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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2022
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission File Number 001-10701
THE E.W. SCRIPPS COMPANY
(Exact name of registrant as specified in its charter)
Ohio31-1223339
(State or other jurisdiction of
incorporation or organization)
(IRS Employer
Identification Number)
312 Walnut Street
Cincinnati,Ohio45202
(Address of principal executive offices)(Zip Code)

Registrant's telephone number, including area code: (513) 977-3000

Not applicable
(Former name, former address and former fiscal year, if changed since last report.)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, par value $0.01 per shareSSPNASDAQ Global Select Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filerEmerging growth company
Non-accelerated filerSmaller reporting company
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.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. As of March 31, 2022, there were 71,357,810 of the registrant’s Class A Common shares, $0.01 par value per share, outstanding and 11,932,722 of the registrant’s Common Voting shares, $0.01 par value per share, outstanding.



Index to The E.W. Scripps Company Quarterly Report
on Form 10-Q for the Quarter Ended March 31, 2022
Item No.Page
 
1. Financial Statements
2. Management's Discussion and Analysis of Financial Condition and Results of Operations
3. Quantitative and Qualitative Disclosures About Market Risk
4. Controls and Procedures
PART II - Other Information
 
1. Legal Proceedings
1A. Risk Factors
3. Defaults Upon Senior Securities
4. Mine Safety Disclosures
5. Other Information
6. Exhibits
    Signatures
2


PART I

As used in this Quarterly Report on Form 10-Q, the terms “Scripps,” “Company,” “we,” “our,” or “us” may, depending on the context, refer to The E.W. Scripps Company, to one or more of its consolidated subsidiary companies, or to all of them taken as a whole.

Item 1. Financial Statements

The information required by this item is filed as part of this Form 10-Q. See Index to Financial Information at page F-1 of this Form 10-Q.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The information required by this item is filed as part of this Form 10-Q. See Index to Financial Information at page F-1 of this Form 10-Q.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The information required by this item is filed as part of this Form 10-Q. See Index to Financial Information at page F-1 of this Form 10-Q.

Item 4. Controls and Procedures

The information required by this item is filed as part of this Form 10-Q. See Index to Financial Information at page F-1 of this Form 10-Q.

PART II

Item 1. Legal Proceedings

We are involved in litigation and regulatory proceedings arising in the ordinary course of business, such as defamation actions and governmental proceedings primarily relating to renewal of broadcast licenses, none of which is expected to result in material loss.

Item 1A. Risk Factors

There have been no material changes to the risk factors disclosed in Item 1A. Risk Factors in our 2021 Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

There were no sales of unregistered equity securities during the quarter ended March 31, 2022.

Item 3. Defaults Upon Senior Securities
There were no defaults upon senior securities during the quarter ended March 31, 2022.

Item 4. Mine Safety Disclosures
None.
3


Item 5. Other Information

The following table presents information on matters submitted to a vote of security holders at our May 2, 2022 Annual Meeting of Shareholders:

Descriptions of Matters SubmittedIn FavorAgainstAuthority Withheld
1. Election of Directors
Directors elected by holders of Class A Common Shares:
Lauren Rich Fine55,918,787 — 1,562,013 
Burton F. Jablin56,860,227 — 620,573 
Kim Williams53,555,834 — 3,924,966 
Directors elected by holders of Common Voting Shares:
Marcellus W. Alexander, Jr.11,130,722 — — 
Charles L. Barmonde11,130,722 — — 
Kelly P. Conlin11,130,722 — — 
John W. Hayden11,130,722 — — 
Anne M. La Dow11,130,722 — — 
Leigh B. Radford11,130,722 — — 
R. Michael Scagliotti11,130,722 — — 
Adam P. Symson11,130,722 — — 
2. Votes by holders of Common Voting Shares to ratify Deloitte & Touche LLP as the independent registered public accountant11,130,722 — — 
3. Advisory (non-binding) vote by holders of Common Voting Shares on executive compensation of named executive officers11,130,722 — — 
Item 6. Exhibits
Exhibit NumberExhibit Description
31(a)
31(b)
32(a)
32(b)
101The Company's unaudited Condensed Consolidated Financial Statements and related Notes for the quarter ended March 31, 2022 from this Quarterly Report on Form 10-Q, formatted in iXBRL (Inline eXtensible Business Reporting Language).*
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

* - Filed herewith
4


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, thereunto duly authorized.

 THE E.W. SCRIPPS COMPANY
Dated: May 6, 2022By:
/s/ Daniel W. Perschke
Daniel W. Perschke
  Vice President, Controller
(Principal Accounting Officer)


5


The E.W. Scripps Company
Index to Financial Information (Unaudited)
ItemPage
F-2
F-3
F-4
F-5
F-6
Notes to Condensed Consolidated Financial Statements
F-7
F-21
F-30
F-31

F-1


The E.W. Scripps Company
Condensed Consolidated Balance Sheets (Unaudited)
(in thousands, except share data)As of 
March 31, 
2022
As of 
December 31, 
2021
Assets
Current assets:
Cash and cash equivalents$35,026 $66,223 
Restricted cash  34,257 
Accounts receivable (less allowances — $4,940 and $4,256)
563,862 572,525 
FCC repack receivable 185 773 
Miscellaneous28,671 28,503 
Total current assets627,744 702,281 
Investments26,700 21,632 
Property and equipment450,975 456,945 
Operating lease right-of-use assets119,643 124,821 
Goodwill2,920,466 2,913,384 
Other intangible assets1,893,129 1,910,311 
Programming483,232 510,316 
Miscellaneous19,972 18,624 
Total Assets$6,541,861 $6,658,314 
Liabilities and Equity
Current liabilities:
Accounts payable$90,578 $83,931 
Unearned revenue19,381 20,000 
Current portion of long-term debt18,612 18,612 
Accrued liabilities:
Employee compensation and benefits44,832 68,545 
Programming liability 173,083 180,269 
Accrued interest 15,051 34,973 
Miscellaneous41,752 50,667 
Other current liabilities54,050 54,883 
Total current liabilities457,339 511,880 
Long-term debt (less current portion)3,081,513 3,129,393 
Deferred income taxes370,739 356,777 
Operating lease liabilities 108,373 113,892 
Other liabilities (less current portion)539,868 575,938 
Equity:
Preferred stock, $0.01 par — authorized: 25,000,000 shares; none outstanding
  
