Tribune Media Company Reports Third Quarter 2016 Results

NEW YORK, Nov. 9, 2016 /PRNewswire/ -- Tribune Media Company (the "Company") (NYSE: TRCO) today reported its results for the three and nine months ended September 30, 2016.

THIRD QUARTER 2016 FINANCIAL HIGHLIGHTS (compared to third quarter 2015)

• Consolidated operating revenues increased 6% to $518.1 million
• Consolidated operating profit increased 473% to $222.4 million including net pretax gains on the sale of real estate of $213 million and a program impairment charge of $37 million
• Consolidated Adjusted EBITDA increased 16% to $130.4 million
• Diluted income per common share was $1.61 compared to $0.29 in the third quarter of 2015 and included gains on the sale of real estate of $1.43 per common share recorded in the third quarter of 2016. Adjusted diluted earnings per share, which excludes the gains on real estate sales, the impairment charge and certain other adjustments, was $0.48 compared to $0.28 in the third quarter of 2015
• Total Television and Entertainment net advertising revenues (which include political revenues) increased 3%, to $329.3 million
• Retransmission consent revenue increased 13% to $78.7 million
• Carriage fee revenue increased 48% to $29.0 million
• Digital ad revenue (which is included in net advertising revenues) increased 16% to $15.8 million

"Our financial results in the third quarter demonstrate the strength and resiliency of our media operations," said Peter Liguori, Tribune Media's President and Chief Executive Officer. "For the quarter, we grew revenues by 6 percent and consolidated Adjusted EBITDA by 16 percent year-over-year, due primarily to higher political and digital advertising revenues and increases in retransmission consent and carriage fee revenues. Our results would have been even better but for the Trump campaign's substantially lower than expected spend on television advertising and the fact that our station portfolio does not benefit from Olympic advertising because we have only two relatively small NBC affiliates. Adjusting for the significant impact of core dollars shifting into the Olympics, we estimate that core advertising remained essentially flat in the quarter, consistent with the first half of 2016. Similarly, despite lower overall political spending in the market versus 2012, we significantly increased our political advertising market share, and at this time we estimate that our full-year gross political advertising revenue will be about $161 million, or 97% of our record 2012 total.

"We achieved several important goals this quarter. We renewed the affiliate agreement for roughly half of our FOX television stations on mutually beneficial terms.  We struck a favorable retransmission consent and carriage agreement with DISH Network.  And we closed several real estate transactions generating $473 million in net pretax proceeds. During the year, we took aggressive steps to identify additional efficiencies in our cost structure, including recent initiatives that we expect to generate $18 million to $20 million in expense savings on an annualized basis going forward, and we expect to continue our cost reduction initiatives into 2017. However, given the unique market dynamics which have impacted the second half of the year, we are revising our full year financial guidance for 2016."

THIRD QUARTER AND YEAR-TO-DATE 2016 RESULTS

Consolidated

Consolidated operating revenues for the third quarter of 2016 were $518.1 million compared to $488.6 million in the third quarter of 2015, representing an increase of $29.5 million, or 6%.  The increase was primarily driven by higher political advertising, retransmission consent, carriage fee and digital advertising revenues and an increase in Digital and Data revenues, partially offset by a decrease in real estate revenues as a result of the sales of certain properties in 2016.

For the nine months ended September 30, 2016, consolidated operating revenues were $1,564.7 million compared to $1,462.9 million in the nine months ended September 30, 2015, representing an increase of $101.8 million, or 7%.

Consolidated operating profit was $222.4 million for the third quarter of 2016 compared to $38.8 million for the third quarter of 2015, representing an increase of $183.6 million. The increase was primarily attributable to gains recorded on the sales of certain real estate properties, partially offset by lower Television and Entertainment operating profit primarily due to a $37 million program impairment charge and higher severance expense, higher operating losses for Digital and Data and higher corporate costs. For the nine months ended September 30, 2016 consolidated operating profit increased $176.2 million to $295.8 million from $119.5 million in the nine months ended September 30, 2015.

