●

Record Revenue – Our revenue for the second quarter of 2015, was $143.5 million, which was the highest for any second quarter in our history. Total revenue increased $36.2 million, or 34%, for the second quarter of 2015, compared to the second quarter of 2014. Our revenue for the six-month period ended June 30, 2015, was $276.8 million, which was also the highest for any first six-months in our history. Total revenue increased $78.2 million, or 39%, for the six-month period ended June 30, 2015 compared to the six-month period ended June 30, 2014.

●

Record Broadcast Cash Flow - Our broadcast cash flow for the second quarter of 2015, was $57.2 million, which was the highest for any second quarter in our history. Our broadcast cash flow for the six-month period ended June 30, 2015 was $104.0 million, which was also the highest for any six-month period ending June 30 in our history.

●

Record Net Income – Our net income for the second quarter of 2015, was $12.1 million, which was the highest for any second quarter in our history. Our net income for the six-month period ended June 30, 2015, was $17.7 million, which was also the highest for any first six-months in our history.

●

Record Retransmission Revenue – Our retransmission revenue increased significantly to $36.9 million in the second quarter of 2015, which was the highest for any second quarter in our history. Our retransmission revenue for the six-month period ended June 30, 2015, was $73.2 million, which was also the highest for any first six-months in our history.

●

Cash – As of June 30, 2015, our total cash and cash equivalents on hand was $222.2 million. On July 1, 2015 we used $77.4 million to complete our acquisitions, described below.

●

Total Leverage Ratio – As of June 30, 2015, we had reduced our total leverage ratio to 5.7 times on a trailing eight-quarter basis (calculated under the terms of our senior credit facility); netting all cash on our balance sheet further reduced our total leverage ratio to 4.8 times.

●

Acquisitions – On July 1, 2015, we completed five acquisitions: KMVT-TV (CBS) and KSVT-TV (FOX) in Twin Falls, Idaho (the “Twin Falls Acquisition”);WAGM-TV (CBS/FOX) in Presque Isle, Maine (the “Presque Isle Acquisition”); KOSA-TV (CBS) in Odessa, Texas (the “Odessa Acquisition”); certain non-licensed assets including programming streams of WFXS (FOX) in Wausau, Wisconsin (the “Wausau Acquisition”); and certain non-licensed assets including programming streams of KVTV (CBS) in Laredo, Texas (the “Laredo Acquisition”, and, collectively with the foregoing transactions, the “2015 Acquired Stations”).

●

Dispositions – On July 1, 2015, we announced the sale of KBGF-TV (NBC) in Great Falls, Montana and KTVH-TV (NBC and CW) in Helena, Montana. In addition, we announced the donation of KMTF-TV (now dark) in Helena, Montana to Montana State University (“MSU”). This donation will allow MSU to operate a full power PBS affiliated television station in the state’s capital for the first time in the history of the statewide PBS network that MSU operates. Both of these transactions are subject to FCC approval and are expected to be completed in the third quarter.

●

Pension Plan – On June 30, 2015, we froze our active pension plan, reducing our liability by $12.3 million, before tax. This was recognized as a reduction in our accumulated other comprehensive loss, and had no effect on our net income. Effective on July 1, 2015, we began to redirect employer contributions to our 401(k) retirement plan.

Three Months Ended June 30,

% Change

% Change

2015

2014

2014

2013

2013

(dollars in thousands, except per share data)

Revenue (less agency commissions):

Total

Political

Operating expenses (1):

Broadcast

Corporate and administrative

Net income

Non-GAAP Cash Flow (2):

Broadcast Cash Flow

Broadcast Cash Flow Less

Cash Corporate Expenses

Free Cash Flow

Free Cash Flow Per Share:

Basic

Diluted

Six Months Ended June 30,

% Change

% Change

2015

2014

2014

2013

2013

(dollars in thousands, except per share data)

Revenue (less agency commissions):

Total

Political

Operating expenses (1):

Broadcast

Corporate and administrative

Net income

Non-GAAP Cash Flow (2):

Broadcast Cash Flow

Broadcast Cash Flow Less

Cash Corporate Expenses

Free Cash Flow

Free Cash Flow Per Share:

Basic

Diluted

(1) Excludes depreciation, amortization, and loss on disposal of assets.

(2) See definition of non-GAAP terms and reconciliation of the non-GAAP amounts to net income included elsewhere herein.

