 million for the year ended December 31, 2015 . Additionally, Atlantic Automotive leased office space owned by one of our consolidated real estate ventures in Towson, Maryland. In May 2017, our consolidated real estate ventures sold their investment. See Leased property by real estate ventures below for a discussion on the sale of our consolidated real estate ventures' investment. Atlantic Automotive paid $0.4 million , $1.1 million , and $1.2 million in rent during the years ended December 31, 2017 , 2016 , and 2015 , respectively. Leased property by real estate ventures Certain of our real estate ventures have entered into leases with entities owned by David Smith to lease space. There are leases for space in a building owned by one of our consolidated real estate ventures in Baltimore, MD. Total rent received under these leases was $0.5 million , $0.7 million , and $0.6 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively. One of our real estate ventures, accounted for under the equity method, owned a building in Towson, MD, which leased restaurant space to entities owned by David D. Smith until May 2017, when the property was sold to an unrelated party. Total restaurant rent received for this investment was less than $0.1 million , $0.4 million , and $0.3 million for the years ended December 31, 2017 , 2016 , and 2015 respectively. Payments for services provided by these leases to us was less than $0.1 million for the years ended December 31, 2017 , 2016 , and 2015 . Other transactions with equity method investees In 2017, we made investments totaling $20.0 million in 120 Sports LLC, a multi-platform sports network branded as Stadium, which we account for under the equity method. We entered into a services agreement with the entity to provide certain linear distribution, engineering, advertising, traffic, sales, and promotional services. For the year ended December 31, 2017 , we did not receive any consideration pursuant to the services agreement. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE: The following table reconciles income (numerator) and shares (denominator) used in our computations of earnings per share for the years ended December 31, 2017 , 2016 , and 2015 (in thousands): 2017 2016 2015 Income (Numerator) Net income $ 594,104 $ 250,762 $ 176,099 Net income attributable to noncontrolling interests (18,091 ) (5,461 ) (4,575 ) Numerator for diluted earnings available to common shareholders $ 576,013 $ 245,301 $ 171,524 Shares (Denominator) Weighted-average common shares outstanding 99,844 93,567 95,003 Dilutive effect of outstanding stock settled appreciation rights and stock options 945 866 725 Weighted-average common and common equivalent shares outstanding 100,789 94,433 95,728 The net earnings per share amounts are the same for Class A and Class B Common Stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation. The following table shows the weighted-average stock-settled appreciation rights and outstanding stock options (in thousands) that are excluded from the calculation of diluted earnings per common share as the inclusion of such shares would be anti-dilutive. 2017 2016 2015 Weighted-average stock-settled appreciation rights and outstanding stock options excluded 450 556 131 |
SEGMENT DATA
SEGMENT DATA | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT DATA | SEGMENT DATA: We measure segment performance based on operating income (loss). Our broadcast segment, which is our only reportable segment, includes stations in 89 markets located throughout the continental United States. Other primarily consists of original networks and content, digital and internet solutions, technical services and other non-media investments. All of our businesses included in Other are located within the United States. Corporate costs primarily include our costs to operate as a public company and to operate our corporate headquarters location. Other and Corporate are not reportable segments but are included for reconciliation purposes. We had approximately $159.8 million and $233.3 million of intercompany loans between broadcast, other and corporate as of December 31, 2017 and 2016 , respectively. We had $18.5 million , $24.4 million , and $23.1 million in intercompany interest expense related to intercompany loans between broadcast, other and corporate for the years ended December 31, 2017 , 2016 and 2015 , respectively. All other intercompany transactions are immaterial. Financial information for our reportable segment is included in the following tables for the years ended December 31, 2017 , 2016 , and 2015 (in thousands): For the year ended December 31, 2017 Broadcast Other Corporate Consolidated Revenue $ 2,490,528 $ 243,590 $ — $ 2,734,118 Depreciation of property and equipment 88,751 7,368 984 97,103 Amortization of definite-lived intangible assets and other assets 155,640 23,182 — 178,822 Amortization of program contract costs and net realizable value adjustments 115,523 — — 115,523 General and administrative overhead expenses 101,680 1,009 10,564 113,253 Research and development — 10,000 — 10,000 Operating income (loss) 724,110 24,943 (11,547 ) 737,506 Interest expense 5,285 1,835 205,195 212,315 Income from equity and cost method investments — (13,664 ) (255 ) (13,919 ) Goodwill 2,053,410 70,623 — 2,124,033 Assets 5,267,986 769,919 746,565 6,784,470 Capital expenditures 63,163 5,546 15,103 83,812 For the year ended December 31, 2016 Broadcast Other Corporate Consolidated Revenue $ 2,530,510 $ 206,439 $ — $ 2,736,949 Depreciation of property and equipment 91,573 5,772 1,184 98,529 Amortization of definite-lived intangible assets and other assets 155,479 28,316 — 183,795 Amortization of program contract costs and net realizable value adjustments 127,880 — — 127,880 General and administrative overhead expenses 67,035 2,459 4,062 73,556 Research and development — 4,085 — 4,085 Operating income (loss) 639,422 (31,258 ) (5,311 ) 602,853 Interest expense 5,641 6,371 199,131 211,143 Income from equity and cost method investments — 1,735 — 1,735 Goodwill 1,933,831 56,915 — 1,990,746 Assets 4,815,633 866,845 280,690 5,963,168 Capital expenditures 78,909 8,084 7,472 94,465 For the year ended December 31, 2015 Broadcast Other Corporate Consolidated Revenue $ 2,118,021 $ 101,115 $ — $ 2,219,136 Depreciation of property and equipment 99,616 2,753 1,064 103,433 Amortization of definite-lived intangible assets and other assets 152,049 9,405 — 161,454 Amortization of program contract costs and net realizable value adjustments 124,619 — — 124,619 General and administrative overhead expenses 55,848 2,952 5,446 64,246 Research and development — 12,436 — 12,436 Operating income (loss) 451,015 (21,800 ) (6,479 ) 422,736 Interest expense — 4,955 186,492 191,447 Income from equity and cost method investments — 964 — 964 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS: Accounting guidance provides for valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). A fair value hierarchy using three broad levels prioritizes the inputs to valuation techniques used to measure fair value. The following is a brief description of those three levels: • Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. • Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. • Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions. The carrying value and fair value of our notes and debentures as of December 31, 2017 and 2016 were as follows (in thousands): 2017 2016 Face Value (a) Fair Value Face Value (a) Fair Value Level 2: 6.125% Senior Unsecured Notes due 2022 $ 500,000 $ 515,535 $ 500,000 $ 521,240 5.875% Senior Unsecured Notes due 2026 350,000 363,475 350,000 351,456 5.625% Senior Unsecured Notes due 2024 550,000 568,205 550,000 562,755 5.375% Senior Unsecured Notes due 2021 600,000 610,440 600,000 617,892 5.125% Senior Unsecured Notes due 2027 400,000 396,088 400,000 382,028 Term Loan A-1 117,370 117,370 141,436 141,082 Term Loan A-2 113,327 113,327 130,762 130,435 Term Loan B 1,356,300 1,357,995 1,365,625 1,364,841 Debt of variable interest entities 29,614 29,614 23,198 23,198 Debt of other non-media related subsidiaries 25,238 25,238 135,211 135,211 (a) Amounts are carried on our consolidated balance sheets net of debt discount and deferred financing costs, which are excluded in the above table, of $39.0 million and $43.4 million as of December 31, 2017 and 2016 , respectively. |
CONDENSED CONSOLIDATED FINANCIA
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS | CONDENSED CONSOLIDATED FINANCIAL STATEMENTS: Sinclair Television Group, Inc. (STG), a wholly-owned subsidiary and the television operating subsidiary of Sinclair Broadcast Group, Inc. (SBG), is the primary obligor under the Bank Credit Agreement, the 5.375% Notes, the 5.625% Notes, 6.125% Notes, 5.875% Notes, 5.125% Notes, and until they were redeemed, the 6.375% Notes. Our Class A Common Stock and Class B Common Stock as of December 31, 2017 , were obligations or securities of SBG and not obligations or securities of STG. SBG is a guarantor under the Bank Credit Agreement, the 5.375% Notes, 5.625% Notes, 6.125% Notes, 5.875% Notes, 5.125% Notes, and until they were redeemed, the 6.375% Notes. As of December 31, 2017 , our consolidated total debt of $4,048.7 million included $4,022.8 million of debt related to STG and its subsidiaries of which SBG guaranteed $3,977.8 million . SBG, KDSM, LLC, a wholly-owned subsidiary of SBG, and STG’s wholly-owned subsidiaries (guarantor subsidiaries), have fully and unconditionally guaranteed, subject to certain customary automatic release provisions, all of STG’s obligations. Those guarantees are joint and several. There are certain contractual restrictions on the ability of SBG, STG or KDSM, LLC to obtain funds from their subsidiaries in the form of dividends or loans. The following condensed consolidating financial statements present the consolidated balance sheets, consolidated statements of operations and comprehensive income, and consolidated statements of cash flows of SBG, STG, KDSM, LLC and the guarantor subsidiaries, the direct and indirect non-guarantor subsidiaries of SBG and the eliminations necessary to arrive at our information on a consolidated basis. These statements are presented in accordance with the disclosure requirements under SEC Regulation S-X, Rule 3-10. CONDENSED CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 2017 (In thousands) Sinclair Broadcast Group, Inc. Sinclair Television Group, Inc. Guarantor Subsidiaries and KDSM, LLC Non- Guarantor Subsidiaries Eliminations Sinclair Consolidated Cash and cash equivalents $ — $ 645,830 $ 12,273 $ 23,223 $ — $ 681,326 Restricted cash, current — — 311,110 2,000 — 313,110 Accounts and other receivables — — 530,273 36,191 — 566,464 Other current assets 3,034 5,758 145,637 9,687 (10,269 ) 153,847 Total current assets 3,034 651,588 999,293 71,101 (10,269 ) 1,714,747 Property and equipment, net 829 31,111 586,950 132,010 (12,602 ) 738,298 Investment in consolidated subsidiaries 1,537,337 4,116,241 4,179 — (5,657,757 ) — Other long-term assets 31,757 770,312 104,363 208,367 (868,448 ) 246,351 Goodwill — — 2,120,166 3,867 — 2,124,033 Indefinite-lived intangible assets — — 145,073 14,298 — 159,371 Definite-lived intangible assets — — 1,781,045 77,944 (57,319 ) 1,801,670 Total assets $ 1,572,957 $ 5,569,252 $ 5,741,069 $ 507,587 $ (6,606,395 ) $ 6,784,470 Accounts payable and accrued liabilities $ 1,100 $ 84,326 $ 261,266 $ 36,029 $ (12,318 ) $ 370,403 Current portion of long-term debt — 148,505 2,103 8,774 — 159,382 Current portion of affiliate long-term debt — — 1,342 871 (546 ) 1,667 Other current liabilities — — 180,616 14,281 — 194,897 Total current liabilities 1,100 232,831 445,327 59,955 (12,864 ) 726,349 Long-term debt — 3,799,987 28,493 46,636 — 3,875,116 Affiliate long-term debt — — 11,237 334,491 (333,243 ) 12,485 Other liabilities 3,119 38,282 1,141,266 187,569 (734,082 ) 636,154 Total liabilities 4,219 4,071,100 1,626,323 628,651 (1,080,189 ) 5,250,104 Total Sinclair Broadcast Group equity 1,568,738 1,498,152 4,114,746 (82,051 ) (5,530,847 ) 1,568,738 Noncontrolling interests in consolidated subsidiaries — — — (39,013 ) 4,641 (34,372 ) Total liabilities and equity $ 1,572,957 $ 5,569,252 $ 5,741,069 $ 507,587 $ (6,606,395 ) $ 6,784,470 CONDENSED CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 2016 (In thousands) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Cash and cash equivalents $ — $ 232,297 $ 10,675 $ 17,012 $ — $ 259,984 Accounts and other receivables — — 478,190 37,024 (1,260 ) 513,954 Other current assets 5,561 3,143 124,313 25,406 (27,273 ) 131,150 Total current assets 5,561 235,440 613,178 79,442 (28,533 ) 905,088 Property and equipment, net 1,820 17,925 570,289 131,326 (3,784 ) 717,576 Investment in consolidated subsidiaries 551,250 3,614,605 4,179 — (4,170,034 ) — Other long-term assets 46,586 819,506 103,808 169,817 (890,668 ) 249,049 Goodwill — — 1,986,467 4,279 — 1,990,746 Indefinite-lived intangible assets — — 140,597 15,709 — 156,306 Definite-lived intangible assets — — 1,770,512 233,368 (59,477 ) 1,944,403 Total assets $ 605,217 $ 4,687,476 $ 5,189,030 $ 633,941 $ (5,152,496 ) $ 5,963,168 Accounts payable and accrued liabilities $ 100 $ 69,118 $ 231,640 $ 48,860 $ (21,173 ) $ 328,545 Current portion of long-term debt — 55,501 1,851 113,779 — 171,131 Current portion of affiliate long-term debt 1,857 — 1,514 2,336 (2,103 ) 3,604 Other current liabilities — — 121,972 13,545 (2,324 ) 133,193 Total current liabilities 1,957 124,619 356,977 178,520 (25,600 ) 636,473 Long-term debt — 3,939,463 31,014 44,455 — 4,014,932 Affiliate long-term debt — — 12,663 396,957 (395,439 ) 14,181 Other liabilities 15,277 31,817 1,190,717 183,418 (681,583 ) 739,646 Total liabilities 17,234 4,095,899 1,591,371 803,350 (1,102,622 ) 5,405,232 Total Sinclair Broadcast Group equity 587,983 591,577 3,597,659 (134,991 ) (4,054,245 ) 587,983 Noncontrolling interests in consolidated subsidiaries — — — (34,418 ) 4,371 (30,047 ) Total liabilities and equity $ 605,217 $ 4,687,476 $ 5,189,030 $ 633,941 $ (5,152,496 ) $ 5,963,168 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE YEAR ENDED DECEMBER 31, 2017 (In thousands) Sinclair Broadcast Group, Inc. Sinclair Television Group, Inc. Guarantor Subsidiaries and KDSM, LLC Non- Guarantor Subsidiaries Eliminations Sinclair Consolidated Net revenue $ — $ — $ 2,593,623 $ 221,377 $ (80,882 ) $ 2,734,118 Media production expenses — — 1,011,965 124,044 (72,935 ) 1,063,074 Selling, general and administrative 9,204 102,930 522,039 14,800 (2,183 ) 646,790 Depreciation, amortization and other operating expenses 984 6,250 219,390 62,924 (2,800 ) 286,748 Total operating expenses 10,188 109,180 1,753,394 201,768 (77,918 ) 1,996,612 Operating (loss) income (10,188 ) (109,180 ) 840,229 19,609 (2,964 ) 737,506 Equity in earnings of consolidated subsidiaries 579,954 793,620 (16 ) — (1,373,558 ) — Interest expense (88 ) (205,107 ) (4,586 ) (21,643 ) 19,109 (212,315 ) Other income (expense) 1,678 5,077 (5,790 ) (7,412 ) — (6,447 ) Total other income (expense) 581,544 593,590 (10,392 ) (29,055 ) (1,354,449 ) (218,762 ) Income tax benefit (provision) 4,657 100,473 (30,171 ) 401 — 75,360 Net income (loss) 576,013 584,883 799,666 (9,045 ) (1,357,413 ) 594,104 Net income attributable to the noncontrolling interests — — — (17,738 ) (353 ) (18,091 ) Net income (loss) attributable to Sinclair Broadcast Group $ 576,013 $ 584,883 $ 799,666 $ (26,783 ) $ (1,357,766 ) $ 576,013 Comprehensive income (loss) $ 593,488 $ 584,267 $ 799,666 $ (9,045 ) $ (1,374,888 ) $ 593,488 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE YEAR ENDED DECEMBER 31, 2016 (In thousands) Sinclair Broadcast Group, Inc. Sinclair Television Group, Inc. Guarantor Subsidiaries and KDSM, LLC Non- Guarantor Subsidiaries Eliminations Sinclair Consolidated Net revenue $ — $ — $ 2,579,284 $ 265,855 $ (108,190 ) $ 2,736,949 Media production expenses — — 918,200 135,511 (100,622 ) 953,089 Selling, general and administrative 4,062 70,503 489,882 10,804 (106 ) 575,145 Depreciation, amortization and other operating expenses 1,064 7,331 465,680 133,810 (2,023 ) 605,862 Total operating expenses 5,126 77,834 1,873,762 280,125 (102,751 ) 2,134,096 Operating (loss) income (5,126 ) (77,834 ) 705,522 (14,270 ) (5,439 ) 602,853 Equity in earnings of consolidated subsidiaries 244,580 463,598 220 — (708,398 ) — Interest expense (238 ) (198,893 ) (4,481 ) (32,521 ) 24,990 (211,143 ) Other income (expense) 3,613 (22,867 ) 715 (281 ) — (18,820 ) Total other income (expense) 247,955 241,838 (3,546 ) (32,802 ) (683,408 ) (229,963 ) Income tax benefit (provision) 2,472 99,148 (231,504 ) 7,756 — (122,128 ) Net income (loss) 245,301 263,152 470,472 (39,316 ) (688,847 ) 250,762 Net income attributable to the noncontrolling interests — — — (4,937 ) (524 ) (5,461 ) Net income (loss) attributable to Sinclair Broadcast Group $ 245,301 $ 263,152 $ 470,472 $ (44,253 ) $ (689,371 ) $ 245,301 Comprehensive income (loss) $ 250,789 $ 263,179 $ 470,472 $ (39,316 ) $ (694,335 ) $ 250,789 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE YEAR ENDED DECEMBER 31, 2015 (In thousands) Sinclair Broadcast Group, Inc. Sinclair Television Group, Inc. Guarantor Subsidiaries and KDSM, LLC Non- Guarantor Subsidiaries Eliminations Sinclair Consolidated Net revenue $ — $ — $ 2,076,851 $ 221,633 $ (79,348 ) $ 2,219,136 Media production expenses — — 725,037 82,450 (74,288 ) 733,199 Selling, general and administrative 4,441 58,543 418,885 14,272 (167 ) 495,974 Depreciation, amortization and other operating expenses 1,065 3,779 433,690 131,373 (2,680 ) 567,227 Total operating expenses 5,506 62,322 1,577,612 228,095 (77,135 ) 1,796,400 Operating (loss) income (5,506 ) (62,322 ) 499,239 (6,462 ) (2,213 ) 422,736 Equity in earnings of consolidated subsidiaries 170,104 343,183 195 — (513,482 ) — Interest expense (382 ) (180,166 ) (4,658 ) (30,022 ) 23,781 (191,447 ) Other income (expense) 4,765 (151 ) 269 (2,379 ) — 2,504 Total other income (expense) 174,487 162,866 (4,194 ) (32,401 ) (489,701 ) (188,943 ) Income tax benefit (provision) 2,543 81,626 (146,331 ) 4,468 — (57,694 ) Net income (loss) 171,524 182,170 348,714 (34,395 ) (491,914 ) 176,099 Net income attributable to the noncontrolling interests — — — (4,914 ) 339 (4,575 ) Net income (loss) attributable to Sinclair Broadcast Group $ 171,524 $ 182,170 $ 348,714 $ (39,309 ) $ (491,575 ) $ 171,524 Comprehensive income (loss) $ 181,720 $ 187,791 $ 351,760 $ (39,309 ) $ (500,242 ) $ 181,720 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2017 (In thousands) Sinclair Sinclair Guarantor Non- Eliminations Sinclair NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES $ (8,659 ) $ (180,966 ) $ 599,761 $ 12,424 $ 8,544 431,104 CASH FLOWS (USED IN) FROM INVESTING ACTIVITIES: Acquisition of property and equipment (130 ) (14,973 ) (68,475 ) (2,930 ) 2,696 (83,812 ) Acquisition of businesses, net of cash acquired — (8,308 ) (262,965 ) — — (271,273 ) Purchase of alarm monitoring contracts — — — (5,682 ) — (5,682 ) Proceeds from sale of assets — — — 192,634 — 192,634 Investments in equity and cost method investees (946 ) (720 ) (20,701 ) (32,762 ) — (55,129 ) Other, net 6,597 11,551 768 6,321 — 25,237 Net cash flows (used in) from investing activities 5,521 (12,450 ) (351,373 ) 157,581 2,696 (198,025 ) CASH FLOWS (USED IN) FROM FINANCING ACTIVITIES: Proceeds from notes payable, commercial bank financing and capital leases — 159,669 — 7,128 — 166,797 Repayments of notes payable, commercial bank financing and capital leases — (213,919 ) (1,865 ) (120,717 ) — (336,501 ) Proceeds from the sale of Class A Common Stock 487,883 — — — — 487,883 Dividends paid on Class A and Class B Common Stock (71,364 ) — — — — (71,364 ) Repurchase of outstanding Class A Common Stock (30,287 ) — — — — (30,287 ) Noncontrolling interests distributions — — — (22,416 ) — (22,416 ) Increase (decrease) in intercompany payables (381,344 ) 660,911 (242,402 ) (25,605 ) (11,560 ) — Other, net (1,750 ) 288 (2,523 ) (2,184 ) 320 (5,849 ) Net cash flows (used in) from financing activities 3,138 606,949 (246,790 ) (163,794 ) (11,240 ) 188,263 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 413,533 1,598 6,211 — 421,342 CASH AND CASH EQUIVALENTS, beginning of period — 232,297 10,675 17,012 — 259,984 CASH AND CASH EQUIVALENTS, end of period $ — $ 645,830 $ 12,273 $ 23,223 $ — $ 681,326 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2016 (In thousands) Sinclair Sinclair Guarantor Non- Eliminations Sinclair NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES $ (11,784 ) $ (150,230 ) $ 721,991 $ 7,914 $ 23,875 $ 591,766 CASH FLOWS (USED IN) FROM INVESTING ACTIVITIES: Acquisition of property and equipment — (8,006 ) (82,450 ) (5,009 ) 1,000 (94,465 ) Acquisition of businesses, net of cash acquired — — (415,482 ) (10,375 ) — (425,857 ) Purchase of alarm monitoring contracts — — — (40,206 ) — (40,206 ) Proceeds from sale of broadcast assets — — 7,263 9,133 — 16,396 Investments in equity and cost method investees (2,945 ) (15,620 ) (27 ) (32,655 ) — (51,247 ) Other, net 1,714 (21,395 ) 3,985 5,072 — (10,624 ) Net cash flows (used in) from investing activities (1,231 ) (45,021 ) (486,711 ) (74,040 ) 1,000 (606,003 ) CASH FLOWS (USED IN) FROM FINANCING ACTIVITIES: Proceeds from notes payable, commercial bank financing and capital leases — 995,000 — 29,912 — 1,024,912 Repayments of notes payable, commercial bank financing and capital leases — (650,422 ) (1,633 ) (19,160 ) — (671,215 ) Dividends paid on Class A and Class B Common Stock (65,909 ) — — — — (65,909 ) Repurchase of outstanding Class A Common Stock (136,283 ) — — — — (136,283 ) Payments for deferred financing costs — (15,430 ) — (251 ) — (15,681 ) Noncontrolling interest distributions — — — (10,464 ) — (10,464 ) Increase (decrease) in intercompany payables 218,054 (17,778 ) (224,551 ) 49,403 (25,128 ) — Other, net (2,847 ) 407 1,344 (268 ) 253 (1,111 ) Net cash flows (used in) from financing activities 13,015 311,777 (224,840 ) 49,172 (24,875 ) 124,249 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 116,526 10,440 (16,954 ) — 110,012 CASH AND CASH EQUIVALENTS, beginning of period — 115,771 235 33,966 — 149,972 CASH AND CASH EQUIVALENTS, end of period $ — $ 232,297 $ 10,675 $ 17,012 $ — $ 259,984 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2015 (In thousands) Sinclair Sinclair Guarantor Non- Eliminations Sinclair NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES $ (3,759 ) $ (131,363 ) $ 530,768 $ (16,864 ) $ 24,145 $ 402,927 CASH FLOWS (USED IN) FROM INVESTING ACTIVITIES: Acquisition of property and equipment — (6,605 ) (84,079 ) (2,586 ) 1,849 (91,421 ) Acquisition of businesses, net of cash acquired — — (17,011 ) — — (17,011 ) Purchase of alarm monitoring contracts — — — (39,185 ) — (39,185 ) Proceeds from sale of broadcast assets — — 23,650 — — 23,650 Investments in equity and cost method investees — (8,998 ) (27 ) (35,690 ) — (44,715 ) Other, net 4,598 (5,447 ) 575 17,645 — 17,371 Net cash flows (used in) from investing activities 4,598 (21,050 ) (76,892 ) (59,816 ) 1,849 (151,311 ) CASH FLOWS (USED IN) FROM FINANCING ACTIVITIES: Proceeds from notes payable, commercial bank financing and capital leases — 349,562 — 33,325 — 382,887 Repayments of notes payable, commercial bank financing and capital leases (528 ) (382,691 ) (1,286 ) (10,642 ) — (395,147 ) Dividends paid on Class A and Class B Common Stock (62,733 ) — — — — (62,733 ) Repurchases of outstanding Class A Common Stock (28,823 ) — — — — (28,823 ) Payments for deferred financing costs — (3,604 ) — (243 ) — (3,847 ) Noncontrolling interest distributions — — — (9,918 ) — (9,918 ) Increase (decrease) in intercompany payables 89,319 303,755 (452,897 ) 85,953 (26,130 ) — Other, net 1,926 (2,232 ) (1,207 ) (368 ) 136 (1,745 ) Net cash flows (used in) from financing activities (839 ) 264,790 (455,390 ) 98,107 (25,994 ) (119,326 ) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 112,377 (1,514 ) 21,427 — 132,290 CASH AND CASH EQUIVALENTS, beginning of period — 3,394 1,749 12,539 — 17,682 CASH AND CASH EQUIVALENTS, end of period $ — $ 115,771 $ 235 $ 33,966 $ — $ 149,972 |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | QUARTERLY FINANCIAL INFORMATION (UNAUDITED): (In thousands, except per share data) For the Quarter Ended 3/31/2017 6/30/2017 9/30/2017 12/31/2017 (a) Total revenues, net $ 649,935 $ 679,290 $ 670,891 $ 734,002 Operating income $ 157,629 $ 118,849 $ 103,447 $ 357,581 Net income $ 70,703 $ 46,035 $ 32,566 $ 444,800 Net income attributable to Sinclair Broadcast Group $ 57,202 $ 44,645 $ 30,637 $ 443,529 Basic earnings per common share $ 0.62 $ 0.43 $ 0.30 $ 4.36 Diluted earnings per common share $ 0.61 $ 0.43 $ 0.30 $ 4.32 (a) During the three months ended December 31, 2017, we recognized a gain of $225.3 million for vacating spectrum in certain markets as discussed in Broadcast Spectrum Auction under Note 2. Acquisitions and Dispositions of Assets ; and a non-recurring benefit of $272.1 million to reflect the estimated effect of the Tax Reform as discussed in Note 9. Income Taxes . For the Quarter Ended 3/31/2016 6/30/2016 9/30/2016 12/31/2016 Total revenues, net $ 578,889 $ 666,534 $ 693,835 $ 797,691 Operating income $ 86,339 $ 129,074 $ 153,994 $ 233,446 Net income $ 25,629 $ 50,600 $ 52,033 $ 122,500 Net income attributable to Sinclair Broadcast Group $ 24,140 $ 49,419 $ 50,845 $ 120,897 Basic earnings per common share $ 0.25 $ 0.52 $ 0.54 $ 1.34 Diluted earnings per common share $ 0.25 $ 0.52 $ 0.54 $ 1.32 |
