Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 04, 2022 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 000-26076 | |
Entity Registrant Name | SINCLAIR BROADCAST GROUP, INC. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 52-1494660 | |
Entity Address, Address Line One | 10706 Beaver Dam Road | |
Entity Address, City or Town | Hunt Valley | |
Entity Address, State or Province | MD | |
Entity Address, Postal Zip Code | 21030 | |
City Area Code | 410 | |
Local Phone Number | 568-1500 | |
Title of 12(b) Security | Class A Common Stock, par value $ 0.01 per share | |
Trading Symbol | SBGI | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0000912752 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Class A Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 46,076,496 | |
Class B Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 23,775,056 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 | |
Current assets: | |||
Cash and cash equivalents | $ 420 | $ 816 | |
Accounts receivable, net of allowance for doubtful accounts of $7 as of both periods | 606 | 1,245 | |
Income taxes receivable | 174 | 152 | |
Prepaid sports rights | 0 | 85 | |
Prepaid expenses and other current assets | 165 | 173 | |
Total current assets | 1,365 | 2,471 | |
Property and equipment, net | 713 | 833 | |
Operating lease assets | 149 | 207 | |
Deferred tax assets | 0 | 293 | |
Restricted cash | 0 | 3 | |
Goodwill | 2,088 | 2,088 | |
Indefinite-lived intangible assets | 150 | 150 | |
Definite-lived intangible assets, net | 1,032 | 5,088 | |
Other assets | 952 | 1,408 | |
Total assets | [1] | 6,449 | 12,541 |
Current liabilities: | |||
Accounts payable and accrued liabilities | 414 | 655 | |
Current portion of notes payable, finance leases, and commercial bank financing | 43 | 69 | |
Current portion of operating lease liabilities | 22 | 35 | |
Current portion of program contracts payable | 59 | 97 | |
Other current liabilities | 79 | 346 | |
Total current liabilities | 617 | 1,202 | |
Notes payable, finance leases, and commercial bank financing, less current portion | 4,233 | 12,271 | |
Operating lease liabilities, less current portion | 159 | 205 | |
Program contracts payable, less current portion | 17 | 21 | |
Deferred tax liabilities | 360 | 0 | |
Other long-term liabilities | 234 | 351 | |
Total liabilities | [1] | 5,620 | 14,050 |
Commitments and contingencies (See Note 6) | |||
Redeemable noncontrolling interests | 187 | 197 | |
Shareholders' equity: | |||
Additional paid-in capital | 628 | 691 | |
Retained earnings (accumulated deficit) | 79 | (2,460) | |
Accumulated other comprehensive loss | (2) | (2) | |
Total Sinclair Broadcast Group shareholders’ equity (deficit) | 706 | (1,770) | |
Noncontrolling interests | (64) | 64 | |
Total equity (deficit) | 642 | (1,706) | |
Total liabilities, redeemable noncontrolling interests, and equity | 6,449 | 12,541 | |
Class A Common Stock | |||
Shareholders' equity: | |||
Common Stock | 1 | 1 | |
Class B Common Stock | |||
Shareholders' equity: | |||
Common Stock | 0 | 0 | |
Customer relationships, net | |||
Current assets: | |||
Definite-lived intangible assets, net | 484 | 3,904 | |
Other definite-lived intangible assets, net | |||
Current assets: | |||
Definite-lived intangible assets, net | $ 548 | $ 1,184 | |
[1]Our consolidated total assets as of June 30, 2022 and December 31, 2021 include total assets of variable interest entities (VIEs) of $112 million and $217 million, respectively, which can only be used to settle the obligations of the VIEs. Our consolidated total liabilities as of June 30, 2022 and December 31, 2021 include total liabilities of VIEs of $15 million and $62 million, respectively, for which the creditors of the VIEs have no recourse to us. See Note 9. Variable Interest Entities . |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 | |
Accounts receivable, allowance for doubtful accounts | $ 7 | $ 7 | |
Assets | [1] | 6,449 | 12,541 |
Liabilities | [1] | 5,620 | 14,050 |
Consolidated VIEs | |||
Assets | 112 | 217 | |
Liabilities | 24 | 72 | |
Consolidated VIEs | Recourse | |||
Liabilities | $ 15 | $ 62 | |
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) | 46,470,546 | 49,314,303 | |
Common Stock, shares outstanding (in shares) | 46,470,546 | 49,314,303 | |
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) | 23,775,056 | 23,775,056 | |
Common Stock, shares outstanding (in shares) | 23,775,056 | 23,775,056 | |
[1]Our consolidated total assets as of June 30, 2022 and December 31, 2021 include total assets of variable interest entities (VIEs) of $112 million and $217 million, respectively, which can only be used to settle the obligations of the VIEs. Our consolidated total liabilities as of June 30, 2022 and December 31, 2021 include total liabilities of VIEs of $15 million and $62 million, respectively, for which the creditors of the VIEs have no recourse to us. See Note 9. Variable Interest Entities . |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
REVENUES: | ||||
Media revenues | $ 831 | $ 1,600 | $ 2,106 | $ 3,097 |
Non-media revenues | 6 | 12 | 19 | 26 |
Revenue | 837 | 1,612 | 2,125 | 3,123 |
OPERATING EXPENSES: | ||||
Media programming and production expenses | 403 | 1,345 | 1,161 | 2,368 |
Media selling, general and administrative expenses | 195 | 234 | 415 | 447 |
Amortization of program contract costs | 21 | 22 | 46 | 45 |
Non-media expenses | 10 | 14 | 23 | 31 |
Depreciation of property and equipment | 24 | 28 | 52 | 56 |
Corporate general and administrative expenses | 38 | 36 | 85 | 97 |
Amortization of definite-lived intangible assets | 43 | 119 | 136 | 244 |
Gain on deconsolidation of subsidiary | 0 | 0 | (3,357) | 0 |
Gain on asset dispositions and other, net of impairment | (4) | (8) | (9) | (22) |
Total operating expenses (gains) | 730 | 1,790 | (1,448) | 3,266 |
Operating (loss) income | 107 | (178) | 3,573 | (143) |
OTHER INCOME (EXPENSE): | ||||
Interest expense including amortization of debt discount and deferred financing costs | (54) | (160) | (169) | (311) |
Gain on extinguishment of debt | 3 | 0 | 3 | 0 |
Income (loss) from equity method investments | 3 | 2 | 15 | 11 |
Other (expense) income, net | (105) | (61) | (165) | 63 |
Total other expense, net | (153) | (219) | (316) | (237) |
(Loss) income before income taxes | (46) | (397) | 3,257 | (380) |
INCOME TAX BENEFIT (PROVISION) | 40 | 69 | (647) | 78 |
NET (LOSS) INCOME | (6) | (328) | 2,610 | (302) |
Net income attributable to the redeemable noncontrolling interests | (5) | (5) | (9) | (9) |
Net loss (income) attributable to the noncontrolling interests | 0 | 1 | (25) | (33) |
NET (LOSS) INCOME ATTRIBUTABLE TO SINCLAIR BROADCAST GROUP | $ (11) | $ (332) | $ 2,576 | $ (344) |
EARNINGS PER COMMON SHARE ATTRIBUTABLE TO SINCLAIR BROADCAST GROUP: | ||||
Basic (loss) earnings per share (in dollars per share) | $ (0.17) | $ (4.41) | $ 36 | $ (4.59) |
Diluted (loss) earnings per share (in dollars per share) | $ (0.17) | $ (4.41) | $ 36 | $ (4.59) |
Basic weighted average common shares outstanding (in shares) | 70,897 | 75,331 | 71,527 | 74,862 |
Diluted weighted average common and common equivalent shares outstanding (in shares) | 70,897 | 75,331 | 71,533 | 74,862 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net (loss) income | $ (6) | $ (328) | $ 2,610 | $ (302) |
Share of other comprehensive (loss) income of equity method investments | 0 | (3) | 3 | 5 |
Comprehensive (loss) income | (6) | (331) | 2,613 | (297) |
Comprehensive income attributable to the redeemable noncontrolling interests | (5) | (5) | (9) | (9) |
Comprehensive loss (income) attributable to the noncontrolling interests | 0 | 1 | (25) | (33) |
Comprehensive (loss) income attributable to Sinclair Broadcast Group | $ (11) | $ (335) | $ 2,579 | $ (339) |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY (DEFICIT) AND REDEEMABLE NONCONTROLLING INTERESTS - USD ($) $ in Millions | Total | Class A Common Stock | Class B Common Stock | Common Stock Class A Common Stock | Common Stock Class B Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Noncontrolling Interests |
BALANCE at Dec. 31, 2020 | $ 190 | ||||||||
Increase (Decrease) in Temporary Equity | |||||||||
Distributions to noncontrolling interests, net | (9) | ||||||||
Net income attributable to the redeemable noncontrolling interests | 9 | ||||||||
BALANCE at Jun. 30, 2021 | 190 | ||||||||
BALANCE (in shares) at Dec. 31, 2020 | 49,252,671 | 24,727,682 | |||||||
BALANCE at Dec. 31, 2020 | (1,185) | $ 1 | $ 0 | $ 721 | $ (1,986) | $ (10) | $ 89 | ||
Increase (Decrease) in Stockholders' Equity | |||||||||
Dividends declared and paid on Class A and Class B Common Stock | (30) | (30) | |||||||
Class B Common Stock converted into Class A Common Stock (in shares) | (952,626) | (952,626) | |||||||
Class A Common Stock issued pursuant to employee benefit plans (in shares) | 1,411,627 | ||||||||
Class A Common Stock issued pursuant to employee benefit plans | 19 | 19 | |||||||
Distributions to noncontrolling interests, net | (50) | (50) | |||||||
Other comprehensive income (loss) | 5 | 5 | |||||||
Net income (loss) | (311) | (344) | 33 | ||||||
BALANCE (in shares) at Jun. 30, 2021 | 51,616,924 | 23,775,056 | |||||||
BALANCE at Jun. 30, 2021 | (1,552) | $ 1 | $ 0 | 740 | (2,360) | (5) | 72 | ||
BALANCE at Mar. 31, 2021 | 188 | ||||||||
Increase (Decrease) in Temporary Equity | |||||||||
Distributions to noncontrolling interests, net | (3) | ||||||||
Net income attributable to the redeemable noncontrolling interests | 5 | ||||||||
BALANCE at Jun. 30, 2021 | 190 | ||||||||
BALANCE (in shares) at Mar. 31, 2021 | 51,118,350 | 24,217,682 | |||||||
BALANCE at Mar. 31, 2021 | (1,186) | $ 1 | $ 0 | 735 | (2,013) | (2) | 93 | ||
Increase (Decrease) in Stockholders' Equity | |||||||||
Dividends declared and paid on Class A and Class B Common Stock | (15) | (15) | |||||||
Class B Common Stock converted into Class A Common Stock (in shares) | (442,626) | (442,626) | |||||||
Class A Common Stock issued pursuant to employee benefit plans (in shares) | 55,948 | ||||||||
Class A Common Stock issued pursuant to employee benefit plans | 5 | 5 | |||||||
Distributions to noncontrolling interests, net | (20) | (20) | |||||||
Other comprehensive income (loss) | (3) | (3) | |||||||
Net income (loss) | (333) | (332) | (1) | ||||||
BALANCE (in shares) at Jun. 30, 2021 | 51,616,924 | 23,775,056 | |||||||
BALANCE at Jun. 30, 2021 | (1,552) | $ 1 | $ 0 | 740 | (2,360) | (5) | 72 | ||
BALANCE at Dec. 31, 2021 | 197 | ||||||||
Increase (Decrease) in Temporary Equity | |||||||||
Distributions to noncontrolling interests, net | (3) | ||||||||
Deconsolidation of subsidiary | (16) | ||||||||
Net income attributable to the redeemable noncontrolling interests | 9 | ||||||||
BALANCE at Jun. 30, 2022 | 187 | ||||||||
BALANCE (in shares) at Dec. 31, 2021 | 49,314,303 | 23,775,056 | 49,314,303 | 23,775,056 | |||||
BALANCE at Dec. 31, 2021 | (1,706) | $ 1 | $ 0 | 691 | (2,460) | (2) | 64 | ||
Increase (Decrease) in Stockholders' Equity | |||||||||
Dividends declared and paid on Class A and Class B Common Stock | $ (37) | (37) | |||||||
Repurchases of Class A Common Stock (in shares) | (4,058,319) | ||||||||
Repurchases of Class A Common Stock | $ (104) | (104) | |||||||
Class A Common Stock issued pursuant to employee benefit plans (in shares) | 1,214,562 | ||||||||
Class A Common Stock issued pursuant to employee benefit plans | 41 | 41 | |||||||
Distributions to noncontrolling interests, net | (5) | (5) | |||||||
Other comprehensive income (loss) | 3 | 3 | |||||||
Deconsolidation of subsidiary | (151) | (3) | (148) | ||||||
Net income (loss) | 2,601 | 2,576 | 25 | ||||||
BALANCE (in shares) at Jun. 30, 2022 | 46,470,546 | 23,775,056 | 46,470,546 | 23,775,056 | |||||
BALANCE at Jun. 30, 2022 | 642 | $ 1 | $ 0 | 628 | 79 | (2) | (64) | ||
BALANCE at Mar. 31, 2022 | 184 | ||||||||
Increase (Decrease) in Temporary Equity | |||||||||
Distributions to noncontrolling interests, net | (2) | ||||||||
Net income attributable to the redeemable noncontrolling interests | 5 | ||||||||
BALANCE at Jun. 30, 2022 | 187 | ||||||||
BALANCE (in shares) at Mar. 31, 2022 | 47,934,815 | 23,775,056 | |||||||
BALANCE at Mar. 31, 2022 | 703 | $ 1 | $ 0 | 657 | 109 | (2) | (62) | ||
Increase (Decrease) in Stockholders' Equity | |||||||||
Dividends declared and paid on Class A and Class B Common Stock | (19) | (19) | |||||||
Repurchases of Class A Common Stock (in shares) | (1,585,834) | ||||||||
Repurchases of Class A Common Stock | (36) | (36) | |||||||
Class A Common Stock issued pursuant to employee benefit plans (in shares) | 121,565 | ||||||||
Class A Common Stock issued pursuant to employee benefit plans | 7 | 7 | |||||||
Distributions to noncontrolling interests, net | (2) | (2) | |||||||
Net income (loss) | (11) | (11) | |||||||
BALANCE (in shares) at Jun. 30, 2022 | 46,470,546 | 23,775,056 | 46,470,546 | 23,775,056 | |||||
BALANCE at Jun. 30, 2022 | $ 642 | $ 1 | $ 0 | $ 628 | $ 79 | $ (2) | $ (64) |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (DEFICIT) AND REDEEMABLE NONCONTROLLING INTERESTS (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Class A Common Stock | ||||
Dividends declared per share (in dollars per share) | $ 0.25 | $ 0.20 | $ 0.50 | $ 0.40 |
Dividends paid per share (in dollars per share) | 0.25 | 0.20 | 0.50 | 0.40 |
Class B Common Stock | ||||
Dividends declared per share (in dollars per share) | 0.25 | 0.20 | 0.50 | 0.40 |
Dividends paid per share (in dollars per share) | $ 0.25 | $ 0.20 | $ 0.50 | $ 0.40 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES: | ||
Net (loss) income | $ 2,610 | $ (302) |
Adjustments to reconcile net income (loss) to net cash flows from (used in) operating activities: | ||
Amortization of sports programming rights | 326 | 1,381 |
Amortization of definite-lived intangible and other assets | 136 | 244 |
Depreciation of property and equipment | 52 | 56 |
Amortization of program contract costs | 46 | 45 |
Stock-based compensation | 38 | 43 |
Deferred tax provision (benefit) | 654 | (93) |
Gain on asset dispositions and other, net of impairment | (9) | (20) |
Gain on deconsolidation of subsidiary | (3,357) | 0 |
Income from equity method investments | (15) | (11) |
Loss (income) from investments | 159 | (60) |
Distributions from investments | 31 | 21 |
Sports programming rights payments | (325) | (1,010) |
Rebate payments to distributors | (15) | (202) |
Gain on extinguishment of debt | (3) | 0 |
Change in assets and liabilities, net of acquisitions and deconsolidation of subsidiary: | ||
Decrease (increase) in accounts receivable | 29 | (90) |
Increase in prepaid expenses and other current assets | (107) | (73) |
Increase in accounts payable and accrued and other current liabilities | 29 | 35 |
Net change in net income taxes payable/receivable | (21) | 50 |
Decrease in program contracts payable | (52) | (50) |
Other, net | 1 | 24 |
Net cash flows from (used in) operating activities | 207 | (12) |
CASH FLOWS USED IN INVESTING ACTIVITIES: | ||
Acquisition of property and equipment | (45) | (38) |
Spectrum repack reimbursements | 2 | 18 |
Proceeds from sale of assets | 9 | 39 |
Deconsolidation of subsidiary cash | (315) | 0 |
Purchases of investments | (61) | (164) |
Distributions from investments | 81 | 6 |
Other, net | 0 | (2) |
Net cash flows used in investing activities | (329) | (141) |
CASH FLOWS USED IN FINANCING ACTIVITIES: | ||
Proceeds from notes payable and commercial bank financing | 728 | 357 |
Repayments of notes payable, commercial bank financing and finance leases | (845) | (385) |
Repurchase of outstanding Class A Common Stock | (104) | 0 |
Dividends paid on Class A and Class B Common Stock | (36) | (30) |
Dividends paid on redeemable subsidiary preferred equity | (3) | (4) |
Distributions to noncontrolling interests, net | (5) | (50) |
Distributions to redeemable noncontrolling interests | 0 | (5) |
Other, net | (12) | (24) |
Net cash flows used in financing activities | (277) | (141) |
NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (399) | (294) |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period | 819 | 1,262 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period | $ 420 | $ 968 |
NATURE OF OPERATIONS AND SUMMAR
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2022 | |
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. ("SBG," the "Company," or sometimes referred to as "we" or "our") is a diversified media company with national reach and a strong focus on providing high-quality content on our local television stations, digital platforms, and, prior to the Deconsolidation, as defined below in Deconsolidation of Diamond Sports Intermediate Holdings LLC, regional sports networks. The content, distributed through our broadcast platform and third-party platforms, consists of programming provided by third-party networks and syndicators, local news, college and professional sports, and other original programming produced by us. Additionally, we own digital media products that are complementary to our extensive portfolio of television station related digital properties. 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 media and non-media related investments. For the quarter ended June 30, 2022, we had one reportable segment for accounting purposes, broadcast. Prior to the Deconsolidation, as defined below in Deconsolidation of Diamond Sports Intermediate Holdings LLC, we had two reportable segments for accounting purposes, broadcast and local sports. The broadcast segment consists primarily of our 185 broadcast television stations in 86 markets, which we own, provide programming and operating services pursuant to agreements commonly referred to as local marketing agreements ("LMA"), or provide sales services and other non-programming operating services pursuant to other outsourcing agreements (such as joint sales agreements ("JSA") and shared services agreements ("SSA")). These stations broadcast 635 channels as of June 30, 2022. For the purpose of this report, these 185 stations and 635 channels are referred to as "our" stations and channels. The local sports segment consisted primarily of our Bally Sports network brands ("Bally RSNs"), the Marquee Sports Network ("Marquee") joint venture, and a minority equity interest in the Yankee Entertainment and Sports Network, LLC ("YES Network") through February 28, 2022. On March 1, 2022, the Bally RSNs, Marquee, and YES Network were deconsolidated from our financial statements. See Deconsolidation of Diamond Sports Intermediate Holdings LLC below. Through February 28, 2022, we refer to the Bally RSNs and Marquee as "the RSNs". The RSNs and YES Network own the exclusive rights to air, among other sporting events, the games of professional sports teams in designated local viewing areas. Principles of Consolidation The consolidated financial statements include our accounts and those of our wholly-owned and majority-owned subsidiaries, and VIEs for which we are the primary beneficiary. Noncontrolling interests represent a minority owner’s proportionate share of the equity in certain of our consolidated entities. Noncontrolling interests which may be redeemed by the holder, and the redemption is outside of our control, are presented as redeemable noncontrolling interests. All intercompany transactions and account balances have been eliminated in consolidation. We consolidate VIEs when we are the primary beneficiary. We are the primary beneficiary of a VIE when we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. See Note 9. Variable Interest Entities for more information on our VIEs. Investments in entities over which we have significant influence but not control are accounted for using the equity method of accounting. Income from equity method investments represents our proportionate share of net income generated by equity method investees. Deconsolidation of Diamond Sports Intermediate Holdings LLC On March 1, 2022, SBG's subsidiary Diamond Sports Intermediate Holdings, LLC, and certain subsidiaries (collectively "DSIH") completed a series of transactions (the "Transaction") which are expected to provide DSIH with approximately $1 billion of liquidity enhancement over the next five years. As part of the Transaction, the governance structure of DSIH was modified including changes to the composition of its Board of Managers, resulting in the Company's loss of voting control. As a result, DSIH, whose operations represented the entirety of our local sports segment, was deconsolidated from our consolidated financial statements effective as of March 1, 2022 (the "Deconsolidation"). The consolidated statement of operations therefore includes two months of activity related to DSIH in the fiscal quarter ended March 31, 2022 prior to the Deconsolidation. Subsequent to February 28, 2022, the assets and liabilities of DSIH are no longer included within our consolidated balance sheets. Any discussions related to results, operations, and accounting policies associated with DSIH are referring to the periods prior to the Deconsolidation. Upon Deconsolidation, we recognized a gain before income taxes of approximately $3,357 million, which is recorded within gain on deconsolidation of subsidiary in our consolidated statements of operations. Subsequent to the Deconsolidation, we accounted for our equity ownership interest in DSIH under the equity method of accounting. See Note 3. Other Assets for more information. Interim Financial Statements The consolidated financial statements for the three and six months ended June 30, 2022 and 2021 are unaudited. In the opinion of management, such financial statements have been presented on the same basis as the audited consolidated financial statements and include all adjustments, consisting only of normal recurring adjustments necessary for a fair statement of the consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive income, consolidated statements of equity (deficit) and redeemable noncontrolling interests, and consolidated statements of cash flows for these periods as adjusted for the adoption of recent accounting pronouncements. As permitted under the applicable rules and regulations of the Securities and Exchange Commission (the "SEC"), the consolidated financial statements do not include all disclosures normally included with audited consolidated financial statements and, accordingly, should be read together with the audited consolidated financial statements and notes thereto in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC. The consolidated statements of operations presented in the accompanying consolidated financial statements are not necessarily representative of operations for an entire year. 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. The impact of the war in Ukraine and the novel coronavirus ("COVID-19") continues to create significant uncertainty and disruption in the global economy and financial markets. It is reasonably possible that these uncertainties could further materially impact our estimates related to, but not limited to, revenue recognition, goodwill and intangible assets, program contract costs and income taxes. As a result, many of our estimates and assumptions require increased judgment and carry a higher degree of variability and volatility. Our estimates may change as new events occur and additional information emerges, and such changes are recognized or disclosed in our consolidated financial statements. Recent Accounting Pronouncements In March 2020, the FASB issued guidance providing optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate ("LIBOR") or by another reference rate expected to be discontinued. The guidance was effective for all entities immediately upon issuance of the update and may be applied prospectively to applicable transactions existing as of or entered into from the date of adoption through December 31, 2022. We adopted this guidance upon issuance and it did not have an impact on our consolidated financial statements. Broadcast Television Programming We have agreements with programming syndicators for the rights to television programming over contract periods, which generally run from one The rights to this programming are reflected in the accompanying consolidated balance sheets at the lower of unamortized cost or fair value. Program contract costs are amortized on a straight-line basis except for contracts greater than three years which are amortized utilizing an accelerated method. 