E.W. SCRIPPS Co (SSP)
SIC breadcrumb: Transportation, Communications, Electric, Gas, And Sanitary Services > Communications > SIC 4833 Television Broadcasting Stations
SEC company page: https://www.sec.gov/edgar/browse/?CIK=832428. Latest filing source: 0000832428-26-000010.
Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
|---|---|---|---|---|
| Revenue | 2,150,585,000 | USD | 2025 | 2026-02-27 |
| Net income | -100,877,000 | USD | 2025 | 2026-02-27 |
| Assets | 5,008,628,000 | USD | 2025 | 2026-02-27 |
Financials
Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-27. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000832428.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.
| Metric | 2011 | 2012 | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Revenue | 874,451,000 | 876,972,000 | 1,157,362,000 | 1,351,399,000 | 1,857,478,000 | 2,283,532,000 | 2,453,215,000 | 2,292,912,000 | 2,509,772,000 | 2,150,585,000 | |||||
| Net income | -15,537,000 | 40,188,000 | -474,000 | 10,529,000 | -73,872,000 | 59,105,000 | -10,511,000 | -947,784,000 | 146,218,000 | -100,877,000 | |||||
| Operating income | 128,205,000 | -1,903,000 | 148,483,000 | 87,359,000 | 303,488,000 | 400,745,000 | 428,344,000 | -753,242,000 | 412,491,000 | 183,994,000 | |||||
| Diluted EPS | 0.80 | -0.16 | 0.24 | -0.23 | 3.21 | 0.81 | 1.62 | -11.84 | 1.01 | -1.87 | |||||
| Operating cash flow | 146,493,000 | 40,852,000 | 140,911,000 | -27,452,000 | 277,394,000 | 237,000,000 | 311,423,000 | 111,604,000 | 365,680,000 | 53,100,000 | |||||
| Capital expenditures | 25,911,000 | 17,932,000 | 47,093,000 | 60,935,000 | 44,949,000 | 60,744,000 | 45,792,000 | 59,627,000 | 65,256,000 | 46,577,000 | |||||
| Assets | 1,735,906,000 | 2,129,548,000 | 2,130,347,000 | 3,561,857,000 | 4,859,386,000 | 6,658,314,000 | 6,431,005,000 | 5,410,120,000 | 5,198,575,000 | 5,008,628,000 | |||||
| Stockholders' equity | 545,773,000 | 518,276,000 | 900,983,000 | 945,935,000 | 936,853,000 | 926,165,000 | 2,130,825,000 | 1,156,183,000 | 1,318,014,000 | 1,246,092,000 | |||||
| Cash and cash equivalents | 134,352,000 | 148,699,000 | 107,114,000 | 32,968,000 | 576,021,000 | 66,223,000 | 18,027,000 | 35,319,000 | 23,852,000 | 27,923,000 | |||||
| Free cash flow | 120,582,000 | 22,920,000 | 93,818,000 | -88,387,000 | 232,445,000 | 176,256,000 | 265,631,000 | 51,977,000 | 300,424,000 | 6,523,000 |
Ratios
| Metric | 2011 | 2012 | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net margin | 6.76% | -1.20% | -41.34% | 5.83% | -4.69% | ||||||||||
| Operating margin | 14.66% | -0.22% | 12.83% | 6.46% | 16.34% | 17.55% | 17.46% | -32.85% | 16.44% | 8.56% | |||||
| Return on equity | -0.09% | 2.03% | -8.20% | 6.25% | -1.12% | -81.98% | 11.09% | -8.10% | |||||||
| Return on assets | 3.40% | -0.49% | -17.52% | 2.81% | -2.01% | ||||||||||
| Current ratio | 3.32 | 2.87 | 2.38 | 2.06 | 5.84 | 1.37 | 1.33 | 1.41 | 1.31 | 1.65 |
Financial Charts
Quarterly
Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-08. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000832428.json.
| Quarter | End Date | Revenue | Net Income | Diluted EPS | Method |
|---|---|---|---|---|---|
| 2015-Q4 | 2015-12-31 | -21,532,000 | derived Q4 = FY annual - nine-month YTD | ||
| 2016-Q1 | 2016-03-31 | 4,888,000 | reported discrete quarter | ||
| 2016-Q2 | 2016-06-30 | 11,488,000 | reported discrete quarter | ||
| 2016-Q3 | 2016-09-30 | 12,522,000 | reported discrete quarter | ||
| 2016-Q4 | 2016-12-31 | 38,337,000 | derived Q4 = FY annual - nine-month YTD | ||
| 2017-Q1 | 2017-03-31 | -1,939,000 | reported discrete quarter | ||
| 2020-Q3 | 2020-09-30 | 58,518,000 | reported discrete quarter | ||
| 2022-Q2 | 2022-06-30 | 0.32 | reported discrete quarter | ||
| 2022-Q3 | 2022-09-30 | 0.38 | reported discrete quarter | ||
| 2023-Q1 | 2023-03-31 | -0.37 | reported discrete quarter | ||
| 2023-Q2 | 2023-06-30 | 582,836,000 | -8.10 | reported discrete quarter | |
| 2023-Q3 | 2023-09-30 | 566,529,000 | -0.19 | reported discrete quarter | |
| 2023-Q4 | 2023-12-31 | 615,769,000 | derived Q4 = FY annual - nine-month YTD | ||
| 2024-Q1 | 2024-03-31 | 561,464,000 | -0.15 | reported discrete quarter | |
| 2024-Q2 | 2024-06-30 | 573,629,000 | -0.15 | reported discrete quarter | |
| 2024-Q3 | 2024-09-30 | 646,300,000 | 0.37 | reported discrete quarter | |
| 2024-Q4 | 2024-12-31 | 728,379,000 | derived Q4 = FY annual - nine-month YTD | ||
| 2025-Q1 | 2025-03-31 | 524,393,000 | -3,455,000 | -0.22 | reported discrete quarter |
| 2025-Q2 | 2025-06-30 | 540,080,000 | -35,962,000 | -0.59 | reported discrete quarter |
| 2025-Q3 | 2025-09-30 | 525,854,000 | -32,959,000 | -0.55 | reported discrete quarter |
| 2025-Q4 | 2025-12-31 | 560,258,000 | -28,501,000 | derived Q4 = FY annual - nine-month YTD | |
| 2026-Q1 | 2026-03-31 | 516,868,000 | -1,790,000 | -0.20 | reported discrete quarter |
Quarterly Charts
Macro Cross-References
- CPIAUCSL - Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
- UNRATE - Unemployment Rate
- FEDFUNDS - Federal Funds Effective Rate
- CES0500000003 - Average Hourly Earnings of All Employees, Total Private
- DFEDTARU - Federal Funds Target Range - Upper Limit
- DFEDTARL - Federal Funds Target Range - Lower Limit
- DGS3MO - Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
- DGS2 - Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
- DGS10 - Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- DGS30 - Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
- T10Y2Y - 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
- CPILFESL - Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
- CPIUFDSL - Consumer Price Index for All Urban Consumers: Food
- CPIENGSL - Consumer Price Index for All Urban Consumers: Energy
- CUSR0000SAH1 - Consumer Price Index for All Urban Consumers: Shelter
- PCEPI - Personal Consumption Expenditures: Chain-type Price Index
- PCEPILFE - Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
- PPIACO - Producer Price Index by Commodity: All Commodities
- T10YIE - 10-Year Breakeven Inflation Rate
- U6RATE - Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
- PAYEMS - All Employees, Total Nonfarm
- CIVPART - Labor Force Participation Rate
- EMRATIO - Employment-Population Ratio
- UNEMPLOY - Unemployed
- CE16OV - Employment Level
- ICSA - Initial Claims
- JTSJOL - Job Openings: Total Nonfarm
- JTSQUR - Quits: Total Nonfarm
- GDPC1 - Real Gross Domestic Product
- A191RL1Q225SBEA - Real Gross Domestic Product: Percent Change from Preceding Period
- INDPRO - Industrial Production: Total Index
- TCU - Capacity Utilization: Total Index
- HOUST - New Privately-Owned Housing Units Started: Total Units
- PERMIT - New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
- RSAFS - Advance Retail Sales: Retail Trade
- PCE - Personal Consumption Expenditures
- DSPIC96 - Real Disposable Personal Income
- PSAVERT - Personal Saving Rate
- M2SL - M2
- BOPGSTB - U.S. International Trade in Goods and Services: Balance
- MSPUS - Median Sales Price of Houses Sold for the United States
- HSN1F - New One Family Houses Sold: United States
- RHORUSQ156N - Homeownership Rate in the United States
- TTLCONS - Total Construction Spending: Total Construction in the United States
- RRVRUSQ156N - Rental Vacancy Rate in the United States
- TOTALSL - Total Consumer Credit Owned and Securitized
- REVOLSL - Revolving Consumer Credit Owned and Securitized
- DRCCLACBS - Delinquency Rate on Credit Card Loans, All Commercial Banks
- GDP - Gross Domestic Product
- GPDI - Gross Private Domestic Investment
- GCE - Government Consumption Expenditures and Gross Investment
- PCEC - Personal Consumption Expenditures
- NETEXP - Net Exports of Goods and Services
- GFDEBTN - Federal Debt: Total Public Debt
- GFDEGDQ188S - Federal Debt: Total Public Debt as Percent of Gross Domestic Product
- FYFSD - Federal Surplus or Deficit
- FGRECPT - Federal Government Current Receipts
