Cover Page
Cover Page | 3 Months Ended |
Mar. 31, 2022shares | |
Document Information [Line Items] | |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Period End Date | Mar. 31, 2022 |
Document Transition Report | false |
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 $0.01 per share |
Trading Symbol | SSP |
Security Exchange Name | NASDAQ |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Emerging Growth Company | false |
Entity Small Business | false |
Entity Shell Company | false |
Amendment Flag | false |
Entity Central Index Key | 0000832428 |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q1 |
Common stock, Class A | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 71,357,810 |
Voting common stock | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 11,932,722 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 35,026 | $ 66,223 |
Restricted cash | 0 | 34,257 |
Accounts receivable (less allowances — $4,940 and $4,256) | 563,862 | 572,525 |
FCC repack receivable | 185 | 773 |
Miscellaneous | 28,671 | 28,503 |
Total current assets | 627,744 | 702,281 |
Investments | 26,700 | 21,632 |
Property and equipment | 450,975 | 456,945 |
Operating lease right-of-use assets | 119,643 | 124,821 |
Goodwill | 2,920,466 | 2,913,384 |
Other intangible assets | 1,893,129 | 1,910,311 |
Programming | 483,232 | 510,316 |
Miscellaneous | 19,972 | 18,624 |
Total Assets | 6,541,861 | 6,658,314 |
Current liabilities: | ||
Accounts payable | 90,578 | 83,931 |
Unearned revenue | 19,381 | 20,000 |
Current portion of long-term debt | 18,612 | 18,612 |
Accrued liabilities: | ||
Employee compensation and benefits | 44,832 | 68,545 |
Programming liability | 173,083 | 180,269 |
Accrued interest | 15,051 | 34,973 |
Miscellaneous | 41,752 | 50,667 |
Other current liabilities | 54,050 | 54,883 |
Total current liabilities | 457,339 | 511,880 |
Long-term debt (less current portion) | 3,081,513 | 3,129,393 |
Deferred income taxes | 370,739 | 356,777 |
Operating lease liabilities | 108,373 | 113,892 |
Other liabilities (less current portion) | 539,868 | 575,938 |
Equity: | ||
Total preferred and common stock | 411,348 | 410,765 |
Additional paid-in capital | 1,430,853 | 1,428,460 |
Retained earnings | 214,907 | 205,118 |
Accumulated other comprehensive loss, net of income taxes | (73,079) | (73,909) |
Total equity | 1,984,029 | 1,970,434 |
Total Liabilities and Equity | 6,541,861 | 6,658,314 |
Series A preferred stock | ||
Equity: | ||
Preferred stock | 410,515 | 409,939 |
Common stock, Class A | ||
Equity: | ||
Common stock | 714 | 707 |
Voting common stock | ||
Equity: | ||
Common stock | 119 | 119 |
Preferred Stock | ||
Equity: | ||
Preferred stock | $ 0 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Allowance for doubtful accounts | $ 4,940 | $ 4,256 |
Preferred stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Series A preferred stock | ||
Preferred stock, par value (USD per share) | $ 100,000 | |
Preferred stock, shares outstanding (in shares) | 6,000 | |
Common stock, Class A | ||
Common stock, shares authorized | 240,000,000 | 240,000,000 |
Common stock, shares issued (in shares) | 71,357,810 | 70,646,007 |
Common stock, shares outstanding (in shares) | 71,357,810 | 70,646,007 |
Voting common stock | ||
Common stock, shares authorized | 60,000,000 | 60,000,000 |
Common stock, shares issued (in shares) | 11,932,722 | 11,932,722 |
Common stock, shares outstanding (in shares) | 11,932,722 | 11,932,722 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating Revenues: | ||
Total operating revenues | $ 565,706 | $ 540,921 |
Operating Expenses: | ||
Cost of revenues, excluding depreciation and amortization | 297,834 | 264,395 |
Selling, general and administrative expenses, excluding depreciation and amortization | 152,727 | 144,026 |
Acquisition and related integration costs | 1,642 | 28,645 |
Restructuring costs | 0 | 7,050 |
Depreciation | 15,370 | 14,125 |
Amortization of intangible assets | 24,375 | 25,382 |
Losses (gains), net on disposal of property and equipment | 2,481 | 80 |
Total operating expenses | 494,429 | 483,703 |
Operating income | 71,277 | 57,218 |
Interest expense | (36,499) | (43,882) |
Gain on extinguishment of debt | 1,234 | 0 |
Defined benefit pension plan income | 663 | 7 |
Gain on sale of Triton business | 0 | 81,784 |
Losses on stock warrant | 0 | (67,244) |
Miscellaneous, net | (407) | (4,851) |
Income from continuing operations before income taxes | 36,268 | 23,032 |
Provision for income taxes | 13,903 | 19,529 |
Income from continuing operations, net of tax | 22,365 | 3,503 |
Income from discontinued operations, net of tax | 0 | 2,064 |
Net income | 22,365 | 5,567 |
Preferred stock dividends | (12,576) | (11,643) |
Net income (loss) attributable to the shareholders of The E.W. Scripps Company | $ 9,789 | $ (6,076) |
Net income (loss) per basic share of common stock attributable to the shareholders of The E.W. Scripps Company: | ||
Income (loss) from continuing operations (in dollars per share) | $ 0.11 | $ (0.10) |
Income from discontinued operations (in dollars per share) | 0 | 0.02 |
Net income (loss) per basic share of common stock (in dollars per share) | 0.11 | (0.07) |
Net income (loss) per diluted share of common stock attributable to the shareholders of The E.W. Scripps Company: | ||
Income (loss) from continuing operations (in dollars per share) | 0.10 | (0.10) |
Income from discontinued operations (in dollars per share) | 0 | 0.02 |
Net income (loss) per diluted share of common stock attributable to the shareholders of The E.W. Scripps Company (in dollars per share) | $ 0.10 | $ (0.07) |
Advertising | ||
Operating Revenues: | ||
Total operating revenues | $ 398,481 | $ 362,614 |
Retransmission and carriage | ||
Operating Revenues: | ||
Total operating revenues | 155,820 | 156,497 |
Other | ||
Operating Revenues: | ||
Total operating revenues | $ 11,405 | $ 21,810 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 22,365 | $ 5,567 |
Changes in defined benefit pension plans, net of tax of $257 and $374 | 827 | 1,187 |
Other | 3 | 18 |
Total comprehensive income attributable to preferred and common stockholders | $ 23,195 | $ 6,772 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Tax on changes in defined benefit plans | $ 257 | $ 374 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash Flows from Operating Activities: | ||
Net income | $ 22,365 | $ 5,567 |
Income from discontinued operations, net of tax | 0 | 2,064 |
Income from continuing operations, net of tax | 22,365 | 3,503 |
Adjustments to reconcile net income from continuing operations to net cash flows from operating activities: | ||
Depreciation and amortization | 39,745 | 39,507 |
Losses (gains), net on disposal of property and equipment | 2,481 | 80 |
Gain on extinguishment of debt | (1,234) | 0 |
Gain on sale of Triton business | 0 | (81,784) |
Losses on stock warrant | 0 | 67,244 |
Programming assets and liabilities | (13,970) | (37,042) |
Restructuring impairment charges | 0 | 7,050 |
Deferred income taxes | 11,906 | 6,951 |
Stock and deferred compensation plans | 10,481 | 11,092 |
Pension contributions, net of income/expense | (930) | (5,987) |
Other changes in certain working capital accounts, net | (33,761) | 41,045 |
Miscellaneous, net | 296 | (1,565) |
Net cash provided by operating activities from continuing operations | 37,379 | 50,094 |
Net cash provided by (used in) operating activities from discontinued operations | 0 | 0 |
Net operating activities | 37,379 | 50,094 |
Cash Flows from Investing Activities: | ||
Acquisitions, net of cash acquired | (13,797) | (2,679,798) |
Proceeds from sale of Triton Digital, net of cash disposed | 0 | 224,990 |
Acquisition of intangible assets | 0 | (430) |
Additions to property and equipment | (12,685) | (4,139) |
Purchase of investments | (5,117) | (1,263) |
Proceeds from FCC repack | 1,201 | 5,345 |
Miscellaneous, net | (2,456) | 12 |
Net cash used in investing activities from continuing operations | (32,854) | (2,455,283) |
Net cash provided by (used in) investing activities from discontinued operations | 0 | 0 |
Net investing activities | (32,854) | (2,455,283) |
Cash Flows from Financing Activities: | ||
Net borrowings under revolving credit facility | 75,000 | 0 |
Proceeds from issuance of long-term debt | 0 | 800,000 |
Proceeds from issuance of preferred stock | 0 | 600,000 |
Payments on long-term debt | (124,197) | (4,653) |
Payments on financing costs | 0 | (50,597) |
Payments for capitalized preferred stock issuance costs | 0 | (11,526) |
Dividends paid on common and preferred stock | (12,000) | (9,067) |
Tax payments related to shares withheld for vested stock and RSUs | (8,341) | (6,369) |
Miscellaneous, net | (441) | (415) |
Net cash provided by (used in) financing activities from continuing operations | (69,979) | 1,317,373 |
Effect of foreign exchange rates on cash, cash equivalents and restricted cash | 0 | (20) |
Decrease in cash, cash equivalents and restricted cash | (65,454) | (1,087,836) |
Cash, cash equivalents and restricted cash: | ||
Beginning of year | 100,480 | 1,626,021 |
End of period | 35,026 | 538,185 |
Supplemental Cash Flow Disclosures | ||
Interest paid | 52,668 | 29,354 |
Income taxes paid (refunded) | (431) | (547) |
Non-cash investing information | ||
Capital expenditures included in accounts payable | $ 4,047 | $ 5,764 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Equity (Unaudited) - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) ("AOCI") | |
Equity, beginning balance at Dec. 31, 2020 | $ 1,163,265 | $ 0 | $ 817 | $ 1,130,789 | $ 131,778 | $ (100,119) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Comprehensive income (loss) | 6,772 | 5,567 | 1,205 | ||||
Issuance of preferred stock, net of discount and issuance costs | 407,634 | 407,634 | |||||
Preferred stock dividends | (11,067) | 576 | (11,643) | ||||
Compensation plans: shares issued | [1] | 2,583 | 6 | 2,577 | |||
Equity, ending balance at Mar. 31, 2021 | 1,569,187 | 408,210 | 823 | 1,133,366 | 125,702 | (98,914) | |
Equity, beginning balance at Dec. 31, 2021 | 1,970,434 | 409,939 | 826 | 1,428,460 | 205,118 | (73,909) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Comprehensive income (loss) | 23,195 | 22,365 | 830 | ||||
Preferred stock dividends | (12,000) | 576 | (12,576) | ||||
Compensation plans: shares issued | [2] | 2,400 | 7 | 2,393 | |||
Equity, ending balance at Mar. 31, 2022 | $ 1,984,029 | $ 410,515 | $ 833 | $ 1,430,853 | $ 214,907 | $ (73,079) | |
[1] | Net of tax payments related to shares withheld for vested RSUs of $6,369 for the three months ended March 31, 2021. | ||||||
[2] | Net of tax payments related to shares withheld for vested RSUs of $8,341 for the three months ended March 31, 2022. |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Equity (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Stockholders' Equity [Abstract] | ||
Preferred stock dividends (in dollars per share) | $ 2,000 | $ 1,511,000 |
Net shares issued | 711,803 | 554,279 |
