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Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block]

1. Basis of Presentation

The accompanying condensed consolidated balance sheet of Gray Television, Inc. (and its consolidated subsidiaries, except as the context otherwise provides,“Gray,” the “Company,” “we,” “us,” and “our”) as of December 31, 2019, which was derived from the Company’s audited financial statements as of December 31, 2019, and our accompanying unaudited condensed consolidated financial statements as of March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019, have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to those rules and regulations, although we believe that the disclosures made are adequate to make the information not misleading. In our opinion, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. We manage our business on the basis of two operating segments: broadcasting and production companies. For further information, refer to the consolidated financial statements and footnotes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2019 (the “2019 Form 10-K”). Our financial condition as of, and operating results for the three-months ended March 31, 2020, are not necessarily indicative of the financial condition or results that may be expected for any future interim period or for the year ending December 31, 2020.

Overview. We are a television broadcast company headquartered in Atlanta, Georgia, that is the largest owner of top-rated local television (“television” or “TV”) stations and digital assets in the United States. Gray currently owns and/or operates television stations and leading digital properties in 93 television markets that collectively reach approximately 24% of U.S. television households. Over calendar year 2019, Gray’s stations were ranked first in 68 markets, and first and/or second in 86 markets, as calculated by Comscore’s audience measurement service. We also own video program production, marketing, and digital businesses including Raycom Sports, Tupelo-Raycom, and RTM Studios, the producer of PowerNation programs and content, which we refer to collectively as our “production companies.”

Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Our actual results could differ materially from these estimated amounts. Our most significant estimates are our allowance for doubtful accounts in receivables, valuation of goodwill and intangible assets, amortization of program rights and intangible assets, pension costs, income taxes, employee medical insurance claims, useful lives of property and equipment and contingencies.

Earnings Per Share. We compute basic earnings per share by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during the relevant period. The weighted-average number of common shares outstanding does not include restricted shares. These shares, although classified as issued and outstanding, are considered contingently returnable until the restrictions lapse and, in accordance with U.S. GAAP, are not included in the basic earnings per share calculation until the shares vest. Diluted earnings per share is computed by including all potentially dilutive common shares, including restricted shares and shares underlying stock options, in the diluted weighted-average shares outstanding calculation, unless their inclusion would be antidilutive.

The following table reconciles basic weighted-average shares outstanding to diluted weighted-average shares outstanding for the three-months ended March 31, 2020 and 2019, respectively (in millions):

Three Months Ended

March 31,

2020

2019

Weighted-average common shares outstanding-basic
98 99

Common stock equivalents for stock options and restricted stock
1 -

Weighted-average common shares outstanding-diluted
99 99

Accumulated Other Comprehensive Loss. Our accumulated other comprehensive loss balances as of March 31, 2020 and December 31, 2019, consist of adjustments to our pension liability and the related income tax effect. Our comprehensive income for the three-months ended March 31, 2020 consisted of net income. Our comprehensive loss for the three-months ended March 31, 2019 consisted of net loss and an adjustment to the tax effect of our pension liability as a result of our adoption of Accounting Standards Update (“ASU”) 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220) – Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. As of March 31, 2020 and December 31, 2019 the balances were as follows (in millions):

March 31,

December 31,

2020

2019

Accumulated balances of items included in accumulated other comprehensive loss:

Increase in pension liability
$ (42 ) $ (42 )

Income tax benefit
(11 ) (11 )

Accumulated other comprehensive loss
$ (31 ) $ (31 )

Property and Equipment. Property and equipment are carried at cost. Depreciation is computed principally by the straight-line method. The following table lists the components of property and equipment by major category (dollars in millions):

Estimated

March 31,

December 31,

Useful Lives

2020

2019

(in years)

Property and equipment:

Land
$ 119 $ 119

Buildings and improvements
295 291 7 to 40

Equipment
792 776 3 to 20

1,206 1,186

Accumulated depreciation
(475 ) (461 )

Total property and equipment, net
$ 731 $ 725

Maintenance, repairs and minor replacements are charged to operations as incurred; major replacements and betterments are capitalized. The cost of any assets divested, sold or retired and the related accumulated depreciation are removed from the accounts at the time of disposition, and any resulting profit or loss is reflected in income or expense for the period.

In April 2017, the Federal Communications Commission (the “FCC”) began a process of reallocating the broadcast spectrum (the “Repack”). Specifically, the FCC is requiring certain television stations to change channels and/or modify their transmission facilities. The U.S. Congress passed legislation which provides the FCC with a $1.7 billion fund to reimburse all reasonable costs incurred by stations operating under a full power license and a portion of the costs incurred by stations operating under a low power license that are reassigned to new channels. Subsequent legislation in March 2018 appropriated an additional $1.0 billion for the Repack fund, of which up to $750 million may be made available to reimburse the Repack costs of full power, Class A television stations and multichannel video programming distributors. Other funds are earmarked to assist low power television stations and for other transition costs. The sufficiency of the FCC’s fund to reimburse for Repack costs is dependent upon a number of factors including the amounts to be reimbursed to other industry participants for Repack costs. Therefore, we cannot predict whether the fund will be sufficient to reimburse our Repack costs to the extent authorized under the legislation. Forty-seven of our current full power stations and thirty-seven of our current low power stations are affected by the Repack. The Repack process began in the summer of 2017 and will take approximately three years to complete. The majority of our costs associated with the Repack qualify for capitalization, rather than expense. Upon receipt of funds reimbursing us for our Repack costs, we record those proceeds as a component of our (gain) loss on disposal of assets, net.

The following tables provide additional information related to gain on disposal of assets, net included in our condensed consolidated statements of operations and purchases of property and equipment included in our condensed consolidated statements of cash flows (in millions):

Three Months Ended

March 31,

2020

2019

Gain on disposal of fixed assets, net:

Proceeds from sale of assets
$ (1 ) $ (2 )

Proceeds from Repack
(6 ) (12 )

Net book value of assets disposed
1 2

Other
- 2

Total
$ (6 ) $ (10 )

Purchase of property and equipment:

Recurring purchases - operations
$ 21 $ 9

Repack
6 9

Total
$ 27 $ 18

Accounts Receivable and Allowance for Credit Losses. We record accounts receivable from sales and service transactions in our condensed consolidated balance sheets at amortized cost adjusted for any write-offs and net of allowance for credit losses. We are exposed to credit risk primarily through sales of broadcast and digital advertising with a variety of direct and agency-based advertising customers, retransmission consent agreements with multichannel video program distributors and program production sales and services.

Our allowance for credit losses is an estimate of expected losses over the remaining contractual life of our receivables based on an ongoing analysis of collectability, historical collection experience, current economic and industry conditions and reasonable and supportable forecasts. The allowance is calculated using a historical loss rate applied to the current aging analysis. We may also apply additional allowance when warranted by specific facts and circumstances. We generally write off account receivable balances when the customer files for bankruptcy or when all commonly used methods of collection have been exhausted.

We are closely monitoring the potential impact from the novel coronavirus and its related disease (collectively, “COVID-19”) pandemic on our business. The extent to which the COVID-19 pandemic impacts the collectability of our receivables will depend on numerous evolving factors. As such, we did not adjust our allowance for credit loss as of March 31, 2020. For further discussion of the potential impact of the COVID-19 pandemic see “The novel coronavirus disease and its related diseases (COVID-19) global pandemic has had and is expected to continue to have an adverse impact on our business.” in Part II, Item 1A. Risk Factors of this Quarterly Report on Form 10-Q.

The following table provides a roll-forward of the allowance for credit losses. The allowance is deducted from the amortized cost basis of accounts receivable in our condensed consolidated balance sheets (in millions):

Three Months Ended

March 31, 2020

Beginning balance
$ 11

Provision for credit losses
1

Amounts written off
-

Amounts recovered from previous write-offs
-

Ending balance
$ 12

Recent Accounting Pronouncements. In January 2020, the Financial Accounting Standards Board (FASB) issued ASU 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) (ASU 2020-01). ASU 2020-01 clarifies the interaction of the accounting for equity securities under Topic 321, the accounting for equity method investments in Topic 323, and the accounting for certain forward contracts and purchased options in Topic 815. ASU 2020-01 is effective for us beginning in the first quarter of fiscal 2022, and earlier adoption is permitted. We are currently evaluating the impact of our pending adoption of ASU 2020-01 on our consolidated financial statements.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (ASU 2019-12), which is intended to simplify various areas related to the accounting for income taxes and improve consistent application of Topic 740. ASU 2019-12 is effective for us beginning in the first quarter of fiscal 2022, and earlier adoption is permitted. We are currently evaluating the impact of our pending adoption of ASU 2019-12 on our consolidated financial statements.

