GRAY MEDIA, INC
For the period ended Mar 31, 2025. Filed May 8, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 8, 2025
Contents
Item 1. Financial Statements
| Condensed consolidated balance sheets (Unaudited) – March 31, 2025 and December 31, 2024 | 3 | |
| Condensed consolidated statements of operations (Unaudited) – three-months ended March 31, 2025 and 2024 | 5 | |
| Condensed consolidated statements of comprehensive income (loss) (Unaudited) – three-months ended March 31, 2025 and 2024 | 6 | |
| Condensed consolidated statement of stockholders' equity (Unaudited) – three-months ended March 31, 2025 and 2024 | 7 | |
| Condensed consolidated statements of cash flows (Unaudited) – three-months ended March 31, 2025 and 2024 | 8 | |
| Notes to condensed consolidated financial statements (Unaudited) | 9 | |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 23 |
|---|---|---|
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 30 |
| Item 4. | Controls and Procedures | 30 |
| PART II. | OTHER INFORMATION | |
| Item 1. | Legal Proceedings | 30 |
| Item 1A. | Risk Factors | 30 |
| Item 5. | Other Information | 31 |
| Item 6. | Exhibits | 31 |
| SIGNATURES | 32 |
PART I. FINANCIAL INFORMATION
| GRAY MEDIA, INC. | ||
|---|---|---|
| CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) | ||
| (in millions) | ||
| March 31, | December 31, | |
| 2025 | 2024 | |
| Assets: | ||
| Current assets: | ||
| Cash | $210 | $135 |
| Accounts receivable, less allowance for credit losses of $14 and $15, respectively | 198 | 337 |
| Current portion of program broadcast rights, net | 11 | 17 |
| Income tax refunds receivable | 6 | 6 |
| Prepaid income taxes | 24 | 25 |
| Prepaid and other current assets | 34 | 21 |
| Total current assets | 483 | 541 |
| Property and equipment, net | 1,552 | 1,577 |
| Operating lease right of use asset | 70 | 69 |
| Broadcast licenses | 5,312 | 5,311 |
| Goodwill | 2,642 | 2,642 |
| Other intangible assets, net | 261 | 290 |
| Investment in broadcasting and technology companies | 72 | 66 |
| Deferred pension assets | 20 | 19 |
| Other | 26 | 27 |
| Total assets | $10,438 | $10,542 |
| GRAY MEDIA, INC. | ||
|---|---|---|
| CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) | ||
| (in millions except for share data) | ||
| March 31, | December 31, | |
| 2025 | 2024 | |
| Liabilities and stockholders’ equity: | ||
| Current liabilities: | ||
| Accounts payable | $72 | $75 |
| Employee compensation and benefits | 75 | 111 |
| Accrued interest | 97 | 112 |
| Accrued network programming fees | 97 | 79 |
| Other accrued expenses | 109 | 53 |
| Federal and state income taxes | 6 | 5 |
| Current portion of program broadcast obligations | 11 | 18 |
| Deferred revenue | 21 | 29 |
| Dividends payable | 15 | 15 |
| Current portion of operating lease liabilities | 10 | 10 |
| Current portion of long-term debt | 20 | 20 |
| Total current liabilities | 533 | 527 |
| Long-term debt, less current portion and less deferred financing costs | 5,589 | 5,601 |
| Deferred income taxes | 1,331 | 1,347 |
| Operating lease liabilities, less current portion | 63 | 62 |
| Other | 18 | 72 |
| Total liabilities | 7,534 | 7,609 |
| Commitments and contingencies (Note 9) | ||
| Series A Perpetual Preferred Stock, no par value; cumulative; redeemable; designated 1,500,000 shares, issued and outstanding 650,000 shares at each date and $650 aggregate liquidation value, at each date | 650 | 650 |
| Stockholders’ equity: | ||
| Common stock, no par value; authorized 200,000,000 shares, issued 113,435,295 shares and 111,166,022 shares, respectively, and outstanding 92,287,559 shares and 90,768,247 shares, respectively | 1,203 | 1,198 |
| Class A common stock, no par value; authorized 25,000,000 shares, issued 12,198,808 shares and 11,237,386 shares, respectively, and outstanding 9,586,408 shares and 8,814,187 shares, respectively | 59 | 57 |
| Retained earnings | 1,345 | 1,375 |
| Accumulated other comprehensive loss | (31) | (30) |
| 2,576 | 2,600 | |
| Treasury stock at cost, common stock, 21,147,736 shares and 20,397,775 shares, respectively | (287) | (284) |
| Treasury stock at cost, Class A common stock, 2,612,400 shares and 2,423,199 shares, respectively | (35) | (33) |
| Total stockholders’ equity | 2,254 | 2,283 |
| Total liabilities and stockholders’ equity | $10,438 | $10,542 |
| GRAY MEDIA, INC. | ||
|---|---|---|
| CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) | ||
| (in millions, except for per share data) | ||
| Three Months Ended | ||
| March 31, | ||
| 2025 | 2024 | |
| Revenue (less agency commissions): | ||
| Broadcasting | $755 | $799 |
| Production companies | 27 | 24 |
| Total revenue | 782 | 823 |
| Operating expenses before depreciation, amortization and loss on disposal of assets, net: | ||
| Broadcasting | 577 | 583 |
| Production companies | 20 | 21 |
| Corporate and administrative | 32 | 28 |
| Depreciation | 34 | 36 |
| Amortization of intangible assets | 29 | 31 |
| Gain on disposal of assets, net | (2) | - |
| Operating expenses | 690 | 699 |
| Operating income | 92 | 124 |
| Other income (expense): | ||
| Miscellaneous income, net | 1 | 110 |
| Interest expense | (118) | (115) |
| Gain on early extinguishment of debt | 1 | - |
| (Loss) income before income taxes | (24) | 119 |
| Income tax (benefit) expense | (15) | 31 |
| Net (loss) income | (9) | 88 |
| Preferred stock dividends | 13 | 13 |
| Net (loss) income attributable to common stockholders | $(22) | $75 |
| Basic per share information: | ||
| Net (loss) income attributable to common stockholders | $(0.23) | $0.80 |
| Weighted average common shares outstanding | 96 | 94 |
| Diluted per share information: | ||
| Net (loss) income attributable to common stockholders | $(0.23) | $0.79 |
| Weighted average common shares outstanding | 96 | 95 |
| Dividends declared per common share | $0.08 | $0.08 |
| GRAY MEDIA, INC. | ||
|---|---|---|
| CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Unaudited) | ||
| (in millions) | ||
| Three Months Ended | ||
| March 31, | ||
| 2025 | 2024 | |
| Net (loss) income | $(9) | $88 |
| Other comprehensive loss: | ||
| Adjustment - fair value of interest rate caps | (1) | - |
| Income tax benefit | - | - |
| Other comprehensive loss, net | (1) | - |
| Comprehensive (loss) income | $(10) | $88 |
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (Unaudited)
(in millions, except for number of shares)
| Accumulated | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock · Common Stock · Retained · Treasury Stock · Treasury Stock · Comprehensive | |||||||||||
| Shares | Amount | Shares | Amount | Earnings | Shares | Amount | Shares | Amount | Loss | Total | |
| Balance at December 31, 2023 | 10,413,993 | $50 | 107,179,827 | $1,174 | $1,084 | (2,251,727) | $(32) | (19,952,346) | $(282) | $(23) | $1,971 |