Tax payments related to shares withheld for vested stock and RSUs | $ 8,341 | $ 6,369 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies As used in the Notes to Condensed 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. Basis of Presentation — The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The interim financial statements should be read in conjunction with the audited consolidated financial statements, including the notes thereto included in our 2021 Annual Report on Form 10-K. In management's opinion, all adjustments (consisting of normal recurring accruals) necessary for a fair presentation of the interim periods have been made. Results of operations are not necessarily indicative of the results that may be expected for future interim periods or for the full year. Principles of 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 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, Scripps Networks and Other. Additional information for our business segments is presented in Note 13. Segment Information. 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. 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 airtime, 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 and national 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. 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 Scripps Networks segment offers subscription services for access to premium content to its customers. Refer to Note 13. 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. 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. 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 estimate the allowance based on expected credit losses, including our historical experience of actual losses and known troubled accounts. The allowance for doubtful accounts totaled $4.9 million at March 31, 2022 and $4.3 million at December 31, 2021. We record unearned revenue when cash payments are received in advance of our performance. We generally require amounts payable under advertising contracts with political advertising customers to be paid in advance. Unearned revenue totaled $19.4 million at March 31, 2022 and is expected to be recognized within revenue over the next 12 months. Unearned revenue totaled $20.0 million at December 31, 2021. We recorded $7.3 million of revenue in the three months ended March 31, 2022 that was included in unearned revenue at December 31, 2021. 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 Condensed 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. Share-Based Compensation — We have a Long-Term Incentive Plan (the “Plan”) which is described more fully in our 2021 Annual Report on Form 10-K. 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. Share-based compensation costs totaled $9.3 million and $8.3 million for the first quarter of 2022 and 2021, respectively. 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: Three Months Ended (in thousands) 2022 2021 Numerator (for basic and diluted earnings per share) Income from continuing operations, net of tax $ 22,365 $ 3,503 Less income allocated to RSUs (276) — Less preferred stock dividends (12,576) (11,643) Numerator for basic and diluted earnings per share $ 9,513 $ (8,140) Denominator Basic weighted-average shares outstanding 82,788 81,902 Effect of dilutive securities: Restricted stock units 613 — Common stock warrant 8,872 — Diluted weighted-average shares outstanding 92,273 81,902 |
Recently Adopted and Issued Acc
Recently Adopted and Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Recently Adopted and Issued Accounting Standards | Recently Adopted and Issued Accounting Standards Recently Adopted Accounting Standards — In October 2021, the Financial Accounting Standards Board ("FASB") issued new guidance requiring entities to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with the revenue from contracts with customers accounting standard. The guidance will generally result in an entity recognizing contract assets and contract liabilities at amounts consistent with those recorded by the acquiree immediately before the acquisition date rather than at fair value. The guidance is effective on a prospective basis for fiscal years beginning after December 15, 2022, with early adoption permitted. We adopted the new guidance effective January 1, 2022. The adoption of the guidance did not have an impact on our condensed consolidated financial statements. In May 2021, the FASB issued new guidance that clarifies an issuer's accounting for certain modifications or exchanges of freestanding equity-classified written call options that remain equity classified after modification or exchange. Specifically, the guidance provides a "principles-based framework to determine whether an issuer should recognize the modification or exchange as an adjustment to equity or an expense." The guidance is effective for all entities with fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We adopted the new guidance effective January 1, 2022. The adoption of the guidance did not have an impact on our condensed consolidated financial statements. Recently Issued Accounting Standards — In November 2021, the FASB issued new guidance for entities to provide certain disclosures for material government assistance transactions that are accounted for by applying a grant or contribution accounting model by analogy. The guidance is effective for our 2022 annual reporting period and we do not expect adoption of the guidance to have a material impact on our annual consolidated financial statements and related disclosures. In March 2020, the FASB issued new guidance that provides optional expedients and exceptions to certain accounting requirements to facilitate the transition away from the use of the London Interbank Offered Rate (LIBOR) and other interbank offered rates. The guidance is effective as of March 12, 2020 and will apply through December 31, 2022 to all entities, subject to meeting certain criteria, that have contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. We will evaluate transactions or contract modifications occurring as a result of reference rate reform to determine whether to apply the optional guidance on an ongoing basis. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions Nuvyyo Acquisition On January 5, 2022, we acquired Nuvyyo for net cash consideration totaling $13.8 million. Nuvyyo provides consumers DVR product solutions to watch and record free over-the-air HDTV on connected devices. The preliminary purchase price allocation assigned $7.2 million to intangible assets with useful lives ranging from three ION Acquisition On January 7, 2021, we completed the acquisition of national broadcast network ION Media Networks, Inc. ("ION") for $2.65 billion. ION is a national network of broadcast stations and is the largest holder of U.S. broadcast television spectrum. The business distributes its programming through owned Federal Communications Commission-licensed television stations as well as affiliated TV stations, reaching 100 million of U.S. homes through its over-the-air broadcast and pay TV platforms. The acquisition of ION enabled us to create a full-scale national television networks business by combining the ION network with our other news and entertainment networks. The transaction was financed with a combination of cash, debt financing and preferred equity financing, including Berkshire Hathaway's $600 million preferred equity investment in Scripps. Berkshire Hathaway also received a warrant to purchase up to 23.1 million Class A shares, at an exercise price of $13 per share. To comply with ownership rules of the Federal Communications Commission, we simultaneously divested 23 of ION's television stations for a total consideration of $30 million, which were purchased by INYO Broadcast Holdings, LLC upon completion of the acquisition. These divested stations became independent affiliates of ION pursuant to long-term affiliation agreements. The following table summarizes the net cash consideration for the ION transaction. (in thousands) Total purchase price $ 2,650,000 Plus: Cash acquired 14,493 Plus: Working capital 57,755 Total transaction gross cash consideration 2,722,248 Less: Proceeds from ION stations divested (30,000) Total transaction net cash consideration 2,692,248 Less: Cash acquired (14,493) Total consideration, net of cash acquired $ 2,677,755 The following table summarizes the final fair values of the ION assets acquired and liabilities assumed at the closing date. (in thousands) Accounts receivable $ 135,006 Other current assets 25,353 Programming rights 169,027 Property and equipment 122,520 Operating lease right-of-use assets 72,717 Other assets 2,295 Goodwill 1,796,148 Indefinite-lived intangible assets - FCC licenses 424,200 Amortizable intangible assets: INYO affiliation agreement 422,000 Other affiliation relationships 22,000 Advertiser relationships 143,000 Trade names 72,000 Accounts payable (9,674) Unearned revenue (13,043) Accrued expenses (15,814) Current portion of programming liabilities (92,721) Other current liabilities (24,810) Programming liabilities (191,837) Deferred tax liabilities (265,291) Operating lease liabilities (78,438) Other long-term liabilities (36,883) Total consideration, net of cash acquired $ 2,677,755 Of the value allocated to amortizable intangible assets, the INYO affiliation agreement has an estimated amortization period of 20 years, advertiser relationships have an estimated amortization period of 7 years, other affiliation relationships have an estimated amortization period of 10 years and the value allocated to trade names has an estimated amortization period of 10 years. The goodwill of $1.8 billion arising from the transactions consists largely of synergies, economies of scale and other benefits of a larger national broadcast footprint and becoming the largest holder of broadcast spectrum. We allocated the goodwill to our Scripps Networks 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. Pro forma results of operations Pro forma results of operations, assuming the ION acquisition had taken place at the beginning of 2021, are presented in the following table. The pro forma results do not include Nuvyyo, as the impact of this acquisition, 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 and ION (excluding the results of the divested stations sold to INYO), as well as adjustments for additional depreciation and amortization of the assets acquired, additional interest expense related to the financing of the transactions and other transactional adjustments. The pro forma results do not include efficiencies, cost reductions or synergies expected to result from the acquisition, or retrospective fair value adjustments to the warrant. The unaudited pro forma financial information is not necessarily indicative of the results that actually would have occurred had the acquisition been completed at the beginning of the period. Three Months Ended March 31, (in thousands, except per share data) (unaudited) 2021 Operating revenues $ 547,643 Net income attributable to Scripps shareholders 13,009 Net income per share: Basic $ 0.15 Diluted 0.15 The pro forma results in 2021 reflect a $26.2 million reversal of ION transaction costs incurred that were already captured in the 2020 pro forma results. |
Asset Write-Downs and Other Cha
Asset Write-Downs and Other Charges and Credits | 3 Months Ended |
Mar. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Asset Write-Downs and Other Charges and Credits | Asset Write-Downs and Other Charges and Credits Income from continuing operations before income taxes was affected by the following: 2022 - Acquisition and related integration costs of $1.6 million in the first three months of 2022 primarily reflect professional service costs associated with the ION acquisition. During the first quarter of 2022, we redeemed $42.2 million of the 2027 Senior Notes, $26.6 million of the 2029 Senior Notes and $54.5 million of the 2031 Senior Notes. The redemptions resulted in a gain on extinguishment of debt of $1.2 million as the notes were redeemed for total consideration below par value of the notes. 2021 - Acquisition and related integration costs of $28.6 million in the first quarter of 2021 primarily reflect investment banking, legal and professional service costs incurred to complete and integrate the ION Media Networks, Inc. acquisition, which closed on January 7, 2021. Restructuring costs totaled $7.1 million in the first quarter of 2021. In connection with the Newsy restructuring plan, we incurred charges for the write-downs of both capitalized carriage agreement payments and certain Newsy intangible assets. During the first quarter of 2021, we completed the sale of our Triton business. The sale generated total net proceeds of $225 million and we recognized a pre-tax gain from disposition totaling $81.8 million. The first quarter of 2021 included a $67.2 million non-cash charge related to our outstanding common stock warrant. The warrant obligation was being marked-to-market each reporting period with the increase in our common stock price being the significant contributor to the higher valuation. Following an amendment to the common stock warrant agreement on May 14, 2021, the fair value of the warrant was reclassified to equity and no longer marked-to-market each reporting period. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We file a consolidated federal income tax return, consolidated unitary tax returns in certain states and other separate state income tax returns for our subsidiary companies. The income tax provision for interim periods is generally determined based upon the expected effective income tax rate for the full year and the tax rate applicable to certain discrete transactions in the interim period. To determine the annual effective income tax rate, we must estimate both the total income (loss) before income tax for the full year and the jurisdictions in which that income (loss) is subject to tax. The actual effective income tax rate for the full year may differ from these estimates if income (loss) before income tax is greater than or less than what was estimated or if the allocation of income (loss) to jurisdictions in which it is taxed is different from the estimated allocations. We review and adjust our estimated effective income tax rate for the full year each quarter based upon our most recent estimates of income (loss) before income tax for the full year and the jurisdictions in which we expect that income will be taxed. The effective income tax rate for the three months ended March 31, 2022 and 2021 was 38% and 85%, respectively. Differences between our effective income tax rate and the U.S. federal statutory rate are the impact of state taxes, foreign taxes, non-deductible expenses, changes in reserves for uncertain tax positions, excess tax benefits or expense from the exercise and vesting of share-based compensation awards ($1.1 million benefit in 2022 and $1.3 million benefit in 2021), state deferred rate changes ($4.7 million expense in 2022) and state NOL valuation allowance changes ($1.2 million benefit in 2021). Additionally, in the first quarter of 2021, the income tax provision was impacted by a net discrete tax provision charge of $17.1 million related to a taxable gain on the sale of the Triton business, a $1.0 million discrete tax provision charge related to nondeductible transaction costs for the ION acquisition and a non-deductible expense of $70.7 million related to issuance costs and unrealized losses on mark-to-market adjustments recorded on the common stock warrants issued in connection with the ION acquisition. We recognize state NOL 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. |