Adoption of Accounting Standard. On January 1, 2020, we adopted the amendments in ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on a modified-retrospective basis with comparative periods reported in accordance with previous guidance. These amendments require the measurement of credit losses using historical experience, current conditions and reasonable and supportable forecasts. Prior to this adoption, our allowance for doubtful accounts was equal to a portion of our receivable balances that were 120 days old or older. We generally provided allowances for certain receivable balances that were less than 120 days old when warranted by specific facts and circumstances. The adoption of the amendments in ASU 2016-13 did not have a material effect on our financial statements.

In addition to the accounting standards described above, certain amounts in the condensed consolidated balance sheets have also been reclassified to conform to the current presentation.

Note 2 - Revenue

3 Months Ended

Mar. 31, 2020

Revenue from Contract with Customer [Text Block]

2.	Revenue

Revenue Recognition. We recognize revenue when we have completed a specified service and effectively transferred the control of that service to a customer in return for an amount of consideration we expect to be entitled to receive. The amount of revenue recognized is determined by the amount of consideration specified in a contract with our customers. We have elected to exclude taxes assessed by a governmental authority on transactions with our customers from our revenue. Any unremitted balance is included in current liabilities on our balance sheet.

We record a deposit liability for cash deposits received from our customers that are to be applied as payment once the performance obligation arises and is satisfied. These deposits are recorded as deposit liabilities on our balance sheet. When we invoice our customers for completed performance obligations, we are unconditionally entitled to receive payment of the invoiced amounts. Therefore, we record invoiced amounts in accounts receivable on our balance sheet. We generally require amounts payable under advertising contracts with our political advertising customers to be paid for in advance. We record the receipt of this cash as a deposit liability. Once the advertisement has been broadcast, the revenue is earned, and we record the revenue and reduce the balance in this deposit liability account. We recorded $9 million of revenue in the three months ended March 31, 2020 that was included in the deposit liability balance as of December 31, 2019. The deposit liability balance is included in deferred revenue on our condensed consolidated balance sheets. The deposit liability balance was $10 million and $9 million as of March 31, 2020 and December 31, 2019, respectively.

Disaggregation of Revenue. Revenue from our production companies segment is generated through our direct sales channel. Revenue from our broadcast and other segment is generated through both our direct and advertising agency intermediary sales channels. The following table presents our revenue from contracts with customers disaggregated by type of service and sales channel (in millions):

	Three Months Ended
	March 31,
	2020		2019
Market and service type:
Broadcast advertising:
Local	$	199	$	211
National		51		50
Political		36		3
Total advertising		286		264
Retransmission consent		213		204
Production companies		19		37
Other		16		13
Total revenue	$	534	$	518

Sales Channel:
Direct	$	327	$	333
Advertising agency intermediary		207		185
Total revenue	$	534	$	518

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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Note 3 - Long-term Debt

3 Months Ended

Mar. 31, 2020

Debt Disclosure [Text Block]

3.	Long-term Debt

As of March 31, 2020 and December 31, 2019, long-term debt consisted of obligations under our “2019 Senior Credit Facility,” our 5.125% senior notes due 2024 (the “2024 Notes”) and our 5.875% senior notes due 2026 (the “2026 Notes”) and our 7.0% senior notes due 2027 (the “2027 Notes”) as follows, in millions:

	March 31,			December 31,
	2020			2019
Long-term debt:
2019 Senior Credit Facility:
2017 Term Loan	$	595		$	595
2019 Term Loan		1,190			1,190
2024 Notes		525			525
2026 Notes		700			700
2027 Notes		750			750
Total outstanding principal, including current portion		3,760			3,760
Unamortized deferred loan costs - 2019 Senior Credit Facility		(41	)		(44	)
Unamortized deferred loan costs - 2024 Notes		(5	)		(5	)
Unamortized deferred loan costs - 2026 Notes		(7	)		(7	)
Unamortized deferred loan costs - 2027 Notes		(11	)		(11	)
Unamortized premium - 2026 Notes		4			4
Long-term debt, less deferred financing costs		3,700			3,697
Less current portion		-			-
Long-term debt, less current portion and deferred financing costs	$	3,700		$	3,697

Borrowing availability under 2019 Revolving Credit Facility	$	200		$	200

As of March 31, 2020, the interest rate on the balance outstanding under the 2019 Term Loan was 4.0%. The 2019 Term Loan matures on January 2, 2026. As of March 31, 2020, the interest rate on the balance outstanding under the 2017 Term Loan was 3.8%. The 2017 Term Loan matures on February 7, 2024.

As of March 31, 2020, the aggregate minimum principal maturities of our long term debt for the remainder of 2020 and the succeeding five years were as follows (in millions):

	Minimum Principal Maturities
Year	2019 Senior Credit Facility		2024 Notes		2026 Notes		2027 Notes		Total
Remainder of 2020	$	-	$	-	$	-	$	-	$	-
2021		-		-		-		-		-
2022		-		-		-		-		-
2023		-		-		-		-		-
2024		595		525		-		-		1,120
2025		-		-		-		-		-
Thereafter		1,190		-		700		750		2,640
Total	$	1,785	$	525	$	700	$	750	$	3,760

As of March 31, 2020, there were no significant restrictions on the ability of Gray Television, Inc.'s subsidiaries to distribute cash to Gray or to the guarantor subsidiaries. The 2019 Senior Credit Facility contains affirmative and restrictive covenants with which we must comply. The 2024 Notes, the 2026 Notes and the 2027 Notes include covenants with which we must comply. As of March 31, 2020 and December 31, 2019, we were in compliance with all required covenants under all our debt obligations.

For all of our interest bearing obligations, we made interest payments of approximately $39 million and $41 million during the three-months ended March 31, 2020 and 2019, respectively. We did not capitalize any interest payments during the three-months ended March 31, 2020 or 2019.

Note 4 - Fair Value Measurement

3 Months Ended

Mar. 31, 2020

Fair Value Disclosures [Text Block]

4. Fair Value Measurement

For purposes of determining a fair value measurement, we utilize market data or assumptions that market participants would use in pricing an asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated or generally unobservable. We utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized into a hierarchy that gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (“Level 1”) and the lowest priority to unobservable inputs that require assumptions to measure fair value (“Level 3”). Level 2 inputs are those that are other than quoted prices on national exchanges included within Level 1 that are observable for the asset or liability either directly or indirectly (“Level 2”).

Fair Value of Other Financial Instruments. The estimated fair value of other financial instruments is determined using market information and appropriate valuation methodologies. Interpreting market data to develop fair value estimates involves considerable judgment. The use of different market assumptions or methodologies could have a material effect on the estimated fair value amounts. Accordingly, the estimates presented are not necessarily indicative of the amounts that we could realize in a current market exchange, or the value that ultimately will be realized upon maturity or disposition.

The carrying amounts of the following instruments approximate fair value due to their short term to maturity: (i) accounts receivable, (ii) prepaid and other current assets, (iii) accounts payable, (iv) accrued employee compensation and benefits, (v) accrued interest, (vi) other accrued expenses, (vii) acquisition-related liabilities and (viii) deferred revenue.

The carrying amount of our long-term debt was $3.7 billion and $3.7 billion, respectively, and the fair value was $3.6 billion and $3.9 billion, respectively, as of March 31, 2020 and December 31, 2019. The fair value of our long-term debt is based on observable estimates provided by third party financial professionals as of March 31, 2020 and December 31, 2019, and as such is classified within Level 2 of the fair value hierarchy.

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

Note 5 - Stockholders' Equity

3 Months Ended

Mar. 31, 2020

Stockholders' Equity Note Disclosure [Text Block]

5. Stockholders’ Equity

We are authorized to issue 245 million shares in total of all classes of stock consisting of 25 million shares of Class A common stock, 200 million shares of common stock, and 20 million shares of “blank check” preferred stock for which our Board of Directors has the authority to determine the rights, powers, limitations and restrictions. The rights of our common stock and Class A common stock are identical, except that our Class A common stock has 10 votes per share and our common stock has one vote per share. Our common stock and Class A common stock are entitled to receive cash dividends if declared, on an equal per-share basis. For the three months ending March 31, 2020 and 2019, we did not declare or pay any common stock or Class A common stock dividends.