In the third quarter of 2016, the Company recognized net pretax gains on the sales of real estate, including Tribune Tower, the north block of the Los Angeles Times Square property and the Olympic printing plant located in Los Angeles, of $213 million ($130 million after tax), or $1.43 per common share. Also in the third quarter of 2016, the Company reached an agreement with the IRS administrative appeals division to resolve the income tax dispute regarding the 2008 formation of the Newsday partnership. The Company recorded income tax charges of $193 million in the second quarter of 2016 related to this matter and an income tax benefit of $3 million in the third quarter of 2016 to adjust the previously recorded amounts in connection with the agreement. For the nine months ended September 30, 2016, income tax charges for this matter totaled $190 million, or $2.08 per common share.

Consolidated net income was $145.8 million in the third quarter of 2016 compared to net income of $27.9 million in the third quarter of 2015. Diluted earnings per common share for the third quarter of 2016 was $1.61 compared to $0.29 for the third quarter of 2015. Adjusted diluted earnings per share ("Adjusted EPS") for the third quarter of 2016 was $0.48 compared to $0.28 for the third quarter of 2015. Both diluted earnings per common share and Adjusted EPS include an income tax benefit of $12 million, or $0.13 per share, in the third quarter of 2016 and an income tax benefit of $4 million, or $0.04 per share, in the third quarter of 2015 related to certain tax adjustments. 

Consolidated net loss was $4.7 million for the nine months ended September 30, 2016 compared to net income of $61.0 million for the nine months ended September 30, 2015. For the nine months ended September 30, 2016, diluted loss per common share was $0.05 compared to diluted earnings per share of $0.63 for the nine months ended September 30, 2015. Adjusted EPS for the nine months ended September 30, 2016 was $1.09 compared to $0.87 for the nine months ended September 30, 2015. Both diluted earnings per common share and Adjusted EPS include an income tax benefit of $10 million, or $0.11 per share, for the nine months ended September 30, 2016 and an income tax benefit of $4 million, or $0.04 per share, for the nine months ended September 30, 2015 related to certain tax adjustments. 

Consolidated Adjusted EBITDA increased to $130.4 million in the third quarter of 2016 from $112.1 million in the third quarter of 2015, representing an increase of $18.2 million, or 16%. The increase in consolidated Adjusted EBITDA was primarily attributable to higher political advertising revenues and increased retransmission consent and carriage fee revenues. For the nine months ended September 30, 2016, consolidated Adjusted EBITDA increased $30.3 million, or 9%, to $363.7 million as compared to $333.4 million in the nine months ended September 30, 2015. 

Cash distributions from equity investments in the third quarter of 2016 were $18.0 million compared to $32.0 million in the third quarter of 2015. Cash distributions for the nine months ended September 30, 2016 were $143.6 million compared to $161.1 million for the nine months ended September 30, 2015. The decline was primarily due to a $16.1 million cash distribution from CareerBuilder received in the third quarter of 2015.

Television and Entertainment

Revenues were $459.1 million in the third quarter of 2016 compared to $429.7 million in the third quarter of 2015, an increase of $29.4 million, or 7%. This was driven by a $25.7 million increase in net political advertising revenue, an increase in retransmission consent revenue of $8.8 million, or 13%, and an increase in carriage fee revenue of $9.4 million, or 48%, partially offset by a decrease in core advertising revenue (comprised of local and national advertising, excluding political and digital) of $18.1 million, or 6%. Core advertising was negatively impacted by the 2016 Summer Olympics, which negatively impacted advertising revenues for stations other than NBC affiliates, displacement from political advertising, and the blackout from our programming agreement dispute with DISH Network.

Television and Entertainment segment revenues for the nine months ended September 30, 2016 were $1,381.0 million compared to $1,285.6 million for the nine months ended September 30, 2015, an increase of $95.4 million, or 7%. The increase was driven by a $48.4 million increase in net political advertising revenue, an increase in retransmission consent revenues of $36.7 million, or 18%, and an increase in carriage fee revenues of $27.7 million, or 44%.

Television and Entertainment operating profit for the third quarter of 2016 was $46.2 million compared to $64.1 million in the third quarter of 2015, a decrease of $17.9 million, or 28%. The decline was primarily due to higher programming expenses resulting from a $37 million program impairment charge for the syndicated program Elementary at WGN America, as well as higher severance expense related to significant position eliminations as part of ongoing cost reduction initiatives, partially offset by an increase in revenue. Television and Entertainment Adjusted EBITDA for the third quarter of 2016 was $146.8 million compared to $122.5 million in the third quarter of 2015, an increase of $24.2 million, or 20%, primarily due to higher revenues. For the nine months ended September 30, 2016, Television and Entertainment operating profit was $188.5 million as compared to $190.5 million for the nine months ended September 30, 2015, a decrease of $2.0 million, or 1%. Television and Entertainment Adjusted EBITDA was $404.4 million as compared to $361.8 million for the nine months ended September 30, 2015, an increase of $42.7 million, or 12%.

