Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | ||
Sep. 30, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | |
Common Class A [Member] | Voting Common Stock [Member] | ||
Entity Information [Line Items] | ' | ' | ' |
Entity Registrant Name | 'Scripps Networks Interactive, Inc. | ' | ' |
Entity Central Index Key | '0001430602 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 102,794,836 | 34,317,171 |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'Q3 | ' | ' |
Document Type | '10-Q | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 30-Sep-14 | ' | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $157,285 | $686,371 |
Accounts and notes receivable (less allowances) | 590,154 | 619,619 |
Programs and program licenses | 464,708 | 423,949 |
Deferred income taxes | 53,092 | 41,140 |
Other current assets | 49,442 | 90,231 |
Total current assets | 1,314,681 | 1,861,310 |
Investments | 488,628 | 488,198 |
Property and equipment, net | 232,240 | 246,350 |
Goodwill and other intangible assets: | ' | ' |
Goodwill | 574,210 | 574,582 |
Other intangible assets, net | 611,953 | 655,009 |
Other assets: | ' | ' |
Programs and program licenses (less current portion) | 475,530 | 413,057 |
Deferred income taxes | 68,042 | 39,075 |
Other non-current assets | 156,274 | 160,866 |
Total Assets | 3,921,558 | 4,438,447 |
Current liabilities: | ' | ' |
Accounts payable | 16,661 | 18,278 |
Current portion of debt | 884,956 | 0 |
Program rights payable | 37,042 | 30,412 |
Customer deposits and unearned revenue | 47,336 | 70,427 |
Accrued liabilities: | ' | ' |
Employee compensation and benefits | 55,871 | 67,188 |
Accrued marketing and advertising costs | 5,527 | 11,053 |
Other accrued liabilities | 79,260 | 81,341 |
Total current liabilities | 1,126,653 | 278,699 |
Debt (less current portion) | 499,736 | 1,384,488 |
Other liabilities (less current portion) | 220,051 | 223,368 |
Total liabilities | 1,846,440 | 1,886,555 |
Redeemable noncontrolling interest | 119,460 | 133,000 |
SNI shareholders' equity: | ' | ' |
Total | 1,371 | 1,462 |
Additional paid-in capital | 1,404,831 | 1,447,496 |
Retained earnings | 299,783 | 662,574 |
Accumulated other comprehensive income (loss) | -24,068 | -12,529 |
Total SNI shareholders' equity | 1,681,917 | 2,099,003 |
Noncontrolling interest | 273,741 | 319,889 |
Total equity | 1,955,658 | 2,418,892 |
Total Liabilities and Equity | 3,921,558 | 4,438,447 |
Class A [Member] | ' | ' |
SNI shareholders' equity: | ' | ' |
Common stock | 1,028 | 1,119 |
Voting Common Stock [Member] | ' | ' |
SNI shareholders' equity: | ' | ' |
Common stock | $343 | $343 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Current Assets: | ' | ' |
Accounts and notes receivable (less allowances) | $10,827 | $6,853 |
SNI shareholders' equity: | ' | ' |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
Preferred stock, authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Class A [Member] | ' | ' |
SNI shareholders' equity: | ' | ' |
Common stock, authorized (in shares) | 240,000,000 | 240,000,000 |
Common stock, issued (in shares) | 102,786,682 | 111,891,667 |
Common stock, outstanding (in shares) | 102,786,682 | 111,891,667 |
Voting Common Stock [Member] | ' | ' |
SNI shareholders' equity: | ' | ' |
Common stock, authorized (in shares) | 60,000,000 | 60,000,000 |
Common stock, issued (in shares) | 34,317,171 | 34,317,171 |
Common stock, outstanding (in shares) | 34,317,171 | 34,317,171 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS ( UNAUDITED ) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Operating Revenues: | ' | ' | ' | ' |
Advertising | $432,149 | $410,189 | $1,362,878 | $1,267,440 |
Network affiliate fees, net | 198,236 | 191,056 | 597,158 | 567,895 |
Other | 14,038 | 15,656 | 36,268 | 41,079 |
Total operating revenues | 644,423 | 616,901 | 1,996,304 | 1,876,414 |
Cost of services, excluding depreciation and amortization of intangible assets | 207,099 | 178,221 | 578,418 | 510,649 |
Selling, general and administrative | 167,361 | 176,644 | 557,904 | 536,574 |
Depreciation | 17,541 | 15,593 | 55,221 | 45,176 |
Amortization of intangible assets | 14,076 | 13,921 | 41,863 | 40,592 |
Losses (gains) on disposal of property and equipment | -448 | 95 | 1,047 | 1,570 |
Total operating expenses | 405,629 | 384,474 | 1,234,453 | 1,134,561 |
Operating income | 238,794 | 232,427 | 761,851 | 741,853 |
Interest expense | -12,235 | -12,337 | -36,898 | -36,679 |
Equity in earnings of affiliates | 17,586 | 15,180 | 67,110 | 61,172 |
Miscellaneous, net | 2,066 | -626 | 1,871 | -344 |
Income from operations before income taxes | 246,211 | 234,644 | 793,934 | 766,002 |
Provision for income taxes | 75,910 | 64,174 | 245,175 | 234,002 |
Net income | 170,301 | 170,470 | 548,759 | 532,000 |
Less: net income attributable to noncontrolling interests | 38,962 | 41,467 | 135,330 | 135,449 |
Net income attributable to SNI | 131,339 | 129,003 | 413,429 | 396,551 |
Basic net income per share: | ' | ' | ' | ' |
Net income attributable to SNI common shareholders (in dollars per share) | $0.93 | $0.88 | $2.90 | $2.69 |
Diluted net income per share: | ' | ' | ' | ' |
Net income attributable to SNI common shareholders (in dollars per share) | $0.93 | $0.87 | $2.88 | $2.67 |
Amounts attributable to SNI: | ' | ' | ' | ' |
Net income attributable to SNI | $131,339 | $129,003 | $413,429 | $396,551 |
Weighted average shares outstanding: | ' | ' | ' | ' |
Basic (in shares) | 140,738 | 146,578 | 142,786 | 147,499 |
Diluted (in shares) | 141,628 | 147,802 | 143,703 | 148,646 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ' | ' | ' | ' |
Net income | $170,301 | $170,470 | $548,759 | $532,000 |
Other comprehensive income (loss), net of tax: | ' | ' | ' | ' |
Foreign currency translation adjustment, net of tax | -18,311 | 23,471 | -13,168 | -2,095 |
Pension liability adjustment, net of tax | 518 | 844 | 1,467 | 2,826 |
Comprehensive income | 152,508 | 194,785 | 537,058 | 532,731 |
Less: comprehensive income attributable to noncontrolling interests | 38,867 | 41,509 | 135,168 | 135,317 |
Comprehensive income attributable to SNI | $113,641 | $153,276 | $401,890 | $397,414 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Other comprehensive income (loss), net of tax: | ' | ' | ' | ' |
Change in foreign currency translation, tax | $403 | ($150) | $683 | $563 |
Pension liability adjustment, tax | ($318) | ($596) | ($895) | ($1,692) |
CONDENSED_CONSOLIDATED_STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash Flows from Operating Activities: | ' | ' |
Net income | $548,759 | $532,000 |
Depreciation and amortization of intangible assets | 97,084 | 85,768 |
Program amortization | 463,802 | 404,636 |
Equity in earnings of affiliates | -67,110 | -61,172 |
Program payments | -561,249 | -470,454 |
Dividends received from equity investments | 78,852 | 60,035 |
Deferred income taxes | -41,131 | 61,869 |
Stock and deferred compensation plans | 32,111 | 38,624 |
Changes in certain working capital accounts (excluding the effects of acquisition): | ' | ' |
Accounts receivable | 29,268 | -8,265 |
Other assets | -4,523 | -2,218 |
Accounts payable | -1,411 | 1,756 |
Accrued employee compensation and benefits | -10,982 | 2,019 |
Accrued / refundable income taxes | 43,966 | -5,320 |
Other liabilities | -34,175 | 26,065 |
Other, net | 6,917 | 18,020 |
Cash provided by (used in) operating activities | 580,178 | 683,363 |
Cash Flows from Investing Activities: | ' | ' |
Additions to property and equipment | -41,784 | -47,394 |
Collections (funds advanced) on note receivable | 3,776 | 11,689 |
Purchase of long-term investments | -17,042 | -171 |
Purchase of subsidiary companies, net of cash acquired | ' | -64,412 |
Other, net | -5,498 | -31,952 |
Cash provided by (used in) investing activities | -60,548 | -132,240 |
Cash Flows from Financing Activities: | ' | ' |
Proceeds from debt | 120,000 | ' |
Payments on debt | -120,000 | ' |
Dividends: declared and paid | -85,364 | -66,367 |
Dividends paid to noncontrolling interests | -194,856 | -146,647 |
Repurchase of Class A common stock | -800,062 | -253,203 |
Proceeds from stock options | 35,118 | 36,500 |
Other, net | -2,417 | -2,539 |
Cash provided by (used in) financing activities | -1,047,581 | -432,256 |
Effect of exchange rate changes on cash and cash equivalents | -1,135 | 182 |
Increase (decrease) in cash and cash equivalents | -529,086 | 119,049 |
Cash and cash equivalents: | ' | ' |
Beginning of year | 686,371 | 437,525 |
End of period | 157,285 | 556,574 |
Supplemental Cash Flow Disclosures: | ' | ' |
Interest paid, excluding amounts capitalized | 38,946 | 38,660 |
Income taxes paid | $228,184 | $155,232 |
CONDENSED_CONSOLIDATED_STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY ( UNAUDITED ) (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings (Deficit) [Member] | Accumulated Other Comprehensive Income (loss) [Member] | Noncontrolling Interest [Member] | Redeemable Noncontrolling Interest (Temporary Equity) [Member] |
In Thousands, unless otherwise specified | |||||||
Balance at Dec. 31, 2012 | $2,128,051 | $1,489 | $1,405,699 | $452,598 | ($38,862) | $307,127 | $136,500 |
Other comprehensive income (loss), net of tax: | ' | ' | ' | ' | ' | ' | ' |
Comprehensive income (loss) | 522,156 | ' | ' | 396,551 | 863 | 124,742 | 10,575 |
Dividends paid to noncontrolling interest | -140,277 | ' | ' | ' | ' | -140,277 | -6,370 |
Dividends: declared and paid | -66,367 | ' | ' | -66,367 | ' | ' | ' |
Repurchase of Class A Common shares | -253,203 | -39 | -38,537 | -214,627 | ' | ' | ' |
Stock-based compensation expense | 31,505 | ' | 31,505 | ' | ' | ' | ' |
Exercise of employee stock options | 36,500 | 8 | 36,492 | ' | ' | ' | ' |
Other stock-based compensation, net | -4,716 | 3 | -4,719 | ' | ' | ' | ' |
Tax benefits of compensation plans | 4,351 | ' | 4,351 | ' | ' | ' | ' |
Balance at Sep. 30, 2013 | 2,258,000 | 1,461 | 1,434,791 | 568,155 | -37,999 | 291,592 | 140,705 |
Balance at Dec. 31, 2013 | 2,418,892 | 1,462 | 1,447,496 | 662,574 | -12,529 | 319,889 | 133,000 |
Other comprehensive income (loss), net of tax: | ' | ' | ' | ' | ' | ' | ' |
Comprehensive income (loss) | 528,670 | ' | ' | 413,429 | -11,539 | 126,780 | 8,388 |
Dividends paid to noncontrolling interest | -172,928 | ' | ' | ' | ' | -172,928 | -21,928 |
Dividends: declared and paid | -85,364 | ' | ' | -85,364 | ' | ' | ' |
Repurchase of Class A Common shares | -800,062 | -103 | -109,103 | -690,856 | ' | ' | ' |
Stock-based compensation expense | 29,658 | ' | 29,658 | ' | ' | ' | ' |