NATURE OF OPERATIONS AND SUMM24
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations Sinclair Broadcast Group, Inc. is a diversified television broadcasting company with national reach with a strong focus on providing high-quality content on our local television stations and digital platforms. The content, distributed through our broadcast platform, consists of programming provided by third-party networks and syndicators, local news, and other original programming produced by us. We also distribute our original programming, and owned and operated network affiliates, on other third-party platforms. Additionally, we own digital media products that are complementary to our extensive portfolio of television station related digital properties. We focus on offering marketing solutions to advertisers through our television and digital platforms and digital agency services. Outside of our media related businesses, we operate technical services companies focused on supply and maintenance of broadcast transmission systems as well as research and development for the advancement of broadcast technology, and we manage other non-media related investments. As of December 31, 2017 , our broadcast distribution platform is a single reportable segment for accounting purposes. It consists primarily of our broadcast television stations, which we own, provide programming and operating services pursuant to agreements commonly referred to as local marketing agreements (LMAs), or provide sales services and other non-programming operating services pursuant to other outsourcing agreements (such as joint sales agreements (JSAs) and shared services agreements (SSAs)) to 191 stations in 89 markets. These stations broadcast 601 channels as of December 31, 2017 . For the purpose of this report, these 191 stations and 601 channels are referred to as “our” stations and channels. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include our accounts and those of our wholly-owned and majority-owned subsidiaries and variable interest entities (VIEs) for which we are the primary beneficiary. Noncontrolling interest represents a minority owner’s proportionate share of the equity in certain of our consolidated entities. All intercompany transactions and account balances have been eliminated in consolidation. |
Variable Interest Entities | Other investments. We have several investments which are considered VIEs. However, we do not participate in the management of these entities including the day-to-day operating decisions or other decisions which would allow us to control the entity, and therefore, we are not considered the primary beneficiary of these VIEs. We account for these entities using the equity or cost method of accounting. Variable Interest Entities In determining whether we are the primary beneficiary of a VIE for financial reporting purposes, we consider whether we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether we have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. We consolidate VIEs when we are the primary beneficiary. Third-party station licensees. Certain of our stations provide services to other station owners within the same respective market through agreements, such as LMAs, where we provide programming, sales, operational, and administrative services, and JSAs and SSAs, where we provide non-programming, sales, operational, and administrative services. In certain cases, we have also entered into purchase agreements or options to purchase the license related assets of the licensee. We typically own the majority of the non-license assets of the stations, and in some cases where the licensee acquired the license assets concurrent with our acquisition of the non-license assets of the station, we have provided guarantees to the bank for the licensee’s acquisition financing. The terms of the agreements vary, but generally have initial terms of over five years with several optional renewal terms. Based on the terms of the agreements and the significance of our investment in the stations, we are the primary beneficiary when, subject to the ultimate control of the licensees, we have the power to direct the activities which significantly impact the economic performance of the VIE through the services we provide and we absorb losses and returns that would be considered significant to the VIEs. The fees paid between us and the licensees pursuant to these arrangements are eliminated in consolidation. Several of these VIEs are owned by a related party, Cunningham Broadcasting Corporation (Cunningham). |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses in the consolidated financial statements and in the disclosures of contingent assets and liabilities. Actual results could differ from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued guidance on revenue recognition for revenue from contracts with customers. This guidance requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers and will replace most existing revenue recognition guidance when it becomes effective. The standard permits the use of either the retrospective or cumulative effect transition method. Since Accounting Standards Update (ASU) 2014-09 was issued, several additional ASUs have been issued and incorporated within ASC 606 to clarify various elements of the guidance. The adoption of this guidance will not have a material impact on our station advertising or retransmission consent revenue. We have determined that, under the new standard, certain barter revenue and expense related to syndicated programming will no longer be recognized. These revenues and expenses for the years ended December 31, 2017, 2016, and 2015 were each $97.9 million , $114.4 million , and $93.2 million , respectfully. The adoption of this standard will also result in a number of incremental disclosures surrounding our revenue transactions and policies. We plan on adopting this guidance retrospectively during the first quarter of 2018. In January 2016, the FASB issued new guidance which address certain aspects of recognition, measurement, presentation, and disclose of financial instruments. The new guidance requires entities to measure equity investments (except those accounted for under the equity method of accounting or those that resulted in consolidation of the investee) at fair value, with changes in fair value recognized in net income. The new standard is effective for the interim and annual periods beginning after December 15, 2017. We plan on adopting this guidance during the first quarter of 2018. We do not expect the adoption will have a material impact on our financial statements. In February 2016, the FASB issued new guidance related to accounting for leases, which requires the assets and liabilities that arise from leases to be recognized on the balance sheet. Currently, only capital leases are recorded on the balance sheet. This update will require the lessee to recognize a lease liability equal to the present value of the lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term for all leases longer than 12 months. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election, by class of underlying asset, not to recognize lease assets and liabilities and recognize the lease expense for such leases generally on a straight-line basis over the lease term. The new standard is effective for interim and annual reporting periods beginning after December 15, 2018. Early adoption is permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements. In August 2016, the FASB issued new guidance related to the classification of certain cash receipts and cash payments. The new standard includes eight specific cash flow issues with the objective of reducing the existing diversity in practice as to how cash receipts and cash payments are represented in the statement of cash flows. We will adopt this guidance retrospectively during the first quarter of 2018. In October 2016, the FASB issued new guidance related to the accounting for income tax consequences of intra-entity transfers of assets other than inventory. Currently the recognition of current and deferred income taxes for an intra-entity are prohibited until the asset has been sold to an outside party. This update requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. We adopted this guidance during the first quarter of 2017. The impact of the adoption did not have a material impact on our financial statements. In November 2016, the FASB issued new guidance related to the classification and presentation of changes in restricted cash on the statement of cash flows. This new guidance requires that the statement of cash flows explain change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. The new standard is effective for interim and annual reporting periods beginning after December 15, 2017. We plan on adopting this guidance retrospectively during the first quarter of 2018. In January 2017, the FASB issued guidance which clarifies the definition of a business with additional guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The new standard should be applied prospectively and is effective for interim and annual reporting periods beginning after December 15, 2017. We do not expect the adoption of this guidance to have a material impact on our financial statements. In January 2017, the FASB issued guidance which eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. The new standard should be applied prospectively and is effective for interim and annual reporting periods beginning after December 15, 2019. Early adoption is permitted. We adopted this guidance during the first quarter of 2017. The impact of the adoption did not have a material impact on our financial statements. In May 2017, the FASB issued new guidance which relates to stock based compensation and clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. The new standard is effective for interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted. We adopted this guidance during the second quarter of 2017. The impact of the adoption did not have a material impact on our financial statements. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. |
Accounts Receivable | Accounts Receivable Management regularly reviews accounts receivable and determines an appropriate estimate for the allowance for doubtful accounts based upon the impact of economic conditions on the merchant’s ability to pay, past collection experience, and such other factors which, in management’s judgment, deserve current recognition. In turn, a provision is charged against earnings in order to maintain the appropriate allowance level. |
Programming | Programming We have agreements with distributors for the rights to television programming over contract periods, which generally run from one to seven years. Contract payments are made in installments over terms that are generally equal to or shorter than the contract period. Pursuant to accounting guidance for the broadcasting industry, an asset and a liability for the rights acquired and obligations incurred under a license agreement are reported on the balance sheet where the cost of each program is known or reasonably determinable, the program material has been accepted by the licensee in accordance with the conditions of the license agreement, and the program is available for its first showing or telecast. The portion of program contracts which becomes payable within one year is reflected as a current liability in the accompanying consolidated balance sheets. The rights to this programming are reflected in the accompanying consolidated balance sheets at the lower of unamortized cost or estimated net realizable value. With the exception of one and two -year contracts, amortization of program contract costs is computed using an accelerated method. Program contract costs are amortized on a straight-line basis for one and two -year contracts. Program contract costs estimated by management to be amortized in the succeeding year are classified as current assets. Payments of program contract liabilities are typically made on a scheduled basis and are not affected by adjustments for amortization or estimated net realizable value. Estimated net realizable values are based on management’s expectation of future advertising revenues, net of sales commissions, to be generated by the program material. We perform a net realizable value calculation quarterly for each of our program contract costs in accordance with the accounting guidance for the broadcasting industry. We utilize sales information to estimate the future revenue of each commitment and measure that amount against the commitment. If the estimated future revenue is less than the amount of the commitment, a loss is recorded in amortization of program contract costs and net realizable value adjustments in the consolidated statements of operations. |
Barter Arrangements | Barter Arrangements Certain program contracts provide for the exchange of advertising airtime in lieu of cash payments for the rights to such programming. The revenues realized from station barter arrangements are recorded as the programs are aired at the estimated fair value of the advertising airtime given in exchange for the program rights. Program service arrangements are accounted for as station barter arrangements, however, network affiliation programming is excluded from these calculations. Revenues are recorded as revenues realized from station barter arrangements and the corresponding expenses are recorded as expenses recognized from station barter arrangements. See Recent Accounting Pronouncements above for more information about guidance that will be adopted effective January 1, 2018. We broadcast certain customers’ advertising in exchange for equipment, merchandise and services. The estimated fair value of the equipment, merchandise, or services received is recorded as deferred barter costs, included in prepaid expenses and other current assets in the consolidated balance sheets, and the corresponding obligation to broadcast advertising is recorded as deferred barter revenues, included in accounts payable and accrued liabilities in the consolidated balance sheets. The deferred barter costs are expensed or capitalized as they are used, consumed, or received and are included in station production expenses and station selling, general and administrative expenses, as applicable. Deferred barter revenues are recognized as the related advertising is aired and are recorded in revenues realized from station barter arrangements. |
Other Assets | We have equity and cost method investments primarily in private equity investments and real estate ventures. In the event one or more of our investments are significant, we are required to disclose summarized financial information. For the years ended December 31, 2017 , 2016 , and 2015 , none of our investments were significant individually or in the aggregate. As of December 31, 2017 and 2016 , our unfunded commitments related to certain investments accounted for under the equity or cost method totaled $10.7 million and $13.5 million , respectively. When factors indicate that there may be a decrease in value of an equity or cost method investment, we assess whether a loss in value has occurred related to the investment. If that loss is deemed to be other than temporary, an impairment loss is recorded accordingly. For any investments that indicate a potential impairment, we estimate the fair values of those investments using discounted cash flow models, unrelated third party valuations, or industry comparables, based on the various facts available to us. For the year ended December 31, 2017 , we recorded a $3.3 million impairment charge related to three real estate investments. For the year ended December 31, 2016 , there were $2.5 million of impairment charges recorded. The impairments are recorded in the income (loss) from equity and cost method investments in our consolidated statement of operations. Unamortized costs related to debt issuances represent costs related to our revolving credit facility. Unamortized costs related to our other debt issuances is recorded as a direct deduction from the carrying value of the debt recorded as liability. We amortize our deferred debt financing costs to interest expense over the term of the respective debt instruments using the effective interest method. Previously capitalized debt financing costs are recognized as a loss on extinguishment of debt if we determine that there has been an extinguishment of the related debt. |
Impairment of Goodwill, Intangibles and Other Long-Lived Assets | Impairment of Goodwill, Intangibles and Other Long-Lived Assets We evaluate our goodwill and indefinite lived intangible assets for impairment annually in the fourth quarter or more frequently, if events or changes in circumstances indicate that an impairment may exist. Our goodwill has been allocated to, and is tested for impairment at the reporting unit level. A reporting unit is an operating segment or a component of an operating segment to the extent that the component constitutes a business for which discrete financial information is available and regularly reviewed by segment management. Components of an operating segment with similar economic characteristics are aggregated when testing goodwill for impairment. In the performance of our annual assessment of goodwill for impairment we have the option to qualitatively assess whether it is more likely than not a reporting unit has been impaired. As part of this qualitative assessment we weigh the relative impact of factors that are specific to the reporting units as well as industry, regulatory, and macroeconomic factors that could affect the significant inputs used to determine the fair value of the assets. We also consider the significance of the excess fair value over carrying value in prior quantitative assessments. If we conclude that it is more likely than not that a reporting unit is impaired, or if we elect not to perform the optional qualitative assessment, we will determine the fair value of the reporting unit and compare to the net book value of the reporting unit. If the fair value is less than the net book value we will record an impairment to goodwill for the amount of the difference. We estimate the fair value of our reporting units utilizing a combination of a market based approach which considers earnings and cash flow multiples of comparable businesses and recent market transactions as well as an income approach involving the performance of a discounted cash flow analysis. Our discounted cash flow model is based on our judgment of future market conditions based on our internal forecast of future performance, as well as discount rates that are based on a number of factors including market interest rates, a weighted average cost of capital analysis, and includes adjustments for market risk and company specific risk. Our indefinite-lived intangible assets consist primarily of our broadcast licenses and a trade name. For our annual impairment test for indefinite-lived intangible assets we have the option to perform a qualitative assessment to determine whether it is more likely than not that these assets are impaired. As part of this qualitative assessment we weigh the relative impact of factors that are specific to the indefinite-lived intangible assets as well as industry, regulatory, and macroeconomic factors that could affect the significant inputs used to determine the fair value of the assets. We also consider the significance of the excess fair value over carrying value in prior quantitative assessments. When evaluating our broadcast licenses for impairment, the qualitative assessment is done at the market level because the broadcast licenses within the market are complementary and together enhance the single broadcast license of each station. If we conclude that it is more likely than not that one of our broadcast licenses is impaired, we will perform a quantitative assessment by comparing the aggregate fair value of the broadcast licenses in the market to the respective carrying values. We estimate the fair values of our broadcast licenses using the Greenfield method which is an income approach. This method involves a discounted cash flow model that incorporates several variables, including, but not limited to, market revenues and long term growth projections, estimated market share for the typical participant without a network affiliation, and estimated profit margins based on market size and station type. The model also assumes outlays for capital expenditures, future terminal values, an effective tax rate assumption and a discount rate based on a number of factors including market interest rates, a weighted average cost of capital analysis based on the target capital structure for a television station, and includes adjustments for market risk and company specific risk. If the carrying amount of the broadcast licenses exceeds the fair value, then an impairment loss is recorded to the extent that the carrying value of the broadcast licenses exceeds the fair value. We periodically evaluate our long-lived assets for impairment and continue to evaluate them as events or changes in circumstances indicate that the carrying amount of such assets may not be fully recoverable. We evaluate the recoverability of long-lived assets by measuring the carrying amount of the assets against the estimated undiscounted future cash flows associated with them. At the time that such evaluations indicate that the future undiscounted cash flows of certain long-lived assets are not sufficient to recover the carrying value of such assets, the assets are tested for impairment by comparing their estimated fair value to the carrying value. We typically estimate fair value using discounted cash flow models and appraisals. |
Accrued Liabilities | We expense these activities when incurred. |