| Net income | - | - | - | - | 88 | - | - | - | - | - | 88 |
| Preferred stock dividends | - | - | - | - | (13) | - | - | - | - | - | (13) |
| Common stock dividends | - | - | - | - | (8) | - | - | - | - | - | (8) |
| Issuance of common stock: | |||||||||||
| 401(k) Plan | - | - | 1,765,444 | 9 | - | - | - | - | - | - | 9 |
| 2022 Equity and Incentive Compensation Plan: | |||||||||||
| Restricted stock awards | 823,393 | - | 1,126,296 | - | - | (142,895) | (1) | (146,470) | (1) | - | (2) |
| Restricted stock unit awards | - | - | 564,793 | - | - | - | - | (188,400) | (1) | - | (1) |
| Stock-based compensation | - | 2 | - | 4 | - | - | - | - | - | - | 6 |
| Balance at March 31, 2024 | 11,237,386 | $52 | 110,636,360 | $1,187 | $1,151 | (2,394,622) | $(33) | (20,287,216) | $(284) | $(23) | $2,050 |
| Balance at December 31, 2024 | 11,237,386 | $57 | 111,166,022 | $1,198 | $1,375 | (2,423,199) | $(33) | (20,397,775) | $(284) | $(30) | $2,283 |
| Net loss | - | - | - | - | (9) | - | - | - | - | - | (9) |
| Preferred stock dividends | - | - | - | - | (13) | - | - | - | - | - | (13) |
| Common stock dividends | - | - | - | - | (8) | - | - | - | - | - | (8) |
| Adjustment to fair value of interest rate cap | - | - | - | - | - | - | - | - | - | (1) | (1) |
| Issuance of common stock: | |||||||||||
| 2022 Equity and Incentive Compensation Plan: | |||||||||||
| Restricted stock awards | 961,422 | - | 1,105,758 | - | - | (189,201) | (2) | (372,670) | (1) | - | (3) |
| Restricted stock unit awards | - | - | 1,163,515 | - | - | - | - | (377,291) | (2) | - | (2) |
| Stock-based compensation | - | 2 | - | 5 | - | - | - | - | - | - | 7 |
| Balance at March 31, 2025 | 12,198,808 | $59 | 113,435,295 | $1,203 | $1,345 | (2,612,400) | $(35) | (21,147,736) | $(287) | $(31) | $2,254 |
| GRAY MEDIA, INC. | ||
|---|---|---|
| CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) | ||
| (in millions) | ||
| Three Months Ended | ||
| March 31, | ||
| 2025 | 2024 | |
| Operating activities | ||
| Net (loss) income | $(9) | $88 |
| Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
| Depreciation | 34 | 36 |
| Amortization of intangible assets | 29 | 31 |
| Amortization of deferred loan costs | 4 | 3 |
| Amortization of stock based compensation | 7 | 6 |
| Amortization of program broadcast rights | 6 | 7 |
| Payments on program broadcast obligations | (7) | (8) |
| Deferred income taxes | (16) | (6) |
| Gain on disposal of property and equipment, net | (3) | - |
| Loss (gain) on sale of investment | 1 | (110) |
| Gain on early extinguishment of debt | (1) | - |
| Other | 4 | (2) |
| Changes in operating assets and liabilities: | ||
| Accounts receivable, net | 139 | (20) |
| Income tax receivable or prepaid | 1 | 4 |
| Other current assets | (13) | (10) |
| Accounts payable | (4) | 13 |
| Employee compensation, benefits and pension cost | (36) | (33) |
| Accrued network fees and other expenses | 17 | 5 |
| Accrued interest | (14) | 30 |
| Income taxes payable | 1 | 34 |
| Deferred revenue | (8) | - |
| Net cash provided by operating activities | 132 | 68 |
| Investing activities | ||
| Acquisitions of television businesses and licenses, net of cash acquired | (1) | - |
| Purchases of property and equipment | (15) | (34) |
| Proceeds from asset sales | 10 | 7 |
| Proceeds from sale of investment | 1 | 110 |
| Investments in broadcast, production and technology companies | (8) | (3) |
| Other | (2) | - |
| Net cash (used in) provided by investing activities | (15) | 80 |
| Financing activities | ||
| Proceeds from borrowings on long-term debt | 129 | 50 |
| Repayments of borrowings on long-term debt | (146) | (54) |
| Payment of common stock dividends | (8) | (8) |
| Payment of preferred stock dividends | (13) | (13) |
| Deferred and other loan costs | - | (7) |
| Payment for taxes related to net share settlement of equity awards | (4) | (3) |
| Net cash used in financing activities | (42) | (35) |
| Net increase in cash | 75 | 113 |
| Cash at beginning of period | 135 | 21 |
| Cash at end of period | $210 | $134 |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
| 1. | Basis of Presentation |
The accompanying condensed consolidated balance sheet of Gray Media, Inc. (and its consolidated subsidiaries, except as the context otherwise provides, “Gray,” the “Company,” “we,” “us,” and “our”) as of* December 31, 2024,which was derived from the Company’s audited financial statements as of December 31, 2024,and our accompanying unaudited condensed consolidated financial statements as of March 31, 2025and for thethree*-month periods ended* March 31, 2025and2024,* have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form10-Q and Article10 of Regulation S-X. Accordingly, certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to those rules and regulations, although we believe that the disclosures made are adequate to make the informationnot misleading. In our opinion, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. We manage our business on the basis oftwo operating segments: broadcasting and production companies. Unless otherwise indicated, all station rank, in-market share and television household data herein are derived from reports prepared by The Nielsen Company, LLC (“Nielsen”) and/or Comscore, Inc. (“Comscore”). While we believe this data to be accurate and reliable, we havenot independently verified such data nor have we ascertained the underlying assumptions relied upon therein, and cannot guarantee the accuracy or completeness of such data. For further information, refer to the consolidated financial statements and footnotes thereto included in our Annual Report on Form10-K for the year ended* December 31, 2024 (the“2024* Form10-K”). Our financial condition as of, and operating results for thethree-months ended* March 31, 2025,arenot* necessarily indicative of the financial condition or results that* maybe expected for any future interim period or for the year ending December 31, 2025.*
Overview.We are a multimedia company headquartered in Atlanta, Georgia. We are the nation’s largest owner of top-rated local television stations and digital assets serving 113 television markets that collectively reach approximately 37 percent of US television households. The portfolio includes 78 markets with the top-rated television station and 99 markets with thefirst and/orsecond highest rated television station, as well as the largest Telemundo Affiliate group with 44 markets. We also own Gray Digital Media, a full-service digital agency offering national and local clients digital marketing strategies with the most advanced digital products and services. Our additional media properties include video production companies Raycom Sports, Tupelo Media Group, and PowerNation Studios, and studio production facilities Assembly Atlanta and Third Rail Studios.
