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TEGNA announces second accelerated share repurchase program of additional $325 million expected to launch after third quarter earnings are reported
Commitment this year of more than three-quarters of a billion dollars in share reductions through accelerated share repurchase programs and settlement of merger termination fee
TEGNA declares regular quarterly dividend of 11.375 cents per share, reflecting Board’s previously announced 20 percent increase
Achieves record second quarter subscription revenue and sequential improvement in advertising and marketing services revenue driven by improving trends in key verticals such as automotive
TYSONS, Va.–(BUSINESS WIRE)–#TEGNA–TEGNA Inc. (NYSE: TGNA) today announced financial results for the second quarter ended June 30, 2023.
SECOND QUARTER FINANCIAL HIGHLIGHTS1:
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1 In analyzing second quarter 2023 results, investors should be reminded that TEGNA’s odd-to-even year results are negatively impacted by the absence of even-year political revenues. |
CAPITAL ALLOCATION
Following our ongoing review of capital allocation priorities and the incorporation of feedback from our engagement with shareholders over the past several months, TEGNA’s Board of Directors approved a second accelerated share repurchase (“ASR”) program of $325 million, which is expected to commence after our third quarter earnings are reported in early November. This next step in TEGNA’s capital allocation review reflects our intention to continue returning accumulated capital to shareholders and follows our $300 million ASR program and 20 percent increase to our regular quarterly dividend announced when we terminated the merger agreement in May 2023. The initial ASR program reduced shares outstanding by approximately 15.2 million shares representing 80 percent ($240 million) of the value on June 6, 2023, with final settlement of approximately 3 million shares based on current market prices expected to be completed by the end of the third quarter of 2023.
Additionally, as previously disclosed, Standard General’s $136 million termination fee was satisfied by the transfer of approximately 8.6 million shares of TEGNA common stock by Standard General to TEGNA on June 1, 2023.
Taken together, since the termination of the merger agreement, TEGNA has committed this year to more than three-quarters of a billion dollars in share repurchases with approximately 45-50 million5 shares that will be retired by end of March 2024, which is more than twenty percent of shares outstanding prior to these actions. As of June 30, 2023, TEGNA had retired a total of 23.8 million shares.
Additionally, in July 2023, TEGNA sold a portion of its investment in MadHive, Inc., receiving cash of approximately $26 million. These proceeds, along with other cash on hand, will be used to fund the $325 million ASR program.
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2 A non-GAAP measure detailed in Table 3 |
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3 A non-GAAP measure detailed in Table 2 |
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4 A non-GAAP measure detailed in Table 5 |
DIVIDEND ANNOUNCEMENT
TEGNA’s Board of Directors declared a regular quarterly dividend of 11.375 cents per share, payable on October 2, 2023, to stockholders of record as of the close of business on September 8, 2023.
In May, TEGNA’s Board approved a 20 percent increase to the Company’s regular quarterly dividend from 9.5 to 11.375 cents per share. This increase brings TEGNA’s total dividend payout growth to 63 percent since March 2021.
CEO COMMENT
“Our ability to navigate the changing trends in our industry has been key to our success. After terminating the merger agreement, we swiftly transitioned to an offensive strategy focused on performance, operating efficiency and delivering maximum value to our shareholders. During the second quarter, we successfully met the outlook for our key financial metrics, achieved a record second quarter for subscription revenue and saw sequential improvement in advertising and marketing services revenue driven by improving trends in key verticals such as automotive,” said Dave Lougee, president and chief executive officer. “Automotive, our largest category within AMS, has steadily recovered and is generating strong year-over-year growth for the fourth consecutive quarter. Underlying advertising trends were down low-single digit percent year-over-year, adjusting for the loss of a single large Premion national account we discussed last quarter.
“Our high-margin subscription revenue remains a core driver of our cash flow, with a new second quarter record achieved. Subscription revenue was up two percent compared to the second quarter of last year. Looking ahead, we will be repricing approximately 30 percent of our traditional subscribers at the end of this year, improving multi-year visibility for a significant portion of our subscription revenue.
“Our results reflect the strength of our high-quality local station brands in large and important markets, dependable cash flows, and a healthy balance sheet with the lowest leverage levels since we became a pure-play broadcasting company. With no near-term debt maturities and attractively priced fixed-rate debt, our balance sheet is among the best in our industry, and we expect to maintain net leverage below 3.0x.
“We continue to focus on returning accumulated capital to our shareholders. The additional $325 million ASR program we are announcing today reflects our methodical approach to return capital accumulated during the pendency of the merger while re-engaging with investors to inform our actions to drive shareholder value over time. We have committed this year to more than three-quarters of a billion dollars in share repurchases through these two ASR programs and the settlement of our merger termination fee in shares.
“Our people play an essential role in our success. As we seek to attract and develop the highest caliber talent in our industry, during the quarter, we were proud to welcome our sixth group of Producer-In-Residence program participants to TEGNA. This program has grown to one of the largest entry-level producer development programs in the industry, and we actively recruit diverse candidates from major journalism schools, regional universities and colleges and historically black institutions. This is just one of the ways we are developing the next generation of talent in our newsrooms. Together with the work we continue to do as part of our Inclusive Journalism program, we remain committed to fostering new ways for our newsrooms to engage with and represent our communities even better.