Exercise of employee stock options | 35,118 | 9 | 35,109 | ' | ' | ' | ' |
Other stock-based compensation, net | -9,768 | 3 | -9,771 | ' | ' | ' | ' |
Tax benefits of compensation plans | 11,442 | ' | 11,442 | ' | ' | ' | ' |
Balance at Sep. 30, 2014 | $1,955,658 | $1,371 | $1,404,831 | $299,783 | ($24,068) | $273,741 | $119,460 |
CONDENSED_CONSOLIDATED_STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY ( UNAUDITED ) (Parenthetical) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Other comprehensive income (loss), net of tax: | ' | ' |
Dividends: declared and paid (in dollars per share) | $0.60 | $0.45 |
Convert Voting Shares to Class A Common Shares (in shares) | ' | 2 |
Repurchase Class A Common shares (in shares) | 10,302,935 | 3,917,471 |
Exercise of employee stock options: shares issued (in shares) | 905,520 | 846,242 |
Other stock-based compensation, net: shares issued (in shares) | 443,956 | 334,111 |
Other stock-based compensation, net: shares repurchased (in shares) | 151,526 | 101,297 |
Basis_of_Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2014 | |
Basis of Presentation [Abstract] | ' |
Basis of Presentation | ' |
1. Description of Business and Basis of Presentation | |
Description of Business | |
The Company operates in the media industry and has interests in national television networks and internet based media outlets. The Company’s reportable segment is lifestyle media. The lifestyle media segment includes our national television networks, HGTV, Food Network, Travel Channel, DIY Network, Cooking Channel and Great American Country. Lifestyle Media also includes websites that are associated with the aforementioned television brands and other Internet-based businesses serving food, home and travel related categories. | |
We also have established lifestyle media brands internationally. Our lifestyle-oriented channels are available in the United Kingdom, other European markets, the Middle East, Africa, Asia-Pacific and Latin America. | |
Basis of Presentation | |
The condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q under the Securities Exchange Act of 1934, as amended. These financial statements and the related notes should be read in conjunction with the audited consolidated financial statements and notes thereto included in our 2013 Annual Report on Form 10-K. | |
In the opinion of management, the accompanying condensed consolidated balance sheets and related interim condensed consolidated statements of operations, comprehensive income, cash flows, and shareholders’ equity include all adjustments, consisting only of normal recurring adjustments, necessary for their fair presentation in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results and outcomes may differ from management’s estimates and assumptions. | |
Interim results are not necessarily indicative of the results that may be expected for any future interim periods or for a full year. |
Shareholders_Equity_and_Earnin
Shareholders' Equity and Earnings per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Shareholders' Equity and Earnings per Share [Abstract] | ' | ||||||||||||||||
Shareholders' Equity and Earnings per Share | ' | ||||||||||||||||
2. Shareholders’ Equity and Earnings per Share | |||||||||||||||||
Basic earnings per share (“EPS”) is calculated by dividing earnings available to common shareholders by the weighted-average number of common shares outstanding, including participating securities outstanding. Diluted EPS is similar to basic EPS, but adjusts for the effect of the potential issuance of common shares. We include all unvested stock awards that contain non-forfeitable rights to dividends or dividend equivalents, whether paid or unpaid, in the number of shares outstanding in our basic and diluted EPS. | |||||||||||||||||
The following table presents information about basic and diluted weighted-average shares outstanding: | |||||||||||||||||
( in thousands ) | Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Weighted-average shares outstanding: | |||||||||||||||||
Basic | 140,738 | 146,578 | 142,786 | 147,499 | |||||||||||||
Dilutive effect of equity awards | 890 | 1,224 | 917 | 1,147 | |||||||||||||
Diluted weighted-average shares outstanding | 141,628 | 147,802 | 143,703 | 148,646 | |||||||||||||
Anti-dilutive share awards | 288 | 12 | 301 | 168 | |||||||||||||
For 2014 and 2013, we had stock options that were anti-dilutive and accordingly were not included in the computation of diluted weighted-average shares outstanding. |
Accounting_Standards_Updates_a
Accounting Standards Updates and Recently Issued Accounting Standards Updates | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Standards Updates and Recently Issued Accounting Standards Updates [Abstract] | ' |
Accounting Standards Updates and Recently Issued Accounting Standards Updates | ' |
3. Accounting Standards Updates | |
In May 2014, the FASB issued ASC 606, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASC will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new ASC is effective for us on January 1, 2017. Early application is not permitted. The ASC permits the use of either the retrospective or cumulative effect transition method. We are currently evaluating the new guidance to determine the impact it will have on our condensed consolidated financial statements and related disclosures. | |
In April 2014, an update was made to the Presentation of Financial Statements—Discontinued Operations, ASC 205, which changes the criteria for reporting discontinued operations and modifies the disclosures for other dispositions. Under the update, only disposals representing a strategic shift in operations will be presented as discontinued operations. Those strategic shifts should have a major effect on the organization’s operations and financial results. The update also requires disclosure of the pre-tax income attributable to a disposal of a significant part of an organization that does not qualify for discontinued operations reporting. The update is to be applied prospectively and is effective for us in the first quarter of 2015. Early adoption is permitted with some limitations. The adoption of the update is not expected to have a material effect on our condensed consolidated financial statements. | |
In July 2013, an update was made to the Income Taxes Topic, ASC 740, which provides guidance on the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The update states the presentation of an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows: to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The update was effective for us on January 1, 2014. The update did not have a material impact on our condensed consolidated financial statements. |
Acquisitions
Acquisitions | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Acquisitions [Abstract] | ' | ||||
Acquisitions | ' | ||||
4. Acquisitions | |||||
Asian Food Channel—On April 12, 2013, we acquired the Asian Food Channel (“AFC”) for consideration of approximately $66 million. Assets acquired in the transaction included approximately $1.2 million of cash. AFC, which is based in Singapore, is an independent company which broadcasts 24 hours a day, seven days a week and leverages a substantial library of acquired Asian and international video content as well as a growing number of originally-produced programs and reaches about 8 million subscribers in 11 markets. | |||||
The following table summarizes the fair values of the assets acquired and liabilities assumed as of the date of the AFC acquisition. The allocation of the purchase price reflects final values assigned and may differ from preliminary values reported in the consolidated financials for prior periods. | |||||
( in thousands ) | Asian | ||||
Food | |||||
Channel | |||||
Accounts receivable | $ | 1,960 | |||
Other current assets | 271 | ||||
Programs and program licenses | 4,794 | ||||
Property and equipment | 399 | ||||
Amortizable intangible assets | 24,600 | ||||
Other assets | 160 | ||||
Current liabilities | (1,941 | ) | |||
Deferred income taxes | (4,413 | ) | |||
Total identifiable net assets | 25,830 | ||||
Goodwill | 38,582 | ||||
Net purchase price | $ | 64,412 | |||
The goodwill arising from the AFC acquisition reflects the economic potential of the markets in which the acquired company operates as well as the synergies and economies of scale expected from operating the business as part of SNI. The goodwill recorded as part of the acquisition is not amortizable for tax purposes. | |||||
Pro forma results are not presented for the acquisition because the condensed consolidated results of operations would not be significantly different from reported amounts. |
Other_Charges_and_Credits
Other Charges and Credits | 9 Months Ended |
Sep. 30, 2014 | |
Other Charges and Credits [Abstract] | ' |
Other Charges and Credits | ' |
5. Other Charges and Credits | |
Contract termination costs – In the second quarter of 2014, we reached an agreement to terminate the master services agreement and sales agency agreement related to services provided for our Food Network and Fine Living operations in Europe, the Middle East and Africa. We also entered into an arrangement that establishes a transition plan for us to assume the activities associated with these provided services. Our year-to-date 2014 selling, general and administrative expenses include a $9.7 million charge for the early termination of these agreements. | |
Income tax adjustments – The American Taxpayer Relief Act of 2012 was signed into law on January 2, 2013. The bill includes the reinstatement of the provision which allows programmers to immediately expense production costs which are incurred in the United States. Since the legislation was not enacted until 2013, the impact of this provision was not recognized in our 2012 financial results and was reflected as a $4.1 million unfavorable discrete item in the first quarter of 2013. In the third quarter of 2013, we recorded a $5.4 million favorable tax adjustment reflecting an increase in the taxable income attributable to businesses with noncontrolling owners. For the year-to-date period of 2013, our income tax provision also includes $6.4 million of unfavorable adjustments that are primarily attributed to income tax audit settlements. |
Investments
Investments | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Equity Method Investments and Joint Ventures [Abstract] | ' | ||||||||
Investments | ' | ||||||||
6. Investments | |||||||||
Investments consisted of the following: | |||||||||
