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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 1, 2019
THE E.W. SCRIPPS COMPANY
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
Ohio
 
0-16914
 
31-1223339
(State or other jurisdiction of
incorporation or organization)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification Number)
 
312 Walnut Street
Cincinnati, Ohio
 
45202
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (513) 977-3000
Not Applicable
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR § 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2).
Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o




THE E.W. SCRIPPS COMPANY
INDEX TO CURRENT REPORT ON FORM 8-K
 
Item No.
 
Page
 
 
 
2.02
Results of Operations and Financial Condition
3
 
 
 
9.01
Financial Statements and Exhibits
3

2


Item 2.02 Results of Operations and Financial Condition
On March 1, 2019, we released information regarding results of operations for the quarter and year-to-date period ended December 31, 2018. A copy of the press release is filed as Exhibit 99.1.


Item 9.01 Financial Statements and Exhibits
 
Exhibit
Number
 
Description of Item
 
 
 
 
Press release dated March 1, 2019


3


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
THE E.W. SCRIPPS COMPANY
 
 
BY:
 
/s/ Douglas F. Lyons
 
 
Douglas F. Lyons
 
 
Senior Vice President, Controller and Treasurer
 
 
(Principal Accounting Officer)
Dated: March 1, 2019


4
Exhibit


Exhibit 99.1
 https://cdn.kscope.io/81c186d86d82407335553ed2b7d6c5d8-sspnewsreleaseheadera29.jpg

Scripps reports fourth-quarter 2018 results
Mar 1, 2019
 
 

CINCINNATI — The E.W. Scripps Company (NASDAQ: SSP) today reported operating results for the fourth quarter of 2018.

Total revenue was $368 million compared to $262 million in fourth-quarter 2017.

Income from continuing operations was $36 million or 44 cents per share. Pre-tax costs for the current quarter included an $8.9 million non-cash write-off of our original program “Pickler & Ben” and $3.8 million of costs attributed to the Triton and Raycom acquisitions and the pending Cordillera TV station acquisition. In the prior-year quarter, income from continuing operations was $11.5 million or 16 cents per share. The 2017 quarter included a pre-tax gain on the investment in Katz of $5.4 million.

Business highlights
•
In the fourth quarter:
•
Scripps outperformed revenue guidance in both the Local and National Media divisions.
•
The National Media segment more than doubled its segment profit sequentially, to $7 million.
•
Scripps completed the sales of its radio stations. Total proceeds from the divestitures of its 34 radio stations were $83.5 million.
•
Scripps closed on the acquisition of Triton, the leader in digital audio infrastructure and audience measurement, on Nov. 30.

•
On Jan. 1, Scripps completed the acquisition of three television stations in Tallahassee, Florida, and Waco/Temple/Bryan, Texas, from Raycom Media.

•
Scripps’ acquisition of 15 television stations in 10 local media markets from Cordillera Communications has been cleared by the U.S. Department of Justice and is expected to close early in the second quarter, pending Federal Communications Commission consent.

•
In January, Scripps completed a new multi-year affiliation agreement with NBC.

•
The company announced the Katz networks will relaunch the iconic trial coverage network Court TV in May.

•
The next-generation national news network Newsy garnered a 196 percent increase in revenue in the fourth quarter and 144 percent for the year, driven mostly by higher revenue on its over-the-top distribution platforms.

•
Looking ahead to 2019, Scripps expects about a 15 percent increase in the retransmission revenue we receive from cable, satellite and over-the-top television providers for the full year on an as-



reported basis, excluding Cordillera. In addition, the number of total paid subscriber households remained flat in the most recent period for which there is full data.

Commenting on the business highlights, Scripps President and CEO Adam Symson said:

“Last year, the company made tremendous strides in its plan to improve short-term operating performance while positioning itself strategically for long-term growth. In terms of our five-point growth plan, we completed the reorganization of our company into consumer-focused Local and National Media divisions, reduced our corporate and division costs by more than $30 million, sold our 34 radio stations, and beat our financial results guidance across the board each quarter.

“We announced plans to acquire 18 television stations from Cordillera and Raycom, enhancing our durability and depth in key states and growing our reach to 21 percent of the United States. Upon the closing of the Cordillera transaction, we will own No.1 stations in a third of our local media markets.

