EX-99.1 2 ex99-1.htm EXHIBIT 99.1 meg20151112_8k.htm

Exhibit 99.1

 

Item 1.

Financial Statements

 

 

Meredith Corporation and Subsidiaries

Condensed Consolidated Balance Sheets

(Unaudited) 

 

Assets

 

September 30,

2015

   

June 30,
2015

 

(In thousands)

               

Current assets

               

Cash and cash equivalents

  $ 29,940     $ 22,833  

Accounts receivable, net

    278,199       284,646  

Inventories

    24,192       24,681  

Current portion of subscription acquisition costs

    133,696       122,350  

Current portion of broadcast rights

    14,929       4,516  

Other current assets

    39,096       23,505  

Total current assets

    520,052       482,531  

Property, plant, and equipment

    520,318       527,622  

Less accumulated depreciation

    (316,824

)

    (313,886

)

Net property, plant, and equipment

    203,494       213,736  

Subscription acquisition costs

    113,075       103,842  

Broadcast rights

    5,745       1,795  

Other assets

    70,664       67,750  

Intangible assets, net

    967,688       972,382  

Goodwill

    998,260       1,001,246  

Total assets

  $ 2,878,978     $ 2,843,282  
                 

Liabilities and Shareholders' Equity

               

Current liabilities

               

Current portion of long-term debt

  $ 65,625     $ 62,500  

Current portion of long-term broadcast rights payable

    15,139       4,776  

Accounts payable

    96,946       93,944  

Accrued expenses and other liabilities

    144,223       163,655  

Current portion of unearned subscription revenues

    214,968       206,126  

Total current liabilities

    536,901       531,001  

Long-term debt

    753,750       732,500  

Long-term broadcast rights payable

    7,112       2,998  

Unearned subscription revenues

    158,629       151,221  

Deferred income taxes

    313,156       311,645  

Other noncurrent liabilities

    163,037       162,067  

Total liabilities

    1,932,585       1,891,432  

Shareholders' equity

               

Series preferred stock

           

Common stock

    37,685       37,657  

Class B stock

    6,949       6,963  

Additional paid-in capital

    55,396       49,019  

Retained earnings

    861,220       870,859  

Accumulated other comprehensive loss

    (14,857

)

    (12,648

)

Total shareholders' equity

    946,393       951,850  

Total liabilities and shareholders' equity

  $ 2,878,978     $ 2,843,282  

  

See accompanying Notes to Condensed Consolidated Financial Statements.

 

 
1

 

 

Meredith Corporation and Subsidiaries

Condensed Consolidated Statements of Earnings

(Unaudited) 

 

Three months ended September 30,

 

2015

   

2014

 

(In thousands except per share data)

               

Revenues

               

Advertising

  $ 218,670     $ 218,031  

Circulation

    72,175       65,885  

All other

    93,821       87,268  

Total revenues

    384,666       371,184  

Operating expenses

               

Production, distribution, and editorial

    153,178       141,887  

Selling, general, and administrative

    187,396       163,676  

Depreciation and amortization

    15,080       12,769  

Total operating expenses

    355,654       318,332  

Income from operations

    29,012       52,852  

Interest expense, net

    (5,313

)

    (4,242

)

Earnings before income taxes

    23,699       48,610  

Income taxes

    (12,670

)

    (19,245

)

Net earnings

  $ 11,029     $ 29,365  
                 

Basic earnings per share

  $ 0.25     $ 0.66  

Basic average shares outstanding

    44,612       44,459  
                 

Diluted earnings per share

  $ 0.24     $ 0.65  

Diluted average shares outstanding

    45,366       45,157  
                 

Dividends paid per share

  $ 0.4575     $ 0.4325  

  

See accompanying Notes to Condensed Consolidated Financial Statements.

