WCAX owner reports record operating results

Vermont Business Magazine Gray Television, Inc(NYSE: GTN and GTN.A)today announced record-setting results of operations for the third quarter and year-to-date periods endedSeptember 30, 2017, including record revenue and net income. The Atlanta-based parent company of many local CBS televisionaffiliates acquired WCAX-TV from the Martin family for $29 million in June 2017. Gray also announced it had renewed all its CBS contracts through 2021.

Total advertising revenue for the third quarter of 2017 was near the high end of our guidance range. In particular, our combined local and national advertising revenue increased by approximately$13.5 million, or 11%, in the third quarter of 2017 compared to the third quarter of 2016. On a Combined Historical Basis (as defined below), our aggregate local and national revenue (excluding approximately$8.2 millionof advertising revenue attributable to the broadcast of the 2016 Summer Olympics) increased by approximately 3% in the third quarter of 2017 compared to the third quarter of 2016. In addition, our political advertising revenue significantly exceeded the high end of our guidance. We recorded broadcast and corporate and administrative expenses that were below the low end of our guidance. That range for broadcast expenses included the assumption that non-cash stock based compensation awards of approximately$3.4 millionwould be granted to certain non-executive employees during the third quarter. However, those awards were not made untilOctober 2017. This performance produced fully diluted net income per share in the third quarter and first nine months of 2017 of$0.21and$1.33, respectively.

As ofSeptember 30, 2017, our Total Leverage Ratio, Net of all Cash (as defined below) has improved to 4.99 times, on a trailing eight-quarter basis.

Looking forward, on a Combined Historical Basis, we believe that our fourth quarter of 2017 combined local and national advertising revenue will increase in the low single digit percentage range, when compared to the fourth quarter of 2016.

RELATED STORIES:

WCAX-TV sold to Gray Television, Inc for $29 million

Family Men: 60 years of transition at WCAX

Financial Highlights:

  • Record Revenue- The following table presents certain of our record As Reported revenue and our Combined Historical Basis revenue for the third quarter of 2017 and the respective percentage change from the third quarter of 2016 (dollars in millions):
    Three Months Ended September 30, 2017
        %   Combined   %
    As-Reported   Change   Historical   Change
Revenue (less agency commissions):    
Local (including internet/digital/mobile)   $ 110.0   8 %   $ 110.0   (4)%
National   31.0   22 %   31.0   3 %
Political   4.0   (82)%   4.0   (86)%
Retransmission consent   70.2   37 %   70.2   23 %
Other   3.8   7 %   3.8   0 %
Total   $ 219.0   7 %   $ 219.0   (6)%

 

  • Record Net Income-Our net income of$15.3 millionfor the third quarter of 2017 was the highest net income for any third quarter in our history. Our Broadcast Cash Flow was$79.9 millionfor the third quarter of 2017 ($79.8 millionon a Combined Historical Basis). Our Free Cash Flow was$38.1 millionfor the third quarter of 2017 ($38.0 millionon a Combined Historical Basis).

Other Highlights:

  • OnAugust 1, 2017, we acquired WCAX-TV (CBS) in theBurlington, Vermont-Plattsburgh, New Yorkmarket (DMA 97) for$29.0 million(the "Vermont Acquisition"). We had operated this station under a local marketing agreement ("LMA") sinceJune 1, 2017, and the LMA expired upon completion of the acquisition.
  • OnOctober 2, 2017, we announced that we renewed and extended all network affiliation agreements for our 39 stations affiliated with the CBS Network throughDecember 31, 2021.

Effects of Acquisitions and Divestitures on Our Results of Operations

FromOctober 31, 2013throughSeptember 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 51 television stations in 31 television markets, including 26 new television markets, to our operations.

We refer to the eight stations we acquired (excluding the stations acquired in the Clarksburg Acquisition) during the first nine-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 onJune 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 "Acquisitions."

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 Acquisitions and subtracting the historical revenues and broadcast expenses of divested stations as if they had been acquired or divested, respectively, onJanuary 1, 2015(the beginning of the earliest period presented) (the "Completed Transactions").

Combined Historical Basis financial information does not include any adjustments for other events attributable to the Completed Transactions except "Broadcast Cash Flow," "Broadcast Cash Flow Less Cash Corporate Expenses," "Operating Cash Flow as Defined in the Senior Credit Agreement" and "Total Leverage Ratio, Net of All Cash" each give effect to expected synergies, and "Free Cash Flow" on a Combined Historical Basis gives effect to the financings and certain expected operating synergies related to the Completed Transactions. "Operating Cash Flow as Defined in the Senior Credit Agreement" and "Total Leverage Ratio, Net of All Cash" on a Combined Historical Basis also reflect the add-back of legal and other professional fees incurred in completing acquisitions. Certain of the Combined Historical Basis financial information has been derived from, and adjusted based on, unaudited, unreviewed financial information prepared by other entities, which Gray cannot independently verify. We cannot assure you that such financial information would not be materially different if such information were audited or reviewed and no assurances can be provided as to the accuracy of such information, or that our actual results would not differ materially from the Combined Historical Basis financial information if the Completed Transactions had been completed at the stated date. In addition, the presentation of Combined Historical Basis, "Broadcast Cash Flow," "Broadcast Cash Flow Less Cash Corporate Expenses," "Operating Cash Flow as Defined in the Senior Credit Agreement," "Total Leverage Ratio, Net of All Cash," "Free Cash Flow" and the adjustments to such information, including expected synergies resulting from such transactions, may not comply with GAAP or the requirements for pro forma financial information under Regulation S-X under the Securities Act.