- FGEXPND - Federal Government: Current Expenditures
- MANEMP - All Employees, Manufacturing
- USCONS - All Employees, Construction
- USTRADE - All Employees, Retail Trade
- USFIRE - All Employees, Financial Activities
- USGOVT - All Employees, Government
- AWHAETP - Average Weekly Hours of All Employees, Total Private
- DGORDER - Manufacturers' New Orders: Durable Goods
- NEWORDER - Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
- BUSINV - Total Business Inventories
- EXPGS - Exports of Goods and Services
- IMPGS - Imports of Goods and Services
- IR - Import Price Index (End Use): All Commodities
- PPIFIS - Producer Price Index by Commodity: Final Demand
Latest quarter (10-Q)
Latest 10-Q source: 0000832428-26-000024.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
This discussion and analysis of financial condition and results of operations is based upon the Condensed Consolidated Financial Statements and the Notes to Condensed Consolidated Financial Statements. You should read this discussion in conjunction with those financial statements.
Forward-Looking Statements
This document contains forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: "believe," "anticipate," "intend," "expect," "estimate," "could," "should," "outlook," "guidance," and similar references to future periods. Examples of forward-looking statements include, among others, statements the Company makes regarding expected operating results and future financial condition. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on management’s current beliefs, expectations, and assumptions regarding the future of the industry and the economy, the Company’s plans and strategies, anticipated events and trends, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties, and changes in circumstance that are difficult to predict and many of which are outside of the Company’s control. A detailed discussion of such risks and uncertainties is included in the section of this document titled "Risk Factors." The Company’s actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Any forward-looking statement made in this document is based only on currently available information and speaks only as of the date on which it is made. The Company undertakes no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments, or otherwise.
Executive Overview
The E.W. Scripps Company (“Scripps”) is a diverse media enterprise that serves audiences and businesses through a portfolio of more than 60 local television stations in 39 markets and national news and entertainment networks. Our local stations have programming agreements with ABC, NBC, CBS and FOX. The Scripps Networks reach nearly every American through national news outlet Scripps News and popular entertainment brands ION, Bounce, Grit, ION Mystery, ION Plus and Laff. All of our local stations and national entertainment networks reach consumers over the air, and we have continued to expand our television networks and local brands on free streaming platforms. We also serve as the longtime steward of one of the nation's largest, most successful and longest-running educational programs, the Scripps National Spelling Bee. Additionally, we provide a television viewing device called Tablo that allows households to watch and record dozens of free, over-the-air and streaming channels anywhere in their home without a subscription.
On July 7, 2025, we entered into agreements with Gray Media, Inc. (“Gray”), to swap television stations across five markets. Upon completion of the transactions, we will acquire Gray’s KKTV (CBS) in Colorado Springs, Colorado; KKCO (NBC) and low power station KJCT-LP (ABC) in Grand Junction, Colorado; and KMVT (CBS) and low power station KSVT-LD (Fox) in Twin Falls, Idaho. Gray will be acquiring WSYM (Fox) in Lansing, Michigan, and KATC (ABC) in Lafayette, Louisiana. The swap involves the even exchange of comparable assets. As a result, neither company will pay cash consideration to the other. The transaction will close upon satisfaction of closing conditions and necessary regulatory approvals.
During the first quarter of 2026, we closed on the sales of Court TV, our local broadcast station, WFTX, in Fort Myers, Florida, and our local broadcast station, WRTV, in Indianapolis, Indiana. Proceeds generated from these sale transactions totaled $127 million.
Upon our acquisition of ION Media in 2021, we simultaneously sold 23 ION television stations to INYO Broadcast Holdings ("INYO") to comply with ownership rules of the FCC. These divested stations became independent affiliates of ION pursuant to long-term affiliation agreements. In connection with this sale, we also received call options that granted us the right to acquire the assets of some or all of these 23 INYO television stations.
In February 2026, we notified INYO of our exercise of all of the options. In addition to other customary closing conditions, any transaction would be subject to FCC consent and, in certain cases, waiver of FCC ownership rules. We also have the right to withdraw our exercise of any or all of the options at any time prior to closing without any further obligation other than reimbursing INYO for expenses. Each station is subject to a separate option, so the acquisition of individual station assets may occur at various dates or potentially not occur.
F-22
The current aggregate purchase price for the exercise of all options is approximately $54 million. However, the purchase price is based on formulas that will be contingent on the respective closing dates of any transactions.
In February 2026, we announced an enterprise-wide transformation plan that is designed to improve operating performance and unlock new value and targets annualized enterprise EBITDA growth of $125 million to $150 million by 2028. We expect to deliver this improved EBITDA run-rate through cost savings and revenue growth initiatives that will leverage technology including artificial intelligence and automation and increase revenue yield on our existing businesses. We currently anticipate annualized EBITDA improvement of about $75 million by the end of 2026.
On March 4, 2026, we reached an agreement to purchase WTVQ, the ABC affiliate in Lexington, Kentucky, for $15.8 million. The transaction will require federal regulatory and other customary approvals and is not expected to close until the back half of 2026. During the first quarter of 2026, we provided a $5.0 million deposit that will be applied against the purchase price at closing. While approval is pending, we are providing certain programming, marketing and related services for WTVQ via a local programming and marketing agreement.
On March 23, 2026, we announced the launch of Scripps Sports Network ("SSN") streaming channel, which premiered on March 24, 2026. This free, ad supported streaming television ("FAST") channel will be a 24/7 destination for live games and events, exclusive original series, specials, documentaries and other popular sports programming.
On March 31, 2026, our retransmission consent agreement with Comcast, representing approximately 25% of our traditional subscribers, expired. We reached agreement with Comcast on May 5, 2026, with service restored that day to the customers of this MVPD.
On April 7, 2026, we signed a multi-year media rights agreement with the Nashville Predators ("Predators") beginning with the 2026-27 National Hockey League season. This new agreement allows us to produce and distribute all local preseason, regular season and first-round playoff Predators games that are not allocated exclusively to national broadcasts. Scripps Sports will also broadcast live 30-minute pre-game and post-game shows for every locally broadcast Predators game. In addition to the local television broadcasts, the Predators and Scripps Sports will be introducing a new, direct-to-consumer experience where fans can livestream games throughout the local broadcast territory.