 

 
2

 

 

Meredith Corporation and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income

(Unaudited) 

 

Three months ended September 30,

 

2015

   

2014

(In thousands)

                 

Net earnings

  $ 11,029     $ 29,365    

Other comprehensive income, net of income taxes

                 

Pension and other postretirement benefit plans activity

    (1

)

    42    

Unrealized gain (loss) on interest rate swaps

    (2,208

)

    777    

Other comprehensive income (loss), net of income taxes

    (2,209

)

    819    

Comprehensive income

  $ 8,820     $ 30,184    

  

See accompanying Notes to Condensed Consolidated Financial Statements.

 

 
3

 

 

Meredith Corporation and Subsidiaries

Condensed Consolidated Statement of Shareholders' Equity

(Unaudited)

  

(In thousands except per share data)

 

Common
Stock - $1
par value

   

Class B
Stock - $1
par value

   

Additional
Paid-in
Capital

   

Retained
Earnings

   

Accumulated
Other
Comprehensive
Loss

   

Total

 

Balance at June 30, 2015

  $ 37,657     $ 6,963     $ 49,019     $ 870,859     $ (12,648

)

  $ 951,850  

Net earnings

                      11,029             11,029  

Other comprehensive loss, net of income taxes

                            (2,209

)

    (2,209

)

Shares issued under incentive plans, net of forfeitures

    136             4,890                   5,026  

Purchases of Company stock

    (122

)

          (5,616

)

                (5,738

)

Share-based compensation

                5,850                   5,850  

Conversion of Class B to common stock

    14       (14

)

                       

Dividends paid

                                               

Common stock

                      (17,489

)

          (17,489

)

Class B stock

                      (3,179

)

          (3,179

)

Tax benefit from share-based awards

                1,253                   1,253  

Balance at September 30, 2015

  $ 37,685     $ 6,949     $ 55,396     $ 861,220     $ (14,857

)

  $ 946,393  

 

 See accompanying Notes to Condensed Consolidated Financial Statements.

 

 
4

 

  

Meredith Corporation and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited) 

 

Three months ended September 30,

 

2015

   

2014

 

(In thousands)

               

Cash flows from operating activities

               

Net earnings

  $ 11,029     $ 29,365  

Adjustments to reconcile net earnings to net cash provided by operating activities

               

Depreciation

    10,296       9,239  

Amortization

    4,784       3,530  

Share-based compensation

    5,850       4,646  

Deferred income taxes

    6,427       7,326  

Amortization of broadcast rights

    4,209       4,106  

Payments for broadcast rights

    (4,040

)

    (3,906

)

Fair value adjustments to contingent consideration

    (1,000

)

     

Excess tax benefits from share-based payments

    (1,356

)

    (3,982

)

Changes in assets and liabilities

    (33,370

)

    (39,178

)

Net cash provided by operating activities

    2,829       11,146  

Cash flows from investing activities

               

Additions to property, plant, and equipment

    (1,840

)

    (1,936

)

Proceeds from disposition of assets

    1,767        

Net cash used in investing activities

    (73

)

    (1,936

)

Cash flows from financing activities

               

Proceeds from issuance of long-term debt

    47,500       45,000  

Repayments of long-term debt

    (23,125

)

    (38,125

)

Dividends paid

    (20,668

)

    (19,393

)

Purchases of Company stock

    (5,738

)

    (17,012

)

Proceeds from common stock issued

    5,026       10,088  

Excess tax benefits from share-based payments

    1,356       3,982  

Net cash provided by (used in) financing activities

    4,351       (15,460

)

Net increase (decrease) in cash and cash equivalents

    7,107       (6,250

)

Cash and cash equivalents at beginning of period

    22,833       36,587  

Cash and cash equivalents at end of period

  $ 29,940     $ 30,337  

  

See accompanying Notes to Condensed Consolidated Financial Statements.