Income Taxes | Income Taxes We recognize deferred tax assets and liabilities based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities. We provide a valuation allowance for deferred tax assets if we determine that it is more likely than not that some or all of the deferred tax assets will not be realized. In evaluating our ability to realize net deferred tax assets, we consider all available evidence, both positive and negative, including our past operating results, tax planning strategies and forecasts of future taxable income. In considering these sources of taxable income, we must make certain judgments that are based on the plans and estimates used to manage our underlying businesses on a long-term basis. As of December 31, 2017 and 2016 , a valuation allowance has been provided for deferred tax assets related to a substantial amount of our available state net operating loss carryforwards based on past operating results, expected timing of the reversals of existing temporary book/tax basis differences, alternative tax strategies and projected future taxable income. Future changes in operating and/or taxable income or other changes in facts and circumstances could significantly impact the ability to realize our deferred tax assets which could have a material effect on our consolidated financial statements. Management periodically performs a comprehensive review of our tax positions and we record a liability for unrecognized tax benefits when such tax positions do not meet the “more-likely-than-not” threshold. Significant judgment is required in determining whether a tax position meets the “more-likely-than-not” threshold, and it is based on a variety of facts and circumstances, including interpretation of the relevant federal and state income tax codes, regulations, case law and other authoritative pronouncements. Based on this analysis, the status of ongoing audits and the expiration of applicable statute of limitations, liabilities are adjusted as necessary. The resolution of audits is unpredictable and could result in tax liabilities that are significantly higher or lower than for what we have provided. See Note 9. Income Taxes , for further discussion of accrued unrecognized tax benefits. Pursuant to the guidance within SEC Staff Accounting Bulletin No. 118 (SAB 118), as of December 31, 2017, the Company recognized the provisional effects of the enactment of the Tax Legislation for which measurement could be reasonably estimated. Although the Company continues to analyze certain aspects of the Tax Legislation and refine its assessment, the ultimate impact of the Tax Legislation may differ from these estimates due to its continued analysis or further regulatory guidance that may be issued as a result of the Tax Legislation. Pursuant to SAB 118, adjustments to the provisional amounts recorded by the Company as of December 31, 2017 that are identified within a subsequent measurement period of up to one year from the enactment date will be included as an adjustment to tax expense from continuing operations in the period the amounts are determined. |
Revenue Recognition | Revenue Recognition Total revenues include: (i) station advertising revenue, net of agency commissions; (ii) barter advertising revenues; (iii) retransmission consent fees; (iv) other media revenues; and (v) revenues from our other businesses. Advertising revenues, net of agency commissions, are recognized in the period during which advertisements are placed. Some of our retransmission consent agreements contain both advertising and retransmission consent elements. We have determined that these retransmission consent agreements are revenue arrangements with multiple deliverables. Advertising and retransmission consent deliverables sold under our agreements are separated into different units of accounting at fair value. Revenue applicable to the advertising element of the arrangement is recognized similar to the advertising revenue policy noted above. Revenue applicable to the retransmission consent element of the arrangement is recognized over the life of the agreement. |
Advertising Expenses | Advertising Expenses Promotional advertising expenses are recorded in the period when incurred and are included in media production and other non-media expenses. |
Financial Instruments | Financial Instruments Financial instruments, as of December 31, 2017 and 2016 , consisted of cash and cash equivalents, trade accounts receivable, accounts payable, accrued liabilities, and notes payable. The carrying amounts approximate fair value for each of these financial instruments, except for the notes payable. |
Post-retirement Benefits | Post-retirement Benefits During the fourth quarter of 2015, we fully settled the benefit obligation of our pension plan. We relieved our benefit obligation via lump sum distributions and/or the purchase of annuity contracts. Upon settlement we recorded $9.3 million of pension expense, including the recognition of $8.0 million of unamortized actuarial losses which was recorded in accumulated other comprehensive income, and $4.6 million of pension liability, representing the underfunded status of our defined pension plan, which was included within other long-term liabilities within our consolidated balance sheet. We maintain a supplemental executive retirement plan (SERP) which we inherited upon the acquisition of certain stations. As of December 31, 2017 , the estimated projected benefit obligation was $21.5 million , of which $1.7 million is included in accrued expenses in the consolidated balance sheet and the $19.8 million is included in other long-term liabilities. During the years ended December 31, 2017 and 2016 , we made $1.8 million and $1.7 million in benefit payments, recognized $0.8 million and $0.9 million of periodic pension expense, reported in other expenses in the consolidated statement of operations, and $1.0 million and $0.1 million of actuarial gains through other comprehensive income, respectively. At December 31, 2017 , the projected benefit obligation was measured using a 3.46% discount rate compared to a discount rate of 3.89% for the year ended December 31, 2016 . We estimated the discount rate, in consultation with our independent actuaries, based on a yield curve constructed from a portfolio of high quality bonds for which the timing and amount of cash outflows approximate the estimated payouts of the plan. |
Reclassifications | Reclassifications Certain reclassifications have been made to prior years’ consolidated financial statements to conform to the current year’s presentation. |
NATURE OF OPERATIONS AND SUMM25
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of carrying amounts and classification of assets and liabilities of VIEs | As of the dates indicated, the carrying amounts and classification of the assets and liabilities of the VIEs mentioned above which have been included in our consolidated balance sheets as of December 31, 2017 and 2016 were as follows (in thousands): 2017 2016 ASSETS CURRENT ASSETS: Accounts receivable $ 19,566 $ 21,879 Other current assets 8,937 12,076 Total current asset 28,503 33,955 Program contract costs, less current portion 822 2,468 Property and equipment, net 6,215 2,996 Goodwill and indefinite-lived intangible assets 15,064 16,475 Definite-lived intangible assets, net 74,442 79,509 Other assets 5,601 6,871 Total assets $ 130,647 $ 142,274 LIABILITIES CURRENT LIABILITIES: Other current liabilities $ 23,564 $ 18,992 LONG-TERM LIABILITIES: Notes payable, capital leases and commercial bank financing, less current portion 23,217 19,449 Program contracts payable, less current portion 11,213 14,353 Other long term liabilities 650 12,921 Total liabilities $ 58,644 $ 65,715 |
Schedule of rollforward of the allowance for doubtful accounts | A rollforward of the allowance for doubtful accounts for the years ended December 31, 2017 , 2016 , and 2015 is as follows (in thousands): 2017 2016 2015 Balance at beginning of period $ 2,124 $ 4,495 $ 4,246 Charged to expense 2,837 1,974 1,292 Net write-offs (2,371 ) (4,345 ) (1,043 ) Balance at end of period $ 2,590 $ 2,124 $ 4,495 |
Schedule of other assets | Other assets as of December 31, 2017 and 2016 consisted of the following (in thousands): 2017 2016 Equity and cost method investments $ 184,255 $ 168,572 Unamortized costs related to debt issuances 3,399 4,936 Deferred compensation plan assets 20,494 9,906 Other 33,497 37,216 Total other assets $ 241,645 $ 220,630 |
Schedule of accrued liabilities | Accrued liabilities consisted of the following as of December 31, 2017 and 2016 (in thousands): 2017 2016 Compensation and employee health insurance $ 87,003 $ 78,682 Interest 42,794 41,979 Deferred revenue 41,287 25,692 Deferred barter revenue 8,235 6,040 Programming related obligations 89,728 76,962 Other accruals relating to operating expenses 101,356 99,190 Total accounts payable and accrued liabilities $ 370,403 $ 328,545 |
Schedule of cash transactions | During 2017 , 2016 , and 2015 , we had the following cash transactions (in thousands): 2017 2016 2015 Income taxes paid $ 128,168 $ 108,347 $ 106,979 Income tax refunds $ 1,508 $ 12,193 $ 196 Interest paid $ 203,800 $ 191,117 $ 182,425 |
Schedule of benefits expected to be paid to participants under the Fisher SERP | We estimate that benefits expected to be paid to participants under the SERP are as follows (in thousands): December 31, 2018 $ 1,714 2019 1,630 2020 1,561 2021 1,495 2022 1,364 Next 5 years 6,403 |
ACQUISITIONS AND DISPOSITIONS26
ACQUISITIONS AND DISPOSITIONS OF ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of allocated fair value of acquired assets and liabilities assumed | The following table summarizes the allocated fair value of acquired assets and assumed liabilities of Tennis (in thousands): Accounts receivable $ 17,629 Prepaid expenses and other current assets 6,518 Property and equipment 5,964 Definite-lived intangible assets 272,686 Indefinite-lived intangible assets 23,400 Other assets 619 Accounts payable and accrued liabilities (7,414 ) Capital leases (115 ) Deferred tax liability (16,991 ) Other long term liabilities (1,669 ) Fair value of identifiable net assets acquired 300,627 Goodwill 53,427 Total purchase price, net of cash acquired $ 354,054 The following table summarizes the allocated fair value of acquired assets and assumed liabilities (in thousands): Accounts receivable $ 14,665 Prepaid expenses and other current assets 633 Program contract costs 683 Property and equipment 27,295 Definite-lived intangible assets 161,936 Indefinite-lived intangible assets 425 Other assets 3,609 Accounts payable and accrued liabilities (8,428 ) Program contracts payable (783 ) Deferred tax liability (66,158 ) Other long term liabilities (12,156 ) Fair value of identifiable net assets acquired 121,721 Goodwill 119,426 Total purchase price, net of cash acquired $ 241,147 |
Schedule of acquired operations included in the financial statements | Financial Results of Acquisitions The following tables summarize the results of the net media revenues and operating income (loss) included in the financial statements of the Company beginning on the acquisition date of each acquisition as listed below (in thousands): Revenues 2017 2016 2015 Bonten $ 30,907 $ — $ — Tennis Channel 132,584 84,040 — Other acquisitions in: 2017 11,108 — — 2016 66,698 49,186 — 2015 2,102 2,676 1,007 Total net media revenues $ 243,399 $ 135,902 $ 1,007 Operating Income (Loss) 2017 2016 2015 Bonten $ 7,448 $ — $ — Tennis Channel 19,420 (1,990 ) — Other acquisitions in: 2017 (89 ) — — 2016 18,392 18,311 — 2015 158 646 426 Total operating income $ 45,329 $ 16,967 $ 426 |
Schedule of unaudited pro forma results of operations | The following table sets forth unaudited pro forma results of operations, assuming that Bonten and Tennis along with transactions necessary to finance the acquisition, occurred at the beginning of the year preceding the year of acquisition. The pro forma results exclude the acquisitions presented under Other 2017 Acquisitions, Other 2016 Acquisitions, and 2015 Acquisitions above, as they are not material both individually and in the aggregate. The 2015 period does not include the pro forma effects of the Bonten acquisitions, and as such will not provide comparability to the 2017 and 2016 pro forma periods presented in the following table (in thousands, except per data share): Unaudited 2017 2016 2015 Total revenues $ 2,790,793 $ 2,835,174 $ 2,310,392 Net Income $ 597,370 $ 253,374 $ 168,364 Net Income attributable to Sinclair Broadcast Group $ 579,279 $ 247,913 $ 163,789 Basic earnings per share attributable to Sinclair Broadcast Group $ 5.80 $ 2.65 $ 1.72 Diluted earnings per share attributable to Sinclair Broadcast Group $ 5.75 $ 2.63 $ 1.71 |
STOCK-BASED COMPENSATION PLANS
STOCK-BASED COMPENSATION PLANS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of changes in unvested restricted stock | The following is a summary of changes in unvested restricted stock: RSAs Weighted-Average Unvested shares at December 31, 2016 146,975 $ 29.18 2017 Activity: Granted 103,955 33.80 Vested (98,750 ) 28.09 Unvested shares at December 31, 2017 152,180 $ 33.04 |
Summary of SARS Activity | The following is a summary of the 2017 activity: SARs Weighted- Outstanding SARs at December 31, 2016 2,310,000 $ 19.23 2017 Activity: Granted 500,000 35.70 Exercised (200,000 ) 15.78 Outstanding SARs at December 31, 2017 2,610,000 $ 22.65 |
Schedule of assumptions used to estimate the value of stock options under ESPP | Our SARs and stock options were valued using the Black-Scholes pricing model utilizing the following assumptions: 2017 2016 2015 Risk-free interest rate 2.1 % 1.2% - 1.9% 1.3% - 1.9% Expected years to exercise 5 years 5 years 5 years Expected volatility 37.0 % 37.5% - 42.1% 42.1% - 47.0% Annual dividend yield 2.0 % 2.1 % 2.0% - 2.7% |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of estimated useful lives | Depreciation is generally computed under the straight-line method over the following estimated useful lives: Buildings and improvements 10 - 30 years Station equipment 5 - 10 years Office furniture and equipment 5 - 10 years Leasehold improvements Lesser of 10 - 30 years or lease term Automotive equipment 3 - 5 years Property and equipment under capital leases Lease term |
Schedule of property and equipment stated at cost less accumulated depreciation | Property and equipment consisted of the following as of December 31, 2017 and 2016 (in thousands): 2017 2016 Land and improvements $ 77,487 $ 73,124 Real estate held for development and sale 87,056 90,087 Buildings and improvements 260,470 239,603 Station equipment 779,779 702,004 Office furniture and equipment 109,632 101,252 Leasehold improvements 25,120 24,762 Automotive equipment 63,513 56,507 Capital leased assets 53,005 84,516 Construction in progress 30,575 30,880 1,486,637 1,402,735 Less: accumulated depreciation (748,339 ) (685,159 ) $ 738,298 $ 717,576 |
GOODWILL, INDEFINITE-LIVED IN29
GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The change in the carrying amount of goodwill was as follows (in thousands): Broadcast Other Consolidated Balance at December 31, 2015 $ 1,927,605 $ 3,488 $ 1,931,093 Acquisitions (a) 11,626 53,427 65,053 Measurement period adjustments related to prior year acquisitions 40 — 40 Disposition of assets (a) (5,440 ) — (5,440 ) 1,933,831 56,915 1,990,746 Acquisitions (a) 119,426 13,966 133,392 Measurement period adjustments related to prior year acquisitions 153 154 307 Disposition of assets (a) — (412 ) (412 ) Balance at December 31, 2017 $ 2,053,410 $ 70,623 $ 2,124,033 (a) See Note 2. Acquisitions and Dispositions of Assets for discussion of acquisitions and divestitures made during 2017 and 2016 . (b) Approximately $0.8 million of goodwill relates to consolidated VIEs as of December 31, 2017 and 2016 . |
Schedule of Indefinite-Lived Intangible Assets | As of December 31, 2017 and 2016 , the carrying amount of our indefinite-lived intangible assets was as follows (in thousands): Broadcast Other Consolidated Balance at December 31, 2015 $ 132,465 $ — $ 132,465 Acquisitions (a) 2,406 23,400 25,806 Disposition of assets (a) (1,965 ) — (1,965 ) Balance at December 31, 2016 (b) 132,906 23,400 156,306 Acquisitions (a) 425 4,051 4,476 Disposition of assets (a) (1,411 ) — (1,411 ) Balance at December 31, 2017 (b) (c) $ 131,920 $ 27,451 $ 159,371 (a) See Note 2. Acquisitions and Dispositions of Assets for discussion of acquisitions and divestitures made during 2017 and 2016 . (b) Approximately $14.3 million and $15.7 million of indefinite-lived intangible assets relate to consolidated VIEs as of December 31, 2017 and 2016 , respectively. (c) Our indefinite-lived intangible assets in Broadcast relates to broadcast licenses and our indefinite-lived intangible assets in Other relates to trade names. |
Finite-Lived Intangible Assets Amortization | The following table shows the gross carrying amount and accumulated amortization of definite-lived intangibles (in thousands): As of December 31, 2017 Gross Carrying Value Accumulated Amortization Net Amortized intangible assets: Network affiliation (a) $ 1,451,663 $ (514,575 ) $ 937,088 Customer Relationships (a) 1,229,006 (373,966 ) 855,040 Other (a) 45,955 (36,413 ) 9,542 Total $ 2,726,624 $ (924,954 ) $ 1,801,670 As of December 31, 2016 Gross Carrying Value Accumulated Amortization Net Amortized intangible assets: Network affiliation (a) $ 1,398,451 $ (427,484 ) $ 970,967 Customer Relationships (a) 1,102,591 (294,114 ) 808,477 Other (a) 243,253 (78,294 ) 164,959 Total $ 2,744,295 $ (799,892 ) $ 1,944,403 (a) Changes between the gross carrying value from December 31, 2016 to December 31, 2017 , relate to acquisitions and dispositions in 2017 , as discussed in Note 2. Acquisitions and Dispositions of Assets . |
Schedule of estimated amortization expense of the definite-lived intangible assets | The following table shows the estimated amortization expense of the definite-lived intangible assets for the next five years (in thousands): For the year ended December 31, 2018 $ 174,398 For the year ended December 31, 2019 173,594 For the year ended December 31, 2020 173,061 For the year ended December 31, 2021 172,043 For the year ended December 31, 2022 168,297 Thereafter 940,277 $ 1,801,670 |
NOTES PAYABLE AND COMMERCIAL 30
NOTES PAYABLE AND COMMERCIAL BANK FINANCING (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of notes payable, capital leases and the Bank Credit Agreement | Notes payable, capital leases, and commercial bank financing consisted of the following as of December 31, 2017 and 2016 (in thousands): 2017 2016 Bank credit agreement: Term Loan A-1, due April 9, 2018 $ 117,370 $ 141,436 Term Loan A-2, due July 31, 2021 113,327 130,762 Term Loan B, due January 3, 2024 1,356,300 1,365,625 Senior unsecured notes: 5.375% Notes, due April 1, 2021 600,000 600,000 6.125% Notes, due October 1, 2022 500,000 500,000 5.625% Notes, due August 1, 2024 550,000 550,000 5.875% Notes, due March 15, 2026 350,000 350,000 5.125% Notes, due February 15, 2027 400,000 400,000 Debt of variable interest entities 29,614 23,198 Debt of other non-media subsidiaries 25,238 135,211 Capital leases 31,696 33,280 Total outstanding principal 4,073,545 4,229,512 Less: Deferred financing costs and discount (39,047 ) (43,449 ) Less: Current portion (159,382 ) (171,131 ) Net carrying value of long-term debt $ 3,875,116 $ 4,014,932 |
Schedule of maturity of indebtedness under the notes payable, capital leases and the Bank Credit Agreement | Indebtedness under the Bank Credit Agreement, notes payable, and capital leases as of December 31, 2017 matures as follows (in thousands): Notes and Bank Agreement Capital Leases Total 2018 $ 157,132 $ 5,010 $ 162,142 2019 35,576 5,116 40,692 2020 41,687 4,877 46,564 2021 681,927 4,875 686,802 2022 521,435 4,752 526,187 2023 and thereafter 2,604,092 23,646 2,627,738 Total minimum payments 4,041,849 48,276 4,090,125 Less: Deferred financing costs and discount (39,047 ) — (39,047 ) Less: Amount representing future interest — (16,580 ) (16,580 ) Net carrying value of debt $ 4,002,802 $ 31,696 $ 4,034,498 |
Schedule of debt | The stated and weighted average effective interest rated on the above obligations are as follows: Weighted Average Effective Rate Stated Rate 2017 2016 Bank credit agreement: Term Loan A-1 LIBOR plus 2.25% 3.29% 2.74% Term Loan A-2 (a) LIBOR plus 2.25% 3.30% 2.82% Term Loan B LIBOR plus 2.25% 3.32% 3.53% Revolver (b) LIBOR plus 2.00% —% 2.98% Senior unsecured notes: 5.375% Notes 5.38% 5.58% 5.58% 6.125% Notes 6.13% 6.31% 6.31% 5.625% Notes 5.63% 5.83% 5.83% 5.875% Notes 5.88% 6.09% 6.09% 5.125% Notes 5.13% 5.33% 5.33% (a) LIBOR plus 2.0% if our first lien indebtedness ratio is less than 1.5 x. (b) As of December 31, 2017 and 2016 , we had a $485.2 million revolving credit facility (Revolver). We incur a commitment fee on undrawn capacity of 0.25% or 0.50% if our first lien indebtedness ratio is less than or greater than 3.0 x, respectively. There were no outstanding borrowings and $0.8 million and $1.9 million letters of credit under the revolver as of December 31, 2017 and 2016 , respectively. There were no outstanding borrowings under the revolver during the year ended December 31, 2017 . |
PROGRAM CONTRACTS (Tables)
PROGRAM CONTRACTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
PROGRAM CONTRACTS: | |
Schedule of future payments required under program contracts | Future payments required under program contracts as of December 31, 2017 were as follows (in thousands): 2018 $ 108,053 2019 16,040 2020 12,639 2021 8,885 2022 4,345 Total 149,962 Less: Current portion (108,053 ) Long-term portion of program contracts payable $ 41,909 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of provision (benefit) for income taxes | The provision (benefit) for income taxes consisted of the following for the years ended December 31, 2017 , 2016 , and 2015 (in thousands): 2017 2016 2015 Current provision for income taxes: Federal $ 77,477 $ 113,737 $ 80,420 State 6,625 2,273 5,720 84,102 116,010 86,140 Deferred (benefit) provision for income taxes: Federal (196,468 ) 8,555 (26,637 ) State 37,006 (2,437 ) (1,809 ) (159,462 ) 6,118 (28,446 ) (Benefit) provision for income taxes $ (75,360 ) $ 122,128 $ 57,694 |
Schedule of reconciliation of federal income taxes at the applicable statutory rate to the recorded provision from continuing operations | The following is a reconciliation of federal income taxes at the applicable statutory rate to the recorded provision: 2017 2016 2015 Federal statutory rate 35.0 % 35.0 % 35.0 % Adjustments: Federal tax reform (a) (54.3 )% — % — % State income taxes, net of federal tax benefit (b) 5.0 % 0.2 % 0.6 % Non-deductible items 1.5 % 1.0 % 1.2 % Domestic production activities deduction (1.7 )% (3.4 )% (3.9 )% Changes in unrecognized tax benefits (c) 0.5 % 0.3 % (1.9 )% Basis in stock of subsidiaries (d) — % — % (5.5 )% Federal tax credits (e) (2.2 )% (0.4 )% (1.1 )% Other 1.1 % 0.6 % 0.8 % Effective income tax rate (15.1 )% 33.3 % 25.2 % (a) Our 2017 income tax provision includes a non-recurring benefit of $272.1 million to reflect the estimated effect of the U.S. Tax Cuts and Jobs Act (Tax Reform) enacted on December 22, 2017. (b) Included in state income taxes are deferred income tax effects related to certain acquisitions and/or intercompany mergers. (c) During the years ended December 31, 2017 , 2016 , and 2015 , we recorded a $0.1 million , $1.0 million , and $5.7 million , respectively, benefit related to the release of liabilities for unrecognized tax benefits as a result of expiration of the applicable statute of limitations and settlements with taxing authorities. See table below which summarizes the activity related to our accrued unrecognized tax benefits. (d) During the year ended December 31, 2015, we recorded a $12.6 million benefit related to the realization of a capital loss upon the sale of the stock of a subsidiary. (e) During the year ended December 31, 2017, we recorded a benefit of $8.3 million related to investments in sustainability initiatives whose activities qualify for federal income tax credits. During the years ended December 31, 2017 , 2016 , and 2015 we recorded a $2.5 million , $1.6 million and $1.1 million , respectively, benefit related to federal income tax credits associated with research and development activities. |