Restricted Cash
Restricted Cash | 3 Months Ended |
Mar. 31, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash | Restricted CashAt December 31, 2021, we had restricted cash of $34.3 million. The balance reflected restricted cash held in escrow from the KMGH Denver television station building sale, which was received in January 2022. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
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 30 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 Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021 totaled $6.5 million and $5.9 million, including short-term lease costs of $0.4 million and $0.5 million, respectively. Other information related to our operating leases was as follows: (in thousands, except lease term and discount rate) As of As of Balance Sheet Information Right-of-use assets $ 119,643 $ 124,821 Other current liabilities 18,851 20,066 Operating lease liabilities 108,373 113,892 Weighted Average Remaining Lease Term Operating leases 8.21 years 8.35 years Weighted Average Discount Rate Operating leases 4.14 % 4.16 % Three Months Ended (in thousands) 2022 2021 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities $ 6,058 $ 4,875 Right-of-use assets obtained in exchange for lease obligations 231 5,980 Future minimum lease payments under non-cancellable operating leases as of March 31, 2022 were as follows: (in thousands) Operating Remainder of 2022 $ 19,471 2023 24,104 2024 21,175 2025 17,048 2026 15,063 Thereafter 54,497 Total future minimum lease payments 151,358 Less: Imputed interest (24,134) Total $ 127,224 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill consisted of the following: (in thousands) Local Media Scripps Networks Other Total Gross balance as of December 31, 2021 $ 1,122,408 $ 2,028,890 $ — $ 3,151,298 Accumulated impairment losses (216,914) (21,000) — (237,914) Net balance as of December 31, 2021 $ 905,494 $ 2,007,890 $ — $ 2,913,384 Gross balance as of March 31, 2022 $ 1,122,408 $ 2,028,890 $ 7,082 $ 3,158,380 Accumulated impairment losses (216,914) (21,000) — (237,914) Net balance as of March 31, 2022 $ 905,494 $ 2,007,890 $ 7,082 $ 2,920,466 Other intangible assets consisted of the following: (in thousands) As of As of Amortizable intangible assets: Carrying amount: Television affiliation relationships $ 1,060,244 $ 1,060,244 Customer lists and advertiser relationships 220,997 217,400 Other 133,862 130,265 Total carrying amount 1,415,103 1,407,909 Accumulated amortization: Television affiliation relationships (181,539) (168,021) Customer lists and advertiser relationships (85,252) (77,711) Other (36,198) (32,881) Total accumulated amortization (302,989) (278,613) Net amortizable intangible assets 1,112,114 1,129,296 Indefinite-lived intangible assets — FCC licenses 781,015 781,015 Total other intangible assets $ 1,893,129 $ 1,910,311 Estimated amortization expense of intangible assets for each of the next five years is $71.9 million for the remainder of 2022, $92.7 million in 2023, $91.4 million in 2024, $88.4 million in 2025, $85.5 million in 2026, $83.9 million in 2027 and $598.3 million in later years. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following: (in thousands) As of As of Revolving credit facility $ 75,000 $ — Senior secured notes, due in 2029 523,356 550,000 Senior unsecured notes, due in 2027 442,473 484,655 Senior unsecured notes, due in 2031 423,463 477,958 Term loan, due in 2024 286,500 287,250 Term loan, due in 2026 742,146 744,049 Term loan, due in 2028 665,000 667,000 Total outstanding principal 3,157,938 3,210,912 Less: Debt issuance costs and issuance discounts (57,813) (62,907) Less: Current portion (18,612) (18,612) Net carrying value of long-term debt $ 3,081,513 $ 3,129,393 Fair value of long-term debt * $ 3,095,414 $ 3,249,278 * The fair values of debt are estimated based on either quoted private market transactions or observable estimates provided by third party financial professionals, and as such, are classified within Level 2 of the fair value hierarchy. Scripps Senior Secured Credit Agreement On January 7, 2021, we entered into the Sixth Amendment to the Third Amended Restated Credit Agreement ("Sixth Amendment"). Under the Sixth Amendment, the capacity of our Revolving Credit Facility was increased from $210 million to $400 million. Additionally, the Sixth Amendment extended the facility's maturity date to the earlier of January 2026 or 91 days prior to the stated maturity date for any of our existing loans and our existing unsecured notes that mature within the facility's term. 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. 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%. As of March 31, 2022, we had $75 million outstanding under the Revolving Credit Facility with an interest rate of 2.94%. The weighted-average interest rate over the period during which we had a drawn revolver balance in 2022 was 2.87%. As of March 31, 2022 and December 31, 2021, we had outstanding letters of credit totaling $7.1 million and $6.9 million, respectively, under the Revolving Credit Facility. On October 2, 2017, we issued a $300 million term loan B which matures in October 2024 ("2024 term loan"). Interest is currently 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 March 31, 2022 and December 31, 2021, the interest rate on the 2024 term loan was 2.46% and 2.10%, respectively. The weighted-average interest rate was 2.15% and 2.13% for the three months ended March 31, 2022 and 2021, respectively. On May 1, 2019, we issued a $765 million term loan B ("2026 term loan") that matures in May 2026. Interest is currently payable on the 2026 term loan at a rate based on LIBOR, plus a fixed margin of 2.56%. 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. As of March 31, 2022 and December 31, 2021, the interest rate on the 2026 term loan was 3.31%. The weighted-average interest rate on the 2026 term loan was 3.31% and 3.26% for the three months ended March 31, 2022 and 2021, respectively. Under the Sixth Amendment, we also issued an $800 million term loan B ("2028 term loan") that contributed to the financing of the ION acquisition. The term loan matures in 2028 with interest payable at rates based on LIBOR, plus a fixed margin of 3.00%. Additionally, the Sixth Amendment provided that the LIBOR rate could not be less than 0.75% for our term loans that mature in 2026 and 2028. The 2028 term loan requires annual principal payments of $8.0 million. We incurred deferred financing costs totaling $23.4 million related to this term loan and the amendment to the Revolving Credit Facility, which are being amortized over the life of the term loan. As of March 31, 2022 and December 31, 2021, the interest rate on the 2028 term loan was 3.75%. The weighted-average interest rate on the 2028 term loan was 3.75% for the three months ended March 31, 2022 and 2021. The Senior Secured Credit Agreement contains covenants that limit our ability to incur additional debt and provides for restrictions on certain payments (dividends and share repurchases). Additionally, we must be in compliance with certain leverage ratios in order to proceed with acquisitions. Our credit agreement also includes a provision that in certain circumstances we must use a portion of excess cash flow to repay debt. We granted 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. In addition, the Revolving Credit Facility contains a covenant to comply with a maximum first lien net leverage ratio of 4.75 to 1.0 when we have outstanding borrowings on the facility. As of March 31, 2022, we were in compliance with our financial covenants. 2029 Senior Secured Notes On December 30, 2020, we issued $550 million of senior secured notes (the "2029 Senior Notes"), which bear interest at a rate of 3.875% per annum and mature on January 15, 2029. The proceeds of the 2029 Senior Notes were deposited into a segregated escrow account. The escrow account was subsequently released on January 7, 2021 and used toward the financing of the ION acquisition (See Note 3). The 2029 Senior Notes were priced at 100% of par value and interest is payable semi-annually on January 15 and July 15, commencing on July 15, 2021. Prior to January 15, 2024 we may redeem up to 40% of the aggregate principal amount of the 2029 Senior Notes at a redemption price of 103.875% 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 2029 Senior Notes before January 15, 2024 at a redemption price of 100% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date plus a "make whole" premium. On or after January 15, 2024 and before January 15, 2026, we may redeem the notes, in whole or in part, at applicable redemption prices noted in the indenture agreement. If we sell certain of our assets or have a change of control, the holders of the 2029 Senior Notes may require us to repurchase some or all of the notes. Our credit agreement also includes a provision that in certain circumstances we must use a portion of excess cash flow to repay debt. The 2029 Senior Notes are guaranteed by us and the majority our subsidiaries and are secured on equal footing with the obligations under the Senior Secured Credit Agreement. Following the release of the proceeds from escrow on January 7, 2021, the notes became secured, on a first lien basis, from pledges of equity interests in our subsidiaries and by substantially all of the existing and future assets of Scripps. The 2029 Senior Notes contain covenants with which we must comply that are typical for borrowing transactions of this nature. We incurred approximately $13.8 million of deferred financing costs in connection with the issuance of the 2029 Senior Notes, which are being amortized over the life of the notes. 2027 Senior Unsecured Notes On July 26, 2019, we 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 priced at 100% of par value and interest is payable semi-annually on July 15 and January 15. 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 July 15, 2022 at a redemption price of 100% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date plus a "make whole" premium. On or after July 15, 2022 and before July 15, 2025, we may redeem the notes, in whole or in part, at applicable redemption prices noted in the indenture agreement. 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. 