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DISCLAIMER
Forward-Looking Statements:
Certain statements and information in this communication may be deemed to be “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act, and the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may include, but are not limited to, statements relating to the objectives, plans and strategies of Sinclair, Inc. and its subsidiaries, including Sinclair Television Group, Inc. (“STG”), (collectively, “Sinclair”), and all statements (other than statements of historical facts) that address activities, events or developments that Sinclair intends, expects, projects, believes or anticipates will or may occur in the future. These statements are often characterized by terminology such as “outlook,” “believe,” “hope,” “may,” “anticipate,” “should,” “seek,” “intend,” “plan,” “will,” “expect,” “achieve,” “estimate,” “project,” “positioned,” “strategy,” the negative of those words and similar expressions, and are based on expectations, assumptions, estimates and projections about our business and the industry made by Sinclair’s management in light of their experience and their perception of historical trends, current conditions, expected future developments, and other factors they believe to be appropriate. These forward-looking statements are subject to a number of risks and uncertainties that cannot be predicted, quantified or controlled. Any forward-looking statements in this communication are made as of the date hereof, and Sinclair undertakes no duty to update or revise any such statements, whether as a result of new information, future events or otherwise. Forward-looking statements are not guarantees of future performance. Whether actual results will conform to expectations and predictions is subject to known and unknown risks and uncertainties, including: risks and uncertainties discussed in the reports that Sinclair has filed with the Securities and Exchange Commission (the “SEC”); general economic, market, or business conditions; and other circumstances beyond Sinclair’s control. Refer to the section entitled “Risk Factors” in Sinclair’s annual and quarterly reports filed with the SEC for a discussion of important factors that could cause actual results, developments and business decisions to differ materially from forward-looking statements.
Non-GAAP Financial Measures:
This presentation contains certain financial measures, including pro forma Adjusted EBITDA, Adjusted EBITDA, L8QA Adjusted EBITDA, first-out first lien net leverage, first lien net leverage, net leverage and weighted average cost of debt, which are not prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) (collectively, the
“non-GAAP financial measures”). These non-GAAP financial measures should not be construed as an alternative to the financial measures presented in accordance with GAAP and may not comply with the SEC rules governing the presentation of non-GAAP financial measures that are applicable to filings with the SEC. In addition, some of the adjustments that are reflected in the non-GAAP financial measures as presented in this presentation may not be allowed under Regulation S-K and our measurements of, and methodology for calculating, the non-GAAP financial measures may not be comparable to similarly titled measures presented by other companies. It should be noted that companies calculate non-GAAP financial measures differently; as a result, the non-GAAP financial measures presented herein may not be comparable to similarly-titled measures reported by other companies or to similarly-titled measures for Sinclair. Further information with respect to and reconciliations of such measures to net income, the most directly comparable GAAP financial measure, or to other non-GAAP financial measures, as applicable, can be found in the appendix to this presentation or on our website.
This presentation is neither an offer to sell nor a solicitation of an offer to buy any securities of Sinclair or any subsidiary or affiliate thereof.