ATLANTA, Aug. 8, 2017 /PRNewswire/ -- Gray
Television, Inc. ("Gray," "we," "us" or "our") (NYSE: GTN and
GTN.A) today announces record-setting results of operations for
the period ended June 30, 2017,
including record revenue, record net income and record Broadcast
Cash Flow.
We experienced accelerating market trends throughout the second
quarter of 2017. As a result, our operating revenue and political
advertising revenue significantly exceeded the high end of the
guidance ranges that we had provided for this period. We also
succeeded in recording broadcast and corporate and administrative
expenses below the low end of our guidance. This performance, plus
the gain on disposal of two licenses through our participation in
the FCC reverse auction for broadcast spectrum produced fully
diluted net income per share of $0.97
in the second quarter of 2017.
Looking forward, on a Combined Historical Basis, we anticipate
that aggregate local and national advertising revenue, excluding
approximately $8.2 million of
advertising revenue attributable to the broadcast of the 2016
Summer Olympics, will increase in the low to mid-single digit
percentage range in the third quarter of 2017 compared to the third
quarter of 2016.
Financial Highlights:
- Record Revenue - The following table presents certain of
our record results on an As-Reported and Combined Historical Basis
for the second quarter of 2017 and the respective percentage change
from the second quarter of 2016 (dollars in millions):
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Three Months Ended
June 30, 2017
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%
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Combined
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%
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As-Reported
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Change
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Historical
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Change
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Revenue (less
agency commissions):
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Local (including
internet/digital/mobile)
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|
$
117.9
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13 %
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$
119.8
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0 %
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National
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|
31.0
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19 %
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|
31.9
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2 %
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Political
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3.7
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(62)%
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|
3.7
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(67)%
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Retransmission
consent
|
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69.4
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37 %
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69.9
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25 %
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Other
|
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4.7
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(17)%
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4.0
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1 %
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Total
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$
226.7
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15 %
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$
229.3
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3 %
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- Record Net Income, Broadcast Cash Flow and Free Cash
Flow - Our net income was $70.6
million for the second quarter of 2017. Our Broadcast Cash
Flow was $93.2 million for the second
quarter of 2017 ($94.0 million on a
Combined Historical Basis). Our Free Cash Flow was $55.9 million for the second quarter of 2017
($57.2 million on a Combined
Historical Basis).
- Total Leverage Ratio - As of June
30, 2017, our Total Leverage Ratio, Net of all Cash (as
defined below) was 5.41 times on a trailing eight-quarter basis. On
August 7, 2017 we received
approximately $90.8 million in
proceeds from the reverse auction for broadcast spectrum (the "FCC
Spectrum Auction") that was conducted by the Federal Communications
Commission ("FCC"). Adjusting for the subsequent receipt of the FCC
Spectrum Auction proceeds, as of June 30,
2017 our Total Leverage Ratio, Net of all Cash and Net of
Auction Proceeds was 5.14 times on a trailing eight-quarter
basis.
Other Highlights and Recent Developments:
- On May 1, 2017, we completed the
acquisition of television stations WDTV-TV (CBS) and WVFX-TV
(FOX/CW), a legal duopoly in the Clarksburg-Weston,
West Virginia market (DMA 169) (the "Clarksburg
Acquisition") for $26.5 million. We
had operated these stations under a local marketing agreement
("LMA") since June 1, 2016, and the
LMA expired upon completion of the acquisition.
- On May 1, 2017, we completed the
acquisition of television stations WABI-TV (CBS/CW) in the
Bangor, Maine market (DMA 156) and
WCJB-TV (ABC/CW) in the Gainesville,
Florida market (DMA 161) (collectively, the "Diversified
Acquisition") for $85.0 million. We
had operated these stations under an LMA since April 1, 2017, and the LMA expired upon
completion of the acquisition.
- On May 4, 2017, we announced that
we entered into an agreement to acquire WCAX-TV (CBS) in the
Burlington, Vermont - Plattsburgh, New York market (DMA 97) for
$29.0 million (the "Vermont
Acquisition"). We completed the acquisition on August 1, 2017. We had operated this station
under an LMA since June 1, 2017, and
the LMA expired upon completion of the acquisition.
Effects of Acquisitions and Divestitures on Our Results of
Operations
From October 31, 2013 through
June 30, 2017, we completed 23
acquisition transactions and three divestiture transactions. As
more fully described in our Form 10-Q to be filed with the
Securities and Exchange Commission today and in our prior
disclosures, these transactions added a net total of 50 television
stations in 30 television markets, including 25 new television
markets, to our operations.
We refer to the seven stations acquired (excluding the stations
acquired in the Clarksburg Acquisition) during the first six-months
of 2017 and the stations we commenced operating under an LMA during
that period as the "2017 Acquisitions." We refer to the 13 stations
acquired in 2016, and that we retained in those transactions, as
well as the stations in the Clarksburg Acquisition that we
commenced operating under an LMA on June 1,
2016, as the "2016 Acquisitions." During 2015, we completed
six acquisitions, which collectively added seven television
stations in six markets (four new markets) to our operations, and
we refer to those stations as the "2015 Acquisitions." Unless the
context of the following discussion requires otherwise, we refer to
the stations acquired in the 2017 Acquisitions, the 2016
Acquisitions and the 2015 Acquisitions, collectively, as the
"Acquired Stations."
Due to the significant effect that our acquisitions and
divestitures have had on our results of operations, and in order to
provide more meaningful period over period comparisons, we present
herein certain financial information on a "Combined Historical
Basis." Unless otherwise defined, Combined Historical Basis
reflects financial results that have been compiled by adding Gray's
historical revenue and broadcast expenses to the historical revenue
and broadcast expenses of the Acquired Stations and removing the
historical revenues and historical broadcast expenses of divested
stations as if they had been acquired or divested, respectively, on
January 1, 2015 (the beginning of the
earliest period presented). In addition, our Combined Historical
Basis non-GAAP terms "Broadcast Cash Flow," "Broadcast Cash Flow
Less Cash Corporate Expenses," "Operating Cash Flow as Defined in
our 2017 Senior Credit Facility," "Free Cash Flow" and "Total
Leverage Ratio, Net of All Cash" give effect to the financings
related to the acquisition of the Acquired Stations as if these
financings occurred on January 1,
2015, and certain anticipated net expense savings resulting
from the completed acquisitions. Free Cash Flow presented on a
Combined Historical Basis also includes adjustments for the
purchase of property and equipment and income taxes paid, net of
refunds, as if the acquisition of the Acquired Stations occurred on
January 1, 2015. Combined
Historical Basis financial information does not reflect all
purchase accounting and other adjustments required, and includes
certain other amounts not included, in pro forma financial
statements prepared in accordance with Regulation S-X.