“We maintained a balanced approach to allocating capital through the television station acquisitions and the addition of digital audio leader Triton to our portfolio of fast-growing National Media businesses combined with the initiation of a dividend and our accelerated share repurchase program.

“Looking ahead, we are focused on continuing to seek opportunities to bolster the durability and reach of our portfolio. Scripps also continues to grow its retransmission revenue and will benefit in less than a year from the reset of its Comcast contract on Dec. 31, 2019.

“We will continue to scale our national businesses by focusing on audience and revenue growth to drive greater future cash-flow contributions.

“Our management prioritizes near-term operating performance while maintaining our approach to long-term value creation. These were the goals of our plan, and we are pleased with our progress in executing it.”

Fourth-quarter operating results
Revenue was $368 million, an increase of 41 percent from the fourth quarter of 2017. Revenue from Triton, which was acquired on Nov. 30, 2018, was $3.3 million.

Costs and expenses for segments, shared services and corporate were $276 million, up from $227 million in the year-ago period, primarily driven by higher network programming fees.

Fourth-quarter 2018 results by segment compared to prior-period amounts were:

Local Media
Revenue from Local Media was $281 million, up 39 percent from the prior-year quarter.

Local Media broadcast time sales were up 51 percent, driven by political advertising revenue of $82 million. The political ad revenue caused some displacement of core advertising, contributing to its decline of 8.4 percent.

Retransmission revenue increased 23 percent to $77.9 million. The increase in retransmission revenues was due to contract renewals covering approximately 5 million subscribers as well as regular annual contractual rate increases.

Total segment expenses increased 16.4 percent to $183 million, primarily driven by increases in programming fees tied to network affiliation agreements and an $8.9 million non-cash write-off of our “Pickler & Ben” programming asset.

Segment profit was $98.7 million, compared to $45.4 million in the year-ago quarter.





National Media
Revenue from National Media was $85.5 million, up from $57.9 million in the prior-year period. Revenue from Triton, which was acquired on Nov. 30, was $3.3 million.

Expenses for National Media were $78.5 million, up from $55.3 million in the prior-year period. The increase is primarily driven by continued investment in Newsy and Stitcher.

Segment profit was $7 million, compared to $2.7 million in the 2017 quarter.

Financial condition
During the fourth quarter of 2018, we completed the sale of our radio business through four transactions totaling $83.5 million.

On Dec. 31, cash and cash equivalents totaled $107 million while total debt was $696 million.

The company repurchased about 123,000 shares for $2.1 million and also made dividend payments totaling $4 million during the fourth quarter.

Year-to-date results
The following comparisons are for the period ending Dec. 31, 2018:

In 2018, company revenue was $1.2 billion, which compares to revenue of $877 million in 2017. Retransmission and carriage revenue increased $44.7 million. Political advertising was $140 million in 2018 compared to $8.7 million in 2017. Revenue from Katz for the year-to-date period of 2018 was $186 million compared to $41 million for the one quarter we owned Katz in 2017. Katz was acquired on Oct. 2, 2017.

Costs and expenses for segments, shared services and corporate were $1 billion, an increase of $218 million, primarily driven by higher network programming fees and the acquisition of Katz.

Income from continuing operations was $56.1 million or 68 cents per share. Pre-tax costs for the current year included the non-cash write-off of “Pickler & Ben,” $8.9 million of restructuring charges and $4.1 million of acquisition and related integration costs. In the prior year, the loss from continuing operations was $12 million or 13 cents per share. Pre-tax activity in the 2017 period included a $35.7 million non-cash charge to write down goodwill and intangible assets at Cracked, a $2.4 million non-cash charge to interest expense to write off deferred costs associated with debt refinancing, $4.4 million of restructuring charges, and $11.6 million of other income associated with the gain on Scripps’ 5 percent interest in Katz, the sale of our newspaper syndication business and an adjustment to the purchase price earnout for Midroll Media.

In 2018, the loss from discontinued operations included non-cash charges of $25.9 million to write down the assets of our radio business to fair value.















Looking ahead
Comparisons are to the same periods of 2018.
 