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 amortization or fair value adjustments. Fair value is determined utilizing a discounted cash flow model based on management’s expectation of future advertising revenues, net of sales commissions, to be generated by the program material. We assess our program contract costs on a quarterly basis to ensure the costs are recorded at the lower of unamortized cost or fair value. Sports Programming Rights DSIH has multi-year program rights agreements that provide DSIH with the right to produce and telecast professional live sports games within a specified territory in exchange for a rights fee. Prior to the Deconsolidation, a prepaid asset was recorded for rights acquired related to future games upon payment of the contracted fee. The assets recorded for the acquired rights were classified as current or non-current based on the period when the games were expected to be aired. Liabilities were recorded for any program rights obligations that had been incurred but not yet paid at period end. We amortized these rights as an expense over each season based upon contractually stated rates. Amortization was accelerated in the event that the stated contractual rates over the term of the rights agreement resulted in an expense recognition pattern that was inconsistent with the projected growth of revenue over the contractual term. The National Basketball Association ("NBA") and the National Hockey League ("NHL") delayed the start of their 2020-2021 seasons until December 22, 2020 and January 13, 2021, respectively, and both leagues postponed games in the fourth quarter 2021 and rescheduled these games to be played in the first quarter 2022. The sports rights expense associated with these seasons was recognized over the modified term of these seasons. Non-cash Investing and Financing Activities Leased assets obtained in exchange for new operating lease liabilities were $7 million and $4 million for the six months ended June 30, 2022 and 2021, respectively. Leased assets obtained in exchange for new finance lease liabilities were $1 million for the six months ended June 30, 2022. Revenue Recognition The following table presents our revenue disaggregated by type and segment (in millions): For the three months ended June 30, 2022 Broadcast Local sports Other Eliminations Total Distribution revenue $ 385 $ — $ 45 $ — $ 430 Advertising revenue 316 — 70 (20) 366 Other media, non-media, and intercompany revenues 31 — 16 (6) 41 Total revenues $ 732 $ — $ 131 $ (26) $ 837 For the three months ended June 30, 2021 Broadcast Local sports Other Eliminations Total Distribution revenue $ 363 $ 666 $ 49 $ — $ 1,078 Advertising revenue 280 162 54 (5) 491 Other media, non-media, and intercompany revenues 44 10 17 (28) 43 Total revenues $ 687 $ 838 $ 120 $ (33) $ 1,612 For the six months ended June 30, 2022 Broadcast Local sports Other Eliminations Total Distribution revenue $ 777 $ 433 $ 93 $ — $ 1,303 Advertising revenue 598 44 138 (43) 737 Other media, non-media, and intercompany revenues 78 5 34 (32) 85 Total revenues $ 1,453 $ 482 $ 265 $ (75) $ 2,125 For the six months ended June 30, 2021 Broadcast Local sports Other Eliminations Total Distribution revenue $ 724 $ 1,364 $ 99 $ — $ 2,187 Advertising revenue 547 227 94 (6) 862 Other media, non-media, and intercompany revenues 81 15 35 (57) 74 Total revenues $ 1,352 $ 1,606 $ 228 $ (63) $ 3,123 Distribution Revenue. We have agreements with multi-channel video programming distributors ("MVPD") and virtual MVPDs ("vMVPD," and together with MVPDs, "Distributors"). We generate distribution revenue through fees received from these Distributors for the right to distribute our stations, RSNs, and other properties. Distribution arrangements are generally governed by multi-year contracts and the underlying fees are based upon a contractual monthly rate per subscriber. These arrangements represent licenses of intellectual property; revenue is recognized as the signal or network programming is provided to our customers (as usage occurs) which corresponds with the satisfaction of our performance obligation. Revenue is calculated based upon the contractual rate multiplied by an estimated number of subscribers. Our customers will remit payments based upon actual subscribers a short time after the conclusion of a month, which generally does not exceed 120 days. Historical adjustments to subscriber estimates have not been material. Advertising Revenue. We generate advertising revenue primarily from the sale of advertising spots/impressions within our broadcast television, RSN, and digital platforms. In accordance with ASC 606, we do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) distribution arrangements which are accounted for as a sales/usage based royalty. Deferred Revenue. We record deferred revenue when cash payments are received or due in advance of our performance, including amounts which are refundable. We classify deferred revenue as either current in other current liabilities or long-term in other long-term liabilities in our consolidated balance sheets based on the timing of when we expect to satisfy our performance obligations. Deferred revenue was $225 million and $235 million as of June 30, 2022 and December 31, 2021, respectively, of which $154 million and $164 million, respectively, was reflected in other long-term liabilities in our consolidated balance sheets. Deferred revenue recognized during the six months ended June 30, 2022 and 2021, included in the deferred revenue balance as of December 31, 2021 and 2020, was $42 million and $30 million, respectively. For the three months ended June 30, 2022, two customers accounted for 11% and 10%, respectively, of our total revenues. For the six months ended June 30, 2022, three customers accounted for 15%, 14%, and 12%, respectively, of our total revenues. For the three months ended June 30, 2021, three customers accounted for 19%, 17%, and 14%, respectively, of our total revenues. For the six months ended June 30, 2021, three customers accounted for 19%, 18%, and 14%, respectively, of our total revenues. As of June 30, 2022, two customers accounted for 11% and 10%, respectively, of our accounts receivable, net. For purposes of this disclosure, a single customer may include multiple entities under common control. Income Taxes Our income tax provision for all periods consists of federal and state income taxes. The tax provision for the three and six months ended June 30, 2022 and 2021 is based on the estimated effective tax rate applicable for the full year after taking into account discrete tax items and the effects of the noncontrolling interests. 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, current and cumulative losses, 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. A valuation allowance has been provided for deferred tax assets related to interest expense carryforwards under the Internal Revenue Code ("IRC") Section 163(j) and a substantial amount of our available state net operating loss carryforwards based on past operating results, expected timing of the reversals of existing temporary basis differences, alternative tax strategies and projected future taxable income. Our effective income tax rate for the three months ended June 30, 2022 was greater than the statutory rate primarily due to an increase in valuation allowance on deferred tax assets relating to deductibility of interest expense under the IRC Section 163(j). Our effective income tax rate for the six months ended June 30, 2022 approximated our statutory rate. Our effective income tax rate for the three months ended June 30, 2021 was less than the statutory rate primarily due to an increase in valuation allowance on deferred tax assets relating to deductibility of interest expense under the IRC Section 163(j), offset by federal tax credits related to investments in sustainability initiatives. Our effective income tax rate for the six months ended June 30, 2021 approximated our statutory rate. We do not believe that our liability for unrecognized tax benefits would be materially impacted, in the next twelve months, as a result of the 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. Share Repurchase Program On August 4, 2020, the Board of Directors authorized an additional $500 million share repurchase authorization in addition to the previous repurchase authorization of $1 billion. There is no expiration date and currently, management has no plans to terminate this program. For the six months ended June 30, 2022, we repurchased approximately four million shares of Class A Common Stock for $104 million. As of June 30, 2022, the total remaining purchase authorization was $714 million. As of August 4, 2022, we repurchased an additional 489,051 shares of Class A Common Stock, for $10 million since June 30, 2022. All shares were repurchased under an SEC Rule 10b5-1 plan. Reclassifications Certain reclassifications have been made to prior years' consolidated financial statements to conform to the current year's presentation. |
ACQUISITIONS AND DISPOSITIONS O
ACQUISITIONS AND DISPOSITIONS OF ASSETS | 6 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITIONS AND DISPOSITIONS OF ASSETS | ACQUISITIONS AND DISPOSITIONS OF ASSETS: Broadcast Incentive Auction. In 2012, Congress authorized the Federal Communications Commission ("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 their 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. |
OTHER ASSETS
OTHER ASSETS | 6 Months Ended |
Jun. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER ASSETS | OTHER ASSETS: Other assets as of June 30, 2022 and December 31, 2021 consisted of the following (in millions): As of June 30, As of December 31, Equity method investments $ 142 $ 517 Other investments 405 567 Note receivable 193 — Post-retirement plan assets 43 50 Other 169 274 Total other assets $ 952 $ 1,408 Equity Method Investments We have a portfolio of investments, including our investment in the YES Network (prior to the Deconsolidation), our investment in DSIH (subsequent to the Deconsolidation), and also a number of entities that are primarily focused on the development of real estate and other media and non-media businesses. No investments were individually significant for the periods presented. YES Network Investment . Prior to the Deconsolidation, we accounted for our investment in the YES Network as an equity method investment, which was recorded within other assets in our consolidated balance sheets, and in which our proportionate share of the net income or loss generated by the investment was included within income from equity method investments in our consolidated statements of operations. We recorded income of $26 million for the six months ended June 30, 2022 and income of $6 million and $19 million for the three and six months ended June 30, 2021, respectively. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. Diamond Sports Intermediate Holdings LLC. Subsequent to the Deconsolidation, we began accounting for our equity interest in DSIH under the equity method of accounting. As of March 1, 2022, we reflected the investment in DSIH at fair value, which was determined to be nominal. For the three and six months ended June 30, 2022 we recorded no equity method loss related to the investment because the carrying value of the investment is zero and we are not obligated to fund losses incurred by DSIH. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. Other Investments We measure our investments, excluding equity method investments, at fair value or, in situations where fair value is not readily determinable, we have the option to value investments at cost plus observable changes in value, less impairment. Additionally, certain investments are measured at net asset value ("NAV"). As of June 30, 2022 and December 31, 2021, we held $216 million and $402 million, respectively, in investments measured at fair value and $179 million and $147 million, respectively, in investments measured at NAV. We recognized a fair value adjustment loss of $105 million and $161 million for the three and six months ended June 30, 2022, respectively, and a fair value adjustment loss of $63 million and gain of $62 million for the three and six months ended June 30, 2021, respectively, associated with these investments, which are reflected in other (expense) income, net in our consolidated statements of operations. As of June 30, 2022 and December 31, 2021, our unfunded commitments related to our investments valued using the NAV practical expedient totaled $87 million and $81 million, respectively. Investments accounted for utilizing the measurement alternative were $10 million, net of $7 million of cumulative impairments, as of June 30, 2022, and $18 million, net of $7 million of cumulative impairments, as of December 31, 2021. There were no adjustments to the carrying amount of investments accounted for utilizing the measurement alternative for any of the three and six months ended June 30, 2022 or 2021. Note Receivable On November 5, 2021, we purchased and assumed the lenders’ and the administrative agent’s rights and obligations under the Accounts Receivable Securitization Facility (A/R Facility), held by Diamond Sports Finance SPV, LLC (DSPV), an indirect wholly-owned subsidiary of DSIH, by making a payment to the lenders equal to approximately $184 million, representing 101% of the aggregate outstanding principal amount of the loans under the A/R Facility, plus any accrued interest and outstanding fees and expenses. The maximum facility limit availability under the A/R Facility is $400 million and has a maturity date of September 23, 2024. Subsequent to the Deconsolidation, transactions related to the A/R Facility are no longer intercompany transactions and, therefore, are reflected in our consolidated financial statements. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies . As of June 30, 2022, the note receivable due to the Company is approximately $193 million which is recorded within other assets in our consolidated balance sheets. |
NOTES PAYABLE, FINANCE LEASES,
NOTES PAYABLE, FINANCE LEASES, AND COMMERCIAL BANK FINANCING | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE, FINANCE LEASES, AND COMMERCIAL BANK FINANCING | NOTES PAYABLE, FINANCE LEASES, AND COMMERCIAL BANK FINANCING: Bank Credit Agreement and Notes The bank credit agreement of Sinclair Television Group, Inc. ("STG"), a wholly owned subsidiary of the Company, (the "Bank Credit Agreement") includes a financial maintenance covenant, the first lien leverage ratio (as defined in the Bank Credit Agreement), which requires such ratio not to exceed 4.5x, measured as of the end of each fiscal quarter. As of June 30, 2022, the STG first lien leverage ratio was below 4.5x. Under the Bank Credit Agreement, a financial maintenance covenant is only applicable if 35% or more of the capacity (as a percentage of total commitments) under the revolving credit facility, measured as of the last day of each fiscal quarter, is utilized under the revolving credit facility as of such date. Since there was no utilization under the revolving credit facility as of June 30, 2022, STG was not subject to the financial maintenance covenant under the Bank Credit Agreement. The Bank Credit Agreement contains other restrictions and covenants with which STG was in compliance as of June 30, 2022. On April 21, 2022, STG entered into the Fourth Amendment (the "Fourth Amendment") to the Bank Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, the guarantors party thereto (the "Guarantors") and the lenders and other parties thereto. Pursuant to the Fourth Amendment, STG raised Term B-4 Loans (as defined in the Bank Credit Agreement) in an aggregate principal amount of $750 million, which mature on April 21, 2029 (the "Term Loan B-4"). The Term Loan B-4 was issued at 97% of par and bears interest, at STG’s option, at Term Secured Overnight Financing Rate ("SOFR") plus 3.75% (subject to customary credit spread adjustments) or base rate plus 2.75%. The proceeds from the Term Loan B-4 were used to refinance all of STG’s outstanding Term Loan B-1 due January 2024 and to redeem STG’s outstanding 5.875% senior notes due 2026 (the "STG 5.875% Notes"). In addition, the maturity of $612.5 million of the total $650 million of revolving commitments under the Bank Credit Agreement were extended to April 21, 2027, with the remaining $37.5 million continuing to mature on December 4, 2025. For the three and six months ended June 30, 2022, we capitalized an original issuance discount of $23 million associated with the issuance of the Term Loan B-4, which is reflected as a reduction to the outstanding debt balance and will be recognized as interest expense over the term of the outstanding debt utilizing the effective interest method. The balance of the Term Loan B-4 was $727 million, net of debt discount and deferred financing costs, as of June 30, 2022. We recognized a loss on extinguishment of $10 million for the three and six months ended June 30, 2022. During the three months ended June 30, 2022, we purchased $118 million aggregate principal amount of STG's 5.125% senior notes due 2027 (the "STG 5.125% Notes") in open market transactions for consideration of $104 million. The STG 5.125% Notes acquired during the three months ended June 30, 2022 were canceled immediately following their acquisition. We recognized a gain on extinguishment of the STG 5.125% Notes of $13 million for the three and six months ended June 30, 2022. The debt of DSIH was deconsolidated from our balance sheet as part of the Deconsolidation. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. Finance leases to affiliates The current portion of notes payable, finance leases, and commercial bank financing in our consolidated balance sheets includes finance leases to affiliates of $2 million and $3 million as of June 30, 2022 and December 31, 2021, respectively. Notes payable, finance leases, and commercial bank financing, less current portion, in our consolidated balance sheets includes finances leases to affiliates of $6 million as of both June 30, 2022 and December 31, 2021. See Note 10. Related Person Transactions. Debt of variable interest entities and guarantees of third-party obligations STG jointly, severally, unconditionally, and irrevocably guaranteed $37 million and $39 million of debt of certain third parties as of June 30, 2022 and December 31, 2021, respectively, of which $9 million, net of deferred financing costs, related to consolidated VIEs is included in our consolidated balance sheets as of both June 30, 2022 and December 31, 2021. These guarantees primarily relate to the debt of Cunningham Broadcasting Corporation (Cunningham) as discussed under Cunningham Broadcasting Corporation within Note 10. Related Person Transactions |
REDEEMABLE NONCONTROLLING INTER
REDEEMABLE NONCONTROLLING INTERESTS | 6 Months Ended |
Jun. 30, 2022 | |
Temporary Equity Disclosure [Abstract] | |
REDEEMABLE NONCONTROLLING INTERESTS | REDEEMABLE NONCONTROLLING INTERESTS: We account for redeemable noncontrolling interests in accordance with ASC 480, Distinguishing Liabilities from Equity , and classify them as mezzanine equity in our consolidated balance sheets because their possible redemption is outside of the control of the Company. Our redeemable non-controlling interests consist of the following: Redeemable Subsidiary Preferred Equity . On August 23, 2019, Diamond Sports Holdings LLC ("DSH"), an indirect parent of DSG and indirect wholly-owned subsidiary of the Company, issued preferred equity (the "Redeemable Subsidiary Preferred Equity"). Dividends accrued during the three and six months ended June 30, 2022 were $3 million and $6 million, respectively, and for the three and six months ended June 30, 2021, were $4 million and $8 million, respectively, and are reflected in net income attributable to the redeemable controlling interests in our consolidated statements of operations. The dividends paid in cash accrue at a rate equal to 1-month LIBOR (with a 0.75% floor) plus 7.5%, which is 0.5% lower than the rate payable if the dividends were paid-in-kind during the quarter. Dividends accrued during the three months ended June 30, 2022, March 31, 2022, and June 30, 2021 were paid-in-kind and added to the liquidation preference, which was partially offset by certain required cash tax distributions. The balance of the Redeemable Subsidiary Preferred Equity, net of issuance costs, was $187 million and $181 million as of June 30, 2022 and December 31, 2021, respectively. The liquidation preference of the Redeemable Subsidiary Preferred Equity was $191 million and $185 million as of June 30, 2022 and December 31, 2021, respectively. Subsidiary Equity Put Right. A noncontrolling equity holder of DSIH has the right to sell their interest to DSIH at any time during the 30-day period following September 30, 2025. The value of this redeemable noncontrolling interest was $16 million as of December 31, 2021. This redeemable noncontrolling interest was deconsolidated as part of the Deconsolidation. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES: Other Liabilities Prior to the Deconsolidation, other liabilities included certain fixed payment obligations which were payable through 2027. As of December 31, 2021, $32 million and $71 million were recorded within other current liabilities and other long-term liabilities, respectively, in our consolidated balance sheets. We recorded interest expense of $1 million for the six months ended June 30, 2022 and $1 million and $3 million for the three and six months ended June 30, 2021, respectively. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. Prior to the Deconsolidation, other liabilities included certain variable payment obligations which were payable through 2030. These contractual obligations were based upon the excess cash flow of certain Bally RSNs. As of December 31, 2021, $8 million and $23 million were recorded within other current liabilities and other long-term liabilities, respectively, in our consolidated balance sheets. We recorded measurement adjustment losses of $3 million for the six months ended June 30, 2022 and $2 million and $3 million for the three and six months ended June 30, 2021, respectively, which are reflected in other (expense) income, net in our consolidated statements of operations. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. Litigation We are a party to lawsuits, claims, and regulatory matters 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. Except as noted below, we do not believe the outcome of these matters, individually or in the aggregate, will have a material effect on our financial statements. FCC Litigation Matters On May 22, 2020, the FCC released an Order and Consent Decree pursuant to which the Company agreed to pay $48 million to resolve the matters covered by a Notice of Apparent Liability for Forfeiture ("NAL") issued in December 2017 proposing a $13 million fine for alleged violations of the FCC's sponsorship identification rules by the Company and certain of its subsidiaries, the FCC’s investigation of the allegations raised in the Hearing Designation Order issued in connection with the Company's proposed acquisition of Tribune, and a retransmission related matter. The Company submitted the $48 million payment on August 19, 2020. As part of the consent decree, the Company also agreed to implement a 4-year compliance plan. Two petitions were filed on June 8, 2020 seeking reconsideration of the Order and Consent Decree. The Company filed an opposition to the petitions on June 18, 2020, and the petitions remain pending. On September 1, 2020, one of the individuals who filed a petition for reconsideration of the Order and Consent Decree filed a petition to deny the license renewal application of WBFF(TV), Baltimore, MD, and the license renewal applications of two other Baltimore, MD stations with which the Company has a JSA or LMA, Deerfield Media station WUTB(TV) and Cunningham station WNUV(TV). The Company filed an opposition to the petition on October 1, 2020, and the petition remains pending. On September 2, 2020, the FCC adopted a Memorandum Opinion and Order and NAL against the licensees of several stations with whom the Company has LMAs, JSAs, and/or SSAs in response to a complaint regarding those stations’ retransmission consent negotiations. The NAL proposed a $0.5 million penalty for each station, totaling $9 million. The licensees filed a response to the NAL on October 15, 2020, asking the Commission to dismiss the proceeding or, alternatively, to reduce the proposed forfeiture to $25,000 per station. On July 28, 2021, the FCC issued a forfeiture order in which the $0.5 million penalty was upheld for all but one station. A Petition for Reconsideration of the forfeiture order was filed on August 7, 2021. On March 14, 2022, the Commission released a Memorandum Opinion and Order and Order on Reconsideration, reaffirming the forfeiture order and dismissing (and in the alternative, denying) the Petition for Reconsideration. The Company is not a party to this forfeiture order; however, our consolidated financial statements include an accrual of additional expenses of $8 million for the above legal matters during the year ended December 31, 2021, as we consolidate these stations as VIEs. Other Litigation Matters On November 6, 2018, the Company agreed to enter into a proposed consent decree with the Department of Justice (the "DOJ"). This consent decree resolves the DOJ’s investigation into the sharing of pacing information among certain stations in some local markets. The DOJ filed the consent decree and related documents in the U.S. District Court for the District of Columbia on November 13, 2018. The U.S. District Court for the District of Columbia entered the consent decree on May 22, 2019. The consent decree is not an admission of any wrongdoing by the Company and does not subject the Company to any monetary damages or penalties. The Company believes that even if the pacing information was shared as alleged, it would not have impacted any pricing of advertisements or the competitive nature of the market. The consent decree requires the Company to adopt certain antitrust compliance measures, including the appointment of an Antitrust Compliance Officer, consistent with what the DOJ has required in previous consent decrees in other industries. The consent decree also requires the Company's stations not to exchange pacing and certain other information with other stations in their local markets, which the Company’s management has already instructed them not to do. The Company is aware of twenty-two putative class action lawsuits that were filed against the Company following published reports of the DOJ investigation into the exchange of pacing data within the industry. On October 3, 2018, these lawsuits were consolidated in the Northern District of Illinois. The consolidated action alleges that the Company and thirteen other broadcasters conspired to fix prices for commercials to be aired on broadcast television stations throughout the United States and engaged in unlawful information sharing, in violation of the Sherman Antitrust Act. The consolidated action seeks damages, attorneys’ fees, costs and interest, as well as injunctions against adopting practices or plans that would restrain competition in the ways the plaintiffs have alleged. The Court denied the Defendants’ motion to dismiss on November 6, 2020. Since then, the Plaintiffs have served the Defendants with written discovery requests, and the Court has set a pretrial schedule which now requires discovery to be completed by December 30, 2022 and briefing on class certification to be completed by May 15, 2023. The Company believes the lawsuits are without merit and intends to vigorously defend itself against all such claims. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE: The following table reconciles income (numerator) and shares (denominator) used in our computations of basic and diluted earnings per share for the periods presented (in millions, except share amounts which are reflected in thousands): Three Months Ended Six Months Ended 2022 2021 2022 2021 Income (Numerator) Net (loss) income $ (6) $ (328) $ 2,610 $ (302) Net income attributable to the redeemable noncontrolling interests (5) (5) (9) (9) Net loss (income) attributable to the noncontrolling interests — 1 (25) (33) Numerator for basic and diluted (loss) earnings per common share available to common shareholders $ (11) $ (332) $ 2,576 $ (344) Shares (Denominator) Basic weighted-average common shares outstanding 70,897 75,331 71,527 74,862 Dilutive effect of stock-settled appreciation rights and outstanding stock options — — 6 — Diluted weighted-average common and common equivalent shares outstanding 70,897 75,331 71,533 74,862 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: Three Months Ended Six Months Ended 2022 2021 2022 2021 Weighted-average stock-settled appreciation rights and outstanding stock options excluded 3,645 1,802 3,095 1,608 |
SEGMENT DATA
SEGMENT DATA | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
SEGMENT DATA | SEGMENT DATA: During the period ended June 30, 2022, we measured segment performance based on operating income (loss). For the quarter ended June 30, 2022, we had one reportable segment, broadcast. Prior to the Deconsolidation , we had two reportable segments, broadcast and local sports. Our broadcast segment provides free over-the-air programming to television viewing audiences and includes stations in markets located throughout the continental United States. Our local sports segment provided viewers with live professional sports content and included our Bally RSNs, Marquee, and our investment in the YES Network, prior to the Deconsolidation on March 1, 2022. See Deconsolidation of Diamond Sports Intermediate Holdings LLC under Note 1. Nature of Operations and Summary of Significant Accounting Policies. Other and corporate are not reportable segments but are included for reconciliation purposes. Other primarily consists of original networks and content, including Tennis, non-broadcast digital and internet solutions, technical services, and other non-media investments. Corporate costs primarily include our costs to operate as a public company and to operate our corporate headquarters location. All of our businesses are located within the United States. Segment financial information is included in the following tables for the periods presented (in millions): As of June 30, 2022 Broadcast Local sports Other & Corporate Eliminations Consolidated Assets $ 4,620 $ — $ 1,830 (e) $ (1) $ 6,449 For the three months ended June 30, 2022 Broadcast Local sports Other & Corporate Eliminations Consolidated Revenue $ 732 (b) $ — $ 131 $ (26) (a) $ 837 Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 60 — 8 (1) 67 Amortization of program contract costs 18 — 3 — 21 Corporate general and administrative expenses 33 — 5 — 38 Gain on asset dispositions and other, net of impairment — — (4) — (4) Operating income (loss) 118 — (13) 2 107 Interest expense including amortization of debt discount and deferred financing costs 1 — 56 (3) 54 Income from equity method investments — — 3 — 3 For the three months ended June 30, 2021 Broadcast Local sports Other & Corporate Eliminations Consolidated Revenue $ 687 $ 838 $ 120 $ (33) (a) $ 1,612 Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 64 78 6 (1) 147 Amortization of sports programming rights — 829 — — 829 Amortization of program contract costs 17 — 5 — 22 Corporate general and administrative expenses 29 3 4 — 36 Gain on asset dispositions and other, net of impairment (3) — (5) — (8) Operating income (loss) 105 (288) 4 1 (178) Interest expense including amortization of debt discount and deferred financing costs 1 110 51 (2) 160 Income (loss) from equity method investments — 10 (8) — 2 For the six months ended June 30, 2022 Broadcast Local sports Other & Corporate Eliminations Consolidated Revenue $ 1,453 (b) $ 482 $ 265 $ (75) (a) $ 2,125 Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 120 54 16 (2) 188 Amortization of sports programming rights — 326 — — 326 Amortization of program contract costs 38 — 8 — 46 Corporate general and administrative expenses 76 1 8 — 85 Gain on deconsolidation of subsidiary — — (3,357) (c) — (3,357) Gain on asset dispositions and other, net of impairment (5) — (4) — (9) Operating income (loss) 215 (4) 3,359 3 3,573 Interest expense including amortization of debt discount and deferred financing costs 2 72 103 (8) 169 Income from equity method investments — 10 5 — 15 For the six months ended June 30, 2021 Broadcast Local sports (d) Other & Corporate Eliminations Consolidated Revenue $ 1,352 $ 1,606 $ 228 $ (63) (a) $ 3,123 Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 126 162 14 (2) 300 Amortization of sports programming rights — 1,381 — — 1,381 Amortization of program contract costs 38 — 7 — 45 Corporate general and administrative expenses 84 6 7 — 97 Gain on asset dispositions and other, net of impairment (17) — (5) — (22) Operating income (loss) 168 (329) 17 1 (143) Interest expense including amortization of debt discount and deferred financing costs 2 218 96 (5) 311 Income (loss) from equity method investments — 23 (12) — 11 (a) Includes $1 million and $25 million for the three and six months ended June 30, 2022, respectively, and $27 million and $54 million for the three and six months ended June 30, 2021, respectively, of revenue for services provided by broadcast to local sports and other; and $22 million and $44 million for the three and six months ended June 30, 2022, respectively, of revenue for services provided by other to broadcast, which are eliminated in consolidation. (b) Includes $10 million and $15 million for the three and six months ended June 30, 2022, respectively, of revenue for services provided by broadcast to DSIH, which are no longer treated as intercompany transactions subsequent to the Deconsolidation. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. (c) Represents the gain recognized on the Deconsolidation. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. (d) Represents the activity prior to the Deconsolidation on March 1, 2022. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. (e) Includes the note receivable due to the Company outstanding under the A/R facility of approximately $193 million. See Long Term Note Receivable within Note. 3 Other Assets |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VARIABLE INTEREST ENTITIES | VARIABLE INTEREST ENTITIES: 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. A subsidiary of DSIH is a party to a joint venture associated with Marquee. Marquee is party to a long term telecast rights agreement which provides the rights to air certain live game telecasts and other content, which we guarantee. In connection with a prior acquisition, we became party to a joint venture associated with one other regional sports network. DSIH participated significantly in the economics and had the power to direct the activities which significantly impacted the economic performance of these regional sports networks, including sales and certain operational services. As of December 31, 2021, we consolidated these regional sports networks because they were variable interest entities and we were the primary beneficiary. As of March 1, 2022, as a result of the Deconsolidation, we no longer consolidate these regional sports networks. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. 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 the dates presented, were as follows (in millions): As of June 30, As of December 31, ASSETS Current assets: Cash and cash equivalents $ — $ 43 Accounts receivable, net 45 83 Prepaid sports rights — 2 Other current assets 1 4 Total current assets 46 132 Property and equipment, net 8 17 Operating lease assets — 5 Goodwill and indefinite-lived intangible assets 15 15 Definite-lived intangible assets, net 43 47 Other assets — 1 Total assets $ 112 $ 217 LIABILITIES Current liabilities: Other current liabilities $ 20 $ 62 Long-term liabilities: Operating lease liabilities, less current portion — 4 Program contracts payable, less current portion 1 2 Other long-term liabilities 3 4 Total liabilities $ 24 $ 72 The amounts above represent the combined assets and liabilities of the VIEs described above, for which we are the primary beneficiary. Total liabilities associated with certain outsourcing agreements and purchase options with certain VIEs, which are excluded from the above, were $129 million and $127 million as of June 30, 2022 and December 31, 2021, respectively, as these amounts are eliminated in consolidation. The assets of each of these consolidated VIEs can only be used to settle the obligations of the VIE. As of June 30, 2022, all of the liabilities are non-recourse to us except for the debt of certain VIEs. See Debt of variable interest entities and guarantees of third-party obligations under Note 4. Notes Payable, Finance Leases, and Commercial Bank Financing for further discussion. The risk and reward characteristics of the VIEs are similar. Other VIEs We have several investments in entities 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. In conjunction with the Transaction, the composition of the DSIH board of managers was modified resulting in the our loss of voting control over DSIH. We hold substantially all of the equity of DSIH and provides certain management and general and administrative services to DSIH. However, it was determined that we are not the primary beneficiary because we lack the ability to control the activities that most significantly drive the economics of the business. The carrying amount of our investment in DSIH is zero and there is no obligation for us to provide additional financial support. We are also party to an A/R facility held by DSIH which had an outstanding balance of approximately $193 million as of June 30, 2022. See Note Receivable within Note 3. Other Assets . The amounts drawn under the A/R facility represent our maximum loss exposure. The carrying amounts of our investments in these VIEs for which we are not the primary beneficiary were $182 million and $175 million as of June 30, 2022 and December 31, 2021, respectively, and are included in other assets in our consolidated balance sheets. See Note 3. Other Assets for more information related to our equity investments. Our maximum exposure is equal to the carrying value of our investments. The income and loss related to equity method investments and other investments are recorded in income from equity method investments and other (expense) income, net, respectively, in our consolidated statements of operations. We recorded gains of $5 million and $25 million for the three and six months ended June 30, 2022, respectively, and recorded losses of $7 million and 12 million for the three and six months ended June 30, 2021, respectively, related to these investments. |
RELATED PERSON TRANSACTIONS
RELATED PERSON TRANSACTIONS | 6 Months Ended |
Jun. 30, 2022 | |
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 our 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 $1 million and $3 million for the three and six months ended June 30, 2022, respectively, and $1 million and $2 million for the three and six months ended June 30, 2021, respectively. For further information, see Note 4. Notes Payable, Finance Leases, and Commercial Bank Financing . Charter Aircraft. We lease aircraft owned by certain controlling shareholders. For all leases, we incurred expenses of less than $0.1 million and $0.3 million for the three and six months ended June 30, 2022, respectively. We incurred expenses of less than $0.1 million and $0.2 million for three and six months ended June 30, 2021, respectively. 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; WEMT-TV Tri-Cities, Tennessee; WYDO-TV Greenville, North Carolina; KBVU-TV/KCVU-TV Eureka/Chico-Redding, California; WPFO-TV Portland, Maine; and KRNV-DT/KENV-DT Reno, Nevada/Salt Lake City, Utah (collectively, the "Cunningham Stations"). Certain of our stations provide services to the Cunningham Stations pursuant to LMAs or JSAs and SSAs. See Note 9. Variable Interest Entities , for further discussion of the scope of services provided under these types of arrangements. As of June 30, 2022, we have jointly and severally, unconditionally, and irrevocably guaranteed $35 million of Cunningham's debt, of which $6 million, net of $0.1 million deferred financing costs, relates to the Cunningham VIEs that we consolidate. All of the non-voting stock of the Cunningham Stations 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. 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, 2028 and there is one additional five-year renewal term 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 or (ii) $5 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 cumulative prepayments made under these purchase agreements were $59 million and $58 million as of June 30, 2022 and December 31, 2021, respectively. The remaining aggregate purchase price of these stations, net of prepayments, as of both June 30, 2022 and December 31, 2021, was approximately $54 million. Additionally, we provide services to WDBB-TV pursuant to an LMA, which expires April 22, 2025, and have a purchase option to acquire for $0.2 million. We paid Cunningham, under these agreements, $1 million and $4 million for the three and six months ended June 30, 2022, respectively, and $3 million and $5 million for the three and six months ended June 30, 2021, respectively. The agreements with KBVU-TV/KCVU-TV, KRNV-DT/KENV-DT, WBSF-TV, WEMT-TV, WGTU-TV/WGTQ-TV, WPFO-TV, and WYDO-TV expire between May 2023 and November 2029 and certain stations have renewal provisions for successive eight-year periods. 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 in our consolidated statements of operations. Our consolidated revenues include $37 million and $71 million for the three and six months ended June 30, 2022, respectively, and $36 million and $72 million for the three and six months ended June 30, 2021, respectively, related to the Cunningham Stations. We have an agreement with Cunningham to provide master control equipment and provide master control services to a station in Johnstown, PA with which Cunningham has an LMA that expires in June 2025. Under the agreement, Cunningham paid us an initial fee of $1 million and pays us $0.3 million annually for master control services plus the cost to maintain and repair the equipment. In addition, we have an agreement with Cunningham to provide a news share service with the Johnstown, PA station for an annual fee of $0.6 million, which increases by 3% on each anniversary and expires in November 2024. 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 less than $0.1 million for all of the three and six months ended June 30, 2022 and 2021. Leased property by real estate ventures Certain of our real estate ventures have entered into leases with entities owned by members of the Smith Family. Total rent payments received under these leases were $0.3 million and $0.5 million for the three and six months ended June 30, 2022, respectively, and $0.3 million and $0.5 million for the three and six months ended June 30, 2021, respectively. Diamond Sports Intermediate Holdings LLC Subsequent to February 28, 2022, we account for our equity interest in DSIH as an equity method investment. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. Management Services Agreement. In 2019, we entered into a management services agreement with DSG, a wholly-owned subsidiary of DSIH, in which we provide DSG with affiliate sales and marketing services and general and administrative services. The contractual annual amount due from DSG for these services during the fiscal year ended December 31, 2022 is $75 million, which is subject to increases on an annual basis. Additionally, the agreement contains an incentive fee payable to us calculated based on certain terms contained within new or renewed distribution agreements with Distributors. As a condition to the Transaction, DSG will defer the cash payment of a portion of its management fee payable to the Company over the next five years. Pursuant to this agreement, the Broadcast segment recorded $10 million and $38 million of revenue for the three and six months ended June 30, 2022, respectively, of which $24 million for the six months ended June 30, 2022 was eliminated in consolidation prior to the Deconsolidation. We will not recognize the portion of deferred management fees as revenue until such fees are determined to be collectible. Distributions . DSIH made distributions to DSH for tax payments on the dividends of the Redeemable Subsidiary Preferred Equity of $2 million and $3 million during the three and six months ended June 30, 2022, respectively. Note receivable . We received payments totaling $10 million and $60 million from DSPV during the three and six months ended June 30, 2022, respectively, and funded an additional $40 million during both the three and six months ended June 30, 2022 related to the note receivable associated with the A/R facility. During three and six months ended June 30, 2022 we recorded revenue of $4 million and $5 million, respectively, within other related to certain other transactions between DSIH and the Company. Other equity method investees YES Network. In August 2019, YES Network, which was accounted for as an equity method investment prior to the Deconsolidation, entered into a management services agreement with the Company, in which we provide certain services for an initial term that expires on August 29, 2025. The agreement will automatically renew for two 2-year renewal terms, with a final expiration on August 29, 2029. Pursuant to the terms of the agreement, the YES Network paid us a management services fee of $1 million for the six months ended June 30, 2022 and $1 million and $2 million for the three and six months ended June 30, 2021, respectively. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. DSIH has a minority interest in certain mobile production businesses. Prior to the Deconsolidation, we accounted for these as equity method investments. DSIH made payments to these businesses for production services totaling $5 million for the six months ended June 30, 2022 and $16 million and $24 million for the three and six months ended June 30, 2021, respectively. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. We have a minority interest in a sports marketing company, which we account for as an equity method investment. We made payments to this business for marketing services totaling $2 million for the six months ended June 30, 2022 and $6 million and $9 million for the three and six months ended June 30, 2021, respectively. Sports Programming Rights Affiliates of six professional teams have non-controlling equity interests in certain of DSIH's RSNs. DSIH paid $61 million, net of rebates, for the six months ended June 30, 2022 and $138 million and $258 million for the three and six months ended June 30, 2021, respectively, under sports programming rights agreements covering the broadcast of regular season games associated with these professional teams. Prior to the Deconsolidation, these payments were recorded in our consolidated statements of operations and cash flows. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. Employees Jason Smith, an employee of the Company, is the son of Frederick Smith. Frederick Smith is a Vice President of the Company and a member of the Company's Board of Directors. Jason Smith received total compensation of $0.1 million and less than $0.1 million for the three months ended June 30, 2022 and 2021, respectively, and $0.2 million and $0.1 million for the six months ended June 30, 2022 and 2021, respectively, consisting of salary and bonus, and was granted 2,239 shares of restricted stock, vesting over two years, during the six months ended June 30, 2021. Amberly Thompson, an employee of the Company, is the daughter of Donald Thompson. Donald Thompson is an Executive Vice President and Chief Human Resources Officer of the Company. Amberly Thompson received total compensation of less than $0.1 million for both the three months ended June 30, 2022 and 2021 and $0.1 million for both the six months ended June 30, 2022 and 2021, consisting of salary and bonus. Edward Kim, an employee of the company, is the brother-in-law of Christopher Ripley. Christopher Ripley is the President and Chief Executive Officer of the Company. Edward Kim received total compensation of less than $0.1 million for both the three months ended June 30, 2022 and 2021 and $0.1 million for both the six months ended June 30, 2022 and 2021, consisting of salary, and was granted 302 shares of restricted stock, vesting over two years, during the six months ended June 30, 2022. Frederick Smith, a Vice President of the Company and a member of the Company’s Board of Directors, is the brother of David Smith, Executive Chairman of the Company and Chairman of the Company’s Board of Directors; J. Duncan Smith, a Vice President of the Company and Secretary of the Company’s Board of Directors; and Robert Smith, a member of the Company’s Board of Directors. Frederick Smith received total compensation of $0.2 million for both the three months ended June 30, 2022 and 2021 and $0.4 million for both the six months ended June 30, 2022 and 2021, consisting of salary and bonus. J. Duncan Smith, a Vice President of the Company and Secretary of the Company’s Board of Directors, is the brother of David Smith, Executive Chairman of the Company and Chairman of the Company’s Board of Directors; Frederick Smith, a Vice President of the Company and a member of the Company’s Board of Directors; and Robert Smith, a member of the Company’s Board of Directors. J. Duncan Smith received total compensation of $0.2 million for both the three months ended June 30, 2022 and 2021 and $0.4 million for both the six months ended June 30, 2022 and 2021, consisting of salary and bonus. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2022 | |