Preferred stock — Series A, $100,000 par; 6,000 shares at March 31, 2022
410,515 409,939 
Common stock, $0.01 par:
Class A — authorized: 240,000,000 shares; issued and outstanding: 71,357,810 and 70,646,007 shares
714 707 
Voting — authorized: 60,000,000 shares; issued and outstanding: 11,932,722 and 11,932,722 shares
119 119 
Total preferred and common stock411,348 410,765 
Additional paid-in capital1,430,853 1,428,460 
Retained earnings214,907 205,118 
Accumulated other comprehensive loss, net of income taxes(73,079)(73,909)
Total equity1,984,029 1,970,434 
Total Liabilities and Equity$6,541,861 $6,658,314 
See notes to condensed consolidated financial statements.
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The E.W. Scripps Company
Condensed Consolidated Statements of Operations (Unaudited)
Three Months Ended 
March 31,
(in thousands, except per share data)20222021
Operating Revenues:
Advertising$398,481 $362,614 
Retransmission and carriage155,820 156,497 
Other11,405 21,810 
Total operating revenues565,706 540,921 
Operating Expenses:
Cost of revenues, excluding depreciation and amortization297,834 264,395 
Selling, general and administrative expenses, excluding depreciation and amortization152,727 144,026 
Acquisition and related integration costs1,642 28,645 
Restructuring costs 7,050 
Depreciation15,370 14,125 
Amortization of intangible assets24,375 25,382 
Losses (gains), net on disposal of property and equipment2,481 80 
Total operating expenses494,429 483,703 
Operating income71,277 57,218 
Interest expense(36,499)(43,882)
Gain on extinguishment of debt1,234  
Defined benefit pension plan income663 7 
Gain on sale of Triton business 81,784 
Losses on stock warrant (67,244)
Miscellaneous, net(407)(4,851)
Income from continuing operations before income taxes36,268 23,032 
Provision for income taxes13,903 19,529 
Income from continuing operations, net of tax22,365 3,503 
Income from discontinued operations, net of tax 2,064 
Net income22,365 5,567 
Preferred stock dividends(12,576)(11,643)
Net income (loss) attributable to the shareholders of The E.W. Scripps Company$9,789 $(6,076)
Net income (loss) per basic share of common stock attributable to the shareholders of The E.W. Scripps Company:
Income (loss) from continuing operations$0.11 $(0.10)
Income from discontinued operations  0.02 
Net income (loss) per basic share of common stock attributable to the shareholders of The E.W. Scripps Company:$0.11 $(0.07)
Net income (loss) per diluted share of common stock attributable to the shareholders of The E.W. Scripps Company:
Income (loss) from continuing operations$0.10 $(0.10)
Income from discontinued operations  0.02 
Net income (loss) per diluted share of common stock attributable to the shareholders of The E.W. Scripps Company:$0.10 $(0.07)
See notes to condensed consolidated financial statements.
The sum of net income (loss) per share from continuing and discontinued operations may not equal the reported total net income(loss) per share as each is calculated independently.
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The E.W. Scripps Company
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

Three Months Ended 
March 31,
(in thousands)20222021
Net income$22,365 $5,567 
Changes in defined benefit pension plans, net of tax of $257 and $374
827 1,187 
Other3 18 
Total comprehensive income attributable to preferred and common stockholders$23,195 $6,772 
See notes to condensed consolidated financial statements.
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The E.W. Scripps Company
Condensed Consolidated Statements of Cash Flows (Unaudited)
Three Months Ended 
March 31,
(in thousands)20222021
Cash Flows from Operating Activities:
Net income$22,365 $5,567 
Income from discontinued operations, net of tax 2,064 
Income from continuing operations, net of tax22,365 3,503 
Adjustments to reconcile net income from continuing operations to net cash flows from operating activities:
Depreciation and amortization39,745 39,507 
Losses (gains), net on disposal of property and equipment2,481 80 
Gain on extinguishment of debt(1,234) 
Gain on sale of Triton business (81,784)
Losses on stock warrant 67,244 
Programming assets and liabilities(13,970)(37,042)
Restructuring impairment charges 7,050 
Deferred income taxes11,906 6,951 
Stock and deferred compensation plans10,481 11,092 
Pension contributions, net of income/expense(930)(5,987)
Other changes in certain working capital accounts, net(33,761)41,045 
Miscellaneous, net296 (1,565)
Net cash provided by operating activities from continuing operations37,379 50,094 
Net cash provided by (used in) operating activities from discontinued operations  
Net operating activities37,379 50,094 
Cash Flows from Investing Activities:
Acquisitions, net of cash acquired(13,797)(2,679,798)
Proceeds from sale of Triton Digital, net of cash disposed 224,990 
Acquisition of intangible assets (430)
Additions to property and equipment(12,685)(4,139)
Purchase of investments(5,117)(1,263)
Proceeds from FCC repack1,201 5,345 
Miscellaneous, net(2,456)12 
Net cash used in investing activities from continuing operations(32,854)(2,455,283)
Net cash provided by (used in) investing activities from discontinued operations  
Net investing activities(32,854)(2,455,283)
Cash Flows from Financing Activities:
Net borrowings under revolving credit facility75,000  
Proceeds from issuance of long-term debt 800,000 
Proceeds from issuance of preferred stock 600,000 
Payments on long-term debt(124,197)(4,653)
Payments on financing costs (50,597)
Payments for capitalized preferred stock issuance costs (11,526)
Dividends paid on common and preferred stock(12,000)(9,067)
Tax payments related to shares withheld for vested stock and RSUs(8,341)(6,369)
Miscellaneous, net(441)(415)
Net cash provided by (used in) financing activities from continuing operations(69,979)1,317,373 
Effect of foreign exchange rates on cash, cash equivalents and restricted cash (20)
Decrease in cash, cash equivalents and restricted cash(65,454)(1,087,836)
Cash, cash equivalents and restricted cash:
Beginning of year100,480 1,626,021 
End of period$35,026 $538,185 
Supplemental Cash Flow Disclosures
Interest paid$52,668 $29,354 
Income taxes paid (refunded)$(431)$(547)
Non-cash investing information
Capital expenditures included in accounts payable$4,047 $5,764 
See notes to condensed consolidated financial statements.
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The E.W. Scripps Company
Condensed Consolidated Statements of Equity (Unaudited)