On April 16, 2026, we announced a multi-year broadcast partnership with the PBR, the global leader in bull riding entertainment, to bring Premier Women's Rodeo exclusively to Scripps' national television networks ION and Grit beginning in May 2026.
On April 30, 2026, we entered into an amendment to our credit agreement that extends the July 7, 2027 maturity date of our revolving credit facility. Under the terms of the amendment, we have a revolving credit facility with commitments of up to $200 million, maturing on July 7, 2029, and a non-extended revolving credit facility with commitments of up to $8.0 million, maturing on July 7, 2027.
We did not declare or provide payment for the preferred stock dividend in the first quarter of 2026 or any of the 2025 quarters. The 9% per annum dividend rate on the preferred shares, which compounds quarterly, will be incurred at that rate for the remaining periods that the preferred shares are outstanding. At March 31, 2026, aggregated undeclared and unpaid cumulative dividends totaled $133 million and the redemption value of the preferred stock totaled $766 million. Under the terms of the preferred shares, we are prohibited from paying dividends on and repurchasing our common shares until all preferred shares are redeemed.
F-23
Results of Operations
The trends and underlying economic conditions affecting the operating performance and future prospects differ for each of our operating segments. Accordingly, you should read the following discussion of our consolidated results of operations in conjunction with the discussion of the operating performance of our operating segments that follows.
Consolidated Results of Operations
Consolidated results of operations were as follows:
Three Months Ended
March 31,
(in thousands)
2026
Change
2025
Operating revenues
$
516,868
(1.4)
%
$
524,393
Cost of revenues, excluding depreciation and amortization
(310,794)
(2.0)
%
(317,153)
Selling, general and administrative expenses, excluding depreciation and amortization
(145,827)
6.3
%
(137,239)
Restructuring costs
(644)
(4,144)
Depreciation and amortization of intangible assets
(35,347)
(38,460)
Gains (losses), net on disposal of property and equipment
509
78
Operating income
24,765
27,475
Interest expense
(56,958)
(43,750)
Defined benefit pension plan expense
(733)
(338)
Gains (losses) from sale of business
30,009
—
Miscellaneous, net
(1,531)
156
Loss from operations before income taxes
(4,448)
(16,457)
Benefit for income taxes
2,658
13,002
Net loss
$
(1,790)
$
(3,455)
Operating revenues decreased $7.5 million or 1.4% in the first three months of 2026 when compared to the prior year quarter. Core advertising revenue decreased $17.0 million in the first three months of 2026 when compared to the prior year quarter. This decrease was partially offset by an increase of $6.8 million in political revenue during this election year and an increase of $3.4 million in distribution revenue when compared to the prior year quarter.
Cost of revenues, which is comprised of programming costs and costs associated with distributing our content, decreased $6.4 million or 2.0% in the first three months of 2026 when compared to the prior year quarter. Employee compensation costs decreased $3.0 million in 2026 compared to 2025, reflecting a year-over-year reduction in employee headcount. Syndicated programming decreased $5.5 million in 2026 compared to 2025. Network programming decreased $3.8 million in 2026 compared to 2025, mainly due to a decrease in network affiliation fees. These cost decreases were partially offset by an increase in sports rights fees of $7.1 million in 2026 compared to 2025.
Selling, general and administrative expenses are primarily comprised of sales, marketing and advertising expenses, research costs and costs related to corporate administrative functions. Selling, general and administrative expenses increased $8.6 million or 6.3% in the first three months of 2026 when compared to the prior year quarter. Employee compensation costs increased $8.9 million in 2026 compared to 2025, primarily a
[Excerpt truncated for page length; source filing is linked above.]
Latest 10-K MD&A
Management’s Discussion and Analysis of Financial Condition and Results of Operations
The Consolidated Financial Statements and Notes to Consolidated Financial Statements are the basis for our discussion and analysis of financial condition and results of operations. You should read this discussion in conjunction with those financial statements.
This section of the Form 10-K omits discussion of year-to-year comparisons between 2024 and 2023, which may be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our 2024 Form 10-K.
Forward-Looking Statements
This document contains forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: "believe," "anticipate," "intend," "expect," "estimate," "could," "should," "outlook," "guidance," and similar references to future periods. Examples of forward-looking statements include, among others, statements the Company makes regarding expected operating results and future financial condition. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on management’s current beliefs, expectations, and assumptions regarding the future of the industry and the economy, the Company’s plans and strategies, anticipated events and trends, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties, and changes in circumstance that are difficult to predict and many of which are outside of the Company’s control. A detailed discussion of such risks and uncertainties is included in the section of this document titled "Risk Factors." The Company’s actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Any forward-looking statement made in this document is based only on currently available information and speaks only as of the date on which it is made. The Company undertakes no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments, or otherwise.
Executive Overview
The E.W. Scripps Company (“Scripps”) is a diverse media enterprise that serves audiences and businesses through a portfolio of more than 60 local television stations in more than 40 markets and national news and entertainment networks. Our local stations have programming agreements with ABC, NBC, CBS and FOX. The Scripps Networks reach nearly every American through national news outlets Scripps News and Court TV and popular entertainment brands ION, Bounce, Grit, ION Mystery, ION Plus and Laff. All of our local stations and national entertainment networks reach consumers over the air, and we have continued to expand our television networks and local brands on free streaming platforms. We also serve as the longtime steward of one of the nation's largest, most successful and longest-running educational programs, the Scripps National Spelling Bee. Additionally, we provide a television viewing device called Tablo that allows households to watch and record dozens of free, over-the-air and streaming channels anywhere in their home without a subscription.
In January 2025, we announced the formation of a joint venture with Gray Media, Nexstar Media Group, Inc. and Sinclair, Inc. Leveraging broadcasters’ uniquely efficient network architecture and the ATSC 3.0 transmission standard, EdgeBeam Wireless, LLC will provide expansive, reliable and secure data delivery services. This partnership creates a spectrum footprint that no individual broadcaster could achieve on its own, unlocking the potential of ATSC 3.0 to offer nationwide coverage for data delivery to billions of potential devices on market-disrupting terms. We have committed to total cash contributions of $12.8 million for a 25% ownership interest in the joint venture, of which, $6.4 million was paid during 2025.
On March 13, 2025, we announced a multi-year agreement with the Las Vegas Aces, which began in May 2025. Under the agreement, we televise all non-nationally exclusive Aces games with distribution on cable, satellite and over-the-air television. In addition to game broadcasts, the Aces and our local station Vegas 34 partnered to produce and air "In the Paint," an award-winning weekly 30-minute show featuring highlights, interviews and behind-the-scenes access to the 2025 Las Vegas Aces.
On April 10, 2025, we completed a series of previously announced refinancing transactions. Following the completion of the transactions, no amounts remain outstanding for our prior 2026 term loan, our prior 2028 term loan or our prior revolving credit facility. Additionally, we issued a $545 million tranche B-2 term loan that matures in June 2028 and a $340 million tranche B-3 term loan that matures in November 2029. We also replaced the prior revolving credit facility with a new $208
F-2
million revolving credit facility, maturing on July 7, 2027, and a $70.0 million non-extended revolving credit facility, which matured on January 7, 2026. Finally, we also entered into a new three-year accounts receivable securitization facility with aggregate commitments of up to $450 million that is scheduled to terminate on April 10, 2028. Additional information about the refinancing transactions is presented in Note 9. Long-Term Debt.
On May 14, 2025, we announced a multi-year media rights agreement which allows us to produce and distribute all preseason, regular season and first-round playoff Tampa Bay Lightning games that are not allocated exclusively to national broadcasts. This agreement began with the 2025-2026 National Hockey League season, which started with the preseason in late September 2025.