First-quarter 2019
Local Media revenue
Up mid-single digits
Retransmission revenue
Up high teens
Local Media expense
Up mid-single digits
National Media revenue
In the low-to-mid $80 million range
National Media expense
About $80 million
Shared services and Corporate
About $14 million
Interest expense
About $9 million
Pension expense
About $2 million
Capex    
In the high-single-digit millions
Depreciation & amortization
About $18 million

Conference call

The senior management of The E.W. Scripps Company will discuss the company’s fourth-quarter results during a telephone conference call at 9:30 a.m. Eastern today. To access the live webcast, visit http://ir.scripps.com and find the link under “upcoming events.”

To access the conference call by telephone, dial (800) 230-1059 (U.S.) or (612) 288-0337 (international) approximately five minutes before the start of the call. Investors and analysts will need the name of the call (“Scripps earnings call”) to be granted access. Callers also will be asked to provide their name and company affiliation. The public is granted access to the conference call on a listen-only basis.

A replay line will be open from 11:30 a.m. Eastern time March 1 until 11:59 p.m. March 8. The domestic number to access the replay is (800) 475-6701 and the international number is (320) 365-3844. The access code for both numbers is 462637.

A replay of the conference call will be archived and available online for an extended period of time following the call. To access the audio replay, visit http://ir.scripps.com approximately four hours after the call, and the link can be found on that page under “audio/video links.”

Forward-looking statements
This document contains certain forward-looking statements related to the company’s businesses that are based on management’s current expectations. Forward-looking statements are subject to certain risks, trends and uncertainties, including changes in advertising demand and other economic conditions that could cause actual results to differ materially from the expectations expressed in forward-looking statements. Such forward-looking statements are made as of the date of this document and should be evaluated with the understanding of their inherent uncertainty. A detailed discussion of principal risks and uncertainties that may cause actual results and events to differ materially from such forward-looking statements is included in the company’s Form 10-K on file with the SEC in the section titled “Risk Factors.” The company undertakes no obligation to publicly update any forward-looking statements to reflect events or circumstances after the date the statement is made.

About Scripps
The E.W. Scripps Company (NASDAQ: SSP) serves audiences and businesses through a growing portfolio of local and national media brands. With 36 television stations, Scripps is one of the nation’s largest independent TV station owners. Scripps runs a collection of national journalism and content businesses, including Newsy, the next-generation national news network; podcast industry leader Stitcher; the fast-growing national broadcast networks Bounce, Grit, Escape and Laff; and Triton,



the global leader in digital audio technology and measurement services. Scripps produces original programming including “Pickler & Ben,” runs an award-winning investigative reporting newsroom in Washington, D.C., and is the longtime steward of the Scripps National Spelling Bee. Founded in 1878, Scripps has held for decades to the motto, “Give light and the people will find their own way.”

Investor contact:
Carolyn Micheli, The E.W. Scripps Company, 513-977-3732, Carolyn.micheli@scripps.com

Media contact:
Kari Wethington, The E.W. Scripps Company, 513-977-3763, Kari.wethington@scripps.com




THE E.W. SCRIPPS COMPANY
RESULTS OF OPERATIONS
 
 
Three Months Ended December 31,
 
Years Ended December 31,
(in thousands, except per share data)
 
2018
 
2017
 
2018
 
2017
 
 
 
 
 
 
 
 
 
Operating revenues
 
$
368,113

 
$
261,746

 
$
1,208,425

 
$
876,972

Segment, shared services and corporate expenses
 
(275,925
)
 
(226,923
)
 
(1,000,189
)
 
(782,209
)
Acquisition and related integration costs
 
(3,792
)
 
—

 
(4,124
)
 
—

Restructuring costs
 
(1,911
)
 
(2,015
)
 
(8,911
)
 
(4,422
)
Depreciation and amortization of intangible assets
 
(17,587
)
 
(14,926
)
 
(63,987
)
 
(56,343
)
Impairment of goodwill and intangible assets
 
—

 
—

 
—

 
(35,732
)
Gains (losses), net on disposal of property and equipment
 
(1,105
)
 
7

 
(1,255
)
 
