|
|
Maryland
(State or other jurisdiction of
Incorporation or organization)
|
|
52-1494660
(I.R.S. Employer Identification No.)
|
Yes
x
|
|
No
o
|
Yes
x
|
|
No
o
|
Large accelerated filer
x
|
Accelerated filer
o
|
Non-accelerated filer
o
|
Smaller reporting company
o
|
Yes
o
|
|
No
x
|
Title of each class
|
|
Number of shares outstanding as of
October 30, 2015
|
Class A Common Stock
|
|
68,792,483
|
Class B Common Stock
|
|
25,928,357
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Our consolidated total assets as of
September 30, 2015
and
December 31, 2014
include total assets of variable interest entities (VIEs) of
$162.3 million
and
$163.3 million
, respectively, which can only be used to settle the obligations of the VIEs. Our consolidated total liabilities as of
September 30, 2015
and
December 31, 2014
include total liabilities of the VIEs of
$39.6 million
and
$30.0 million
, respectively, for which the creditors of the VIEs have no recourse to us. See
Note 1. Summary of Significant Accounting Policies
.
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Net income
|
$
|
44,034
|
|
|
$
|
48,768
|
|
|
$
|
115,269
|
|
|
$
|
118,026
|
|
Amortization of net periodic pension benefit costs, net of taxes
|
10
|
|
|
41
|
|
|
178
|
|
|
121
|
|
||||
Unrealized gain(loss) on investments, net of taxes
|
—
|
|
|
(319
|
)
|
|
—
|
|
|
285
|
|
||||
Comprehensive income
|
44,044
|
|
|
48,490
|
|
|
115,447
|
|
|
118,432
|
|
||||
Comprehensive income attributable to the noncontrolling interests
|
(779
|
)
|
|
(427
|
)
|
|
(1,945
|
)
|
|
(1,192
|
)
|
||||
Comprehensive income attributable to Sinclair Broadcast Group
|
$
|
43,265
|
|
|
$
|
48,063
|
|
|
$
|
113,502
|
|
|
$
|
117,240
|
|
|
Sinclair Broadcast Group Shareholders
|
|
|
|
|
||||||||||||||||||||||||||||
|
Class A
Common Stock
|
|
Class B
Common Stock
|
|
Additional
Paid-In
Capital
|
|
Accumulated
Deficit
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Noncontrolling
Interests
|
|
Total Equity
(Deficit)
|
||||||||||||||||||||
|
Shares
|
|
Values
|
|
Shares
|
|
Values
|
|
|
|
|
|
|||||||||||||||||||||
BALANCE, December 31, 2013
|
74,145,569
|
|
|
$
|
741
|
|
|
26,028,357
|
|
|
$
|
260
|
|
|
$
|
1,094,918
|
|
|
$
|
(696,996
|
)
|
|
$
|
(2,553
|
)
|
|
$
|
9,334
|
|
|
$
|
405,704
|
|
Dividends declared and paid on Class A and Class B Common Stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(45,322
|
)
|
|
—
|
|
|
—
|
|
|
(45,322
|
)
|
|||||||
Class B Common Stock converted into Class A Common Stock
|
50,000
|
|
|
—
|
|
|
(50,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Repurchases of Class A Common Stock
|
(3,914,506
|
)
|
|
(38
|
)
|
|
—
|
|
|
—
|
|
|
(108,438
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(108,476
|
)
|
|||||||
Class A Common Stock issued pursuant to employee benefit plans
|
185,590
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
9,550
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,552
|
|
|||||||
Tax benefit on share based awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,399
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,399
|
|
|||||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,046
|
)
|
|
(3,046
|
)
|
|||||||
Deconsolidation of variable interest equity
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,518
|
|
|
—
|
|
|
(546
|
)
|
|
(27,772
|
)
|
|
(23,800
|
)
|
|||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
406
|
|
|
—
|
|
|
406
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
116,834
|
|
|
—
|
|
|
1,192
|
|
|
118,026
|
|
|||||||
BALANCE, September 30, 2014
|
70,466,653
|
|
|
$
|
705
|
|
|
25,978,357
|
|
|
$
|
260
|
|
|
$
|
1,001,947
|
|
|
$
|
(625,484
|
)
|
|
$
|
(2,693
|
)
|
|
$
|
(20,292
|
)
|
|
$
|
354,443
|
|
|
Sinclair Broadcast Group Shareholders
|
|
|
|
|
||||||||||||||||||||||||||||
|
Class A
Common Stock
|
|
Class B
Common Stock
|
|
Additional
Paid-In
Capital
|
|
Accumulated
Deficit
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Noncontrolling
Interests
|
|
Total Equity
(Deficit)
|
||||||||||||||||||||
|
Shares
|
|
Values
|
|
Shares
|
|
Values
|
|
|
|
|
|
|||||||||||||||||||||
BALANCE, December 31, 2014
|
69,578,899
|
|
|
$
|
696
|
|
|
25,928,357
|
|
|
$
|
259
|
|
|
$
|
979,202
|
|
|
$
|
(545,820
|
)
|
|
$
|
(6,455
|
)
|
|
$
|
(22,539
|
)
|
|
$
|
405,343
|
|
Dividends declared and paid on Class A and Class B Common Stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(47,104
|
)
|
|
—
|
|
|
—
|
|
|
(47,104
|
)
|
|||||||
Repurchases of Class A Common Stock
|
(1,107,887
|
)
|
|
(11
|
)
|
|
—
|
|
|
—
|
|
|
(28,812
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(28,823
|
)
|
|||||||
Class A Common Stock issued pursuant to employee benefit plans
|
291,911
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
10,616
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,619
|
|
|||||||
Tax benefit on share based awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
703
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
703
|
|
|||||||
Distributions to noncontrolling interests, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,655
|
)
|
|
(6,655
|
)
|
|||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
178
|
|
|
—
|
|
|
178
|
|
|||||||
Issuance of subsidiary stock awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,731
|
|
|
1,731
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
113,324
|
|
|
—
|
|
|
1,945
|
|
|
115,269
|
|
|||||||
BALANCE, September 30, 2015
|
68,762,923
|
|
|
$
|
688
|
|
|
25,928,357
|
|
|
$
|
259
|
|
|
$
|
961,709
|
|
|
$
|
(479,600
|
)
|
|
$
|
(6,277
|
)
|
|
$
|
(25,518
|
)
|
|
$
|
451,261
|
|
|
Nine Months Ended September 30,
|
||||||
|
2015
|
|
2014
|
||||
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES:
|
|
|
|
|
|
||
Net income
|
$
|
115,269
|
|
|
$
|
118,026
|
|
Adjustments to reconcile net income to net cash flows from operating activities:
|
|
|
|
|
|
||
Depreciation of property and equipment
|
75,938
|
|
|
74,972
|
|
||
Amortization of definite-lived intangible and other assets
|
119,439
|
|
|
84,195
|
|
||
Amortization of program contract costs and net realizable value adjustments
|
90,014
|
|
|
76,137
|
|
||
Stock-based compensation expense
|
14,778
|
|
|
11,433
|
|
||
Deferred tax benefit
|
(19,623
|
)
|
|
(23,214
|
)
|
||
Change in assets and liabilities, net of acquisitions:
|
|
|
|
|
|
||
Decrease in accounts receivable
|
563
|
|
|
17,376
|
|
||
Increase in prepaid expenses and other current assets
|
(11,643
|
)
|
|
(13,570
|
)
|
||
Increase in accounts payable and accrued liabilities
|
5,895
|
|
|
76,381
|
|
||
Net change in net income taxes payable/receivable
|
5,623
|
|
|
21,569
|
|
||
Payments on program contracts payable
|
(82,594
|
)
|
|
(69,505
|
)
|
||
Real estate held for development and sale