On June 13, 2025, we announced a new, multi-year agreement with the Women's National Basketball Association ("WNBA") to continue airing regular season Friday night matchups on ION as part of its WNBA Fright Night Spotlight series.
On July 7, 2025, we entered into agreements with Gray Media, Inc. ("Gray"), to swap television stations across five markets. Upon completion of the transactions, we will acquire Gray's KKTV (CBS) in Colorado Springs, Colorado; KKCO (NBC) and low power station KJCT-LP (ABC) in Grand Junction, Colorado; and KMVT (CBS) and low power station KSVT-LD (Fox) in Twin Falls, Idaho. Gray will be acquiring WSYM (Fox) in Lansing, Michigan, and KATC (ABC) in Lafayette, Louisiana. The swap involves the exchange of comparable assets. As a result, neither company will pay cash consideration to the other. The transaction will close upon satisfaction of closing conditions and necessary regulatory approvals.
On August 6, 2025, we issued $750 million of senior secured second lien notes (the "2030 Senior Notes"), which bear interest at a rate of 9.875% per annum and mature on August 15, 2030. The 2030 Senior Notes were priced at 99.509% of par value and interest is payable semi-annually on August 15 and February 15. The proceeds from the 2030 Senior Notes were used to repay the remaining $426 million principal amount of the 2027 Senior Notes, provide a $205 million principal prepayment toward the June 2028 term loan, pay $89.7 million toward outstanding borrowings under our revolving credit facilities and pay related issuance costs and prepayment premiums related to the transaction. Additional information about the transaction is presented in Note 9. Long-Term Debt.
On September 3, 2025, we reached an agreement to sell WFTX, our local Fox-affiliated station in Fort Myers, Florida, for $40.0 million. The transaction has received necessary regulatory approval and is expected to close on March 2, 2026.
In October 2025, we reached agreement to sell WRTV, our local ABC- affiliated station in Indianapolis, Indiana, for $83.0 million. The transaction has received necessary regulatory approval and is expected to close by March 6, 2026.
In the fourth quarter of 2025, we committed to the sale of Court TV and closed on the sale of the network on February 9, 2026. We recognized a $19.5 million non-cash charge in the fourth quarter, reflecting the difference between the carrying value of Court TV's net assets and the transaction consideration.
Upon our acquisition of ION Media in 2021, we simultaneously sold 23 ION television stations to INYO Broadcast Holdings (“INYO”) to comply with ownership rules of the FCC. These divested stations became independent affiliates of ION pursuant to long-term affiliation agreements. In connection with this sale, we also received call options that granted us the right to acquire the assets of some or all of these 23 INYO television stations.
In February 2026, we notified INYO of our exercise of all of the options. In addition to other customary closing conditions, any transaction would be subject to FCC consent and, in certain cases, waiver of FCC ownership rules. We also have the right to withdraw our exercise of any or all of the options at any time prior to closing without any further obligation other than reimbursing INYO for expenses. Each station is subject to a separate option, so the acquisition of individual station assets may occur at various dates or potentially not occur.
The current aggregate purchase price for the exercise of all options is approximately $54 million. However, the purchase price is based on formulas that will be contingent on the respective closing dates of any transactions.
In February 2026, we announced an enterprise-wide transformation plan that is designed to improve operating performance and unlock new value and targets annualized enterprise EBITDA growth of $125 million to $150 million by 2028. We expect to deliver this improved EBITDA run-rate through cost savings and revenue growth initiatives that will leverage technology including AI and automation and increase revenue yield on our existing businesses.
We did not declare or provide payment for the preferred stock dividends in any of the 2025 or 2024 quarters. The 9% per annum dividend rate on the preferred shares, which compounds quarterly, will be incurred at that rate for the remaining periods
F-3
that the preferred shares are outstanding. At December 31, 2025, aggregated undeclared and unpaid cumulative dividends totaled $117 million and the redemption value of the preferred stock totaled $750 million. Under the terms of the preferred shares, we are prohibited from paying dividends on and repurchasing our common shares until all preferred shares are redeemed.
Results of Operations
The trends and underlying economic conditions affecting operating performance and future prospects differ for each of our operating segments. Accordingly, you should read the following discussion of our consolidated results of operations in conjunction with the discussion of the operating performance of our operating segments that follows.
Consolidated Results of Operations
Consolidated results of operations were as follows:
For the years ended December 31,
(in thousands)
2025
Change
2024
Change
2023
Operating revenues
$
2,150,585
(14.3)
%
$
2,509,772
9.5
%
$
2,292,912
Cost of revenues, excluding depreciation and amortization
(1,274,517)
(3.5)
%
(1,320,774)
2.9
%
(1,283,324)
Selling, general and administrative expenses, excluding depreciation and amortization
(563,001)
(7.1)
%
(606,178)
(1.4)
%
(614,769)
Restructuring costs
(9,828)
(33,525)
(38,612)
Depreciation and amortization of intangible assets
(150,832)
(155,228)
(155,105)
Impairment of goodwill
—
—
(952,000)
Gains (losses), net on disposal of property and equipment
31,587
18,424
(2,344)
Operating income (loss)
183,994
412,491
(753,242)
Interest expense
(220,968)
(210,344)
(213,512)
Loss on extinguishment of debt
(12,998)
—
—
Other financing transaction costs
(44,537)
—
—
Defined benefit pension plan income (expense)
(1,284)
674
650
Miscellaneous, net
(23,709)
7,160
(1,407)
Income (loss) from operations before income taxes
(119,502)
209,981
(967,511)
Benefit (provision) for income taxes
18,625
(63,763)
19,727
Net income (loss)
$
(100,877)
$
146,218
$
(947,784)
2025 compared with 2024
Operating revenues decreased $359 million or 14% in 2025 compared to 2024. In this non-election year, political revenue decreased $341 million. Distribution revenue decreased $25.9 million in 2025 compared to 2024. Core advertising revenue increased $2.3 million in 2025 compared to 2024.
Cost of revenues, which is comprised of programming costs and costs associated with distributing our content, decreased $46.3 million or 3.5% in 2025 compared to 2024. Employee compensation costs decreased $26.5 million in 2025 compared to 2024, primarily attributed to the impact of our restructuring initiatives. Syndicated programming decreased $19.2 million in 2025 compared to 2024. Network programming decreased $10.2 million in 2025 compared to 2024, mainly due to carriage affiliation fees. News service coverage costs decreased $7.8 million in 2025 compared to 2024, driven by the shut down of the over-the-air broadcast for Scripps News. These cost decreases were partially offset by an increase in sports rights fees of $27.6 million in 2025 compared to 2024.
Selling, general and administrative expenses are primarily comprised of sales, marketing and advertising expenses, research costs and costs related to corporate administrative functions. Selling, general and administrative expenses decreased $43.2 million or 7.1% in 2025 compared to 2024. Employee compensation costs decreased $20.9 million in 2025 compared to 2024, primarily attributed to savings achieved through our restructuring efforts. Additionally, professional and miscellaneous services at Local Media decreased $6.2 million in 2025 compared to 2024, primarily due to an absence of political sales
F-4
activities in 2025 compared to 2024. The year-to-date decrease was also driven by a $6.0 million decrease in advertising and promotions costs and a $5.1 million decrease in our national sales commissions.
Restructuring costs totaled $9.8 million and $33.5 million in 2025 and 2024, respectively. Restructuring costs in 2025 included severance charges of $5.6 million and operating lease exit costs of $2.1 million. Remaining restructuring costs in 2025 included outside consulting fees associated with the strategic reorganization efforts. Restructuring costs in 2024 attributed to the reduction of Scripps News' national news programming included $11.0 million in severance charges and $3.2 million of programming losses. Restructuring costs incurred in 2024 also included $4.7 million of severance charges for certain executives that accepted voluntary retirement offers in the fourth quarter and $9.7 million in other severance charges associated with the strategic reorganization efforts.