On January 2, 2019, we issued 11.5 million shares of our common stock at a price of $14.74 per share, the closing price for our common stock on the last trading day preceding the transaction, to certain former shareholders of Raycom as part of the total consideration paid for the Raycom Merger.

On November 5, 2019, our Board of Directors authorized the repurchase of up to $150 million of our outstanding common stock or our Class A common stock prior to December 31, 2022 (the “2019 Repurchase Authorization”). The 2019 Repurchase Authorization superseded all prior repurchase authorizations. The 2019 Repurchase Authorization also prohibits the Company from purchasing shares directly from the Company’s officers, directors, or the Gray Television, Inc. Capital Accumulation Plan (the “401k Plan”).

On December 15, 2019, we entered into an Issuer Repurchase Plan (the “2019 IRP”), under Rules 10B-18 and 10b5-1 of the Securities Exchange Act of 1934. The purpose of the 2019 IRP is to facilitate the orderly repurchase of our common stock through the establishment of the parameters for repurchases of our shares. The number of shares and the timing of repurchases will depend on the market price of our common stock and certain other limits established in the 2019 IRP. During the three months ended March 31, 2020, we purchased 500,923 shares of our common stock at an average purchase price of $11.39 per share under the 2019 IRP, for a total cost of approximately $6 million. As of March 31, 2020, approximately $123 million was available to repurchase shares of our common stock and/or Class A common stock under the 2019 Repurchase Authorization.

Under our various employee benefit plans, we may, at our discretion, issue authorized and unissued shares, or previously issued shares held in treasury, of our Class A common stock or common stock. As of March 31, 2020, we had reserved 5,262,386 shares and 1,336,440 shares of our common stock and Class A common stock, respectively, for future issuance under various employee benefit plans. As of December 31, 2019, we had reserved 6,130,944 shares and 1,503,254 shares of our common stock and Class A common stock, respectively, for future issuance under various employee benefit plans.

Note 6 - Retirement Plans

3 Months Ended

Mar. 31, 2020

Retirement Benefits [Text Block]

6. Retirement Plans

The components of our net periodic pension benefit are included in miscellaneous income in our income statement. During the three-months ended March 31, 2020, the amount recorded as a benefit was not material, and we did not make a contribution to our defined benefit pension plan. During the remainder of 2020, we expect to contribute $3 million to this plan.

During the three-months ended March 31, 2020, we contributed $4 million in matching cash contributions, and shares of our common stock valued at approximately $4 million for our 2019 discretionary profit-sharing contributions, to the 401(k) plan. The discretionary profit-sharing contribution was recorded as an expense in 2019 and accrued as of December 31, 2019. During the remainder of 2020, we expect to contribute approximately $13 million of matching cash contributions to this plan.

The entire disclosure for retirement benefits.

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Note 7 - Stock-based Compensation

3 Months Ended

Mar. 31, 2020

Share-based Payment Arrangement [Text Block]

7. Stock-based Compensation

We recognize compensation expense for stock-based payment awards made to our employees, consultants and directors. Our current stock-based compensation plans include our 2017 Equity and Incentive Compensation Plan (the “2017 EICP”); our 2007 Long-Term Incentive Plan, as amended (the “2007 Incentive Plan”); and our Directors’ Restricted Stock Plan. The following table provides our stock-based compensation expense and related income tax benefit for the three-months ended March 31, 2020 and 2019, respectively (in millions).

	Three Months Ended March 31,
	2020			2019
Stock-based compensation expense, gross	$	4		$	2
Income tax benefit at our statutory rate associated with stock-based compensation		(1	)		(1	)
Stock-based compensation expense, net	$	3		$	1

All shares of common stock and Class A common stock underlying outstanding options, restricted stock units and performance awards are counted as issued at target levels under the 2017 EICP, the 2007 Incentive Plan and the Directors’ Restricted Stock Plan for purposes of determining the number of shares available for future issuance.

During the three-months ended March 31, 2020, we granted under the 2017 EICP:

●

83,407 shares of restricted Class A common stock with a grant date fair value per share of $19.87 to an employee, of which 27,802 shares will vest on each of January 31, 2021 and 2022 and 27,803 shares will vest on January 31, 2023;

●

83,407 shares of restricted Class A common stock with a grant date fair value per share of $19.87 to an employee, subject to the achievement of certain performance measures, which will vest on January 31, 2023;

●

207,787 shares of restricted common stock with a grant date fair value per share of $21.69 to certain employees, of which 69,262 shares will vest on each of January 31, 2021 and 2022 and 69,263 shares will vest on January 31, 2023;

●

40,756 shares of restricted common stock with a grant date fair value per share of $21.69 to an employee, subject to the achievement of certain performance measures, which will vest on January 31, 2023;

●

restricted stock units representing 90,184 shares of our common stock, to certain employees, of which 60,052 shares will vest on March 1, 2021; and 15,066 shares will vest on each of March 1, 2022 and 2023.

During the three-months ended March 31, 2019, we granted under the 2017 EICP:

●

99,905 shares of restricted Class A common stock with a grant date fair value per share of $15.36 to an employee, of which 33,302 shares vested on January 31, 2020; 33,302 shares will vest on January 31, 2021 and 33,301 shares will vest on January 31, 2022;

●

99,905 shares of restricted Class A common stock with a grant date fair value per share of $15.36 to an employee, subject to the achievement of certain performance measures, which will vest on January 31, 2022;

●

340,993 shares of restricted common stock with a grant date fair value per share of $14.85 to certain employees that will vest on January 2, 2021;

●

277,048 shares of restricted common stock with a grant date fair value of $16.55 to certain employees, of which 92,349 shares vested on January 31, 2020; 92,349 shares will vest on January 31, 2021 and 92,350 shares will vest on January 31, 2022;

●

48,338 shares of restricted common stock with a grant date fair value per share of $16.55 to an employee, subject to the achievement of certain performance measures, which will vest on January 31, 2022; and

●

11,223 shares of restricted common stock with a grant date fair value per share of $17.83 to an employee that vested on February 15, 2020.

A summary of restricted common stock and Class A common stock activities for the three-months ended March 31, 2020 and 2019, respectively, is as follows:

	Three Months Ended March 31,
	2020					2019
				Weighted-					Weighted-
				Average					Average
	*Number*			*Grant Date*		*Number*			*Grant Date*
	of			*Fair Value*		of			*Fair Value*
	*Shares*			*Per Share*		*Shares*			*Per Share*
Restricted common stock:
Outstanding - beginning of period		977,547		$	15.45		578,894		$	13.14
Granted (1)		248,543			21.69		677,602			15.72
Forfeited		(85,630	)		15.53		-			-
Vested		(260,004	)		14.20		(279,170	)		13.25
Outstanding - end of period		880,456		$	17.57		977,326		$	14.89

Restricted Class A common stock:
Outstanding - beginning of period		449,284		$	13.55		407,786		$	11.82
Granted (1)		166,814			19.87		199,810			15.36
Vested		(136,056	)		12.32		(158,312	)		11.38
Outstanding - end of period		480,042		$	16.10		449,284		$	13.55

Restricted stock units - common stock:
Outstanding - beginning of period		398,000		$	18.21		-		$	-
Granted		90,184			18.92		-			-
Vested		-			-		-			-
Outstanding - end of period		488,184		$	18.34		-		$	-

(1) For awards subject to future performance conditions, amounts assume target performance.

At December 31, 2019, we had 274,746 options to acquire our common stock outstanding at an exercise price of $1.99 per share, all of which were vested and exercisable. During the first quarter of 2020, all of the outstanding options were exercised. The aggregate intrinsic value of the exercised options was approximately $3 million. As of March 31, 2020, we did not have any options outstanding for our common stock or Class A common stock.

Note 8 - Leases

3 Months Ended

Mar. 31, 2020

Leases, Lessee Disclosure [Text Block]

8. Leases

We determine if an arrangement is a lease at its inception. Operating lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. We generally use our incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future payments, because the implicit rate of the lease is generally not known. Right-of-use (“ROU”) assets related to our operating lease liabilities are measured at lease inception based on the initial measurement of the lease liability, plus any prepaid lease payments and less any lease incentives. Our lease terms that are used in determining our operating lease liabilities at lease inception may include options to extend or terminate the leases when it is reasonably certain that we will exercise such options. We amortize our ROU assets as operating lease expense generally on a straight-line basis over the lease term and classify both the lease amortization and imputed interest as operating expenses. We have lease agreements with lease and non-lease components, and in such cases, we generally account for the components separately with only the lease component included in the calculation of the right of use asset and lease liability.