Three Months Ended
March 31, 2022 and 2021
(in thousands, except per share data)
Preferred
Stock
Common
Stock
Additional
Paid-in
Capital
Retained Earnings (Accumulated Deficit)Accumulated
Other
Comprehensive
Income (Loss) ("AOCI")
Total
Equity
As of December 31, 2021$409,939 $826 $1,428,460 $205,118 $(73,909)$1,970,434 
Comprehensive income (loss)— — — 22,365 830 23,195 
Preferred stock dividends, $2,000 per share
576 — — (12,576)— (12,000)
Compensation plans: 711,803 net shares issued *
— 7 2,393 — — 2,400 
As of March 31, 2022$410,515 $833 $1,430,853 $214,907 $(73,079)$1,984,029 
* Net of tax payments related to shares withheld for vested RSUs of $8,341 for the three months ended March 31, 2022.
As of December 31, 2020$ $817 $1,130,789 $131,778 $(100,119)$1,163,265 
Comprehensive income (loss)— — — 5,567 1,205 6,772 
Issuance of preferred stock, net of discount and issuance costs407,634 — — — — 407,634 
Preferred stock dividends, $1,511 per share
576 — — (11,643)— (11,067)
Compensation plans: 554,279 net shares issued *
— 6 2,577 — — 2,583 
As of March 31, 2021$408,210 $823 $1,133,366 $125,702 $(98,914)$1,569,187 
* Net of tax payments related to shares withheld for vested RSUs of $6,369 for the three months ended March 31, 2021.
See notes to condensed consolidated financial statements.
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The E.W. Scripps Company
Notes to Condensed Consolidated Financial Statements (Unaudited)

1. Summary of Significant Accounting Policies
As used in the Notes to Condensed Consolidated Financial Statements, the terms “Scripps,” “Company,” “we,” “our,” or “us” may, depending on the context, refer to The E.W. Scripps Company, to one or more of its consolidated subsidiary companies, or to all of them taken as a whole.
Basis of Presentation — The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The interim financial statements should be read in conjunction with the audited consolidated financial statements, including the notes thereto included in our 2021 Annual Report on Form 10-K. In management's opinion, all adjustments (consisting of normal recurring accruals) necessary for a fair presentation of the interim periods have been made.
Results of operations are not necessarily indicative of the results that may be expected for future interim periods or for the full year.
Principles of Consolidation — The consolidated financial statements include our accounts and those of our wholly-owned and majority-owned subsidiaries and variable interest entities (VIEs) for which we are the primary beneficiary. We are the primary beneficiary of a VIE when we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. Noncontrolling interest represents an owner’s share of the equity in certain of our consolidated entities. All intercompany transactions and account balances have been eliminated in consolidation.

Investments in entities over which we have significant influence but not control are accounted for using the equity method of accounting. Income from equity method investments represents our proportionate share of net income generated by equity method investees.
Nature of Operations — We are a diverse media enterprise, serving audiences and businesses through a portfolio of local television stations and national media brands. All of our businesses provide content and services via digital platforms, including the Internet, smartphones and tablets. Our media businesses are organized into the following reportable business segments: Local Media, Scripps Networks and Other. Additional information for our business segments is presented in Note 13. Segment Information.

Use of Estimates — Preparing financial statements in accordance with accounting principles generally accepted in the United States of America requires us to make a variety of decisions that affect the reported amounts and the related disclosures. Such decisions include the selection of accounting principles that reflect the economic substance of the underlying transactions 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.