Selected Operating
Data on As-Reported Basis (unaudited):
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Three Months Ended
June 30,
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%
Change
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%
Change
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2017
to
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2017
to
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2017
|
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2016
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|
2016
|
|
2015
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2015
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|
(dollars in
thousands)
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Revenue (less agency
commissions):
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Total
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$
226,681
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$
196,633
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15 %
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|
$
143,464
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58 %
|
Political
|
$
3,708
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|
$
9,649
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(62)%
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|
$
2,197
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69 %
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Operating expenses
(1):
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Broadcast
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$
133,545
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$
117,335
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14 %
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$
86,445
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54 %
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Corporate and
administrative
|
$
8,409
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|
$
8,524
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(1)%
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|
$
6,444
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30 %
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Net income
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$
70,561
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$
17,662
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300 %
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$
12,110
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483 %
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Non-GAAP cash flow
(2):
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Broadcast Cash
Flow
|
$
93,239
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$
79,267
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18 %
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|
$
57,244
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63 %
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Broadcast Cash Flow
Less
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Cash Corporate
Expenses
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$
85,908
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$
71,713
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20 %
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$
51,591
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67 %
|
Free Cash
Flow
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$
55,883
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$
25,928
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116 %
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$
27,388
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104 %
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Six Months Ended
June 30,
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%
Change
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%
Change
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2017
to
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2017
to
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2017
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2016
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2016
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2015
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2015
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|
(dollars in
thousands)
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Revenue (less agency
commissions):
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Total
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$
430,142
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$
370,356
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16 %
|
|
$
276,767
|
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55 %
|
Political
|
$
5,029
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|
$
19,304
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(74)%
|
|
$
3,356
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50 %
|
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|
|
|
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Operating expenses
(1):
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Broadcast
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$
267,016
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|
$
225,903
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|
18 %
|
|
$
173,292
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|
54 %
|
Corporate and
administrative
|
$
16,118
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|
$
24,202
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|
(33)%
|
|
$
13,291
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|
21 %
|
|
|
|
|
|
|
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|
Net income
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$
81,066
|
|
$
26,652
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|
204 %
|
|
$
17,705
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358 %
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Non-GAAP cash flow
(2):
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Broadcast Cash
Flow
|
$
163,703
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|
$
145,164
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13 %
|
|
$
103,968
|
|
57 %
|
Broadcast Cash Flow
Less
|
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|
|
|
|
|
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|
|
Cash Corporate
Expenses
|
$
149,637
|
|
$
122,900
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|
22 %
|
|
$
92,218
|
|
62 %
|
Free Cash
Flow
|
$
92,477
|
|
$
50,144
|
|
84 %
|
|
$
49,379
|
|
87 %
|
|
|
|
|
|
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|
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(1) Excludes
depreciation, amortization, and (gain) loss on disposal of
assets.
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|
(2) See definition of
non-GAAP terms and reconciliation of the non-GAAP amounts to net
income included elsewhere herein.
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Selected Operating
Data on Combined Historical Basis (unaudited):
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|
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|
|
|
|
|
Three Months Ended
June 30,
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|
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|
|
|
%
Change
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|
%
Change
|
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|
2017
to
|
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|
|
2017
to
|
|
2017
|
|
2016
|
|
2016
|
|
2015
|
|
2015
|
|
(dollars in
thousands)
|
Revenue (less agency
commissions):
|
|
|
|
|
|
|
|
|
|
Total
|
$
229,313
|
|
$
222,170
|
|
3 %
|
|
$
204,444
|
|
12 %
|
Political
|
$
3,723
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|
$
11,218
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|
(67)%
|
|
$
2,939
|
|
27 %
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
(1):
|
|
|
|
|
|
|
|
|
|
Broadcast
|
$
136,412
|
|
$
133,413
|
|
2 %
|
|
$
125,851
|
|
8 %
|
Corporate and
administrative
|
$
8,409
|
|
$
8,524
|
|
(1)%
|
|
$
6,444
|
|
30 %
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP cash flow
(2):
|
|
|
|
|
|
|
|
|
|
Broadcast Cash
Flow
|
$
93,972
|
|
$
91,248
|
|
3 %
|
|
$
86,691
|
|
8 %
|
Broadcast Cash Flow
Less
|
|
|
|
|
|
|
|
|
|
Cash Corporate
Expenses
|
$
86,641
|
|
$
83,692
|
|
4 %
|
|
$
81,038
|
|
7 %
|
Operating Cash Flow
as defined in
|
|
|
|
|
|
|
|
|
|
our 2017 Senior
Credit Facility
|
$
87,020
|
|
$
83,129
|
|
5 %
|
|
$
81,394
|
|
7 %
|
Free Cash
Flow
|
$
57,157
|
|
$
37,098
|
|
54 %
|
|
$
50,873
|
|
12 %
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended
June 30,
|
|
|
|
|
|
%
Change
|
|
|
|
%
Change
|
|
|
|
|
|
2017
to
|
|
|
|
2017
to
|
|
2017
|
|
2016
|
|
2016
|
|
2015
|
|
2015
|
|
(dollars in
thousands)
|
Revenue (less agency
commissions):
|
|
|
|
|
|
|
|
|
|
Total
|
$
442,496
|
|
$
436,675
|
|
1 %
|
|
$
393,668
|
|
12 %
|
Political
|
$
5,069
|
|
$
25,988
|
|
(80)%
|
|
$
4,311
|
|
18 %
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
(1):
|
|
|
|
|
|
|
|
|
|
Broadcast
|
$
280,032
|
|
$
270,843
|
|
3 %
|
|
$
251,955
|
|
11 %
|
Corporate and
administrative
|
$
16,118
|
|
$
24,202
|
|
(33)%
|
|
$
13,291
|
|
21 %
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP cash flow
(2):
|
|
|
|
|
|
|
|
|
|
Broadcast Cash
Flow
|
$
166,225
|
|
$
173,194
|
|
(4)%
|
|
$
157,913
|
|
5 %
|
Broadcast Cash Flow
Less
|
|
|
|
|
|
|
|
|
|
Cash Corporate
Expenses
|
$
152,159
|
|
$
150,930
|
|
1 %
|
|
$
146,163
|
|
4 %
|
Operating Cash Flow
as defined in
|
|
|
|
|
|
|
|
|
|
our 2017 Senior
Credit Facility
|
$
152,385
|
|
$
156,622
|
|
(3)%
|
|
$
148,920
|
|
2 %
|
Free Cash
Flow
|
$
95,356
|
|
$
79,786
|
|
20 %
|
|
$
86,936
|
|
10 %
|
|
|
|
|
|
|
|
|
|
|
(1) Excludes
depreciation, amortization, and (gain) loss on disposal of
assets.
|
|
|
|
|
|
|
(2) See definition of
non-GAAP terms and reconciliation of the non-GAAP amounts to net
income included elsewhere herein.
|
Results of Operations for the Second Quarter of 2017
Revenue (less agency commissions) on As-Reported
Basis.
The table below presents our revenue (less agency commissions)
by type for the second quarter of 2017 and 2016 (dollars in
thousands):
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
June 30,
|
|
|
2017
|
|
2016
|
|
|
|
|
Percent
|
|
|
|
Percent
|
|
|
Amount
|
|
of
Total
|
|
Amount
|
|
of
Total
|
Revenue (less
agency commissions):
|
|
|
|
|
|
|
|
|
Local (including
internet/digital/mobile)
|
|
$
117,917
|
|
52.0%
|
|
$
104,727
|
|
53.3%
|
National
|
|
30,981
|
|
13.7%
|
|
26,070
|
|
13.3%
|
Political
|
|
3,708
|
|
1.6%
|
|
9,649
|
|
4.9%
|
Retransmission
consent
|
|
69,371
|
|
30.6%
|
|
50,549
|
|
25.7%
|
Other
|
|
4,704
|
|
2.1%
|
|
5,638
|
|
2.8%
|
Total
|
|
$
226,681
|
|
100.0%
|
|
$
196,633
|
|
100.0%
|
Total revenue increased $30.0
million, or 15%, to $226.7
million for the second quarter of 2017 compared to the
second quarter of 2016. Revenue from the 2017 Acquisitions and 2016
Acquisitions, collectively, accounted for approximately
$61.0 million of our total revenue in
the second quarter of 2017. The 2016 Acquisitions accounted for
approximately $34.1 million of our
total revenue in the second quarter of 2016.
