Cover
Cover | Oct. 16, 2020 |
Document Information [Line Items] | |
Document Type | 8-K |
Document Period End Date | Oct. 16, 2020 |
Entity File Number | 001-10701 |
Entity Registrant Name | THE E.W. SCRIPPS COMPANY |
Entity Incorporation, State or Country Code | OH |
Entity Tax Identification Number | 31-1223339 |
Entity Address, Address Line One | 312 Walnut Street |
Entity Address, City or Town | Cincinnati, |
Entity Address, State or Province | OH |
Entity Address, Postal Zip Code | 45202 |
City Area Code | 513 |
Local Phone Number | 977-3000 |
Title of 12(b) Security | Class A Common Stock, par value $0.01 per share |
Trading Symbol | SSP |
Security Exchange Name | NASDAQ |
Entity Emerging Growth Company | false |
Entity Central Index Key | 0000832428 |
Amendment Flag | false |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Revenues: | |||||||||||
Total operating revenues | $ 423,055 | $ 330,857 | $ 320,428 | $ 277,059 | $ 351,397 | $ 289,334 | $ 273,425 | $ 243,206 | $ 1,351,399 | $ 1,157,362 | $ 845,773 |
Costs and Expenses: | |||||||||||
Employee compensation and benefits | 476,968 | 376,436 | 357,022 | ||||||||
Programming | 398,314 | 314,586 | 211,612 | ||||||||
Impairment of programming assets | 0 | 8,920 | 0 | ||||||||
Other expenses | 276,432 | 233,936 | 179,772 | ||||||||
Acquisition and related integration costs | 26,304 | 4,124 | 0 | ||||||||
Restructuring costs | 3,370 | 8,911 | 4,422 | ||||||||
Total costs and expenses | 351,080 | 303,652 | 272,351 | 254,305 | 261,280 | 228,632 | 231,594 | 225,407 | 1,181,388 | 946,913 | 752,828 |
Depreciation, Amortization, and (Gains) Losses: | |||||||||||
Depreciation | 39,998 | 34,385 | 34,049 | ||||||||
Amortization of intangible assets | 44,346 | 26,326 | 18,857 | ||||||||
Impairment of goodwill and intangible assets | 0 | 0 | 35,732 | ||||||||
(Gains) losses, net on disposal of property and equipment | (1,998) | (11) | 144 | 173 | 1,105 | (501) | (66) | 717 | (1,692) | 1,255 | 169 |
Net depreciation, amortization, and (gains) losses | 82,652 | 61,966 | 88,807 | ||||||||
Operating income | 87,359 | 148,483 | 4,138 | ||||||||
Interest expense | (27,120) | (26,537) | (18,023) | (8,916) | (9,143) | (9,003) | (9,279) | (8,759) | (80,596) | (36,184) | (26,552) |
Defined benefit pension plan expense | (1,746) | (2,071) | (1,564) | (1,572) | (13,446) | (3,529) | (1,389) | (1,388) | (6,953) | (19,752) | (14,112) |
Miscellaneous, net | (417) | 2,042 | 369 | (800) | 687 | (546) | (156) | 138 | 1,194 | 123 | 7,436 |
Income (loss) from continuing operations before income taxes | 18,545 | (21,011) | 9,183 | (5,713) | 50,280 | 33,285 | 16,579 | (7,474) | 1,004 | 92,670 | (29,090) |
Provision (benefit) for income taxes | 5,602 | (3,677) | 3,385 | (2,393) | 11,077 | 8,695 | 4,219 | (1,210) | 2,917 | 22,781 | (18,912) |
Income (loss) from continuing operations, net of tax | (1,913) | 69,889 | (10,178) | ||||||||
Loss from discontinued operations, net of tax | (2,378) | (4,429) | (6,164) | (3,494) | (17,224) | (5,459) | (6,640) | (20,817) | (16,465) | (50,140) | (4,439) |
Net income (loss) | 10,565 | (21,763) | (366) | (6,814) | 21,979 | 19,131 | 5,720 | (27,081) | (18,378) | 19,749 | (14,617) |
Loss attributable to noncontrolling interest | (166) | 166 | 0 | 0 | 0 | 0 | 0 | (632) | 0 | (632) | (1,511) |
Net income (loss) attributable to the shareholders of The E.W. Scripps Company | $ 10,731 | $ (21,929) | $ (366) | $ (6,814) | $ 21,979 | $ 19,131 | $ 5,720 | $ (26,449) | $ (18,378) | $ 20,381 | $ (13,106) |
Net income (loss) per basic share of common stock attributable to the shareholders of The E.W. Scripps Company: | |||||||||||
Income (loss) from continuing operations, per basic share | $ 0.16 | $ (0.22) | $ 0.07 | $ (0.04) | $ 0.48 | $ 0.30 | $ 0.15 | $ (0.07) | $ (0.02) | $ 0.85 | $ (0.11) |
Loss from discontinued operations, per basic share | (0.21) | (0.07) | (0.08) | (0.26) | (0.20) | (0.61) | (0.05) | ||||
Net income (loss) per basic share of common stock (USD per share) | (0.23) | 0.25 | (0.16) | ||||||||
Net income (loss) per diluted share of common stock attributable to the shareholders of The E.W. Scripps Company: | |||||||||||
Income (loss) from continuing operations, per diluted share | $ 0.16 | $ (0.22) | $ 0.07 | $ (0.04) | 0.47 | 0.29 | 0.15 | (0.07) | (0.02) | 0.85 | (0.11) |
Loss from discontinued operations, per diluted share | $ (0.21) | $ (0.07) | $ (0.08) | $ (0.26) | (0.20) | (0.60) | (0.05) | ||||
Net income (loss) per diluted share of common stock (USD per share) | $ (0.23) | $ 0.24 | $ (0.16) | ||||||||
Weighted average shares outstanding: | |||||||||||
Basic (in shares) | 80,927 | 80,877 | 80,822 | 80,673 | 80,669 | 81,452 | 81,824 | 81,554 | 80,826 | 81,369 | 82,052 |
Diluted (in shares) | 81,322 | 80,877 | 81,196 | 80,673 | 81,348 | 82,084 | 81,852 | 81,554 | 80,826 | 81,927 | 82,052 |
Advertising | |||||||||||
Operating Revenues: | |||||||||||
Total operating revenues | $ 884,649 | $ 825,829 | $ 557,108 | ||||||||
Retransmission and carriage | |||||||||||
Operating Revenues: | |||||||||||
Total operating revenues | 390,043 | 304,402 | 259,712 | ||||||||
Other | |||||||||||
Operating Revenues: | |||||||||||
Total operating revenues | $ 76,707 | $ 27,131 | $ 28,953 |
Recently Adopted Standards and
Recently Adopted Standards and Issued Accounting Standards | 12 Months Ended |
Dec. 31, 2019 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recently Adopted Standards and Issued Accounting Standards | Recently Adopted and Issued Accounting Standards Recently Adopted Accounting Standards — In August 2018, the SEC issued a final rule that amended certain of its disclosure requirements that were redundant, duplicative, overlapping, outdated or superseded. In addition, the amendments expanded the disclosure requirements on the analysis of shareholders' equity for interim financial statements. Under the amendments, an analysis of changes in each caption of shareholders' equity presented in the balance sheet must be provided in a note or separate statement. The analysis should present a reconciliation of the beginning balance to the ending balance of each period for which a statement of comprehensive income is required to be filed. This rule was effective for us in 2019. In February 2016, the Financial Accounting Standards Board ("FASB") issued new guidance on the accounting for leases. Under this guidance, lessees are required to recognize a lease liability and a right-of-use asset for all leases at the commencement date. In July 2018, the FASB approved amendments to create an optional transition method. The amendments provided an option to implement the new leasing standard through a cumulative-effect adjustment to opening retained earnings in the period of adoption without having to restate the comparative periods presented. We adopted the standard on January 1, 2019 using this optional transition method that does not restate the comparative prior periods. The new guidance provides a number of optional practical expedients in transition. We elected the transition package of three practical expedients permitted within the standard, which eliminates the requirements to reassess prior conclusions about lease identification, lease classification and initial direct costs. We did not elect the hindsight practical expedient, which permits the use of hindsight when determining lease term and impairment of right-of-use assets. We have utilized the practical expedient to not separate lease and non-lease components. Further, we elected a short-term lease exception policy, permitting us to not apply the recognition requirements of this standard to short-term leases (i.e. leases with terms of 12 months or less). Implementation of the standard resulted in the recognition of $33.9 million of right-of-use assets and $37.3 million of lease liabilities, which included the impact of prepaid and deferred rent and lease incentives, on our consolidated balance sheet. No cumulative-effect adjustment was recognized as the amount was not material, and adoption of the standard had no impact on our consolidated statements of operations. Recently Issued Accounting Standards — In March 2019, the FASB issued new guidance to align the accounting for the costs of producing films and episodic television series in response to changes in production and distribution models in the media and entertainment industry. The new guidance amends the capitalization, amortization, impairment, presentation and disclosure requirements for entities that produce and own content, and also aligns the impairment guidance for licensed content to the owned content fair value model. This guidance applies to broadcasters and entities that produce and distribute films and episodic television series through both traditional mediums and digital mediums. It is effective for fiscal years, and interim periods within those years, beginning after December 15, 2019, with early adoption permitted. Upon adoption, all programming assets (licensed and produced by us) will be recorded as non-current assets in our consolidated balance sheet. We do not expect a material impact to our consolidated statement of operations. In August 2018, the FASB issued new guidance to address a customer's accounting for implementation costs incurred in a cloud computing arrangement ("CCA") that is a service contract. The new guidance aligns the accounting for costs incurred to implement a CCA that is a service arrangement with the guidance on capitalizing costs associated with developing or obtaining internal-use software. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2019, with early adoption permitted. The adoption of this guidance is not expected to have a material impact on our consolidated financial statements in 2020. In August 2018, the FASB issued new guidance to add, remove and clarify annual disclosure requirements related to defined benefit pension and other postretirement plans. The guidance is effective for fiscal years ending after December 15, 2020 with early adoption permitted, and it should be applied on a retrospective basis. We believe the main impact of this guidance will be to no longer disclose the amount in accumulated other comprehensive income that is expected to be recognized as part of net periodic benefit cost over the next year. Additionally, we will have to add a narrative description for any significant gains and losses affecting the benefit obligation for the period. We are currently evaluating the impact of this guidance on our disclosures. In June 2016, the FASB issued new guidance that changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking “expected loss” model that will replace today’s “incurred loss” model, which generally will result in the earlier recognition of allowances for losses. For available-for-sale debt securities with unrealized losses, entities will measure credit losses in a manner similar to current practice, except that the losses will be recognized as an allowance. The guidance is effective in 2020 with early adoption permitted in 2019. We are currently evaluating the impact of this guidance, specifically as it relates to our allowances for accounts receivable, but do not expect a material impact to our consolidated financial statements and related disclosure on adoption. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 32,968 | $ 107,114 |
Accounts receivable (less allowances — $3,346 and $4,221) | 387,847 | 261,852 |
Programming | 52,699 | 34,432 |
FCC repack receivable | 29,651 | 19,242 |
Miscellaneous | 39,486 | 24,585 |
Assets held for sale | 101,266 | 23,792 |
Total current assets | 643,917 | 471,017 |
Investments | 8,375 | 7,162 |
Property and equipment | 370,378 | 231,501 |
Operating lease right-of-use assets | 128,192 | 0 |
Goodwill | 1,224,679 | 786,837 |
Other intangible assets | 1,060,675 | 475,906 |
Programming (less current portion) | 96,256 | 75,333 |
Deferred income taxes | 12,306 | 9,427 |
Miscellaneous | 17,079 | 14,687 |
Assets held for sale — noncurrent | 0 | 58,477 |
Total Assets | 3,561,857 | 2,130,347 |
Current liabilities: | ||
Accounts payable | 28,441 | 25,919 |
Unearned revenue | 10,704 | 10,346 |
Current portion of long-term debt | 10,612 | 3,000 |
Accrued liabilities: | ||
Employee compensation and benefits | 43,259 | 42,124 |
Miscellaneous | 96,682 | 40,301 |
Accrued interest | 15,352 | 2,626 |
Programming liability | 41,694 | 38,957 |
Other current liabilities | 42,561 | 25,339 |
Total current liabilities | 312,032 | 198,059 |
Long-term debt (less current portion) | 1,904,418 | 685,764 |
Deferred income taxes | 17,876 | 24,473 |
Operating lease liabilities | 113,648 | 0 |
Other liabilities (less current portion) | 315,948 | 294,542 |
Liabilities, Held-For-Sale, Noncurrent | 0 | 1,344 |
Commitments and contingencies (Note 17) | ||
Equity: | ||
Preferred stock, $0.01 par — authorized: 25,000,000 shares; none outstanding | 0 | 0 |
Common stock, $.01 par: Class A - authorized: 240,000,000 shares; issued and outstanding; 2019 - 69,027,524 shares; 2018 - 68,736,867 shares. Voting - authorized: 60,000,000 shares; issued and outstanding; 2019 - 11,932,722 shares; 2018 - 11,932,722 shares | 810 | 807 |
Additional paid-in capital | 1,117,095 | 1,106,984 |
Accumulated deficit | (120,981) | (86,229) |
Accumulated other comprehensive loss, net of income taxes | (98,989) | (95,397) |
Total equity | 897,935 | 926,165 |
Total Liabilities and Equity | 3,561,857 | 2,130,347 |
Liabilities, Held-For-Sale | 22,727 | 9,447 |
Common stock, Class A | ||
Equity: | ||
Common stock, $.01 par: Class A - authorized: 240,000,000 shares; issued and outstanding; 2019 - 69,027,524 shares; 2018 - 68,736,867 shares. Voting - authorized: 60,000,000 shares; issued and outstanding; 2019 - 11,932,722 shares; 2018 - 11,932,722 shares | 691 | 688 |
Voting common stock | ||
Equity: | ||
Common stock, $.01 par: Class A - authorized: 240,000,000 shares; issued and outstanding; 2019 - 69,027,524 shares; 2018 - 68,736,867 shares. Voting - authorized: 60,000,000 shares; issued and outstanding; 2019 - 11,932,722 shares; 2018 - 11,932,722 shares | $ 119 | $ 119 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Allowances for accounts and notes receivable | $ 3,346 | $ 4,221 |
Preferred stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Common stock, Class A | ||
Common stock, shares authorized | 240,000,000 | 240,000,000 |
Common stock, shares issued | 69,027,524 | 68,736,867 |
Common stock, shares outstanding | 69,027,524 | 68,736,867 |
Voting common stock | ||
Common stock, shares authorized | 60,000,000 | 60,000,000 |
Common stock, shares issued | 11,932,722 | 11,932,722 |
Common stock, shares outstanding | 11,932,722 | 11,932,722 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ (18,378,000) | $ 19,749,000 | $ (14,617,000) |
Changes in defined benefit pension plans, net of tax of $(1,156), $2,557, and $4,152 | (3,369,000) | 7,590,000 | 10,150,000 |
Other, net of tax of $(77), $(22) and $(136) | (223,000) | (65,000) | (355,000) |
Total comprehensive income (loss) | (21,970,000) | 27,274,000 | (4,822,000) |
Comprehensive loss attributable to noncontrolling interest | 0 | (632,000) | (1,511,000) |
Total comprehensive income (loss) attributable to the shareholders of The E.W. Scripps Company | (21,970,000) | 27,906,000 | (3,311,000) |
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, Tax | (1,156,000) | 2,557,000 | 4,152,000 |
Changes in other, tax amount | $ (77,000) | $ (22,000) | $ (136,000) |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Changes in defined benefit pension plans, tax amount | $ (1,156,000) | $ 2,557,000 | $ 4,152,000 |
Changes in other, tax amount | $ (77,000) | $ (22,000) | $ (136,000) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Cash Flows [Abstract] | |||
Net income (loss) | $ (18,378) | $ 19,749 | $ (14,617) |
Loss from discontinued operations, net of tax | (16,465) | (50,140) | (4,439) |
Income (loss) from continuing operations, net of tax | (1,913) | 69,889 | (10,178) |
Adjustments to reconcile net income (loss) from continuing operations to net cash flows from operating activities: | |||
Depreciation and amortization | 84,344 | 60,711 | 52,906 |
Impairment of goodwill and intangible assets | 0 | 0 | 35,732 |
Impairment of programming assets | 0 | 8,920 | 0 |
Loss (gain) on disposition of investments | (930) | 251 | (6,106) |
(Gains) losses on sale of property and equipment | (1,692) | 1,255 | 169 |
Programming assets and liabilities | 21,194 | (12,788) | (9,172) |
Deferred income taxes | (5,782) | 18,241 | (16,311) |
Stock and deferred compensation plans | 14,697 | 10,500 | 15,691 |
Pension expense, net of contributions | (13,066) | (4,052) | (6,738) |
Other changes in certain working capital accounts, net | (109,530) | (11,446) | (10,860) |
Miscellaneous, net | 8,194 | 4,243 | (5,631) |
Net cash provided by (used in) operating activities from continuing operations | (4,484) | 145,724 | 39,502 |
Net cash provided by (used in) operating activities from discontinued operations | (22,968) | (4,813) | 1,350 |
Net operating activities | (27,452) | 140,911 | 40,852 |
Cash Flows from Investing Activities: | |||
Acquisitions, net of cash acquired | (1,190,422) | (149,469) | (280,940) |
Additions to property and equipment | (60,935) | (47,093) | (17,429) |
Acquisition of intangible assets | (24,864) | (7,229) | (9,745) |
Purchase of investments | (1,636) | (558) | (836) |
Proceeds from FCC repack | 6,959 | 1,530 | 0 |
Miscellaneous, net | 6,734 | 2,307 | 12,886 |
Net cash used in investing activities from continuing operations | (1,264,164) | (200,512) | (296,064) |
Net cash provided by (used in) investing activities from discontinued operations | (343) | 73,028 | (3,003) |
Net investing activities | (1,264,507) | (127,484) | (299,067) |
Cash Flows from Financing Activities: | |||
Proceeds from issuance of long-term debt | 1,261,175 | 0 | 700,000 |
Payments on long-term debt | (8,728) | (5,656) | (393,927) |
Deferred financing costs | (31,295) | 0 | (9,671) |
Dividends paid | (16,374) | (16,395) | 0 |
Repurchase of Class A Common shares | (584) | (32,323) | (17,885) |
Proceeds from exercise of stock options | 0 | 1,857 | 1,461 |
Tax payments related to shares withheld for vested stock and RSUs | (3,831) | (3,796) | (4,576) |
Miscellaneous, net | 17,463 | 1,316 | (226) |
Net cash provided by (used in) financing activities from continuing operations | 1,217,826 | (54,997) | 275,176 |
Cash Provided by (Used in) Financing Activities, Discontinued Operations | 0 | 0 | (2,614) |
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 1,217,826 | (54,997) | 272,562 |
Effect of foreign exchange rates on cash, cash equivalents and restricted cash | (13) | (15) | 0 |
Increase (decrease) in cash, cash equivalents and restricted cash | (74,146) | (41,585) | 14,347 |
Cash, cash equivalents and restricted cash: | |||
Beginning of year | 107,114 | 148,699 | 134,352 |
End of year | 32,968 | 107,114 | 148,699 |
Interest paid | 61,299 | 33,673 | 18,956 |
Income taxes paid | 13,183 | 3,729 | 1,756 |
Capital expenditures included in accounts payable | $ 983 | $ 693 | $ 286 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) ("AOCI") | Noncontrolling Interest | ||
Balance at Dec. 31, 2016 | $ 945,935 | $ 819 | $ 1,132,540 | $ (94,077) | $ (93,347) | $ 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Minority interest contribution to subsidiary | 2,143 | 2,143 | ||||||
Comprehensive income (loss) | (4,822) | (13,106) | 9,795 | (1,511) | ||||
Repurchase of Class A Common shares | (17,885) | [1] | (10) | (15,627) | (2,248) | |||
Compensation plans: net share issued | [1] | 12,114 | 7 | 12,107 | 0 | |||
Reclassification of disproportionate tax effects from AOCI | 19,370 | (19,370) | ||||||
Balance at Dec. 31, 2017 | $ 937,485 | 816 | 1,129,020 | (90,061) | (102,922) | 632 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares Issued, Shares, Share-based Payment Arrangement, after Forfeiture | 661,256 | |||||||
Stock Repurchased During Period, Shares | 1,004,451 | |||||||
Comprehensive income (loss) | $ 27,274 | 20,381 | 7,525 | (632) | ||||
Cash dividends: declared and paid | (16,395) | (16,395) | ||||||
Repurchase of Class A Common shares | (32,323) | (18) | (32,151) | (154) | ||||
Compensation plans: net share issued | [1] | 10,124 | 9 | 10,115 | ||||
Balance at Dec. 31, 2018 | $ 926,165 | 807 | 1,106,984 | (86,229) | (95,397) | 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares Issued, Shares, Share-based Payment Arrangement, after Forfeiture | 851,011 | |||||||
Stock Repurchased During Period, Shares | 1,813,249 | |||||||
Common Stock, Dividends, Per Share, Declared | $ 0.20 | |||||||
Cash dividends per share of common stock (USD per share) | $ 0.20 | |||||||
Comprehensive income (loss) | $ (21,970) | (18,378) | (3,592) | 0 | ||||
Cash dividends: declared and paid | (16,374) | 16,374 | ||||||
Repurchase of Class A Common shares | (584) | (2) | (582) | 0 | ||||
Compensation plans: net share issued | 10,698 | [1] | 5 | 10,693 | ||||
Balance at Dec. 31, 2019 | $ 897,935 | $ 810 | $ 1,117,095 | $ (120,981) | $ (98,989) | $ 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares Issued, Shares, Share-based Payment Arrangement, after Forfeiture | 471,198 | |||||||
Stock Repurchased During Period, Shares | 180,541 | |||||||
Common Stock, Dividends, Per Share, Declared | $ 0.20 | |||||||
Cash dividends per share of common stock (USD per share) | $ 0.20 | |||||||
[1] | * Net of tax payments related to shares withheld for vested stock and RSUs of $3,831 in 2019, $3,796 in 2018 and $4,576 in 2017. |
Consolidated Statements of Eq_2
Consolidated Statements of Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Stockholders' Equity [Abstract] | |||
Shares issued on compensation plan | 471,198 | 851,011 | 661,256 |
Repurchase of Class A Common shares | 180,541 | 1,813,249 | 1,004,451 |
Common Stock, Dividends, Per Share, Declared | $ 0.20 | $ 0.20 | |
Cash dividends per share of common stock (USD per share) | $ 0.20 | $ 0.20 | |
Tax payments related to shares withheld for vested stock and RSUs | $ 3,831 | $ 3,796 | $ 4,576 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies As used in the Notes to Consolidated Financial Statements, the terms “Scripps,” “Company,” “we,” “our,” or “us” may, depending on the context, refer to The E.W. Scripps Company, to one or more of its consolidated subsidiary companies or to all of them taken as a whole. Nature of Operations — We are a diverse media enterprise, serving audiences and businesses through a portfolio of local television stations and national media brands. All of our businesses provide content and services via digital platforms, including the Internet, smartphones and tablets. Our media businesses are organized into the following reportable business segments: Local Media, National Media and Other. Basis of Presentation — Certain amounts in prior periods have been reclassified to conform to the current period's presentation. Concentration Risks — Our operations are geographically dispersed and we have a diverse customer base. We believe bad debt losses resulting from default by a single customer, or defaults by customers in any depressed region or business sector, would not have a material effect on our financial position, results of operations or cash flows. We derive approximately 65% of our operating revenues from advertising. Changes in the demand for such services, both nationally and in individual markets, can affect operating results. Use of Estimates — Preparing financial statements in accordance with accounting principles generally accepted in the United States of America requires us to make a variety of decisions that affect the reported amounts and the related disclosures. Such decisions include the selection of accounting principles that reflect the economic substance of the underlying transactions and the assumptions on which to base accounting estimates. In reaching such decisions, we apply judgment based on our understanding and analysis of the relevant circumstances, including our historical experience, actuarial studies and other assumptions. Our financial statements include estimates and assumptions used in accounting for our defined benefit pension plans; the periods over which long-lived assets are depreciated or amortized; the fair value of long-lived assets, goodwill and indefinite lived assets; the liability for uncertain tax positions and valuation allowances against deferred income tax assets; the fair value of assets acquired and liabilities assumed in business combinations; and self-insured risks. While we re-evaluate our estimates and assumptions on an ongoing basis, actual results could differ from those estimated at the time of preparation of the financial statements. Consolidation — The consolidated financial statements include our accounts and those of our wholly-owned and majority-owned subsidiaries and variable interest entities (VIEs) for which we are the primary beneficiary. We are the primary beneficiary of a VIE when we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. Noncontrolling interest represents an owner’s share of the equity in certain of our consolidated entities. All intercompany transactions and account balances have been eliminated in consolidation. Investments in entities over which we have significant influence but not control are accounted for using the equity method of accounting. Income from equity method investments represents our proportionate share of net income generated by equity method investees. Nature of Products and Services — The following is a description of principal activities from which we generate revenue. Core Advertising — Core advertising is comprised of sales to local and national customers. The advertising includes a combination of broadcast air time, as well as digital advertising. Pricing of advertising time is based on audience size and share, the demographic of our audiences and the demand for our limited inventory of commercial time. Advertising time is sold through a combination of local sales staff and national sales representative firms. Digital revenues are primarily generated from the sale of advertising to local and national customers on our local television websites, smartphone apps, tablet apps and other platforms. Political Advertising — Political advertising is generally sold through our Washington D.C. sales office. Advertising is sold to presidential, gubernatorial, Senate and House of Representative candidates, as well as for state and local issues. It is also sold to political action groups (PACs) or other advocacy groups. Retransmission Revenues — We earn revenue from retransmission consent agreements with multi-channel video programming distributors (“MVPDs”) in our markets. The MVPDs are cable operators and satellite carriers who pay us to offer our programming to their customers. We also receive fees from over-the-top virtual MVPDs such as Hulu, YouTubeTV and AT&T Now. The fees we receive are typically based on the number of subscribers in our local market and the contracted rate per subscriber. Other Products and Services — We derive revenue from sponsorships and community events through our Local Media segment. Our National Media segment offers subscription services for access to premium content to its customers. Our Triton business earns revenue from monthly fees charged to audio publishers for converting their content into digital audio streams and inserting digital advertising into those audio streams and providing statistical measurement information about their listening audience. Refer to Note 16. Segment Information for further information, including revenue by significant product and service offering. Revenue Recognition — Revenue is measured based on the consideration we expect to be entitled to in exchange for promised goods or services provided to customers, and excludes any amounts collected on behalf of third parties. Revenue is recognized upon transfer of control of promised products or services to customers. Advertising — Advertising revenue is recognized, net of agency commissions, over time primarily as ads are aired or impressions are delivered and any contracted audience guarantees are met. We apply the practical expedient to recognize revenue at the amount we have the right to invoice, which corresponds directly to the value a customer has received relative to our performance. For advertising sold based on audience guarantees, audience deficiency may result in an obligation to deliver additional advertisements to the customer. To the extent that we do not satisfy contracted audience ratings, we record deferred revenue until such time that the audience guarantee has been satisfied. Retransmission — Retransmission revenues are considered licenses of functional intellectual property and are recognized at the point in time the content is transferred to the customer. MVPDs report their subscriber numbers to us generally on a 30- to 90-day lag. Prior to receiving the MVPD reporting, we record revenue based on estimates of the number of subscribers, utilizing historical levels and trends of subscribers for each MVPD. Other — Revenues generated by our Triton business are recognized on a ratable basis over the contract term as the monthly service is provided to the customer. Transaction Price Allocated to Remaining Performance Obligations — As of December 31, 2019, we had an aggregate transaction price of $59.6 million allocated to unsatisfied performance obligations related to contracts within our Triton business, all of which are expected to be recognized into revenue over the next 24 months. We did not disclose the value of unsatisfied performance obligations on any other contracts with customers because they are either (i) contracts with an original expected term of one year or less, (ii) contracts for which the sales- or usage-based royalty exception was applied, or (iii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. Cash Equivalents — Cash equivalents represent highly liquid investments with maturity of less than three months when acquired. Contract Balances — Timing of revenue recognition may differ from the timing of invoicing to customers. We record a receivable when revenue is recognized prior to invoicing, or unearned revenue when revenue is recognized subsequent to invoicing. We extend credit to customers based upon our assessment of the customer’s financial condition. Collateral is generally not required from customers. Payment terms may vary by contract type, although our terms generally include a requirement of payment within 30 to 90 days. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts do not include a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers. The allowance for doubtful accounts reflects our best estimate of probable losses inherent in the accounts receivable balance. We determine the allowance based on known troubled accounts, historical experience and other currently available evidence. A rollforward of the allowance for doubtful accounts is as follows: (in thousands) January 1, 2017 $ 1,490 Charged to costs and expenses 1,314 Amounts charged off, net (855) Balance as of December 31, 2017 1,949 Charged to costs and expenses 3,378 Amounts charged off, net (1,106) Balance as of December 31, 2018 4,221 Charged to costs and expenses 1,823 Amounts charged off, net (2,698) Balance as of December 31, 2019 $ 3,346 We record unearned revenue when cash payments are received in advance of our performance. We generally require advance payment for advertising contracts with political advertising customers. Unearned revenue totaled $10.7 million at December 31, 2019 and is expected to be recognized within revenue over the next 12 months. Unearned revenue totaled $10.3 million at December 31, 2018. We recorded $8.9 million of revenue in 2019 that was included in unearned revenue at December 31, 2018. Assets Recognized from the Costs to Obtain a Contract with a Customer — We recognize an asset for the incremental costs of obtaining a contract with a customer if we expect the benefit of those costs to be longer than one year. We apply and use the practical expedient in the revenue guidance to expense costs as incurred for costs to obtain a contract when the amortization period is one year or less. This expedient applies to advertising sales commissions since advertising contracts are short-term in nature. In addition, we also may provide inducement payments to secure carriage agreements with distributors of our content. These inducement payments are capitalized and amortized to expense over the term of the distribution contract. Capitalized costs to obtain a contract with a customer totaled $9.3 million at December 31, 2019 and $9.7 million at December 31, 2018 and are included within miscellaneous assets on our Consolidated Balance Sheets. Amortization of these costs totaled $4.2 million and $1.0 million in 2019 and 2018, respectively. Investments — From time to time, we make investments in private companies. Investment securities can be impacted by various market risks, including interest rate risk, credit risk and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term. Such changes could materially affect the amounts reported in our financial statements. We record investments in private companies not accounted for under the equity method at cost, net of impairment write-downs, because no readily determinable market price is available. We regularly review our investments to determine if there has been any other-than-temporary decline in value. These reviews require management judgments that often include estimating the outcome of future events and determining whether factors exist that indicate impairment has occurred. We evaluate, among other factors, the extent to which cost exceeds fair value; the duration of the decline in fair value below cost; and the current cash position, earnings and cash forecasts and near-term prospects of the investee. We reduce the cost basis when a decline in fair value below cost is determined to be other than temporary, with the resulting adjustment charged against earnings. Property and Equipment — Property and equipment is carried at cost less depreciation. We compute depreciation using the straight-line method over estimated useful lives as follows: Buildings and improvements 15 to 45 years Leasehold improvements Shorter of term of lease or useful life Broadcast transmission towers and related equipment 15 to 35 years Other broadcast and program production equipment 3 to 15 years Computer hardware 3 to 5 years Office and other equipment 3 to 10 years Programming — Programming includes the cost of national television network programming, programming produced by us or for us by independent production companies and programs licensed under agreements with independent producers. Our network affiliation agreements require the payment of affiliation fees to the network. Network affiliation fees consist of pre-determined fixed fees in all cases and variable payments based on a share of retransmission revenues above the fixed fees for some of our agreements. Program licenses principally consist of television series and films. Program licenses generally have fixed terms, limit the number of times we can air the programs and require payments over the terms of the licenses. We record licensed program assets and liabilities when the license period has commenced and the programs are available for broadcast. We do not discount program licenses for imputed interest. We amortize program licenses based upon expected cash flows over the term of the license agreement. We classify the portion of the unamortized balance expected to be amortized within one year as a current asset. The costs of programming produced by us or for us by independent production companies is charged to expense over estimated useful lives based upon expected future cash flows. The realizable value of internal costs incurred for trial footage at Court TV, including employee compensation and benefits, are capitalized and amortized based upon expected future cash flows. All other internal costs to produce daily or live broadcast shows, such as news, sports or daily magazine shows, are expensed as incurred and are not classified in our Consolidated Statements of Operations as program costs, but are classified based on the type of cost incurred. Progress payments on programs not yet available for broadcast are recorded as deposits within programming assets. We review the net realizable value of program assets for impairment using a day-part methodology if the programming is for our local broadcast stations, whereby programs broadcast during a particular time period, such as prime time, are evaluated on an aggregate basis. Programming for our over-the-air broadcast network is reviewed for impairment using the individual network methodology. For our program assets available for broadcast, estimated amortization for each of the next five years is $59.4 million in 2020, $44.1 million in 2021, $25.9 million in 2022, $7.4 million in 2023, $3.1 million in 2024 and $3.3 million thereafter. Actual amortization in each of the next five years will exceed the amounts currently recorded as program assets available for broadcast, as we will continue to produce and license additional programs. Program rights liabilities payable within the next twelve months are included as current liabilities and noncurrent program rights liabilities are included in other noncurrent liabilities. FCC Repack — In April 2017, the Federal Communications Commission (the “FCC”) began a process of reallocating the broadcast spectrum (the “repack”). Specifically, the FCC is requiring certain television stations to change channels and/or modify their transmission facilities. The U.S. Congress passed legislation which provides the FCC with a fund to reimburse all reasonable costs incurred by stations operating under a full power license and a portion of the costs incurred by stations operating under a low power license that are reassigned to new channels. We record an FCC repack receivable for the amount of reimbursable costs due from the FCC, which totaled $29.7 million at December 31, 2019 and $19.2 million at December 31, 2018. The total amount of consideration currently due or that has been collected from the FCC is recorded as a deferred liability and will be recognized against depreciation expense in the same manner that the underlying FCC repack fixed assets are depreciated. Deferred FCC repack income totaled $36.8 million at December 31, 2019 and $20.6 million at December 31, 2018. Leases — We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities and operating lease liabilities in our Consolidated Balance Sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As the implicit rate is not readily determinable for most of our leases, we use our incremental borrowing rate when determining the present value of lease payments. The incremental borrowing rate represents an estimate of the interest rate we would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. The operating lease ROU asset also includes any payments made at or before commencement and is reduced by any lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Goodwill and Other Indefinite-Lived Intangible Assets — Goodwill represents the cost of acquisitions in excess of the acquired businesses’ tangible assets and identifiable intangible assets. FCC licenses represent the value assigned to the broadcast licenses of acquired broadcast television stations. Broadcast television stations are subject to the jurisdiction of the Federal Communications Commission (“FCC”) which prohibits the operation of stations except in accordance with an FCC license. FCC licenses stipulate each station’s operating parameters as defined by channels, effective radiated power and antenna height. FCC licenses are granted for a term of up to eight We do not amortize goodwill or our FCC licenses, but we review them for impairment at least annually or any time events occur or conditions change that would indicate it is more likely than not the fair value of a reporting unit is below its carrying value. We perform our annual impairment review during the fourth quarter of each year in conjunction with our annual planning cycle. We also assess, at least annually, whether our FCC licenses, classified as indefinite-lived intangible assets, continue to have indefinite lives. We review goodwill for impairment based upon our reporting units, which are defined as operating segments or groupings of businesses one level below the operating segment level. Reporting units with similar economic characteristics are aggregated into a single unit when testing goodwill for impairment. Our reporting units are our Local Media group, Katz, Stitcher, Triton and Newsy. Amortizable Intangible Assets — Television network affiliations represents the value assigned to an acquired broadcast television station’s relationship with a national television network. Television stations affiliated with national television networks typically have greater profit margins than independent television stations, primarily due to audience recognition of the television station as a network affiliate. We amortize these network affiliation relationships on a straight-line basis over estimated useful lives of 20 years. We amortize customer lists and other intangible assets in relation to their expected future cash flows over estimated useful lives of up to 20 years. Impairment of Long-Lived Assets — We review long-lived assets (primarily property and equipment and amortizable intangible assets) for impairment whenever events or circumstances indicate the carrying amounts of the assets may not be recoverable. Recoverability is determined by comparing the aggregate forecasted undiscounted cash flows derived from the operation of the assets to the carrying amount of the assets. If the aggregate undiscounted cash flow is less than the carrying amount of the assets, then amortizable intangible assets are written down first, followed by other long-lived assets, to fair value. We determine fair value based on discounted cash flows or appraisals. We report long-lived assets to be disposed of at the lower of carrying amount or fair value less costs to sell. Self-Insured Risks — We are self-insured, up to certain limits, for general and automobile liability, employee health, disability and workers’ compensation claims and certain other risks. Estimated liabilities for unpaid claims totaled $9.1 million at December 31, 2019 and $9.8 million at December 31, 2018. We estimate liabilities for unpaid claims using actuarial methodologies and our historical claims experience. While we re-evaluate our assumptions and review our claims experience on an ongoing basis, actual claims paid could vary significantly from estimated claims, which would require adjustments to expense. Based on the terms of the Master Transaction Agreement with Journal Media Group ("Journal"), Scripps remains the primary obligor for newspaper insurance claims incurred prior to April 1, 2015. We recorded the liabilities related to these claims on our Consolidated Balance Sheets with an offsetting receivable of $1.3 million, which will be paid by Journal. Income Taxes — We recognize deferred income taxes for temporary differences between the tax basis and reported amounts of assets and liabilities that will result in taxable or deductible amounts in future years. We establish a valuation allowance if we believe that it is more likely than not that we will not realize some or all of the deferred tax assets. We record a liability for unrecognized tax benefits resulting from uncertain tax positions taken or that we expect to take in a tax return. Interest and penalties associated with such tax positions are included in the tax provision. The liability for additional taxes and interest is included in other liabilities in the Consolidated Balance Sheets. Risk Management Contracts — We do not hold derivative financial instruments for trading or speculative purposes and we do not hold leveraged contracts. From time to time, we may use derivative financial instruments to limit the impact of interest rate fluctuations on our earnings and cash flows. Stock-Based Compensation — We have a Long-Term Incentive Plan (the “Plan”) which is described more fully in Note 18. The Plan provides for the award of incentive and nonqualified stock options, stock appreciation rights, restricted stock units (RSUs) and unrestricted Class A Common shares and performance units to key employees and non-employee directors. We recognize compensation cost based on the grant-date fair value of the award. We determine the fair value of awards that grant the employee the underlying shares by the fair value of a Class A Common share on the date of the award. Certain awards of RSUs have performance conditions under which the number of shares granted is determined by the extent to which such performance conditions are met (“Performance Shares”). Compensation costs for such awards are measured by the grant-date fair value of a Class A Common share and the number of shares earned. In periods prior to completion of the performance period, compensation costs are based upon estimates of the number of shares that will be earned. Compensation costs are recognized on a straight-line basis over the requisite service period of the award. The impact of forfeitures is recognized as they occur. The requisite service period is generally the vesting period stated in the award. Grants to retirement-eligible employees are expensed immediately and grants to employees who will become retirement eligible prior to the end of the stated vesting period are expensed over such shorter period because stock compensation grants vest upon the retirement eligibility of the employee. Earnings Per Share (“EPS”) — Unvested awards of share-based payments with rights to receive dividends or dividend equivalents, such as our RSUs, are considered participating securities for purposes of calculating EPS. Under the two-class method, we allocate a portion of net income to these participating securities and therefore exclude that income from the calculation of EPS for common stock. We do not allocate losses to the participating securities. The following table presents information about basic and diluted weighted-average shares outstanding: For the years ended December 31, (in thousands) 2019 2018 2017 Numerator (for basic and diluted earnings per share) Income (loss) from continuing operations, net of tax $ (1,913) $ 69,889 $ (10,178) Loss attributable to noncontrolling interest — 632 1,511 Less income allocated to RSUs — (1,129) — Numerator for basic and diluted earnings per share from continuing operations attributable to the shareholders of The E.W. Scripps Company $ (1,913) $ 69,392 $ (8,667) Denominator Basic weighted-average shares outstanding 80,826 81,369 82,052 Effect of dilutive securities: Stock options and restricted stock units — 558 — Diluted weighted-average shares outstanding 80,826 81,927 82,052 For the years ended December 31, 2019 and 2017, we incurred a net loss and the inclusion of RSUs and stock options would have been anti-dilutive. Accordingly, the diluted EPS calculations exclude the effect from 1.4 million and 1.2 million of outstanding RSUs as of December 31, 2019 and 2017, respectively. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Television Stations Acquisitions On September 19, 2019, we closed on the previously announced acquisition of eight television stations in seven markets from the Nexstar Media Group, Inc. ("Nexstar") transaction with Tribune Media Company ("Tribune"). Cash consideration for the transaction totaled $582 million. Seven of the stations were operated by Tribune, and its subsidiaries, and one was operated by Nexstar. Nexstar was required to divest these stations in order to complete its acquisition of Tribune. The purchase price and other related costs associated with the transaction were financed from a combination of incremental term loan B proceeds and a portion of the $500 million of senior unsecured notes issued on July 26, 2019. From the acquisition date of September 19, 2019 through December 31, 2019, revenue from the Nexstar-Tribune stations was $79.8 million. On May 1, 2019, we acquired 15 television stations in 10 markets from Cordillera Communications, LLC ("Cordillera"), for $521 million in cash, plus a working capital adjustment of $23.9 million. We financed the acquisition with a $765 million term loan B, of which $240 million was segregated into a separate account for financing a portion of the Nexstar transaction. From the acquisition date of May 1, 2019 through December 31, 2019, revenue from the Cordillera stations was $105.2 million. Effective January 1, 2019, we acquired three television stations owned by Raycom Media ("Raycom") — Waco, Texas ABC affiliate KXXV/KRHD and Tallahassee, Florida ABC affiliate WTXL — for $55 million in cash. These stations were being divested as part of Gray Television's acquisition of Raycom. From the acquisition date of January 1, 2019 through December 31, 2019, revenue from the Raycom stations was $23.4 million. The following table summarizes the fair values of the Raycom, Cordillera and Nexstar-Tribune assets acquired and liabilities assumed at the closing dates. The allocation of purchase price for the Cordillera and Nexstar-Tribune acquisitions reflect preliminary fair values. (in thousands) Raycom Cordillera Nexstar- Tribune Total Accounts receivable $ — $ 26,264 $ — $ 26,264 Current portion of programming — — 11,997 11,997 Other current assets — 986 3,541 4,527 Property and equipment 11,721 53,734 61,864 127,319 Operating lease right-of-use assets 296 4,667 82,447 87,410 Programming (less current portion) — — 9,830 9,830 Goodwill 18,349 252,920 164,457 435,726 Indefinite-lived intangible assets - FCC licenses 6,800 26,700 176,000 209,500 Amortizable intangible assets: Television network affiliation relationships 17,400 169,400 181,000 367,800 Advertiser relationships 700 5,900 7,100 13,700 Other intangible assets — 13,000 — 13,000 Accounts payable — (15) — (15) Accrued expenses — (3,983) (1,820) (5,803) Current portion of programming liabilities — — (16,211) (16,211) Other current liabilities — (280) (3,035) (3,315) Programming liabilities — — (15,079) (15,079) Operating lease liabilities (296) (4,387) (79,766) (84,449) Net purchase price $ 54,970 $ 544,906 $ 582,325 $ 1,182,201 Of the value allocated to amortizable intangible assets, television network affiliation relationships have an estimated amortization period of 20 years, advertiser relationships have estimated amortization periods of 5-10 years and the value allocated to a shared services agreement has an estimated amortization period of 20 years. The goodwill of $436 million arising from the transactions consists largely of synergies, economies of scale and other benefits of a larger broadcast footprint. We allocated the goodwill to our Local Media segment. We treated the transactions as asset acquisitions for income tax purposes resulting in a step-up in the assets acquired. The goodwill is deductible for income tax purposes. Omny Studio On June 10, 2019, we completed the acquisition of Omny Studio ("Omny") for a cash purchase price of $8.3 million. Omny is a Melbourne, Australia-based podcasting software-as-a-service company operating as a part of Triton in our National Media segment. Omny is an audio-on-demand platform built specifically for professional audio publishers. The platform enables audio publishers to seamlessly record, edit, distribute, monetize and analyze podcast content; replace static ads with dynamically inserted, highly targeted ads; and automates key aspects of campaign management, such as industry separation, frequency capping and volume normalization. The preliminary purchase price allocation assigned $5.3 million to goodwill, $3.8 million to a developed technology intangible asset and the remainder was allocated to various working capital and deferred tax liability accounts. The developed technology intangible asset has an estimated amortization period of 10 years. The goodwill arising from the transaction consists largely of the fact that the addition of Omny's podcast and on-demand audio publishing platform to Triton's portfolio of streaming, advertising and measurement technologies provides audio publishers around the world with a full-stack enterprise solution to increase reach and revenue. Triton On November 30, 2018, we acquired Triton Digital Canada, Inc. ("Triton") for total cash consideration of $160 million. Assets acquired in the transaction included approximately $10.5 million of cash. The transaction was funded with cash on hand at time of closing. Triton is a leading global digital audio infrastructure and audience measurement services company. Triton’s infrastructure and ad-serving solutions deliver live and on-demand audio streams and insert advertisements into those streams. Triton’s data and measurement service is recognized as the currency by which publishers sell digital audio advertising. The following table summarizes the final fair values of the Triton assets acquired and liabilities assumed at the closing date. (in thousands) Cash $ 10,515 Accounts receivable 8,879 Other current assets 679 Property and equipment 705 Goodwill 80,656 Other intangible assets 75,000 Accounts payable (1,895) Accrued expenses (3,332) Other current liabilities (18) Deferred tax liability (10,976) Total purchase price $ 160,213 The acquisition date fair value of goodwill was revised in 2019. Goodwill was decreased by $3.2 million as a result of adjustments to assumed tax liability balances in the opening balance sheet. Adjustment to decrease the fair value of the deferred tax liability by $3.6 million was partially offset by adjustments to various working capital accounts. Of the $75 million allocated to intangible assets, $39 million was assigned to various developed technologies for audience measurement, content delivery and advertising with lives ranging from 8-12 years, $31 million was assigned to customer relationships with a life of 12 years and $5 million was assigned to trade names with a life of 10 years. The goodwill of $81 million arises from being able to capitalize on the growth of the streaming audio industry and further improve our position in the global digital audio marketplace. The goodwill is allocated to our National Media segment. The transaction is accounted for as a stock acquisition which applies carryover tax basis to the assets and liabilities acquired. The goodwill is not deductible for income tax purposes. Katz On October 2, 2017 we acquired the Katz networks for $292 million, which was net of a 5.33% non-controlling interest we owned prior to the acquisition date. At the time of acquisition, Katz owned and operated four national television networks — Bounce, Grit, Escape and Laff. The acquisition was funded through the issuance of a new term loan B. Katz is included as part of our National Media segment. The following table summarizes the final fair values of the Katz assets acquired and liabilities assumed at the closing date. (in thousands) Cash $ 21,372 Accounts receivable 44,306 Current portion of programming 36,218 Intangible assets 32,300 Goodwill 203,760 Programming (less current portion) 52,908 Other assets 11,356 Accounts payable and accrued liabilities (29,339) Current portion of programming liabilities (32,877) Programming liabilities (37,692) Net purchase price $ 302,312 The acquisition date fair value of goodwill was revised in 2018. Goodwill was decreased by $5.8 million. Adjustments to increase the fair value of property and equipment by $9.9 million were partially offset by adjustments to decrease the fair value of program assets by $4.1 million. Additionally, these changes to the acquired value of assets in 2018 resulted in an increase to previously reported depreciation expense of $0.3 million and a decrease to previously reported programming costs of $0.3 million. Of the $32 million allocated to intangible assets, $8 million was assigned to trade names with a life of 10 years and $24 million was assigned to advertiser relationships with a life of 5 years. The goodwill of $204 million arises from being able to enter into the market for established over-the-air networks. The goodwill was allocated to our National Media segment. We treated the transaction as an asset acquisition for income tax purposes with a step-up in the assets acquired. The goodwill is deductible for income tax purposes. Prior to the acquisition of Katz, we owned a 5.33% noncontrolling interest of the company. Upon obtaining a controlling interest in Katz in 2017, we recorded a $5.4 million gain from the fair value remeasurement of our 5.33% interest. This gain was included in Miscellaneous, net in our Consolidated Statements of Operations for the year ended December 31, 2017. Pro forma results of operations Pro forma results of operations, assuming the Cordillera and Nexstar-Tribune acquisitions had taken place at the beginning of 2018, are presented in the following table. The pro forma results do not include Raycom or Omny Studio, as the impact of these acquisitions, individually or in the aggregate, is not material to prior year results of operations. The pro forma information includes the historical results of operations of Scripps, Cordillera and Nexstar-Tribune, as well as adjustments for additional depreciation and amortization of the assets acquired, additional interest expense related to the financing of the transaction and other transactional adjustments. The pro forma results exclude the $19.9 million of transaction related costs that were expensed in conjunction with the acquisitions and do not include efficiencies, cost reductions or synergies expected to result from the acquisitions. The unaudited pro forma financial information is not necessarily indicative of the results that actually would have occurred had the acquisitions been completed at the beginning of the period. For the years ended December 31, (in thousands, except per share data) (unaudited) 2019 2018 Operating revenues $ 1,572,493 $ 1,568,360 Income (loss) from continuing operations attributable to the shareholders of The E.W. Scripps Company (18,657) 42,426 Income (loss) per share from continuing operations attributable to the shareholders of The E.W. Scripps Company Basic $ (0.23) $ 0.51 Diluted (0.23) 0.51 |
Asset Write-Downs and Other Cha
Asset Write-Downs and Other Charges and Credits | 12 Months Ended |
Dec. 31, 2019 | |
Asset Write-Downs and Other Charges and Credits [Abstract] | |