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 following table sets forth the carrying value and fair value of our financial assets and liabilities for the periods presented (in millions): As of June 30, 2022 As of December 31, 2021 Carrying Value Fair Value Carrying Value Fair Value Level 1: Investments in equity securities $ 5 $ 5 $ 5 $ 5 Deferred compensation assets 40 40 48 48 Deferred compensation liabilities 33 33 38 38 STG: Money market funds 326 326 265 265 DSG (a): Money market funds — — 101 101 Level 2: Investments in equity securities (b) 59 59 114 114 STG (c): 5.875% Senior Notes due 2026 (d) — — 348 357 5.500% Senior Notes due 2030 500 375 500 489 5.125% Senior Notes due 2027 (e) 282 240 400 391 4.125% Senior Secured Notes due 2030 750 595 750 712 Term Loan B-1, due January 3, 2024 (d) — — 379 373 Term Loan B-2, due September 30, 2026 1,264 1,150 1,271 1,239 Term Loan B-3, due April 1, 2028 733 674 736 722 Term Loan B-4, due April 21, 2029 (d) 750 690 — — DSG (a) (c): 12.750% Senior Secured Notes due 2026 — — 31 17 6.625% Senior Unsecured Notes due 2027 — — 1,744 490 5.375% Senior Secured Notes due 2026 — — 3,050 1,525 Term Loan, due August 24, 2026 — — 3,226 1,484 Debt of variable interest entities (c) 9 9 9 9 Debt of non-media subsidiaries (c) 17 17 17 17 Level 3: Investments in equity securities (f) 152 152 282 282 (a) The debt of DSG, a wholly-owned subsidiary of DSIH, was deconsolidated from our balance sheet as part of the Deconsolidation. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies . (b) Consists of unrestricted warrants to acquire marketable common equity securities. The fair value of the warrants are derived from the quoted trading prices of the underlying common equity securities less the exercise price. (c) Amounts are carried in our consolidated balance sheets net of debt discount, premium, and deferred financing cost, which are excluded in the above table, of $60 million and $158 million as of June 30, 2022 and December 31, 2021, respectively. (d) In April 2022, STG raised Term B-4 Loans in an aggregate principal amount of $750 million, the proceeds of which were used to refinance all of STG’s outstanding Term Loan B-1 due January 2024 and to redeem STG’s outstanding 5.875% senior notes due 2026. See Note 4. Notes Payable, Finance Leases, and Commercial Bank Financing . (e) During three months ended June 30, 2022, we purchased $118 million aggregate principal amount of the STG 5.125% Notes in open market transactions for consideration of $104 million. The STG 5.125% Notes acquired during three months ended June 30, 2022 were canceled immediately following their acquisition. See Note 4. Notes Payable, Finance Leases, and Commercial Bank Financing . (f) On November 18, 2020, we entered into a commercial agreement with Bally's Corporation ("Bally's") and received warrants and options to acquire common equity in the business. During the three and six months ended June 30, 2022 we recorded fair value adjustment losses of $74 million and $130 million, respectively, and during the three and six months ended June 30, 2021 we recorded a fair value adjustment loss of $51 million and a gain of $52 million, respectively, related to these interests. The fair value of the warrants is primarily derived from the quoted trading prices of the underlying common equity adjusted for a 12% and 16% discount for lack of marketability ("DLOM") as of June 30, 2022 and December 31, 2021, respectively. The fair value of the options is derived utilizing the Black Scholes valuation model. The most significant inputs include the trading price of the underlying common stock, the exercise price of the options, which range from $30 to $45 per share, and a DLOM of 12% and 16% as of June 30, 2022 and December 31, 2021, respectively. There are certain restrictions surrounding the sale and ownership of common stock and we have agreed not to sell any shares beneficially owned prior to the first anniversary of the agreement. We are also precluded from owning more than 4.9% of the outstanding common shares of Bally's, inclusive of shares obtained through the exercise of the warrants and options described above. The following table summarizes the changes in financial assets measured at fair value on a recurring basis and categorized as Level 3 under the fair value hierarchy for the three and six months ended June 30, 2022 and 2021 (in millions): Options and Warrants Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 Fair value at March 31, 2022 $ 226 Fair value at December 31, 2021 $ 282 Measurement adjustments (74) Measurement adjustments (130) Fair value at June 30, 2022 $ 152 Fair value at June 30, 2022 $ 152 Options and Warrants Three Months Ended June 30, 2021 Six Months Ended June 30, 2021 Fair value at March 31, 2021 $ 435 Fair value at December 31, 2020 $ 332 Measurement adjustments (51) Measurement adjustments 52 Fair value at June 30, 2021 $ 384 Fair value at June 30, 2021 $ 384 |
CONDENSED CONSOLIDATING FINANCI
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS | 6 Months Ended |
Jun. 30, 2022 | |
Condensed Financial Information Disclosure [Abstract] | |
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS | CONDENSED CONSOLIDATING FINANCIAL STATEMENTS: STG is the primary obligor under the Bank Credit Agreement, 5.125% Notes, 5.500% Notes, and 4.125% Secured Notes (collectively, the Notes are referred to as the "STG Notes"). Our Class A Common Stock and Class B Common Stock as of June 30, 2022, were obligations or securities of SBG and not obligations or securities of STG. SBG is a guarantor under the STG Notes. As of June 30, 2022, our consolidated total debt, net of deferred financing costs and debt discounts, of $4,276 million included $4,260 million related to STG and its subsidiaries of which we guaranteed $4,227 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. CONDENSED CONSOLIDATING BALANCE SHEET AS OF JUNE 30, 2022 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Cash and cash equivalents $ 32 $ 344 $ 1 $ 43 $ — $ 420 Accounts receivable, net — — 548 55 3 606 Other current assets 14 41 321 18 (55) 339 Total current assets 46 385 870 116 (52) 1,365 Property and equipment, net 1 31 655 49 (23) 713 Investment in equity of consolidated subsidiaries 902 3,153 — — (4,055) — Goodwill — — 2,081 7 — 2,088 Indefinite-lived intangible assets — — 136 14 — 150 Definite-lived intangible assets, net — — 1,019 46 (33) 1,032 Other long-term assets 480 922 417 1,292 (2,010) 1,101 Total assets $ 1,429 $ 4,491 $ 5,178 $ 1,524 $ (6,173) $ 6,449 Accounts payable and accrued liabilities $ — $ 75 $ 326 $ 14 $ (1) $ 414 Current portion of long-term debt — 28 6 10 (1) 43 Other current liabilities 2 4 126 82 (54) 160 Total current liabilities 2 107 458 106 (56) 617 Long-term debt — 4,190 27 375 (359) 4,233 Other long-term liabilities 721 56 1,544 323 (1,874) 770 Total liabilities 723 4,353 2,029 804 (2,289) 5,620 Redeemable noncontrolling interests — — — 187 — 187 Total Sinclair Broadcast Group equity 706 138 3,149 600 (3,887) 706 Noncontrolling interests in consolidated subsidiaries — — — (67) 3 (64) Total liabilities, redeemable noncontrolling interests, and equity $ 1,429 $ 4,491 $ 5,178 $ 1,524 $ (6,173) $ 6,449 CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2021 (in millions) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Cash and cash equivalents $ 2 $ 316 $ 2 $ 496 $ — $ 816 Accounts receivable, net — — 649 596 — 1,245 Other current assets 10 82 293 136 (111) 410 Total current assets 12 398 944 1,228 (111) 2,471 Property and equipment, net 1 31 664 161 (24) 833 Investment in equity of consolidated subsidiaries 451 3,448 — — (3,899) — Restricted cash — — — 3 — 3 Goodwill — — 2,081 7 — 2,088 Indefinite-lived intangible assets — — 136 14 — 150 Definite-lived intangible assets, net — — 1,105 4,019 (36) 5,088 Other long-term assets 331 1,956 427 1,853 (2,659) 1,908 Total assets $ 795 $ 5,833 $ 5,357 $ 7,285 $ (6,729) $ 12,541 Accounts payable and accrued liabilities $ 31 $ 85 $ 295 $ 279 $ (35) $ 655 Current portion of long-term debt — 20 5 45 (1) 69 Other current liabilities 2 6 155 392 (77) 478 Total current liabilities 33 111 455 716 (113) 1,202 Long-term debt 915 4,317 33 8,488 (1,482) 12,271 Investment in deficit of consolidated subsidiaries 1,605 — — — (1,605) — Other long-term liabilities 12 69 1,426 468 (1,398) 577 Total liabilities 2,565 4,497 1,914 9,672 (4,598) 14,050 Redeemable noncontrolling interests — — — 197 — 197 Total Sinclair Broadcast Group (deficit) equity (1,770) 1,336 3,443 (2,644) (2,135) (1,770) Noncontrolling interests in consolidated subsidiaries — — — 60 4 64 Total liabilities, redeemable noncontrolling interests, and equity $ 795 $ 5,833 $ 5,357 $ 7,285 $ (6,729) $ 12,541 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE THREE MONTHS ENDED JUNE 30, 2022 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Net revenue $ — $ 11 $ 820 $ 46 $ (40) $ 837 Media programming and production expenses — 2 383 36 (18) 403 Selling, general and administrative expenses 3 38 206 6 (20) 233 Depreciation, amortization and other operating expenses 1 1 84 12 (4) 94 Total operating expenses 4 41 673 54 (42) 730 Operating (loss) income (4) (30) 147 (8) 2 107 Equity in (loss) earnings of consolidated subsidiaries (12) 119 — — (107) — Interest expense — (53) — (4) 3 (54) Other income (expense) 6 (2) — (103) — (99) Total other (expense) income (6) 64 — (107) (104) (153) Income tax (provision) benefit (1) 10 (27) 58 — 40 Net (loss) income (11) 44 120 (57) (102) (6) Net income attributable to the redeemable noncontrolling interests — — — (5) — (5) Net (loss) income attributable to Sinclair Broadcast Group $ (11) $ 44 $ 120 $ (62) $ (102) $ (11) Comprehensive (loss) income $ (11) $ 44 $ 120 $ (57) $ (102) $ (6) CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE THREE MONTHS ENDED JUNE 30, 2021 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Net revenue $ — $ 28 $ 744 $ 886 $ (46) $ 1,612 Media programming and production expenses — 1 359 999 (14) 1,345 Selling, general and administrative expenses 4 32 173 91 (30) 270 Depreciation, amortization and other operating expenses — 2 85 90 (2) 175 Total operating expenses 4 35 617 1,180 (46) 1,790 Operating (loss) income (4) (7) 127 (294) — (178) Equity in (loss) earnings of consolidated subsidiaries (243) 116 — — 127 — Interest expense (4) (50) — (113) 7 (160) Other (expense) income (83) 9 (10) 29 (4) (59) Total other (expense) income (330) 75 (10) (84) 130 (219) Income tax benefit 2 22 — 45 — 69 Net (loss) income (332) 90 117 (333) 130 (328) Net income attributable to the redeemable noncontrolling interests — — — (5) — (5) Net loss attributable to the noncontrolling interests — — — 1 — 1 Net (loss) income attributable to Sinclair Broadcast Group $ (332) $ 90 $ 117 $ (337) $ 130 $ (332) Comprehensive (loss) income $ (332) $ 90 $ 117 $ (336) $ 130 $ (331) CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2022 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Net revenue $ — $ 40 $ 1,611 $ 577 $ (103) $ 2,125 Media programming and production expenses — 2 745 448 (34) 1,161 Selling, general and administrative expenses 6 86 405 69 (66) 500 Gain on deconsolidation of subsidiary (3,357) — — — — (3,357) Depreciation, amortization and other operating expenses 1 3 168 82 (6) 248 Total operating (gains) expenses (3,350) 91 1,318 599 (106) (1,448) Operating income (loss) 3,350 (51) 293 (22) 3 3,573 Equity in (loss) earnings of consolidated subsidiaries (50) 219 — — (169) — Interest expense (4) (97) (1) (79) 12 (169) Other income (expense) 10 (1) 3 (153) (6) (147) Total other (expense) income (44) 121 2 (232) (163) (316) Income tax (provision) benefit (730) 30 (74) 127 — (647) Net income (loss) 2,576 100 221 (127) (160) 2,610 Net income attributable to the redeemable noncontrolling interests — — — (9) — (9) Net income attributable to the noncontrolling interests — — — (25) — (25) Net income (loss) attributable to Sinclair Broadcast Group $ 2,576 $ 100 $ 221 $ (161) $ (160) $ 2,576 Comprehensive income (loss) $ 2,576 $ 100 $ 221 $ (124) $ (160) $ 2,613 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2021 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Net revenue $ — $ 55 $ 1,449 $ 1,704 $ (85) $ 3,123 Media programming and production expenses — 2 707 1,683 (24) 2,368 Selling, general and administrative expenses 7 90 339 165 (57) 544 Depreciation, amortization and other operating expenses — 4 159 195 (4) 354 Total operating expenses 7 96 1,205 2,043 (85) 3,266 Operating (loss) income (7) (41) 244 (339) — (143) Equity in (loss) earnings of consolidated subsidiaries (288) 204 — — 84 — Interest expense (7) (92) (1) (224) 13 (311) Other (expense) income (63) 14 (22) 152 (7) 74 Total other (expense) income (358) 126 (23) (72) 90 (237) Income tax benefit (provision) 21 29 (15) 43 — 78 Net (loss) income (344) 114 206 (368) 90 (302) Net income attributable to the redeemable noncontrolling interests — — — (9) — (9) Net income attributable to the noncontrolling interests — — — (33) — (33) Net (loss) income attributable to Sinclair Broadcast Group $ (344) $ 114 $ 206 $ (410) $ 90 $ (344) Comprehensive (loss) income $ (344) $ 114 $ 206 $ (363) $ 90 $ (297) CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES $ (111) $ (96) $ 616 $ (206) $ 4 $ 207 NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES Acquisition of property and equipment — (2) (43) (2) 2 (45) Spectrum repack reimbursements — — 2 — — 2 Proceeds from the sale of assets — — 5 4 — 9 Deconsolidation of subsidiary cash — — — (315) — (315) Purchases of investments (44) (1) (3) (13) — (61) Distributions from investments 60 — 10 11 — 81 Net cash flows from (used in) investing activities 16 (3) (29) (315) 2 (329) NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES Proceeds from notes payable and commercial bank financing — 728 — — — 728 Repayments of notes payable, commercial bank financing and finance leases — (841) (3) (1) — (845) Repurchase of outstanding Class A Common Stock (104) — — — — (104) Dividends paid on Class A and Class B Common Stock (36) — — — — (36) Dividends paid on redeemable subsidiary preferred equity — — — (3) — (3) Distributions to noncontrolling interests — — — (5) — (5) Increase (decrease) in intercompany payables 269 248 (585) 74 (6) — Other, net (4) (8) — — — (12) Net cash flows from (used in) financing activities 125 127 (588) 65 (6) (277) NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH 30 28 (1) (456) — (399) CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period 2 316 2 499 — 819 CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period $ 32 $ 344 $ 1 $ 43 $ — $ 420 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2021 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES $ (11) $ (72) $ 337 $ (268) $ 2 $ (12) NET CASH FLOWS USED IN INVESTING ACTIVITIES Acquisition of property and equipment — — (27) (13) 2 (38) Spectrum repack reimbursements — — 18 — — 18 Proceeds from the sale of assets — — 30 9 — 39 Purchases of investments (6) (10) (25) (123) — (164) Other, net — — (3) 7 — 4 Net cash flows used in investing activities (6) (10) (7) (120) 2 (141) NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES Proceeds from notes payable and commercial bank financing — 341 — 16 — 357 Repayments of notes payable, commercial bank financing and finance leases — (352) (3) (30) — (385) Dividends paid on Class A and Class B Common Stock (30) — — — — (30) Dividends paid on redeemable subsidiary preferred equity — — — (4) — (4) Distributions to noncontrolling interests, net — — — (50) — (50) Distributions to redeemable noncontrolling interests — — — (5) — (5) Increase (decrease) in intercompany payables 62 173 (324) 93 (4) — Other, net (15) (1) — (8) — (24) Net cash flows from (used in) financing activities 17 161 (327) 12 (4) (141) NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — 79 3 (376) — (294) CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period — 458 — 804 — 1,262 CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period $ — $ 537 $ 3 $ 428 $ — $ 968 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS:In August 2022, our Board of Directors declared a quarterly dividend of $0.25 per share, payable on September 15, 2022 to holders of record at the close of business on September 1, 2022. |
NATURE OF OPERATIONS AND SUMM_2
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations Sinclair Broadcast Group, Inc. ("SBG," the "Company," or sometimes referred to as "we" or "our") is a diversified media company with national reach and a strong focus on providing high-quality content on our local television stations, digital platforms, and, prior to the Deconsolidation, as defined below in Deconsolidation of Diamond Sports Intermediate Holdings LLC, regional sports networks. The content, distributed through our broadcast platform and third-party platforms, consists of programming provided by third-party networks and syndicators, local news, college and professional sports, and other original programming produced by us. Additionally, we own digital media products that are complementary to our extensive portfolio of television station related digital properties. 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 media and non-media related investments. |
Principles of Consolidation and Interim Financial Statements | Principles of Consolidation The consolidated financial statements include our accounts and those of our wholly-owned and majority-owned subsidiaries, and VIEs for which we are the primary beneficiary. Noncontrolling interests represent a minority owner’s proportionate share of the equity in certain of our consolidated entities. Noncontrolling interests which may be redeemed by the holder, and the redemption is outside of our control, are presented as redeemable noncontrolling interests. All intercompany transactions and account balances have been eliminated in consolidation. We consolidate VIEs when we are the primary beneficiary. We are the primary beneficiary of a VIE when we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. See Note 9. Variable Interest Entities for more information on our VIEs. Investments in entities over which we have significant influence but not control are accounted for using the equity method of accounting. Income from equity method investments represents our proportionate share of net income generated by equity method investees. Interim Financial Statements The consolidated financial statements for the three and six months ended June 30, 2022 and 2021 are unaudited. In the opinion of management, such financial statements have been presented on the same basis as the audited consolidated financial statements and include all adjustments, consisting only of normal recurring adjustments necessary for a fair statement of the consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive income, consolidated statements of equity (deficit) and redeemable noncontrolling interests, and consolidated statements of cash flows for these periods as adjusted for the adoption of recent accounting pronouncements. As permitted under the applicable rules and regulations of the Securities and Exchange Commission (the "SEC"), the consolidated financial statements do not include all disclosures normally included with audited consolidated financial statements and, accordingly, should be read together with the audited consolidated financial statements and notes thereto in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC. The consolidated statements of operations presented in the accompanying consolidated financial statements are not necessarily representative of operations for an entire year. |
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. The impact of the war in Ukraine and the novel coronavirus ("COVID-19") continues to create significant uncertainty and disruption in the global economy and financial markets. It is reasonably possible that these uncertainties could further materially impact our estimates related to, but not limited to, revenue recognition, goodwill and intangible assets, program contract costs and income taxes. As a result, many of our estimates and assumptions require increased judgment and carry a higher degree of variability and volatility. Our estimates may change as new events occur and additional information emerges, and such changes are recognized or disclosed in our consolidated financial statements. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2020, the FASB issued guidance providing optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate ("LIBOR") or by another reference rate expected to be discontinued. The guidance was effective for all entities immediately upon issuance of the update and may be applied prospectively to applicable transactions existing as of or entered into from the date of adoption through December 31, 2022. We adopted this guidance upon issuance and it did not have an impact on our consolidated financial statements. |