Depreciation and amortization of intangible assets decreased $4.4 million or 2.8% in 2025 compared to 2024.
On April 30, 2025, we completed the sale of our West Palm Beach television station building for cash consideration of $40.0 million and recognized a pre-tax gain from disposition of $31.4 million. On December 30, 2024, we completed the sale of our San Diego tower sites for cash consideration of $20.0 million and recognized a pre-tax gain from disposition of $19.2 million. The pre-tax gains from these transactions are included in the caption "Gains (losses), net on disposal of property and equipment" for 2025 and 2024.
Interest expense increased $10.6 million or 5.1% in 2025 compared to 2024 primarily attributed to the $7.0 million of write-offs of deferred financing costs incurred as part of the April and August 2025 debt transactions discussed in Note 9. Long-Term Debt.
We incurred a loss on extinguishment of debt of $13.0 million in 2025 as part of the various debt transactions discussed in Note 9. Long-Term Debt. Additionally, we incurred non-capitalized transaction costs related to the April and August 2025 debt transactions. These costs are reflected in the caption "Other financing transaction costs" and totaled $44.5 million in 2025.
In the fourth quarter of 2025, we committed to the sale of Court TV and closed on the sale of the network on February 9, 2026. We recognized a $19.5 million non-cash charge in the fourth quarter, reflecting the difference between the carrying value of Court TV's net assets and the transaction consideration. The loss was included in the "Miscellaneous, net" caption for 2025.
On February 9, 2024, following the completed sale of Broadcast Music, Inc. ("BMI") to New Mountain Capital, we received $18.1 million in pre-tax cash proceeds for our equity ownership in BMI. We did not have any carrying value associated with our BMI investment. In the fourth quarter of 2024, we recorded a $15.0 million non-cash impairment loss for the write-off of our Misfits gaming investment balance. The gain and loss from these transactions are included in the "Miscellaneous, net" caption for 2024.
The effective income tax rate was 16% and 30% for 2025 and 2024, respectively. Differences between our effective income tax rate and the U.S. federal statutory rate are due to the impact of state taxes, foreign taxes, non-deductible expenses, changes in reserves for uncertain tax positions, excess tax benefits or expense from the exercise and vesting of share-based compensation awards ($2.6 million expense in 2025 and $3.2 million expense in 2024), state deferred rate changes ($0.9 million benefit in 2025 and $2.6 million benefit in 2024) and state NOL valuation allowance changes.
F-5
Operating Performance — As discussed in the Notes to Consolidated Financial Statements, our chief operating decision maker evaluates operating performance using a measure called segment profit. Segment profit excludes interest, defined benefit pension plan amounts, income taxes, depreciation and amortization, impairment charges, divested operating units, restructuring activities, investment results and certain other items that are included in net income (loss) determined in accordance with accounting principles generally accepted in the United States of America.
For our operating segments, items excluded from segment profit generally result from decisions made in prior periods or from decisions made by corporate executives rather than the managers of the segments. Depreciation and amortization charges are the result of decisions made in prior periods regarding the allocation of resources and are, therefore, excluded from the measure. Generally, our corporate executives make financing, tax structure and divestiture decisions. Excluding these items from measurement of segment performance enables us to evaluate operating performance based upon current economic conditions and decisions made by the managers of those segments in the current period.
Our segment results reflect the impact of intercompany carriage agreements between our local broadcast television stations and our national networks. The intercompany carriage fee revenue earned by our local broadcast television stations is equal to the carriage fee expense incurred by our national networks. We also allocate a portion of certain corporate costs and expenses, including accounting, human resources, employee benefit and information technology to our segments. These intercompany agreements and allocations are generally amounts agreed upon by management, which may differ from an arms-length amount.
The other segment caption aggregates our operating segments that are too small to report separately. Costs for centrally provided services and certain corporate costs that are not allocated to the segments are included in shared services and corporate costs. These unallocated corporate costs would also include the costs associated with being a public company. Corporate assets are primarily cash and cash equivalents, property and equipment primarily used for corporate purposes and deferred income taxes.
Information regarding our operating performance and a reconciliation of such information to the Consolidated Financial Statements is as follows:
For the years ended December 31,
(in thousands)
2025
Change
2024
Change
2023
Segment operating revenues:
Local Media
$
1,345,563
(19.6)
%
$
1,674,318
19.7
%
$
1,398,230
Scripps Networks
804,217
(3.8)
%
835,809
(6.4)
%
893,234
Other
19,873
6.2
%
18,706
(3.6)
%
19,397
Intersegment eliminations
(19,068)
—
%
(19,061)
6.2
%
(17,949)
Total operating revenues
$
2,150,585
(14.3)
%
$
2,509,772
9.5
%
$
2,292,912
Segment profit (loss):
Local Media
$
193,587
(62.3)
%
$
513,218
78.5
%
$
287,439
Scripps Networks
236,844
24.5
%
190,175
(15.8)
%
225,785
Other
(29,136)
(7.9)
%
(31,632)
19.6
%
(26,451)
Shared services and corporate
(88,228)
(0.8)
%
(88,941)
(3.3)
%
(91,954)
Restructuring costs
(9,828)
(33,525)
(38,612)
Depreciation and amortization of intangible assets
(150,832)
(155,228)
(155,105)
Impairment of goodwill
—
—
(952,000)
Gains (losses), net on disposal of property and equipment
31,587
18,424
(2,344)
Interest expense
(220,968)
(210,344)
(213,512)
Loss on extinguishment of debt
(12,998)
—
—
Other financing transaction costs
(44,537)
—
—
Defined benefit pension plan income (expense)
(1,284)
674
650
Miscellaneous, net
(23,709)
7,160
(1,407)
Income (loss) from operations before income taxes
$
(119,502)
$
209,981
$
(967,511)
F-6
Local Media — Our Local Media segment includes more than 60 local television stations and their related digital operations. It is comprised of 18 ABC affiliates, 11 NBC affiliates, nine CBS affiliates and four FOX affiliates. We also have 12 independent stations and 10 additional low power stations. Our Local Media segment earns revenue primarily from the sale of advertising to local, national and political advertisers and retransmission fees received from cable operators, telecommunication companies, satellite carriers and over-the-top virtual MVPDs.
National television networks offer affiliates a variety of programming and sell the majority of advertising within those programs. In addition to network programs, we broadcast internally produced local and national programs, syndicated programs, sporting events and other programs of interest in each station's market. News is the primary focus of our locally-produced programming.
The operating performance of our Local Media group is most affected by local and national economic conditions, particularly conditions within the services and automotive categories, and by the volume of advertising purchased by campaigns for elective office and political issues. The demand for political advertising is significantly higher in the third and fourth quarters of even-numbered years.
Operating results for our Local Media segment were as follows:
For the years ended December 31,
(in thousands)
2025
Change
2024
Change
2023
Segment operating revenues:
Core advertising
$
565,594
2.4
%
$
552,253
(7.8)
%
$
598,824
Political
20,037
(94.2)
%
342,889
32,913
Distribution
748,492
(2.0)
%
764,083
1.6
%
752,329
Other
11,440
(24.2)
%
15,093
6.6
%
14,164
Total operating revenues
1,345,563
(19.6)
%
1,674,318
19.7
%
1,398,230
Segment costs and expenses:
Employee compensation and benefits
420,728
(3.8)
%
437,345
0.3
%
435,916
Programming
545,852
4.6
%
521,615
5.7
%
493,578
Other expenses
185,396
(8.3)
%
202,140
11.5
%
181,297
Total costs and expenses
1,151,976
(0.8)
%
1,161,100
4.5
%
1,110,791
Segment profit
$
193,587
(62.3)
%
$
513,218
78.5
%
$
287,439
2025 compared with 2024
Revenues
Total Local Media revenues decreased $329 million or 20% in 2025 compared to 2024. During this non-election year, political revenues decreased $323 million in 2025 compared to 2024. Distribution revenues decreased $15.6 million or 2.0% in 2025 compared to 2024. Distribution revenues were unfavorably impacted by mid-single-digit subscriber declines. These subscriber declines were partially offset by rate increases which favorably impacted distribution revenues by 3.6% in 2025 compared to 2024. During 2025, we completed renewal negotiations on distribution agreements covering approximately 25% of our subscriber households. These renewal rates were effective as of March 31, 2025. Local Media revenues were also impacted by an increase in core advertising revenues of $13.3 million or 2.4% in 2025 compared to 2024.