Asset Write-Downs and Other Charges and Credits | Asset Write-Downs and Other Charges and Credits Income (loss) from continuing operations before income taxes was affected by the following: 2019 — Acquisition and related integration costs of $26.3 million reflect investment banking and legal fees incurred to complete the current year acquisitions, as well as professional service costs incurred to integrate Triton and the Raycom, Cordillera and Nexstar-Tribune television stations. 2018 — Costs associated with our previously announced restructuring totaled $8.9 million. Acquisition and related integration costs of $4.1 million reflect professional service costs incurred to integrate Triton and the former Raycom stations, as well as costs related to the 2019 Cordillera acquisition. In the fourth quarter of 2018, we incurred a non-cash impairment charge of $8.9 million related to our original programming show, Pickler & Ben, which was not renewed for a third season. 2017 — In the second quarter, we sold our newspaper syndication business, resulting in a gain of $3.0 million. Restructuring includes $3.5 million of severance associated with a change in senior management and employees, as well as outside consulting fees associated with changes in our management and operating structure. In the third quarter of 2017, we recorded a $29.4 million non-cash charge to reduce the carrying value of goodwill and $6.3 million to reduce the value of intangible assets related to Cracked. For more information around the impairment of goodwill and intangible assets, see Note 10. We recognized a $5.4 million gain on our investment in Katz when we completed the acquisition in the fourth quarter. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We file a consolidated federal income tax return, consolidated unitary returns in certain states, other separate state income tax returns for certain of our subsidiary companies, and applicable foreign returns. The provision for income taxes from continuing operations consisted of the following: For the years ended December 31, (in thousands) 2019 2018 2017 Current: Federal $ 6,653 $ 3,865 $ 1,431 State and local 2,235 2,331 (790) Foreign (6) 1 — Total current income tax provision (benefit) 8,882 6,197 641 Deferred: Federal (6,346) 15,588 (16,828) State and local 206 1,000 (2,725) Foreign 175 (4) — Total deferred income tax provision (benefit) (5,965) 16,584 (19,553) Provision (benefit) for income taxes $ 2,917 $ 22,781 $ (18,912) The difference between the statutory rate for federal income tax and the effective income tax rate was as follows: For the years ended December 31, 2019 2018 2017 Statutory rate 21.0 % 21.0 % 35.0 % Effect of: State and local income taxes, net of federal tax benefit 212.7 3.7 1.8 Excess tax benefits from stock-based compensation (60.4) 0.7 7.8 Nondeductible expenses 118.7 1.2 (5.0) Reserve for uncertain tax positions (13.7) (0.1) 4.0 U.S. federal statutory rate change — — 14.5 Other 12.2 (1.9) 6.9 Effective income tax rate 290.5 % 24.6 % 65.0 % The approximate effect of the temporary differences giving rise to deferred income tax assets (liabilities) were as follows: As of December 31, (in thousands) 2019 2018 Temporary differences: Property and equipment $ (33,802) $ (14,503) Goodwill and other intangible assets (100,841) (80,590) Investments, primarily gains and losses not yet recognized for tax purposes 3,176 3,067 Accrued expenses not deductible until paid 7,694 8,763 Deferred compensation and retiree benefits not deductible until paid 54,258 56,902 Operating lease right-of-use assets (31,039) — Operating lease liabilities 32,632 — Interest limitation carryforward 12,527 — Other temporary differences, net 3,422 3,616 Total temporary differences (51,973) (22,745) Federal and state net operating loss carryforwards 51,308 12,800 Valuation allowance for state deferred tax assets (4,905) (5,101) Net deferred tax liability $ (5,570) $ (15,046) Total federal operating loss carryforwards were $176 million and state operating loss carryforwards were $353 million at December 31, 2019. Our state tax loss carryforwards expire through 2039. Because we file separate state income tax returns for certain of our subsidiary companies, we are not able to use state tax losses of a subsidiary company to offset state taxable income of another subsidiary company. Deferred tax assets related to our state jurisdictions totaled $12 million at December 31, 2019. We recognize state net operating loss carryforwards as deferred tax assets, subject to valuation allowances. At each balance sheet date, we estimate the amount of carryforwards that are not expected to be used prior to expiration of the carryforward period. The tax effect of the carryforwards that are not expected to be used prior to their expiration is included in the valuation allowance. The Company has not provided for income taxes, including withholding tax, U.S. state taxes, or tax on foreign exchange rate changes, associated with the undistributed earnings of our non-U.S. subsidiaries because we plan to indefinitely reinvest the unremitted earnings in these entities. On December 22, 2017, the U.S. government enacted comprehensive tax legislation referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act significantly revised the future ongoing U.S. corporate income tax by, among other things, lowering U.S. corporate income tax rates. The reduction of the U.S. corporate tax rate caused the Company to adjust its federal deferred tax assets and liabilities to the lower base rate of 21%. The change in the rate resulted in a provisional estimated benefit of $4.2 million for the year ended December 31, 2017. This amount includes the benefit related to the rate change on the deferred tax liabilities included in the radio net assets that are classified as held for sale (see Note 21) as such benefit is required by GAAP to be included in income taxes from continuing operations. The SEC provided guidance in SAB 118 that would allow for a measurement period of up to one year after the enactment date of the Tax Act to finalize the recording of the related income tax impacts. In accordance with that guidance, the income tax effects recorded in 2017 were provisional, including those related to our revaluation of federal deferred tax assets and liabilities. The accounting for the income tax effects could have been adjusted during 2018 as a result of continuing analysis of the Tax Act, or additional implementation guidance from the Internal Revenue Service (IRS), state tax authorities, the SEC, the FASB, or the Joint Committee on Taxation. We had no material adjustments to our accounting for the Tax Act during 2018. A reconciliation of the beginning and ending balances of the total amounts of gross unrecognized tax benefits is as follows: For the years ended December 31, (in thousands) 2019 2018 2017 Gross unrecognized tax benefits at beginning of year $ 1,112 $ 1,088 $ 2,665 Increases in tax positions for prior years 87 130 16 Decreases in tax positions for prior years (387) (33) (390) Increases in tax positions for current years — 182 — Decreases in tax positions for current years (167) — (54) Decreases from lapse in statute of limitations (69) (255) (1,149) Gross unrecognized tax benefits at end of year $ 576 $ 1,112 $ 1,088 The total amount of net unrecognized tax benefits that, if recognized, would affect the effective tax rate was $0.2 million at December 31, 2019. We accrue interest and penalties related to unrecognized tax benefits in our provision for income taxes. At December 31, 2019 and 2018, we had accrued interest related to unrecognized tax benefits of less than $0.1 million. We file income tax returns in the U.S. and in various state and local jurisdictions. We are routinely examined by tax authorities in these jurisdictions. At December 31, 2019, we are no longer subject to federal income tax examinations for years prior to 2016. For state and local jurisdictions, we are generally no longer subject to income tax examinations for years prior to 2015. Due to the potential for resolution of federal and state examinations, and the expiration of various statutes of limitation, it is reasonably possible that our gross unrecognized tax benefits balance may change within the next twelve months by as much as $0.1 million. |
Restricted Cash
Restricted Cash | 12 Months Ended |
Dec. 31, 2019 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash | Restricted Cash At December 31, 2018, our cash and cash equivalents included $5.1 million held in a restricted cash account on deposit with our insurance carrier. This account served as collateral, in place of an irrevocable stand-by letter of credit, to provide financial assurance that we will fulfill our obligations with respect to cash requirements associated with our workers' compensation self-insurance. This cash was to remain on deposit with the carrier until all claims have been paid or we provided a letter of credit in lieu of the cash deposit. At December 31, 2019, no deposits were held in a restricted cash account as we provided a letter of credit in lieu of the cash deposit. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2019 | |
Investments [Abstract] | |
Investments | Investments Investments consisted of the following: As of December 31, (in thousands) 2019 2018 Investments held at cost $ 4,405 $ 4,114 Equity method investments 3,970 3,048 Total investments $ 8,375 $ 7,162 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consisted of the following: As of December 31, (in thousands) 2019 2018 Land and improvements $ 62,712 $ 47,054 Buildings and improvements 187,830 144,389 Equipment 452,239 344,909 Computer software 20,047 17,492 Total 722,828 553,844 Accumulated depreciation 352,450 322,343 Net property and equipment $ 370,378 $ 231,501 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | Leases We have operating leases for office space, data centers and certain equipment. Our leases have remaining lease terms of 1 year to 20 years, some of which may include options to extend the leases for up to 5 years, and some of which may include options to terminate the leases within 1 year. Operating lease costs recognized in our consolidated statements of operations for the year ended December 31, 2019 totaled $14.7 million, including short-term lease costs of $0.3 million. Other information related to our operating leases was as follows: (in thousands, except lease term and discount rate) As of December 31, 2019 Balance Sheet Information Right-of-use assets $ 128,192 Other current liabilities 15,051 Operating lease liabilities 113,648 Weighted Average Remaining Lease Term Operating leases 12.59 years Weighted Average Discount Rate Operating leases 5.19 % (in thousands) As of December 31, 2019 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities $ 14,022 Right-of-use assets obtained in exchange for lease obligations 9,612 Future minimum lease payments under non-cancellable operating leases as of December 31, 2019 were as follows: (in thousands) Operating 2020 $ 20,445 2021 11,263 2022 14,625 2023 14,703 2024 13,444 Thereafter 102,711 Total future minimum lease payments 177,191 Less: Imputed interest (48,492) Total $ 128,699 Future minimum lease payments under non-cancellable operating leases as of December 31, 2018 (1) were as follows: (in thousands) Operating 2019 $ 9,214 2020 7,204 2021 4,577 2022 4,393 2023 4,179 Thereafter 14,878 Total future minimum lease payments $ 44,445 (1) Amounts included for comparability and accounted for in accordance with ASC 840, "Leases". |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill by business segment was as follows: (in thousands) Local Media National Media Total Gross balance as of December 31, 2016 $ 708,133 $ 58,385 $ 766,518 Accumulated impairment losses (216,914) (21,000) (237,914) Net balance as of December 31, 2016 491,219 37,385 528,604 Cracked impairment charge — (29,403) (29,403) Katz acquisition — 209,572 209,572 Balance as of December 31, 2017 $ 491,219 $ 217,554 $ 708,773 Gross balance as of December 31, 2017 $ 708,133 $ 267,957 $ 976,090 Accumulated impairment losses (216,914) (50,403) (267,317) Net balance as of December 31, 2017 491,219 217,554 708,773 Katz acquisition adjustments — (5,812) (5,812) Triton acquisition — 83,876 83,876 Balance as of December 31, 2018 $ 491,219 $ 295,618 $ 786,837 Gross balance as of December 31, 2018 $ 708,133 $ 346,021 $ 1,054,154 Accumulated impairment losses (216,914) (50,403) (267,317) Net balance as of December 31, 2018 491,219 295,618 786,837 Television stations acquisitions 435,726 — 435,726 Omny acquisition — 5,336 5,336 Triton acquisition adjustment — (3,220) (3,220) Balance as of December 31, 2019 $ 926,945 $ 297,734 $ 1,224,679 Gross balance as of December 31, 2019 $ 1,143,859 $ 348,137 $ 1,491,996 Accumulated impairment losses (216,914) (50,403) (267,317) Net balance as of December 31, 2019 $ 926,945 $ 297,734 $ 1,224,679 Other intangible assets consisted of the following: As of December 31, (in thousands) 2019 2018 Amortizable intangible assets: Carrying amount: Television network affiliation relationships $ 616,244 $ 248,444 Customer lists and advertiser relationships 104,300 93,100 Other 102,956 82,193 Total carrying amount 823,500 423,737 Accumulated amortization: Television network affiliation relationships (82,917) (62,020) Customer lists and advertiser relationships (42,012) (31,323) Other (23,811) (11,703) Total accumulated amortization (148,740) (105,046) Net amortizable intangible assets 674,760 318,691 Indefinite-lived intangible assets — FCC licenses 385,915 157,215 Total other intangible assets $ 1,060,675 $ 475,906 On April 4, 2019, we acquired assets from an independent station in Stuart, Florida, for $23.6 million in cash. The value attributed to the acquired FCC license totaled $19.2 million and $4.1 million of value was attributed to other intangible assets. In 2018, we recognized other intangible assets of $5.8 million related to the acquisition of cable and satellite carriage rights for the launch of our Newsy cable network. These rights are amortized over the life of the respective carriage agreement. Estimated amortization expense of intangible assets for each of the next five years is $56.9 million in 2020, $54.8 million in 2021, $49.8 million in 2022, $44.7 million in 2023, $42.9 million in 2024 and $425.7 million in later years. Goodwill and indefinite-lived intangible assets are tested for impairment annually and any time events occur or conditions change that would indicate it is more likely than not the fair value of a reporting unit is below its carrying value. Such indicators of impairment include, but are not limited to, changes in business climate or other factors resulting in low cash flow related to such assets. If the fair value is less than the carrying value of the reporting unit then an impairment of goodwill exists and an impairment charge is recorded for the difference between the carrying value of the reporting unit and its estimated fair value, not to exceed the carrying value of the goodwill. The slower development of our original operating model created indications of impairment of goodwill as of September 30, 2017 for Cracked. Under the process required by GAAP, we estimated the fair value of Cracked. The fair value was determined using a combination of discounted cash flow approach, which estimated fair value based upon future revenues, expenses and cash flows discounted to their present value, and a market approach, which estimated fair value using market multiples of various financial measures compared to a set of comparable public companies. The discounted cash flow approach utilized unobservable factors, such as projected revenues and expenses and a discount rate applied to the estimated cash flows. The determination of the discount rate was based on a cost of capital model, using a risk-free rate, adjusted by a stock-beta adjusted risk premium and a size premium. The inputs to the nonrecurring fair value determination of our reporting units are classified as Level 3 fair value measurements under GAAP. The valuation methodology and underlying financial information used to determine fair value requires significant judgments to be made by management. These judgments include, but are not limited to, long-term projections of future financial performance and the selection of appropriate discount rates used to determine the present value of future cash flows. Changes in such estimates or the application of alternative assumptions could produce significantly different results. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following: As of December 31, (in thousands) 2019 2018 Revolving credit facility $ — $ — Senior unsecured notes, due in 2025 400,000 400,000 Senior unsecured notes, due in 2027 500,000 — Term loan, due in 2024 293,250 296,250 Term loan, due in 2026 759,272 — Total outstanding principal 1,952,522 696,250 Less: Debt issuance costs and issuance discounts (37,492) (7,486) Less: Current portion (10,612) (3,000) Net carrying value of long-term debt 1,904,418 685,764 Fair value of long-term debt * $ 1,991,164 $ 662,844 * Fair values of the 2025 and 2027 Senior Notes are estimated based on quoted private market transactions and are classified as Level 1 in the fair value hierarchy. The fair values of the term loans are based on observable estimates provided by third party financial professionals, and as such, are classified within Level 2 of the fair value hierarchy. 2025 Senior Unsecured Notes On April 28, 2017, we issued $400 million of senior unsecured notes (the "2025 Senior Notes"), which bear interest at a rate of 5.125% per annum and mature on May 15, 2025. The proceeds of the 2025 Senior Notes were used to repay an old term loan, for the payment of the related issuance costs and for general corporate purposes. The 2025 Senior Notes were priced at 100% of par value and interest is payable semi-annually on May 15 and November 15. Prior to May 15, 2020, we may redeem the 2025 Senior Notes, in whole or in part, at any time, or from time to time, at a price equal to 100% of the principal amount of the 2025 Senior Notes, plus accrued and unpaid interest, if any, to the date of redemption, plus a “make-whole” premium, as set forth in the 2025 Senior Notes indenture. In addition, on or prior to May 15, 2020, we may redeem up to 40% of the Senior Notes, using proceeds of equity offerings. If we sell certain of our assets or have a change of control, the holders of the 2025 Senior Notes may require us to repurchase some or all of the notes. The 2025 Senior Notes are also guaranteed by us and the majority our subsidiaries. The 2025 Senior Notes contain covenants with which we must comply that are typical for borrowing transactions of this nature. We incurred approximately $7.0 million of deferred financing costs in connection with the issuance of the 2025 Senior Notes, which are being amortized over the life of the notes. Additionally, in the second quarter of 2017, we wrote off $2.4 million of deferred financing costs associated with an old term loan. 2027 Senior Unsecured Notes On July 26, 2019, our wholly-owned subsidiary, Scripps Escrow, Inc. ("Scripps Escrow"), issued $500 million of senior unsecured notes, which bear interest at a rate of 5.875% per annum and mature on July 15, 2027 ("the 2027 Senior Notes"). The 2027 Senior Notes were released from Escrow on September 19, 2019 upon closing the acquisition of eight television stations from Nexstar. A portion of the proceeds from these 2027 Senior Notes and the incremental term loan B proceeds were used to finance these stations acquired from Nexstar. The 2027 Senior Notes were priced at 100% of par value and interest is payable semi-annually on July 15 and January 15, commencing on January 15, 2020. Prior to July 15, 2022, we may redeem up to 40% of the aggregate principal amount of the 2027 Senior Notes at a redemption price of 105.875% of the principal amount plus accrued and unpaid interest, if any, to the date of redemption. We may also redeem some or all of the notes before 2022 at a redemption price of 100% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date. If we sell certain of our assets or have a change of control, the holders of the 2027 Senior Notes may require us to repurchase some or all of the notes. The 2027 Senior Notes are fully and unconditionally guaranteed on a senior unsecured basis by certain of our existing and future domestic restricted subsidiaries. The 2027 Senior Notes contain covenants with which we must comply that are typical for borrowing transactions of this nature. There are no registration rights associated with the 2027 Senior Notes. We incurred approximately $10.7 million of deferred financing costs in connection with the issuance of the 2027 Senior Notes, which are being amortized over the life of the notes. Scripps Senior Secured Credit Agreement On October 2, 2017, we issued a $300 million term loan B which matures in October 2024 ("2024 term loan"). We amended this term loan on April 4, 2018, reducing the interest rate by 25 basis points. Following the amendment, interest is payable on the 2024 term loan at a rate based on LIBOR, plus a fixed margin of 2.00%. Interest will reduce to a rate of LIBOR plus a fixed margin of 1.75% if the Company's total net leverage, as defined by the amended agreement, is below 2.75. The 2024 term loan requires annual principal payments of $3 million. As of December 31, 2019 and 2018, the interest rate on the 2024 term loan was 3.80% and 4.34%, respectively. The weighted-average interest rate was 3.88% and 4.30% in 2019 and 2018, respectively. On May 1, 2019, we entered into a Fourth Amendment to the Third Amended and Restated Credit Agreement ("Fourth Amendment"). Under the Fourth Amendment, we issued a $765 million term loan B ("2026 term loan") that matures in May 2026 with interest payable at rates based on LIBOR, plus a fixed margin of 2.75%. We amended this term loan on December 18, 2019, reducing the interest rate by 25 basis points. Following the amendment, interest is payable on the 2026 term loan at a rate based on LIBOR, plus a fixed margin of 2.50%. The 2026 term loan requires annual principal payments of $7.6 million. Deferred financing costs and original issuance discount totaled approximately $23.0 million with this term loan, which are being amortized over the life of the loan. Of the $765 million raised under the 2026 term loan, $525 million of the proceeds were used to fund the Cordillera acquisition and pay related fees and expenses, which closed on May 1, 2019. The remaining proceeds financed a portion of the acquisition of eight broadcast television stations from the Nexstar transaction with Tribune Media Company, which closed on September 19, 2019. As of December 31, 2019, the interest rate on the 2026 term loan was 4.30%. The weighted-average interest rate on the 2026 term loan was 4.56% for the months it was outstanding during 2019. Our credit agreement also includes a provision that in certain circumstances we must use a portion of excess cash flow to repay debt. As of December 31, 2019, we were not required to make any additional principal payments pursuant to this provision. We have a $210 million revolving credit facility ("Revolving Credit Facility") that expires in April 2022. Interest is payable on the Revolving Credit Facility at rates based on LIBOR, plus a margin, based on our leverage ratio, ranging from 1.75% to 2.50%. The weighted-average interest rate over the period we had a drawn revolver balance in 2019 was 4.18%. As of December 31, 2019, there were no borrowings under the revolving credit agreement. The Revolving Credit Facility includes the maintenance of a net leverage ratio when we have outstanding borrowings on the facility, as well as other restrictions on payments (dividends and share repurchases). Additionally, we can make acquisitions as long as the pro forma net leverage ratio is less than 5.5 to 1.0. Commitment fees of 0.30% to 0.50% per annum, based on our leverage ratio, of the total unused commitment are payable under the Revolving Credit Facility. As of December 31, 2019 and 2018, we had outstanding letters of credit totaling $6.0 million and $0.1 million, respectively, under the Revolving Credit Facility. Our credit agreement grants the lenders pledges of our equity interests in our subsidiaries and security interests in substantially all other personal property including cash, accounts receivables and equipment. |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement We measure certain financial assets and liabilities at fair value on a recurring basis, such as cash equivalents. The fair values of these financial assets were determined based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value. These levels of input are as follows: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Inputs, other than quoted market prices in active markets, that are observable either directly or indirectly. • Level 3 — Unobservable inputs based on our own assumptions. The following tables set forth our assets that are measured at fair value on a recurring basis at December 31, 2019 and 2018: December 31, 2019 (in thousands) Total Level 1 Level 2 Level 3 Cash equivalents $ 8,948 $ 8,948 $ — $ — December 31, 2018 (in thousands) Total Level 1 Level 2 Level 3 Cash equivalents $ 1,007 $ 1,007 $ — $ — |
Other Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | Other Liabilities Other liabilities consisted of the following: As of December 31, (in thousands) 2019 2018 Employee compensation and benefits $ 21,403 $ 19,775 Deferred FCC repack income 36,770 20,620 Programming liability 57,291 43,825 Liability for pension benefits 190,219 198,444 Liabilities for uncertain tax positions 637 811 Other 9,628 11,067 Other liabilities (less current portion) $ 315,948 $ 294,542 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information The following table presents additional information about the change in certain working capital accounts: For the years ended December 31, (in thousands) 2019 2018 2017 Accounts receivable $ (98,714) $ (16,910) $ (17,181) Other current assets (11,056) (2,396) (5,775) Accounts payable 1,572 (35) (46) Accrued employee compensation and benefits 877 7,718 2,100 Accrued interest 12,726 6 465 Other accrued liabilities 4,239 (2,471) 8,591 Unearned revenue 358 2,037 708 Other, net (19,532) 605 278 Total $ (109,530) $ (11,446) $ (10,860) |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans We sponsor a noncontributory defined benefit pension plan and non-qualified Supplemental Executive Retirement Plans ("SERPs"). Both the defined benefit plan and the SERPs have frozen the accrual of future benefits. We sponsor a defined contribution plan covering substantially all non-union and certain union employees. We match a portion of employees' voluntary contributions to this plan. Other union-represented employees are covered by defined benefit pension plans jointly sponsored by us and the union, or by union-sponsored multi-employer plans. We use a December 31 measurement date for our retirement plans. Retirement plans expense is based on valuations as of the beginning of each year. The components of the expense consisted of the following: For the years ended December 31, (in thousands) 2019 2018 2017 Interest cost $ 23,287 $ 23,836 $ 25,966 Expected return on plan assets, net of expenses (19,974) (22,232) (17,439) Amortization of actuarial loss and prior service cost 2,622 3,527 4,424 Settlement losses — 11,713 — Total for defined benefit plans 5,935 16,844 12,951 Multi-employer plans 132 190 253 SERPs 1,018 2,908 1,161 Defined contribution plan 10,494 8,619 9,183 Net periodic benefit cost 17,579 28,561 23,548 Allocated to discontinued operations (447) (789) (848) Net periodic benefit cost - continuing operations $ 17,132 $ 27,772 $ 22,700 In 2018, we recognized a $1.8 million non-cash settlement charge related to lump-sum distributions from our SERP. Settlement charges are recorded when total lump-sum distributions for a plan's year exceed the total projected service cost and interest cost for that plan year. In November of 2018, we merged $306 million of pension assets and $419 million of pension obligations from our Scripps Pension Plan ("SPP”) into the Journal Communications, Inc. Plan (“JCI Plan”) that we also sponsor. The SPP retained pension assets and pension obligations totaling $9 million. Following the merger, we terminated the SPP and purchased a single premium group annuity contract from an insurance company in the amount of $53.5 million for the terminating SPP participants and certain participants in the newly merged JCI Plan. Upon issuance of the group annuity contract, the insurance company assumed all investment risk associated with the assets that were delivered as the annuity contract premium and assumed the obligation to make future annuity payments to approximately 600 remaining retirees receiving pension benefits in the SPP and approximately 1,500 remaining retirees receiving pension benefits in the newly merged JCI Plan. There was no change to the pension benefits for any plan participants as a result of these transactions and the purchase of the group annuity contract was funded directly by assets of the SPP and JCI Plan. In the fourth quarter of 2018, we recognized a one-time non-cash settlement charge of $11.7 million in connection with these transactions. Other changes in plan assets and benefit obligations recognized in other comprehensive income (loss) were as follows: For the years ended December 31, (in thousands) 2019 2018 2017 Actuarial gain/(loss) $ (5,478) $ (7,765) $ 12,205 Prior service cost — (424) — Amortization of actuarial loss and prior service cost 2,622 3,527 4,424 Reclassification of actuarial loss related to settlement — 11,713 — Total $ (2,856) $ 7,051 $ 16,629 In addition to the amounts summarized above, amortization of actuarial losses related to our SERPs recognized through other comprehensive income was $0.2 million in 2019, $0.3 million in 2018 and $0.2 million in 2017, and settlement losses in 2018 totaled $1.8 million. We recognized actuarial losses for our SERPs of $1.9 million and $2.5 million in 2019 and 2017, respectively, and a gain of $1.0 million in 2018. Assumptions used in determining the annual retirement plans expense were as follows: 2019 2018 (1) 2017 (2) Discount rate 4.38 % 3.71%-4.58% 4.26 % Long-term rate of return on plan assets 5.50 % 5.10 % 4.20%-4.30% (1) Range presented for 2018 discount rate represents the rates used for various remeasurement periods during the year as well as differing rates used for Scripps Pension Plan and Journal Communications, Inc. Plan. (2) Range presented for long-term rate of return on plan assets for 2017 represents the rates used for Scripps Pension Plan and Journal Communications, Inc. Plan. The discount rate used to determine our future pension obligations is based on a dedicated bond portfolio approach that includes securities rated Aa or better with maturities matching our expected benefit payments from the plans. The expected long-term rate of return on plan assets is based upon the weighted-average expected rate of return and capital market forecasts for each asset class employed. Changes in other key actuarial assumptions affect the determination of the benefit obligations as of the measurement date and the calculation of net periodic benefit costs in subsequent periods. Obligations and Funded Status — The defined benefit pension plan obligations and funded status are actuarially valued as of the end of each year. The following table presents information about our employee benefit plan assets and obligations: Defined Benefit Plans SERPs For the years ended December 31, (in thousands) 2019 2018 2019 2018 Change in projected benefit obligation: Projected benefit obligation at beginning of year $ 544,581 $ 654,536 $ 16,985 $ 23,691 Interest cost 23,287 23,836 718 746 Benefits paid (35,186) (33,872) (1,019) (1,021) Actuarial (gains)/losses 60,909 (46,800) 1,857 (1,034) Plan Amendments — 424 — — Settlements — (53,543) — (5,397) Projected benefit obligation at end of year 593,591 544,581 18,541 16,985 Plan assets: Fair value at beginning of year 361,891 464,441 — — Actual return on plan assets 75,405 (32,334) — — Company contributions 18,589 17,199 1,019 6,418 Benefits paid (35,186) (33,872) (1,019) (1,021) Settlements — (53,543) — (5,397) Fair value at end of year 420,699 361,891 — — Funded status $ (172,892) $ (182,690) $ (18,541) $ (16,985) Amounts recognized in Consolidated Balance Sheets: Current liabilities $ — $ — $ (1,214) $ (1,231) Noncurrent liabilities (172,892) (182,690) (17,327) (15,754) Total $ (172,892) $ (182,690) $ (18,541) $ (16,985) Amounts recognized in accumulated other comprehensive loss consist of: Net actuarial loss $ 123,065 $ 120,191 $ 7,240 $ 5,571 Prior service cost 406 424 — — In 2020, we expect to recognize amortization of accumulated other comprehensive loss into net periodic benefit costs of $4.8 million (including $0.3 million for our SERPs). Information for pension plans with an accumulated benefit obligation and projected benefit obligation in excess of plan assets was as follows: Defined Benefit Plans SERPs As of December 31, (in thousands) 2019 2018 2019 2018 Accumulated benefit obligation $ 593,591 $ 544,581 $ 18,541 $ 16,985 Projected benefit obligation 593,591 544,581 18,541 16,985 Fair value of plan assets 420,699 361,891 — — Assumptions used to determine the defined benefit pension plans benefit obligations were as follows: 2019 2018 2017 Weighted average discount rate 3.40 % 4.38 % 3.70 % In 2020, we expect to contribute $1.2 million to fund our SERPs and $31.8 million to fund our qualified defined benefit pension plan. Estimated future benefit payments expected to be paid from the plans for the next ten years are $31.4 million in 2020, $31.9 million in 2021, $32.4 million in 2022, $33.0 million in 2023, $33.8 million in 2024 and a total of $175.0 million for the five years ending 2029. Plan Assets and Investment Strategy Our long-term investment strategy for pension assets is to earn a rate of return over time that minimizes future contributions to the plan while reducing the volatility of pension assets relative to pension liabilities. The strategy reflects the fact that we have frozen the accrual of service credits under our plans which cover the majority of employees. We evaluate our asset allocation target ranges for equity, fixed income and other investments annually. We monitor actual asset allocations quarterly and adjust as necessary. We control risk through diversification among multiple asset classes, managers and styles. Risk is further monitored at the manager and asset class level by evaluating performance against appropriate benchmarks. Information related to our pension plan asset allocations by asset category were as follows: Target Percentage of plan assets 2020 2019 2018 US equity securities 20 % 17 % 19 % Non-US equity securities 30 % 39 % 28 % Fixed-income securities 45 % 43 % 46 % Other 5 % 1 % 7 % Total 100 % 100 % 100 % U.S. equity securities include common stocks of large, medium and small capitalization companies, which are predominantly U.S. based. Non-U.S. equity securities include companies domiciled outside of the U.S. and American depository