We have operating leases that primarily relate to certain of our facilities, data centers and vehicles. As of March 31, 2020, our operating leases substantially have remaining terms of one year to 99 years, some of which include options to extend and/or terminate the leases. We do not recognize lease assets and lease liabilities for any lease with an original lease term of less than one year.

Cash flow movements related to our lease activities are included in other assets and accounts payable and other liabilities as presented in net cash provided by operating activities in our condensed consolidated statement of cash flows for the three months ended March 31, 2020.

As of March 31, 2020, the weighted average remaining term of our operating leases was 11 years. The weighted average discount rate used to calculate the values associated with our operating leases was 6.75%. The table below describes the nature of lease expense and classification of operating lease expense recognized in the three months ended (in millions):

	Three Months Ended March 31,
	2020		2019
Lease expense
Operating lease expense	$	3	$	3
Short-term lease expense		1		1
Total lease expense	$	4	$	4

The maturities of operating lease liabilities as of March 31, 2020, for the remainder of 2020 and the succeeding five years were as follows (in millions):

Year ending December 31,	Operating Leases
Remainder of 2020	$	8
2021		10
2022		10
2023		8
2024		8
Thereafter		47
Total lease payments	$	91
Less: Imputed interest		(28	)
Present value of lease liabilities	$	63

Note 9 - Commitments and Contingencies

3 Months Ended

Mar. 31, 2020

Commitments and Contingencies Disclosure [Text Block]

9. Commitments and Contingencies

We are and expect to continue to be subject to legal actions, proceedings and claims that arise in the normal course of our business. In the opinion of management, the amount of ultimate liability, if any, with respect to these actions, proceedings and claims will not materially affect our financial position, results of operations or cash flows, although legal proceedings are subject to inherent uncertainties, and unfavorable rulings or events could have a material adverse impact on our financial position, results of operations or cash flows.

Note 10 - Goodwill and Intangible Assets

3 Months Ended

Mar. 31, 2020

Goodwill and Intangible Assets Disclosure [Text Block]

10. Goodwill and Intangible Assets

As of March 31, 2020 and December 31, 2019, our intangible assets and related accumulated amortization consisted of the following (in millions):

	As of March 31, 2020							As of December 31, 2019
			Accumulated							Accumulated
	Gross		Amortization			Net		Gross		Amortization			Net
Intangible assets not currently subject to amortization:
Broadcast licenses	$	3,627	$	(54	)	$	3,573	$	3,627	$	(54	)	$	3,573
Goodwill		1,446		-			1,446		1,446		-			1,446
	$	5,073	$	(54	)	$	5,019	$	5,073	$	(54	)	$	5,019

Intangible assets subject to amortization:
Network affiliation agreements	$	56	$	(20	)	$	36	$	56	$	(17	)	$	39
Other finite-lived intangible assets		615		(217	)		398		615		(194	)		421
	$	671	$	(237	)	$	434	$	671	$	(211	)	$	460

Total intangibles	$	5,744	$	(291	)	$	5,453	$	5,744	$	(265	)	$	5,479

Amortization expense for the three-months ended March 31, 2020 and 2019 was $26 million and $29 million, respectively. Based on the current amount of intangible assets subject to amortization, we expect that amortization expense for the remainder of 2020 will be approximately $77 million, and, for the succeeding five years, amortization expense will be approximately as follows: 2021, $98 million; 2022, $94 million; 2023, $88 million; 2024, $24 million; and 2025, $15 million. If and when acquisitions and dispositions occur in the future, actual amounts may vary from these estimates.

Impairment of goodwill and broadcast licenses. Our intangible assets are primarily comprised of broadcast licenses. We perform impairment testing of our indefinite-lived intangible assets annually as of December 31 each year and on an interim basis if events or circumstances indicate that such assets may be impaired. During the three-months ended March 31, 2020, COVID-19 and measures to prevent its spread began to affect our businesses in a number of ways. We have experienced a disruption in creation of content that we broadcast on our television stations and of events and programs we produce at our production companies, including the cancellation of certain sports events and the shutting down of production of certain television content. The ultimate impact of these disruptions, including the extent of their adverse impact on our financial and operational results, will be effected by various factors, including the length of time that such disruptions continue which will, in turn, depend on the currently unknown duration of the COVID-19 pandemic and the impact of governmental regulations that might be imposed in response to the pandemic. Our businesses could also be impacted should the disruptions from COVID-19 lead to changes in advertising customers and consumer behavior. There are certain limitations on our ability to mitigate the adverse financial impact of these items, including the fixed costs of our businesses. COVID-19 also makes it more challenging for management to estimate future performance of our businesses, particularly over the near to medium term. As of the date of this report, we concluded that the uncertainties surrounding this event are a triggering event that requires us to evaluate whether or not it is more likely than not that the value of our goodwill and other intangible assets are impaired. Based upon our analysis of both qualitative and quantitative factors, we have concluded that such assets are not impaired as of the date of this report. We will continue to evaluate both the subjective and objective criteria that may cause us to re-evaluate this conclusion in the future.

Note 11 - Income Taxes

3 Months Ended

Mar. 31, 2020

Income Tax Disclosure [Text Block]

11. Income Taxes

For the three-months ended March 31, 2020 and 2019, our income tax expense and effective income tax rates were as follows (dollars in millions):

	Three Months Ended March 31,
	2020			2019
Income tax expense	$	18		$	3
Effective income tax rate		25	%		(20	)%

We estimate our differences between taxable income or loss and recorded income or loss on an annual basis. Our tax provision for each quarter is based upon these full year projections, which are revised each reporting period. These projections incorporate estimates of permanent differences between U.S. GAAP income or loss and taxable income or loss, state income taxes and adjustments to our liability for unrecognized tax benefits to adjust our statutory Federal income tax rate of 21% to our effective income tax rate. For the three-months ended March 31, 2020, these estimates increased or decreased our statutory Federal income tax rate to our effective income tax rate of 25% as follows: state income taxes added 5%; permanent differences between our U.S. GAAP income and taxable income resulted in an increase of 1%; stock option exercises and restricted stock vesting resulted in a decrease of 2%. For the three-months ended March 31, 2019, these estimates increased or decreased our statutory Federal income tax rate to our effective income tax rate of (20)% as follows: state income taxes added 6%, permanent differences between our U.S. GAAP income and taxable income related to (a) restricted stock vesting that resulted in an increase of 6%, and (b) the divestiture of component 2 goodwill that resulted in a decrease of 53%.

On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) was enacted in response to the COVID-19 pandemic. The CARES Act, among other things, contains modifications on the limitation of business interest for tax years beginning in 2019 and 2020, and permits NOL carryovers and carrybacks to offset 100% of taxable income for taxable years beginning before 2021. In addition, the CARES Act allows NOLs incurred in 2018, 2019, and 2020 to be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. The Company is currently evaluating the impact of these provisions of the CARES Act.