(in thousands) | As of | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Equity-method investments | $ | 456,716 | $ | 473,018 | |||||
Cost-method investments | 31,912 | 15,180 | |||||||
Total investments | $ | 488,628 | $ | 488,198 | |||||
Investments accounted for using the equity method include the Company’s investments in UKTV (50% owned), HGTV Canada (33% owned), Food Canada (29% owned), Fox-BRV Southern Sports Holdings (7.25% owned), Food Network Magazine JV (50% owned) and HGTV Magazine JV (50% owned). | |||||||||
UKTV receives financing through loans provided by us. These loans, totaling $121 million at September 30, 2014 and $122 million at December 31, 2013, and reported within “Other non-current assets” in our condensed consolidated balance sheet, effectively act as a revolving facility for UKTV. As a result of this financing arrangement and the level of equity investment at risk, we have determined that UKTV is a variable interest entity (“VIE”). SNI and its partner in the venture share equally in the profits of the entity, have equal representation on UKTV’s board of directors and share voting control in such matters as approving annual budgets, initiating financing arrangements, and changing the scope of the business. However, our partner maintains control over certain operational aspects of the business related to programming content, scheduling, and the editorial and creative development of UKTV. Additionally, certain key management personnel of UKTV are employees of our partner. Since we do not control these activities that are critical to UKTV’s operating performance, we have determined that we are not the primary beneficiary of the entity and account for the investment under the equity method of accounting. The Company’s investment in UKTV was $397 million at September 30, 2014 and $413 million at December 31, 2013. | |||||||||
A portion of the purchase price from our 50% investment in UKTV was attributed to amortizable intangible assets, which are included in the carrying value of our UKTV investment. Amortization recorded on these intangible assets reduces our equity in earnings recognized from the UKTV investment. Estimated amortization that will reduce UKTV’s equity in earnings for each of the next five years is expected to be $4.6 million for the remainder of 2014, $17.6 million in 2015, and $15.3 million in 2016, 2017, and 2018. | |||||||||
We regularly review our investments to determine if there have been any other-than-temporary declines in value. These reviews require management judgments that often include estimating the outcome of future events and determining whether factors exist that indicate impairment has occurred. We evaluate among other factors, the extent to which costs exceed fair value; the duration of the decline in fair value below cost; and the current cash position, earnings and cash forecasts and near term prospects of the investee. No impairments were recognized on any of our investments in 2014 or 2013. |
Fair_Value_Measurement
Fair Value Measurement | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Fair Value Measurement [Abstract] | ' | ||||||||||||||||
Fair Value Measurement | ' | ||||||||||||||||
7. Fair Value Measurement | |||||||||||||||||
Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets and liabilities carried at fair value are classified in one of three categories which are described below. | |||||||||||||||||
• | Level 1 — Quoted prices in active markets for identical assets or liabilities. | ||||||||||||||||
• | Level 2 — Inputs, other than quoted market prices in active markets, that are observable either directly or indirectly. | ||||||||||||||||
• | Level 3 — Unobservable inputs based on our own assumptions. | ||||||||||||||||
The following table sets forth our assets and liabilities that are measured at fair value on a recurring basis at September 30, 2014: | |||||||||||||||||
( in thousands ) | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets - | |||||||||||||||||
Cash equivalents | $ | 33,432 | $ | 33,432 | |||||||||||||
Liabilities - | |||||||||||||||||
Derivative liability | $ | 896 | $ | 896 | |||||||||||||
Temporary equity - | |||||||||||||||||
Redeemable noncontrolling interest | $ | 119,460 | $ | 119,460 | |||||||||||||
The following table sets forth our assets and liabilities that are measured at fair value on a recurring basis at December 31, 2013: | |||||||||||||||||
( in thousands ) | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets- | |||||||||||||||||
Cash equivalents | $ | 408,142 | $ | 408,142 | |||||||||||||
Derivative asset | 252 | $ | 252 | ||||||||||||||
Total assets | $ | 408,394 | $ | 408,142 | $ | 252 | |||||||||||
Temporary equity - | |||||||||||||||||
Redeemable noncontrolling interest | $ | 133,000 | $ | 133,000 | |||||||||||||
Derivatives include freestanding foreign currency forward contracts which are marked to market at each reporting period. We classify our foreign currency forward contracts within Level 2 as the valuation inputs are based on quoted prices and market observable data of similar instruments. | |||||||||||||||||
We determine the fair value of the redeemable noncontrolling interest using a combination of a discounted cash flow valuation model and a market approach that applies revenues and EBITDA estimates against the calculated multiples of comparable companies. Operating revenues and EBITDA are key assumptions utilized in both the discounted cash flow valuation model and the market approach. The selected discount rate of approximately 11% is also a key assumption in our discounted cash flow valuation model (Refer to Note 12—Redeemable Noncontrolling Interest and Noncontrolling Interest for additional information). | |||||||||||||||||
The following table summarizes the activity for account balances whose fair value measurements are estimated utilizing level 3 inputs: | |||||||||||||||||
( in thousands ) | Redeemable Noncontrolling Interest | ||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Beginning period balance | $ | 124,763 | $ | 141,253 | $ | 133,000 | $ | 136,500 | |||||||||
Dividends paid to noncontrolling interest | (5,863 | ) | (3,220 | ) | (21,928 | ) | (6,370 | ) | |||||||||
Net income | 560 | 2,672 | 8,388 | 10,575 | |||||||||||||
End period balance | $ | 119,460 | $ | 140,705 | $ | 119,460 | $ | 140,705 | |||||||||
The net income amounts reflected in the table above are reported within the “net income attributable to noncontrolling interests” line in our condensed consolidated statements of operations. | |||||||||||||||||
Other Financial Instruments—The carrying values of our financial instruments do not materially differ from their estimated fair values as of 2014 and 2013 except for debt, which is disclosed in Note 9-Debt. |
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Goodwill and Other Intangible Assets [Abstract] | ' | ||||||||||||
Goodwill and Other Intangible Assets | ' | ||||||||||||
8. Goodwill and Other Intangible Assets | |||||||||||||
Goodwill and other intangible assets consisted of the following: | |||||||||||||
( in thousands ) | As of | ||||||||||||
September 30, | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
Goodwill | $ | 618,596 | $ | 618,968 | |||||||||
Accumulated impairments | (44,386 | ) | (44,386 | ) | |||||||||
Goodwill, net | $ | 574,210 | $ | 574,582 | |||||||||
Other intangible assets: | |||||||||||||
Amortizable intangible assets: | |||||||||||||
Carrying amount: | |||||||||||||
Acquired network distribution rights | 589,168 | 590,460 | |||||||||||
Customer lists | 94,817 | 94,868 | |||||||||||
Copyrights and other trade names | 66,973 | 67,037 | |||||||||||
Acquired rights and other | 120,227 | 120,227 | |||||||||||
Total carrying amount | 871,185 | 872,592 | |||||||||||
Accumulated amortization: | |||||||||||||
Acquired network distribution rights | (150,564 | ) | (128,038 | ) | |||||||||
Customer lists | (68,471 | ) | (57,281 | ) | |||||||||
Copyrights and other trade names | (19,160 | ) | (16,241 | ) | |||||||||
Acquired rights and other | (21,037 | ) | (16,023 | ) | |||||||||
Total accumulated amortization | (259,232 | ) | (217,583 | ) | |||||||||
Total other intangible assets, net | 611,953 | 655,009 | |||||||||||
Total goodwill and other intangible assets, net | $ | 1,186,163 | $ | 1,229,591 | |||||||||
During the nine month periods of 2014 and 2013, we made cash payments totaling $10.3 million and $30.7 million, respectively, that relate to intangible assets acquired in 2012. These cash payments are reported as an investing activity in the “Other, net” caption of our condensed consolidated statement of cash flows. Estimated amortization expense of intangible assets for each of the next five years is as follows: $13.6 million for the remainder of 2014, $46.6 million in 2015, $45.5 million in 2016, $44.3 million in 2017, $44.2 million in 2018 and $417.8 million in later years. | |||||||||||||
Activity related to goodwill by business segment was as follows: | |||||||||||||
( in thousands ) | Lifestyle | Corporate | |||||||||||
Media | and other | Total | |||||||||||
Goodwill: | |||||||||||||
Balance as of December 31, 2013 | $ | 510,484 | $ | 64,098 | $ | 574,582 | |||||||
Foreign currency translation adjustment | (372 | ) | (372 | ) | |||||||||
Balance as of September 30, 2014 | $ | 510,484 | $ | 63,726 | $ | 574,210 | |||||||
LongTerm_Debt
Long-Term Debt | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Long-Term Debt [Abstract] | ' | ||||||||
Long-Term Debt | ' | ||||||||
9. Debt | |||||||||
Debt consisted of the following: | |||||||||
( in thousands ) | As of | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
3.55% senior notes due in 2015 | $ | 884,956 | $ | 884,844 | |||||
2.70% senior notes due in 2016 | 499,736 | 499,644 | |||||||
Total debt | 1,384,692 | 1,384,488 | |||||||
Current portion of debt | (884,956 | ) | |||||||
Debt (less current portion) | $ | 499,736 | $ | 1,384,488 | |||||
Fair value of debt* | $ | 1,407,703 | $ | 1,429,921 | |||||
* | The fair value of the senior notes were estimated using level 2 inputs comprised of quoted prices in active markets, market indices and interest rate measurements for debt with similar remaining maturity. | ||||||||
The $885 million of aggregate principal amount Senior Notes were issued by a majority-owned subsidiary of SNI through a private placement. The Senior Notes mature on January 15, 2015 and bear interest at 3.55%. Interest is paid on the notes on January 15th and July 15th of each year. The Senior Notes are guaranteed by SNI. Cox TMI, Inc., a wholly-owned subsidiary of Cox Communications, Inc. and 35% owner in the Travel Channel has agreed to indemnify SNI for payments made in respect of SNI’s guarantee. | |||||||||