receipts. Fixed-income securities include securities issued or guaranteed by the U.S. government, mortgage backed securities and corporate debt obligations. Other investments include real estate funds and cash equivalents. Under our asset allocation strategy, approximately 45% of plan assets are invested in a portfolio of fixed income securities with a duration approximately that of the projected payment of benefit obligations. The remaining 55% of plan assets are invested in equity securities and other return-seeking assets. The expected long-term rate of return on plan assets is based primarily upon the target asset allocation for plan assets and capital markets forecasts for each asset class employed. The following table presents our plan assets as of December 31, 2019 and 2018: As of December 31, (in thousands) 2019 2018 Equity securities Common/collective trust funds $ 237,015 $ 168,547 Fixed income Common/collective trust funds 181,176 166,079 Real estate fund — 24,798 Cash equivalents 2,508 2,467 Fair value of plan assets $ 420,699 $ 361,891 Our investments are valued using net asset value as a practical expedient as allowed under U.S. GAAP and therefore are not valued using the fair value hierarchy. Equity securities-common/collective trust funds and fixed income-common/collective trust funds are comprised of shares or units in commingled funds that are not publicly traded. The underlying assets in these funds (equity securities and fixed income securities) are publicly traded on exchanges and price quotes for the assets held by these funds are readily available. Common/collective trust funds are typically valued at their net asset values that are calculated by the investment manager or sponsor of the fund and have daily or monthly liquidity. Real estate fund pertained to an investment in a real estate fund which invested in limited partnerships, limited liability |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We determine our business segments based upon our management and internal reporting structure, as well as the basis that our chief operating decision maker makes resource allocation decisions. We report our financial performance based on the following segments: Local Media, National Media, Other. Our Local Media segment includes our 60 local broadcast stations and their related digital operations. It is comprised of 18 ABC affiliates, 11 NBC affiliates, nine CBS affiliates and four FOX affiliates. We also have 13 CW affiliates - five on full power stations and eight on multicast; two MyNetwork TV affiliates; two independent stations and nine additional low power stations. Our Local Media segment earns revenue primarily from the sale of advertising to local, national and political advertisers and retransmission fees received from cable operators, telecommunication companies and satellite carriers. We also receive retransmission fees from over-the-top virtual MVPDs such as Hulu, YouTubeTV and AT&T Now. Our National Media segment includes our collection of national brands. Our national media brands include Katz, Newsy, Triton and other national brands. These operations earn revenue primarily through the sale of advertising. We allocate a portion of certain corporate costs and expenses, including information technology, certain employee benefits and shared services, to our business segments. The allocations are generally amounts agreed upon by management, which may differ from an arms-length amount. Our chief operating decision maker evaluates the operating performance of our business segments and makes decisions about the allocation of resources to our business segments using a measure called segment profit. Segment profit excludes interest, defined benefit pension plan expense, income taxes, depreciation and amortization, impairment charges, divested operating units, restructuring activities, investment results and certain other items that are included in net income (loss) determined in accordance with accounting principles generally accepted in the United States of America. Information regarding our business segments is as follows: For the years ended December 31, (in thousands) 2019 2018 2017 Segment operating revenues: Local Media $ 1,022,805 $ 917,480 $ 778,376 National Media 323,674 235,107 61,942 Other 4,920 4,775 5,455 Total operating revenues $ 1,351,399 $ 1,157,362 $ 845,773 Segment profit (loss): Local Media $ 217,885 $ 251,119 $ 156,890 National Media 43,166 29,168 (6,656) Other (3,957) (3,680) (2,361) Shared services and corporate (57,409) (53,123) (50,506) Acquisition and related integration costs (26,304) (4,124) — Restructuring costs (3,370) (8,911) (4,422) Depreciation and amortization of intangible assets (84,344) (60,711) (52,906) Impairment of goodwill and intangible assets — — (35,732) Gains (losses), net on disposal of property and equipment 1,692 (1,255) (169) Interest expense (80,596) (36,184) (26,552) Defined benefit pension plan expense (6,953) (19,752) (14,112) Miscellaneous, net 1,194 123 7,436 Income (loss) from continuing operations before income taxes $ 1,004 $ 92,670 $ (29,090) Depreciation: Local Media $ 34,086 $ 30,467 $ 31,870 National Media 4,302 2,336 88 Other 148 150 208 Shared services and corporate 1,462 1,432 1,883 Total depreciation $ 39,998 $ 34,385 $ 34,049 Amortization of intangible assets: Local Media $ 26,283 $ 14,821 $ 15,084 National Media 16,710 10,152 2,419 Shared services and corporate 1,353 1,353 1,354 Total amortization of intangible assets $ 44,346 $ 26,326 $ 18,857 A disaggregation of the principal activities from which we generate revenue is as follows: For the years ended December 31, (in thousands) 2019 2018 2017 Operating revenues: Core advertising $ 861,386 $ 686,229 $ 548,457 Political 23,263 139,600 8,651 Retransmission and carriage 390,043 304,402 259,712 Other 76,707 27,131 28,953 Total operating revenues $ 1,351,399 $ 1,157,362 $ 845,773 The following table presents additions to property and equipment by segment: For the years ended December 31, (in thousands) 2019 2018 2017 Additions to property and equipment: Local Media $ 46,855 $ 37,773 $ 16,946 National Media 11,963 9,004 289 Other 529 — — Shared services and corporate 1,878 723 367 Total additions to property and equipment $ 61,225 $ 47,500 $ 17,602 Total assets by segment for the years ended December 31 were as follows: As of December 31, (in thousands) 2019 2018 2017 Assets: Local Media $ 2,694,667 $ 1,261,526 $ 1,273,735 National Media 680,764 655,718 459,694 Other 3,503 865 2,128 Shared services and corporate 81,657 129,969 189,433 Total assets of continuing operations 3,460,591 2,048,078 1,924,990 Discontinued operations 101,266 82,269 204,789 Total assets $ 3,561,857 $ 2,130,347 $ 2,129,779 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies In the ordinary course of business, we enter into contractual commitments for network affiliation agreements, the acquisition of programming and for other purchase and service agreements. Minimum payments on such contractual commitments at December 31, 2019 were: $597.0 million in 2020, $548.8 million in 2021, $281.3 million in 2022, $55.2 million in 2023, $33.4 million in 2024, and $0.2 million in later years. We expect these contracts will be replaced with similar contracts upon their expiration. We are involved in litigation arising in the ordinary course of business, such as defamation actions and governmental proceedings primarily relating to renewal of broadcast licenses, none of which is expected to result in material loss. |
Capital Stock and Share Based C
Capital Stock and Share Based Compensation Plans | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Capital Stock and Share-Based Compensation Plans | Capital Stock and Share-Based Compensation Plans Capital Stock — We have two classes of common shares, Common Voting shares and Class A Common shares. The Class A Common shares are only entitled to vote on the election of the greater of three or one-third of the directors and other matters as required by Ohio law. Share Repurchase Plan — Shares may be repurchased from time to time at management's discretion. In November 2016, our Board of Directors authorized a share repurchase program of up to $100 million of our Class A Common shares. This authorization expires on March 1, 2020. Shares can be repurchased under the authorization via open market purchases or privately negotiated transactions, including accelerated stock repurchase transactions, block trades, or pursuant to trades intending to comply with Rule 10b5-1 of the Securities Exchange Act of 1934. As part of the share repurchase plan, the Company entered into an Accelerated Share Repurchase ("ASR") agreement with JP Morgan to repurchase $25 million of the Company's common stock. Under the ASR agreement, the Company paid $25 million to JP Morgan and received an initial delivery of 1.3 million shares in the third quarter of 2018, which represented 80% of the total shares the Company expected to receive based on the market price at the time of the initial delivery. The transaction was accounted for as an equity transaction. The par value of shares received was recorded as a reduction to common stock with the remainder recorded as a reduction to additional paid-in capital or retained earnings. Upon initial receipt of the shares, there was an immediate reduction in the weighted average common shares calculation for basic and diluted earnings per share. Upon final settlement of the ASR agreement in February 2019, the Company received additional deliveries totaling 147,164 shares of its common stock based on a weighted average cost per share of $16.70 over the term of the ASR agreement. As of December 31, 2019, we repurchased $0.6 million of shares at prices ranging from $15.54 to $18.72 per share. Excluding the shares repurchased under the ASR, during 2018 we repurchased $7.3 million of shares at prices ranging from $13.29 to $17.86 per share. As of December 31, 2019, $49.7 million was outstanding under this authorization. In February 2020, our Board of Directors authorized a new share repurchase program of up to $100 million of our Class A Common shares through March 1, 2022. Incentive Plans — The Company has a long-term incentive plan (the “Plan”) that permits the granting of incentive and nonqualified stock options, stock appreciation rights, restricted stock units (RSUs), restricted and unrestricted Class A Common shares and performance units to key employees and non-employee directors. We satisfy stock option exercises and vested stock awards with newly issued shares. As of December 31, 2019, approximately 5.1 million shares were available for future stock compensation awards. Stock Options — Stock options grant the recipient the right to purchase Class A Common shares at not less than 100% of the fair market value on the date the option is granted. We have not issued any new stock options since 2008. The following table summarizes our stock option activity: Number Weighted- Range of Outstanding at December 31, 2016 486,914 $ 6.81 $ 6-9 Exercised (235,407) 6.20 6-8 Outstanding at December 31, 2017 251,507 7.38 6-9 Exercised (251,507) 7.38 6-9 Outstanding at December 31, 2018 — The following table summarizes additional information about exercises of stock options: For the years ended December 31, (in thousands) 2019 2018 2017 Cash received upon exercise $ — $ 1,857 $ 1,461 Intrinsic value (market value on date of exercise less exercise price) — 1,266 3,919 Tax benefits realized — 315 1,497 Restricted Stock Units — Awards of restricted stock units (RSUs) generally require no payment by the employee. RSUs are converted into an equal number of Class A Common shares when vested. These awards generally vest over a three four Long-term incentive compensation includes performance share awards. Performance share awards represent the right to receive an award of RSUs if certain performance measures are met. Each award specifies a target number of shares to be issued and the specific performance criteria that must be met. The number of shares that an employee receives may be less or more than the target number of shares depending on the extent to which the specified performance measures are met or exceeded. The following table summarizes our RSU activity: Fair Value Number Weighted Range of Unvested at December 31, 2016 1,425,177 $ 17.05 $ 12-24 Awarded 653,522 22.51 17-24 Vested (581,920) 20.78 14-24 Forfeited (308,856) 17.20 14-24 Unvested at December 31, 2017 1,187,923 19.99 14-24 Awarded 816,771 13.28 11-17 Vested (771,904) 14.16 11-18 Forfeited (57,348) 16.68 13-23 Unvested at December 31, 2018 1,175,442 15.86 11-24 Awarded 758,557 22.12 13-23 Vested (536,064) 21.67 12-23 Forfeited (39,497) 17.89 13-24 Unvested at December 31, 2019 1,358,438 18.68 11-24 The following table summarizes additional information about RSU vesting: For the years ended December 31, (in thousands) 2019 2018 2017 Fair value of RSUs vested $ 11,618 $ 10,930 $ 12,090 Tax benefits realized on vesting 2,969 1,758 4,630 Share-based Compensation Costs Share-based compensation costs were as follows: For the years ended December 31, (in thousands) 2019 2018 2017 Total share-based compensation $ 13,308 $ 11,008 $ 12,960 Included in discontinued operations (215) (468) (646) Included in continuing operations $ 13,093 $ 10,540 $ 12,314 Share-based compensation, net of tax $ 9,747 $ 7,919 $ 7,605 As of December 31, 2019, $13.4 million of total unrecognized compensation costs related to RSUs and performance shares is expected to be recognized over a weighted-average period of 1.5 years. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Income (Loss) Changes in the accumulated other comprehensive income (loss) ("AOCI") balance by component consisted of the following for the respective years: (in thousands) Defined Benefit Pension Items Other Total As of December 31, 2017 $ (102,955) $ 33 $ (102,922) Other comprehensive income (loss) before reclassifications, net of tax of $(1,803) and $(22) (5,351) (65) (5,416) Amounts reclassified from AOCI, net of tax of $4,360 12,941 — 12,941 Net current-period other comprehensive income (loss) 7,590 (65) 7,525 As of December 31, 2018 (95,365) (32) (95,397) Other comprehensive income (loss) before reclassifications, net of tax of $(1,874) and $(77) (5,461) (223) (5,684) Amounts reclassified from AOCI, net of tax of $718 2,092 — 2,092 Net current-period other comprehensive income (loss) (3,369) (223) (3,592) As of December 31, 2019 $ (98,734) $ (255) $ (98,989) Amounts reclassified to net earnings for defined benefit pension items relate to the amortization of actuarial gains (losses) and settlement charges. These amounts are included within the defined benefit pension plan expense caption on our Consolidated Statements of Operations. See Note 15. Employee Benefit Plans for additional information. |
Summarized Quarterly Financial
Summarized Quarterly Financial Information (Unaudited) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summarized Quarterly Financial Information (Unaudited) | Summarized Quarterly Financial Information (Unaudited) Summarized quarterly financial information is as follows: 2019 1st 2nd 3rd 4th (in thousands, except per share data) Quarter Quarter Quarter Quarter Total Operating revenues $ 277,059 $ 320,428 $ 330,857 $ 423,055 $ 1,351,399 Costs and expenses (254,305) (272,351) (303,652) (351,080) (1,181,388) Depreciation and amortization of intangible assets (17,006) (19,532) (21,661) (26,145) (84,344) Gains (losses), net on disposal of property and equipment (173) (144) 11 1,998 1,692 Interest expense (8,916) (18,023) (26,537) (27,120) (80,596) Defined benefit pension plan expense (1,572) (1,564) (2,071) (1,746) (6,953) Miscellaneous, net (800) 369 2,042 (417) 1,194 Income (loss) from continuing operations before income taxes (5,713) 9,183 (21,011) 18,545 1,004 Provision (benefit) for income taxes (2,393) 3,385 (3,677) 5,602 2,917 Income (loss) from continuing operations, net of tax (3,320) 5,798 (17,334) 12,943 (1,913) Loss from discontinued operations, net of tax (3,494) (6,164) (4,429) (2,378) (16,465) Net income (loss) (6,814) (366) (21,763) 10,565 (18,378) Income (loss) attributable to noncontrolling interest — — 166 (166) — Net income (loss) attributable to the shareholders of The E.W. Scripps Company $ (6,814) $ (366) $ (21,929) $ 10,731 $ (18,378) Net income (loss) from continuing operations per basic share of common stock $ (0.04) $ 0.07 $ (0.22) $ 0.16 $ (0.02) Loss from discontinued operations per basic share of common stock $ (0.04) $ (0.07) $ (0.05) $ (0.03) $ (0.20) Net income (loss) from continuing operations per diluted share of common stock $ (0.04) $ 0.07 $ (0.22) $ 0.16 $ (0.02) Loss from discontinued operations per diluted share of common stock $ (0.04) $ (0.07) $ (0.05) $ (0.03) $ (0.20) Weighted average shares outstanding: Basic 80,673 80,822 80,877 80,927 80,826 Diluted 80,673 81,196 80,877 81,322 80,826 Cash dividends per share of common stock $ 0.05 $ 0.05 $ 0.05 $ 0.05 $ 0.20 The sum of the quarterly net income (loss) per share amounts may not equal the reported annual amount because each amount is computed independently based upon the weighted-average number of shares outstanding for the period. 2018 1st 2nd 3rd 4th (in thousands, except per share data) Quarter Quarter Quarter Quarter Total Operating revenues $ 243,206 $ 273,425 $ 289,334 $ 351,397 $ 1,157,362 Costs and expenses (225,407) (231,594) (228,632) (261,280) (946,913) Depreciation and amortization of intangible assets (14,547) (14,494) (14,840) (16,830) (60,711) Gains (losses), net on disposal of property and equipment (717) 66 501 (1,105) (1,255) Interest expense (8,759) (9,279) (9,003) (9,143) (36,184) Defined benefit pension plan expense (1,388) (1,389) (3,529) (13,446) (19,752) Miscellaneous, net 138 (156) (546) 687 123 Income (loss) from continuing operations before income taxes (7,474) 16,579 33,285 50,280 92,670 Provision (benefit) for income taxes (1,210) 4,219 8,695 11,077 22,781 Income (loss) from continuing operations, net of tax (6,264) 12,360 24,590 39,203 69,889 Loss from discontinued operations, net of tax (20,817) (6,640) (5,459) (17,224) (50,140) Net income (loss) (27,081) 5,720 19,131 21,979 19,749 Loss attributable to noncontrolling interest (632) — — — (632) Net income (loss) attributable to the shareholders of The E.W. Scripps Company $ (26,449) $ 5,720 $ 19,131 $ 21,979 $ 20,381 Net income (loss) from continuing operations per basic share of common stock $ (0.07) $ 0.15 $ 0.30 $ 0.48 $ 0.85 Loss from discontinued operations per basic share of common stock $ (0.26) $ (0.08) $ (0.07) $ (0.21) $ (0.61) Net income (loss) from continuing operations per diluted share of common stock $ (0.07) $ 0.15 $ 0.29 $ 0.47 $ 0.85 Loss from discontinued operations per diluted share of common stock $ (0.26) $ (0.08) $ (0.07) $ (0.21) $ (0.60) Weighted average shares outstanding: Basic 81,554 81,824 81,452 80,669 81,369 Diluted 81,554 81,852 82,084 81,348 81,927 Cash dividends per share of common stock $ 0.05 $ 0.05 $ 0.05 $ 0.05 $ 0.20 The sum of the quarterly net income (loss) per share amounts may not equal the reported annual amount because each amount is computed independently based upon the weighted-average number of shares outstanding for the period. |
Assets Held for Sale and Discon
Assets Held for Sale and Discontinued Operations | 12 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale and Discontinued Operations | Assets Held for Sale and Discontinued Operations Stitcher During the second quarter of 2020, our Board of Directors approved the sale of our Stitcher podcasting business. On July 10, 2020, we signed a definitive agreement to sell the business for $325 million, with $265 million of cash upfront; earnout of up to $30 million based on 2020 financial results and paid in 2021; and earnout of up to $30 million based on 2021 financial results and paid in 2022. The transaction is expected to close in the fourth quarter of 2020 upon satisfaction of normal and customary closing conditions and regulatory approval. We have classified Stitcher as held for sale in our consolidated balance sheet and reported its results as discontinued operations in our condensed statements of operations for all periods presented. Radio Divestiture In the fourth quarter of 2017, we began the process to divest our radio business. Our radio business consisted of 34 radio stations in eight markets. We closed on the sale of our Tulsa radio stations on October 1, 2018, closed on the sales of our Milwaukee, Knoxville, Omaha, Springfield and Wichita radio stations on November 1, 2018 and closed on the sales of our Boise and Tucson radio stations on December 12, 2018. We have reported its results as discontinued operations for the years ended 2017 and 2018. Operating results of our Stitcher and radio operations included in discontinued operations were as follows: 2019 2018 2017 (in thousands) Stitcher Stitcher Radio Total Stitcher Radio Total Operating revenues $ 72,545 $ 51,063 $ 49,243 $ 100,306 $ 31,199 $ 68,630 $ 99,829 Total costs and expenses (91,725) (66,311) (42,694) (109,005) (33,803) (57,061) (90,864) Depreciation and amortization of intangible assets (2,642) (3,276) — (3,276) (3,437) (2,910) (6,347) Impairment of goodwill and intangible assets — — (25,900) (25,900) — (8,000) (8,000) Other, net (57) 29 (179) (150) 3,055 (258) 2,797 Income (loss) from operations of discontinued operations (21,879) (18,495) (19,530) (38,025) (2,986) 401 (2,585) Pretax loss on disposal of discontinued operations — — (18,558) (18,558) — — — Income (loss) from discontinued operations before income taxes (21,879) (18,495) (38,088) (56,583) (2,986) 401 (2,585) Income tax benefit (provision) 5,414 4,683 1,760 6,443 1,142 (2,996) (1,854) Loss from discontinued operations, net of tax $ (16,465) $ (13,812) $ (36,328) $ (50,140) $ (1,844) $ (2,595) $ (4,439) Results of discontinued operations in 2018 and 2017 included $25.9 million and $8.0 million, respectively, of non-cash impairment charges to write-down the goodwill of our radio business to fair value. The income tax provision for discontinued operations was impacted by non-deductible charges of $30.9 million in 2018 and $8.0 million in 2017. We also entered into separate Local Marketing Agreements (“LMA”) with the acquirer of the Tulsa radio stations and the acquirer of the Wichita, Springfield, Omaha, and Knoxville radio stations. Under the terms of these agreements, the acquiring entities paid us a monthly LMA fee and also reimbursed us for certain station expenses, as defined in the agreements, in exchange for the right to program and sell advertising from the stations' inventory of broadcast time. The LMA with the acquirer of the Tulsa radio stations was effective from July 30, 2018 until the closing of the transaction. The other LMA was effective from September 1, 2018 until closing of the transactions. Discontinued operating revenues included LMA fees totaling $2.5 million for the year ended December 31, 2018. The following table presents a summary of the Stitcher assets held for sale included in our consolidated balance sheets. (in thousands) As of December 31, 2019 As of December 31, 2018 Assets: Total current assets $ 34,793 $ 23,792 Investments 178 — Property and equipment 5,526 6,426 Goodwill and intangible assets 48,292 50,223 Operating lease right-of-use assets 10,448 — Other assets 2,029 1,828 Total assets included in the disposal group 101,266 82,269 Liabilities: Total current liabilities 10,175 9,447 Other liabilities 12,552 1,344 Total liabilities included in the disposal group 22,727 10,791 Net assets included in the disposal group $ 78,539 $ 71,478 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Nature of Operations | Nature of Operations — We are a diverse media enterprise, serving audiences and businesses through a portfolio of local television stations and national media brands. All of our businesses provide content and services via digital platforms, including the Internet, smartphones and tablets. Our media businesses are organized into the following reportable business segments: Local Media, National Media and Other. |
Basis of Presentation | Basis of Presentation — Certain amounts in prior periods have been reclassified to conform to the current period's presentation. |
Concentration Risks | Concentration Risks — Our operations are geographically dispersed and we have a diverse customer base. We believe bad debt losses resulting from default by a single customer, or defaults by customers in any depressed region or business sector, would not have a material effect on our financial position, results of operations or cash flows. We derive approximately 65% of our operating revenues from advertising. Changes in the demand for such services, both nationally and in individual markets, can affect operating results. |
Use of Estimates | Use of Estimates — Preparing financial statements in accordance with accounting principles generally accepted in the United States of America requires us to make a variety of decisions that affect the reported amounts and the related disclosures. Such decisions include the selection of accounting principles that reflect the economic substance of the underlying transactions and the assumptions on which to base accounting estimates. In reaching such decisions, we apply judgment based on our understanding and analysis of the relevant circumstances, including our historical experience, actuarial studies and other assumptions. Our financial statements include estimates and assumptions used in accounting for our defined benefit pension plans; the periods over which long-lived assets are depreciated or amortized; the fair value of long-lived assets, goodwill and indefinite lived assets; the liability for uncertain tax positions and valuation allowances against deferred income tax assets; the fair value of assets acquired and liabilities assumed in business combinations; and self-insured risks. While we re-evaluate our estimates and assumptions on an ongoing basis, actual results could differ from those estimated at the time of preparation of the financial statements. |
Consolidation | Consolidation — The consolidated financial statements include our accounts and those of our wholly-owned and majority-owned subsidiaries and variable interest entities (VIEs) for which we are the primary beneficiary. We are the primary beneficiary of a VIE when we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. Noncontrolling interest represents an owner’s share of the equity in certain of our consolidated entities. All intercompany transactions and account balances have been eliminated in consolidation. Investments in entities over which we have significant influence but not control are accounted for using the equity method of accounting. Income from equity method investments represents our proportionate share of net income generated by equity method investees. |
Nature of Products and Services | Nature of Products and Services — The following is a description of principal activities from which we generate revenue. Core Advertising — Core advertising is comprised of sales to local and national customers. The advertising includes a combination of broadcast air time, as well as digital advertising. Pricing of advertising time is based on audience size and share, the demographic of our audiences and the demand for our limited inventory of commercial time. Advertising time is sold through a combination of local sales staff and national sales representative firms. Digital revenues are primarily generated from the sale of advertising to local and national customers on our local television websites, smartphone apps, tablet apps and other platforms. Political Advertising — Political advertising is generally sold through our Washington D.C. sales office. Advertising is sold to presidential, gubernatorial, Senate and House of Representative candidates, as well as for state and local issues. It is also sold to political action groups (PACs) or other advocacy groups. Retransmission Revenues — We earn revenue from retransmission consent agreements with multi-channel video programming distributors (“MVPDs”) in our markets. The MVPDs are cable operators and satellite carriers who pay us to offer our programming to their customers. We also receive fees from over-the-top virtual MVPDs such as Hulu, YouTubeTV and AT&T Now. The fees we receive are typically based on the number of subscribers in our local market and the contracted rate per subscriber. Other Products and Services — We derive revenue from sponsorships and community events through our Local Media segment. Our National Media segment offers subscription services for access to premium content to its customers. Our Triton business earns revenue from monthly fees charged to audio publishers for converting their content into digital audio streams and inserting digital advertising into those audio streams and providing statistical measurement information about their listening audience. Refer to Note 16. Segment Information for further information, including revenue by significant product and service offering. |
Revenue Recognition and Contract Balances | Revenue Recognition — Revenue is measured based on the consideration we expect to be entitled to in exchange for promised goods or services provided to customers, and excludes any amounts collected on behalf of third parties. Revenue is recognized upon transfer of control of promised products or services to customers. Advertising — Advertising revenue is recognized, net of agency commissions, over time primarily as ads are aired or impressions are delivered and any contracted audience guarantees are met. We apply the practical expedient to recognize revenue at the amount we have the right to invoice, which corresponds directly to the value a customer has received relative to our performance. For advertising sold based on audience guarantees, audience deficiency may result in an obligation to deliver additional advertisements to the customer. To the extent that we do not satisfy contracted audience ratings, we record deferred revenue until such time that the audience guarantee has been satisfied. Retransmission — Retransmission revenues are considered licenses of functional intellectual property and are recognized at the point in time the content is transferred to the customer. MVPDs report their subscriber numbers to us generally on a 30- to 90-day lag. Prior to receiving the MVPD reporting, we record revenue based on estimates of the number of subscribers, utilizing historical levels and trends of subscribers for each MVPD. Other — Revenues generated by our Triton business are recognized on a ratable basis over the contract term as the monthly service is provided to the customer. Contract Balances — Timing of revenue recognition may differ from the timing of invoicing to customers. We record a receivable when revenue is recognized prior to invoicing, or unearned revenue when revenue is recognized subsequent to invoicing. We extend credit to customers based upon our assessment of the customer’s financial condition. Collateral is generally not required from customers. Payment terms may vary by contract type, although our terms generally include a requirement of payment within 30 to 90 days. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts do not include a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers. Assets Recognized from the Costs to Obtain a Contract with a Customer — We recognize an asset for the incremental costs of obtaining a contract with a customer if we expect the benefit of those costs to be longer than one year. We apply and use the practical expedient in the revenue guidance to expense costs as incurred for costs to obtain a contract when the amortization period is one year or less. This expedient applies to advertising sales commissions since advertising contracts are short-term in nature. In addition, we also may provide inducement payments to secure carriage agreements with distributors of our content. These inducement payments are capitalized and amortized to expense over the term of the distribution contract. Capitalized costs to obtain a contract with a customer totaled $9.3 million at December 31, 2019 and $9.7 million at December 31, 2018 and are included within miscellaneous assets on our Consolidated Balance Sheets. Amortization of these costs totaled $4.2 million and $1.0 million in 2019 and 2018, respectively. |