Our financial statements include estimates and assumptions used in accounting for our defined benefit pension plans; the periods over which long-lived assets are depreciated or amortized; the fair value of long-lived assets, goodwill and indefinite lived assets; the liability for uncertain tax positions and valuation allowances against deferred income tax assets; the fair value of assets acquired and liabilities assumed in business combinations; and self-insured risks.
While we re-evaluate our estimates and assumptions on an ongoing basis, actual results could differ from those estimated at the time of preparation of the financial statements.
Nature of Products and Services — The following is a description of principal activities from which we generate revenue.
Core Advertising Core advertising is comprised of sales to local and national customers. The advertising includes a combination of broadcast airtime, as well as digital advertising. Pricing of advertising time is based on audience size and share, the demographic of our audiences and the demand for our limited inventory of commercial time. Advertising time is sold through a combination of local and national sales staff and national sales representative firms. Digital revenues are primarily
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generated from the sale of advertising to local and national customers on our local television websites, smartphone apps, tablet apps and other platforms.
Political Advertising Political advertising is generally sold through our Washington D.C. sales office. Advertising is sold to presidential, gubernatorial, Senate and House of Representative candidates, as well as for state and local issues. It is also sold to political action groups (PACs) or other advocacy groups.
Retransmission Revenues We earn revenue from retransmission consent agreements with multi-channel video programming distributors (“MVPDs”) in our markets. The MVPDs are cable operators and satellite carriers who pay us to offer our programming to their customers. We also receive fees from over-the-top virtual MVPDs. The fees we receive are typically based on the number of subscribers in our local market and the contracted rate per subscriber.
Other Products and Services We derive revenue from sponsorships and community events through our Local Media segment. Our Scripps Networks segment offers subscription services for access to premium content to its customers.
Refer to Note 13. Segment Information for further information, including revenue by significant product and service offering.
Revenue Recognition — Revenue is measured based on the consideration we expect to be entitled to in exchange for promised goods or services provided to customers, and excludes any amounts collected on behalf of third parties. Revenue is recognized upon transfer of control of promised products or services to customers.
Advertising Advertising revenue is recognized, net of agency commissions, over time primarily as ads are aired or impressions are delivered and any contracted audience guarantees are met. We apply the practical expedient to recognize revenue at the amount we have the right to invoice, which corresponds directly to the value a customer has received relative to our performance. For advertising sold based on audience guarantees, audience deficiency may result in an obligation to deliver additional advertisements to the customer. To the extent that we do not satisfy contracted audience ratings, we record deferred revenue until such time that the audience guarantee has been satisfied.
Retransmission Retransmission revenues are considered licenses of functional intellectual property and are recognized at the point in time the content is transferred to the customer. MVPDs report their subscriber numbers to us generally on a 30- to 90-day lag. Prior to receiving the MVPD reporting, we record revenue based on estimates of the number of subscribers, utilizing historical levels and trends of subscribers for each MVPD.
Contract Balances — Timing of revenue recognition may differ from the timing of invoicing to customers. We record a receivable when revenue is recognized prior to invoicing, or unearned revenue when revenue is recognized subsequent to invoicing.
Payment terms may vary by contract type, although our terms generally include a requirement of payment within 30 to 90 days. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts do not include a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers.
The allowance for doubtful accounts reflects our best estimate of probable losses inherent in the accounts receivable balance. We estimate the allowance based on expected credit losses, including our historical experience of actual losses and known troubled accounts. The allowance for doubtful accounts totaled $4.9 million at March 31, 2022 and $4.3 million at December 31, 2021.
We record unearned revenue when cash payments are received in advance of our performance. We generally require amounts payable under advertising contracts with political advertising customers to be paid in advance. Unearned revenue totaled $19.4 million at March 31, 2022 and is expected to be recognized within revenue over the next 12 months. Unearned revenue totaled $20.0 million at December 31, 2021. We recorded $7.3 million of revenue in the three months ended March 31, 2022 that was included in unearned revenue at December 31, 2021.
Leases — We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities and operating lease liabilities in our Condensed Consolidated Balance Sheets.
  
ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As the implicit rate is not readily determinable for most of our leases, we use our incremental borrowing rate when determining the present value of lease payments. The incremental
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borrowing rate represents an estimate of the interest rate we would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. The operating lease ROU asset also includes any payments made at or before commencement and is reduced by any lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term.
Share-Based Compensation — We have a Long-Term Incentive Plan (the “Plan”) which is described more fully in our 2021 Annual Report on Form 10-K. The Plan provides for the award of incentive and nonqualified stock options, stock appreciation rights, restricted stock units (RSUs) and unrestricted Class A Common shares and performance units to key employees and non-employee directors.
Share-based compensation costs totaled $9.3 million and $8.3 million for the first quarter of 2022 and 2021, respectively.
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 
March 31,
(in thousands)20222021
Numerator (for basic and diluted earnings per share)
Income from continuing operations, net of tax$22,365 $3,503 
Less income allocated to RSUs(276) 
Less preferred stock dividends(12,576)(11,643)
Numerator for basic and diluted earnings per share$9,513 $(8,140)
Denominator
Basic weighted-average shares outstanding82,788 81,902 
Effect of dilutive securities:
Restricted stock units613  
Common stock warrant8,872  
Diluted weighted-average shares outstanding92,273 81,902 

For the three month period ended March 31, 2021, we incurred a net loss and the inclusion of RSUs would have been anti-dilutive. The March 31, 2021 diluted EPS calculation excludes the effect from 2.4 million of outstanding RSUs that were anti-dilutive. On May 14, 2021, we amended our common stock warrant agreement with Berkshire Hathaway. Prior to the May 14, 2021 amendment of the common stock warrant agreement, the basic and dilutive EPS calculations excluded the impact of the common stock warrant as the effect would have been anti-dilutive. Following the amendment date, the EPS calculations include the dilutive impact of the common stock warrant.
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2. Recently Adopted and Issued Accounting Standards

Recently Adopted Accounting Standards — In October 2021, the Financial Accounting Standards Board ("FASB") issued new guidance requiring entities to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with the revenue from contracts with customers accounting standard. The guidance will generally result in an entity recognizing contract assets and contract liabilities at amounts consistent with those recorded by the acquiree immediately before the acquisition date rather than at fair value. The guidance is effective on a prospective basis for fiscal years beginning after December 15, 2022, with early adoption permitted. We adopted the new guidance effective January 1, 2022. The adoption of the guidance did not have an impact on our condensed consolidated financial statements.

In May 2021, the FASB issued new guidance that clarifies an issuer's accounting for certain modifications or exchanges of freestanding equity-classified written call options that remain equity classified after modification or exchange. Specifically, the guidance provides a "principles-based framework to determine whether an issuer should recognize the modification or exchange as an adjustment to equity or an expense." The guidance is effective for all entities with fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We adopted the new guidance effective January 1, 2022. The adoption of the guidance did not have an impact on our condensed consolidated financial statements.

Recently Issued Accounting Standards — In November 2021, the FASB issued new guidance for entities to provide certain disclosures for material government assistance transactions that are accounted for by applying a grant or contribution accounting model by analogy. The guidance is effective for our 2022 annual reporting period and we do not expect adoption of the guidance to have a material impact on our annual consolidated financial statements and related disclosures.

In March 2020, the FASB issued new guidance that provides optional expedients and exceptions to certain accounting requirements to facilitate the transition away from the use of the London Interbank Offered Rate (LIBOR) and other interbank offered rates. The guidance is effective as of March 12, 2020 and will apply through December 31, 2022 to all entities, subject to meeting certain criteria, that have contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. We will evaluate transactions or contract modifications occurring as a result of reference rate reform to determine whether to apply the optional guidance on an ongoing basis.