Our $500 million of aggregate principal amount Senior Notes mature on December 15, 2016 bearing interest at 2.70%. Interest is paid on the notes on June 15th and December 15th of each year. | |||||||||
On March 31, 2014, we entered into a five year Competitive Advance and Revolving Credit Facility (the “ Facility”) that permits $650 million in aggregate borrowings and expires in March 2019. The Facility replaced our existing Competitive Advance and Revolving Credit Facility that collectively permitted aggregate borrowings up to $550 million and was due to expire on June 30, 2014. The Facility bears interest based on the Company’s credit ratings, with drawn amounts bearing interest at Libor plus 90 basis points and undrawn amounts bearing interest at 10 basis points as of September 30, 2014. There were no outstanding borrowings under the Facility at September 30, 2014 or December 31, 2013. | |||||||||
The Facility and Senior Note agreements include certain affirmative and negative covenants, including the incurrence of additional indebtedness and maintenance of a maximum leverage ratio. |
Other_Liabilities
Other Liabilities | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Other Liabilities | ' | ||||||||
10. Other Liabilities | |||||||||
Other liabilities consisted of the following: | |||||||||
( in thousands ) | As of | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Liability for pension and post employment benefits | $ | 64,281 | $ | 64,952 | |||||
Deferred compensation | 39,119 | 36,667 | |||||||
Liability for uncertain tax positions | 82,300 | 80,898 | |||||||
Other | 34,351 | 40,851 | |||||||
Other liabilities (less current portion) | $ | 220,051 | $ | 223,368 | |||||
The “Other” caption in the table above includes obligations recognized for the purchase of intangible assets that totaled $21.8 million at September 30, 2014 and $31.4 million at December 31, 2013. The “Other” caption also includes the estimated Real Gravity contingent consideration liability that totaled $9.8 million at September 30, 2014 and $8.3 million at December 31, 2013 |
Foreign_Exchange_Risk_Manageme
Foreign Exchange Risk Management | 9 Months Ended |
Sep. 30, 2014 | |
Foreign Exchange Risk Management [Abstract] | ' |
Foreign Exchange Risk Management | ' |
11. Foreign Exchange Risk Management | |
In order to minimize earnings and cash flow volatility resulting from currency exchange rate changes, we may enter into derivative instruments, principally forward foreign currency contracts. These contracts are designed to hedge anticipated foreign currency transactions and changes in the value of specific assets, liabilities and probable commitments. All of our forward contracts are designated as freestanding derivatives and are designed to minimize foreign currency exposures between the U.S. Dollar and British Pound. We do not enter into currency exchange rate derivative instruments for speculative purposes. | |
The freestanding derivative forward contracts are used to offset our exposure to the change in value of specific foreign currency denominated assets and liabilities. These derivatives are not designated as hedges, and therefore, changes in the value of these forward contracts are recognized currently in earnings, thereby offsetting the current earnings effect of the related change in U.S. dollar value of foreign currency denominated assets and liabilities. The cash flows from these contracts are reported as operating activities in the condensed consolidated statements of cash flows. The gross notional amount of these contracts outstanding was $130 million at September 30, 2014 and $236 million at December 31, 2013. | |
We recognized $0.9 million of losses during the year-to-date period of 2014 and $0.5 million of gains for the same period in 2013 from these forward contracts which are reported in the “Miscellaneous, net” caption in the condensed consolidated statements of operations. The gains and losses recognized from these forward contracts are offset by foreign exchange transaction gains of $0.8 million that have been recognized in 2014 and $2.3 million of losses that were recognized in 2013. Foreign exchange transaction gains and losses are also recorded in the “Miscellaneous, net” caption in our condensed consolidated statement of operations. |
Redeemable_Noncontrolling_Inte
Redeemable Noncontrolling Interests and Noncontrolling Interest | 9 Months Ended |
Sep. 30, 2014 | |
Redeemable Noncontrolling Interests and Noncontrolling Interest [Abstract] | ' |
Redeemable Noncontrolling Interests and Noncontrolling Interest | ' |
12. Redeemable Noncontrolling Interest and Noncontrolling Interest | |
Redeemable Noncontrolling Interest | |
A noncontrolling interest holds a 35% residual interest in the Travel Channel. The noncontrolling interest has the right to require us to repurchase their interest and we have an option to acquire their interest. The noncontrolling interest will receive the fair value for their interest at the time either option is exercised. The put option on the noncontrolling interest in the Travel Channel became exercisable on August 17, 2014. The call option becomes exercisable in August of 2015. | |
Noncontrolling Interest | |
The Food Network is operated and organized under the terms of a general partnership (the “Partnership”). SNI and a noncontrolling owner hold interests in the Partnership. During the fourth quarter of 2012, the Partnership agreement was extended and specifies a dissolution date of December 31, 2014. The partners are currently discussing an extension of the term of the partnership. If the term of the Partnership is not extended prior to that date, the agreement permits the Company, as the holder of approximately 80% of the applicable votes, to reconstitute the Partnership and continue its business. There are also other options for continuing the business of the Partnership, which the Company is considering. We expect that the partners, or the management committee of the partnership, will take action prior to December 31, 2014 to continue the partnership. |
Stock_Based_Compensation_and_S
Stock Based Compensation and Share Repurchase Program | 9 Months Ended |
Sep. 30, 2014 | |
Stock Based Compensation and Share Repurchase Program [Abstract] | ' |
Capital Stock and Stock Compensation Plans | ' |
13. Stock Based Compensation and Share Repurchase Program | |
We have a Long-Term Incentive Plan (the “Plan”) which is described more fully in our Annual Report on Form 10-K for the year ended December 31, 2013. The Plan provides for long-term equity incentive compensation for key employees and members of the Board of Directors. A variety of discretionary awards for employees and non-employee directors are authorized under the plan, including incentive or non-qualified stock options, stock appreciation rights, restricted or nonrestricted stock awards and performance awards. | |
For the year-to-date period of 2014, the Company granted 0.3 million stock options and 0.3 million restricted share awards, including performance share awards. The number of shares ultimately issued for the performance share awards depends upon the specified performance conditions attained. Share based compensation costs totaled $6.0 million for the third quarter of 2014 and $6.1 million for the third quarter of 2013. Year-to-date share based compensation costs totaled $29.7 million in 2014 and $31.5 million in 2013. The fair values for share options and performance-based restricted share awards are estimated on the date of grant using a lattice-based binomial model and Monte Carlo simulation model, respectively. Assumptions utilized in the models are evaluated and revised, as necessary, to reflect market conditions and experience. | |
As of September 30, 2014, $3.6 million of total unrecognized stock-based compensation costs related to stock options is expected to be recognized over a weighted-average period of 1.3 years. In addition, $28.5 million of total unrecognized stock-based compensation cost related to restricted stock awards, including performance awards, is expected to be recognized over a weighted-average period of 1.4 years. | |
Share Repurchase Program | |
Under a share repurchase program authorized by the Board of Directors, we are permitted to acquire $2 billion of Class A Common shares. All shares repurchased under the program are constructively retired and returned to unissued shares. There is no expiration date for the program and we are under no commitment or obligation to repurchase any particular amount of Class A Common shares under the program. | |
We repurchased 3.1 million shares for approximately $250 million during the third quarter of 2014 and repurchased 45,730 shares for approximately $3.1 million during the third quarter of 2013. For the year-to-date period of 2014, we repurchased 10.3 million shares for approximately $800 million, including repurchasing 2.6 million shares for $191 million from Scripps family members, and repurchased 3.9 million shares for approximately $253 million for the year-to-date period of 2013. As of September 30, 2014, $847 million remains available for repurchase under the program. |
Employee_Benefit_Plans
Employee Benefit Plans | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Employee Benefit Plans [Abstract] | ' | ||||||||||||||||
Employee Benefit Plans | ' | ||||||||||||||||
14. Employee Benefit Plans | |||||||||||||||||
The Company offers various postretirement benefits to its employees. | |||||||||||||||||
The components of benefit plan expense consisted of the following: | |||||||||||||||||
( in thousands) | Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Interest cost | $ | 816 | $ | 910 | $ | 2,528 | $ | 2,586 | |||||||||
Expected return on plan assets, net of expenses | (1,144 | ) | (1,098 | ) | (3,444 | ) | (3,274 | ) | |||||||||
Amortization of net (gain)/loss | 291 | 729 | 779 | 2,379 | |||||||||||||
Settlement charges | 1,031 | 1,462 | 1,031 | 1,462 | |||||||||||||
Total for defined benefit plans | 994 | 2,003 | 894 | 3,153 | |||||||||||||
Supplemental executive retirement plan (“SERP”) | 2,148 | 2,025 | 4,038 | 4,163 | |||||||||||||
Defined contribution plans | 4,019 | 3,403 | 14,091 | 13,046 | |||||||||||||
Total | $ | 7,161 | $ | 7,431 | $ | 19,023 | $ | 20,362 | |||||||||