|
(5,540
|
)
|
|
(12,645
|
)
|
||
Other, net
|
3,369
|
|
|
(2,758
|
)
|
||
Net cash flows from operating activities
|
311,488
|
|
|
358,397
|
|
||
|
|
|
|
||||
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES:
|
|
|
|
|
|
||
Acquisition of property and equipment
|
(72,476
|
)
|
|
(58,151
|
)
|
||
Payments for acquisition of television stations
|
(15,514
|
)
|
|
(1,071,428
|
)
|
||
Payments for acquisition of assets in other operating divisions
|
—
|
|
|
(8,273
|
)
|
||
Purchase of alarm monitoring contracts
|
(31,340
|
)
|
|
(15,647
|
)
|
||
Proceeds from sale of broadcast assets
|
23,650
|
|
|
83,200
|
|
||
Increase in restricted cash
|
—
|
|
|
(92,583
|
)
|
||
Distributions from equity and cost method investees
|
9,972
|
|
|
3,044
|
|
||
Investments in equity and cost method investees
|
(43,068
|
)
|
|
(7,958
|
)
|
||
Proceeds from termination of life insurance policies
|
—
|
|
|
17,042
|
|
||
Other, net
|
1,243
|
|
|
3,892
|
|
||
Net cash flows used in investing activities
|
(127,533
|
)
|
|
(1,146,862
|
)
|
||
|
|
|
|
||||
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES:
|
|
|
|
|
|
||
Proceeds from notes payable and commercial bank financing
|
379,481
|
|
|
1,061,490
|
|
||
Repayments of notes payable, commercial bank financing and capital leases
|
(375,104
|
)
|
|
(286,417
|
)
|
||
Dividends paid on Class A and Class B Common Stock
|
(47,104
|
)
|
|
(45,322
|
)
|
||
Repurchase of outstanding Class A Common Stock
|
(28,823
|
)
|
|
(108,438
|
)
|
||
Payments for deferred financing cost
|
(3,847
|
)
|
|
(15,010
|
)
|
||
Noncontrolling interests distributions
|
(6,655
|
)
|
|
(4,294
|
)
|
||
Other, net
|
(196
|
)
|
|
5,702
|
|
||
Net cash flows used in financing activities
|
(82,248
|
)
|
|
607,711
|
|
||
NET INCREASE IN CASH AND CASH EQUIVALENTS
|
101,707
|
|
|
(180,754
|
)
|
||
CASH AND CASH EQUIVALENTS, beginning of period
|
17,682
|
|
|
280,104
|
|
||
CASH AND CASH EQUIVALENTS, end of period
|
$
|
119,389
|
|
|
$
|
99,350
|
|
|
September 30,
2015 |
|
December 31,
2014 |
||||
ASSETS
|
|
|
|
|
|
||
CURRENT ASSETS:
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
490
|
|
|
$
|
491
|
|
Accounts receivable
|
19,952
|
|
|
19,521
|
|
||
Current portion of program contract costs
|
16,776
|
|
|
9,544
|
|
||
Prepaid expenses and other current assets
|
395
|
|
|
297
|
|
||
Total current assets
|
37,613
|
|
|
29,853
|
|
||
|
|
|
|
||||
PROGRAM CONTRACT COSTS, less current portion
|
5,544
|
|
|
6,922
|
|
||
PROPERTY AND EQUIPMENT, net
|
8,238
|
|
|
9,716
|
|
||
GOODWILL
|
787
|
|
|
787
|
|
||
BROADCAST LICENSES
|
16,935
|
|
|
16,935
|
|
||
DEFINITE-LIVED INTANGIBLE ASSETS, net
|
86,274
|
|
|
96,732
|
|
||
OTHER ASSETS
|
6,924
|
|
|
2,376
|
|
||
Total assets
|
$
|
162,315
|
|
|
$
|
163,321
|
|
|
|
|
|
||||
LIABILITIES
|
|
|
|
|
|
||
CURRENT LIABILITIES:
|
|
|
|
|
|
||
Accounts payable
|
$
|
26
|
|
|
$
|
68
|
|
Accrued liabilities
|
1,277
|
|
|
1,297
|
|
||
Current portion of notes payable, capital leases and commercial bank financing
|
3,680
|
|
|
3,659
|
|
||
Current portion of program contracts payable
|
15,904
|
|
|
9,714
|
|
||
Total current liabilities
|
20,887
|
|
|
14,738
|
|
||
|
|
|
|
||||
LONG-TERM LIABILITIES:
|
|
|
|
|
|
||
Notes payable, capital leases and commercial bank financing, less current portion
|
25,458
|
|
|
28,640
|
|
||
Program contracts payable, less current portion
|
12,757
|
|
|
10,161
|
|
||
Long term liabilities
|
9,652
|
|
|
8,739
|
|
||
Total liabilities
|
$
|
68,754
|
|
|
$
|
62,278
|
|
|
MEG
Stations
|
|
KSNV
|
|
Allbritton
|
|
Other
|
|
Total 2014
acquisitions
|
||||||||||
Accounts receivable
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
38,542
|
|
|
$
|
—
|
|
|
$
|
38,542
|
|
Prepaid expenses and other current assets
|
476
|
|
|
67
|
|
|
19,890
|
|
|
79
|
|
|
20,512
|
|
|||||
Program contract costs
|
1,954
|
|
|
482
|
|
|
1,204
|
|
|
2,561
|
|
|
6,201
|
|
|||||
Property and equipment
|
23,462
|
|
|
8,300
|
|
|
46,600
|
|
|
8,400
|
|
|
86,762
|
|
|||||
Broadcast licenses
|
675
|
|
|
—
|
|
|
13,700
|
|
|
125
|
|
|
14,500
|
|
|||||
Definite-lived intangible assets
|
125,925
|
|
|
62,700
|
|
|
564,100
|
|
|
71,025
|
|
|
823,750
|
|
|||||
Other assets
|
—
|
|
|
—
|
|
|
20,352
|
|
|
1,500
|
|
|
21,852
|
|
|||||
Assets held for sale
|
—
|
|
|
—
|
|
|
83,200
|
|
|
—
|
|
|
83,200
|
|
|||||
Accounts payable and accrued liabilities
|
(2,085
|
)
|
|
(277
|
)
|
|
(8,351
|
)
|
|
(1,143
|
)
|
|
(11,856
|
)
|
|||||
Program contracts payable
|
(1,914
|
)
|
|
(481
|
)
|
|
(1,140
|
)
|
|
(2,554
|
)
|
|
(6,089
|
)
|
|||||
Deferred tax liability
|
—
|
|
|
—
|
|
|
(261,291
|
)
|
|
—
|
|
|
(261,291
|
)
|
|||||
Other long term liabilities
|
—
|
|
|
(1,200
|
)
|
|
(17,263
|
)
|
|
—
|
|
|
(18,463
|
)
|
|||||
Fair value of identifiable net assets acquired
|
148,493
|
|
|
69,591
|
|
|
499,543
|
|
|
79,993
|
|
|
797,620
|
|
|||||
Goodwill
|
57,398
|
|
|
48,699
|
|
|
535,694
|
|
|
42,443
|
|
|
684,234
|
|
|||||
Total
|
$
|
205,891
|
|
|
$
|
118,290
|
|
|
$
|
1,035,237
|
|
|
$
|
122,436
|
|
|
$
|
1,481,854
|
|
|
MEG
Stations
|
|
KSNV
|
|
Allbritton
|
|
Other
|
|
Total 2014
acquisitions
|
||||||||||
Network affiliations
|
$
|
56,925
|
|
|
$
|
44,775
|
|
|
$
|
356,900
|
|
|
$
|
42,625
|
|
|
$
|
501,225
|
|
Customer relationships
|
46,500
|
|
|
17,925
|
|
|
207,200
|
|
|
27,400
|
|
|
299,025
|
|
|||||
Other intangible assets
|
22,500
|
|
|
—
|
|
|
—
|
|
|
1,000
|
|
|
23,500
|
|
|||||
Fair value of identifiable definite-lived intangible assets acquired
|
$
|
125,925
|
|
|
$
|
62,700
|
|
|
$
|
564,100
|
|
|
$
|
71,025
|
|
|
$
|
823,750
|
|
Estimated goodwill deductible for tax purposes
|
$
|
57,398
|
|
|
$
|
48,699
|
|
|
$
|
—
|
|
|
$
|
42,443
|
|
|
$
|
148,540
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended
September 30, |
||||
|
2014
|
|
2014
|
||||
Total revenues
|
$
|
526,587
|
|
|
$
|
1,527,507
|
|
Net Income
|
$
|
37,081
|
|
|
$
|
97,909
|
|
Net Income attributable to Sinclair Broadcast Group
|
$
|
36,654
|
|
|
$
|
96,717
|
|
Basic earnings per share attributable to Sinclair Broadcast Group
|
$
|
0.38
|
|
|
$
|
0.99
|
|
Diluted earnings per share attributable to Sinclair Broadcast Group
|
$
|
0.37
|
|
|
$
|
0.98
|
|
|
December 31, 2014
|
||
Assets:
|
|
|
|
Accounts receivable
|
$
|
5,101
|
|
Prepaid expenses and other current assets
|
1,403
|
|
|
Total current assets held for sale
|
6,504
|
|
|
|
|
|
|
Property and equipment (a)
|
1,036
|
|
|
Goodwill
|
2,975
|
|
|
Definite-lived intangible assets
|
2,962
|
|
|
Total noncurrent assets held for sale
|
$
|
6,973
|
|
Total assets held for sale
|
$
|
13,477
|
|
Liabilities:
|
|
|
|
Accounts payable
|
$
|
1,096
|
|
Accrued liabilities
|
1,360
|
|
|
Current portion of notes payable, capital leases and commercial bank financing