 

 
5

 

 

Meredith Corporation and Subsidiaries

 

Notes to Condensed Consolidated Financial Statements

 

(Unaudited)

 

 

 

1. Summary of Significant Accounting Policies

 

Basis of Presentation—The condensed consolidated financial statements include the accounts of Meredith Corporation and its wholly owned subsidiaries (Meredith or the Company), after eliminating all significant intercompany balances and transactions. Meredith does not have any off-balance sheet arrangements. The Company's use of special-purpose entities is limited to Meredith Funding Corporation, whose activities are fully consolidated in Meredith's condensed consolidated financial statements.

 

The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (SEC). Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States of America (GAAP) for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements, which are included in Meredith's Annual Report on Form 10-K for the year ended June 30, 2015, filed with the SEC.

 

The condensed consolidated financial statements as of September 30, 2015, and for the three months ended September 30, 2015 and 2014, are unaudited but, in management's opinion, include all normal, recurring adjustments necessary for a fair presentation of the results of interim periods. The year-end condensed consolidated balance sheet data as of June 30, 2015, were derived from audited financial statements, but do not include all disclosures required by GAAP. The results of operations for interim periods are not necessarily indicative of the results to be expected for the entire fiscal year.

 

Adopted Accounting Pronouncements—In September 2015, the Financial Accounting Standards Board (FASB) issued guidance simplifying the accounting for measurement-period adjustments related to business combinations. The new guidance removes the requirement to restate prior periods to reflect adjustments made to provisional amounts. Rather, adjustments to the provisional amounts are to be recognized in the reporting period they are identified. In the period of adjustment, the portion that would have been recorded in a previous reporting period is to be presented separately on the face of the income statement or disclosed in the notes. Prospective adoption of the guidance is effective for fiscal years beginning after December 15, 2015, with early adoption permitted. The Company adopted this guidance in the first quarter of fiscal 2016. The adoption of this guidance requires a change in the format of disclosure only and it did not have an impact on our results of operations or cash flows. 

 

2. Pending Merger Transaction

 

On September 7, 2015, the Company and Media General, Inc. (Media General) entered into a definitive merger agreement under which the companies will combine to form Meredith Media General. Under the terms of the merger agreement, Media General will acquire all of the outstanding common stock of the Company in a cash and stock transaction in which each share of Meredith common stock and Class B common stock will be converted into the right to receive $34.57 in cash and 1.5214 shares of Meredith Media General voting common stock. Upon closing, it is estimated that Media General shareholders will own 65 percent and Meredith shareholders will own 35 percent of the fully-diluted shares of Meredith Media General.

 

 
6

 

 

The transaction has been approved by the Boards of Directors of the Company and Media General. It is anticipated that stations in six overlapping markets will be swapped or otherwise divested to address regulatory considerations. As set forth in the merger agreement, the closing of the merger agreement is subject to certain customary conditions, including but not limited to, approval from the Federal Communications Commission (FCC), clearance under the Hart-Scott-Rodino antitrust act, the absence of legal barriers to the closing of the merger, adoption of the agreement by the shareholders of Meredith and of Media General, and certain customary third party consents. The Company and Media General will hold special shareholder meetings to vote on the merger. The merger is expected to close by June 30, 2016. The Company incurred $12.7 million of investment banking, legal, accounting, and other professional fees and expenses in the first quarter of fiscal 2016 related to the pending merger. These costs are included in the selling, general, and administrative line in the Consolidated Statements of Earnings. The limited tax deductibility of certain of these merger-related expenses also caused an increase in the fiscal 2016 first quarter effective tax rate. For more information concerning the merger, refer to the Current Report on Form 8-K filed with the SEC on September 9, 2015. 

 

3. Acquisitions

 

On October 31, 2014, Meredith acquired WGGB, the ABC affiliate in Springfield, Massachusetts. On December 19, 2014, Meredith acquired WALA, the FOX affiliate in Mobile, Alabama-Pensacola, Florida.

 

Effective November 1, 2014, Meredith completed its acquisition of Martha Stewart Living magazine and its related digital assets (collectively Martha Stewart Living Media Properties). In addition, Meredith entered into a 10-year licensing arrangement with Martha Stewart Living Omnimedia (MSLO) for the licensing of the Martha Stewart Living trade name. The acquired business operations include sales and marketing, circulation, production, and other non-editorial functions. Meredith sources editorial content from MSLO.