The changes in revenue for the second quarter of 2017 compared
to the second quarter of 2016 were approximately as follows:
- Local advertising revenue (including internet/digital/mobile)
increased $13.2 million, or 13%, to
$117.9 million.
- National advertising revenue increased $4.9 million, or 19%, to $31.0 million.
- Political advertising revenue decreased $5.9 million, or 62%, to $3.7 million.
- Retransmission consent revenue increased $18.8 million, or 37%, to $69.4 million.
- Other revenue decreased $0.9
million, or 17%, to $4.7
million.
Excluding the total revenue contributed by the 2017 Acquisitions
and 2016 Acquisitions, our total revenue increased by $3.1 million in the second quarter of 2017 as
compared to the second quarter of 2016. The components of this net
increase included the following: retransmission consent revenue
increased by $9.8 million due
primarily to increased retransmission consent rates, and political
advertising revenue decreased by $6.4
million due to 2017 being the "off-year" of the two-year
election cycle.
Revenue on Combined Historical Basis.
On a Combined Historical Basis, total revenue increased
$7.1 million to $229.3 million in the second quarter of 2017
compared to $222.2 million the second
quarter of 2016, as a result of the following:
- Local advertising revenue (including internet/digital/mobile)
was unchanged at $119.8 million.
- National advertising revenue increased $0.7 million, or 2%, to $31.9 million.
- Political advertising revenue decreased $7.5 million, or 67%, to $3.7 million.
- Retransmission consent revenue increased $13.9 million, or 25%, to $69.9 million.
- Other revenue was unchanged at $3.9
million.
Broadcast Operating Expenses on As-Reported
Basis.
Broadcast operating expenses (before depreciation, amortization
and gain or loss on disposal of assets) increased $16.2 million, or 14%, to $133.5 million for the second quarter of 2017
compared to the second quarter of 2016. The 2017 Acquisitions and
2016 Acquisitions, collectively, accounted for approximately
$32.4 million of our broadcast
operating expenses in the second quarter of 2017, and the 2016
Acquisitions accounted for approximately $20.9 million of our broadcast operating expenses
for the second quarter of 2016. Including the impact of the 2017
Acquisitions and the 2016 Acquisitions, total retransmission
expense increased $9.8 million, or
41%, to $33.8 million in the second
quarter of 2017 compared to the second quarter of 2016.
Excluding the impact of the 2017 Acquisitions and the 2016
Acquisitions:
- Non-compensation expenses increased by $5.6 million, or 10%, in the second quarter of
2017 primarily due to retransmission expense increases of
$5.3 million and net increases in
several categories including programming, licensing and
professional fees.
- Compensation expense decreased by $0.9
million in the second quarter of 2017.
Broadcast Operating Expenses on Combined Historical
Basis.
On a Combined Historical Basis, broadcast operating expenses
(before depreciation, amortization and gain or loss on disposal of
assets) increased $3.0 million, or
2%, to $136.4 million in the second
quarter of 2017 compared to the second quarter of 2016. The
increase reflects, in part, the following:
- Retransmission expense increased $7.1
million, or 26%, to $34.2
million in the second quarter of 2017 compared to the second
quarter of 2016, consistent with increases in retransmission
consent revenue.
- Syndicated programming and licensing expenses decreased
$0.6 million, or 5%, in the second
quarter of 2017 compared to the second quarter of 2016.
- Professional fees decreased $1.0
million, or 14% in the second quarter of 2017 compared to
the second quarter of 2016.
- Compensation expense decreased by approximately $2.4 million, or 3%, in the second quarter of
2017 compared to the second quarter of 2016.
Corporate and Administrative Operating Expenses on
As-Reported Basis.
Corporate and administrative expenses (before depreciation,
amortization and gain or loss on disposal of assets) decreased
$0.1 million, or 1%, to $8.4 million in the second quarter of 2017 as
compared to the second quarter of 2016, primarily as a result of
decreases in incentive compensation costs. Non-cash share based
compensation expenses were $1.1
million and $1.0 million in
the second quarters of 2017 and 2016, respectively.
(Gain) Loss on Disposal of Assets.
We reported a gain on disposal of assets of $77.3 million in the second quarter of 2017 and a
loss on disposal of assets of $1.2
million in the second quarter of 2016. On May 30, 2017, we tendered two of our broadcast
licenses and made other modifications to our broadcast spectrum
related to our participation in the FCC Spectrum Auction. Our
proceeds from this auction which were received on August 7, 2017, were $90.8
million and the cost of the assets disposed was $13.1 million.
Taxes.
During the second quarter of 2017, we made aggregate federal and
state income tax payments of approximately $0.6 million. During the remainder of 2017, we
anticipate making income tax payments (net of refunds) of
approximately $1.0 million. We
anticipate making significant federal and state income tax payments
beginning in 2018, assuming no significant changes to the corporate
tax code as currently in effect.
Results of Operations for the Six-Month Period Ended
June 30, 2017
Revenue (less agency commissions) on As-Reported
Basis.
The table below presents our revenue (less agency commissions)
by type for the six-month periods ended June
30, 2017 and 2016 (dollars in thousands):
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended
June 30,
|
|
|
2017
|
|
2016
|
|
|
|
|
Percent
|
|
|
|
Percent
|
|
|
Amount
|
|
of
Total
|
|
Amount
|
|
of
Total
|
Revenue (less
agency commissions):
|
|
|
|
|
|
|
|
|
Local (including
internet/digital/mobile)
|
|
$
220,514
|
|
51.3%
|
|
$
194,081
|
|
52.4%
|
National
|
|
55,795
|
|
13.0%
|
|
48,149
|
|
13.0%
|
Political
|
|
5,029
|
|
1.2%
|
|
19,304
|
|
5.2%
|
Retransmission
consent
|
|
136,944
|
|
31.8%
|
|
97,818
|
|
26.4%
|
Other
|
|
11,860
|
|
2.7%
|
|
11,004
|
|
3.0%
|
Total
|
|
$
430,142
|
|
100.0%
|
|
$
370,356
|
|
100.0%
|
Total revenue increased $59.8
million, or 16%, to $430.1
million for the six-months ended June
30, 2017 compared to the six-months ended June 30, 2016. Revenue from the 2017 Acquisitions
and 2016 Acquisitions, collectively, accounted for approximately
$108.5 million of our total revenue
in the six-months ended June 30,
2017. The 2016 Acquisitions accounted for approximately
$50.7 million of our total revenue in
the six-months ended June 30,
2016.
The changes in revenue for the six-months ended June 30, 2017 compared to the six-months ended
June 30, 2016 were approximately as
follows:
- Local advertising revenue (including internet/digital/mobile)
increased $26.4 million, or 14%, to
$220.5 million.
- National advertising revenue increased $7.6 million, or 16%, to $55.8 million.
- Political advertising revenue decreased $14.3 million, or 74%, to $5.0 million.
- Retransmission consent revenue increased $39.1 million, or 40%, to $136.9 million.
- Other revenue increased $0.9
million, or 8%, to $11.9
million.
Excluding the total revenue contributed by the 2017 Acquisitions
and 2016 Acquisitions, our total revenue increased by $2.0 million in the six-months ended June 30, 2017 as compared to the six-months ended
June 30, 2016. The components of this
net increase included the following: retransmission consent revenue
increased by $18.9 million due
primarily to increased retransmission consent rates; political
advertising revenue decreased by $14.7
million due to 2017 being the "off-year" of the two-year
election cycle; and local revenue decreased by $2.0 million.
