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NOTES PAYABLE AND COMMERCIAL BANK FINANCING
 12 Months Ended
Dec. 31, 2024
Debt Instrument [Line Items]  
NOTES PAYABLE AND COMMERCIAL BANK FINANCING 6. NOTES PAYABLE AND COMMERCIAL BANK FINANCING:
 
Notes payable, finance leases, and commercial bank financing (including “finance leases to affiliates”) consisted of the following as of December 31, 2024 and 2023 (in millions):
 20242023
Bank Credit Agreement:
Term Loan B-2, due September 30, 2026 (a)$1,175 $1,215 
Term Loan B-3, due April 1, 2028714 722 
Term Loan B-4, due April 21, 2029731 739 
STG Notes:
5.125% Unsecured Notes, due February 15, 2027
274 274 
5.500% Unsecured Notes, due March 1, 2030
485 485 
4.125% Senior Secured Notes, due December 1, 2030
737 737 
Debt of variable interest entities7 7 
Debt of non-media subsidiaries— 15 
Finance leases30 20 
Finance leases - affiliate12 7 
Total outstanding principal4,165 4,221 
Less: Deferred financing costs and discounts(36)(46)
Less: Current portion(35)(34)
Less: Finance leases - affiliate, current portion(3)(2)
Net carrying value of long-term debt$4,091 $4,139 
 
(a)For the year ended December 31, 2024, STG repurchased $27 million aggregate principal amount of the Term Loan B-2 for consideration of $25 million. See Bank Credit Agreement below.

Debt under the Bank Credit Agreement, notes payable, and finance leases as of December 31, 2024 matures as follows (in millions):
 Notes and 
Bank Credit Agreement		Finance LeasesTotal
2025$30 $11 $41 
20261,177 11 1,188 
2027292 8 300 
2028699 6 705 
2029702 6 708 
2030 and thereafter1,223 10 1,233 
Total minimum payments4,123 52 4,175 
Less: Deferred financing costs and discounts(36)— (36)
Less: Amount representing future interest— (10)(10)
Net carrying value of total debt$4,087 $42 $4,129 

Interest expense in our consolidated statements of operations was $304 million, $305 million, and $296 million for the years ended December 31, 2024, 2023, and 2022, respectively. Interest expense included amortization of deferred financing costs and debt discounts of $10 million for each of the years ended December 31, 2024 and 2023 and $12 million for the year ended December 31, 2022.
The stated and weighted average effective interest rates on the above obligations are as follows, for the years ended December 31, 2024 and 2023:
Weighted Average Effective Rate
Stated Rate20242023
Bank Credit Agreement:
Term Loan B-2 (a)
SOFR plus 2.50%
8.17%7.98%
Term Loan B-3 (a)
SOFR plus 3.00%
8.64%8.35%
Term Loan B-4 (b)
SOFR plus 3.75%
9.83%9.77%
Revolving Credit Facility (b) (c)
SOFR plus 2.00%
—%—%
STG Notes:
5.125% Unsecured Notes
5.13%5.33%5.33%
5.500% Unsecured Notes
5.50%5.66%5.66%
4.125% Secured Notes
4.13%4.31%4.31%
(a)The STG Term Loan B-2 converted to using the Secured Overnight Financing Rate (“SOFR”) upon the complete phase-out of LIBOR on June 30, 2023 and was subject to customary credit spread adjustments set at the time of the rate conversion. The STG Term Loan B-3 has LIBOR to SOFR conversion terms, including the applicable credit spread adjustments, built into the existing agreement.
(b)Interest rate terms on the STG Term Loan B-4 and revolving credit facility include additional customary credit spread adjustments.
(c)We incur a commitment fee on undrawn capacity of 0.25%, 0.375%, or 0.50% if our first lien indebtedness ratio (as defined in the Bank Credit Agreement) is less than or equal to 2.75x, less than or equal to 3.0x but greater than 2.75x, or greater than 3.0x, respectively. The revolving credit facility is priced at SOFR plus 2.00%, subject to decrease if the specified first lien leverage ratio (as defined in the Bank Credit Agreement) is less than or equal to certain levels. As of December 31, 2024 and 2023, there were no outstanding borrowings, $1 million in letters of credit outstanding, and $649 million available under the revolving credit facility. The total revolving credit facility contains two tranches, one for $612.5 million which expires on April 21, 2027 and one for $37.5 million which expires on December 4, 2025. See Bank Credit Agreement below for further information.