Broadcast Television Programming | Broadcast Television Programming We have agreements with programming syndicators for the rights to television programming over contract periods, which generally run from one The rights to this programming are reflected in the accompanying consolidated balance sheets at the lower of unamortized cost or fair value. Program contract costs are amortized on a straight-line basis except for contracts greater than three years which are amortized utilizing an accelerated method. 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 amortization or fair value adjustments. Fair value is determined utilizing a discounted cash flow model based on management’s expectation of future advertising revenues, net of sales commissions, to be generated by the program material. We assess our program contract costs on a quarterly basis to ensure the costs are recorded at the lower of unamortized cost or fair value. |
Sports Programming Rights | Sports Programming Rights DSIH has multi-year program rights agreements that provide DSIH with the right to produce and telecast professional live sports games within a specified territory in exchange for a rights fee. Prior to the Deconsolidation, a prepaid asset was recorded for rights acquired related to future games upon payment of the contracted fee. The assets recorded for the acquired rights were classified as current or non-current based on the period when the games were expected to be aired. Liabilities were recorded for any program rights obligations that had been incurred but not yet paid at period end. We amortized these rights as an expense over each season based upon contractually stated rates. Amortization was accelerated in the event that the stated contractual rates over the term of the rights agreement resulted in an expense recognition pattern that was inconsistent with the projected growth of revenue over the contractual term. The National Basketball Association ("NBA") and the National Hockey League ("NHL") delayed the start of their 2020-2021 seasons until December 22, 2020 and January 13, 2021, respectively, and both leagues postponed games in the fourth quarter 2021 and rescheduled these games to be played in the first quarter 2022. The sports rights expense associated with these seasons was recognized over the modified term of these seasons. |
Revenue Recognition | Distribution Revenue. We have agreements with multi-channel video programming distributors ("MVPD") and virtual MVPDs ("vMVPD," and together with MVPDs, "Distributors"). We generate distribution revenue through fees received from these Distributors for the right to distribute our stations, RSNs, and other properties. Distribution arrangements are generally governed by multi-year contracts and the underlying fees are based upon a contractual monthly rate per subscriber. These arrangements represent licenses of intellectual property; revenue is recognized as the signal or network programming is provided to our customers (as usage occurs) which corresponds with the satisfaction of our performance obligation. Revenue is calculated based upon the contractual rate multiplied by an estimated number of subscribers. Our customers will remit payments based upon actual subscribers a short time after the conclusion of a month, which generally does not exceed 120 days. Historical adjustments to subscriber estimates have not been material. Advertising Revenue. We generate advertising revenue primarily from the sale of advertising spots/impressions within our broadcast television, RSN, and digital platforms. In accordance with ASC 606, we do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) distribution arrangements which are accounted for as a sales/usage based royalty. |
Income Taxes | Income Taxes Our income tax provision for all periods consists of federal and state income taxes. The tax provision for the three and six months ended June 30, 2022 and 2021 is based on the estimated effective tax rate applicable for the full year after taking into account discrete tax items and the effects of the noncontrolling interests. 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, current and cumulative losses, 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. A valuation allowance has been provided for deferred tax assets related to interest expense carryforwards under the Internal Revenue Code ("IRC") Section 163(j) and a substantial amount of our available state net operating loss carryforwards based on past operating results, expected timing of the reversals of existing temporary basis differences, alternative tax strategies and projected future taxable income. Our effective income tax rate for the three months ended June 30, 2022 was greater than the statutory rate primarily due to an increase in valuation allowance on deferred tax assets relating to deductibility of interest expense under the IRC Section 163(j). Our effective income tax rate for the six months ended June 30, 2022 approximated our statutory rate. Our effective income tax rate for the three months ended June 30, 2021 was less than the statutory rate primarily due to an increase in valuation allowance on deferred tax assets relating to deductibility of interest expense under the IRC Section 163(j), offset by federal tax credits related to investments in sustainability initiatives. Our effective income tax rate for the six months ended June 30, 2021 approximated our statutory rate. We do not believe that our liability for unrecognized tax benefits would be materially impacted, in the next twelve months, as a result of the 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. |
Reclassifications | Reclassifications Certain reclassifications have been made to prior years' consolidated financial statements to conform to the current year's presentation. |
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. |
NATURE OF OPERATIONS AND SUMM_3
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents our revenue disaggregated by type and segment (in millions): For the three months ended June 30, 2022 Broadcast Local sports Other Eliminations Total Distribution revenue $ 385 $ — $ 45 $ — $ 430 Advertising revenue 316 — 70 (20) 366 Other media, non-media, and intercompany revenues 31 — 16 (6) 41 Total revenues $ 732 $ — $ 131 $ (26) $ 837 For the three months ended June 30, 2021 Broadcast Local sports Other Eliminations Total Distribution revenue $ 363 $ 666 $ 49 $ — $ 1,078 Advertising revenue 280 162 54 (5) 491 Other media, non-media, and intercompany revenues 44 10 17 (28) 43 Total revenues $ 687 $ 838 $ 120 $ (33) $ 1,612 For the six months ended June 30, 2022 Broadcast Local sports Other Eliminations Total Distribution revenue $ 777 $ 433 $ 93 $ — $ 1,303 Advertising revenue 598 44 138 (43) 737 Other media, non-media, and intercompany revenues 78 5 34 (32) 85 Total revenues $ 1,453 $ 482 $ 265 $ (75) $ 2,125 For the six months ended June 30, 2021 Broadcast Local sports Other Eliminations Total Distribution revenue $ 724 $ 1,364 $ 99 $ — $ 2,187 Advertising revenue 547 227 94 (6) 862 Other media, non-media, and intercompany revenues 81 15 35 (57) 74 Total revenues $ 1,352 $ 1,606 $ 228 $ (63) $ 3,123 |
OTHER ASSETS (Tables)
OTHER ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | Other assets as of June 30, 2022 and December 31, 2021 consisted of the following (in millions): As of June 30, As of December 31, Equity method investments $ 142 $ 517 Other investments 405 567 Note receivable 193 — Post-retirement plan assets 43 50 Other 169 274 Total other assets $ 952 $ 1,408 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
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 basic and diluted earnings per share for the periods presented (in millions, except share amounts which are reflected in thousands): Three Months Ended Six Months Ended 2022 2021 2022 2021 Income (Numerator) Net (loss) income $ (6) $ (328) $ 2,610 $ (302) Net income attributable to the redeemable noncontrolling interests (5) (5) (9) (9) Net loss (income) attributable to the noncontrolling interests — 1 (25) (33) Numerator for basic and diluted (loss) earnings per common share available to common shareholders $ (11) $ (332) $ 2,576 $ (344) Shares (Denominator) Basic weighted-average common shares outstanding 70,897 75,331 71,527 74,862 Dilutive effect of stock-settled appreciation rights and outstanding stock options — — 6 — Diluted weighted-average common and common equivalent shares outstanding 70,897 75,331 71,533 74,862 |
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: Three Months Ended Six Months Ended 2022 2021 2022 2021 Weighted-average stock-settled appreciation rights and outstanding stock options excluded 3,645 1,802 3,095 1,608 |
SEGMENT DATA (Tables)
SEGMENT DATA (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Financial Information | Segment financial information is included in the following tables for the periods presented (in millions): As of June 30, 2022 Broadcast Local sports Other & Corporate Eliminations Consolidated Assets $ 4,620 $ — $ 1,830 (e) $ (1) $ 6,449 For the three months ended June 30, 2022 Broadcast Local sports Other & Corporate Eliminations Consolidated Revenue $ 732 (b) $ — $ 131 $ (26) (a) $ 837 Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 60 — 8 (1) 67 Amortization of program contract costs 18 — 3 — 21 Corporate general and administrative expenses 33 — 5 — 38 Gain on asset dispositions and other, net of impairment — — (4) — (4) Operating income (loss) 118 — (13) 2 107 Interest expense including amortization of debt discount and deferred financing costs 1 — 56 (3) 54 Income from equity method investments — — 3 — 3 For the three months ended June 30, 2021 Broadcast Local sports Other & Corporate Eliminations Consolidated Revenue $ 687 $ 838 $ 120 $ (33) (a) $ 1,612 Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 64 78 6 (1) 147 Amortization of sports programming rights — 829 — — 829 Amortization of program contract costs 17 — 5 — 22 Corporate general and administrative expenses 29 3 4 — 36 Gain on asset dispositions and other, net of impairment (3) — (5) — (8) Operating income (loss) 105 (288) 4 1 (178) Interest expense including amortization of debt discount and deferred financing costs 1 110 51 (2) 160 Income (loss) from equity method investments — 10 (8) — 2 For the six months ended June 30, 2022 Broadcast Local sports Other & Corporate Eliminations Consolidated Revenue $ 1,453 (b) $ 482 $ 265 $ (75) (a) $ 2,125 Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 120 54 16 (2) 188 Amortization of sports programming rights — 326 — — 326 Amortization of program contract costs 38 — 8 — 46 Corporate general and administrative expenses 76 1 8 — 85 Gain on deconsolidation of subsidiary — — (3,357) (c) — (3,357) Gain on asset dispositions and other, net of impairment (5) — (4) — (9) Operating income (loss) 215 (4) 3,359 3 3,573 Interest expense including amortization of debt discount and deferred financing costs 2 72 103 (8) 169 Income from equity method investments — 10 5 — 15 For the six months ended June 30, 2021 Broadcast Local sports (d) Other & Corporate Eliminations Consolidated Revenue $ 1,352 $ 1,606 $ 228 $ (63) (a) $ 3,123 Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 126 162 14 (2) 300 Amortization of sports programming rights — 1,381 — — 1,381 Amortization of program contract costs 38 — 7 — 45 Corporate general and administrative expenses 84 6 7 — 97 Gain on asset dispositions and other, net of impairment (17) — (5) — (22) Operating income (loss) 168 (329) 17 1 (143) Interest expense including amortization of debt discount and deferred financing costs 2 218 96 (5) 311 Income (loss) from equity method investments — 23 (12) — 11 (a) Includes $1 million and $25 million for the three and six months ended June 30, 2022, respectively, and $27 million and $54 million for the three and six months ended June 30, 2021, respectively, of revenue for services provided by broadcast to local sports and other; and $22 million and $44 million for the three and six months ended June 30, 2022, respectively, of revenue for services provided by other to broadcast, which are eliminated in consolidation. (b) Includes $10 million and $15 million for the three and six months ended June 30, 2022, respectively, of revenue for services provided by broadcast to DSIH, which are no longer treated as intercompany transactions subsequent to the Deconsolidation. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. (c) Represents the gain recognized on the Deconsolidation. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. (d) Represents the activity prior to the Deconsolidation on March 1, 2022. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies. (e) Includes the note receivable due to the Company outstanding under the A/R facility of approximately $193 million. See Long Term Note Receivable within Note. 3 Other Assets |
VARIABLE INTEREST ENTITIES (Tab
VARIABLE INTEREST ENTITIES (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities | 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 the dates presented, were as follows (in millions): As of June 30, As of December 31, ASSETS Current assets: Cash and cash equivalents $ — $ 43 Accounts receivable, net 45 83 Prepaid sports rights — 2 Other current assets 1 4 Total current assets 46 132 Property and equipment, net 8 17 Operating lease assets — 5 Goodwill and indefinite-lived intangible assets 15 15 Definite-lived intangible assets, net 43 47 Other assets — 1 Total assets $ 112 $ 217 LIABILITIES Current liabilities: Other current liabilities $ 20 $ 62 Long-term liabilities: Operating lease liabilities, less current portion — 4 Program contracts payable, less current portion 1 2 Other long-term liabilities 3 4 Total liabilities $ 24 $ 72 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Value and Fair Value of Notes and Debentures | The following table sets forth the carrying value and fair value of our financial assets and liabilities for the periods presented (in millions): As of June 30, 2022 As of December 31, 2021 Carrying Value Fair Value Carrying Value Fair Value Level 1: Investments in equity securities $ 5 $ 5 $ 5 $ 5 Deferred compensation assets 40 40 48 48 Deferred compensation liabilities 33 33 38 38 STG: Money market funds 326 326 265 265 DSG (a): Money market funds — — 101 101 Level 2: Investments in equity securities (b) 59 59 114 114 STG (c): 5.875% Senior Notes due 2026 (d) — — 348 357 5.500% Senior Notes due 2030 500 375 500 489 5.125% Senior Notes due 2027 (e) 282 240 400 391 4.125% Senior Secured Notes due 2030 750 595 750 712 Term Loan B-1, due January 3, 2024 (d) — — 379 373 Term Loan B-2, due September 30, 2026 1,264 1,150 1,271 1,239 Term Loan B-3, due April 1, 2028 733 674 736 722 Term Loan B-4, due April 21, 2029 (d) 750 690 — — DSG (a) (c): 12.750% Senior Secured Notes due 2026 — — 31 17 6.625% Senior Unsecured Notes due 2027 — — 1,744 490 5.375% Senior Secured Notes due 2026 — — 3,050 1,525 Term Loan, due August 24, 2026 — — 3,226 1,484 Debt of variable interest entities (c) 9 9 9 9 Debt of non-media subsidiaries (c) 17 17 17 17 Level 3: Investments in equity securities (f) 152 152 282 282 (a) The debt of DSG, a wholly-owned subsidiary of DSIH, was deconsolidated from our balance sheet as part of the Deconsolidation. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies . (b) Consists of unrestricted warrants to acquire marketable common equity securities. The fair value of the warrants are derived from the quoted trading prices of the underlying common equity securities less the exercise price. (c) Amounts are carried in our consolidated balance sheets net of debt discount, premium, and deferred financing cost, which are excluded in the above table, of $60 million and $158 million as of June 30, 2022 and December 31, 2021, respectively. (d) In April 2022, STG raised Term B-4 Loans in an aggregate principal amount of $750 million, the proceeds of which were used to refinance all of STG’s outstanding Term Loan B-1 due January 2024 and to redeem STG’s outstanding 5.875% senior notes due 2026. See Note 4. Notes Payable, Finance Leases, and Commercial Bank Financing . (e) During three months ended June 30, 2022, we purchased $118 million aggregate principal amount of the STG 5.125% Notes in open market transactions for consideration of $104 million. The STG 5.125% Notes acquired during three months ended June 30, 2022 were canceled immediately following their acquisition. See Note 4. Notes Payable, Finance Leases, and Commercial Bank Financing . (f) On November 18, 2020, we entered into a commercial agreement with Bally's Corporation ("Bally's") and received warrants and options to acquire common equity in the business. During the three and six months ended June 30, 2022 we recorded fair value adjustment losses of $74 million and $130 million, respectively, and during the three and six months ended June 30, 2021 we recorded a fair value adjustment loss of $51 million and a gain of $52 million, respectively, related to these interests. The fair value of the warrants is primarily derived from the quoted trading prices of the underlying common equity adjusted for a 12% and 16% discount for lack of marketability ("DLOM") as of June 30, 2022 and December 31, 2021, respectively. The fair value of the options is derived utilizing the Black Scholes valuation model. The most significant inputs include the trading price of the underlying common stock, the exercise price of the options, which range from $30 to $45 per share, and a DLOM of 12% and 16% as of June 30, 2022 and December 31, 2021, respectively. There are certain restrictions surrounding the sale and ownership of common stock and we have agreed not to sell any shares beneficially owned prior to the first anniversary of the agreement. We are also precluded from owning more than 4.9% of the outstanding common shares of Bally's, inclusive of shares obtained through the exercise of the warrants and options described above. |
Schedule of Changes in Level 3 Financial Liabilities Measured on Recurring Basis | The following table summarizes the changes in financial assets measured at fair value on a recurring basis and categorized as Level 3 under the fair value hierarchy for the three and six months ended June 30, 2022 and 2021 (in millions): Options and Warrants Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 Fair value at March 31, 2022 $ 226 Fair value at December 31, 2021 $ 282 Measurement adjustments (74) Measurement adjustments (130) Fair value at June 30, 2022 $ 152 Fair value at June 30, 2022 $ 152 Options and Warrants Three Months Ended June 30, 2021 Six Months Ended June 30, 2021 Fair value at March 31, 2021 $ 435 Fair value at December 31, 2020 $ 332 Measurement adjustments (51) Measurement adjustments 52 Fair value at June 30, 2021 $ 384 Fair value at June 30, 2021 $ 384 |
CONDENSED CONSOLIDATING FINAN_2
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Condensed Financial Information Disclosure [Abstract] | |
Schedule of Condensed Consolidating Balance Sheet | CONDENSED CONSOLIDATING BALANCE SHEET AS OF JUNE 30, 2022 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Cash and cash equivalents $ 32 $ 344 $ 1 $ 43 $ — $ 420 Accounts receivable, net — — 548 55 3 606 Other current assets 14 41 321 18 (55) 339 Total current assets 46 385 870 116 (52) 1,365 Property and equipment, net 1 31 655 49 (23) 713 Investment in equity of consolidated subsidiaries 902 3,153 — — (4,055) — Goodwill — — 2,081 7 — 2,088 Indefinite-lived intangible assets — — 136 14 — 150 Definite-lived intangible assets, net — — 1,019 46 (33) 1,032 Other long-term assets 480 922 417 1,292 (2,010) 1,101 Total assets $ 1,429 $ 4,491 $ 5,178 $ 1,524 $ (6,173) $ 6,449 Accounts payable and accrued liabilities $ — $ 75 $ 326 $ 14 $ (1) $ 414 Current portion of long-term debt — 28 6 10 (1) 43 Other current liabilities 2 4 126 82 (54) 160 Total current liabilities 2 107 458 106 (56) 617 Long-term debt — 4,190 27 375 (359) 4,233 Other long-term liabilities 721 56 1,544 323 (1,874) 770 Total liabilities 723 4,353 2,029 804 (2,289) 5,620 Redeemable noncontrolling interests — — — 187 — 187 Total Sinclair Broadcast Group equity 706 138 3,149 600 (3,887) 706 Noncontrolling interests in consolidated subsidiaries — — — (67) 3 (64) Total liabilities, redeemable noncontrolling interests, and equity $ 1,429 $ 4,491 $ 5,178 $ 1,524 $ (6,173) $ 6,449 CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2021 (in millions) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Cash and cash equivalents $ 2 $ 316 $ 2 $ 496 $ — $ 816 Accounts receivable, net — — 649 596 — 1,245 Other current assets 10 82 293 136 (111) 410 Total current assets 12 398 944 1,228 (111) 2,471 Property and equipment, net 1 31 664 161 (24) 833 Investment in equity of consolidated subsidiaries 451 3,448 — — (3,899) — Restricted cash — — — 3 — 3 Goodwill — — 2,081 7 — 2,088 Indefinite-lived intangible assets — — 136 14 — 150 Definite-lived intangible assets, net — — 1,105 4,019 (36) 5,088 Other long-term assets 331 1,956 427 1,853 (2,659) 1,908 Total assets $ 795 $ 5,833 $ 5,357 $ 7,285 $ (6,729) $ 12,541 Accounts payable and accrued liabilities $ 31 $ 85 $ 295 $ 279 $ (35) $ 655 Current portion of long-term debt — 20 5 45 (1) 69 Other current liabilities 2 6 155 392 (77) 478 Total current liabilities 33 111 455 716 (113) 1,202 Long-term debt 915 4,317 33 8,488 (1,482) 12,271 Investment in deficit of consolidated subsidiaries 1,605 — — — (1,605) — Other long-term liabilities 12 69 1,426 468 (1,398) 577 Total liabilities 2,565 4,497 1,914 9,672 (4,598) 14,050 Redeemable noncontrolling interests — — — 197 — 197 Total Sinclair Broadcast Group (deficit) equity (1,770) 1,336 3,443 (2,644) (2,135) (1,770) Noncontrolling interests in consolidated subsidiaries — — — 60 4 64 Total liabilities, redeemable noncontrolling interests, and equity $ 795 $ 5,833 $ 5,357 $ 7,285 $ (6,729) $ 12,541 |