|
21
|
|
|
Total liabilities held for sale
|
$
|
2,477
|
|
|
Broadcast
|
|
Other Operating Divisions
|
|
Consolidated
|
||||||
Balance at December 31, 2014
|
|
|
|
|
|
||||||
Goodwill
|
$
|
2,377,613
|
|
|
$
|
513
|
|
|
$
|
2,378,126
|
|
Accumulated impairment losses
|
(413,573
|
)
|
|
—
|
|
|
(413,573
|
)
|
|||
|
1,964,040
|
|
|
513
|
|
|
1,964,553
|
|
|||
Acquisition of television stations
|
1,514
|
|
|
—
|
|
|
1,514
|
|
|||
Measurement period adjustments related to 2014 acquisitions
|
(17,614
|
)
|
|
—
|
|
|
(17,614
|
)
|
|||
Change in assets held for sale (a)
|
—
|
|
|
2,975
|
|
|
2,975
|
|
|||
Balance at September 30, 2015
|
|
|
|
|
|
||||||
Goodwill
|
2,361,513
|
|
|
3,488
|
|
|
2,365,001
|
|
|||
Accumulated impairment losses
|
(413,573
|
)
|
|
—
|
|
|
(413,573
|
)
|
|||
|
$
|
1,947,940
|
|
|
$
|
3,488
|
|
|
$
|
1,951,428
|
|
|
September 30, 2015
|
||
Balance at December 31, 2014
|
$
|
135,075
|
|
Acquisition of television stations
|
1,684
|
|
|
Sale of broadcast assets
|
(75
|
)
|
|
Measurement period adjustments related to 2014 acquisitions
|
(3,510
|
)
|
|
Balance at September 30, 2015
|
$
|
133,174
|
|
|
As of September 30, 2015
|
||||||||||
|
Gross Carrying Value
|
|
Accumulated Amortization
|
|
Net
|
||||||
Amortized intangible assets:
|
|
|
|
|
|
||||||
Network affiliation (a)
|
$
|
1,400,316
|
|
|
$
|
(325,111
|
)
|
|
$
|
1,075,205
|
|
Customer relationships (a)
|
759,818
|
|
|
(212,292
|
)
|
|
547,526
|
|
|||
Other (b)
|
218,680
|
|
|
(77,718
|
)
|
|
140,962
|
|
|||
Total
|
$
|
2,378,814
|
|
|
$
|
(615,121
|
)
|
|
$
|
1,763,693
|
|
|
As of December 31, 2014
|
||||||||||
|
Gross Carrying Value
|
|
Accumulated Amortization
|
|
Net
|
||||||
Amortized intangible assets:
|
|
|
|
|
|
||||||
Network affiliation (a)
|
$
|
1,396,792
|
|
|
$
|
(257,526
|
)
|
|
$
|
1,139,266
|
|
Customer relationships (a)
|
749,292
|
|
|
(177,453
|
)
|
|
571,839
|
|
|||
Other (b)
|
174,442
|
|
|
(67,284
|
)
|
|
107,158
|
|
|||
Total
|
$
|
2,320,526
|
|
|
$
|
(502,263
|
)
|
|
$
|
1,818,263
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Income (Numerator)
|
|
|
|
|
|
|
|
|
|
||||||
Net Income
|
$
|
44,034
|
|
|
$
|
48,768
|
|
|
$
|
115,269
|
|
|
$
|
118,026
|
|
Net (income) loss attributable to noncontrolling interests
|
(779
|
)
|
|
(427
|
)
|
|
(1,945
|
)
|
|
(1,192
|
)
|
||||
Numerator for diluted earnings per common share available to common shareholders
|
$
|
43,255
|
|
|
$
|
48,341
|
|
|
$
|
113,324
|
|
|
$
|
116,834
|
|
|
|
|
|
|
|
|
|
||||||||
Shares (Denominator)
|
|
|
|
|
|
|
|
|
|
|
|||||
Weighted-average common shares outstanding
|
95,002
|
|
|
97,154
|
|
|
95,146
|
|
|
97,712
|
|
||||
Dilutive effect of stock-settled appreciation rights, restricted stock awards and outstanding stock options
|
690
|
|
|
742
|
|
|
691
|
|
|
702
|
|
||||
Weighted-average common and common equivalent shares outstanding
|
95,692
|
|
|
97,896
|
|
|
95,837
|
|
|
98,414
|
|
For the three months ended September 30, 2015
|
|
Broadcast
|
|
Other
Operating
Divisions
|
|
Corporate
|
|
Consolidated
|
||||||||
Revenue
|
|
$
|
525,970
|
|
|
$
|
22,434
|
|
|
$
|
—
|
|
|
$
|
548,404
|
|
Depreciation of property and equipment
|
|
24,531
|
|
|
666
|
|
|
279
|
|
|
25,476
|
|
||||
Amortization of definite-lived intangible assets and other assets
|
|
37,601
|
|
|
2,413
|
|
|
—
|
|
|
40,014
|
|
||||
Amortization of program contract costs and net realizable value adjustments
|
|
29,841
|
|
|
—
|
|
|
—
|
|
|
29,841
|
|
||||
General and administrative overhead expenses
|
|
13,880
|
|
|
943
|
|
|
1,386
|
|
|
16,209
|
|
||||
Operating income (loss)
|
|
105,353
|
|
|
720
|
|
|
(6,467
|
)
|
|
99,606
|
|
||||
Interest expense
|
|
—
|
|
|
1,305
|
|
|
47,261
|
|
|
48,566
|
|
||||
Income from equity and cost method investments
|
|
—
|
|
|
252
|
|
|
—
|
|
|
252
|
|
||||
Assets
|
|
4,918,943
|
|
|
399,546
|
|
|
161,958
|
|
|
5,480,447
|
|
For the three months ended September 30, 2014
|
|
Broadcast
|
|
Other
Operating
Divisions
|
|
Corporate
|
|
Consolidated
|
||||||||
Revenue
|
|
$
|
476,538
|
|
|
$
|
18,418
|
|
|
$
|
—
|
|
|
$
|
494,956
|
|
Depreciation of property and equipment
|
|
24,516
|
|
|
559
|
|
|
267
|
|
|
25,342
|
|
||||
Amortization of definite-lived intangible assets and other assets
|
|
32,724
|
|
|
1,754
|
|
|
—
|
|
|
34,478
|
|
||||
Amortization of program contract costs and net realizable value adjustments
|
|
28,622
|
|
|
—
|
|
|
—
|
|
|
28,622
|
|
||||
General and administrative overhead expenses
|
|
13,790
|
|
|
68
|
|
|
1,360
|
|
|
15,218
|
|
||||
Operating income (loss)
|
|
104,776
|
|
|
897
|
|
|
(4,010
|
)
|
|
101,663
|
|
||||
Interest expense
|
|
—
|
|
|
1,036
|
|
|
46,914
|
|
|
47,950
|
|
||||
Income from equity and cost method investments
|
|
—
|
|
|
1,928
|
|
|
—
|
|
|
1,928
|
|
For the nine months ended September 30, 2015
|
|
Broadcast
|
|
Other
Operating
Divisions
|
|
Corporate
|
|
Consolidated
|
||||||||
Revenue
|
|
$
|
1,543,804
|
|
|
$
|
63,542
|
|
|
$
|
—
|
|
|
$
|
1,607,346
|
|
Depreciation of property and equipment
|
|
73,056
|
|
|
2,045
|
|
|
837
|
|
|
75,938
|
|
||||
Amortization of definite-lived intangible assets and other assets
|
|
112,724
|
|
|
6,715
|
|
|
—
|
|
|
119,439
|
|
||||
Amortization of program contract costs and net realizable value adjustments
|
|
90,014
|
|
|
—
|
|
|
—
|
|
|
90,014
|
|
||||
General and administrative overhead expenses
|
|
40,036
|
|
|
2,468
|
|
|
3,875
|
|
|
46,379
|
|
||||
Operating income (loss)
|
|
312,726
|
|
|
2,105
|
|
|
(16,338
|
)
|
|
298,493
|
|
||||
Interest expense
|
|
—
|
|
|
3,541
|
|
|
139,337
|
|
|
142,878
|
|
||||
Income from equity and cost method investments
|
|
—
|
|
|
5,405
|
|
|
—
|
|
|
5,405
|
|
For the nine months ended September 30, 2014
|
|
Broadcast
|
|
Other
Operating
Divisions
|
|
Corporate
|
|
Consolidated
|
||||||||
Revenue
|
|
$
|
1,311,931
|
|
|
$
|
50,809
|
|
|
$
|
—
|
|
|
$
|
1,362,740
|
|
Depreciation of property and equipment
|
|
72,455
|
|
|
1,716
|
|
|
801
|
|
|
74,972
|
|
||||
Amortization of definite-lived intangible assets and other assets
|
|
79,238
|
|
|
4,957
|
|
|
—
|
|
|
84,195
|
|
||||
Amortization of program contract costs and net realizable value adjustments
|
|
76,137
|
|
|
—
|
|
|
—
|
|
|
76,137
|
|
||||
General and administrative overhead expenses
|
|
41,189
|
|
|
736
|
|
|
4,948
|
|
|
46,873
|
|
||||
Operating income (loss)
|
|
293,942
|
|
|
1,476
|
|
|
(9,716
|
)
|
|
285,702
|
|
||||
Interest expense
|
|
—
|
|
|
2,986
|
|
|
124,623
|
|
|
127,609
|
|
||||
Income from equity and cost method investments
|
|
—
|
|
|
2,768
|
|
|
—
|
|
|
2,768
|
|
•
|
Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.
|
•
|
Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.
|
•
|
Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions.