2031 Senior Unsecured Notes On December 30, 2020, we issued $500 million of senior unsecured notes (the "2031 Senior Notes"), which bear interest at a rate of 5.375% per annum and mature on January 15, 2031. The proceeds of the 2031 Senior Notes were deposited into a segregated escrow account. The escrow account was subsequently released on January 7, 2021 and used toward the financing of the ION acquisition (See Note 3). The 2031 Senior Notes were priced at 100% of par value and interest is payable semi-annually on January 15 and July 15, commencing on July 15, 2021. Prior to January 15, 2024 we may redeem up to 40% of the aggregate principal amount of the 2031 Senior Notes at a redemption price of 105.375% 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 2031 Senior Notes before January 15, 2026 at a redemption price of 100% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date plus a "make whole" premium. On or after January 15, 2026 and before January 15, 2029, we may redeem the notes, in whole or in part, at applicable redemption prices noted in the indenture agreement. If we sell certain of our assets or have a change of control, the holders of the 2031 Senior Notes may require us to repurchase some or all of the notes. The 2031 Senior Notes are also guaranteed by us and the majority our subsidiaries. The 2031 Senior Notes contain covenants with which we must comply that are typical for borrowing transactions of this nature. We incurred approximately $12.5 million of deferred financing costs in connection with the issuance of the 2031 Senior Notes, which are being amortized over the life of the notes. Debt Repurchase Authorization In May 2021, our Board of Directors provided additional debt repurchase program authorization pursuant to which we may reduce, through redemptions or open market purchases and retirement, a combination of the outstanding principal balance of our senior secured and senior unsecured notes. The authorization currently permits an aggregate principal amount reduction of up to $439.3 million and expires on March 1, 2023. Debt Repurchase Transactions During the first quarter of 2022, we redeemed $42.2 million of our 2027 Senior Notes, $26.6 million of our 2029 Senior Notes and $54.5 million of our 2031 Senior Notes. The redemptions resulted in a gain on extinguishment of debt of $1.2 million as the notes were redeemed for total consideration below par value of the notes. On May 15, 2021, we redeemed the $400 million outstanding principal amount of our senior unsecured notes that were due to mature in 2025. The redemption price was equal to 102.563% of the aggregate principal amount plus accrued and unpaid interest. The notes were redeemed with cash on hand. During the fourth quarter of 2021, we redeemed $15.4 million of our 2027 Senior Notes and $22.0 million of our 2031 Senior Notes. During the full year of 2021, we made additional principal payments on the 2028 term loan totaling $125 million. |
Other Liabilities
Other Liabilities | 3 Months Ended |
Mar. 31, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | Other Liabilities Other liabilities consisted of the following: (in thousands) As of As of Employee compensation and benefits $ 29,159 $ 29,175 Deferred FCC repack income 47,863 47,977 Programming liability 319,752 352,686 Liability for pension benefits 100,244 102,831 Liabilities for uncertain tax positions 12,363 12,280 Other 30,487 30,989 Other liabilities (less current portion) $ 539,868 $ 575,938 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Mar. 31, 2022 | |
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: Three Months Ended (in thousands) 2022 2021 Accounts receivable $ 9,361 $ 43,559 Other current assets 2,585 1,851 Accounts payable 7,555 6,342 Accrued employee compensation and benefits (24,552) (19,387) Accrued interest (19,922) 7,687 Other accrued liabilities (6,608) (16,151) Unearned revenue (1,917) (5,672) Other, net (263) 22,816 Total $ (33,761) $ 41,045 |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2022 | |
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"). The accrual for future benefits has been frozen in our defined benefit pension plan and SERPs. 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. The components of the employee benefit plan expense consisted of the following: Three Months Ended (in thousands) 2022 2021 Interest cost $ 4,333 $ 4,103 Expected return on plan assets, net of expenses (6,224) (5,820) Amortization of actuarial loss and prior service cost 1,014 1,487 Total for defined benefit pension plan (877) (230) SERPs 214 223 Defined contribution plan 4,453 3,978 Net periodic benefit cost $ 3,790 $ 3,971 |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We determine our business segments based upon our management and internal reporting structures, as well as the basis on which our chief operating decision maker makes resource-allocation decisions. Our Local Media segment includes our 61 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 12 CW affiliates - four on full power stations and eight on multicast; five independent stations and 10 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, telecommunications companies, satellite carriers and over-the-top virtual MVPDs. Our Scripps Networks segment is comprised of nine national television networks that reach nearly every U.S. television home through free over-the-air broadcast, cable/satellite, connected TV and digital distribution. These operations earn revenue primarily through the sale of advertising. Our respective business segment results reflect the impact of intercompany carriage agreements between our local broadcast television stations and our national networks. We also allocate a portion of certain corporate costs and expenses, including accounting, procurement, human resources, employee benefit and information technology to our business segments. These intercompany agreements and allocations are generally amounts agreed upon by management, which may differ from an arms-length amount. The other segment caption aggregates our operating segments that are too small to report separately. Costs for centrally provided services and certain corporate costs that are not allocated to the business segments are included in shared services and corporate costs. These unallocated corporate costs would also include the costs associated with being a public company. Corporate assets are primarily cash and cash equivalents, restricted cash, property and equipment primarily used for corporate purposes and deferred income taxes. 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 amounts, 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: Three Months Ended (in thousands) 2022 2021 Segment operating revenues: Local Media $ 326,661 $ 312,581 Scripps Networks 239,068 213,660 Other 4,151 18,121 Intersegment eliminations (4,174) (3,441) Total operating revenues $ 565,706 $ 540,921 Segment profit (loss): Local Media $ 54,393 $ 55,937 Scripps Networks 85,076 92,203 Other (1,113) 3,281 Shared services and corporate (23,211) (18,921) Acquisition and related integration costs (1,642) (28,645) Restructuring costs — (7,050) Depreciation and amortization of intangible assets (39,745) (39,507) Gains (losses), net on disposal of property and equipment (2,481) (80) Interest expense (36,499) (43,882) Gain on extinguishment of debt 1,234 — Defined benefit pension plan income 663 7 Gain on sale of Triton business — 81,784 Losses on stock warrant — (67,244) Miscellaneous, net (407) (4,851) Income from continuing operations before income taxes $ 36,268 $ 23,032 Depreciation: Local Media $ 10,142 $ 9,685 Scripps Networks 4,785 3,835 Other 44 249 Shared services and corporate 399 356 Total depreciation $ 15,370 $ 14,125 Amortization of intangible assets: Local Media $ 8,980 $ 9,597 Scripps Networks 14,209 13,117 Other 481 2,147 Shared services and corporate 705 521 Total amortization of intangible assets $ 24,375 $ 25,382 Additions to property and equipment: Local Media $ 9,313 $ 5,454 Scripps Networks 3,209 1,489 Other 9 430 Shared services and corporate 56 19 Total additions to property and equipment $ 12,587 $ 7,392 A disaggregation of the principal activities from which we generate revenue is as follows: Three Months Ended (in thousands) 2022 2021 Operating revenues: Core advertising $ 392,535 $ 361,303 Political 5,946 1,311 Retransmission and carriage fees 155,820 156,497 Other 11,405 21,810 Total operating revenues $ 565,706 $ 540,921 |
Capital Stock
Capital Stock | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Capital Stock | Capital Stock 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. In connection with the January 7, 2021 closing of the ION acquisition, we entered into a Securities Purchase Agreement with Berkshire Hathaway Inc., ("Berkshire Hathaway"), pursuant to which Berkshire Hathaway provided $600 million of financing in exchange for 6,000 Series A Preferred Shares of the Company. The Preferred Shares, having a face value of $100,000 per share, are perpetual and will be redeemable at the option of the Company beginning on the fifth anniversary of issuance, and redeemable at the option of the holders in the event of a Change of Control (as defined in the terms of the Preferred Shares), in each case at a redemption price of 105% of the face value, plus accrued and unpaid dividends (whether or not declared). As long as the Company pays quarterly dividends in cash on the Preferred Shares, the dividend rate will be 8% per annum. If dividends on the Preferred Shares, which compound quarterly, are not paid in full in cash, the rate will increase to 9% per annum for the remaining period of time that the Preferred Shares are outstanding. Preferred stock dividends were $12.0 million and $9.1 million in the first quarter of 2022 and 2021, respectively. Under the terms of the Preferred Shares, we are prohibited from paying dividends on and repurchasing our common shares until all Preferred Shares are redeemed. Class A Common Shares Stock Warrant — In connection with the Preferred Shares issuance, Berkshire Hathaway also received a warrant to purchases up to 23.1 million Class A shares, at an exercise price of $13 per share. The warrant is exercisable at the holder's option at any time or from time to time, in whole or in part, until the first anniversary of the date on which no Preferred Shares remain outstanding. Since the holder had the option to settle the warrant through cash payment of the exercise price and/or through surrendering portions of their Preferred Shares for the stated par value, a liability was recognized for the fair value of the warrant. The valuation model, classified within Level 3 of the fair value hierarchy, included inputs for the estimated term of the warrant, the historical volatility rate of Scripps common stock and the exercise price for the warrant. At time of issuance, the fair value of the warrant totaled $181 million and was being remeasured each reporting period with the changes in fair value of the warrant captured in the gains/losses on stock warrants caption in the Condensed Consolidated Statements of Operations. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) Changes in accumulated other comprehensive income (loss) ("AOCI") by component, including items reclassified out of AOCI, were as follows: Three Months Ended March 31, 2022 (in thousands) Defined Benefit Pension Items Other Total Beginning balance, December 31, 2021 $ (73,713) $ (196) $ (73,909) Other comprehensive income (loss) before reclassifications — — — Amounts reclassified from AOCI, net of tax of $257 (a) 827 3 830 Net current-period other comprehensive income (loss) 827 3 830 Ending balance, March 31, 2022 $ (72,886) $ (193) $ (73,079) Three Months Ended March 31, 2021 (in thousands) Defined Benefit Pension Items Other Total Beginning balance, December 31, 2020 $ (99,789) $ (330) $ (100,119) Other comprehensive income (loss) before reclassifications — — — Amounts reclassified from AOCI, net of tax of $374 (a) 1,187 18 1,205 Net current-period other comprehensive income (loss) 1,187 18 1,205 Ending balance, March 31, 2021 $ (98,602) $ (312) $ (98,914) (a) Actuarial gain (loss) is included in defined benefit pension plan expense in the Condensed Consolidated Statements of Operations |
Assets Held for Sale and Discon
Assets Held for Sale and Discontinued Operations | 3 Months Ended |