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

Note 12 - Segment Information

3 Months Ended

Mar. 31, 2020

Segment Reporting Disclosure [Text Block]

12. Segment information

The Company operates in two business segments: broadcasting and production companies. The broadcasting segment operates television stations located across 93 local markets in the U.S. The production companies segment includes the production of television content. Costs identified as other are primarily corporate and administrative expenses. The following tables present certain financial information concerning the Company’s operating segments (in millions):

				Production
As of and for the three months ended March 31, 2020:	Broadcast			Companies			Other			Consolidated

Revenue (less agency commissions)	$	515		$	19		$	-		$	534
Operating expenses before depreciation, amortization and gain on disposal of assets, net:		335			19			15			369
Depreciation and amortization		43			3			1			47
Gain on disposal of assets, net		(6	)		-			-			(6	)
Operating expenses		372			22			16			410
Operating income (loss)	$	143		$	(3	)	$	(16	)	$	124

Interest expense	$	-		$	-		$	52		$	52
Capital expenditures (excluding business combinations)	$	27		$	-		$	-		$	27
Goodwill	$	1,405		$	41		$	-		$	1,446
Total Assets	$	6,457		$	133		$	438		$	7,028

For the three months ended March 31, 2019:

Revenue (less agency commissions)	$	481		$	37		$	-		$	518
Operating expenses before depreciation, amortization and gain on disposal of assets, net:		356			35			48			439
Depreciation and amortization		45			3			1			49
Gain on disposal of assets, net		(9	)		-			(1	)		(10	)
Operating expenses		392			38			48			478
Operating income (loss)	$	89		$	(1	)	$	(48	)	$	40

Interest expense	$	-		$	-		$	58		$	58
Capital expenditures (excluding business combinations)	$	15		$	-		$	3		$	18

As of December 31, 2019:

Goodwill	$	1,405		$	41		$	-		$	1,446
Total Assets	$	6,530		$	153		$	289		$	6,972

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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Note 13 - Subsequent Event

3 Months Ended

Mar. 31, 2020

Subsequent Events [Text Block]

13. Subsequent Event

During April 2020 we repurchased 404,913 shares of our common stock at an average purchase price of $10.57 per share under the 2019 IRP, for a total cost of approximately $4 million, after which the 2019 IRP terminated. In November 2019, our Board of Directors authorized the 2019 Repurchase Authorization. Currently, approximately $119 million remains available under the 2019 Repurchase Authorization to repurchase shares of our common stock and/or Class A common stock.

Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2020

Accounting Policies [Abstract]

Use of Estimates, Policy [Policy Text Block]

Earnings Per Share, Policy [Policy Text Block]

The following table reconciles basic weighted-average shares outstanding to diluted weighted-average shares outstanding for the three-months ended March 31, 2020 and 2019, respectively (in millions):

	Three Months Ended
	March 31,
	2020		2019

Weighted-average common shares outstanding-basic		98		99
Common stock equivalents for stock options and restricted stock		1		-
Weighted-average common shares outstanding-diluted		99		99

Comprehensive Income, Policy [Policy Text Block]

Accumulated Other Comprehensive Loss. Our accumulated other comprehensive loss balances as of March 31, 2020 and December 31, 2019, consist of adjustments to our pension liability and the related income tax effect. Our comprehensive income for the three-months ended March 31, 2020 consisted of net income. Our comprehensive loss for the three-months ended March 31, 2019 consisted of net loss and an adjustment to the tax effect of our pension liability as a result of our adoption of Accounting Standards Update (“ASU”) 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220) – Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. As of March 31, 2020 and December 31, 2019 the balances were as follows (in millions):

	March 31,			December 31,
	2020			2019
Accumulated balances of items included in accumulated other comprehensive loss:
Increase in pension liability	$	(42	)	$	(42	)
Income tax benefit		(11	)		(11	)
Accumulated other comprehensive loss	$	(31	)	$	(31	)

Property, Plant and Equipment, Policy [Policy Text Block]

Property and Equipment. Property and equipment are carried at cost. Depreciation is computed principally by the straight-line method. The following table lists the components of property and equipment by major category (dollars in millions):

							Estimated
	*March 31,*			*December 31,*			*Useful Lives*
	*2020*			*2019*			*(in years)*
Property and equipment:
Land	$	119		$	119
Buildings and improvements		295			291		7	to	40
Equipment		792			776		3	to	20
		1,206			1,186
Accumulated depreciation		(475	)		(461	)
Total property and equipment, net	$	731		$	725

Maintenance, repairs and minor replacements are charged to operations as incurred; major replacements and betterments are capitalized. The cost of any assets divested, sold or retired and the related accumulated depreciation are removed from the accounts at the time of disposition, and any resulting profit or loss is reflected in income or expense for the period.

In April 2017, the Federal Communications Commission (the “FCC”) began a process of reallocating the broadcast spectrum (the “Repack”). Specifically, the FCC is requiring certain television stations to change channels and/or modify their transmission facilities. The U.S. Congress passed legislation which provides the FCC with a $1.7 billion fund to reimburse all reasonable costs incurred by stations operating under a full power license and a portion of the costs incurred by stations operating under a low power license that are reassigned to new channels. Subsequent legislation in March 2018 appropriated an additional $1.0 billion for the Repack fund, of which up to $750 million may be made available to reimburse the Repack costs of full power, Class A television stations and multichannel video programming distributors. Other funds are earmarked to assist low power television stations and for other transition costs. The sufficiency of the FCC’s fund to reimburse for Repack costs is dependent upon a number of factors including the amounts to be reimbursed to other industry participants for Repack costs. Therefore, we cannot predict whether the fund will be sufficient to reimburse our Repack costs to the extent authorized under the legislation. Forty-seven of our current full power stations and thirty-seven of our current low power stations are affected by the Repack. The Repack process began in the summer of 2017 and will take approximately three years to complete. The majority of our costs associated with the Repack qualify for capitalization, rather than expense. Upon receipt of funds reimbursing us for our Repack costs, we record those proceeds as a component of our (gain) loss on disposal of assets, net.

The following tables provide additional information related to gain on disposal of assets, net included in our condensed consolidated statements of operations and purchases of property and equipment included in our condensed consolidated statements of cash flows (in millions):

	Three Months Ended
	March 31,
	2020			2019
Gain on disposal of fixed assets, net:
Proceeds from sale of assets	$	(1	)	$	(2	)
Proceeds from Repack		(6	)		(12	)
Net book value of assets disposed		1			2
Other		-			2
Total	$	(6	)	$	(10	)

Purchase of property and equipment:
Recurring purchases - operations	$	21		$	9
Repack		6			9
Total	$	27		$	18

Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block]

Accounts Receivable and Allowance for Credit Losses. We record accounts receivable from sales and service transactions in our condensed consolidated balance sheets at amortized cost adjusted for any write-offs and net of allowance for credit losses. We are exposed to credit risk primarily through sales of broadcast and digital advertising with a variety of direct and agency-based advertising customers, retransmission consent agreements with multichannel video program distributors and program production sales and services.

Our allowance for credit losses is an estimate of expected losses over the remaining contractual life of our receivables based on an ongoing analysis of collectability, historical collection experience, current economic and industry conditions and reasonable and supportable forecasts. The allowance is calculated using a historical loss rate applied to the current aging analysis. We may also apply additional allowance when warranted by specific facts and circumstances. We generally write off account receivable balances when the customer files for bankruptcy or when all commonly used methods of collection have been exhausted.

We are closely monitoring the potential impact from the novel coronavirus and its related disease (collectively, “COVID-19”) pandemic on our business. The extent to which the COVID-19 pandemic impacts the collectability of our receivables will depend on numerous evolving factors. As such, we did not adjust our allowance for credit loss as of March 31, 2020. For further discussion of the potential impact of the COVID-19 pandemic see “The novel coronavirus disease and its related diseases (COVID-19) global pandemic has had and is expected to continue to have an adverse impact on our business.” in Part II, Item 1A. Risk Factors of this Quarterly Report on Form 10-Q.

The following table provides a roll-forward of the allowance for credit losses. The allowance is deducted from the amortized cost basis of accounts receivable in our condensed consolidated balance sheets (in millions):

	Three Months Ended
	March 31, 2020
Beginning balance	$	11
Provision for credit losses		1
Amounts written off		-
Amounts recovered from previous write-offs		-
Ending balance	$	12

New Accounting Pronouncements, Policy [Policy Text Block]

Recent Accounting Pronouncements. In January 2020, the Financial Accounting Standards Board (FASB) issued ASU 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) (ASU 2020-01). ASU 2020-01 clarifies the interaction of the accounting for equity securities under Topic 321, the accounting for equity method investments in Topic 323, and the accounting for certain forward contracts and purchased options in Topic 815. ASU 2020-01 is effective for us beginning in the first quarter of fiscal 2022, and earlier adoption is permitted. We are currently evaluating the impact of our pending adoption of ASU 2020-01 on our consolidated financial statements.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (ASU 2019-12), which is intended to simplify various areas related to the accounting for income taxes and improve consistent application of Topic 740. ASU 2019-12 is effective for us beginning in the first quarter of fiscal 2022, and earlier adoption is permitted. We are currently evaluating the impact of our pending adoption of ASU 2019-12 on our consolidated financial statements.

Adoption of Accounting Standard. On January 1, 2020, we adopted the amendments in ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on a modified-retrospective basis with comparative periods reported in accordance with previous guidance. These amendments require the measurement of credit losses using historical experience, current conditions and reasonable and supportable forecasts. Prior to this adoption, our allowance for doubtful accounts was equal to a portion of our receivable balances that were 120 days old or older. We generally provided allowances for certain receivable balances that were less than 120 days old when warranted by specific facts and circumstances. The adoption of the amendments in ASU 2016-13 did not have a material effect on our financial statements.