Schedule of total deferred tax assets and deferred tax liabilities | Total deferred tax assets and deferred tax liabilities as of December 31, 2017 and 2016 were as follows (in thousands): 2017 2016 Deferred Tax Assets: Net operating and capital losses: Federal $ 34,861 $ 68,455 State 75,754 63,630 Goodwill and intangible assets 14,389 28,879 Other 33,462 44,873 158,466 205,837 Valuation allowance for deferred tax assets (62,865 ) (51,846 ) Total deferred tax assets $ 95,601 $ 153,991 Deferred Tax Liabilities: Goodwill and intangible assets $ (514,776 ) $ (650,139 ) Property & equipment, net (80,630 ) (80,950 ) Other (15,431 ) (32,219 ) Total deferred tax liabilities (610,837 ) (763,308 ) Net deferred tax liabilities $ (515,236 ) $ (609,317 ) |
Schedule of activity related to accrued unrecognized tax benefits | The following table summarizes the activity related to our accrued unrecognized tax benefits (in thousands): 2017 2016 2015 Balance at January 1, $ 4,739 $ 3,257 $ 7,138 Additions related to prior year tax positions 2,019 420 1,458 Additions related to current year tax positions 610 2,053 472 Reductions related to settlements with taxing authorities (131 ) — (1,517 ) Reductions related to expiration of the applicable statute of limitations — (991 ) (4,294 ) Balance at December 31, $ 7,237 $ 4,739 $ 3,257 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum payments under the leases | Future minimum payments under the leases are as follows (in thousands): 2018 $ 25,115 2019 24,015 2020 21,209 2021 19,101 2022 17,856 2023 and thereafter 90,832 $ 198,128 |
RELATED PERSON TRANSACTIONS (Ta
RELATED PERSON TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | The capital leases mature in periods through 2026, as follows (in thousands): 2018 $ 2,834 2019 2,978 2020 3,093 2021 3,046 2022 2,441 2023 and thereafter 4,686 Total minimum payments due 19,078 Less: Amount representing interest (4,926 ) Capital leases payable 14,152 Less: Current portion (1,667 ) Capital leases payable, less current portion $ 12,485 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of reconciliation of income (numerator) and shares (denominator) used in computation of diluted earnings per share | The following table reconciles income (numerator) and shares (denominator) used in our computations of earnings per share for the years ended December 31, 2017 , 2016 , and 2015 (in thousands): 2017 2016 2015 Income (Numerator) Net income $ 594,104 $ 250,762 $ 176,099 Net income attributable to noncontrolling interests (18,091 ) (5,461 ) (4,575 ) Numerator for diluted earnings available to common shareholders $ 576,013 $ 245,301 $ 171,524 Shares (Denominator) Weighted-average common shares outstanding 99,844 93,567 95,003 Dilutive effect of outstanding stock settled appreciation rights and stock options 945 866 725 Weighted-average common and common equivalent shares outstanding 100,789 94,433 95,728 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table shows the weighted-average stock-settled appreciation rights and outstanding stock options (in thousands) that are excluded from the calculation of diluted earnings per common share as the inclusion of such shares would be anti-dilutive. 2017 2016 2015 Weighted-average stock-settled appreciation rights and outstanding stock options excluded 450 556 131 |
SEGMENT DATA (Tables)
SEGMENT DATA (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of segment financial information | Financial information for our reportable segment is included in the following tables for the years ended December 31, 2017 , 2016 , and 2015 (in thousands): For the year ended December 31, 2017 Broadcast Other Corporate Consolidated Revenue $ 2,490,528 $ 243,590 $ — $ 2,734,118 Depreciation of property and equipment 88,751 7,368 984 97,103 Amortization of definite-lived intangible assets and other assets 155,640 23,182 — 178,822 Amortization of program contract costs and net realizable value adjustments 115,523 — — 115,523 General and administrative overhead expenses 101,680 1,009 10,564 113,253 Research and development — 10,000 — 10,000 Operating income (loss) 724,110 24,943 (11,547 ) 737,506 Interest expense 5,285 1,835 205,195 212,315 Income from equity and cost method investments — (13,664 ) (255 ) (13,919 ) Goodwill 2,053,410 70,623 — 2,124,033 Assets 5,267,986 769,919 746,565 6,784,470 Capital expenditures 63,163 5,546 15,103 83,812 For the year ended December 31, 2016 Broadcast Other Corporate Consolidated Revenue $ 2,530,510 $ 206,439 $ — $ 2,736,949 Depreciation of property and equipment 91,573 5,772 1,184 98,529 Amortization of definite-lived intangible assets and other assets 155,479 28,316 — 183,795 Amortization of program contract costs and net realizable value adjustments 127,880 — — 127,880 General and administrative overhead expenses 67,035 2,459 4,062 73,556 Research and development — 4,085 — 4,085 Operating income (loss) 639,422 (31,258 ) (5,311 ) 602,853 Interest expense 5,641 6,371 199,131 211,143 Income from equity and cost method investments — 1,735 — 1,735 Goodwill 1,933,831 56,915 — 1,990,746 Assets 4,815,633 866,845 280,690 5,963,168 Capital expenditures 78,909 8,084 7,472 94,465 For the year ended December 31, 2015 Broadcast Other Corporate Consolidated Revenue $ 2,118,021 $ 101,115 $ — $ 2,219,136 Depreciation of property and equipment 99,616 2,753 1,064 103,433 Amortization of definite-lived intangible assets and other assets 152,049 9,405 — 161,454 Amortization of program contract costs and net realizable value adjustments 124,619 — — 124,619 General and administrative overhead expenses 55,848 2,952 5,446 64,246 Research and development — 12,436 — 12,436 Operating income (loss) 451,015 (21,800 ) (6,479 ) 422,736 Interest expense — 4,955 186,492 191,447 Income from equity and cost method investments — 964 — 964 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of carrying value and fair value of notes and debentures | The carrying value and fair value of our notes and debentures as of December 31, 2017 and 2016 were as follows (in thousands): 2017 2016 Face Value (a) Fair Value Face Value (a) Fair Value Level 2: 6.125% Senior Unsecured Notes due 2022 $ 500,000 $ 515,535 $ 500,000 $ 521,240 5.875% Senior Unsecured Notes due 2026 350,000 363,475 350,000 351,456 5.625% Senior Unsecured Notes due 2024 550,000 568,205 550,000 562,755 5.375% Senior Unsecured Notes due 2021 600,000 610,440 600,000 617,892 5.125% Senior Unsecured Notes due 2027 400,000 396,088 400,000 382,028 Term Loan A-1 117,370 117,370 141,436 141,082 Term Loan A-2 113,327 113,327 130,762 130,435 Term Loan B 1,356,300 1,357,995 1,365,625 1,364,841 Debt of variable interest entities 29,614 29,614 23,198 23,198 Debt of other non-media related subsidiaries 25,238 25,238 135,211 135,211 (a) Amounts are carried on our consolidated balance sheets net of debt discount and deferred financing costs, which are excluded in the above table, of $39.0 million and $43.4 million as of December 31, 2017 and 2016 , respectively. |
CONDENSED CONSOLIDATED FINANC38
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Schedule of condensed consolidating balance sheet | CONDENSED CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 2017 (In thousands) Sinclair Broadcast Group, Inc. Sinclair Television Group, Inc. Guarantor Subsidiaries and KDSM, LLC Non- Guarantor Subsidiaries Eliminations Sinclair Consolidated Cash and cash equivalents $ — $ 645,830 $ 12,273 $ 23,223 $ — $ 681,326 Restricted cash, current — — 311,110 2,000 — 313,110 Accounts and other receivables — — 530,273 36,191 — 566,464 Other current assets 3,034 5,758 145,637 9,687 (10,269 ) 153,847 Total current assets 3,034 651,588 999,293 71,101 (10,269 ) 1,714,747 Property and equipment, net 829 31,111 586,950 132,010 (12,602 ) 738,298 Investment in consolidated subsidiaries 1,537,337 4,116,241 4,179 — (5,657,757 ) — Other long-term assets 31,757 770,312 104,363 208,367 (868,448 ) 246,351 Goodwill — — 2,120,166 3,867 — 2,124,033 Indefinite-lived intangible assets — — 145,073 14,298 — 159,371 Definite-lived intangible assets — — 1,781,045 77,944 (57,319 ) 1,801,670 Total assets $ 1,572,957 $ 5,569,252 $ 5,741,069 $ 507,587 $ (6,606,395 ) $ 6,784,470 Accounts payable and accrued liabilities $ 1,100 $ 84,326 $ 261,266 $ 36,029 $ (12,318 ) $ 370,403 Current portion of long-term debt — 148,505 2,103 8,774 — 159,382 Current portion of affiliate long-term debt — — 1,342 871 (546 ) 1,667 Other current liabilities — — 180,616 14,281 — 194,897 Total current liabilities 1,100 232,831 445,327 59,955 (12,864 ) 726,349 Long-term debt — 3,799,987 28,493 46,636 — 3,875,116 Affiliate long-term debt — — 11,237 334,491 (333,243 ) 12,485 Other liabilities 3,119 38,282 1,141,266 187,569 (734,082 ) 636,154 Total liabilities 4,219 4,071,100 1,626,323 628,651 (1,080,189 ) 5,250,104 Total Sinclair Broadcast Group equity 1,568,738 1,498,152 4,114,746 (82,051 ) (5,530,847 ) 1,568,738 Noncontrolling interests in consolidated subsidiaries — — — (39,013 ) 4,641 (34,372 ) Total liabilities and equity $ 1,572,957 $ 5,569,252 $ 5,741,069 $ 507,587 $ (6,606,395 ) $ 6,784,470 CONDENSED CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 2016 (In thousands) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Cash and cash equivalents $ — $ 232,297 $ 10,675 $ 17,012 $ — $ 259,984 Accounts and other receivables — — 478,190 37,024 (1,260 ) 513,954 Other current assets 5,561 3,143 124,313 25,406 (27,273 ) 131,150 Total current assets 5,561 235,440 613,178 79,442 (28,533 ) 905,088 Property and equipment, net 1,820 17,925 570,289 131,326 (3,784 ) 717,576 Investment in consolidated subsidiaries 551,250 3,614,605 4,179 — (4,170,034 ) — Other long-term assets 46,586 819,506 103,808 169,817 (890,668 ) 249,049 Goodwill — — 1,986,467 4,279 — 1,990,746 Indefinite-lived intangible assets — — 140,597 15,709 — 156,306 Definite-lived intangible assets — — 1,770,512 233,368 (59,477 ) 1,944,403 Total assets $ 605,217 $ 4,687,476 $ 5,189,030 $ 633,941 $ (5,152,496 ) $ 5,963,168 Accounts payable and accrued liabilities $ 100 $ 69,118 $ 231,640 $ 48,860 $ (21,173 ) $ 328,545 Current portion of long-term debt — 55,501 1,851 113,779 — 171,131 Current portion of affiliate long-term debt 1,857 — 1,514 2,336 (2,103 ) 3,604 Other current liabilities — — 121,972 13,545 (2,324 ) 133,193 Total current liabilities 1,957 124,619 356,977 178,520 (25,600 ) 636,473 Long-term debt — 3,939,463 31,014 44,455 — 4,014,932 Affiliate long-term debt — — 12,663 396,957 (395,439 ) 14,181 Other liabilities 15,277 31,817 1,190,717 183,418 (681,583 ) 739,646 Total liabilities 17,234 4,095,899 1,591,371 803,350 (1,102,622 ) 5,405,232 Total Sinclair Broadcast Group equity 587,983 591,577 3,597,659 (134,991 ) (4,054,245 ) 587,983 Noncontrolling interests in consolidated subsidiaries — — — (34,418 ) 4,371 (30,047 ) Total liabilities and equity $ 605,217 $ 4,687,476 $ 5,189,030 $ 633,941 $ (5,152,496 ) $ 5,963,168 |
Schedule of condensed consolidating statement of operations and comprehensive income | CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE YEAR ENDED DECEMBER 31, 2017 (In thousands) Sinclair Broadcast Group, Inc. Sinclair Television Group, Inc. Guarantor Subsidiaries and KDSM, LLC Non- Guarantor Subsidiaries Eliminations Sinclair Consolidated Net revenue $ — $ — $ 2,593,623 $ 221,377 $ (80,882 ) $ 2,734,118 Media production expenses — — 1,011,965 124,044 (72,935 ) 1,063,074 Selling, general and administrative 9,204 102,930 522,039 14,800 (2,183 ) 646,790 Depreciation, amortization and other operating expenses 984 6,250 219,390 62,924 (2,800 ) 286,748 Total operating expenses 10,188 109,180 1,753,394 201,768 (77,918 ) 1,996,612 Operating (loss) income (10,188 ) (109,180 ) 840,229 19,609 (2,964 ) 737,506 Equity in earnings of consolidated subsidiaries 579,954 793,620 (16 ) — (1,373,558 ) — Interest expense (88 ) (205,107 ) (4,586 ) (21,643 ) 19,109 (212,315 ) Other income (expense) 1,678 5,077 (5,790 ) (7,412 ) — (6,447 ) Total other income (expense) 581,544 593,590 (10,392 ) (29,055 ) (1,354,449 ) (218,762 ) Income tax benefit (provision) 4,657 100,473 (30,171 ) 401 — 75,360 Net income (loss) 576,013 584,883 799,666 (9,045 ) (1,357,413 ) 594,104 Net income attributable to the noncontrolling interests — — — (17,738 ) (353 ) (18,091 ) Net income (loss) attributable to Sinclair Broadcast Group $ 576,013 $ 584,883 $ 799,666 $ (26,783 ) $ (1,357,766 ) $ 576,013 Comprehensive income (loss) $ 593,488 $ 584,267 $ 799,666 $ (9,045 ) $ (1,374,888 ) $ 593,488 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE YEAR ENDED DECEMBER 31, 2016 (In thousands) Sinclair Broadcast Group, Inc. Sinclair Television Group, Inc. Guarantor Subsidiaries and KDSM, LLC Non- Guarantor Subsidiaries Eliminations Sinclair Consolidated Net revenue $ — $ — $ 2,579,284 $ 265,855 $ (108,190 ) $ 2,736,949 Media production expenses — — 918,200 135,511 (100,622 ) 953,089 Selling, general and administrative 4,062 70,503 489,882 10,804 (106 ) 575,145 Depreciation, amortization and other operating expenses 1,064 7,331 465,680 133,810 (2,023 ) 605,862 Total operating expenses 5,126 77,834 1,873,762 280,125 (102,751 ) 2,134,096 Operating (loss) income (5,126 ) (77,834 ) 705,522 (14,270 ) (5,439 ) 602,853 Equity in earnings of consolidated subsidiaries 244,580 463,598 220 — (708,398 ) — Interest expense (238 ) (198,893 ) (4,481 ) (32,521 ) 24,990 (211,143 ) Other income (expense) 3,613 (22,867 ) 715 (281 ) — (18,820 ) Total other income (expense) 247,955 241,838 (3,546 ) (32,802 ) (683,408 ) (229,963 ) Income tax benefit (provision) 2,472 99,148 (231,504 ) 7,756 — (122,128 ) Net income (loss) 245,301 263,152 470,472 (39,316 ) (688,847 ) 250,762 Net income attributable to the noncontrolling interests — — — (4,937 ) (524 ) (5,461 ) Net income (loss) attributable to Sinclair Broadcast Group $ 245,301 $ 263,152 $ 470,472 $ (44,253 ) $ (689,371 ) $ 245,301 Comprehensive income (loss) $ 250,789 $ 263,179 $ 470,472 $ (39,316 ) $ (694,335 ) $ 250,789 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE YEAR ENDED DECEMBER 31, 2015 (In thousands) Sinclair Broadcast Group, Inc. Sinclair Television Group, Inc. Guarantor Subsidiaries and KDSM, LLC Non- Guarantor Subsidiaries Eliminations Sinclair Consolidated Net revenue $ — $ — $ 2,076,851 $ 221,633 $ (79,348 ) $ 2,219,136 Media production expenses — — 725,037 82,450 (74,288 ) 733,199 Selling, general and administrative 4,441 58,543 418,885 14,272 (167 ) 495,974 Depreciation, amortization and other operating expenses 1,065 3,779 433,690 131,373 (2,680 ) 567,227 Total operating expenses 5,506 62,322 1,577,612 228,095 (77,135 ) 1,796,400 Operating (loss) income (5,506 ) (62,322 ) 499,239 (6,462 ) (2,213 ) 422,736 Equity in earnings of consolidated subsidiaries 170,104 343,183 195 — (513,482 ) — Interest expense (382 ) (180,166 ) (4,658 ) (30,022 ) 23,781 (191,447 ) Other income (expense) 4,765 (151 ) 269 (2,379 ) — 2,504 Total other income (expense) 174,487 162,866 (4,194 ) (32,401 ) (489,701 ) (188,943 ) Income tax benefit (provision) 2,543 81,626 (146,331 ) 4,468 — (57,694 ) Net income (loss) 171,524 182,170 348,714 (34,395 ) (491,914 ) 176,099 Net income attributable to the noncontrolling interests — — — (4,914 ) 339 (4,575 ) Net income (loss) attributable to Sinclair Broadcast Group $ 171,524 $ 182,170 $ 348,714 $ (39,309 ) $ (491,575 ) $ 171,524 Comprehensive income (loss) $ 181,720 $ 187,791 $ 351,760 $ (39,309 ) $ (500,242 ) $ 181,720 |
Schedule of condensed consolidating statement of cash flows | CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2017 (In thousands) Sinclair Sinclair Guarantor Non- Eliminations Sinclair NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES $ (8,659 ) $ (180,966 ) $ 599,761 $ 12,424 $ 8,544 431,104 CASH FLOWS (USED IN) FROM INVESTING ACTIVITIES: Acquisition of property and equipment (130 ) (14,973 ) (68,475 ) (2,930 ) 2,696 (83,812 ) Acquisition of businesses, net of cash acquired — (8,308 ) (262,965 ) — — (271,273 ) Purchase of alarm monitoring contracts — — — (5,682 ) — (5,682 ) Proceeds from sale of assets — — — 192,634 — 192,634 Investments in equity and cost method investees (946 ) (720 ) (20,701 ) (32,762 ) — (55,129 ) Other, net 6,597 11,551 768 6,321 — 25,237 Net cash flows (used in) from investing activities 5,521 (12,450 ) (351,373 ) 157,581 2,696 (198,025 ) CASH FLOWS (USED IN) FROM FINANCING ACTIVITIES: Proceeds from notes payable, commercial bank financing and capital leases — 159,669 — 7,128 — 166,797 Repayments of notes payable, commercial bank financing and capital leases — (213,919 ) (1,865 ) (120,717 ) — (336,501 ) Proceeds from the sale of Class A Common Stock 487,883 — — — — 487,883 Dividends paid on Class A and Class B Common Stock (71,364 ) — — — — (71,364 ) Repurchase of outstanding Class A Common Stock (30,287 ) — — — — (30,287 ) Noncontrolling interests distributions — — — (22,416 ) — (22,416 ) Increase (decrease) in intercompany payables (381,344 ) 660,911 (242,402 ) (25,605 ) (11,560 ) — Other, net (1,750 ) 288 (2,523 ) (2,184 ) 320 (5,849 ) Net cash flows (used in) from financing activities 3,138 606,949 (246,790 ) (163,794 ) (11,240 ) 188,263 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 413,533 1,598 6,211 — 421,342 CASH AND CASH EQUIVALENTS, beginning of period — 232,297 10,675 17,012 — 259,984 CASH AND CASH EQUIVALENTS, end of period $ — $ 645,830 $ 12,273 $ 23,223 $ — $ 681,326 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2016 (In thousands) Sinclair Sinclair Guarantor Non- Eliminations Sinclair NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES $ (11,784 ) $ (150,230 ) $ 721,991 $ 7,914 $ 23,875 $ 591,766 CASH FLOWS (USED IN) FROM INVESTING ACTIVITIES: Acquisition of property and equipment — (8,006 ) (82,450 ) (5,009 ) 1,000 (94,465 ) Acquisition of businesses, net of cash acquired — — (415,482 ) (10,375 ) — (425,857 ) Purchase of alarm monitoring contracts — — — (40,206 ) — (40,206 ) Proceeds from sale of broadcast assets — — 7,263 9,133 — 16,396 Investments in equity and cost method investees (2,945 ) (15,620 ) (27 ) (32,655 ) — (51,247 ) Other, net 1,714 (21,395 ) 3,985 5,072 — (10,624 ) Net cash flows (used in) from investing activities (1,231 ) (45,021 ) (486,711 ) (74,040 ) 1,000 (606,003 ) CASH FLOWS (USED IN) FROM FINANCING ACTIVITIES: Proceeds from notes payable, commercial bank financing and capital leases — 995,000 — 29,912 — 1,024,912 Repayments of notes payable, commercial bank financing and capital leases — (650,422 ) (1,633 ) (19,160 ) — (671,215 ) Dividends paid on Class A and Class B Common Stock (65,909 ) — — — — (65,909 ) Repurchase of outstanding Class A Common Stock (136,283 ) — — — — (136,283 ) Payments for deferred financing costs — (15,430 ) — (251 ) — (15,681 ) Noncontrolling interest distributions — — — (10,464 ) — (10,464 ) Increase (decrease) in intercompany payables 218,054 (17,778 ) (224,551 ) 49,403 (25,128 ) — Other, net (2,847 ) 407 1,344 (268 ) 253 (1,111 ) Net cash flows (used in) from financing activities 13,015 311,777 (224,840 ) 49,172 (24,875 ) 124,249 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 116,526 10,440 (16,954 ) — 110,012 CASH AND CASH EQUIVALENTS, beginning of period — 115,771 235 33,966 — 149,972 CASH AND CASH EQUIVALENTS, end of period $ — $ 232,297 $ 10,675 $ 17,012 $ — $ 259,984 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2015 (In thousands) Sinclair Sinclair Guarantor Non- Eliminations Sinclair NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES $ (3,759 ) $ (131,363 ) $ 530,768 $ (16,864 ) $ 24,145 $ 402,927 CASH FLOWS (USED IN) FROM INVESTING ACTIVITIES: Acquisition of property and equipment — (6,605 ) (84,079 ) (2,586 ) 1,849 (91,421 ) Acquisition of businesses, net of cash acquired — — (17,011 ) — — (17,011 ) Purchase of alarm monitoring contracts — — — (39,185 ) — (39,185 ) Proceeds from sale of broadcast assets — — 23,650 — — 23,650 Investments in equity and cost method investees — (8,998 ) (27 ) (35,690 ) — (44,715 ) Other, net 4,598 (5,447 ) 575 17,645 — 17,371 Net cash flows (used in) from investing activities 4,598 (21,050 ) (76,892 ) (59,816 ) 1,849 (151,311 ) CASH FLOWS (USED IN) FROM FINANCING ACTIVITIES: Proceeds from notes payable, commercial bank financing and capital leases — 349,562 — 33,325 — 382,887 Repayments of notes payable, commercial bank financing and capital leases (528 ) (382,691 ) (1,286 ) (10,642 ) — (395,147 ) Dividends paid on Class A and Class B Common Stock (62,733 ) — — — — (62,733 ) Repurchases of outstanding Class A Common Stock (28,823 ) — — — — (28,823 ) Payments for deferred financing costs — (3,604 ) — (243 ) — (3,847 ) Noncontrolling interest distributions — — — (9,918 ) — (9,918 ) Increase (decrease) in intercompany payables 89,319 303,755 (452,897 ) 85,953 (26,130 ) — Other, net 1,926 (2,232 ) (1,207 ) (368 ) 136 (1,745 ) Net cash flows (used in) from financing activities (839 ) 264,790 (455,390 ) 98,107 (25,994 ) (119,326 ) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 112,377 (1,514 ) 21,427 — 132,290 CASH AND CASH EQUIVALENTS, beginning of period — 3,394 1,749 12,539 — 17,682 CASH AND CASH EQUIVALENTS, end of period $ — $ 115,771 $ 235 $ 33,966 $ — $ 149,972 |
QUARTERLY FINANCIAL INFORMATI39
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of the quarterly financial information (unaudited) | QUARTERLY FINANCIAL INFORMATION (UNAUDITED): (In thousands, except per share data) For the Quarter Ended 3/31/2017 6/30/2017 9/30/2017 12/31/2017 (a) Total revenues, net $ 649,935 $ 679,290 $ 670,891 $ 734,002 Operating income $ 157,629 $ 118,849 $ 103,447 $ 357,581 Net income $ 70,703 $ 46,035 $ 32,566 $ 444,800 Net income attributable to Sinclair Broadcast Group $ 57,202 $ 44,645 $ 30,637 $ 443,529 Basic earnings per common share $ 0.62 $ 0.43 $ 0.30 $ 4.36 Diluted earnings per common share $ 0.61 $ 0.43 $ 0.30 $ 4.32 (a) During the three months ended December 31, 2017, we recognized a gain of $225.3 million for vacating spectrum in certain markets as discussed in Broadcast Spectrum Auction under Note 2. Acquisitions and Dispositions of Assets ; and a non-recurring benefit of $272.1 million to reflect the estimated effect of the Tax Reform as discussed in Note 9. Income Taxes . For the Quarter Ended 3/31/2016 6/30/2016 9/30/2016 12/31/2016 Total revenues, net $ 578,889 $ 666,534 $ 693,835 $ 797,691 Operating income $ 86,339 $ 129,074 $ 153,994 $ 233,446 Net income $ 25,629 $ 50,600 $ 52,033 $ 122,500 Net income attributable to Sinclair Broadcast Group $ 24,140 $ 49,419 $ 50,845 $ 120,897 Basic earnings per common share $ 0.25 $ 0.52 $ 0.54 $ 1.34 Diluted earnings per common share $ 0.25 $ 0.52 $ 0.54 $ 1.32 |
NATURE OF OPERATIONS AND SUMM40
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Nature of Operations (Details) | Dec. 31, 2017channelstationmarket |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of television stations owned | station | 191 |
Number of markets | market | 89 |
Number of channels | channel | 601 |
NATURE OF OPERATIONS AND SUMM41
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Variable Interest Entities, Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Variable Interest Entities | |||
Income from equity and cost method investments | $ (13,919) | $ 1,735 | $ 964 |
Consolidated VIEs, aggregated | Minimum | |||
Variable Interest Entities | |||
Outsourcing agreement initial term | 5 years | ||
Consolidated VIEs | Eliminations | |||
Variable Interest Entities | |||
Liabilities associated with the certain outsourcing agreements and purchase options | $ 116,500 | 74,500 | |
Consolidated VIEs | Cunningham | Eliminations | |||
Variable Interest Entities | |||
Total payments made under the LMA excluded from liabilities | 44,000 | 40,800 | |
Total capital leased assets excluded from VIE consolidation | 4,500 | 4,500 | |
VIEs which are not primary beneficiary | |||
Variable Interest Entities | |||
Carrying amount of investments in VIEs | 115,700 | 117,000 | |
Income from equity and cost method investments | $ (5,300) | $ 2,500 | $ 7,700 |
NATURE OF OPERATIONS AND SUMM42
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Variable Interest Entities Balance Sheet Disclosure (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
CURRENT ASSETS: | |||
Accounts receivable | $ 566,464 | $ 513,954 | |
Other current assets | 54,310 | 41,849 | |
Total current assets | 1,714,747 | 905,088 | |