 

On November 13, 2014, Meredith acquired 100 percent of the membership interests in MyWedding, LLC (Mywedding). Mywedding operates mywedding.com, one of the top wedding websites in the U.S., providing couples with a complete wedding planning product suite.

 

On December 30, 2014, Meredith acquired 100 percent of the outstanding stock of Selectable Media, Inc. (Selectable Media), a leading native and engagement-based digital advertising company. During the first quarter of fiscal 2016, the provisional amounts recorded to goodwill were decreased $2.9 million with a corresponding increase to deferred income taxes based on an updated valuation report and other fair value determinations.

 

Effective February 1, 2015, Meredith completed its acquisition of Shape magazine and related digital assets (collectively Shape). Shape is the women's active lifestyle category leader with content focusing on exercise, beauty, nutrition, health, fashion, wellness, and other lifestyle topics to help women lead a healthier, active lifestyle.

 

On June 19, 2015, Meredith completed the acquisition of Qponix, a leading shopper marketing data platform technology.

 

 
7

 

 

The results of these acquisitions have been included in the Company's consolidated operating results since their respective acquisition dates. The Company is in the process of obtaining third-party valuations of intangible assets; thus, the provisional measurements of intangible assets, goodwill, and deferred income tax balances are subject to change. 

 

4. Inventories

 

Major components of inventories are summarized below. Of total net inventory values shown, 53 percent are under the last-in first-out (LIFO) method at September 30, 2015, and 52 percent at June 30, 2015. 

 

(In thousands)

 

September 30, 2015

   

June 30,
2015

 

Raw materials

  $ 10,662     $ 13,900  

Work in process

    14,884       12,053  

Finished goods

    2,346       2,428  
      27,892       28,381  

Reserve for LIFO cost valuation

    (3,700

)

    (3,700

)

Inventories

  $ 24,192     $ 24,681  

  

5. Intangible Assets and Goodwill

 

Intangible assets consist of the following:

 

   

September 30, 2015

 

June 30, 2015

(In thousands)

 

Gross
Amount

 

Accumulated
Amortization

   

Net
Amount

 

Gross
Amount

 

Accumulated
Amortization

   

Net
Amount

Intangible assets subject to amortization

                                                       

National media

                                                       

Advertiser relationships

  $ 18,610       $ (6,538

)

  $ 12,072       $ 20,879       $ (7,660

)

  $ 13,219    

Customer lists

    5,230         (3,133

)

    2,097         9,120         (6,679

)

    2,441    

Other

    19,425         (6,767

)

    12,658         20,675         (7,361

)

    13,314    

Local media

                                                       

Network affiliation agreements

    229,309         (130,969

)

    98,340         229,309         (129,362

)

    99,947    

Retransmission agreements

    21,229         (4,339

)

    16,890         21,229         (3,454

)

    17,775    

Other

    1,214         (183

)

    1,031         1,212         (126

)

    1,086    

Total

  $ 295,017       $ (151,929

)

    143,088       $ 302,424       $ (154,642

)

    147,782    

Intangible assets not subject to amortization

                                                       

National media

                                                       

Internet domain names

                      7,827                           7,827    

Trademarks

                      192,089                           192,089    

Local media

                                                       

FCC licenses

                      624,684                           624,684    

Total

                      824,600                           824,600    

Intangible assets, net

                    $ 967,688                         $ 972,382    

 

 
8

 

 

Amortization expense was $4.8 million for the three months ended September 30, 2015. Annual amortization expense for intangible assets is expected to be as follows: $19.5 million in fiscal 2016, $18.0 million in fiscal 2017, $15.0 million in fiscal 2018, $12.2 million in fiscal 2019, and $11.8 million in fiscal 2020.