Digital and Data

Revenues in the third quarter of 2016 were $49.1 million compared to $46.6 million in the third quarter of 2015, an increase of $2.5 million, or 5%. The increase was primarily due to higher video revenues and was partially offset by declines in music revenue. For the nine months ended September 30, 2016, Digital and Data segment revenues were $149.7 million, an increase of $9.3 million, as compared to $140.4 million for the nine months ended September 30, 2015.

Digital and Data operating loss for the third quarter of 2016 was $11.6 million compared to an operating loss of $6.2 million in the third quarter of 2015. Digital and Data Adjusted EBITDA was $2.9 million in the third quarter of 2016 compared to $6.4 million in the third quarter of 2015, a decrease of $3.6 million, primarily due to higher compensation expense related to new foreign offices and new leadership roles and higher costs for product development. For the nine months ended September 30, 2016, Digital and Data operating loss was $24.8 million compared to $6.6 million for the nine months ended September 30, 2015. Digital and Data Adjusted EBITDA was $14.2 million for the nine months ended September 30, 2016 compared to $25.6 million in the nine months ended September 30, 2015.

Corporate and Other

Real estate revenues for the third quarter of 2016 were $9.9 million compared to $12.3 million for the third quarter of 2015, representing a decrease of $2.5 million, or 20%, primarily due to recent property sales. Real estate revenues for the nine months ended September 30, 2016 were $34.1 million, compared to $36.8 million for the nine months ended September 30, 2015, representing a decrease of $2.8 million, or 8%.

Corporate and Other operating profit for the third quarter of 2016 was $187.9 million compared to a loss of $19.0 million in the third quarter of 2015, primarily attributable to net pretax gains on real estate sales of $213 million. Corporate and Other Adjusted EBITDA for the third quarter of 2016 represented a loss of $19.3 million compared to a loss of $16.8 million in the third quarter of 2015. For the nine months ended September 30, 2016, Corporate and Other operating profit was $132.1 million compared to a loss of $64.3 million for the nine months ended September 30, 2015. Corporate and Other Adjusted EBITDA represented a loss of $54.9 million for the nine months ended September 30, 2016 compared to a loss of $53.9 million for the nine months ended September 30, 2015.

RETURN OF CAPITAL TO SHAREHOLDERS

Stock Repurchase Program

On February 24, 2016, the Board of Directors (the "Board") authorized a new stock repurchase program under which the Company may repurchase up to $400 million of its outstanding Class A common stock. During the third quarter of 2016, the Company repurchased 2,364,173 shares of the Company's Class A common stock in open market transactions for an aggregate purchase price of approximately $88 million.  Since the announcement of the new stock repurchase program on February 24, 2016 through November 8, 2016, the Company has repurchased an aggregate of 6,158,830 shares of the Company's Class A common stock in open market transactions at an aggregate purchase price of approximately $223 million. As of November 8, 2016, the remaining authorized amount under the current program totaled $177 million.

Quarterly Dividend

On November 3, 2016, the Board declared a quarterly cash dividend on the Company's common stock of $0.25 per share to be paid on December 6, 2016 to holders of record of the Company's common stock and warrants as of November 21, 2016. This is the seventh consecutive quarterly dividend declared under the Company's dividend program announced on March 6, 2015. Future dividends will be subject to the discretion of the Board.

RECENT DEVELOPMENTS

Real Estate Transactions

In the three and nine months ended September 30, 2016, the Company sold several properties for net pretax proceeds totaling $473 million and $505 million, respectively, and recognized a net pretax gain of $213 million for the three and nine months ended September 30, 2016, as further described below. The Company defines net proceeds as pretax cash proceeds on the sale of properties, less associated selling costs.

On May 2, 2016, the Company sold its Deerfield Beach, FL property for net proceeds of $24 million and on June 2, 2016, the Company sold its Allentown, PA property for net proceeds of $8 million. In the second quarter of 2016, the Company recorded a net pretax loss of less than $1 million on the sale of these properties.