|
|
As of September 30, 2015
|
|
As of December 31, 2014
|
||||||||||||
|
Carrying Value
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
||||||||
Level 2:
|
|
|
|
|
|
|
|
|
|
|
|
||||
6.375% Senior Unsecured Notes due 2021
|
$
|
350,000
|
|
|
$
|
351,792
|
|
|
$
|
350,000
|
|
|
$
|
355,800
|
|
6.125% Senior Unsecured Notes due 2022
|
500,000
|
|
|
500,510
|
|
|
500,000
|
|
|
503,475
|
|
||||
5.625% Senior Unsecured Notes due 2024
|
550,000
|
|
|
511,500
|
|
|
550,000
|
|
|
532,813
|
|
||||
5.375% Senior Unsecured Notes due 2021
|
600,000
|
|
|
576,066
|
|
|
600,000
|
|
|
595,068
|
|
||||
Term Loan A
|
322,808
|
|
|
320,387
|
|
|
348,073
|
|
|
341,982
|
|
||||
Term Loan B
|
1,379,299
|
|
|
1,365,467
|
|
|
1,035,883
|
|
|
1,029,997
|
|
||||
Revolving credit facility
|
—
|
|
|
—
|
|
|
338,000
|
|
|
338,000
|
|
||||
Debt of variable interest entities
|
27,553
|
|
|
27,553
|
|
|
30,167
|
|
|
30,167
|
|
||||
Debt of other operating divisions
|
147,773
|
|
|
147,773
|
|
|
118,822
|
|
|
118,822
|
|
|
Sinclair
Broadcast Group, Inc. |
|
Sinclair
Television Group, Inc. |
|
Guarantor
Subsidiaries and KDSM, LLC |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Sinclair
Consolidated |
||||||||||||
Cash
|
$
|
—
|
|
|
$
|
97,996
|
|
|
$
|
259
|
|
|
$
|
21,134
|
|
|
$
|
—
|
|
|
$
|
119,389
|
|
Accounts and other receivables
|
—
|
|
|
—
|
|
|
358,831
|
|
|
30,119
|
|
|
(1,840
|
)
|
|
387,110
|
|
||||||
Other current assets
|
3,389
|
|
|
4,427
|
|
|
133,404
|
|
|
29,021
|
|
|
(4,491
|
)
|
|
165,750
|
|
||||||
Total current assets
|
3,389
|
|
|
102,423
|
|
|
492,494
|
|
|
80,274
|
|
|
(6,331
|
)
|
|
672,249
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Property and equipment, net
|
3,168
|
|
|
21,815
|
|
|
558,045
|
|
|
171,961
|
|
|
(8,327
|
)
|
|
746,662
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Investment in consolidated subsidiaries
|
445,261
|
|
|
3,448,508
|
|
|
4,179
|
|
|
—
|
|
|
(3,897,948
|
)
|
|
—
|
|
||||||
Goodwill
|
—
|
|
|
—
|
|
|
1,947,153
|
|
|
4,275
|
|
|
—
|
|
|
1,951,428
|
|
||||||
Broadcast licenses
|
—
|
|
|
—
|
|
|
116,239
|
|
|
16,935
|
|
|
—
|
|
|
133,174
|
|
||||||
Definite-lived intangible assets
|
—
|
|
|
—
|
|
|
1,618,218
|
|
|
206,671
|
|
|
(61,196
|
)
|
|
1,763,693
|
|
||||||
Other long-term assets
|
57,036
|
|
|
641,820
|
|
|
113,984
|
|
|
155,148
|
|
|
(754,747
|
)
|
|
213,241
|
|
||||||
Total assets
|
$
|
508,854
|
|
|
$
|
4,214,566
|
|
|
$
|
4,850,312
|
|
|
$
|
635,264
|
|
|
$
|
(4,728,549
|
)
|
|
$
|
5,480,447
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accounts payable and accrued liabilities
|
$
|
165
|
|
|
$
|
56,461
|
|
|
$
|
192,444
|
|
|
$
|
28,131
|
|
|
$
|
(4,731
|
)
|
|
$
|
272,470
|
|
Current portion of long-term debt
|
55
|
|
|
55,344
|
|
|
1,525
|
|
|
10,298
|
|
|
—
|
|
|
67,222
|
|
||||||
Current portion of affiliate long-term debt
|
1,603
|
|
|
—
|
|
|
1,238
|
|
|
1,320
|
|
|
(1,125
|
)
|
|
3,036
|
|
||||||
Other current liabilities
|
1,208
|
|
|
—
|
|
|
133,383
|
|
|
16,086
|
|
|
(1,485
|
)
|
|
149,192
|
|
||||||
Total current liabilities
|
3,031
|
|
|
111,805
|
|
|
328,590
|
|
|
55,835
|
|
|
(7,341
|
)
|
|
491,920
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Long-term debt
|
—
|
|
|
3,607,345
|
|
|
33,179
|
|
|
164,353
|
|
|
—
|
|
|
3,804,877
|
|
||||||
Affiliate long-term debt
|
2,284
|
|
|
—
|
|
|
11,779
|
|
|
360,036
|
|
|
(358,229
|
)
|
|
15,870
|
|
||||||
Other liabilities
|
26,760
|
|
|
30,122
|
|
|
1,043,471
|
|
|
173,657
|
|
|
(557,491
|
)
|
|
716,519
|
|
||||||
Total liabilities
|
32,075
|
|
|
3,749,272
|
|
|
1,417,019
|
|
|
753,881
|
|
|
(923,061
|
)
|
|
5,029,186
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total Sinclair Broadcast Group equity (deficit)
|
476,779
|
|
|
465,294
|
|
|
3,433,293
|
|
|
(88,965
|
)
|
|
(3,809,622
|
)
|
|
476,779
|
|
||||||
Noncontrolling interests in consolidated subsidiaries
|
—
|
|
|
—
|
|
|
—
|
|
|
(29,652
|
)
|
|
4,134
|
|
|
(25,518
|
)
|
||||||
Total liabilities and equity (deficit)
|
$
|
508,854
|
|
|
$
|
4,214,566
|
|
|
$
|
4,850,312
|
|
|
$
|
635,264
|
|
|
$
|
(4,728,549
|
)
|
|
$
|
5,480,447
|
|
|
Sinclair
Broadcast Group, Inc. |
|
Sinclair
Television Group, Inc. |
|
Guarantor
Subsidiaries and KDSM, LLC |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Sinclair
Consolidated |
||||||||||||
Cash
|
$
|
—
|
|
|
$
|
3,394
|
|
|
$
|
1,749
|
|
|
$
|
12,539
|
|
|
$
|
—
|
|
|
$
|
17,682
|
|
Accounts and other receivables
|
—
|
|
|
164
|
|
|
359,486
|
|
|
25,111
|
|
|
(1,258
|
)
|
|
383,503
|
|
||||||
Other current assets
|
5,741
|
|
|
12,996
|
|
|
98,751
|
|
|
19,225
|
|
|
(11,733
|
)
|
|
124,980
|
|
||||||
Total current assets
|
5,741
|
|
|
16,554
|
|
|
459,986
|
|
|
56,875
|
|
|
(12,991
|
)
|
|
526,165
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Property and equipment, net
|
3,949
|
|
|
17,554
|
|
|
569,372
|
|
|
168,762
|
|
|
(7,099
|
)
|
|
752,538
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Investment in consolidated subsidiaries
|
395,225
|
|
|
3,585,037
|
|
|
3,978
|
|
|
—
|
|
|
(3,984,240
|
)
|
|
—
|
|
||||||
Goodwill
|
—
|
|
|
—
|
|
|
1,963,254
|
|
|
1,299
|
|
|
—
|
|
|
1,964,553
|
|
||||||
Broadcast Licenses
|
—
|
|
|
—
|
|
|
118,115
|
|
|
16,960
|
|
|
—
|
|
|
135,075
|
|
||||||
Definite-lived intangible assets
|
—
|
|
|
—
|
|
|
1,698,919
|
|
|
184,441
|
|
|
(65,097
|
)
|
|
1,818,263
|
|
||||||
Other long-term assets
|
65,988
|
|
|
555,877
|
|
|
134,454
|
|
|
128,247
|
|
|
(670,832
|
)
|
|
213,734
|
|
||||||
Total assets
|
$
|
470,903
|
|
|
$
|
4,175,022
|
|
|
$
|
4,948,078
|
|
|
$
|
556,584
|
|
|
$
|
(4,740,259
|
)
|
|
$
|
5,410,328
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accounts payable and accrued liabilities
|
$
|
541
|
|
|
$
|
46,083
|
|
|
$
|
201,102
|
|
|
$
|
26,802
|
|
|
$
|
(13,680
|
)
|
|
$
|
260,848
|
|
Current portion of long-term debt
|
529
|
|
|
42,953
|
|
|
1,302
|
|
|
68,332
|
|
|
—
|
|
|
113,116
|
|
||||||
Current portion of affiliate long-term debt
|
1,464
|
|
|
—
|
|
|
1,182
|
|
|
1,026
|
|
|
(1,047
|
)
|
|
2,625
|
|
||||||
Other current liabilities
|
1,208
|
|
|
—
|
|
|
107,867
|
|
|
9,749
|
|
|
(1,407
|
)
|
|
117,417
|
|
||||||
Total current liabilities
|
3,742
|
|
|
89,036
|
|
|
311,453
|
|
|
105,909
|
|
|
(16,134
|
)
|
|
494,006
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Long-term debt
|
—
|
|
|
3,638,286
|
|
|
34,338
|
|
|
82,198
|
|
|
—
|
|
|
3,754,822
|
|
||||||
Affiliate long-term debt
|
3,508
|
|
|
—
|
|
|
12,802
|
|
|
319,901
|
|
|
(319,902
|
)
|
|
16,309
|
|
||||||
Other liabilities
|
35,771
|
|
|
28,856
|
|
|
1,003,213
|
|
|
169,935
|
|
|
(497,927
|
)
|
|
739,848
|
|
||||||
Total liabilities
|
43,021
|
|
|
3,756,178
|
|
|
1,361,806
|
|
|
677,943
|
|
|
(833,963
|
)
|
|
5,004,985
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total Sinclair Broadcast Group equity (deficit)
|
427,882
|
|
|
418,844
|
|
|
3,586,272
|
|
|
(94,632
|
)
|
|
(3,910,484
|
)
|
|
427,882
|
|
||||||
Noncontrolling interests in consolidated subsidiaries
|
—
|
|
|
—
|
|
|
—
|
|
|
(26,727
|
)
|
|
4,188
|
|
|
(22,539
|
)
|
||||||
Total liabilities and equity (deficit)
|
$
|
470,903
|
|
|
$
|
4,175,022
|
|
|
$
|
4,948,078
|
|
|
$
|
556,584
|
|
|
$
|
(4,740,259
|
)
|
|
$
|
5,410,328
|
|
|
Sinclair
Broadcast Group, Inc. |
|
Sinclair
Television Group, Inc. |
|
Guarantor
Subsidiaries and KDSM, LLC |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Sinclair
Consolidated |
||||||||||||
Net revenue
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
515,097
|
|
|
$
|
53,845
|
|
|
$
|
(20,538
|
)
|
|
$
|
548,404
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Program and production
|
—
|
|
|
—
|
|
|
185,371
|
|
|
19,548
|
|
|
(18,470
|
)
|
|
186,449
|
|
||||||
Selling, general and administrative
|
930
|
|
|
14,386
|
|
|
102,730
|
|
|
3,392
|
|
|
(33
|
)
|
|
121,405
|
|
||||||
Depreciation, amortization and other operating expenses
|
266
|
|
|
1,040
|
|
|
105,681
|
|
|
35,487
|
|
|
(1,530
|
)
|
|
140,944
|
|
||||||
Total operating expenses
|
1,196
|
|
|
15,426
|
|
|
393,782
|
|
|
58,427
|
|
|
(20,033
|
)
|
|
448,798