Investments in Broadcasting, Production and Technology Companies. We have investments in several television, production and technology companies. We account for all material investments in which we have significant influence over the investee under the equity method of accounting. Upon initial investment, we record equity method investments at cost. The amounts initially recognized are subsequently adjusted for our appropriate share of the net earnings or losses of the investee. We record any investee losses up to the carrying amount of the investment plus advances and loans made to the investee, and any financial guarantees made on behalf of the investee. We recognize our share in earnings and losses of the investee as miscellaneous income (expense), net in our consolidated statements of operations. Investments are also increased by contributions made to and decreased by the distributions from the investee. The Company evaluates equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments* may*be impaired.
Investments in non-public businesses that donot have readily determinable pricing, and for which the Company doesnot have control or doesnot exert significant influence, are carried at cost less impairments, if any, plus or minus changes in observable prices for those investments. Gains or losses resulting from changes in the carrying value of these investments are included as miscellaneous income (expense), net in our consolidated statements of operations. These investments are reported together as a non-current asset on our consolidated balance sheets.
*Use of Estimates.*The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Our actual results could differ materially from these estimated amounts. Our most significant estimates are our allowance for credit losses in receivables, valuation of goodwill and intangible assets, amortization of program rights and intangible assets, pension costs, income taxes, employee medical insurance claims, useful lives of property and equipment and contingencies.
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Earnings Per Share.We compute basic earnings per share by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during the relevant period. The weighted-average number of common shares outstanding doesnot include restricted shares. These shares, although classified as issued and outstanding, are considered contingently returnable until the restrictions lapse and, in accordance with U.S. GAAP, arenot included in the basic earnings per share calculation until the shares vest. Diluted earnings per share is computed by including all potentially dilutive common shares, including restricted shares, in the diluted weighted-average shares outstanding calculation, unless their inclusion would be antidilutive.
The following table reconciles basic weighted-average common shares outstanding to diluted weighted-average common shares outstanding for thethree-months ended* March 31, 2025and2024,* respectively (in millions):
| Three Months Ended | ||
|---|---|---|
| March 31, | ||
| 2025 | 2024 | |
| Weighted-average common shares outstanding-basic | 96 | 94 |
| Common stock equivalents for stock options and restricted stock | - | 1 |
| Weighted-average common shares outstanding-diluted | 96 | 95 |
Accumulated Other Comprehensive Loss.Our accumulated other comprehensive loss balances as of March 31, 2025and* December 31, 2024,consist of adjustments to our pension liability and changes in the fair value of our interest rate cap, each net of tax. Our comprehensive loss for thethree*-months ended* March 31, 2025and2024* consisted of our net (loss) income and recognition of the fair value adjustment related to our interest rate caps, and the related income tax benefit. As of* March 31, 2025and December 31, 2024,*the balances were as follows (in millions):
| March 31, | December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Items included in accumulated other comprehensive loss: | ||
| Adjustment to pension liability | $(8) | $(8) |
| Adjustment to fair value of interest rate caps | (32) | (31) |
| Income tax benefit | (9) | (9) |
| Accumulated other comprehensive loss | $(31) | $(30) |
10
*Property and Equipment.*Property and equipment are carried at cost, or in the case of acquired businesses, at fair value. Depreciation is computed principally by the straight-line method. The following table lists the components of property and equipment by major category (dollars in millions):
| Estimated | |||||
|---|---|---|---|---|---|
| March 31, · December 31, · Useful Lives | |||||
| 2025 · 2024 · (in years) | |||||
| Property and equipment: | |||||
| Land | $379 | $385 | |||
| Buildings and improvements | 910 | 908 | 7 | to | 40 |
| Equipment | 1,111 | 1,105 | 3 | to | 20 |
| Construction in progress | 87 | 82 | |||
| 2,487 | 2,480 | ||||
| Accumulated depreciation | (935) | (903) | |||
| Total property and equipment, net | $1,552 | $1,577 | |||
Maintenance, repairs and minor replacements are charged to operations as incurred; major replacements and betterments are capitalized. The cost of any assets divested, sold or retired and the related accumulated depreciation are removed from the accounts at the time of disposition, and any resulting gain or loss is reflected in income or expense for the period.
We incurred costs to build public infrastructure within the Assembly Atlanta project. Pursuant to our Purchase and Sale Agreement with the Doraville Community Improvement District (the “CID”), we receive cash reimbursements for the transfer of specific infrastructure projects to the CID and for other construction costs previously incurred. During each of thefirst quarters of2025 and2024, we received a total of $5 million in cash proceeds from the CID. The following table lists the type of proceeds received (dollars in millions):
| Three Months Ended | ||
|---|---|---|
| March 31, | ||
| 2025 | 2024 | |
| Proceeds from asset sold | - | 5 |
| Proceeds for reimbursement of development costs | 5 | - |
| Total proceeds received from CID | $5 | $5 |
The following tables provide additional information related to gain on disposal of property and equipment, net included in our condensed consolidated statements of operations and purchases of property and equipment included in our condensed consolidated statements of cash flows (in millions):
| Three Months Ended | |||
|---|---|---|---|
| March 31, | |||
| 2025 · 2024 | |||
| Gain on disposal of property and equipment, net: | |||
| Proceeds from disposal of assets | $(10) | $(7) | |
| Net book value of assets disposed | 7 | 7 | |
| Total | $(3) | $ | - |
| Purchase of property and equipment: | |||
| Recurring purchases - operations | $10 | $19 | |
| Assembly Atlanta development | 5 | 15 | |
| Total | $15 | $34 | |
*Accounts Receivable and Allowance for Credit Losses.*We record accounts receivable from sales and service transactions in our condensed consolidated balance sheets at amortized cost adjusted for any write-offs and net of allowance for credit losses. We are exposed to credit risk primarily through sales of broadcast and digital advertising with a variety of direct and agency-based advertising customers, retransmission consent agreements with multichannel video program distributors and program production sales and services.
