Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 31, 2017 | |
Document Information [Line Items] | ||
Entity Registrant Name | CBS Corporation | |
Entity Central Index Key | 813,828 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Shares of common stock outstanding | 37,598,604 | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Shares of common stock outstanding | 364,054,978 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||||
Revenues | $ 3,257 | $ 2,976 | $ 6,600 | $ 6,564 |
Costs and expenses: | ||||
Operating | 2,004 | 1,758 | 4,078 | 4,030 |
Selling, general and administrative | 528 | 510 | 1,038 | 1,013 |
Depreciation and amortization | 56 | 57 | 111 | 114 |
Other operating items, net | 0 | 0 | 0 | (9) |
Total costs and expenses | 2,588 | 2,325 | 5,227 | 5,148 |
Operating income (loss) | 669 | 651 | 1,373 | 1,416 |
Interest expense | (111) | (100) | (220) | (200) |
Interest income | 15 | 8 | 28 | 15 |
Other items, net | 5 | (4) | 6 | (7) |
Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies | 578 | 555 | 1,187 | 1,224 |
Provision for income taxes | (169) | (173) | (307) | (379) |
Equity in loss of investee companies, net of tax | (12) | (9) | (29) | (30) |
Net earnings from continuing operations | 397 | 373 | 851 | 815 |
Net earnings (loss) from discontinued operations, net of tax | (339) | 50 | (1,045) | 81 |
Net earnings (loss) | $ 58 | $ 423 | $ (194) | $ 896 |
Basic net earnings (loss) per common share: | ||||
Basic net earnings from continuing operations (in dollars per share) | $ 0.98 | $ 0.83 | $ 2.09 | $ 1.79 |
Basic net earnings (loss) from discontinued operations (in dollars per share) | (0.84) | 0.11 | (2.57) | 0.18 |
Basic net earnings (loss) (in dollars per share) | 0.14 | 0.94 | (0.48) | 1.97 |
Diluted net earnings (loss) per common share: | ||||
Diluted net earnings from continuing operations (in dollars per share) | 0.97 | 0.82 | 2.06 | 1.78 |
Diluted net earnings (loss) from discontinued operations (in dollars per share) | (0.83) | 0.11 | (2.53) | 0.18 |
Diluted net earnings (loss) (in dollars per share) | $ 0.14 | $ 0.93 | $ (0.47) | $ 1.95 |
Weighted average number of common shares outstanding: | ||||
Basic weighted average number of common shares outstanding (in shares) | 405 | 451 | 407 | 455 |
Diluted weighted average number of common shares outstanding (in shares) | 410 | 455 | 413 | 459 |
Dividends per common share (in dollars per share) | $ 0.18 | $ 0.15 | $ 0.36 | $ 0.30 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings (loss) | $ 58 | $ 423 | $ (194) | $ 896 |
Other comprehensive income, net of tax: | ||||
Cumulative translation adjustments | 0 | 0 | 2 | 1 |
Amortization of net actuarial loss and prior service cost | 12 | 9 | 24 | 19 |
Total other comprehensive income, net of tax | 12 | 9 | 26 | 20 |
Total comprehensive income (loss) | $ 70 | $ 432 | $ (168) | $ 916 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 170 | $ 598 |
Receivables, less allowances of $61 (2017) and $60 (2016) | 3,299 | 3,314 |
Programming and other inventory | 1,560 | 1,427 |
Prepaid income taxes | 41 | 30 |
Prepaid expenses | 132 | 185 |
Other current assets | 185 | 204 |
Current assets of discontinued operations | 299 | 305 |
Total current assets | 5,686 | 6,063 |
Property and equipment | 2,967 | 2,935 |
Less accumulated depreciation and amortization | 1,753 | 1,694 |
Net property and equipment | 1,214 | 1,241 |
Programming and other inventory | 2,459 | 2,439 |
Goodwill | 4,891 | 4,864 |
Intangible assets | 2,627 | 2,633 |
Other assets | 2,558 | 2,707 |
Assets of discontinued operations | 3,218 | 4,291 |
Total Assets | 22,653 | 24,238 |
Current Liabilities: | ||
Accounts payable | 124 | 148 |
Accrued compensation | 223 | 369 |
Participants’ share and royalties payable | 1,005 | 1,024 |
Program rights | 262 | 290 |
Commercial paper | 263 | 450 |
Current portion of long-term debt | 23 | 23 |
Accrued expenses and other current liabilities | 1,169 | 1,249 |
Current liabilities of discontinued operations | 161 | 155 |
Total current liabilities | 3,230 | 3,708 |
Long-term debt | 8,898 | 8,902 |
Pension and postretirement benefit obligations | 1,638 | 1,769 |
Deferred income tax liabilities, net | 628 | 590 |
Other liabilities | 3,149 | 3,129 |
Liabilities of discontinued operations | 2,483 | 2,451 |
Commitments and contingencies | ||
Stockholders’ Equity: | ||
Common stock | 1 | 1 |
Additional paid-in capital | 43,820 | 43,913 |
Accumulated deficit | (19,451) | (19,257) |
Accumulated other comprehensive income (loss) | (741) | (767) |
Stockholders' equity including treasury stock | 23,629 | 23,890 |
Less treasury stock, at cost; 467 (2017) and 455 (2016) Class B shares | 21,002 | 20,201 |
Total Stockholders’ Equity | 2,627 | 3,689 |
Total Liabilities and Stockholders’ Equity | 22,653 | 24,238 |
Common Class A [Member] | ||
Stockholders’ Equity: | ||
Common stock | 0 | 0 |
Common Class B [Member] | ||
Stockholders’ Equity: | ||
Common stock | $ 1 | $ 1 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for receivables | $ 61 | $ 60 |
Common Class A [Member] | ||
Class of Stock [Line Items] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 375,000,000 | 375,000,000 |
Common stock, shares issued (in shares) | 38,000,000 | 38,000,000 |
Common Class B [Member] | ||
Class of Stock [Line Items] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 5,000,000,000 | 5,000,000,000 |
Common stock, shares issued (in shares) | 832,000,000 | 829,000,000 |
Treasury stock, at cost, Class B shares (in shares) | 467,000,000 | 455,000,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Operating Activities: | ||
Net earnings (loss) | $ (194) | $ 896 |
Less: Net earnings (loss) from discontinued operations, net of tax | (1,045) | 81 |
Net earnings from continuing operations | 851 | 815 |
Adjustments to reconcile net earnings from continuing operations to net cash flow provided by operating activities from continuing operations: | ||
Depreciation and amortization | 111 | 114 |
Stock-based compensation | 85 | 81 |
Equity in loss of investee companies, net of tax and distributions | 29 | 34 |
Change in assets and liabilities, net of investing and financing activities | (167) | 95 |
Net cash flow provided by operating activities from continuing operations | 909 | 1,139 |
Net cash flow provided by operating activities from discontinued operations | 29 | 112 |
Net cash flow provided by operating activities | 938 | 1,251 |
Investing Activities: | ||
Acquisitions | (21) | (51) |
Capital expenditures | (68) | (69) |
Investments in and advances to investee companies | (65) | (43) |
Proceeds from dispositions | 1 | 19 |
Other investing activities | 14 | 4 |
Net cash flow used for investing activities from continuing operations | (139) | (140) |
Net cash flow used for investing activities from discontinued operations | (13) | (2) |
Net cash flow used for investing activities | (152) | (142) |
Financing Activities: | ||
(Repayments of) proceeds from short-term debt borrowings, net | (187) | 163 |
Repayment of senior debentures | 0 | (199) |
Proceeds from debt borrowings of CBS Radio | 24 | 0 |
Repayment of debt borrowings of CBS Radio | (5) | 0 |
Payment of capital lease obligations | (8) | (8) |
Payment of contingent consideration | (7) | 0 |
Dividends | (151) | (142) |
Purchase of Company common stock | (845) | (1,033) |
Payment of payroll taxes in lieu of issuing shares for stock-based compensation | (89) | (57) |
Proceeds from exercise of stock options | 39 | 10 |
Excess tax benefit from stock-based compensation | 0 | 11 |
Other financing activities | 0 | (1) |
Net cash flow provided by (used for) financing activities | (1,229) | (1,256) |
Net decrease in cash and cash equivalents | (443) | (147) |
Cash and cash equivalents at beginning of period (includes $24 (2017) and $6 (2016) of discontinued operations cash) | 622 | 323 |
Cash and cash equivalents at end of period (includes $9 (2017 and 2016) of discontinued operations cash) | 179 | 176 |
Continuing Operations [Member] | ||
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 217 | 207 |
Cash paid for income taxes | 272 | 261 |
Discontinued Operations [Member] | ||
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 39 | 0 |
Cash paid for income taxes | $ 46 | $ 35 |
Consolidated Statements of Cas7
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | Dec. 31, 2015 |
Statement of Cash Flows [Abstract] | ||||
Cash and cash equivalents of discontinued operations | $ 9 | $ 24 | $ 9 | $ 6 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | 1 ) BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business- CBS Corporation (together with its consolidated subsidiaries unless the context otherwise requires, the “Company” or “CBS Corp.”) is comprised of the following segments: Entertainment (CBS Television, comprised of the CBS Television Network, CBS Television Studios, CBS Studios International, and CBS Television Distribution; CBS Interactive and CBS Films), Cable Networks (Showtime Networks, CBS Sports Network and Smithsonian Networks), Publishing (Simon & Schuster) and Local Media (CBS Television Stations and CBS Local Digital Media). Discontinued Operations -On February 2, 2017, the Company entered into an agreement with Entercom Communications Corp. (“Entercom”) to combine the Company’s radio business, CBS Radio, with Entercom in a merger to be effected through a Reverse Morris Trust transaction, which is expected to be tax-free to CBS Corp. and its stockholders. In connection with this transaction, the Company intends to split-off CBS Radio through an exchange offer, in which the Company’s stockholders may elect to exchange shares of the Company’s Class B Common Stock for shares of CBS Radio, which will then be immediately converted into shares of Entercom Class A common stock at the time of the merger. CBS Radio has been presented as a discontinued operation in the Company’s consolidated financial statements for all periods presented (See Note 3 ). Basis of Presentation -The accompanying unaudited consolidated financial statements of the Company have been prepared pursuant to the rules of the Securities and Exchange Commission. These financial statements should be read in conjunction with the more detailed financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . In the opinion of management, the accompanying unaudited financial statements reflect all adjustments, consisting only of normal and recurring adjustments, necessary for a fair statement of the financial position, results of operations and cash flows of the Company for the periods presented. Certain previously reported amounts have been reclassified to conform to the current presentation. Use of Estimates -The preparation of the Company’s financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amount of revenues and expenses during the reporting period. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Other Operating Items, Net -Other operating items, net for the six months ended June 30, 2016 included a gain from the sale of a business and a multiyear, retroactive impact of a new operating tax. Net Earnings (Loss) per Common Share -Basic net earnings (loss) per share (“EPS”) is based upon net earnings (loss) divided by the weighted average number of common shares outstanding during the period. Diluted EPS reflects the effect of the assumed exercise of stock options and vesting of restricted stock units (“RSUs”) and market-based performance share units (“PSUs”) only in the periods in which such effect would have been dilutive. Excluded from the calculation of diluted EPS because their inclusion would have been anti-dilutive, were 4 million stock options for each of the three and six months ended June 30, 2017 and 6 million stock options for each of the three and six months ended June 30, 2016 . The table below presents a reconciliation of weighted average shares used in the calculation of basic and diluted EPS. Three Months Ended Six Months Ended June 30, June 30, (in millions) 2017 2016 2017 2016 Weighted average shares for basic EPS 405 451 407 455 Dilutive effect of shares issuable under stock-based compensation plans 5 4 6 4 Weighted average shares for diluted EPS 410 455 413 459 Other Liabilities -Other liabilities consist primarily of the noncurrent portion of residual liabilities of previously disposed businesses, participants’ share and royalties payable, program rights obligations, deferred compensation and other employee benefit accruals. Additional Paid-In Capital -For the six months ended June 30, 2017 and 2016 , the Company recorded dividends of $148 million and $138 million , respectively, as a reduction to additional paid-in capital as the Company had an accumulated deficit balance. Adoption of New Accounting Standards Improvements to Employee Share-Based Payment Accounting During the first quarter of 2017 , the Company adopted amended Financial Accounting Standards Board (“FASB”) guidance which simplifies several aspects of the accounting for employee share-based payment transactions. Under this amended guidance, all excess tax benefits and tax deficiencies are recognized as income tax expense or benefit in the income statement in the period in which the awards vest or are exercised. In the statement of cash flows, excess tax benefits are classified with other income tax cash flows in operating activities. As a result of the adoption of this guidance, the Company’s excess tax benefits associated with the exercise of stock options and vesting of RSUs for the three and six months ended June 30, 2017 were recorded in the provision for income taxes on the Consolidated Statements of Operations. The guidance requires the income statement classification to be applied prospectively, and therefore, excess tax benefits for prior periods remain classified in stockholders’ equity on the balance sheet. The Company elected to apply the cash flow classification provision of this guidance prospectively and therefore, excess tax benefits for prior periods remain classified as financing activities on the statements of cash flows. The amended guidance also gives the option to make a policy election to account for forfeitures as they occur. The Company, however, has elected to continue its existing practice of estimating forfeitures. Simplifying the Accounting for Goodwill Impairment During the first quarter of 2017 , the Company early adopted amended FASB guidance which simplifies the accounting for goodwill impairment. This guidance removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the amended guidance, a goodwill impairment charge is recognized for the amount by which the carrying value of a reporting unit exceeds its fair value, not to exceed the carrying amount of goodwill. Recent Pronouncements Stock Compensation: Scope of Modification Accounting In May 2017, the FASB issued amended guidance on the accounting for stock-based compensation which clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. Under this guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award as equity or liability changes as a result of the change in the terms or conditions of a share-based payment award. This guidance, which is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted, is not expected to have an impact on the Company’s consolidated financial statements. Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost In March 2017, the FASB issued amended guidance on the presentation of net periodic pension and postretirement benefit cost (“net benefit cost”). This guidance requires an employer to present on the statement of operations the service cost component of net benefit cost in the same line item(s) as other compensation costs of the related employees. The other components of net benefit cost will be presented in the statement of operations separately from the service cost component and below the subtotal of operating income. This guidance is required to be applied retrospectively and is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted as of the beginning of an annual reporting period. Upon adoption, the Company’s operating income will increase or decrease by an amount equal to the components of net benefit cost other than service cost, which are disclosed in Note 7 . Clarifying the Definition of a Business In January 2017, the FASB issued amended guidance on the accounting for business combinations which clarifies the definition of a business and assists entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. Under this guidance, when substantially all of the fair value of gross assets acquired is concentrated in a single asset (or group of similar assets), the assets acquired would not represent a business. In addition, in order to be considered a business, an acquisition would have to include at a minimum an input and a substantive process that together significantly contribute to the ability to create an output. The amended guidance also narrows the definition of outputs by more closely aligning it with how outputs are described in FASB guidance for revenue recognition. This guidance is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. Intra-Entity Transfers of Assets Other than Inventory In October 2016, the FASB issued amended guidance on the accounting for income taxes, which eliminates the exception in existing guidance which defers the recognition of the tax effects of intra-entity asset transfers other than inventory until the transferred asset is sold to a third party. Rather, the amended guidance requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This guidance, which is effective for interim and annual periods beginning after December 15, 2017, is not expected to have a material impact on the Company’s consolidated financial statements. Statement of Cash Flows: Classification of Cash Receipts and Cash Payments In August 2016, the FASB issued amended guidance which clarifies how certain cash receipts and cash payments should be presented and classified in the statement of cash flows. The new guidance is intended to reduce the existing diversity in practice in how certain transactions are classified in the statement of cash flows. This guidance is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. Leases In February 2016, the FASB issued new guidance on the accounting for leases, which supersedes previous lease guidance. Under this guidance, for all leases with terms in excess of one year, including operating leases, the Company will be required to recognize on its balance sheet a lease liability and a right-of-use asset representing its right to use the underlying asset for the lease term. The new guidance retains a distinction between finance leases and operating leases and the classification criteria is substantially similar to previous guidance. Additionally, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed. The Company is currently evaluating the impact of this guidance on its consolidated balance sheets. This guidance is effective for interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. Revenue from Contracts with Customers In May 2014, the FASB issued guidance on the recognition of revenues which provides a single, comprehensive revenue recognition model for all contracts with customers and supersedes most existing revenue recognition guidance. The main principle under this guidance is that an entity should recognize revenue at the amount it expects to be entitled to in exchange for the transfer of goods or services to customers. This guidance is effective for the Company beginning in the first quarter of 2018. The Company anticipates that it will apply the modified retrospective method of adoption with the cumulative effect of the initial adoption reflected as an adjustment to the opening balance of accumulated deficit as of the date of adoption. The Company has identified the predominant changes to its accounting policies and is in the process of quantifying the impact on its consolidated financial statements and evaluating the additional disclosures that may be required. The adoption of this guidance is not expected to have a significant impact on the Company’s total revenues. The Company has identified changes to its revenue recognition policies primarily relating to two areas of content licensing and distribution revenues. First, revenues from certain distribution arrangements of third-party content will be recognized based on the gross amount of consideration received by the Company for such sale, with an associated expense recognized for the fees paid to the third-party producer. Under current accounting guidance, such revenues are recognized at the net amount retained by the Company after the payment of fees to the third-party producer. This change will not have an impact on the Company’s operating income. Second, revenues associated with the extension of an existing licensing arrangement, which are currently recognized upon the execution of such extension, will be recognized at a later date once the extension period begins. This change is not expected to have a material impact on the Company’s results on an annual basis, since extensions executed each year are generally offset by extensions for which the license period has begun. |