“Finally, we are honored to be named a 2023 recipient of The Civic 50 by Points of Light and the Telecommunications Sector Leader. The Civic 50 honors the most community-minded companies in the United States and 2023 marks TEGNA’s fourth consecutive year on the list, and the third year as Telecommunications Sector Leader. I want to thank all our colleagues for contributing to this honor that reflects our purpose to serve the greater good of our communities.”
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5 Share retirement projection based on TEGNA Inc. July 21, 2023, close price of $16.84. Actual share retirement will depend on future share prices of TEGNA. As a result, actual share retirement may vary from this projection. |
THIRD QUARTER AND FULL-YEAR 2023 OUTLOOK
In the third quarter of 2023, TEGNA expects to be disproportionately impacted by cyclical even-to-odd year results due to the absence of $93 million high-margin political revenue reported in the third quarter of 2022.
TEGNA has updated full-year 2023 net leverage guidance to reflect the second ASR program of $325 million expected to commence after our third quarter earnings are reported in early November.
Third Quarter 2023 Key Guidance Metrics |
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Reflects expectations relative to third quarter 2022 results |
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Total Company GAAP Revenue |
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Down Low-Double Digit percent |
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Total Non-GAAP Operating Expenses |
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Up Low-Single Digit percent |
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Non-GAAP Operating Expenses (excluding programming) |
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Down Low-Single Digit percent |
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Full-Year 2023 Key Guidance Metrics |
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Corporate Expenses |
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$40 – 45 million |
Depreciation |
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$60 – 65 million |
Amortization |
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$53 – 54 million |
Interest Expense |
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$170 – 175 million |
Capital Expenditures |
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$55 – 60 million |
Effective Tax Rate |
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23.5 – 24.5% |
Net Leverage Ratio |
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Below 3x |
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KEY STRATEGIC UPDATES
FORWARD-LOOKING STATEMENTS
This communication includes forward-looking statements within the meaning of the “safe harbor” provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on a number of assumptions about future events and are subject to various risks, uncertainties and other factors that may cause actual results to differ materially from the views, beliefs, projections and estimates expressed in such statements. These risks, uncertainties and other factors include, but are not limited to, risks and uncertainties related to: changes in the market price of the Company’s shares, general market conditions, constraints, volatility, or disruptions in the capital markets or other factors affecting share repurchases, including the Company’s ASR program; the possibility that the Company’s ASR program, or any future share repurchases, may not enhance long-term stockholder value; the possibility that share repurchases pursuant to the ASR program could increase the volatility of the price of the Company’s common stock and diminish the Company’s cash reserves; legal proceedings, judgments or settlements; the response of customers, suppliers and business partners to the termination of the merger agreement, including impacts on and modifications to the Company’s plans, operations and business relating thereto; difficulties in employee retention due to the termination of the merger agreement; the Company’s ability to re-price or renew subscribers; potential regulatory actions; changes in consumer behaviors and impacts on and modifications to TEGNA’s operations and business relating thereto; and economic, competitive, governmental, technological and other factors and risks that may affect the Company’s operations or financial results, which are discussed in our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Any forward-looking statements in this press release should be evaluated in light of these important risk factors. The Company is not responsible for updating the information contained in this communication beyond the published date, or for changes made to this press release by wire services, Internet service providers or other media.
Readers are cautioned not to place undue reliance on forward-looking statements made by or on behalf of the Company. Each such statement speaks only as of the day it was made. The Company undertakes no obligation to update or to revise any forward-looking statements. The factors described above cannot be controlled by the Company. When used in this communication, the words “believes,” “estimates,” “plans,” “expects,” “should,” “could,” “outlook,” and “anticipates” and similar expressions as they relate to the Company or its management are intended to identify forward-looking statements. Forward-looking statements in this communication may include, without limitation: anticipated growth rates and the Company’s plans, objectives and expectations.
ADDITIONAL INFORMATION
TEGNA Inc. (NYSE: TGNA) is an innovative media company that serves the greater good of our communities. Across platforms, TEGNA tells empowering stories, conducts impactful investigations and delivers innovative marketing solutions. With 64 television stations in 51 U.S. markets, TEGNA is the largest owner of top 4 network affiliates in the top 25 markets among independent station groups, reaching approximately 39 percent of all television households nationwide. TEGNA also owns leading multicast networks True Crime Network, Twist and Quest. TEGNA offers innovative solutions to help businesses reach consumers across television, digital and over-the-top (OTT) platforms, including Premion, TEGNA’s OTT advertising service. For more information, visit www.TEGNA.com.