We recorded a $23 million original issuance discount for the year ended December 31, 2022. Debt issuance costs and original issuance discounts are presented as a direct deduction from, or addition to, the carrying amount of an associated debt liability, except for debt issuance costs related to our revolving credit facility, which are presented within other assets in our consolidated balance sheets.

Bank Credit Agreement

Prior to the refinancing subsequent event discussed in Note 18. Subsequent Events, STG, a wholly owned subsidiary of SBG, had a syndicated credit facility which includes both revolving credit and issued term loans (the “Bank Credit Agreement”).

The Bank Credit Agreement included a financial maintenance covenant, the first lien leverage ratio (as defined in the Bank Credit Agreement), which required such ratio not to exceed 4.5x, measured as of the end of each fiscal quarter. As of December 31, 2024, the STG first lien leverage ratio was below 4.5x. The financial maintenance covenant was only applicable if 35% or more of the capacity (as a percentage of total commitments) under the revolving credit facility, measured as of the last day of each quarter, was utilized under the revolving credit facility as of such date. Since there was no utilization under the revolving credit facility as of December 31, 2024, STG was not subject to the financial maintenance covenant under the Bank Credit Agreement. The Bank Credit Agreement contained other restrictions and covenants which we were in compliance with as of December 31, 2024.

On April 21, 2022, STG entered into the Fourth Amendment (the “Fourth Amendment”) to the Bank Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, the guarantors party thereto (the “Guarantors”) and the lenders and other parties thereto.
Pursuant to the Fourth Amendment, STG raised Term B-4 Loans (as defined in the Bank Credit Agreement) in an aggregate principal amount of $750 million, which mature on April 21, 2029 (the “Term Loan B-4”). The Term Loan B-4 was issued at 97% of par and bears interest, at STG’s option, at Term SOFR plus 3.75% (subject to customary credit spread adjustments) or base rate plus 2.75%. The proceeds from the Term Loan B-4 were used to refinance all of STG’s outstanding Term Loan B-1 due January 2024 and to redeem STG’s outstanding 5.875% senior notes due 2026. In addition, the maturity of $612.5 million of the total $650 million of revolving commitments under the Bank Credit Agreement were extended to April 21, 2027, with the remaining $37.5 million continuing to mature on December 4, 2025. For the year ended December 31, 2022, we capitalized an original issuance discount of $23 million associated with the issuance of the Term Loan B-4, which is reflected as a reduction to the outstanding debt balance and will be recognized as interest expense over the term of the outstanding debt utilizing the effective interest method. We recognized a loss on extinguishment of $10 million for the year ended December 31, 2022.

The Term Loan B-2, Term Loan B-3, and Term Loan B-4 amortize in equal quarterly installments in an aggregate amount equal to 1% of the original amount of such term loan, with the balance being payable on the maturity date.

During the year ended December 31, 2023, STG repurchased $30 million aggregate principal amount of the Term Loan B-2 for consideration of $26 million. We recognized a gain on extinguishment of $3 million for the year ended December 31, 2023.

During the year ended December 31, 2024, STG repurchased $27 million aggregate principal amount of the Term Loan B-2 for consideration of $25 million. We recognized a gain on extinguishment of $1 million for the year ended December 31, 2024.

STG Notes

During the year ended December 31, 2022, we purchased $118 million aggregate principal amount of the 5.125% Notes in open market transactions for consideration of $104 million. The 5.125% Notes acquired during the year ended December 31, 2022 were canceled immediately following their acquisition. We recognized a gain on extinguishment of the 5.125% Notes of $13 million for the year ended December 31, 2022.