Stock-based Compensation
Stock-based Compensation | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based Compensation | 2 ) STOCK-BASED COMPENSATION The following table summarizes the Company’s stock-based compensation expense for the three and six months ended June 30, 2017 and 2016 . Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 RSUs and PSUs $ 38 $ 35 $ 71 $ 67 Stock options 7 7 14 14 Stock-based compensation expense, before income taxes 45 42 85 81 Related tax benefit (18 ) (16 ) (33 ) (31 ) Stock-based compensation expense, net of tax benefit $ 27 $ 26 $ 52 $ 50 During the six months ended June 30, 2017 , the Company granted 2 million RSUs for CBS Corp. Class B Common Stock with a weighted average per unit grant-date fair value of $66.78 . RSUs granted during the first six months of 2017 generally vest over a one - to four -year service period. Compensation expense for RSUs is determined based upon the market price of the shares underlying the awards on the date of grant. For certain RSU awards the number of shares an employee earns ranges from 0% to 120% of the target award, based on the outcome of established performance conditions. Compensation expense is recorded based on the probable outcome of the performance conditions. During the six months ended June 30, 2017 , the Company also granted awards of market-based PSUs. The number of shares that will be issued upon vesting of the PSUs is based on the Company’s stock price performance over a designated measurement period, as well as the achievement of established operating goals. The fair value of the PSUs is determined on the grant date using a Monte Carlo simulation model and is expensed over the required employee service period. The fair value of the PSU awards granted during the six months ended June 30, 2017 was $23 million . During the six months ended June 30, 2017 , the Company also granted 1 million stock options with a weighted average exercise price of $66.31 . Stock options granted during the first six months of 2017 vest over a four -year service period and expire eight years from the date of grant. Compensation expense for stock options is determined based on the grant date fair value of the award calculated using the Black-Scholes options-pricing model. Total unrecognized compensation cost related to unvested RSUs and PSUs at June 30, 2017 was $270 million , which is expected to be recognized over a weighted average period of 2.5 years . Total unrecognized compensation cost related to unvested stock option awards at June 30, 2017 was $51 million , which is expected to be recognized over a weighted average period of 2.6 years . |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | 3 ) DISCONTINUED OPERATIONS On February 2, 2017, the Company entered into an agreement with Entercom to combine the Company’s radio business, CBS Radio, with Entercom in a merger to be effected through a Reverse Morris Trust transaction, which is expected to be tax-free to CBS Corp. and its stockholders. In connection with this transaction, Entercom will issue up to 105 million shares of its Class A common stock on a fully diluted basis, and the Company intends to split-off CBS Radio through an exchange offer, in which the Company’s stockholders may elect to exchange shares of the Company’s Class B Common Stock for shares of CBS Radio, which will then be immediately converted into shares of Entercom Class A common stock at the time of the merger. The Company expects the transaction to be completed during the fourth quarter of 2017, subject to customary approvals and closing conditions. CBS Radio has been classified as held for sale and presented as a discontinued operation in the Company’s consolidated financial statements for all periods presented. FASB Accounting Standards Codification (“ASC”) 360 requires that an asset classified as held for sale be measured each reporting period at the lower of its carrying amount or fair value less cost to sell. The ultimate value of the transaction with Entercom will be determined based on Entercom’s stock price at the closing of the transaction. The Company recorded noncash charges of $365 million and $1.08 billion for the three and six months ended June 30, 2017 , respectively, to record a valuation allowance to adjust the carrying value of CBS Radio to the value indicated by the stock valuation of Entercom. In accordance with ASC 360, the valuation allowance will continue to be adjusted based on the trading price of Entercom’s stock, which could result in future gains or losses. A 10% change to Entercom’s stock price would change the carrying value of CBS Radio by approximately $100 million . For the three and six months ended June 30, 2017 , CBS Radio recorded a restructuring charge of $7 million associated with the reorganization of certain business operations, reflecting severance costs and costs associated with exiting contractual obligations. The following table sets forth details of net earnings (loss) from discontinued operations for the three and six months ended June 30, 2017 and 2016 . Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Revenues $ 306 $ 313 $ 556 $ 575 Costs and expenses: Operating 105 103 194 188 Selling, general and administrative 129 122 251 236 Depreciation and amortization (a) — 6 — 13 Restructuring charge 7 — 7 — Provision for valuation allowance 365 — 1,080 — Total costs and expenses 606 231 1,532 437 Operating income (loss) (300 ) 82 (976 ) 138 Interest expense (20 ) — (39 ) — Earnings (loss) from discontinued operations (320 ) 82 (1,015 ) 138 Income tax provision (19 ) (32 ) (30 ) (57 ) Net earnings (loss) from discontinued operations, net of tax $ (339 ) $ 50 $ (1,045 ) $ 81 (a) CBS Radio has been classified as held for sale beginning in the fourth quarter of 2016. Under ASC 360, assets held for sale are not depreciated or amortized. The following table presents the major classes of assets and liabilities of the Company’s discontinued operations. At At June 30, 2017 December 31, 2016 Receivables, net $ 240 $ 244 Other current assets 59 61 Goodwill 1,285 1,285 Intangible assets 2,832 2,832 Net property and equipment 153 145 Other assets 28 29 Valuation allowance for carrying value (1,080 ) — Total Assets $ 3,517 $ 4,596 Current portion of long-term debt $ 10 $ 10 Other current liabilities 151 145 Long-term debt 1,356 1,335 Deferred income tax liabilities 1,010 998 Other liabilities 117 118 Total Liabilities $ 2,644 $ 2,606 The following table presents CBS Radio’s long-term debt. At At June 30, 2017 December 31, 2016 Term Loan due October 2023, net of discount $ 950 $ 955 7.250% Senior Notes due November 2024 400 400 Revolving Credit Facility 34 10 Deferred financing costs (18 ) (20 ) Total long-term debt, including current portion $ 1,366 $ 1,345 CBS Radio’s senior secured term loan (“Term Loan”) bears interest at a rate equal to 3.50% plus the greater of the London Interbank Offered Rate (“LIBOR”) and 1.00% . The Term Loan is part of CBS Radio’s credit agreement which also includes a $250 million senior secured revolving credit facility (the “Revolving Credit Facility”) which expires in 2021. Interest on the Revolving Credit Facility is based on either LIBOR or a base rate plus a margin based on CBS Radio’s Consolidated Net Secured Leverage Ratio. The Consolidated Net Secured Leverage Ratio reflects the ratio of CBS Radio’s secured debt (less up to $150 million of cash and cash equivalents) to CBS Radio’s consolidated EBITDA (as defined in the credit agreement). The Revolving Credit Facility requires CBS Radio to maintain a maximum Consolidated Net Secured Leverage Ratio of 4.00 to 1.00. In connection with financing for the transaction with Entercom, on March 3, 2017, CBS Radio entered into Amendment No. 1 to its credit agreement, dated as of October 17, 2016, to, among other things, create a tranche of Term B-1 Loans in an aggregate principal amount not to exceed $500 million . The Term B-1 Loans are expected to be funded on the closing date of the transaction, subject to customary conditions. |
Programming and Other Inventory
Programming and Other Inventory | 6 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Programming and Other Inventory | 4 ) PROGRAMMING AND OTHER INVENTORY At At June 30, 2017 December 31, 2016 Acquired program rights $ 1,892 $ 1,773 Internally produced programming: Released 1,668 1,746 In process and other 405 298 Publishing, primarily finished goods 54 49 Total programming and other inventory 4,019 3,866 Less current portion 1,560 1,427 Total noncurrent programming and other inventory $ 2,459 $ 2,439 |
Related Parties
Related Parties | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Parties | 5 ) RELATED PARTIES National Amusements, Inc. National Amusements, Inc. (“NAI”) is the controlling stockholder of CBS Corp. and Viacom Inc. Mr. Sumner M. Redstone, the controlling stockholder, chairman of the board of directors and chief executive officer of NAI, is the Chairman Emeritus of CBS Corp. and the Chairman Emeritus of Viacom Inc. In addition, Ms. Shari Redstone, Mr. Sumner M. Redstone’s daughter, is the president and a director of NAI and the vice chair of the Board of Directors of each of CBS Corp. and Viacom Inc. Mr. David R. Andelman is a director of CBS Corp. and serves as a director of NAI. At June 30, 2017 , NAI directly or indirectly owned approximately 79.5% of CBS Corp.’s voting Class A Common Stock, and owned approximately 9.7% of CBS Corp.’s Class A Common Stock and non-voting Class B Common Stock on a combined basis. NAI is controlled by Mr. Redstone through the Sumner M. Redstone National Amusements Trust (the “SMR Trust”), which owns 80% of the voting interest of NAI, and such voting interest of NAI held by the SMR Trust is voted solely by Mr. Redstone until his incapacity or death. The SMR Trust provides that in the event of Mr. Redstone’s death or incapacity, voting control of the NAI voting interest held by the SMR Trust will pass to seven trustees, who will include CBS Corporation directors Ms. Shari Redstone and Mr. David R. Andelman. No member of the Company’s management is a trustee of the SMR Trust. Viacom Inc. As part of its normal course of business, the Company licenses its television content, leases production facilities and sells advertising spots to various subsidiaries of Viacom Inc. Viacom Inc. also distributes certain of the Company’s television programs in the home entertainment market. The Company’s total revenues from these transactions were $19 million and $31 million for the three months ended June 30, 2017 and 2016 , respectively, and $73 million and $67 million for the six months ended June 30, 2017 and 2016 , respectively. The Company places advertisements with and leases production facilities from various subsidiaries of Viacom Inc. The total amounts for these transactions were $4 million for each of the three months ended June 30, 2017 and 2016 and $9 million and $11 million for the six months ended June 30, 2017 and 2016 , respectively. The following table presents the amounts due from Viacom Inc. in the normal course of business as reflected on the Company’s Consolidated Balance Sheets. Amounts due to Viacom Inc. were minimal at June 30, 2017 and December 31, 2016 . At At June 30, 2017 December 31, 2016 Receivables $ 86 $ 113 Other assets (Receivables, noncurrent) 51 35 Total amounts due from Viacom Inc . $ 137 $ 148 Other Related Parties. The Company has equity interests in two domestic television networks and several international joint ventures for television channels from which the Company earns revenues primarily by selling its television programming. Total revenues earned from sales to these joint ventures were $20 million and $24 million for the three months ended June 30, 2017 and 2016 , respectively, and $49 million and $56 million for the six months ended June 30, 2017 and 2016 , respectively. At June 30, 2017 and December 31, 2016 , total amounts due from these joint ventures were $40 million and $47 million , respectively. The Company, through the normal course of business, is involved in transactions with other related parties that have not been material in any of the periods presented. |
Bank Financing and Debt
Bank Financing and Debt | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Bank Financing and Debt | 6 ) BANK FINANCING AND DEBT The following table sets forth the Company’s debt. At At June 30, 2017 December 31, 2016 Commercial paper $ 263 $ 450 Senior debt (1.95% - 7.875% due 2017 - 2045) (a) 8,853 8,850 Obligations under capital leases 68 75 Total debt 9,184 9,375 Less commercial paper 263 450 Less current portion of long-term debt 23 23 Total long-term debt, net of current portion $ 8,898 $ 8,902 (a) At June 30, 2017 and December 31, 2016 , the senior debt balances included (i) a net unamortized discount of $49 million and $52 million , respectively, (ii) unamortized deferred financing costs of $41 million and $43 million , respectively, and (iii) an increase in the carrying value of the debt relating to previously settled fair value hedges of $2 million and $5 million , respectively. The face value of the Company’s senior debt was $8.94 billion at both June 30, 2017 and December 31, 2016 . In July 2017, the Company issued $400 million of 2.50% senior notes due 2023 and $500 million of 3.375% senior notes due 2028 . The Company used the net proceeds from these issuances to repay its $400 million outstanding 1.95% senior notes that matured on July 1, 2017 and to redeem all of its $300 million outstanding 4.625% senior notes due May 2018 . The remaining proceeds were used for general corporate purposes, including the repayment of short-term borrowings, including commercial paper. At June 30, 2017 , the Company classified $400 million of debt which matured in July 2017 and $300 million of debt due May 2018 as long-term debt on the Consolidated Balance Sheet, as a result of the above-mentioned debt refinancing. Commercial Paper The Company had outstanding commercial paper borrowings under its $2.5 billion commercial paper program of $263 million and $450 million at June 30, 2017 and December 31, 2016 , respectively, each with maturities of less than 45 days. The weighted average interest rate for these borrowings was 1.42% at June 30, 2017 and 0.98% at December 31, 2016 . Credit Facility At June 30, 2017 , the Company had a $2.5 billion revolving credit facility (the “Credit Facility”) which expires in June 2021 . The Credit Facility requires the Company to maintain a maximum Consolidated Leverage Ratio of 4.5x at the end of each quarter as further described in the Credit Facility. At June 30, 2017 , the Company’s Consolidated Leverage Ratio was approximately 2.9x . The Consolidated Leverage Ratio is the ratio of the Company’s indebtedness from continuing operations, adjusted to exclude certain capital lease obligations, at the end of a quarter, to the Company’s Consolidated EBITDA for the trailing four consecutive quarters. Consolidated EBITDA is defined in the Credit Facility as operating income plus interest income and before depreciation, amortization and certain other noncash items. The Credit Facility is used for general corporate purposes. At June 30, 2017 , the Company had no borrowings outstanding under the Credit Facility and the remaining availability under the Credit Facility, net of outstanding letters of credit, was $2.49 billion . |
Pension and Other Postretiremen
Pension and Other Postretirement Benefits | 6 Months Ended |
Jun. 30, 2017 | |
Retirement Benefits [Abstract] | |