Excluding the revenue contributed by the 2017 Acquisitions and
2016 Acquisitions, local and national advertising revenue declined,
in part, as a result of the impact of the broadcast of the 2017
Super Bowl on our FOX-affiliated stations generating approximately
$0.6 million of local and national
advertising revenue, compared to $1.6
million that we earned from the broadcast of the 2016 Super
Bowl on our CBS-affiliated stations.
Revenue (less agency commissions) on Combined Historical
Basis.
On a Combined Historical Basis, total revenue increased
$5.8 million to $442.5 for the six-months ended June 30, 2017 compared to $436.7 in the six-months ended June 30, 2016, as a result of the following:
- Local advertising revenue (including internet/digital/mobile)
decreased $1.1 million, or less than
1%, to $228.9 million.
- National advertising revenue decreased $0.8 million, or 1%, to $59.0 million.
- Political advertising revenue decreased $20.9 million, or 80%, to $5.1 million.
- Retransmission consent revenue increased $28.6 million, or 26%, to $140.2 million.
- Other revenue was unchanged at $9.4
million.
Local and national advertising revenue declined, in part, as a
result of the impact of the broadcast of the 2017 Super Bowl on our
FOX-affiliated stations generating approximately $0.6 million of local and national advertising
revenue, compared to $2.1 million
that we earned from the broadcast of the 2016 Super Bowl on
our CBS-affiliated stations.
Broadcast Operating Expenses on As-Reported
Basis.
Broadcast operating expenses (before depreciation, amortization
and gain or loss on disposal of assets) increased $41.1 million, or 18%, to $267.0 million for the six-months ended
June 30, 2017 compared to the
six-months ended June 30, 2016. The
2017 Acquisitions and 2016 Acquisitions, collectively, accounted
for approximately $60.2 million of
our broadcast operating expenses in the six-months ended
June 30, 2017, and the 2016
Acquisitions accounted for approximately $31.7 million of our broadcast operating expenses
for the six-months ended June 30,
2016. Including the impact of the 2017 Acquisitions and the
2016 Acquisitions, total retransmission expense increased
$19.7 million, or 43%, to
$66.0 million in the six-months ended
June 30, 2017 compared to the
six-months ended June 30, 2016.
Excluding the impact of the 2017 Acquisitions and the 2016
Acquisitions:
- Non-compensation expenses increased by $12.5 million, or 12%, in the six-months ended
June 30, 2017 primarily due to
retransmission expense increases of $10.4
million and professional fee increases of $2.9 million.
- Compensation expense were unchanged in the six-months ended
June 30, 2017 compared to the
six-months ended June 30, 2016.
Broadcast Operating Expenses on Combined Historical
Basis.
On a Combined Historical Basis, broadcast operating expenses
(before depreciation, amortization and gain on disposal of assets)
increased $9.2 million, or 3%, to
$280.0 million for the six-months
ended June 30, 2017 compared to the
six-months ended June 30, 2016. The
increase reflects, in part, the following:
- Retransmission expense increased $14.2
million, or 26%, to $68.5
million for the six-months ended June
30, 2017 compared to the six-months ended June 30, 2016, consistent with increases in
retransmission consent revenue.
- Syndicated programming and licensing expenses decreased
$1.1 million, or 5%, in the
six-months ended June 30, 2017
compared to the six-months ended June 30,
2016.
- Professional fees decreased $1.3
million, or 8%, in the six-months ended June 30, 2017 compared to the six-months ended
June 30, 2016.
- Compensation expense decreased by approximately $2.4 million, or 2%, for the six-months ended
June 30, 2017 compared to the
six-months ended June 30, 2016.
Corporate and Administrative Operating Expenses on
As-Reported Basis.
Corporate and administrative expenses (before depreciation,
amortization and gain or loss on disposal of assets) decreased
$8.1 million, or 33%, to $16.1 million for the six-months ended
June 30, 2017 compared to the
six-months ended June 30, 2016. The
decrease reflects, in part, the following:
- Non-compensation expense decreased $7.6
million, primarily due to a decrease of $7.7 million in professional fees related to
acquisition activities.
- Compensation expense decreased $0.5
million, primarily due to decreases in incentive
compensation costs. Non-cash share based compensation expenses were
$2.1 million and $1.9 million, respectively, for the six-months
ended June 30, 2017 and the
six-months ended June 30, 2016.
Loss from Early Extinguishment of Debt.
In the six-months ended June 30,
2017, we recorded a loss from early extinguishment of debt
of approximately $2.9 million, or
$1.7 million after tax, related to
the amendment and restatement of our senior credit facility.
Gain on Disposal of Assets.
We reported gains on disposals of assets of $76.8 million and $0.4
million in the six-months ended June
30, 2017 and 2016, respectively. On May 30, 2017 we tendered two of our broadcast
licenses and made other modifications to our broadcast spectrum
related to our participation in the FCC Spectrum Auction. Our
proceeds from this auction which were received on August 7, 2017, were $90.8
million and the cost of the assets disposed was $13.1 million.
Taxes.
During six-months ended June 30,
2017, we made aggregate federal and state income tax
payments of approximately $0.9
million.
Detailed table of Operating Results
Gray Television,
Inc.
|
Selected Operating
Data (Unaudited)
|
(in thousands except
for per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Six Months
Ended
|
|
June
30,
|
|
June
30,
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
|
|
|
|
|
|
|
Revenue (less agency
commissions)
|
$
226,681
|
|
$ 196,633
|
|
$ 430,142
|
|
$ 370,356
|
Operating expenses
before depreciation, amortization
|
|
|
|
|
|
|
|
and (gain) loss on
disposal of assets, net:
|
|
|
|
|
|
|
|
Broadcast
|
133,545
|
|
117,335
|
|
267,016
|
|
225,903
|
Corporate and
administrative
|
8,409
|
|
8,524
|
|
16,118
|
|
24,202
|
Depreciation
|
12,841
|
|
11,617
|
|
25,470
|
|
22,743
|
Amortization of
intangible assets
|
6,657
|
|
4,242
|
|
12,224
|
|
8,130
|
(Gain) loss on
disposals of assets, net
|
(77,326)
|
|
1,228
|
|
(76,799)
|
|
(420)
|
Operating
expenses
|
84,126
|
|
142,946
|
|
244,029
|
|
280,558
|
Operating
income
|
142,555
|
|
53,687
|
|
186,113
|
|
89,798
|
Other income
(expense):
|
|
|
|
|
|
|
|
Miscellaneous income,
net
|
1
|
|
141
|
|
8
|
|
710
|
Interest
expense
|
(23,791)
|
|
(24,269)
|
|
(46,982)
|
|
(45,544)
|
Loss from early
extinguishment of debt
|
(311)
|
|
-
|
|
(2,851)
|
|
-
|
Income before income
tax expense
|
118,454
|
|
29,559
|
|
136,288
|
|
44,964
|
Income tax
expense
|
47,893
|
|
11,897
|
|
55,222
|
|
18,312
|
Net income
|
$
70,561
|
|
$
17,662
|
|
$
81,066
|
|
$
26,652
|
|
|
|
|
|
|
|
|
Basic per share
information:
|
|
|
|
|
|
|
|
Net income
|
$
0.98
|
|
$
0.25
|
|
$
1.13
|
|
$
0.37
|
Weighted-average
shares outstanding
|
71,821
|
|
71,878
|
|
71,849
|
|
71,835
|
|
|
|
|
|
|
|
|
Diluted per share
information:
|
|
|
|
|
|
|
|
Net income
|
$
0.97
|
|
$
0.24
|
|
$
1.12
|
|
$
0.37
|
Weighted-average
shares outstanding
|
72,501
|
|
72,748
|
|
72,510