11
Our allowance for credit losses is an estimate of expected losses over the remaining contractual life of our receivables based on an ongoing analysis of collectability, historical collection experience, current economic and industry conditions and reasonable and supportable forecasts. The allowance is calculated using a historical loss rate applied to the current aging analysis. We* may*also apply additional allowance when warranted by specific facts and circumstances. We generally write off account receivable balances when the customer files for bankruptcy or when all commonly used methods of collection have been exhausted.
On* February 23, 2023,we, certain of our subsidiaries and a wholly-owned special purpose subsidiary (the “SPV”), entered into a revolving accounts receivable securitization facility (the “Securitization Facility”) with Wells Fargo Bank, N.A., as administrative agent, and certainthird*-party financial institutions (the “Purchasers”). On* March 31, 2025,we amended the terms of this agreement. As amended, the Securitization Facility permits the SPV to draw up to a total of $400 million, subject to the outstanding amount of the receivables pool and other factors. The Securitization Facility matures on March 31, 2028,and is subject to customary termination events related to transactions of this type. The sale of receivables from the SPV is accounted for in the Company’s financial statements as a "true-sale" under Accounting Standards Codification ("ASC") Topic860.*
Under the Securitization Facility, the SPV sells to the Purchasers certain receivables, including all rights, title, and interest in the related receivables (“Sold Receivables”). The parties intend that the conveyance of accounts receivables to the Purchasers, for the ratable benefit of the Purchasers, will constitute a purchase and sale of receivables andnot a pledge for security. The SPV has guaranteed to each Purchaser the prompt payment of Sold Receivables, and to secure the prompt payment and performance of such guaranteed obligations, the SPV has granted a security interest to the Purchasers in all assets of the SPV. In our capacity as servicer under the Securitization Facility, we are responsible for administering and collecting receivables and have made customary representations, warranties, covenants and indemnities. We donot record a servicing asset or liability since the estimated fair value of the servicing of the receivables approximates the servicing income. We also provided a performance guarantee for the benefit of the Purchasers.
The Securitization Facility is subject to interest charges at the adjustedone-month Secured Overnight Financing Rate (“SOFR”) plus a margin (125-point basis) on the amount of the outstanding facility. The SPV was required to pay an upfront fee and a commitment fee in connection with the Securitization Facility. The SPV is a separate legal entity with its own separate creditors who will be entitled to access the SPV’s assets before the assets become available to us. As a result, the SPV’s assets arenot available to pay our creditors or any of our subsidiaries, although collections from the receivables in excess of any amounts required to repay the Purchasers under the Securitization Facility and other creditors of the SPV* may*be remitted to us.
The proceeds of the Securitization Facility are classified as operating activities in our Consolidated Statement of Cash Flows. Cash received from collections of Sold Receivables is used by the SPV to fund additional purchases of receivables on a revolving basis or to return all or any portion of outstanding capital of the Purchasers. Subsequent collections on the pledged receivables, which havenot been sold, will be classified as operating cash flows at the time of collection.
The amount sold to the Purchasers was $400 million and $300 million at* March 31, 2025and December 31, 2024,respectively, which was derecognized from the respective Consolidated Balance Sheets. As collateral against sold receivables, the SPV maintains a certain level of unsold receivables, which was $279 million and $337 million at March 31, 2025and December 31, 2024,respectively. Total receivables sold under the Securitization Facility were $579 million and $607 million in thethree*-months ended* March 31, 2025and2024,* respectively.
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The following table provides a roll-forward of the allowance for credit losses. The allowance is deducted from the amortized cost basis of accounts receivable in our condensed consolidated balance sheets (in millions):
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Beginning balance | $15 | $17 |
| Provision for credit losses | - | - |
| Amounts written off | (1) | (1) |
| Ending balance | $14 | $16 |
Recent Accounting Pronouncements.In December 2023,the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”)2023-09, Income Taxes (Topic740), Improvements to Income Tax Disclosures.The purpose of this amendment was to enhance the transparency and decision usefulness of income tax disclosures. The amendments in this ASU are effective for annual periods beginning after December 15, 2024.Currently we donot expect that the implementation of these changes will have a material effect on our financial statements.
In* November 2024,the FASB issued ASU2024*-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic220*-40), Disaggregation of Income Statement Expenses.* The purpose of this amendment was to improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions. The amendments in this ASU are effective for annual reporting periods beginning after* December 15, 2026,and interim reporting periods beginning after December 15, 2027.Currently we donot* expect that the implementation of these changes will have a material impact on our financial statements.
| 2. | Revenue |
*Revenue Recognition.*We recognize revenue when we have completed a specified service and effectively transferred the control of that service to a customer in return for an amount of consideration we expect to be entitled to receive. The amount of revenue recognized is determined by the amount of consideration specified in a contract with our customers. We have elected to exclude taxes assessed by a governmental authority on transactions with our customers from our revenue. Any unremitted balance is included in current liabilities on our Condensed Consolidated Balance Sheets.
Deferred Revenue. We record a deferred revenue for cash deposits received from our customers that are to be applied as payment once the performance obligation arises and is satisfied. These deposits are recorded as deferred revenue on our balance sheet as advertising deposit liabilities. When we invoice our customers for completed performance obligations, we are unconditionally entitled to receive payment of the invoiced amounts. Therefore, we record invoiced amounts in accounts receivable on our Condensed Consolidated Balance Sheets. We generally require amounts payable under advertising contracts with our political advertising customers to be paid for in advance. We record the receipt of this cash as an advertising deposit liability. Once the advertisement has been broadcast, the revenue is earned, and we record the revenue and reduce the balance in this deposit liability account. We recorded $12 million of revenue in thethree-months ended* March 31, 2025that was included in the advertising deposit liability balance as of December 31, 2024.*We also record other deposit liabilities for cash received in advance for other arrangements, for which revenue is as earned in future periods.