During the year ended December 31, 2023, we purchased $7 million, $15 million, and $13 million aggregate principal amount of the 5.125% Unsecured Notes, the 5.500% Unsecured Notes, and the 4.125% Secured Notes, respectively, in open market transactions for consideration of $6 million, $8 million, and $8 million, respectively. The STG Notes acquired during the year ended December 31, 2023 were canceled immediately following their acquisition. We recognized a gain on extinguishment of the STG Notes of $12 million for the year ended December 31, 2023.

The price at which we may redeem the STG Notes is set forth in the respective indenture of the STG Notes. Also, if we sell certain of our assets or experience specific kinds of changes of control, the holders of these STG Notes may require us to repurchase some or all of the outstanding STG Notes.

Debt of Variable Interest Entities and Guarantees of Third-Party Obligations

We jointly, severally, unconditionally, and irrevocably guaranteed $2 million of debt of certain third parties as of both December 31, 2024 and 2023, all of which related to consolidated VIEs is included in our consolidated balance sheets. We provide a guarantee of certain obligations of a regional sports network subject to a maximum annual amount of $122 million with annual escalations of 4% for the next four years. As of December 31, 2024, we have determined that it is not probable that we would have to perform under any of these guarantees. Additionally, we believe that as of January 1, 2025, we have no further obligations related to this guarantee, however the counterparty associated with the related agreement may not agree with our conclusion. See Note 12. Commitments and Contingencies for further discussion.

Interest Rate Swap

During the year ended December 31, 2023, we entered into an interest rate swap effective February 7, 2023 and terminating on February 28, 2026 in order to manage a portion of our exposure to variable interest rates. The swap agreement has a notional amount of $600 million, bears a fixed interest rate of 3.9%, and we receive a floating rate of interest based on SOFR. See Hedge Accounting within Note 1. Nature of Operations and Summary of Significant Accounting Policies for further discussion. As of both December 31, 2024 and 2023, the fair value of the interest rate swap was an asset of $1 million, which is recorded in other assets in our consolidated balance sheets.
Finance Leases

For more information related to our finance leases and affiliate finance leases see Note 7. Leases and Note 14. Related Person Transactions, respectively.
Sinclair Broadcast Group, LLC  
Debt Instrument [Line Items]  
NOTES PAYABLE AND COMMERCIAL BANK FINANCING
6. NOTES PAYABLE AND COMMERCIAL BANK FINANCING:

Notes payable, finance leases, and commercial bank financing (including “finance leases to affiliates”) consisted of the following as of December 31, 2024 and 2023 (in millions):
 20242023
Bank Credit Agreement:
Term Loan B-2, due September 30, 2026 (a)$1,175 $1,215 
Term Loan B-3, due April 1, 2028714 722 
Term Loan B-4, due April 21, 2029731 739 
STG Notes:
5.125% Unsecured Notes, due February 15, 2027
274 274 
5.500% Unsecured Notes, due March 1, 2030
485 485 
4.125% Senior Secured Notes, due December 1, 2030
737 737 
Debt of variable interest entities7 7 
Finance leases30 20 
Finance leases - affiliate12 7 
Total outstanding principal4,165 4,206 
Less: Deferred financing costs and discounts(36)(46)
Less: Current portion(35)(34)
Less: Finance leases - affiliate, current portion(3)(2)
Net carrying value of long-term debt$4,091 $4,124 
 
(a)During the year ended December 31, 2024, STG repurchased $27 million aggregate principal amount of the Term Loan B-2 for consideration of $25 million. See Bank Credit Agreement below.

Debt under the Bank Credit Agreement, notes payable, and finance leases as of December 31, 2024 matures as follows (in millions):
 Notes and 
Bank Credit Agreement		Finance LeasesTotal
2025$30 $11 $41 
20261,177 11 1,188 
2027292 8 300 
2028699 6 705 
2029702 6 708 
2030 and thereafter1,223 10 1,233 
Total minimum payments4,123 52 4,175 
Less: Deferred financing costs and discounts(36)— (36)
Less: Amount representing future interest— (10)(10)
Net carrying value of total debt$4,087 $42 $4,129 

Interest expense in SBG’s consolidated statements of operations was $304 million, $305 million, and $296 million for the years ended December 31, 2024, 2023, and 2022, respectively. Interest expense included amortization of deferred financing costs and debt discounts of $10 million for each of the years ended December 31, 2024 and 2023 and $12 million for the year ended December 31, 2022.