3. Acquisitions

Nuvyyo Acquisition

On January 5, 2022, we acquired Nuvyyo for net cash consideration totaling $13.8 million. Nuvyyo provides consumers DVR product solutions to watch and record free over-the-air HDTV on connected devices. The preliminary purchase price allocation assigned $7.2 million to intangible assets with useful lives ranging from three to five years, $7.1 million to goodwill and the remainder was allocated to various working capital and deferred tax liability accounts. The estimated goodwill, which is not tax deductible, reflects the synergies and increased market penetration expected from combining the operations of Nuvyyo with Scripps. We allocated the goodwill to our Other segment.

ION Acquisition

On January 7, 2021, we completed the acquisition of national broadcast network ION Media Networks, Inc. ("ION") for $2.65 billion. ION is a national network of broadcast stations and is the largest holder of U.S. broadcast television spectrum. The business distributes its programming through owned Federal Communications Commission-licensed television stations as well as affiliated TV stations, reaching 100 million of U.S. homes through its over-the-air broadcast and pay TV platforms. The acquisition of ION enabled us to create a full-scale national television networks business by combining the ION network with our other news and entertainment networks.

The transaction was financed with a combination of cash, debt financing and preferred equity financing, including Berkshire Hathaway's $600 million preferred equity investment in Scripps. Berkshire Hathaway also received a warrant to purchase up to 23.1 million Class A shares, at an exercise price of $13 per share.

To comply with ownership rules of the Federal Communications Commission, we simultaneously divested 23 of ION's television stations for a total consideration of $30 million, which were purchased by INYO Broadcast Holdings, LLC upon completion of the acquisition. These divested stations became independent affiliates of ION pursuant to long-term affiliation agreements.
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The following table summarizes the net cash consideration for the ION transaction.

(in thousands)
Total purchase price$2,650,000 
   Plus: Cash acquired 14,493 
   Plus: Working capital57,755 
Total transaction gross cash consideration2,722,248 
   Less: Proceeds from ION stations divested(30,000)
Total transaction net cash consideration2,692,248 
   Less: Cash acquired(14,493)
Total consideration, net of cash acquired$2,677,755 

The following table summarizes the final fair values of the ION assets acquired and liabilities assumed at the closing date.
(in thousands)
Accounts receivable $135,006 
Other current assets 25,353 
Programming rights169,027 
Property and equipment 122,520 
Operating lease right-of-use assets72,717 
Other assets2,295 
Goodwill1,796,148 
Indefinite-lived intangible assets - FCC licenses424,200 
Amortizable intangible assets:
  INYO affiliation agreement422,000 
  Other affiliation relationships22,000 
  Advertiser relationships143,000 
  Trade names72,000 
Accounts payable (9,674)
Unearned revenue(13,043)
Accrued expenses (15,814)
Current portion of programming liabilities (92,721)
Other current liabilities (24,810)
Programming liabilities(191,837)
Deferred tax liabilities(265,291)
Operating lease liabilities (78,438)
Other long-term liabilities (36,883)
Total consideration, net of cash acquired$2,677,755 

Of the value allocated to amortizable intangible assets, the INYO affiliation agreement has an estimated amortization period of 20 years, advertiser relationships have an estimated amortization period of 7 years, other affiliation relationships have an estimated amortization period of 10 years and the value allocated to trade names has an estimated amortization period of 10 years.

The goodwill of $1.8 billion arising from the transactions consists largely of synergies, economies of scale and other benefits of a larger national broadcast footprint and becoming the largest holder of broadcast spectrum. We allocated the goodwill to our Scripps Networks segment. The transaction is accounted for as a stock acquisition which applies carryover tax basis to the assets and liabilities acquired. The goodwill is not deductible for income tax purposes.

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Pro forma results of operations

Pro forma results of operations, assuming the ION acquisition had taken place at the beginning of 2021, are presented in the following table. The pro forma results do not include Nuvyyo, as the impact of this acquisition, individually or in the aggregate, is not material to prior year results of operations. The pro forma information includes the historical results of operations of Scripps and ION (excluding the results of the divested stations sold to INYO), as well as adjustments for additional depreciation and amortization of the assets acquired, additional interest expense related to the financing of the transactions and other transactional adjustments. The pro forma results do not include efficiencies, cost reductions or synergies expected to result from the acquisition, or retrospective fair value adjustments to the warrant. The unaudited pro forma financial information is not necessarily indicative of the results that actually would have occurred had the acquisition been completed at the beginning of the period.

Three Months Ended March 31,
(in thousands, except per share data) (unaudited)2021
Operating revenues$547,643 
Net income attributable to Scripps shareholders13,009 
Net income per share:
          Basic$0.15 
          Diluted0.15 

The pro forma results in 2021 reflect a $26.2 million reversal of ION transaction costs incurred that were already captured in the 2020 pro forma results.

4. Asset Write-Downs and Other Charges and Credits

Income from continuing operations before income taxes was affected by the following:

2022 - Acquisition and related integration costs of $1.6 million in the first three months of 2022 primarily reflect professional service costs associated with the ION acquisition.

During the first quarter of 2022, we redeemed $42.2 million of the 2027 Senior Notes, $26.6 million of the 2029 Senior Notes and $54.5 million of the 2031 Senior Notes. The redemptions resulted in a gain on extinguishment of debt of $1.2 million as the notes were redeemed for total consideration below par value of the notes.

2021 - Acquisition and related integration costs of $28.6 million in the first quarter of 2021 primarily reflect investment banking, legal and professional service costs incurred to complete and integrate the ION Media Networks, Inc. acquisition, which closed on January 7, 2021.

Restructuring costs totaled $7.1 million in the first quarter of 2021. In connection with the Newsy restructuring plan, we incurred charges for the write-downs of both capitalized carriage agreement payments and certain Newsy intangible assets.

During the first quarter of 2021, we completed the sale of our Triton business. The sale generated total net proceeds of $225 million and we recognized a pre-tax gain from disposition totaling $81.8 million.