(169
)
Operating expenses
 
(300,320
)
 
(243,857
)
 
(1,078,466
)
 
(878,875
)
Operating income (loss)
 
67,793

 
17,889

 
129,959

 
(1,903
)
Interest expense
 
(9,143
)
 
(8,534
)
 
(36,184
)
 
(26,697
)
Defined benefit pension plan expense
 
(13,446
)
 
(3,627
)
 
(19,752
)
 
(14,112
)
Miscellaneous, net
 
687

 
5,225

 
152

 
10,636

Income (loss) from continuing operations before income taxes
 
45,891

 
10,953

 
74,175

 
(32,076
)
(Provision) benefit for income taxes
 
(9,938
)
 
507

 
(18,098
)
 
20,054

Income (loss) from continuing operations, net of tax
 
35,953

 
11,460

 
56,077

 
(12,022
)
Income (loss) from discontinued operations, net of tax
 
(13,974
)
 
(5,999
)
 
(36,328
)
 
(2,595
)
Net income (loss)
 
21,979

 
5,461

 
19,749

 
(14,617
)
Loss attributable to noncontrolling interest
 
—

 
(1,511
)
 
(632
)
 
(1,511
)
Net income (loss) attributable to the shareholders of The E.W. Scripps Company
 
$
21,979

 
$
6,972

 
$
20,381

 
$
(13,106
)
Net income (loss) per diluted share of common stock attributable to the shareholders of The E.W. Scripps Company:
 
 
 
 
 
 
 
 
  Income (loss) from continuing operations
 
$
0.44

 
$
0.16

 
$
0.68

 
$
(0.13
)
  Income (loss) from discontinued operations
 
(0.17
)
 
(0.07
)
 
(0.44
)
 
(0.03
)
Net income (loss) per diluted share of common stock attributable to the shareholders of The E.W. Scripps Company
 
$
0.27

 
$
0.09

 
$
0.24

 
$
(0.16
)
 
 
 
 
 
 
 
 
 
Diluted weighted-average shares outstanding
 
81,348

 
81,792

 
81,927

 
82,052

See notes to results of operations.
Net income per share amounts may not foot since each is calculated independently.


E - 1


Notes to Results of Operations
1. SEGMENT INFORMATION
We determine our business segments based upon our management and internal reporting structure, as well as the basis that our chief operating decision maker makes resource allocation decisions. We report our financial performance based on the following segments: Local Media, National Media, Other.
Our Local Media segment includes our local broadcast stations and their related digital operations. It is comprised of fifteen ABC affiliates, five NBC affiliates, two FOX affiliates and two CBS affiliates. We also have two MyTV affiliates, one CW affiliate, two independent stations and four Azteca America Spanish-language affiliates. 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 and satellite carriers. We also receive retransmission fees from over-the-top virtual MVPDs such as YouTubeTV, DirectTV Now and Sony Vue.

Our National Media segment includes our collection of national brands. Our national media brands include Katz, Stitcher and its advertising network Midroll Media (Midroll), Newsy, Triton and other national brands. These operations earn revenue primarily through the sale of advertising.
We allocate a portion of certain corporate costs and expenses, including information technology, certain employee benefits and shared services, to our business segments. The allocations are generally amounts agreed upon by management, which may differ from an arms-length amount.
 
Our chief operating decision maker evaluates the operating performance of our business segments and makes decisions about the allocation of resources to our business segments using a measure called segment profit. Segment profit excludes interest, defined benefit pension plan expense, 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.

E - 2


Information regarding our business segments is as follows:
 
 
Three Months Ended December 31,
 
 
 
Years Ended December 31,
 
 
(in thousands)
 
2018
 
2017
 
Change
 
2018
 
2017
 
Change
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment operating revenues:
 
 
 
 
 
 
 
 
 
 
 
 
Local Media
 
$
281,439

 
$
202,377

 
39.1
 %
 
$
917,480

 
$
778,376

 
17.9
 %
National Media
 
85,462

 
57,934

 
47.5
 %
 
286,170

 
93,141

 