CONSOLIDATED STATEMENTS OF INCOME TEGNA Inc. Unaudited, in thousands of dollars (except per share amounts) |
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Table No. 1 |
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Quarter ended June 30, |
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2023 |
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2022 |
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% Increase (Decrease) |
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Revenues |
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$ |
731,506 |
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$ |
784,881 |
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(6.8 |
) |
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Operating expenses: |
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Cost of revenues |
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430,528 |
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420,235 |
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2.4 |
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Business units – Selling, general and administrative expenses |
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97,231 |
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99,585 |
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(2.4 |
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Corporate – General and administrative expenses |
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26,506 |
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13,612 |
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94.7 |
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Depreciation |
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14,987 |
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15,534 |
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(3.5 |
) |
Amortization of intangible assets |
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13,296 |
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14,999 |
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(11.4 |
) |
Asset impairment and other |
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3,359 |
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(105 |
) |
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*** |
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Merger termination fee |
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(136,000 |
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— |
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*** |
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Total |
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449,907 |
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563,860 |
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(20.2 |
) |
Operating income |
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281,599 |
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221,021 |
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27.4 |
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Non-operating (expense) income: |
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Equity loss in unconsolidated investments, net |
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(283 |
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(236 |
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19.9 |
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Interest expense |
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(42,797 |
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(42,950 |
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(0.4 |
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Other non-operating items, net |
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5,781 |
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(1,865 |
) |
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*** |
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Total |
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(37,299 |
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(45,051 |
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(17.2 |
) |
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Income before income taxes |
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244,300 |
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175,970 |
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38.8 |
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Provision for income taxes |
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44,207 |
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44,030 |
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0.4 |
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Net income |
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200,093 |
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131,940 |
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51.7 |
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Net loss (income) attributable to redeemable noncontrolling interest |
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12 |
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(371 |
) |
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*** |
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Net income attributable to TEGNA Inc. |
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$ |
200,105 |
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$ |
131,569 |
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52.1 |
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Earnings per share: |
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Basic |
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$ |
0.92 |
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$ |
0.59 |
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55.9 |
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Diluted |
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$ |
0.92 |
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$ |
0.59 |
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55.9 |
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Weighted average number of common shares outstanding: |
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Basic shares |
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217,830 |
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223,675 |
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(2.6 |
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Diluted shares |
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217,979 |
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224,489 |
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(2.9 |
) |
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*** Not meaningful |
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CONSOLIDATED STATEMENTS OF INCOME |
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TEGNA Inc. |
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Unaudited, in thousands of dollars (except per share amounts) |
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Table No. 1 (continued) |
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Six months ended June 30, |
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2023 |
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2022 |
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% Increase (Decrease) |
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Revenues |
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1,471,833 |
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1,559,004 |
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(5.6 |
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Operating expenses: |
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Cost of revenues |
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857,460 |
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831,685 |
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3.1 |
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Business units – Selling, general and administrative expenses |
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196,340 |
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201,554 |
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(2.6 |
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Corporate – General and administrative expenses |
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38,606 |
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34,932 |
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10.5 |
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Depreciation |
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30,036 |
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30,839 |
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(2.6 |
) |
Amortization of intangible assets |
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26,878 |
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29,999 |
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(10.4 |
) |
Asset impairment and other |
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3,359 |
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(163 |
) |
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*** |
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Merger termination fee |
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(136,000 |
) |
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— |
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*** |
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Total |
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1,016,679 |
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1,128,846 |
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(9.9 |
) |
Operating income |
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455,154 |
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430,158 |
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5.8 |
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Non-operating (expense) income: |
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Equity loss in unconsolidated investments, net |
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(520 |
) |
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(4,047 |
) |
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(87.2 |
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Interest expense |
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(85,703 |
) |
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(86,570 |
) |
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(1.0 |
) |
Other non-operating items, net |
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11,192 |
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15,454 |
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(27.6 |
) |
Total |
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(75,031 |
) |
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(75,163 |
) |
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(0.2 |
) |
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Income before income taxes |
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380,123 |
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354,995 |
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7.1 |
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Provision for income taxes |
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76,026 |
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88,768 |
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(14.4 |
) |
Net income |
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304,097 |
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266,227 |
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14.2 |
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Net loss (income) attributable to redeemable noncontrolling interest |
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311 |
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(424 |
) |
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*** |
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Net income attributable to TEGNA Inc. |
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$ |
304,408 |
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$ |
265,803 |
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14.5 |
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Earnings per share: |
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Basic |
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$ |
1.37 |
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$ |
1.19 |
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15.1 |
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Diluted |
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$ |
1.37 |
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$ |
1.19 |
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15.1 |
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Weighted average number of common shares outstanding: |
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Basic shares |
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221,168 |
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223,197 |
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(0.9 |
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Diluted shares |
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221,391 |
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223,867 |
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(1.1 |
) |
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*** Not meaningful |
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USE OF NON-GAAP INFORMATION
The company uses non-GAAP financial performance measures to supplement the financial information presented on a GAAP basis. These non-GAAP financial measures should not be considered in isolation from, or as a substitute for, the related GAAP measures, nor should they be considered superior to the related GAAP measures, and should be read together with financial information presented on a GAAP basis.
Contacts
For media inquiries, contact:
Anne Bentley
Vice President, Corporate Communications
703-873-6366
abentley@TEGNA.com
For investor inquiries, contact:
Julie Heskett
Senior Vice President, Financial Planning & Analysis
703-873-6747
investorrelations@TEGNA.com
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