Pension and Other Postretirement Benefits | 7 ) PENSION AND OTHER POSTRETIREMENT BENEFITS The components of net periodic cost for the Company’s pension and postretirement benefit plans were as follows: Pension Benefits Postretirement Benefits Three Months Ended June 30, 2017 2016 2017 2016 Components of net periodic cost: Service cost $ 8 $ 7 $ — $ — Interest cost 47 53 5 5 Expected return on plan assets (51 ) (57 ) — — Amortization of actuarial loss (gain) (a) 26 22 (6 ) (6 ) Net periodic cost $ 30 $ 25 $ (1 ) $ (1 ) Pension Benefits Postretirement Benefits Six Months Ended June 30, 2017 2016 2017 2016 Components of net periodic cost: Service cost $ 15 $ 15 $ — $ — Interest cost 95 107 9 10 Expected return on plan assets (101 ) (114 ) — — Amortization of actuarial loss (gain) (a) 51 43 (11 ) (11 ) Net periodic cost $ 60 $ 51 $ (2 ) $ (1 ) (a) Reflects amounts reclassified from accumulated other comprehensive income (loss) to net earnings (loss). |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2017 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | 8 ) STOCKHOLDERS’ EQUITY During the second quarter of 2017 , the Company repurchased 4.7 million shares of its Class B Common Stock under its share repurchase program for $300 million , at an average cost of $63.64 per share. During the six months ended June 30, 2017 , the Company repurchased 12.3 million shares of its Class B Common Stock for $800 million , at an average cost of $65.08 per share, leaving $3.31 billion of authorization at June 30, 2017 . During the second quarter of 2017 , the Company declared a quarterly cash dividend of $.18 on its Class A and Class B Common Stock, resulting in total dividends of $73 million , which were paid on July 1, 2017 . Accumulated Other Comprehensive Income (Loss) The following tables summarize the changes in the components of accumulated other comprehensive income (loss). Cumulative Translation Adjustments Net Actuarial Gain (Loss) and Prior Service Cost Accumulated Other Comprehensive Loss At December 31, 2016 $ 151 $ (918 ) $ (767 ) Other comprehensive income before reclassifications 2 — 2 Reclassifications to net earnings (loss) — 24 (a) 24 Net other comprehensive income 2 24 26 At June 30, 2017 $ 153 $ (894 ) $ (741 ) Cumulative Translation Adjustments Net Actuarial Gain (Loss) and Prior Service Cost Accumulated Other Comprehensive Loss At December 31, 2015 $ 152 $ (922 ) $ (770 ) Other comprehensive income before reclassifications 1 — 1 Reclassifications to net earnings (loss) — 19 (a) 19 Net other comprehensive income 1 19 20 At June 30, 2016 $ 153 $ (903 ) $ (750 ) (a) Reflects amortization of net actuarial losses. See Note 7 . The net actuarial gain (loss) and prior service cost related to pension and other postretirement benefit plans included in other comprehensive income is net of a tax provision of $16 million and $13 million for the six months ended June 30, 2017 and 2016 , respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9 ) INCOME TAXES The provision for income taxes represents federal, state and local, and foreign income taxes on earnings from continuing operations before income taxes and equity in loss of investee companies. Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Provision for income taxes, including interest and before other discrete items $ (176 ) $ (171 ) $ (361 ) $ (374 ) Excess tax benefits from stock-based compensation (a) 4 — 31 — Other discrete items (b) 3 (2 ) 23 (5 ) Provision for income taxes $ (169 ) $ (173 ) $ (307 ) $ (379 ) Effective income tax rate 29.2 % 31.2 % 25.9 % 31.0 % (a) Reflects excess tax benefits associated with the exercise of stock options and vesting of RSUs. During the first quarter of 2017, the Company adopted FASB guidance which requires that the difference between the tax benefit from stock-based compensation expense and the deduction on the tax return be recognized within the income tax provision on the statement of operations. Previously, such difference was recognized in stockholders’ equity on the balance sheet. This difference occurs because stock-based compensation expense is recorded based on the grant-date fair value of the award, whereas the tax deduction is based on the fair value on the date the stock option is exercised or the RSU vests. This guidance requires the income statement classification to be applied prospectively, and therefore, excess tax benefits for prior periods remain classified in stockholders’ equity. (b) For the six months ended June 30, 2017 , primarily reflects tax benefits from the resolution of certain state income tax matters. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10 ) COMMITMENTS AND CONTINGENCIES Guarantees The Company has indemnification obligations with respect to letters of credit and surety bonds primarily used as security against non-performance in the normal course of business. At June 30, 2017 , the outstanding letters of credit and surety bonds approximated $101 million and were not recorded on the Consolidated Balance Sheet. In the course of its business, the Company both provides and receives indemnities which are intended to allocate certain risks associated with business transactions. Similarly, the Company may remain contingently liable for various obligations of a business that has been divested in the event that a third party does not live up to its obligations under an indemnification obligation. The Company records a liability for its indemnification obligations and other contingent liabilities when probable and reasonably estimable. Legal Matters General. On an ongoing basis, the Company vigorously defends itself in numerous lawsuits and proceedings and responds to various investigations and inquiries from federal, state, local and international authorities (collectively, ‘‘litigation’’). Litigation may be brought against the Company without merit, is inherently uncertain and always difficult to predict. However, based on its understanding and evaluation of the relevant facts and circumstances, the Company believes that the below-described legal matters and other litigation to which it is a party are not likely, in the aggregate, to have a material adverse effect on its results of operations, financial position or cash flows. Under the Separation Agreement between the Company and Viacom Inc., the Company and Viacom Inc. have agreed to defend and indemnify the other in certain litigation in which the Company and/or Viacom Inc. is named. Claims Related to Former Businesses: Asbestos. The Company is a defendant in lawsuits claiming various personal injuries related to asbestos and other materials, which allegedly occurred principally as a result of exposure caused by various products manufactured by Westinghouse, a predecessor, generally prior to the early 1970s. Westinghouse was neither a producer nor a manufacturer of asbestos. The Company is typically named as one of a large number of defendants in both state and federal cases. In the majority of asbestos lawsuits, the plaintiffs have not identified which of the Company’s products is the basis of a claim. Claims against the Company in which a product has been identified principally relate to exposures allegedly caused by asbestos-containing insulating material in turbines sold for power-generation, industrial and marine use. Claims are frequently filed and/or settled in groups, which may make the amount and timing of settlements, and the number of pending claims, subject to significant fluctuation from period to period. The Company does not report as pending those claims on inactive, stayed, deferred or similar dockets which some jurisdictions have established for claimants who allege minimal or no impairment. As of June 30, 2017 , the Company had pending approximately 33,240 asbestos claims, as compared with approximately 33,610 as of December 31, 2016 and 34,790 as of June 30, 2016 . During the second quarter of 2017 , the Company received approximately 1,030 new claims and closed or moved to an inactive docket approximately 1,390 claims. The Company reports claims as closed when it becomes aware that a dismissal order has been entered by a court or when the Company has reached agreement with the claimants on the material terms of a settlement. Settlement costs depend on the seriousness of the injuries that form the basis of the claims, the quality of evidence supporting the claims and other factors. In 2016 , the Company’s costs for settlement and defense of asbestos claims after insurance and taxes were approximately $48 million . In 2015 , as the result of an insurance settlement, insurance recoveries exceeded the Company’s after tax costs for settlement and defense of asbestos claims by approximately $5 million . The Company’s costs for settlement and defense of asbestos claims may vary year to year and insurance proceeds are not always recovered in the same period as the insured portion of the expenses. The Company believes that its reserves and insurance are adequate to cover its asbestos liabilities. This belief is based upon many factors and assumptions, including the number of outstanding claims, estimated average cost per claim, the breakdown of claims by disease type, historic claim filings, costs per claim of resolution and the filing of new claims. While the number of asbestos claims filed against the Company has remained generally flat in recent years, it is difficult to predict future asbestos liabilities, as events and circumstances may occur including, among others, the number and types of claims and average cost to resolve such claims, which could affect the Company’s estimate of its asbestos liabilities. Other. The Company from time to time receives claims from federal and state environmental regulatory agencies and other entities asserting that it is or may be liable for environmental cleanup costs and related damages principally relating to historical and predecessor operations of the Company. In addition, the Company from time to time receives personal injury claims including toxic tort and product liability claims (other than asbestos) arising from historical operations of the Company and its predecessors. |
Restructuring Charges
Restructuring Charges | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring Charges [Abstract] | |
Restructuring Charges | 11 ) RESTRUCTURING CHARGES During the year ended December 31, 2016 , in a continued effort to reduce its cost structure, the Company initiated restructuring plans across several of its businesses, primarily for the reorganization of certain business operations. As a result, the Company recorded restructuring charges of $30 million , reflecting $19 million of severance costs and $11 million of costs associated with exiting contractual obligations and other related costs. During the year ended December 31, 2015 , the Company recorded restructuring charges of $45 million , reflecting $24 million of severance costs and $21 million of costs associated with exiting contractual obligations and other related costs. As of June 30, 2017 , the cumulative settlements for the 2016 and 2015 restructuring charges were $53 million , of which $34 million was for severance costs and $19 million was for costs associated with contractual obligations. Balance at 2017 Balance at December 31, 2016 Settlements June 30, 2017 Entertainment $ 20 $ (9 ) $ 11 Cable Networks 4 (2 ) 2 Publishing 1 (1 ) — Local Media 12 (4 ) 8 Corporate 2 (1 ) 1 Total $ 39 $ (17 ) $ 22 Balance at 2016 2016 Balance at December 31, 2015 Charges Settlements December 31, 2016 Entertainment $ 16 $ 16 $ (12 ) $ 20 Cable Networks — 4 — 4 Publishing — 1 — 1 Local Media 11 6 (5 ) 12 Corporate — 3 (1 ) 2 Total $ 27 $ 30 $ (18 ) $ 39 |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments and Fair Value Measurements | 12 ) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS The Company’s carrying value of financial instruments approximates fair value, except for notes and debentures, which are not recorded at fair value. At June 30, 2017 and December 31, 2016 , the carrying value of the Company’s senior debt was $8.85 billion and the fair value, which is estimated based on quoted market prices for similar liabilities (Level 2) and includes accrued interest, was $9.77 billion and $9.51 billion , respectively. The Company uses derivative financial instruments primarily to modify its exposure to market risks from fluctuations in foreign currency exchange rates. The Company does not use derivative instruments unless there is an underlying exposure and, therefore, the Company does not hold or enter into derivative financial instruments for speculative trading purposes. Foreign Exchange Contracts Foreign exchange forward contracts have principally been used to hedge projected cash flows, in currencies such as the British Pound, the Euro, the Canadian Dollar and the Australian Dollar, generally for periods up to 24 months. The Company designates forward contracts used to hedge committed and forecasted foreign currency transactions as cash flow hedges. Gains or losses on the effective portion of designated cash flow hedges are initially recorded in other comprehensive income and reclassified to the statement of operations when the hedged item is recognized. Additionally, the Company enters into non-designated forward contracts to hedge non-U.S. dollar denominated cash flows. At June 30, 2017 and December 31, 2016 , the notional amount of all foreign exchange contracts was $356 million and $433 million , respectively. Gains (losses) recognized on derivative financial instruments were as follows: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Financial Statement Account Non-designated foreign exchange contracts $ (12 ) $ 15 $ (20 ) $ 9 Other items, net The fair value of the Company’s derivative instruments was not material to the Consolidated Balance Sheets for any of the periods presented. The following tables set forth the Company’s assets and liabilities measured at fair value on a recurring basis at June 30, 2017 and December 31, 2016 . These assets and liabilities have been categorized according to the three-level fair value hierarchy established by the FASB, which prioritizes the inputs used in measuring fair value. Level 1 is based on publicly quoted prices for the asset or liability in active markets. Level 2 is based on inputs that are observable other than quoted market prices in active markets, such as quoted prices for the asset or liability in inactive markets or quoted prices for similar assets or liabilities. Level 3 is based on unobservable inputs reflecting the Company’s own assumptions about the assumptions that market participants would use in pricing the asset or liability. At June 30, 2017 Level 1 Level 2 Level 3 Total Assets: Foreign currency hedges $ — $ 12 $ — $ 12 Total Assets $ — $ 12 $ — $ 12 Liabilities: Deferred compensation $ — $ 361 $ — $ 361 Foreign currency hedges — 6 — 6 Total Liabilities $ — $ 367 $ — $ 367 At December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Foreign currency hedges $ — $ 34 $ — $ 34 Total Assets $ — $ 34 $ — $ 34 Liabilities: Deferred compensation $ — $ 347 $ — $ 347 Foreign currency hedges — 1 — 1 Total Liabilities $ — $ 348 $ — $ 348 The fair value of foreign currency hedges is determined based on the present value of future cash flows using observable inputs including foreign currency exchange rates. The fair value of deferred compensation liabilities is determined based on the fair value of the investments elected by employees. |
Reportable Segments
Reportable Segments | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Reportable Segments | 13 ) REPORTABLE SEGMENTS The following tables set forth the Company’s financial performance by reportable segment. The Company’s operating segments, which are the same as its reportable segments, have been determined in accordance with the Company’s internal management structure, which is organized based upon products and services. Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Revenues: Entertainment $ 2,184 $ 1,947 $ 4,531 $ 4,534 Cable Networks 571 536 1,114 1,061 Publishing 206 187 367 332 Local Media 412 396 821 844 Corporate/Eliminations (116 ) (90 ) (233 ) (207 ) Total Revenues $ 3,257 $ 2,976 $ 6,600 $ 6,564 Revenues generated between segments primarily reflect advertising sales, television license fees and station affiliation fees. These transactions are recorded at market value as if the sales were to third parties and are eliminated in consolidation. Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Intercompany Revenues: Entertainment $ 118 $ 92 $ 237 $ 214 Local Media 3 2 6 4 Total Intercompany Revenues $ 121 $ 94 $ 243 $ 218 The Company presents operating income (loss) excluding restructuring charges and other operating items, net, each where applicable, (“Segment Operating Income”) as the primary measure of profit and loss for its operating segments in accordance with FASB guidance for segment reporting. The Company believes the presentation of Segment Operating Income is relevant and useful for investors because it allows investors to view segment performance in a manner similar to the primary method used by the Company’s management and enhances their ability to understand the Company’s operating performance. Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Segment Operating Income (Loss): Entertainment $ 346 $ 351 $ 744 $ 800 Cable Networks 253 227 501 455 Publishing 28 26 42 39 Local Media 127 130 250 280 Corporate (85 ) (83 ) (164 ) (167 ) Total Segment Operating Income 669 651 1,373 1,407 Other operating items, net (a) — — — 9 Operating income 669 651 1,373 1,416 Interest expense (111 ) (100 ) (220 ) (200 ) Interest income 15 8 28 15 Other items, net 5 (4 ) 6 (7 ) Earnings from continuing operations before income taxes and equity in loss of investee companies 578 555 1,187 1,224 Provision for income taxes (169 ) (173 ) (307 ) (379 ) Equity in loss of investee companies, net of tax (12 ) (9 ) (29 ) (30 ) Net earnings from continuing operations 397 373 851 815 Net earnings (loss) from discontinued operations, net of tax (339 ) 50 (1,045 ) 81 Net earnings (loss) $ 58 $ 423 $ (194 ) $ 896 (a) Other operating items, net includes a gain from the sale of an internet business in China and a multiyear, retroactive impact of a new operating tax. Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Depreciation and Amortization: Entertainment $ 27 $ 30 $ 56 $ 60 Cable Networks 6 5 12 11 Publishing 2 2 3 3 Local Media 12 11 23 22 Corporate 9 9 17 18 Total Depreciation and Amortization $ 56 $ 57 $ 111 $ 114 Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Stock-based Compensation: Entertainment $ 17 $ 16 $ 32 $ 31 Cable Networks 3 3 6 6 Publishing 1 1 2 2 Local Media 3 3 6 6 Corporate 21 19 39 36 Total Stock-based Compensation $ 45 $ 42 $ 85 $ 81 Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Capital Expenditures: Entertainment $ 24 $ 24 $ 38 $ 37 Cable Networks 4 2 7 4 Publishing — 3 1 6 Local Media 7 4 12 11 Corporate 6 2 10 11 Total Capital Expenditures $ 41 $ 35 $ 68 $ 69 At At June 30, 2017 December 31, 2016 Assets: Entertainment $ 11,441 $ 11,262 Cable Networks 2,594 2,618 Publishing 858 880 Local Media 4,018 4,065 Corporate/Eliminations 225 817 Discontinued operations 3,517 4,596 Total Assets $ 22,653 $ 24,238 |
Condensed Consolidating Financi
Condensed Consolidating Financial Statements | 6 Months Ended |