Transaction Price Allocated to Remaining Performance Obligations | Transaction Price Allocated to Remaining Performance Obligations — As of December 31, 2019, we had an aggregate transaction price of $59.6 million allocated to unsatisfied performance obligations related to contracts within our Triton business, all of which are expected to be recognized into revenue over the next 24 months. We did not disclose the value of unsatisfied performance obligations on any other contracts with customers because they are either (i) contracts with an original expected term of one year or less, (ii) contracts for which the sales- or usage-based royalty exception was applied, or (iii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. |
Cash Equivalents | Cash Equivalents — Cash equivalents represent highly liquid investments with maturity of less than three months when acquired. |
Investments | Investments — From time to time, we make investments in private companies. Investment securities can be impacted by various market risks, including interest rate risk, credit risk and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term. Such changes could materially affect the amounts reported in our financial statements. We record investments in private companies not accounted for under the equity method at cost, net of impairment write-downs, because no readily determinable market price is available. We regularly review our investments to determine if there has been any other-than-temporary decline in value. These reviews require management judgments that often include estimating the outcome of future events and determining whether factors exist that indicate impairment has occurred. We evaluate, among other factors, the extent to which cost exceeds fair value; the duration of the decline in fair value below cost; and the current cash position, earnings and cash forecasts and near-term prospects of the investee. We reduce the cost basis when a decline in fair value below cost is determined to be other than temporary, with the resulting adjustment charged against earnings. |
Property and Equipment | Property and Equipment — Property and equipment is carried at cost less depreciation. We compute depreciation using the straight-line method over estimated useful lives as follows: Buildings and improvements 15 to 45 years Leasehold improvements Shorter of term of lease or useful life Broadcast transmission towers and related equipment 15 to 35 years Other broadcast and program production equipment 3 to 15 years Computer hardware 3 to 5 years Office and other equipment 3 to 10 years |
Programming | Programming — Programming includes the cost of national television network programming, programming produced by us or for us by independent production companies and programs licensed under agreements with independent producers. Our network affiliation agreements require the payment of affiliation fees to the network. Network affiliation fees consist of pre-determined fixed fees in all cases and variable payments based on a share of retransmission revenues above the fixed fees for some of our agreements. Program licenses principally consist of television series and films. Program licenses generally have fixed terms, limit the number of times we can air the programs and require payments over the terms of the licenses. We record licensed program assets and liabilities when the license period has commenced and the programs are available for broadcast. We do not discount program licenses for imputed interest. We amortize program licenses based upon expected cash flows over the term of the license agreement. We classify the portion of the unamortized balance expected to be amortized within one year as a current asset. The costs of programming produced by us or for us by independent production companies is charged to expense over estimated useful lives based upon expected future cash flows. The realizable value of internal costs incurred for trial footage at Court TV, including employee compensation and benefits, are capitalized and amortized based upon expected future cash flows. All other internal costs to produce daily or live broadcast shows, such as news, sports or daily magazine shows, are expensed as incurred and are not classified in our Consolidated Statements of Operations as program costs, but are classified based on the type of cost incurred. Progress payments on programs not yet available for broadcast are recorded as deposits within programming assets. We review the net realizable value of program assets for impairment using a day-part methodology if the programming is for our local broadcast stations, whereby programs broadcast during a particular time period, such as prime time, are evaluated on an aggregate basis. Programming for our over-the-air broadcast network is reviewed for impairment using the individual network methodology. For our program assets available for broadcast, estimated amortization for each of the next five years is $59.4 million in 2020, $44.1 million in 2021, $25.9 million in 2022, $7.4 million in 2023, $3.1 million in 2024 and $3.3 million thereafter. Actual amortization in each of the next five years will exceed the amounts currently recorded as program assets available for broadcast, as we will continue to produce and license additional programs. |
FCC Repack | FCC Repack — In April 2017, the Federal Communications Commission (the “FCC”) began a process of reallocating the broadcast spectrum (the “repack”). Specifically, the FCC is requiring certain television stations to change channels and/or modify their transmission facilities. The U.S. Congress passed legislation which provides the FCC with a fund to reimburse all reasonable costs incurred by stations operating under a full power license and a portion of the costs incurred by stations operating under a low power license that are reassigned to new channels. |
Leases | Leases — We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities and operating lease liabilities in our Consolidated Balance Sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As the implicit rate is not readily determinable for most of our leases, we use our incremental borrowing rate when determining the present value of lease payments. The incremental borrowing rate represents an estimate of the interest rate we would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. The operating lease ROU asset also includes any payments made at or before commencement and is reduced by any lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. |
Goodwill and Other Indefinite-Lived Intangible Assets | Goodwill and Other Indefinite-Lived Intangible Assets — Goodwill represents the cost of acquisitions in excess of the acquired businesses’ tangible assets and identifiable intangible assets. FCC licenses represent the value assigned to the broadcast licenses of acquired broadcast television stations. Broadcast television stations are subject to the jurisdiction of the Federal Communications Commission (“FCC”) which prohibits the operation of stations except in accordance with an FCC license. FCC licenses stipulate each station’s operating parameters as defined by channels, effective radiated power and antenna height. FCC licenses are granted for a term of up to eight We do not amortize goodwill or our FCC licenses, but we review them for impairment at least annually or any time events occur or conditions change that would indicate it is more likely than not the fair value of a reporting unit is below its carrying value. We perform our annual impairment review during the fourth quarter of each year in conjunction with our annual planning cycle. We also assess, at least annually, whether our FCC licenses, classified as indefinite-lived intangible assets, continue to have indefinite lives. We review goodwill for impairment based upon our reporting units, which are defined as operating segments or groupings of businesses one level below the operating segment level. Reporting units with similar economic characteristics are aggregated into a single unit when testing goodwill for impairment. Our reporting units are our Local Media group, Katz, Stitcher, Triton and Newsy. |
Amortizable Intangible Assets | Amortizable Intangible Assets — Television network affiliations represents the value assigned to an acquired broadcast television station’s relationship with a national television network. Television stations affiliated with national television networks typically have greater profit margins than independent television stations, primarily due to audience recognition of the television station as a network affiliate. We amortize these network affiliation relationships on a straight-line basis over estimated useful lives of 20 years. We amortize customer lists and other intangible assets in relation to their expected future cash flows over estimated useful lives of up to 20 years. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets — We review long-lived assets (primarily property and equipment and amortizable intangible assets) for impairment whenever events or circumstances indicate the carrying amounts of the assets may not be recoverable. Recoverability is determined by comparing the aggregate forecasted undiscounted cash flows derived from the operation of the assets to the carrying amount of the assets. If the aggregate undiscounted cash flow is less than the carrying amount of the assets, then amortizable intangible assets are written down first, followed by other long-lived assets, to fair value. We determine fair value based on discounted cash flows or appraisals. We report long-lived assets to be disposed of at the lower of carrying amount or fair value less costs to sell. |
Self-Insured Risks | Self-Insured Risks — We are self-insured, up to certain limits, for general and automobile liability, employee health, disability and workers’ compensation claims and certain other risks. Estimated liabilities for unpaid claims totaled $9.1 million at December 31, 2019 and $9.8 million at December 31, 2018. We estimate liabilities for unpaid claims using actuarial methodologies and our historical claims experience. While we re-evaluate our assumptions and review our claims experience on an ongoing basis, actual claims paid could vary significantly from estimated claims, which would require adjustments to expense. Based on the terms of the Master Transaction Agreement with Journal Media Group ("Journal"), Scripps remains the primary obligor for newspaper insurance claims incurred prior to April 1, 2015. We recorded the liabilities related to these claims on our Consolidated Balance Sheets with an offsetting receivable of $1.3 million, which will be paid by Journal. |
Income Taxes | Income Taxes — We recognize deferred income taxes for temporary differences between the tax basis and reported amounts of assets and liabilities that will result in taxable or deductible amounts in future years. We establish a valuation allowance if we believe that it is more likely than not that we will not realize some or all of the deferred tax assets. We record a liability for unrecognized tax benefits resulting from uncertain tax positions taken or that we expect to take in a tax return. Interest and penalties associated with such tax positions are included in the tax provision. The liability for additional taxes and interest is included in other liabilities in the Consolidated Balance Sheets. |
Risk Management Contracts | Risk Management Contracts — We do not hold derivative financial instruments for trading or speculative purposes and we do not hold leveraged contracts. From time to time, we may use derivative financial instruments to limit the impact of interest rate fluctuations on our earnings and cash flows. |
Share-Based Compensation | Stock-Based Compensation — We have a Long-Term Incentive Plan (the “Plan”) which is described more fully in Note 18. The Plan provides for the award of incentive and nonqualified stock options, stock appreciation rights, restricted stock units (RSUs) and unrestricted Class A Common shares and performance units to key employees and non-employee directors. We recognize compensation cost based on the grant-date fair value of the award. We determine the fair value of awards that grant the employee the underlying shares by the fair value of a Class A Common share on the date of the award. Certain awards of RSUs have performance conditions under which the number of shares granted is determined by the extent to which such performance conditions are met (“Performance Shares”). Compensation costs for such awards are measured by the grant-date fair value of a Class A Common share and the number of shares earned. In periods prior to completion of the performance period, compensation costs are based upon estimates of the number of shares that will be earned. Compensation costs are recognized on a straight-line basis over the requisite service period of the award. The impact of forfeitures is recognized as they occur. The requisite service period is generally the vesting period stated in the award. Grants to retirement-eligible employees are expensed immediately and grants to employees who will become retirement eligible prior to the end of the stated vesting period are expensed over such shorter period because stock compensation grants vest upon the retirement eligibility of the employee. |
Earnings Per Share (EPS) | Earnings Per Share (“EPS”) — Unvested awards of share-based payments with rights to receive dividends or dividend equivalents, such as our RSUs, are considered participating securities for purposes of calculating EPS. Under the two-class method, we allocate a portion of net income to these participating securities and therefore exclude that income from the calculation of EPS for common stock. We do not allocate losses to the participating securities. The following table presents information about basic and diluted weighted-average shares outstanding: For the years ended December 31, (in thousands) 2019 2018 2017 Numerator (for basic and diluted earnings per share) Income (loss) from continuing operations, net of tax $ (1,913) $ 69,889 $ (10,178) Loss attributable to noncontrolling interest — 632 1,511 Less income allocated to RSUs — (1,129) — Numerator for basic and diluted earnings per share from continuing operations attributable to the shareholders of The E.W. Scripps Company $ (1,913) $ 69,392 $ (8,667) Denominator Basic weighted-average shares outstanding 80,826 81,369 82,052 Effect of dilutive securities: Stock options and restricted stock units — 558 — Diluted weighted-average shares outstanding 80,826 81,927 82,052 For the years ended December 31, 2019 and 2017, we incurred a net loss and the inclusion of RSUs and stock options would have been anti-dilutive. Accordingly, the diluted EPS calculations exclude the effect from 1.4 million and 1.2 million of outstanding RSUs as of December 31, 2019 and 2017, respectively. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of allowance for doubtful accounts | A rollforward of the allowance for doubtful accounts is as follows: (in thousands) January 1, 2017 $ 1,490 Charged to costs and expenses 1,314 Amounts charged off, net (855) Balance as of December 31, 2017 1,949 Charged to costs and expenses 3,378 Amounts charged off, net (1,106) Balance as of December 31, 2018 4,221 Charged to costs and expenses 1,823 Amounts charged off, net (2,698) Balance as of December 31, 2019 $ 3,346 |
Estimated useful lives of property and equipment | We compute depreciation using the straight-line method over estimated useful lives as follows: Buildings and improvements 15 to 45 years Leasehold improvements Shorter of term of lease or useful life Broadcast transmission towers and related equipment 15 to 35 years Other broadcast and program production equipment 3 to 15 years Computer hardware 3 to 5 years Office and other equipment 3 to 10 years Property and equipment consisted of the following: As of December 31, (in thousands) 2019 2018 Land and improvements $ 62,712 $ 47,054 Buildings and improvements 187,830 144,389 Equipment 452,239 344,909 Computer software 20,047 17,492 Total 722,828 553,844 Accumulated depreciation 352,450 322,343 Net property and equipment $ 370,378 $ 231,501 |
Components of basic and diluted weighted-average shares | The following table presents information about basic and diluted weighted-average shares outstanding: For the years ended December 31, (in thousands) 2019 2018 2017 Numerator (for basic and diluted earnings per share) Income (loss) from continuing operations, net of tax $ (1,913) $ 69,889 $ (10,178) Loss attributable to noncontrolling interest — 632 1,511 Less income allocated to RSUs — (1,129) — Numerator for basic and diluted earnings per share from continuing operations attributable to the shareholders of The E.W. Scripps Company $ (1,913) $ 69,392 $ (8,667) Denominator Basic weighted-average shares outstanding 80,826 81,369 82,052 Effect of dilutive securities: Stock options and restricted stock units — 558 — Diluted weighted-average shares outstanding 80,826 81,927 82,052 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Fair values of the assets acquired and liabilities assumed | The following table summarizes the fair values of the Raycom, Cordillera and Nexstar-Tribune assets acquired and liabilities assumed at the closing dates. The allocation of purchase price for the Cordillera and Nexstar-Tribune acquisitions reflect preliminary fair values. (in thousands) Raycom Cordillera Nexstar- Tribune Total Accounts receivable $ — $ 26,264 $ — $ 26,264 Current portion of programming — — 11,997 11,997 Other current assets — 986 3,541 4,527 Property and equipment 11,721 53,734 61,864 127,319 Operating lease right-of-use assets 296 4,667 82,447 87,410 Programming (less current portion) — — 9,830 9,830 Goodwill 18,349 252,920 164,457 435,726 Indefinite-lived intangible assets - FCC licenses 6,800 26,700 176,000 209,500 Amortizable intangible assets: Television network affiliation relationships 17,400 169,400 181,000 367,800 Advertiser relationships 700 5,900 7,100 13,700 Other intangible assets — 13,000 — 13,000 Accounts payable — (15) — (15) Accrued expenses — (3,983) (1,820) (5,803) Current portion of programming liabilities — — (16,211) (16,211) Other current liabilities — (280) (3,035) (3,315) Programming liabilities — — (15,079) (15,079) Operating lease liabilities (296) (4,387) (79,766) (84,449) Net purchase price $ 54,970 $ 544,906 $ 582,325 $ 1,182,201 The following table summarizes the final fair values of the Triton assets acquired and liabilities assumed at the closing date. (in thousands) Cash $ 10,515 Accounts receivable 8,879 Other current assets 679 Property and equipment 705 Goodwill 80,656 Other intangible assets 75,000 Accounts payable (1,895) Accrued expenses (3,332) Other current liabilities (18) Deferred tax liability (10,976) Total purchase price $ 160,213 The following table summarizes the final fair values of the Katz assets acquired and liabilities assumed at the closing date. (in thousands) Cash $ 21,372 Accounts receivable 44,306 Current portion of programming 36,218 Intangible assets 32,300 Goodwill 203,760 Programming (less current portion) 52,908 Other assets 11,356 Accounts payable and accrued liabilities (29,339) Current portion of programming liabilities (32,877) Programming liabilities (37,692) Net purchase price $ 302,312 |
Pro forma results of operations | For the years ended December 31, (in thousands, except per share data) (unaudited) 2019 2018 Operating revenues $ 1,572,493 $ 1,568,360 Income (loss) from continuing operations attributable to the shareholders of The E.W. Scripps Company (18,657) 42,426 Income (loss) per share from continuing operations attributable to the shareholders of The E.W. Scripps Company Basic $ (0.23) $ 0.51 Diluted (0.23) 0.51 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Provision for income taxes | The provision for income taxes from continuing operations consisted of the following: For the years ended December 31, (in thousands) 2019 2018 2017 Current: Federal $ 6,653 $ 3,865 $ 1,431 State and local 2,235 2,331 (790) Foreign (6) 1 — Total current income tax provision (benefit) 8,882 6,197 641 Deferred: Federal (6,346) 15,588 (16,828) State and local 206 1,000 (2,725) Foreign 175 (4) — Total deferred income tax provision (benefit) (5,965) 16,584 (19,553) Provision (benefit) for income taxes $ 2,917 $ 22,781 $ (18,912) |
Effective income tax rate reconciliation | The difference between the statutory rate for federal income tax and the effective income tax rate was as follows: For the years ended December 31, 2019 2018 2017 Statutory rate 21.0 % 21.0 % 35.0 % Effect of: State and local income taxes, net of federal tax benefit 212.7 3.7 1.8 Excess tax benefits from stock-based compensation (60.4) 0.7 7.8 Nondeductible expenses 118.7 1.2 (5.0) Reserve for uncertain tax positions (13.7) (0.1) 4.0 U.S. federal statutory rate change — — 14.5 Other 12.2 (1.9) 6.9 Effective income tax rate 290.5 % 24.6 % 65.0 % |
Schedule of deferred income tax (liabilities) assets | The approximate effect of the temporary differences giving rise to deferred income tax assets (liabilities) were as follows: As of December 31, (in thousands) 2019 2018 Temporary differences: Property and equipment $ (33,802) $ (14,503) Goodwill and other intangible assets (100,841) (80,590) Investments, primarily gains and losses not yet recognized for tax purposes 3,176 3,067 Accrued expenses not deductible until paid 7,694 8,763 Deferred compensation and retiree benefits not deductible until paid 54,258 56,902 Operating lease right-of-use assets (31,039) — Operating lease liabilities 32,632 — Interest limitation carryforward 12,527 — Other temporary differences, net 3,422 3,616 Total temporary differences (51,973) (22,745) Federal and state net operating loss carryforwards 51,308 12,800 Valuation allowance for state deferred tax assets (4,905) (5,101) Net deferred tax liability $ (5,570) $ (15,046) |
Gross unrecognized tax benefit reconciliation | A reconciliation of the beginning and ending balances of the total amounts of gross unrecognized tax benefits is as follows: For the years ended December 31, (in thousands) 2019 2018 2017 Gross unrecognized tax benefits at beginning of year $ 1,112 $ 1,088 $ 2,665 Increases in tax positions for prior years 87 130 16 Decreases in tax positions for prior years (387) (33) (390) Increases in tax positions for current years — 182 — Decreases in tax positions for current years (167) — (54) Decreases from lapse in statute of limitations (69) (255) (1,149) Gross unrecognized tax benefits at end of year $ 576 $ 1,112 $ 1,088 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Investments [Abstract] | |
Schedule of investments | Investments consisted of the following: As of December 31, (in thousands) 2019 2018 Investments held at cost $ 4,405 $ 4,114 Equity method investments 3,970 3,048 Total investments $ 8,375 $ 7,162 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | We compute depreciation using the straight-line method over estimated useful lives as follows: Buildings and improvements 15 to 45 years Leasehold improvements Shorter of term of lease or useful life Broadcast transmission towers and related equipment 15 to 35 years Other broadcast and program production equipment 3 to 15 years Computer hardware 3 to 5 years Office and other equipment 3 to 10 years Property and equipment consisted of the following: As of December 31, (in thousands) 2019 2018 Land and improvements $ 62,712 $ 47,054 Buildings and improvements 187,830 144,389 Equipment 452,239 344,909 Computer software 20,047 17,492 Total 722,828 553,844 Accumulated depreciation 352,450 322,343 Net property and equipment $ 370,378 $ 231,501 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Operating lease maturity schedule | Future minimum lease payments under non-cancellable operating leases as of December 31, 2019 were as follows: (in thousands) Operating 2020 $ 20,445 2021 11,263 2022 14,625 2023 14,703 2024 13,444 Thereafter 102,711 Total future minimum lease payments 177,191 Less: Imputed interest (48,492) Total $ 128,699 |
Operating lease maturity schedule under ASC 840 | Future minimum lease payments under non-cancellable operating leases as of December 31, 2018 (1) were as follows: (in thousands) Operating 2019 $ 9,214 2020 7,204 2021 4,577 2022 4,393 2023 4,179 Thereafter 14,878 Total future minimum lease payments $ 44,445 (1) Amounts included for comparability and accounted for in accordance with ASC 840, "Leases". |
Lease assets and liabilities | Other information related to our operating leases was as follows: (in thousands, except lease term and discount rate) As of December 31, 2019 Balance Sheet Information Right-of-use assets $ 128,192 Other current liabilities 15,051 Operating lease liabilities 113,648 Weighted Average Remaining Lease Term Operating leases 12.59 years Weighted Average Discount Rate Operating leases 5.19 % |
Lease supplemental cash flow information | (in thousands) As of December 31, 2019 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities $ 14,022 Right-of-use assets obtained in exchange for lease obligations 9,612 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill by business segment | Goodwill by business segment was as follows: (in thousands) Local Media National Media Total Gross balance as of December 31, 2016 $ 708,133 $ 58,385 $ 766,518 Accumulated impairment losses (216,914) (21,000) (237,914) Net balance as of December 31, 2016 491,219 37,385 528,604 Cracked impairment charge — (29,403) (29,403) Katz acquisition — 209,572 209,572 Balance as of December 31, 2017 $ 491,219 $ 217,554 $ 708,773 Gross balance as of December 31, 2017 $ 708,133 $ 267,957 $ 976,090 Accumulated impairment losses (216,914) (50,403) (267,317) Net balance as of December 31, 2017 491,219 217,554 708,773 Katz acquisition adjustments — (5,812) (5,812) Triton acquisition — 83,876 83,876 Balance as of December 31, 2018 $ 491,219 $ 295,618 $ 786,837 Gross balance as of December 31, 2018 $ 708,133 $ 346,021 $ 1,054,154 Accumulated impairment losses (216,914) (50,403) (267,317) Net balance as of December 31, 2018 491,219 295,618 786,837 Television stations acquisitions 435,726 — 435,726 Omny acquisition — 5,336 5,336 Triton acquisition adjustment — (3,220) (3,220) Balance as of December 31, 2019 $ 926,945 $ 297,734 $ 1,224,679 Gross balance as of December 31, 2019 $ 1,143,859 $ 348,137 $ 1,491,996 Accumulated impairment losses (216,914) (50,403) (267,317) Net balance as of December 31, 2019 $ 926,945 $ 297,734 $ 1,224,679 |
Summary of other finite-lived intangible assets | Other intangible assets consisted of the following: As of December 31, (in thousands) 2019 2018 Amortizable intangible assets: Carrying amount: Television network affiliation relationships $ 616,244 $ 248,444 Customer lists and advertiser relationships 104,300 93,100 Other 102,956 82,193 Total carrying amount 823,500 423,737 Accumulated amortization: Television network affiliation relationships (82,917) (62,020) Customer lists and advertiser relationships (42,012) (31,323) Other (23,811) (11,703) Total accumulated amortization (148,740) (105,046) Net amortizable intangible assets 674,760 318,691 Indefinite-lived intangible assets — FCC licenses 385,915 157,215 Total other intangible assets $ 1,060,675 $ 475,906 |
Summary of other indefinite-lived intangible assets | Other intangible assets consisted of the following: As of December 31, (in thousands) 2019 2018 Amortizable intangible assets: Carrying amount: Television network affiliation relationships $ 616,244 $ 248,444 Customer lists and advertiser relationships 104,300 93,100 Other 102,956 82,193 Total carrying amount 823,500 423,737 Accumulated amortization: Television network affiliation relationships (82,917) (62,020) Customer lists and advertiser relationships (42,012) (31,323) Other (23,811) (11,703) Total accumulated amortization (148,740) (105,046) Net amortizable intangible assets 674,760 318,691 Indefinite-lived intangible assets — FCC licenses 385,915 157,215 Total other intangible assets $ 1,060,675 $ 475,906 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Components of Long-term debt | Long-term debt consisted of the following: As of December 31, (in thousands) 2019 2018 Revolving credit facility $ — $ — Senior unsecured notes, due in 2025 400,000 400,000 Senior unsecured notes, due in 2027 500,000 — Term loan, due in 2024 293,250 296,250 Term loan, due in 2026 759,272 — Total outstanding principal 1,952,522 696,250 Less: Debt issuance costs and issuance discounts (37,492) (7,486) Less: Current portion (10,612) (3,000) Net carrying value of long-term debt 1,904,418 685,764 Fair value of long-term debt * $ 1,991,164 $ 662,844 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Assets and liabilities that are measured at fair value on a recurring basis | The following tables set forth our assets that are measured at fair value on a recurring basis at December 31, 2019 and 2018: December 31, 2019 (in thousands) Total Level 1 Level 2 Level 3 Cash equivalents $ 8,948 $ 8,948 $ — $ — December 31, 2018 (in thousands) Total Level 1 Level 2 Level 3 Cash equivalents $ 1,007 $ 1,007 $ — $ — |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Other Liabilities Disclosure [Abstract] | |