 

Changes in the carrying amount of goodwill were as follows: 

 

Three months ended September 30,

 

2015

   

2014

 

(In thousands)

 

National
Media

   

Local
Media

 

Total

   

National
Media

 

Local
Media

   

Total

 

Balance at beginning of period

  $ 932,471     $ 68,775       $ 1,001,246     $ 789,038       $ 51,823     $ 840,861  

Acquisitions

    (2,986

)

            (2,986

)

            (867

)

    (867

)

Balance at end of period

  $ 929,485     $ 68,775       $ 998,260     $ 789,038       $ 50,956     $ 839,994  

  

6. Restructuring Accrual

 

During the first quarter of fiscal 2016, management committed to a performance improvement plan that included selected workforce reductions. In connection with this plan, the Company recorded pre-tax restructuring charges totaling $3.4 million for severance and related benefit costs related to the involuntary termination of employees. The majority of severance costs are being paid out over a twelve-month period. The plan affected approximately 45 employees. The Company also recorded $1.1 million in reversals of excess restructuring reserves accrued in prior fiscal years. The restructuring charge and credit for the reversal of excess restructuring reserves are recorded in the selling, general, and administrative line in the Condensed Consolidated Statements of Earnings.

 

Details of changes in the Company's restructuring accrual are as follows: 

 

Three months ended September 30,

 

2015

   

2014

 

(In thousands)

               

Balance at beginning of period

  $ 15,731     $ 13,545  

Severance accruals

    3,366        

Cash payments

    (3,705

)

    (4,986

)

Reversal of excess accrual

    (1,070

)

     

Balance at end of period

  $ 14,322     $ 8,559  

 

 
9

 

  

7. Long-term Debt

 

Long-term debt consists of the following: 

 

(In thousands)

 

September 30,

2015

   

June 30,
2015

 

Variable-rate credit facilities

               

Asset-backed bank facility of $100 million, due 10/21/2017

  $ 80,000     $ 80,000  

Revolving credit facility of $200 million, due 3/27/2019

    105,000       77,500  

Term loan due 3/27/2019

    234,375       237,500  
                 

Private placement notes

               

3.04% senior notes, due 3/1/2016

    50,000       50,000  

3.04% senior notes, due 3/1/2017

    50,000       50,000  

3.04% senior notes, due 3/1/2018

    50,000       50,000  

Floating rate senior notes, due 12/19/2022

    100,000       100,000  

Floating rate senior notes, due 2/28/2024

    150,000       150,000  

Total long-term debt

    819,375       795,000  

Current portion of long-term debt

    (65,625

)

    (62,500

)

Long-term debt

  $ 753,750     $ 732,500  

  

In connection with the asset-backed bank facility, Meredith entered into a revolving agreement to sell all of its rights, title, and interest in the majority of its accounts receivable related to advertising and miscellaneous revenues to Meredith Funding Corporation, a special-purpose entity established to purchase accounts receivable from Meredith. At September 30, 2015, $175.2 million of accounts receivable net of reserves was outstanding under the agreement. Meredith Funding Corporation in turn may sell receivable interests to a major national bank. In consideration of the sale, Meredith receives cash and a subordinated note, bearing interest at the prime rate, 3.25 percent at September 30, 2015, from Meredith Funding Corporation. The agreement is structured as a true sale under which the creditors of Meredith Funding Corporation will be entitled to be satisfied out of the assets of Meredith Funding Corporation prior to any value being returned to Meredith or its creditors. The accounts of Meredith Funding Corporation are fully consolidated in Meredith's condensed consolidated financial statements.

 

In October 2015, we renewed our asset-backed bank facility for an additional two-year period on terms substantially similar to those previously in place. The renewed facility will expire in October 2017.