Other
 
1,212

 
1,435

 
(15.5
)%
 
4,775

 
5,455

 
(12.5
)%
Total operating revenues
 
$
368,113

 
$
261,746

 
40.6
 %
 
$
1,208,425

 
$
876,972

 
37.8
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment profit (loss):
 
 
 
 
 
 
 
 
 
 
 
 
Local Media
 
$
98,716

 
$
45,431

 


 
$
251,119

 
$
156,890

 
60.1
 %
National Media
 
7,010

 
2,667

 


 
13,920

 
(9,260
)
 


Other
 
(519
)
 
(123
)
 


 
(3,680
)
 
(2,361
)
 
55.9
 %
Shared services and corporate
 
(13,019
)
 
(13,152
)
 


 
(53,123
)
 
(50,506
)
 
5.2
 %
Acquisition and related integration costs
 
(3,792
)
 
—

 
 
 
(4,124
)
 
—

 
 
Restructuring costs
 
(1,911
)
 
(2,015
)
 
 
 
(8,911
)
 
(4,422
)
 
 
Depreciation and amortization of intangible assets
 
(17,587
)
 
(14,926
)
 
 
 
(63,987
)
 
(56,343
)
 
 
Impairment of goodwill and intangible assets
 
—

 
—

 
 
 
—

 
(35,732
)
 
 
Gains (losses), net on disposal of property and equipment
 
(1,105
)
 
7

 
 
 
(1,255
)
 
(169
)
 
 
Interest expense
 
(9,143
)
 
(8,534
)
 
 
 
(36,184
)
 
(26,697
)
 
 
Defined benefit pension plan expense
 
(13,446
)
 
(3,627
)
 
 
 
(19,752
)
 
(14,112
)
 
 
Miscellaneous, net
 
687

 
5,225

 
 
 
152

 
10,636

 
 
Income (loss) from continuing operations before income taxes
 
$
45,891

 
$
10,953

 
 
 
$
74,175

 
$
(32,076
)
 
 

E - 3


Operating results for our Local Media segment were as follows:
 
 
Three Months Ended December 31,
 
 
 
Years Ended December 31,
 
 
(in thousands)
 
2018
 
2017
 
Change
 
2018
 
2017
 
Change
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment operating revenues:
 
 
 
 
 
 
 
 
 
 
 
 
Core advertising
 
$
119,025

 
$
129,991

 
(8.4
)%
 
$
465,275

 
$
492,633

 
(5.6
)%
Political
 
82,116

 
3,396

 


 
139,600

 
8,651

 


Retransmission
 
77,855

 
63,496

 
22.6
 %
 
301,411

 
259,499

 
16.2
 %
Other
 
2,443

 
5,494

 
(55.5
)%
 
11,194

 
17,593

 
(36.4
)%
Total operating revenues
 
281,439

 
202,377

 
39.1
 %
 
917,480

 
778,376

 
17.9
 %
Segment costs and expenses:
 
 
 
 
 


 
 
 
 
 


Employee compensation and benefits
 
75,647

 
71,770

 
5.4
 %
 
292,079

 
287,758

 
1.5
 %
Programming
 
56,046

 
48,959

 
14.5
 %
 
219,690

 
186,116

 
18.0
 %
Impairment of programming assets
 
8,920

 
—

 


 
8,920

 
—

 


Other expenses
 
42,110

 
36,217

 
16.3
 %
 
145,672

 
147,612

 
(1.3
)%
Total costs and expenses
 
182,723

 
156,946

 
16.4
 %
 
666,361

 
621,486

 
7.2
 %
Segment profit
 
$
98,716

 
$
45,431

 


 
$
251,119

 
$
156,890

 
60.1
 %


Operating results for National Media segment were as follows:
 
 
Three Months Ended December 31,
 
 
 
Years Ended December 31,
 
 
(in thousands)
 
2018
 
2017
 
Change
 
2018
 
2017
 
Change
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment operating revenues:
 
 
 
 
 
 
 
 
 
 
 
 
Katz
 
$
49,668

 
$
40,975

 
21.2
%
 
$
185,852

 
$
40,975

 


Stitcher
 
16,716

 
10,182

 
64.2
%
 
51,063

 
31,199

 
63.7
%
Newsy
 
9,244

 
3,128

 