Mar. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale and Discontinued Operations | Assets Held for Sale and Discontinued Operations Stitcher On October 16, 2020, we closed on the sale of our Stitcher podcasting business. Stitcher is classified as discontinued operations in our condensed consolidated financial statements for the three months ended March 31, 2021. Operating results of our discontinued Stitcher operations were as follows: Three Months Ended (in thousands) 2021 Operating revenues $ — Total costs and expenses — Depreciation and amortization of intangible assets — Other, net 2,686 Income from discontinued operations before income taxes 2,686 Provision for income taxes 622 Income from discontinued operations, net of tax $ 2,064 During the first quarter of 2021, the estimate for the contingent earnout consideration was increased by $2.7 million. The fair value estimate for the contingent earnout consideration was $12.7 million as of March 31, 2021. Triton Digital During the first quarter of 2021, our Board of Directors approved the sale of our Triton Digital business. On February 16, 2021, we signed a definitive agreement to sell the business and the transaction closed on March 31, 2021. The sale generated total net proceeds of $225 million and we recognized a pre-tax gain from disposition totaling $81.8 million. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation — The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The interim financial statements should be read in conjunction with the audited consolidated financial statements, including the notes thereto included in our 2021 Annual Report on Form 10-K. In management's opinion, all adjustments (consisting of normal recurring accruals) necessary for a fair presentation of the interim periods have been made. Results of operations are not necessarily indicative of the results that may be expected for future interim periods or for the full year. |
Principles of Consolidation | Principles of 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 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, Scripps Networks and Other. Additional information for our business segments is presented in Note 13. Segment Information. |
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. |
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 airtime, 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 and national 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. 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 Scripps Networks segment offers subscription services for access to premium content to its customers. |
Revenue Recognition | 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. |
Contract Balances | 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. 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. |
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 Condensed 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 |
Share-Based Compensation | Share-Based Compensation — We have a Long-Term Incentive Plan (the “Plan”) which is described more fully in our 2021 Annual Report on Form 10-K. 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. |
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. |
Recently Issued Accounting Standards | Recently Adopted Accounting Standards — In October 2021, the Financial Accounting Standards Board ("FASB") issued new guidance requiring entities to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with the revenue from contracts with customers accounting standard. The guidance will generally result in an entity recognizing contract assets and contract liabilities at amounts consistent with those recorded by the acquiree immediately before the acquisition date rather than at fair value. The guidance is effective on a prospective basis for fiscal years beginning after December 15, 2022, with early adoption permitted. We adopted the new guidance effective January 1, 2022. The adoption of the guidance did not have an impact on our condensed consolidated financial statements. In May 2021, the FASB issued new guidance that clarifies an issuer's accounting for certain modifications or exchanges of freestanding equity-classified written call options that remain equity classified after modification or exchange. Specifically, the guidance provides a "principles-based framework to determine whether an issuer should recognize the modification or exchange as an adjustment to equity or an expense." The guidance is effective for all entities with fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We adopted the new guidance effective January 1, 2022. The adoption of the guidance did not have an impact on our condensed consolidated financial statements. Recently Issued Accounting Standards — In November 2021, the FASB issued new guidance for entities to provide certain disclosures for material government assistance transactions that are accounted for by applying a grant or contribution accounting model by analogy. The guidance is effective for our 2022 annual reporting period and we do not expect adoption of the guidance to have a material impact on our annual consolidated financial statements and related disclosures. In March 2020, the FASB issued new guidance that provides optional expedients and exceptions to certain accounting requirements to facilitate the transition away from the use of the London Interbank Offered Rate (LIBOR) and other interbank offered rates. The guidance is effective as of March 12, 2020 and will apply through December 31, 2022 to all entities, subject to meeting certain criteria, that have contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. We will evaluate transactions or contract modifications occurring as a result of reference rate reform to determine whether to apply the optional guidance on an ongoing basis. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Components of basic and diluted weighted-average shares | The following table presents information about basic and diluted weighted-average shares outstanding: Three Months Ended (in thousands) 2022 2021 Numerator (for basic and diluted earnings per share) Income from continuing operations, net of tax $ 22,365 $ 3,503 Less income allocated to RSUs (276) — Less preferred stock dividends (12,576) (11,643) Numerator for basic and diluted earnings per share $ 9,513 $ (8,140) Denominator Basic weighted-average shares outstanding 82,788 81,902 Effect of dilutive securities: Restricted stock units 613 — Common stock warrant 8,872 — Diluted weighted-average shares outstanding 92,273 81,902 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Summary of net cash consideration for transaction | The following table summarizes the net cash consideration for the ION transaction. (in thousands) Total purchase price $ 2,650,000 Plus: Cash acquired 14,493 Plus: Working capital 57,755 Total transaction gross cash consideration 2,722,248 Less: Proceeds from ION stations divested (30,000) Total transaction net cash consideration 2,692,248 Less: Cash acquired (14,493) Total consideration, net of cash acquired $ 2,677,755 |
Schedule of preliminary fair value of assets acquired and liabilities assumed | The following table summarizes the final fair values of the ION assets acquired and liabilities assumed at the closing date. (in thousands) Accounts receivable $ 135,006 Other current assets 25,353 Programming rights 169,027 Property and equipment 122,520 Operating lease right-of-use assets 72,717 Other assets 2,295 Goodwill 1,796,148 Indefinite-lived intangible assets - FCC licenses 424,200 Amortizable intangible assets: INYO affiliation agreement 422,000 Other affiliation relationships 22,000 Advertiser relationships 143,000 Trade names 72,000 Accounts payable (9,674) Unearned revenue (13,043) Accrued expenses (15,814) Current portion of programming liabilities (92,721) Other current liabilities (24,810) Programming liabilities (191,837) Deferred tax liabilities (265,291) Operating lease liabilities (78,438) Other long-term liabilities (36,883) Total consideration, net of cash acquired $ 2,677,755 |
Schedule of pro forma information | Pro forma results of operations, assuming the ION acquisition had taken place at the beginning of 2021, are presented in the following table. The pro forma results do not include Nuvyyo, as the impact of this acquisition, 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 and ION (excluding the results of the divested stations sold to INYO), as well as adjustments for additional depreciation and amortization of the assets acquired, additional interest expense related to the financing of the transactions and other transactional adjustments. The pro forma results do not include efficiencies, cost reductions or synergies expected to result from the acquisition, or retrospective fair value adjustments to the warrant. The unaudited pro forma financial information is not necessarily indicative of the results that actually would have occurred had the acquisition been completed at the beginning of the period. Three Months Ended March 31, (in thousands, except per share data) (unaudited) 2021 Operating revenues $ 547,643 Net income attributable to Scripps shareholders 13,009 Net income per share: Basic $ 0.15 Diluted 0.15 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Schedule of information related to operating leases | Other information related to our operating leases was as follows: (in thousands, except lease term and discount rate) As of As of Balance Sheet Information Right-of-use assets $ 119,643 $ 124,821 Other current liabilities 18,851 20,066 Operating lease liabilities 108,373 113,892 Weighted Average Remaining Lease Term Operating leases 8.21 years 8.35 years Weighted Average Discount Rate Operating leases 4.14 % 4.16 % |
Schedule of lease cost information | Three Months Ended (in thousands) 2022 2021 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities $ 6,058 $ 4,875 Right-of-use assets obtained in exchange for lease obligations 231 5,980 |
Schedule of minimum lease payments under non-cancellable operating leases | Future minimum lease payments under non-cancellable operating leases as of March 31, 2022 were as follows: (in thousands) Operating Remainder of 2022 $ 19,471 2023 24,104 2024 21,175 2025 17,048 2026 15,063 Thereafter 54,497 Total future minimum lease payments 151,358 Less: Imputed interest (24,134) Total $ 127,224 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | Goodwill consisted of the following: (in thousands) Local Media Scripps Networks Other Total Gross balance as of December 31, 2021 $ 1,122,408 $ 2,028,890 $ — $ 3,151,298 Accumulated impairment losses (216,914) (21,000) — (237,914) Net balance as of December 31, 2021 $ 905,494 $ 2,007,890 $ — $ 2,913,384 Gross balance as of March 31, 2022 $ 1,122,408 $ 2,028,890 $ 7,082 $ 3,158,380 Accumulated impairment losses (216,914) (21,000) — (237,914) Net balance as of March 31, 2022 $ 905,494 $ 2,007,890 $ 7,082 $ 2,920,466 |
Summary of other finite-lived intangible assets | Other intangible assets consisted of the following: (in thousands) As of As of Amortizable intangible assets: Carrying amount: Television affiliation relationships $ 1,060,244 $ 1,060,244 Customer lists and advertiser relationships 220,997 217,400 Other 133,862 130,265 Total carrying amount 1,415,103 1,407,909 Accumulated amortization: Television affiliation relationships (181,539) (168,021) Customer lists and advertiser relationships (85,252) (77,711) Other (36,198) (32,881) Total accumulated amortization (302,989) (278,613) Net amortizable intangible assets 1,112,114 1,129,296 Indefinite-lived intangible assets — FCC licenses 781,015 781,015 Total other intangible assets $ 1,893,129 $ 1,910,311 |
Schedule of indefinite-lived intangible assets | Other intangible assets consisted of the following: (in thousands) As of As of Amortizable intangible assets: Carrying amount: Television affiliation relationships $ 1,060,244 $ 1,060,244 Customer lists and advertiser relationships 220,997 217,400 Other 133,862 130,265 Total carrying amount 1,415,103 1,407,909 Accumulated amortization: Television affiliation relationships (181,539) (168,021) Customer lists and advertiser relationships (85,252) (77,711) Other (36,198) (32,881) Total accumulated amortization (302,989) (278,613) Net amortizable intangible assets 1,112,114 1,129,296 Indefinite-lived intangible assets — FCC licenses 781,015 781,015 Total other intangible assets $ 1,893,129 $ 1,910,311 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Components of long-term debt | Long-term debt consisted of the following: (in thousands) As of As of Revolving credit facility $ 75,000 $ — Senior secured notes, due in 2029 523,356 550,000 Senior unsecured notes, due in 2027 442,473 484,655 Senior unsecured notes, due in 2031 423,463 477,958 Term loan, due in 2024 286,500 287,250 Term loan, due in 2026 742,146 744,049 Term loan, due in 2028 665,000 667,000 Total outstanding principal 3,157,938 3,210,912 Less: Debt issuance costs and issuance discounts (57,813) (62,907) Less: Current portion (18,612) (18,612) Net carrying value of long-term debt $ 3,081,513 $ 3,129,393 Fair value of long-term debt * $ 3,095,414 $ 3,249,278 * The fair values of debt are estimated based on either quoted private market transactions or observable estimates provided by third party financial professionals, and as such, are classified within Level 2 of the fair value hierarchy. |