On July 7, 2016, the Company sold its Seattle, WA property for net proceeds of $19 million and entered into a lease for the property. The Company recorded a deferred pretax gain of $8 million on the sale which will be amortized over the life of the lease due to the transaction being a sale-leaseback. On July 12, 2016, the Company sold two of its Orlando, FL properties for net proceeds of $34 million and recorded a pretax gain of $2 million. On July 14, 2016, the Company sold its Arlington Heights, IL property for net proceeds of $0.4 million. On September 26, 2016, the Company sold Tribune Tower and the north block of the Los Angeles Times Square property for net proceeds of $200 million and $102 million, respectively, and recognized a pretax gain of $93 million and $59 million, respectively. Pursuant to the terms of the sale agreements, the Company could receive contingent payments of up to an additional $35 million related to the Tribune Tower transaction and an additional $10 million related to the Los Angeles Times Square transaction. On September 27, 2016, the Company sold the Olympic printing plant facility for net proceeds of $119 million and recognized a pretax gain of $59 million.

As of November 9, 2016, the Company has agreements for the sales of certain broadcasting real estate properties located in Chicago, IL and Portsmouth, VA, some of which will qualify as sale-leasebacks. All of these transactions are expected to close during the fourth quarter of 2016. The closing of these transactions is subject to certain adjustments and customary closing conditions and there can be no assurance that these sales will be completed in a timely manner or at all.

DISH Network Programming Agreement

On June 12, 2016, Tribune Broadcasting's programming agreement with DISH Network expired and as a result, the Company's local television stations and WGN America were temporarily off DISH Network. On September 3, 2016, the Company announced that a long-term, comprehensive agreement on carriage and retransmission consent fees had been signed, covering the Company's local television stations and WGN America.

TV Food Network

On October 24, 2016, Tribune (FN) Cable Ventures, LLC, a wholly-owned subsidiary of Tribune Media Company, entered into an extension of the partnership agreement governing TV Food Network, which extended the term of the partnership until December 31, 2020.

Strategic Review

We continue to work with our financial advisors on a strategic review of the Company's assets. In this regard, we are pleased with the closing of several real estate transactions and with the announcement by TEGNA Inc. of its decision to evaluate strategic alternatives for CareerBuilder. In addition, the Company is considering a variety of other actions, including but not limited to returns of capital to shareholders and debt repayment, but has nothing definitive to report at this time.

FINANCIAL GUIDANCE

The Company is revising guidance related to its 2016 full year, most significantly in the Television and Entertainment segment primarily due to lower than expected political advertising revenues from the 2016 presidential campaign and a decline in core advertising revenues. Real Estate revenue and Corporate and Other Adjusted EBITDA guidance are also being revised to reflect real estate sales that have closed to date. The actual results for the full year may differ materially from the below guidance due to, among other factors, any actions we might take pursuant to the strategic and financial alternatives discussed in our fourth quarter and full year 2015 earnings release, as updated in this earnings release. The following statements, by their nature, are forward-looking and are subject to substantial risks and uncertainties, which are discussed below under "Cautionary Statement Regarding Forward-Looking Statements."

For full year 2016, the Company expects:

Consolidated revenues to be between $2.147 billion and $2.179 billion
Consolidated Adjusted EBITDA to be between $565 million and $585 million

Television and Entertainment segment revenues to be between $1.885 billion and $1.905 billion
Television and Entertainment segment Adjusted EBITDA to be between $600 million and $610 million

Digital and Data segment revenues to be between $225 million and $235 million
Digital and Data segment Adjusted EBITDA to be between $47 million and $50 million

Real estate revenues to be between $37 million and $39 million
Real estate expenses to be approximately $21 million
Corporate expenses to be between $93 million and $97 million
Corporate and Other Adjusted EBITDA to be between $(75) million and $(81) million

Capital expenditures to be approximately $107 million ($45 million of which is non-recurring)
Cash taxes to be between $103 million and $113 million (excludes payment for the Newsday resolution and transactions such as real estate sales)
Cash interest to be approximately $160 million

See "Non-GAAP Financial Measures" below for more information regarding certain financial measures we present that are not recognized under accounting principles generally accepted in the U.S. ("GAAP").

CONFERENCE CALL INFORMATION

The Company will host a conference call today at 8:30 a.m. ET to discuss its third quarter results and a presentation deck will be posted to our website in advance of the call. The conference call can be accessed on the Investor Relations homepage of Tribune Media's website at www.tribunemedia.com, or by dialing (888) 317-6003 (domestic) or (412) 317-6061 (international). The confirmation code is 6399302.