Jun. 30, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Financial Statements | 14 ) CONDENSED CONSOLIDATING FINANCIAL STATEMENTS CBS Operations Inc. is a wholly owned subsidiary of the Company. CBS Operations Inc. has fully and unconditionally guaranteed CBS Corp.’s senior debt securities. The following condensed consolidating financial statements present the results of operations, financial position and cash flows of CBS Corp., CBS Operations Inc., the direct and indirect Non-Guarantor Affiliates of CBS Corp. and CBS Operations Inc., and the eliminations necessary to arrive at the information for the Company on a consolidated basis. Statement of Operations For the Three Months Ended June 30, 2017 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Revenues $ 42 $ 2 $ 3,213 $ — $ 3,257 Costs and expenses: Operating 22 2 1,980 — 2,004 Selling, general and administrative 23 68 437 — 528 Depreciation and amortization 1 6 49 — 56 Total costs and expenses 46 76 2,466 — 2,588 Operating income (loss) (4 ) (74 ) 747 — 669 Interest (expense) income, net (127 ) (120 ) 151 — (96 ) Other items, net 1 (12 ) 16 — 5 Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies (130 ) (206 ) 914 — 578 Benefit (provision) for income taxes 39 62 (270 ) — (169 ) Equity in earnings (loss) of investee companies, net of tax 149 339 (12 ) (488 ) (12 ) Net earnings from continuing operations 58 195 632 (488 ) 397 Net loss from discontinued operations, net of tax — — (339 ) — (339 ) Net earnings $ 58 $ 195 $ 293 $ (488 ) $ 58 Total comprehensive income $ 70 $ 190 $ 302 $ (492 ) $ 70 Statement of Operations For the Six Months Ended June 30, 2017 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Revenues $ 84 $ 5 $ 6,511 $ — $ 6,600 Costs and expenses: Operating 46 3 4,029 — 4,078 Selling, general and administrative 43 132 863 — 1,038 Depreciation and amortization 2 12 97 — 111 Total costs and expenses 91 147 4,989 — 5,227 Operating income (loss) (7 ) (142 ) 1,522 — 1,373 Interest (expense) income, net (249 ) (237 ) 294 — (192 ) Other items, net 1 (25 ) 30 — 6 Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies (255 ) (404 ) 1,846 — 1,187 Benefit (provision) for income taxes 77 122 (506 ) — (307 ) Equity in earnings (loss) of investee companies, net of tax (16 ) 693 (29 ) (677 ) (29 ) Net earnings (loss) from continuing operations (194 ) 411 1,311 (677 ) 851 Net loss from discontinued operations, net of tax — — (1,045 ) — (1,045 ) Net earnings (loss) $ (194 ) $ 411 $ 266 $ (677 ) $ (194 ) Total comprehensive income (loss) $ (168 ) $ 404 $ 281 $ (685 ) $ (168 ) Statement of Operations For the Three Months Ended June 30, 2016 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Revenues $ 36 $ 3 $ 2,937 $ — $ 2,976 Costs and expenses: Operating 15 2 1,741 — 1,758 Selling, general and administrative 21 66 423 — 510 Depreciation and amortization 1 6 50 — 57 Total costs and expenses 37 74 2,214 — 2,325 Operating income (loss) (1 ) (71 ) 723 — 651 Interest (expense) income, net (124 ) (106 ) 138 — (92 ) Other items, net (1 ) 13 (16 ) — (4 ) Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies (126 ) (164 ) 845 — 555 Benefit (provision) for income taxes 40 51 (264 ) — (173 ) Equity in earnings (loss) of investee companies, net of tax 509 289 (9 ) (798 ) (9 ) Net earnings from continuing operations 423 176 572 (798 ) 373 Net earnings from discontinued operations, net of tax — — 50 — 50 Net earnings $ 423 $ 176 $ 622 $ (798 ) $ 423 Total comprehensive income $ 432 $ 185 $ 611 $ (796 ) $ 432 Statement of Operations For the Six Months Ended June 30, 2016 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Revenues $ 83 $ 6 $ 6,475 $ — $ 6,564 Costs and expenses: Operating 32 3 3,995 — 4,030 Selling, general and administrative 42 132 839 — 1,013 Depreciation and amortization 2 11 101 — 114 Other operating items, net — — (9 ) — (9 ) Total costs and expenses 76 146 4,926 — 5,148 Operating income (loss) 7 (140 ) 1,549 — 1,416 Interest (expense) income, net (248 ) (210 ) 273 — (185 ) Other items, net (2 ) 3 (8 ) — (7 ) Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies (243 ) (347 ) 1,814 — 1,224 Benefit (provision) for income taxes 77 110 (566 ) — (379 ) Equity in earnings (loss) of investee companies, net of tax 1,062 549 (30 ) (1,611 ) (30 ) Net earnings from continuing operations 896 312 1,218 (1,611 ) 815 Net earnings from discontinued operations, net of tax — — 81 — 81 Net earnings $ 896 $ 312 $ 1,299 $ (1,611 ) $ 896 Total comprehensive income $ 916 $ 325 $ 1,290 $ (1,615 ) $ 916 Balance Sheet At June 30, 2017 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Assets Cash and cash equivalents $ 15 $ — $ 155 $ — $ 170 Receivables, net 22 2 3,275 — 3,299 Programming and other inventory 4 3 1,553 — 1,560 Prepaid expenses and other current assets 94 31 266 (33 ) 358 Current assets of discontinued operations — — 299 — 299 Total current assets 135 36 5,548 (33 ) 5,686 Property and equipment 48 205 2,714 — 2,967 Less accumulated depreciation and amortization 26 151 1,576 — 1,753 Net property and equipment 22 54 1,138 — 1,214 Programming and other inventory 3 6 2,450 — 2,459 Goodwill 98 62 4,731 — 4,891 Intangible assets — — 2,627 — 2,627 Investments in consolidated subsidiaries 44,467 14,544 — (59,011 ) — Other assets 149 8 2,401 — 2,558 Intercompany — 1,455 28,442 (29,897 ) — Assets of discontinued operations — — 3,218 — 3,218 Total Assets $ 44,874 $ 16,165 $ 50,555 $ (88,941 ) $ 22,653 Liabilities and Stockholders’ Equity Accounts payable $ 1 $ 4 $ 119 $ — $ 124 Participants’ share and royalties payable — — 1,005 — 1,005 Program rights 4 3 255 — 262 Commercial paper 263 — — — 263 Current portion of long-term debt 6 — 17 — 23 Accrued expenses and other current liabilities 383 212 830 (33 ) 1,392 Current liabilities of discontinued operations — — 161 — 161 Total current liabilities 657 219 2,387 (33 ) 3,230 Long-term debt 8,801 — 97 — 8,898 Other liabilities 2,892 238 2,285 — 5,415 Liabilities of discontinued operations — — 2,483 — 2,483 Intercompany 29,897 — — (29,897 ) — Stockholders’ Equity: Preferred stock — — 126 (126 ) — Common stock 1 123 590 (713 ) 1 Additional paid-in capital 43,820 — 60,894 (60,894 ) 43,820 Retained earnings (accumulated deficit) (19,451 ) 15,894 (13,572 ) (2,322 ) (19,451 ) Accumulated other comprehensive income (loss) (741 ) 22 65 (87 ) (741 ) 23,629 16,039 48,103 (64,142 ) 23,629 Less treasury stock, at cost 21,002 331 4,800 (5,131 ) 21,002 Total Stockholders’ Equity 2,627 15,708 43,303 (59,011 ) 2,627 Total Liabilities and Stockholders’ Equity $ 44,874 $ 16,165 $ 50,555 $ (88,941 ) $ 22,653 Balance Sheet At December 31, 2016 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Assets Cash and cash equivalents $ 321 $ — $ 277 $ — $ 598 Receivables, net 27 2 3,285 — 3,314 Programming and other inventory 3 3 1,421 — 1,427 Prepaid expenses and other current assets 102 55 297 (35 ) 419 Current assets of discontinued operations — — 305 — 305 Total current assets 453 60 5,585 (35 ) 6,063 Property and equipment 47 201 2,687 — 2,935 Less accumulated depreciation and amortization 25 140 1,529 — 1,694 Net property and equipment 22 61 1,158 — 1,241 Programming and other inventory 5 7 2,427 — 2,439 Goodwill 98 62 4,704 — 4,864 Intangible assets — — 2,633 — 2,633 Investments in consolidated subsidiaries 44,473 13,853 — (58,326 ) — Other assets 150 8 2,549 — 2,707 Intercompany — 1,785 26,976 (28,761 ) — Assets of discontinued operations — 3 4,288 — 4,291 Total Assets $ 45,201 $ 15,839 $ 50,320 $ (87,122 ) $ 24,238 Liabilities and Stockholders ’ Equity Accounts payable $ 1 $ 3 $ 144 $ — $ 148 Participants’ share and royalties payable — — 1,024 — 1,024 Program rights 4 4 282 — 290 Commercial paper 450 — — — 450 Current portion of long-term debt 6 — 17 — 23 Accrued expenses and other current liabilities 421 284 948 (35 ) 1,618 Current liabilities of discontinued operations — — 155 — 155 Total current liabilities 882 291 2,570 (35 ) 3,708 Long-term debt 8,798 — 104 — 8,902 Other liabilities 3,071 244 2,173 — 5,488 Liabilities of discontinued operations — — 2,451 — 2,451 Intercompany 28,761 — — (28,761 ) — Stockholders’ Equity: Preferred stock — — 126 (126 ) — Common stock 1 123 590 (713 ) 1 Additional paid-in capital 43,913 — 60,894 (60,894 ) 43,913 Retained earnings (accumulated deficit) (19,257 ) 15,483 (13,838 ) (1,645 ) (19,257 ) Accumulated other comprehensive income (loss) (767 ) 29 50 (79 ) (767 ) 23,890 15,635 47,822 (63,457 ) 23,890 Less treasury stock, at cost 20,201 331 4,800 (5,131 ) 20,201 Total Stockholders’ Equity 3,689 15,304 43,022 (58,326 ) 3,689 Total Liabilities and Stockholders’ Equity $ 45,201 $ 15,839 $ 50,320 $ (87,122 ) $ 24,238 Statement of Cash Flows For the Six Months Ended June 30, 2017 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Net cash flow (used for) provided by operating activities $ (608 ) $ (153 ) $ 1,699 $ — $ 938 Investing Activities: Acquisitions — — (21 ) — (21 ) Capital expenditures — (10 ) (58 ) — (68 ) Investments in and advances to investee companies — — (65 ) — (65 ) Proceeds from dispositions — — 1 — 1 Other investing activities 14 — — — 14 Net cash flow provided by (used for) investing activities from continuing operations 14 (10 ) (143 ) — (139 ) Net cash flow used for investing activities from discontinued operations — (1 ) (12 ) — (13 ) Net cash flow provided by (used for) investing activities 14 (11 ) (155 ) — (152 ) Financing Activities: Repayments of short-term debt borrowings, net (187 ) — — — (187 ) Proceeds from debt borrowings of CBS Radio — — 24 — 24 Repayment of debt borrowings of CBS Radio — — (5 ) — (5 ) Payment of capital lease obligations — — (8 ) — (8 ) Payment of contingent consideration — — (7 ) — (7 ) Dividends (151 ) — — — (151 ) Purchase of Company common stock (845 ) — — — (845 ) Payment of payroll taxes in lieu of issuing shares for stock-based compensation (89 ) — — — (89 ) Proceeds from exercise of stock options 39 — — — 39 Increase (decrease) in intercompany payables 1,521 164 (1,685 ) — — Net cash flow provided by (used for) financing activities 288 164 (1,681 ) — (1,229 ) Net decrease in cash and cash equivalents (306 ) — (137 ) — (443 ) Cash and cash equivalents at beginning of period (includes $24 million of discontinued operations cash) 321 — 301 — 622 Cash and cash equivalents at end of period (includes $9 million of discontinued operations cash) $ 15 $ — $ 164 $ — $ 179 Statement of Cash Flows For the Six Months Ended June 30, 2016 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Net cash flow (used for) provided by operating activities $ (476 ) $ (116 ) $ 1,843 $ — $ 1,251 Investing Activities: Acquisitions — — (51 ) — (51 ) Capital expenditures — (11 ) (58 ) — (69 ) Investments in and advances to investee companies — — (43 ) — (43 ) Proceeds from dispositions (4 ) — 23 — 19 Other investing activities 4 — — — 4 Net cash flow used for investing activities from continuing operations — (11 ) (129 ) — (140 ) Net cash flow used for investing activities from discontinued operations — — (2 ) — (2 ) Net cash flow used for investing activities — (11 ) (131 ) — (142 ) Financing Activities: Proceeds from short-term borrowings, net 163 — — — 163 Repayment of senior debentures (199 ) — — — (199 ) Payment of capital lease obligations — — (8 ) — (8 ) Dividends (142 ) — — — (142 ) Purchase of Company common stock (1,033 ) — — — (1,033 ) Payment of payroll taxes in lieu of issuing shares for stock-based compensation (57 ) — — — (57 ) Proceeds from exercise of stock options 10 — — — 10 Excess tax benefit from stock-based compensation 11 — — — 11 Other financing activities (1 ) — — — (1 ) Increase (decrease) in intercompany payables 1,503 127 (1,630 ) — — Net cash flow provided by (used for) financing activities 255 127 (1,638 ) — (1,256 ) Net (decrease) increase in cash and cash equivalents (221 ) — 74 — (147 ) Cash and cash equivalents at beginning of period (includes $6 million of discontinued operations cash) 267 1 55 — 323 Cash and cash equivalents at end of period (includes $9 million of discontinued operations cash) $ 46 $ 1 $ 129 $ — $ 176 |
Basis of Presentation and Sum22
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Use of Estimates | Use of Estimates -The preparation of the Company’s financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amount of revenues and expenses during the reporting period. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. |
Net Earnings (Loss) per Common Share | Net Earnings (Loss) per Common Share -Basic net earnings (loss) per share (“EPS”) is based upon net earnings (loss) divided by the weighted average number of common shares outstanding during the period. Diluted EPS reflects the effect of the assumed exercise of stock options and vesting of restricted stock units (“RSUs”) and market-based performance share units (“PSUs”) only in the periods in which such effect would have been dilutive. |
Adoption of New Accounting Standards and Recent Pronouncements | Adoption of New Accounting Standards Improvements to Employee Share-Based Payment Accounting During the first quarter of 2017 , the Company adopted amended Financial Accounting Standards Board (“FASB”) guidance which simplifies several aspects of the accounting for employee share-based payment transactions. Under this amended guidance, all excess tax benefits and tax deficiencies are recognized as income tax expense or benefit in the income statement in the period in which the awards vest or are exercised. In the statement of cash flows, excess tax benefits are classified with other income tax cash flows in operating activities. As a result of the adoption of this guidance, the Company’s excess tax benefits associated with the exercise of stock options and vesting of RSUs for the three and six months ended June 30, 2017 were recorded in the provision for income taxes on the Consolidated Statements of Operations. The guidance requires the income statement classification to be applied prospectively, and therefore, excess tax benefits for prior periods remain classified in stockholders’ equity on the balance sheet. The Company elected to apply the cash flow classification provision of this guidance prospectively and therefore, excess tax benefits for prior periods remain classified as financing activities on the statements of cash flows. The amended guidance also gives the option to make a policy election to account for forfeitures as they occur. The Company, however, has elected to continue its existing practice of estimating forfeitures. Simplifying the Accounting for Goodwill Impairment During the first quarter of 2017 , the Company early adopted amended FASB guidance which simplifies the accounting for goodwill impairment. This guidance removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the amended guidance, a goodwill impairment charge is recognized for the amount by which the carrying value of a reporting unit exceeds its fair value, not to exceed the carrying amount of goodwill. Recent Pronouncements Stock Compensation: Scope of Modification Accounting In May 2017, the FASB issued amended guidance on the accounting for stock-based compensation which clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. Under this guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award as equity or liability changes as a result of the change in the terms or conditions of a share-based payment award. This guidance, which is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted, is not expected to have an impact on the Company’s consolidated financial statements. Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost In March 2017, the FASB issued amended guidance on the presentation of net periodic pension and postretirement benefit cost (“net benefit cost”). This guidance requires an employer to present on the statement of operations the service cost component of net benefit cost in the same line item(s) as other compensation costs of the related employees. The other components of net benefit cost will be presented in the statement of operations separately from the service cost component and below the subtotal of operating income. This guidance is required to be applied retrospectively and is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted as of the beginning of an annual reporting period. Upon adoption, the Company’s operating income will increase or decrease by an amount equal to the components of net benefit cost other than service cost, which are disclosed in Note 7 . Clarifying the Definition of a Business In January 2017, the FASB issued amended guidance on the accounting for business combinations which clarifies the definition of a business and assists entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. Under this guidance, when substantially all of the fair value of gross assets acquired is concentrated in a single asset (or group of similar assets), the assets acquired would not represent a business. In addition, in order to be considered a business, an acquisition would have to include at a minimum an input and a substantive process that together significantly contribute to the ability to create an output. The amended guidance also narrows the definition of outputs by more closely aligning it with how outputs are described in FASB guidance for revenue recognition. This guidance is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. Intra-Entity Transfers of Assets Other than Inventory In October 2016, the FASB issued amended guidance on the accounting for income taxes, which eliminates the exception in existing guidance which defers the recognition of the tax effects of intra-entity asset transfers other than inventory until the transferred asset is sold to a third party. Rather, the amended guidance requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This guidance, which is effective for interim and annual periods beginning after December 15, 2017, is not expected to have a material impact on the Company’s consolidated financial statements. Statement of Cash Flows: Classification of Cash Receipts and Cash Payments In August 2016, the FASB issued amended guidance which clarifies how certain cash receipts and cash payments should be presented and classified in the statement of cash flows. The new guidance is intended to reduce the existing diversity in practice in how certain transactions are classified in the statement of cash flows. This guidance is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. Leases In February 2016, the FASB issued new guidance on the accounting for leases, which supersedes previous lease guidance. Under this guidance, for all leases with terms in excess of one year, including operating leases, the Company will be required to recognize on its balance sheet a lease liability and a right-of-use asset representing its right to use the underlying asset for the lease term. The new guidance retains a distinction between finance leases and operating leases and the classification criteria is substantially similar to previous guidance. Additionally, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed. The Company is currently evaluating the impact of this guidance on its consolidated balance sheets. This guidance is effective for interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. Revenue from Contracts with Customers In May 2014, the FASB issued guidance on the recognition of revenues which provides a single, comprehensive revenue recognition model for all contracts with customers and supersedes most existing revenue recognition guidance. The main principle under this guidance is that an entity should recognize revenue at the amount it expects to be entitled to in exchange for the transfer of goods or services to customers. This guidance is effective for the Company beginning in the first quarter of 2018. The Company anticipates that it will apply the modified retrospective method of adoption with the cumulative effect of the initial adoption reflected as an adjustment to the opening balance of accumulated deficit as of the date of adoption. The Company has identified the predominant changes to its accounting policies and is in the process of quantifying the impact on its consolidated financial statements and evaluating the additional disclosures that may be required. The adoption of this guidance is not expected to have a significant impact on the Company’s total revenues. The Company has identified changes to its revenue recognition policies primarily relating to two areas of content licensing and distribution revenues. First, revenues from certain distribution arrangements of third-party content will be recognized based on the gross amount of consideration received by the Company for such sale, with an associated expense recognized for the fees paid to the third-party producer. Under current accounting guidance, such revenues are recognized at the net amount retained by the Company after the payment of fees to the third-party producer. This change will not have an impact on the Company’s operating income. Second, revenues associated with the extension of an existing licensing arrangement, which are currently recognized upon the execution of such extension, will be recognized at a later date once the extension period begins. This change is not expected to have a material impact on the Company’s results on an annual basis, since extensions executed each year are generally offset by extensions for which the license period has begun. |
