Condensed Consolidating Financial Information

9 Months Ended

Sep. 30, 2017

Condensed Financial Statements, Captions [Line Items]

Condensed Consolidating Financial Information

NOTE 18: CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

The Company is the issuer of the Notes (see Note 7) and such debt is guaranteed by the Company’s subsidiary guarantors (the “Subsidiary Guarantors”). The Subsidiary Guarantors are direct or indirect 100% owned domestic subsidiaries of the Company. The Company’s payment obligations under the Notes are jointly and severally guaranteed by the Subsidiary Guarantors, and all guarantees are full and unconditional. The subsidiaries of the Company that do not guarantee the Notes (the “Non-Guarantor Subsidiaries”) include certain direct or indirect subsidiaries of the Company.

The guarantees are subject to release under certain circumstances, including: (a) upon the sale, exchange, disposition or other transfer (including through merger, consolidation or dissolution) of the interests in such Subsidiary Guarantor, after which such Subsidiary Guarantor is no longer a restricted subsidiary of the Company, or all or substantially all the assets of such Subsidiary Guarantor, in any case, if such sale, exchange, disposition or other transfer is not prohibited by the Indenture, (b) upon the Company designating such Subsidiary Guarantor to be an unrestricted subsidiary in accordance with the Indenture, (c) in the case of any restricted subsidiary of the Company that after the issue date is required to guarantee the Notes, upon the release or discharge of the guarantee by such restricted subsidiary of any indebtedness of the Company or another Subsidiary Guarantor or the repayment of any indebtedness of the Company or another Subsidiary Guarantor, in each case, which resulted in the obligation to guarantee the Notes, (d) upon the Company’s exercise of its legal defeasance option or covenant defeasance option in accordance with the Indenture or if the Company’s obligations under the Indenture are discharged in accordance with the terms of the Indenture, (e) upon the release or discharge of direct obligations of such Subsidiary Guarantor, or the guarantee by such guarantor of the obligations, under the Senior Credit Agreement, or (f) during the period when the rating of the Notes is changed to investment grade.

On January 31, 2017, the Company completed the Gracenote Sale, as further described in Note 2. The Gracenote Sale included certain Subsidiary Guarantors as well as Non-Guarantor Subsidiaries. The results of operations of these entities are included in their respective categories through the date of sale.

In lieu of providing separate audited financial statements for the Subsidiary Guarantors, the Company has included the accompanying unaudited condensed consolidating financial statements in accordance with the requirements of Rule 3-10(f) of SEC Regulation S-X. The following unaudited Condensed Consolidating Financial Statements present the Consolidated Balance Sheets, Consolidated Statements of Operations and Comprehensive Income (Loss) and Consolidated Statements of Cash Flows of Tribune Media Company, the Subsidiary Guarantors, the Non-Guarantor Subsidiaries and the eliminations necessary to arrive at the Company’s information on a consolidated basis.

These statements are presented in accordance with the disclosure requirements under SEC Regulation S-X, Rule 3-10.

TRIBUNE MEDIA COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND

COMPREHENSIVE (LOSS) INCOME

THREE MONTHS ENDED SEPTEMBER 30, 2017
(In thousands of dollars)