Program contract costs, less current portion | 3,202 | 8,919 | |
Property and equipment, net | 738,298 | 717,576 | |
Definite-lived intangible assets, net | 1,801,670 | 1,944,403 | |
Other assets | 241,645 | 220,630 | |
Total assets | [1] | 6,784,470 | 5,963,168 |
Current liabilities: | |||
Other current liabilities | 194,897 | 133,193 | |
Long-term liabilities | |||
Notes payable, capital leases and commercial bank financing, less current portion | 3,875,116 | 4,014,932 | |
Program contracts payable, less current portion | 41,909 | 53,836 | |
Other long-term liabilities | 79,009 | 76,493 | |
Total liabilities | [1] | 5,250,104 | 5,405,232 |
Consolidated VIEs, aggregated | |||
CURRENT ASSETS: | |||
Accounts receivable | 19,566 | 21,879 | |
Other current assets | 8,937 | 12,076 | |
Total current assets | 28,503 | 33,955 | |
Program contract costs, less current portion | 822 | 2,468 | |
Property and equipment, net | 6,215 | 2,996 | |
Goodwill and indefinite-lived intangible assets | 15,064 | 16,475 | |
Definite-lived intangible assets, net | 74,442 | 79,509 | |
Other assets | 5,601 | 6,871 | |
Total assets | 130,647 | 142,274 | |
Current liabilities: | |||
Other current liabilities | 23,564 | 18,992 | |
Long-term liabilities | |||
Notes payable, capital leases and commercial bank financing, less current portion | 23,217 | 19,449 | |
Program contracts payable, less current portion | 11,213 | 14,353 | |
Other long-term liabilities | 650 | 12,921 | |
Total liabilities | $ 58,644 | $ 65,715 | |
[1] | Our consolidated total assets as of December 31, 2017 and 2016 include total assets of variable interest entities (VIEs) of $130.6 million and $142.3 million, respectively, which can only be used to settle the obligations of the VIEs. Our consolidated total liabilities as of December 31, 2017 and 2016 include total liabilities of the VIEs of $27.0 million and $40.9 million, respectively, for which the creditors of the VIEs have no recourse to us. See Note 1. Nature of Operations and Summary of Significant Accounting Policies. |
NATURE OF OPERATIONS AND SUMM43
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Recent Accounting Pronouncements (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Advertising barter transactions, advertising barter revenues and expenses | $ 97.9 | $ 114.4 | $ 93.2 |
NATURE OF OPERATIONS AND SUMM44
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Receivable (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Rollforward of the allowance for doubtful accounts | |||
Balance at beginning of period | $ 2,124 | $ 4,495 | $ 4,246 |
Charged to expense | 2,837 | 1,974 | 1,292 |
Net write-offs | (2,371) | (4,345) | (1,043) |
Balance at end of period | $ 2,590 | $ 2,124 | $ 4,495 |
NATURE OF OPERATIONS AND SUMM45
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Programming (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Minimum | |
Programming | |
Contract period | 1 year |
Maximum | |
Programming | |
Contract period | 7 years |
Programming Contracts with One Year Period | |
Programming | |
Period of program contracts amortized on straight-line basis | 1 year |
Programming Contracts with Two Year Periods | |
Programming | |
Period of program contracts amortized on straight-line basis | 2 years |
NATURE OF OPERATIONS AND SUMM46
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Other Assets (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017USD ($)investment | Dec. 31, 2016USD ($) | |
Other Assets | ||
Total other assets | $ 241,645 | $ 220,630 |
Unfunded commitments related to private equity investment funds | 10,700 | 13,500 |
Impairment on investments | $ 3,300 | 2,500 |
Number of real estate investments impaired | investment | 3 | |
Other Assets | ||
Other Assets | ||
Equity and cost method investments | $ 184,255 | 168,572 |
Unamortized costs related to debt issuances | 3,399 | 4,936 |
Deferred compensation plan assets | 20,494 | 9,906 |
Other | 33,497 | 37,216 |
Total other assets | $ 241,645 | $ 220,630 |
NATURE OF OPERATIONS AND SUMM47
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Compensation and employee health insurance | $ 87,003 | $ 78,682 |
Interest | 42,794 | 41,979 |
Deferred revenue | 41,287 | 25,692 |
Deferred barter revenue | 8,235 | 6,040 |
Programming related obligations | 89,728 | 76,962 |
Other accruals relating to operating expenses | 101,356 | 99,190 |
Total accounts payable and accrued liabilities | $ 370,403 | $ 328,545 |
NATURE OF OPERATIONS AND SUMM48
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Supplemental Information - Statement of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Income taxes paid | $ 128,168 | $ 108,347 | $ 106,979 |
Income tax refunds | 1,508 | 12,193 | 196 |
Interest paid | 203,800 | 191,117 | 182,425 |
Non- cash transactions | |||
Non-cash transaction property and equipment | $ 9,500 | $ 5,900 | |
Non-cash transactions related to capital lease obligations | $ 2,800 |
NATURE OF OPERATIONS AND SUMM49
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Advertising Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Total advertising expenses | $ 20.6 | $ 18.5 | $ 23.9 |
NATURE OF OPERATIONS AND SUMM50
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Post-retirement Benefits (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | |
Post-retirement Benefits | |||
Pension expense | $ 9,300 | ||
Unamortized actuarial loss | 8,000 | ||
Liability related to underfunded status of defined benefit pension plan | $ 4,600 | ||
Future expected benefits payment | |||
2,018 | $ 1,714 | ||
2,019 | 1,630 | ||
2,020 | 1,561 | ||
2,021 | 1,495 | ||
2,022 | 1,364 | ||
Next 5 years | 6,403 | ||
Fisher SERP | Fisher | |||
Post-retirement Benefits | |||
Estimated projected benefit obligation | 21,500 | ||
Benefit payments | 1,800 | $ 1,700 | |
Periodic pension expense | 800 | 900 | |
Actuarial gain | $ 1,000 | $ 100 | |
Discount rate for projected benefit obligation (as a percent) | 3.46% | 3.89% | |
Fisher SERP | Fisher | Accrued expenses | |||
Post-retirement Benefits | |||
Estimated projected benefit obligation | $ 1,700 | ||
Fisher SERP | Fisher | Other long-term liabilities | |||
Post-retirement Benefits | |||
Estimated projected benefit obligation | $ 19,800 |
ACQUISITIONS AND DISPOSITIONS51
ACQUISITIONS AND DISPOSITIONS OF ASSETS - Narrative (Details) $ / shares in Units, $ in Thousands | Sep. 01, 2017USD ($)stationmarket | Jul. 31, 2017USD ($) | Mar. 31, 2017USD ($) | Feb. 28, 2017USD ($)station | Mar. 31, 2016USD ($) | Dec. 31, 2017USD ($)stationmarket | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($)stationmarket | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($)station | Dec. 31, 2017USD ($)stationmarket | May 31, 2017stationmarket$ / sharesshares |
Acquisitions | ||||||||||||
Cash paid | $ 15,500 | $ 704,500 | ||||||||||
Working capital adjustment | $ 2,300 | |||||||||||
Number of television stations owned | station | 191 | 191 | 191 | |||||||||
Number of markets | market | 89 | 89 | 89 | |||||||||
Increase to goodwill | $ 307 | $ 40 | ||||||||||
Amortization period, weighted average useful life | 14 years | |||||||||||
Number of businesses acquired | station | 1 | |||||||||||
Acquisition costs related to legal and other professioanl services | $ 1,100 | 1,400 | $ 500 | |||||||||
Broadcast incentive auction proceeds | $ 310,800 | |||||||||||
Gain (loss) recognized on sale | $ 225,300 | 225,300 | ||||||||||
Deferred spectrum auction proceeds | 84,341 | 84,341 | 0 | $ 84,341 | ||||||||
Number of stations assigned new channels | station | 98 | |||||||||||
Total legislation funds to reimburse stations | $ 1,750,000 | |||||||||||
Bonten | ||||||||||||
Acquisitions | ||||||||||||
Cash paid | $ 240,000 | |||||||||||
Working capital adjustment | $ 1,100 | |||||||||||
Number of television stations owned | station | 14,000 | |||||||||||
Number of markets | market | 8,000 | |||||||||||
Number of stations to which sales services were provided | station | 4,000 | |||||||||||
Increase to property and equipment | 4,300 | |||||||||||
Increase to definite-lived intangible assets | 4,000 | |||||||||||
Decrease to indefinite-lived intangible assets | (7,900) | |||||||||||
Increase to other long term liabilities | (8,700) | |||||||||||
Increase to goodwill | $ 8,700 | |||||||||||
Finite-lived intangible assets acquired | $ 161,900 | |||||||||||
Goodwill, expected tax deductible amount | 5,600 | |||||||||||
Other Acquisitions | ||||||||||||
Acquisitions | ||||||||||||
Cash paid | 27,000 | |||||||||||
Working capital adjustment | 2,700 | |||||||||||
Tennis Channel | ||||||||||||
Acquisitions | ||||||||||||
Cash paid | $ 350,000 | |||||||||||
Working capital adjustment | 4,100 | |||||||||||
Other Acquisitions In 2016 | ||||||||||||
Acquisitions | ||||||||||||
Cash paid | 72,000 | |||||||||||
Working capital adjustment | 100 | |||||||||||
Tribune Media Company | ||||||||||||
Acquisitions | ||||||||||||
Number of television stations owned | station | 42,000,000 | |||||||||||
Number of markets | market | 33,000,000 | |||||||||||
Acquisition costs related to legal and other professioanl services | $ 20,500 | |||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Disposals in 2016 | ||||||||||||
Acquisitions | ||||||||||||
Value of consideration given, non-cash | 23,800 | |||||||||||
Gain on sale of broadcast assets | $ 4,400 | |||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Alarm Funding Associates | ||||||||||||
Acquisitions | ||||||||||||
Sales agreement price | $ 200,000 | |||||||||||
Working capital and transaction costs from sale | 5,000 | |||||||||||
Gain recognized on sale of broadcast assets | 53,000 | |||||||||||
Gain (loss) on disposal, attributable to non-controlling interest | $ 12,300 | |||||||||||
Network affiliations | Bonten | ||||||||||||
Acquisitions | ||||||||||||
Finite-lived intangible assets acquired | 53,300 | |||||||||||
Other intangible assets | Bonten | ||||||||||||
Acquisitions | ||||||||||||
Finite-lived intangible assets acquired | $ 108,600 | |||||||||||
Network Affiliations and Other Intangible Assets | Bonten | ||||||||||||
Acquisitions | ||||||||||||
Amortization period, weighted average useful life | 14 years | |||||||||||
Customer relationships | Tennis Channel | ||||||||||||
Acquisitions | ||||||||||||
Finite-lived intangible assets acquired | $ 272,700 | |||||||||||
Amortization period, weighted average useful life | 15 years | |||||||||||
Tribune Media Company, Stockholders | Tribune Media Company | ||||||||||||
Acquisitions | ||||||||||||
Share price, consideration transferred (in dollars per share) | $ / shares | $ 35 | |||||||||||
Class A Common Stock | Tribune Media Company, Stockholders | Tribune Media Company | ||||||||||||
Acquisitions | ||||||||||||
Share conversion rate, consideration transferred (in shares) | shares | 0.23 | |||||||||||
FOX | Tribune Media Company | ||||||||||||
Acquisitions | ||||||||||||
Number of television stations owned | station | 14 | |||||||||||
CW | Tribune Media Company | ||||||||||||
Acquisitions | ||||||||||||
Number of television stations owned | station | 12 | |||||||||||
CBS | Tribune Media Company | ||||||||||||
Acquisitions | ||||||||||||
Number of television stations owned | station | 6 | |||||||||||
ABC | Tribune Media Company | ||||||||||||
Acquisitions | ||||||||||||
Number of television stations owned | station | 3 | |||||||||||
NBC | Tribune Media Company | ||||||||||||
Acquisitions | ||||||||||||
Number of television stations owned | station | 2 | |||||||||||
MyNetworkTV | Tribune Media Company | ||||||||||||
Acquisitions | ||||||||||||
Number of television stations owned | station | 3 | |||||||||||
Independent Station | Tribune Media Company | ||||||||||||
Acquisitions | ||||||||||||
Number of television stations owned | station | 2 | |||||||||||
Scenario, Forecast | ||||||||||||
Acquisitions | ||||||||||||
Total capital expenditure | $ 69,000 |
ACQUISITIONS AND DISPOSITIONS52
ACQUISITIONS AND DISPOSITIONS OF ASSETS - Fair Value of Acquired Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Sep. 01, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 |
Acquisitions | |||||
Goodwill | $ 2,124,033 | $ 1,990,746 | $ 1,931,093 | ||
Bonten | |||||
Acquisitions | |||||
Accounts receivable | $ 14,665 | ||||
Prepaid expenses and other current assets | 633 | ||||
Program contract costs | 683 | ||||
Property and equipment | 27,295 | ||||
Definite-lived intangible assets | 161,936 | ||||
Indefinite-lived intangible assets | 425 | ||||
Other assets | 3,609 | ||||
Accounts payable and accrued liabilities | (8,428) | ||||
Program contracts payable | (783) | ||||
Deferred tax liability | (66,158) | ||||
Other long term liabilities | (12,156) | ||||
Fair value of identifiable net assets acquired | 121,721 | ||||
Goodwill | 119,426 | ||||
Total | $ 241,147 | ||||
Tennis Channel | |||||
Acquisitions | |||||
Accounts receivable | $ 17,629 | ||||
Prepaid expenses and other current assets | 6,518 | ||||
Property and equipment | 5,964 | ||||
Definite-lived intangible assets | 272,686 | ||||
Indefinite-lived intangible assets | 23,400 | ||||
Other assets | 619 | ||||
Accounts payable and accrued liabilities | (7,414) | ||||
Capital leases | (115) | ||||
Deferred tax liability | (16,991) | ||||
Other long term liabilities | (1,669) | ||||
Fair value of identifiable net assets acquired | 300,627 | ||||
Goodwill | 53,427 | ||||
Total | $ 354,054 |
ACQUISITIONS AND DISPOSITIONS53
ACQUISITIONS AND DISPOSITIONS OF ASSETS - Acquired Operations Included in the Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Acquisitions | |||||||||||
Media revenues | $ 2,543,876 | $ 2,499,549 | $ 2,011,946 | ||||||||
Operating income (loss) | $ 357,581 | $ 103,447 | $ 118,849 | $ 157,629 | $ 233,446 | $ 153,994 | $ 129,074 | $ 86,339 | 737,506 | 602,853 | 422,736 |
Bonten | |||||||||||
Acquisitions | |||||||||||
Media revenues | 30,907 | 0 | 0 | ||||||||
Operating income (loss) | 7,448 | 0 | 0 | ||||||||
Tennis Channel | |||||||||||
Acquisitions | |||||||||||
Media revenues | 132,584 | 84,040 | 0 | ||||||||
Operating income (loss) | 19,420 | (1,990) | 0 | ||||||||
Other Acquisitions In 2017 | |||||||||||
Acquisitions | |||||||||||
Media revenues | 11,108 | 0 | 0 | ||||||||
Operating income (loss) | (89) | 0 | 0 | ||||||||
Other Acquisitions In 2016 | |||||||||||
Acquisitions | |||||||||||
Media revenues | 66,698 | 49,186 | 0 | ||||||||
Operating income (loss) | 18,392 | 18,311 | 0 | ||||||||
Other Acquisitions in 2015 | |||||||||||
Acquisitions | |||||||||||
Media revenues | 2,102 | 2,676 | 1,007 | ||||||||
Operating income (loss) | 158 | 646 | 426 | ||||||||
Total Acquisitions | |||||||||||
Acquisitions | |||||||||||
Media revenues | 243,399 | 135,902 | 1,007 | ||||||||
Operating income (loss) | $ 45,329 | $ 16,967 | $ 426 |
ACQUISITIONS AND DISPOSITIONS54
ACQUISITIONS AND DISPOSITIONS OF ASSETS - Pro Forma Results (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Pro Forma Information | |||
Total revenues | $ 2,790,793 | $ 2,835,174 | $ 2,310,392 |
Net Income | 597,370 | 253,374 | 168,364 |
Net Income attributable to Sinclair Broadcast Group | $ 579,279 | $ 247,913 | $ 163,789 |
Basic earnings per share attributable to Sinclair Broadcast Group (in dollars per share) | $ 5.80 | $ 2.65 | $ 1.72 |
Diluted earnings per share attributable to Sinclair Broadcast Group (in dollars per share) | $ 5.75 | $ 2.63 | $ 1.71 |
STOCK-BASED COMPENSATION PLAN55
STOCK-BASED COMPENSATION PLANS - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
STOCK-BASED COMPENSATION PLANS: | |||
Options outstanding (in shares) | 375,000 | ||
Weighted average exercise price of options (in dollars per share) | $ 31.08 | ||
Weighted average remaining contractual life of options | 8 years | ||
Aggregate intrinsic value of options | $ 2.5 | ||
Stock Based Compensation Plans | |||
STOCK-BASED COMPENSATION PLANS: | |||
Compensation expense | $ 18.5 | $ 16.9 | $ 18 |
ESPP | |||
STOCK-BASED COMPENSATION PLANS: | |||
Number of shares reserved for award (in shares) | 3,200,000 | ||
Compensation expense | $ 1 | 0.9 | 0.7 |
Number of shares available for future grant (in shares) | 850,876 | ||
ESPP | Maximum | |||
STOCK-BASED COMPENSATION PLANS: | |||
Percentage of the fair market value of common stock as of the first day of the quarter or on last day of the quarter | 85.00% | ||
RSAs | |||
STOCK-BASED COMPENSATION PLANS: | |||
Compensation expense | $ 3.2 | 2.8 | 5.3 |
Unrecognized compensation expense | $ 2 | ||
Unrestricted shares granted (in shares) | 103,955 | ||
Stock Grants | Non Employee Director | |||
STOCK-BASED COMPENSATION PLANS: | |||
Compensation expense | $ 0.7 | $ 0.6 | $ 0.6 |
Unrestricted shares granted (in shares) | 20,000 | 20,000 | 20,000 |
SARs | |||
STOCK-BASED COMPENSATION PLANS: | |||
Compensation expense | $ 6.6 | $ 4 | $ 2.6 |
SARs term | 10 years | ||
SAR's outstanding (in shares) | 2,610,000 | 2,310,000 | |
SAR's outstanding intrinsic value | $ 38.6 | ||
SAR's remaining contractual life | 6 years 110 days | ||
Stock Options | |||
STOCK-BASED COMPENSATION PLANS: | |||
Compensation expense | $ 0 | $ 0.4 | 0.8 |
401 (K) Plan | |||
STOCK-BASED COMPENSATION PLANS: | |||
Compensation expense relating to match | $ 7.3 | 6.9 | 6.2 |
Number of shares reserved for matches (in shares) | 3,000,000 | ||
Number of shares available for future grants (in shares) | 242,951 | ||
Subsidiary Stock Awards | |||
STOCK-BASED COMPENSATION PLANS: | |||
Compensation expense | $ 0 | $ 1.3 | $ 1.8 |
Class A Common Stock | LTIP | |||
STOCK-BASED COMPENSATION PLANS: | |||
Number of shares reserved for award (in shares) | 14,000,000 | ||
Number of shares (including forfeited shares) available for future grants | 6,487,654 | ||
Award Date, 2017 | RSAs | LTIP | |||
STOCK-BASED COMPENSATION PLANS: | |||
Vesting period | 2 years | ||
Percentage of restriction to be lapsed in year one from grant date | 50.00% | ||
Percentage of restriction to be lapsed in year two from grant date | 50.00% | ||
Award Date, 2016 | RSAs | LTIP | |||
STOCK-BASED COMPENSATION PLANS: | |||
Vesting period | 2 years | ||
Percentage of restriction to be lapsed in year one from grant date | 50.00% | ||
Percentage of restriction to be lapsed in year two from grant date | 50.00% | ||
Award Date, 2015 | RSAs | LTIP | |||
STOCK-BASED COMPENSATION PLANS: | |||
Vesting period | 2 years | ||
Percentage of restriction to be lapsed in year one from grant date | 50.00% | ||
Percentage of restriction to be lapsed in year two from grant date | 50.00% |
STOCK-BASED COMPENSATION PLAN56
STOCK-BASED COMPENSATION PLANS - Changes in Unvested Restricted Stock (Details) - RSAs | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
RSAs | |
Unvested shares at the beginning of the period (in shares) | shares | 146,975 |
Granted (in shares) | shares | 103,955 |
Vested (in shares) | shares | (98,750) |
Unvested shares at the end of the period (in shares) | shares | 152,180 |
Weighted-Average Price | |
Unvested shares at the beginning of the period (in dollars per share) | $ / shares | $ 29.18 |
Granted (in dollars per share) | $ / shares | 33.80 |
Vested (in dollars per share) | $ / shares | 28.09 |
Unvested shares at the end of the period (in dollars per share) | $ / shares | $ 33.04 |
STOCK-BASED COMPENSATION PLAN57
STOCK-BASED COMPENSATION PLANS - Summary of SAR Activity (Details) - SARs | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Stock Grants and SARs | |
Outstanding at the beginning of the year (in shares) | shares | 2,310,000 |
Granted (in shares) | shares | 500,000 |
Exercised (in shares) | shares | (200,000) |
Outstanding at the end of the year (in shares) | shares | 2,610,000 |
Weighted-Average Price | |
Outstanding at the beginning of the year (in dollars per share) | $ / shares | $ 19.23 |
Granted (in dollars per share) | $ / shares | 35.70 |
Exercised (in dollars per share) | $ / shares | 15.78 |
Outstanding at the end of the year (in dollars per share) | $ / shares | $ 22.65 |
STOCK-BASED COMPENSATION PLAN58
STOCK-BASED COMPENSATION PLANS - Inputs to Model the Value of Options Granted (Details) - Stock Appreciation Rights (SARs) And Employee Stock Option | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Assumptions used in valuation | |||
Risk-free interest rate (as a percent) | 2.10% | ||
Expected years to exercise | 5 years | 5 years | 5 years |
Expected volatility (as a percent) | 37.00% | ||
Annual dividend yield (as a percent) | 2.00% | 2.10% | |
Minimum | |||
Assumptions used in valuation | |||
Risk-free interest rate (as a percent) | 1.20% | 1.30% | |
Expected volatility (as a percent) | 37.50% | 42.10% | |
Annual dividend yield (as a percent) | 2.00% | ||
Maximum | |||
Assumptions used in valuation | |||
Risk-free interest rate (as a percent) | 1.90% | 1.90% | |
Expected volatility (as a percent) | 42.10% | 47.00% | |
Annual dividend yield (as a percent) | 2.70% |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property and equipment | |||
Property and equipment, gross | $ 1,486,637 | $ 1,402,735 | |
Less: accumulated depreciation | (748,339) | (685,159) | |
Total property and equipment, net | 738,298 | 717,576 | |
Capital lease depreciation expense | 4,200 | 4,200 | $ 3,900 |
Land and improvements | |||
Property and equipment | |||
Property and equipment, gross | 77,487 | 73,124 | |
Real estate held for development and sale | |||
Property and equipment | |||
Property and equipment, gross | 87,056 | 90,087 | |
Buildings and improvements | |||
Property and equipment | |||
Property and equipment, gross | $ 260,470 | 239,603 | |
Buildings and improvements | Minimum | |||
Property and equipment | |||
Estimated useful lives | 10 years | ||
Buildings and improvements | Maximum | |||
Property and equipment | |||
Estimated useful lives | 30 years | ||
Station equipment | |||
Property and equipment | |||
Property and equipment, gross | $ 779,779 | 702,004 | |
Station equipment | Minimum | |||
Property and equipment | |||
Estimated useful lives | 5 years | ||
Station equipment | Maximum | |||
Property and equipment | |||
Estimated useful lives | 10 years | ||
Office furniture and equipment | |||
Property and equipment | |||
Property and equipment, gross | $ 109,632 | 101,252 | |
Office furniture and equipment | Minimum | |||
Property and equipment | |||
Estimated useful lives | 5 years | ||
Office furniture and equipment | Maximum | |||
Property and equipment | |||
Estimated useful lives | 10 years | ||
Leasehold improvements | |||
Property and equipment | |||
Property and equipment, gross | $ 25,120 | 24,762 | |
Leasehold improvements | Minimum | |||
Property and equipment | |||
Estimated useful lives | 10 years | ||
Leasehold improvements | Maximum | |||
Property and equipment | |||
Estimated useful lives | 30 years | ||
Automotive equipment | |||
Property and equipment | |||
Property and equipment, gross | $ 63,513 | 56,507 | |
Automotive equipment | Minimum | |||
Property and equipment | |||
Estimated useful lives | 3 years | ||
Automotive equipment | Maximum | |||
Property and equipment | |||
Estimated useful lives | 5 years | ||
Capital leased assets | |||
Property and equipment | |||
Property and equipment, gross | $ 53,005 | 84,516 | |
Construction in progress | |||
Property and equipment | |||
Property and equipment, gross | $ 30,575 | $ 30,880 |
GOODWILL, INDEFINITE-LIVED IN60
GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER INTANGIBLE ASSETS - Change in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Change in the carrying amount of goodwill related to continuing operations | ||
Goodwill, net | $ 1,990,746 | $ 1,931,093 |
Acquisitions | 133,392 | 65,053 |
Measurement period adjustments related to prior year acquisitions | 307 | 40 |
Disposition of assets | (412) | (5,440) |
Goodwill, net | 2,124,033 | 1,990,746 |
VIEs which are not primary beneficiary | ||
Change in the carrying amount of goodwill related to continuing operations | ||
Goodwill, net | 800 | |
Goodwill, net | 800 | 800 |
Broadcast | ||
Change in the carrying amount of goodwill related to continuing operations | ||
Goodwill, net | 1,933,831 | 1,927,605 |