In addition to the accounting standards described above, certain amounts in the condensed consolidated balance sheets have also been reclassified to conform to the current presentation.

Note 1 - Basis of Presentation (Tables)

3 Months Ended

Mar. 31, 2020

Schedule of Weighted Average Number of Shares [Table Text Block]

	Three Months Ended
	March 31,
	2020		2019

Weighted-average common shares outstanding-basic		98		99
Common stock equivalents for stock options and restricted stock		1		-
Weighted-average common shares outstanding-diluted		99		99

Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]

	March 31,			December 31,
	2020			2019
Accumulated balances of items included in accumulated other comprehensive loss:
Increase in pension liability	$	(42	)	$	(42	)
Income tax benefit		(11	)		(11	)
Accumulated other comprehensive loss	$	(31	)	$	(31	)

Property, Plant and Equipment [Table Text Block]

							Estimated
	*March 31,*			*December 31,*			*Useful Lives*
	*2020*			*2019*			*(in years)*
Property and equipment:
Land	$	119		$	119
Buildings and improvements		295			291		7	to	40
Equipment		792			776		3	to	20
		1,206			1,186
Accumulated depreciation		(475	)		(461	)
Total property and equipment, net	$	731		$	725

Schedule of Disposal of Assets and Purchase of Property and Equipment [Table Text Block]

	Three Months Ended
	March 31,
	2020			2019
Gain on disposal of fixed assets, net:
Proceeds from sale of assets	$	(1	)	$	(2	)
Proceeds from Repack		(6	)		(12	)
Net book value of assets disposed		1			2
Other		-			2
Total	$	(6	)	$	(10	)

Purchase of property and equipment:
Recurring purchases - operations	$	21		$	9
Repack		6			9
Total	$	27		$	18

Accounts Receivable, Allowance for Credit Loss [Table Text Block]

	Three Months Ended
	March 31, 2020
Beginning balance	$	11
Provision for credit losses		1
Amounts written off		-
Amounts recovered from previous write-offs		-
Ending balance	$	12

Note 2 - Revenue (Tables)

3 Months Ended

Mar. 31, 2020

Disaggregation of Revenue [Table Text Block]

	Three Months Ended
	March 31,
	2020		2019
Market and service type:
Broadcast advertising:
Local	$	199	$	211
National		51		50
Political		36		3
Total advertising		286		264
Retransmission consent		213		204
Production companies		19		37
Other		16		13
Total revenue	$	534	$	518

Sales Channel:
Direct	$	327	$	333
Advertising agency intermediary		207		185
Total revenue	$	534	$	518

Note 3 - Long-term Debt (Tables)

3 Months Ended

Mar. 31, 2020

Schedule of Long-term Debt Instruments [Table Text Block]

	March 31,			December 31,
	2020			2019
Long-term debt:
2019 Senior Credit Facility:
2017 Term Loan	$	595		$	595
2019 Term Loan		1,190			1,190
2024 Notes		525			525
2026 Notes		700			700
2027 Notes		750			750
Total outstanding principal, including current portion		3,760			3,760
Unamortized deferred loan costs - 2019 Senior Credit Facility		(41	)		(44	)
Unamortized deferred loan costs - 2024 Notes		(5	)		(5	)
Unamortized deferred loan costs - 2026 Notes		(7	)		(7	)
Unamortized deferred loan costs - 2027 Notes		(11	)		(11	)
Unamortized premium - 2026 Notes		4			4
Long-term debt, less deferred financing costs		3,700			3,697
Less current portion		-			-
Long-term debt, less current portion and deferred financing costs	$	3,700		$	3,697

Borrowing availability under 2019 Revolving Credit Facility	$	200		$	200

Schedule of Maturities of Long-term Debt [Table Text Block]

	Minimum Principal Maturities
Year	2019 Senior Credit Facility		2024 Notes		2026 Notes		2027 Notes		Total
Remainder of 2020	$	-	$	-	$	-	$	-	$	-
2021		-		-		-		-		-
2022		-		-		-		-		-
2023		-		-		-		-		-
2024		595		525		-		-		1,120
2025		-		-		-		-		-
Thereafter		1,190		-		700		750		2,640
Total	$	1,785	$	525	$	700	$	750	$	3,760

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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Note 7 - Stock-based Compensation (Tables)

3 Months Ended

Mar. 31, 2020

Share-based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block]

	Three Months Ended March 31,
	2020			2019
Stock-based compensation expense, gross	$	4		$	2
Income tax benefit at our statutory rate associated with stock-based compensation		(1	)		(1	)
Stock-based compensation expense, net	$	3		$	1

Schedule of Nonvested Restricted Stock Units Activity [Table Text Block]

	Three Months Ended March 31,
	2020					2019
				Weighted-					Weighted-
				Average					Average
	*Number*			*Grant Date*		*Number*			*Grant Date*
	of			*Fair Value*		of			*Fair Value*
	*Shares*			*Per Share*		*Shares*			*Per Share*
Restricted common stock:
Outstanding - beginning of period		977,547		$	15.45		578,894		$	13.14
Granted (1)		248,543			21.69		677,602			15.72
Forfeited		(85,630	)		15.53		-			-
Vested		(260,004	)		14.20		(279,170	)		13.25
Outstanding - end of period		880,456		$	17.57		977,326		$	14.89

Restricted Class A common stock:
Outstanding - beginning of period		449,284		$	13.55		407,786		$	11.82
Granted (1)		166,814			19.87		199,810			15.36
Vested		(136,056	)		12.32		(158,312	)		11.38
Outstanding - end of period		480,042		$	16.10		449,284		$	13.55

Restricted stock units - common stock:
Outstanding - beginning of period		398,000		$	18.21		-		$	-
Granted		90,184			18.92		-			-
Vested		-			-		-			-
Outstanding - end of period		488,184		$	18.34		-		$	-

Note 8 - Leases (Tables)

3 Months Ended

Mar. 31, 2020

Lease, Cost [Table Text Block]

	Three Months Ended March 31,
	2020		2019
Lease expense
Operating lease expense	$	3	$	3
Short-term lease expense		1		1
Total lease expense	$	4	$	4

Lessee, Operating Lease, Liability, Maturity [Table Text Block]

Year ending December 31,	Operating Leases
Remainder of 2020	$	8
2021		10
2022		10
2023		8
2024		8
Thereafter		47
Total lease payments	$	91
Less: Imputed interest		(28	)
Present value of lease liabilities	$	63

Note 10 - Goodwill and Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2020

Schedule of Intangible Assets and Goodwill [Table Text Block]

	As of March 31, 2020							As of December 31, 2019
			Accumulated							Accumulated
	Gross		Amortization			Net		Gross		Amortization			Net
Intangible assets not currently subject to amortization:
Broadcast licenses	$	3,627	$	(54	)	$	3,573	$	3,627	$	(54	)	$	3,573
Goodwill		1,446		-			1,446		1,446		-			1,446
	$	5,073	$	(54	)	$	5,019	$	5,073	$	(54	)	$	5,019

Intangible assets subject to amortization:
Network affiliation agreements	$	56	$	(20	)	$	36	$	56	$	(17	)	$	39
Other finite-lived intangible assets		615		(217	)		398		615		(194	)		421
	$	671	$	(237	)	$	434	$	671	$	(211	)	$	460

Total intangibles	$	5,744	$	(291	)	$	5,453	$	5,744	$	(265	)	$	5,479

Note 11 - Income Taxes (Tables)

3 Months Ended

Mar. 31, 2020

Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]

	Three Months Ended March 31,
	2020			2019
Income tax expense	$	18		$	3
Effective income tax rate		25	%		(20	)%

Note 12 - Segment Information (Tables)

3 Months Ended

Mar. 31, 2020

Schedule of Segment Reporting Information, by Segment [Table Text Block]

				Production
As of and for the three months ended March 31, 2020:	Broadcast			Companies			Other			Consolidated

Revenue (less agency commissions)	$	515		$	19		$	-		$	534
Operating expenses before depreciation, amortization and gain on disposal of assets, net:		335			19			15			369
Depreciation and amortization		43			3			1			47
Gain on disposal of assets, net		(6	)		-			-			(6	)
Operating expenses		372			22			16			410
Operating income (loss)	$	143		$	(3	)	$	(16	)	$	124