Selected Operating Data on As-Reported Basis (unaudited)                  
                   
  Three Months Ended September 30,
          % Change       % Change
          2017 to       2017 to
  2017   2016   2016   2015   2015
  (dollars in thousands)
Revenue (less agency commissions):                  
Total $ 218,977   $ 204,490   7 %   $ 151,102   45 %
Political $ 4,005   $ 22,272   (82)%   $ 4,594   (13)%
                   
Operating expenses (1):                  
Broadcast $ 139,430   $ 120,717   16 %   $ 98,921   41 %
Corporate and administrative $ 8,318   $ 7,223   15 %   $ 10,022   (17)%
                   
Net (loss) income $ 15,316   $ (213)   7291 %   $ 6,609   132 %
                   
Non-GAAP Cash Flow (2):                  
Broadcast Cash Flow $ 79,936   $ 84,170   (5)%   $ 52,667   52 %
Broadcast Cash Flow Less Cash Corporate Expenses $ 72,794   $ 77,916   (7)%   $ 43,434   68 %
Free Cash Flow $ 38,145   $ 29,495   29 %   $ 15,609   144 %
 
 
  Nine Months Ended September 30,
          % Change       % Change
          2017 to       2017 to
  2017   2016   2016   2015   2015
  (dollars in thousands)
Revenue (less agency commissions):                  
Total $ 649,119   $ 574,846   13 %   $ 427,869   52 %
Political $ 9,034   $ 41,576   (78)%   $ 7,950   14 %
                   
Operating expenses (1):                  
Broadcast $ 406,446   $ 346,620   17 %   $ 272,213   49 %
Corporate and administrative $ 24,436   $ 31,425   (22)%   $ 23,313   5 %
                   
Net income $ 96,382   $ 26,439   265 %   $ 24,314   296 %
                   
Non-GAAP Cash Flow (2):                  
Broadcast Cash Flow $ 243,639   $ 229,332   6 %   $ 156,635   56 %
Broadcast Cash Flow Less Cash Corporate Expenses $ 222,431   $ 200,817   11 %   $ 135,652   64 %
Free Cash Flow $ 130,622   $ 79,640   64 %   $ 64,988   101 %
 
(1) Excludes depreciation, amortization, and 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.
 
 
 
 
Selected Operating Data on Combined Historical Basis (unaudited)
                   
  Three Months Ended September 30,
          % Change       % Change
          2017 to       2017 to
  2017   2016   2016   2015   2015
  (dollars in thousands)
Revenue (less agency commissions):                  
Total $ 218,977   $ 233,798   (6)%   $ 203,223   8 %
Political $ 4,005   $ 28,181   (86)%   $ 5,535   (28)%
                   
Operating expenses (1):                  
Broadcast $ 139,430   $ 135,810   3 %   $ 133,512   4 %
Corporate and administrative $ 8,318   $ 7,223   15 %   $ 10,022   (17)%
                   
Non-GAAP Cash Flow (2):                  
Broadcast Cash Flow $ 79,818   $ 97,715   (18)%   $ 76,549   4 %
Broadcast Cash Flow Less                  
Cash Corporate Expenses $ 72,676   $ 91,464   (21)%   $ 67,316   8 %
Operating Cash Flow as defined in                  
our Senior Credit Agreement $ 72,488   $ 90,587   (20)%   $ 69,300   5 %
Free Cash Flow $ 37,963   $ 45,868   (17)%   $ 36,723   3 %
 
 
  Nine Months Ended September 30,
          % Change       % Change
          2017 to       2017 to
  2017   2016   2016   2015   2015
  (dollars in thousands)
Revenue (less agency commissions):                  
Total $ 661,472   $ 670,473   (1)%   $ 596,891   11 %
Political $ 9,074   $ 54,169   (83)%   $ 9,846   (8)%
                   
Operating expenses (1):                  
Broadcast $ 419,461   $ 406,653   3 %   $ 385,468   9 %
Corporate and administrative $ 24,436   $ 31,425   (22)%   $ 23,313   5 %
                   
Non-GAAP Cash Flow (2):                  
Broadcast Cash Flow $ 246,043   $ 270,909   (9)%   $ 234,462   5 %
Broadcast Cash Flow Less                  
Cash Corporate Expenses $ 224,835   $ 242,394   (7)%   $ 213,479   5 %
Operating Cash Flow as defined in                  
our Senior Credit Agreement $ 224,873   $ 247,209   (9)%   $ 218,220   3 %
Free Cash Flow $ 133,319   $ 125,654   6 %   $ 123,659   8 %
 
(1) Excludes depreciation, amortization, and 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 Third Quarter of 2017

Revenue (less agency commissions) on As-Reported Basis.