Acquisitions | 119,426 | 11,626 |
Measurement period adjustments related to prior year acquisitions | 153 | 40 |
Disposition of assets | 0 | (5,440) |
Goodwill, net | 2,053,410 | 1,933,831 |
Other | ||
Change in the carrying amount of goodwill related to continuing operations | ||
Goodwill, net | 56,915 | 3,488 |
Acquisitions | 13,966 | 53,427 |
Measurement period adjustments related to prior year acquisitions | 154 | 0 |
Disposition of assets | (412) | 0 |
Goodwill, net | $ 70,623 | $ 56,915 |
GOODWILL, INDEFINITE-LIVED IN61
GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER INTANGIBLE ASSETS - Broadcast Licenses (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Carrying amount of our broadcast licenses | ||
Beginning balance | $ 156,306 | $ 132,465 |
Acquisitions | 4,476 | 25,806 |
Disposition of assets | (1,411) | (1,965) |
Ending balance | 159,371 | 156,306 |
Consolidated VIEs | ||
Carrying amount of our broadcast licenses | ||
Beginning balance | 15,700 | |
Ending balance | 14,300 | 15,700 |
Broadcast | ||
Carrying amount of our broadcast licenses | ||
Beginning balance | 132,906 | 132,465 |
Acquisitions | 425 | 2,406 |
Disposition of assets | (1,411) | (1,965) |
Ending balance | 131,920 | 132,906 |
Other | ||
Carrying amount of our broadcast licenses | ||
Beginning balance | 23,400 | 0 |
Acquisitions | 4,051 | 23,400 |
Disposition of assets | 0 | 0 |
Ending balance | $ 27,451 | $ 23,400 |
GOODWILL, INDEFINITE-LIVED IN62
GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER INTANGIBLE ASSETS - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Amortized intangible assets: | |||
Goodwill | $ 2,124,033,000 | $ 1,990,746,000 | $ 1,931,093,000 |
Accumulated goodwill impairment | 413,573,000 | 413,600,000 | |
Goodwill impairment | $ 0 | 0 | 0 |
Amortization period, weighted average useful life | 14 years | ||
Amortization of definite-lived intangible assets and other assets | $ 178,822,000 | 183,795,000 | $ 161,454,000 |
Minimum | |||
Amortized intangible assets: | |||
Amortization period | 5 years | ||
Maximum | |||
Amortized intangible assets: | |||
Amortization period | 25 years | ||
Broadcast licenses | |||
Amortized intangible assets: | |||
Impairment charge | $ 0 | $ 0 |
GOODWILL, INDEFINITE-LIVED IN63
GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER INTANGIBLE ASSETS - Definite Lived Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Amortized intangible assets: | ||
Gross Carrying Amount | $ 2,726,624 | $ 2,744,295 |
Accumulated Amortization | (924,954) | (799,892) |
Finite-lived intangible assets, net | 1,801,670 | 1,944,403 |
Assets acquired in acquisition | 4,476 | 25,806 |
Estimated amortization expense of the definite-lived intangible assets | ||
For the year ended December 31, 2018 | 174,398 | |
For the year ended December 31, 2019 | 173,594 | |
For the year ended December 31, 2020 | 173,061 | |
For the year ended December 31, 2021 | 172,043 | |
For the year ended December 31, 2022 | 168,297 | |
Thereafter | 940,277 | |
Finite-lived intangible assets, net | 1,801,670 | 1,944,403 |
Network affiliations | ||
Amortized intangible assets: | ||
Gross Carrying Amount | 1,451,663 | 1,398,451 |
Accumulated Amortization | (514,575) | (427,484) |
Finite-lived intangible assets, net | 937,088 | 970,967 |
Estimated amortization expense of the definite-lived intangible assets | ||
Finite-lived intangible assets, net | 937,088 | 970,967 |
Customer relationships | ||
Amortized intangible assets: | ||
Gross Carrying Amount | 1,229,006 | 1,102,591 |
Accumulated Amortization | (373,966) | (294,114) |
Finite-lived intangible assets, net | 855,040 | 808,477 |
Estimated amortization expense of the definite-lived intangible assets | ||
Finite-lived intangible assets, net | 855,040 | 808,477 |
Other intangible assets | ||
Amortized intangible assets: | ||
Gross Carrying Amount | 45,955 | 243,253 |
Accumulated Amortization | (36,413) | (78,294) |
Finite-lived intangible assets, net | 9,542 | 164,959 |
Estimated amortization expense of the definite-lived intangible assets | ||
Finite-lived intangible assets, net | $ 9,542 | $ 164,959 |
NOTES PAYABLE AND COMMERCIAL 64
NOTES PAYABLE AND COMMERCIAL BANK FINANCING - Schedule of Notes Payable, Capital Leases and Commercial Bank Financing (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Aug. 30, 2016 | |
Debt Instrument [Line Items] | |||
Capital leases | $ 31,696 | $ 33,280 | |
Total outstanding principal | 4,073,545 | 4,229,512 | |
Less: Deferred financing costs and discount | (39,047) | (43,449) | |
Less: Current portion | (159,382) | (171,131) | |
Long-term debt | 3,875,116 | 4,014,932 | |
Debt of variable interest entities | |||
Debt Instrument [Line Items] | |||
Outstanding debt amount | 29,614 | 23,198 | |
Debt of other non-media related subsidiaries | |||
Debt Instrument [Line Items] | |||
Outstanding debt amount | 25,238 | 135,211 | |
Term Loan | Term Loan A-1 | |||
Debt Instrument [Line Items] | |||
Outstanding debt amount | 117,370 | 141,436 | |
Term Loan | Term Loan A-2 | |||
Debt Instrument [Line Items] | |||
Outstanding debt amount | 113,327 | 130,762 | |
Term Loan | Term Loan B | |||
Debt Instrument [Line Items] | |||
Outstanding debt amount | $ 1,356,300 | $ 1,365,625 | |
Senior Notes | 5.375% Senior Unsecured Notes due 2021 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.375% | 5.375% | |
Outstanding debt amount | $ 600,000 | $ 600,000 | |
Senior Notes | 6.125% Senior Unsecured Notes due 2022 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 6.125% | 6.125% | |
Outstanding debt amount | $ 500,000 | $ 500,000 | |
Senior Notes | 5.625% Senior Unsecured Notes due 2024 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.625% | ||
Outstanding debt amount | $ 550,000 | $ 550,000 | |
Senior Notes | 5.875% Senior Unsecured Notes due 2026 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.875% | 5.875% | |
Outstanding debt amount | $ 350,000 | $ 350,000 | |
Senior Notes | 5.125% Senior Unsecured Notes due 2027 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.125% | 5.125% | 5.125% |
Outstanding debt amount | $ 400,000 | $ 400,000 | |
Debt Instrument, Redemption, Period One | Senior Notes | |||
Debt Instrument [Line Items] | |||
Percent redeemable | 35.00% | ||
Debt Instrument, Redemption, Period Two | Senior Notes | |||
Debt Instrument [Line Items] | |||
Percent redeemable | 100.00% |
NOTES PAYABLE AND COMMERCIAL 65
NOTES PAYABLE AND COMMERCIAL BANK FINANCING - Schedule of Indebtedness Maturity (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
2,018 | $ 162,142 | |
2,019 | 40,692 | |
2,020 | 46,564 | |
2,021 | 686,802 | |
2,022 | 526,187 | |
2023 and thereafter | 2,627,738 | |
Net carrying value of debt | 4,090,125 | |
Less: Deferred financing costs and discount | (39,047) | $ (43,449) |
Less: Amount representing future interest | 16,580 | |
Net carrying value of debt | 4,034,498 | |
Capital Leases | ||
Debt Instrument [Line Items] | ||
2,018 | 5,010 | |
2,019 | 5,116 | |
2,020 | 4,877 | |
2,021 | 4,875 | |
2,022 | 4,752 | |
2023 and thereafter | 23,646 | |
Net carrying value of debt | 48,276 | |
Less: Amount representing future interest | 16,580 | |
Net carrying value of debt | 31,696 | |
Notes and Bank Credit Agreement | ||
Debt Instrument [Line Items] | ||
2,018 | 157,132 | |
2,019 | 35,576 | |
2,020 | 41,687 | |
2,021 | 681,927 | |
2,022 | 521,435 | |
2023 and thereafter | 2,604,092 | |
Net carrying value of debt | 4,041,849 | |
Less: Deferred financing costs and discount | (39,047) | |
Net carrying value of debt | $ 4,002,802 |
NOTES PAYABLE AND COMMERCIAL 66
NOTES PAYABLE AND COMMERCIAL BANK FINANCING - Additional Debt Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 03, 2017 | Jul. 19, 2016 | |
Debt Instrument [Line Items] | |||||
Interest expense | $ 212,315 | $ 211,143 | $ 191,447 | ||
Amortization of debt issuance costs and discounts | 7,700 | 10,800 | 9,700 | ||
Unamortized discount and debt issuance costs, net | 39,047 | 43,449 | |||
Bank Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Deferred financing costs related to amendment | $ 500 | $ 2,000 | $ 3,600 | ||
Unamortized discount and debt issuance costs, net | $ 11,600 | $ 2,700 |
NOTES PAYABLE AND COMMERCIAL 67
NOTES PAYABLE AND COMMERCIAL BANK FINANCING - Stated and Weighted Average Effective Interest Rates (Details) | 12 Months Ended | ||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Aug. 30, 2016 | |
Term Loan | Term Loan A-1 | |||
Debt Instrument [Line Items] | |||
Weighted average effective interest rate (as a percent) | 3.29% | 2.74% | |
Term Loan | Term Loan A-1 | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (as a percent) | 2.25% | ||
Term Loan | Term Loan A-2 | |||
Debt Instrument [Line Items] | |||
Weighted average effective interest rate (as a percent) | 3.30% | 2.82% | |
Term Loan | Term Loan A-2 | Minimum | |||
Debt Instrument [Line Items] | |||
Unrestricted cash first lien indebtedness ratio | 1.5 | ||
Term Loan | Term Loan A-2 | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (as a percent) | 2.25% | ||
Term Loan | Term Loan A-2 | LIBOR | Minimum | |||
Debt Instrument [Line Items] | |||
Interest rate margin (as a percent) | 2.00% | ||
Term Loan | Term Loan B | |||
Debt Instrument [Line Items] | |||
Weighted average effective interest rate (as a percent) | 3.32% | 3.53% | |
Term Loan | Term Loan B | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (as a percent) | 2.25% | ||
Senior Notes | 5.375% Senior Unsecured Notes due 2021 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.375% | 5.375% | |
Weighted average effective interest rate (as a percent) | 5.58% | 5.58% | |
Senior Notes | 6.125% Senior Unsecured Notes due 2022 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 6.125% | 6.125% | |
Weighted average effective interest rate (as a percent) | 6.31% | 6.31% | |
Senior Notes | 5.625% Senior Unsecured Notes due 2024 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.625% | ||
Weighted average effective interest rate (as a percent) | 5.83% | 5.83% | |
Senior Notes | 5.875% Senior Unsecured Notes due 2026 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.875% | 5.875% | |
Weighted average effective interest rate (as a percent) | 6.09% | 6.09% | |
Senior Notes | 5.125% Senior Unsecured Notes due 2027 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.125% | 5.125% | 5.125% |
Weighted average effective interest rate (as a percent) | 5.33% | 5.33% | |
Revolving Credit Facility | Line of credit | |||
Debt Instrument [Line Items] | |||
Weighted average effective interest rate (as a percent) | 0.00% | 2.98% | |
Maximum borrowing capacity | $ 485,200,000 | $ 485,200,000 | |
Aggregate borrowings outstanding | $ 0 | ||
Revolving Credit Facility | Line of credit | Minimum | |||
Debt Instrument [Line Items] | |||
Undrawn commitments fees (as a percent) | 0.25% | ||
Revolving Credit Facility | Line of credit | Maximum | |||
Debt Instrument [Line Items] | |||
Unrestricted cash first lien indebtedness ratio | 3 | ||
Undrawn commitments fees (as a percent) | 0.50% | ||
Revolving Credit Facility | Line of credit | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (as a percent) | 2.20% | ||
Letter of Credit | Line of credit | |||
Debt Instrument [Line Items] | |||
Aggregate borrowings outstanding | $ 800,000 | $ 1,900,000 |
NOTES PAYABLE AND COMMERCIAL 68
NOTES PAYABLE AND COMMERCIAL BANK FINANCING - Bank Credit Agreement Narrative (Details) - USD ($) $ in Thousands | Jan. 03, 2017 | Jul. 19, 2016 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||||||
Unamortized discount and debt issuance costs, net | $ 39,047 | $ 43,449 | ||||
(Gain) loss on extinguishment of debt | $ (1,404) | $ (23,699) | $ 0 | |||
Threshold percentage of aggregate broadcast cash flows used for defining material third-party licensees | 20.00% | |||||
Bank Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Unamortized discount and debt issuance costs, net | $ 11,600 | $ 2,700 | ||||
Amortization of financing costs | 7,700 | $ 300 | ||||
Unamortized debt discount | 3,400 | |||||
Debt issuance costs | $ 500 | |||||
(Gain) loss on extinguishment of debt | $ (1,400) |
NOTES PAYABLE AND COMMERCIAL 69
NOTES PAYABLE AND COMMERCIAL BANK FINANCING - Senior Unsecured Notes, Debt of Variable Interest Entities and Other Non-Media Subsidiaries (Details) - USD ($) $ in Thousands | Aug. 15, 2016 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||||
(Gain) loss on extinguishment of debt | $ (1,404) | $ (23,699) | $ 0 | ||
Debt of variable interest entities | |||||
Debt Instrument [Line Items] | |||||
Outstanding debt amount | $ 29,614 | $ 23,198 | |||
Weighted average effective interest rate (as a percent) | 3.59% | 3.31% | |||
Debt of other non-media related subsidiaries | |||||
Debt Instrument [Line Items] | |||||
Outstanding debt amount | $ 25,238 | $ 135,211 | |||
Weighted average effective interest rate (as a percent) | 4.31% | 6.41% | |||
Fixed interest rate (as a percent) | 6.50% | ||||
Senior Notes | 6.375% Senior Unsecured Notes due 2021 | |||||
Debt Instrument [Line Items] | |||||
Interest rate (as a percent) | 6.375% | ||||
Outstanding debt amount | $ 350,000 | ||||
Extinguishment of debt amount | $ 377,200 | ||||
(Gain) loss on extinguishment of debt | $ (23,700) | ||||
Write off of deferred debt issuance cost | 3,900 | ||||
Prepayment penalty | $ 19,800 | ||||
LIBOR | Debt of variable interest entities | |||||
Debt Instrument [Line Items] | |||||
Interest rate margin (as a percent) | 2.50% | ||||
LIBOR | Debt of other non-media related subsidiaries | |||||
Debt Instrument [Line Items] | |||||
Interest rate margin (as a percent) | 3.60% | ||||
Debt Instrument, Redemption, Period One | Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Percent redeemable | 35.00% | ||||
Debt Instrument, Redemption, Period Two | Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Percent redeemable | 100.00% |
NOTES PAYABLE AND COMMERCIAL 70
NOTES PAYABLE AND COMMERCIAL BANK FINANCING - Capital Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 03, 2017 | Jul. 19, 2016 | |
Debt Instrument [Line Items] | |||||
Interest expense | $ 212,315 | $ 211,143 | $ 191,447 | ||
Amortization of debt issuance costs and discounts | 7,700 | 10,800 | 9,700 | ||
Unamortized discount and debt issuance costs, net | $ 39,047 | 43,449 | |||
Tower leases | |||||
Debt Instrument [Line Items] | |||||
Capital leases, term | 15 years | ||||
Capital leased assets | Minimum | |||||
Debt Instrument [Line Items] | |||||
Term of renewal options | 5 years | ||||
Capital leased assets | Maximum | |||||
Debt Instrument [Line Items] | |||||
Term of renewal options | 10 years | ||||
Bank Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Deferred financing costs related to amendment | $ 500 | $ 2,000 | $ 3,600 | ||
Unamortized discount and debt issuance costs, net | $ 11,600 | $ 2,700 |
NOTES PAYABLE AND COMMERCIAL 71
NOTES PAYABLE AND COMMERCIAL BANK FINANCING - Commitment Letters and Incremental Term B Facility related to Tribune Acquisition (Details) - USD ($) | 1 Months Ended | ||||
Dec. 31, 2017 | May 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | Aug. 30, 2016 | |
Senior Notes | 5.125% Senior Unsecured Notes due 2027 | |||||
Debt Instrument [Line Items] | |||||
Interest rate (as a percent) | 5.125% | 5.125% | 5.125% | ||
Tribune Media Company | Extended Term Loan | |||||
Debt Instrument [Line Items] | |||||
Debt term | 9 years | ||||
Tribune Media Company | Senior Notes | Senior Notes 5.875 Percent Due 2022, Tribune Notes | |||||
Debt Instrument [Line Items] | |||||
Interest rate (as a percent) | 5.875% | ||||
Consent fee | $ 8,300,000 | ||||
Secured Debt | New Term B Loans, Maturing 2024 | |||||
Debt Instrument [Line Items] | |||||
Ticking fee rate, for 30-60 days | 1.25% | ||||
Ticking fee rate for 61-120 days | 2.50% | ||||
Secured Debt | Tribune Media Company | Incremental Term B Facility | |||||
Debt Instrument [Line Items] | |||||
Debt term | 7 years | ||||
Maximum borrowing capacity | $ 3,747,000,000 | ||||
Secured Debt | Tribune Media Company | New Term B Loans, Maturing 2024 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 3,700,000,000 | ||||
Bridge Loan | Tribune Media Company | Bridge Facility | |||||
Debt Instrument [Line Items] | |||||
Debt term | 1 year | ||||
Maximum borrowing capacity | $ 785,000,000 | ||||
Line of credit | Tribune Media Company | Incremental Revolving Commitments | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 225,000,000 | ||||
LIBOR | Secured Debt | New Term B Loans, Maturing 2024 | |||||
Debt Instrument [Line Items] | |||||
Interest rate margin (as a percent) | 2.50% | ||||
Ticking fee rate margin after 120 days | 2.50% |
PROGRAM CONTRACTS (Details)
PROGRAM CONTRACTS (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Future payments required under program contracts | ||
2,018 | $ 108,053 | |
2,019 | 16,040 | |
2,020 | 12,639 | |
2,021 | 8,885 | |
2,022 | 4,345 | |
Total | 149,962 | |
Less: Current portion | (108,053) | $ (109,702) |
Long-term portion of program contracts payable | $ 41,909 | $ 53,836 |
Lag period for film payments | 3 months | |
Program contract payments due in arrears | $ 29,500 | |
Non-cancelable commitments for future program rights | $ 130,500 |
COMMON STOCK (Details)
COMMON STOCK (Details) | Mar. 15, 2017USD ($)$ / sharesshares | Sep. 06, 2016USD ($) | Feb. 28, 2018$ / shares | Nov. 30, 2017$ / shares | Aug. 31, 2017$ / shares | May 31, 2017$ / shares | Feb. 28, 2017$ / shares | Nov. 30, 2016$ / shares | Aug. 31, 2016$ / shares | May 31, 2016$ / shares | Feb. 28, 2015$ / shares | Dec. 31, 2017USD ($)vote$ / sharesshares | Dec. 31, 2016$ / sharesshares | Dec. 31, 2015$ / shares | Aug. 30, 2016 | Mar. 20, 2014USD ($) |
Common Stock | ||||||||||||||||
Quarterly dividend declared (in dollars per share) | $ / shares | $ 0.18 | $ 0.18 | $ 0.18 | $ 0.18 | $ 0.18 | $ 0.18 | $ 0.18 | $ 0.165 | $ 0.72 | $ 0.71 | $ 0.66 | |||||
Dividend paid (in dollars per share) | $ / shares | $ 0.72 | $ 0.705 | ||||||||||||||
Share repurchase program, authorized amount | $ 150,000,000 | |||||||||||||||
Additional authorized repurchase amount | $ 150,000,000 | |||||||||||||||
Subsequent Event | ||||||||||||||||
Common Stock | ||||||||||||||||
Quarterly dividend declared (in dollars per share) | $ / shares | $ 0.18 | |||||||||||||||
Class A Common Stock | ||||||||||||||||
Common Stock | ||||||||||||||||
Number of votes holders of common stock are entitled for each share held | vote | 1 | |||||||||||||||
Number of shares repurchased (in shares) | shares | 1,000,000 | |||||||||||||||
Value of shares repurchased, gross | $ 30,300,000 | |||||||||||||||
Total remaining authorization amount | $ 88,800,000 | |||||||||||||||
Class B Common Stock | ||||||||||||||||
Common Stock | ||||||||||||||||
Number of votes holders of common stock are entitled for each share held | vote | 10 | |||||||||||||||
Number of Class B shares converted into Class A Common stock | shares | 0 | 257,673 | ||||||||||||||
Senior Notes | 6.125% Senior Unsecured Notes due 2022 | ||||||||||||||||
Common Stock | ||||||||||||||||
Interest rate (as a percent) | 6.125% | 6.125% | ||||||||||||||
Senior Notes | 5.875% Senior Unsecured Notes due 2026 | ||||||||||||||||
Common Stock | ||||||||||||||||
Interest rate (as a percent) | 5.875% | 5.875% | ||||||||||||||
Senior Notes | 5.375% Senior Unsecured Notes due 2021 | ||||||||||||||||
Common Stock | ||||||||||||||||
Interest rate (as a percent) | 5.375% | 5.375% | ||||||||||||||
Senior Notes | 5.125% Senior Unsecured Notes due 2027 | ||||||||||||||||
Common Stock | ||||||||||||||||
Interest rate (as a percent) | 5.125% | 5.125% | 5.125% | |||||||||||||
Senior Notes | 5.625% Senior Unsecured Notes. due 2024 | ||||||||||||||||
Common Stock | ||||||||||||||||
Interest rate (as a percent) | 5.625% | |||||||||||||||
Bank Credit Agreement | First Lien Indebtedness Ratio, 3.75 | Maximum | ||||||||||||||||
Common Stock | ||||||||||||||||
Unrestricted cash first lien indebtedness ratio | 3.75 | |||||||||||||||
Bank Credit Agreement | First Lien Indebtedness Ratio, 3.75-4.25 | ||||||||||||||||
Common Stock | ||||||||||||||||
Unrestricted cash first lien indebtedness ratio | 4.25 | |||||||||||||||
Amount of unrestricted annual cash payments (up to) | $ 200,000,000 | |||||||||||||||
Amount of unrestricted annual cash payments to be carry over to next year | 50,000,000 | |||||||||||||||
Additional aggregate basket (up to) | 250,000,000 | |||||||||||||||
Aggregate basket as long as no Event | $ 50,000,000 | |||||||||||||||
Public Offering | Class A Common Stock | ||||||||||||||||
Common Stock | ||||||||||||||||
Number of shares issued in public offering (in shares) | shares | 12,000,000 | |||||||||||||||
Price per share in public offering (in dollars per share) | $ / shares | $ 42 | |||||||||||||||
Net proceeds from public offering | $ 0 |
INCOME TAXES - Schedule of Prov
INCOME TAXES - Schedule of Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current provision for income taxes: | |||
Federal | $ 77,477 | $ 113,737 | $ 80,420 |
State | 6,625 | 2,273 | 5,720 |
Current income tax expense (benefit) | 84,102 | 116,010 | 86,140 |
Deferred (benefit) provision for income taxes: | |||
Federal | (196,468) | 8,555 | (26,637) |
State | 37,006 | (2,437) | (1,809) |
Deferred income tax expense (benefit) | (159,462) | 6,118 | (28,446) |
Provision for income taxes | $ (75,360) | $ 122,128 | $ 57,694 |
INCOME TAXES - Federal Tax Rate
INCOME TAXES - Federal Tax Rate Reconciliation (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of federal income taxes at the applicable statutory rate to the recorded provision from continuing operations | ||||
Federal statutory rate (as a percent) | 35.00% | 35.00% | 35.00% | |
Effective Income Tax Rate Reconciliation, Tax Credit, Percent [Abstract] | ||||
Federal tax reform (as a percent) | (54.30%) | 0.00% | 0.00% | |
State income taxes, net of federal tax benefit (as a percent) | 5.00% | 0.20% | 0.60% | |
Non-deductible items (as a percent) | 1.50% | 1.00% | 1.20% | |
Domestic production activities deduction (as a percent) | (1.70%) | (3.40%) | (3.90%) | |
Changes in unrecognized tax benefits (as a percent) | 0.50% | 0.30% | (1.90%) | |
Basis in stock subsidiaries (as a percent) | 0.00% | 0.00% | (5.50%) | |
Federal tax credits (as a percent) | (2.20%) | (0.40%) | (1.10%) | |
Other (as a percent) | 1.10% | 0.60% | 0.80% | |
Effective income tax rate (as a percent) | (15.10%) | 33.30% | 25.20% | |
Federal tax reform | $ 272.1 | $ 272.1 | ||
Reductions related to expiration of the applicable statute of limitations | 0.1 | $ 1 | $ 5.7 | |
Tax benefit realized, sale of stock of subsidiary | 12.6 | |||
Benefit from investment tax credits | 8.3 | |||
Benefit from research tax credits | $ 2.5 | $ 1.6 | $ 1.1 |
INCOME TAXES - Deferred Taxes T
INCOME TAXES - Deferred Taxes Temporary Difference (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Net operating and capital losses: | |||
Federal | $ 34,861 | $ 68,455 | |
State | 75,754 | 63,630 | |
Goodwill and intangible assets | 14,389 | 28,879 | |
Other | 33,462 | 44,873 | |
Deferred tax assets, Gross | 158,466 | 205,837 | |
Valuation allowance for deferred tax assets | (62,865) | (51,846) | $ (58,300) |
Total deferred tax assets | 95,601 | 153,991 | |
Deferred Tax Liabilities: | |||
Goodwill and intangible assets | (514,776) | (650,139) | |
Property & equipment, net | (80,630) | (80,950) | |
Other | (15,431) | (32,219) | |
Total deferred tax liabilities | (610,837) | (763,308) | |
Net deferred tax liabilities | $ (515,236) | $ (609,317) |
INCOME TAXES - Unrecognized Tax
INCOME TAXES - Unrecognized Tax Benefit Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at the beginning of the period | $ 4,739 | $ 3,257 | $ 7,138 |
Additions related to prior year tax positions | 2,019 | 420 | 1,458 |
Additions related to current year tax positions | 610 | 2,053 | 472 |
Reductions related to settlements with taxing authorities | (131) | 0 | (1,517) |
Reductions related to expiration of the applicable statute of limitations | 0 | (991) | (4,294) |