|
|
72,665
|
|
|
|
|
|
|
|
|
Political advertising
revenue (less agency commissions)
|
$
3,708
|
|
$
9,649
|
|
$
5,029
|
|
$
19,304
|
Other Financial Data:
|
As
of
|
|
June
30,
|
|
December
31,
|
|
2017
|
|
2016
|
|
(in
thousands)
|
|
|
|
|
Cash
|
$
42,360
|
|
$
325,189
|
Long-term debt,
including current portion
|
$
1,838,614
|
|
$
1,756,747
|
Borrowing
availability under our revolving credit facility
|
$
100,000
|
|
$
60,000
|
|
|
|
|
|
Six Months Ended
June 30,
|
|
2017
|
|
2016
|
|
(in
thousands)
|
|
|
|
|
Net cash provided by
operating activities
|
$
59,144
|
|
$
45,475
|
Net cash used in
investing activities
|
(413,217)
|
|
(448,437)
|
Net cash provided by
financing activities
|
71,244
|
|
481,989
|
Net (decrease)
increase in cash
|
$
(282,829)
|
|
$
79,027
|
Guidance for the Three-Months Ending September 30, 2017
Based on our current forecasts for the third quarter of 2017, we
anticipate the changes from the three-months ended September 30, 2016 as outlined below. Our
estimates for the third quarter of 2017 include approximately
$59.5 million of revenue and
$36.7 million of broadcast operating
expense estimated to be contributed by the 2017 Acquired Stations
and 2016 Acquired Stations. Our as-reported results for the third
quarter of 2016 included approximately $37.1
million of revenue and approximately $20.9 million of broadcast operating expenses
contributed by the 2016 Acquired Stations. The table below presents
our estimates of certain selected operating data for the third
quarter of 2017 (dollars in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ending September 30,
|
|
|
Low
End
|
|
% Change
From
|
|
High
End
|
|
% Change
From
|
|
|
|
|
Guidance
for
|
|
As-Reported
|
|
Guidance
for
|
|
As-Reported
|
|
As-Reported
|
|
|
the
Third
|
|
Third
|
|
the
Third
|
|
Third
|
|
Third
|
|
|
Quarter
of
|
|
Quarter
of
|
|
Quarter
of
|
|
Quarter
of
|
|
Quarter
of
|
Selected operating
data:
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2016
|
|
|
(dollars in
thousands)
|
OPERATING
REVENUE:
|
|
|
|
|
|
|
|
|
|
|
Revenue (less agency
commissions)
|
|
$
217,000
|
|
6 %
|
|
$
220,000
|
|
8 %
|
|
$
204,490
|
|
|
|
|
|
|
|
|
|
|
|
OPERATING
EXPENSES
|
|
|
|
|
|
|
|
|
|
|
(before depreciation,
amortization and
|
|
|
|
|
|
|
|
|
|
(gain) loss on
disposal of assets):
|
|
|
|
|
|
|
|
|
|
|
Broadcast
|
|
$
141,000
|
|
17 %
|
|
$
143,000
|
|
18 %
|
|
$
120,717
|
Corporate and
administrative
|
|
$
8,500
|
|
18 %
|
|
$
9,000
|
|
25 %
|
|
$
7,223
|
|
|
|
|
|
|
|
|
|
|
|
OTHER SELECTED
DATA:
|
|
|
|
|
|
|
|
|
|
|
Political advertising
revenue
|
|
|
|
|
|
|
|
|
|
|
(less agency
commissions)
|
|
$
3,000
|
|
(87)%
|
|
$
3,500
|
|
(84)%
|
|
$
22,272
|
Third Quarter of 2017 Comparisons to the Third Quarter of
2016, Which Included the Broadcast of the 2016 Summer
Olympics:
Our local and national advertising revenues (excluding political
advertising revenue) during the third quarter of 2016 were
significantly influenced by the broadcast of the 2016 Summer
Olympics on our NBC - affiliated stations. In the third quarter of
2016, these stations earned approximately $6.0 million of local advertising revenue and
$2.2 million of national advertising
revenue from the broadcast of the 2016 Summer Olympics. Currently,
we anticipate that our NBC - affiliated stations will replace
approximately one-half of that Olympic local and national
advertising revenue with additional local and national advertising
revenue from new and existing accounts in the third quarter of 2017
as compared to the third quarter of 2016. Accordingly, on a
Combined Historical Basis, local and national advertising revenue
for our NBC affiliated stations is expected to be lower in the
third quarter of 2017 compared to the third quarter of 2016.
Conversely, on a Combined Historical Basis, our stations affiliated
with all other networks are currently expected to increase their
aggregate local and national advertising revenue in the low single
digit percentage range in the third quarter of 2017 compared to the
third quarter of 2016. On a Combined Historical Basis, we
anticipate that aggregate local and national advertising revenue,
excluding approximately $8.2 million
of advertising revenue attributable to the broadcast of the 2016
Summer Olympics, will increase in the low to mid-single digit
percentage range in the third quarter of 2017 compared to the third
quarter of 2016.
Comments on Third Quarter of 2017 Guidance
Third Quarter of 2017 on As-Reported Basis:
Revenue on As-Reported Basis.
Based on our current forecasts for the third quarter of 2017, we
anticipate the following changes from the third quarter of
2016:
- We believe our third quarter of 2017 local advertising revenue
(including internet/digital/mobile) will increase in the high
single digit percentages.
- We expect our third quarter of 2017 national advertising
revenue will increase by 18% to 20%.
- We believe our third quarter of 2017 political advertising
revenue will be within a range of approximately $3.0 million to $3.5 million.
- We believe our third quarter of 2017 retransmission consent
revenue will be approximately $70.0
million.
Broadcast Operating Expenses (before depreciation,
amortization and gain or loss on disposal of assets, net) on
As-Reported Basis.
For the third quarter of 2017, we anticipate our broadcast
operating expenses will increase from the third quarter of 2016,
reflecting the additional broadcast operating expenses of the 2017
Acquired Stations and the 2016 Acquired Stations. We anticipate
that our broadcast operating expenses will also reflect an increase
in retransmission expense of approximately $10.0 million to approximately $35.0 million for the third quarter of 2017.
Corporate and Administrative Operating Expenses (before
depreciation, amortization and gain or loss on
disposal of assets) on As-Reported Basis.
For the third quarter of 2017, we anticipate our corporate and
administrative operating expense will increase to within a range of
approximately $8.5 million to $9.0
million, primarily attributable to increases in professional
services fees.
Third Quarter of 2017 on Combined Historical Basis:
Based on our current forecasts for the third quarter of 2017, we
anticipate the following changes from the Combined Historical Basis
results for the third quarter of 2016. For the purposes hereof, our
Combined Historical Basis for the third quarter of 2016 have been
adjusted to give effect to the 2017 Acquired Stations and the 2016
Acquired Stations as if they had been acquired in the first day of
the earliest period presented.
Revenue on Combined Historical Basis.
- We believe our third quarter of 2017 total revenue will change
by approximately -6% to -7%, due primarily to 2017 being an
off-year of the political advertising revenue cycle.
- We believe our third quarter of 2017 local advertising revenue
will decrease in the low single digit percentages. We currently
anticipate that local advertising revenue from our non-NBC
affiliated stations will increase in the low single digit
percentage range in the third quarter of 2017, while our
advertising revenue from our NBC affiliated stations will decrease
in the high single digit percentage range due to the Summer
Olympics programming in 2016.