Three Months Ended June 30,

% Change

% Change

2015

2014

2014

2013

2013

(dollars in thousands, except per share data)

Revenue (less agency commissions):

Total

Political

Operating expenses (1):

Broadcast

Corporate and administrative

Net income

Non-GAAP Cash Flow (2):

Broadcast Cash Flow

Broadcast Cash Flow Less

Cash Corporate Expenses

Operating Cash Flow as defined in the Senior Credit Facility

Free Cash Flow

Free Cash Flow Per Share:

Basic

Diluted

Six Months Ended June 30,

% Change

% Change

2015

2014

2014

2013

2013

(dollars in thousands, except per share data)

Revenue (less agency commissions):

Total

Political

Operating expenses (1):

Broadcast

Corporate and administrative

Net income

Non-GAAP Cash Flow (2):

Broadcast Cash Flow

Broadcast Cash Flow Less

Cash Corporate Expenses

Operating Cash Flow as defined in the Senior Credit Facility

Free Cash Flow

Free Cash Flow Per Share:

Basic

Diluted

(1) Excludes depreciation, amortization, and loss on disposal of assets.

(2) See definition of non-GAAP terms and reconciliation of the non-GAAP amounts to net income included elsewhere herein.

Three Months Ended June 30,

2015

2014

Percent

Percent

Amount

of Total

Amount

of Total

Revenue (less agency commissions):

Local

National

Internet

Political

Retransmission consent

Other

Total

●

Local advertising revenue increased $19.4 million, or 34%, to $76.1 million;

●

National advertising revenue increased $4.1 million, or 28%, to $18.9 million;

●

Internet advertising revenue decreased $0.2 million, or 2%, to $7.0 million;

●

Political advertising revenue decreased $6.4 million, or 75%, to $2.2 million, reflecting the “off-year” of the two-year election cycle;

●

Retransmission consent revenue increased $19.3 million, or 109%, to $36.9 million; and

●

Other revenue increased $0.1 million, or 2%, to $2.3 million.

●

Automotive decreased 2%;

●

Medical increased 14%;

●

Restaurant decreased less than 1%;

●

Furniture and appliances increased11%; and

●

Communications decreased 3%.

•

Local advertising revenue increased $4.5 million, or 6%, to $76.1 million;

•

National advertising revenue increased $0.8 million, or 4%, to $18.9 million;

•

Combined local and national advertising revenue increased $5.3 million, or 6%, to $95.0 million;

•

Internet advertising revenue decreased $0.7 million, or 10%, to $7.0 million;

•

Political advertising revenue decreased $8.2 million, or 79%, to $2.2 million, reflecting the “off-year” of the two-year election cycle;

•

Retransmission consent revenue increased $15.1 million, or 70%, to $36.9 million; and

•

Other revenue decreased $1.8 million, or 43%, to $2.3 million.

●

Automotive decreased less than 1%;

●

Medical increased 13%;

●

Restaurant increased 2%;

●

Furniture and appliances increased 10%; and

●

Communications increased 6%.

•

Non-compensation expense increased $15.3 million primarily due to network program fees that increased $12.7 million reflecting increased fees payable to networks under our affiliation agreements renewed in 2014, as well as the commencement of network program fees to CBS in the first quarter of 2015. Other operating expenses all increased as a result of the 2014 Acquired Stations.

•

Compensation expense increased by $9.0 million resulting primarily from the addition of personnel at the 2014 Acquired Stations, but partially offset by a $3.8 million non-cash charge in the 2014 three-month period incurred to implement changes to our paid-time-off policy. Non-cash share based compensation expenses were $0.2 million in the second quarter of 2015 compared to $0.3 million in the second quarter of 2014.

•

Network program fees increased $11.1 million consistent with the growth of retransmission consent revenue under our network affiliation agreements renewed in 2014, as well as the commencement of network program fees to CBS in the first quarter of 2015.

•

Compensation expense decreased approximately $3.0 million, primarily as a result of a $3.8 million non-cash charge in the 2014 three-month period incurred to implement changes to our paid-time-off policy in 2014. Non-cash share based compensation expenses were $0.2 million in the second quarter of 2015, compared to $0.3 million in the second quarter of 2014.

•

Non-compensation expense decreased $4.0 million in the three-month period primarily due to a decrease in professional fees related to the 2014 Acquisitions.

•

Compensation expense increased $0.6 million primarily due to increases in incentive compensation, relocation costs and routine increases in salary expense. Non-cash share based compensation expenses were $0.8 million in the second quarter of 2015, compared to $0.7 million in the second quarter of 2014.

Six Months Ended June 30,

2015

2014

Percent

Percent

Amount

of Total

Amount

of Total

Revenue (less agency commissions):

Local

National

Internet

Political

Retransmission consent

Other

Total

●

Local advertising revenue increased $36.7 million, or 34%, to $144.4 million;

●

National advertising revenue increased $8.5 million, or 30%, to $36.7 million;

●

Internet advertising revenue increased $0.3 million, or 2%, to $13.6 million;

●

Political advertising revenue decreased $8.1 million, or 71%, to $3.4 million;

●

Retransmission consent revenue increased $39.4 million, or 117%, to $73.2 million; and

●

Other revenue increased $1.4 million, or 32%, to $5.6 million.