Other Liabilities (Tables)
Other Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Other liabilities | Other liabilities consisted of the following: (in thousands) As of As of Employee compensation and benefits $ 29,159 $ 29,175 Deferred FCC repack income 47,863 47,977 Programming liability 319,752 352,686 Liability for pension benefits 100,244 102,831 Liabilities for uncertain tax positions 12,363 12,280 Other 30,487 30,989 Other liabilities (less current portion) $ 539,868 $ 575,938 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
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: Three Months Ended (in thousands) 2022 2021 Accounts receivable $ 9,361 $ 43,559 Other current assets 2,585 1,851 Accounts payable 7,555 6,342 Accrued employee compensation and benefits (24,552) (19,387) Accrued interest (19,922) 7,687 Other accrued liabilities (6,608) (16,151) Unearned revenue (1,917) (5,672) Other, net (263) 22,816 Total $ (33,761) $ 41,045 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Retirement Benefits [Abstract] | |
Components of benefit expense | The components of the employee benefit plan expense consisted of the following: Three Months Ended (in thousands) 2022 2021 Interest cost $ 4,333 $ 4,103 Expected return on plan assets, net of expenses (6,224) (5,820) Amortization of actuarial loss and prior service cost 1,014 1,487 Total for defined benefit pension plan (877) (230) SERPs 214 223 Defined contribution plan 4,453 3,978 Net periodic benefit cost $ 3,790 $ 3,971 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Information regarding business segments | Information regarding our business segments is as follows: Three Months Ended (in thousands) 2022 2021 Segment operating revenues: Local Media $ 326,661 $ 312,581 Scripps Networks 239,068 213,660 Other 4,151 18,121 Intersegment eliminations (4,174) (3,441) Total operating revenues $ 565,706 $ 540,921 Segment profit (loss): Local Media $ 54,393 $ 55,937 Scripps Networks 85,076 92,203 Other (1,113) 3,281 Shared services and corporate (23,211) (18,921) Acquisition and related integration costs (1,642) (28,645) Restructuring costs — (7,050) Depreciation and amortization of intangible assets (39,745) (39,507) Gains (losses), net on disposal of property and equipment (2,481) (80) Interest expense (36,499) (43,882) Gain on extinguishment of debt 1,234 — Defined benefit pension plan income 663 7 Gain on sale of Triton business — 81,784 Losses on stock warrant — (67,244) Miscellaneous, net (407) (4,851) Income from continuing operations before income taxes $ 36,268 $ 23,032 Depreciation: Local Media $ 10,142 $ 9,685 Scripps Networks 4,785 3,835 Other 44 249 Shared services and corporate 399 356 Total depreciation $ 15,370 $ 14,125 Amortization of intangible assets: Local Media $ 8,980 $ 9,597 Scripps Networks 14,209 13,117 Other 481 2,147 Shared services and corporate 705 521 Total amortization of intangible assets $ 24,375 $ 25,382 Additions to property and equipment: Local Media $ 9,313 $ 5,454 Scripps Networks 3,209 1,489 Other 9 430 Shared services and corporate 56 19 Total additions to property and equipment $ 12,587 $ 7,392 |
Disaggregation of principal revenue generating activities | A disaggregation of the principal activities from which we generate revenue is as follows: Three Months Ended (in thousands) 2022 2021 Operating revenues: Core advertising $ 392,535 $ 361,303 Political 5,946 1,311 Retransmission and carriage fees 155,820 156,497 Other 11,405 21,810 Total operating revenues $ 565,706 $ 540,921 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Schedule of accumulated other comprehensive loss | Changes in accumulated other comprehensive income (loss) ("AOCI") by component, including items reclassified out of AOCI, were as follows: Three Months Ended March 31, 2022 (in thousands) Defined Benefit Pension Items Other Total Beginning balance, December 31, 2021 $ (73,713) $ (196) $ (73,909) Other comprehensive income (loss) before reclassifications — — — Amounts reclassified from AOCI, net of tax of $257 (a) 827 3 830 Net current-period other comprehensive income (loss) 827 3 830 Ending balance, March 31, 2022 $ (72,886) $ (193) $ (73,079) Three Months Ended March 31, 2021 (in thousands) Defined Benefit Pension Items Other Total Beginning balance, December 31, 2020 $ (99,789) $ (330) $ (100,119) Other comprehensive income (loss) before reclassifications — — — Amounts reclassified from AOCI, net of tax of $374 (a) 1,187 18 1,205 Net current-period other comprehensive income (loss) 1,187 18 1,205 Ending balance, March 31, 2021 $ (98,602) $ (312) $ (98,914) (a) Actuarial gain (loss) is included in defined benefit pension plan expense in the Condensed Consolidated Statements of Operations |
Assets Held for Sale and Disc_2
Assets Held for Sale and Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of discontinued operations | Operating results of our discontinued Stitcher operations were as follows: Three Months Ended (in thousands) 2021 Operating revenues $ — Total costs and expenses — Depreciation and amortization of intangible assets — Other, net 2,686 Income from discontinued operations before income taxes 2,686 Provision for income taxes 622 Income from discontinued operations, net of tax $ 2,064 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands, shares in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | |||
Allowance for doubtful accounts | $ 4,940 | $ 4,256 | |
Unearned revenue | 19,381 | $ 20,000 | |
Prior year unearned revenue recognized in period | 7,300 | ||
Share-based compensation costs | $ 9,300 | $ 8,300 | |
Antidilutive securities excluded from computation of Earnings Per Share, amount | 2.4 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Earnings Per Share (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator (for basic and diluted earnings per share) | ||
Income from continuing operations, net of tax | $ 22,365 | $ 3,503 |
Less income allocated to RSUs | (276) | 0 |
Less preferred stock dividends | (12,576) | (11,643) |
Numerator for basic and diluted earnings per share | $ 9,513 | $ (8,140) |
Denominator | ||
Basic weighted-average shares outstanding (in shares) | 82,788 | 81,902 |
Effect of dilutive securities: | ||
Restricted stock units (in shares) | 613 | 0 |
Common stock warrant (in shares) | 8,872 | 0 |
Diluted weighted-average shares outstanding (in shares) | 92,273 | 81,902 |
Acquisitions - Acquisition Info
Acquisitions - Acquisition Information (Details) $ / shares in Units, $ in Thousands, home in Millions | Jan. 05, 2022USD ($) | Jan. 07, 2021USD ($)homestation$ / sharesshares | Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) |
Business Acquisition [Line Items] | |||||
Total consideration, net of cash acquired | $ 13,797 | $ 2,679,798 | |||
Goodwill | $ 2,920,466 | $ 2,913,384 | |||
Common stock, Class A | Berkshire Hathaway | |||||
Business Acquisition [Line Items] | |||||
Number of shares purchasable by warrant (up to) | shares | 23,100,000 | ||||
Exercise right of warrants ( in dollars per share) | $ / shares | $ 13 | ||||
ION Media | |||||
Business Acquisition [Line Items] | |||||
Total consideration, net of cash acquired | $ 2,677,755 | ||||
Goodwill | 1,796,148 | ||||
Business acquisition, purchase price | $ 2,650,000 | ||||
Exercise right of warrants ( in dollars per share) | $ / shares | $ 13 | ||||
Number of stations to be divested | station | 23 | ||||
Consideration received for business | $ 30,000 | ||||
ION Media | United States | |||||
Business Acquisition [Line Items] | |||||
Number of US homes | home | 100 | ||||
ION Media | Preferred Stock | Berkshire Hathaway | |||||
Business Acquisition [Line Items] | |||||
Preferred equity investment | $ 600,000 | ||||
ION Media | Common stock, Class A | Berkshire Hathaway | |||||
Business Acquisition [Line Items] | |||||
Number of shares purchasable by warrant (up to) | shares | 23,100,000 | ||||
ION Media | Advertiser relationships | |||||
Business Acquisition [Line Items] | |||||
Amortizable intangible assets | $ 143,000 | ||||
Intangible asset, estimated amortization period | 7 years | ||||
ION Media | INYO affiliation agreement | |||||
Business Acquisition [Line Items] | |||||
Amortizable intangible assets | $ 422,000 | ||||
Intangible asset, estimated amortization period | 20 years | ||||
ION Media | Other affiliation relationships | |||||
Business Acquisition [Line Items] | |||||
Amortizable intangible assets | $ 22,000 | ||||
Intangible asset, estimated amortization period | 10 years | ||||
ION Media | Trade names | |||||
Business Acquisition [Line Items] | |||||
Amortizable intangible assets | $ 72,000 | ||||
Intangible asset, estimated amortization period | 10 years | ||||
Nuvyyo | |||||
Business Acquisition [Line Items] | |||||
Total consideration, net of cash acquired | $ 13,800 | ||||
Amortizable intangible assets | 7,200 | ||||
Goodwill | $ 7,100 | ||||
Nuvyyo | Minimum | |||||
Business Acquisition [Line Items] | |||||
Intangible asset, estimated amortization period | 3 years | ||||
Nuvyyo | Maximum | |||||
Business Acquisition [Line Items] | |||||
Intangible asset, estimated amortization period | 5 years |
Acquisitions - Acquisition Purc
Acquisitions - Acquisition Purchase Summary (Details) - USD ($) $ in Thousands | Jan. 07, 2021 | Mar. 31, 2022 | Mar. 31, 2021 |
Business Acquisition [Line Items] | |||
Total consideration, net of cash acquired | $ 13,797 | $ 2,679,798 | |
ION Media | |||
Business Acquisition [Line Items] | |||
Total purchase price | $ 2,650,000 | ||
Plus: Cash acquired | 14,493 | ||
Plus: Working capital | 57,755 | ||
Total transaction gross cash consideration | 2,722,248 | ||
Less: Proceeds from ION stations divested | (30,000) | ||
Total transaction net cash consideration | 2,692,248 | ||
Less: Cash acquired | (14,493) | ||
Total consideration, net of cash acquired | $ 2,677,755 |
Acquisitions - Schedule of Asse
Acquisitions - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Jan. 07, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 2,920,466 | $ 2,913,384 | |
ION Media | |||
Business Acquisition [Line Items] | |||
Accounts receivable | $ 135,006 | ||
Other current assets | 25,353 | ||
Programming rights | 169,027 | ||
Property and equipment | 122,520 | ||
Operating lease right-of-use assets | 72,717 | ||
Other assets | 2,295 | ||
Goodwill | 1,796,148 | ||
Amortizable intangible assets: | |||
Accounts payable | (9,674) | ||
Unearned revenue | (13,043) | ||
Accrued expenses | (15,814) | ||
Current portion of programming liabilities | (92,721) | ||
Other current liabilities | (24,810) | ||
Programming liabilities | (191,837) | ||
Deferred tax liabilities | (265,291) | ||
Operating lease liabilities | (78,438) | ||
Other long-term liabilities | (36,883) | ||
Total consideration, net of cash acquired | 2,677,755 | ||
ION Media | INYO affiliation agreement | |||
Amortizable intangible assets: | |||
Amortizable intangible assets: | 422,000 | ||
ION Media | Other affiliation relationships | |||
Amortizable intangible assets: | |||
Amortizable intangible assets: | 22,000 | ||
ION Media | Advertiser relationships | |||
Amortizable intangible assets: | |||
Amortizable intangible assets: | 143,000 | ||
ION Media | Trade names | |||
Amortizable intangible assets: | |||
Amortizable intangible assets: | 72,000 | ||
ION Media | Indefinite-lived intangible assets - FCC licenses | |||
Business Acquisition [Line Items] | |||
Indefinite-lived intangible assets - FCC licenses | $ 424,200 |
Acquisitions - Pro Forma Inform
Acquisitions - Pro Forma Information (Details) - ION Media $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($)$ / shares | |
Operating revenues | $ 547,643 |
Net income attributable to Scripps shareholders | $ 13,009 |
Net income per share: | |
Basic (in dollars per share) | $ / shares | $ 0.15 |
Diluted (in dollars per share) | $ / shares | $ 0.15 |
Acquisition-related Costs | |
Net income attributable to Scripps shareholders | $ 26,200 |
Asset Write-Downs and Other C_2
Asset Write-Downs and Other Charges and Credits (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Acquisition and related integration costs | $ 1,642 | $ 28,645 | |
Gain on extinguishment of debt | (1,234) | 0 | |
Restructuring costs | 7,100 | ||
Gain on sale of Triton business | 0 | 81,784 | |
Losses on stock warrant | 0 | 67,244 | |
Senior unsecured notes, due in 2027 | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Additional loan principal payment | 42,200 | ||