The following table presents our deferred revenue by type (in millions):
| March 31, | December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Advertising deposit liabilities | $13 | $12 |
| Other deposit liabilities | 8 | 17 |
| Total deferred revenue | $21 | $29 |
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*Disaggregation of Revenue.*Revenue from our production companies segment is generated through our direct sales channel. Revenue from our broadcasting segment is generated through both our direct and advertising agency intermediary sales channels. The following table presents our revenue from contracts with customers disaggregated by type of service and sales channel (in millions):
| Three Months Ended | ||
|---|---|---|
| March 31, | ||
| 2025 | 2024 | |
| Market and service type: | ||
| Broadcast advertising: | ||
| Core advertising | $344 | $372 |
| Political | 13 | 27 |
| Total advertising | 357 | 399 |
| Retransmission consent | 379 | 381 |
| Production companies | 27 | 24 |
| Other | 19 | 19 |
| Total revenue | $782 | $823 |
| Sales Channel: | ||
| Direct | $566 | $556 |
| Advertising agency intermediary | 216 | 267 |
| Total revenue | $782 | $823 |
| 3. | Long-term Debt |
As of* March 31, 2025and December 31, 2024,long-term debt consisted of obligations under our2019* Senior Credit Agreement (as defined below), our 5.875% senior notes due2026 (the*“2026* Notes”), our 7.0% senior notes due2027 (the*“2027* Notes”), our 4.75% senior notes due2030 (the*“2030* Notes”) and our 5.375% notes due2031 (the*“2031* Notes”), as follows (in millions):
| March 31, | December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Long-term debt: | ||
| 2019 Senior Credit Facility: | ||
| 2021 Term Loan (matures December 1, 2028) | $1,380 | $1,395 |
| 2024 Term Loan (matures June 4, 2029) | 496 | 498 |
| 2026 Notes (matures July 15, 2026) | 10 | 10 |
| 2027 Notes (matures May 15, 2027) | 528 | 528 |
| 2029 Notes (matures July 15, 2029) | 1,250 | 1,250 |
| 2030 Notes (matures October 15, 2030) | 790 | 790 |
| 2031 Notes (matures November 15, 2031) | 1,219 | 1,219 |
| Total outstanding principal, including current portion | 5,673 | 5,690 |
| Unamortized deferred loan costs - Senior Credit Facility | (31) | (34) |
| Unamortized deferred loan costs - 2027 Notes | (3) | (3) |
| Unamortized deferred loan costs - 2029 Notes | (12) | (12) |
| Unamortized deferred loan costs - 2030 Notes | (7) | (8) |
| Unamortized deferred loan costs - 2031 Notes | (11) | (12) |
| Less current portion | (20) | (20) |
| Long-term debt, less deferred financing costs | $5,589 | $5,601 |
| Borrowing availability under Revolving Credit Facility | $692 | $674 |
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Revolving Credit Facility. On* March 31, 2025,we entered into afourth* amendment (the “Fourth Amendment”) of our Senior Credit Agreement. The Fourth Amendment, among other things, increases the aggregate commitments under the Revolving Credit Facility (the “Revolving Credit Facility”) by $20 million, resulting in aggregate commitments under the Revolving Credit Facility of $700 million. Borrowings under the Revolving Credit Facility bear interest, at our option, at either the SOFR rate or the Base Rate, in each case, plus an applicable margin. The costs associated with the amendment werenot material.
Because of their relationship to the interest rate caps, described below, borrowings under the2021 Term Loan and2019 Term Loan bear interest at the1-month SOFR rate, plus applicable margin. As of* March 31, 2025,the interest rate on the balance outstanding under the2024* Term Loan and the2021Term Loan were 7.4% and 9.6%, respectively.
Repurchase of Debt. On* May 6, 2024,our Board of Directors authorized us to use up to $250 million of available liquidity to repurchase our outstanding indebtedness. On November 20, 2024,our Board of Directors replenished and extended the repurchase authorization through December 31, 2025.The extent of such repurchases, including the amount and timing of any repurchases, will depend on general market conditions, regulatory requirements, alternative investment opportunities and other considerations. This repurchase program doesnot* require us to repurchase a minimum amount of debt, and it* may*be modified, suspended or terminated at any time without prior notice. We currently have approximately $240 million of availability to repurchase our outstanding indebtedness remaining under this authorization.
Interest Rate Caps. On* February 23, 2023,we entered intotwo* interest rate caps pursuant to an International Swaps and Derivatives Association Master Agreement (the “ISDA Master Agreement”) withtwo counterparties, Wells Fargo Bank, NA and Truist Bank, respectively. On* June 25, 2024,we amended the notional amount of the interest rate caps in order to better match the outstanding amounts of the related outstanding indebtedness. At March 31, 2025and December 31, 2024,the caps had a combined notional value of approximately $1.9 billion and mature on December 31, 2025.The interest rate caps protect us against adverse fluctuations in interest rates by reducing our exposure to variability in cash flows on a portion of our variable-rate debt. The interest rate caps are designated as cash flow hedges of our risk of changes in our cash flows attributable to changes in1*-month SOFR on our outstanding variable-rate debt in accordance with ASC815. We elected to apply the optional expedient in ASC848, Reference Rate Reform, that enabled us to consider the amended swaps a continuation of the existing contracts. As a result, the transition didnot have an impact on our hedge accounting or a material impact to our financial statements.
The interest rate caps, as amended, effectively limit the annual interest charged on our2021 Term Loan and our2024 Term Loan to a maximum of1-month Adjusted Term SOFR of4.96% and5.047%. We are required to pay aggregate fees in connection with the interest rate caps of approximately $34 million that is due and payable at maturity on* December 31, 2025.On the initial designation date, we recognized an asset and corresponding liability for the deferred premium payable equal to$34* million. The asset is amortized into interest expense straight-line over the term of the hedging relationship. At* March 31, 2025and December 31, 2024,the recorded value of the asset was $9 million and $12 million, net of accumulated amortization, respectively. At March 31, 2025and December 31, 2024,*the fair value of the derivative liability was $33 million and $32 million, respectively. We present the deferred premium, the asset, and the fair value of the derivative, net within other accrued expenses in our condensed consolidated balance sheets.