Amortization of actuarial losses for our nonqualified supplemental executive retirement plan (“SERP”) totaled $0.6 million in the third quarter of 2014 and $0.7 million in the third quarter of 2013. Year-to-date amortization of actuarial losses totaled $1.6 million in 2014 and $2.1 million in 2013. | |||||||||||||||||
We recognized settlement charges related to lump-sum distributions from our defined benefit and SERP retirement plans of $2.2 million in 2014 and $2.4 million in 2013. Settlement charges are recorded when total lump sum distributions for a plan’s year exceed the total projected service cost and interest cost for that plan year. | |||||||||||||||||
We contributed $3.5 million to fund current benefit payments for our SERP during the year-to-date period of 2014. We anticipate contributing $1.0 million to fund the SERP’s benefit payments during the remainder of fiscal 2014. | |||||||||||||||||
Executive Deferred Compensation Plan | |||||||||||||||||
We have an unqualified executive deferred compensation plan that is available to certain management level employees and directors of the Company. Under the plan, participants may elect to defer receipt of a portion of their annual compensation. The deferred compensation plan is intended to be an unfunded plan maintained primarily for the purpose of providing deferred compensation benefits. We may use corporate owned life insurance contracts held in a rabbi trust to support the plan. We have invested $19.0 million within this rabbi trust and purchased $12.8 million of corporate owned life insurance contracts with these assets. The cash surrender value of the company owned life insurance contracts totaled $14.5 million at September 30, 2014 and $13.8 million at December 31, 2013 and are included in “Other assets” in our condensed consolidated balance sheets. Gains or losses related to the insurance contracts are included in the caption “Miscellaneous, net” in our condensed consolidated statement of operations. The unsecured obligation to pay the compensation deferred, adjusted to reflect the positive or negative performance of investment measurement options selected by each participant, totaled $41.3 million at September 30, 2014 and $38.9 million at December 31, 2013, and are included in “Other liabilities” in our condensed consolidated balance sheets. |
Comprehensive_Income
Comprehensive Income | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Accumulated Other Comprehensive Income [Abstract] | ' | ||||||||||||||||
Comprehensive Income [Text Block] | ' | ||||||||||||||||
15. Comprehensive Income | |||||||||||||||||
Changes in the accumulated other comprehensive income or loss (“AOCI”) balance by component consisted of the following for the respective periods of 2014: | |||||||||||||||||
( in thousands) | Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | ||||||||||||||||
Currency | Pension | Currency | Pension | ||||||||||||||
Translation | Liability | Translation | Liability | ||||||||||||||
Adjustments | Adjustments | Adjustments | Adjustments | ||||||||||||||
AOCI beginning period balance | $ | 17,658 | $ | (24,029 | ) | $ | 12,449 | $ | (24,978 | ) | |||||||
Other comprehensive income (loss) before reclassifications | (18,215 | ) | 45 | (13,006 | ) | 45 | |||||||||||
Amounts reclassified from AOCI | 473 | 1,422 | |||||||||||||||
Net current-period other comprehensive income (loss) | (18,215 | ) | 518 | (13,006 | ) | 1,467 | |||||||||||
AOCI balance as of September 30, 2014 | $ | (557 | ) | $ | (23,511 | ) | $ | (557 | ) | $ | (23,511 | ) | |||||
Amounts reported in the table above are net of income tax. | |||||||||||||||||
Amounts reclassified to net earnings for pension liability adjustments relate to the amortization of actuarial losses. These amounts are included within the “Selling, general and administrative” caption on our condensed consolidated statement of operations and totaled $0.8 million for the third quarter 2014 and $2.3 million for the year-to-date period of 2014 (see Note 14 Employee Benefit Plans for further information). | |||||||||||||||||
Changes in the AOCI balance by component consisted of the following for the respective periods of 2013: | |||||||||||||||||
( in thousands) | Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | ||||||||||||||||
Currency | Pension | Currency | Pension | ||||||||||||||
Translation | Liability | Translation | Liability | ||||||||||||||
Adjustments | Adjustments | Adjustments | Adjustments | ||||||||||||||
AOCI beginning period balance | $ | (19,747 | ) | $ | (42,525 | ) | $ | 5,645 | $ | (44,507 | ) | ||||||
Other comprehensive income (loss) before reclassifications | 23,429 | (61 | ) | (1,963 | ) | (61 | ) | ||||||||||
Amounts reclassified from AOCI | 905 | 2,887 | |||||||||||||||
Net current-period other comprehensive income (loss) | 23,429 | 844 | (1,963 | ) | 2,826 | ||||||||||||
AOCI balance as of September 30, 2013 | $ | 3,682 | $ | (41,681 | ) | $ | 3,682 | $ | (41,681 | ) | |||||||
Amounts reported in the table above are net of income tax. | |||||||||||||||||
Amounts reclassified to net earnings for pension liability adjustments totaled $1.4 million for the third quarter 2013 and $4.5 million for the year-to-date period of 2013. |
Segment_Information
Segment Information | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Segment Information | ' | ||||||||||||||||
16. Segment Information | |||||||||||||||||
The Company determines its operating segments based upon our management and internal reporting structure. We manage our operations through one reportable operating segment, lifestyle media. | |||||||||||||||||
Lifestyle media includes our national television networks, HGTV, Food Network, Travel Channel, DIY Network, Cooking Channel and Great American Country. Lifestyle media also includes websites that are associated with the aforementioned television brands and other Internet-based businesses serving home, food and travel related categories. The Food Network and Cooking Channel are included in the Food Network partnership of which we own approximately 69%. We also own 65% of Travel Channel. Each of our networks is distributed by cable and satellite distributors and telecommunication service providers. Lifestyle media earns revenue primarily from the sale of advertising time and from affiliate fees paid by distributors of our content. | |||||||||||||||||
The results of businesses not separately identified as reportable segments are included within our corporate and other caption. Corporate and other includes the results of the lifestyle-oriented channels we operate in the United Kingdom, other European markets, the Middle East, Africa, Asia-Pacific and Latin America, operating results from the international licensing of our national networks’ programming, and other interactive and digital business initiatives that are not associated with our lifestyle media or international businesses. | |||||||||||||||||
In 2014, we made changes to our management reporting structure related to operating results from our businesses located in the Caribbean. In conjunction with this change in our reporting structure, we now report the results of these international businesses within our international operating segment, included within our corporate and other caption for segment reporting purposes, rather than our lifestyle media reportable segment. For comparability purposes, prior year segment results have also been reclassified to reflect the impact of this management reporting change. These reclassifications only affect our segment reporting, and do not change our consolidated operating revenues, operating income, or net income. | |||||||||||||||||
Each of our businesses may provide advertising, programming or other services to one another. In addition, certain corporate costs and expenses, including information technology, pensions and other employee benefits, and other shared services, are allocated to our businesses. The allocations are generally amounts agreed upon by management, which may differ from amounts that would be incurred if such services were purchased separately by the business. | |||||||||||||||||
Our chief operating decision maker evaluates the operating performance of our businesses and makes decisions about the allocation of resources to the businesses using a measure we call segment profit. Segment profit excludes interest, income taxes, depreciation and amortization, divested operating units, restructuring activities, investment results and certain other items that are included in net income determined in accordance with accounting principles generally accepted in the United States of America. | |||||||||||||||||
Information regarding our segments is as follows: | |||||||||||||||||
( in thousands ) | Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Segment operating revenues: | |||||||||||||||||
Lifestyle media | $ | 618,090 | $ | 593,135 | $ | 1,926,102 | $ | 1,817,893 | |||||||||
Corporate and other | 27,110 | 24,990 | 73,131 | 59,745 | |||||||||||||
Intersegment eliminations | (777 | ) | (1,224 | ) | (2,929 | ) | (1,224 | ) | |||||||||
Total operating revenues | $ | 644,423 | $ | 616,901 | $ | 1,996,304 | $ | 1,876,414 | |||||||||
Segment profit (loss): | |||||||||||||||||
Lifestyle media | $ | 296,639 | $ | 289,534 | $ | 970,104 | $ | 916,160 | |||||||||
Corporate and other | (26,676 | ) | (27,498 | ) | (110,122 | ) | (86,969 | ) | |||||||||
Total segment profit | 269,963 | 262,036 | 859,982 | 829,191 | |||||||||||||
Depreciation and amortization of intangible assets | (31,617 | ) | (29,514 | ) | (97,084 | ) | (85,768 | ) | |||||||||
Gains (losses) on disposal of property and equipment | 448 | (95 | ) | (1,047 | ) | (1,570 | ) | ||||||||||
Interest expense | (12,235 | ) | (12,337 | ) | (36,898 | ) | (36,679 | ) | |||||||||
Equity in earnings of affiliates | 17,586 | 15,180 | 67,110 | 61,172 | |||||||||||||
Miscellaneous, net | 2,066 | (626 | ) | 1,871 | (344 | ) | |||||||||||
Income from operations before income taxes | $ | 246,211 | $ | 234,644 | $ | 793,934 | $ | 766,002 | |||||||||
( in thousands ) | As of | ||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Assets: | |||||||||||||||||
Lifestyle media | $ | 2,826,743 | $ | 2,832,529 | |||||||||||||
Corporate and other | 1,094,815 | 1,605,918 | |||||||||||||||
Total assets | $ | 3,921,558 | $ | 4,438,447 | |||||||||||||
No single customer provides more than 10% of our total operating revenues. | |||||||||||||||||
Assets held by our businesses outside of the United States totaled $632 million at September 30, 2014 and $627 million at December 31, 2013. |