Basis of Presentation and Sum23
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reconciliation from Basic to Diluted Shares | The table below presents a reconciliation of weighted average shares used in the calculation of basic and diluted EPS. Three Months Ended Six Months Ended June 30, June 30, (in millions) 2017 2016 2017 2016 Weighted average shares for basic EPS 405 451 407 455 Dilutive effect of shares issuable under stock-based compensation plans 5 4 6 4 Weighted average shares for diluted EPS 410 455 413 459 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based Compensation | The following table summarizes the Company’s stock-based compensation expense for the three and six months ended June 30, 2017 and 2016 . Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 RSUs and PSUs $ 38 $ 35 $ 71 $ 67 Stock options 7 7 14 14 Stock-based compensation expense, before income taxes 45 42 85 81 Related tax benefit (18 ) (16 ) (33 ) (31 ) Stock-based compensation expense, net of tax benefit $ 27 $ 26 $ 52 $ 50 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Discontinued Operations | The following table sets forth details of net earnings (loss) from discontinued operations for the three and six months ended June 30, 2017 and 2016 . Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Revenues $ 306 $ 313 $ 556 $ 575 Costs and expenses: Operating 105 103 194 188 Selling, general and administrative 129 122 251 236 Depreciation and amortization (a) — 6 — 13 Restructuring charge 7 — 7 — Provision for valuation allowance 365 — 1,080 — Total costs and expenses 606 231 1,532 437 Operating income (loss) (300 ) 82 (976 ) 138 Interest expense (20 ) — (39 ) — Earnings (loss) from discontinued operations (320 ) 82 (1,015 ) 138 Income tax provision (19 ) (32 ) (30 ) (57 ) Net earnings (loss) from discontinued operations, net of tax $ (339 ) $ 50 $ (1,045 ) $ 81 (a) CBS Radio has been classified as held for sale beginning in the fourth quarter of 2016. Under ASC 360, assets held for sale are not depreciated or amortized. The following table presents the major classes of assets and liabilities of the Company’s discontinued operations. At At June 30, 2017 December 31, 2016 Receivables, net $ 240 $ 244 Other current assets 59 61 Goodwill 1,285 1,285 Intangible assets 2,832 2,832 Net property and equipment 153 145 Other assets 28 29 Valuation allowance for carrying value (1,080 ) — Total Assets $ 3,517 $ 4,596 Current portion of long-term debt $ 10 $ 10 Other current liabilities 151 145 Long-term debt 1,356 1,335 Deferred income tax liabilities 1,010 998 Other liabilities 117 118 Total Liabilities $ 2,644 $ 2,606 The following table presents CBS Radio’s long-term debt. At At June 30, 2017 December 31, 2016 Term Loan due October 2023, net of discount $ 950 $ 955 7.250% Senior Notes due November 2024 400 400 Revolving Credit Facility 34 10 Deferred financing costs (18 ) (20 ) Total long-term debt, including current portion $ 1,366 $ 1,345 |
Programming and Other Invento26
Programming and Other Inventory (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Current Programming and Other Inventory | At At June 30, 2017 December 31, 2016 Acquired program rights $ 1,892 $ 1,773 Internally produced programming: Released 1,668 1,746 In process and other 405 298 Publishing, primarily finished goods 54 49 Total programming and other inventory 4,019 3,866 Less current portion 1,560 1,427 Total noncurrent programming and other inventory $ 2,459 $ 2,439 |
Noncurrent Programming and Other Inventory | At At June 30, 2017 December 31, 2016 Acquired program rights $ 1,892 $ 1,773 Internally produced programming: Released 1,668 1,746 In process and other 405 298 Publishing, primarily finished goods 54 49 Total programming and other inventory 4,019 3,866 Less current portion 1,560 1,427 Total noncurrent programming and other inventory $ 2,459 $ 2,439 |
Related Parties (Tables)
Related Parties (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Amounts due from Viacom Inc. | The following table presents the amounts due from Viacom Inc. in the normal course of business as reflected on the Company’s Consolidated Balance Sheets. Amounts due to Viacom Inc. were minimal at June 30, 2017 and December 31, 2016 . At At June 30, 2017 December 31, 2016 Receivables $ 86 $ 113 Other assets (Receivables, noncurrent) 51 35 Total amounts due from Viacom Inc . $ 137 $ 148 |
Bank Financing and Debt (Tables
Bank Financing and Debt (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table sets forth the Company’s debt. At At June 30, 2017 December 31, 2016 Commercial paper $ 263 $ 450 Senior debt (1.95% - 7.875% due 2017 - 2045) (a) 8,853 8,850 Obligations under capital leases 68 75 Total debt 9,184 9,375 Less commercial paper 263 450 Less current portion of long-term debt 23 23 Total long-term debt, net of current portion $ 8,898 $ 8,902 (a) At June 30, 2017 and December 31, 2016 , the senior debt balances included (i) a net unamortized discount of $49 million and $52 million , respectively, (ii) unamortized deferred financing costs of $41 million and $43 million , respectively, and (iii) an increase in the carrying value of the debt relating to previously settled fair value hedges of $2 million and $5 million , respectively. The face value of the Company’s senior debt was $8.94 billion at both June 30, 2017 and December 31, 2016 . |
Pension and Other Postretirem29
Pension and Other Postretirement Benefits (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Retirement Benefits [Abstract] | |
Pension and Other Postretirement Benefits | The components of net periodic cost for the Company’s pension and postretirement benefit plans were as follows: Pension Benefits Postretirement Benefits Three Months Ended June 30, 2017 2016 2017 2016 Components of net periodic cost: Service cost $ 8 $ 7 $ — $ — Interest cost 47 53 5 5 Expected return on plan assets (51 ) (57 ) — — Amortization of actuarial loss (gain) (a) 26 22 (6 ) (6 ) Net periodic cost $ 30 $ 25 $ (1 ) $ (1 ) Pension Benefits Postretirement Benefits Six Months Ended June 30, 2017 2016 2017 2016 Components of net periodic cost: Service cost $ 15 $ 15 $ — $ — Interest cost 95 107 9 10 Expected return on plan assets (101 ) (114 ) — — Amortization of actuarial loss (gain) (a) 51 43 (11 ) (11 ) Net periodic cost $ 60 $ 51 $ (2 ) $ (1 ) (a) Reflects amounts reclassified from accumulated other comprehensive income (loss) to net earnings (loss). |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Stockholders' Equity Note [Abstract] | |
Changes in Components of Accumulated Other Comprehensive Income (Loss) | The following tables summarize the changes in the components of accumulated other comprehensive income (loss). Cumulative Translation Adjustments Net Actuarial Gain (Loss) and Prior Service Cost Accumulated Other Comprehensive Loss At December 31, 2016 $ 151 $ (918 ) $ (767 ) Other comprehensive income before reclassifications 2 — 2 Reclassifications to net earnings (loss) — 24 (a) 24 Net other comprehensive income 2 24 26 At June 30, 2017 $ 153 $ (894 ) $ (741 ) Cumulative Translation Adjustments Net Actuarial Gain (Loss) and Prior Service Cost Accumulated Other Comprehensive Loss At December 31, 2015 $ 152 $ (922 ) $ (770 ) Other comprehensive income before reclassifications 1 — 1 Reclassifications to net earnings (loss) — 19 (a) 19 Net other comprehensive income 1 19 20 At June 30, 2016 $ 153 $ (903 ) $ (750 ) (a) Reflects amortization of net actuarial losses. See Note 7 . |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The provision for income taxes represents federal, state and local, and foreign income taxes on earnings from continuing operations before income taxes and equity in loss of investee companies. Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Provision for income taxes, including interest and before other discrete items $ (176 ) $ (171 ) $ (361 ) $ (374 ) Excess tax benefits from stock-based compensation (a) 4 — 31 — Other discrete items (b) 3 (2 ) 23 (5 ) Provision for income taxes $ (169 ) $ (173 ) $ (307 ) $ (379 ) Effective income tax rate 29.2 % 31.2 % 25.9 % 31.0 % (a) Reflects excess tax benefits associated with the exercise of stock options and vesting of RSUs. During the first quarter of 2017, the Company adopted FASB guidance which requires that the difference between the tax benefit from stock-based compensation expense and the deduction on the tax return be recognized within the income tax provision on the statement of operations. Previously, such difference was recognized in stockholders’ equity on the balance sheet. This difference occurs because stock-based compensation expense is recorded based on the grant-date fair value of the award, whereas the tax deduction is based on the fair value on the date the stock option is exercised or the RSU vests. This guidance requires the income statement classification to be applied prospectively, and therefore, excess tax benefits for prior periods remain classified in stockholders’ equity. (b) For the six months ended June 30, 2017 , primarily reflects tax benefits from the resolution of certain state income tax matters. |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring Charges [Abstract] | |
Restructuring Reserve Rollforward | Balance at 2017 Balance at December 31, 2016 Settlements June 30, 2017 Entertainment $ 20 $ (9 ) $ 11 Cable Networks 4 (2 ) 2 Publishing 1 (1 ) — Local Media 12 (4 ) 8 Corporate 2 (1 ) 1 Total $ 39 $ (17 ) $ 22 Balance at 2016 2016 Balance at December 31, 2015 Charges Settlements December 31, 2016 Entertainment $ 16 $ 16 $ (12 ) $ 20 Cable Networks — 4 — 4 Publishing — 1 — 1 Local Media 11 6 (5 ) 12 Corporate — 3 (1 ) 2 Total $ 27 $ 30 $ (18 ) $ 39 |
Financial Instruments and Fai33
Financial Instruments and Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | Gains (losses) recognized on derivative financial instruments were as follows: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Financial Statement Account Non-designated foreign exchange contracts $ (12 ) $ 15 $ (20 ) $ 9 Other items, net |
Fair Value Measurements | The following tables set forth the Company’s assets and liabilities measured at fair value on a recurring basis at June 30, 2017 and December 31, 2016 . These assets and liabilities have been categorized according to the three-level fair value hierarchy established by the FASB, which prioritizes the inputs used in measuring fair value. Level 1 is based on publicly quoted prices for the asset or liability in active markets. Level 2 is based on inputs that are observable other than quoted market prices in active markets, such as quoted prices for the asset or liability in inactive markets or quoted prices for similar assets or liabilities. Level 3 is based on unobservable inputs reflecting the Company’s own assumptions about the assumptions that market participants would use in pricing the asset or liability. At June 30, 2017 Level 1 Level 2 Level 3 Total Assets: Foreign currency hedges $ — $ 12 $ — $ 12 Total Assets $ — $ 12 $ — $ 12 Liabilities: Deferred compensation $ — $ 361 $ — $ 361 Foreign currency hedges — 6 — 6 Total Liabilities $ — $ 367 $ — $ 367 At December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Foreign currency hedges $ — $ 34 $ — $ 34 Total Assets $ — $ 34 $ — $ 34 Liabilities: Deferred compensation $ — $ 347 $ — $ 347 Foreign currency hedges — 1 — 1 Total Liabilities $ — $ 348 $ — $ 348 |
Reportable Segments (Tables)
Reportable Segments (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Revenues by Segment | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Revenues: Entertainment $ 2,184 $ 1,947 $ 4,531 $ 4,534 Cable Networks 571 536 1,114 1,061 Publishing 206 187 367 332 Local Media 412 396 821 844 Corporate/Eliminations (116 ) (90 ) (233 ) (207 ) Total Revenues $ 3,257 $ 2,976 $ 6,600 $ 6,564 |
Intercompany Revenues by Segment | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Intercompany Revenues: Entertainment $ 118 $ 92 $ 237 $ 214 Local Media 3 2 6 4 Total Intercompany Revenues $ 121 $ 94 $ 243 $ 218 |
Segment Operating Income (Loss) and Reconciliation to Net Earnings (Loss) | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Segment Operating Income (Loss): Entertainment $ 346 $ 351 $ 744 $ 800 Cable Networks 253 227 501 455 Publishing 28 26 42 39 Local Media 127 130 250 280 Corporate (85 ) (83 ) (164 ) (167 ) Total Segment Operating Income 669 651 1,373 1,407 Other operating items, net (a) — — — 9 Operating income 669 651 1,373 1,416 Interest expense (111 ) (100 ) (220 ) (200 ) Interest income 15 8 28 15 Other items, net 5 (4 ) 6 (7 ) Earnings from continuing operations before income taxes and equity in loss of investee companies 578 555 1,187 1,224 Provision for income taxes (169 ) (173 ) (307 ) (379 ) Equity in loss of investee companies, net of tax (12 ) (9 ) (29 ) (30 ) Net earnings from continuing operations 397 373 851 815 Net earnings (loss) from discontinued operations, net of tax (339 ) 50 (1,045 ) 81 Net earnings (loss) $ 58 $ 423 $ (194 ) $ 896 (a) Other operating items, net includes a gain from the sale of an internet business in China and a multiyear, retroactive impact of a new operating tax |
Depreciation and Amortization by Segment | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Depreciation and Amortization: Entertainment $ 27 $ 30 $ 56 $ 60 Cable Networks 6 5 12 11 Publishing 2 2 3 3 Local Media 12 11 23 22 Corporate 9 9 17 18 Total Depreciation and Amortization $ 56 $ 57 $ 111 $ 114 |
Stock-based Compensation by Segment | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Stock-based Compensation: Entertainment $ 17 $ 16 $ 32 $ 31 Cable Networks 3 3 6 6 Publishing 1 1 2 2 Local Media 3 3 6 6 Corporate 21 19 39 36 Total Stock-based Compensation $ 45 $ 42 $ 85 $ 81 |
Capital Expenditures by Segment | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Capital Expenditures: Entertainment $ 24 $ 24 $ 38 $ 37 Cable Networks 4 2 7 4 Publishing — 3 1 6 Local Media 7 4 12 11 Corporate 6 2 10 11 Total Capital Expenditures $ 41 $ 35 $ 68 $ 69 |
Assets by Segment | At At June 30, 2017 December 31, 2016 Assets: Entertainment $ 11,441 $ 11,262 Cable Networks 2,594 2,618 Publishing 858 880 Local Media 4,018 4,065 Corporate/Eliminations 225 817 Discontinued operations 3,517 4,596 Total Assets $ 22,653 $ 24,238 |
Condensed Consolidating Finan35
Condensed Consolidating Financial Statements (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Statements of Operations | Statement of Operations For the Three Months Ended June 30, 2017 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Revenues $ 42 $ 2 $ 3,213 $ — $ 3,257 Costs and expenses: Operating 22 2 1,980 — 2,004 Selling, general and administrative 23 68 437 — 528 Depreciation and amortization 1 6 49 — 56 Total costs and expenses 46 76 2,466 — 2,588 Operating income (loss) (4 ) (74 ) 747 — 669 Interest (expense) income, net (127 ) (120 ) 151 — (96 ) Other items, net 1 (12 ) 16 — 5 Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies (130 ) (206 ) 914 — 578 Benefit (provision) for income taxes 39 62 (270 ) — (169 ) Equity in earnings (loss) of investee companies, net of tax 149 339 (12 ) (488 ) (12 ) Net earnings from continuing operations 58 195 632 (488 ) 397 Net loss from discontinued operations, net of tax — — (339 ) — (339 ) Net earnings $ 58 $ 195 $ 293 $ (488 ) $ 58 Total comprehensive income $ 70 $ 190 $ 302 $ (492 ) $ 70 Statement of Operations For the Six Months Ended June 30, 2017 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Revenues $ 84 $ 5 $ 6,511 $ — $ 6,600 Costs and expenses: Operating 46 3 4,029 — 4,078 Selling, general and administrative 43 132 863 — 1,038 Depreciation and amortization 2 12 97 — 111 Total costs and expenses 91 147 4,989 — 5,227 Operating income (loss) (7 ) (142 ) 1,522 — 1,373 Interest (expense) income, net (249 ) (237 ) 294 — (192 ) Other items, net 1 (25 ) 30 — 6 Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies (255 ) (404 ) 1,846 — 1,187 Benefit (provision) for income taxes 77 122 (506 ) — (307 ) Equity in earnings (loss) of investee companies, net of tax (16 ) 693 (29 ) (677 ) (29 ) Net earnings (loss) from continuing operations (194 ) 411 1,311 (677 ) 851 Net loss from discontinued operations, net of tax — — (1,045 ) — (1,045 ) Net earnings (loss) $ (194 ) $ 411 $ 266 $ (677 ) $ (194 ) Total comprehensive income (loss) $ (168 ) $ 404 $ 281 $ (685 ) $ (168 ) Statement of Operations For the Three Months Ended June 30, 2016 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Revenues $ 36 $ 3 $ 2,937 $ — $ 2,976 Costs and expenses: Operating 15 2 1,741 — 1,758 Selling, general and administrative 21 66 423 — 510 Depreciation and amortization 1 6 50 — 57 Total costs and expenses 37 74 2,214 — 2,325 Operating income (loss) (1 ) (71 ) 723 — 651 Interest (expense) income, net (124 ) (106 ) 138 — (92 ) Other items, net (1 ) 13 (16 ) — (4 ) Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies (126 ) (164 ) 845 — 555 Benefit (provision) for income taxes 40 51 (264 ) — (173 ) Equity in earnings (loss) of investee companies, net of tax 509 289 (9 ) (798 ) (9 ) Net earnings from continuing operations 423 176 572 (798 ) 373 Net earnings from discontinued operations, net of tax — — 50 — 50 Net earnings $ 423 $ 176 $ 622 $ (798 ) $ 423 Total comprehensive income $ 432 $ 185 $ 611 $ (796 ) $ 432 Statement of Operations For the Six Months Ended June 30, 2016 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Revenues $ 83 $ 6 $ 6,475 $ — $ 6,564 Costs and expenses: Operating 32 3 3,995 — 4,030 Selling, general and administrative 42 132 839 — 1,013 Depreciation and amortization 2 11 101 — 114 Other operating items, net — — (9 ) — (9 ) Total costs and expenses 76 146 4,926 — 5,148 Operating income (loss) 7 (140 ) 1,549 — 1,416 Interest (expense) income, net (248 ) (210 ) 273 — (185 ) Other items, net (2 ) 3 (8 ) — (7 ) Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies (243 ) (347 ) 1,814 — 1,224 Benefit (provision) for income taxes 77 110 (566 ) — (379 ) Equity in earnings (loss) of investee companies, net of tax 1,062 549 (30 ) (1,611 ) (30 ) Net earnings from continuing operations 896 312 1,218 (1,611 ) 815 Net earnings from discontinued operations, net of tax — — 81 — 81 Net earnings $ 896 $ 312 $ 1,299 $ (1,611 ) $ 896 Total comprehensive income $ 916 $ 325 $ 1,290 $ (1,615 ) $ 916 |