The first quarter of 2021 included a $67.2 million non-cash charge related to our outstanding common stock warrant. The warrant obligation was being marked-to-market each reporting period with the increase in our common stock price being the significant contributor to the higher valuation. Following an amendment to the common stock warrant agreement on May 14, 2021, the fair value of the warrant was reclassified to equity and no longer marked-to-market each reporting period.

5. Income Taxes

We file a consolidated federal income tax return, consolidated unitary tax returns in certain states and other separate state income tax returns for our subsidiary companies.
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The income tax provision for interim periods is generally determined based upon the expected effective income tax rate for the full year and the tax rate applicable to certain discrete transactions in the interim period. To determine the annual effective income tax rate, we must estimate both the total income (loss) before income tax for the full year and the jurisdictions in which that income (loss) is subject to tax. The actual effective income tax rate for the full year may differ from these estimates if income (loss) before income tax is greater than or less than what was estimated or if the allocation of income (loss) to jurisdictions in which it is taxed is different from the estimated allocations. We review and adjust our estimated effective income tax rate for the full year each quarter based upon our most recent estimates of income (loss) before income tax for the full year and the jurisdictions in which we expect that income will be taxed.

The effective income tax rate for the three months ended March 31, 2022 and 2021 was 38% and 85%, respectively. Differences between our effective income tax rate and the U.S. federal statutory rate are 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 ($1.1 million benefit in 2022 and $1.3 million benefit in 2021), state deferred rate changes ($4.7 million expense in 2022) and state NOL valuation allowance changes ($1.2 million benefit in 2021). Additionally, in the first quarter of 2021, the income tax provision was impacted by a net discrete tax provision charge of $17.1 million related to a taxable gain on the sale of the Triton business, a $1.0 million discrete tax provision charge related to nondeductible transaction costs for the ION acquisition and a non-deductible expense of $70.7 million related to issuance costs and unrealized losses on mark-to-market adjustments recorded on the common stock warrants issued in connection with the ION acquisition.

We recognize state NOL carryforwards as deferred tax assets, subject to valuation allowances. At each balance sheet date, we estimate the amount of carryforwards that are not expected to be used prior to expiration of the carryforward period. The tax effect of the carryforwards that are not expected to be used prior to their expiration is included in the valuation allowance.

6. Restricted Cash

At December 31, 2021, we had restricted cash of $34.3 million. The balance reflected restricted cash held in escrow from the KMGH Denver television station building sale, which was received in January 2022.

7. Leases

We have operating leases for office space, data centers and certain equipment. Our leases have remaining lease terms of 1 year to 30 years, some of which may include options to extend the leases for up to 5 years, and some of which may include options to terminate the leases within 1 year. Operating lease costs recognized in our Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021 totaled $6.5 million and $5.9 million, including short-term lease costs of $0.4 million and $0.5 million, respectively.

Other information related to our operating leases was as follows:
(in thousands, except lease term and discount rate)As of 
March 31, 
2022
As of 
December 31, 
2021
Balance Sheet Information
  Right-of-use assets$119,643 $124,821 
  Other current liabilities18,851 20,066 
  Operating lease liabilities 108,373 113,892 
Weighted Average Remaining Lease Term
       Operating leases 8.21 years8.35 years
Weighted Average Discount Rate
       Operating leases 4.14 %4.16 %

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Three Months Ended 
March 31,
(in thousands)20222021
Supplemental Cash Flows Information
Cash paid for amounts included in the measurement of lease liabilities$6,058 $4,875 
    Right-of-use assets obtained in exchange for lease obligations 231 5,980 


Future minimum lease payments under non-cancellable operating leases as of March 31, 2022 were as follows:
(in thousands)Operating
Leases
Remainder of 2022$19,471 
202324,104 
202421,175 
202517,048 
202615,063 
Thereafter54,497 
  Total future minimum lease payments151,358 
Less: Imputed interest(24,134)
    Total$127,224 

8. Goodwill and Other Intangible Assets
Goodwill consisted of the following:
(in thousands)Local MediaScripps NetworksOtherTotal
Gross balance as of December 31, 2021$1,122,408 $2,028,890 $ $3,151,298 
Accumulated impairment losses(216,914)(21,000) (237,914)
Net balance as of December 31, 2021$905,494 $2,007,890 $ $2,913,384 
Gross balance as of March 31, 2022$1,122,408 $2,028,890 $7,082 $3,158,380 
Accumulated impairment losses(216,914)(21,000) (237,914)
Net balance as of March 31, 2022$905,494 $2,007,890 $7,082 $2,920,466 

F-14


Other intangible assets consisted of the following:
(in thousands)As of 
March 31, 
2022
As of 
December 31, 
2021
Amortizable intangible assets:
Carrying amount:
Television affiliation relationships$1,060,244 $1,060,244 
Customer lists and advertiser relationships220,997 217,400 
Other133,862 130,265 
Total carrying amount1,415,103 1,407,909 
Accumulated amortization:
Television affiliation relationships(181,539)(168,021)
Customer lists and advertiser relationships(85,252)(77,711)
Other(36,198)(32,881)
Total accumulated amortization(302,989)(278,613)
Net amortizable intangible assets1,112,114 1,129,296 
Indefinite-lived intangible assets — FCC licenses781,015 781,015 
Total other intangible assets$1,893,129 $1,910,311 

Estimated amortization expense of intangible assets for each of the next five years is $71.9 million for the remainder of 2022, $92.7 million in 2023, $91.4 million in 2024, $88.4 million in 2025, $85.5 million in 2026, $83.9 million in 2027 and $598.3 million in later years.
9. Long-Term Debt
Long-term debt consisted of the following:
(in thousands)As of 
March 31, 
2022
As of 
December 31, 
2021
Revolving credit facility$75,000 $ 
Senior secured notes, due in 2029523,356 550,000 
Senior unsecured notes, due in 2027442,473 484,655 
Senior unsecured notes, due in 2031423,463 477,958 
Term loan, due in 2024286,500 287,250 
Term loan, due in 2026742,146 744,049 
Term loan, due in 2028665,000 667,000 
    Total outstanding principal3,157,938 3,210,912 
Less: Debt issuance costs and issuance discounts(57,813)(62,907)
Less: Current portion(18,612)(18,612)
   Net carrying value of long-term debt$3,081,513 $3,129,393 
Fair value of long-term debt *$3,095,414 $3,249,278 
* The fair values of debt are estimated based on either quoted private market transactions or observable estimates provided by third party financial professionals, and as such, are classified within Level 2 of the fair value hierarchy.