The table below presents our revenue (less agency commissions) by type for the third quarter of 2017 and 2016 (dollars in thousands):

                 
    Three Months Ended September 30,
    2017   2016
        Percent       Percent
    Amount   of Total   Amount   of Total
Revenue (less agency commissions):                
Local (including internet/digital/mobile)   $ 110,033   50.2%   $ 102,172   50.0%
National   31,027   14.2%   25,426   12.4%
Political   4,005   1.8%   22,272   10.9%
Retransmission consent   70,150   32.0%   51,096   25.0%
Other   3,762   1.8%   3,524   1.7%
Total   $ 218,977   100.0%   $ 204,490   100.0%

 

Total revenue increased$14.5 million, or 7%, to$219.0 millionfor the third quarter of 2017 compared to the third quarter of 2016. Total revenue from the 2017 Acquisitions and the 2016 Acquisitions, collectively, accounted for approximately$59.3 millionof our total revenue in the third quarter of 2017 compared to$37.1 millionin the third quarter of 2016.

The changes in revenue for the third quarter of 2017 compared to the third quarter of 2016 were approximately as follows:

  • Local advertising revenue (including internet/digital/mobile) increased$7.9 million, or 8%, to$110.0 million.
  • National advertising revenue increased$5.6 million, or 22%, to$31.0 million.
  • Political advertising revenue decreased$18.3 million, or 82%, to$4.0 million.
  • Retransmission consent revenue increased$19.1 million, or 37%, to$70.2 million.
  • Other revenue increased$0.2 million, or 7%, to$3.8 million.

Excluding the revenue contributed by the 2017 Acquisitions and 2016 Acquisitions, our total revenue decreased by$7.7 millionin the third quarter of 2017 as compared to the third quarter of 2016. This was primarily the result of a decrease in political advertising revenue of approximately$14.2 milliondue to 2017 being the "off-year" of the two-year election cycle. These decreases were partially offset by an increase in retransmission consent revenue of approximately$10.0 millionprimarily due to higher retransmission consent rates.

Local and national advertising revenue for the third quarter of 2017 decreased by approximately$3.3 millionprimarily because the third quarter of 2016 included approximately$8.2 millionof revenue from the 2016 Olympic Games.

Revenue on Combined Historical Basis.

On a Combined Historical Basis, total revenue decreased$14.8 million, or 6%, to$219.0 millionin the third quarter of 2017 compared to the third quarter of 2016 as a result of the following:

  • Local advertising revenue (including internet/digital/mobile) decreased$4.8 million, or 4%, to$110.0 million.
  • National advertising revenue increased$0.9 million, or 3%, to$31.0 million.
  • Political advertising revenue decreased$24.2 million, or 86%, to$4.0 million.
  • Retransmission consent revenue increased$13.2 million, or 23%, to$70.2 million.
  • Other revenue was consistent at$3.8 million.

Local and national advertising revenue decreased primarily because the third quarter of 2016 included approximately$8.2 millionof advertising revenue from the 2016 Olympic Games.

Broadcast Operating Expenses on As-Reported Basis.

Broadcast operating expenses (before depreciation, amortization and loss on disposal of assets) increased$18.7 million, or 16%, to$139.4 millionfor the third quarter of 2017 compared to the third quarter of 2016. The 2017 Acquisitions and 2016 Acquisitions, collectively, accounted for approximately$34.9 millionof our broadcast operating expenses in the third quarter of 2017, and the 2016 Acquisitions accounted for approximately$20.9 millionof our broadcast operating expenses in the third quarter of 2016. Including the impact of the 2017 Acquisitions and the 2016 Acquisitions, total retransmission expense increased$9.7 million, or 39%, to$34.7 millionin the third quarter of 2017 compared to the third quarter of 2016.

Excluding the impact of the 2017 Acquisitions and the 2016 Acquisitions:

  • Non-compensation expenses increased$5.9 million, or 10%, in the third quarter of 2017, primarily due to retransmission expense increases of$5.3 millionas well as net increases in programming, licensing and professional fees and certain other items.
  • Compensation expenses decreased$1.2 million, or 2%, in the third quarter of 2017.

Broadcast Operating Expenses on Combined Historical Basis.

On a Combined Historical Basis, broadcast operating expenses (before depreciation, amortization and loss on disposal of assets) increased$3.6 million, or 3%, to$139.4 millionfor the third quarter of 2017 compared to the third quarter of 2016. The increase reflects, in part, the following:

  • Retransmission expense increased$6.8 million, or 24%, to$34.7 millionin the third quarter of 2017 compared to the third quarter of 2016, consistent with increases in retransmission consent revenue.
  • Syndicated programming and licensing expenses decreased$1.4 million, or 21%, in the third quarter of 2017 compared to the third quarter of 2016.
  • Professional fees increased$1.5 million, or 67%, in the third quarter of 2017 compared to the third quarter of 2016.
  • Compensation expenses decreased by approximately$1.9 million, or 3%, in the third quarter of 2017 compared to the third 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) increased$1.1 million, or 15%, to$8.3 millionin the third quarter of 2017 as compared to the third quarter of 2016, primarily as a result of increased professional services and promotional expenses. Non-cash share based compensation expenses were$1.2 millionand$1.0 millionin the third quarters of 2017 and 2016, respectively.

Loss from Early Extinguishment of Debt.