Other liabilities | Other liabilities consisted of the following: As of December 31, (in thousands) 2019 2018 Employee compensation and benefits $ 21,403 $ 19,775 Deferred FCC repack income 36,770 20,620 Programming liability 57,291 43,825 Liability for pension benefits 190,219 198,444 Liabilities for uncertain tax positions 637 811 Other 9,628 11,067 Other liabilities (less current portion) $ 315,948 $ 294,542 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Change in certain working capital accounts | The following table presents additional information about the change in certain working capital accounts: For the years ended December 31, (in thousands) 2019 2018 2017 Accounts receivable $ (98,714) $ (16,910) $ (17,181) Other current assets (11,056) (2,396) (5,775) Accounts payable 1,572 (35) (46) Accrued employee compensation and benefits 877 7,718 2,100 Accrued interest 12,726 6 465 Other accrued liabilities 4,239 (2,471) 8,591 Unearned revenue 358 2,037 708 Other, net (19,532) 605 278 Total $ (109,530) $ (11,446) $ (10,860) |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Components of benefit expense | The components of the expense consisted of the following: For the years ended December 31, (in thousands) 2019 2018 2017 Interest cost $ 23,287 $ 23,836 $ 25,966 Expected return on plan assets, net of expenses (19,974) (22,232) (17,439) Amortization of actuarial loss and prior service cost 2,622 3,527 4,424 Settlement losses — 11,713 — Total for defined benefit plans 5,935 16,844 12,951 Multi-employer plans 132 190 253 SERPs 1,018 2,908 1,161 Defined contribution plan 10,494 8,619 9,183 Net periodic benefit cost 17,579 28,561 23,548 Allocated to discontinued operations (447) (789) (848) Net periodic benefit cost - continuing operations $ 17,132 $ 27,772 $ 22,700 |
Changes in plan assets and benefit obligations recognized in other comprehensive income (loss) | Other changes in plan assets and benefit obligations recognized in other comprehensive income (loss) were as follows: For the years ended December 31, (in thousands) 2019 2018 2017 Actuarial gain/(loss) $ (5,478) $ (7,765) $ 12,205 Prior service cost — (424) — Amortization of actuarial loss and prior service cost 2,622 3,527 4,424 Reclassification of actuarial loss related to settlement — 11,713 — Total $ (2,856) $ 7,051 $ 16,629 |
Schedule of assumptions used | Assumptions used in determining the annual retirement plans expense were as follows: 2019 2018 (1) 2017 (2) Discount rate 4.38 % 3.71%-4.58% 4.26 % Long-term rate of return on plan assets 5.50 % 5.10 % 4.20%-4.30% (1) Range presented for 2018 discount rate represents the rates used for various remeasurement periods during the year as well as differing rates used for Scripps Pension Plan and Journal Communications, Inc. Plan. (2) Range presented for long-term rate of return on plan assets for 2017 represents the rates used for Scripps Pension Plan and Journal Communications, Inc. Plan. Assumptions used to determine the defined benefit pension plans benefit obligations were as follows: 2019 2018 2017 Weighted average discount rate 3.40 % 4.38 % 3.70 % |
Schedule of employee benefit plan assets and obligations | The following table presents information about our employee benefit plan assets and obligations: Defined Benefit Plans SERPs For the years ended December 31, (in thousands) 2019 2018 2019 2018 Change in projected benefit obligation: Projected benefit obligation at beginning of year $ 544,581 $ 654,536 $ 16,985 $ 23,691 Interest cost 23,287 23,836 718 746 Benefits paid (35,186) (33,872) (1,019) (1,021) Actuarial (gains)/losses 60,909 (46,800) 1,857 (1,034) Plan Amendments — 424 — — Settlements — (53,543) — (5,397) Projected benefit obligation at end of year 593,591 544,581 18,541 16,985 Plan assets: Fair value at beginning of year 361,891 464,441 — — Actual return on plan assets 75,405 (32,334) — — Company contributions 18,589 17,199 1,019 6,418 Benefits paid (35,186) (33,872) (1,019) (1,021) Settlements — (53,543) — (5,397) Fair value at end of year 420,699 361,891 — — Funded status $ (172,892) $ (182,690) $ (18,541) $ (16,985) Amounts recognized in Consolidated Balance Sheets: Current liabilities $ — $ — $ (1,214) $ (1,231) Noncurrent liabilities (172,892) (182,690) (17,327) (15,754) Total $ (172,892) $ (182,690) $ (18,541) $ (16,985) Amounts recognized in accumulated other comprehensive loss consist of: Net actuarial loss $ 123,065 $ 120,191 $ 7,240 $ 5,571 Prior service cost 406 424 — — |
Schedule of pension plans with an accumulated benefit obligation and projected benefit obligation in excess of plan assets | Information for pension plans with an accumulated benefit obligation and projected benefit obligation in excess of plan assets was as follows: Defined Benefit Plans SERPs As of December 31, (in thousands) 2019 2018 2019 2018 Accumulated benefit obligation $ 593,591 $ 544,581 $ 18,541 $ 16,985 Projected benefit obligation 593,591 544,581 18,541 16,985 Fair value of plan assets 420,699 361,891 — — |
Schedule of allocation of pension plan assets by asset category | Information related to our pension plan asset allocations by asset category were as follows: Target Percentage of plan assets 2020 2019 2018 US equity securities 20 % 17 % 19 % Non-US equity securities 30 % 39 % 28 % Fixed-income securities 45 % 43 % 46 % Other 5 % 1 % 7 % Total 100 % 100 % 100 % |
Plan assets measured using the fair value hierarchy | The following table presents our plan assets as of December 31, 2019 and 2018: As of December 31, (in thousands) 2019 2018 Equity securities Common/collective trust funds $ 237,015 $ 168,547 Fixed income Common/collective trust funds 181,176 166,079 Real estate fund — 24,798 Cash equivalents 2,508 2,467 Fair value of plan assets $ 420,699 $ 361,891 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Information regarding business segments | Information regarding our business segments is as follows: For the years ended December 31, (in thousands) 2019 2018 2017 Segment operating revenues: Local Media $ 1,022,805 $ 917,480 $ 778,376 National Media 323,674 235,107 61,942 Other 4,920 4,775 5,455 Total operating revenues $ 1,351,399 $ 1,157,362 $ 845,773 Segment profit (loss): Local Media $ 217,885 $ 251,119 $ 156,890 National Media 43,166 29,168 (6,656) Other (3,957) (3,680) (2,361) Shared services and corporate (57,409) (53,123) (50,506) Acquisition and related integration costs (26,304) (4,124) — Restructuring costs (3,370) (8,911) (4,422) Depreciation and amortization of intangible assets (84,344) (60,711) (52,906) Impairment of goodwill and intangible assets — — (35,732) Gains (losses), net on disposal of property and equipment 1,692 (1,255) (169) Interest expense (80,596) (36,184) (26,552) Defined benefit pension plan expense (6,953) (19,752) (14,112) Miscellaneous, net 1,194 123 7,436 Income (loss) from continuing operations before income taxes $ 1,004 $ 92,670 $ (29,090) Depreciation: Local Media $ 34,086 $ 30,467 $ 31,870 National Media 4,302 2,336 88 Other 148 150 208 Shared services and corporate 1,462 1,432 1,883 Total depreciation $ 39,998 $ 34,385 $ 34,049 Amortization of intangible assets: Local Media $ 26,283 $ 14,821 $ 15,084 National Media 16,710 10,152 2,419 Shared services and corporate 1,353 1,353 1,354 Total amortization of intangible assets $ 44,346 $ 26,326 $ 18,857 The following table presents additions to property and equipment by segment: For the years ended December 31, (in thousands) 2019 2018 2017 Additions to property and equipment: Local Media $ 46,855 $ 37,773 $ 16,946 National Media 11,963 9,004 289 Other 529 — — Shared services and corporate 1,878 723 367 Total additions to property and equipment $ 61,225 $ 47,500 $ 17,602 Total assets by segment for the years ended December 31 were as follows: As of December 31, (in thousands) 2019 2018 2017 Assets: Local Media $ 2,694,667 $ 1,261,526 $ 1,273,735 National Media 680,764 655,718 459,694 Other 3,503 865 2,128 Shared services and corporate 81,657 129,969 189,433 Total assets of continuing operations 3,460,591 2,048,078 1,924,990 Discontinued operations 101,266 82,269 204,789 Total assets $ 3,561,857 $ 2,130,347 $ 2,129,779 |
Disaggregation of revenue | A disaggregation of the principal activities from which we generate revenue is as follows: For the years ended December 31, (in thousands) 2019 2018 2017 Operating revenues: Core advertising $ 861,386 $ 686,229 $ 548,457 Political 23,263 139,600 8,651 Retransmission and carriage 390,043 304,402 259,712 Other 76,707 27,131 28,953 Total operating revenues $ 1,351,399 $ 1,157,362 $ 845,773 |
Capital Stock and Share Based_2
Capital Stock and Share Based Compensation Plans (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of options outstanding and exercisable | The following table summarizes our stock option activity: Number Weighted- Range of Outstanding at December 31, 2016 486,914 $ 6.81 $ 6-9 Exercised (235,407) 6.20 6-8 Outstanding at December 31, 2017 251,507 7.38 6-9 Exercised (251,507) 7.38 6-9 Outstanding at December 31, 2018 — |
Schedule of cash proceeds received from exercises of stock options | The following table summarizes additional information about exercises of stock options: For the years ended December 31, (in thousands) 2019 2018 2017 Cash received upon exercise $ — $ 1,857 $ 1,461 Intrinsic value (market value on date of exercise less exercise price) — 1,266 3,919 Tax benefits realized — 315 1,497 |
Restricted stock and restricted stock unit vesting activity | The following table summarizes our RSU activity: Fair Value Number Weighted Range of Unvested at December 31, 2016 1,425,177 $ 17.05 $ 12-24 Awarded 653,522 22.51 17-24 Vested (581,920) 20.78 14-24 Forfeited (308,856) 17.20 14-24 Unvested at December 31, 2017 1,187,923 19.99 14-24 Awarded 816,771 13.28 11-17 Vested (771,904) 14.16 11-18 Forfeited (57,348) 16.68 13-23 Unvested at December 31, 2018 1,175,442 15.86 11-24 Awarded 758,557 22.12 13-23 Vested (536,064) 21.67 12-23 Forfeited (39,497) 17.89 13-24 Unvested at December 31, 2019 1,358,438 18.68 11-24 |
Additional information about restricted stock and restricted stock unit vesting | The following table summarizes additional information about RSU vesting: For the years ended December 31, (in thousands) 2019 2018 2017 Fair value of RSUs vested $ 11,618 $ 10,930 $ 12,090 Tax benefits realized on vesting 2,969 1,758 4,630 |
Schedule of stock compensation costs | Share-based compensation costs were as follows: For the years ended December 31, (in thousands) 2019 2018 2017 Total share-based compensation $ 13,308 $ 11,008 $ 12,960 Included in discontinued operations (215) (468) (646) Included in continuing operations $ 13,093 $ 10,540 $ 12,314 Share-based compensation, net of tax $ 9,747 $ 7,919 $ 7,605 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Changes in Accumulated Other Comprehensive Loss | Changes in the accumulated other comprehensive income (loss) ("AOCI") balance by component consisted of the following for the respective years: (in thousands) Defined Benefit Pension Items Other Total As of December 31, 2017 $ (102,955) $ 33 $ (102,922) Other comprehensive income (loss) before reclassifications, net of tax of $(1,803) and $(22) (5,351) (65) (5,416) Amounts reclassified from AOCI, net of tax of $4,360 12,941 — 12,941 Net current-period other comprehensive income (loss) 7,590 (65) 7,525 As of December 31, 2018 (95,365) (32) (95,397) Other comprehensive income (loss) before reclassifications, net of tax of $(1,874) and $(77) (5,461) (223) (5,684) Amounts reclassified from AOCI, net of tax of $718 2,092 — 2,092 Net current-period other comprehensive income (loss) (3,369) (223) (3,592) As of December 31, 2019 $ (98,734) $ (255) $ (98,989) |
Summarized Quarterly Financia_2
Summarized Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly financial information | Summarized quarterly financial information is as follows: 2019 1st 2nd 3rd 4th (in thousands, except per share data) Quarter Quarter Quarter Quarter Total Operating revenues $ 277,059 $ 320,428 $ 330,857 $ 423,055 $ 1,351,399 Costs and expenses (254,305) (272,351) (303,652) (351,080) (1,181,388) Depreciation and amortization of intangible assets (17,006) (19,532) (21,661) (26,145) (84,344) Gains (losses), net on disposal of property and equipment (173) (144) 11 1,998 1,692 Interest expense (8,916) (18,023) (26,537) (27,120) (80,596) Defined benefit pension plan expense (1,572) (1,564) (2,071) (1,746) (6,953) Miscellaneous, net (800) 369 2,042 (417) 1,194 Income (loss) from continuing operations before income taxes (5,713) 9,183 (21,011) 18,545 1,004 Provision (benefit) for income taxes (2,393) 3,385 (3,677) 5,602 2,917 Income (loss) from continuing operations, net of tax (3,320) 5,798 (17,334) 12,943 (1,913) Loss from discontinued operations, net of tax (3,494) (6,164) (4,429) (2,378) (16,465) Net income (loss) (6,814) (366) (21,763) 10,565 (18,378) Income (loss) attributable to noncontrolling interest — — 166 (166) — Net income (loss) attributable to the shareholders of The E.W. Scripps Company $ (6,814) $ (366) $ (21,929) $ 10,731 $ (18,378) Net income (loss) from continuing operations per basic share of common stock $ (0.04) $ 0.07 $ (0.22) $ 0.16 $ (0.02) Loss from discontinued operations per basic share of common stock $ (0.04) $ (0.07) $ (0.05) $ (0.03) $ (0.20) Net income (loss) from continuing operations per diluted share of common stock $ (0.04) $ 0.07 $ (0.22) $ 0.16 $ (0.02) Loss from discontinued operations per diluted share of common stock $ (0.04) $ (0.07) $ (0.05) $ (0.03) $ (0.20) Weighted average shares outstanding: Basic 80,673 80,822 80,877 80,927 80,826 Diluted 80,673 81,196 80,877 81,322 80,826 Cash dividends per share of common stock $ 0.05 $ 0.05 $ 0.05 $ 0.05 $ 0.20 The sum of the quarterly net income (loss) per share amounts may not equal the reported annual amount because each amount is computed independently based upon the weighted-average number of shares outstanding for the period. 2018 1st 2nd 3rd 4th (in thousands, except per share data) Quarter Quarter Quarter Quarter Total Operating revenues $ 243,206 $ 273,425 $ 289,334 $ 351,397 $ 1,157,362 Costs and expenses (225,407) (231,594) (228,632) (261,280) (946,913) Depreciation and amortization of intangible assets (14,547) (14,494) (14,840) (16,830) (60,711) Gains (losses), net on disposal of property and equipment (717) 66 501 (1,105) (1,255) Interest expense (8,759) (9,279) (9,003) (9,143) (36,184) Defined benefit pension plan expense (1,388) (1,389) (3,529) (13,446) (19,752) Miscellaneous, net 138 (156) (546) 687 123 Income (loss) from continuing operations before income taxes (7,474) 16,579 33,285 50,280 92,670 Provision (benefit) for income taxes (1,210) 4,219 8,695 11,077 22,781 Income (loss) from continuing operations, net of tax (6,264) 12,360 24,590 39,203 69,889 Loss from discontinued operations, net of tax (20,817) (6,640) (5,459) (17,224) (50,140) Net income (loss) (27,081) 5,720 19,131 21,979 19,749 Loss attributable to noncontrolling interest (632) — — — (632) Net income (loss) attributable to the shareholders of The E.W. Scripps Company $ (26,449) $ 5,720 $ 19,131 $ 21,979 $ 20,381 Net income (loss) from continuing operations per basic share of common stock $ (0.07) $ 0.15 $ 0.30 $ 0.48 $ 0.85 Loss from discontinued operations per basic share of common stock $ (0.26) $ (0.08) $ (0.07) $ (0.21) $ (0.61) Net income (loss) from continuing operations per diluted share of common stock $ (0.07) $ 0.15 $ 0.29 $ 0.47 $ 0.85 Loss from discontinued operations per diluted share of common stock $ (0.26) $ (0.08) $ (0.07) $ (0.21) $ (0.60) Weighted average shares outstanding: Basic 81,554 81,824 81,452 80,669 81,369 Diluted 81,554 81,852 82,084 81,348 81,927 Cash dividends per share of common stock $ 0.05 $ 0.05 $ 0.05 $ 0.05 $ 0.20 |
Assets Held for Sale and Disc_2
Assets Held for Sale and Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Operating Results of Discontinued Operations and Net Assets Distributed | Operating results of our Stitcher and radio operations included in discontinued operations were as follows: 2019 2018 2017 (in thousands) Stitcher Stitcher Radio Total Stitcher Radio Total Operating revenues $ 72,545 $ 51,063 $ 49,243 $ 100,306 $ 31,199 $ 68,630 $ 99,829 Total costs and expenses (91,725) (66,311) (42,694) (109,005) (33,803) (57,061) (90,864) Depreciation and amortization of intangible assets (2,642) (3,276) — (3,276) (3,437) (2,910) (6,347) Impairment of goodwill and intangible assets — — (25,900) (25,900) — (8,000) (8,000) Other, net (57) 29 (179) (150) 3,055 (258) 2,797 Income (loss) from operations of discontinued operations (21,879) (18,495) (19,530) (38,025) (2,986) 401 (2,585) Pretax loss on disposal of discontinued operations — — (18,558) (18,558) — — — Income (loss) from discontinued operations before income taxes (21,879) (18,495) (38,088) (56,583) (2,986) 401 (2,585) Income tax benefit (provision) 5,414 4,683 1,760 6,443 1,142 (2,996) (1,854) Loss from discontinued operations, net of tax $ (16,465) $ (13,812) $ (36,328) $ (50,140) $ (1,844) $ (2,595) $ (4,439) |
Disclosure of Long Lived Assets Held-for-sale | The following table presents a summary of the Stitcher assets held for sale included in our consolidated balance sheets. (in thousands) As of December 31, 2019 As of December 31, 2018 Assets: Total current assets $ 34,793 $ 23,792 Investments 178 — Property and equipment 5,526 6,426 Goodwill and intangible assets 48,292 50,223 Operating lease right-of-use assets 10,448 — Other assets 2,029 1,828 Total assets included in the disposal group 101,266 82,269 Liabilities: Total current liabilities 10,175 9,447 Other liabilities 12,552 1,344 Total liabilities included in the disposal group 22,727 10,791 Net assets included in the disposal group $ 78,539 $ 71,478 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands, shares in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Summary of Significant Accounting Policies [Line Items] | |||
Unsatisfied performance obligations | $ 59,600 | ||
Unearned revenue recognized during the year | 8,900 | ||
Capitalized customer acquisition costs | 9,300 | $ 9,700 | |
Amortization of customer acquisition costs | 4,200 | 1,000 | |
Programming assets, amortization expense, next twelve months | 59,400 | ||
Programming assets, amortization expense, year two | 44,100 | ||
Programming assets, amortization expense, year three | 25,900 | ||
Programming assets, amortization expense, year four | 7,400 | ||
Programming Assets, Amortization Expense, Year Five | 3,100 | ||
Programming assets, amortization expense, thereafter | 3,300 | ||
FCC repack receivable | 29,651 | 19,242 | |
Deferred FCC repack income | 36,770 | 20,620 | |
Estimated liabilities for unpaid claims | $ 9,100 | 9,800 | |
Anti-dilutive securities | 1.4 | 1.2 | |
Contract with Customer, Liability | $ 10,704 | $ 10,346 | |
Journal Media Group | Accounts receivable | |||
Summary of Significant Accounting Policies [Line Items] | |||
Estimated liabilities for unpaid claims | $ 1,300 | ||
Television network affiliation relationships | |||
Summary of Significant Accounting Policies [Line Items] | |||
Estimated useful life | 20 years | ||
Customer lists and advertiser relationships | |||
Summary of Significant Accounting Policies [Line Items] | |||
Estimated useful life | 20 years | ||
FCC licenses | Maximum | |||
Summary of Significant Accounting Policies [Line Items] | |||
FCC license term | 8 years | ||
Operating revenue | Advertising | |||
Summary of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 65.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Trade Receivables (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Allowance for doubtful accounts, beginning balance | $ 4,221 | $ 1,949 | $ 1,490 |
Charged to costs and expenses | 1,823 | 3,378 | 1,314 |
Amounts charged off, net | (2,698) | (1,106) | (855) |
Allowance for doubtful accounts, ending balance | $ 3,346 | $ 4,221 | $ 1,949 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Estimated useful lives (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Buildings and improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 15 years |
Buildings and improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 45 years |
Broadcast transmission towers and related equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 15 years |
Broadcast transmission towers and related equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 35 years |
Other broadcast and program production equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Other broadcast and program production equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 15 years |
Computer hardware | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer hardware | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Office and other equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Office and other equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Earnings Per Share (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Numerator (for basic and diluted earnings per share) | |||||||||||
Income (loss) from continuing operations, net of tax | $ 12,943 | $ (17,334) | $ 5,798 | $ (3,320) | $ 39,203 | $ 24,590 | $ 12,360 | $ (6,264) | $ (1,913) | $ 69,889 | $ (10,178) |
Loss attributable to noncontrolling interest | $ 166 | $ (166) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 632 | 0 | 632 | 1,511 |
Less income allocated to RSUs | 0 | (1,129) | 0 | ||||||||
Numberator for basic and diluted earnings per share from continuing operations attributable to the shareholders of The E.W. Scripps Company | $ (1,913) | $ 69,392 | $ (8,667) | ||||||||
Denominator | |||||||||||
Basic weighted-average shares outstanding | 80,927 | 80,877 | 80,822 | 80,673 | 80,669 | 81,452 | 81,824 | 81,554 | 80,826 | 81,369 | 82,052 |
Effect of dilutive securities: | |||||||||||
Stock options and restricted stock units | 0 | 558 | 0 | ||||||||
Diluted weighted-average shares outstanding | 81,322 | 80,877 | 81,196 | 80,673 | 81,348 | 82,084 | 81,852 | 81,554 | 80,826 | 81,927 | 82,052 |
Anti-dilutive securities | 1,400 | 1,200 |
Recently Adopted Standards an_2
Recently Adopted Standards and Issued Accounting Standards (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |||
Operating lease right-of-use assets | $ 128,192 | $ 33,900 | $ 0 |
Operating lease liabilities | $ 128,699 | $ 37,300 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) | Sep. 19, 2019USD ($)television_station | Jul. 26, 2019USD ($) | Jun. 10, 2019USD ($) | May 01, 2019USD ($)television_station | Jan. 01, 2019USD ($)television_station | Nov. 30, 2018USD ($) | Oct. 02, 2017USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Business Acquisition [Line Items] | ||||||||||||
Goodwill | $ 786,837,000 | $ 1,224,679,000 | $ 786,837,000 | $ 708,773,000 | $ 528,604,000 | |||||||
Television network affiliation relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 20 years | |||||||||||
Customer lists and advertiser relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 20 years | |||||||||||
Nexstar Media Group, Inc. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of television stations acquired | television_station | 8 | |||||||||||
Business acquisition, purchase price | $ 582,000,000 | |||||||||||
Revenues from acquired operations | $ 79,800,000 | |||||||||||
Goodwill | 164,457,000 | |||||||||||
Nexstar Media Group, Inc. | Television network affiliation relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets acquired | 181,000,000 | |||||||||||
Nexstar Media Group, Inc. | Customer lists and advertiser relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets acquired | $ 7,100,000 | |||||||||||
Cordillera Communications, LLC | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of television stations acquired | television_station | 15 | |||||||||||
Business acquisition, purchase price | $ 521,000,000 | |||||||||||
Revenues from acquired operations | 105,200,000 | |||||||||||
Working capital adjustment | 23,900,000 | |||||||||||
Goodwill | 252,920,000 | |||||||||||
Cordillera Communications, LLC | Television network affiliation relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets acquired | 169,400,000 | |||||||||||
Cordillera Communications, LLC | Customer lists and advertiser relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets acquired | $ 5,900,000 | |||||||||||
Cordillera Communications, LLC | Shared service agreement | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 20 years | |||||||||||
Intangible assets acquired | $ 13,000,000 | |||||||||||
Raycom Media, Inc. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of television stations acquired | television_station | 3 | |||||||||||
Business acquisition, purchase price | $ 55,000,000 | |||||||||||
Revenues from acquired operations | 23,400,000 | |||||||||||
Goodwill | 18,349,000 | |||||||||||
Raycom Media, Inc. | Television network affiliation relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets acquired | 17,400,000 | |||||||||||
Raycom Media, Inc. | Customer lists and advertiser relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets acquired | $ 700,000 | |||||||||||
Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Goodwill | $ 435,726,000 | |||||||||||
Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | Television network affiliation relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 20 years | |||||||||||
Intangible assets acquired | $ 367,800,000 | |||||||||||
Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | Customer lists and advertiser relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets acquired | $ 13,700,000 | |||||||||||
Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | Customer lists and advertiser relationships | Minimum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 5 years | |||||||||||
Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | Customer lists and advertiser relationships | Maximum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 10 years | |||||||||||
Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | Shared service agreement | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets acquired | $ 13,000,000 | |||||||||||
Omny Studio | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business acquisition, purchase price | $ 8,300,000 | |||||||||||
Goodwill | $ 5,300,000 | |||||||||||
Omny Studio | Developed Technology | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 10 years | |||||||||||
Intangible assets acquired | $ 3,800,000 | |||||||||||
Triton Digital Canada, Inc. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business acquisition, purchase price | $ 160,000,000 | |||||||||||
Goodwill | 80,656,000 | |||||||||||
Intangible assets acquired | 75,000,000 | |||||||||||
Cash | $ 10,515,000 | |||||||||||
Goodwill, Purchase Accounting Adjustments | 3,220,000 | |||||||||||
Decrease in fair value of DTL | $ (3,600,000) | |||||||||||
Triton Digital Canada, Inc. | Customer lists and advertiser relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 12 years | |||||||||||
Intangible assets acquired | $ 31,000,000 | |||||||||||
Triton Digital Canada, Inc. | Developed Technology | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets acquired | $ 39,000,000 | |||||||||||
Triton Digital Canada, Inc. | Developed Technology | Minimum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 8 years | |||||||||||
Triton Digital Canada, Inc. | Developed Technology | Maximum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 12 years | |||||||||||
Triton Digital Canada, Inc. | Trade names | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 10 years | |||||||||||
Intangible assets acquired | $ 5,000,000 | |||||||||||
Katz Broadcasting Group | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business acquisition, purchase price | $ 292,000,000 | |||||||||||
Goodwill | 203,760,000 | |||||||||||
Intangible assets acquired | 32,300,000 | |||||||||||
Cash | $ 21,372,000 | |||||||||||
Goodwill, Purchase Accounting Adjustments | 5,812,000 | |||||||||||
Increase in fair value of property and equipment | 9,900,000 | |||||||||||
Decrease in the fair value of program assets | 4,100,000 | |||||||||||
Increase in previously reported depreciation expense | 300,000 | |||||||||||
Programming Expense, Purchase Accounting Adjustments | $ 300,000 | |||||||||||
Gain on fair value remeasurement of acquisition | $ 5,400,000 | |||||||||||
Katz Broadcasting Group | E.W. Scripps [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Noncontrolling interest prior to acquisition | 5.33% | |||||||||||
Katz Broadcasting Group | Customer lists and advertiser relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 5 years | |||||||||||
Intangible assets acquired | $ 24,000,000 | |||||||||||
Katz Broadcasting Group | Trade names | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life | 10 years | |||||||||||
Intangible assets acquired | $ 8,000,000 | |||||||||||
Senior Unsecured Notes, Due 2027 | Senior Notes | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Debt issued | $ 500,000,000 | |||||||||||
Senior Unsecured Notes, Due 2027 | Senior Notes | Nexstar Media Group, Inc. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Proceeds from issuance of debt | $ 500,000,000 | |||||||||||
Term Loan B-1, Maturing 2026 | Nexstar Media Group, Inc. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Proceeds from issuance of debt | 240,000,000 | |||||||||||
Term Loan B-1, Maturing 2026 | Cordillera Communications, LLC | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Proceeds from issuance of debt | 525,000,000 | |||||||||||
Term Loan B-1, Maturing 2026 | Cordillera Communications, LLC And Nexstar Media Group, Inc. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Debt issued | $ 765,000,000 |
Acquisitions - Fair Values of A
Acquisitions - Fair Values of Assets Acquired and Liabilities Assumed, Raycom, Cordillera, Nexstar-Tribune (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Sep. 19, 2019 | May 01, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | Nov. 30, 2018 | Dec. 31, 2017 | Oct. 02, 2017 | Dec. 31, 2016 |
Fair values of the assets acquired and the liabilities assumed | |||||||||
Current portion of programming | $ 52,699 | $ 34,432 | |||||||
Programming (less current portion) | 96,256 | 75,333 | |||||||
Goodwill | 1,224,679 | 786,837 | $ 708,773 | $ 528,604 | |||||
Current portion of programming liabilities | (96,682) | (40,301) | |||||||
Programming liabilities | (57,291) | (43,825) | |||||||
Raycom Media, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Property and equipment | $ 11,721 | ||||||||
Operating lease right-of-use assets | 296 | ||||||||
Goodwill | 18,349 | ||||||||
Operating lease liabilities | (296) | ||||||||
Net purchase price | 54,970 | ||||||||
Cordillera Communications, LLC | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Accounts receivable | $ 26,264 | ||||||||
Other current assets | 986 | ||||||||
Property and equipment | 53,734 | ||||||||
Operating lease right-of-use assets | 4,667 | ||||||||
Goodwill | 252,920 | ||||||||
Accounts payable and accrued liabilities | (15) | ||||||||
Accrued expenses | (3,983) | ||||||||
Other current liabilities | (280) | ||||||||
Operating lease liabilities | (4,387) | ||||||||
Net purchase price | 544,906 | ||||||||
Nexstar Media Group, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Current portion of programming | $ 11,997 | ||||||||
Other current assets | 3,541 | ||||||||
Property and equipment | 61,864 | ||||||||
Operating lease right-of-use assets | 82,447 | ||||||||
Programming (less current portion) | 9,830 | ||||||||
Goodwill | 164,457 | ||||||||
Accrued expenses | (1,820) | ||||||||
Current portion of programming liabilities | (16,211) | ||||||||
Other current liabilities | (3,035) | ||||||||
Programming liabilities | (15,079) | ||||||||
Operating lease liabilities | (79,766) | ||||||||
Net purchase price | 582,325 | ||||||||
Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Accounts receivable | 26,264 | ||||||||
Current portion of programming | 11,997 | ||||||||
Other current assets | 4,527 | ||||||||
Property and equipment | 127,319 | ||||||||
Operating lease right-of-use assets | 87,410 | ||||||||
Programming (less current portion) | 9,830 | ||||||||