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Operating (loss) income
|
(1,196
|
)
|
|
(15,426
|
)
|
|
121,315
|
|
|
(4,582
|
)
|
|
(505
|
)
|
|
99,606
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Equity in earnings of consolidated subsidiaries
|
43,480
|
|
|
88,687
|
|
|
100
|
|
|
—
|
|
|
(132,267
|
)
|
|
—
|
|
||||||
Interest expense
|
(93
|
)
|
|
(45,784
|
)
|
|
(1,140
|
)
|
|
(7,721
|
)
|
|
6,172
|
|
|
(48,566
|
)
|
||||||
Other income (expense)
|
957
|
|
|
(407
|
)
|
|
3
|
|
|
(349
|
)
|
|
—
|
|
|
204
|
|
||||||
Total other income (expense)
|
44,344
|
|
|
42,496
|
|
|
(1,037
|
)
|
|
(8,070
|
)
|
|
(126,095
|
)
|
|
(48,362
|
)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Income tax benefit (provision)
|
107
|
|
|
20,235
|
|
|
(30,126
|
)
|
|
2,574
|
|
|
—
|
|
|
(7,210
|
)
|
||||||
Net income (loss)
|
43,255
|
|
|
47,305
|
|
|
90,152
|
|
|
(10,078
|
)
|
|
(126,600
|
)
|
|
44,034
|
|
||||||
Net income attributable to the noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(799
|
)
|
|
20
|
|
|
(779
|
)
|
||||||
Net income (loss) attributable to Sinclair Broadcast Group
|
$
|
43,255
|
|
|
$
|
47,305
|
|
|
$
|
90,152
|
|
|
$
|
(10,877
|
)
|
|
$
|
(126,580
|
)
|
|
$
|
43,255
|
|
Comprehensive income (loss)
|
$
|
44,044
|
|
|
$
|
47,315
|
|
|
$
|
90,152
|
|
|
$
|
(10,078
|
)
|
|
$
|
(127,389
|
)
|
|
$
|
44,044
|
|
|
Sinclair
Broadcast Group, Inc. |
|
Sinclair
Television Group, Inc. |
|
Guarantor
Subsidiaries and KDSM, LLC |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Sinclair
Consolidated |
||||||||||||
Net revenue
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
466,786
|
|
|
$
|
47,747
|
|
|
$
|
(19,577
|
)
|
|
$
|
494,956
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Program and production
|
—
|
|
|
84
|
|
|
149,488
|
|
|
19,095
|
|
|
(18,404
|
)
|
|
150,263
|
|
||||||
Selling, general and administrative
|
1,129
|
|
|
13,474
|
|
|
94,829
|
|
|
3,589
|
|
|
(500
|
)
|
|
112,521
|
|
||||||
Depreciation, amortization and other operating expenses
|
267
|
|
|
1,187
|
|
|
103,969
|
|
|
25,393
|
|
|
(307
|
)
|
|
130,509
|
|
||||||
Total operating expenses
|
1,396
|
|
|
14,745
|
|
|
348,286
|
|
|
48,077
|
|
|
(19,211
|
)
|
|
393,293
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Operating (loss) income
|
(1,396
|
)
|
|
(14,745
|
)
|
|
118,500
|
|
|
(330
|
)
|
|
(366
|
)
|
|
101,663
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Equity in earnings of consolidated subsidiaries
|
47,744
|
|
|
84,122
|
|
|
—
|
|
|
—
|
|
|
(131,866
|
)
|
|
—
|
|
||||||
Interest expense
|
(138
|
)
|
|
(44,986
|
)
|
|
(1,209
|
)
|
|
(7,119
|
)
|
|
5,502
|
|
|
(47,950
|
)
|
||||||
Other income (expense)
|
2,449
|
|
|
(100
|
)
|
|
5
|
|
|
248
|
|
|
(23
|
)
|
|
2,579
|
|
||||||
Total other income (expense)
|
50,055
|
|
|
39,036
|
|
|
(1,204
|
)
|
|
(6,871
|
)
|
|
(126,387
|
)
|
|
(45,371
|
)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Income tax benefit (provision)
|
(318
|
)
|
|
21,961
|
|
|
(31,678
|
)
|
|
2,511
|
|
|
—
|
|
|
(7,524
|
)
|
||||||
Net income (loss)
|
48,341
|
|
|
46,252
|
|
|
85,618
|
|
|
(4,690
|
)
|
|
(126,753
|
)
|
|
48,768
|
|
||||||
Net income attributable to the noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(447
|
)
|
|
20
|
|
|
(427
|
)
|
||||||
Net income (loss) attributable to Sinclair Broadcast Group
|
$
|
48,341
|
|
|
$
|
46,252
|
|
|
$
|
85,618
|
|
|
$
|
(5,137
|
)
|
|
$
|
(126,733
|
)
|
|
$
|
48,341
|
|
Comprehensive income (loss)
|
$
|
48,490
|
|
|
$
|
46,293
|
|
|
$
|
85,618
|
|
|
$
|
(5,456
|
)
|
|
$
|
(126,455
|
)
|
|
$
|
48,490
|
|
|
Sinclair
Broadcast Group, Inc. |
|
Sinclair
Television Group, Inc. |
|
Guarantor
Subsidiaries and KDSM, LLC |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Sinclair
Consolidated |
||||||||||||
Net revenue
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,514,173
|
|
|
$
|
153,757
|
|
|
$
|
(60,584
|
)
|
|
$
|
1,607,346
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Program and production
|
—
|
|
|
—
|
|
|
535,098
|
|
|
59,947
|
|
|
(56,493
|
)
|
|
538,552
|
|
||||||
Selling, general and administrative
|
3,432
|
|
|
40,598
|
|
|
302,656
|
|
|
9,715
|
|
|
(138
|
)
|
|
356,263
|
|
||||||
Depreciation, amortization and other operating expenses
|
799
|
|
|
2,624
|
|
|
317,240
|
|
|
95,873
|
|
|
(2,498
|
)
|
|
414,038
|
|
||||||
Total operating expenses
|
4,231
|
|
|
43,222
|
|
|
1,154,994
|
|
|
165,535
|
|
|
(59,129
|
)
|
|
1,308,853
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Operating (loss) income
|
(4,231
|
)
|
|
(43,222
|
)
|
|
359,179
|
|
|
(11,778
|
)
|
|
(1,455
|
)
|
|
298,493
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Equity in earnings of consolidated subsidiaries
|
114,176
|
|
|
238,635
|
|
|
—
|
|
|
—
|
|
|
(352,811
|
)
|
|
—
|
|
||||||
Interest expense
|
(301
|
)
|
|
(134,626
|
)
|
|
(3,481
|
)
|
|
(21,898
|
)
|
|
17,428
|
|
|
(142,878
|
)
|
||||||
Other income (expense)
|
3,250
|
|
|
(116
|
)
|
|
269
|
|
|
3,222
|
|
|
—
|
|
|
6,625
|
|
||||||
Total other income (expense)
|
117,125
|
|
|
103,893
|
|
|
(3,212
|
)
|
|
(18,676
|
)
|
|
(335,383
|
)
|
|
(136,253
|
)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Income tax benefit (provision)
|
430
|
|
|
60,435
|
|
|
(113,403
|
)
|
|
5,567
|
|
|
—
|
|
|
(46,971
|
)
|
||||||
Net income (loss)
|
113,324
|
|
|
121,106
|
|
|
242,564
|
|
|
(24,887
|
)
|
|
(336,838
|
)
|
|
115,269
|
|
||||||
Net income attributable to the noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,999
|
)
|
|
54
|
|
|
(1,945
|
)
|
||||||
Net income (loss) attributable to Sinclair Broadcast Group
|
$
|
113,324
|
|
|
$
|
121,106
|
|
|
$
|
242,564
|
|
|
$
|
(26,886
|
)
|
|
$
|
(336,784
|
)
|
|
$
|
113,324
|
|
Comprehensive income (loss)
|
$
|
115,447
|
|
|
$
|
121,132
|
|
|
$
|
242,713
|
|
|
$
|
(24,885
|
)
|
|
$
|
(338,960
|
)
|
|
$
|
115,447
|
|
|
Sinclair
Broadcast Group, Inc. |
|
Sinclair
Television Group, Inc. |
|
Guarantor
Subsidiaries and KDSM, LLC |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Sinclair
Consolidated |
||||||||||||
Net revenue
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,287,200
|
|
|
$
|
136,701
|
|
|
$
|
(61,161
|
)
|
|
$
|
1,362,740
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Program and production
|
—
|
|
|
274
|
|
|
409,661
|
|
|
58,998
|
|
|
(57,328
|
)
|
|
411,605
|
|
||||||
Selling, general and administrative
|
3,169
|
|
|
42,019
|
|
|
255,655
|
|
|
9,500
|
|
|
(1,647
|
)
|
|
308,696
|
|
||||||
Depreciation, amortization and other operating expenses
|
801
|
|
|
3,432
|
|
|
284,248
|
|
|
69,358
|
|
|
(1,102
|
)
|
|
356,737
|
|
||||||
Total operating expenses
|
3,970
|
|
|
45,725
|
|
|
949,564
|
|
|
137,856
|
|
|
(60,077
|
)
|
|
1,077,038
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Operating (loss) income
|
(3,970
|
)
|
|
(45,725
|
)
|
|
337,636
|
|
|
(1,155
|
)
|
|
(1,084
|
)
|
|
285,702
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Equity in earnings of consolidated subsidiaries
|
117,093
|
|
|
221,774
|
|
|
—
|
|
|
—
|
|
|
(338,867
|
)
|
|
—
|
|
||||||
Interest expense
|
(446
|
)
|
|
(118,816
|
)
|
|
(3,675
|
)
|
|
(20,646
|
)
|
|
15,974
|
|
|
(127,609
|
)
|
||||||
Other income (expense)
|
4,036
|
|
|
282
|
|
|
563
|
|
|
533
|
|
|
(63
|
)
|
|
5,351
|
|
||||||
Total other income (expense)
|
120,683
|
|
|
103,240
|
|
|
(3,112
|
)
|
|
(20,113
|
)
|
|
(322,956
|
)
|
|
(122,258
|
)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Income tax benefit (provision)
|
121
|
|
|
58,437
|
|
|
(108,411
|
)
|
|
4,435
|
|
|
—
|
|
|
(45,418
|
)
|
||||||
Net income (loss)
|
116,834
|
|
|
115,952
|
|
|
226,113
|
|
|
(16,833
|
)
|
|
(324,040
|
)
|
|
118,026
|
|
||||||
Net income attributable to the noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,245
|
)
|
|
53
|
|
|
(1,192
|
)
|
||||||
Net income (loss) attributable to Sinclair Broadcast Group
|
$
|
116,834
|
|
|
$
|
115,952
|
|
|
$
|
226,113
|
|
|
$
|
(18,078
|
)
|
|
$
|
(323,987
|
)
|
|
$
|
116,834
|
|
Comprehensive income (loss)
|
$
|
118,432
|
|
|
$
|
116,073
|
|
|
$
|
226,113
|
|
|
$
|
(17,793
|
)
|
|
$
|
(324,393
|
)
|
|
$
|
118,432