	Parent (Tribune Media Company)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Tribune Media Company Consolidated
Operating Revenues	$	—		$	448,248		$	2,285		$	—		$	450,533
Programming and direct operating expenses	—			296,987			550			—			297,537
Selling, general and administrative	20,252			99,738			879			—			120,869
Depreciation and amortization	2,902			49,902			3,137			—			55,941
Gain on sales of real estate, net	—			(65		)	—			—			(65		)
Total Operating Expenses	23,154			446,562			4,566			—			474,282
Operating (Loss) Profit	(23,154		)	1,686			(2,281		)	—			(23,749		)
(Loss) income on equity investments, net	(482		)	21,540			—			—			21,058
Interest and dividend income	813			14			—			—			827
Interest expense	(40,313		)	—			(76		)	—			(40,389		)
Loss on extinguishments and modification of debt	(1,384		)	—			(51		)	—			(1,435		)
(Loss) gain on investment transactions, net	(143		)	5,810			—			—			5,667
Other non-operating items	(753		)	—			—			—			(753		)
Intercompany income (charges)	19,221			(19,179		)	(42		)	—			—
(Loss) Income from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries	(46,195		)	9,871			(2,450		)	—			(38,774		)
Income tax benefit	(15,668		)	(3,562		)	(857		)	—			(20,087		)
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes	11,840			(123		)	—			(11,717		)	—
(Loss) Income from Continuing Operations	$	(18,687	)	$	13,310		$	(1,593	)	$	(11,717	)	$	(18,687	)
(Loss) Income from Discontinued Operations, net of taxes	—			—			—			—			—
Net (Loss) Income	$	(18,687	)	$	13,310		$	(1,593	)	$	(11,717	)	$	(18,687	)
Comprehensive (Loss) Income	$	(18,062	)	$	13,374		$	(1,074	)	$	(12,300	)	$	(18,062	)

TRIBUNE MEDIA COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND

COMPREHENSIVE (LOSS) INCOME

THREE MONTHS ENDED SEPTEMBER 30, 2016
(In thousands of dollars)

	Parent (Tribune Media Company)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Tribune Media Company Consolidated
Operating Revenues	$	—		$	467,697		$	2,341		$	—		$	470,038
Programming and direct operating expenses	—			248,094			536			—			248,630
Selling, general and administrative	24,968			118,114			892			—			143,974
Depreciation and amortization	2,973			50,283			3,176			—			56,432
Gain on sales of real estate, net	—			(213,168		)	—			—			(213,168		)
Total Operating Expenses	27,941			203,323			4,604			—			235,868
Operating (Loss) Profit	(27,941		)	264,374			(2,263		)	—			234,170
(Loss) income on equity investments, net	(599		)	32,336			—			—			31,737
Interest and dividend income	464			12			—			—			476
Interest expense	(38,102		)	—			(194		)	—			(38,296		)
Other non-operating items	(377		)	—			—			—			(377		)
Intercompany income (charges)	22,341			(22,283		)	(58		)	—			—
(Loss) Income from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries	(44,214		)	274,439			(2,515		)	—			227,710
Income tax (benefit) expense	(19,002		)	94,496			(1,623		)	—			73,871
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes	179,051			367			—			(179,418		)	—
Income (Loss) from Continuing Operations	$	153,839		$	180,310		$	(892	)	$	(179,418	)	$	153,839
(Loss) Income from Discontinued Operations, net of taxes	(8,074		)	(5,540		)	(3,319		)	8,859			(8,074		)
Net Income (Loss)	$	145,765		$	174,770		$	(4,211	)	$	(170,559	)	$	145,765
Comprehensive Income (Loss)	$	148,449		$	174,425		$	(1,916	)	$	(172,509	)	$	148,449

TRIBUNE MEDIA COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND

COMPREHENSIVE (LOSS) INCOME

NINE MONTHS ENDED SEPTEMBER 30, 2017
(In thousands of dollars)