- We believe our third quarter of 2017 national advertising
revenue will increase in the low single digit percentages. We
currently anticipate that national advertising revenue from our
non-NBC affiliated stations will increase in the mid-single digit
percentage range in the third quarter of 2017, while our
advertising revenue from our NBC affiliated stations will decrease
in the low single digit percentage range due to the Summer Olympics
programming in 2016.
- We believe our third quarter of 2017 retransmission consent
revenue will increase by approximately $14.0
million to approximately $70.0
million.
Broadcast Operating Expenses (before depreciation,
amortization and gain or loss on disposal of assets) on Combined
Historical Basis.
Our total broadcast operating expenses for the third quarter of
2017 are anticipated to increase from the third quarter of 2016 on
a Combined Historical Basis by approximately 5% or $6.0 million to $7.0 million. This increase
reflects an expected increase of $7.1
million in retransmission expense (to approximately
$35.0 million for the third quarter
of 2017).
Non-GAAP Terms
From time to time, Gray supplements its financial results
prepared in accordance with accounting principles generally
accepted in the United States of
America ("GAAP") by disclosing the non-GAAP financial
measures Broadcast Cash Flow, Broadcast Cash Flow Less Cash
Corporate Expenses, Operating Cash Flow as defined in Gray's Senior
Credit Agreement ("Operating Cash Flow"), Free Cash Flow and Total
Leverage Ratio, Net of All Cash. These non-GAAP amounts are used by
us to approximate the amount used to calculate key financial
performance covenants contained in our debt agreements and are used
with our GAAP data to evaluate our results and liquidity. These
non-GAAP amounts may be provided on an As-Reported Basis as well as
a Combined Historical Basis.
We define Broadcast Cash Flow as net income plus loss from early
extinguishment of debt, corporate and administrative expenses,
broadcast non-cash stock based compensation, depreciation and
amortization (including amortization of intangible assets and
program broadcast rights), any loss on disposal of assets, any
miscellaneous expense, interest expense, any income tax expense,
non-cash 401(k) expense less any gain on disposal of assets, any
miscellaneous income, any income tax benefits, payments for program
broadcast obligations and network compensation revenue.
We define Broadcast Cash Flow Less Cash Corporate Expenses as
net income plus loss from early extinguishment of debt, non-cash
stock based compensation, depreciation and amortization (including
amortization of intangible assets and program broadcast rights),
any loss on disposal of assets, any miscellaneous expense, interest
expense, any income tax expense, and non-cash 401(k) expense, less
any gain on disposal of assets, any miscellaneous income, any
income tax benefits, payments for program broadcast obligations and
network compensation revenue.
We define Operating Cash Flow as Combined Historical Basis net
income plus loss from early extinguishment of debt, non-cash stock
based compensation, depreciation and amortization (including
amortization of intangible assets and program broadcast rights),
any loss on disposal of assets, any miscellaneous expense, interest
expense, any income tax expense, non-cash 401(k) expense and
pension expenses less any gain on disposal of assets, any
miscellaneous income, any income tax benefits, payments for program
broadcast obligations, network compensation revenue and cash
contributions to pension plans.
We define Free Cash Flow as net income plus loss from early
extinguishment of debt, non-cash stock based compensation,
depreciation and amortization (including amortization of intangible
assets and program broadcast rights), any loss on disposal of
assets, any miscellaneous expense, amortization of deferred
financing costs, any income tax expense, non-cash 401(k) expense
and pension expense, less any gain on disposal of assets, any
miscellaneous income, any income tax benefits, payments for program
broadcast obligations, network compensation revenue, contributions
to pension plans, amortization of original issue discount on our
debt, capital expenditures (net of any insurance proceeds) and the
payment of income taxes (net of any refunds received).
Our Total Leverage Ratio, Net of All Cash is calculated as our
Operating Cash Flow for the preceding eight quarters, divided by
two, which is then divided by our long term debt, excluding net
premiums and net deferred financing costs, but including any other
debt, net of all cash. Auction proceeds receivable from the FCC
Spectrum Auction of $90.8 million
were recorded on our balance sheet as of June 30, 2017 related to the disposal of two of
our licenses in the FCC Spectrum Auction. These proceeds were
received on August 7, 2017. The Total
Leverage Ratio, Net of all Cash and Net of Auction Proceeds
Receivable from FCC Spectrum Auction, reflects what our leverage
ratio would have been if the proceeds from the FCC Spectrum Auction
had been received on or prior to June 30,
2017.
These non-GAAP terms are not defined in GAAP and our definitions
may differ from, and therefore not be comparable to, similarly
titled measures used by other companies, thereby limiting their
usefulness. Such terms are used by management in addition to and in
conjunction with results presented in accordance with GAAP and
should be considered as supplements to, and not as substitutes for,
net income and cash flows reported in accordance with GAAP.
Reconciliation on
As-Reported Basis, in thousands – Quarter:
|
|
|
|
|
|
Three Months Ended
June 30,
|
|
2017
|
|
2016
|
|
2015
|
|
|
|
|
|
|
Net income
|
$
70,561
|
|
$
17,662
|
|
$
12,110
|
Adjustments to
reconcile from net income to
|
|
|
|
|
|
Broadcast Cash
Flow:
|
|
|
|
|
|
Depreciation
|
12,841
|
|
11,617
|
|
8,754
|
Amortization of
intangible assets
|
6,657
|
|
4,242
|
|
2,731
|
Non-cash stock-based
compensation
|
1,434
|
|
1,272
|
|
1,009
|
(Gain) loss on
disposals of assets, net
|
(77,326)
|
|
1,228
|
|
332
|
Miscellaneous income,
net
|
(1)
|
|
(141)
|
|
(67)
|
Interest
expense
|
23,791
|
|
24,269
|
|
18,587
|
Loss from early
extinguishment of debt
|
311
|
|
-
|
|
-
|
Income tax
expense
|
47,893
|
|
11,897
|
|
8,128
|
Amortization of
program broadcast rights
|
5,013
|
|
4,813
|
|
3,553
|
Common stock