 
24,588

 
10,089

 


Triton
 
3,292

 
—

 
 
 
3,292

 
—

 
 
Other
 
6,542

 
3,649

 
79.3
%
 
21,375

 
10,878

 
96.5
%
Total operating revenues
 
85,462

 
57,934

 
47.5
%
 
286,170

 
93,141




Segment costs and expenses:
 
 
 
 
 


 
 
 
 
 


Employee compensation and benefits
 
16,787

 
11,784

 
42.5
%
 
58,033

 
31,121

 
86.5
%
Programming
 
36,085

 
29,593

 
21.9
%
 
131,063

 
42,489

 


Other expenses
 
25,580

 
13,890

 
84.2
%
 
83,154

 
28,791

 


Total costs and expenses
 
78,452

 
55,267

 
42.0
%
 
272,250

 
102,401

 


Segment profit (loss)
 
$
7,010

 
$
2,667

 


 
$
13,920

 
$
(9,260
)
 





E - 4


2. CONDENSED CONSOLIDATED BALANCE SHEETS
 
 
As of December 31,
(in thousands)
 
2018
 
2017
 
 
 
 
 
ASSETS
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
107,114

 
$
148,699

Other current assets
 
363,903

 
320,831

Assets held for sale
 
—

 
136,004

Total current assets
 
471,017

 
605,534

Investments
 
7,162

 
7,699

Property and equipment
 
237,927

 
209,995

Goodwill
 
834,013

 
755,949

Other intangible assets
 
478,953

 
425,975

Programming (less current portion)
 
75,333

 
85,269

Miscellaneous
 
25,656

 
39,127

TOTAL ASSETS
 
$
2,130,061

 
$
2,129,548

 
 
 
 
 
LIABILITIES AND EQUITY
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable
 
$
26,919

 
$
23,647

Unearned revenue
 
11,459

 
7,353

Current portion of long-term debt
 
3,000

 
5,656

Accrued expenses and other current liabilities
 
156,681

 
154,596

Liabilities held for sale
 
—

 
19,536

Total current liabilities
 
198,059

 
210,788

Long-term debt (less current portion)
 
685,764

 
687,619

Other liabilities (less current portion)
 
320,073

 
293,656

Total equity
 
926,165

 
937,485

TOTAL LIABILITIES AND EQUITY
 
$
2,130,061

 
$
2,129,548



E - 5


3. EARNINGS PER SHARE (“EPS”)

Unvested awards of share-based payments with rights to receive dividends or dividend equivalents, such as our RSUs, are considered participating securities for purposes of calculating EPS. Under the two-class method, we allocate a portion of net income to these participating securities and therefore exclude that income from the calculation of EPS for common stock. We do not allocate losses to the participating securities.

The following table presents information about basic and diluted weighted-average shares outstanding:
 
 
Three Months Ended December 31,
 
Years Ended December 31,
(in thousands)
 
2018
 
2017
 
2018
 
2017
 
 
 
 
 
 
 
 
 
Numerator (for basic and diluted earnings per share)
 
 
 
 
 
 
 
 
Income (loss) from continuing operations, net of tax
 
$
35,953

 
$
11,460

 
$
56,077

 
$
(12,022
)
Loss attributable to noncontrolling interest
 
—

 
1,511

 
632

 
1,511

Less income allocated to RSUs
 
(544
)
 
(194
)
 
(908
)
 
—

Numerator for basic and diluted earnings per share from continuing operations attributable to the shareholders of The E.W. Scripps Company
 
$
35,409

 
$
12,777

 
$
55,801

 
$
(10,511
)
Denominator
 
 
 
 
 
 
 
 
Basic weighted-average shares outstanding
 
80,669

 
81,792

 
81,369

 
82,052

Effective of dilutive securities:
 
 
 
 
 
 
 
 
Stock options and restricted stock units
 
679

 
—

 
558

 
—

Diluted weighted-average shares outstanding
 
81,348

 
81,792

 
81,927

 
82,052

Anti-dilutive securities (1)
 
—

 
1,220

 
—

 
1,220

(1) 
Amount outstanding at Balance Sheet date, before application of the treasury stock method and not weighted for period outstanding.



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