	Parent (Tribune Media Company)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Tribune Media Company Consolidated
Operating Revenues	$	—		$	1,352,933		$	7,027		$	—	$	1,359,960
Programming and direct operating expenses	—			785,816			5,798			—		791,614
Selling, general and administrative	83,077			336,931			2,596			—		422,604
Depreciation and amortization	8,788			148,591			9,383			—		166,762
Gain on sales of real estate, net	—			(365		)	—			—		(365		)
Total Operating Expenses	91,865			1,270,973			17,777			—		1,380,615
Operating (Loss) Profit	(91,865		)	81,960			(10,750		)	—		(20,655		)
(Loss) income on equity investments, net	(1,521		)	100,377			—			—		98,856
Interest and dividend income	1,829			51			—			—		1,880
Interest expense	(118,929		)	—			(403		)	—		(119,332		)
Loss on extinguishments and modification of debt	(20,436		)	—			(51		)	—		(20,487		)
Gain on investment transactions, net	4,807			5,810			—			—		10,617
Write-downs of investment	—			(180,800		)	—			—		(180,800		)
Other non-operating items	(1,407		)	—			—			—		(1,407		)
Intercompany income (charges)	66,907			(66,756		)	(151		)	—		—
Loss from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries	(160,615		)	(59,358		)	(11,355		)	—		(231,328		)
Income tax benefit	(56,260		)	(21,035		)	(4,311		)	—		(81,606		)
(Deficit) equity in earnings of consolidated subsidiaries, net of taxes	(45,367		)	(2,797		)	—			48,164		—
(Loss) Income from Continuing Operations	$	(149,722	)	$	(41,120	)	$	(7,044	)	$	48,164	$	(149,722	)
Income (Loss) from Discontinued Operations, net of taxes	15,039			(1,904		)	807			1,097		15,039
Net (Loss) Income	$	(134,683	)	$	(43,024	)	$	(6,237	)	$	49,261	$	(134,683	)
Comprehensive (Loss) Income	$	(124,148	)	$	(37,036	)	$	6,653		$	30,383	$	(124,148	)

TRIBUNE MEDIA COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND

COMPREHENSIVE (LOSS) INCOME

NINE MONTHS ENDED SEPTEMBER 30, 2016
(In thousands of dollars)

	Parent (Tribune Media Company)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Tribune Media Company Consolidated
Operating Revenues	$	—		$	1,411,158		$	7,148		$	—		$	1,418,306
Programming and direct operating expenses	—			686,994			2,701			—			689,695
Selling, general and administrative	74,378			375,352			2,556			—			452,286
Depreciation and amortization	8,310			150,800			9,566			—			168,676
Gain on sales of real estate, net	—			(212,719		)	—			—			(212,719		)
Total Operating Expenses	82,688			1,000,427			14,823			—			1,097,938
Operating (Loss) Profit	(82,688		)	410,731			(7,675		)	—			320,368
(Loss) income on equity investments, net	(1,997		)	116,292			—			—			114,295
Interest and dividend income	772			64			—			—			836
Interest expense	(113,864		)	—			(644		)	—			(114,508		)
Other non-operating items	(756		)	—			—			—			(756		)
Intercompany income (charges)	66,322			(66,152		)	(170		)	—			—
(Loss) Income from Continuing Operations Before Income Taxes and Earnings (Losses) from Consolidated Subsidiaries	(132,211		)	460,935			(8,489		)	—			320,235
Income tax expense	22,057			179,173			102,692			—			303,922
Equity (deficit) in earnings of consolidated subsidiaries, net of taxes	170,581			(959		)	—			(169,622		)	—
Income (Loss) from Continuing Operations	$	16,313		$	280,803		$	(111,181	)	$	(169,622	)	$	16,313
(Loss) Income from Discontinued Operations, net of taxes	(21,018		)	(16,960		)	(2,367		)	19,327			(21,018		)
Net (Loss) Income	$	(4,705	)	$	263,843		$	(113,548	)	$	(150,295	)	$	(4,705	)
Comprehensive Income (Loss)	$	2,427		$	261,800		$	(109,688	)	$	(152,112	)	$	2,427

TRIBUNE MEDIA COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEETS

AS OF SEPTEMBER 30, 2017
(In thousands of dollars)