|
|
•
|
the business conditions of our advertisers particularly in the automotive and service industries;
|
•
|
competition with other broadcast television stations, radio stations, multi-channel video programming distributors (MVPDs), internet and broadband content providers and other print and media outlets serving in the same markets;
|
•
|
the performance of networks and syndicators that provide us with programming content;
|
•
|
the availability and cost of programming from networks and syndicators, as well as the cost of internally originated programming;
|
•
|
our relationships with networks and their strategies to distribute their programming via means other than their local television affiliates, such as over-the-top content;
|
•
|
the effects of the Federal Communications Commission’s (FCC’s) National Broadband Plan and incentive auction and the potential repacking of our broadcasting spectrum within a limited timeframe;
|
•
|
the potential of additional governmental regulation of broadcasting or changes in those regulations and court actions interpreting those regulations, including ownership regulations limiting over-the-air television’s ability to compete effectively (including regulations relating to Joints Sales Agreements (JSA) and Shared Services Agreements (SSA), and the national ownership cap), arbitrary enforcement of indecency regulations, retransmission consent regulations and political or other advertising restrictions;
|
•
|
labor disputes and legislation and other union activity associated with film, acting, writing and other guilds and professional sports leagues;
|
•
|
the broadcasting community’s ability to develop and adopt a viable mobile digital broadcast television (mobile DTV) strategy and platform, such as the adoption of ATSC 3.0 broadcast standard, and the consumer’s appetite for mobile television;
|
•
|
the impact of programming payments charged by networks pursuant to their affiliation agreements with broadcasters requiring compensation for network programming;
|
•
|
the effects of declining live/appointment viewership as reported through rating systems and local television efforts to adopt and receive credit for same day viewing plus viewing on-demand thereafter;
|
•
|
the ability of local MVPD’s to coordinate and determine local advertising rates as a consortium;
|
•
|
the impact of new FCC rules requiring broadcast stations to publish, among other information, political advertising rates online;
|
•
|
changes in the makeup of the population in the areas where stations are located;
|
•
|
the operation of low power devices in the broadcast spectrum, which could interfere with our broadcast signals;
|
•
|
the impact of FCC and Congressional efforts to limit the ability of a television station to negotiate retransmission consent agreements for the same-market stations it does not own and other FCC efforts which may restrict a television station's retransmission consent negotiations;
|
•
|
Over-the-top (OTT) technologies and their potential impact on cord-cutting
|
•
|
the effectiveness of our management;
|
•
|
our ability to attract and maintain local and national advertising and successfully participate in new sales channels such as programmatic advertising through business partnership ventures and the development of technology;
|
•
|
our ability to service our debt obligations and operate our business under restrictions contained in our financing agreements;
|
•
|
our ability to successfully implement and monetize our own content management system (CMS) designed to provide our viewers significantly improved content via the internet and other digital platforms;
|
•
|
our ability to successfully renegotiate retransmission consent agreements;
|
•
|
our ability to renew our FCC licenses;
|
•
|
our limited ability to obtain FCC approval for any future acquisitions, as well as, in certain cases, customary antitrust clearance for any future acquisitions;
|
•
|
our ability to identify digital media business investment opportunities and to successfully integrate any acquired businesses, as well as the success of our digital initiatives in a competitive environment;
|
•
|
our ability to maintain our affiliation and programming service agreements with our networks and program service providers and at renewal, to successfully negotiate these agreements with favorable terms;
|
•
|
our ability to effectively respond to technology affecting our industry and to increasing competition from other media providers;
|
•
|
the popularity of syndicated programming we purchase, original programming that we internally develop and produce, and network programming that we air;
|
•
|
the strength of ratings for our local news broadcasts including our news sharing arrangements;
|
•
|
the successful execution of our program development and multi-channel broadcasting initiatives including American Sports Network (ASN) and other original programming, and mobile DTV; and
|
•
|
the results of prior year tax audits by taxing authorities.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|
||||||
Net broadcast revenues (a)
|
$
|
497,353
|
|
|
$
|
448,056
|
|
|
$
|
1,463,854
|
|
|
$
|
1,226,088
|
|
Revenues realized from station barter arrangements
|
28,618
|
|
|
28,482
|
|
|
79,950
|
|
|
85,843
|
|
||||
Other operating divisions revenues
|
22,433
|
|
|
18,418
|
|
|
63,542
|
|
|
50,809
|
|
||||
Total revenues
|
548,404
|
|
|
494,956
|
|
|
1,607,346
|
|
|
1,362,740
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Station production expenses
|
186,449
|
|
|
150,263
|
|
|
538,552
|
|
|
411,605
|
|
||||
Station selling, general and administrative expenses
|
105,196
|
|
|
97,303
|
|
|
309,884
|
|
|
261,823
|
|
||||
Expenses recognized from station barter arrangements
|
23,105
|
|
|
24,764
|
|
|
66,898
|
|
|
75,769
|
|
||||
Amortization of program contract costs and net realizable value adjustments
|
29,841
|
|
|
28,622
|
|
|
90,014
|
|
|
76,137
|
|
||||
Depreciation and amortization expenses (b)
|
65,490
|
|
|
59,820
|
|
|
195,377
|
|
|
159,167
|
|
||||
Other operating divisions expenses
|
17,705
|
|
|
14,919
|
|
|
50,194
|
|
|
41,697
|
|
||||
Corporate general and administrative expenses
|
16,209
|
|
|
15,218
|
|
|
46,379
|
|
|
46,873
|
|
||||
Research and development expenses
|
4,803
|
|
|
2,384
|
|
|
11,555
|
|
|
3,967
|
|
||||
Operating income
|
99,606
|
|
|
101,663
|
|
|
298,493
|
|
|
285,702
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Interest expense and amortization of debt discount and deferred financing costs
|
(48,566
|
)
|
|
(47,950
|
)
|
|
(142,878
|
)
|
|
(127,609
|
)
|
||||
Income from equity and cost method investees
|
252
|
|
|
1,928
|
|
|
5,405
|
|
|
2,768
|
|
||||
Other income, net
|
(48
|
)
|
|
651
|
|
|
1,220
|
|
|
2,583
|
|
||||
Income before income taxes
|
51,244
|
|
|
56,292
|
|
|
162,240
|
|
|
163,444
|
|
||||
Income tax provision
|
(7,210
|
)
|
|
(7,524
|
)
|
|
(46,971
|
)
|
|
(45,418
|
)
|
||||
Net income
|
44,034
|
|
|
48,768
|
|
|
115,269
|
|
|
118,026
|
|
||||
Net income attributable to the noncontrolling interests
|
(779
|
)
|
|
(427
|
)
|
|
(1,945
|
)
|
|
(1,192
|
)
|
||||
Net income attributable to Sinclair Broadcast Group
|
$
|
43,255
|
|
|
$
|
48,341
|
|
|
$
|
113,324
|
|
|
$
|
116,834
|
|
|
|
|
|
|
|
|
|
||||||||
Basic and Diluted Earnings Per Common Share Attributable to Sinclair Broadcast Group:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic earnings per share
|
$
|
0.46
|
|
|
$
|
0.50
|
|
|
$
|
1.19
|
|
|
$
|
1.20
|
|
Diluted earnings per share
|
$
|
0.45
|
|
|
$
|
0.49
|
|
|
$
|
1.18
|
|
|
$
|
1.19
|
|
Balance Sheet Data:
|
|
September 30, 2015
|
|
December 31, 2014
|
||||
Cash and cash equivalents
|
|
$
|
119,389
|
|
|
$
|
17,682
|
|
Total assets
|
|
$
|
5,480,447
|
|
|
$
|
5,410,328
|
|
Total debt (c)
|
|
$
|
3,891,005
|
|
|
$
|
3,886,872
|
|
Total equity
|
|
$
|
451,261
|
|
|
$
|
405,343
|
|
•
|
In July 2015, American Sports Network (ASN) announced an agreement with Millennium Dancesport Championships to televise “The Dancesport League” on ASN.