Costs and expenses
Employee compensation and benefits decreased $16.6 million or 3.8% in 2025 compared to 2024, due to savings achieved through our restructuring efforts and lower bonus compensation year-over-year.
Programming expense increased $24.2 million or 4.6% in 2025 compared to 2024. During 2025, we entered into sports rights contracts for the airing of games for the Women's National Basketball Association's Las Vegas Aces, which began with the start of the regular season in May 2025, and the National Hockey League's Tampa Bay Lightning, which began with the 2025-2026 National Hockey League preseason in late September 2025. During 2024, we entered into a sports rights contract for the airing of games for the National Hockey League's Florida Panthers, which began with the 2024-2025 season in October
F-7
2024. Costs attributed to these sports rights agreements, as well as contractual rate increases for the Vegas Golden Knights and the Utah Mammoth (formerly the Utah Hockey Club/Arizona Coyotes) agreements increased programming expense by $23.5 million in 2025 compared to 2024.
Other expenses decreased $16.7 million or 8.3% in 2025 compared to 2024. Professional and miscellaneous services decreased $6.2 million in 2025 compared to 2024, primarily due to an absence of political sales activities in 2025 compared to 2024. Facility and rental costs decreased $6.3 million in 2025 compared to 2024. Additionally, advertising and promotion costs decreased $4.4 million in 2025 compared to 2024.
Scripps Networks — Our Scripps Networks segment includes national news outlets Scripps News and Court TV and popular entertainment brands ION, Bounce, Grit, ION Mystery, ION Plus and Laff. The networks reach nearly every U.S. television home through free over-the-air broadcast, cable/satellite, connected TV and/or digital distribution. Our Scripps Networks segment earns revenue primarily through the sale of advertising. The advertising received by our national networks can be subject to seasonal and cyclical variations and is most impacted by national economic conditions.
Operating results for our Scripps Networks segment were as follows:
For the years ended December 31,
(in thousands)
2025
Change
2024
Change
2023
Total operating revenues
$
804,217
(3.8)
%
$
835,809
(6.4)
%
$
893,234
Segment costs and expenses:
Employee compensation and benefits
86,756
(28.2)
%
120,862
(3.1)
%
124,669
Programming
327,712
(7.5)
%
354,281
(1.8)
%
360,684
Other expenses
152,905
(10.3)
%
170,491
(6.4)
%
182,096
Total costs and expenses
567,373
(12.1)
%
645,634
(3.3)
%
667,449
Segment profit
$
236,844
24.5
%
$
190,175
(15.8)
%
$
225,785
2025 compared with 2024
Revenues
Scripps Networks revenues, which are primarily comprised of advertising revenues, decreased $31.6 million or 3.8% in 2025 compared to 2024. The amount of advertising revenue we earn is a function of the pricing negotiated with advertisers, the number of advertising spots sold and the audience impressions delivered. Lower ratings in our key monetized demographics, unfavorably impacted Scripps Networks revenues by 6.7% in 2025 compared to 2024. Lower ratings were partially offset by an increase in connected TV ("CTV") revenue and an increase in advertising spots sold. CTV revenue increased revenues by 3.4% in 2025 compared to 2024. An increase in advertising spots sold increased revenues by 2.6% in 2025 compared to 2024.
Cost and Expenses
Employee compensation and benefits decreased $34.1 million or 28% in 2025 compared to 2024. In the fourth quarter of 2024, we shut down the over-the-air broadcast for Scripps News. The savings achieved from this Scripps News action and other restructuring efforts were the primary contributor to the year-over-year decrease in employee compensation and benefits.
Programming expense decreased $26.6 million or 7.5% in 2025 compared to 2024. Carriage affiliation fees decreased $10.9 million in 2025 compared to 2024. Syndicated programming costs decreased $18.9 million in 2025 compared to 2024. These decreases were partially offset by an increase in sports rights fees of $3.7 million in 2025 compared to 2024.
Other expenses decreased $17.6 million or 10% in 2025 compared to 2024. The shut down of the over-the-air broadcast for Scripps News accounted for $5.6 million of the year-over-year decrease. Other expenses also decreased due to lower national sales commissions of $2.5 million.
F-8
Shared services and corporate
We centrally provide certain services to our operating segments. Such services include accounting, tax, cash management, procurement, human resources, employee benefits and information technology. The segments are allocated costs for such services at amounts agreed upon by management. Such allocated costs may differ from amounts that might be negotiated at arms-length. Costs for such services that are not allocated to the segments are included in shared services and corporate costs. Shared services and corporate also includes unallocated corporate costs, such as costs associated with being a public company.
Shared services and corporate expenses were $88.2 million in 2025 and $88.9 million in 2024.
Liquidity and Capital Resources
On April 10, 2025, we completed a series of previously announced refinancing transactions, which included replacing our $585 million revolving credit facility with a new $208 million revolving credit facility, maturing on July 7, 2027, and a new $70.0 million non-extended revolving credit facility, which matured on January 7, 2026. We also entered into an accounts receivable securitization facility, scheduled to terminate on April 10, 2028, with aggregate commitments of up to $450 million. The maximum availability allowed for the securitization facility is limited by our eligible accounts receivable balances.
Our primary source of liquidity is our available cash and borrowing capacity under our revolving credit facilities and securitization facility. Our primary source of cash is generated from our ongoing operations and can be affected by various risks and uncertainties. At the end of December 2025, we had $27.9 million of cash on hand and $271 million of additional borrowing capacity under our revolving credit facilities and securitization facility. As of December 31, 2025, we had no borrowings outstanding under our credit facilities and we had $361 million outstanding under the securitization facility, with a maximum availability allowed of $363 million. Based on our current business plan, we believe our cash flow from operations will provide sufficient liquidity to meet the Company’s operating needs for the next 12 months.
Cash Flows
For the years ended December 31,
(in thousands)
2025
2024
Net cash provided by operating activities
$
53,100
$
365,680
Net cash used in investing activities
(12,131)
(26,536)
Net cash used in financing activities
(36,898)
(350,611)
Increase (decrease) in cash and cash equivalents
$
4,071
$
(11,467)
Cash flows from operating activities
Cash provided by operating activities decreased $313 million in 2025 compared to 2024. There was a year-over-year decrease of $270 million in segment profit reflecting the lack of political advertising revenue in this non-election year. Additionally, cash provided by operating activities was reduced by $44.5 million of debt refinancing transaction costs in 2025.
Cash flows from investing activities
Cash used in investing activities was $12.1 million in 2025 compared to $26.5 million in 2024. Investing activities in 2025 included $40.0 million of cash proceeds from the sale of our West Palm television station building, $6.9 million in cash used for investment purchases and $46.6 million in capital expenditures. On February 9, 2024, following the completed sale of Broadcast Music, Inc. ("BMI") to New Mountain Capital, we received $18.1 million in pre-tax cash proceeds for our equity ownership in BMI. Investing activities in 2024 also included $20.0 million of cash proceeds from the sale of our San Diego tower sites and $65.3 million in capital expenditures.