An audio webcast replay will be available in the Events and Presentations section of the Tribune Media website approximately one hour after completion of the call. A replay of the call will also be available until November 16, 2016 at (877) 344-7529 (domestic) or (412) 317-0088 (international). The confirmation code for the replay is 10095282.

Tribune Media Company (NYSE: TRCO) is home to a diverse portfolio of television and digital properties driven by quality news, entertainment and sports programming. Tribune Media is comprised of Tribune Broadcasting's 42 owned or operated local television stations reaching approximately 50 million households, national entertainment cable network WGN America, whose reach is approaching 80 million households, Tribune Studios, and Gracenote, one of the world's leading sources of TV and music metadata powering electronic program guides in televisions, automobiles and mobile devices. Tribune Media also includes Chicago's WGN-AM and the national multicast networks Antenna TV and THIS TV. Additionally, the Company owns and manages a significant number of real estate properties across the U.S. and holds other strategic investments in media. For more information please visit www.tribunemedia.com.

Non-GAAP Financial Measures

This press release includes a discussion of Adjusted EBITDA, and Adjusted EPS for the Company and Adjusted EBITDA for our operating segments (Television and Entertainment, Digital and Data, and Corporate and Other) and presents Broadcast Cash Flow for our Television and Entertainment segment. Adjusted EPS, Adjusted EBITDA and Broadcast Cash Flow are financial measures that are not recognized under accounting principles generally accepted in the U.S. ("GAAP"). With respect to our expectations under "Financial Guidance" above, no reconciliation of the forecasted range for Adjusted EBITDA on a consolidated or segment basis for fiscal 2016 is included in this release because we are unable to quantify certain amounts that would be required to be included in the GAAP measure without unreasonable efforts and we believe such reconciliations would imply a degree of precision that would be confusing or misleading to investors. In particular, reconciliation of guidance for Consolidated Adjusted EBITDA or Adjusted EBITDA on a segment basis to the closest corresponding GAAP measure is not available without unreasonable efforts on a forward-looking basis due to the high variability, complexity and low visibility with respect to the charges excluded from these non-GAAP measures such as the measures and effects of stock-based compensation expense specific to equity compensation awards that are directly impacted by unpredictable fluctuations in our stock price and other non-recurring or unusual items such as impairment charges, transaction-related costs and gains or losses on sales of assets.  We expect the variability of the above items to have a significant, and potentially unpredictable, impact on our future GAAP financial results. Adjusted EPS is calculated based on net income (loss) before investment transactions, loss on extinguishment of debt, certain special items (including severance), certain income tax charges, non-operating items, gain (loss) on sales of real estate, impairments and other non-cash charges and reorganization items per common share. Adjusted EBITDA for the Company is defined as net income (loss) before  income taxes, investment transactions, loss on extinguishment of debt, interest and dividend income, interest expense, pension expense (credit), equity income and losses, depreciation and amortization, stock-based compensation, certain special items (including severance), non-operating items, gain (loss) on sales of real estate, goodwill and other intangible asset and program impairments and other non-cash charges and reorganization items. Adjusted EBITDA for the Company's operating segments is calculated as segment operating profit plus depreciation, amortization, pension expense (credit), stock-based compensation, goodwill and other intangible asset and program impairments and other non-cash charges, gain (loss) on sales of real estate and certain special items (including severance). Broadcast Cash Flow for the Television and Entertainment segment is calculated as Television and Entertainment Adjusted EBITDA plus broadcast rights amortization expense less broadcast rights cash payments.  We believe that Adjusted EBITDA and Broadcast Cash Flow are measures commonly used by investors to evaluate our performance with that of our competitors. We also present Adjusted EBITDA because we believe investors, analysts and rating agencies consider it useful in measuring our ability to meet our debt service obligations. We further believe that the disclosure of Adjusted EPS, Adjusted EBITDA and Broadcast Cash Flow is useful to investors as these non-GAAP measures are used, among other measures, by our management to evaluate our performance. By disclosing Adjusting EPS, Adjusted EBITDA and Broadcast Cash Flow, we believe that we create for investors a greater understanding of, and an enhanced level of transparency into, the means by which our management operates our company. Adjusted EPS, Adjusted EBITDA and Broadcast Cash Flow are not measures presented in accordance with GAAP, and our use of these terms may vary from that of others in our industry. Adjusted EPS, Adjusted EBITDA and Broadcast Cash Flow should not be considered as an alternative to net income, operating profit, revenues, cash provided by operating activities or any other measures derived in accordance with GAAP as measures of operating performance or liquidity.  The tables at the end of this press release include reconciliations of consolidated Adjusted EPS and Adjusted EBITDA and segment Adjusted EBITDA and Broadcast Cash Flow to the most directly comparable financial measures calculated and presented in accordance with GAAP.  