	Parent (Tribune Media Company)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Tribune Media Company Consolidated
Assets
Current Assets
Cash and cash equivalents	$	598,258		$	1,806		$	2,675		$	—		$	602,739
Restricted cash and cash equivalents	17,566			—			—			—			17,566
Accounts receivable, net	291			390,181			—			—			390,472
Broadcast rights	—			145,582			3,394			—			148,976
Income taxes receivable	—			14,994			—			—			14,994
Prepaid expenses	10,950			11,458			209			—			22,617
Other	6,761			1,916			—			—			8,677
Total current assets	633,826			565,937			6,278			—			1,206,041
Properties
Property, plant and equipment	58,856			484,122			111,894			—			654,872
Accumulated depreciation	(30,252		)	(187,101		)	(6,953		)	—			(224,306		)
Net properties	28,604			297,021			104,941			—			430,566
Investments in subsidiaries	9,989,160			56,136			—			(10,045,296		)	—
Other Assets
Broadcast rights	—			144,152			151			—			144,303
Goodwill	—			3,220,300			8,569			—			3,228,869
Other intangible assets, net	—			1,573,824			81,643			—			1,655,467
Assets held for sale	—			93,188			—			—			93,188
Investments	11,540			1,245,227			17,090			—			1,273,857
Intercompany receivables	2,443,253			6,419,210			362,170			(9,224,633		)	—
Other	124,739			137,998			372			(121,319		)	141,790
Total other assets	2,579,532			12,833,899			469,995			(9,345,952		)	6,537,474
Total Assets	$	13,231,122		$	13,752,993		$	581,214		$	(19,391,248	)	$	8,174,081

TRIBUNE MEDIA COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEETS

AS OF SEPTEMBER 30, 2017
(In thousands of dollars)

	Parent (Tribune Media Company)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Tribune Media Company Consolidated
Liabilities and Shareholders’ Equity (Deficit)
Current Liabilities
Accounts payable	$	22,537		$	18,511		$	1,167		$	—		$	42,215
Debt due within one year	—			—			—			—			—
Income taxes payable	—			71,741			—			—			71,741
Contracts payable for broadcast rights	—			269,632			3,544			—			273,176
Deferred revenue	—			12,072			493			—			12,565
Interest payable	14,095			—			—			—			14,095
Other	49,059			223,532			425			—			273,016
Total current liabilities	85,691			595,488			5,629			—			686,808
Non-Current Liabilities
Long-term debt	2,917,454			—			—			—			2,917,454
Deferred income taxes	—			736,506			143,980			(121,319		)	759,167
Contracts payable for broadcast rights	—			326,455			199			—			326,654
Intercompany payables	6,892,059			2,067,198			265,376			(9,224,633		)	—
Other	453,776			120,533			20,312			—			594,621
Total non-current liabilities	10,263,289			3,250,692			429,867			(9,345,952		)	4,597,896
Total liabilities	10,348,980			3,846,180			435,496			(9,345,952		)	5,284,704
Shareholders’ Equity (Deficit)
Common stock	101			—			—			—			101
Treasury stock	(632,194		)	—			—			—			(632,194		)
Additional paid-in-capital	4,028,524			9,039,884			202,761			(9,242,645		)	4,028,524
Retained (deficit) earnings	(443,042		)	869,641			(64,774		)	(804,867		)	(443,042		)
Accumulated other comprehensive (loss) income	(71,247		)	(2,712		)	496			2,216			(71,247		)
Total Tribune Media Company shareholders’ equity (deficit)	2,882,142			9,906,813			138,483			(10,045,296		)	2,882,142
Noncontrolling interests	—			—			7,235			—			7,235
Total shareholders’ equity (deficit)	2,882,142			9,906,813			145,718			(10,045,296		)	2,889,377
Total Liabilities and Shareholders’ Equity (Deficit)	$	13,231,122		$	13,752,993		$	581,214		$	(19,391,248	)	$	8,174,081

TRIBUNE MEDIA COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEETS

AS OF DECEMBER 31, 2016
(In thousands of dollars)