●

Automotive decreased 3%;

●

Medical increased 6%;

●

Restaurant increased 1%;

●

Furniture and appliances increased 6%; and

●

Communications decreased 7%.

•

Local advertising revenue increased $5.5 million, or 4%, to $144.4 million;

•

National advertising revenue increased $1.2 million, or 3%, to $36.7 million;

•

Combined local and national advertising revenue increased $6.7 million, or 4%, to $181.1 million;

•

Internet advertising revenue decreased $0.9 million, or 6%, to $13.6 million;

•

Political advertising revenue decreased $10.6 million, or 76%, to $3.4 million, reflecting the off-year of the two-year election cycle;

•

Retransmission consent revenue increased $30.4 million, or 71%, to $73.2 million; and

•

Other revenue decreased $3.4 million, or 38%, to $5.6 million.

●

Automotive decreased 1%;

●

Medical increased 7%;

●

Restaurant increased 3%;

●

Furniture and appliances increased 8%; and

●

Communications increased 4%.

•

Compensation expense increased $19.5 million resulting primarily from the addition of personnel at the 2014 Acquired Stations. This increase was partially offset by the effect of a $3.8 million non-cash charge in 2014 incurred to implement changes to our paid-time-off policy. Non-cash share based compensation expenses were $0.5 million in the six-month period ended June 30, 2015, compared to $1.0 million compared to the six-month period ended June 30, 2014.

•

Non-compensation expense increased $31.2 million primarily due to network affiliation fees that increased $25.7 million reflecting increased fees payable to networks under our affiliation agreements renewed in 2014, as well as the commencement of network program fees to CBS in the first quarter of 2015.

•

Network program fees increased $22.2 million consistent with the growth of the related retransmission consent revenue under our network affiliation agreements renewed in 2014, as well as the commencement of network program fees to CBS in the first quarter of 2015.

•

Compensation expense decreased $2.2 million, primarily as a result of a $3.8 million non-recurring non-cash charge in the 2014 three-month period incurred to implement changes to our paid-time-off policy. Non-cash share based compensation expenses were $0.5 million in the six-month period ended June 30, 2015, compared to $1.0 million in the six-month period ended June 30, 2014.

•

Trade expense decreased $1.0 million.

•

Non-compensation expense decreased $4.2 million primarily due to a decrease in professional fees related to the 2014 Acquisitions in the six-month period ended June 30, 2015.

•

Compensation expense increased $1.1 million primarily due to increases in incentive compensation, relocation costs and routine increases in salary expense. Non-cash share based compensation expenses were $1.5 million in the six-month period ended June 30, 2015, compared to $2.1 million in the six-month period ended June 30, 2014.

Three Months Ended

Six Months Ended

June 30,

June 30,

2015

2014

2015

2014

Revenue (less agency commissions)

Operating expenses before depreciation, amortization and loss on disposal of assets, net:

Broadcast

Corporate and administrative

Depreciation

Amortization of intangible assets

Loss on disposals of assets, net

Operating expenses

Operating income

Other income (expense):

Miscellaneous income, net

Interest expense

Loss from early extinguishment of debt

Income before income tax expense

Income tax expense

Net income

Basic per share information:

Net income

Weighted-average shares outstanding

Diluted per share information:

Net income

Weighted-average shares outstanding

Political advertising revenue (less agency commissions)

Revenue related to Olympic broadcasts (less agency commissions)

June 30, 2015

December 31, 2014

(in thousands)

Cash

Long-term debt

Borrowing availability under our revolving credit facility

Six Months Ended June 30,

2015

2014

(in thousands)

Net cash provided by operating activities

Net cash used in investing activities

Net cash provided by financing activities

Net increase in cash

Low End

% Change

High End

% Change

Guidance for

As-Reported

Guidance for

As-Reported

As-Reported

the Third

Third

the Third

Third

Third

Quarter of

Quarter of

Quarter of

Quarter of

Quarter of

Selected operating data:

2015

2014

2015

2014

2014

(dollars in thousands)

OPERATING REVENUE:

Revenue (less agency commissions)

OPERATING EXPENSES

(before depreciation, amortization and loss on disposals of assets):

Broadcast

Corporate and administrative

OTHER SELECTED DATA:

Political advertising revenue (less agency commissions)

●

We believe our third quarter of 2015 local advertising revenue, excluding political advertising revenue, will increase from the third quarter of 2014 by approximately 20% to 22%.

●

We expect our third quarter of 2015 national advertising revenue, excluding political advertising revenue, will increase from the third quarter of 2014 by approximately 20% to 22%.

●

Consistent with the “off year” of the two-year election cycle, we anticipate our third quarter of 2015 political advertising revenue will decrease from the third quarter of 2014 by approximately 91%.

●

We believe our third quarter of 2015 retransmission consent revenue will increase from the third quarter of 2014 by approximately 94% to $38.5 million.