contributed to 401(k) plan
|
|
|
|
|
|
excluding corporate
401(k) contributions
|
8
|
|
7
|
|
7
|
Payments for program
broadcast rights
|
(5,274)
|
|
(5,153)
|
|
(3,553)
|
Corporate and
administrative expenses excluding
|
|
|
|
|
|
depreciation,
amortization of intangible assets and
|
|
|
|
|
|
non-cash stock-based
compensation
|
7,331
|
|
7,554
|
|
5,653
|
Broadcast Cash Flow
|
93,239
|
|
79,267
|
|
57,244
|
Corporate and
administrative expenses excluding
|
|
|
|
|
|
depreciation,
amortization of intangible assets and
|
|
|
|
|
|
non-cash stock-based
compensation
|
(7,331)
|
|
(7,554)
|
|
(5,653)
|
Broadcast Cash
Flow Less Cash Corporate Expenses
|
85,908
|
|
71,713
|
|
51,591
|
Pension
expense
|
(162)
|
|
40
|
|
1,789
|
Contributions to
pension plans
|
-
|
|
(1,113)
|
|
(1,433)
|
Interest
expense
|
(23,791)
|
|
(24,269)
|
|
(18,587)
|
Amortization of
deferred financing costs
|
1,158
|
|
1,196
|
|
798
|
Amortization of net
original issue premium on
|
|
|
|
|
|
senior
notes
|
(152)
|
|
(216)
|
|
(216)
|
Purchases of property
and equipment
|
(6,438)
|
|
(7,544)
|
|
(5,547)
|
Income taxes paid,
net of refunds
|
(640)
|
|
(13,879)
|
|
(1,007)
|
Free Cash
Flow
|
$
55,883
|
|
$
25,928
|
|
$
27,388
|
Reconciliation on
As-Reported Basis, in thousands – Year to Date:
|
|
|
|
|
Six Months Ended
June 30,
|
|
2017
|
|
2016
|
|
2015
|
|
|
|
|
|
|
Net income
|
$
81,066
|
|
$
26,652
|
|
$
17,705
|
Adjustments to
reconcile from net income to
|
|
|
|
|
|
Broadcast Cash
Flow:
|
|
|
|
|
|
Depreciation
|
25,470
|
|
22,743
|
|
17,552
|
Amortization of
intangible assets
|
12,224
|
|
8,130
|
|
5,502
|
Non-cash stock based
compensation
|
2,772
|
|
2,556
|
|
2,002
|
(Gain) loss on
disposals of assets, net
|
(76,799)
|
|
(420)
|
|
314
|
Miscellaneous income,
net
|
(8)
|
|
(710)
|
|
(74)
|
Interest
expense
|
46,982
|
|
45,544
|
|
37,117
|
Loss from early
extinguishment of debt
|
2,851
|
|
-
|
|
-
|
Income tax
expense
|
55,222
|
|
18,312
|
|
12,068
|
Amortization of
program broadcast rights
|
10,235
|
|
9,209
|
|
7,160
|
Common stock
contributed to 401(k) plan
|
|
|
|
|
|
excluding corporate
401(k) contributions
|
15
|
|
14
|
|
13
|
Payments for program
broadcast rights
|
(10,393)
|
|
(9,130)
|
|
(7,141)
|
Corporate and
administrative expenses excluding
|
|
|
|
|
|
depreciation,
amortization of intangible assets and
|
|
|
|
|
|
non-cash stock-based
compensation
|
14,066
|
|
22,264
|
|
11,750
|
Broadcast Cash
Flow
|
163,703
|
|
145,164
|
|
103,968
|
Corporate and
administrative expenses excluding
|
|
|
|
|
|
depreciation,
amortization of intangible assets and
|
|
|
|
|
|
non-cash stock-based
compensation
|
(14,066)
|
|
(22,264)
|
|
(11,750)
|
Broadcast Cash
Flow Less Cash Corporate Expenses
|
149,637
|
|
122,900
|
|
92,218
|
Pension
expense
|
(247)
|
|
80
|
|
4,190
|
Contributions to
pension plans
|
(624)
|
|
(1,633)
|
|
(1,433)
|
Interest
expense
|
(46,982)
|
|
(45,544)
|
|
(37,117)
|
Amortization of
deferred financing costs
|
2,309
|
|
2,267
|
|
1,597
|
Amortization of net
original issue premium on
|
|
|
|
|
|
senior
notes
|
(305)
|
|
(432)
|
|
(432)
|
Purchases of property
and equipment
|
(10,415)
|
|
(13,475)
|
|
(8,396)
|
Income taxes paid,
net of refunds
|
(896)
|
|
(14,019)
|
|
(1,248)
|
Free Cash
Flow
|
$
92,477
|
|
$
50,144
|
|
$
49,379
|
Reconciliation on
Combined Historical Basis, in thousands – Quarter:
|
|
|
|
|
Three Months
Ended
|
|
June
30,
|
|
2017
|
|
2016
|
|
2015
|
|
|
|
|
|
|
Net income
|
$
70,236
|
|
$
24,844
|
|
$
21,716
|
Adjustments to
reconcile from net income to
|
|
|
|
|
|
Broadcast Cash
Flow:
|
|
|
|
|
|
Depreciation
|
12,981
|
|
12,980
|
|
12,739
|
Amortization of
intangible assets
|
6,658
|
|
4,361
|
|
4,482
|
Non-cash stock-based
compensation
|
1,434
|
|
1,272
|
|
1,009
|
(Gain) loss on
disposals of assets, net
|
(77,374)
|
|
1,232
|
|
491
|
Miscellaneous income,
net
|
(4)
|
|
(155)
|
|
1,407
|
Interest
expense
|
23,791
|
|
25,588
|
|
24,103
|
Loss from early
extinguishment of debt
|
311
|
|
-
|
|
-
|
Income tax
expense
|
47,894
|
|
11,384
|
|
7,211
|
Amortization of
program broadcast rights
|
5,090
|
|
5,363
|
|
5,272
|
Common stock
contributed to 401(k) plan
|
|
|
|
|
|
excluding corporate
401(k) contributions
|
8
|
|
8
|
|
7
|
Payments for program
broadcast rights
|
(5,351)
|
|
(5,703)
|
|
(5,272)
|
Corporate and
administrative expenses excluding
|
|
|
|
|
|
depreciation,
amortization of intangible assets and
|
|
|
|
|
|
non-cash stock-based
compensation
|
7,331
|
|
7,556
|
|
5,653
|
Other
|
967
|
|
2,518
|
|
7,873
|
Broadcast Cash
Flow
|
93,972
|
|
91,248
|
|
86,691
|
Corporate and
administrative expenses excluding
|
|
|
|
|
|
depreciation,
amortization of intangible assets and
|
|
|
|
|
|
non-cash stock-based
compensation
|
(7,331)
|
|
(7,556)
|
|
(5,653)
|
Broadcast Cash
Flow Less Cash Corporate Expenses
|
86,641
|
|
83,692
|
|
81,038
|
Pension
expense
|
(162)
|
|
40
|
|
1,789
|
Contributions to
pension plans
|
-
|
|
(1,113)
|
|
(1,433)
|
Other
|
541
|
|
510
|
|
-
|
Operating Cash
Flow as Defined in Senior Credit Agreement
|
87,020
|
|
83,129
|
|
81,394
|
Interest
expense
|
(23,791)
|
|
(25,588)
|
|
(24,103)
|
Amortization of
deferred financing costs
|
1,158
|
|
1,196
|
|
798
|
Amortization of net
original issue premium on
|
|
|
|
|
|
senior
notes
|
(152)
|
|
(216)
|
|
(216)
|
Purchases of property
and equipment
|
(6,438)
|
|
(7,544)
|
|
(5,750)
|
Income taxes paid,
net of refunds
|
(640)
|
|
(13,879)
|
|
(1,250)
|
Free Cash
Flow
|
$
57,157
|
|
$
37,098
|
|
$
50,873
|
Reconciliation on
Combined Historical Basis, in thousands – Year to
Date:
|
|
|
|
|
Six Months
Ended
|
|
June
30,
|
|
2017
|
|
2016
|
|
2015
|
|
|
Net income
|
$
79,247
|
|
$
38,132
|
|
$
31,597
|
Adjustments to
reconcile from net income to
|
|
|
|
|
|
Broadcast Cash
Flow:
|
|
|
|
|
|
Depreciation
|
26,207
|
|
26,215
|
|
25,729
|
Amortization of
intangible assets
|
12,250
|
|
9,219
|
|
9,132
|
Non-cash stock-based
compensation
|
2,772
|
|
2,556
|
|
2,002
|
(Gain) loss on
disposals of assets, net
|
(76,849)
|
|
(216)
|
|
526
|
Miscellaneous income,
net
|
(17)
|
|
232
|
|
2,921
|
Interest
expense
|
47,722
|
|
51,177
|
|
48,149
|
Loss from early
extinguishment of debt
|
2,851
|
|
-
|
|
-
|
Income tax
expense
|
54,936
|
|
16,872
|
|
10,368
|
Amortization of
program broadcast rights
|
10,498
|
|
10,745
|
|
10,620
|
Common stock
contributed to 401(k) plan
|
|
|
|
|
|
excluding corporate
401(k) contributions
|
15
|
|
14
|
|
13
|
Payments for program
broadcast rights