The stated and weighted average effective interest rates on the above obligations are as follows, for the years ended December 31, 2024 and 2023:
Weighted Average Effective Rate
Stated Rate20242023
Bank Credit Agreement:
Term Loan B-2 (a)
SOFR plus 2.50%
8.17%7.98%
Term Loan B-3 (a)
SOFR plus 3.00%
8.64%8.35%
Term Loan B-4 (b)
SOFR plus 3.75%
9.83%9.77%
Revolving Credit Facility (b) (c)
SOFR plus 2.00%
—%—%
STG Notes:
5.125% Unsecured Notes
5.13%5.33%5.33%
5.500% Unsecured Notes
5.50%5.66%5.66%
4.125% Secured Notes
4.13%4.31%4.31%
(a)The STG Term Loan B-2 converted to using the Secured Overnight Financing Rate (“SOFR”) upon the complete phase-out of LIBOR on June 30, 2023 and was subject to customary credit spread adjustments set at the time of the rate conversion. The STG Term Loan B-3 has LIBOR to SOFR conversion terms, including the applicable credit spread adjustments, built into the existing agreement.
(b)Interest rate terms on the STG Term Loan B-4 and revolving credit facility include additional customary credit spread adjustments.
(c)STG incurs a commitment fee on undrawn capacity of 0.25%, 0.375%, or 0.50% if the first lien indebtedness ratio (as defined in the Bank Credit Agreement) is less than or equal to 2.75x, less than or equal to 3.0x but greater than 2.75x, or greater than 3.0x, respectively. The revolving credit facility is priced at SOFR plus 2.00%, subject to decrease if the specified first lien leverage ratio (as defined in the Bank Credit Agreement) is less than or equal to certain levels. As of December 31, 2024 and 2023, there were no outstanding borrowings, $1 million in letters of credit outstanding, and $649 million available under the revolving credit facility. The total revolving credit facility contains two tranches, one for $612.5 million which expires on April 21, 2027 and one for $37.5 million which expires on December 4, 2025. See Bank Credit Agreement below for further information.
SBG recorded a $23 million original issuance discount for the year ended December 31, 2022. Debt issuance costs and original issuance discounts are presented as a direct deduction from, or addition to, the carrying amount of an associated debt liability, except for debt issuance costs related to the revolving credit facility, which are presented within other assets in SBG’s consolidated balance sheets.

Bank Credit Agreement

Prior to the refinancing subsequent event discussed in Note 16. Subsequent Events, STG, a wholly owned subsidiary of SBG, had a syndicated credit facility which includes both revolving credit and issued term loans (the “Bank Credit Agreement”).

The Bank Credit Agreement included a financial maintenance covenant, the first lien leverage ratio (as defined in the Bank Credit Agreement), which required such ratio not to exceed 4.5x, measured as of the end of each fiscal quarter. As of December 31, 2024, the STG first lien leverage ratio was below 4.5x. The financial maintenance covenant was only applicable if 35% or more of the capacity (as a percentage of total commitments) under the revolving credit facility, measured as of the last day of each quarter, was utilized under the revolving credit facility as of such date. Since there was no utilization under the revolving credit facility as of December 31, 2024, STG was not subject to the financial maintenance covenant under the Bank Credit Agreement. The Bank Credit Agreement contained other restrictions and covenants with which STG was in compliance as of December 31, 2024.

On April 21, 2022, STG entered into the Fourth Amendment (the “Fourth Amendment”) to the Bank Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, the guarantors party thereto (the “Guarantors”) and the lenders and other parties thereto.