F-9
Cash flows from financing activities
Cash used in financing activities was $36.9 million in 2025 compared to $351 million in 2024. As of December 31, 2025, we had no borrowings outstanding under our revolving credit facilities. During 2025, we had $1.6 billion of proceeds from the issuance of new long-term debt while we made payments on long-term debt of $2.0 billion. Long-term debt payments included $1.3 billion to pay down our May 2026 and January 2028 term loans, $426 million to redeem our outstanding principal amount of the 2027 Senior Notes and $260 million in additional principal payments made on our June 2028 term loan. On April 10, 2025, we entered into a three-year accounts receivable securitization facility. The net amount drawn and outstanding on the facility totaled $361 million at December 31, 2025. In connection with the 2025 debt transactions, we paid $63.3 million in deferred financing costs and $7.8 million in debt extinguishment costs. During 2024, we paid down the $330 million revolving credit facility balance. There were no borrowings under the revolving credit facility at December 31, 2024.
Debt
On April 10, 2025, we entered into a new credit agreement and completed a series of previously announced refinancing transactions. Under the new credit agreement, we have a revolving credit facility with aggregate commitments of up to $208 million due July 2027 and a non-extended revolving credit facility with aggregate commitments of up to $70.0 million that matured in January 2026. In connection with the new credit agreement, we have an outstanding balance of $619 million on our term loans as of December 31, 2025. The annual required principal payments on these term loans total $8.9 million.
On April 10, 2025, we also entered into a new three-year accounts receivable securitization facility, scheduled to terminate on April 10, 2028, with aggregate commitments of up to $450 million. The maximum availability allowed is limited by our eligible accounts receivable balances, as defined under the terms of the securitization facility. As of December 31, 2025, we had $361 million outstanding under the securitization facility, with a maximum availability allowed of $363 million.
On August 6, 2025, we issued $750 million of senior secured second lien notes and paid the remaining $426 million principal amount of the senior unsecured notes that were due to mature on July 15, 2027. As of December 31, 2025, we have $1.7 billion of senior notes outstanding. Senior secured notes have a total outstanding principal balance of $1.3 billion. The senior secured notes that mature on January 15, 2029 bear interest at a rate of 3.875% per annum and the senior secured notes that mature on August 15, 2030 bear interest at a rate of 9.875% per annum. Senior unsecured notes totaling $392 million mature on January 15, 2031 and bear interest at a rate of 5.375% per annum.
Debt Covenants
Our notes do not have maintenance covenants. The credit agreement contains covenants to comply with a maximum first lien net leverage ratio. For the $208 million revolving credit facility, we must comply with a maximum first lien net leverage ratio of 3.50 to 1.0 through September 30, 2026, at which point it steps down to 3.25 times for the fiscal quarter ended December 31, 2026, and thereafter. As of December 31, 2025, we were in compliance with our financial covenants.
Debt Repurchase Program
In February 2023, our Board of Directors provided a new debt repurchase authorization, pursuant to which we may reduce, through redemptions or open market purchases and retirement, a combination of the outstanding principal balance of our senior secured and senior unsecured notes. The authorization permits an aggregate principal amount reduction of up to $500 million and expires on March 1, 2026.
Equity
On January 7, 2021, we issued 6,000 shares of Series A preferred stock, having a face value of $100,000 per share. The preferred shares are perpetual and will be redeemable at the option of the Company beginning on the fifth anniversary of issuance, and redeemable at the option of the holders in the event of a Change of Control (as defined in the terms of the preferred shares), in each case at a redemption price of 105% of the face value, plus accrued and unpaid dividends (whether or not declared). We did not declare or provide payment for the preferred stock dividend in any of the 2025 or 2024 quarters. At December 31, 2025, aggregated undeclared and unpaid cumulative dividends totaled $117 million and the redemption value of the preferred stock totaled $750 million. In connection with the issuance of the preferred shares, Berkshire Hathaway also received a warrant to purchase up to 23.1 million Class A shares, at an exercise price of $13 per share.
Under the terms of the preferred shares, we are prohibited from paying dividends on and repurchasing our common shares until all preferred shares are redeemed.
F-10
Contractual Obligations
The following table summarizes contractual cash obligations as of December 31, 2025:
Less than
Years
Years
Over
(in thousands)
1 Year
2 & 3
4 & 5
5 Years
Total
Long-term debt: (a)
Principal amounts
$
8,854
$
643,577
$
1,600,754
$
392,071
$
2,645,256
Interest on debt
192,652
351,146
184,857
866
729,521
Undeclared and unpaid preferred stock dividends (b)
—
—
—
116,899
116,899
Programming: (c)
Program licenses, network affiliations and other programming commitments
683,044
482,766
125,721
6,937
1,298,468
Employee compensation and benefits:
Deferred compensation and other post-employment benefits
3,000
5,755
5,741
18,595
33,091
Employment and talent contracts (d)
66,281
54,464
367
—
121,112
Pension obligations (e)
5,725
23,554
20,932
4,732
54,943
Leases (f)
27,139
41,710
25,476
149,558
243,883
Other purchase and service commitments (g)
100,864
52,441
2,854
—
156,159
Total contractual cash obligations
$
1,087,559
$
1,655,413
$
1,966,702
$
689,658
$
5,399,332
(a) — Refer to Note 9. Long-Term Debt of the Notes to Consolidated Financial Statements (Part II, Item 8 of this Form 10-K). Interest amounts included in the table may differ from amounts actually paid due to changes in SOFR. If there is a balance outstanding under our revolving credit facilities, repayment of those outstanding borrowings are assumed to occur on the revolving credit facility's expiration date and interest payments would assume the outstanding balance and related interest rates remain unchanged until the expiration date. As of December 31, 2025, there were no borrowings outstanding under the revolving credit facilities.
(b) — Refer to Note 16. Capital Stock and Share-Based Compensation Plans of the Notes to Consolidated Financial Statements (Part II, Item 8 of this Form 10-K). Reflects aggregated undeclared and unpaid cumulative dividends related to our Series A preferred stock.
(c) — Program licenses and sports programming rights fees generally require payments over the terms of the agreements. Sports programming commitments totaled $329 million in aggregate as of December 31, 2025. Licensed programming includes both programs that have been delivered and are available for telecast and programs that have not yet been produced. It also includes payments for our broadcast television station network affiliation agreements and Scripps Networks carriage agreements with local television broadcasters. If the programs are not produced, our commitments would generally expire without obligation. Fixed fee amounts payable under our network affiliation and carriage agreements are also included. Variable amounts, including certain sports programming rights payments that are variable based primarily on revenues, in excess of the contractual amounts payable to the networks and broadcasters are not included in the amounts above.
(d) — We secure on-air talent for our television stations through multi-year talent agreements. Certain agreements may be terminated under certain circumstances or at certain dates prior to expiration. We expect our employment and talent contracts will be renewed or replaced with similar agreements upon their expiration. Amounts due under the contracts, assuming the contracts are not terminated prior to their expiration, are included in the contractual obligations table.
F-11
(e) — Contractual commitments summarized include payments to meet minimum funding requirements of our defined benefit pension plans and estimated benefit payments for our unfunded SERPs. Contractual pension obligations reflect anticipated minimum statutory pension contributions as of December 31, 2025, based upon pension funding regulations in effect at the time and our current pension assumptions regarding discount rates and returns on plan assets. Actual funding requirements may differ from amounts presented due to changes in discount rates, returns on plan assets or pension funding regulations that are in effect at the time. Payments for the SERPs have been estimated over a ten-year period. Accordingly, the amounts in the "over 5 years" column include estimated payments for the periods of 2031-2035. While benefit payments under these plans are expected to continue beyond 2035, we do not believe it is practicable to estimate payments beyond this period.
(f) — Refer to Note 7. Leases of the Notes to Consolidated Financial Statements (Part II, Item 8 of this Form 10-K).