Condensed Consolidating Balance Sheets | Balance Sheet At June 30, 2017 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Assets Cash and cash equivalents $ 15 $ — $ 155 $ — $ 170 Receivables, net 22 2 3,275 — 3,299 Programming and other inventory 4 3 1,553 — 1,560 Prepaid expenses and other current assets 94 31 266 (33 ) 358 Current assets of discontinued operations — — 299 — 299 Total current assets 135 36 5,548 (33 ) 5,686 Property and equipment 48 205 2,714 — 2,967 Less accumulated depreciation and amortization 26 151 1,576 — 1,753 Net property and equipment 22 54 1,138 — 1,214 Programming and other inventory 3 6 2,450 — 2,459 Goodwill 98 62 4,731 — 4,891 Intangible assets — — 2,627 — 2,627 Investments in consolidated subsidiaries 44,467 14,544 — (59,011 ) — Other assets 149 8 2,401 — 2,558 Intercompany — 1,455 28,442 (29,897 ) — Assets of discontinued operations — — 3,218 — 3,218 Total Assets $ 44,874 $ 16,165 $ 50,555 $ (88,941 ) $ 22,653 Liabilities and Stockholders’ Equity Accounts payable $ 1 $ 4 $ 119 $ — $ 124 Participants’ share and royalties payable — — 1,005 — 1,005 Program rights 4 3 255 — 262 Commercial paper 263 — — — 263 Current portion of long-term debt 6 — 17 — 23 Accrued expenses and other current liabilities 383 212 830 (33 ) 1,392 Current liabilities of discontinued operations — — 161 — 161 Total current liabilities 657 219 2,387 (33 ) 3,230 Long-term debt 8,801 — 97 — 8,898 Other liabilities 2,892 238 2,285 — 5,415 Liabilities of discontinued operations — — 2,483 — 2,483 Intercompany 29,897 — — (29,897 ) — Stockholders’ Equity: Preferred stock — — 126 (126 ) — Common stock 1 123 590 (713 ) 1 Additional paid-in capital 43,820 — 60,894 (60,894 ) 43,820 Retained earnings (accumulated deficit) (19,451 ) 15,894 (13,572 ) (2,322 ) (19,451 ) Accumulated other comprehensive income (loss) (741 ) 22 65 (87 ) (741 ) 23,629 16,039 48,103 (64,142 ) 23,629 Less treasury stock, at cost 21,002 331 4,800 (5,131 ) 21,002 Total Stockholders’ Equity 2,627 15,708 43,303 (59,011 ) 2,627 Total Liabilities and Stockholders’ Equity $ 44,874 $ 16,165 $ 50,555 $ (88,941 ) $ 22,653 Balance Sheet At December 31, 2016 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Assets Cash and cash equivalents $ 321 $ — $ 277 $ — $ 598 Receivables, net 27 2 3,285 — 3,314 Programming and other inventory 3 3 1,421 — 1,427 Prepaid expenses and other current assets 102 55 297 (35 ) 419 Current assets of discontinued operations — — 305 — 305 Total current assets 453 60 5,585 (35 ) 6,063 Property and equipment 47 201 2,687 — 2,935 Less accumulated depreciation and amortization 25 140 1,529 — 1,694 Net property and equipment 22 61 1,158 — 1,241 Programming and other inventory 5 7 2,427 — 2,439 Goodwill 98 62 4,704 — 4,864 Intangible assets — — 2,633 — 2,633 Investments in consolidated subsidiaries 44,473 13,853 — (58,326 ) — Other assets 150 8 2,549 — 2,707 Intercompany — 1,785 26,976 (28,761 ) — Assets of discontinued operations — 3 4,288 — 4,291 Total Assets $ 45,201 $ 15,839 $ 50,320 $ (87,122 ) $ 24,238 Liabilities and Stockholders ’ Equity Accounts payable $ 1 $ 3 $ 144 $ — $ 148 Participants’ share and royalties payable — — 1,024 — 1,024 Program rights 4 4 282 — 290 Commercial paper 450 — — — 450 Current portion of long-term debt 6 — 17 — 23 Accrued expenses and other current liabilities 421 284 948 (35 ) 1,618 Current liabilities of discontinued operations — — 155 — 155 Total current liabilities 882 291 2,570 (35 ) 3,708 Long-term debt 8,798 — 104 — 8,902 Other liabilities 3,071 244 2,173 — 5,488 Liabilities of discontinued operations — — 2,451 — 2,451 Intercompany 28,761 — — (28,761 ) — Stockholders’ Equity: Preferred stock — — 126 (126 ) — Common stock 1 123 590 (713 ) 1 Additional paid-in capital 43,913 — 60,894 (60,894 ) 43,913 Retained earnings (accumulated deficit) (19,257 ) 15,483 (13,838 ) (1,645 ) (19,257 ) Accumulated other comprehensive income (loss) (767 ) 29 50 (79 ) (767 ) 23,890 15,635 47,822 (63,457 ) 23,890 Less treasury stock, at cost 20,201 331 4,800 (5,131 ) 20,201 Total Stockholders’ Equity 3,689 15,304 43,022 (58,326 ) 3,689 Total Liabilities and Stockholders’ Equity $ 45,201 $ 15,839 $ 50,320 $ (87,122 ) $ 24,238 |
Condensed Consolidating Statements of Cash Flows | Statement of Cash Flows For the Six Months Ended June 30, 2017 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Net cash flow (used for) provided by operating activities $ (608 ) $ (153 ) $ 1,699 $ — $ 938 Investing Activities: Acquisitions — — (21 ) — (21 ) Capital expenditures — (10 ) (58 ) — (68 ) Investments in and advances to investee companies — — (65 ) — (65 ) Proceeds from dispositions — — 1 — 1 Other investing activities 14 — — — 14 Net cash flow provided by (used for) investing activities from continuing operations 14 (10 ) (143 ) — (139 ) Net cash flow used for investing activities from discontinued operations — (1 ) (12 ) — (13 ) Net cash flow provided by (used for) investing activities 14 (11 ) (155 ) — (152 ) Financing Activities: Repayments of short-term debt borrowings, net (187 ) — — — (187 ) Proceeds from debt borrowings of CBS Radio — — 24 — 24 Repayment of debt borrowings of CBS Radio — — (5 ) — (5 ) Payment of capital lease obligations — — (8 ) — (8 ) Payment of contingent consideration — — (7 ) — (7 ) Dividends (151 ) — — — (151 ) Purchase of Company common stock (845 ) — — — (845 ) Payment of payroll taxes in lieu of issuing shares for stock-based compensation (89 ) — — — (89 ) Proceeds from exercise of stock options 39 — — — 39 Increase (decrease) in intercompany payables 1,521 164 (1,685 ) — — Net cash flow provided by (used for) financing activities 288 164 (1,681 ) — (1,229 ) Net decrease in cash and cash equivalents (306 ) — (137 ) — (443 ) Cash and cash equivalents at beginning of period (includes $24 million of discontinued operations cash) 321 — 301 — 622 Cash and cash equivalents at end of period (includes $9 million of discontinued operations cash) $ 15 $ — $ 164 $ — $ 179 Statement of Cash Flows For the Six Months Ended June 30, 2016 CBS Corp. CBS Operations Inc. Non- Guarantor Affiliates Eliminations CBS Corp. Consolidated Net cash flow (used for) provided by operating activities $ (476 ) $ (116 ) $ 1,843 $ — $ 1,251 Investing Activities: Acquisitions — — (51 ) — (51 ) Capital expenditures — (11 ) (58 ) — (69 ) Investments in and advances to investee companies — — (43 ) — (43 ) Proceeds from dispositions (4 ) — 23 — 19 Other investing activities 4 — — — 4 Net cash flow used for investing activities from continuing operations — (11 ) (129 ) — (140 ) Net cash flow used for investing activities from discontinued operations — — (2 ) — (2 ) Net cash flow used for investing activities — (11 ) (131 ) — (142 ) Financing Activities: Proceeds from short-term borrowings, net 163 — — — 163 Repayment of senior debentures (199 ) — — — (199 ) Payment of capital lease obligations — — (8 ) — (8 ) Dividends (142 ) — — — (142 ) Purchase of Company common stock (1,033 ) — — — (1,033 ) Payment of payroll taxes in lieu of issuing shares for stock-based compensation (57 ) — — — (57 ) Proceeds from exercise of stock options 10 — — — 10 Excess tax benefit from stock-based compensation 11 — — — 11 Other financing activities (1 ) — — — (1 ) Increase (decrease) in intercompany payables 1,503 127 (1,630 ) — — Net cash flow provided by (used for) financing activities 255 127 (1,638 ) — (1,256 ) Net (decrease) increase in cash and cash equivalents (221 ) — 74 — (147 ) Cash and cash equivalents at beginning of period (includes $6 million of discontinued operations cash) 267 1 55 — 323 Cash and cash equivalents at end of period (includes $9 million of discontinued operations cash) $ 46 $ 1 $ 129 $ — $ 176 |
Basis of Presentation and Sum36
Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Earnings Per Share | ||||
Weighted average shares for basic EPS (in shares) | 405 | 451 | 407 | 455 |
Dilutive effect of shares issuable under stock-based compensation plans (in shares) | 5 | 4 | 6 | 4 |
Weighted average shares for diluted EPS (in shares) | 410 | 455 | 413 | 459 |
Dividends recorded on common stock | $ 73 | $ 148 | $ 138 | |
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 4 | 6 | 4 | 6 |
Stock-based Compensation (Stock
Stock-based Compensation (Stock-based Compensation Expense) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
RSUs and PSUs | $ 38 | $ 35 | $ 71 | $ 67 |
Stock options | 7 | 7 | 14 | 14 |
Stock-based compensation expense, before income taxes | 45 | 42 | 85 | 81 |
Related tax benefit | (18) | (16) | (33) | (31) |
Stock-based compensation expense, net of tax benefit | $ 27 | $ 26 | $ 52 | $ 50 |
Stock-based Compensation (Narra
Stock-based Compensation (Narrative) (Details) $ / shares in Units, shares in Millions, $ in Millions | 6 Months Ended |
Jun. 30, 2017USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of RSUs granted during the period (in shares) | shares | 2 |
Weighted average grant date fair value - RSUs (in dollars per share) | $ / shares | $ 66.78 |
Fair value of PSU awards | $ 23 |
Number of stock options granted during the period (in shares) | shares | 1 |
Unrecognized future expense of RSUs and PSUs | $ 270 |
Unrecognized future expense of stock options | $ 51 |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted average period to expense unrecognized stock-based compensation expense | 2 years 6 months |
Restricted Stock Units (RSUs) [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Service period over which grants vest | 1 year |
Percent of payout on stock-based compensation award | 0.00% |
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Service period over which grants vest | 4 years |
Percent of payout on stock-based compensation award | 120.00% |
Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Service period over which grants vest | 4 years |
Weighted average per unit exercise price - options (in dollars per share) | $ / shares | $ 66.31 |
Term until expiration from grant date - options | 8 years |
Weighted average period to expense unrecognized stock-based compensation expense | 2 years 7 months 6 days |
Discontinued Operations (Narrat
Discontinued Operations (Narrative) (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017USD ($)shares | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)shares | Jun. 30, 2016USD ($) | Dec. 31, 2017USD ($) | |
Revolving Credit Facility [Member] | |||||
Discontinued Operations [Line Items] | |||||
Maximum borrowing capacity under credit facility | $ 2,500,000,000 | $ 2,500,000,000 | |||
CBS Radio [Member] | Discontinued Operations, Held-for-sale [Member] | |||||
Discontinued Operations [Line Items] | |||||
Maximum number of Entercom shares to be issued for transaction, up to (in shares) | shares | 105,000,000 | 105,000,000 | |||
Noncash valuation charge | $ 365,000,000 | $ 1,080,000,000 | |||
Percent change to Entercom stock price | 10.00% | ||||
Change to carrying value of CBS Radio due to fluctuation in Entercom stock price | $ 100,000,000 | ||||
Restructuring charge | $ 7,000,000 | $ 0 | $ 7,000,000 | $ 0 | |
CBS Radio [Member] | Discontinued Operations, Held-for-sale [Member] | Secured Debt [Member] | Term Loan [Member] | |||||
Discontinued Operations [Line Items] | |||||
Stated interest rate | 3.50% | 3.50% | |||
CBS Radio [Member] | Discontinued Operations, Held-for-sale [Member] | Secured Debt [Member] | Term Loan [Member] | LIBOR [Member] | |||||
Discontinued Operations [Line Items] | |||||
Basis spread on variable rate | 1.00% | ||||
CBS Radio [Member] | Discontinued Operations, Held-for-sale [Member] | Secured Debt [Member] | Term B-1 Loan [Member] | Forecast [Member] | |||||
Discontinued Operations [Line Items] | |||||
Maximum principal amount | $ 500,000,000 | ||||
CBS Radio [Member] | Discontinued Operations, Held-for-sale [Member] | Secured Debt [Member] | Revolving Credit Facility [Member] | |||||
Discontinued Operations [Line Items] | |||||
Maximum borrowing capacity under credit facility | $ 250,000,000 | $ 250,000,000 | |||
Covenant, maximum cash and cash equivalents, up to | $ 150,000,000 | $ 150,000,000 | |||
Consolidated net secured leverage ratio | 4 |
Discontinued Operations (Net Ea
Discontinued Operations (Net Earnings (Loss)) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Costs and expenses: | ||||
Net earnings (loss) from discontinued operations, net of tax | $ (339) | $ 50 | $ (1,045) | $ 81 |
CBS Radio [Member] | Discontinued Operations, Held-for-sale [Member] | ||||
Discontinued Operations [Line Items] | ||||
Revenues | 306 | 313 | 556 | 575 |
Costs and expenses: | ||||
Operating | 105 | 103 | 194 | 188 |
Selling, general and administrative | 129 | 122 | 251 | 236 |
Depreciation and amortization | 0 | 6 | 0 | 13 |
Restructuring charge | 7 | 0 | 7 | 0 |
Provision for valuation allowance | 365 | 0 | 1,080 | 0 |
Total costs and expenses | 606 | 231 | 1,532 | 437 |
Operating income (loss) | (300) | 82 | (976) | 138 |
Interest expense | (20) | 0 | (39) | 0 |
Earnings (loss) from discontinued operations | (320) | 82 | (1,015) | 138 |
Income tax provision | (19) | (32) | (30) | (57) |
Net earnings (loss) from discontinued operations, net of tax | $ (339) | $ 50 | $ (1,045) | $ 81 |
Discontinued Operations (Assets
Discontinued Operations (Assets and Liabilities) (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Discontinued Operations [Line Items] | ||
Total Assets | $ 3,517 | $ 4,596 |
Discontinued Operations [Member] | ||
Discontinued Operations [Line Items] | ||
Receivables, net | 240 | 244 |
Other current assets | 59 | 61 |
Goodwill | 1,285 | 1,285 |
Intangible assets | 2,832 | 2,832 |
Net property and equipment | 153 | 145 |
Other assets | 28 | 29 |
Valuation allowance for carrying value | (1,080) | 0 |
Total Assets | 3,517 | 4,596 |
Current portion of long-term debt | 10 | 10 |
Other current liabilities | 151 | 145 |
Long-term debt | 1,356 | 1,335 |
Deferred income tax liabilities | 1,010 | 998 |
Other liabilities | 117 | 118 |
Total Liabilities | $ 2,644 | $ 2,606 |
Discontinued Operations (Long-T
Discontinued Operations (Long-Term Debt) (Details) - USD ($) | Jun. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Carrying value of senior debt | $ 8,853,000,000 | $ 8,850,000,000 |
Deferred financing costs | (41,000,000) | (43,000,000) |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Revolving Credit Facility | 0 | |
CBS Radio [Member] | Discontinued Operations, Held-for-sale [Member] | ||
Debt Instrument [Line Items] | ||
Term Loan due October 2023, net of discount | 950,000,000 | 955,000,000 |
Deferred financing costs | (18,000,000) | (20,000,000) |
Total long-term debt, including current portion | 1,366,000,000 | 1,345,000,000 |
CBS Radio [Member] | Discontinued Operations, Held-for-sale [Member] | 7.250% Senior Notes due November 2024 [Member] | ||
Debt Instrument [Line Items] | ||
Carrying value of senior debt | $ 400,000,000 | 400,000,000 |
Stated interest rate | 7.25% | |
CBS Radio [Member] | Discontinued Operations, Held-for-sale [Member] | Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Revolving Credit Facility | $ 34,000,000 | $ 10,000,000 |
Programming and Other Invento43
Programming and Other Inventory (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Acquired program rights | $ 1,892 | $ 1,773 |
Internally produced programming, released | 1,668 | 1,746 |
Internally produced programming, in process and other | 405 | 298 |
Publishing, primarily finished goods | 54 | 49 |
Total programming and other inventory | 4,019 | 3,866 |
Less current portion | 1,560 | 1,427 |
Total noncurrent programming and other inventory | $ 2,459 | $ 2,439 |
Related Parties (Details)
Related Parties (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)interesttrustee | Jun. 30, 2016USD ($) | Dec. 31, 2016USD ($) | |
Related Party Transaction [Line Items] | |||||
SMR Trust ownership in NAI | 80.00% | 80.00% | |||
National Amusements, Inc. [Member] | |||||
Related Party Transaction [Line Items] | |||||
NAI ownership of CBS Corp. Class A Common Stock (percentage) | 79.50% | 79.50% | |||
NAI ownership of CBS Corp. Class A and Class B Common Stock on a combined basis (percentage) | 9.70% | 9.70% | |||
Number of trustees | trustee | 7 | ||||
Viacom Inc. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Revenues from transactions with related parties | $ 19 | $ 31 | $ 73 | $ 67 | |
Expenses from transactions with related parties | 4 | 4 | 9 | 11 | |
Receivables | 86 | 86 | $ 113 | ||
Other assets (Receivables, noncurrent) | 51 | 51 | 35 | ||
Total amounts due from related parties | 137 | 137 | 148 | ||
Domestic and International Television Joint Ventures [Member] | |||||
Related Party Transaction [Line Items] | |||||
Revenues from transactions with related parties | 20 | $ 24 | 49 | $ 56 | |
Total amounts due from related parties | $ 40 | $ 40 | $ 47 | ||
Number of equity interests | interest | 2 |
Bank Financing and Debt (Schedu
Bank Financing and Debt (Schedule of Debt) (Details) - USD ($) | Jun. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Commercial paper | $ 263,000,000 | $ 450,000,000 |
Senior debt (1.95% - 7.875% due 2017 - 2045) | 8,853,000,000 | 8,850,000,000 |
Obligations under capital leases | 68,000,000 | 75,000,000 |
Total debt | 9,184,000,000 | 9,375,000,000 |
Less current portion of long-term debt | 23,000,000 | 23,000,000 |
Total long-term debt, net of current portion | 8,898,000,000 | 8,902,000,000 |
Net unamortized discount on senior debt | 49,000,000 | 52,000,000 |
Unamortized deferred financing costs | 41,000,000 | 43,000,000 |
Increase in carrying value of debt relating to previously settled fair value hedges | 2,000,000 | 5,000,000 |
Senior Debt [Member] | ||
Debt Instrument [Line Items] | ||
Face value of debt | $ 8,940,000,000 | $ 8,940,000,000 |
Senior Debt [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 1.95% | |
Senior Debt [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 7.875% |
Bank Financing and Debt (Narrat
Bank Financing and Debt (Narrative) (Details) | 1 Months Ended | 6 Months Ended | ||
Jul. 31, 2017USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Dec. 31, 2016USD ($) | |
Debt Instrument [Line Items] | ||||
Repayments of senior notes | $ 0 | $ 199,000,000 | ||
Commercial paper | $ 263,000,000 | $ 450,000,000 | ||
Period for Consolidated EBITDA | 12 months | |||
Commercial Paper [Member] | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity under credit facility | $ 2,500,000,000 | |||
Debt maturity, less than | 45 days | |||
Weighted average interest rate | 1.42% | 0.98% | ||
Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity under credit facility | $ 2,500,000,000 | |||
Maximum consolidated leverage ratio | 4.5 | |||
Consolidated leverage ratio | 2.9 | |||
Amount borrowed under credit facility | $ 0 | |||