Schedule of Condensed Consolidating Statement of Operations and Comprehensive Income | CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE THREE MONTHS ENDED JUNE 30, 2022 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Net revenue $ — $ 11 $ 820 $ 46 $ (40) $ 837 Media programming and production expenses — 2 383 36 (18) 403 Selling, general and administrative expenses 3 38 206 6 (20) 233 Depreciation, amortization and other operating expenses 1 1 84 12 (4) 94 Total operating expenses 4 41 673 54 (42) 730 Operating (loss) income (4) (30) 147 (8) 2 107 Equity in (loss) earnings of consolidated subsidiaries (12) 119 — — (107) — Interest expense — (53) — (4) 3 (54) Other income (expense) 6 (2) — (103) — (99) Total other (expense) income (6) 64 — (107) (104) (153) Income tax (provision) benefit (1) 10 (27) 58 — 40 Net (loss) income (11) 44 120 (57) (102) (6) Net income attributable to the redeemable noncontrolling interests — — — (5) — (5) Net (loss) income attributable to Sinclair Broadcast Group $ (11) $ 44 $ 120 $ (62) $ (102) $ (11) Comprehensive (loss) income $ (11) $ 44 $ 120 $ (57) $ (102) $ (6) CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE THREE MONTHS ENDED JUNE 30, 2021 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Net revenue $ — $ 28 $ 744 $ 886 $ (46) $ 1,612 Media programming and production expenses — 1 359 999 (14) 1,345 Selling, general and administrative expenses 4 32 173 91 (30) 270 Depreciation, amortization and other operating expenses — 2 85 90 (2) 175 Total operating expenses 4 35 617 1,180 (46) 1,790 Operating (loss) income (4) (7) 127 (294) — (178) Equity in (loss) earnings of consolidated subsidiaries (243) 116 — — 127 — Interest expense (4) (50) — (113) 7 (160) Other (expense) income (83) 9 (10) 29 (4) (59) Total other (expense) income (330) 75 (10) (84) 130 (219) Income tax benefit 2 22 — 45 — 69 Net (loss) income (332) 90 117 (333) 130 (328) Net income attributable to the redeemable noncontrolling interests — — — (5) — (5) Net loss attributable to the noncontrolling interests — — — 1 — 1 Net (loss) income attributable to Sinclair Broadcast Group $ (332) $ 90 $ 117 $ (337) $ 130 $ (332) Comprehensive (loss) income $ (332) $ 90 $ 117 $ (336) $ 130 $ (331) CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2022 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Net revenue $ — $ 40 $ 1,611 $ 577 $ (103) $ 2,125 Media programming and production expenses — 2 745 448 (34) 1,161 Selling, general and administrative expenses 6 86 405 69 (66) 500 Gain on deconsolidation of subsidiary (3,357) — — — — (3,357) Depreciation, amortization and other operating expenses 1 3 168 82 (6) 248 Total operating (gains) expenses (3,350) 91 1,318 599 (106) (1,448) Operating income (loss) 3,350 (51) 293 (22) 3 3,573 Equity in (loss) earnings of consolidated subsidiaries (50) 219 — — (169) — Interest expense (4) (97) (1) (79) 12 (169) Other income (expense) 10 (1) 3 (153) (6) (147) Total other (expense) income (44) 121 2 (232) (163) (316) Income tax (provision) benefit (730) 30 (74) 127 — (647) Net income (loss) 2,576 100 221 (127) (160) 2,610 Net income attributable to the redeemable noncontrolling interests — — — (9) — (9) Net income attributable to the noncontrolling interests — — — (25) — (25) Net income (loss) attributable to Sinclair Broadcast Group $ 2,576 $ 100 $ 221 $ (161) $ (160) $ 2,576 Comprehensive income (loss) $ 2,576 $ 100 $ 221 $ (124) $ (160) $ 2,613 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2021 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair Net revenue $ — $ 55 $ 1,449 $ 1,704 $ (85) $ 3,123 Media programming and production expenses — 2 707 1,683 (24) 2,368 Selling, general and administrative expenses 7 90 339 165 (57) 544 Depreciation, amortization and other operating expenses — 4 159 195 (4) 354 Total operating expenses 7 96 1,205 2,043 (85) 3,266 Operating (loss) income (7) (41) 244 (339) — (143) Equity in (loss) earnings of consolidated subsidiaries (288) 204 — — 84 — Interest expense (7) (92) (1) (224) 13 (311) Other (expense) income (63) 14 (22) 152 (7) 74 Total other (expense) income (358) 126 (23) (72) 90 (237) Income tax benefit (provision) 21 29 (15) 43 — 78 Net (loss) income (344) 114 206 (368) 90 (302) Net income attributable to the redeemable noncontrolling interests — — — (9) — (9) Net income attributable to the noncontrolling interests — — — (33) — (33) Net (loss) income attributable to Sinclair Broadcast Group $ (344) $ 114 $ 206 $ (410) $ 90 $ (344) Comprehensive (loss) income $ (344) $ 114 $ 206 $ (363) $ 90 $ (297) |
Schedule of Condensed Consolidating Statement of Cash Flows | CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES $ (111) $ (96) $ 616 $ (206) $ 4 $ 207 NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES Acquisition of property and equipment — (2) (43) (2) 2 (45) Spectrum repack reimbursements — — 2 — — 2 Proceeds from the sale of assets — — 5 4 — 9 Deconsolidation of subsidiary cash — — — (315) — (315) Purchases of investments (44) (1) (3) (13) — (61) Distributions from investments 60 — 10 11 — 81 Net cash flows from (used in) investing activities 16 (3) (29) (315) 2 (329) NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES Proceeds from notes payable and commercial bank financing — 728 — — — 728 Repayments of notes payable, commercial bank financing and finance leases — (841) (3) (1) — (845) Repurchase of outstanding Class A Common Stock (104) — — — — (104) Dividends paid on Class A and Class B Common Stock (36) — — — — (36) Dividends paid on redeemable subsidiary preferred equity — — — (3) — (3) Distributions to noncontrolling interests — — — (5) — (5) Increase (decrease) in intercompany payables 269 248 (585) 74 (6) — Other, net (4) (8) — — — (12) Net cash flows from (used in) financing activities 125 127 (588) 65 (6) (277) NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH 30 28 (1) (456) — (399) CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period 2 316 2 499 — 819 CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period $ 32 $ 344 $ 1 $ 43 $ — $ 420 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2021 (in millions) (unaudited) Sinclair Sinclair Guarantor Non- Eliminations Sinclair NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES $ (11) $ (72) $ 337 $ (268) $ 2 $ (12) NET CASH FLOWS USED IN INVESTING ACTIVITIES Acquisition of property and equipment — — (27) (13) 2 (38) Spectrum repack reimbursements — — 18 — — 18 Proceeds from the sale of assets — — 30 9 — 39 Purchases of investments (6) (10) (25) (123) — (164) Other, net — — (3) 7 — 4 Net cash flows used in investing activities (6) (10) (7) (120) 2 (141) NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES Proceeds from notes payable and commercial bank financing — 341 — 16 — 357 Repayments of notes payable, commercial bank financing and finance leases — (352) (3) (30) — (385) Dividends paid on Class A and Class B Common Stock (30) — — — — (30) Dividends paid on redeemable subsidiary preferred equity — — — (4) — (4) Distributions to noncontrolling interests, net — — — (50) — (50) Distributions to redeemable noncontrolling interests — — — (5) — (5) Increase (decrease) in intercompany payables 62 173 (324) 93 (4) — Other, net (15) (1) — (8) — (24) Net cash flows from (used in) financing activities 17 161 (327) 12 (4) (141) NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — 79 3 (376) — (294) CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period — 458 — 804 — 1,262 CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period $ — $ 537 $ 3 $ 428 $ — $ 968 |
NATURE OF OPERATIONS AND SUMM_4
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Nature of Operations (Details) | 3 Months Ended | |
Jun. 30, 2022 segment station market channel | Mar. 31, 2022 segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Number of reportable segments | segment | 1 | 2 |
Number of television stations owned | station | 185 | |
Number of markets | market | 86 | |
Number of channels | channel | 635 |
NATURE OF OPERATIONS AND SUMM_5
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Deconsolidation of Diamond Sports Intermediate Holdings LLC (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Mar. 01, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Investments in and Advances to Affiliates [Line Items] | |||||
Deconsolidated subsidiary, expected liquidity enhancement | $ 1,000 | ||||
Liquidity enhancement period (in years) | 5 years | ||||
Gain on deconsolidation of subsidiary | $ 3,357 | $ 0 | $ 0 | $ 3,357 | $ 0 |
NATURE OF OPERATIONS AND SUMM_6
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Broadcast Television Programming (Details) - Television Programming Contract Rights | 6 Months Ended |
Jun. 30, 2022 | |
Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Television programming contract period | 1 year |
Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Television programming contract period | 7 years |
Contract period utilizing accelerated amortization method | 3 years |
NATURE OF OPERATIONS AND SUMM_7
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Non-cash Investing and Financing Activities (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Leased assets obtained in exchange for new operating lease liabilities | $ 7 | $ 4 |
Leased assets obtained in exchange for new finance lease liabilities | $ 1 |
NATURE OF OPERATIONS AND SUMM_8
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition, Disaggregation of Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 837 | $ 1,612 | $ 2,125 | $ 3,123 |
Distribution revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 430 | 1,078 | 1,303 | 2,187 |
Advertising revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 366 | 491 | 737 | 862 |
Other media, non-media, and intercompany revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 41 | 43 | 85 | 74 |
Operating Segments | Broadcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 732 | 687 | 1,453 | 1,352 |
Operating Segments | Local sports | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | 838 | 482 | 1,606 |
Operating Segments | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 131 | 120 | 265 | 228 |
Operating Segments | Distribution revenue | Broadcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 385 | 363 | 777 | 724 |
Operating Segments | Distribution revenue | Local sports | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | 666 | 433 | 1,364 |
Operating Segments | Distribution revenue | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 45 | 49 | 93 | 99 |
Operating Segments | Advertising revenue | Broadcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 316 | 280 | 598 | 547 |
Operating Segments | Advertising revenue | Local sports | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | 162 | 44 | 227 |
Operating Segments | Advertising revenue | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 70 | 54 | 138 | 94 |
Operating Segments | Other media, non-media, and intercompany revenues | Broadcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 31 | 44 | 78 | 81 |
Operating Segments | Other media, non-media, and intercompany revenues | Local sports | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | 10 | 5 | 15 |
Operating Segments | Other media, non-media, and intercompany revenues | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 16 | 17 | 34 | 35 |
Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | (26) | (33) | (75) | (63) |
Eliminations | Distribution revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
Eliminations | Advertising revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | (20) | (5) | (43) | (6) |
Eliminations | Other media, non-media, and intercompany revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ (6) | $ (28) | $ (32) | $ (57) |
NATURE OF OPERATIONS AND SUMM_9
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition, Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||||||
Deferred revenue | $ 225 | $ 225 | $ 235 | |||
Deferred revenue, noncurrent | $ 154 | $ 154 | 164 | |||
Deferred revenue, revenue recognized | $ 42 | $ 30 | ||||
Customer Concentration Risk | Revenue Benchmark | Customer One | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Concentration risk (as a percent) | 11% | 19% | 15% | 19% | ||
Customer Concentration Risk | Revenue Benchmark | Customer Two | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Concentration risk (as a percent) | 10% | 17% | 14% | 18% | ||
Customer Concentration Risk | Revenue Benchmark | Customer Three | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Concentration risk (as a percent) | 14% | 12% | 14% | |||
Customer Concentration Risk | Accounts Receivable | Customer One | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Concentration risk (as a percent) | 11% | |||||
Customer Concentration Risk | Accounts Receivable | Customer Two | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Concentration risk (as a percent) | 10% |
NATURE OF OPERATIONS AND SUM_10
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Share Repurchase Program (Details) - USD ($) $ in Millions | 6 Months Ended | |||
Aug. 04, 2022 | Jun. 30, 2022 | Aug. 04, 2020 | Aug. 09, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Stock repurchase program, additional authorized repurchase amount | $ 500 | $ 1,000 | ||
Treasury stock, shares acquired (in shares) | 4,000,000,000,000 | |||
Treasury stock, value acquired | $ 104 | |||
Stock repurchase program, remaining authorized repurchase amount | $ 714 | |||
Subsequent Event | ||||
Disaggregation of Revenue [Line Items] | ||||
Treasury stock, shares acquired (in shares) | 489,051 | |||
Treasury stock, value acquired | $ 10 |
ACQUISITIONS AND DISPOSITIONS_2
ACQUISITIONS AND DISPOSITIONS OF ASSETS (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Feb. 28, 2017 USD ($) | Mar. 31, 2016 station | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | |
Business Combination and Asset Acquisition [Abstract] | ||||||
Number of stations assigned new channels | station | 100 | |||||
Broadcast incentive auction, total legislation funds to reimburse stations | $ 3,000 | |||||
Broadcast incentive auction, gain recognized on sale | $ 1 | $ 4 | $ 2 | $ 18 | ||
Broadcast incentive auction, total capital expenditure | $ 0.1 | $ 4 | $ 1 | $ 9 |
OTHER ASSETS - Schedule of Othe
OTHER ASSETS - Schedule of Other Assets (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Equity method investments | $ 142 | $ 517 |
Other investments | 405 | 567 |
Note receivable | 193 | 0 |
Post-retirement plan assets | 43 | 50 |
Other | 169 | 274 |
Total other assets | $ 952 | $ 1,408 |
OTHER ASSETS - Narrative (Detai
OTHER ASSETS - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Mar. 01, 2022 | Dec. 31, 2021 | Nov. 05, 2021 | |
Schedule of Equity Method Investments [Line Items] | |||||||
Income (loss) from equity method investments | $ 3,000,000 | $ 2,000,000 | $ 15,000,000 | $ 11,000,000 | |||
Investments in equity securities measured at fair value | 216,000,000 | 216,000,000 | $ 402,000,000 | ||||
Unrealized gain (loss) on FV-NI and NAV investments | (105,000,000) | (63,000,000) | (161,000,000) | 62,000,000 | |||
Equity investments, net of cumulative impairment | 10,000,000 | 10,000,000 | 18,000,000 | ||||
Cumulative impairment | 7,000,000 | 7,000,000 | 7,000,000 | ||||
Impairment recorded | 0 | 0 | 0 | 0 | |||
Note receivable | 193,000,000 | 193,000,000 | 0 | ||||
Affiliated Entity | Notes Receivable of Diamond Sports Finance SPV, LLC | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Note receivable | 193,000,000 | 193,000,000 | |||||
A/R Facility | Line of Credit Facility | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Payment to purchase lenders' rights and obligations | $ 184,000,000 | ||||||
Payment to purchase lenders' rights and obligations as a proportion of total aggregate outstanding principal amount (as a percent) | 101% | ||||||
Maximum borrowing capacity | $ 400,000,000 | ||||||
Fair Value Measured at Net Asset Value Per Share | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Investments measured at NAV | 179,000,000 | 179,000,000 | 147,000,000 | ||||
Unfunded commitments related to investments valued using NAV practical expedient | 87,000,000 | 87,000,000 | $ 81,000,000 | ||||
YES Network | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Income (loss) from equity method investments | $ 6,000,000 | 26,000,000 | $ 19,000,000 | ||||
DSIH | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Income (loss) from equity method investments | 0 | 0 | |||||
Fair value of equity method investments | $ 0 | $ 0 | $ 0 |
NOTES PAYABLE, FINANCE LEASES_2
NOTES PAYABLE, FINANCE LEASES, AND COMMERCIAL BANK FINANCING (Details) | 3 Months Ended | 6 Months Ended | ||||
Apr. 21, 2022 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Debt Instrument [Line Items] | ||||||
Borrowings under revolving credit facility exceed total commitments (as a percent) | 35% | |||||
Gain (loss) on extinguishment of debt | $ 3,000,000 | $ 0 | $ 3,000,000 | $ 0 | ||
Current portion of notes payable, finance leases, and commercial bank financing | 43,000,000 | 43,000,000 | $ 69,000,000 | |||
Notes payable, finance leases, and commercial bank financing, less current portion | 4,233,000,000 | 4,233,000,000 | 12,271,000,000 | |||
Consolidated total debt | 4,276,000,000 | 4,276,000,000 | ||||
Term Loan B-4, due April 21, 2029 | Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 750,000,000 | |||||
Proportion of par (as a percent) | 97% | |||||
Issuance of debt discount | 23,000,000 | 23,000,000 | ||||
Outstanding balance | $ 727,000,000 | 727,000,000 | ||||
Gain (loss) on extinguishment of debt | $ (10,000,000) | |||||
Term Loan B-4, due April 21, 2029 | SOFR | Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 3.75% | |||||
Term Loan B-4, due April 21, 2029 | Base Rate | Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 2.75% | |||||
5.875% Senior Notes due 2026 | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate (as a percent) | 5.875% | 5.875% | ||||
5.125% Senior Notes due 2027 | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate (as a percent) | 5.125% | 5.125% | ||||
Gain (loss) on extinguishment of debt | $ 13,000,000 | $ 13,000,000 | ||||
Purchased aggregate principal amount | 118,000,000 | $ 118,000,000 | ||||
Repayments of senior debt | 104,000,000 | |||||
Recourse Debt Of Variable Interest Entities | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 2.50% | |||||
Consolidated VIEs | ||||||
Debt Instrument [Line Items] | ||||||
Consolidated total debt | 9,000,000 | $ 9,000,000 | 9,000,000 | |||
Guarantee Obligations | ||||||
Debt Instrument [Line Items] | ||||||
Unconditional and irrevocably guaranteed debt | 37,000,000 | 37,000,000 | 39,000,000 | |||
Provide guarantee of certain obligations | 108,000,000 | $ 108,000,000 | ||||
Annual Escalations (as a percent) | 4% | |||||
Debt term ( year) | 8 years | |||||
Affiliated Entity | ||||||
Debt Instrument [Line Items] | ||||||
Current portion of notes payable, finance leases, and commercial bank financing | 2,000,000 | $ 2,000,000 | 3,000,000 | |||
Notes payable, finance leases, and commercial bank financing, less current portion | $ 6,000,000 | $ 6,000,000 | $ 6,000,000 | |||
STG Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
First lien leverage ratio | 4.5 | 4.5 | ||||
Borrowings outstanding | $ 0 | $ 0 | ||||
S T G Term Loan Facility | Term Loan B-4, due April 21, 2029 | ||||||
Debt Instrument [Line Items] | ||||||
Gain (loss) on extinguishment of debt | (10,000,000) | |||||
STG Revolving Credit Facility And DSG Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Borrowings outstanding | $ 612,500,000 | |||||
Revolving commitment | 650,000,000 | |||||
Remaining continuing to mature | $ 37,500,000 | $ 37,500,000 |
REDEEMABLE NONCONTROLLING INT_2
REDEEMABLE NONCONTROLLING INTERESTS (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Temporary Equity [Line Items] | |||||
Dividends accrued during the period | $ 3 | $ 4 | $ 6 | $ 8 | |
Redeemable subsidiary preferred equity | 187 | 187 | $ 181 | ||
Liquidation preference | $ 191 | $ 191 | 185 | ||
Redeemable noncontrolling interest | $ 16 | ||||
LIBOR | |||||
Temporary Equity [Line Items] | |||||
Cash interest rate (as a percent) | 7.50% | 7.50% | |||
Percent higher than the rate payable if dividends were paid in cash (as a percent) | 0.50% | 0.50% | |||
Minimum | |||||
Temporary Equity [Line Items] | |||||
Cash interest rate (as a percent) | 0.75% | 0.75% |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||
Jul. 28, 2021 USD ($) | Oct. 15, 2020 USD ($) | Sep. 02, 2020 USD ($) | Aug. 19, 2020 USD ($) | Jun. 08, 2020 petition | May 22, 2020 USD ($) | Dec. 31, 2017 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) lawsuit | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Oct. 03, 2018 broadcaster | |
COMMITMENTS AND CONTINGENCIES | |||||||||||||
Interest expense including amortization of debt discount and deferred financing costs | $ 54,000 | $ 160,000 | $ 169,000 | $ 311,000 | |||||||||
Unfavorable Regulatory Action | |||||||||||||
COMMITMENTS AND CONTINGENCIES | |||||||||||||
Proposed fine | $ 9,000 | $ 13,000 | |||||||||||
Proposed fine per station | $ 25 | $ 500 | |||||||||||
Issuance of forfeiture penalty upheld | $ 500 | ||||||||||||
Additional legal expenses accrued | $ 8,000 | ||||||||||||
Breach of Merger Agreement | |||||||||||||
COMMITMENTS AND CONTINGENCIES | |||||||||||||
Agreement to pay to resolve FCC investigation | $ 48,000 | ||||||||||||
Payments for resolve FCC investigation | $ 48,000 | ||||||||||||
Compliance plan term | 4 years | ||||||||||||
Number of petitions filed | petition | 2 | ||||||||||||
Various Cases Alleging Violation of Sherman Antitrust Act | |||||||||||||
COMMITMENTS AND CONTINGENCIES | |||||||||||||
Loss contingency, new claims filed, number (lawsuit) | lawsuit | 22 | ||||||||||||
Loss contingency, number of other broadcasters | broadcaster | 13 | ||||||||||||
Fixed Payment Obligations | RSNs | |||||||||||||
COMMITMENTS AND CONTINGENCIES | |||||||||||||
Other current liabilities | 32,000 | ||||||||||||
Other long-term liabilities | 71,000 | ||||||||||||
Interest expense including amortization of debt discount and deferred financing costs | 1,000 | $ 1,000 | 3,000 | ||||||||||
Variable Payment Obligations | RSNs | |||||||||||||
COMMITMENTS AND CONTINGENCIES | |||||||||||||
Other current liabilities | 8,000 | ||||||||||||
Other long-term liabilities | $ 23,000 | ||||||||||||
Variable Payment Obligations | RSNs | Other Income, Net | |||||||||||||
COMMITMENTS AND CONTINGENCIES | |||||||||||||
Contingent consideration measurement adjustment losses | $ 2,000 | $ 3,000 | $ 3,000 |
EARNINGS PER SHARE - Schedule o
EARNINGS PER SHARE - Schedule of Earnings per Share (Details) - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income (Numerator) | ||||
Net (loss) income | $ (6) | $ (328) | $ 2,610 | $ (302) |
Net income attributable to the redeemable noncontrolling interests | (5) | (5) | (9) | (9) |
Net loss (income) attributable to the noncontrolling interests | 0 | 1 | (25) | (33) |
Numerator for basic (loss) earnings per common share available to common shareholders | (11) | (332) | 2,576 | (344) |
Numerator for diluted (loss) earnings per common share available to common shareholders | $ (11) | $ (332) | $ 2,576 | $ (344) |
Shares (Denominator) | ||||
Basic weighted average common shares outstanding (in shares) | 70,897 | 75,331 | 71,527 | 74,862 |
Dilutive effect of stock-settled appreciation rights and outstanding stock options (in shares) | 0 | 0 | 6 | 0 |
Diluted weighted average common and common equivalent shares outstanding (in shares) | 70,897 | 75,331 | 71,533 | 74,862 |
EARNINGS PER SHARE - Summary of
EARNINGS PER SHARE - Summary of Antidilutive Securities (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Earnings Per Share [Abstract] | ||||
Weighted-average stock-settled appreciation rights and outstanding stock options excluded (in shares) | 3,645 | 1,802 | 3,095 | 1,608 |
SEGMENT DATA - Narrative (Detai
SEGMENT DATA - Narrative (Details) - segment | 3 Months Ended | |
Jun. 30, 2022 | Mar. 31, 2022 | |
Segment Reporting [Abstract] | ||
Number of reportable segments | 1 | 2 |
SEGMENT DATA - Segment Financia
SEGMENT DATA - Segment Financial Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Mar. 01, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | ||
Segment data | |||||||
Assets | [1] | $ 6,449 | $ 6,449 | $ 12,541 | |||
Revenue | 837 | $ 1,612 | 2,125 | $ 3,123 | |||
Depreciation of property and equipment and amortization of definite-lived intangibles and other assets | 67 | 147 | 188 | 300 | |||
Amortization of sports programming rights | 829 | 326 | 1,381 | ||||
Amortization of program contract costs | 21 | 22 | 46 | 45 | |||
Corporate general and administrative expenses | 38 | 36 | 85 | 97 | |||
Gain on deconsolidation of subsidiary | $ (3,357) | 0 | 0 | (3,357) | 0 | ||
Gain on asset dispositions and other, net of impairment | (4) | (8) | (9) | (22) | |||
Operating income (loss) | 107 | (178) | 3,573 | (143) | |||
Interest expense including amortization of debt discount and deferred financing costs | 54 | 160 | 169 | 311 | |||
Income (loss) from equity method investments | 3 | 2 | 15 | 11 | |||
Intersegment revenues | 25 | 54 | |||||
Note receivable | 193 | 193 | $ 0 | ||||
Notes Receivable of Diamond Sports Finance SPV, LLC | Affiliated Entity | |||||||
Segment data | |||||||
Note receivable | 193 | 193 | |||||
Broadcast | |||||||
Segment data | |||||||
Intersegment revenues | 1 | 27 | |||||
Revenue from related parties | 10 | 15 | |||||
Local sports | |||||||
Segment data | |||||||
Revenue from related parties | 10 | 15 | |||||
Operating Segments | Broadcast | |||||||
Segment data | |||||||
Assets | 4,620 | 4,620 | |||||
Revenue | 732 | 687 | 1,453 | 1,352 | |||
Depreciation of property and equipment and amortization of definite-lived intangibles and other assets | 60 | 64 | 120 | 126 | |||
Amortization of sports programming rights | 0 | 0 | 0 | ||||
Amortization of program contract costs | 18 | 17 | 38 | 38 | |||