Scripps Senior Secured Credit Agreement

On January 7, 2021, we entered into the Sixth Amendment to the Third Amended Restated Credit Agreement ("Sixth Amendment"). Under the Sixth Amendment, the capacity of our Revolving Credit Facility was increased from $210 million to $400 million. Additionally, the Sixth Amendment extended the facility's maturity date to the earlier of January 2026 or 91 days prior to the stated maturity date for any of our existing loans and our existing unsecured notes that mature within the facility's term. Commitment fees of 0.30% to 0.50% per annum, based on our leverage ratio, of the total unused commitment are payable under the Revolving Credit Facility. Interest is payable on the Revolving Credit Facility at rates based on LIBOR, plus a margin based on our leverage ratio, ranging from 1.75% to 2.50%. As of March 31, 2022, we had $75 million outstanding under the Revolving Credit Facility with an interest rate of 2.94%. The weighted-average interest rate over the period during which we had a drawn revolver balance in 2022 was 2.87%. As of March 31, 2022 and December 31, 2021, we had outstanding letters of credit totaling $7.1 million and $6.9 million, respectively, under the Revolving Credit Facility.

On October 2, 2017, we issued a $300 million term loan B which matures in October 2024 ("2024 term loan"). Interest is currently payable on the 2024 term loan at a rate based on LIBOR, plus a fixed margin of 2.00%. Interest will reduce to a rate of LIBOR plus a fixed margin of 1.75% if the Company’s total net leverage, as defined by the amended agreement, is below 2.75. The 2024 term loan requires annual principal payments of $3 million.
As of March 31, 2022 and December 31, 2021, the interest rate on the 2024 term loan was 2.46% and 2.10%, respectively. The weighted-average interest rate was 2.15% and 2.13% for the three months ended March 31, 2022 and 2021, respectively.

On May 1, 2019, we issued a $765 million term loan B ("2026 term loan") that matures in May 2026. Interest is currently payable on the 2026 term loan at a rate based on LIBOR, plus a fixed margin of 2.56%. The 2026 term loan requires annual principal payments of $7.6 million. Deferred financing costs and original issuance discount totaled approximately $23.0 million with this term loan, which are being amortized over the life of the loan.

As of March 31, 2022 and December 31, 2021, the interest rate on the 2026 term loan was 3.31%. The weighted-average interest rate on the 2026 term loan was 3.31% and 3.26% for the three months ended March 31, 2022 and 2021, respectively.

Under the Sixth Amendment, we also issued an $800 million term loan B ("2028 term loan") that contributed to the financing of the ION acquisition. The term loan matures in 2028 with interest payable at rates based on LIBOR, plus a fixed margin of 3.00%. Additionally, the Sixth Amendment provided that the LIBOR rate could not be less than 0.75% for our term loans that mature in 2026 and 2028. The 2028 term loan requires annual principal payments of $8.0 million. We incurred deferred financing costs totaling $23.4 million related to this term loan and the amendment to the Revolving Credit Facility, which are being amortized over the life of the term loan.

As of March 31, 2022 and December 31, 2021, the interest rate on the 2028 term loan was 3.75%. The weighted-average interest rate on the 2028 term loan was 3.75% for the three months ended March 31, 2022 and 2021.

The Senior Secured Credit Agreement contains covenants that limit our ability to incur additional debt and provides for restrictions on certain payments (dividends and share repurchases). Additionally, we must be in compliance with certain leverage ratios in order to proceed with acquisitions. Our credit agreement also includes a provision that in certain circumstances we must use a portion of excess cash flow to repay debt. We granted the lenders pledges of our equity interests in our subsidiaries and security interests in substantially all other personal property including cash, accounts receivables and equipment. In addition, the Revolving Credit Facility contains a covenant to comply with a maximum first lien net leverage ratio of 4.75 to 1.0 when we have outstanding borrowings on the facility. As of March 31, 2022, we were in compliance with our financial covenants.

2029 Senior Secured Notes

On December 30, 2020, we issued $550 million of senior secured notes (the "2029 Senior Notes"), which bear interest at a rate of 3.875% per annum and mature on January 15, 2029. The proceeds of the 2029 Senior Notes were deposited into a segregated escrow account. The escrow account was subsequently released on January 7, 2021 and used toward the financing of the ION acquisition (See Note 3). The 2029 Senior Notes were priced at 100% of par value and interest is payable semi-annually on January 15 and July 15, commencing on July 15, 2021. Prior to January 15, 2024 we may redeem up to 40% of the aggregate principal amount of the 2029 Senior Notes at a redemption price of 103.875% of the principal amount plus accrued and unpaid interest, if any, to the date of redemption. We may also redeem some or all of the 2029 Senior Notes before January 15, 2024 at a redemption price of 100% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date
plus a "make whole" premium. On or after January 15, 2024 and before January 15, 2026, we may redeem the notes, in whole or in part, at applicable redemption prices noted in the indenture agreement. If we sell certain of our assets or have a change of control, the holders of the 2029 Senior Notes may require us to repurchase some or all of the notes. Our credit agreement also includes a provision that in certain circumstances we must use a portion of excess cash flow to repay debt. The 2029 Senior Notes are guaranteed by us and the majority our subsidiaries and are secured on equal footing with the obligations under the Senior Secured Credit Agreement. Following the release of the proceeds from escrow on January 7, 2021, the notes became secured, on a first lien basis, from pledges of equity interests in our subsidiaries and by substantially all of the existing and future assets of Scripps. The 2029 Senior Notes contain covenants with which we must comply that are typical for borrowing transactions of this nature.