Availability under credit facility | 2,490,000,000 | |||
Senior Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Face value of debt | 8,940,000,000 | $ 8,940,000,000 | ||
Senior Debt [Member] | Senior Notes Due 2018 [Member] | ||||
Debt Instrument [Line Items] | ||||
Current portion of long-term debt classified as long-term debt reflecting Company's intent and ability to refinance on a long-term basis | 300,000,000 | |||
Senior Debt [Member] | Senior Notes Due 2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Current portion of long-term debt classified as long-term debt reflecting Company's intent and ability to refinance on a long-term basis | $ 400,000,000 | |||
Senior Debt [Member] | Subsequent Event [Member] | Senior Notes Due 2023 [Member] | ||||
Debt Instrument [Line Items] | ||||
Face value of debt | $ 400,000,000 | |||
Stated interest rate | 2.50% | |||
Senior Debt [Member] | Subsequent Event [Member] | Senior Notes Due 2028 [Member] | ||||
Debt Instrument [Line Items] | ||||
Face value of debt | $ 500,000,000 | |||
Stated interest rate | 3.375% | |||
Senior Debt [Member] | Subsequent Event [Member] | Senior Notes Due 2018 [Member] | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 4.625% | |||
Debt redemption amount | $ 300,000,000 | |||
Senior Debt [Member] | Subsequent Event [Member] | Senior Notes Due 2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 1.95% | |||
Repayments of senior notes | $ 400,000,000 |
Pension and Other Postretirem47
Pension and Other Postretirement Benefits (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Pension Benefits [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 8 | $ 7 | $ 15 | $ 15 |
Interest cost | 47 | 53 | 95 | 107 |
Expected return on plan assets | (51) | (57) | (101) | (114) |
Amortization of actuarial loss (gain) | 26 | 22 | 51 | 43 |
Net periodic cost | 30 | 25 | 60 | 51 |
Postretirement [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 0 | 0 | 0 | 0 |
Interest cost | 5 | 5 | 9 | 10 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of actuarial loss (gain) | (6) | (6) | (11) | (11) |
Net periodic cost | $ (1) | $ (1) | $ (2) | $ (1) |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Stockholders' Equity Note [Abstract] | ||||
Class B common stock repurchased under repurchase program (shares) | 4.7 | 12.3 | ||
Value of shares repurchased | $ 300 | $ 800 | ||
Average price per share repurchased (in dollars per share) | $ 63.64 | $ 65.08 | ||
Remaining authorization under share repurchase program | $ 3,310 | $ 3,310 | ||
Dividends per common share (in dollars per share) | $ 0.18 | $ 0.15 | $ 0.36 | $ 0.30 |
Dividends recorded on common stock | $ 73 | $ 148 | $ 138 | |
Tax provision on net actuarial gain (loss) and prior service costs related to pension and other postretirement benefit plans | $ 16 | $ 13 |
Stockholders' Equity (Accumulat
Stockholders' Equity (Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
AOCI Attributable to Parent, Net of Tax | ||||
Accumulated other comprehensive income (loss), beginning balance | $ 3,689 | |||
Other comprehensive income before reclassifications | 2 | $ 1 | ||
Reclassifications to net earnings (loss) | 24 | 19 | ||
Total other comprehensive income, net of tax | $ 12 | $ 9 | 26 | 20 |
Accumulated other comprehensive income (loss), ending balance | 2,627 | 2,627 | ||
Accumulated Other Comprehensive Loss [Member] | ||||
AOCI Attributable to Parent, Net of Tax | ||||
Accumulated other comprehensive income (loss), beginning balance | (767) | (770) | ||
Accumulated other comprehensive income (loss), ending balance | (741) | (750) | (741) | (750) |
Cumulative Translation Adjustments [Member] | ||||
AOCI Attributable to Parent, Net of Tax | ||||
Accumulated other comprehensive income (loss), beginning balance | 151 | 152 | ||
Other comprehensive income before reclassifications | 2 | 1 | ||
Reclassifications to net earnings (loss) | 0 | 0 | ||
Total other comprehensive income, net of tax | 2 | 1 | ||
Accumulated other comprehensive income (loss), ending balance | 153 | 153 | 153 | 153 |
Net Actuarial Gain (Loss) and Prior Service Cost [Member] | ||||
AOCI Attributable to Parent, Net of Tax | ||||
Accumulated other comprehensive income (loss), beginning balance | (918) | (922) | ||
Other comprehensive income before reclassifications | 0 | 0 | ||
Reclassifications to net earnings (loss) | 24 | 19 | ||
Total other comprehensive income, net of tax | 24 | 19 | ||
Accumulated other comprehensive income (loss), ending balance | $ (894) | $ (903) | $ (894) | $ (903) |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes, including interest and before other discrete items | $ (176) | $ (171) | $ (361) | $ (374) |
Excess tax benefits from stock-based compensation | 4 | 0 | 31 | 0 |
Other discrete items | 3 | (2) | 23 | (5) |
Provision for income taxes | $ (169) | $ (173) | $ (307) | $ (379) |
Effective income tax rate | 29.20% | 31.20% | 25.90% | 31.00% |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2017USD ($)claim | Dec. 31, 2016USD ($)claim | Dec. 31, 2015USD ($) | Jun. 30, 2016claim | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Outstanding letters of credit and surety bonds | $ | $ 101 | |||
Loss Contingencies [Line Items] | ||||
Costs for (recoveries from) settlement and defense of asbestos claims, net of insurance recoveries and taxes | $ | $ 48 | $ (5) | ||
Asbestos Claims [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of pending asbestos claims | 33,240 | 33,610 | 34,790 | |
Number of new asbestos claims | 1,030 | |||
Number of asbestos claims closed or moved to inactive docket | 1,390 |
Restructuring Charges (Details)
Restructuring Charges (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | 30 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2017 | |
Restructuring Reserve | ||||
Beginning balance | $ 39 | $ 27 | ||
Charges | 30 | $ 45 | ||
Settlements | (17) | (18) | $ (53) | |
Ending balance | 22 | 39 | 27 | 22 |
Operating Segments [Member] | Entertainment [Member] | ||||
Restructuring Reserve | ||||
Beginning balance | 20 | 16 | ||
Charges | 16 | |||
Settlements | (9) | (12) | ||
Ending balance | 11 | 20 | 16 | 11 |
Operating Segments [Member] | Cable Networks [Member] | ||||
Restructuring Reserve | ||||
Beginning balance | 4 | 0 | ||
Charges | 4 | |||
Settlements | (2) | 0 | ||
Ending balance | 2 | 4 | 0 | 2 |
Operating Segments [Member] | Publishing [Member] | ||||
Restructuring Reserve | ||||
Beginning balance | 1 | 0 | ||
Charges | 1 | |||
Settlements | (1) | 0 | ||
Ending balance | 0 | 1 | 0 | 0 |
Operating Segments [Member] | Local Media [Member] | ||||
Restructuring Reserve | ||||
Beginning balance | 12 | 11 | ||
Charges | 6 | |||
Settlements | (4) | (5) | ||
Ending balance | 8 | 12 | 11 | 8 |
Corporate [Member] | ||||
Restructuring Reserve | ||||
Beginning balance | 2 | 0 | ||
Charges | 3 | |||
Settlements | (1) | (1) | ||
Ending balance | $ 1 | 2 | 0 | 1 |
Employee severance [Member] | ||||
Restructuring Reserve | ||||
Charges | 19 | 24 | ||
Settlements | (34) | |||
Contract termination [Member] | ||||
Restructuring Reserve | ||||
Charges | $ 11 | $ 21 | ||
Settlements | $ (19) |
Financial Instruments and Fai53
Financial Instruments and Fair Value Measurements (Narrative) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | ||
Carrying value of senior debt | $ 8,853 | $ 8,850 |
Cash Flow Hedging [Member] | Foreign exchange contracts [Member] | ||
Derivative [Line Items] | ||
Maximum derivative contract term | 24 months | |
Notional amount of derivative | $ 356 | 433 |
Senior Debt [Member] | ||
Derivative [Line Items] | ||
Fair value of senior debt | $ 9,770 | $ 9,510 |
Financial Instruments and Fai54
Financial Instruments and Fair Value Measurements (Gain (Losses) Recognized on Derivative Financial Instruments) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Foreign exchange contracts [Member] | ||||
Derivatives [Line Items] | ||||
Non-designated foreign exchange contracts | $ (12) | $ 15 | $ (20) | $ 9 |
Financial Instruments and Fai55
Financial Instruments and Fair Value Measurements (Fair Value of Assets and Liabilities) (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Assets: | ||
Foreign currency hedges, assets | $ 12 | $ 34 |
Total Assets | 12 | 34 |
Liabilities: | ||
Deferred compensation | 361 | 347 |
Foreign currency hedges, liabilities | 6 | 1 |
Total Liabilities | 367 | 348 |
Level 1 [Member] | ||
Assets: | ||
Foreign currency hedges, assets | 0 | 0 |
Total Assets | 0 | 0 |
Liabilities: | ||
Deferred compensation | 0 | 0 |
Foreign currency hedges, liabilities | 0 | 0 |
Total Liabilities | 0 | 0 |
Level 2 [Member] | ||
Assets: | ||
Foreign currency hedges, assets | 12 | 34 |
Total Assets | 12 | 34 |
Liabilities: | ||
Deferred compensation | 361 | 347 |
Foreign currency hedges, liabilities | 6 | 1 |
Total Liabilities | 367 | 348 |
Level 3 [Member] | ||
Assets: | ||
Foreign currency hedges, assets | 0 | 0 |
Total Assets | 0 | 0 |
Liabilities: | ||
Deferred compensation | 0 | 0 |
Foreign currency hedges, liabilities | 0 | 0 |
Total Liabilities | $ 0 | $ 0 |
Reportable Segments (Revenue) (
Reportable Segments (Revenue) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | $ 3,257 | $ 2,976 | $ 6,600 | $ 6,564 |
Operating Segments [Member] | Entertainment [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 2,184 | 1,947 | 4,531 | 4,534 |
Operating Segments [Member] | Cable Networks [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 571 | 536 | 1,114 | 1,061 |
Operating Segments [Member] | Publishing [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 206 | 187 | 367 | 332 |
Operating Segments [Member] | Local Media [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 412 | 396 | 821 | 844 |
Corporate and Eliminations [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | (116) | (90) | (233) | (207) |
Intersegment Eliminations [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | (121) | (94) | (243) | (218) |
Intersegment Eliminations [Member] | Entertainment [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | (118) | (92) | (237) | (214) |
Intersegment Eliminations [Member] | Local Media [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | $ (3) | $ (2) | $ (6) | $ (4) |
Reportable Segments (Operating
Reportable Segments (Operating Income (Loss)) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | $ 669 | $ 651 | $ 1,373 | $ 1,416 |
Other operating items, net | 0 | 0 | 0 | 9 |
Interest expense | (111) | (100) | (220) | (200) |
Interest income | 15 | 8 | 28 | 15 |
Other items, net | 5 | (4) | 6 | (7) |
Earnings from continuing operations before income taxes and equity in loss of investee companies | 578 | 555 | 1,187 | 1,224 |
Provision for income taxes | (169) | (173) | (307) | (379) |
Equity in loss of investee companies, net of tax | (12) | (9) | (29) | (30) |
Net earnings from continuing operations | 397 | 373 | 851 | 815 |
Net earnings (loss) from discontinued operations, net of tax | (339) | 50 | (1,045) | 81 |
Net earnings (loss) | 58 | 423 | (194) | 896 |
Operating Segments And Corporate Non Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | 669 | 651 | 1,373 | 1,407 |
Operating Segments [Member] | Entertainment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | 346 | 351 | 744 | 800 |
Operating Segments [Member] | Cable Networks [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | 253 | 227 | 501 | 455 |
Operating Segments [Member] | Publishing [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | 28 | 26 | 42 | 39 |
Operating Segments [Member] | Local Media [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | 127 | 130 | 250 | 280 |
Corporate [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | (85) | (83) | (164) | (167) |
Segment Reconciling Items [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Other operating items, net | $ 0 | $ 0 | $ 0 | $ 9 |
Reportable Segments (Depreciati
Reportable Segments (Depreciation and Amortization) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | $ 56 | $ 57 | $ 111 | $ 114 |
Operating Segments [Member] | Entertainment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 27 | 30 | 56 | 60 |
Operating Segments [Member] | Cable Networks [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 6 | 5 | 12 | 11 |
Operating Segments [Member] | Publishing [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 2 | 2 | 3 | 3 |
Operating Segments [Member] | Local Media [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 12 | 11 | 23 | 22 |
Corporate [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | $ 9 | $ 9 | $ 17 | $ 18 |
Reportable Segments (Stock-base
Reportable Segments (Stock-based Compensation) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Stock-based compensation | $ 45 | $ 42 | $ 85 | $ 81 |
Operating Segments [Member] | Entertainment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Stock-based compensation | 17 | 16 | 32 | 31 |
Operating Segments [Member] | Cable Networks [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Stock-based compensation | 3 | 3 | 6 | 6 |
Operating Segments [Member] | Publishing [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Stock-based compensation | 1 | 1 | 2 | 2 |
Operating Segments [Member] | Local Media [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Stock-based compensation | 3 | 3 | 6 | 6 |
Corporate [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Stock-based compensation | $ 21 | $ 19 | $ 39 | $ 36 |
Reportable Segments (Capital Ex
Reportable Segments (Capital Expenditures) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Capital expenditures | $ 41 | $ 35 | $ 68 | $ 69 |
Operating Segments [Member] | Entertainment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | 24 | 24 | 38 | 37 |
Operating Segments [Member] | Cable Networks [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | 4 | 2 | 7 | 4 |
Operating Segments [Member] | Publishing [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | 0 | 3 | 1 | 6 |
Operating Segments [Member] | Local Media [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | 7 | 4 | 12 | 11 |
Corporate [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | $ 6 | $ 2 | $ 10 | $ 11 |
Reportable Segments (Assets) (D
Reportable Segments (Assets) (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Segment Reporting Information [Line Items] | ||
Assets | $ 22,653 | $ 24,238 |
Assets of discontinued operations | 3,517 | 4,596 |
Operating Segments [Member] | Entertainment [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 11,441 | 11,262 |
Operating Segments [Member] | Cable Networks [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 2,594 | 2,618 |
Operating Segments [Member] | Publishing [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 858 | 880 |
Operating Segments [Member] | Local Media [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 4,018 | 4,065 |
Corporate and Eliminations [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 225 | $ 817 |
Condensed Consolidating Finan62
Condensed Consolidating Financial Statements (Statement of Operations) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | $ 3,257 | $ 2,976 | $ 6,600 | $ 6,564 |
Costs and expenses: | ||||
Operating | 2,004 | 1,758 | 4,078 | 4,030 |
Selling, general and administrative | 528 | 510 | 1,038 | 1,013 |
Depreciation and amortization | 56 | 57 | 111 | 114 |
Other operating items, net | 0 | 0 | 0 | (9) |
Total costs and expenses | 2,588 | 2,325 | 5,227 | 5,148 |
Operating income (loss) | 669 | 651 | 1,373 | 1,416 |
Interest (expense) income, net | (96) | (92) | (192) | (185) |
Other items, net | 5 | (4) | 6 | (7) |
Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies | 578 | 555 | 1,187 | 1,224 |
Benefit (provision) for income taxes | (169) | (173) | (307) | (379) |
Equity in loss of investee companies, net of tax | (12) | (9) | (29) | (30) |
Net earnings from continuing operations | 397 | 373 | 851 | 815 |
Net earnings (loss) from discontinued operations, net of tax | (339) | 50 | (1,045) | 81 |
Net earnings (loss) | 58 | 423 | (194) | 896 |
Total comprehensive income (loss) | 70 | 432 | (168) | 916 |
Eliminations [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Costs and expenses: | ||||
Operating | 0 | 0 | 0 | 0 |
Selling, general and administrative | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 0 | 0 | 0 |
Other operating items, net | 0 | |||
Total costs and expenses | 0 | 0 | 0 | 0 |
Operating income (loss) | 0 | 0 | 0 | 0 |
Interest (expense) income, net | 0 | 0 | 0 | 0 |
Other items, net | 0 | 0 | 0 | 0 |
Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies | 0 | 0 | 0 | 0 |
Benefit (provision) for income taxes | 0 | 0 | 0 | 0 |
Equity in loss of investee companies, net of tax | (488) | (798) | (677) | (1,611) |
Net earnings from continuing operations | (488) | (798) | (677) | (1,611) |
Net earnings (loss) from discontinued operations, net of tax | 0 | 0 | 0 | 0 |
Net earnings (loss) | (488) | (798) | (677) | (1,611) |
Total comprehensive income (loss) | (492) | (796) | (685) | (1,615) |
CBS Corp. [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 42 | 36 | 84 | 83 |
Costs and expenses: | ||||
Operating | 22 | 15 | 46 | 32 |
Selling, general and administrative | 23 | 21 | 43 | 42 |
Depreciation and amortization | 1 | 1 | 2 | 2 |
Other operating items, net | 0 | |||
Total costs and expenses | 46 | 37 | 91 | 76 |
Operating income (loss) | (4) | (1) | (7) | 7 |
Interest (expense) income, net | (127) | (124) | (249) | (248) |
Other items, net | 1 | (1) | 1 | (2) |
Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies | (130) | (126) | (255) | (243) |
Benefit (provision) for income taxes | 39 | 40 | 77 | 77 |
Equity in loss of investee companies, net of tax | 149 | 509 | (16) | 1,062 |
Net earnings from continuing operations | 58 | 423 | (194) | 896 |
Net earnings (loss) from discontinued operations, net of tax | 0 | 0 | 0 | 0 |
Net earnings (loss) | 58 | 423 | (194) | 896 |
Total comprehensive income (loss) | 70 | 432 | (168) | 916 |
CBS Operations Inc. [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 2 | 3 | 5 | 6 |
Costs and expenses: | ||||
Operating | 2 | 2 | 3 | 3 |
Selling, general and administrative | 68 | 66 | 132 | 132 |
Depreciation and amortization | 6 | 6 | 12 | 11 |
Other operating items, net | 0 | |||
Total costs and expenses | 76 | 74 | 147 | 146 |
Operating income (loss) | (74) | (71) | (142) | (140) |
Interest (expense) income, net | (120) | (106) | (237) | (210) |
Other items, net | (12) | 13 | (25) | 3 |
Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies | (206) | (164) | (404) | (347) |
Benefit (provision) for income taxes | 62 | 51 | 122 | 110 |
Equity in loss of investee companies, net of tax | 339 | 289 | 693 | 549 |
Net earnings from continuing operations | 195 | 176 | 411 | 312 |
Net earnings (loss) from discontinued operations, net of tax | 0 | 0 | 0 | 0 |
Net earnings (loss) | 195 | 176 | 411 | 312 |
Total comprehensive income (loss) | 190 | 185 | 404 | 325 |
Non-Guarantor Affiliates [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 3,213 | 2,937 | 6,511 | 6,475 |
Costs and expenses: | ||||
Operating | 1,980 | 1,741 | 4,029 | 3,995 |