Balance at the end of the period | $ 7,237 | $ 4,739 | $ 3,257 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Increase (decrease) in valuation allowance | $ (11,100) | $ (6,500) | $ (600) |
Valuation allowance for deferred tax assets | 62,865 | $ 51,846 | $ 58,300 |
Decrease in unrecognized tax benefits is reasonably possible | $ 2,000 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Litigation (Details) | Dec. 21, 2017 |
Unfavorable Regulatory Action | |
Loss Contingencies [Line Items] | |
Proposed fine | 13.4 |
COMMITMENTS AND CONTINGENCIES80
COMMITMENTS AND CONTINGENCIES - Operating Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating Leases | |||
Rent expense from continuing operations under leases | $ 28,700 | $ 26,000 | $ 21,700 |
Future minimum payments under the leases | |||
2,018 | 25,115 | ||
2,019 | 24,015 | ||
2,020 | 21,209 | ||
2,021 | 19,101 | ||
2,022 | 17,856 | ||
2023 and thereafter | 90,832 | ||
Total | $ 198,128 | ||
Minimum | |||
Operating Leases | |||
Operating leases term | 1 year | ||
Maximum | |||
Operating Leases | |||
Operating leases term | 40 years |
COMMITMENTS AND CONTINGENCIES81
COMMITMENTS AND CONTINGENCIES - Changes in the Rules on Television Ownership (Details) $ in Thousands | Jul. 29, 2016 | Dec. 31, 2017USD ($)station | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2017USD ($)station | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 06, 2016station |
Loss Contingencies [Line Items] | |||||||||||||
Loss contingency period for ongoing compliance monitoring | 36 months | ||||||||||||
Revenue | $ | $ 734,002 | $ 670,891 | $ 679,290 | $ 649,935 | $ 797,691 | $ 693,835 | $ 666,534 | $ 578,889 | $ 2,734,118 | $ 2,736,949 | $ 2,219,136 | ||
FCC nation ownership cap, % of domestic households reached | 39.00% | ||||||||||||
Number of television stations owned | 191 | 191 | |||||||||||
LMA | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of separately owned television stations having programming agreement | 2 | ||||||||||||
Number of stations that programs substantial portions of the broadcast day and sells advertising time to programming segments | 1 | ||||||||||||
JSA | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Revenue | $ | $ 63,200 | $ 58,600 | $ 46,800 | ||||||||||
FCC Consent Decree Settlement | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of television stations owned | 34 | ||||||||||||
Loss contingency, % of domestic households reached, UHR discount applied | 25.00% |
RELATED PERSON TRANSACTIONS - T
RELATED PERSON TRANSACTIONS - Transactions With Our Controlling Shareholders (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related person transactions | |||
Capital lease payable, interest | $ (16,580) | ||
Leased assets or facilities | Entities owned by the controlling shareholders | |||
Related person transactions | |||
Amount paid | 5,100 | $ 5,100 | $ 5,100 |
Capital Leases | Entities owned by the controlling shareholders | |||
Related person transactions | |||
Capital leases payable | 14,152 | ||
Capital leases payable, net of interest | 17,800 | ||
Capital lease payable, interest | (4,926) | (6,400) | |
Charter Aircraft | Controlling shareholders | |||
Related person transactions | |||
Aircraft expense | $ 1,900 | $ 1,400 | $ 1,400 |
RELATED PERSON TRANSACTIONS - S
RELATED PERSON TRANSACTIONS - Schedule of Future Minimum Capital Lease Payments (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Related person transactions | ||
Less: Amount representing interest | $ (16,580) | |
Less: Current portion | (1,667) | $ (3,604) |
Notes payable and capital leases to affiliates, less current portion | 12,485 | 14,181 |
Entities owned by the controlling shareholders | Capital Leases | ||
Related person transactions | ||
2,018 | 2,834 | |
2,019 | 2,978 | |
2,020 | 3,093 | |
2,021 | 3,046 | |
2,022 | 2,441 | |
2023 and thereafter | 4,686 | |
Total minimum payments due | 19,078 | |
Less: Amount representing interest | (4,926) | $ (6,400) |
Total capital leases payable | 14,152 | |
Less: Current portion | (1,667) | |
Notes payable and capital leases to affiliates, less current portion | $ 12,485 |
RELATED PERSON TRANSACTIONS - C
RELATED PERSON TRANSACTIONS - Cunningham Broadcasting Corporation (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||
Aug. 31, 2016USD ($) | Apr. 30, 2016USD ($) | Jan. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Sep. 30, 2017 | Dec. 31, 2017USD ($)renewal | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Related person transactions | |||||||||||||||
Revenue | $ 734,002 | $ 670,891 | $ 679,290 | $ 649,935 | $ 797,691 | $ 693,835 | $ 666,534 | $ 578,889 | $ 2,734,118 | $ 2,736,949 | $ 2,219,136 | ||||
Cunningham | |||||||||||||||
Related person transactions | |||||||||||||||
Promissory note receivable | $ 19,500 | ||||||||||||||
LMA | Cunningham | |||||||||||||||
Related person transactions | |||||||||||||||
Payments to related party | 9,100 | 8,900 | 8,800 | ||||||||||||
Barrington Broadcasting Company, LLC | Cunningham | |||||||||||||||
Related person transactions | |||||||||||||||
Amount received | 22,300 | 5,400 | 5,800 | ||||||||||||
Revenue | $ 124,800 | $ 114,900 | $ 109,500 | ||||||||||||
Cunningham | Cunningham License Related Assets | |||||||||||||||
Related person transactions | |||||||||||||||
Agreement renewal period | 8 years | ||||||||||||||
Cunningham | Affiliates | |||||||||||||||
Related person transactions | |||||||||||||||
Percentage of the total capital stock held in the related party, none of which have voting rights | 100.00% | 100.00% | |||||||||||||
Remaining purchase price | $ 53,600 | $ 53,600 | |||||||||||||
Purchase options broadcast stations | $ 200 | 200 | |||||||||||||
Interest income | $ 1,000 | ||||||||||||||
Equipment purchase agreement, consideration amount | $ 700 | ||||||||||||||
Equipment purchase agreement, annual service consideration | $ 200 | ||||||||||||||
Share service agreement, annual service consideration | $ 1,000 | ||||||||||||||
Cunningham | LMA | Affiliates | |||||||||||||||
Related person transactions | |||||||||||||||
Number of additional renewal terms | renewal | 2 | ||||||||||||||
Agreement renewal period | 5 years | ||||||||||||||
Cunningham | Minimum | LMA | Affiliates | |||||||||||||||
Related person transactions | |||||||||||||||
Percentage of net broadcast revenue used to determine annual LMA fees required to be paid | 3.00% | 3.00% | |||||||||||||
Amount used to determine annual LMA fees required to be paid | $ 4,700 | $ 4,700 | |||||||||||||
Annual increase in aggregate purchase price (as a percent) | 6.00% | 6.00% | |||||||||||||
Guarantee Obligations | Cunningham | Affiliates | |||||||||||||||
Related person transactions | |||||||||||||||
Unconditional and irrevocably guaranteed debt | $ 45,000 | $ 45,000 | |||||||||||||
Consolidated VIEs | Cunningham | Affiliates | |||||||||||||||
Related person transactions | |||||||||||||||
Long-term debt | $ 11,900 | $ 11,900 |
RELATED PERSON TRANSACTIONS - A
RELATED PERSON TRANSACTIONS - Atlantic Automotive Corporation and Leased Property by Real Estate Venture (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017USD ($)real_estate_venture | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Advertising time | Atlantic Automotive | |||
Related person transactions | |||
Amount received | $ 0.6 | $ 0.6 | $ 0.4 |
Leased assets or facilities | Atlantic Automotive | |||
Related person transactions | |||
Amount received | $ 0.4 | 1.1 | 1.2 |
Number of real estate ventures | real_estate_venture | 1 | ||
Real estate ventures in Baltimore, MD | Leased assets or facilities | Chief Executive Officer | |||
Related person transactions | |||
Amount received | $ 0.5 | 0.7 | 0.6 |
Number of real estate ventures | real_estate_venture | 1 | ||
Amount paid | $ 0.1 | 0.1 | 0.1 |
Real Estate Ventures In Towson M D | Leased assets or facilities | Chief Executive Officer | |||
Related person transactions | |||
Amount received | $ 0.1 | $ 0.4 | $ 0.3 |
RELATED PERSON TRANSACTIONS - O
RELATED PERSON TRANSACTIONS - Other Transactions With Equity Method Investees (Details) $ in Millions | Dec. 31, 2017USD ($) |
120 Sports LLC | |
Related person transactions | |
Equity method investments | $ 20 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income (Numerator) | |||||||||||
Net income | $ 444,800 | $ 32,566 | $ 46,035 | $ 70,703 | $ 122,500 | $ 52,033 | $ 50,600 | $ 25,629 | $ 594,104 | $ 250,762 | $ 176,099 |
Net income attributable to noncontrolling interests | (18,091) | (5,461) | (4,575) | ||||||||
Numerator for diluted earnings available to common shareholders | $ 576,013 | $ 245,301 | $ 171,524 | ||||||||
Shares (Denominator) | |||||||||||
Weighted average common shares outstanding (in shares) | 99,844 | 93,567 | 95,003 | ||||||||
Dilutive effect of outstanding stock settled appreciation rights and stock options | 945 | 866 | 725 | ||||||||
Weighted-average common and common equivalent shares outstanding (in shares) | 100,789 | 94,433 | 95,728 | ||||||||
Antidilutive Securities Excluded from Computation | |||||||||||
Antidilutive dilutive securities excluded from calculation of diluted earnings per share (in shares) | 500 | 600 | 100 |
SEGMENT DATA - Segment Financia
SEGMENT DATA - Segment Financial Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2017USD ($)market | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2017USD ($)market | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | ||
Segment Reporting [Abstract] | ||||||||||||
Number of markets | market | 89 | 89 | ||||||||||
Intercompany loans | $ 159,800 | $ 233,300 | $ 159,800 | $ 233,300 | ||||||||
Intercompany interest expense | 18,500 | 24,400 | $ 23,100 | |||||||||
Segment data | ||||||||||||
Revenue | 734,002 | $ 670,891 | $ 679,290 | $ 649,935 | 797,691 | $ 693,835 | $ 666,534 | $ 578,889 | 2,734,118 | 2,736,949 | 2,219,136 | |
Depreciation of property and equipment | 97,103 | 98,529 | 103,433 | |||||||||
Amortization of definite-lived intangible assets and other assets | 178,822 | 183,795 | 161,454 | |||||||||
Amortization of program contract costs and net realizable value adjustments | 115,523 | 127,880 | 124,619 | |||||||||
General and administrative overhead expenses | 113,253 | 73,556 | 64,246 | |||||||||
Research and development | 10,000 | 4,085 | 12,436 | |||||||||
Operating income | 357,581 | $ 103,447 | $ 118,849 | $ 157,629 | 233,446 | $ 153,994 | $ 129,074 | $ 86,339 | 737,506 | 602,853 | 422,736 | |
Interest expense | 212,315 | 211,143 | 191,447 | |||||||||
Income from equity and cost method investments | (13,919) | 1,735 | 964 | |||||||||
Goodwill | 2,124,033 | 1,990,746 | 2,124,033 | 1,990,746 | 1,931,093 | |||||||
Assets | [1] | 6,784,470 | 5,963,168 | 6,784,470 | 5,963,168 | |||||||
Capital expenditures | 83,812 | 94,465 | 91,421 | |||||||||
Broadcast | ||||||||||||
Segment data | ||||||||||||
Goodwill | 2,053,410 | 1,933,831 | 2,053,410 | 1,933,831 | 1,927,605 | |||||||
Other operating divisions segment | ||||||||||||
Segment data | ||||||||||||
Goodwill | 70,623 | 56,915 | 70,623 | 56,915 | 3,488 | |||||||
Operating segments | Broadcast | ||||||||||||
Segment data | ||||||||||||
Revenue | 2,490,528 | 2,530,510 | 2,118,021 | |||||||||
Depreciation of property and equipment | 88,751 | 91,573 | 99,616 | |||||||||
Amortization of definite-lived intangible assets and other assets | 155,640 | 155,479 | 152,049 | |||||||||
Amortization of program contract costs and net realizable value adjustments | 115,523 | 127,880 | 124,619 | |||||||||
General and administrative overhead expenses | 101,680 | 67,035 | 55,848 | |||||||||
Research and development | 0 | 0 | 0 | |||||||||
Operating income | 724,110 | 639,422 | 451,015 | |||||||||
Interest expense | 5,285 | 5,641 | 0 | |||||||||
Income from equity and cost method investments | 0 | 0 | 0 | |||||||||
Goodwill | 2,053,410 | 1,933,831 | 2,053,410 | 1,933,831 | ||||||||
Assets | 5,267,986 | 4,815,633 | 5,267,986 | 4,815,633 | ||||||||
Capital expenditures | 63,163 | 78,909 | ||||||||||
Operating segments | Other operating divisions segment | ||||||||||||
Segment data | ||||||||||||
Revenue | 243,590 | 206,439 | 101,115 | |||||||||
Depreciation of property and equipment | 7,368 | 5,772 | 2,753 | |||||||||
Amortization of definite-lived intangible assets and other assets | 23,182 | 28,316 | 9,405 | |||||||||
Amortization of program contract costs and net realizable value adjustments | 0 | 0 | 0 | |||||||||
General and administrative overhead expenses | 1,009 | 2,459 | 2,952 | |||||||||
Research and development | 10,000 | 4,085 | 12,436 | |||||||||
Operating income | 24,943 | (31,258) | (21,800) | |||||||||
Interest expense | 1,835 | 6,371 | 4,955 | |||||||||
Income from equity and cost method investments | (13,664) | 1,735 | 964 | |||||||||
Goodwill | 70,623 | 56,915 | 70,623 | 56,915 | ||||||||
Assets | 769,919 | 866,845 | 769,919 | 866,845 | ||||||||
Capital expenditures | 5,546 | 8,084 | ||||||||||
Corporate | ||||||||||||
Segment data | ||||||||||||
Revenue | 0 | 0 | 0 | |||||||||
Depreciation of property and equipment | 984 | 1,184 | 1,064 | |||||||||
Amortization of definite-lived intangible assets and other assets | 0 | 0 | 0 | |||||||||
Amortization of program contract costs and net realizable value adjustments | 0 | 0 | 0 | |||||||||
General and administrative overhead expenses | 10,564 | 4,062 | 5,446 | |||||||||
Research and development | 0 | 0 | 0 | |||||||||
Operating income | (11,547) | (5,311) | (6,479) | |||||||||
Interest expense | 205,195 | 199,131 | 186,492 | |||||||||
Income from equity and cost method investments | (255) | 0 | $ 0 | |||||||||
Goodwill | 0 | 0 | 0 | 0 | ||||||||
Assets | $ 746,565 | $ 280,690 | 746,565 | 280,690 | ||||||||
Capital expenditures | $ 15,103 | $ 7,472 | ||||||||||
[1] | Our consolidated total assets as of December 31, 2017 and 2016 include total assets of variable interest entities (VIEs) of $130.6 million and $142.3 million, respectively, which can only be used to settle the obligations of the VIEs. Our consolidated total liabilities as of December 31, 2017 and 2016 include total liabilities of the VIEs of $27.0 million and $40.9 million, respectively, for which the creditors of the VIEs have no recourse to us. See Note 1. Nature of Operations and Summary of Significant Accounting Policies. |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Aug. 30, 2016 |
FAIR VALUE MEASUREMENTS: | |||
Unamortized discount and debt issuance costs, net | $ 39,047 | $ 43,449 | |
Debt of variable interest entities | Level 2 | Carrying Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | 29,614 | 23,198 | |
Debt of variable interest entities | Level 2 | Fair Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | 29,614 | 23,198 | |
Debt of other non-media related subsidiaries | Level 2 | Carrying Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | 25,238 | 135,211 | |
Debt of other non-media related subsidiaries | Level 2 | Fair Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 25,238 | $ 135,211 | |
Senior Notes | 6.125% Senior Unsecured Notes due 2022 | |||
FAIR VALUE MEASUREMENTS: | |||
Interest rate (as a percent) | 6.125% | 6.125% | |
Senior Notes | 6.125% Senior Unsecured Notes due 2022 | Level 2 | Carrying Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 500,000 | $ 500,000 | |
Interest rate (as a percent) | 6.125% | ||
Senior Notes | 6.125% Senior Unsecured Notes due 2022 | Level 2 | Fair Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 515,535 | $ 521,240 | |
Senior Notes | 5.875% Senior Unsecured Notes due 2026 | |||
FAIR VALUE MEASUREMENTS: | |||
Interest rate (as a percent) | 5.875% | 5.875% | |
Senior Notes | 5.875% Senior Unsecured Notes due 2026 | Level 2 | Carrying Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 350,000 | $ 350,000 | |
Interest rate (as a percent) | 5.875% | ||
Senior Notes | 5.875% Senior Unsecured Notes due 2026 | Level 2 | Fair Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 363,475 | 351,456 | |
Senior Notes | 5.625% Senior Unsecured Notes due 2024 | |||
FAIR VALUE MEASUREMENTS: | |||
Interest rate (as a percent) | 5.625% | ||
Senior Notes | 5.625% Senior Unsecured Notes due 2024 | Level 2 | Carrying Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 550,000 | 550,000 | |
Interest rate (as a percent) | 5.625% | ||
Senior Notes | 5.625% Senior Unsecured Notes due 2024 | Level 2 | Fair Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 568,205 | $ 562,755 | |
Senior Notes | 5.375% Senior Unsecured Notes due 2021 | |||
FAIR VALUE MEASUREMENTS: | |||
Interest rate (as a percent) | 5.375% | 5.375% | |
Senior Notes | 5.375% Senior Unsecured Notes due 2021 | Level 2 | Carrying Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 600,000 | $ 600,000 | |
Interest rate (as a percent) | 5.375% | ||
Senior Notes | 5.375% Senior Unsecured Notes due 2021 | Level 2 | Fair Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 610,440 | $ 617,892 | |
Senior Notes | 5.125% Senior Unsecured Notes due 2027 | |||
FAIR VALUE MEASUREMENTS: | |||
Interest rate (as a percent) | 5.125% | 5.125% | 5.125% |
Senior Notes | 5.125% Senior Unsecured Notes due 2027 | Level 2 | Carrying Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 400,000 | $ 400,000 | |
Interest rate (as a percent) | 5.125% | ||
Senior Notes | 5.125% Senior Unsecured Notes due 2027 | Level 2 | Fair Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 396,088 | 382,028 | |
Term Loan | Term Loan A-1 | Level 2 | Carrying Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | 117,370 | 141,436 | |
Term Loan | Term Loan A-1 | Level 2 | Fair Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | 117,370 | 141,082 | |
Term Loan | Term Loan A-2 | Level 2 | Carrying Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | 113,327 | 130,762 | |
Term Loan | Term Loan A-2 | Level 2 | Fair Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | 113,327 | 130,435 | |
Term Loan | Term Loan B | Level 2 | Carrying Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | 1,356,300 | 1,365,625 | |
Term Loan | Term Loan B | Level 2 | Fair Value | |||
FAIR VALUE MEASUREMENTS: | |||
Debt instrument | $ 1,357,995 | $ 1,364,841 |
CONDENSED CONSOLIDATED FINANC90
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Aug. 30, 2016 | Aug. 15, 2016 |
Condensed Financial Statements, Captions [Line Items] | ||||
Consolidated total debt | $ 4,048.7 | |||
Sinclair Television Group, Inc. | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Amount of debt guaranteed by parent | 4,022.8 | |||
Sinclair Broadcast Group, Inc. | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Amount of debt guaranteed by parent | $ 3,977.8 | |||
Senior Notes | 5.375% Senior Unsecured Notes due 2021 | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.375% | 5.375% | ||
Senior Notes | 5.375% Senior Unsecured Notes due 2021 | Sinclair Television Group, Inc. | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.375% | |||
Senior Notes | 5.375% Senior Unsecured Notes due 2021 | Guarantor Subsidiaries and KDSM, LLC | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.375% | |||
Senior Notes | 5.625% Senior Unsecured Notes due 2024 | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.625% | |||
Senior Notes | 5.625% Senior Unsecured Notes due 2024 | Guarantor Subsidiaries and KDSM, LLC | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.625% | |||
Senior Notes | 5.625% Senior Notes, due | Sinclair Television Group, Inc. | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.625% | |||
Senior Notes | 6.125% Senior Unsecured Notes due 2022 | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 6.125% | 6.125% | ||
Senior Notes | 6.125% Senior Unsecured Notes due 2022 | Sinclair Television Group, Inc. | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 6.125% | |||
Senior Notes | 6.125% Senior Unsecured Notes due 2022 | Guarantor Subsidiaries and KDSM, LLC | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 6.125% | |||
Senior Notes | 5.875% Senior Unsecured Notes due 2026 | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.875% | 5.875% | ||
Senior Notes | 5.875% Senior Unsecured Notes due 2026 | Sinclair Television Group, Inc. | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.875% | |||
Senior Notes | 5.875% Senior Unsecured Notes due 2026 | Guarantor Subsidiaries and KDSM, LLC | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.875% | |||
Senior Notes | 5.125% Senior Unsecured Notes due 2027 | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.125% | 5.125% | 5.125% | |
Senior Notes | 5.125% Senior Unsecured Notes due 2027 | Sinclair Television Group, Inc. | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.125% | |||
Senior Notes | 5.125% Senior Unsecured Notes due 2027 | Guarantor Subsidiaries and KDSM, LLC | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 5.125% | |||
Senior Notes | 6.375% Senior Unsecured Notes due 2021 | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 6.375% | |||
Senior Notes | 6.375% Senior Unsecured Notes due 2021 | Sinclair Television Group, Inc. | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 6.375% | |||
Senior Notes | 6.375% Senior Unsecured Notes due 2021 | Guarantor Subsidiaries and KDSM, LLC | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate (as a percent) | 6.375% |
CONDENSED CONSOLIDATED FINANC91
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2012 | |
Condensed Financial Statements, Captions [Line Items] | ||||||
Cash and cash equivalents | $ 681,326 | $ 259,984 | $ 149,972 | $ 17,682 | $ 17,682 | |
Restricted cash, current | 313,110 | 200 | ||||
Accounts and other receivables | 566,464 | 513,954 | ||||
Other current assets | 153,847 | 131,150 | ||||
Total current assets | 1,714,747 | 905,088 | ||||
Property and equipment, net | 738,298 | 717,576 | ||||
Investment in consolidated subsidiaries | 0 | 0 | ||||
Other long-term assets | 246,351 | 249,049 | ||||
Goodwill | 2,124,033 | 1,990,746 | 1,931,093 | |||
Indefinite-lived intangible assets | 159,371 | 156,306 | ||||
Definite-lived intangible assets, net | 1,801,670 | 1,944,403 | ||||
Total assets | [1] | 6,784,470 | 5,963,168 | |||
Accounts payable and accrued liabilities | 370,403 | 328,545 | ||||
Current portion of long-term debt | 159,382 | 171,131 | ||||
Current portion of affiliate long-term debt | 1,667 | 3,604 | ||||
Other current liabilities | 194,897 | 133,193 | ||||
Total current liabilities | 726,349 | 636,473 | ||||
Long-term debt | 3,875,116 | 4,014,932 | ||||
Affiliate long-term debt | 12,485 | 14,181 | ||||
Other liabilities | 636,154 | 739,646 | ||||
Total liabilities | [1] | 5,250,104 | 5,405,232 | |||
Total Sinclair Broadcast Group shareholders’ equity | 1,568,738 | 587,983 | ||||
Noncontrolling interests | (34,372) | (30,047) | ||||
Total liabilities and equity | 6,784,470 | 5,963,168 | ||||
Reportable legal entities | Sinclair Broadcast Group, Inc. | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | ||
Restricted cash, current | 0 | |||||
Accounts and other receivables | 0 | 0 | ||||
Other current assets | 3,034 | 5,561 | ||||
Total current assets | 3,034 | 5,561 | ||||
Property and equipment, net | 829 | 1,820 | ||||
Investment in consolidated subsidiaries | 1,537,337 | 551,250 | ||||
Other long-term assets | 31,757 | 46,586 | ||||
Goodwill | 0 | 0 | ||||
Indefinite-lived intangible assets | 0 | 0 | ||||
Definite-lived intangible assets, net | 0 | 0 | ||||
Total assets | 1,572,957 | 605,217 | ||||
Accounts payable and accrued liabilities | 1,100 | 100 | ||||
Current portion of long-term debt | 0 | 0 | ||||
Current portion of affiliate long-term debt | 0 | 1,857 | ||||
Other current liabilities | 0 | 0 | ||||
Total current liabilities | 1,100 | 1,957 | ||||
Long-term debt | 0 | 0 | ||||
Affiliate long-term debt | 0 | 0 | ||||
Other liabilities | 3,119 | 15,277 | ||||
Total liabilities | 4,219 | 17,234 | ||||
Total Sinclair Broadcast Group shareholders’ equity | 1,568,738 | 587,983 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total liabilities and equity | 1,572,957 | 605,217 | ||||
Reportable legal entities | Sinclair Television Group, Inc. | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Cash and cash equivalents | 645,830 | 232,297 | 115,771 | 3,394 | ||