In the three-months endedSeptember 30, 2016, we recorded a loss from early extinguishment of debt of approximately$32.0 million, or$19.5 millionafter tax, related to the tender offer and redemption of our 7½% senior notes due 2020.

Taxes.

During the third quarter of 2017, the Company made aggregate federal and state tax payments of$0.3 millioncompared to$0.5 millionin the third quarter of 2016. During the remainder of 2017, we anticipate making income tax payments (net of refunds) of approximately$0.6 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 Nine-Months EndedSeptember 30, 2017

Revenue (less agency commissions) on As-Reported Basis.

The table below presents our revenue (less agency commissions) by type for the nine-month periods endedSeptember 30, 2017and 2016 (dollars in thousands):

                 
    Nine Months Ended September 30,
    2017   2016
        Percent       Percent
    Amount   of Total   Amount   of Total
Revenue (less agency commissions):                
Local (including internet/digital/mobile)   $ 330,547   50.9%   $ 296,253   51.5%
National   86,822   13.4%   73,575   12.8%
Political   9,034   1.4%   41,576   7.2%
Retransmission consent   207,094   31.9%   148,914   25.9%
Other   15,622   2.4%   14,528   2.6%
Total   $ 649,119   100.0%   $ 574,846   100.0%

 

 

Total revenue increased$74.3 million, or 13%, to$649.1 millionfor the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 30, 2016. Revenue from the 2017 Acquisitions and 2016 Acquisitions, collectively, accounted for approximately$167.9 millionof our total revenue in the nine-months endedSeptember 30, 2017, compared to$87.9 millionin the nine-months endedSeptember 30, 2016.

The changes in revenue for the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 30, 2016were approximately as follows:

  • Local advertising revenue (including internet/digital/mobile) increased$34.3 million, or 12%, to$330.5 million.
  • National advertising revenue increased$13.2 million, or 18%, to$86.8 million.
  • Political advertising revenue decreased$32.5 million, or 78%, to$9.0 million.
  • Retransmission consent revenue increased$58.2 million, or 39%, to$207.1 million.
  • Other revenue increased$1.1 million, or 8%, to$15.6 million.

Excluding the total revenue contributed by the 2017 Acquisitions and 2016 Acquisitions, our total revenue decreased by$5.7 millionin the nine-months endedSeptember 30, 2017as compared to the nine-months endedSeptember 30, 2016. This was primarily the result of political advertising revenue that decreased by$28.9 milliondue to 2017 being the "off-year" of the two-year election cycle, offset by retransmission consent revenue that increased by$28.9 millionprimarily due to increased retransmission consent rates.

Local and national advertising revenue declined$5.5 million, 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 millionof local and national advertising revenue, compared to$1.6 millionthat we earned from the broadcast of the 2016 Super Bowl on our CBS-affiliated stations. Local and national advertising also declined because the nine-months endedSeptember 30, 2016included approximately$8.2 millionof revenue from the 2016 Olympic Games.

Revenue on Combined Historical Basis.

On a Combined Historical Basis, total revenue decreased$9.0 million, or 1%, to$661.5 millionin the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 30, 2016, as a result of the following:

  • Local advertising revenue (including internet/digital/mobile) decreased$5.9 million, or 2%, to$338.9 million.
  • National advertising revenue increased$0.1 million, or less than 1%, to$90.1 million.
  • Political advertising revenue decreased$45.1 million, or 83%, to$9.1 million.
  • Retransmission consent revenue increased$41.8 million, or 25%, to$210.3 million.
  • Other revenue decreased$0.1 million, or less than 1%, to$13.1 million.

Local and national advertising revenue decreased, 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 millionof local and national advertising revenue, compared to$2.1 millionthat we earned from the broadcast of the 2016 Super Bowlon our CBS-affiliated stations. Local and national advertising also decreased because the nine-months endedSeptember 30, 2016included approximately$8.2 millionof revenue from the 2016 Olympic Games.

Broadcast Operating Expenses on As-Reported Basis.

Broadcast operating expenses (before depreciation, amortization and gain on disposal of assets) increased$59.8 million, or 17%, to$406.4 millionfor the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 30, 2016. The 2017 Acquisitions and 2016 Acquisitions, collectively, accounted for approximately$95.1 millionof our broadcast operating expenses in the nine-months endedSeptember 30, 2017, and the 2016 Acquisitions accounted for approximately$52.6 millionof our broadcast operating expenses for the nine-months endedSeptember 30, 2016. Including the impact of the 2017 Acquisitions and the 2016 Acquisitions, total retransmission expense increased$29.4 million, or 41%, to$100.8 millionin the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 30, 2016.

Excluding the impact of the 2017 Acquisitions and the 2016 Acquisitions:

  • Non-compensation expenses increased by$18.5 million, or 11%, in the nine-months endedSeptember 30, 2017primarily due to retransmission expense increases of$15.7 millionand professional fee increases of$5.2 million.
  • Compensation expenses decreased$1.2 million, or 1%, in the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 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$12.8 million, or 3%, to$419.5 millionfor the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 30, 2016. The increase reflects, in part, the following:

  • Retransmission expense increased$21.0 million, or 26%, to$103.2 millionfor the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 30, 2016, consistent with increases in retransmission consent revenue.
  • Syndicated programming and licensing expenses decreased$1.8 million, or 10%, in the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 30, 2016.
  • Professional fees increased$2.8 million, or 46%, in the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 30, 2016.
  • Compensation expense decreased by approximately$4.3 million, or 2%, for the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 30, 2016.