Senior secured notes, due in 2029 | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Additional loan principal payment | 26,600 | ||
Senior unsecured notes, due in 2031 | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Additional loan principal payment | $ 54,500 | ||
Triton Digital Media | Disposed of by sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net proceeds from sale of business | 225,000 | ||
Gain on sale of Triton business | $ 81,800 | $ 81,800 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating Loss Carryforwards [Line Items] | ||
Effective income tax rate | 38.00% | 85.00% |
Net impact of various items effecting the income tax effective rate | $ 1.1 | $ 1.3 |
Net discrete tax provision related to sale of business | 17.1 | |
Nondeductible expense | 70.7 | |
ION Media | ||
Operating Loss Carryforwards [Line Items] | ||
Nondeductible expense | 1 | |
State and Local Jurisdiction | ||
Operating Loss Carryforwards [Line Items] | ||
Impact of change in state tax rate | $ 4.7 | |
NOL valuation allowance adjustments | $ 1.2 |
Restricted Cash - Narrative (De
Restricted Cash - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Cash and Cash Equivalents [Abstract] | ||
Restricted cash | $ 0 | $ 34,257 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Lessee, Lease, Description [Line Items] | ||
Option to extend leases | 5 years | |
Option to terminate leases | 1 year | |
Operating lease costs | $ 6.5 | $ 5.9 |
Short-term lease costs | $ 0.4 | $ 0.5 |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease terms | 1 year | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease terms | 30 years |
Leases - Information Related to
Leases - Information Related to Operating Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Right-of-use assets | $ 119,643 | $ 124,821 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other Liabilities, Current | |
Other current liabilities | $ 18,851 | 20,066 |
Operating lease liabilities | $ 108,373 | $ 113,892 |
Weighted Average Remaining Lease Term | 8 years 2 months 15 days | 8 years 4 months 6 days |
Weighted Average Discount Rate | 4.14% | 4.16% |
Leases - Lease Cost Information
Leases - Lease Cost Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 6,058 | $ 4,875 |
Right-of-use assets obtained in exchange for lease obligations | $ 231 | $ 5,980 |
Leases - Minimum Lease Payments
Leases - Minimum Lease Payments (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Leases [Abstract] | |
Remainder of 2022 | $ 19,471 |
2023 | 24,104 |
2024 | 21,175 |
2025 | 17,048 |
2026 | 15,063 |
Thereafter | 54,497 |
Total future minimum lease payments | 151,358 |
Less: Imputed interest | (24,134) |
Total | $ 127,224 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Goodwill [Roll Forward] | ||
Gross balance, beginning of period | $ 3,158,380 | $ 3,151,298 |
Accumulated impairment losses | (237,914) | (237,914) |
Net balance | 2,920,466 | 2,913,384 |
Gross balance, end of period | 3,158,380 | 3,151,298 |
Local Media | ||
Goodwill [Roll Forward] | ||
Gross balance, beginning of period | 1,122,408 | 1,122,408 |
Accumulated impairment losses | (216,914) | (216,914) |
Net balance | 905,494 | 905,494 |
Gross balance, end of period | 1,122,408 | 1,122,408 |
Scripps Networks | ||
Goodwill [Roll Forward] | ||
Gross balance, beginning of period | 2,028,890 | 2,028,890 |
Accumulated impairment losses | (21,000) | (21,000) |
Net balance | 2,007,890 | 2,007,890 |
Gross balance, end of period | 2,028,890 | 2,028,890 |
Other | ||
Goodwill [Roll Forward] | ||
Gross balance, beginning of period | 7,082 | 0 |
Accumulated impairment losses | 0 | 0 |
Net balance | 7,082 | 0 |
Gross balance, end of period | $ 7,082 | $ 0 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Summary of other intangible assets (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Carrying amount: | ||
Total carrying amount | $ 1,415,103 | $ 1,407,909 |
Accumulated amortization: | ||
Total accumulated amortization | (302,989) | (278,613) |
Net amortizable intangible assets | 1,112,114 | 1,129,296 |
Indefinite-lived intangible assets — FCC licenses | 781,015 | 781,015 |
Total other intangible assets | 1,893,129 | 1,910,311 |
Television affiliation relationships | ||
Carrying amount: | ||
Total carrying amount | 1,060,244 | 1,060,244 |
Accumulated amortization: | ||
Total accumulated amortization | (181,539) | (168,021) |
Customer lists and advertiser relationships | ||
Carrying amount: | ||
Total carrying amount | 220,997 | 217,400 |
Accumulated amortization: | ||
Total accumulated amortization | (85,252) | (77,711) |
Other | ||
Carrying amount: | ||
Total carrying amount | 133,862 | 130,265 |
Accumulated amortization: | ||
Total accumulated amortization | $ (36,198) | $ (32,881) |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Narrative (Details) $ in Millions | Mar. 31, 2022USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Estimated amortization expense, remainder of 2022 | $ 71.9 |
Estimated amortization expense, 2023 | 92.7 |
Estimated amortization expense, 2024 | 91.4 |
Estimated amortization expense, 2025 | 88.4 |
Estimated amortization expense, 2026 | 85.5 |
Estimated amortization expense, 2027 | 83.9 |
Estimated amortization expense, in later years | $ 598.3 |
Long-Term Debt - Components of
Long-Term Debt - Components of Long-Term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | May 01, 2019 |
Components of Long-term debt | |||
Total outstanding principal | $ 3,157,938 | $ 3,210,912 | |
Less: Debt issuance costs and issuance discounts | (57,813) | (62,907) | |
Less: Current portion | (18,612) | (18,612) | |
Net carrying value of long-term debt | 3,081,513 | 3,129,393 | |
Fair value of long-term debt | 3,095,414 | 3,249,278 | |
Senior secured notes, due in 2029 | Senior secured debt | |||
Components of Long-term debt | |||
Total outstanding principal | 523,356 | 550,000 | |
Senior unsecured notes, due in 2027 | Senior unsecured notes | |||
Components of Long-term debt | |||
Total outstanding principal | 442,473 | 484,655 | |
Senior unsecured notes, due in 2031 | Senior unsecured notes | |||
Components of Long-term debt | |||
Total outstanding principal | 423,463 | 477,958 | |
Term loan, due in 2024 | |||
Components of Long-term debt | |||
Total outstanding principal | 286,500 | 287,250 | |
Term loan, due in 2026 | |||
Components of Long-term debt | |||
Total outstanding principal | 742,146 | 744,049 | |
Less: Debt issuance costs and issuance discounts | $ (23,000) | ||
Term loan, due in 2028 | |||
Components of Long-term debt | |||
Total outstanding principal | $ 665,000 | $ 667,000 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) | May 15, 2021USD ($) | Jan. 07, 2021USD ($) | Dec. 30, 2020USD ($) | Jul. 26, 2019USD ($) | May 01, 2019USD ($) | Oct. 02, 2017USD ($) | May 31, 2021USD ($) | Mar. 31, 2022USD ($) | Dec. 31, 2021USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Jan. 06, 2021USD ($) |
Debt Instrument [Line Items] | ||||||||||||
Total outstanding principal | $ 3,157,938,000 | $ 3,210,912,000 | $ 3,210,912,000 | |||||||||
Debt issuance costs | 57,813,000 | 62,907,000 | 62,907,000 | |||||||||
Aggregate amount of debt principal repurchase program authorized | $ 439,300,000 | |||||||||||
Gain on extinguishment of debt | 1,234,000 | $ 0 | ||||||||||
Revolving credit facility | Letter of credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Letters of credit outstanding | 7,100,000 | 6,900,000 | 6,900,000 | |||||||||
Revolving credit facility | Revolving credit facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Revolving credit borrowing capacity | $ 400,000,000 | $ 210,000,000 | ||||||||||
Number of days before maturity | 91 days | |||||||||||
Total outstanding principal | $ 75,000,000 | 0 | 0 | |||||||||
Net leverage ratio requirement | 4.75 | |||||||||||
Revolving credit facility | Revolving credit facility | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate on line of credit facility | 2.94% | |||||||||||
Weighted average interest rate during the period | 2.87% | |||||||||||
Revolving credit facility | Revolving credit facility | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Percentage of commitment fees of total unused commitment under revolving credit facility | 0.30% | |||||||||||
Revolving credit facility | Revolving credit facility | Minimum | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
LIBOR plus margin range | 1.75% | |||||||||||
Revolving credit facility | Revolving credit facility | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Percentage of commitment fees of total unused commitment under revolving credit facility | 0.50% | |||||||||||
Revolving credit facility | Revolving credit facility | Maximum | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
LIBOR plus margin range | 2.50% | |||||||||||
Term loan, due in 2024 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Total outstanding principal | $ 286,500,000 | $ 287,250,000 | $ 287,250,000 | |||||||||
Debt face value | $ 300,000,000 | |||||||||||
Net leverage ratio requirement | 2.75 | |||||||||||
Annual principal payments | $ 3,000,000 | |||||||||||
Variable interest rate | 2.46% | 2.10% | 2.10% | |||||||||
Weighted average interest rate | 2.15% | 2.13% | ||||||||||
Term loan, due in 2024 | Minimum | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
LIBOR plus margin range | 2.00% | |||||||||||
Term loan, due in 2024 | Maximum | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
LIBOR plus margin range | 1.75% | |||||||||||
Term loan, due in 2026 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Total outstanding principal | $ 742,146,000 | $ 744,049,000 | $ 744,049,000 | |||||||||
Debt face value | $ 765,000,000 | |||||||||||
Annual principal payments | 7,600,000 | |||||||||||
Variable interest rate | 3.31% | 3.31% | 3.31% | |||||||||
Weighted average interest rate | 3.31% | 3.26% | ||||||||||
Debt issuance costs | $ 23,000,000 | |||||||||||
Minimum LIBOR Rate | 0.75% | |||||||||||
Term loan, due in 2026 | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
LIBOR plus margin range | 2.56% | |||||||||||
Sixth Amendment Facility | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
LIBOR plus margin range | 3.00% | |||||||||||
Sixth Amendment Facility | Term loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt issuance costs | $ 23,400,000 | |||||||||||
Sixth Amendment Facility | Term loans | ION Media | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt face value | 800,000,000 | |||||||||||
Term loan, due in 2028 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Total outstanding principal | $ 665,000,000 | $ 667,000,000 | $ 667,000,000 | |||||||||
Annual principal payments | $ 8,000,000 | |||||||||||
Minimum LIBOR Rate | 0.75% | |||||||||||
Additional loan principal payment | $ 125,000,000 | |||||||||||
Term loan, due in 2028 | Term loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Weighted average interest rate | 3.75% | 3.75% | ||||||||||
Debt stated rate | 3.75% | 3.75% | 3.75% | |||||||||
Senior secured notes due 2029 | Senior notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt face value | $ 550,000,000 | |||||||||||
Debt issuance costs | $ 13,800,000 | |||||||||||
Additional loan principal payment | $ 26,600,000 | |||||||||||
Debt stated rate | 3.875% | |||||||||||
Debt issuance price as a percentage of par | 100.00% | |||||||||||
Senior secured notes due 2029 | Senior notes | Redemption Period One | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption as a percent of principal | 40.00% | |||||||||||
Debt redemption price | 103.875% | |||||||||||
Senior secured notes due 2029 | Senior notes | Redemption Period Two | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt redemption price | 100.00% | |||||||||||
Senior unsecured notes, due in 2025 | Senior unsecured notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Additional loan principal payment | $ 400,000,000 | |||||||||||
Debt redemption price | 102.563% | |||||||||||
Senior unsecured notes, due in 2027 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Additional loan principal payment | 42,200,000 | |||||||||||
Senior unsecured notes, due in 2027 | Senior notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt face value | $ 500,000,000 | |||||||||||
Debt issuance costs | $ 10,700,000 | |||||||||||
Additional loan principal payment | 42,200,000 | $ 15,400,000 | ||||||||||
Debt stated rate | 5.875% | |||||||||||
Debt issuance price as a percentage of par | 100.00% | |||||||||||
Senior unsecured notes, due in 2027 | Senior notes | Redemption Period One | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption as a percent of principal | 40.00% | |||||||||||