Interest expense	$	-		$	-		$	52		$	52
Capital expenditures (excluding business combinations)	$	27		$	-		$	-		$	27
Goodwill	$	1,405		$	41		$	-		$	1,446
Total Assets	$	6,457		$	133		$	438		$	7,028

For the three months ended March 31, 2019:

Revenue (less agency commissions)	$	481		$	37		$	-		$	518
Operating expenses before depreciation, amortization and gain on disposal of assets, net:		356			35			48			439
Depreciation and amortization		45			3			1			49
Gain on disposal of assets, net		(9	)		-			(1	)		(10	)
Operating expenses		392			38			48			478
Operating income (loss)	$	89		$	(1	)	$	(48	)	$	40

Interest expense	$	-		$	-		$	58		$	58
Capital expenditures (excluding business combinations)	$	15		$	-		$	3		$	18

As of December 31, 2019:

Goodwill	$	1,405		$	41		$	-		$	1,446
Total Assets	$	6,530		$	153		$	289		$	6,972

Note 1 - Basis of Presentation - Reconciliation of Basic to Diluted Weighted-average Shares Outstanding (Details) - shares shares in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Weighted-average common shares outstanding-basic (in shares)	98	99
Common stock equivalents for stock options and restricted stock (in shares)	1	0
Weighted-average common shares outstanding-diluted (in shares)	99	99

Note 1 - Basis of Presentation - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	Mar. 31, 2020	Dec. 31, 2019
Increase in pension liability	$ (42)	$ (42)
Income tax benefit	(11)	(11)
Accumulated other comprehensive loss	$ (31)	$ (31)

Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.

Restricted Stock [Member]

Note 1 - Basis of Presentation - Property and Equipment (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Property and equipment, gross	$ 1,206	$ 1,186
Accumulated depreciation	(475)	(461)
Total property and equipment, net	731	725
Land [Member]
Property and equipment, gross	119	119
Building and Building Improvements [Member]
Property and equipment, gross	$ 295	291
Building and Building Improvements [Member] \| Minimum [Member]
Estimated Useful Lives (Year)	7 years
Building and Building Improvements [Member] \| Maximum [Member]
Estimated Useful Lives (Year)	40 years
Equipment [Member]
Property and equipment, gross	$ 792	$ 776
Equipment [Member] \| Minimum [Member]
Estimated Useful Lives (Year)	3 years
Equipment [Member] \| Maximum [Member]
Estimated Useful Lives (Year)	20 years

Note 1 - Basis of Presentation - Disposal of Assets and Purchase of Property and Equipment (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Proceeds from sale of assets	$ (1)	$ (2)
Proceeds from Repack	(6)	(12)
Net book value of assets disposed	1	2
Other	0	2
Total	(6)	(10)
Recurring purchases - operations	21	9
Repack	6	9
Total	$ 27	$ 18

Note 1 - Basis of Presentation - Allowance for Credit Losses (Details) $ in Millions	3 Months Ended
	Mar. 31, 2020 USD ($)
Beginning balance	$ 11
Provision for credit losses	1
Amounts written off	0
Amounts recovered from previous write-offs	0
Ending balance	$ 12

Note 2 - Revenue (Details Textual) - USD ($) $ in Millions	3 Months Ended
Note 2 - Revenue (Details Textual) - USD ($) $ in Millions	Mar. 31, 2020	Dec. 31, 2019
Contract with Customer, Liability, Revenue Recognized	$ 9
Deferred Revenue [Member]
Deposit Liability, Current	$ 10	$ 9

Note 2 - Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenue	$ 534	$ 518
Sales Channel, Directly to Consumer [Member]
Revenue	327	333
Sales Channel, Through Intermediary [Member]
Revenue	207	185
Local Advertising [Member]
Revenue	199	211
National Advertising [Member]
Revenue	51	50
Political Advertising [Member]
Revenue	36	3
Advertising [Member]
Revenue	286	264
Retransmission Consent [Member]
Revenue	213	204
Production Companies [Member]
Revenue	19	37
Service, Other [Member]
Revenue	$ 16	$ 13

Note 3 - Long-term Debt (Details Textual) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Interest Paid, Excluding Capitalized Interest, Operating Activities	$ 39,000	$ 41,000
Interest Costs Capitalized	$ 0	$ 0
2024 Notes [Member]
Debt Instrument, Interest Rate, Stated Percentage	5.125%
2026 Notes [Member]
Debt Instrument, Interest Rate, Stated Percentage	5.875%
2027 Notes [Member]
Debt Instrument, Interest Rate, Stated Percentage	7.00%
The 2019 Senior Credit Facility [Member] \| The 2019 Term Loan [Member]
Debt Instrument, Interest Rate, Effective Percentage	4.00%
The 2017 Senior Credit Facility [Member] \| The 2017 Term Loan [Member]
Debt Instrument, Interest Rate, Effective Percentage	3.80%

Note 3 - Long-term Debt - Long-term Debt Summary (Details) - USD ($) $ in Millions	Mar. 31, 2020	Dec. 31, 2019
Long-term debt, gross	$ 3,760	$ 3,760
Long-term debt, less deferred financing costs	3,700	3,697
Less current portion	0	0
Long-term debt, less current portion and deferred financing costs	3,700	3,697
Borrowing availability under 2019 Revolving Credit Facility	200	200
The 2017 Term Loan [Member]
Long-term debt, gross	595	595
The 2019 Term Loan [Member]
Long-term debt, gross	1,190	1,190
2024 Notes [Member]
Long-term debt, gross	525	525
Unamortized deferred loan costs	(5)	(5)
Unamortized deferred loan costs	(5)	(5)
2026 Notes [Member]
Long-term debt, gross	700	700
Unamortized deferred loan costs	(7)	(7)
Unamortized deferred loan costs	(7)	(7)
Unamortized premium	4	4
2027 Notes [Member]
Long-term debt, gross	750	750
Unamortized deferred loan costs	(11)	(11)
Unamortized deferred loan costs	(11)	(11)
The 2019 Senior Credit Facility [Member]
Long-term debt, gross	1,785
Unamortized deferred loan costs	(41)	(44)
Unamortized deferred loan costs	$ (41)	$ (44)

Note 3 - Long-term Debt - Aggregate Minimum Principal Maturities on Long-term Debt (Details) - USD ($) $ in Millions	Mar. 31, 2020	Dec. 31, 2019
Remainder of 2020	$ 0
2021	0
2022	0
2023	0
2024	1,120
2025	0
Thereafter	2,640
Total Debt	3,760	$ 3,760
The 2019 Senior Credit Facility [Member]
Remainder of 2020	0
2021	0
2022	0
2023	0
2024	595
2025	0
Thereafter	1,190
Total Debt	1,785
2024 Notes [Member]
Remainder of 2020	0
2021	0
2022	0
2023	0
2024	525
2025	0
Thereafter	0
Total Debt	525	525
2026 Notes [Member]
Remainder of 2020	0
2021	0
2022	0
2023	0
2024	0
2025	0
Thereafter	700
Total Debt	700	700
2027 Notes [Member]
Remainder of 2020	0
2021	0
2022	0
2023	0
2024	0
2025	0
Thereafter	750
Total Debt	$ 750	$ 750

Note 4 - Fair Value Measurement (Details Textual) - USD ($) $ in Millions	Mar. 31, 2020	Dec. 31, 2019
Long-term Debt, Total	$ 3,700	$ 3,697
Long-term Debt, Fair Value	$ 3,600	$ 3,900