Pursuant to the Fourth Amendment, STG raised Term B-4 Loans (as defined in the Bank Credit Agreement) in an aggregate principal amount of $750 million, which mature on April 21, 2029 (the “Term Loan B-4”). The Term Loan B-4 was issued at 97% of par and bears interest, at STG’s option, at Term SOFR plus 3.75% (subject to customary credit spread adjustments) or base rate plus 2.75%. The proceeds from the Term Loan B-4 were used to refinance all of STG’s outstanding Term Loan B-1 due January 2024 and to redeem STG’s outstanding 5.875% senior notes due 2026. In addition, the maturity of $612.5 million of the total $650 million of revolving commitments under the Bank Credit Agreement were extended to April 21, 2027, with the remaining $37.5 million continuing to mature on December 4, 2025. For the year ended December 31, 2022, SBG capitalized an original issuance discount of $23 million associated with the issuance of the Term Loan B-4, which is reflected as a reduction to the outstanding debt balance and will be recognized as interest expense over the term of the outstanding debt utilizing the effective interest method. SBG recognized a loss on extinguishment of $10 million for the year ended December 31, 2022.

The Term Loan B-2, Term Loan B-3, and Term Loan B-4 amortize in equal quarterly installments in an aggregate amount equal to 1% of the original amount of such term loan, with the balance being payable on the maturity date.

During the year ended December 31, 2023, STG repurchased $30 million aggregate principal amount of the Term Loan B-2 for consideration of $26 million. SBG recognized a gain on extinguishment of $3 million for the year ended December 31, 2023.

During the year ended December 31, 2024, STG repurchased $27 million aggregate principal amount of the Term Loan B-2 for consideration of $25 million. SBG recognized a gain on extinguishment of $1 million for the year ended December 31, 2024.

STG Notes

During the year ended December 31, 2022, STG purchased $118 million aggregate principal amount of the 5.125% Notes in open market transactions for consideration of $104 million. The 5.125% Notes acquired during the year ended December 31, 2022 were canceled immediately following their acquisition. SBG recognized a gain on extinguishment of the 5.125% Notes of $13 million for the year ended December 31, 2022.

During the year ended December 31, 2023, STG purchased $7 million, $15 million, and $13 million aggregate principal amount of the 5.125% Unsecured Notes, the 5.500% Unsecured Notes, and the 4.125% Secured Notes, respectively, in open market transactions for consideration of $6 million, $8 million, and $8 million, respectively. The STG Notes acquired during the year ended December 31, 2023 were canceled immediately following their acquisition. SBG recognized a gain on extinguishment of the STG Notes of $12 million for the year ended December 31, 2023.
The price at which STG may redeem the STG Notes is set forth in the respective indenture of the STG Notes. Also, if SBG sells certain assets or experiences specific kinds of changes of control, the holders of these STG Notes may require SBG to repurchase some or all of the outstanding STG Notes.

Debt of Variable Interest Entities and Guarantees of Third-Party Obligations

SBG jointly, severally, unconditionally, and irrevocably guaranteed $2 million of debt of certain third parties as of both December 31, 2024 and 2023, all of which related to consolidated VIEs is included in our consolidated balance sheets. SBG provides a guarantee of certain obligations of a regional sports network subject to a maximum annual amount of $122 million with annual escalations of 4% for the next four years. As of December 31, 2024, SBG has determined that it is not probable that SBG would have to perform under any of these guarantees. Additionally, we believe that as of January 1, 2025, we have no further obligations related to this guarantee, however the counterparty associated with the related agreement may not agree with our conclusion. See Note 11. Commitments and Contingencies for further discussion.

Interest Rate Swap

During the year ended December 31, 2023, STG entered into an interest rate swap effective February 7, 2023 and terminating on February 28, 2026 in order to manage a portion of our exposure to variable interest rates. The swap agreement has a notional amount of $600 million, bears a fixed interest rate of 3.9%, and we receive a floating rate of interest based on SOFR. See Hedge Accounting within Note 1. Nature of Operations and Summary of Significant Accounting Policies for further discussion. As of both December 31, 2024 and 2023, the fair value of the interest rate swap was an asset of $1 million, which is recorded in other assets in SBG’s consolidated balance sheets.

Finance Leases

For more information related to SBG’s finance leases and affiliate finance leases see Note 7. Leases and Note 13. Related Person Transactions, respectively.