|
•
|
In July 2015, we renewed affiliation agreements with the CBS Network covering 16 markets. The new agreements are effective in 2015 and 2016 as current affiliation agreements expire and run for five years to 2020 and 2021.
|
•
|
In July 2015, we renewed affiliation agreements with the CW Network covering 23 owned markets. At the same time, the CW renewed affiliation agreements with another 9 markets for which Sinclair provides sales and other services. These agreements are effective August 2016 and expire in 2021.
|
•
|
In July 2015, we announced the launch of our Sunday morning national news show “
Full Measure with Sharyl Attkisson
” which debuted on October 4, 2015. The broadcast will air on Sinclair’s affiliates nationwide and be available on their websites. The 30-minute program, which is based in Washington, D.C., focuses on investigative journalism and target accountability in the public and private sectors.
|
•
|
In August 2015, our Board of Directors declared a quarterly dividend of $0.165 per share, payable on September 15, 2015 to the holders of record at the close of business on September 1, 2015.
|
•
|
In September 2015, we were granted authority by the Federal Communications Commission (FCC) to operate an experimental facility in Washington D.C. and Baltimore markets to implement a Single Frequency Network (SFN) using the base elements of the new ATSC 3.0 transmission standard.
|
•
|
In September 2015, ASN entered into a sublicense agreement with ESPN to televise college football and basketball games for the Mid-American Conference (MAC) and college basketball games for the American Athletic Conference (The American), both beginning in the 2015 academic year.
|
•
|
In September 2015, ASN entered into agreements with several top collegiate hockey conferences to broadcast as many as 30 total games per year.
|
•
|
In September 2015, Ring of Honor Wrestling (ROH) signed a six month international broadcast deal with L'Equipe 21, a sports-based television channel in France.
|
•
|
In September 2015, we announced the creation of a news segment called, "
Connect to Congress
", a multimedia initiative that enables Members of Congress in our news markets to communicate with their constituents on a regular basis.
|
•
|
In September 2015, we closed on the acquisition of certain non-license assets of WDSI (FOX) and WFLI (CW) in Chattanooga, Tennessee, from New Age Media.
|
•
|
In October 2015, we entered into a definitive agreement to purchase the broadcast assets of WBST (CBS) in South Bend-Elkhart, Indiana, owned by Schurz Communications, Inc., and to sell the broadcast assets of WLUC (NBC and FOX) in Marquette, Michigan to Gray Television, Inc. We anticipate that the swap will close at the end of 2015 or beginning of 2016, subject to the satisfaction of standard closing conditions.
|
•
|
In October 2015, we premiered, together with Metro-Goldwyn-Mayer (MGM), COMET-TV, the first-ever 24 hour/7 day per week science fiction multi-channel network.
|
•
|
In October 2015, we entered into a definitive agreement to acquire KUQI (FOX), KTOV-LP (MNT) and KXPX-LP (Retro TV) in Corpus Christi, Texas from High Maintenance, LLC for $9.3 million. The transaction is expected to close at the end of 2015 or beginning of 2016, subject to receipt of regulatory approvals and the satisfaction of standard closing conditions.
|
•
|
In October, the Company entered into a definitive agreement to acquire KFXL (FOX) and KHGI, KHGI-LD, KWNB and KWNB-LD (ABC), in Lincoln, Nebraska for $31.25 million. The transaction, subject to bankruptcy court and FCC approval and subject to standard closing conditions, is expected to close at the end of 2015 or beginning of 2016. The Company expects to fund the purchase price at closing, through cash on hand.
|
•
|
In November 2015, our Board of Directors declared a quarterly dividend of $0.165 per share, payable on December 15, 2015 to the holders of record at the close of business on December 1, 2015.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||||||||
|
2015
|
|
2014
|
|
Percent
Change
|
|
2015
|
|
2014
|
|
Percent
Change
|
||||||||||
Local revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Non-political
|
$
|
404.3
|
|
|
$
|
337.9
|
|
|
19.7
|
%
|
|
$
|
1,193.4
|
|
|
$
|
958.1
|
|
|
24.6
|
%
|
Political
|
3.2
|
|
|
4.0
|
|
|
(b)
|
|
|
5.4
|
|
|
6.8
|
|
|
(b)
|
|
||||
Total local
|
407.5
|
|
|
341.9
|
|
|
19.2
|
%
|
|
1,198.8
|
|
|
964.9
|
|
|
24.2
|
%
|
||||
National revenues (a):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Non-political
|
85.2
|
|
|
76.4
|
|
|
11.5
|
%
|
|
256.4
|
|
|
216.5
|
|
|
18.4
|
%
|
||||
Political
|
4.7
|
|
|
29.8
|
|
|
(b)
|
|
|
8.7
|
|
|
44.7
|
|
|
(b)
|
|
||||
Total national
|
89.9
|
|
|
106.2
|
|
|
(15.3
|
)%
|
|
265.1
|
|
|
261.2
|
|
|
1.5
|
%
|
||||
Total net broadcast revenues
|
$
|
497.4
|
|
|
$
|
448.1
|
|
|
11.0
|
%
|
|
$
|
1,463.9
|
|
|
$
|
1,226.1
|
|
|
19.4
|
%
|
|
# of channels (a)
|
|
Percent of Net Time Sales for the
|
|
Net Time Sales
Percent Change
|
|
Percent of Net Time Sales for the
|
|
Net Time Sales
Percent Change
|
||||
|
|
Three months ended September 30,
|
|
|
Nine months ended September 30,
|
|
|||||||
|
|
2015
|
|
2014
|
|
|
2015
|
|
2014
|
|
|||
ABC
|
32
|
|
28.1%
|
|
28.2%
|
|
(0.8)%
|
|
28.6%
|
|
23.4%
|
|
39.6%
|
FOX
|
47
|
|
26.1%
|
|
25.3%
|
|
2.6%
|
|
25.8%
|
|
28.3%
|
|
(0.6)%
|
CBS
|
29
|
|
17.6%
|
|
19.3%
|
|
(20.7)%
|
|
17.5%
|
|
19.8%
|
|
(9.3)%
|
NBC
|
22
|
|
11.7%
|
|
8.9%
|
|
31.1%
|
|
11.8%
|
|
9.3%
|
|
38.5%
|
The CW
|
44
|
|
8.1%
|
|
7.7%
|
|
1.4%
|
|
8.1%
|
|
8.5%
|
|
1.5%
|
MyNetworkTV
|
34
|
|
6.7%
|
|
8.2%
|
|
(19.3)%
|
|
6.7%
|
|
8.3%
|
|
(12.4)%
|
Other (b)
|
176
|
|
1.7%
|
|
2.4%
|
|
(96.6)%
|
|
1.5%
|
|
2.5%
|
|
(97.8)%
|
Total
|
384
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30,
|
|
Percent Change
(Increase/(Decrease))
|
|
Nine months ended September 30,
|
|
Percent Change
(Increase/(Decrease))
|
||||||||||||||
|
2015
|
|
2014
|
|
|
2015
|
|
2014
|
|
||||||||||||
Station production expenses
|
$
|
186.4
|
|
|
$
|
150.3
|
|
|
24.0
|
%
|
|
$
|
538.6
|
|
|
$
|
411.6
|
|
|
30.9
|
%
|
Station selling, general and administrative expenses
|
$
|
105.2
|
|
|
$
|
97.3
|
|
|
8.1
|
%
|
|
$
|
309.9
|
|
|
$
|
261.8
|
|
|
18.4
|
%
|
Amortization of program contract costs and net realizable value adjustments
|
$
|
29.8
|
|
|
$
|
28.6
|
|
|
4.2
|
%
|
|
$
|
90.0
|
|
|
$
|
76.1
|
|
|
18.3
|
%
|
Corporate general and administrative expenses
|
$
|
13.9
|
|
|
$
|
13.8
|
|
|
0.7
|
%
|
|
$
|
40.0
|
|
|
$
|
41.2
|
|
|
(2.9
|
)%
|
Depreciation and amortization expenses
|
$
|
62.1
|
|
|
$
|
57.2
|
|
|
8.6
|
%
|
|
$
|
185.8
|
|
|
$
|
151.7
|
|
|
22.5
|
%
|
|
Three months ended September 30,
|
|
Percent Change
(Increase/(Decrease))
|
|
Nine months ended September 30,
|
|
Percent Change
(Increase/(Decrease))
|
||||||||||||||
|
2015
|
|
2014
|
|
|
2015
|
|
2014
|
|
||||||||||||
Corporate general and administrative expenses
|
$
|
1.4
|
|
|
$
|
1.4
|
|
|
—
|
%
|
|
$
|
3.9
|
|
|
$
|
4.9
|
|
|
(20.4
|
)%
|
Interest expense
|
$
|
47.3
|
|
|
$
|
46.9
|
|
|
0.9
|
%
|
|
$
|
139.3
|
|
|
$
|
124.6
|
|
|
11.8
|
%
|
Income tax provision
|
$
|
(7.2
|
)
|
|
$
|
(7.5
|
)
|
|
(4.0
|
)%
|
|
$
|
(47.0
|
)
|
|
$
|
(45.4
|
)
|
|
3.5
|
%
|
Research and development
|
$
|
4.8
|
|
|
$
|
2.3
|
|
|
108.7
|
%
|
|
$
|
11.6
|
|
|
$
|
4.0
|
|
|
190.0
|
%
|
|
For the three months ended September 30,
|
|
For the nine months ended September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Net cash flows from operating activities
|
$
|
133.5
|
|
|
$
|
178.4
|
|
|
$
|
311.5
|
|
|
$
|
358.4
|
|
|
|
|
|
|
|
|
|