Debt redemption price | 105.875% | |||||||||||
Senior unsecured notes, due in 2027 | Senior notes | Redemption Period Two | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt redemption price | 100.00% | |||||||||||
Senior unsecured notes, due in 2027 | Senior unsecured notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Total outstanding principal | 442,473,000 | 484,655,000 | $ 484,655,000 | |||||||||
Senior unsecured notes, due in 2031 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Additional loan principal payment | 54,500,000 | |||||||||||
Senior unsecured notes, due in 2031 | Senior notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt face value | $ 500,000,000 | |||||||||||
Debt issuance costs | $ 12,500,000 | |||||||||||
Additional loan principal payment | 54,500,000 | 22,000,000 | ||||||||||
Debt stated rate | 5.375% | |||||||||||
Debt issuance price as a percentage of par | 100.00% | |||||||||||
Senior unsecured notes, due in 2031 | Senior notes | Redemption Period One | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption as a percent of principal | 40.00% | |||||||||||
Debt redemption price | 105.375% | |||||||||||
Senior unsecured notes, due in 2031 | Senior notes | Redemption Period Two | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt redemption price | 100.00% | |||||||||||
Senior unsecured notes, due in 2031 | Senior unsecured notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Total outstanding principal | $ 423,463,000 | $ 477,958,000 | $ 477,958,000 |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Other liabilities | ||
Employee compensation and benefits | $ 29,159 | $ 29,175 |
Deferred FCC repack income | 47,863 | 47,977 |
Programming liability | 319,752 | 352,686 |
Liability for pension benefits | 100,244 | 102,831 |
Liabilities for uncertain tax positions | 12,363 | 12,280 |
Other | 30,487 | 30,989 |
Other liabilities (less current portion) | $ 539,868 | $ 575,938 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Other Changes in Certain Working Capital Accounts, Net | ||
Accounts receivable | $ 9,361 | $ 43,559 |
Other current assets | 2,585 | 1,851 |
Accounts payable | 7,555 | 6,342 |
Accrued employee compensation and benefits | (24,552) | (19,387) |
Accrued interest | (19,922) | 7,687 |
Other accrued liabilities | (6,608) | (16,151) |
Unearned revenue | (1,917) | (5,672) |
Other, net | (263) | 22,816 |
Total | $ (33,761) | $ 41,045 |
Employee Benefit Plans - Compon
Employee Benefit Plans - Components of Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Net periodic benefit cost | $ 3,790 | $ 3,971 |
Defined contribution plan | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Net periodic benefit cost | 4,453 | 3,978 |
Defined benefit plans | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Interest cost | 4,333 | 4,103 |
Expected return on plan assets, net of expenses | (6,224) | (5,820) |
Amortization of actuarial loss and prior service cost | 1,014 | 1,487 |
Total for defined benefit pension plan | (877) | (230) |
SERPs | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Net periodic benefit cost | $ 214 | $ 223 |
Employee Benefit Plans - Narrat
Employee Benefit Plans - Narrative (Details) - SERPs $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |
Contributions to benefit plan | $ 0.3 |
Estimated future contributions | $ 1.6 |
Segment Information - Narrative
Segment Information - Narrative (Details) | Mar. 31, 2022stationlowPowerStationaffiliate |
Segment Reporting Information [Line Items] | |
Number of national television networks | station | 9 |
Local Media | |
Segment Reporting Information [Line Items] | |
Number of local broadcast stations | station | 61 |
Number of low power stations operated | lowPowerStation | 10 |
Local Media | ABC affiliates | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 18 |
Local Media | NBC affiliates | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 11 |
Local Media | CBS affiliates | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 9 |
Local Media | FOX affiliates | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 4 |
Local Media | CW affiliates | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 12 |
Number of full power stations | station | 4 |
Number of multicast | station | 8 |
Local Media | Independent stations | |
Segment Reporting Information [Line Items] | |
Number of affiliates | 5 |
Segment Information - Schedule
Segment Information - Schedule of Business Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Information regarding business segments | ||
Total operating revenues | $ 565,706 | $ 540,921 |
Segment profit (loss) | 71,277 | 57,218 |
Acquisition and related integration costs | (1,642) | (28,645) |
Restructuring costs | 0 | (7,050) |
Depreciation And Amortization Of Intangible Assets | 39,745 | 39,507 |
Depreciation and amortization of intangible assets | (24,375) | (25,382) |
Gains (losses), net on disposal of property and equipment | (2,481) | (80) |
Interest expense | (36,499) | (43,882) |
Gain on extinguishment of debt | 1,234 | 0 |
Defined benefit pension plan income | 663 | 7 |
Gain on sale of Triton business | 0 | 81,784 |
Losses on stock warrant | 0 | (67,244) |
Miscellaneous, net | (407) | (4,851) |
Income from continuing operations before income taxes | 36,268 | 23,032 |
Depreciation: | ||
Total depreciation | 15,370 | 14,125 |
Amortization of intangible assets: | ||
Total amortization of intangible assets | 24,375 | 25,382 |
Additions to property and equipment: | ||
Total additions to property and equipment | 12,587 | 7,392 |
Intersegment Eliminations | ||
Information regarding business segments | ||
Total operating revenues | (4,174) | (3,441) |
Shared Services and Corporate | ||
Information regarding business segments | ||
Segment profit (loss) | (23,211) | (18,921) |
Depreciation and amortization of intangible assets | (705) | (521) |
Depreciation: | ||
Total depreciation | 399 | 356 |
Amortization of intangible assets: | ||
Total amortization of intangible assets | 705 | 521 |
Additions to property and equipment: | ||
Total additions to property and equipment | 56 | 19 |
Local Media | Operating Segments | ||
Information regarding business segments | ||
Total operating revenues | 326,661 | 312,581 |
Segment profit (loss) | 54,393 | 55,937 |
Depreciation and amortization of intangible assets | (8,980) | (9,597) |
Depreciation: | ||
Total depreciation | 10,142 | 9,685 |
Amortization of intangible assets: | ||
Total amortization of intangible assets | 8,980 | 9,597 |
Additions to property and equipment: | ||
Total additions to property and equipment | 9,313 | 5,454 |
Scripps Networks | Operating Segments | ||
Information regarding business segments | ||
Total operating revenues | 239,068 | 213,660 |
Segment profit (loss) | 85,076 | 92,203 |
Depreciation and amortization of intangible assets | (14,209) | (13,117) |
Depreciation: | ||
Total depreciation | 4,785 | 3,835 |
Amortization of intangible assets: | ||
Total amortization of intangible assets | 14,209 | 13,117 |
Additions to property and equipment: | ||
Total additions to property and equipment | 3,209 | 1,489 |
Other | Operating Segments | ||
Information regarding business segments | ||
Total operating revenues | 4,151 | 18,121 |
Segment profit (loss) | (1,113) | 3,281 |
Depreciation and amortization of intangible assets | (481) | (2,147) |
Depreciation: | ||
Total depreciation | 44 | 249 |
Amortization of intangible assets: | ||
Total amortization of intangible assets | 481 | 2,147 |
Additions to property and equipment: | ||
Total additions to property and equipment | $ 9 | $ 430 |
Segment Information - Disaggreg
Segment Information - Disaggregation of Revenue Generating Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Total operating revenues | $ 565,706 | $ 540,921 |
Core advertising | ||
Disaggregation of Revenue [Line Items] | ||
Total operating revenues | 392,535 | 361,303 |
Political | ||
Disaggregation of Revenue [Line Items] | ||
Total operating revenues | 5,946 | 1,311 |
Retransmission and carriage fees | ||
Disaggregation of Revenue [Line Items] | ||
Total operating revenues | 155,820 | 156,497 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Total operating revenues | $ 11,405 | $ 21,810 |
Capital Stock (Details)
Capital Stock (Details) $ / shares in Units, $ in Thousands | Jan. 07, 2021USD ($)$ / sharesshares | Mar. 31, 2022USD ($)directorclassOfCommonShare | Mar. 31, 2021USD ($) | May 14, 2021USD ($) |
Class of Stock [Line Items] | ||||
Classes of common shares | classOfCommonShare | 2 | |||
Minimum number of directors up for election to entitle shareholders to vote | director | 3 | |||
Percentage of directors up for election if more than minimum number | 33.33% | |||
Preferred stock dividends | $ 12,000 | $ 11,067 | ||
ION Media | ||||
Class of Stock [Line Items] | ||||
Exercise right of warrants ( in dollars per share) | $ / shares | $ 13 | |||
Berkshire Hathaway | Fair Value, Inputs, Level 3 | ||||
Class of Stock [Line Items] | ||||
Fair value of warrants, with option to settle for cash, for Class A common stock | $ 181,000 | $ 280,000 | ||
Preferred Stock | Berkshire Hathaway | ION Media | ||||
Class of Stock [Line Items] | ||||
Financing provided for business acquisition | $ 600,000 | |||
Preferred shares issued | shares | 6,000 | |||
Face value of preferred shares (in dollars per share) | $ / shares | $ 100,000 | |||
Preferred shares redemption price, as a percent | 105.00% | |||
Preferred stock dividend rate | 8.00% | |||
Preferred stock dividend rate if dividends not paid in cash | 9.00% | |||
Preferred stock dividends | $ 12,000 | $ 9,100 | ||
Common stock, Class A | Berkshire Hathaway | ||||
Class of Stock [Line Items] | ||||
Number of shares purchasable by warrant (up to) | shares | 23,100,000 | |||
Exercise right of warrants ( in dollars per share) | $ / shares | $ 13 | |||
Common stock, Class A | Berkshire Hathaway | ION Media | ||||
Class of Stock [Line Items] | ||||
Number of shares purchasable by warrant (up to) | shares | 23,100,000 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accumulated Other Comprehensive Loss [Roll Forward] | ||
Equity, beginning balance | $ 1,970,434 | $ 1,163,265 |
Other comprehensive income (loss) before reclassifications | 0 | 0 |
Amounts reclassified from AOCI, net of tax | 830 | 1,205 |
Net current-period other comprehensive income (loss) | 830 | 1,205 |
Equity, ending balance | 1,984,029 | 1,569,187 |
Defined Benefit Pension Items | ||
Accumulated Other Comprehensive Loss [Roll Forward] | ||
Equity, beginning balance | (73,713) | (99,789) |
Other comprehensive income (loss) before reclassifications | 0 | 0 |
Amounts reclassified from AOCI, net of tax | 827 | 1,187 |
Net current-period other comprehensive income (loss) | 827 | 1,187 |
Equity, ending balance | (72,886) | (98,602) |
Actuarial gain (loss) tax amount | 257 | 374 |
Other | ||
Accumulated Other Comprehensive Loss [Roll Forward] | ||
Equity, beginning balance | (196) | (330) |
Other comprehensive income (loss) before reclassifications | 0 | 0 |
Amounts reclassified from AOCI, net of tax | 3 | 18 |
Net current-period other comprehensive income (loss) | 3 | 18 |
Equity, ending balance | (193) | (312) |
Total | ||
Accumulated Other Comprehensive Loss [Roll Forward] | ||
Equity, beginning balance | (73,909) | (100,119) |
Equity, ending balance | $ (73,079) | $ (98,914) |
Assets Held for Sale and Disc_3
Assets Held for Sale and Discontinued Operations - Additional Information (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Gain on sale of Triton business | $ 0 | $ 81,784 | |
Disposed of by sale | Triton Digital Media | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Consideration received for business | $ 225,000 | 225,000 | |
Gain on sale of Triton business | $ 81,800 | 81,800 | |
Disposed of by sale | Earnout contingent consideration | Stitcher Podcasting Business | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Increase in contingent earnout consideration | 2,700 | ||
Earnout based on financial results | $ 12,700 |
Assets Held for Sale and Disc_4
Assets Held for Sale and Discontinued Operations - Operating Results of Discontinued Operations (Details) - Disposed of by sale - Stitcher Podcasting Business $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Operating revenues | $ 0 |
Other, net | 2,686 |
Income from discontinued operations before income taxes | 2,686 |
Provision for income taxes | 622 |
Income from discontinued operations, net of tax | $ 2,064 |