Selling, general and administrative | 437 | 423 | 863 | 839 |
Depreciation and amortization | 49 | 50 | 97 | 101 |
Other operating items, net | (9) | |||
Total costs and expenses | 2,466 | 2,214 | 4,989 | 4,926 |
Operating income (loss) | 747 | 723 | 1,522 | 1,549 |
Interest (expense) income, net | 151 | 138 | 294 | 273 |
Other items, net | 16 | (16) | 30 | (8) |
Earnings (loss) from continuing operations before income taxes and equity in earnings (loss) of investee companies | 914 | 845 | 1,846 | 1,814 |
Benefit (provision) for income taxes | (270) | (264) | (506) | (566) |
Equity in loss of investee companies, net of tax | (12) | (9) | (29) | (30) |
Net earnings from continuing operations | 632 | 572 | 1,311 | 1,218 |
Net earnings (loss) from discontinued operations, net of tax | (339) | 50 | (1,045) | 81 |
Net earnings (loss) | 293 | 622 | 266 | 1,299 |
Total comprehensive income (loss) | $ 302 | $ 611 | $ 281 | $ 1,290 |
Condensed Consolidating Finan63
Condensed Consolidating Financial Statements (Balance Sheet) (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
ASSETS | ||
Cash and cash equivalents | $ 170 | $ 598 |
Receivables, net | 3,299 | 3,314 |
Programming and other inventory | 1,560 | 1,427 |
Prepaid expenses and other current assets | 358 | 419 |
Current assets of discontinued operations | 299 | 305 |
Total current assets | 5,686 | 6,063 |
Property and equipment | 2,967 | 2,935 |
Less accumulated depreciation and amortization | 1,753 | 1,694 |
Net property and equipment | 1,214 | 1,241 |
Programming and other inventory | 2,459 | 2,439 |
Goodwill | 4,891 | 4,864 |
Intangible assets | 2,627 | 2,633 |
Investments in consolidated subsidiaries | 0 | 0 |
Other assets | 2,558 | 2,707 |
Intercompany | 0 | 0 |
Assets of discontinued operations | 3,218 | 4,291 |
Total Assets | 22,653 | 24,238 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Accounts payable | 124 | 148 |
Participants’ share and royalties payable | 1,005 | 1,024 |
Program rights | 262 | 290 |
Commercial paper | 263 | 450 |
Current portion of long-term debt | 23 | 23 |
Accrued expenses and other current liabilities | 1,392 | 1,618 |
Current liabilities of discontinued operations | 161 | 155 |
Total current liabilities | 3,230 | 3,708 |
Long-term debt | 8,898 | 8,902 |
Other liabilities | 5,415 | 5,488 |
Liabilities of discontinued operations | 2,483 | 2,451 |
Intercompany | 0 | 0 |
Stockholders’ Equity: | ||
Preferred stock | 0 | 0 |
Common stock | 1 | 1 |
Additional paid-in capital | 43,820 | 43,913 |
Retained earnings (accumulated deficit) | (19,451) | (19,257) |
Accumulated other comprehensive income (loss) | (741) | (767) |
Stockholders' equity including treasury stock | 23,629 | 23,890 |
Less treasury stock, at cost | 21,002 | 20,201 |
Total Stockholders’ Equity | 2,627 | 3,689 |
Total Liabilities and Stockholders’ Equity | 22,653 | 24,238 |
Eliminations [Member] | ||
ASSETS | ||
Cash and cash equivalents | 0 | 0 |
Receivables, net | 0 | 0 |
Programming and other inventory | 0 | 0 |
Prepaid expenses and other current assets | (33) | (35) |
Current assets of discontinued operations | 0 | 0 |
Total current assets | (33) | (35) |
Property and equipment | 0 | 0 |
Less accumulated depreciation and amortization | 0 | 0 |
Net property and equipment | 0 | 0 |
Programming and other inventory | 0 | 0 |
Goodwill | 0 | 0 |
Intangible assets | 0 | 0 |
Investments in consolidated subsidiaries | (59,011) | (58,326) |
Other assets | 0 | 0 |
Intercompany | (29,897) | (28,761) |
Assets of discontinued operations | 0 | 0 |
Total Assets | (88,941) | (87,122) |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Accounts payable | 0 | 0 |
Participants’ share and royalties payable | 0 | 0 |
Program rights | 0 | 0 |
Commercial paper | 0 | 0 |
Current portion of long-term debt | 0 | 0 |
Accrued expenses and other current liabilities | (33) | (35) |
Current liabilities of discontinued operations | 0 | 0 |
Total current liabilities | (33) | (35) |
Long-term debt | 0 | 0 |
Other liabilities | 0 | 0 |
Liabilities of discontinued operations | 0 | 0 |
Intercompany | (29,897) | (28,761) |
Stockholders’ Equity: | ||
Preferred stock | (126) | (126) |
Common stock | (713) | (713) |
Additional paid-in capital | (60,894) | (60,894) |
Retained earnings (accumulated deficit) | (2,322) | (1,645) |
Accumulated other comprehensive income (loss) | (87) | (79) |
Stockholders' equity including treasury stock | (64,142) | (63,457) |
Less treasury stock, at cost | (5,131) | (5,131) |
Total Stockholders’ Equity | (59,011) | (58,326) |
Total Liabilities and Stockholders’ Equity | (88,941) | (87,122) |
CBS Corp. [Member] | ||
ASSETS | ||
Cash and cash equivalents | 15 | 321 |
Receivables, net | 22 | 27 |
Programming and other inventory | 4 | 3 |
Prepaid expenses and other current assets | 94 | 102 |
Current assets of discontinued operations | 0 | 0 |
Total current assets | 135 | 453 |
Property and equipment | 48 | 47 |
Less accumulated depreciation and amortization | 26 | 25 |
Net property and equipment | 22 | 22 |
Programming and other inventory | 3 | 5 |
Goodwill | 98 | 98 |
Intangible assets | 0 | 0 |
Investments in consolidated subsidiaries | 44,467 | 44,473 |
Other assets | 149 | 150 |
Intercompany | 0 | 0 |
Assets of discontinued operations | 0 | 0 |
Total Assets | 44,874 | 45,201 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Accounts payable | 1 | 1 |
Participants’ share and royalties payable | 0 | 0 |
Program rights | 4 | 4 |
Commercial paper | 263 | 450 |
Current portion of long-term debt | 6 | 6 |
Accrued expenses and other current liabilities | 383 | 421 |
Current liabilities of discontinued operations | 0 | 0 |
Total current liabilities | 657 | 882 |
Long-term debt | 8,801 | 8,798 |
Other liabilities | 2,892 | 3,071 |
Liabilities of discontinued operations | 0 | 0 |
Intercompany | 29,897 | 28,761 |
Stockholders’ Equity: | ||
Preferred stock | 0 | 0 |
Common stock | 1 | 1 |
Additional paid-in capital | 43,820 | 43,913 |
Retained earnings (accumulated deficit) | (19,451) | (19,257) |
Accumulated other comprehensive income (loss) | (741) | (767) |
Stockholders' equity including treasury stock | 23,629 | 23,890 |
Less treasury stock, at cost | 21,002 | 20,201 |
Total Stockholders’ Equity | 2,627 | 3,689 |
Total Liabilities and Stockholders’ Equity | 44,874 | 45,201 |
CBS Operations Inc. [Member] | ||
ASSETS | ||
Cash and cash equivalents | 0 | 0 |
Receivables, net | 2 | 2 |
Programming and other inventory | 3 | 3 |
Prepaid expenses and other current assets | 31 | 55 |
Current assets of discontinued operations | 0 | 0 |
Total current assets | 36 | 60 |
Property and equipment | 205 | 201 |
Less accumulated depreciation and amortization | 151 | 140 |
Net property and equipment | 54 | 61 |
Programming and other inventory | 6 | 7 |
Goodwill | 62 | 62 |
Intangible assets | 0 | 0 |
Investments in consolidated subsidiaries | 14,544 | 13,853 |
Other assets | 8 | 8 |
Intercompany | 1,455 | 1,785 |
Assets of discontinued operations | 0 | 3 |
Total Assets | 16,165 | 15,839 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Accounts payable | 4 | 3 |
Participants’ share and royalties payable | 0 | 0 |
Program rights | 3 | 4 |
Commercial paper | 0 | 0 |
Current portion of long-term debt | 0 | 0 |
Accrued expenses and other current liabilities | 212 | 284 |
Current liabilities of discontinued operations | 0 | 0 |
Total current liabilities | 219 | 291 |
Long-term debt | 0 | 0 |
Other liabilities | 238 | 244 |
Liabilities of discontinued operations | 0 | 0 |
Intercompany | 0 | 0 |
Stockholders’ Equity: | ||
Preferred stock | 0 | 0 |
Common stock | 123 | 123 |
Additional paid-in capital | 0 | 0 |
Retained earnings (accumulated deficit) | 15,894 | 15,483 |
Accumulated other comprehensive income (loss) | 22 | 29 |
Stockholders' equity including treasury stock | 16,039 | 15,635 |
Less treasury stock, at cost | 331 | 331 |
Total Stockholders’ Equity | 15,708 | 15,304 |
Total Liabilities and Stockholders’ Equity | 16,165 | 15,839 |
Non-Guarantor Affiliates [Member] | ||
ASSETS | ||
Cash and cash equivalents | 155 | 277 |
Receivables, net | 3,275 | 3,285 |
Programming and other inventory | 1,553 | 1,421 |
Prepaid expenses and other current assets | 266 | 297 |
Current assets of discontinued operations | 299 | 305 |
Total current assets | 5,548 | 5,585 |
Property and equipment | 2,714 | 2,687 |
Less accumulated depreciation and amortization | 1,576 | 1,529 |
Net property and equipment | 1,138 | 1,158 |
Programming and other inventory | 2,450 | 2,427 |
Goodwill | 4,731 | 4,704 |
Intangible assets | 2,627 | 2,633 |
Investments in consolidated subsidiaries | 0 | 0 |
Other assets | 2,401 | 2,549 |
Intercompany | 28,442 | 26,976 |
Assets of discontinued operations | 3,218 | 4,288 |
Total Assets | 50,555 | 50,320 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Accounts payable | 119 | 144 |
Participants’ share and royalties payable | 1,005 | 1,024 |
Program rights | 255 | 282 |
Commercial paper | 0 | 0 |
Current portion of long-term debt | 17 | 17 |
Accrued expenses and other current liabilities | 830 | 948 |
Current liabilities of discontinued operations | 161 | 155 |
Total current liabilities | 2,387 | 2,570 |
Long-term debt | 97 | 104 |
Other liabilities | 2,285 | 2,173 |
Liabilities of discontinued operations | 2,483 | 2,451 |
Intercompany | 0 | 0 |
Stockholders’ Equity: | ||
Preferred stock | 126 | 126 |
Common stock | 590 | 590 |
Additional paid-in capital | 60,894 | 60,894 |
Retained earnings (accumulated deficit) | (13,572) | (13,838) |
Accumulated other comprehensive income (loss) | 65 | 50 |
Stockholders' equity including treasury stock | 48,103 | 47,822 |
Less treasury stock, at cost | 4,800 | 4,800 |
Total Stockholders’ Equity | 43,303 | 43,022 |
Total Liabilities and Stockholders’ Equity | $ 50,555 | $ 50,320 |
Condensed Consolidating Finan64
Condensed Consolidating Financial Statements (Statement of Cash Flow) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Financial Statements, Captions [Line Items] | ||||||
Net cash flow provided by (used for) operating activities | $ 938 | $ 1,251 | ||||
Investing Activities: | ||||||
Acquisitions | (21) | (51) | ||||
Capital expenditures | $ (41) | $ (35) | (68) | (69) | ||
Investments in and advances to investee companies | (65) | (43) | ||||
Proceeds from dispositions | 1 | 19 | ||||
Other investing activities | 14 | 4 | ||||
Net cash flow used for investing activities from continuing operations | (139) | (140) | ||||
Net cash flow used for investing activities from discontinued operations | (13) | (2) | ||||
Net cash flow used for investing activities | (152) | (142) | ||||
Financing Activities: | ||||||
(Repayments of) proceeds from short-term debt borrowings, net | (187) | 163 | ||||
Repayment of senior debentures | 0 | (199) | ||||
Proceeds from debt borrowings of CBS Radio | 24 | 0 | ||||
Repayment of debt borrowings of CBS Radio | (5) | 0 | ||||
Payment of capital lease obligations | (8) | (8) | ||||
Payment of contingent consideration | (7) | 0 | ||||
Dividends | (151) | (142) | ||||
Purchase of Company common stock | (845) | (1,033) | ||||
Payment of payroll taxes in lieu of issuing shares for stock-based compensation | (89) | (57) | ||||
Proceeds from exercise of stock options | 39 | 10 | ||||
Other financing activities | 0 | (1) | ||||
Excess tax benefit from stock-based compensation | 0 | 11 | ||||
Increase (decrease) in intercompany payables | 0 | 0 | ||||
Net cash flow provided by (used for) financing activities | (1,229) | (1,256) | ||||
Net decrease in cash and cash equivalents | (443) | (147) | ||||
Cash and cash equivalents at beginning of period (includes $24 (2017) and $6 (2016) of discontinued operations cash) | 622 | 323 | ||||
Cash and cash equivalents at end of period (includes $9 (2017 and 2016) of discontinued operations cash) | 179 | 176 | 179 | 176 | ||
Cash and cash equivalents of discontinued operations | 9 | 9 | 9 | 9 | $ 24 | $ 6 |
Eliminations [Member] | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Net cash flow provided by (used for) operating activities | 0 | 0 | ||||
Investing Activities: | ||||||
Acquisitions | 0 | 0 | ||||
Capital expenditures | 0 | 0 | ||||
Investments in and advances to investee companies | 0 | 0 | ||||
Proceeds from dispositions | 0 | 0 | ||||
Other investing activities | 0 | 0 | ||||
Net cash flow used for investing activities from continuing operations | 0 | 0 | ||||
Net cash flow used for investing activities from discontinued operations | 0 | 0 | ||||
Net cash flow used for investing activities | 0 | 0 | ||||
Financing Activities: | ||||||
(Repayments of) proceeds from short-term debt borrowings, net | 0 | 0 | ||||
Repayment of senior debentures | 0 | |||||
Proceeds from debt borrowings of CBS Radio | 0 | |||||
Repayment of debt borrowings of CBS Radio | 0 | |||||
Payment of capital lease obligations | 0 | 0 | ||||
Payment of contingent consideration | 0 | |||||
Dividends | 0 | 0 | ||||
Purchase of Company common stock | 0 | 0 | ||||
Payment of payroll taxes in lieu of issuing shares for stock-based compensation | 0 | 0 | ||||
Proceeds from exercise of stock options | 0 | 0 | ||||
Other financing activities | 0 | |||||
Excess tax benefit from stock-based compensation | 0 | |||||
Increase (decrease) in intercompany payables | 0 | 0 | ||||
Net cash flow provided by (used for) financing activities | 0 | 0 | ||||
Net decrease in cash and cash equivalents | 0 | 0 | ||||
Cash and cash equivalents at beginning of period (includes $24 (2017) and $6 (2016) of discontinued operations cash) | 0 | 0 | ||||
Cash and cash equivalents at end of period (includes $9 (2017 and 2016) of discontinued operations cash) | 0 | 0 | 0 | 0 | ||
CBS Corp. [Member] | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Net cash flow provided by (used for) operating activities | (608) | (476) | ||||
Investing Activities: | ||||||
Acquisitions | 0 | 0 | ||||
Capital expenditures | 0 | 0 | ||||
Investments in and advances to investee companies | 0 | 0 | ||||
Proceeds from dispositions | 0 | (4) | ||||
Other investing activities | 14 | 4 | ||||
Net cash flow used for investing activities from continuing operations | 14 | 0 | ||||
Net cash flow used for investing activities from discontinued operations | 0 | 0 | ||||
Net cash flow used for investing activities | 14 | 0 | ||||
Financing Activities: | ||||||
(Repayments of) proceeds from short-term debt borrowings, net | (187) | 163 | ||||
Repayment of senior debentures | (199) | |||||
Proceeds from debt borrowings of CBS Radio | 0 | |||||
Repayment of debt borrowings of CBS Radio | 0 | |||||
Payment of capital lease obligations | 0 | 0 | ||||
Payment of contingent consideration | 0 | |||||
Dividends | (151) | (142) | ||||
Purchase of Company common stock | (845) | (1,033) | ||||
Payment of payroll taxes in lieu of issuing shares for stock-based compensation | (89) | (57) | ||||
Proceeds from exercise of stock options | 39 | 10 | ||||
Other financing activities | (1) | |||||
Excess tax benefit from stock-based compensation | 11 | |||||
Increase (decrease) in intercompany payables | 1,521 | 1,503 | ||||
Net cash flow provided by (used for) financing activities | 288 | 255 | ||||
Net decrease in cash and cash equivalents | (306) | (221) | ||||
Cash and cash equivalents at beginning of period (includes $24 (2017) and $6 (2016) of discontinued operations cash) | 321 | 267 | ||||
Cash and cash equivalents at end of period (includes $9 (2017 and 2016) of discontinued operations cash) | 15 | 46 | 15 | 46 | ||
CBS Operations Inc. [Member] | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Net cash flow provided by (used for) operating activities | (153) | (116) | ||||
Investing Activities: | ||||||
Acquisitions | 0 | 0 | ||||
Capital expenditures | (10) | (11) | ||||
Investments in and advances to investee companies | 0 | 0 | ||||
Proceeds from dispositions | 0 | 0 | ||||
Other investing activities | 0 | 0 | ||||
Net cash flow used for investing activities from continuing operations | (10) | (11) | ||||
Net cash flow used for investing activities from discontinued operations | (1) | 0 | ||||
Net cash flow used for investing activities | (11) | (11) | ||||
Financing Activities: | ||||||
(Repayments of) proceeds from short-term debt borrowings, net | 0 | 0 | ||||
Repayment of senior debentures | 0 | |||||
Proceeds from debt borrowings of CBS Radio | 0 | |||||
Repayment of debt borrowings of CBS Radio | 0 | |||||
Payment of capital lease obligations | 0 | 0 | ||||
Payment of contingent consideration | 0 | |||||
Dividends | 0 | 0 | ||||
Purchase of Company common stock | 0 | 0 | ||||
Payment of payroll taxes in lieu of issuing shares for stock-based compensation | 0 | 0 | ||||
Proceeds from exercise of stock options | 0 | 0 | ||||
Other financing activities | 0 | |||||
Excess tax benefit from stock-based compensation | 0 | |||||
Increase (decrease) in intercompany payables | 164 | 127 | ||||
Net cash flow provided by (used for) financing activities | 164 | 127 | ||||
Net decrease in cash and cash equivalents | 0 | 0 | ||||
Cash and cash equivalents at beginning of period (includes $24 (2017) and $6 (2016) of discontinued operations cash) | 0 | 1 | ||||
Cash and cash equivalents at end of period (includes $9 (2017 and 2016) of discontinued operations cash) | 0 | 1 | 0 | 1 | ||
Non-Guarantor Affiliates [Member] | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Net cash flow provided by (used for) operating activities | 1,699 | 1,843 | ||||
Investing Activities: | ||||||
Acquisitions | (21) | (51) | ||||
Capital expenditures | (58) | (58) | ||||
Investments in and advances to investee companies | (65) | (43) | ||||
Proceeds from dispositions | 1 | 23 | ||||
Other investing activities | 0 | 0 | ||||
Net cash flow used for investing activities from continuing operations | (143) | (129) | ||||
Net cash flow used for investing activities from discontinued operations | (12) | (2) | ||||
Net cash flow used for investing activities | (155) | (131) | ||||
Financing Activities: | ||||||
(Repayments of) proceeds from short-term debt borrowings, net | 0 | 0 | ||||
Repayment of senior debentures | 0 | |||||
Proceeds from debt borrowings of CBS Radio | 24 | |||||
Repayment of debt borrowings of CBS Radio | (5) | |||||
Payment of capital lease obligations | (8) | (8) | ||||
Payment of contingent consideration | (7) | |||||
Dividends | 0 | 0 | ||||
Purchase of Company common stock | 0 | 0 | ||||
Payment of payroll taxes in lieu of issuing shares for stock-based compensation | 0 | 0 | ||||
Proceeds from exercise of stock options | 0 | 0 | ||||
Other financing activities | 0 | |||||
Excess tax benefit from stock-based compensation | 0 | |||||
Increase (decrease) in intercompany payables | (1,685) | (1,630) | ||||
Net cash flow provided by (used for) financing activities | (1,681) | (1,638) | ||||
Net decrease in cash and cash equivalents | (137) | 74 | ||||
Cash and cash equivalents at beginning of period (includes $24 (2017) and $6 (2016) of discontinued operations cash) | 301 | 55 | ||||
Cash and cash equivalents at end of period (includes $9 (2017 and 2016) of discontinued operations cash) | $ 164 | $ 129 | $ 164 | $ 129 |