||||||||
Cash flows (used in) from investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Acquisition of property and equipment
|
$
|
(25.4
|
)
|
|
$
|
(31.6
|
)
|
|
$
|
(72.5
|
)
|
|
$
|
(58.2
|
)
|
Payments for acquisition of television stations
|
(15.5
|
)
|
|
(1,071.4
|
)
|
|
(15.5
|
)
|
|
(1,071.4
|
)
|
||||
Investment in other operating divisions
|
(14.7
|
)
|
|
(7.8
|
)
|
|
(31.3
|
)
|
|
(23.9
|
)
|
||||
Proceeds from sale of broadcast assets
|
18.8
|
|
|
83.2
|
|
|
23.7
|
|
|
83.2
|
|
||||
Investments in equity and costs method investees
|
(5.3
|
)
|
|
83.2
|
|
|
(43.1
|
)
|
|
(8.0
|
)
|
||||
Proceeds from the termination of life insurance policies
|
—
|
|
|
—
|
|
|
—
|
|
|
17.1
|
|
||||
Increase in restricted cash
|
1.5
|
|
|
(91.9
|
)
|
|
—
|
|
|
(92.6
|
)
|
||||
Other
|
2.9
|
|
|
3.9
|
|
|
11.2
|
|
|
6.9
|
|
||||
Net cash flows used in investing activities
|
$
|
(37.7
|
)
|
|
$
|
(1,032.4
|
)
|
|
$
|
(127.5
|
)
|
|
$
|
(1,146.9
|
)
|
|
|
|
|
|
|
|
|
||||||||
Cash flows from (used in) financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Proceeds from notes payable, commercial bank financing and capital leases
|
$
|
14.6
|
|
|
$
|
958.8
|
|
|
$
|
379.5
|
|
|
$
|
1,061.5
|
|
Repayments of notes payable, commercial bank financing and capital leases
|
(14.6
|
)
|
|
(265.3
|
)
|
|
(375.1
|
)
|
|
(286.4
|
)
|
||||
Dividends paid on Class A and Class B Common Stock
|
(15.6
|
)
|
|
(16.0
|
)
|
|
(47.1
|
)
|
|
(45.3
|
)
|
||||
Repurchase of outstanding Class A Common Stock
|
(21.0
|
)
|
|
(26.0
|
)
|
|
(28.8
|
)
|
|
(108.4
|
)
|
||||
Other
|
(4.4
|
)
|
|
(10.6
|
)
|
|
(10.7
|
)
|
|
(13.7
|
)
|
||||
Net cash flows from (used) in financing activities
|
$
|
(41.0
|
)
|
|
$
|
640.9
|
|
|
$
|
(82.2
|
)
|
|
$
|
607.7
|
|
•
|
pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and disposition of our assets;
|
•
|
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP and that our receipts and expenditures are being made in accordance with authorizations of management or our Board of Directors; and
|
•
|
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material adverse effect on our financial statements.
|
Period
|
|
Total Number of Shares Purchased (1)
|
|
Average Price Per Share
|
|
Total Number of Shares Purchased as Part of a Publicly Announced Program
|
|
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Program (in millions)
|
|
|||||
Class A Common Stock : (2)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
07/01/15 – 07/31/15
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
126.6
|
|
|
08/01/15 – 08/31/15
|
|
803,100
|
|
|
26.19
|
|
|
803,100
|
|
|
$
|
105.5
|
|
|
09/01/15 – 09/30/15
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
105.5
|
|
|
Exhibit
Number
|
|
Description
|
|
|
|
10.1
|
|
Amended and Restated Employment Agreement by and between Sinclair Broadcast Group, Inc. and Barry M. Faber, Executive Vice President & General Counsel, dated August 31, 2015.
|
|
|
|
31.1
|
|
Certification by David D. Smith, as Chairman and Chief Executive Officer of Sinclair Broadcast Group, Inc., pursuant to Rule 13a-14(a) of the Exchange Act (15 U.S.C. § 7241).
|
|
|
|
31.2
|
|
Certification by Christopher S. Ripley, as Chief Financial Officer of Sinclair Broadcast Group, Inc., pursuant to Rule 13a-14(a) of the Exchange Act (15 U.S.C. § 7241).
|
|
|
|
32.1
|
|
Certification by David D. Smith, as Chairman and Chief Executive Officer of Sinclair Broadcast Group, Inc., pursuant to Rule 13a-14(b) of the Exchange Act and § 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C § 1350).
|
|
|
|
32.2
|
|
Certification by Christopher S. Ripley, as Chief Financial Officer of Sinclair Broadcast Group, Inc., pursuant to Rule 13a-14(b) of the Exchange Act and § 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C § 1350).
|
|
|
|
101.INS
|
|
XBRL Instance Document
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase
|
|
SINCLAIR BROADCAST GROUP, INC.
|
|
|
|
|
|
|
|
|
By:
|
/s/ David R. Bochenek
|
|
|
David R. Bochenek
|
|
|
Senior Vice President/Chief Accounting Officer
|
|
|
(Authorized Officer and Chief Accounting Officer)
|
Exhibit
Number
|
|
Description
|
|
|
|
10.1
|
|
Amended and Restated Employment Agreement by and between Sinclair Broadcast Group, Inc. and Barry M. Faber, Executive Vice President & General Counsel, dated August 31, 2015.
|
|
|
|
31.1
|
|
Certification by David D. Smith, as Chairman and Chief Executive Officer of Sinclair Broadcast Group, Inc., pursuant to Rule 13a-14(a) of the Exchange Act (15 U.S.C. § 7241).
|
|
|
|
31.2
|
|
Certification by Christopher S. Ripley, as Chief Financial Officer of Sinclair Broadcast Group, Inc., pursuant to Rule 13a-14(a) of the Exchange Act (15 U.S.C. § 7241).
|
|
|
|
32.1
|
|
Certification by David D. Smith, as Chairman and Chief Executive Officer of Sinclair Broadcast Group, Inc., pursuant to Rule 13a-14(b) of the Exchange Act and § 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C § 1350).
|
|
|
|
32.2
|
|
Certification by Christopher S. Ripley, as Chief Financial Officer of Sinclair Broadcast Group, Inc., pursuant to Rule 13a-14(b) of the Exchange Act and § 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C § 1350).
|
|
|
|
101.INS
|
|
XBRL Instance Document
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase
|
Participant Information (please print)
|
|
Last Name First Name Middle Initial
|
Street Address City State Zip Code
|
Last Four Digits of SSN Daytime Phone Home Phone Email Address
|
Deferral Election
|
_____ I elect to defer% (97-100%)of my Special Longevity Bonus
_____ I hereby decline to defer my Special Longevity Bonus
|
Distribution Election
|
I elect to have my Special Longevity Bonus account paid as follows, subject to the applicable terms of the plan.
I elect to have my deferrals paid:
____ Retirement
____ Scheduled Withdrawal Year: _________ (No earlier than)
* The initial installment will be valued on January 1st in the year you elect.
|
Distribution Method
|
Lump Sum
____Lump Sum Payment
Annual Installments
____Substantially Equal Annual Installments Over(2 through 10) Years.*
*Subsequent installments, if any, will be valued January 1st of each applicable year.
|
Investment Election
|
I elect to have my deferral track the performance of the following investment funds in the allocation percentages indicated below (must be in whole percentages).
|
Participant Acknowledgment and Signature
|
I understand that I must meet certain eligibility requirements in order to participate in this Plan. I also understand that the Sinclair Broadcast Group Executive Deferred Compensation Plan is unfunded and is not protected against company insolvency and my right to receive payments from my account is a claim against the general assets of Sinclair Broadcast Group as an unsecured general creditor. I may not sell
,
encumber, pledge
,
assign or otherwise alienate the amount held in my account.
I understand that my deferral election is an
irrevocable election
.
I may modify my investment elections and beneficiary elections at any time through Nolanlink.com.
_____________________ _______________
Participant Signature Date
|
Date:
|
November 6, 2015
|
|
|
|
|
|
|
|
|
|
/s/ David D.Smith
|
|||
|
Signature:
|
David D. Smith
|
||
|
|
Chief Executive Officer
|
Date:
|
November 6, 2015
|
|
|
|
|
|
|
|
|
|
/s/ Christopher S. Ripley
|
|||
|
Signature:
|
Christopher S. Ripley
|
||
|
|
Chief Financial Officer
|
/s/ David D. Smith
|
|
David D. Smith
|
|
Chief Executive Officer
|
|
November 6, 2015
|
|
/s/ Christopher S. Ripley
|
|
Christopher S. Ripley
|
|
Chief Financial Officer
|
|
November 6, 2015
|
|