We incurred approximately $13.8 million of deferred financing costs in connection with the issuance of the 2029 Senior Notes, which are being amortized over the life of the notes.

2027 Senior Unsecured Notes

On July 26, 2019, we issued $500 million of senior unsecured notes, which bear interest at a rate of 5.875% per annum and mature on July 15, 2027 ("the 2027 Senior Notes"). The 2027 Senior Notes were priced at 100% of par value and interest is payable semi-annually on July 15 and January 15. Prior to July 15, 2022, we may redeem up to 40% of the aggregate principal amount of the 2027 Senior Notes at a redemption price of 105.875% of the principal amount plus accrued and unpaid interest, if any, to the date of redemption. We may also redeem some or all of the notes before July 15, 2022 at a redemption price of 100% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date plus a "make whole" premium. On or after July 15, 2022 and before July 15, 2025, we may redeem the notes, in whole or in part, at applicable redemption prices noted in the indenture agreement. If we sell certain of our assets or have a change of control, the holders of the 2027 Senior Notes may require us to repurchase some or all of the notes. The 2027 Senior Notes are fully and unconditionally guaranteed on a senior unsecured basis by certain of our existing and future domestic restricted subsidiaries. The 2027 Senior Notes contain covenants with which we must comply that are typical for borrowing transactions of this nature. There are no registration rights associated with the 2027 Senior Notes.

We incurred approximately $10.7 million of deferred financing costs in connection with the issuance of the 2027 Senior Notes, which are being amortized over the life of the notes.

2031 Senior Unsecured Notes

On December 30, 2020, we issued $500 million of senior unsecured notes (the "2031 Senior Notes"), which bear interest at a rate of 5.375% per annum and mature on January 15, 2031. The proceeds of the 2031 Senior Notes were deposited into a segregated escrow account. The escrow account was subsequently released on January 7, 2021 and used toward the financing of the ION acquisition (See Note 3). The 2031 Senior Notes were priced at 100% of par value and interest is payable semi-annually on January 15 and July 15, commencing on July 15, 2021. Prior to January 15, 2024 we may redeem up to 40% of the aggregate principal amount of the 2031 Senior Notes at a redemption price of 105.375% of the principal amount plus accrued and unpaid interest, if any, to the date of redemption. We may also redeem some or all of the 2031 Senior Notes before January 15, 2026 at a redemption price of 100% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date plus a "make whole" premium. On or after January 15, 2026 and before January 15, 2029, we may redeem the notes, in whole or in part, at applicable redemption prices noted in the indenture agreement. If we sell certain of our assets or have a change of control, the holders of the 2031 Senior Notes may require us to repurchase some or all of the notes. The 2031 Senior Notes are also guaranteed by us and the majority our subsidiaries. The 2031 Senior Notes contain covenants with which we must comply that are typical for borrowing transactions of this nature.

We incurred approximately $12.5 million of deferred financing costs in connection with the issuance of the 2031 Senior Notes, which are being amortized over the life of the notes.

Debt Repurchase Authorization

In May 2021, our Board of Directors provided additional debt repurchase program 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 currently permits an aggregate principal amount reduction of up to $439.3 million and expires on March 1, 2023.

Debt Repurchase Transactions

During the first quarter of 2022, we redeemed $42.2 million of our 2027 Senior Notes, $26.6 million of our 2029 Senior Notes and $54.5 million of our 2031 Senior Notes. The redemptions resulted in a gain on extinguishment of debt of $1.2 million as the notes were redeemed for total consideration below par value of the notes.

On May 15, 2021, we redeemed the $400 million outstanding principal amount of our senior unsecured notes that were due to mature in 2025. The redemption price was equal to 102.563% of the aggregate principal amount plus accrued and unpaid interest. The notes were redeemed with cash on hand.

During the fourth quarter of 2021, we redeemed $15.4 million of our 2027 Senior Notes and $22.0 million of our 2031 Senior Notes.

During the full year of 2021, we made additional principal payments on the 2028 term loan totaling $125 million.

10. Other Liabilities
Other liabilities consisted of the following:
(in thousands)As of 
March 31, 
2022
As of 
December 31, 
2021
Employee compensation and benefits$29,159 $29,175 
Deferred FCC repack income47,863 47,977 
Programming liability319,752 352,686 
Liability for pension benefits100,244 102,831 
Liabilities for uncertain tax positions12,363 12,280 
Other30,487 30,989 
Other liabilities (less current portion)$539,868 $575,938 

11. Supplemental Cash Flow Information
The following table presents additional information about the change in certain working capital accounts:
Three Months Ended 
March 31,
(in thousands)20222021
Accounts receivable$9,361 $43,559 
Other current assets2,585 1,851 
Accounts payable7,555 6,342 
Accrued employee compensation and benefits(24,552)(19,387)
Accrued interest(19,922)7,687 
Other accrued liabilities(6,608)(16,151)
Unearned revenue(1,917)(5,672)
Other, net(263)22,816 
Total$(33,761)$41,045 

F-15


12. Employee Benefit Plans

We sponsor a noncontributory defined benefit pension plan and non-qualified Supplemental Executive Retirement Plans ("SERPs"). The accrual for future benefits has been frozen in our defined benefit pension plan and SERPs.

We sponsor a defined contribution plan covering substantially all non-union and certain union employees. We match a portion of employees' voluntary contributions to this plan.
Other union-represented employees are covered by defined benefit pension plans jointly sponsored by us and the union, or by union-sponsored multi-employer plans.

The components of the employee benefit plan expense consisted of the following:
 Three Months Ended 
March 31,
(in thousands)20222021
Interest cost$4,333 $4,103 
Expected return on plan assets, net of expenses(6,224)(5,820)
Amortization of actuarial loss and prior service cost1,014 1,487 
Total for defined benefit pension plan