Shareholders_Equity_and_Earnin1
Shareholders' Equity and Earnings per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Shareholders' Equity and Earnings per Share [Abstract] | ' | ||||||||||||||||
Presentation of information about basic and diluted weighted-average shares outstanding | ' | ||||||||||||||||
The following table presents information about basic and diluted weighted-average shares outstanding: | |||||||||||||||||
( in thousands ) | Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Weighted-average shares outstanding: | |||||||||||||||||
Basic | 140,738 | 146,578 | 142,786 | 147,499 | |||||||||||||
Dilutive effect of equity awards | 890 | 1,224 | 917 | 1,147 | |||||||||||||
Diluted weighted-average shares outstanding | 141,628 | 147,802 | 143,703 | 148,646 | |||||||||||||
Anti-dilutive share awards | 288 | 12 | 301 | 168 | |||||||||||||
Acquisitions_Tables
Acquisitions (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Acquisitions [Abstract] | ' | ||||
Fair values of assets acquired and liabilities assumed | ' | ||||
The following table summarizes the fair values of the assets acquired and liabilities assumed as of the date of the AFC acquisition. The allocation of the purchase price reflects final values assigned and may differ from preliminary values reported in the consolidated financials for prior periods. | |||||
( in thousands ) | Asian | ||||
Food | |||||
Channel | |||||
Accounts receivable | $ | 1,960 | |||
Other current assets | 271 | ||||
Programs and program licenses | 4,794 | ||||
Property and equipment | 399 | ||||
Amortizable intangible assets | 24,600 | ||||
Other assets | 160 | ||||
Current liabilities | (1,941 | ) | |||
Deferred income taxes | (4,413 | ) | |||
Total identifiable net assets | 25,830 | ||||
Goodwill | 38,582 | ||||
Net purchase price | $ | 64,412 | |||
Investments_Tables
Investments (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Equity Method Investments and Joint Ventures [Abstract] | ' | ||||||||
Equity method investments | ' | ||||||||
Investments consisted of the following: | |||||||||
(in thousands) | As of | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Equity-method investments | $ | 456,716 | $ | 473,018 | |||||
Cost-method investments | 31,912 | 15,180 | |||||||
Total investments | $ | 488,628 | $ | 488,198 | |||||
Fair_Value_Measurement_Tables
Fair Value Measurement (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Fair Value Measurement [Abstract] | ' | ||||||||||||||||
Assets and liabilities measured at fair value on a recurring basis | ' | ||||||||||||||||
The following table sets forth our assets and liabilities that are measured at fair value on a recurring basis at September 30, 2014: | |||||||||||||||||
( in thousands ) | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets - | |||||||||||||||||
Cash equivalents | $ | 33,432 | $ | 33,432 | |||||||||||||
Liabilities - | |||||||||||||||||
Derivative liability | $ | 896 | $ | 896 | |||||||||||||
Temporary equity - | |||||||||||||||||
Redeemable noncontrolling interest | $ | 119,460 | $ | 119,460 | |||||||||||||
The following table sets forth our assets and liabilities that are measured at fair value on a recurring basis at December 31, 2013: | |||||||||||||||||
( in thousands ) | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets- | |||||||||||||||||
Cash equivalents | $ | 408,142 | $ | 408,142 | |||||||||||||
Derivative asset | 252 | $ | 252 | ||||||||||||||
Total assets | $ | 408,394 | $ | 408,142 | $ | 252 | |||||||||||
Temporary equity - | |||||||||||||||||
Redeemable noncontrolling interest | $ | 133,000 | $ | 133,000 | |||||||||||||
Summary of activity for account balances whose fair value measurements are estimated utilizing level 3 inputs | ' | ||||||||||||||||
The following table summarizes the activity for account balances whose fair value measurements are estimated utilizing level 3 inputs: | |||||||||||||||||
( in thousands ) | Redeemable Noncontrolling Interest | ||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Beginning period balance | $ | 124,763 | $ | 141,253 | $ | 133,000 | $ | 136,500 | |||||||||
Dividends paid to noncontrolling interest | (5,863 | ) | (3,220 | ) | (21,928 | ) | (6,370 | ) | |||||||||
Net income | 560 | 2,672 | 8,388 | 10,575 | |||||||||||||
End period balance | $ | 119,460 | $ | 140,705 | $ | 119,460 | $ | 140,705 | |||||||||
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Goodwill and Other Intangible Assets [Abstract] | ' | ||||||||||||
Goodwill and other intangible assets | ' | ||||||||||||
Goodwill and other intangible assets consisted of the following: | |||||||||||||
( in thousands ) | As of | ||||||||||||
September 30, | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
Goodwill | $ | 618,596 | $ | 618,968 | |||||||||
Accumulated impairments | (44,386 | ) | (44,386 | ) | |||||||||
Goodwill, net | $ | 574,210 | $ | 574,582 | |||||||||
Other intangible assets: | |||||||||||||
Amortizable intangible assets: | |||||||||||||
Carrying amount: | |||||||||||||
Acquired network distribution rights | 589,168 | 590,460 | |||||||||||
Customer lists | 94,817 | 94,868 | |||||||||||
Copyrights and other trade names | 66,973 | 67,037 | |||||||||||
Acquired rights and other | 120,227 | 120,227 | |||||||||||
Total carrying amount | 871,185 | 872,592 | |||||||||||
Accumulated amortization: | |||||||||||||
Acquired network distribution rights | (150,564 | ) | (128,038 | ) | |||||||||
Customer lists | (68,471 | ) | (57,281 | ) | |||||||||
Copyrights and other trade names | (19,160 | ) | (16,241 | ) | |||||||||
Acquired rights and other | (21,037 | ) | (16,023 | ) | |||||||||
Total accumulated amortization | (259,232 | ) | (217,583 | ) | |||||||||
Total other intangible assets, net | 611,953 | 655,009 | |||||||||||
Total goodwill and other intangible assets, net | $ | 1,186,163 | $ | 1,229,591 | |||||||||
Activity related to goodwill and amortizable intangible assets by business segment | ' | ||||||||||||
Activity related to goodwill by business segment was as follows: | |||||||||||||
( in thousands ) | Lifestyle | Corporate | |||||||||||
Media | and other | Total | |||||||||||
Goodwill: | |||||||||||||
Balance as of December 31, 2013 | $ | 510,484 | $ | 64,098 | $ | 574,582 | |||||||
Foreign currency translation adjustment | (372 | ) | (372 | ) | |||||||||
Balance as of September 30, 2014 | $ | 510,484 | $ | 63,726 | $ | 574,210 | |||||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Long-Term Debt [Abstract] | ' | ||||||||
Long-term debt | ' | ||||||||
Debt consisted of the following: | |||||||||
( in thousands ) | As of | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
3.55% senior notes due in 2015 | $ | 884,956 | $ | 884,844 | |||||
2.70% senior notes due in 2016 | 499,736 | 499,644 | |||||||
Total debt | 1,384,692 | 1,384,488 | |||||||
Current portion of debt | (884,956 | ) | |||||||
Debt (less current portion) | $ | 499,736 | $ | 1,384,488 | |||||
Fair value of debt* | $ | 1,407,703 | $ | 1,429,921 | |||||
* | The fair value of the senior notes were estimated using level 2 inputs comprised of quoted prices in active markets, market indices and interest rate measurements for debt with similar remaining maturity. |
Other_Liabilities_Tables
Other Liabilities (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Other Liabilities | ' | ||||||||
Other liabilities consisted of the following: | |||||||||
( in thousands ) | As of | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Liability for pension and post employment benefits | $ | 64,281 | $ | 64,952 | |||||
Deferred compensation | 39,119 | 36,667 | |||||||
Liability for uncertain tax positions | 82,300 | 80,898 | |||||||
Other | 34,351 | 40,851 | |||||||
Other liabilities (less current portion) | $ | 220,051 | $ | 223,368 | |||||
Employee_Benefit_Plans_Tables
Employee Benefit Plans (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Employee Benefit Plans [Abstract] | ' | ||||||||||||||||
Components of benefit plan expense | ' | ||||||||||||||||
The components of benefit plan expense consisted of the following: | |||||||||||||||||
( in thousands) | Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Interest cost | $ | 816 | $ | 910 | $ | 2,528 | $ | 2,586 | |||||||||
Expected return on plan assets, net of expenses | (1,144 | ) | (1,098 | ) | (3,444 | ) | (3,274 | ) | |||||||||
Amortization of net (gain)/loss | 291 | 729 | 779 | 2,379 | |||||||||||||
Settlement charges | 1,031 | 1,462 | 1,031 | 1,462 | |||||||||||||
Total for defined benefit plans | 994 | 2,003 | 894 | 3,153 | |||||||||||||
Supplemental executive retirement plan (“SERP”) | 2,148 | 2,025 | 4,038 | 4,163 | |||||||||||||
Defined contribution plans | 4,019 | 3,403 | 14,091 | 13,046 | |||||||||||||
Total | $ | 7,161 | $ | 7,431 | $ | 19,023 | $ | 20,362 | |||||||||
Comprehensive_Income_Tables
Comprehensive Income (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Accumulated Other Comprehensive Income [Abstract] | ' | ||||||||||||||||
Schedule of accumulated other comprehensive income (loss) | ' | ||||||||||||||||
Changes in the accumulated other comprehensive income or loss (“AOCI”) balance by component consisted of the following for the respective periods of 2014: | |||||||||||||||||
( in thousands) | Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | ||||||||||||||||
Currency | Pension | Currency | Pension | ||||||||||||||
Translation | Liability | Translation | Liability | ||||||||||||||
Adjustments | Adjustments | Adjustments | Adjustments | ||||||||||||||
AOCI beginning period balance | $ | 17,658 | $ | (24,029 | ) | $ | 12,449 | $ | (24,978 | ) | |||||||
Other comprehensive income (loss) before reclassifications | (18,215 | ) | 45 | (13,006 | ) | 45 | |||||||||||
Amounts reclassified from AOCI | 473 | 1,422 | |||||||||||||||
Net current-period other comprehensive income (loss) | (18,215 | ) | 518 | (13,006 | ) | 1,467 | |||||||||||
AOCI balance as of September 30, 2014 | $ | (557 | ) | $ | (23,511 | ) | $ | (557 | ) | $ | (23,511 | ) | |||||
Amounts reported in the table above are net of income tax. | |||||||||||||||||
Amounts reclassified to net earnings for pension liability adjustments relate to the amortization of actuarial losses. These amounts are included within the “Selling, general and administrative” caption on our condensed consolidated statement of operations and totaled $0.8 million for the third quarter 2014 and $2.3 million for the year-to-date period of 2014 (see Note 14 Employee Benefit Plans for further information). | |||||||||||||||||