	Parent (Tribune Media Company)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Tribune Media Company Consolidated
Assets
Current Assets
Cash and cash equivalents	$	574,638		$	720		$	2,300		$	—		$	577,658
Restricted cash and cash equivalents	17,566			—			—			—			17,566
Accounts receivable, net	198			428,254			660			—			429,112
Broadcast rights	—			155,266			2,551			—			157,817
Income taxes receivable	—			9,056			—			—			9,056
Current assets of discontinued operations	—			37,300			25,305			—			62,605
Prepaid expenses	11,640			24,074			148			—			35,862
Other	4,894			1,729			1			—			6,624
Total current assets	608,936			656,399			30,965			—			1,296,300
Properties
Property, plant and equipment	55,529			547,601			107,938			—			711,068
Accumulated depreciation	(21,635		)	(159,472		)	(6,041		)	—			(187,148		)
Net properties	33,894			388,129			101,897			—			523,920
Investments in subsidiaries	10,502,544			106,486			—			(10,609,030		)	—
Other Assets
Broadcast rights	—			153,374			83			—			153,457
Goodwill	—			3,220,300			7,630			—			3,227,930
Other intangible assets, net	—			1,729,829			89,305			—			1,819,134
Non-current assets of discontinued operations	—			514,200			93,953			—			608,153
Assets held for sale	—			17,176			—			—			17,176
Investments	19,079			1,637,909			17,895			—			1,674,883
Intercompany receivables	2,326,261			5,547,542			358,834			(8,232,637		)	—
Intercompany loan receivable	27,000			—			—			(27,000		)	—
Other	51,479			75,191			2,707			(49,279		)	80,098
Total other assets	2,423,819			12,895,521			570,407			(8,308,916		)	7,580,831
Total Assets	$	13,569,193		$	14,046,535		$	703,269		$	(18,917,946	)	$	9,401,051

TRIBUNE MEDIA COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING BALANCE SHEETS

AS OF DECEMBER 31, 2016
(In thousands of dollars)

	Parent (Tribune Media Company)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Tribune Media Company Consolidated
Liabilities and Shareholders’ Equity (Deficit)
Current Liabilities
Accounts payable	$	29,827		$	29,703		$	1,023		$	—		$	60,553
Debt due within one year	15,921			—			4,003			—			19,924
Income taxes payable	—			21,130			36			—			21,166
Contracts payable for broadcast rights	—			238,497			2,758			—			241,255
Deferred revenue	—			13,593			97			—			13,690
Interest payable	30,301			—			4			—			30,305
Current liabilities of discontinued operations	—			44,763			9,521			—			54,284
Other	38,867			70,589			220			—			109,676
Total current liabilities	114,916			418,275			17,662			—			550,853
Non-Current Liabilities
Long-term debt	3,380,860			—			10,767			—			3,391,627
Intercompany loan payable	—			27,000			—			(27,000		)	—
Deferred income taxes	—			871,923			161,604			(49,279		)	984,248
Contracts payable for broadcast rights	—			314,755			85			—			314,840
Intercompany payables	6,065,424			1,912,259			254,954			(8,232,637		)	—
Other	468,227			50,239			20			—			518,486
Non-current liabilities of discontinued operations	—			86,517			8,797			—			95,314
Total non-current liabilities	9,914,511			3,262,693			436,227			(8,308,916		)	5,304,515
Total Liabilities	10,029,427			3,680,968			453,889			(8,308,916		)	5,855,368
Shareholders’ Equity (Deficit)
Common stock	100			—			—			—			100
Treasury stock	(632,207		)	—			—			—			(632,207		)
Additional paid-in-capital	4,561,760			9,486,179			289,818			(9,775,997		)	4,561,760
Retained (deficit) earnings	(308,105		)	888,088			(33,961		)	(854,127		)	(308,105		)
Accumulated other comprehensive (loss) income	(81,782		)	(8,700		)	(12,394		)	21,094			(81,782		)
Total Tribune Media Company shareholders’ equity (deficit)	3,539,766			10,365,567			243,463			(10,609,030		)	3,539,766
Noncontrolling interests	—			—			5,917			—			5,917
Total shareholders’ equity (deficit)	3,539,766			10,365,567			249,380			(10,609,030		)	3,545,683
Total Liabilities and Shareholders’ Equity (Deficit)	$	13,569,193		$	14,046,535		$	703,269		$	(18,917,946	)	$	9,401,051

TRIBUNE MEDIA COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(In thousands of dollars)