The ISDA Master Agreement, together with its related schedules, contain customary representations, warranties and covenants. The interest rate caps werenot entered into for speculative trading purposes. Changes in the fair value of the interest rate caps are reported as a component of other comprehensive income. Actual gains and losses are reclassified into earnings in the same period or periods during which the hedged transaction affects earnings and are presented in the same income statement line item as the earnings effect of the hedged transaction. Gains and losses on the derivative instrument representing hedge components excluded from the assessment of effectiveness are recognized currently in earnings and are presented in the same line of the income statement for the hedged item. We recognized $3 million of amortization expense for the asset during each of thethree months ended* March 31, 2025and2024,* which is included as a component of cash flows from operating activities in our condensed consolidated statements of cash flows. Cash flows received from the counterparties pursuant to the interest rate caps are included as components of cash flows from financing activities in our condensed consolidated statements of cash flows. During thethree months ended* March 31, 2025,we didnot receive a refund of interest under the rate caps. During thethree* months ended* March 31, 2024,*we received $2 million of cash payments from the counterparties that we reclassified as reductions of interest expense from the interest rate caps in our condensed consolidated statements of operations.
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For all of our interest bearing obligations, we made interest payments of approximately $121 million and $75 million during thethree-months ended* March 31, 2025and2024,* respectively. During thethree-months ended* March 31, 2025and2024,* we capitalized less than $1 million of interest payments related to the Assembly Atlanta project, respectively.
As of* March 31, 2025,the aggregate minimum principal maturities of our long-term debt for the remainder of2025* and the succeedingfive years were as follows (in millions):
| Minimum Principal Maturities | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Year · 2019 Senior Credit Agreement · 2026 Notes · 2027 Notes · 2029 Notes · 2030 Notes · 2031 Notes · Total | ||||||||||||
| Remainder of 2025 | $15 | $ | - | $ | - | $ | - | $ | - | $ | - | $15 |
| 2026 | 20 | 10 | - | - | - | - | 30 | |||||
| 2027 | 20 | - | 528 | - | - | - | 548 | |||||
| 2028 | 1,344 | - | - | - | - | - | 1,344 | |||||
| 2029 | 477 | - | - | 1,250 | - | - | 1,727 | |||||
| 2030 | - | - | - | - | 790 | - | 790 | |||||
| Thereafter | - | - | - | - | - | 1,219 | 1,219 | |||||
| Total | $1,876 | $10 | $528 | $1,250 | $790 | $1,219 | $5,673 | |||||
As of* March 31, 2025,there wereno* significant restrictions on the ability of our subsidiaries to distribute cash to us or to the guarantor subsidiaries. The2019 Senior Credit Agreement contains affirmative and restrictive covenants with which we must comply. The2026 Notes, the2027 Notes, the2029 Notes, the2030 Notes and the2031 Notes also include covenants with which we must comply. As of* March 31, 2025and December 31, 2024,*we were in compliance with all required covenants under all our debt obligations.
| 4. | Fair Value Measurement |
We measure certain assets and liabilities at fair value, which are classified by the FASB Codification within the fair value hierarchy as Level1, 2, or3, on the basis of whether the measurement employs observable or unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s own assumptions and consider information about readily available market participant assumptions.
| ● | Level 1: Quoted prices for identical instruments in active markets |
| ● | Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets |
| ● | Level 3: Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable |
Fair value is defined as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. The use of different market assumptions or methodologies could have a material effect on the fair value measurement.
The carrying amounts of accounts receivable, prepaid and other current assets, accounts payable, employee compensation and benefits, accrued interest, other accrued expenses, and deferred revenue approximate fair value at both* March 31, 2025and December 31, 2024.*
At each of* March 31, 2025and December 31, 2024,the carrying amount of our long-term debt was $5.6 billion. The fair value of our long-term debt at March 31, 2025and December 31, 2024was $4.8 billion and $4.6 billion, respectively. The fair value of our long-term debt is based on observable estimates provided bythird* party financial professionals as of each date, and as such is classified within Level2 of the fair value hierarchy.
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The fair value of our interest rate caps are based on observable estimates provided by the counterparties and, as such, are classified within Level2 of the fair value hierarchy. At* March 31, 2025,the fair value of the interest caps was a liability of $33 million, and is recorded within other accrued expenses in our condensed consolidated balance sheets. At December 31, 2024,*the fair value of the interest caps was a liability of $32 million, and was recorded within other long-term liabilities in our condensed consolidated balance sheets.
| 5. | Stockholders’ Equity |
We are authorized to issue 245 million shares in total of all classes of stock consisting of 25 million shares of Class A common stock,200 million shares of common stock, and 20 million shares of “blank check” preferred stock for which our Board of Directors has the authority to determine the rights, powers, limitations and restrictions. The rights of our common stock and Class A common stock are identical, except that our Class A common stock has 10 votes per share and our common stock hasone vote per share.
Our common stock and Class A common stock are entitled to receive cash dividends if declared, on an equal per-share basis. The Board of Directors declared a quarterly cash dividend of $0.08 per share on our common stock and Class A common stock to shareholders of record on each of* March 14, 2025and March 15, 2024,payable on March 31, 2025and March 28, 2024.The total dividend paid was $8 million during each of thethree*-month periods ending* March 31, 2025and2024,* respectively.
Under our various employee benefit plans, we* may,at our discretion, issue authorized and unissued shares, or previously issued shares held in treasury, of our Class A common stock or common stock. As of March 31, 2025,we had reserved 1 million shares and less than 1 million shares of our common stock and Class A common stock, respectively, for future issuance under our2022* Equity and Incentive Compensation Plan (“2022 EICP”). As of* December 31, 2024,we had reserved 3 million shares and 1 million shares of our common stock and Class A common stock, respectively, for future issuance under the2022* EICP. As of* March 31, 2025and December 31, 2024,we also have 10 million shares of our common stock reserved for issuance under our401*(k) plan (as defined below).
| 6. | Retirement Plans |
The components of our net periodic pension benefit are included in miscellaneous income (expense) in our Condensed Consolidated Statements of Operations. During thethree-months ended* March 31, 2025and2024,* the amount recorded as a benefit wasnot material, and we didnot make a contribution to our defined benefit pension plans. During the remainder of2025, we donot expect to make a contribution to these plans.
During thethree-months ended* March 31, 2025,we contributed $7 million in matching cash contributions to the401*(k) plan. During the remainder of2025, we expect to contribute approximately $18 million of matching cash contributions to this plan.
| 7. | Stock-based Compensation |
We recognize compensation expense for stock-based payment awards made to our employees, consultants and directors. Our current stock-based compensation plan is the2022 EICP. Our stock-based compensation expense and related income tax benefit for thethree-months ended* March 31, 2025and2024,* respectively (in millions).