Cautionary Statement Regarding Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the federal securities laws.  Forward-looking statements are subject to known and unknown risks and uncertainties, many of which may be beyond our control.  Forward-looking statements may include, but are not limited to, statements concerning our financial outlook and guidance, including our 2016 forecasted revenues, Adjusted EBITDA and other consolidated and segment financial performance guidance, our real estate monetization strategy, our cost savings initiatives, exploration of strategic and financial alternatives and other corporate initiatives, the conditions in our industry, our operations, our economic performance and financial condition, including, in particular, statements relating to our business and growth strategy and product development efforts. Important factors that could cause actual results, developments and business decisions to differ materially from these forward-looking statements are uncertainties discussed below and in the "Risk Factors" section of the Company's Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the "SEC") on February 29, 2016.  "Forward-looking statements" include all statements that do not relate solely to historical or current facts, and can be identified by the use of words such as "may," "might," "will," "could" "should," "estimate," "project," "plan," "anticipate," "expect," "intend," "outlook," "seek," "designed," "assume," "implied," "believe" and other similar expressions. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates. These forward-looking statements are based on estimates and assumptions by our management that, although we believe to be reasonable, are inherently uncertain and subject to a number of risks and uncertainties.  

The following list represents some, but not necessarily all, of the factors that could cause actual results to differ from projected or historical results or those anticipated or predicted by these forward-looking statements: changes in advertising demand and audience shares; competition and other economic conditions including incremental fragmentation of the media landscape and competition from other media alternatives; changes in the overall market for broadcast and cable television advertising, including through regulatory and judicial rulings;  our ability to protect our intellectual property and other proprietary rights; availability and cost of quality network, syndicated and sports programming affecting our television ratings; the loss, cost and / or modification of our network affiliation agreements; our ability to renegotiate retransmission consent agreements with multichannel video programming distributors; our ability to expand our Digital and Data business operations internationally; our ability to realize the full value, or successfully complete the planned divestitures of  our real estate assets; the incurrence of additional tax-related liabilities related to historical income tax returns; our ability to expand our operations internationally; the timing and administration by the FCC of a potential auction of spectrum and our ability to monetize our spectrum through sales channel sharing arrangements or relocations; the  incurrence of costs to address contamination issues at sites owned, operated or used by our businesses; adverse results from litigation, governmental investigations or tax-related proceedings or audits; our ability to settle unresolved claims filed in connection with our and certain of our direct and indirect wholly-owned subsidiaries' Chapter 11 cases and resolve the appeals seeking to overturn the bankruptcy court order confirming the First Amended Joint Plan of Reorganization for Tribune Company and its Subsidiaries; our ability to satisfy pension and other postretirement employee benefit obligations; our ability to attract and retain employees; the effect of labor strikes, lock-outs and labor negotiations; our ability to realize benefits or synergies from acquisitions or divestitures or to operate our businesses effectively following acquisitions or divestitures; our ability to successfully execute our business strategy, including our exploration of strategic and financial alternatives to enhance shareholder value; the financial performance of our equity method investments; the impairment of our existing goodwill and other intangible assets; compliance with government regulations applicable to the television and radio broadcasting industry; changes in accounting standards; the payment of  cash dividends on our common stock; impact of increases in interest rates on our variable rate indebtedness or refinancings thereof; impact of foreign currency exchange rate changes; our indebtedness and ability to comply with covenants applicable to our debt financing and other contractual commitments; our ability to satisfy future capital and liquidity requirements;  our ability to access the credit and capital markets at the times and in the amounts needed and on acceptable terms and other events beyond our control that may result in unexpected adverse operating results.  In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this press release may not in fact occur. Any forward-looking information presented herein is made only as of the date of this press release and we undertake no obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

SOURCE Tribune Media Company

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