	Parent (Tribune Media Company)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Tribune Media Company Consolidated
Net cash (used in) provided by operating activities	$	(184,784	)	$	346,685		$	9,510		$	—	$	171,411
Investing Activities
Capital expenditures	(3,812		)	(33,645		)	(3,966		)	—		(41,423		)
Investments	—			(25		)	—			—		(25		)
Net proceeds from the sale of business	574,817			(5,249		)	(11,775		)	—		557,793
Proceeds from FCC spectrum auction	—			172,102			—			—		172,102
Sale of partial interest of equity method investment	—			142,552			—			—		142,552
Proceeds from sales of real estate and other assets	—			61,240			—			—		61,240
Proceeds from the sale of investments	5,769			—			—			—		5,769
Distributions from equity investments	—			4,608			—			—		4,608
Distribution from cost investment	—			—			805			—		805
Net cash provided by (used in) investing activities	576,774			341,583			(14,936		)	—		903,421
Financing Activities
Long-term borrowings	202,694			—			—			—		202,694
Repayments of long-term debt	(688,708		)	—			(14,819		)	—		(703,527		)
Long-term debt issuance costs	(1,689		)	—			—			—		(1,689		)
Payments of dividends	(564,499		)	—			—			—		(564,499		)
Tax withholdings related to net share settlements of share-based awards	(8,030		)	—			—			—		(8,030		)
Proceeds from stock option exercises	11,231			—			—			—		11,231
Contributions from noncontrolling interests	—			—			1,318			—		1,318
Change in intercompany receivables and payables and intercompany contributions (1)	680,631			(690,989		)	10,358			—		—
Net cash used in financing activities	(368,370		)	(690,989		)	(3,143		)	—		(1,062,502		)
Net Increase (Decrease) in Cash and Cash Equivalents	23,620			(2,721		)	(8,569		)	—		12,330
Cash and cash equivalents, beginning of year	574,638			4,527			11,244			—		590,409
Cash and cash equivalents, end of year	$	598,258		$	1,806		$	2,675		$	—	$	602,739

(1) Excludes the impact of a $54 million non-cash settlement of intercompany balances upon the sale of certain Guarantor and Non-Guarantor subsidiaries included in the Gracenote Sale.

TRIBUNE MEDIA COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016

(In thousands of dollars)

	Parent (Tribune Media Company)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Tribune Media Company Consolidated
Net cash (used in) provided by operating activities	$	(73,507	)	$	364,608		$	(104,561	)	$	—		$	186,540
Investing Activities
Capital expenditures	(9,433		)	(46,419		)	(6,003		)	—			(61,855		)
Investments	(850		)	(101		)	(2,500		)	—			(3,451		)
Proceeds from sales of real estate and other assets	—			506,369			681			—			507,050
Transfers from restricted cash	—			297			—			—			297
Intercompany dividend	3,326			—			—			(3,326		)	—
Net cash (used in) provided by investing activities	(6,957		)	460,146			(7,822		)	(3,326		)	442,041
Financing Activities
Repayments of long-term debt	(17,844		)	—			(3,037		)	—			(20,881		)
Long-term debt issuance costs	(784		)	—			—			—			(784		)
Payments of dividends	(68,684		)	—			—			—			(68,684		)
Tax withholdings related to net share settlements of share-based awards	(4,540		)	—			—			—			(4,540		)
Common stock repurchases	(149,147		)	—			—			—			(149,147		)
Contributions from noncontrolling interests	—			—			145			—			145
Settlements of contingent consideration	—			(750		)	(2,886		)	—			(3,636		)
Intercompany dividend	—			(3,326		)	—			3,326			—
Change in intercompany receivables and payables (1)	706,331			(823,087		)	116,756			—			—
Net cash provided by (used in) financing activities	465,332			(827,163		)	110,978			3,326			(247,527		)
Net Increase (Decrease) in Cash and Cash Equivalents	384,868			(2,409		)	(1,405		)	—			381,054
Cash and cash equivalents, beginning of year	235,508			13,054			14,082			—			262,644
Cash and cash equivalents, end of year	$	620,376		$	10,645		$	12,677		$	—		$	643,698

(1) Excludes the impact of a $56 million non-cash settlement of intercompany balances upon dissolution of certain Guarantor subsidiaries.