●

We believe our third quarter of 2015 total revenue will be approximately $145.0 million, approximately equal to the third quarter of 2014.

●

We believe our third quarter of 2015 local advertising revenue, excluding political advertising revenue, will increase by approximately 7% to 9%, to approximately $75.0 million.

●

We expect our third quarter of 2015 national advertising revenue, excluding political advertising revenue, will increase by approximately 8% to 10%, to approximately $20.0 million.

●

Consistent with the “off year” of the two year election cycle, we anticipate our third quarter of 2015 political advertising revenue will decrease from the third quarter of 2014 by approximately 92%.

●

We believe our third quarter of 2015 retransmission consent revenue will increase by approximately 80%, or $16.8 million, to approximately $38.5 million.

As-Reported Basis

Three Months Ended June 30,

2015

2014

2013

Net income

Depreciation

Amortization of intangible assets

Non-cash stock based compensation

Loss (gain) on disposals of assets, net

Miscellaneous (income) expense, net

Interest expense

Loss from early extinguishment of debt

Income tax expense

Amortization of program broadcast rights

Common stock contributed to 401(k) plan excluding corporate 401(k) contributions

Network compensation revenue recognized

Payments for program broadcast rights

Corporate and administrative expenses excluding depreciation, amortization of intangible assets and non-cash stock-based compensation

Broadcast Cash Flow

Corporate and administrative expenses excluding depreciation, amortization of intangible assets and non-cash stock based compensation

Broadcast Cash Flow Less Cash Corporate Expenses

Pension expense

Contributions to pension plans

Interest expense

Amortization of deferred financing costs

Amortization of net original issue discount (premium) on 7 1/2% senior notes due 2020

Purchase of property and equipment

Income taxes paid, net of refunds

Free Cash Flow

As-Reported Basis

Six Months Ended June 30,

2015

2014

2013

Net income

Depreciation

Amortization of intangible assets

Non-cash stock based compensation

Loss (gain) on disposals of assets, net

Miscellaneous income, net

Interest expense

Loss from early extinguishment of debt

Income tax expense

Amortization of program broadcast rights

Common stock contributed to 401(k) plan excluding corporate 401(k) contributions

Network compensation revenue recognized

Payments for program broadcast rights

Corporate and administrative expenses excluding depreciation, amortization of intangible assets and non-cash stock-based compensation

Broadcast Cash Flow

Corporate and administrative expenses excluding depreciation, amortization of intangible assets and non-cash stock based compensation

Broadcast Cash Flow Less Cash Corporate Expenses

Pension expense

Contributions to pension plans

Interest expense

Amortization of deferred financing costs

Amortization of net original issue discount (premium) on 7 1/2% senior notes due 2020

Purchase of property and equipment

Income taxes paid, net of refunds

Free Cash Flow

Combined Historical Basis

Three Months Ended

June 30,

2015

2014

2013

Net income

Depreciation

Amortization of intangible assets

Non-cash stock-based compensation

Loss (gain) on disposals of assets, net

Miscellaneous income, net

Interest expense

Loss from early extinguishment of debt

Income tax expense

Amortization of program broadcast rights

Common stock contributed to 401(k) plan excluding corporate 401(k) contributions

Network compensation revenue recognized

Payments for program broadcast rights

Corporate and administrative expenses excluding depreciation, amortization of intangible assets and non-cash stock-based compensation

Other

Broadcast Cash Flow

Corporate and administrative expenses excluding depreciation, amortization of intangible assets and non-cash stock-based compensation

Broadcast Cash Flow Less Cash Corporate Expenses

Pension expense

Contributions to pension plans

Other

Operating Cash Flow as defined in Senior Credit Agreement

Interest expense

Amortization of deferred financing costs

Amortization of net original issue discount (premium) on 7 1/2% senior notes due 2020

Purchase of property and equipment

Income taxes paid, net of refunds

Free Cash Flow

Combined Historical Basis

Six Months Ended

June 30,

2015

2014

2013

Net income

Depreciation

Amortization of intangible assets

Non-cash stock-based compensation

Loss (gain) on disposals of assets, net

Miscellaneous income, net

Interest expense

Loss from early extinguishment of debt

Income tax expense

Amortization of program broadcast rights

Common stock contributed to 401(k) plan excluding corporate 401(k) contributions

Network compensation revenue recognized

Payments for program broadcast rights

Corporate and administrative expenses excluding depreciation, amortization of intangible assets and non-cash stock-based compensation

Other

Broadcast Cash Flow

Corporate and administrative expenses excluding depreciation, amortization of intangible assets and non-cash stock-based compensation

Broadcast Cash Flow Less Cash Corporate Expenses

Pension expense

Contributions to pension plans

Other

Operating Cash Flow as defined in Senior Credit Agreement

Interest expense