Goodwill | 435,726 | ||||||||
Accounts payable and accrued liabilities | (15) | ||||||||
Accrued expenses | (5,803) | ||||||||
Current portion of programming liabilities | (16,211) | ||||||||
Other current liabilities | (3,315) | ||||||||
Programming liabilities | (15,079) | ||||||||
Operating lease liabilities | (84,449) | ||||||||
Net purchase price | 1,182,201 | ||||||||
Triton Digital Canada, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Accounts receivable | $ 8,879 | ||||||||
Goodwill | 80,656 | ||||||||
Intangible assets | 75,000 | ||||||||
Net purchase price | 160,213 | ||||||||
Katz Broadcasting Group | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Accounts receivable | $ 44,306 | ||||||||
Current portion of programming | 36,218 | ||||||||
Programming (less current portion) | 52,908 | ||||||||
Goodwill | 203,760 | ||||||||
Intangible assets | 32,300 | ||||||||
Accounts payable and accrued liabilities | (29,339) | ||||||||
Current portion of programming liabilities | (32,877) | ||||||||
Programming liabilities | (37,692) | ||||||||
Net purchase price | 302,312 | ||||||||
Television network affiliation relationships | Raycom Media, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | 17,400 | ||||||||
Television network affiliation relationships | Cordillera Communications, LLC | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | 169,400 | ||||||||
Television network affiliation relationships | Nexstar Media Group, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | 181,000 | ||||||||
Television network affiliation relationships | Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | 367,800 | ||||||||
Customer lists and advertiser relationships | Raycom Media, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | 700 | ||||||||
Customer lists and advertiser relationships | Cordillera Communications, LLC | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | 5,900 | ||||||||
Customer lists and advertiser relationships | Nexstar Media Group, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | 7,100 | ||||||||
Customer lists and advertiser relationships | Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | 13,700 | ||||||||
Customer lists and advertiser relationships | Triton Digital Canada, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | $ 31,000 | ||||||||
Customer lists and advertiser relationships | Katz Broadcasting Group | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | $ 24,000 | ||||||||
Shared service agreement | Cordillera Communications, LLC | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | 13,000 | ||||||||
Shared service agreement | Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Intangible assets | 13,000 | ||||||||
FCC licenses | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Indefinite-lived intangible assets - FCC licenses | 385,915 | $ 157,215 | |||||||
FCC licenses | Raycom Media, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Indefinite-lived intangible assets - FCC licenses | $ 6,800 | ||||||||
FCC licenses | Cordillera Communications, LLC | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Indefinite-lived intangible assets - FCC licenses | $ 26,700 | ||||||||
FCC licenses | Nexstar Media Group, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Indefinite-lived intangible assets - FCC licenses | $ 176,000 | ||||||||
FCC licenses | Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | |||||||||
Fair values of the assets acquired and the liabilities assumed | |||||||||
Indefinite-lived intangible assets - FCC licenses | $ 209,500 |
Acquisitions - Fair Values of_2
Acquisitions - Fair Values of Assets Acquired and Liabilities Assumed, Katz (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 30, 2018 | Dec. 31, 2017 | Oct. 02, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||||
Current portion of programming | $ 52,699 | $ 34,432 | ||||
Goodwill | 1,224,679 | 786,837 | $ 708,773 | $ 528,604 | ||
Programming (less current portion) | 96,256 | 75,333 | ||||
Current portion of programming liabilities | (96,682) | (40,301) | ||||
Programming liabilities | $ (57,291) | $ (43,825) | ||||
Katz Broadcasting Group | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 21,372 | |||||
Accounts receivable | 44,306 | |||||
Current portion of programming | 36,218 | |||||
Intangible assets | 32,300 | |||||
Goodwill | 203,760 | |||||
Programming (less current portion) | 52,908 | |||||
Other assets | 11,356 | |||||
Accounts payable and accrued liabilities | 29,339 | |||||
Current portion of programming liabilities | (32,877) | |||||
Programming liabilities | (37,692) | |||||
Net purchase price | $ (302,312) | |||||
Triton Digital Canada, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 10,515 | |||||
Accounts receivable | 8,879 | |||||
Intangible assets | 75,000 | |||||
Goodwill | 80,656 | |||||
Net purchase price | $ (160,213) |
Acquisitions - Fair Value of As
Acquisitions - Fair Value of Assets Acquired and Liabilities Assumed, Triton (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||||
Other current assets | $ 39,486 | $ 24,585 | |||
Property and equipment | 370,378 | 231,501 | |||
Goodwill | 1,224,679 | 786,837 | $ 708,773 | $ 528,604 | |
Accounts payable | 28,441 | 25,919 | |||
Accrued expenses | 41,694 | 38,957 | |||
Other current liabilities | 42,561 | 25,339 | |||
Deferred tax liability | $ (17,876) | $ (24,473) | |||
Triton Digital Canada, Inc. | |||||
Business Acquisition [Line Items] | |||||
Cash | $ 10,515 | ||||
Accounts receivable | 8,879 | ||||
Other current assets | 679 | ||||
Property and equipment | 705 | ||||
Goodwill | 80,656 | ||||
Other intangible assets | 75,000 | ||||
Accounts payable | 1,895 | ||||
Accrued expenses | 3,332 | ||||
Other current liabilities | 18 | ||||
Deferred tax liability | (10,976) | ||||
Net purchase price | $ 160,213 |
Acquisitions - Pro Forma Result
Acquisitions - Pro Forma Results of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Operating revenues | $ 1,572,493 | $ 1,568,360 |
Income (loss) from continuing operations attributable to the shareholders of The E.W. Scripps Company | $ (18,657) | $ 42,426 |
Income (loss) per share from operations attributable to the shareholders of The E.W. Scripps Company: | ||
Basic (in dollars per share) | $ (0.23) | $ 0.51 |
Diluted (in dollars per share) | $ (0.23) | $ 0.51 |
Cordillera Communications, LLC And Nexstar Media Group, Inc. | ||
Transaction costs | $ 19,900 |
Asset Write-Downs and Other C_2
Asset Write-Downs and Other Charges and Credits - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Acquisition and related integration costs | $ 26,304 | $ 4,124 | $ 0 | |||
Restructuring costs | 3,370 | 8,911 | 4,422 | |||
Impairment of programming assets | $ 0 | $ 8,920 | 0 | |||
Impairment charge | $ 29,400 | |||||
Impairment of intangible assets | $ 6,300 | |||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Newspaper Syndication | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Gain on disposal | $ 3,000 | |||||
Employee Severance | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring costs | $ 3,500 | |||||
Katz Broadcasting Group | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Gain recorded on investments | $ 5,400 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Contingency [Line Items] | |||
Deferred tax assets | $ 12 | ||
Tax Cuts and Jobs Act, Incomplete Accounting, Provisional Income Tax Expense (Benefit) | $ 4.2 | ||
Potential affect of unrecognized tax benefits on effective tax rate | 0.2 | ||
Interest accrued on unrecognized tax benefits | 0.1 | ||
Potential change in unrecognized tax benefits | 0.1 | $ 0.1 | |
Federal | |||
Income Tax Contingency [Line Items] | |||
Net operating loss carryforwards | 176 | ||
State | |||
Income Tax Contingency [Line Items] | |||
Net operating loss carryforwards | $ 353 |
Income Taxes - Provision for in
Income Taxes - Provision for income taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | |||||||||||
Federal | $ 6,653 | $ 3,865 | $ 1,431 | ||||||||
State and local | 2,235 | 2,331 | (790) | ||||||||
Foreign | (6) | 1 | 0 | ||||||||
Total current income tax provision (benefit) | 8,882 | 6,197 | 641 | ||||||||
Deferred federal | (6,346) | 15,588 | (16,828) | ||||||||
Deferred state and local | 206 | 1,000 | (2,725) | ||||||||
Deferred Foreign Income Tax Expense (Benefit) | 175 | (4) | 0 | ||||||||
Total deferred income tax provision (benefit) | (5,965) | 16,584 | (19,553) | ||||||||
Provision (benefit) for income taxes | $ 5,602 | $ (3,677) | $ 3,385 | $ (2,393) | $ 11,077 | $ 8,695 | $ 4,219 | $ (1,210) | $ 2,917 | $ 22,781 | $ (18,912) |
Income Taxes - Effective income
Income Taxes - Effective income tax reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Effective Income Tax Rate, Tax Rate Reconciliation | |||
Statutory rate | 21.00% | 21.00% | 35.00% |
Effect of: | |||
State and local income taxes, net of federal tax benefit | 212.70% | 3.70% | 1.80% |
Excess tax benefits from stock-based compensation | (60.40%) | 0.70% | 7.80% |
Nondeductible expenses | 118.70% | 1.20% | (5.00%) |
Reserve for uncertain tax positions | (13.70%) | (0.10%) | 4.00% |
U.S. federal statutory rate change | 0.00% | 0.00% | 14.50% |
Other | 12.20% | (1.90%) | 6.90% |
Effective income tax rate | 290.50% | 24.60% | 65.00% |
Income Taxes - Deferred tax (li
Income Taxes - Deferred tax (liabilities) assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Temporary differences [Abstract] | ||
Property and equipment | $ (33,802) | $ (14,503) |
Goodwill and other intangible assets | (100,841) | (80,590) |
Investments, primarily gains and losses not yet recognized for tax purposes | 3,176 | 3,067 |
Accrued expenses not deductible until paid | 7,694 | 8,763 |
Deferred compensation and retiree benefits not deductible until paid | 54,258 | 56,902 |
Operating lease right-of-use assets | (31,039) | 0 |
Deferred Tax Asset, Operating Lease Liabilities | 32,632 | |
Operating lease liabilities | 0 | |
Interest limitation carryforward | 12,527 | 0 |
Other temporary differences, net | 3,422 | 3,616 |
Total temporary differences | (51,973) | (22,745) |
Federal and state net operating loss carryforwards | 51,308 | 12,800 |
Valuation allowance for state deferred tax assets | (4,905) | (5,101) |
Net deferred tax liability | $ (5,570) | $ (15,046) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefit (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation of Unrecognized Tax Benefits [Roll Forward] | |||
Gross unrecognized tax benefits at beginning of year | $ 1,112 | $ 1,088 | $ 2,665 |
Increases in tax positions for prior years | 87 | 130 | 16 |
Decreases in tax positions for prior years | (387) | (33) | (390) |
Increases in tax positions for current years | 0 | 182 | 0 |
Decreases in tax positions for current years | (167) | 0 | (54) |
Decreases from lapse in statute of limitations | (69) | (255) | (1,149) |
Gross unrecognized tax benefits at end of year | $ 576 | $ 1,112 | $ 1,088 |
Restricted Cash - Narrative (De
Restricted Cash - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Cash and Cash Equivalents [Abstract] | ||
Restricted cash | $ 0 | $ 5.1 |
Investments - Schedule (Details
Investments - Schedule (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Investments [Abstract] | ||
Investments held at cost | $ 4,405 | $ 4,114 |
Equity method investments | 3,970 | 3,048 |
Total investments | $ 8,375 | $ 7,162 |
Property and Equipment - Schedu
Property and Equipment - Schedule (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 722,828 | $ 553,844 |
Accumulated depreciation | 352,450 | 322,343 |
Net property and equipment | 370,378 | 231,501 |
Land and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 62,712 | 47,054 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 187,830 | 144,389 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 452,239 | 344,909 |
Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 20,047 | $ 17,492 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | |
Term of renewal | 5 years |
Term of option to terminate | 1 year |
Operating lease costs recognized | $ 14.7 |
Short-term lease costs | $ 0.3 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 20 years |
Leases Lease assets and liabili
Leases Lease assets and liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Leases [Abstract] | |||
Right-of-use assets | $ 128,192 | $ 33,900 | $ 0 |
Other current liabilities | 15,051 | ||
Operating lease liabilities | $ 113,648 | $ 0 | |
Weighted Average Remaining Lease Term | 12 years 7 months 2 days | ||
Weighted Average Discount Rate | 5.19% |
Leases Cash Flow Supplemental (
Leases Cash Flow Supplemental (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Cash paid for amounts included in the measurement of lease liabilities | $ 14,022 |
Right-of-use assets obtained in exchange for lease obligations | $ 9,612 |
Leases Operating lease maturity
Leases Operating lease maturity schedules (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 |
Leases [Abstract] | ||
2020 | $ 20,445 | |
2021 | 11,263 | |
2022 | 14,625 | |
2023 | 14,703 | |
2024 | 13,444 | |
Thereafter | 102,711 | |
Total future minimum lease payments | 177,191 | |
Less: Imputed interest | (48,492) | |
Total | $ 128,699 | $ 37,300 |
Leases Operating lease maturi_2
Leases Operating lease maturity schedule under ASC 840 (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 9,214 |
2020 | 7,204 |
2021 | 4,577 |
2022 | 4,393 |
2023 | 4,179 |
Thereafter | 14,878 |
Total future minimum lease payments | $ 44,445 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill by business segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Summary of activity related to goodwill by business segment | |||||
Gross balance | $ 1,491,996 | $ 1,054,154 | $ 976,090 | $ 766,518 | |
Accumulated impairment losses | (267,317) | (267,317) | (267,317) | (237,914) | |
Goodwill [Roll Forward] | |||||
Balance, beginning of period | 786,837 | 708,773 | 528,604 | ||
Impairment charge | $ (29,400) | ||||
Balance, end of period | 1,224,679 | 786,837 | 708,773 | ||
Local Media | |||||
Summary of activity related to goodwill by business segment | |||||
Gross balance | 1,143,859 | 708,133 | 708,133 | 708,133 | |
Accumulated impairment losses | (216,914) | (216,914) | (216,914) | (216,914) | |
Goodwill [Roll Forward] | |||||
Balance, beginning of period | 491,219 | 491,219 | 491,219 | ||
Balance, end of period | 926,945 | 491,219 | 491,219 | ||
National Media | |||||
Summary of activity related to goodwill by business segment | |||||
Gross balance | 348,137 | 346,021 | 267,957 | 58,385 | |
Accumulated impairment losses | (50,403) | (50,403) | (50,403) | $ (21,000) | |
Goodwill [Roll Forward] | |||||
Balance, beginning of period | 295,618 | 217,554 | 37,385 | ||
Balance, end of period | 297,734 | 295,618 | 217,554 | ||
Cracked acquisition | |||||
Goodwill [Roll Forward] | |||||
Impairment charge | (29,403) | ||||
Cracked acquisition | National Media | |||||
Goodwill [Roll Forward] | |||||
Impairment charge | (29,403) | ||||
Katz Broadcasting Group | |||||
Goodwill [Roll Forward] | |||||
Acquisitions | 209,572 | ||||
Goodwill, Purchase Accounting Adjustments | (5,812) | ||||
Katz Broadcasting Group | National Media | |||||
Goodwill [Roll Forward] | |||||
Acquisitions | $ 209,572 | ||||
Goodwill, Purchase Accounting Adjustments | (5,812) | ||||
Triton Digital Canada, Inc. | |||||
Goodwill [Roll Forward] | |||||
Acquisitions | 83,876 | ||||
Goodwill, Purchase Accounting Adjustments | (3,220) | ||||
Triton Digital Canada, Inc. | National Media | |||||
Goodwill [Roll Forward] | |||||
Acquisitions | $ 83,876 | ||||
Goodwill, Purchase Accounting Adjustments | (3,220) | ||||
Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | |||||
Goodwill [Roll Forward] | |||||
Acquisitions | 435,726 | ||||
Balance, end of period | 435,726 | ||||
Raycom Media, Inc., Cordillera Communications, LLC And Nexstar Media Group, Inc. | Local Media | |||||
Goodwill [Roll Forward] | |||||
Acquisitions | 435,726 | ||||
Omny Studio | |||||
Goodwill [Roll Forward] | |||||
Acquisitions | 5,336 | ||||
Omny Studio | National Media | |||||
Goodwill [Roll Forward] | |||||
Acquisitions | $ 5,336 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Summary of other intangible assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Carrying amount: | ||
Total carrying amount | $ 823,500 | $ 423,737 |
Accumulated amortization: | ||
Total accumulated amortization | (148,740) | (105,046) |
Net amortizable intangible assets | 674,760 | 318,691 |
Total other intangible assets | 1,060,675 | 475,906 |
FCC licenses | ||
Accumulated amortization: | ||
Other indefinite-lived intangible assets - FCC licenses | 385,915 | 157,215 |
Television network affiliation relationships | ||
Carrying amount: | ||
Total carrying amount | 616,244 | 248,444 |
Accumulated amortization: | ||
Total accumulated amortization | (82,917) | (62,020) |
Customer lists and advertiser relationships | ||
Carrying amount: | ||
Total carrying amount | 104,300 | 93,100 |
Accumulated amortization: | ||
Total accumulated amortization | (42,012) | (31,323) |
Other intangible assets | ||
Carrying amount: | ||
Total carrying amount | 102,956 | 82,193 |
Accumulated amortization: | ||
Total accumulated amortization | $ (23,811) | $ (11,703) |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | Apr. 04, 2019 | Sep. 30, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Goodwill [Line Items] | |||||
Payments to Acquire Intangible Assets | $ 24,864 | $ 7,229 | $ 9,745 | ||
Finite-Lived Intangible Assets, Gross | 823,500 | 423,737 | |||
Estimated amortization expense of intangible assets for 2020 | 56,900 | ||||
Estimated amortization expense of intangible assets for 2021 | 54,800 | ||||
Estimated amortization expense of intangible assets for 2022 | 49,800 | ||||
Estimated amortization expense of intangible assets for 2023 | 44,700 | ||||
Estimated amortization expense of intangible assets for 2024 | 42,900 | ||||
Estimated amortization expense of intangible assets for later years | 425,700 | ||||
Impairment charge | $ 29,400 | ||||
Impairment of intangible assets | $ 6,300 | ||||
Other intangible assets | |||||
Goodwill [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 102,956 | 82,193 | |||
Cable And Satellite Carriage Rights | |||||
Goodwill [Line Items] | |||||
Intangible software assets acquired | 5,800 | ||||
Series of Individually Immaterial Business Acquisitions | |||||
Goodwill [Line Items] | |||||
Payments to Acquire Intangible Assets | $ 23,600 | ||||
Series of Individually Immaterial Business Acquisitions | Other intangible assets | |||||
Goodwill [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 4,100 | ||||
FCC licenses | |||||
Goodwill [Line Items] | |||||
Indefinite-lived Intangible Assets (Excluding Goodwill) | $ 385,915 | $ 157,215 | |||
FCC licenses | Series of Individually Immaterial Business Acquisitions | |||||
Goodwill [Line Items] | |||||
Indefinite-lived Intangible Assets (Excluding Goodwill) | $ 19,200 |
Long-Term Debt - Components of
Long-Term Debt - Components of Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | |
Components of Long-term debt | |||
Long-term debt | $ 1,952,522 | $ 696,250 | |
Less: Debt issuance costs and issuance discounts | (37,492) | (7,486) | |
Current portion of long-term debt | (10,612) | (3,000) | |
Long-term debt (less current portion) | 1,904,418 | 685,764 | |
Fair value of long-term debt | [1] | 1,991,164 | 662,844 |
Amended and restated revolving credit facility | Variable rate credit facility | |||
Components of Long-term debt | |||
Long-term debt | 0 | 0 | |
Senior 5.125% Unsecured Notes, Due 2025 | Senior unsecured notes | |||
Components of Long-term debt | |||
Long-term debt | 400,000 | 400,000 | |
Senior Unsecured Notes, Due 2027 | Senior unsecured notes | |||
Components of Long-term debt | |||
Long-term debt | 500,000 | 0 | |
Term Loan B, Maturing 2024 | |||
Components of Long-term debt | |||
Long-term debt | 293,250 | 296,250 | |
Term Loan B-1, Maturing 2026 | |||
Components of Long-term debt | |||
Long-term debt | $ 759,272 | $ 0 | |
[1] | * Fair values of the 2025 and 2027 Senior Notes are estimated based on quoted private market transactions and are classified as Level 1 in the fair value hierarchy. The fair values of the term loans are based on observable estimates provided by third party financial professionals, and as such, are classified within Level 2 of the fair value hierarchy. |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) | Dec. 18, 2019 | Sep. 19, 2019television_station | Jul. 26, 2019USD ($) | May 01, 2019USD ($)television_station | Apr. 04, 2018 | Oct. 02, 2017USD ($) | Apr. 28, 2017USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 1,952,522,000 | $ 696,250,000 | ||||||||
Senior 5.125% Unsecured Notes, Due 2025 | Senior unsecured notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt issued | $ 400,000,000 | |||||||||
Debt stated rate | 5.125% | |||||||||
Debt issuance price as percentage of par | 100.00% | |||||||||
Debt issuance costs | $ 7,000,000 | |||||||||
Long-term debt | 400,000,000 | 400,000,000 | ||||||||
Senior 5.125% Unsecured Notes, Due 2025 | Senior unsecured notes | Redemption, Period One | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt redemption price | 100.00% | |||||||||
Senior 5.125% Unsecured Notes, Due 2025 | Senior unsecured notes | Redemption, Period Two | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Percentage of principal amount redeemed | 40.00% | |||||||||
Term Loan B, Maturing 2020 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Write off of deferred financing costs | $ 2,400,000 | |||||||||
Senior Unsecured Notes, Due 2027 | Senior unsecured notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 500,000,000 | $ 0 | ||||||||
Senior Unsecured Notes, Due 2027 | Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt issued | $ 500,000,000 | |||||||||
Debt stated rate | 5.875% | |||||||||
Debt issuance price as percentage of par | 100.00% | |||||||||
Percentage of principal amount redeemed | 40.00% | |||||||||
Debt issuance costs | $ 10,700,000 | |||||||||
Senior Unsecured Notes, Due 2027 | Senior Notes | Redemption, Period One | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt redemption price | 105.875% | |||||||||
Senior Unsecured Notes, Due 2027 | Senior Notes | Redemption, Period Two | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt redemption price | 100.00% | |||||||||
Term Loan B, Maturing 2024 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt issued | $ 300,000,000 | |||||||||
Interest rate reduction | 25.00% | |||||||||
Net leverage ratio requirement | 2.75 | |||||||||
Annual principal payment | $ 3,000,000 | |||||||||
Variable interest rate | 3.80% | 4.34% | ||||||||
Weighted average interest rate | 3.88% | 4.30% | ||||||||
Long-term debt | $ 293,250,000 | $ 296,250,000 | ||||||||
Term Loan B, Maturing 2024 | Minimum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt Instrument [Line Items] | ||||||||||
LIBOR plus margin range | 2.00% | |||||||||
Term Loan B, Maturing 2024 | Maximum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt Instrument [Line Items] | ||||||||||
LIBOR plus margin range | 1.75% | |||||||||
Term Loan B-1, Maturing 2026 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt issuance costs | $ 23,000,000 | |||||||||
Interest rate reduction | 25.00% | |||||||||
Annual principal payment | $ 7,600,000 | |||||||||
Variable interest rate | 4.30% | |||||||||
Weighted average interest rate | 4.56% | |||||||||
Long-term debt | $ 759,272,000 | 0 | ||||||||
Term Loan B-1, Maturing 2026 | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt Instrument [Line Items] | ||||||||||
LIBOR plus margin range | 2.50% | 2.75% | ||||||||
Amended and restated revolving credit facility | Variable rate credit facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Net leverage ratio requirement | 5.5 | |||||||||
Weighted average interest rate | 4.18% | |||||||||
Revolving credit and term loan agreement | $ 210,000,000 | |||||||||
Long-term debt | $ 0 | 0 | ||||||||
Amended and restated revolving credit facility | Variable rate credit facility | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Percentage of commitment fees of total unused commitment under revolving credit facility | 0.30% | |||||||||
Amended and restated revolving credit facility | Variable rate credit facility | Minimum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt Instrument [Line Items] | ||||||||||
LIBOR plus margin range | 1.75% | |||||||||
Amended and restated revolving credit facility | Variable rate credit facility | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Percentage of commitment fees of total unused commitment under revolving credit facility | 0.50% | |||||||||
Amended and restated revolving credit facility | Variable rate credit facility | Maximum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt Instrument [Line Items] | ||||||||||
LIBOR plus margin range | 2.50% | |||||||||
Amended and restated revolving credit facility | Letter of Credit [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Outstanding letter of credits | $ 6,000,000 | $ 100,000 | ||||||||
Cordillera Communications, LLC And Nexstar Media Group, Inc. | Term Loan B-1, Maturing 2026 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt issued | $ 765,000,000 | |||||||||
Cordillera Communications, LLC | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of television stations acquired | television_station | 15 | |||||||||
Cordillera Communications, LLC | Term Loan B-1, Maturing 2026 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Proceeds from issuance of debt | $ 525,000,000 | |||||||||
Nexstar Media Group, Inc. | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of television stations acquired | television_station | 8 | |||||||||
Nexstar Media Group, Inc. | Senior Unsecured Notes, Due 2027 | Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Proceeds from issuance of debt | $ 500,000,000 | |||||||||
Nexstar Media Group, Inc. | Term Loan B-1, Maturing 2026 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Proceeds from issuance of debt | $ 240,000,000 |
Fair Value Measurement - Assets
Fair Value Measurement - Assets and Liabilities Measured at Fair Value (Details) - Recurring Measurements - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Assets and liabilities that are measured at fair value on a recurring basis | ||
Cash equivalents | $ 8,948 | $ 1,007 |
Level 1 | ||
Assets and liabilities that are measured at fair value on a recurring basis | ||
Cash equivalents | 8,948 | 1,007 |
Level 2 | ||
Assets and liabilities that are measured at fair value on a recurring basis | ||
Cash equivalents | 0 | 0 |
Level 3 | ||
Assets and liabilities that are measured at fair value on a recurring basis | ||
Cash equivalents | $ 0 | $ 0 |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Other liabilities | ||
Employee compensation and benefits | $ 21,403 | $ 19,775 |
Deferred FCC repack income | 36,770 | 20,620 |
Programming liability | 57,291 | 43,825 |
Liability for pension benefits | 190,219 | 198,444 |
Liabilities for uncertain tax positions | 637 | 811 |
Other | 9,628 | 11,067 |
Other liabilities (less current portion) | $ 315,948 | $ 294,542 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Change in Certain Working Capital Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |||
Accounts receivable | $ (98,714) | $ (16,910) | $ (17,181) |
Other current assets | (11,056) | (2,396) | (5,775) |
Accounts payable | 1,572 | (35) | (46) |
Accrued employee compensation and benefits | 877 | 7,718 | 2,100 |
Accrued interest | 12,726 | 6 | 465 |
Other accrued liabilities | 4,239 | (2,471) | 8,591 |
Unearned revenue | 358 | 2,037 | 708 |
Other, net | (19,532) | 605 | 278 |
Total | $ (109,530) | $ (11,446) | $ (10,860) |
Employee Benefit Plans - Narrat
Employee Benefit Plans - Narrative (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Nov. 09, 2018USD ($)retiree | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Expected amortization of actuarial loss from accumulated other comprehensive loss into net periodic benefit costs | $ 4,800 | |||
Estimated future benefit payments expected to be paid in 2020 | 31,400 | |||
Estimated future benefit payments expected to be paid in 2021 | 31,900 | |||
Estimated future benefit payments expected to be paid in 2022 | 32,400 | |||
Estimated future benefit payments expected to be paid in 2023 | 33,000 | |||
Estimated future benefit payments expected to be paid in 2024 | 33,800 | |||
Total estimated future benefit payments expected to be paid for the five years ending 2029 | $ 175,000 | |||
Target plan asset allocations range | 100.00% | |||
Fixed-income securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Target plan asset allocations range | 45.00% | |||
Equity and other return-seeking assets | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Target plan asset allocations range | 55.00% | |||
Defined benefit plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Settlement losses | $ 0 | $ (11,713) | $ 0 | |
Current year actuarial gain (loss) | (5,478) | (7,765) | 12,205 | |
Expected contributions to benefit plans | 31,800 | |||
SERPs | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Settlement losses | (1,800) | |||
Amortization of actuarial loss | (200) | (300) | (200) | |
Current year actuarial gain (loss) | (1,900) | $ (1,000) | $ (2,500) | |
Expected amortization of actuarial loss from accumulated other comprehensive loss into net periodic benefit costs | 300 | |||
Expected contributions to benefit plans | $ 1,200 | |||
Journal Communications, Inc. Plan | Defined benefit plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension assets | $ 306,000 | |||
Pension obligations | 419,000 | |||
Premium group annuity contract | $ 53,500 | |||
Number of eligble employees | retiree | 1,500 | |||
Scripps Pension Plan | Defined benefit plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension obligations | $ 9,000 | |||
Number of eligble employees | retiree | 600 |
Employee Benefit Plans - Compon
Employee Benefit Plans - Components of Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Net periodic benefit cost | $ 17,579 | $ 28,561 | $ 23,548 |
Net periodic benefit cost - discontinued operations | (447) | (789) | (848) |
Net periodic benefit cost - continuing operations | 17,132 | 27,772 | 22,700 |
Multi-employer plans | |||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Net periodic benefit cost | 132 | 190 | 253 |
Defined benefit plans | |||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Interest cost | 23,287 | 23,836 | 25,966 |
Expected return on plan assets, net of expenses | (19,974) | (22,232) | (17,439) |
Amortization of actuarial loss and prior service cost | 2,622 | 3,527 | 4,424 |
Settlement losses | 0 | 11,713 | 0 |
Total for defined benefit plans | 5,935 | 16,844 | 12,951 |
SERPs | |||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Interest cost | 718 | 746 | |
Settlement losses | 1,800 | ||
Net periodic benefit cost | 1,018 | 2,908 | 1,161 |
Defined Contribution Plan | |||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Net periodic benefit cost | $ 10,494 | $ 8,619 | $ 9,183 |
Employee Benefit Plans - Change
Employee Benefit Plans - Changes Recognized in OCI (Details) - Defined benefit plans - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Actuarial gain/(loss) | $ (5,478) | $ (7,765) | $ 12,205 |