 

The Company holds interest rate swap agreements to hedge variable interest rate risk on the $250.0 million floating-rate senior notes and on $50.0 million of the term loan. The expiration of the swaps is as follows: $50.0 million in August 2018, $100.0 million in March 2019, and $150.0 million in August 2019. Under the swaps the Company will pay fixed rates of interest (1.36 percent on the swap maturing in August 2018, 1.53 percent on the swap maturing in March 2019, and 1.76 percent on the swaps maturing in August 2019) and receive variable rates of interest based on the one to three-month London Interbank Offered Rate (LIBOR) (0.22 percent on the swap maturing in August 2018, 0.33 percent on the swap maturing in March 2019, and 0.33 percent on the swaps maturing in August 2019 as of September 30, 2015) on the $300.0 million notional amount of indebtedness. The swaps are designated as cash flow hedges. The Company evaluates the effectiveness of the hedging relationships on an ongoing basis by recalculating changes in fair value of the derivatives and related hedged items independently.

 

 
10

 

 

Unrealized gains or losses on cash flow hedges are recorded in other comprehensive gain (loss) to the extent the cash flow hedges are effective. The amount of the swap that offsets the effects of interest rate changes on the related debt is subsequently reclassified into interest expense. Any ineffective portions on cash flow hedges are recorded in interest expense. No material ineffectiveness existed at September 30, 2015.

 

The fair value of the interest rate swap agreements is the estimated amount the Company would pay or receive to terminate the swap agreements. At September 30, 2015, the swaps had a fair value of $5.8 million liability. The Company is exposed to credit-related losses in the event of nonperformance by counterparties to the swap agreements. This exposure is managed through diversification and the monitoring of the creditworthiness of the counterparties. There was no potential loss that the Company would incur on the interest rate swaps if the counterparties were to fail to meet their obligations under the agreements at September 30, 2015. Given the strong creditworthiness of the counterparties, management does not expect any of them to fail to meet their obligations. Additionally, the concentration of risk with any individual counterparty is not considered significant at September 30, 2015. 

 

8. Pension and Postretirement Benefit Plans

 

The following table presents the components of net periodic benefit costs: 

 

Three months ended September 30,

 

2015

   

2014

 

(In thousands)

               

Pension benefits

               

Service cost

  $ 2,977     $ 3,043  

Interest cost

    1,469       1,396  

Expected return on plan assets

    (2,746

)

    (2,759

)

Prior service cost amortization

    49       56  

Actuarial loss amortization

    157       169  

Net periodic benefit costs

  $ 1,906     $ 1,905  
                 

Postretirement benefits

               

Service cost

  $ 25     $ 29  

Interest cost

    96       102  

Prior service cost amortization

    (107

)

    (108

)

Actuarial gain amortization

    (169

)

    (108

)

Net periodic benefit credit

  $ (155

)

  $ (85

)

  

The amortization of amounts related to unrecognized prior service costs and net actuarial loss were reclassified out of other comprehensive income as components of net periodic benefit costs.

 

 
11

 

 

9. Earnings per Share

 

The following table presents the calculations of earnings per share: 

 

Three months ended September 30,

 

2015

 

2014

(In thousands except per share data)

                   

Net earnings

  $ 11,029       $ 29,365    

Basic average shares outstanding

    44,612         44,459    

Dilutive effect of stock options and equivalents

    754         698    

Diluted average shares outstanding

    45,366         45,157    

Earnings per share

                   

Basic earnings per share

  $ 0.25       $ 0.66    

Diluted earnings per share

    0.24         0.65    

  

For the three months ended September 30, 2015 and 2014, antidilutive options excluded from the above calculations totaled 1.2 million (with a weighted average exercise price of $49.47) and 1.7 million (with a weighted average exercise price of $50.06), respectively. 

 

10. Fair Value Measurements

 

We have estimated the fair value of our financial instruments using available market information and valuation methodologies we believe to be appropriate for these purposes. Considerable judgment and a high degree of subjectivity are involved in developing these estimates and, accordingly, they are not necessarily indicative of amounts that we would realize upon disposition.

 

The fair value hierarchy consists of three broad levels of inputs that may be used to measure fair value, which are described below: 

 

Level 1

Quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2

Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable;

Level 3

Assets or liabilities for which fair value is based on valuation models with significant unobservable pricing inputs and which result in the use of management estimates.