Corporate general and administrative expenses | 33 | 29 | 76 | 84 | |||
Gain on deconsolidation of subsidiary | 0 | ||||||
Gain on asset dispositions and other, net of impairment | 0 | (3) | (5) | (17) | |||
Operating income (loss) | 118 | 105 | 215 | 168 | |||
Interest expense including amortization of debt discount and deferred financing costs | 1 | 1 | 2 | 2 | |||
Income (loss) from equity method investments | 0 | 0 | 0 | 0 | |||
Operating Segments | Local sports | |||||||
Segment data | |||||||
Assets | 0 | 0 | |||||
Revenue | 0 | 838 | 482 | 1,606 | |||
Depreciation of property and equipment and amortization of definite-lived intangibles and other assets | 0 | 78 | 54 | 162 | |||
Amortization of sports programming rights | 829 | 326 | 1,381 | ||||
Amortization of program contract costs | 0 | 0 | 0 | 0 | |||
Corporate general and administrative expenses | 0 | 3 | 1 | 6 | |||
Gain on deconsolidation of subsidiary | 0 | ||||||
Gain on asset dispositions and other, net of impairment | 0 | 0 | 0 | 0 | |||
Operating income (loss) | 0 | (288) | (4) | (329) | |||
Interest expense including amortization of debt discount and deferred financing costs | 0 | 110 | 72 | 218 | |||
Income (loss) from equity method investments | 0 | 10 | 10 | 23 | |||
Other & Corporate | |||||||
Segment data | |||||||
Assets | 1,830 | 1,830 | |||||
Revenue | 131 | 120 | 265 | 228 | |||
Depreciation of property and equipment and amortization of definite-lived intangibles and other assets | 8 | 6 | 16 | 14 | |||
Amortization of sports programming rights | 0 | 0 | 0 | ||||
Amortization of program contract costs | 3 | 5 | 8 | 7 | |||
Corporate general and administrative expenses | 5 | 4 | 8 | 7 | |||
Gain on deconsolidation of subsidiary | (3,357) | ||||||
Gain on asset dispositions and other, net of impairment | (4) | (5) | (4) | (5) | |||
Operating income (loss) | (13) | 4 | 3,359 | 17 | |||
Interest expense including amortization of debt discount and deferred financing costs | 56 | 51 | 103 | 96 | |||
Income (loss) from equity method investments | 3 | (8) | 5 | (12) | |||
Intersegment revenues | 22 | 44 | |||||
Eliminations | |||||||
Segment data | |||||||
Assets | (1) | (1) | |||||
Revenue | (26) | (33) | (75) | (63) | |||
Depreciation of property and equipment and amortization of definite-lived intangibles and other assets | (1) | (1) | (2) | (2) | |||
Amortization of sports programming rights | 0 | 0 | 0 | ||||
Amortization of program contract costs | 0 | 0 | 0 | 0 | |||
Corporate general and administrative expenses | 0 | 0 | 0 | 0 | |||
Gain on deconsolidation of subsidiary | 0 | ||||||
Gain on asset dispositions and other, net of impairment | 0 | 0 | 0 | 0 | |||
Operating income (loss) | 2 | 1 | 3 | 1 | |||
Interest expense including amortization of debt discount and deferred financing costs | (3) | (2) | (8) | (5) | |||
Income (loss) from equity method investments | $ 0 | $ 0 | $ 0 | $ 0 | |||
[1]Our consolidated total assets as of June 30, 2022 and December 31, 2021 include total assets of variable interest entities (VIEs) of $112 million and $217 million, respectively, which can only be used to settle the obligations of the VIEs. Our consolidated total liabilities as of June 30, 2022 and December 31, 2021 include total liabilities of VIEs of $15 million and $62 million, respectively, for which the creditors of the VIEs have no recourse to us. See Note 9. Variable Interest Entities . |
VARIABLE INTEREST ENTITIES - Na
VARIABLE INTEREST ENTITIES - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | ||
Variable Interest Entity [Line Items] | ||||||
Assets | [1] | $ 6,449 | $ 6,449 | $ 12,541 | ||
Eliminations | ||||||
Variable Interest Entity [Line Items] | ||||||
Assets | (6,173) | $ (6,173) | (6,729) | |||
Consolidated VIEs | ||||||
Variable Interest Entity [Line Items] | ||||||
Variable interest entities outsourcing agreement initial term | 5 years | |||||
Assets | 112 | $ 112 | 217 | |||
Consolidated VIEs | Eliminations | ||||||
Variable Interest Entity [Line Items] | ||||||
Liabilities associated with the certain outsourcing agreements and purchase options | 129 | 129 | 127 | |||
Variable Interest Entity, Not Primary Beneficiary | ||||||
Variable Interest Entity [Line Items] | ||||||
Assets | 182 | 182 | $ 175 | |||
Loss from equity method investments | $ (5) | $ 7 | $ (25) | $ 12 | ||
[1]Our consolidated total assets as of June 30, 2022 and December 31, 2021 include total assets of variable interest entities (VIEs) of $112 million and $217 million, respectively, which can only be used to settle the obligations of the VIEs. Our consolidated total liabilities as of June 30, 2022 and December 31, 2021 include total liabilities of VIEs of $15 million and $62 million, respectively, for which the creditors of the VIEs have no recourse to us. See Note 9. Variable Interest Entities . |
VARIABLE INTEREST ENTITIES - Sc
VARIABLE INTEREST ENTITIES - Schedule of Variable Interest Entities Assets and Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 | |
Current assets: | |||
Cash and cash equivalents | $ 420 | $ 816 | |
Accounts receivable, net | 606 | 1,245 | |
Prepaid sports rights | 0 | 85 | |
Other current assets | 165 | 173 | |
Total current assets | 1,365 | 2,471 | |
Property and equipment, net | 713 | 833 | |
Operating lease assets | 149 | 207 | |
Definite-lived intangible assets, net | 1,032 | 5,088 | |
Other assets | 952 | 1,408 | |
Total assets | [1] | 6,449 | 12,541 |
Current liabilities: | |||
Other current liabilities | 617 | 1,202 | |
Long-term liabilities: | |||
Operating lease liabilities, less current portion | 159 | 205 | |
Program contracts payable, less current portion | 17 | 21 | |
Other long-term liabilities | 234 | 351 | |
Total liabilities | [1] | 5,620 | 14,050 |
Consolidated VIEs | |||
Current assets: | |||
Cash and cash equivalents | 0 | 43 | |
Accounts receivable, net | 45 | 83 | |
Prepaid sports rights | 0 | 2 | |
Other current assets | 1 | 4 | |
Total current assets | 46 | 132 | |
Property and equipment, net | 8 | 17 | |
Operating lease assets | 0 | 5 | |
Goodwill and indefinite-lived intangible assets | 15 | 15 | |
Definite-lived intangible assets, net | 43 | 47 | |
Other assets | 0 | 1 | |
Total assets | 112 | 217 | |
Current liabilities: | |||
Other current liabilities | 20 | 62 | |
Long-term liabilities: | |||
Operating lease liabilities, less current portion | 0 | 4 | |
Program contracts payable, less current portion | 1 | 2 | |
Other long-term liabilities | 3 | 4 | |
Total liabilities | $ 24 | $ 72 | |
[1]Our consolidated total assets as of June 30, 2022 and December 31, 2021 include total assets of variable interest entities (VIEs) of $112 million and $217 million, respectively, which can only be used to settle the obligations of the VIEs. Our consolidated total liabilities as of June 30, 2022 and December 31, 2021 include total liabilities of VIEs of $15 million and $62 million, respectively, for which the creditors of the VIEs have no recourse to us. See Note 9. Variable Interest Entities . |
RELATED PERSON TRANSACTIONS - T
RELATED PERSON TRANSACTIONS - Transactions with our Controlling Shareholders (Details) - Entities Owned by Controlling Shareholders - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Lease Services | ||||
Related Party Transaction [Line Items] | ||||
Lease payments made to entities | $ 1 | $ 1 | $ 3 | $ 2 |
Charter Aircraft | Maximum | ||||
Related Party Transaction [Line Items] | ||||
Aircraft expenses (less than) | $ 0.1 | $ 0.1 | $ 0.3 | $ 0.2 |
RELATED PERSON TRANSACTIONS - C
RELATED PERSON TRANSACTIONS - Cunningham Broadcasting Corporation (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Aug. 31, 2016 USD ($) | Apr. 30, 2016 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) renewal | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Related Party Transaction [Line Items] | |||||||
Consolidated total debt | $ 4,276 | $ 4,276 | |||||
Total revenues | 837 | $ 1,612 | 2,125 | $ 3,123 | |||
Consolidated VIEs | |||||||
Related Party Transaction [Line Items] | |||||||
Consolidated total debt | $ 9 | $ 9 | $ 9 | ||||
Affiliated Entity | Cunningham | |||||||
Related Party Transaction [Line Items] | |||||||
Agreement renewal period | 8 years | ||||||
Right to acquire capital stock | 100% | 100% | |||||
Total payments made under the LMA excluded from liabilities | $ 59 | $ 59 | 58 | ||||
Remaining purchase price | 54 | 54 | 54 | ||||
Purchase options, broadcast stations | $ 0.2 | $ 0.2 | |||||
Proceeds from sale of master control equipment | $ 1 | ||||||
Annual revenue from master control services | $ 0.3 | ||||||
Annual revenue for share service | $ 0.6 | ||||||
Share service agreement, annual service consideration increasing rate ( as a percent) | 3% | ||||||
Affiliated Entity | Cunningham | LMA | |||||||
Related Party Transaction [Line Items] | |||||||
Number of additional renewal terms | renewal | 1 | ||||||
Agreement renewal period | 5 years | ||||||
Percentage of net broadcast revenue used to determine annual LMA fees required to be paid | 3% | 3% | |||||
Amount used to determine annual LMA fees required to be paid | $ 5 | $ 5 | |||||
Annual increase in aggregate purchase price | 6% | 6% | |||||
Lease payments made to entities | $ 1 | 3 | $ 4 | 5 | |||
Affiliated Entity | Cunningham | Consolidated VIEs | |||||||
Related Party Transaction [Line Items] | |||||||
Consolidated total debt | 6 | 6 | |||||
Deferred financing costs | 0.1 | 0.1 | |||||
Cunningham License Related Assets | Cunningham | |||||||
Related Party Transaction [Line Items] | |||||||
Total revenues | 37 | $ 36 | 71 | $ 72 | |||
Guarantee Obligations | |||||||
Related Party Transaction [Line Items] | |||||||
Unconditional and irrevocably guaranteed debt | 37 | 37 | $ 39 | ||||
Guarantee Obligations | Affiliated Entity | Cunningham | |||||||
Related Party Transaction [Line Items] | |||||||
Unconditional and irrevocably guaranteed debt | $ 35 | $ 35 |
RELATED PERSON TRANSACTIONS - A
RELATED PERSON TRANSACTIONS - Atlantic Automotive Corporation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Atlantic Automotive Corporation | Advertising Time | ||||
Related Party Transaction [Line Items] | ||||
Amount received | $ 0.1 | $ 0.1 | $ 0.1 | $ 0.1 |
RELATED PERSON TRANSACTIONS - L
RELATED PERSON TRANSACTIONS - Leased Property by Real Estate Ventures (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Entities Owned by Controlling Shareholders | Lease Services | ||||
Related Party Transaction [Line Items] | ||||
Amount received | $ 0.3 | $ 0.3 | $ 0.5 | $ 0.5 |
RELATED PERSON TRANSACTIONS - D
RELATED PERSON TRANSACTIONS - Diamond Sports Intermediate Holdings LLC (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Aug. 31, 2019 renewal | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2022 USD ($) | |
YES Network | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | $ 1 | $ 1 | $ 2 | |||
Number of renewal terms | renewal | 2 | |||||
Renewal period | 2 years | |||||
Broadcast | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | $ 10 | 15 | ||||
Management Services Agreement with Diamond Sports Group | Broadcast | Eliminations | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | 24 | |||||
DSIH | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue | 4 | 5 | ||||
Affiliated Entity | Notes Receivable of Diamond Sports Finance SPV, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Proceeds from collection of notes receivable | 10 | 60 | ||||
Additional distribution | 40 | 40 | ||||
Affiliated Entity | Redeemable Subsidiary Preferred Equity | Distributions from Diamond Sports Intermediate Holdings LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Distributions of tax payments on dividends | 2 | 3 | ||||
Affiliated Entity | Forecast | Management Services Agreement with Diamond Sports Group | ||||||
Related Party Transaction [Line Items] | ||||||
Annual management service fee | $ 75 | |||||
Annual management service fee, deferral period | 5 years | |||||
Management Services Agreement with Diamond Sports Group | Broadcast | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | $ 10 | $ 38 |
RELATED PERSON TRANSACTIONS - O
RELATED PERSON TRANSACTIONS - Other Equity Method Investees (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Aug. 31, 2019 renewal | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | |
Sports marketing company | ||||
Related Party Transaction [Line Items] | ||||
Marketing services | $ 6 | $ 2 | $ 9 | |
YES Network | ||||
Related Party Transaction [Line Items] | ||||
Number of renewal terms | renewal | 2 | |||
Renewal period | 2 years | |||
Revenue from related parties | 1 | 1 | 2 | |
Mobile Trucks | ||||
Related Party Transaction [Line Items] | ||||
Amount paid | $ 16 | $ 5 | $ 24 |
RELATED PERSON TRANSACTIONS - S
RELATED PERSON TRANSACTIONS - Sports Programming Rights (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Feb. 28, 2022 professional_team | |
Related Party Transaction [Line Items] | ||||
Sports programming rights payments | $ 325 | $ 1,010 | ||
Sports Teams Affiliates | ||||
Related Party Transaction [Line Items] | ||||
Number of sports rights agreements assumed | professional_team | 6 | |||
Sports programming rights payments | $ 138 | $ 61 | $ 258 |
RELATED PERSON TRANSACTIONS - E
RELATED PERSON TRANSACTIONS - Employees (Details) - Affiliated Entity - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Employee | Jason Smith | ||||
Related Party Transaction [Line Items] | ||||
Total compensation (less than) | $ 0.1 | $ 0.1 | $ 0.2 | $ 0.1 |
Employee | Jason Smith | Restricted Stock | ||||
Related Party Transaction [Line Items] | ||||
Granted (in shares) | 2,239 | |||
Vesting period | 2 years | |||
Employee | Amberly Thompson | ||||
Related Party Transaction [Line Items] | ||||
Total compensation (less than) | 0.1 | 0.1 | 0.1 | $ 0.1 |
Employee | Edward Kim | ||||
Related Party Transaction [Line Items] | ||||
Total compensation (less than) | 0.1 | 0.1 | $ 0.1 | $ 0.1 |
Employee | Edward Kim | Restricted Stock | ||||
Related Party Transaction [Line Items] | ||||
Granted (in shares) | 302 | |||
Vesting period | 2 years | |||
Vice President | Frederick Smith | ||||
Related Party Transaction [Line Items] | ||||
Total compensation (less than) | 0.2 | 0.2 | $ 0.4 | $ 0.4 |
Director | J. Duncan Smith | ||||
Related Party Transaction [Line Items] | ||||
Total compensation (less than) | $ 0.2 | $ 0.2 | $ 0.4 | $ 0.4 |
FAIR VALUE MEASUREMENTS - Sched
FAIR VALUE MEASUREMENTS - Schedule of Carrying Value and Fair Value of Notes and Debentures (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Nov. 18, 2020 $ / shares | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Apr. 21, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
FAIR VALUE MEASUREMENTS: | |||||||
Investments in equity securities | $ 216 | $ 216 | $ 402 | ||||
Debt discount and deferred financing costs | $ 60 | $ 60 | $ 158 | ||||
Senior Notes | 5.875% Senior Notes due 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Interest rate (as a percent) | 5.875% | 5.875% | |||||
Senior Notes | 5.500% Senior Notes due 2030 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Interest rate (as a percent) | 5.50% | 5.50% | |||||
Senior Notes | 5.125% Senior Notes due 2027 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Interest rate (as a percent) | 5.125% | 5.125% | |||||
Purchased aggregate principal amount | $ 118 | $ 118 | |||||
Repayments of senior debt | $ 104 | ||||||
Senior Notes | 4.125% Senior Secured Notes due 2030 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Interest rate (as a percent) | 4.125% | 4.125% | |||||
Senior Notes | 12.750% Senior Secured Notes due 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Interest rate (as a percent) | 12.75% | 12.75% | |||||
Senior Notes | 6.625% Senior Unsecured Notes due 2027 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Interest rate (as a percent) | 6.625% | 6.625% | |||||
Senior Notes | 5.375% Senior Secured Notes due 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Interest rate (as a percent) | 5.375% | 5.375% | |||||
Term Loan | Term Loan B-4, due April 21, 2029 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Aggregate principal amount | $ 750 | ||||||
Bally's | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Option purchase price, minimum (in dollars per share) | $ / shares | $ 30 | ||||||
Option purchase price, maximum (in dollars per share) | $ / shares | $ 45 | ||||||
Ownership interest, portion precluded from owning maximum (as a percent) | 4.90% | ||||||
Bally's | Options and Warrants | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Measurement adjustments | $ (74) | $ (51) | $ (130) | $ 52 | |||
Weighted average discount rate (as a percent) | 0.12 | 0.12 | 0.16 | ||||
Level 1 | Carrying Value | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Investments in equity securities | $ 5 | $ 5 | $ 5 | ||||
Deferred compensation assets | 40 | 40 | 48 | ||||
Deferred compensation liabilities | 33 | 33 | 38 | ||||
Level 1 | Carrying Value | STG Money Market Funds | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Money market funds | 326 | 326 | 265 | ||||
Level 1 | Carrying Value | DSG Money Market Funds | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Money market funds | 0 | 0 | 101 | ||||
Level 1 | Fair Value | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Investments in equity securities | 5 | 5 | 5 | ||||
Deferred compensation assets | 40 | 40 | 48 | ||||
Deferred compensation liabilities | 33 | 33 | 38 | ||||
Level 1 | Fair Value | STG Money Market Funds | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Money market funds | 326 | 326 | 265 | ||||
Level 1 | Fair Value | DSG Money Market Funds | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Money market funds | 0 | 0 | 101 | ||||
Level 2 | Carrying Value | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Investments in equity securities | 59 | 59 | 114 | ||||
Level 2 | Carrying Value | Debt of variable interest entities | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 9 | 9 | 9 | ||||
Level 2 | Carrying Value | Debt of non-media subsidiaries | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 17 | 17 | 17 | ||||
Level 2 | Carrying Value | Senior Notes | 5.875% Senior Notes due 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 348 | ||||
Level 2 | Carrying Value | Senior Notes | 5.500% Senior Notes due 2030 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 500 | 500 | 500 | ||||
Level 2 | Carrying Value | Senior Notes | 5.125% Senior Notes due 2027 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 282 | 282 | 400 | ||||
Level 2 | Carrying Value | Senior Notes | 4.125% Senior Secured Notes due 2030 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 750 | 750 | 750 | ||||
Level 2 | Carrying Value | Senior Notes | 12.750% Senior Secured Notes due 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 31 | ||||
Level 2 | Carrying Value | Senior Notes | 6.625% Senior Unsecured Notes due 2027 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 1,744 | ||||
Level 2 | Carrying Value | Senior Notes | 5.375% Senior Secured Notes due 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 3,050 | ||||
Level 2 | Carrying Value | Term Loan | Term Loan B-1, due January 3, 2024 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 379 | ||||
Level 2 | Carrying Value | Term Loan | Term Loan B-2, due September 30, 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 1,264 | 1,264 | 1,271 | ||||
Level 2 | Carrying Value | Term Loan | Term Loan B-3, due April 1, 2028 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 733 | 733 | 736 | ||||
Level 2 | Carrying Value | Term Loan | Term Loan B-4, due April 21, 2029 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 750 | 750 | 0 | ||||
Level 2 | Carrying Value | Term Loan | Term Loan, due August 24, 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 3,226 | ||||
Level 2 | Fair Value | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Investments in equity securities | 59 | 59 | 114 | ||||
Level 2 | Fair Value | Debt of variable interest entities | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 9 | 9 | 9 | ||||
Level 2 | Fair Value | Debt of non-media subsidiaries | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 17 | 17 | 17 | ||||
Level 2 | Fair Value | Senior Notes | 5.875% Senior Notes due 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 357 | ||||
Level 2 | Fair Value | Senior Notes | 5.500% Senior Notes due 2030 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 375 | 375 | 489 | ||||
Level 2 | Fair Value | Senior Notes | 5.125% Senior Notes due 2027 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 240 | 240 | 391 | ||||
Level 2 | Fair Value | Senior Notes | 4.125% Senior Secured Notes due 2030 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 595 | 595 | 712 | ||||
Level 2 | Fair Value | Senior Notes | 12.750% Senior Secured Notes due 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 17 | ||||
Level 2 | Fair Value | Senior Notes | 6.625% Senior Unsecured Notes due 2027 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 490 | ||||
Level 2 | Fair Value | Senior Notes | 5.375% Senior Secured Notes due 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 1,525 | ||||
Level 2 | Fair Value | Term Loan | Term Loan B-1, due January 3, 2024 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 373 | ||||
Level 2 | Fair Value | Term Loan | Term Loan B-2, due September 30, 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 1,150 | 1,150 | 1,239 | ||||
Level 2 | Fair Value | Term Loan | Term Loan B-3, due April 1, 2028 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 674 | 674 | 722 | ||||
Level 2 | Fair Value | Term Loan | Term Loan B-4, due April 21, 2029 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 690 | 690 | 0 | ||||
Level 2 | Fair Value | Term Loan | Term Loan, due August 24, 2026 | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Debt fair value disclosure | 0 | 0 | 1,484 | ||||
Level 3 | Carrying Value | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Investments in equity securities | 152 | 152 | 282 | ||||
Level 3 | Carrying Value | Options and Warrants | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Measurement adjustments | (74) | $ (51) | (130) | $ 52 | |||
Level 3 | Fair Value | |||||||
FAIR VALUE MEASUREMENTS: | |||||||
Investments in equity securities | $ 152 | $ 152 | $ 282 |
FAIR VALUE MEASUREMENTS - Sch_2
FAIR VALUE MEASUREMENTS - Schedule of Level 3 Activity (Details) - Level 3 - Carrying Value - Options and Warrants - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Fair value at beginning of period | $ 226 | $ 435 | $ 282 | $ 332 |
Measurement adjustments | (74) | (51) | (130) | 52 |
Fair value at end of period | $ 152 | $ 384 | $ 152 | $ 384 |
CONDENSED CONSOLIDATING FINAN_3
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS - Narrative (Details) $ in Millions | Jun. 30, 2022 USD ($) |
Debt Instrument [Line Items] | |
Consolidated total debt | $ 4,276 |
Subsidiary Issuer | |
Debt Instrument [Line Items] | |
Consolidated total debt | 4,260 |
Amount of debt guaranteed by parent | $ 4,227 |
5.125% Senior Notes due 2027 | Senior Notes | |
Debt Instrument [Line Items] | |
Interest rate (as a percent) | 5.125% |
5.125% Senior Notes due 2027 | Sinclair Television Group, Inc. | Senior Notes | |
Debt Instrument [Line Items] | |
Interest rate (as a percent) | 5.125% |
5.500% Senior Notes due 2030 | Senior Notes | |
Debt Instrument [Line Items] | |
Interest rate (as a percent) | 5.50% |
5.500% Senior Notes due 2030 | Sinclair Television Group, Inc. | Senior Notes | |
Debt Instrument [Line Items] | |
Interest rate (as a percent) | 5.50% |
4.125% Senior Secured Notes due 2030 | Senior Notes | |
Debt Instrument [Line Items] | |
Interest rate (as a percent) | 4.125% |
CONDENSED CONSOLIDATING FINAN_4
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS - Balance Sheet (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 | |