Changes in the AOCI balance by component consisted of the following for the respective periods of 2013: | |||||||||||||||||
( in thousands) | Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | ||||||||||||||||
Currency | Pension | Currency | Pension | ||||||||||||||
Translation | Liability | Translation | Liability | ||||||||||||||
Adjustments | Adjustments | Adjustments | Adjustments | ||||||||||||||
AOCI beginning period balance | $ | (19,747 | ) | $ | (42,525 | ) | $ | 5,645 | $ | (44,507 | ) | ||||||
Other comprehensive income (loss) before reclassifications | 23,429 | (61 | ) | (1,963 | ) | (61 | ) | ||||||||||
Amounts reclassified from AOCI | 905 | 2,887 | |||||||||||||||
Net current-period other comprehensive income (loss) | 23,429 | 844 | (1,963 | ) | 2,826 | ||||||||||||
AOCI balance as of September 30, 2013 | $ | 3,682 | $ | (41,681 | ) | $ | 3,682 | $ | (41,681 | ) | |||||||
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Information regarding business segments | ' | ||||||||||||||||
Information regarding our segments is as follows: | |||||||||||||||||
( in thousands ) | Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Segment operating revenues: | |||||||||||||||||
Lifestyle media | $ | 618,090 | $ | 593,135 | $ | 1,926,102 | $ | 1,817,893 | |||||||||
Corporate and other | 27,110 | 24,990 | 73,131 | 59,745 | |||||||||||||
Intersegment eliminations | (777 | ) | (1,224 | ) | (2,929 | ) | (1,224 | ) | |||||||||
Total operating revenues | $ | 644,423 | $ | 616,901 | $ | 1,996,304 | $ | 1,876,414 | |||||||||
Segment profit (loss): | |||||||||||||||||
Lifestyle media | $ | 296,639 | $ | 289,534 | $ | 970,104 | $ | 916,160 | |||||||||
Corporate and other | (26,676 | ) | (27,498 | ) | (110,122 | ) | (86,969 | ) | |||||||||
Total segment profit | 269,963 | 262,036 | 859,982 | 829,191 | |||||||||||||
Depreciation and amortization of intangible assets | (31,617 | ) | (29,514 | ) | (97,084 | ) | (85,768 | ) | |||||||||
Gains (losses) on disposal of property and equipment | 448 | (95 | ) | (1,047 | ) | (1,570 | ) | ||||||||||
Interest expense | (12,235 | ) | (12,337 | ) | (36,898 | ) | (36,679 | ) | |||||||||
Equity in earnings of affiliates | 17,586 | 15,180 | 67,110 | 61,172 | |||||||||||||
Miscellaneous, net | 2,066 | (626 | ) | 1,871 | (344 | ) | |||||||||||
Income from operations before income taxes | $ | 246,211 | $ | 234,644 | $ | 793,934 | $ | 766,002 | |||||||||
( in thousands ) | As of | ||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Assets: | |||||||||||||||||
Lifestyle media | $ | 2,826,743 | $ | 2,832,529 | |||||||||||||
Corporate and other | 1,094,815 | 1,605,918 | |||||||||||||||
Total assets | $ | 3,921,558 | $ | 4,438,447 | |||||||||||||
Shareholders_Equity_and_Earnin2
Shareholders' Equity and Earnings per Share (Details) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Weighted-average shares outstanding: | ' | ' | ' | ' |
Basic (in shares) | 140,738 | 146,578 | 142,786 | 147,499 |
Dilutive effect of equity awards (in shares) | 890 | 1,224 | 917 | 1,147 |
Diluted weighted-average shares outstanding (in shares) | 141,628 | 147,802 | 143,703 | 148,646 |
Anti-dilutive share awards (in shares) | 288 | 12 | 301 | 168 |
Acquisitions_Details
Acquisitions (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Apr. 12, 2013 | Apr. 30, 2013 |
Asian Food Channel [Member] | Asian Food Channel [Member] | |||
Market | ||||
Subscriber | ||||
Business Acquisition [Line Items] | ' | ' | ' | ' |
Cash consideration | ' | ' | $66,000,000 | ' |
Cash acquired in acquisition | ' | ' | 1,200,000 | ' |
Goodwill | 574,210,000 | 574,582,000 | 38,582,000 | ' |
Number of subscribers | ' | ' | 8 | ' |
Number of markets served | ' | ' | 11 | ' |
Fair values of assets acquired and liabilities assumed [Abstract] | ' | ' | ' | ' |
Accounts receivable | ' | ' | 1,960,000 | ' |
Other current assets | ' | ' | 271,000 | ' |
Programs and program licenses | ' | ' | 4,794,000 | ' |
Property and equipment | ' | ' | 399,000 | ' |
Amortizable intangible assets | ' | ' | 24,600,000 | ' |
Other assets | ' | ' | 160,000 | ' |
Current liabilities | ' | ' | -1,941,000 | ' |
Deferred income taxes | ' | ' | -4,413,000 | ' |
Total identifiable net assets | ' | ' | 25,830,000 | ' |
Goodwill | 574,210,000 | 574,582,000 | 38,582,000 | ' |
Net purchase price | ' | ' | ' | $64,412,000 |
Other_Charges_and_Credits_Deta
Other Charges and Credits (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Jun. 30, 2014 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2013 |
Other Charges and Credits [Abstract] | ' | ' | ' | ' |
Contract Termination Costs | $9.70 | ' | ' | ' |
Income tax adjustments [Abstract] | ' | ' | ' | ' |
Additional current tax expense due to income tax audit settlements | ' | ' | ' | 6.4 |
ReductionInCurrentTaxExpenseDueToIncreaseInTaxableIncomeAttributableToNCI | ' | 5.4 | ' | ' |
Additional current tax expense due to tax law change | ' | ' | $4.10 | ' |
Investments_Details
Investments (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Ownership interest (in hundredths) | 35.00% | ' |
Equity-method investments | $456,716,000 | $473,018,000 |
Cost-method investments | 31,912,000 | 15,180,000 |
Total investments | 488,628,000 | 488,198,000 |
Estimated amortization that will reduce UKTV's equity in earnings [Abstract] | ' | ' |
Future amortization, year one | 4,600,000 | ' |
Future amortization, year two | 17,600,000 | ' |
Future amortization, year three | 15,300,000 | ' |
Future amortization, year four | 15,300,000 | ' |
Future amortization, year five | 15,300,000 | ' |
UKTV [Member] | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Ownership interest (in hundredths) | 50.00% | ' |
UKTV loan balance | 121,000,000 | 122,000,000 |
Equity-method investments | $397,000,000 | $413,000,000 |
HGTV Canada [Member] | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Ownership interest (in hundredths) | 33.00% | ' |
Food Canada [Member] | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Ownership interest (in hundredths) | 29.00% | ' |
Fox-BRV Southern Sports Holdings [Member] | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Ownership interest (in hundredths) | 7.25% | ' |
Food Network Magazine JV [Member] | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Ownership interest (in hundredths) | 50.00% | ' |
HGTV Magazine JV [Member] | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Ownership interest (in hundredths) | 50.00% | ' |
Fair_Value_Measurement_Details
Fair Value Measurement (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets [Abstract] | ' | ' |
Cash equivalents | $33,432 | $408,142 |
Derivative asset | ' | 252 |
Total assets | ' | 408,394 |
Temporary equity [Abstract] | ' | ' |
Redeemable noncontrolling interest | 119,460 | 133,000 |
Liabilities: | ' | ' |
Derivative liability | 896 | ' |
Discount rate | 11.00% | ' |
Level 1 [Member] | ' | ' |
Assets [Abstract] | ' | ' |
Cash equivalents | 33,432 | 408,142 |
Total assets | ' | 408,142 |
Level 2 [Member] | ' | ' |
Assets [Abstract] | ' | ' |
Derivative asset | ' | 252 |
Total assets | ' | 252 |
Liabilities: | ' | ' |
Derivative liability | 896 | ' |
Level 3 [Member] | ' | ' |
Temporary equity [Abstract] | ' | ' |
Redeemable noncontrolling interest | $119,460 | $133,000 |
Fair_Value_Measurement_Level_3
Fair Value Measurement, Level 3 inputs (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | Redeemable Noncontrolling Interests (Temporary Equity) [Member] | Redeemable Noncontrolling Interests (Temporary Equity) [Member] | Redeemable Noncontrolling Interests (Temporary Equity) [Member] | Redeemable Noncontrolling Interests (Temporary Equity) [Member] | Redeemable Noncontrolling Interests (Temporary Equity) [Member] | ||
Redeemable Noncontrolling Interests [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Beginning period balance | $119,460 | $133,000 | $124,763 | $141,253 | ' | $133,000 | $136,500 |
Dividends paid to noncontrolling interest | ' | ' | -5,863 | ' | -3,220 | -21,928 | -6,370 |
Net income and fair value adjustment | ' | ' | 560 | 2,672 | ' | 8,388 | 10,575 |
End period balance | $119,460 | $133,000 | $119,460 | $140,705 | $141,253 | $119,460 | $140,705 |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets (Details) (USD $) | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Goodwill and Other Intangible Assets [Abstract] | ' | ' | ' |
Goodwill | $618,596,000 | ' | $618,968,000 |
Accumulated impairments | -44,386,000 | ' | -44,386,000 |
Goodwill, net | 574,210,000 | ' | 574,582,000 |
Amortizable intangible assets [Abstract] | ' | ' | ' |
Total carrying amount | 871,185,000 | ' | 872,592,000 |
Total accumulated amortization | -259,232,000 | ' | -217,583,000 |
Total other intangible assets | 611,953,000 | ' | 655,009,000 |
Total goodwill and other intangible assets | 1,186,163,000 | ' | 1,229,591,000 |
Segment Reporting Information [Line Items] | ' | ' | ' |
Balance as of beginning of period | 574,582,000 | ' | ' |
Foreign currency translation adjustment intangible asset | -372,000 | ' | ' |
Balance as of end of period | 574,210,000 | ' | ' |
Cash Paid For An Intangible Asset | 10,300,000 | 30,700,000 | ' |
Estimated future amortization expense [Abstract] | ' | ' | ' |
Future amortization expense, year one | 13,600,000 | ' | ' |
Future amortization expense, year two | 46,600,000 | ' | ' |
Future amortization expense, year three | 45,500,000 | ' | ' |
Future amortization expense, year four | 44,300,000 | ' | ' |
Future amortization expense, year five | 44,200,000 | ' | ' |
Future amortization expense, after year five | 417,800,000 | ' | ' |
Corporate and other [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Balance as of beginning of period | 64,098,000 | ' | ' |
Foreign currency translation adjustment intangible asset | -372,000 | ' | ' |
Balance as of end of period | 63,726,000 | ' | ' |
Lifestyle Media [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Balance as of beginning of period | ' | ' | 510,484,000 |
Balance as of end of period | 510,484,000 | ' | 510,484,000 |
Acquired network distribution [Member] | ' | ' | ' |
Amortizable intangible assets [Abstract] | ' | ' | ' |
Total carrying amount | 589,168,000 | ' | 590,460,000 |
Total accumulated amortization | -150,564,000 | ' | -128,038,000 |
Customer lists [Member] | ' | ' | ' |
Amortizable intangible assets [Abstract] | ' | ' | ' |
Total carrying amount | 94,817,000 | ' | 94,868,000 |
Total accumulated amortization | -68,471,000 | ' | -57,281,000 |
Copyrights and other trade names [Member] | ' | ' | ' |