Note 5 - Stockholders' Equity (Details Textual) $ / shares in Units, $ in Thousands		3 Months Ended
	Jan. 02, 2019 $ / shares shares	Mar. 31, 2020 USD ($) $ / shares shares	Mar. 31, 2019 USD ($)	Dec. 31, 2019 shares	Nov. 05, 2019 USD ($)
Capital Units, Authorized (in shares)		245,000,000
Common Stock, Shares Authorized (in shares)		200,000,000		200,000,000
Preferred Stock, Shares Authorized (in shares)		20,000,000
Common Stock, Voting Rights, Votes Per Share		1
Dividends, Common Stock, Total \| $		$ 0	$ 0
Treasury Stock, Value, Acquired, Cost Method \| $		$ 6,000
Common Stock, Capital Shares Reserved for Future Issuance (in shares)		5,262,386		6,130,944
Repurchase Authorization 2019 [Member]
Stock Repurchase Program, Authorized Amount \| $					$ 150,000
Treasury Stock, Shares, Acquired (in shares)		500,923
Treasury Stock Acquired, Average Cost Per Share (in dollars per share) \| $ / shares		$ 11.39
Treasury Stock, Value, Acquired, Cost Method \| $		$ 6,000
Stock Repurchase Program, Remaining Authorized Repurchase Amount \| $		$ 123,000
Raycom [Member] \| Common Stock [Member]
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares)	11,500,000
Shares Issued, Price Per Share (in dollars per share) \| $ / shares	$ 14.74
Common Class A [Member]
Common Stock, Shares Authorized (in shares)		25,000,000		25,000,000
Common Stock, Voting Rights, Votes Per Share		10
Common Stock, Capital Shares Reserved for Future Issuance (in shares)		1,336,440		1,503,254

Note 6 - Retirement Plans (Details Textual) $ in Millions	3 Months Ended
Note 6 - Retirement Plans (Details Textual) $ in Millions	Mar. 31, 2020 USD ($)
Pension Plan [Member] \| Gray Pension Plan [Member]
Defined Benefit Plan, Expected Future Employer Contributions, Remainder of Fiscal Year	$ 3
Profit Sharing Contribution [Member]
Defined Benefit Plan, Expected Future Employer Contributions, Remainder of Fiscal Year	13
Defined Contribution Plan, Employer Discretionary Contribution Amount	4
Defined Contribution Plan, Employer Discretionary Contribution Amount, Common Stock	$ 4

Note 7 - Stock-based Compensation - Stock-based Compensation Expense and Related Income Tax Benefit (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Stock-based compensation expense, gross	$ 4	$ 2
Income tax benefit at our statutory rate associated with stock-based compensation	(1)	(1)
Stock-based compensation expense, net	$ 3	$ 1

Note 7 - Stock-based Compensation - Summary of Restricted Common Stock Activity (Details) - $ / shares

3 Months Ended

Mar. 31, 2020

Mar. 31, 2019

Outstanding, Weighted average grant date fair value (in dollars per share)

977,547

578,894

$ 15.45

$ 13.14

Granted, Shares (in shares)

^[1]

248,543

677,602

Granted, Weighted average grant date fair value (in dollars per share)

^[1]

$ 21.69

$ 15.72

Forfeited, Shares (in shares)

(85,630)

Forfeited, Weighted average grant date fair value (in dollars per share)

$ 15.53

$ 0

Vested, Shares (in shares)

(260,004)

(279,170)

Vested, Weighted average grant date fair value (in dollars per share)

$ 14.20

$ 13.25

Outstanding, Weighted average grant date fair value (in dollars per share)

880,456

977,326

$ 17.57

$ 14.89

Restricted Stock [Member] | Common Class A [Member]

Outstanding, Weighted average grant date fair value (in dollars per share)

449,284

407,786

$ 13.55

$ 11.82

Granted, Shares (in shares)

^[1]

166,814

199,810

Granted, Weighted average grant date fair value (in dollars per share)

^[1]

$ 19.87

$ 15.36

Vested, Shares (in shares)

(136,056)

(158,312)

Vested, Weighted average grant date fair value (in dollars per share)

$ 12.32

$ 11.38

Outstanding, Weighted average grant date fair value (in dollars per share)

480,042

449,284

$ 16.10

$ 13.55

Restricted Stock Units (RSUs) [Member]

Outstanding, Weighted average grant date fair value (in dollars per share)

398,000

$ 18.21

$ 0

Granted, Shares (in shares)

90,184

Granted, Weighted average grant date fair value (in dollars per share)

$ 18.92

$ 0

Vested, Shares (in shares)

Vested, Weighted average grant date fair value (in dollars per share)

$ 0

Outstanding, Weighted average grant date fair value (in dollars per share)

488,184

$ 18.34

$ 0

[1]	For awards subject to future performance conditions, amounts assume target performance.

Note 8 - Leases (Details Textual)	Mar. 31, 2020
Operating Lease, Weighted Average Remaining Lease Term (Year)	11 years
Operating Lease, Weighted Average Discount Rate, Percent	6.75%
Minimum [Member]
Lessee, Operating Lease, Remaining Lease Term (Year)	1 year
Maximum [Member]
Lessee, Operating Lease, Remaining Lease Term (Year)	99 years

Note 8 - Leases - Lease Expense (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Operating lease expense	$ 3	$ 3
Short-term lease expense	1	1
Total lease expense	$ 4	$ 4

Note 8 - Leases - Maturities of Operating Lease Liabilities (Details) $ in Millions	Mar. 31, 2020 USD ($)
Remainder of 2020	$ 8
2021	10
2022	10
2023	8
2024	8
Thereafter	47
Total lease payments	91
Less: Imputed interest	(28)
Present value of lease liabilities	$ 63

Note 10 - Goodwill and Intangible Assets (Details Textual) - USD ($) $ in Millions		3 Months Ended
	Mar. 31, 2020	Mar. 31, 2020	Mar. 31, 2019
Amortization of Intangible Assets, Total	$ 26	$ 26	$ 29
Finite-Lived Intangible Asset, Expected Amortization, Year One	77	77
Finite-Lived Intangible Assets, Amortization Expense, Year Two	98	98
Finite-Lived Intangible Assets, Amortization Expense, Year Three	94	94
Finite-Lived Intangible Assets, Amortization Expense, Year Four	88	88
Finite-Lived Intangible Assets, Amortization Expense, Year Five	24	24
Finite-Lived Intangible Assets, Amortization Expense, Year Six	$ 15	$ 15

Note 10 - Goodwill and Intangible Assets - Intangible Assets and Related Accumulated Amortization (Details) - USD ($) $ in Millions	Mar. 31, 2020	Dec. 31, 2019
Goodwill	$ 1,446	$ 1,446
Other intangible assets, net	434	460
Intangible Assets Gross (Including Goodwill)	5,744	5,744
Accumulated Amortization Intangible Assets	(291)	(265)
Intangible Assets, Net (Including Goodwill)	5,453	5,479
Network Affiliate [Member]
Finite-Lived Intangible Assets, Gross	56	56
Finite-Lived Intangible Assets, Accumulated Amortization	(20)	(17)
Other intangible assets, net	36	39
Other Intangible Assets [Member]
Finite-Lived Intangible Assets, Gross	615	615
Finite-Lived Intangible Assets, Accumulated Amortization	(217)	(194)
Other intangible assets, net	398	421
Intangible Assets Subject to Amortization [Member]
Finite-Lived Intangible Assets, Gross	671	671
Finite-Lived Intangible Assets, Accumulated Amortization	(237)	(211)
Other intangible assets, net	434	460
Broadcast Licenses [Member]
Indefinite-lived Intangible Assets (Excluding Goodwill), Gross	3,627	3,627
Indefinite-Lived Intangible Assets (Excluding Goodwill), Accumulated Amortization	(54)	(54)
Indefinite-Lived Intangible Assets (Excluding Goodwill)	3,573	3,573
Goodwill Not Amortizable [Member]
Goodwill, Gross	1,446	1,446
Goodwill, Accumulated Amortization	0	0
Goodwill	1,446	1,446
Intangible Assets Not Subject to Amortization [Member]
Goodwill and Indefinite-Lived Intangible Assets, Gross	5,073	5,073
Goodwill and Indefinite-lived Intangible Assets, Accumulated Amortization	(54)	(54)
Goodwill and Indefinite-Lived Assets, Net	$ 5,019	$ 5,019

Note 11 - Income Taxes (Details Textual)	3 Months Ended
Note 11 - Income Taxes (Details Textual)	Mar. 31, 2020	Mar. 31, 2019
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent	21.00%
Effective Income Tax Rate Reconciliation, Percent, Total	25.00%	(20.00%)
Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent	5.00%	6.00%
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Percent, Total	1.00%	6.00%
Effective Income Tax Rate Reconciliation, Tax Expense (Benefit), Share-based Payment Arrangement, Percent	(2.00%)
Effective Income Tax Rate Reconciliation, Disposition of Asset, Percent		(53.00%)

Note 11 - Income Taxes - Reconciliation of Income Tax Expense (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Income tax expense	$ 18	$ 3
Effective income tax rate	25.00%	(20.00%)

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.