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Stock-based compensation expense, gross | $7 | $6 |
| Income tax benefit at our statutory rate associated with stock-based compensation | (2) | (2) |
| Stock-based compensation expense, net | $5 | $4 |
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All shares of common stock and Class A common stock underlying Restricted stock, restricted stock units and performance awards are counted as issued at target levels under the2022 EICP for purposes of determining the number of shares available for future issuance.
A summary of restricted common stock and Class A common stock activities for thethree-months ended* March 31, 2025and2024,* respectively, is as follows:
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| 2025 · 2024 | |||||
| Weighted- · Weighted- | |||||
| Average · Average | |||||
| Number · Grant Date · Number · Grant Date | |||||
| of · Fair Value · of · Fair Value | |||||
| Shares · Per Share · Shares · Per Share | |||||
| Restricted common stock: | |||||
| Outstanding - beginning of period | 2,567,707 | $9.03 | 1,467,936 | $12.17 | |
| Granted (1) | 1,105,758 | 4.09 | 1,126,296 | 8.10 | |
| Vested | (541,424) | 12.14 | (307,276) | 13.78 | |
| Outstanding - end of period | 3,132,041 | $6.75 | 2,286,956 | $9.95 | |
| Restricted Class A common stock: | |||||
| Outstanding - beginning of period | 1,589,020 | $9.78 | 1,148,233 | $12.37 | |
| Granted (1) | 961,422 | 6.97 | 823,393 | 8.25 | |
| Vested | (422,028) | 12.26 | (318,733) | 13.17 | |
| Outstanding - end of period | 2,128,414 | $8.02 | 1,652,893 | $10.16 | |
| Restricted stock units - common stock: | |||||
| Outstanding - beginning of period | 1,229,390 | $5.72 | 587,168 | $11.50 | |
| Granted | - | - | 1,229,390 | 5.72 | |
| Vested | (1,163,515) | 5.72 | (564,793) | 11.50 | |
| Forfeited | (65,875) | 5.72 | (22,375) | 11.50 | |
| Outstanding - end of period | - | $ | - | 1,229,390 | $5.72 |
| (1) | For awards subject to future performance conditions, amounts assume target performance. |
| 8. | Leases |
As a Lessee. We determine if an arrangement is a lease at its inception. We lease land, facilities and equipment fromthird parties primarily through operating leases. Operating lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. We generally use our incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future payments, because the implicit rate of the lease is generallynot known. Right-of-use (“ROU”) assets related to our operating lease liabilities are measured at lease inception based on the initial measurement of the lease liability, plus any prepaid lease payments and less any lease incentives. Our lease terms that are used in determining our operating lease liabilities at lease inception* may*include options to extend or terminate the leases when it is reasonably certain that we will exercise such options. We amortize our ROU assets as operating lease expense generally on a straight-line basis over the lease term and classify both the lease amortization and imputed interest as operating expenses. We have lease agreements with lease and non-lease components, and in such cases, we generally account for the components separately with only the lease component included in the calculation of the right of use asset and lease liability.
As of* March 31, 2025,our operating leases for assets leased fromthird* parties substantially have remaining terms ofone year to 99 years, some of which include options to extend and/or terminate the leases. We donot recognize lease assets and lease liabilities for any lease with an original lease term of less thanone year.
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Cash flow movements related to our lease activities for assets leased fromthird parties are included in other assets and accounts payable and other liabilities as presented in net cash provided by operating activities in our condensed consolidated statement of cash flows for thethree-months ended* March 31, 2025and2024.*
As of* March 31, 2025,the weighted average remaining term of our operating leases was 9 years. The weighted average discount rate used to calculate the values associated with our operating leases was 6.79%. The table below describes the nature of lease expense and classification of operating lease expense recognized in our operating expenses in thethree*-months ended* March 31, 2025and2024* (in millions):
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Lease expense | ||
| Operating lease expense | $4 | $4 |
| Short-term lease expense | 2 | 1 |
| Total lease expense | $6 | $5 |
The maturities of operating lease liabilities as of* March 31, 2025,for the remainder of2025* and the succeedingfive years were as follows (in millions):
| Year Ending December 31, | Operating Leases |
|---|---|
| Remainder of 2025 | $11 |
| 2026 | 14 |
| 2027 | 12 |
| 2028 | 9 |
| 2029 | 9 |
| Thereafter | 44 |
| Total lease payments | 99 |
| Less: Imputed interest | (26) |
| Present value of lease liabilities | $73 |
As a Lessor. We lease or sublease our owned or leased production facilities, land, towers and office space through operating leases withthird parties. Payments received associated with these leases consist of fixed and variable payments. Fixed payments are received for the rental of space including fixed rate rent escalations over the applicable term of the lease agreements. Variable payments are received for short-term rental of space, variable rent escalations and reimbursement of operating costs related to the asset leased or subleased.
We recognize revenue from fixed payments on a straight-line basis over the applicable term of the lease agreements, whose lives range betweenone and 15 years.** *The excess of straight-line revenue recognized over the fixed payments received is recorded as deferred rent receivable in other assets on our condensed consolidated balance sheets. The deferred rent receivable balance was $9 million at each of March 31, 2025and December 31, 2024.*We recognize revenue from variable payments each period as earned.
Cash flow activities related to our lease activities for assets we lease tothird parties are included in other assets and accounts receivable as presented in net cash provided by operating activities in our condensed consolidated statement of cash flows.
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The following table describes the nature of our lease revenue and classification of operating lease revenue recognized in thethree-months ended* March 31, 2025and2024* (in millions):
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Operating lease revenue: | ||
| Fixed lease revenue | $5 | $5 |
| Variable lease revenue | 4 | 4 |
| Total operating lease revenue | $9 | $9 |
The following table presents our future minimum rental receipts for non-cancelable leases and subleases as of* March 31, 2025 (*in millions):
| Year Ending December 31, | |
|---|---|
| Remainder of 2025 | $19 |
| 2026 | 24 |
| 2027 | 23 |
| 2028 | 23 |
| 2029 | 23 |
| Thereafter | 226 |
| Total lease receipts | $338 |
| 9. | Commitments and Contingencies |
We are and expect to continue to be subject to legal actions, proceedings and claims that arise in the normal course of our business. In the opinion of management, the amount of ultimate liability, if any, with respect to these actions, proceedings and claims willnot materially affect our financial position, results of operations or cash flows, although legal proceedings are subject to inherent uncertainties, and unfavorable rulings or events could have a material adverse impact on our financial position, results of operations or cash flows.