(g) — We obtain audience ratings, market research and certain other services under multi-year agreements. These agreements are generally not cancelable prior to expiration of the service agreement. We may also enter into contracts with certain vendors and suppliers. These contracts typically do not require the purchase of fixed or minimum quantities and generally may be terminated at any time without penalty. Included in the table are purchase orders placed as of December 31, 2025. The table does not include any reserves for income taxes recognized because we are unable to reasonably predict the ultimate amount or timing of settlement of our reserves for income taxes. As of December 31, 2025, our reserves for income taxes totaled $40.2 million, which is reflected as a long-term liability in our Consolidated Balance Sheet.
Critical Accounting Policies and Estimates
The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”) requires us to make a variety of decisions that affect reported amounts and related disclosures, including the selection of appropriate accounting principles and the assumptions on which to base accounting estimates. In reaching such decisions, we apply judgment based on our understanding and analysis of the relevant circumstances, including our historical experience, actuarial studies and other assumptions. We are committed to incorporating accounting principles, assumptions and estimates that promote the representational faithfulness, verifiability, neutrality and transparency of the accounting information included in the financial statements.
Note 1 to our Consolidated Financial Statements describes the significant accounting policies we have selected for use in the preparation of our financial statements and related disclosures. We believe the following to be the most critical accounting policies, estimates and assumptions affecting our reported amounts and related disclosures.
Goodwill and Other Indefinite-Lived Intangible Assets — Goodwill for each reporting unit must be tested for impairment on an annual basis or when events occur or circumstances change that would indicate the fair value of a reporting unit is below its carrying value. If the fair value of the reporting unit is less than its carrying value, we would be required to record an impairment charge.
The following is goodwill by reportable segment as of December 31, 2025:
(in thousands)
Local Media
$
858,757
Scripps Networks
1,052,387
Other
7,190
Total goodwill
$
1,918,334
For our annual impairment testing, we utilized the quantitative approach for performing our test. Under that approach, we determine the fair value of each reporting unit with consideration to the discounted cash flow method of the income approach, the general public company (“GPC”) method of the market approach and the guideline transactions method of the market approach. The weighting or prevalence of these methods in each annual impairment test can be impacted by current market conditions or the relevance of current data. Particularly for the discounted cash flow analysis, significant judgment is required to estimate the future cash flows derived from the business and the period of time over which those cash flows will occur, as well as to determine an appropriate discount rate. The determination of the discount rate is based on a cost of capital model, using a risk-free rate, adjusted by a stock-beta adjusted risk premium and a size premium. These reporting unit valuations are dependent on a number of significant estimates and assumptions, including macroeconomic conditions, market growth rates, competitive activities, cost containment, margin expansion and strategic business plans (inputs of which are categorized as Level 3 under the fair value hierarchy). While we believe the estimates and judgments used in determining the fair values were appropriate, different assumptions with respect to future cash flows, long-term growth rates and discount rates, could produce a
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different estimate of fair value. The estimate of fair value assumes certain growth of our businesses, which, if not achieved, could impact the fair value and possibly result in an impairment of the goodwill.
The GPC method relies upon valuation multiples derived from stock prices and operating values of publicly traded companies that are comparable to our reporting units. These multiples are then used to develop an estimate of value for the respective reporting unit. The valuation multiples applied are based on the operating values of the guideline companies divided by EBITDA. The EBITDA financial measure reflects the mature business stage of our reporting units. The estimated operating value determined by applying EBITDA to the selected multiple is then increased by a control premium factor derived from historical control premium indicators from industry transactions.
The guideline transactions method is based on valuation multiples derived from actual transactions for public and private companies comparable to our reporting units. Similar to the GPC method, these multiples are then used to develop an estimate of value for the respective reporting unit. When evaluating the respective transactions to include in this valuation method, we consider the acquirer and target companies involved, the date of the transactions, and the business description, size and financial condition of the companies, among other factors.
Upon completing our annual test in the fourth quarter of 2025, we determined that the fair value of our Local Media reporting unit exceeded its carrying value by more than 20% and that the fair value of our Scripps Networks reporting unit exceeded its carrying value by approximately 5%.
Our reporting unit valuations are dependent on a number of significant estimates and assumptions, including macroeconomic conditions, market growth rates, competitive activities, cost containment and strategic business plans. While we believe the estimates and judgments used in determining the fair values were appropriate, changes in these estimates could impact the fair value and possibly result in an impairment of the goodwill in future periods. For example, a 50 basis point increase in the discount rate used for the Scripps Networks reporting unit would reduce its fair value by approximately 6%.
We have determined that our FCC licenses are indefinite lived assets and not subject to amortization. At December 31, 2025, the carrying value of our television FCC licenses was $765 million, which are tested for impairment annually, or more frequently if events or changes in circumstances indicate that they might be impaired. We compare the estimated fair value of each individual FCC license to its carrying amount. If the carrying amount of an indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized. Fair value is estimated for our FCC licenses using a method referred to as the “Greenfield Approach.” This approach uses a discounted cash flow model that incorporates multiple assumptions relating to the future prospects of each individual FCC license, including market revenues, long-term growth projections, and estimated cash flows based on market size and station type. The fair value of the FCC license is sensitive to each of the assumptions used in the Greenfield Approach and a change in any individual assumption could result in the fair value being less than the carrying value of the asset and an impairment charge being recorded. For example, a 50 basis point increase in the discount rate would reduce the aggregate fair value of the FCC licenses by approximately $150 million and any resulting impairment charge would be approximately $10.0 million.
Pension Plans — We sponsor a noncontributory defined benefit pension plan as well as non-qualified Supplemental Executive Retirement Plans ("SERPs"). Both the defined benefit plan and the SERPs have frozen the accrual of future benefits.
The measurement of our pension obligation and related expense is dependent on a variety of estimates, including: discount rates; expected long-term rate of return on plan assets; and mortality and retirement ages. We review these assumptions on an annual basis and make modifications to the assumptions based on current rates and trends when appropriate. In accordance with accounting principles, we record the effects of these modifications currently or amortize them over future periods. We consider the most critical of our pension estimates to be our discount rate.
The assumptions used in accounting for our defined benefit pension plan for 2025 and 2024 are as follows:
2025
2024
Discount rate for expense
5.67
%
5.18
%
Discount rate for obligation
5.47
%
5.67
%
Long-term rate of return on plan assets for expense
5.50
%
5.50
%
The discount rate used to determine our future pension obligation is based upon a dedicated bond portfolio approach that includes securities rated Aa or better with maturities matching our expected benefit payments from the plans. The rate is determined each year at the plan measurement date and affects the succeeding year’s pension cost. Discount rates can change
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from year to year based on economic conditions that impact corporate bond yields. A 50 basis point increase or decrease in the discount rate would decrease or increase our pension obligation as of December 31, 2025 by approximately $18.3 million and decrease or increase 2026 pension expense by approximately $0.1 million.
Under our asset allocation strategy, approximately 55% of plan assets are invested in a portfolio of fixed income securities with a duration approximately that of the projected payment of benefit obligations. The remaining 45% of plan assets are invested in equity securities and other return-seeking assets. The expected long-term rate of return on plan assets is based primarily upon the target asset allocation for plan assets and capital markets forecasts for each asset class employed. A decrease in the expected rate of return on plan assets increases pension expense. A 50 basis point change in the 2026 expected long-term rate of return on plan assets would increase or decrease our 2026 pension expense by approximately $1.8 million.
We had unrecognized accumulated other comprehensive loss related to net actuarial losses for our pension plan and SERPs of $85.9 million at December 31, 2025. Unrealized actuarial gains and losses result from deferred recognition of differences between our actuarial assumptions and actual results. In 2025, we had an actuarial gain of $13.2 million.
Recent Accounting Guidance
Refer to Note 2. Recently Adopted and Issued Accounting Standards of the Notes to Consolidated Financial Statements (Part II, Item 8 of this Form 10-K) for further discussion.
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