Corporate and Administrative Operating Expenses on As-Reported Basis.

Corporate and administrative expenses (before depreciation, amortization and loss (gain) on disposal of assets) decreased$7.0 million, or 22%, to$24.4 millionin the nine-months endedSeptember 30, 2017compared to the nine-months endedSeptember 30, 2016. The net decrease reflects, in part, the following:

  • Non-compensation expenses decreased$6.3 millionin the nine-months endedSeptember 30, 2017primarily due to decreases of$7.7 millionof professional fees related to acquisition activities, partially offset by increases of$1.0 millionin promotional expenses.
  • Non-cash share based compensation expenses were$3.2 millionin the nine-months endedSeptember 30, 2017compared to$2.9 millionin the nine-months endedSeptember 30, 2016.

Loss from Early Extinguishment of Debt.

In the nine-months endedSeptember 30, 2017, we recorded a loss from early extinguishment of debt of approximately$2.9 million, or$1.7 millionafter tax, related to the amendment and restatement of our senior credit facility. In the nine-months endedSeptember 30, 2016, we recorded a loss from early extinguishment of debt of approximately$32.0 million, or$19.5 millionafter tax, related to the tender offer and redemption of our 7½% senior notes due 2020.

Gain on Disposal of Assets.

We reported gains on disposals of assets of$75.1 millionand$0.1 millionin the nine-months endedSeptember 30, 2017and 2016 respectively. OnMay 30, 2017, we tendered two of our broadcast licenses and made other modifications to our broadcast spectrum related to our participation in the FCC's reverse auction for broadcast spectrum. Our proceeds from this auction, which were received onAugust 7, 2017, were$90.8 millionwhile the combined cost of the disposed assets was$13.1 million.

Taxes.

During the nine-months endedSeptember 30, 2017, the Company made aggregate federal and state tax payments totaling$1.2 millioncompared to$14.6 millionin the nine-months endedSeptember 30, 2016.

Detailed table of operating results

Gray Television, Inc.
Selected Operating Data (Unaudited)
(in thousands except for net income per share data)
           
  Three Months Ended   Nine Months Ended
  September 30,   September 30,
               
  2017   2016   2017   2016
               
Revenue (less agency commissions) $ 218,977   $ 204,490   $ 649,119   $ 574,846
Operating expenses before depreciation, amortization              
and loss on disposal of assets, net:              
Broadcast 139,430   120,717   406,446   346,620
Corporate and administrative 8,318   7,223   24,436   31,425
Depreciation 13,085   11,494   38,555   34,237
Amortization of intangible assets 6,460   4,235   18,684   12,365
Loss (gain) on disposal of assets, net 1,660   354   (75,139)   (66)
Operating expenses 168,953   144,023   412,982   424,581
Operating income 50,024   60,467   236,137   150,265
Other income (expense):              
Miscellaneous income, net 28   30   36   740
Interest expense (24,207)   (27,926)   (71,189)   (73,470)
Loss from early extinguishment of debt -   (31,987)   (2,851)   (31,987)
Income before income tax 25,845   584   162,133   45,548
Income tax expense 10,529   797   65,751   19,109
Net (loss) income $ 15,316   $ (213)   $ 96,382   $ 26,439
               
Basic per share information:              
Net (loss) income $ 0.21   $ -   $ 1.34   $ 0.37
Weighted-average shares outstanding 71,636   71,879   71,777   71,850
               
Diluted per share information:              
Net (loss) income $ 0.21   $ -   $ 1.33   $ 0.36
Weighted-average shares outstanding 72,454   71,879   72,491   72,723
               
Political advertising revenue (less agency commissions) $ 4,005   $ 22,272   $ 9,034   $ 41,576
               
Revenue from broadcast of Olympic games (less              
agency commissions) $ -   $ 8,192   $ -   $ 8,192

 

 

Other Financial Data

  September 30, 2017   December 31, 2016
  (in thousands)
       
Cash $ 172,854   $ 325,189
Long-term debt including current portion $ 1,838,027   $ 1,756,747
Borrowing availability under our senior credit facility $ 100,000   $ 60,000
       
  Nine Months Ended September 30,
  2017   2016
  (in thousands)
       
Net cash provided by operating activities $ 114,346   $ 103,419
Net cash used in investing activities (336,334)   (469,504)
Net cash provided by financing activities 69,653   499,165
Net increase in cash $ (152,335)   $ 133,080

 

 

Guidance for the Three-Months Ending December 31,2017

Based on our current forecasts for the fourth quarter of 2017, we anticipate changes from the three-months endedDecember 31, 2016as outlined below. Our estimates for the fourth quarter of 2017 include approximately$63.1 millionof revenues and$38.8 millionof broadcast operating expenses estimated to be contributed by the 2017 Acquired Stations and 2016 Acquired Stations. Our as-reported results for the fourth quarter of 2016 included approximately$42.5 millionof revenues and approximately$22.0 millionof broadcast operating expenses contributed by the 2016 Acquired Stations:

    Low End   % Change   High End   % Change    
    Guidance for   From   Guidance for   From   Actual
    the Fourth   Actual Fourth   the Fourth   Actual Fourth   Fourth
    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)   $ 230,000   (3)%   $ 233,000   (2)%   $ 237,619
                     
OPERATING EXPENSES                    
(before depreciation, amortization and                  
gain on disposals of assets):                    
Broadcast   $ 150,000   17 %   $ 153,000   19 %   $ 128,511
Corporate and administrative   $ 8,500   (5)%   $ 9,000   1 %   $ 8,922
                     
OTHER SELECTED DATA:                    
Political advertising revenue                    
(less agency commissions)   $ 5,000   (90)%   $ 5,500   (89)%   $ 48,519

 

 

Comments on Fourth Quarter of 2017 Guidance on As-Reported Basis

Revenue on As-Reported Basis.

Based on our current forecasts for the fourth quarter of 2017, we anticipate the following changes from the fourth quarter of 2016:

  • We believe our fourth quarter of 2017 local advertising revenue (including internet/digital/mobile) will increase by 12% to 14%.
  • We expect our fourth quarter of 2017 national advertising revenue will increase by 25% to 30%.
  • We believe our fourth quarter of 2017 political advertising revenue will decrease to within a range of approximately$5.0 million to $5.5 million, due to 2017 being an off-year of the political advertising revenue cycle.
  • We believe our fourth quarter of 2017 retransmission consent revenue will be approximately$70.0 million.

Broadcast Operating Expenses (before depreciation, amortization and loss (gain) on disposal of assets) on As-Reported Basis.

For the fourth quarter of 2017, we anticipate our broadcast operating expenses will increase from the fourth 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 millionto approximately$36.0 millionand an increase in non-cash stock based compensation of approximately$2.6 millionreflecting certain non-cash stock based compensation awards made inOctober 2017to certain non-executive employees. Our fourth quarter 2017 operating expenses will also include approximately$4.1 millionof expense for discretionary company contributions to our 401(k) plan.

Corporate and Administrative Operating Expenses (before depreciation, amortization and loss (gain) on disposal of assets) on As-Reported Basis.

For the fourth quarter of 2017, we anticipate our corporate and administrative operating expense will decrease to within a range of approximately$8.5 million to $9.0 million, primarily attributable to decreases in professional services fees related to acquisitions.

Comments on Fourth Quarter of 2017 Guidance on Combined Historical Basis

Based on our current forecasts for the fourth quarter of 2017, we anticipate the following changes from the Combined Historical Basis for the fourth quarter of 2016. For the purposes hereof, our Combined Historical Basis for the fourth quarter of 2016 has been adjusted to give effect to the 2017 Acquisitions and the 2016 Acquisitions as if they had been acquired in the first day of the earliest period presented.

Revenue on Combined Historical Basis.

  • We believe our fourth quarter of 2017 total revenue will decrease in a mid-double digit percentage range, due primarily to 2017 being an off-year of the political advertising revenue cycle.
  • We believe our fourth quarter of 2017 local advertising revenue will be consistent with, or increase in the low single digit percentage range, when compared to the fourth quarter of 2016.
  • We believe our fourth quarter of 2017 national advertising revenue will increase in the mid to upper single digit percentage range, when compared to the fourth quarter of 2016.
  • We believe that our fourth quarter of 2017 combined local and national advertising revenue will increase in the low single digit percentage range, when compared to the fourth quarter of 2016.
  • We believe our fourth quarter of 2017 political advertising revenue will be within a range of approximately$5.0 million to $5.5 million, decreasing by approximately$58.0 million to $59.0 million, due to 2017 being an off-year of the political advertising revenue cycle.
  • We believe our fourth quarter of 2017 retransmission consent revenue will increase by approximately$12.0 millionto approximately$70.0 million.

Broadcast Operating Expenses (before depreciation, amortization and loss (gain) on disposal of assets) on Combined Historical Basis.

Our total broadcast operating expenses for the fourth quarter of 2017 are anticipated to increase from the fourth quarter of 2016 on a Combined Historical Basis by approximately 2% to 5%, or$4.0 million to $7.0 million. This increase reflects an expected increase of$6.0 millionin retransmission expense to approximately$36.0 millionand an increase in non-cash stock based compensation of approximately$2.6 millionreflecting certain non-cash stock based compensation awards made inOctober 2017to certain non-executive employees. Our fourth quarter 2017 operating expenses will also include approximately$4.1 millionof expense for discretionary company contributions to our 401(k) plan.

Non-GAAP Terms

From time to time, Gray supplements its financial results prepared in accordance with accounting principles generally accepted inthe 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 the Senior Credit Agreement, 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 defined in the Senior Credit Agreement 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 the total outstanding principal of our long-term debt and certain other obligations as defined in the Senior Credit Agreement less all cash divided by our average Operating Cash Flow as defined in the Senior Credit Agreement for the preceding eight quarters. This average is calculated by dividing the sum of our Operating Cash Flow as defined in the Senior Credit Agreement for the preceding eight quarters by two.