| 10. | Goodwill and Intangible Assets |
As of* March 31, 2025and December 31, 2024,*our intangible assets and related accumulated amortization consisted of the following (in millions):
| As of March 31, 2025 · As of December 31, 2024 | ||||||
|---|---|---|---|---|---|---|
| Accumulated | Accumulated | |||||
| Gross | Amortization | Net | Gross | Amortization | Net | |
| Intangible assets not currently subject to amortization: | ||||||
| Broadcast licenses | $5,366 | $(54) | $5,312 | $5,365 | $(54) | $5,311 |
| Goodwill | 2,642 | - | 2,642 | 2,642 | - | 2,642 |
| $8,008 | $(54) | $7,954 | $8,007 | $(54) | $7,953 | |
| Intangible assets subject to amortization: | ||||||
| Network affiliation agreements | $216 | $(167) | $49 | $216 | $(160) | $56 |
| Other finite-lived intangible assets | 991 | (779) | 212 | 992 | (758) | 234 |
| $1,207 | $(946) | $261 | $1,208 | $(918) | $290 | |
| Total intangible assets | $9,215 | $(1,000) | $8,215 | $9,215 | $(972) | $8,243 |
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Amortization expense for thethree-months ended* March 31, 2025and2024* was $29 million and $31 million, respectively. Based on the current amount of intangible assets subject to amortization, we expect that amortization expense for the remainder of2025 will be approximately $85 million, and, for the succeedingfive years, amortization expense will be approximately as follows:2026, $83 million;2027, $47 million;2028, $13 million;2029, $3 million; and2030, $2 million. If and when acquisitions and dispositions occur in the future, actual amounts* may*vary from these estimates.
| 11. | Income Taxes |
For thethree-months ended* March 31, 2025and2024,* our income tax (benefit) expense and effective income tax rates were as follows (dollars in millions):
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Income tax (benefit) expense | $(15) | $31 |
| Effective income tax rate | 63% | 26% |
We estimate our differences between taxable income or loss and recorded income or loss on an annual basis. Our tax provision for each quarter is based upon these full year projections, which are revised each reporting period. These projections incorporate estimates of permanent differences between GAAP income or loss and taxable income or loss, state income taxes and adjustments to our liability for unrecognized tax benefits to adjust our statutory Federal income tax rate of 21% to our effective income tax rate. For thethree-months ended* March 31, 2025,these estimates increased our statutory Federal income tax rate to our effective income tax rate of 63% as follows: state income taxes that added 15%; permanent differences added 39%; restricted stock differences resulted in a decrease of 12%. For thethree*-months ended* March 31, 2024,*these estimates increased our statutory Federal income tax rate to our effective income tax rate of 26% as follows: state income taxes that added 4%; permanent differences added 1%; restricted stock differences resulted in an increase of 2% and changes in our reserves for uncertain tax positions resulted in a decrease of 2%.
During thefirst quarter of2025, we madeno material federal or state income tax payments. During the remainder of2025, we anticipate making income tax payments within a range of $48 million to $68 million. As of* March 31, 2025,we have an aggregate of approximately $252 million of various state operating loss carryforwards, of which we expect that approximately $173 million willnot* be utilized due to section382 limitations and those that will expire prior to utilization. After applying our state effective tax rate, this amount is included in our valuation allowance for deferred tax assets.
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| 12. | Segment information |
The Company’s chief operating decision maker (“CODM”) is the chief executive officer (“CEO”). The CODM assesses segment performance and allocates resources to each segment by using each segment’s operating profit. The CODM uses operating profit for each segment in the annual budgeting and forecasting process as well as reviewing segment operating profit quarterly when making decisions about allocating capital and operating resources to segments. Disaggregated total assets and goodwill by segment arenot regularly provided to the CODM. The following tables present our business segment information (in millions):
| Production | |||||
|---|---|---|---|---|---|
| As of and for the three months ended March 31, 2025: · Broadcasting · Companies · Other · Consolidated | |||||
| Revenue (less agency commissions) | $755 | $27 | $ | - | $782 |
| Less:(1) | |||||
| Payroll and employee benefits | 215 | 5 | 18 | 238 | |
| Network affiliation fees | 233 | - | - | 233 | |
| Programming | 35 | 4 | - | 39 | |
| Depreciation and amortization | 57 | 6 | - | 63 | |
| Other segment items(2) | 93 | 10 | 14 | 117 | |
| Segment operating income (loss) | $122 | $2 | $(32) | $92 | |
| Other income (expense): | |||||
| Miscellaneous income (expense), net | 1 | ||||
| Interest expense | (118) | ||||
| Gain on early extinguishment of debt | 1 | ||||
| Income before income tax | $(24) | ||||
| Capital expenditures (excluding business combinations) | $10 | $5 | $ | - | $15 |
| Goodwill | $2,614 | $28 | $ | - | $2,642 |
| Investments in broadcasting and technology companies | $54 | $4 | $14 | $72 | |
| Total assets | $9,473 | $708 | $257 | $10,438 | |
| For the three months ended March 31, 2024: | |||||
| Revenue (less agency commissions) | $799 | $24 | $ | - | $823 |
| Less:(1) | |||||
| Payroll and employee benefits | 226 | 6 | 15 | 247 | |
| Network affiliation fees | 234 | - | - | 234 | |
| Programming | 30 | 5 | - | 35 | |
| Depreciation and amortization | 62 | 4 | 1 | 67 | |
| Other segment items(2) | 93 | 10 | 13 | 116 | |
| Segment operating income (loss) | $154 | $(1) | $(29) | $124 | |
| Other income (expense): | |||||
| Miscellaneous income (expense), net | 110 | ||||
| Interest expense | (115) | ||||
| Income before income tax | $119 | ||||
| Capital expenditures (excluding business combinations) | $19 | $15 | $ | - | $34 |
| As of December 31, 2024: | |||||
| Goodwill | $2,614 | $28 | $ | - | $2,642 |
| Investments in broadcasting and technology companies | $49 | $4 | $13 | $66 | |
| Total assets | $9,636 | $681 | $225 | $10,542 | |
(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the chief operating decision maker. Intersegment expenses are included within the amounts shown.
(2) Other segment items for each reportable segment includes (gain) loss on disposal of assets, professional services expense, repairs and maintenance expense, occupancy expense (including property tax expense), and certain overhead expenses.
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.