|
(10,656)
|
|
(10,666)
|
|
(10,601)
|
Corporate and
administrative expenses excluding
|
|
|
|
|
|
depreciation,
amortization of intangible assets and
|
|
|
|
|
|
non-cash stock-based
compensation
|
14,066
|
|
22,264
|
|
11,750
|
Other
|
3,183
|
|
6,650
|
|
15,707
|
Broadcast Cash
Flow
|
166,225
|
|
173,194
|
|
157,913
|
Corporate and
administrative expenses excluding
|
|
|
|
|
|
depreciation,
amortization of intangible assets and
|
|
|
|
|
|
non-cash stock-based
compensation
|
(14,066)
|
|
(22,264)
|
|
(11,750)
|
Broadcast Cash
Flow Less Cash Corporate Expenses
|
152,159
|
|
150,930
|
|
146,163
|
Pension
expense
|
(247)
|
|
80
|
|
4,190
|
Contributions to
pension plans
|
(624)
|
|
(1,633)
|
|
(1,433)
|
Other
|
1,097
|
|
7,245
|
|
-
|
Operating Cash
Flow as defined in Senior Credit Agreement
|
152,385
|
|
156,622
|
|
148,920
|
Interest
expense
|
(47,722)
|
|
(51,177)
|
|
(48,149)
|
Amortization of
deferred financing costs
|
2,309
|
|
2,267
|
|
1,597
|
Amortization of net
original issue premium on
|
|
|
|
|
|
senior
notes
|
(305)
|
|
(432)
|
|
(432)
|
Purchases of property
and equipment
|
(10,415)
|
|
(13,475)
|
|
(12,500)
|
Income taxes paid,
net of refunds
|
(896)
|
|
(14,019)
|
|
(2,500)
|
Free Cash
Flow
|
$
95,356
|
|
$
79,786
|
|
$
86,936
|
|
|
|
|
|
|
Reconciliation of
Total Leverage Ratio, Net of All Cash, in thousands except for
ratio:
|
|
|
|
|
Combined
Historical Basis Operating Cash Flow
|
|
Eight Quarters
Ended
|
as defined in the
Senior Credit Agreement:
|
|
June 30,
2017
|
Net income
|
|
$
218,375
|
Adjustments to
reconcile from net income to Broadcast Cash Flow:
|
|
|
Depreciation
|
|
104,363
|
Amortization of
intangible assets
|
|
40,283
|
Non-cash stock-based
compensation
|
|
9,891
|
Gain on disposals of
assets, net
|
|
(75,044)
|
Miscellaneous income,
net
|
|
2,910
|
Interest
expense
|
|
198,524
|
Loss from early
extinguishment of debt
|
|
34,838
|
Income tax
expense
|
|
109,184
|
Amortization of
program broadcast rights
|
|
43,026
|
Common stock
contributed to 401(k) plan
|
|
|
excluding corporate
401(k) contributions
|
|
57
|
Payments for program
broadcast rights
|
|
(42,604)
|
Corporate and
administrative expenses excluding depreciation,
amortization
|
|
|
of intangible assets
and non-cash stock-based compensation
|
|
70,008
|
Other
|
|
21,341
|
Broadcast Cash
Flow
|
|
735,152
|
Corporate and
administrative expenses excluding
|
|
|
depreciation,
amortization of intangible assets and
|
|
|
non-cash stock-based
compensation
|
|
(70,008)
|
Broadcast Cash
Flow Less Cash Corporate Expenses
|
|
665,144
|
Pension
expense
|
|
(65)
|
Contributions to
pension plans
|
|
(7,660)
|
Other
|
|
16,027
|
Operating Cash
Flow as defined in Senior Credit Agreement
|
|
$
673,446
|
Operating Cash
Flow as defined in Senior Credit
|
|
|
Agreement, divided
by two
|
|
$
336,723
|
|
|
|
|
|
June 30,
2017
|
Adjusted Total
Indebtedness:
|
|
|
Long term debt,
including current portion
|
|
$
1,838,614
|
Capital leases and
other debt
|
|
624
|
Total deferred
financing costs, net
|
|
30,320
|
Premium on
subordinated debt, net
|
|
(5,492)
|
Cash
|
|
(42,360)
|
Adjusted Total
Indebtedness, Net of All Cash
|
|
$
1,821,706
|
Total Leverage
Ratio, Net of All Cash
|
|
5.41
|
|
|
|
Auction proceeds
receivable from FCC Spectrum Auction
|
|
90,824
|
Adjusted Total
Indebtedness, Net of All Cash and net of auction
proceeds
|
|
|
receivable from
FCC Spectrum Auction
|
|
$
1,730,882
|
Total Leverage
Ratio, Net of All Cash and Net of Auction Proceeds
|
|
|
Receivable from
FCC Spectrum Auction
|
|
5.14
|
|
|
|
The Company
We are a television broadcast company headquartered in
Atlanta, Georgia, that owns and
operates over 100 television stations and leading digital assets in
markets throughout the United
States. As of the date of this release, we own and/or
operate television stations in 57 television markets that broadcast
more than 200 separate program streams, including 104 channels
affiliated with the CBS Network, the NBC Network, the ABC Network
and the FOX Network. Our portfolio, including pending acquisitions,
includes the number-one and/or number-two ranked television station
operations in essentially all of our markets, which collectively
cover approximately 10.6 percent of total United States television households.
Cautionary Statements for Purposes of the "Safe Harbor"
Provisions of the Private Securities Litigation Reform Act
This press release contains statements that constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 and the federal securities
laws. These "forward-looking statements" are not statements of
historical facts, and may include, among other things, statements
regarding our current expectations and beliefs of operating results
for the third quarter of 2017 or other periods, the impact of
recently completed transactions, future operating expenses, future
income tax payments and other future events. Actual results are
subject to a number of risks and uncertainties and may differ
materially from the current expectations and beliefs discussed in
this press release. All information set forth in this release is as
of August 8, 2017. We do not intend,
and undertake no duty, to update this information to reflect future
events or circumstances. Information about certain potential
factors that could affect our business and financial results and
cause actual results to differ materially from those expressed or
implied in any forward-looking statements are included under the
captions "Risk Factors" and "Management's Discussion and Analysis
of Financial Condition and Results of Operations," in our Annual
Report on Form 10-K for the year ended December 31, 2016 and may be contained in reports
subsequently filed with the U.S. Securities and Exchange Commission
(the "SEC") and available at the SEC's website at www.sec.gov.
Conference Call Information
We will host a conference call to discuss our second quarter
operating results on August 8, 2017.
The call will begin at 9:00 AM Eastern
Time. The live dial-in number is 1(800) 310-1961 and the
confirmation code is 9602721. The call will be webcast live and
available for replay at www.gray.tv. The taped replay of the
conference call will be available at 1 (888) 203-1112, Confirmation
Code: 9602721 until September 7, 2017.
View original content with
multimedia:http://www.prnewswire.com/news-releases/gray-reports-record-operating-results-300500697.html
SOURCE Gray Television, Inc.