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
  September 30,
  2017   2016   2015
Net income (loss) $ 15,316   $ (213)   $ 6,609
Adjustments to reconcile from net income (loss) to          
Broadcast Cash Flow Less Cash Corporate Expenses:          
Depreciation 13,085   11,494   9,354
Amortization of intangible assets 6,460   4,235   3,213
Non-cash stock based compensation 1,531   1,271   1,009
Loss on disposal of assets, net 1,660   354   248
Miscellaneous income, net (28)   (30)   (28)
Interest expense 24,207   27,926   18,645
Loss from early extinguishment of debt -   31,987   -
Income tax expense 10,529   797   4,118
Amortization of program broadcast rights 5,209   4,817   3,677
Common stock contributed to 401(k) plan          
excluding corporate 401(k) contributions 1   7   6
Payments for program broadcast rights (5,176)   (4,729)   (3,417)
Corporate and administrative expenses before          
depreciation, amortization of intangible assets and          
non-cash stock based compensation 7,142   6,254   9,233
Broadcast Cash Flow 79,936   84,170   52,667
Corporate and administrative expenses before          
depreciation, amortization of intangible assets and          
non-cash stock based compensation (7,142)   (6,254)   (9,233)
Broadcast Cash Flow Less Cash Corporate Expenses 72,794   77,916   43,434
Pension (income) expense (124)   40   -
Contributions to pension plans -   (1,405)   (2,483)
Interest expense (24,207)   (27,926)   (18,645)
Amortization of deferred financing costs 1,157   1,397   799
Amortization of original issue premium          
on senior notes (153)   (194)   (215)
Purchase of property and equipment (11,011)   (19,763)   (6,854)
Income taxes paid, net of refunds (311)   (570)   (427)
Free Cash Flow $ 38,145   $ 29,495   $ 15,609

 

 

Reconciliation on As-Reported Basis, in thousands – Year to Date
 
  Nine Months Ended
  September 30,
  2017   2016   2015
Net income $ 96,382   $ 26,439   $ 24,314
Adjustments to reconcile from net income to          
Broadcast Cash Flow Less Cash Corporate Expenses:          
Depreciation 38,555   34,237   26,906
Amortization of intangible assets 18,684   12,365   8,715
Non-cash stock based compensation 4,303   3,827   3,011
(Gain) loss on disposal of assets, net (75,139)   (66)   562
Miscellaneous income, net (36)   (739)   (102)
Interest expense 71,189   73,470   55,762
Loss from early extinguishment of debt 2,851   31,987   -
Income tax expense 65,751   19,109   16,186
Amortization of program broadcast rights 15,444   14,026   10,837
Common stock contributed to 401(k) plan          
excluding corporate 401(k) contributions 16   21   19
Payments for program broadcast rights (15,569)   (13,859)   (10,558)
Corporate and administrative expenses before          
depreciation, amortization of intangible assets and          
non-cash stock based compensation 21,208   28,515   20,983
Broadcast Cash Flow 243,639   229,332   156,635
Corporate and administrative expenses before          
depreciation, amortization of intangible assets and          
non-cash stock based compensation (21,208)   (28,515)   (20,983)
Broadcast Cash Flow Less Cash Corporate Expenses 222,431   200,817   135,652
Pension (income) expense (371)   120   4,190
Contributions to pension plans (624)   (3,038)   (3,916)
Interest expense (71,189)   (73,470)   (55,762)
Amortization of deferred financing costs 3,466   3,664   2,396
Amortization of original issue premium          
on senior notes (458)   (626)   (647)
Purchase of property and equipment (21,426)   (33,238)   (15,250)
Income taxes paid, net of refunds (1,207)   (14,589)   (1,675)
Free Cash Flow $ 130,622   $ 79,640   $ 64,988

 

 

Reconciliation on Combined Historical Basis, in thousands – Quarter
 
  Three Months Ended
  September 30,
  2017   2016   2015
   
Net income $ 15,316   $ 13,951   $ 12,317
Adjustments to reconcile from net income to Broadcast Cash          
Flow Less Cash Corporate Expenses:          
Depreciation 13,085   12,821   12,975
Amortization of intangible assets 6,460   4,344   4,979
Non-cash stock-based compensation 1,531   1,271   1,009
Loss on disposal of assets, net 1,660   395   532
Miscellaneous income, net (28)   (36)   1,443
Interest expense 24,207   25,589   24,161
Loss from early extinguishment of debt -   31,987   -
Income tax expense 10,529   1,712   3,279
Amortization of program broadcast rights 5,209   5,253   5,304
Common stock contributed to 401(k) plan          
excluding corporate 401(k) contributions 1   7   6
Payments for program broadcast rights (5,176)   (5,165)   (5,044)
Corporate and administrative expenses before          
depreciation, amortization of intangible assets and          
non-cash stock-based compensation 7,142   6,251   9,233
Other (118)   (665)   6,355
Broadcast Cash Flow 79,818   97,715   76,549
Corporate and administrative expenses before          
depreciation, amortization of intangible assets and          
non-cash stock-based compensation (7,142)   (6,251)   (9,233)
Broadcast Cash Flow Less Cash Corporate Expenses 72,676   91,464   67,316
Pension (income) expense (124)   40   -
Contributions to pension plans -   (1,405)   (2,483)
Other (64)   488   4,467
Operating Cash Flow as defined in the Senior Credit Agreement 72,488   90,587   69,300
Interest expense (24,207)   (25,589)   (24,161)
Amortization of deferred financing costs 1,157   1,397   799
Amortization of net original issue premium          
on senior notes (153)   (194)   (215)
Purchase of property and equipment (11,011)   (19,763)   (7,750)
Income taxes paid, net of refunds (311)   (570)   (1,250)
Free Cash Flow $ 37,963   $ 45,868   $ 36,723