Restricted cash, current | 0 | |||||
Accounts and other receivables | 0 | 0 | ||||
Other current assets | 5,758 | 3,143 | ||||
Total current assets | 651,588 | 235,440 | ||||
Property and equipment, net | 31,111 | 17,925 | ||||
Investment in consolidated subsidiaries | 4,116,241 | 3,614,605 | ||||
Other long-term assets | 770,312 | 819,506 | ||||
Goodwill | 0 | 0 | ||||
Indefinite-lived intangible assets | 0 | 0 | ||||
Definite-lived intangible assets, net | 0 | 0 | ||||
Total assets | 5,569,252 | 4,687,476 | ||||
Accounts payable and accrued liabilities | 84,326 | 69,118 | ||||
Current portion of long-term debt | 148,505 | 55,501 | ||||
Current portion of affiliate long-term debt | 0 | 0 | ||||
Other current liabilities | 0 | 0 | ||||
Total current liabilities | 232,831 | 124,619 | ||||
Long-term debt | 3,799,987 | 3,939,463 | ||||
Affiliate long-term debt | 0 | 0 | ||||
Other liabilities | 38,282 | 31,817 | ||||
Total liabilities | 4,071,100 | 4,095,899 | ||||
Total Sinclair Broadcast Group shareholders’ equity | 1,498,152 | 591,577 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total liabilities and equity | 5,569,252 | 4,687,476 | ||||
Reportable legal entities | Guarantor Subsidiaries and KDSM, LLC | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Cash and cash equivalents | 12,273 | 10,675 | 235 | 1,749 | ||
Restricted cash, current | 311,110 | |||||
Accounts and other receivables | 530,273 | 478,190 | ||||
Other current assets | 145,637 | 124,313 | ||||
Total current assets | 999,293 | 613,178 | ||||
Property and equipment, net | 586,950 | 570,289 | ||||
Investment in consolidated subsidiaries | 4,179 | 4,179 | ||||
Other long-term assets | 104,363 | 103,808 | ||||
Goodwill | 2,120,166 | 1,986,467 | ||||
Indefinite-lived intangible assets | 145,073 | 140,597 | ||||
Definite-lived intangible assets, net | 1,781,045 | 1,770,512 | ||||
Total assets | 5,741,069 | 5,189,030 | ||||
Accounts payable and accrued liabilities | 261,266 | 231,640 | ||||
Current portion of long-term debt | 2,103 | 1,851 | ||||
Current portion of affiliate long-term debt | 1,342 | 1,514 | ||||
Other current liabilities | 180,616 | 121,972 | ||||
Total current liabilities | 445,327 | 356,977 | ||||
Long-term debt | 28,493 | 31,014 | ||||
Affiliate long-term debt | 11,237 | 12,663 | ||||
Other liabilities | 1,141,266 | 1,190,717 | ||||
Total liabilities | 1,626,323 | 1,591,371 | ||||
Total Sinclair Broadcast Group shareholders’ equity | 4,114,746 | 3,597,659 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total liabilities and equity | 5,741,069 | 5,189,030 | ||||
Reportable legal entities | Non-Guarantor Subsidiaries | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Cash and cash equivalents | 23,223 | 17,012 | 33,966 | 12,539 | ||
Restricted cash, current | 2,000 | |||||
Accounts and other receivables | 36,191 | 37,024 | ||||
Other current assets | 9,687 | 25,406 | ||||
Total current assets | 71,101 | 79,442 | ||||
Property and equipment, net | 132,010 | 131,326 | ||||
Investment in consolidated subsidiaries | 0 | 0 | ||||
Other long-term assets | 208,367 | 169,817 | ||||
Goodwill | 3,867 | 4,279 | ||||
Indefinite-lived intangible assets | 14,298 | 15,709 | ||||
Definite-lived intangible assets, net | 77,944 | 233,368 | ||||
Total assets | 507,587 | 633,941 | ||||
Accounts payable and accrued liabilities | 36,029 | 48,860 | ||||
Current portion of long-term debt | 8,774 | 113,779 | ||||
Current portion of affiliate long-term debt | 871 | 2,336 | ||||
Other current liabilities | 14,281 | 13,545 | ||||
Total current liabilities | 59,955 | 178,520 | ||||
Long-term debt | 46,636 | 44,455 | ||||
Affiliate long-term debt | 334,491 | 396,957 | ||||
Other liabilities | 187,569 | 183,418 | ||||
Total liabilities | 628,651 | 803,350 | ||||
Total Sinclair Broadcast Group shareholders’ equity | (82,051) | (134,991) | ||||
Noncontrolling interests | (39,013) | (34,418) | ||||
Total liabilities and equity | 507,587 | 633,941 | ||||
Eliminations | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 | ||
Restricted cash, current | 0 | |||||
Accounts and other receivables | 0 | (1,260) | ||||
Other current assets | (10,269) | (27,273) | ||||
Total current assets | (10,269) | (28,533) | ||||
Property and equipment, net | (12,602) | (3,784) | ||||
Investment in consolidated subsidiaries | (5,657,757) | (4,170,034) | ||||
Other long-term assets | (868,448) | (890,668) | ||||
Goodwill | 0 | 0 | ||||
Indefinite-lived intangible assets | 0 | 0 | ||||
Definite-lived intangible assets, net | (57,319) | (59,477) | ||||
Total assets | (6,606,395) | (5,152,496) | ||||
Accounts payable and accrued liabilities | (12,318) | (21,173) | ||||
Current portion of long-term debt | 0 | 0 | ||||
Current portion of affiliate long-term debt | (546) | (2,103) | ||||
Other current liabilities | 0 | (2,324) | ||||
Total current liabilities | (12,864) | (25,600) | ||||
Long-term debt | 0 | 0 | ||||
Affiliate long-term debt | (333,243) | (395,439) | ||||
Other liabilities | (734,082) | (681,583) | ||||
Total liabilities | (1,080,189) | (1,102,622) | ||||
Total Sinclair Broadcast Group shareholders’ equity | (5,530,847) | (4,054,245) | ||||
Noncontrolling interests | 4,641 | 4,371 | ||||
Total liabilities and equity | $ (6,606,395) | $ (5,152,496) | ||||
[1] | Our consolidated total assets as of December 31, 2017 and 2016 include total assets of variable interest entities (VIEs) of $130.6 million and $142.3 million, respectively, which can only be used to settle the obligations of the VIEs. Our consolidated total liabilities as of December 31, 2017 and 2016 include total liabilities of the VIEs of $27.0 million and $40.9 million, respectively, for which the creditors of the VIEs have no recourse to us. See Note 1. Nature of Operations and Summary of Significant Accounting Policies. |
CONDENSED CONSOLIDATED FINANC92
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenue | $ 734,002 | $ 670,891 | $ 679,290 | $ 649,935 | $ 797,691 | $ 693,835 | $ 666,534 | $ 578,889 | $ 2,734,118 | $ 2,736,949 | $ 2,219,136 |
Media production expenses | 1,063,074 | 953,089 | 733,199 | ||||||||
Selling, general and administrative | 646,790 | 575,145 | 495,974 | ||||||||
Depreciation, amortization and other operating expenses | 286,748 | 605,862 | 567,227 | ||||||||
Total operating expenses | 1,996,612 | 2,134,096 | 1,796,400 | ||||||||
Operating income | 357,581 | 103,447 | 118,849 | 157,629 | 233,446 | 153,994 | 129,074 | 86,339 | 737,506 | 602,853 | 422,736 |
Equity in earnings of consolidated subsidiaries | 0 | 0 | 0 | ||||||||
Interest expense | (212,315) | (211,143) | (191,447) | ||||||||
Other income (expense) | (6,447) | (18,820) | 2,504 | ||||||||
Total other expense | (218,762) | (229,963) | (188,943) | ||||||||
Income tax benefit (provision) | 75,360 | (122,128) | (57,694) | ||||||||
NET INCOME | 594,104 | 250,762 | 176,099 | ||||||||
Net income attributable to the noncontrolling interests | (18,091) | (5,461) | (4,575) | ||||||||
Net income attributable to Sinclair Broadcast Group | $ 443,529 | $ 30,637 | $ 44,645 | $ 57,202 | $ 120,897 | $ 50,845 | $ 49,419 | $ 24,140 | 576,013 | 245,301 | 171,524 |
Comprehensive income (loss) | 593,488 | 250,789 | 181,720 | ||||||||
Reportable legal entities | Sinclair Broadcast Group, Inc. | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenue | 0 | 0 | 0 | ||||||||
Media production expenses | 0 | 0 | 0 | ||||||||
Selling, general and administrative | 9,204 | 4,062 | 4,441 | ||||||||
Depreciation, amortization and other operating expenses | 984 | 1,064 | 1,065 | ||||||||
Total operating expenses | 10,188 | 5,126 | 5,506 | ||||||||
Operating income | (10,188) | (5,126) | (5,506) | ||||||||
Equity in earnings of consolidated subsidiaries | 579,954 | 244,580 | 170,104 | ||||||||
Interest expense | (88) | (238) | (382) | ||||||||
Other income (expense) | 1,678 | 3,613 | 4,765 | ||||||||
Total other expense | 581,544 | 247,955 | 174,487 | ||||||||
Income tax benefit (provision) | 4,657 | 2,472 | 2,543 | ||||||||
NET INCOME | 576,013 | 245,301 | 171,524 | ||||||||
Net income attributable to the noncontrolling interests | 0 | 0 | 0 | ||||||||
Net income attributable to Sinclair Broadcast Group | 576,013 | 245,301 | 171,524 | ||||||||
Comprehensive income (loss) | 593,488 | 250,789 | 181,720 | ||||||||
Reportable legal entities | Sinclair Television Group, Inc. | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenue | 0 | 0 | 0 | ||||||||
Media production expenses | 0 | 0 | 0 | ||||||||
Selling, general and administrative | 102,930 | 70,503 | 58,543 | ||||||||
Depreciation, amortization and other operating expenses | 6,250 | 7,331 | 3,779 | ||||||||
Total operating expenses | 109,180 | 77,834 | 62,322 | ||||||||
Operating income | (109,180) | (77,834) | (62,322) | ||||||||
Equity in earnings of consolidated subsidiaries | 793,620 | 463,598 | 343,183 | ||||||||
Interest expense | (205,107) | (198,893) | (180,166) | ||||||||
Other income (expense) | 5,077 | (22,867) | (151) | ||||||||
Total other expense | 593,590 | 241,838 | 162,866 | ||||||||
Income tax benefit (provision) | 100,473 | 99,148 | 81,626 | ||||||||
NET INCOME | 584,883 | 263,152 | 182,170 | ||||||||
Net income attributable to the noncontrolling interests | 0 | 0 | 0 | ||||||||
Net income attributable to Sinclair Broadcast Group | 584,883 | 263,152 | 182,170 | ||||||||
Comprehensive income (loss) | 584,267 | 263,179 | 187,791 | ||||||||
Reportable legal entities | Guarantor Subsidiaries and KDSM, LLC | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenue | 2,593,623 | 2,579,284 | 2,076,851 | ||||||||
Media production expenses | 1,011,965 | 918,200 | 725,037 | ||||||||
Selling, general and administrative | 522,039 | 489,882 | 418,885 | ||||||||
Depreciation, amortization and other operating expenses | 219,390 | 465,680 | 433,690 | ||||||||
Total operating expenses | 1,753,394 | 1,873,762 | 1,577,612 | ||||||||
Operating income | 840,229 | 705,522 | 499,239 | ||||||||
Equity in earnings of consolidated subsidiaries | (16) | 220 | 195 | ||||||||
Interest expense | (4,586) | (4,481) | (4,658) | ||||||||
Other income (expense) | (5,790) | 715 | 269 | ||||||||
Total other expense | (10,392) | (3,546) | (4,194) | ||||||||
Income tax benefit (provision) | (30,171) | (231,504) | (146,331) | ||||||||
NET INCOME | 799,666 | 470,472 | 348,714 | ||||||||
Net income attributable to the noncontrolling interests | 0 | 0 | 0 | ||||||||
Net income attributable to Sinclair Broadcast Group | 799,666 | 470,472 | 348,714 | ||||||||
Comprehensive income (loss) | 799,666 | 470,472 | 351,760 | ||||||||
Reportable legal entities | Non-Guarantor Subsidiaries | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenue | 221,377 | 265,855 | 221,633 | ||||||||
Media production expenses | 124,044 | 135,511 | 82,450 | ||||||||
Selling, general and administrative | 14,800 | 10,804 | 14,272 | ||||||||
Depreciation, amortization and other operating expenses | 62,924 | 133,810 | 131,373 | ||||||||
Total operating expenses | 201,768 | 280,125 | 228,095 | ||||||||
Operating income | 19,609 | (14,270) | (6,462) | ||||||||
Equity in earnings of consolidated subsidiaries | 0 | 0 | 0 | ||||||||
Interest expense | (21,643) | (32,521) | (30,022) | ||||||||
Other income (expense) | (7,412) | (281) | (2,379) | ||||||||
Total other expense | (29,055) | (32,802) | (32,401) | ||||||||
Income tax benefit (provision) | 401 | 7,756 | 4,468 | ||||||||
NET INCOME | (9,045) | (39,316) | (34,395) | ||||||||
Net income attributable to the noncontrolling interests | (17,738) | (4,937) | (4,914) | ||||||||
Net income attributable to Sinclair Broadcast Group | (26,783) | (44,253) | (39,309) | ||||||||
Comprehensive income (loss) | (9,045) | (39,316) | (39,309) | ||||||||
Eliminations | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenue | (80,882) | (108,190) | (79,348) | ||||||||
Media production expenses | (72,935) | (100,622) | (74,288) | ||||||||
Selling, general and administrative | (2,183) | (106) | (167) | ||||||||
Depreciation, amortization and other operating expenses | (2,800) | (2,023) | (2,680) | ||||||||
Total operating expenses | (77,918) | (102,751) | (77,135) | ||||||||
Operating income | (2,964) | (5,439) | (2,213) | ||||||||
Equity in earnings of consolidated subsidiaries | (1,373,558) | (708,398) | (513,482) | ||||||||
Interest expense | 19,109 | 24,990 | 23,781 | ||||||||
Other income (expense) | 0 | 0 | 0 | ||||||||
Total other expense | (1,354,449) | (683,408) | (489,701) | ||||||||
Income tax benefit (provision) | 0 | 0 | 0 | ||||||||
NET INCOME | (1,357,413) | (688,847) | (491,914) | ||||||||
Net income attributable to the noncontrolling interests | (353) | (524) | 339 | ||||||||
Net income attributable to Sinclair Broadcast Group | (1,357,766) | (689,371) | (491,575) | ||||||||
Comprehensive income (loss) | $ (1,374,888) | $ (694,335) | $ (500,242) |
CONDENSED CONSOLIDATED FINANC93
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - Statement of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Financial Statements, Captions [Line Items] | |||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | $ 431,104 | $ 591,766 | $ 402,927 |
CASH FLOWS USED IN INVESTING ACTIVITIES: | |||
Acquisition of property and equipment | (83,812) | (94,465) | (91,421) |
Acquisition of businesses, net of cash acquired | (271,273) | (425,857) | (17,011) |
Purchase of alarm monitoring contracts | (5,682) | (40,206) | (39,185) |
Proceeds from the sale of assets | 192,634 | 16,396 | 23,650 |
Investments in equity and cost method investees | (55,129) | (51,247) | (44,715) |
Other, net | 25,237 | (10,624) | 17,371 |
Net cash flow used in investing activities | (198,025) | (606,003) | (151,311) |
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: | |||
Proceeds from notes payable, commercial bank financing and capital leases | 166,797 | 1,024,912 | 382,887 |
Repayments of notes payable, commercial bank financing and capital leases | (336,501) | (671,215) | (395,147) |
Proceeds from the sale of Class A Common Stock | 487,883 | 0 | 0 |
Dividends paid on Class A and Class B Common Stock | (71,364) | (65,909) | (62,733) |
Repurchase of outstanding Class A Common Stock | (30,287) | (136,283) | (28,823) |
Payments for deferred financing costs | (731) | (15,681) | (3,847) |
Noncontrolling interests distributions | (22,416) | (10,464) | (9,918) |
Increase (decrease) in intercompany payables | 0 | 0 | 0 |
Other, net | (5,849) | (1,111) | (1,745) |
Net cash flows from (used in) financing activities | 188,263 | 124,249 | (119,326) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 421,342 | 110,012 | 132,290 |
CASH AND CASH EQUIVALENTS, beginning of year | 259,984 | 149,972 | 17,682 |
CASH AND CASH EQUIVALENTS, end of year | 681,326 | 259,984 | 149,972 |
Reportable legal entities | Sinclair Broadcast Group, Inc. | |||
Condensed Financial Statements, Captions [Line Items] | |||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | (8,659) | (11,784) | (3,759) |
CASH FLOWS USED IN INVESTING ACTIVITIES: | |||
Acquisition of property and equipment | (130) | 0 | 0 |
Acquisition of businesses, net of cash acquired | 0 | 0 | 0 |
Purchase of alarm monitoring contracts | 0 | 0 | 0 |
Proceeds from the sale of assets | 0 | 0 | 0 |
Investments in equity and cost method investees | (946) | (2,945) | 0 |
Other, net | 6,597 | 1,714 | 4,598 |
Net cash flow used in investing activities | 5,521 | (1,231) | 4,598 |
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: | |||
Proceeds from notes payable, commercial bank financing and capital leases | 0 | 0 | 0 |
Repayments of notes payable, commercial bank financing and capital leases | 0 | 0 | (528) |
Proceeds from the sale of Class A Common Stock | 487,883 | ||
Dividends paid on Class A and Class B Common Stock | (71,364) | (65,909) | (62,733) |
Repurchase of outstanding Class A Common Stock | (30,287) | (136,283) | (28,823) |
Payments for deferred financing costs | 0 | 0 | |
Noncontrolling interests distributions | 0 | 0 | 0 |
Increase (decrease) in intercompany payables | (381,344) | 218,054 | 89,319 |
Other, net | (1,750) | (2,847) | 1,926 |
Net cash flows from (used in) financing activities | 3,138 | 13,015 | (839) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 0 | 0 | 0 |
CASH AND CASH EQUIVALENTS, beginning of year | 0 | 0 | |
CASH AND CASH EQUIVALENTS, end of year | 0 | 0 | 0 |
Reportable legal entities | Sinclair Television Group, Inc. | |||
Condensed Financial Statements, Captions [Line Items] | |||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | (180,966) | (150,230) | (131,363) |
CASH FLOWS USED IN INVESTING ACTIVITIES: | |||
Acquisition of property and equipment | (14,973) | (8,006) | (6,605) |
Acquisition of businesses, net of cash acquired | (8,308) | 0 | 0 |
Purchase of alarm monitoring contracts | 0 | 0 | 0 |
Proceeds from the sale of assets | 0 | 0 | 0 |
Investments in equity and cost method investees | (720) | (15,620) | (8,998) |
Other, net | 11,551 | (21,395) | (5,447) |
Net cash flow used in investing activities | (12,450) | (45,021) | (21,050) |
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: | |||
Proceeds from notes payable, commercial bank financing and capital leases | 159,669 | 995,000 | 349,562 |
Repayments of notes payable, commercial bank financing and capital leases | (213,919) | (650,422) | (382,691) |
Proceeds from the sale of Class A Common Stock | 0 | ||
Dividends paid on Class A and Class B Common Stock | 0 | 0 | 0 |
Repurchase of outstanding Class A Common Stock | 0 | 0 | 0 |
Payments for deferred financing costs | (15,430) | (3,604) | |
Noncontrolling interests distributions | 0 | 0 | 0 |
Increase (decrease) in intercompany payables | 660,911 | (17,778) | 303,755 |
Other, net | 288 | 407 | (2,232) |
Net cash flows from (used in) financing activities | 606,949 | 311,777 | 264,790 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 413,533 | 116,526 | 112,377 |
CASH AND CASH EQUIVALENTS, beginning of year | 232,297 | 115,771 | |
CASH AND CASH EQUIVALENTS, end of year | 645,830 | 232,297 | 115,771 |
Reportable legal entities | Guarantor Subsidiaries and KDSM, LLC | |||
Condensed Financial Statements, Captions [Line Items] | |||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | 599,761 | 721,991 | 530,768 |
CASH FLOWS USED IN INVESTING ACTIVITIES: | |||
Acquisition of property and equipment | (68,475) | (82,450) | (84,079) |
Acquisition of businesses, net of cash acquired | (262,965) | (415,482) | (17,011) |
Purchase of alarm monitoring contracts | 0 | 0 | 0 |
Proceeds from the sale of assets | 0 | 7,263 | 23,650 |
Investments in equity and cost method investees | (20,701) | (27) | (27) |
Other, net | 768 | 3,985 | 575 |
Net cash flow used in investing activities | (351,373) | (486,711) | (76,892) |
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: | |||
Proceeds from notes payable, commercial bank financing and capital leases | 0 | 0 | 0 |
Repayments of notes payable, commercial bank financing and capital leases | (1,865) | (1,633) | (1,286) |
Proceeds from the sale of Class A Common Stock | 0 | ||
Dividends paid on Class A and Class B Common Stock | 0 | 0 | 0 |
Repurchase of outstanding Class A Common Stock | 0 | 0 | 0 |
Payments for deferred financing costs | 0 | 0 | |
Noncontrolling interests distributions | 0 | 0 | 0 |
Increase (decrease) in intercompany payables | (242,402) | (224,551) | (452,897) |
Other, net | (2,523) | 1,344 | (1,207) |
Net cash flows from (used in) financing activities | (246,790) | (224,840) | (455,390) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 1,598 | 10,440 | (1,514) |
CASH AND CASH EQUIVALENTS, beginning of year | 10,675 | 235 | |
CASH AND CASH EQUIVALENTS, end of year | 12,273 | 10,675 | 235 |
Reportable legal entities | Non-Guarantor Subsidiaries | |||
Condensed Financial Statements, Captions [Line Items] | |||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | 12,424 | 7,914 | (16,864) |
CASH FLOWS USED IN INVESTING ACTIVITIES: | |||
Acquisition of property and equipment | (2,930) | (5,009) | (2,586) |
Acquisition of businesses, net of cash acquired | 0 | (10,375) | 0 |
Purchase of alarm monitoring contracts | (5,682) | (40,206) | (39,185) |
Proceeds from the sale of assets | 192,634 | 9,133 | 0 |
Investments in equity and cost method investees | (32,762) | (32,655) | (35,690) |
Other, net | 6,321 | 5,072 | 17,645 |
Net cash flow used in investing activities | 157,581 | (74,040) | (59,816) |
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: | |||
Proceeds from notes payable, commercial bank financing and capital leases | 7,128 | 29,912 | 33,325 |
Repayments of notes payable, commercial bank financing and capital leases | (120,717) | (19,160) | (10,642) |
Proceeds from the sale of Class A Common Stock | 0 | ||
Dividends paid on Class A and Class B Common Stock | 0 | 0 | 0 |
Repurchase of outstanding Class A Common Stock | 0 | 0 | 0 |
Payments for deferred financing costs | (251) | (243) | |
Noncontrolling interests distributions | (22,416) | (10,464) | (9,918) |
Increase (decrease) in intercompany payables | (25,605) | 49,403 | 85,953 |
Other, net | (2,184) | (268) | (368) |
Net cash flows from (used in) financing activities | (163,794) | 49,172 | 98,107 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 6,211 | (16,954) | 21,427 |
CASH AND CASH EQUIVALENTS, beginning of year | 17,012 | 33,966 | |
CASH AND CASH EQUIVALENTS, end of year | 23,223 | 17,012 | 33,966 |
Eliminations | |||
Condensed Financial Statements, Captions [Line Items] | |||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | 8,544 | 23,875 | 24,145 |
CASH FLOWS USED IN INVESTING ACTIVITIES: | |||
Acquisition of property and equipment | 2,696 | 1,000 | 1,849 |
Acquisition of businesses, net of cash acquired | 0 | 0 | 0 |
Purchase of alarm monitoring contracts | 0 | 0 | 0 |
Proceeds from the sale of assets | 0 | 0 | 0 |
Investments in equity and cost method investees | 0 | 0 | 0 |
Other, net | 0 | 0 | 0 |
Net cash flow used in investing activities | 2,696 | 1,000 | 1,849 |
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: | |||
Proceeds from notes payable, commercial bank financing and capital leases | 0 | 0 | 0 |
Repayments of notes payable, commercial bank financing and capital leases | 0 | 0 | 0 |
Proceeds from the sale of Class A Common Stock | 0 | ||
Dividends paid on Class A and Class B Common Stock | 0 | 0 | 0 |
Repurchase of outstanding Class A Common Stock | 0 | 0 | 0 |
Payments for deferred financing costs | 0 | 0 | |
Noncontrolling interests distributions | 0 | 0 | 0 |
Increase (decrease) in intercompany payables | (11,560) | (25,128) | (26,130) |
Other, net | 320 | 253 | 136 |
Net cash flows from (used in) financing activities | (11,240) | (24,875) | (25,994) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 0 | 0 | 0 |
CASH AND CASH EQUIVALENTS, beginning of year | 0 | 0 | |
CASH AND CASH EQUIVALENTS, end of year | $ 0 | $ 0 | $ 0 |
QUARTERLY FINANCIAL INFORMATI94
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenues, net | $ 734,002 | $ 670,891 | $ 679,290 | $ 649,935 | $ 797,691 | $ 693,835 | $ 666,534 | $ 578,889 | $ 2,734,118 | $ 2,736,949 | $ 2,219,136 |
Operating income | 357,581 | 103,447 | 118,849 | 157,629 | 233,446 | 153,994 | 129,074 | 86,339 | 737,506 | 602,853 | 422,736 |
Net income | 444,800 | 32,566 | 46,035 | 70,703 | 122,500 | 52,033 | 50,600 | 25,629 | 594,104 | 250,762 | 176,099 |
Net income attributable to Sinclair Broadcast Group | $ 443,529 | $ 30,637 | $ 44,645 | $ 57,202 | $ 120,897 | $ 50,845 | $ 49,419 | $ 24,140 | $ 576,013 | $ 245,301 | $ 171,524 |
Basic earnings per share common shares (in dollars per share) | $ 4.36 | $ 0.30 | $ 0.43 | $ 0.62 | $ 1.34 | $ 0.54 | $ 0.52 | $ 0.25 | $ 5.77 | $ 2.62 | $ 1.81 |
Diluted earnings per share common shares (in dollars per share) | $ 4.32 | $ 0.30 | $ 0.43 | $ 0.61 | $ 1.32 | $ 0.54 | $ 0.52 | $ 0.25 | $ 5.72 | $ 2.60 | $ 1.79 |
Gain (loss) recognized on sale | $ 225,300 | $ 225,300 | |||||||||
Federal tax reform | $ 272,100 | $ 272,100 |