Amortizable intangible assets [Abstract] | ' | ' | ' |
Total carrying amount | 66,973,000 | ' | 67,037,000 |
Total accumulated amortization | -19,160,000 | ' | -16,241,000 |
Acquired rights and other [Member] | ' | ' | ' |
Amortizable intangible assets [Abstract] | ' | ' | ' |
Total carrying amount | 120,227,000 | ' | 120,227,000 |
Total accumulated amortization | ($21,037,000) | ' | ($16,023,000) |
LongTerm_Debt_Details
Long-Term Debt (Details) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | ' | ' |
Senior notes | $1,384,692,000 | $1,384,488,000 |
Current portion of debt | -884,956,000 | 0 |
Debt (less current portion) | 499,736,000 | 1,384,488,000 |
Fair value of long-term debt | 1,407,703,000 | 1,429,921,000 |
Maximum borrowing capacity on Competitive Advance and Revolving Credit Facility | 650,000,000 | 550,000,000 |
Expiry date of revolving credit facility | 31-Mar-19 | 30-Jun-14 |
Interest rate, variable rate basis on drawn amounts of revolving credit facility | 'LIBOR | ' |
Ownership interest (in hundredths) | 35.00% | ' |
Basis spread on variable rate (in hundredths) | 0.90% | ' |
Basis spread on variable rate, commitment fee (in hundredths) | 0.10% | ' |
Outstanding borrowings at period end | 0 | 0 |
Senior notes due in 2015 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior notes | 884,956,000 | 884,844,000 |
Stated interest rate (in hundredths) | 3.55% | ' |
Maturity date | 15-Jan-15 | ' |
Face value | 885,000,000 | ' |
Senior notes due in 2016 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior notes | 499,736,000 | 499,644,000 |
Stated interest rate (in hundredths) | 2.70% | ' |
Maturity date | 15-Dec-16 | ' |
Face value | $500,000,000 | ' |
Other_Liabilities_Details
Other Liabilities (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Other Liabilities Disclosure [Abstract] | ' | ' |
Liability for pension and post employment benefits | $64,281,000 | $64,952,000 |
Deferred compensation | 39,119,000 | 36,667,000 |
Liability for uncertain tax positions | 82,300,000 | 80,898,000 |
Other | 34,351,000 | 40,851,000 |
Other liabilities (less current portion) | 220,051,000 | 223,368,000 |
Contingent consideration liability | 9,800,000 | 8,300,000 |
Noncurrent obligation for the purchase of intangible assets | $21,800,000 | $31,400,000 |
Foreign_Exchange_Risk_Manageme1
Foreign Exchange Risk Management (Details) (USD $) | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Foreign Exchange Risk Management [Abstract] | ' | ' | ' |
Gross notional amount | $130 | ' | $236 |
Recognized gains from forward contracts | ' | 0.5 | ' |
Recognized losses from forward contracts | 0.9 | ' | ' |
Foreign Currency Transaction Gain (Loss), before Tax | $0.80 | ($2.30) | ' |
Redeemable_Noncontrolling_Inte1
Redeemable Noncontrolling Interests and Noncontrolling Interest (Details) | Sep. 30, 2014 |
Noncontrolling Interest [Line Items] | ' |
Voting interest held by the company (in hundredths) | 80.00% |
Travel Channel [Member] | ' |
Noncontrolling Interest [Line Items] | ' |
Ownership interest held by noncontrolling interest (in hundredths) | 35.00% |
Stock_Based_Compensation_and_S1
Stock Based Compensation and Share Repurchase Program (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Grants in period, stock options (in shares) | ' | ' | 300,000 | ' |
Grants in period, restricted share awards (in shares) | ' | ' | 300,000 | ' |
Share based compensation costs | $6,000,000 | $6,100,000 | $29,700,000 | $31,500,000 |
Share Repurchase Program [Abstract] | ' | ' | ' | ' |
Authorized amount | 2,000,000,000 | ' | 2,000,000,000 | ' |
Repurchase Class A Common shares (in shares) | 3,100,000 | 45,730 | 10,302,935 | 3,917,471 |
Cost of shares repurchased | 250,000,000 | 3,100,000 | 800,000,000 | 253,000,000 |
Remaining authorization to repurchase shares | 847,000,000 | ' | 847,000,000 | ' |
Scripps family members [Member] | ' | ' | ' | ' |
Share Repurchase Program [Abstract] | ' | ' | ' | ' |
Repurchase Class A Common shares (in shares) | ' | ' | 2,600,000 | ' |
Cost of shares repurchased | ' | ' | 191,000,000 | ' |
Stock Options [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Total unrecognized stock-based compensation costs | 3,600,000 | ' | 3,600,000 | ' |
Weighted-average period over which unrecognized stock-based compensation costs are expected to be recognized (in years) | ' | ' | '1 year 3 months 18 days | ' |
Restricted Share Awards [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Total unrecognized stock-based compensation costs | $28,500,000 | ' | $28,500,000 | ' |
Weighted-average period over which unrecognized stock-based compensation costs are expected to be recognized (in years) | ' | ' | '1 year 4 months 24 days | ' |
Employee_Benefit_Plans_Details
Employee Benefit Plans (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' | ' |
Settlement charges | ' | ' | ($2,200,000) | ($2,400,000) | ' |
Defined contribution plans | 4,019,000 | 3,403,000 | 14,091,000 | 13,046,000 | ' |
Total | 7,161,000 | 7,431,000 | 19,023,000 | 20,362,000 | ' |
Employer contributions to SERP | ' | ' | 3,500,000 | ' | ' |
Expected contributions to SERP | ' | ' | 1,000,000 | ' | ' |
Settlement charges | ' | ' | 2,200,000 | 2,400,000 | ' |
Assets Held-in-trust, Current | 19,000,000 | ' | 19,000,000 | ' | ' |
Life Settlement Contracts, Investment Method, Face Value | 12,800,000 | ' | 12,800,000 | ' | ' |
Cash Surrender Value of Life Insurance | 14,500,000 | ' | 14,500,000 | ' | 13,800,000 |
Deferred compensation | 41,300,000 | ' | 41,300,000 | ' | 38,900,000 |
Defined Benefit Plans [Member] | ' | ' | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' | ' |
Interest cost | 816,000 | 910,000 | 2,528,000 | 2,586,000 | ' |
Expected return on plan assets, net of expenses | -1,144,000 | -1,098,000 | -3,444,000 | -3,274,000 | ' |
Settlement charges | 1,031,000 | 1,462,000 | 1,031,000 | 1,462,000 | ' |
Amortization of net (gain)/loss | 291,000 | 729,000 | 779,000 | 2,379,000 | ' |
Total for defined benefit plans | 994,000 | 2,003,000 | 894,000 | 3,153,000 | ' |
Settlement charges | -1,031,000 | -1,462,000 | -1,031,000 | -1,462,000 | ' |
SERP [Member] | ' | ' | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' | ' |
Supplemental executive retirement plan ("SERP") | 2,148,000 | 2,025,000 | 4,038,000 | 4,163,000 | ' |
Amortization of actuarial losses | $600,000 | $700,000 | $1,600,000 | $2,100,000 | ' |
Comprehensive_Income_Details
Comprehensive Income (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ' | ' | ' | ' |
Net current-period other comprehensive income (loss) | ' | ' | $528,670,000 | $522,156,000 |
Amounts reclassified to net earnings relating to amortization of actuarial losses | 800,000 | 1,400,000 | 2,300,000 | 4,500,000 |
Pension Liability [Member] | ' | ' | ' | ' |
Accumulated Other Comprehensive Income Loss [Line Items] | ' | ' | ' | ' |
AOCI beginning balance | -24,029,000 | -42,525,000 | -24,978,000 | -44,507,000 |
Other comprehensive income loss before reclassifications | 45,000 | -61,000 | 45,000 | -61,000 |
Amounts reclassified from AOCI | 473,000 | 905,000 | 1,422,000 | 2,887,000 |
Net current-period other comprehensive income (loss) | 518,000 | 844,000 | 1,467,000 | 2,826,000 |
AOCI ending balance | -23,511,000 | -41,681,000 | -23,511,000 | -41,681,000 |
Foreign Currency Translation Adjustments [Member] | ' | ' | ' | ' |
Accumulated Other Comprehensive Income Loss [Line Items] | ' | ' | ' | ' |
AOCI beginning balance | 17,658,000 | -19,747,000 | 12,449,000 | 5,645,000 |
Other comprehensive income loss before reclassifications | -18,215,000 | 23,429,000 | -13,006,000 | -1,963,000 |
Net current-period other comprehensive income (loss) | -18,215,000 | 23,429,000 | -13,006,000 | -1,963,000 |
AOCI ending balance | ($557,000) | $3,682,000 | ($557,000) | $3,682,000 |
Segment_Information_Details
Segment Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Segment operating revenues [Abstract] | ' | ' | ' | ' | ' |
Total operating revenues | $644,423,000 | $616,901,000 | $1,996,304,000 | $1,876,414,000 | ' |
No single customer constitute concentration risk (in hundredths) | ' | ' | 10.00% | ' | ' |
Segment profit (loss) [Abstract] | ' | ' | ' | ' | ' |
Total segment profit | 269,963,000 | 262,036,000 | 859,982,000 | 829,191,000 | ' |
Depreciation and amortization of intangible assets | -31,617,000 | -29,514,000 | -97,084,000 | -85,768,000 | ' |
Gains (losses) on disposal of property and equipment | 448,000 | -95,000 | -1,047,000 | -1,570,000 | ' |
Interest expense | -12,235,000 | -12,337,000 | -36,898,000 | -36,679,000 | ' |
Equity in earnings of affiliates | 17,586,000 | 15,180,000 | 67,110,000 | 61,172,000 | ' |
Miscellaneous, net | 2,066,000 | -626,000 | 1,871,000 | -344,000 | ' |
Income from operations before income taxes | 246,211,000 | 234,644,000 | 793,934,000 | 766,002,000 | ' |
Assets [Abstract] | ' | ' | ' | ' | ' |
Segment Reporting Information, Assets | 3,921,558,000 | ' | 3,921,558,000 | ' | 4,438,447,000 |
Outside the U.S. [Member] | ' | ' | ' | ' | ' |
Segment operating revenues [Abstract] | ' | ' | ' | ' | ' |
Assets Held By Businesses Outside US | 632,000,000 | ' | 632,000,000 | ' | 627,000,000 |
Corporate and Other [Member] | ' | ' | ' | ' | ' |
Segment operating revenues [Abstract] | ' | ' | ' | ' | ' |
Revenues | 27,110,000 | 24,990,000 | 73,131,000 | 59,745,000 | ' |
Segment profit (loss) [Abstract] | ' | ' | ' | ' | ' |
Total segment profit | -26,676,000 | -27,498,000 | -110,122,000 | -86,969,000 | ' |
Assets [Abstract] | ' | ' | ' | ' | ' |
Segment Reporting Information, Assets | 1,094,815,000 | ' | 1,094,815,000 | ' | 1,605,918,000 |
Intersegment Eliminations [Member] | ' | ' | ' | ' | ' |
Segment operating revenues [Abstract] | ' | ' | ' | ' | ' |
Revenues | -777,000 | -1,224,000 | -2,929,000 | -1,224,000 | ' |
Lifestyle Media [Member] | ' | ' | ' | ' | ' |
Segment operating revenues [Abstract] | ' | ' | ' | ' | ' |
Revenues | 618,090,000 | 593,135,000 | 1,926,102,000 | 1,817,893,000 | ' |
Segment profit (loss) [Abstract] | ' | ' | ' | ' | ' |
Total segment profit | 296,639,000 | 289,534,000 | 970,104,000 | 916,160,000 | ' |
Assets [Abstract] | ' | ' | ' | ' | ' |
Segment Reporting Information, Assets | $2,826,743,000 | ' | $2,826,743,000 | ' | $2,832,529,000 |
Travel Channel [Member] | ' | ' | ' | ' | ' |
Assets [Abstract] | ' | ' | ' | ' | ' |
Ownership interest (in hundredths) | ' | ' | 65.00% | ' | ' |
Food Network Partnership [Member] | ' | ' | ' | ' | ' |
Assets [Abstract] | ' | ' | ' | ' | ' |
Ownership interest (in hundredths) | ' | ' | 69.00% | ' | ' |