CONDENSED CONSOLIDATING BALANCE SHEET | |||
Cash and cash equivalents | $ 420 | $ 816 | |
Accounts receivable, net | 606 | 1,245 | |
Other current assets | 339 | 410 | |
Total current assets | 1,365 | 2,471 | |
Property and equipment, net | 713 | 833 | |
Investment in equity of consolidated subsidiaries | 0 | 0 | |
Restricted cash | 0 | 3 | |
Goodwill | 2,088 | 2,088 | |
Indefinite-lived intangible assets | 150 | 150 | |
Definite-lived intangible assets, net | 1,032 | 5,088 | |
Other long-term assets | 1,101 | 1,908 | |
Total assets | [1] | 6,449 | 12,541 |
Accounts payable and accrued liabilities | 414 | 655 | |
Current portion of long-term debt | 43 | 69 | |
Other current liabilities | 160 | 478 | |
Total current liabilities | 617 | 1,202 | |
Long-term debt | 4,233 | 12,271 | |
Investment in deficit of consolidated subsidiaries | 0 | ||
Other long-term liabilities | 770 | 577 | |
Total liabilities | [1] | 5,620 | 14,050 |
Redeemable noncontrolling interests | 187 | 197 | |
Total Sinclair Broadcast Group equity | 706 | (1,770) | |
Noncontrolling interests in consolidated subsidiaries | (64) | 64 | |
Total liabilities, redeemable noncontrolling interests, and equity | 6,449 | 12,541 | |
Reportable Legal Entities | Sinclair Broadcast Group, Inc. | |||
CONDENSED CONSOLIDATING BALANCE SHEET | |||
Cash and cash equivalents | 32 | 2 | |
Accounts receivable, net | 0 | 0 | |
Other current assets | 14 | 10 | |
Total current assets | 46 | 12 | |
Property and equipment, net | 1 | 1 | |
Investment in equity of consolidated subsidiaries | 902 | 451 | |
Restricted cash | 0 | ||
Goodwill | 0 | 0 | |
Indefinite-lived intangible assets | 0 | 0 | |
Definite-lived intangible assets, net | 0 | 0 | |
Other long-term assets | 480 | 331 | |
Total assets | 1,429 | 795 | |
Accounts payable and accrued liabilities | 0 | 31 | |
Current portion of long-term debt | 0 | 0 | |
Other current liabilities | 2 | 2 | |
Total current liabilities | 2 | 33 | |
Long-term debt | 0 | 915 | |
Investment in deficit of consolidated subsidiaries | 1,605 | ||
Other long-term liabilities | 721 | 12 | |
Total liabilities | 723 | 2,565 | |
Redeemable noncontrolling interests | 0 | 0 | |
Total Sinclair Broadcast Group equity | 706 | (1,770) | |
Noncontrolling interests in consolidated subsidiaries | 0 | 0 | |
Total liabilities, redeemable noncontrolling interests, and equity | 1,429 | 795 | |
Reportable Legal Entities | Sinclair Television Group, Inc. | |||
CONDENSED CONSOLIDATING BALANCE SHEET | |||
Cash and cash equivalents | 344 | 316 | |
Accounts receivable, net | 0 | 0 | |
Other current assets | 41 | 82 | |
Total current assets | 385 | 398 | |
Property and equipment, net | 31 | 31 | |
Investment in equity of consolidated subsidiaries | 3,153 | 3,448 | |
Restricted cash | 0 | ||
Goodwill | 0 | 0 | |
Indefinite-lived intangible assets | 0 | 0 | |
Definite-lived intangible assets, net | 0 | 0 | |
Other long-term assets | 922 | 1,956 | |
Total assets | 4,491 | 5,833 | |
Accounts payable and accrued liabilities | 75 | 85 | |
Current portion of long-term debt | 28 | 20 | |
Other current liabilities | 4 | 6 | |
Total current liabilities | 107 | 111 | |
Long-term debt | 4,190 | 4,317 | |
Investment in deficit of consolidated subsidiaries | 0 | ||
Other long-term liabilities | 56 | 69 | |
Total liabilities | 4,353 | 4,497 | |
Redeemable noncontrolling interests | 0 | 0 | |
Total Sinclair Broadcast Group equity | 138 | 1,336 | |
Noncontrolling interests in consolidated subsidiaries | 0 | 0 | |
Total liabilities, redeemable noncontrolling interests, and equity | 4,491 | 5,833 | |
Reportable Legal Entities | Guarantor Subsidiaries and KDSM, LLC | |||
CONDENSED CONSOLIDATING BALANCE SHEET | |||
Cash and cash equivalents | 1 | 2 | |
Accounts receivable, net | 548 | 649 | |
Other current assets | 321 | 293 | |
Total current assets | 870 | 944 | |
Property and equipment, net | 655 | 664 | |
Investment in equity of consolidated subsidiaries | 0 | 0 | |
Restricted cash | 0 | ||
Goodwill | 2,081 | 2,081 | |
Indefinite-lived intangible assets | 136 | 136 | |
Definite-lived intangible assets, net | 1,019 | 1,105 | |
Other long-term assets | 417 | 427 | |
Total assets | 5,178 | 5,357 | |
Accounts payable and accrued liabilities | 326 | 295 | |
Current portion of long-term debt | 6 | 5 | |
Other current liabilities | 126 | 155 | |
Total current liabilities | 458 | 455 | |
Long-term debt | 27 | 33 | |
Investment in deficit of consolidated subsidiaries | 0 | ||
Other long-term liabilities | 1,544 | 1,426 | |
Total liabilities | 2,029 | 1,914 | |
Redeemable noncontrolling interests | 0 | 0 | |
Total Sinclair Broadcast Group equity | 3,149 | 3,443 | |
Noncontrolling interests in consolidated subsidiaries | 0 | 0 | |
Total liabilities, redeemable noncontrolling interests, and equity | 5,178 | 5,357 | |
Reportable Legal Entities | Non- Guarantor Subsidiaries | |||
CONDENSED CONSOLIDATING BALANCE SHEET | |||
Cash and cash equivalents | 43 | 496 | |
Accounts receivable, net | 55 | 596 | |
Other current assets | 18 | 136 | |
Total current assets | 116 | 1,228 | |
Property and equipment, net | 49 | 161 | |
Investment in equity of consolidated subsidiaries | 0 | 0 | |
Restricted cash | 3 | ||
Goodwill | 7 | 7 | |
Indefinite-lived intangible assets | 14 | 14 | |
Definite-lived intangible assets, net | 46 | 4,019 | |
Other long-term assets | 1,292 | 1,853 | |
Total assets | 1,524 | 7,285 | |
Accounts payable and accrued liabilities | 14 | 279 | |
Current portion of long-term debt | 10 | 45 | |
Other current liabilities | 82 | 392 | |
Total current liabilities | 106 | 716 | |
Long-term debt | 375 | 8,488 | |
Investment in deficit of consolidated subsidiaries | 0 | ||
Other long-term liabilities | 323 | 468 | |
Total liabilities | 804 | 9,672 | |
Redeemable noncontrolling interests | 187 | 197 | |
Total Sinclair Broadcast Group equity | 600 | (2,644) | |
Noncontrolling interests in consolidated subsidiaries | (67) | 60 | |
Total liabilities, redeemable noncontrolling interests, and equity | 1,524 | 7,285 | |
Eliminations | |||
CONDENSED CONSOLIDATING BALANCE SHEET | |||
Cash and cash equivalents | 0 | 0 | |
Accounts receivable, net | 3 | 0 | |
Other current assets | (55) | (111) | |
Total current assets | (52) | (111) | |
Property and equipment, net | (23) | (24) | |
Investment in equity of consolidated subsidiaries | (4,055) | (3,899) | |
Restricted cash | 0 | ||
Goodwill | 0 | 0 | |
Indefinite-lived intangible assets | 0 | 0 | |
Definite-lived intangible assets, net | (33) | (36) | |
Other long-term assets | (2,010) | (2,659) | |
Total assets | (6,173) | (6,729) | |
Accounts payable and accrued liabilities | (1) | (35) | |
Current portion of long-term debt | (1) | (1) | |
Other current liabilities | (54) | (77) | |
Total current liabilities | (56) | (113) | |
Long-term debt | (359) | (1,482) | |
Investment in deficit of consolidated subsidiaries | (1,605) | ||
Other long-term liabilities | (1,874) | (1,398) | |
Total liabilities | (2,289) | (4,598) | |
Redeemable noncontrolling interests | 0 | 0 | |
Total Sinclair Broadcast Group equity | (3,887) | (2,135) | |
Noncontrolling interests in consolidated subsidiaries | 3 | 4 | |
Total liabilities, redeemable noncontrolling interests, and equity | $ (6,173) | $ (6,729) | |
[1]Our consolidated total assets as of June 30, 2022 and December 31, 2021 include total assets of variable interest entities (VIEs) of $112 million and $217 million, respectively, which can only be used to settle the obligations of the VIEs. Our consolidated total liabilities as of June 30, 2022 and December 31, 2021 include total liabilities of VIEs of $15 million and $62 million, respectively, for which the creditors of the VIEs have no recourse to us. See Note 9. Variable Interest Entities . |
CONDENSED CONSOLIDATING FINAN_5
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS - Statement of Operations and Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Mar. 01, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | |||||
Total revenues | $ 837 | $ 1,612 | $ 2,125 | $ 3,123 | |
Media programming and production expenses | 403 | 1,345 | 1,161 | 2,368 | |
Selling, general and administrative expenses | 233 | 270 | 500 | 544 | |
Gain on deconsolidation of subsidiary | $ (3,357) | 0 | 0 | (3,357) | 0 |
Depreciation, amortization and other operating expenses | 94 | 175 | 248 | 354 | |
Total operating expenses (gains) | 730 | 1,790 | (1,448) | 3,266 | |
Operating (loss) income | 107 | (178) | 3,573 | (143) | |
Equity in (loss) earnings of consolidated subsidiaries | 0 | 0 | 0 | 0 | |
Interest expense | (54) | (160) | (169) | (311) | |
Other income (expense) | (99) | (59) | (147) | 74 | |
Total other expense, net | (153) | (219) | (316) | (237) | |
Income tax benefit | 40 | 69 | (647) | 78 | |
NET (LOSS) INCOME | (6) | (328) | 2,610 | (302) | |
Net income attributable to the redeemable noncontrolling interests | (5) | (5) | (9) | (9) | |
Net loss (income) attributable to the noncontrolling interests | 0 | 1 | (25) | (33) | |
NET (LOSS) INCOME ATTRIBUTABLE TO SINCLAIR BROADCAST GROUP | (11) | (332) | 2,576 | (344) | |
Comprehensive (loss) income | (6) | (331) | 2,613 | (297) | |
Reportable Legal Entities | Sinclair Broadcast Group, Inc. | |||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | |||||
Total revenues | 0 | 0 | 0 | 0 | |
Media programming and production expenses | 0 | 0 | 0 | 0 | |
Selling, general and administrative expenses | 3 | 4 | 6 | 7 | |
Gain on deconsolidation of subsidiary | (3,357) | ||||
Depreciation, amortization and other operating expenses | 1 | 0 | 1 | 0 | |
Total operating expenses (gains) | 4 | 4 | (3,350) | 7 | |
Operating (loss) income | (4) | (4) | 3,350 | (7) | |
Equity in (loss) earnings of consolidated subsidiaries | (12) | (243) | (50) | (288) | |
Interest expense | 0 | (4) | (4) | (7) | |
Other income (expense) | 6 | (83) | 10 | (63) | |
Total other expense, net | (6) | (330) | (44) | (358) | |
Income tax benefit | (1) | 2 | (730) | 21 | |
NET (LOSS) INCOME | (11) | (332) | 2,576 | (344) | |
Net income attributable to the redeemable noncontrolling interests | 0 | 0 | 0 | 0 | |
Net loss (income) attributable to the noncontrolling interests | 0 | 0 | 0 | ||
NET (LOSS) INCOME ATTRIBUTABLE TO SINCLAIR BROADCAST GROUP | (11) | (332) | 2,576 | (344) | |
Comprehensive (loss) income | (11) | (332) | 2,576 | (344) | |
Reportable Legal Entities | Sinclair Television Group, Inc. | |||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | |||||
Total revenues | 11 | 28 | 40 | 55 | |
Media programming and production expenses | 2 | 1 | 2 | 2 | |
Selling, general and administrative expenses | 38 | 32 | 86 | 90 | |
Gain on deconsolidation of subsidiary | 0 | ||||
Depreciation, amortization and other operating expenses | 1 | 2 | 3 | 4 | |
Total operating expenses (gains) | 41 | 35 | 91 | 96 | |
Operating (loss) income | (30) | (7) | (51) | (41) | |
Equity in (loss) earnings of consolidated subsidiaries | 119 | 116 | 219 | 204 | |
Interest expense | (53) | (50) | (97) | (92) | |
Other income (expense) | (2) | 9 | (1) | 14 | |
Total other expense, net | 64 | 75 | 121 | 126 | |
Income tax benefit | 10 | 22 | 30 | 29 | |
NET (LOSS) INCOME | 44 | 90 | 100 | 114 | |
Net income attributable to the redeemable noncontrolling interests | 0 | 0 | 0 | 0 | |
Net loss (income) attributable to the noncontrolling interests | 0 | 0 | 0 | ||
NET (LOSS) INCOME ATTRIBUTABLE TO SINCLAIR BROADCAST GROUP | 44 | 90 | 100 | 114 | |
Comprehensive (loss) income | 44 | 90 | 100 | 114 | |
Reportable Legal Entities | Guarantor Subsidiaries and KDSM, LLC | |||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | |||||
Total revenues | 820 | 744 | 1,611 | 1,449 | |
Media programming and production expenses | 383 | 359 | 745 | 707 | |
Selling, general and administrative expenses | 206 | 173 | 405 | 339 | |
Gain on deconsolidation of subsidiary | 0 | ||||
Depreciation, amortization and other operating expenses | 84 | 85 | 168 | 159 | |
Total operating expenses (gains) | 673 | 617 | 1,318 | 1,205 | |
Operating (loss) income | 147 | 127 | 293 | 244 | |
Equity in (loss) earnings of consolidated subsidiaries | 0 | 0 | 0 | 0 | |
Interest expense | 0 | 0 | (1) | (1) | |
Other income (expense) | 0 | (10) | 3 | (22) | |
Total other expense, net | 0 | (10) | 2 | (23) | |
Income tax benefit | (27) | 0 | (74) | (15) | |
NET (LOSS) INCOME | 120 | 117 | 221 | 206 | |
Net income attributable to the redeemable noncontrolling interests | 0 | 0 | 0 | 0 | |
Net loss (income) attributable to the noncontrolling interests | 0 | 0 | 0 | ||
NET (LOSS) INCOME ATTRIBUTABLE TO SINCLAIR BROADCAST GROUP | 120 | 117 | 221 | 206 | |
Comprehensive (loss) income | 120 | 117 | 221 | 206 | |
Reportable Legal Entities | Non- Guarantor Subsidiaries | |||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | |||||
Total revenues | 46 | 886 | 577 | 1,704 | |
Media programming and production expenses | 36 | 999 | 448 | 1,683 | |
Selling, general and administrative expenses | 6 | 91 | 69 | 165 | |
Gain on deconsolidation of subsidiary | 0 | ||||
Depreciation, amortization and other operating expenses | 12 | 90 | 82 | 195 | |
Total operating expenses (gains) | 54 | 1,180 | 599 | 2,043 | |
Operating (loss) income | (8) | (294) | (22) | (339) | |
Equity in (loss) earnings of consolidated subsidiaries | 0 | 0 | 0 | 0 | |
Interest expense | (4) | (113) | (79) | (224) | |
Other income (expense) | (103) | 29 | (153) | 152 | |
Total other expense, net | (107) | (84) | (232) | (72) | |
Income tax benefit | 58 | 45 | 127 | 43 | |
NET (LOSS) INCOME | (57) | (333) | (127) | (368) | |
Net income attributable to the redeemable noncontrolling interests | (5) | (5) | (9) | (9) | |
Net loss (income) attributable to the noncontrolling interests | 1 | (25) | (33) | ||
NET (LOSS) INCOME ATTRIBUTABLE TO SINCLAIR BROADCAST GROUP | (62) | (337) | (161) | (410) | |
Comprehensive (loss) income | (57) | (336) | (124) | (363) | |
Eliminations | |||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | |||||
Total revenues | (40) | (46) | (103) | (85) | |
Media programming and production expenses | (18) | (14) | (34) | (24) | |
Selling, general and administrative expenses | (20) | (30) | (66) | (57) | |
Gain on deconsolidation of subsidiary | 0 | ||||
Depreciation, amortization and other operating expenses | (4) | (2) | (6) | (4) | |
Total operating expenses (gains) | (42) | (46) | (106) | (85) | |
Operating (loss) income | 2 | 0 | 3 | 0 | |
Equity in (loss) earnings of consolidated subsidiaries | (107) | 127 | (169) | 84 | |
Interest expense | 3 | 7 | 12 | 13 | |
Other income (expense) | 0 | (4) | (6) | (7) | |
Total other expense, net | (104) | 130 | (163) | 90 | |
Income tax benefit | 0 | 0 | 0 | 0 | |
NET (LOSS) INCOME | (102) | 130 | (160) | 90 | |
Net income attributable to the redeemable noncontrolling interests | 0 | 0 | 0 | 0 | |
Net loss (income) attributable to the noncontrolling interests | 0 | 0 | 0 | ||
NET (LOSS) INCOME ATTRIBUTABLE TO SINCLAIR BROADCAST GROUP | (102) | 130 | (160) | 90 | |
Comprehensive (loss) income | $ (102) | $ 130 | $ (160) | $ 90 |
CONDENSED CONSOLIDATING FINAN_6
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS - Statement of Cash Flows (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | ||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | $ 207 | $ (12) |
NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES | ||
Acquisition of property and equipment | (45) | (38) |
Spectrum repack reimbursements | 2 | 18 |
Proceeds from sale of assets | 9 | 39 |
Deconsolidation of subsidiary cash | (315) | 0 |
Purchases of investments | (61) | (164) |
Distributions from investments | 81 | |
Other, net | 4 | |
Net cash flows used in investing activities | (329) | (141) |
NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES | ||
Proceeds from notes payable and commercial bank financing | 728 | 357 |
Repayments of notes payable, commercial bank financing and finance leases | (845) | (385) |
Repurchase of outstanding Class A Common Stock | (104) | 0 |
Dividends paid on Class A and Class B Common Stock | (36) | (30) |
Dividends paid on redeemable subsidiary preferred equity | (3) | (4) |
Distributions to noncontrolling interests, net | (5) | (50) |
Distributions to redeemable noncontrolling interests | 0 | (5) |
Increase (decrease) in intercompany payables | 0 | 0 |
Other, net | (12) | (24) |
Net cash flows used in financing activities | (277) | (141) |
NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (399) | (294) |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period | 819 | 1,262 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period | 420 | 968 |
Reportable Legal Entities | Sinclair Broadcast Group, Inc. | ||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | ||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | (111) | (11) |
NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES | ||
Acquisition of property and equipment | 0 | 0 |
Spectrum repack reimbursements | 0 | 0 |
Proceeds from sale of assets | 0 | 0 |
Deconsolidation of subsidiary cash | 0 | |
Purchases of investments | (44) | (6) |
Distributions from investments | 60 | |
Other, net | 0 | |
Net cash flows used in investing activities | 16 | (6) |
NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES | ||
Proceeds from notes payable and commercial bank financing | 0 | 0 |
Repayments of notes payable, commercial bank financing and finance leases | 0 | 0 |
Repurchase of outstanding Class A Common Stock | (104) | |
Dividends paid on Class A and Class B Common Stock | (36) | (30) |
Dividends paid on redeemable subsidiary preferred equity | 0 | 0 |
Distributions to noncontrolling interests, net | 0 | 0 |
Distributions to redeemable noncontrolling interests | 0 | |
Increase (decrease) in intercompany payables | 269 | 62 |
Other, net | (4) | (15) |
Net cash flows used in financing activities | 125 | 17 |
NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | 30 | 0 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period | 2 | 0 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period | 32 | 0 |
Reportable Legal Entities | Sinclair Television Group, Inc. | ||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | ||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | (96) | (72) |
NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES | ||
Acquisition of property and equipment | (2) | 0 |
Spectrum repack reimbursements | 0 | 0 |
Proceeds from sale of assets | 0 | 0 |
Deconsolidation of subsidiary cash | 0 | |
Purchases of investments | (1) | (10) |
Distributions from investments | 0 | |
Other, net | 0 | |
Net cash flows used in investing activities | (3) | (10) |
NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES | ||
Proceeds from notes payable and commercial bank financing | 728 | 341 |
Repayments of notes payable, commercial bank financing and finance leases | (841) | (352) |
Repurchase of outstanding Class A Common Stock | 0 | |
Dividends paid on Class A and Class B Common Stock | 0 | 0 |
Dividends paid on redeemable subsidiary preferred equity | 0 | 0 |
Distributions to noncontrolling interests, net | 0 | 0 |
Distributions to redeemable noncontrolling interests | 0 | |
Increase (decrease) in intercompany payables | 248 | 173 |
Other, net | (8) | (1) |
Net cash flows used in financing activities | 127 | 161 |
NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | 28 | 79 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period | 316 | 458 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period | 344 | 537 |
Reportable Legal Entities | Guarantor Subsidiaries and KDSM, LLC | ||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | ||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | 616 | 337 |
NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES | ||
Acquisition of property and equipment | (43) | (27) |
Spectrum repack reimbursements | 2 | 18 |
Proceeds from sale of assets | 5 | 30 |
Deconsolidation of subsidiary cash | 0 | |
Purchases of investments | (3) | (25) |
Distributions from investments | 10 | |
Other, net | (3) | |
Net cash flows used in investing activities | (29) | (7) |
NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES | ||
Proceeds from notes payable and commercial bank financing | 0 | 0 |
Repayments of notes payable, commercial bank financing and finance leases | (3) | (3) |
Repurchase of outstanding Class A Common Stock | 0 | |
Dividends paid on Class A and Class B Common Stock | 0 | 0 |
Dividends paid on redeemable subsidiary preferred equity | 0 | 0 |
Distributions to noncontrolling interests, net | 0 | 0 |
Distributions to redeemable noncontrolling interests | 0 | |
Increase (decrease) in intercompany payables | (585) | (324) |
Other, net | 0 | 0 |
Net cash flows used in financing activities | (588) | (327) |
NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (1) | 3 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period | 2 | 0 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period | 1 | 3 |
Reportable Legal Entities | Non- Guarantor Subsidiaries | ||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | ||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | (206) | (268) |
NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES | ||
Acquisition of property and equipment | (2) | (13) |
Spectrum repack reimbursements | 0 | 0 |
Proceeds from sale of assets | 4 | 9 |
Deconsolidation of subsidiary cash | (315) | |
Purchases of investments | (13) | (123) |
Distributions from investments | 11 | |
Other, net | 7 | |
Net cash flows used in investing activities | (315) | (120) |
NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES | ||
Proceeds from notes payable and commercial bank financing | 0 | 16 |
Repayments of notes payable, commercial bank financing and finance leases | (1) | (30) |
Repurchase of outstanding Class A Common Stock | 0 | |
Dividends paid on Class A and Class B Common Stock | 0 | 0 |
Dividends paid on redeemable subsidiary preferred equity | (3) | (4) |
Distributions to noncontrolling interests, net | (5) | (50) |
Distributions to redeemable noncontrolling interests | (5) | |
Increase (decrease) in intercompany payables | 74 | 93 |
Other, net | 0 | (8) |
Net cash flows used in financing activities | 65 | 12 |
NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (456) | (376) |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period | 499 | 804 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period | 43 | 428 |
Eliminations | ||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME | ||
NET CASH FLOWS (USED IN) FROM OPERATING ACTIVITIES | 4 | 2 |
NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES | ||
Acquisition of property and equipment | 2 | 2 |
Spectrum repack reimbursements | 0 | 0 |
Proceeds from sale of assets | 0 | 0 |
Deconsolidation of subsidiary cash | 0 | |
Purchases of investments | 0 | 0 |
Distributions from investments | 0 | |
Other, net | 0 | |
Net cash flows used in investing activities | 2 | 2 |
NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES | ||
Proceeds from notes payable and commercial bank financing | 0 | 0 |
Repayments of notes payable, commercial bank financing and finance leases | 0 | 0 |
Repurchase of outstanding Class A Common Stock | 0 | |
Dividends paid on Class A and Class B Common Stock | 0 | 0 |
Dividends paid on redeemable subsidiary preferred equity | 0 | 0 |
Distributions to noncontrolling interests, net | 0 | 0 |
Distributions to redeemable noncontrolling interests | 0 | |
Increase (decrease) in intercompany payables | (6) | (4) |
Other, net | 0 | 0 |
Net cash flows used in financing activities | (6) | (4) |
NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | 0 | 0 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period | 0 | 0 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period | $ 0 | $ 0 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | 1 Months Ended |
Aug. 31, 2022 $ / shares | |
Subsequent Event | |
Subsequent Event [Line Items] | |
Dividends declared per share (in dollars per share) | $ 0.25 |