  

The following table sets forth the carrying value and the estimated fair value of the Company's financial instruments: 

 

   

September 30, 2015

   

June 30, 2015

 

(In thousands)

 

Carrying Value

   

Fair Value

   

Carrying Value

   

Fair Value

 

Broadcast rights payable

  $ 22,251     $ 21,361     $ 7,774     $ 7,490  

Long-term debt

    819,375       821,353       795,000       797,121  

 

 
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The fair value of broadcast rights payable was determined using the present value of expected future cash flows discounted at the Company's current borrowing rate with inputs included in Level 3. The fair value of long-term debt was determined using the present value of expected future cash flows using borrowing rates currently available for debt with similar terms and maturities with inputs included in Level 2.

 

The following table sets forth the assets and liabilities measured at fair value on a recurring basis: 

 

(In thousands)

 

September 30,

2015

   

June 30,

2015

 

Other assets

               

Interest rate swaps

  $     $ 1,139  

Accrued expenses and other liabilities

               

Contingent consideration

    800       800  

Interest rate swaps

    3,278       3,295  

Other noncurrent liabilities

               

Contingent consideration

    59,735       60,735  

Interest rate swaps

    2,498        

 

 

The fair value of interest rate swaps is determined based on discounted cash flows derived using market observable inputs including swap curves that are included in Level 2. The fair value of the contingent consideration is determined based on probability-weighted discounted cash flow models that include significant inputs not observable in the market and thus represent Level 3 measurements.

 

Details of changes in the fair value of Level 3 contingent consideration are as follows: 

 

Three months ended September 30,

 

2015

   

2014

(in thousands)

                 

Balance at beginning of period

  $ 61,535     $ 1,700    

Change in present value of contingent consideration (1)

    (1,000

)

       

Balance at end of period

  $ 60,535     $ 1,700    
                   

(1)    Change in present value of contingent consideration is recorded in the selling, general, and administrative expense line on the Condensed Consolidated Statements of Earnings and is comprised of changes in estimated earn out payments based on projections of performance and the amortization of the present value discount.

  

11. Financial Information about Industry Segments

 

Meredith is a diversified media company focused primarily on the home and family marketplace. On the basis of products and services, the Company has established two reportable segments: national media and local media. There have been no changes in the basis of segmentation since June 30, 2015. There are no material intersegment transactions.

 

 
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There are two principal financial measures reported to the chief executive officer for use in assessing segment performance and allocating resources. Those measures are operating profit and EBITDA. Operating profit for segment reporting, disclosed below, is revenues less operating costs excluding unallocated corporate expenses. Segment operating expenses include allocations of certain centrally incurred costs such as employee benefits, occupancy, information systems, accounting services, internal legal staff, and human resources administration. These costs are allocated based on actual usage or other appropriate methods, primarily number of employees. Unallocated corporate expenses are corporate overhead expenses not directly attributable to the operating groups. In accordance with authoritative guidance on disclosures about segments of an enterprise and related information, EBITDA is not presented below.

 

The following table presents financial information by segment: 

 

Three months ended September 30,

 

2015

   

2014

 

(In thousands)

               

Revenues

               

National media

  $ 258,199     $ 246,326  

Local media

    126,467       124,858  

Total revenues

  $ 384,666     $ 371,184  
                 

Segment profit

               

National media

  $ 22,803     $ 28,895  

Local media

    29,327       36,312  

Unallocated corporate

    (23,118

)

    (12,355

)

Income from operations

    29,012       52,852  

Interest expense, net

    (5,313

)

    (4,242

)

Earnings before income taxes

  $ 23,699     $ 48,610  
                 

Depreciation and amortization

               

National media

  $ 4,565     $ 3,625  

Local media

    9,978       8,715  

Unallocated corporate

    537       429  

Total depreciation and amortization

  $ 15,080     $ 12,769  

 

 

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