Prior service cost | 0 | (424) | 0 |
Amortization of actuarial loss and prior service cost | (2,622) | (3,527) | (4,424) |
Settlement losses | 0 | 11,713 | 0 |
Total | $ (2,856) | $ 7,051 | $ 16,629 |
Employee Benefit Plans - Annual
Employee Benefit Plans - Annual Retirement Plan Expense Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 4.38% | 4.26% | |
Long-term rate of return on plan assets | 5.50% | 5.10% | |
Minimum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.71% | ||
Long-term rate of return on plan assets | 4.20% | ||
Maximum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 4.58% | ||
Long-term rate of return on plan assets | 4.30% |
Employee Benefit Plans - Schedu
Employee Benefit Plans - Schedule of Defined Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Defined benefit plans | |||
Change in Projected Benefit Obligation | |||
Projected benefit obligation at beginning of year | $ 544,581 | $ 654,536 | |
Interest cost | 23,287 | 23,836 | $ 25,966 |
Benefits paid | (35,186) | (33,872) | |
Actuarial (gains)/losses | 60,909 | (46,800) | |
Plan Amendments | 0 | 424 | |
Settlements | 0 | 53,543 | |
Projected benefit obligation at end of year | 593,591 | 544,581 | 654,536 |
Plan assets: | |||
Fair value at beginning of year | 361,891 | 464,441 | |
Actual return on plan assets | 75,405 | (32,334) | |
Company contributions | 18,589 | 17,199 | |
Benefits paid | (35,186) | (33,872) | |
Settlements | 0 | 53,543 | |
Fair value at end of year | 420,699 | 361,891 | 464,441 |
Funded status | (172,892) | (182,690) | |
Amounts Recognized in Consolidated Balance Sheets: | |||
Current liabilities | 0 | 0 | |
Noncurrent liabilities | (172,892) | (182,690) | |
Total | (172,892) | (182,690) | |
Amounts Recognized in Accumulated Other Comprehensive Loss: | |||
Net actuarial loss recognized in accumulated other comprehensive loss | (123,065) | 120,191 | |
Prior service cost recognized in accumulated other comprehensive loss | 406 | 424 | |
SERPs | |||
Change in Projected Benefit Obligation | |||
Projected benefit obligation at beginning of year | 16,985 | 23,691 | |
Interest cost | 718 | 746 | |
Benefits paid | (1,019) | (1,021) | |
Actuarial (gains)/losses | 1,857 | (1,034) | |
Plan Amendments | 0 | 0 | |
Settlements | 0 | 5,397 | |
Projected benefit obligation at end of year | 18,541 | 16,985 | 23,691 |
Plan assets: | |||
Fair value at beginning of year | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Company contributions | 1,019 | 6,418 | |
Benefits paid | (1,019) | (1,021) | |
Settlements | 0 | 5,397 | |
Fair value at end of year | 0 | 0 | $ 0 |
Funded status | (18,541) | (16,985) | |
Amounts Recognized in Consolidated Balance Sheets: | |||
Current liabilities | (1,214) | (1,231) | |
Noncurrent liabilities | (17,327) | (15,754) | |
Total | (18,541) | (16,985) | |
Amounts Recognized in Accumulated Other Comprehensive Loss: | |||
Net actuarial loss recognized in accumulated other comprehensive loss | (7,240) | 5,571 | |
Prior service cost recognized in accumulated other comprehensive loss | $ 0 | $ 0 |
Employee Benefit Plans - Pensio
Employee Benefit Plans - Pension Plans with Accumulated Benefit Obligation in Excess of Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Defined benefit plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Accumulated benefit obligation | $ 593,591 | $ 544,581 | |
Projected benefit obligation | 593,591 | 544,581 | $ 654,536 |
Fair value of plan assets | 420,699 | 361,891 | 464,441 |
SERPs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Accumulated benefit obligation | 18,541 | 16,985 | |
Projected benefit obligation | 18,541 | 16,985 | 23,691 |
Fair value of plan assets | $ 0 | $ 0 | $ 0 |
Employee Benefit Plans - Define
Employee Benefit Plans - Defined Benefit Plan Obligations Assumptions (Details) | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Weighted average discount rate | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Weighted average discount rate | 3.40% | 4.38% | 3.70% |
Employee Benefit Plans - Alloca
Employee Benefit Plans - Allocation of Plan Assets (Details) | Dec. 31, 2019 | Dec. 31, 2018 |
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 100.00% | |
Percentage of plan assets at end of period | 100.00% | 100.00% |
US equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 20.00% | |
Percentage of plan assets at end of period | 17.00% | 19.00% |
Non-US equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 30.00% | |
Percentage of plan assets at end of period | 39.00% | 28.00% |
Fixed-income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 45.00% | |
Percentage of plan assets at end of period | 43.00% | 46.00% |
Other | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 5.00% | |
Percentage of plan assets at end of period | 1.00% | 7.00% |
Employee Benefit Plans - Sche_2
Employee Benefit Plans - Schedule of plan assets by fair value hierarchy (Details) - Estimate of fair value - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of plan assets | $ 420,699 | $ 361,891 |
Equity securities, Common/collective trust funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of plan assets | 237,015 | 168,547 |
Fixed income, Common/collective trust funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of plan assets | 181,176 | 166,079 |
Real Estate Fund | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of plan assets | 0 | 24,798 |
Cash equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of plan assets | $ 2,508 | $ 2,467 |
Segment Information - Narrative
Segment Information - Narrative (Details) - Local Media | Dec. 31, 2019low_power_stationaffiliatestation |
Segment Reporting Information [Line Items] | |
Number of local broadcast stations | station | 60 |
Number of low power stations operated | low_power_station | 9 |
ABC affiliates | |
Segment Reporting Information [Line Items] | |
Number of television affiliates | 18 |
NBC affiliates | |
Segment Reporting Information [Line Items] | |
Number of television affiliates | 11 |
CBS affiliates | |
Segment Reporting Information [Line Items] | |
Number of television affiliates | 9 |
FOX affiliates | |
Segment Reporting Information [Line Items] | |
Number of television affiliates | 4 |
CW affiliates | |
Segment Reporting Information [Line Items] | |
Number of television affiliates | 13 |
Number of full power stations | station | 5 |
Number of multicast | station | 8 |
My TV Affiliates | |
Segment Reporting Information [Line Items] | |
Number of television affiliates | 2 |
Independent stations | |
Segment Reporting Information [Line Items] | |
Number of television affiliates | 2 |
Segment Information - Schedule
Segment Information - Schedule of Business Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment operating revenues: | |||||||||||
Total operating revenues | $ 423,055 | $ 330,857 | $ 320,428 | $ 277,059 | $ 351,397 | $ 289,334 | $ 273,425 | $ 243,206 | $ 1,351,399 | $ 1,157,362 | $ 845,773 |
Segment profit (loss): | |||||||||||
Segment profit (loss) | 87,359 | 148,483 | 4,138 | ||||||||
Acquisition and related integration costs | (26,304) | (4,124) | 0 | ||||||||
Restructuring costs | (3,370) | (8,911) | (4,422) | ||||||||
Depreciation and amortization of intangibles | (26,145) | (21,661) | (19,532) | (17,006) | (16,830) | (14,840) | (14,494) | (14,547) | (84,344) | (60,711) | (52,906) |
Impairment of goodwill and intangible assets | 0 | 0 | (35,732) | ||||||||
Gains (losses), net on disposal of property and equipment | 1,998 | 11 | (144) | (173) | (1,105) | 501 | 66 | (717) | 1,692 | (1,255) | (169) |
Interest expense | (27,120) | (26,537) | (18,023) | (8,916) | (9,143) | (9,003) | (9,279) | (8,759) | (80,596) | (36,184) | (26,552) |
Defined benefit pension plan expense | (1,746) | (2,071) | (1,564) | (1,572) | (13,446) | (3,529) | (1,389) | (1,388) | (6,953) | (19,752) | (14,112) |
Miscellaneous, net | (417) | $ 2,042 | $ 369 | $ (800) | 687 | $ (546) | $ (156) | $ 138 | 1,194 | 123 | 7,436 |
Income (loss) from continuing operations before income taxes, extraordinary items, noncontrolling interest | 1,004 | 92,670 | (29,090) | ||||||||
Depreciation: | |||||||||||
Total depreciation | 39,998 | 34,385 | 34,049 | ||||||||
Amortization of intangibles: | |||||||||||
Total amortization of intangible assets | 44,346 | 26,326 | 18,857 | ||||||||
Additions to property and equipment: | |||||||||||
Total additions to property and equipment | 61,225 | 47,500 | 17,602 | ||||||||
Assets | |||||||||||
Total assets | 3,561,857 | 2,130,347 | 3,561,857 | 2,130,347 | 2,129,779 | ||||||
Continuing Operations | |||||||||||
Assets | |||||||||||
Total assets | 3,460,591 | 2,048,078 | 3,460,591 | 2,048,078 | 1,924,990 | ||||||
Discontinued Operations | |||||||||||
Assets | |||||||||||
Total assets | 101,266 | 82,269 | 101,266 | 82,269 | 204,789 | ||||||
Local Media | |||||||||||
Segment operating revenues: | |||||||||||
Total operating revenues | 1,022,805 | 917,480 | 778,376 | ||||||||
Segment profit (loss): | |||||||||||
Segment profit (loss) | 217,885 | 251,119 | 156,890 | ||||||||
Depreciation: | |||||||||||
Total depreciation | 34,086 | 30,467 | 31,870 | ||||||||
Amortization of intangibles: | |||||||||||
Total amortization of intangible assets | 26,283 | 14,821 | 15,084 | ||||||||
Additions to property and equipment: | |||||||||||
Total additions to property and equipment | 46,855 | 37,773 | 16,946 | ||||||||
Assets | |||||||||||
Total assets | 2,694,667 | 1,261,526 | 2,694,667 | 1,261,526 | 1,273,735 | ||||||
National Media | |||||||||||
Segment operating revenues: | |||||||||||
Total operating revenues | 323,674 | 235,107 | 61,942 | ||||||||
Segment profit (loss): | |||||||||||
Segment profit (loss) | 43,166 | 29,168 | (6,656) | ||||||||
Depreciation: | |||||||||||
Total depreciation | 4,302 | 2,336 | 88 | ||||||||
Amortization of intangibles: | |||||||||||
Total amortization of intangible assets | 16,710 | 10,152 | 2,419 | ||||||||
Additions to property and equipment: | |||||||||||
Total additions to property and equipment | 11,963 | 9,004 | 289 | ||||||||
Assets | |||||||||||
Total assets | 680,764 | 655,718 | 680,764 | 655,718 | 459,694 | ||||||
Other | |||||||||||
Segment operating revenues: | |||||||||||
Total operating revenues | 4,920 | 4,775 | 5,455 | ||||||||
Segment profit (loss): | |||||||||||
Segment profit (loss) | (3,957) | (3,680) | (2,361) | ||||||||
Depreciation: | |||||||||||
Total depreciation | 148 | 150 | 208 | ||||||||
Additions to property and equipment: | |||||||||||
Total additions to property and equipment | 529 | 0 | 0 | ||||||||
Assets | |||||||||||
Total assets | 3,503 | 865 | 3,503 | 865 | 2,128 | ||||||
Shared services and corporate | |||||||||||
Segment profit (loss): | |||||||||||
Segment profit (loss) | (57,409) | (53,123) | (50,506) | ||||||||
Depreciation: | |||||||||||
Total depreciation | 1,462 | 1,432 | 1,883 | ||||||||
Amortization of intangibles: | |||||||||||
Total amortization of intangible assets | 1,353 | 1,353 | 1,354 | ||||||||
Additions to property and equipment: | |||||||||||
Total additions to property and equipment | 1,878 | 723 | 367 | ||||||||
Assets | |||||||||||
Total assets | $ 81,657 | $ 129,969 | $ 81,657 | $ 129,969 | $ 189,433 |
Segment Information - Disaggreg
Segment Information - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Total operating revenues | $ 423,055 | $ 330,857 | $ 320,428 | $ 277,059 | $ 351,397 | $ 289,334 | $ 273,425 | $ 243,206 | $ 1,351,399 | $ 1,157,362 | $ 845,773 |
Core advertising | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total operating revenues | 861,386 | 686,229 | 548,457 | ||||||||
Political | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total operating revenues | 23,263 | 139,600 | 8,651 | ||||||||
Retransmission and carriage | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total operating revenues | 390,043 | 304,402 | 259,712 | ||||||||
Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total operating revenues | $ 76,707 | $ 27,131 | $ 28,953 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | Dec. 31, 2019USD ($) |
Contractual Obligation, Fiscal Year Maturity [Abstract] | |
Contractual obligations due in 2020 | $ 597 |
Contractual obligations due in 2021 | 548.8 |
Contractual obligations due in 2022 | 281.3 |
Contractual obligations due in 2023 | 55.2 |
Contractual obligations due in 2024 | 33.4 |
Contractual obligations due in later years | $ 0.2 |
Capital Stock and Share Based_3
Capital Stock and Share Based Compensation Plans - Narrative (Details) | Feb. 25, 2019$ / sharesshares | Nov. 30, 2016USD ($) | Sep. 30, 2018USD ($)shares | Dec. 31, 2019USD ($)directorcommon_share$ / sharesshares | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($) | [1] | Feb. 28, 2020USD ($) |
Class of Stock [Line Items] | ||||||||
Classes of common shares | common_share | 2 | |||||||
Accelerated share repurchase program, agreement to repurchase | $ 25,000,000 | |||||||
Accelerated share repurchases, payment | $ (25,000,000) | |||||||
Shares repurchased and retired during period | shares | 147,164 | 1,300,000 | ||||||
Percent of total shares repurchased under ASR | 80.00% | |||||||
Treasury stock acquired, weighted average cost per share (in usd per share) | $ / shares | $ 16.70 | |||||||
Stock repurchased during period, value | $ 584,000 | $ 32,323,000 | $ 17,885,000 | |||||
Number of shares available for future stock compensation grants | shares | 5,100,000 | |||||||
Minimum | ||||||||
Class of Stock [Line Items] | ||||||||
Minimum number of directors up for election to entitle shareholders to vote | 0.3333 | |||||||
Maximum | ||||||||
Class of Stock [Line Items] | ||||||||
Minimum number of directors up for election to entitle shareholders to vote | director | 3 | |||||||
Common stock, Class A | ||||||||
Class of Stock [Line Items] | ||||||||
Stock repurchase program, authorized amount | $ 100,000,000 | |||||||
Stock repurchased during period, value | $ 600,000 | $ 7,300,000 | ||||||
Outstanding amount authorized | $ 49,700,000 | |||||||
Common stock, Class A | Minimum | ||||||||
Class of Stock [Line Items] | ||||||||
Price paid per share for stock repurchased during the period | $ / shares | $ 15.54 | $ 13.29 | ||||||
Common stock, Class A | Maximum | ||||||||
Class of Stock [Line Items] | ||||||||
Price paid per share for stock repurchased during the period | $ / shares | $ 18.72 | $ 17.86 | ||||||
Stock Options | Common stock, Class A | Maximum | ||||||||
Class of Stock [Line Items] | ||||||||
Purchase price of stock options granted, percent of fair market value | 100.00% | |||||||
Restricted Stock Units (RSUs) | ||||||||
Class of Stock [Line Items] | ||||||||
Total unrecognized compensation cost related to restricted stock, RSUs and performance shares | $ 13,400,000 | |||||||
Weighted-average period of recognition, years | 1 year 6 months | |||||||
Restricted Stock Units (RSUs) | Minimum | ||||||||
Class of Stock [Line Items] | ||||||||
Vesting period of stock options | 3 years | |||||||
Restricted Stock Units (RSUs) | Maximum | ||||||||
Class of Stock [Line Items] | ||||||||
Vesting period of stock options | 4 years | |||||||
Subsequent Event | Common stock, Class A | ||||||||
Class of Stock [Line Items] | ||||||||
Stock repurchase program, authorized amount | $ 100,000,000 | |||||||
[1] | * Net of tax payments related to shares withheld for vested stock and RSUs of $3,831 in 2019, $3,796 in 2018 and $4,576 in 2017. |
Capital Stock and Share Based_4
Capital Stock and Share Based Compensation Plans - Summary of stock option transactions (Details) - Stock Options - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding and Exercisable [Roll Forward] | ||
Options outstanding at beginning of period, number of shares | 251,507 | 486,914 |
Options exercised in period, number of shares | (251,507) | (235,407) |
Options outstanding at end of period, number of shares | 0 | 251,507 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding and Exercisable, Weighted Average Exercise Price [Roll Forward] | ||
Options outstanding at beginning of period, weighted-average exercise price (USD per share) | $ 7.38 | $ 6.81 |
Options exercised in period, weighted-average exercise price (USD per share) | 7.38 | 6.20 |
Options outstanding at end of period, weighted-average exercise price (USD per share) | $ 7.38 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding and Exercisable, Exercise Price Range [Roll Forward] | ||
Options outstanding at beginning of period, lower end of range of exercise price range (USD per share) | 6 | 6 |
Options outstanding at beginning of period, upper end of range of exercise price range (USD per share) | 9 | 9 |
Options exercised, lower end of exercise price range (USD per share) | 6 | 6 |
Options exercised, upper end of exercise price range (USD per share) | 9 | 8 |
Options outstanding at end of period, lower end of range of exercise price range (USD per share) | 6 | |
Options outstanding at end of period, upper end of range of exercise price range (USD per share) | 9 |
Capital Stock and Share Based_5
Capital Stock and Share Based Compensation Plans - Cash proceeds (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Cash received upon exercise | $ 0 | $ 1,857 | $ 1,461 |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Cash received upon exercise | 0 | 1,857 | 1,461 |
Intrinsic value (market value on date of exercise less exercise price) | 0 | 1,266 | 3,919 |
Tax benefits realized | $ 0 | $ 315 | $ 1,497 |
Capital Stock and Share Based_6
Capital Stock and Share Based Compensation Plans - Restricted stock and restricted stock unit activity (Details) - Restricted Stock Units (RSUs) - $ / shares | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Unvested shares at beginning of period, number of shares | 1,175,442 | 1,187,923 | 1,425,177 | |
Shares and units awarded in period, number of shares | 758,557 | 816,771 | 653,522 | |
Shares and units vested in period, number of shares | (536,064) | (771,904) | (581,920) | |
Shares and units forfeited in period, number of shares | (39,497) | (57,348) | (308,856) | |
Unvested shares at end of period, number of shares | 1,358,438 | 1,175,442 | 1,187,923 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Unvested shares at beginning of period, weighted-average value (USD per share) | $ 18.68 | $ 15.86 | $ 19.99 | $ 17.05 |
Shares and units awarded in period, weighted-average value (USD per share) | 22.12 | 13.28 | 22.51 | |
Shares and units vested in period, weighted-average value (USD per share) | 21.67 | 14.16 | 20.78 | |
Shares and units forfeited in period, weighted-average value (USD per share) | 17.89 | 16.68 | 17.20 | |
Unvested shares at end of period, weighted-average value (USD per share) | $ 18.68 | $ 15.86 | $ 19.99 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Exercise Price Range [Roll Forward] | ||||
Unvested shares and units, range of exercise prices, beginning of period, lower range (USD per share) | 11 | 14 | 12 | |
Unvested shares and units, range of exercise prices, beginning of period, upper range (USD per share) | 24 | 24 | 24 | |
Shares and units awarded in period, range of exercise prices, lower range (USD per share) | 13 | 11 | 17 | |
Shares and units awarded in period, range of exercise prices, upper range (USD per share) | 23 | 17 | 24 | |
Shares and units vested in period, range of exercise prices, lower range (USD per share) | 12 | 11 | 14 | |
Shares and units vested in period, range of exercise prices, upper range (USD per share) | 23 | 18 | 24 | |
Shares and units forfeited in period, range of exercise prices, lower range (USD per share) | 13 | 13 | 14 | |
Shares and units forfeited in period, range of exercise prices, upper range (USD per share) | 24 | 23 | 24 | |
Unvested shares and units, range of exercise prices, end of period, lower range (USD per share) | 11 | 11 | 14 | |
Unvested shares and units, range of exercise prices, end of period, upper range (USD per share) | 24 | 24 | 24 |
Capital Stock and Share Based_7
Capital Stock and Share Based Compensation Plans - Additional restricted stock and restricted stock unit vesting (Details) - Restricted Stock Units (RSUs) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of RSUs vested | $ 11,618 | $ 10,930 | $ 12,090 |
Tax benefits realized on shares and units vested | $ 2,969 | $ 1,758 | $ 4,630 |
Capital Stock and Share Based_8
Capital Stock and Share Based Compensation Plans - Schedule of stock compensation costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation, net of tax | $ 9,747 | $ 7,919 | $ 7,605 |
Discontinued Operations | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total share-based compensation | 215 | 468 | 646 |
Continuing Operations | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total share-based compensation | 13,093 | 10,540 | 12,314 |
Restricted Stock Units (RSUs) | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total share-based compensation | $ 13,308 | $ 11,008 | $ 12,960 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Accumulated other comprehensive loss, beginning balance | $ (95,397,000) | $ (102,922,000) | |
Other comprehensive income (loss) before reclassifications, net of tax | (5,684,000) | (5,416,000) | |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 2,092,000 | 12,941,000 | |
Net current-period other comprehensive income (loss) | (3,592,000) | 7,525,000 | |
Accumulated other comprehensive loss, ending balance | (98,989,000) | (95,397,000) | $ (102,922,000) |
Other comprehensive income (loss) before reclassifications, tax amount | (77,000) | (22,000) | (136,000) |
Defined Benefit Pension Items | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Accumulated other comprehensive loss, beginning balance | (95,365,000) | (102,955,000) | |
Other comprehensive income (loss) before reclassifications, net of tax | (5,461,000) | (5,351,000) | |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 2,092,000 | 12,941,000 | |
Net current-period other comprehensive income (loss) | (3,369,000) | 7,590,000 | |
Accumulated other comprehensive loss, ending balance | (98,734,000) | (95,365,000) | (102,955,000) |
Other comprehensive income (loss) before reclassifications, tax amount | (1,874,000) | (1,803,000) | |
Amounts reclassified from AOCI, tax amount | 718,000 | 4,360,000 | |
Other | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Accumulated other comprehensive loss, beginning balance | (32,000) | 33,000 | |
Other comprehensive income (loss) before reclassifications, net of tax | (223,000) | (65,000) | |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 0 | 0 | |
Net current-period other comprehensive income (loss) | (223,000) | (65,000) | |
Accumulated other comprehensive loss, ending balance | (255,000) | (32,000) | $ 33,000 |
Other comprehensive income (loss) before reclassifications, tax amount | $ (77,000) | $ (22,000) |
Summarized Quarterly Financia_3
Summarized Quarterly Financial Information (Unaudited) - Schedule (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Total operating revenues | $ 423,055 | $ 330,857 | $ 320,428 | $ 277,059 | $ 351,397 | $ 289,334 | $ 273,425 | $ 243,206 | $ 1,351,399 | $ 1,157,362 | $ 845,773 |
Costs and expenses | (351,080) | (303,652) | (272,351) | (254,305) | (261,280) | (228,632) | (231,594) | (225,407) | (1,181,388) | (946,913) | (752,828) |
Depreciation and amortization of intangible assets | (26,145) | (21,661) | (19,532) | (17,006) | (16,830) | (14,840) | (14,494) | (14,547) | (84,344) | (60,711) | (52,906) |
Gains (losses), net on disposal of property and equipment | 1,998 | 11 | (144) | (173) | (1,105) | 501 | 66 | (717) | 1,692 | (1,255) | (169) |
Interest expense | (27,120) | (26,537) | (18,023) | (8,916) | (9,143) | (9,003) | (9,279) | (8,759) | (80,596) | (36,184) | (26,552) |
Defined benefit pension plan expense | (1,746) | (2,071) | (1,564) | (1,572) | (13,446) | (3,529) | (1,389) | (1,388) | (6,953) | (19,752) | (14,112) |
Miscellaneous, net | (417) | 2,042 | 369 | (800) | 687 | (546) | (156) | 138 | 1,194 | 123 | 7,436 |
Income (loss) from continuing operations before income taxes | 18,545 | (21,011) | 9,183 | (5,713) | 50,280 | 33,285 | 16,579 | (7,474) | 1,004 | 92,670 | (29,090) |
Provision (benefit) for income taxes | 5,602 | (3,677) | 3,385 | (2,393) | 11,077 | 8,695 | 4,219 | (1,210) | 2,917 | 22,781 | (18,912) |
Income (loss) from continuing operations, net of tax | 12,943 | (17,334) | 5,798 | (3,320) | 39,203 | 24,590 | 12,360 | (6,264) | (1,913) | 69,889 | (10,178) |
Loss from discontinued operations, net of tax | (2,378) | (4,429) | (6,164) | (3,494) | (17,224) | (5,459) | (6,640) | (20,817) | (16,465) | (50,140) | (4,439) |
Net income (loss) | 10,565 | (21,763) | (366) | (6,814) | 21,979 | 19,131 | 5,720 | (27,081) | (18,378) | 19,749 | (14,617) |
Loss attributable to noncontrolling interest | (166) | 166 | 0 | 0 | 0 | 0 | 0 | (632) | 0 | (632) | (1,511) |
Net income (loss) attributable to the shareholders of The E.W. Scripps Company | $ 10,731 | $ (21,929) | $ (366) | $ (6,814) | $ 21,979 | $ 19,131 | $ 5,720 | $ (26,449) | $ (18,378) | $ 20,381 | $ (13,106) |
Income (loss) from continuing operations, per basic share | $ 0.16 | $ (0.22) | $ 0.07 | $ (0.04) | $ 0.48 | $ 0.30 | $ 0.15 | $ (0.07) | $ (0.02) | $ 0.85 | $ (0.11) |
Loss from discontinued operations, per basic share | (0.21) | (0.07) | (0.08) | (0.26) | (0.20) | (0.61) | (0.05) | ||||
Income (loss) from continuing operations, per diluted share | $ 0.16 | $ (0.22) | $ 0.07 | $ (0.04) | 0.47 | 0.29 | 0.15 | (0.07) | (0.02) | 0.85 | (0.11) |
Loss from discontinued operations, per diluted share | $ (0.21) | $ (0.07) | $ (0.08) | $ (0.26) | $ (0.20) | $ (0.60) | $ (0.05) | ||||
Basic weighted-average shares outstanding | 80,927 | 80,877 | 80,822 | 80,673 | 80,669 | 81,452 | 81,824 | 81,554 | 80,826 | 81,369 | 82,052 |
Diluted weighted-average shares outstanding | 81,322 | 80,877 | 81,196 | 80,673 | 81,348 | 82,084 | 81,852 | 81,554 | 80,826 | 81,927 | 82,052 |
Cash dividends per share of common stock (USD per share) | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.20 | $ 0.20 |
Assets Held for Sale and Disc_3
Assets Held for Sale and Discontinued Operations - Narrative (Details) $ in Thousands | Jul. 10, 2020USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($)radio_station | Dec. 31, 2017USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment charge | $ 29,400 | ||||
Disposal Group, including discontinued operation, professional fees | $ 2,500 | ||||
Discontinued Operations, Held-for-sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment charge | $ 25,900 | $ 8,000 | |||
Radio | Discontinued Operations, Held-for-sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of Radio Stations | radio_station | 34 | ||||
Impairment charge | $ 25,900 | 8,000 | |||
Non-deductible charges | 30,900 | 8,000 | |||
Stitcher | Discontinued Operations, Held-for-sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment charge | $ 0 | $ 0 | $ 0 | ||
Stitcher | Discontinued Operations, Disposed of by Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal Group, Including Discontinued Operation, Consideration | $ 325,000 | ||||
Proceeds from Divestiture of Interest in Consolidated Subsidiaries | 265,000 | ||||
Stitcher | Discontinued Operations, Disposed of by Sale | Earnout | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal Group, Including Discontinued Operation, Earnout | 30,000 | ||||
Stitcher | Discontinued Operations, Disposed of by Sale | Earnout Based On 2021 Financial Results | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal Group, Including Discontinued Operation, Earnout | $ 30,000 |
Assets Held for Sale and Disc_4
Assets Held for Sale and Discontinued Operations - Operating Results of Discontinued Operations and Net Assets Distributed (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Impairment of goodwill and intangible assets | $ (29,400) | |||||||||||
(Loss) income from discontinued operations, net of tax | $ (2,378) | $ (4,429) | $ (6,164) | $ (3,494) | $ (17,224) | $ (5,459) | $ (6,640) | $ (20,817) | $ (16,465) | $ (50,140) | $ (4,439) | |
Discontinued Operations, Held-for-sale | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Operating revenues | 100,306 | 99,829 | ||||||||||
Total costs and expenses | (109,005) | (90,864) | ||||||||||
Depreciation and amortization of intangibles | (3,276) | (6,347) | ||||||||||
Impairment of goodwill and intangible assets | (25,900) | (8,000) | ||||||||||
Other, net | (150) | 2,797 | ||||||||||
Income (loss) from operations of discontinued operations | (38,025) | (2,585) | ||||||||||
Pretax loss on disposal of discontinued operations | (18,558) | 0 | ||||||||||
(Loss) income on discontinued operations before income taxes | (56,583) | (2,585) | ||||||||||
Benefit (provision) for income taxes | 6,443 | (1,854) | ||||||||||
(Loss) income from discontinued operations, net of tax | (50,140) | (4,439) | ||||||||||
Radio | Discontinued Operations, Held-for-sale | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Operating revenues | 49,243 | 68,630 | ||||||||||
Total costs and expenses | (42,694) | (57,061) | ||||||||||
Depreciation and amortization of intangibles | 0 | (2,910) | ||||||||||
Impairment of goodwill and intangible assets | (25,900) | (8,000) | ||||||||||
Other, net | (179) | (258) | ||||||||||
Income (loss) from operations of discontinued operations | (19,530) | 401 | ||||||||||
Pretax loss on disposal of discontinued operations | (18,558) | 0 | ||||||||||
(Loss) income on discontinued operations before income taxes | (38,088) | 401 | ||||||||||
Benefit (provision) for income taxes | 1,760 | (2,996) | ||||||||||
(Loss) income from discontinued operations, net of tax | (36,328) | (2,595) | ||||||||||
Stitcher | Discontinued Operations, Held-for-sale | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Operating revenues | 72,545 | 51,063 | 31,199 | |||||||||
Total costs and expenses | (91,725) | (66,311) | (33,803) | |||||||||
Depreciation and amortization of intangibles | (2,642) | (3,276) | (3,437) | |||||||||
Impairment of goodwill and intangible assets | 0 | 0 | 0 | |||||||||
Other, net | (57) | 29 | 3,055 | |||||||||
Income (loss) from operations of discontinued operations | (21,879) | (18,495) | (2,986) | |||||||||
Pretax loss on disposal of discontinued operations | 0 | 0 | 0 | |||||||||
(Loss) income on discontinued operations before income taxes | (21,879) | (18,495) | (2,986) | |||||||||
Benefit (provision) for income taxes | 5,414 | 4,683 | 1,142 | |||||||||
(Loss) income from discontinued operations, net of tax | $ (16,465) | $ (13,812) | $ (1,844) |
Assets Held for Sale and Disc_5
Assets Held for Sale and Discontinued Operations (Details) - Discontinued Operations, Disposed of by Sale - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Assets | ||
Total current assets | $ 34,793 | $ 23,792 |
Investments | 178 | |
Property and equipment | 5,526 | 6,426 |
Goodwill and intangible assets | 48,292 | 50,223 |
Operating lease right-of-use assets | 10,448 | |
Other assets | 2,029 | 1,828 |
Stitcher | ||
Assets | ||
Total assets included in the disposal group | 101,266 | 82,269 |
Liabilities: | ||
Total current liabilities | 10,175 | 9,447 |
Other liabilities | 12,552 | 1,344 |
Total liabilities included in the disposal group | 22,727 | 10,791 |
Net assets included in the disposal group | $ 78,539 | $ 71,478 |