 

 

Reconciliation on Combined Historical Basis, in thousands – Year to Date
 
  Nine Months Ended
  September 30,
  2017   2016   2015
   
Net income $ 94,563   $ 52,083   $ 43,914
Adjustments to reconcile from net income to Broadcast Cash          
Flow Less Cash Corporate Expenses:          
Depreciation 39,292   39,036   38,704
Amortization of intangible assets 18,710   13,563   14,111
Non-cash stock-based compensation 4,303   3,827   3,011
Loss on disposal of assets, net (75,189)   179   1,058
Miscellaneous (income) expense, net (45)   196   4,364
Interest expense 71,929   76,766   72,310
Loss from early extinguishment of debt 2,851   31,987   -
Income tax expense 65,465   18,584   13,647
Amortization of program broadcast rights 15,707   15,998   15,924
Common stock contributed to 401(k) plan          
excluding corporate 401(k) contributions 16   21   19
Payments for program broadcast rights (15,832)   (15,831)   (15,645)
Corporate and administrative expenses before          
depreciation, amortization of intangible assets and          
non-cash stock-based compensation 21,208   28,515   20,983
Other 3,065   5,985   22,062
Broadcast Cash Flow 246,043   270,909   234,462
Corporate and administrative expenses before          
depreciation, amortization of intangible assets and          
non-cash stock-based compensation (21,208)   (28,515)   (20,983)
Broadcast Cash Flow Less Cash Corporate Expenses 224,835   242,394   213,479
Pension (income) expense (371)   120   4,190
Contributions to pension plans (624)   (3,038)   (3,916)
Other 1,033   7,733   4,467
Operating Cash Flow as defined in the Senior Credit Agreement 224,873   247,209   218,220
Interest expense (71,929)   (76,766)   (72,310)
Amortization of deferred financing costs 3,466   3,664   2,396
Amortization of net original issue premium          
on senior notes (458)   (626)   (647)
Purchase of property and equipment (21,426)   (33,238)   (20,250)
Income taxes paid, net of refunds (1,207)   (14,589)   (3,750)
Free Cash Flow $ 133,319   $ 125,654   $ 123,659

 

 

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:   September 30, 2017
Net income   $ 221,374
Adjustments to reconcile from net income to Broadcast Cash    
Flow Less Cash Corporate Expenses:    
Depreciation   104,473
Amortization of intangible assets   41,764
Non-cash stock-based compensation   10,413
(Gain) loss on disposals of assets, net   (73,916)
Miscellaneous income, net   1,439
Interest expense   198,570
Loss from early extinguishment of debt   34,838
Income tax expense   116,434
Amortization of program broadcast rights   42,931
Common stock contributed to 401(k) plan    
excluding corporate 401(k) contributions   52
Payments for program broadcast rights   (42,736)
Corporate and administrative expenses before depreciation, amortization    
of intangible assets and non-cash stock-based compensation   67,917
Other   14,868
Broadcast Cash Flow   738,421
Corporate and administrative expenses before depreciation, amortization    
depreciation, amortization of intangible assets and    
non-cash stock-based compensation   (67,917)
Broadcast Cash Flow Less Cash Corporate Expenses   670,504
Pension expense   (189)
Contributions to pension plans   (5,177)
Other   11,496
Operating Cash Flow as defined in the Senior Credit Agreement   $ 676,634
Operating Cash Flow as defined in the Senior Credit Agreement,    
divided by two   $ 338,317
     
    September 30, 2017
Adjusted Total Indebtedness:    
Long term debt, including current portion   $ 1,838,027
Capital leases and other debt   607
Total deferred financing costs, net   29,151
Premium on subordinated debt, net   (5,339)
Cash   (172,854)
Adjusted Total Indebtedness, Net of All Cash   $ 1,689,592
Total Leverage Ratio, Net of All Cash   4.99

The Company

We are a television broadcast company headquartered inAtlanta, Georgia, that owns and operates over 100 television stations and leading digital assets in markets throughoutthe 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 over 100 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 10.4 percent of totalUnited Statestelevision 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 fourth 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 ofNovember 6, 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 endedDecember 31, 2016and may be contained in reports subsequently filed with the U.S. Securities and Exchange Commission (the "SEC") and available at the SEC's website atwww.sec.gov.

Conference Call Information

We will host a conference call to discuss our third quarter operating results onNovember 6, 2017. The call will begin at11:00 AM Eastern Time. The live dial-in number is 1 (888) 259-8544 and the confirmation code is 2354575. The call will be webcast live and available for replay atwww.gray.tv. The taped replay of the conference call will be available at 1 (888) 203-1112, Confirmation Code: 2354575 untilDecember 6, 2017.

SOURCE ATLANTA,Nov. 6, 2017/PRNewswire/ --​Gray Televisionwww.gray.tv