TelevisaUnivision Announces Second Quarter 2022 Results

NEW YORK--(BUSINESS WIRE)--TelevisaUnivision, the world's leading Spanish-language media and content company, today announced financial results for the second quarter ended June 30, 2022.

“Double digit revenue growth in the second quarter caps off a stellar first half of 2022. The second quarter saw a historic quarter of ad sales growth in Mexico and a U.S. Upfront that grew mid-teens to the highest volume we have had in seven years. In the U.S., I’m thrilled to see advertisers demonstrating their commitment to support and grow with U.S. Hispanic audiences,” said Wade Davis, CEO of TelevisaUnivision. “This growth allowed us to fund the launch of both ViX and ViX+ in the first half of 2022 without any material decline in EBITDA. The fact that the growth of our core business can fund our investments in streaming highlights the power of our unique assets and the quality and focus of our execution. With our full streaming service launched, we are poised to supercharge the already impressive growth of our core business with the massive global Spanish language streaming opportunity. We are just getting started on executing on our vision and I am excited about what’s ahead for TelevisaUnivision.”

Unless stated otherwise, all comparisons are quarterly, pro forma ¹, relative to the prior year.

Financial and operational highlights ²

• The 2022/2023 U.S. Upfront closed with the highest volume growth in seven years, and the second consecutive year of CPM growth
• U.S. market share of Spanish language primetime expanded 40bps to 63.2%, while total television primetime viewing share rose 20bps to 7.0%
• Mexico broadcast channels grew their weekday market share by 250bps
• Pro forma revenue grew 11% in the second quarter and 11% in the first half of 2022
• Pro forma adjusted OIBDA declined 8% in the second quarter, and 1% in the first half of 2022, as the company’s streaming investments ramped up
• A $1.5B refinance transaction in June extended the company’s maturity profile, while eliminating its highest-cost tranche of debt
• The company ended the quarter with $684 million in cash on its balance sheet, up from $529 million at the end of the prior quarter
• The VIX+ subscription streaming service launched on July 21, creating the most comprehensive Spanish-language streaming service in the world

Discussion of financial and operational results

The "As Reported" numbers in the tables below include only legacy Univision through January 31, 2022, and include the combined Univision and Televisa content businesses for February 1 through June 30, 2022. In 2021, "As Reported" numbers only include Univision results. The "Pro Forma" numbers are adjusted to include the Televisa content business for all of 2021 and January of 2022.

The Company has decided that for comparable purposes, all explanations will be made on a pro forma basis.

Six Months Ended June 30, 2022 (Unaudited, in millions)
	US					Mexico					Total pro forma					Total, as reported
	2Q 22		2Q 21		Change	2Q 22		2Q 21		Change	2Q 22		2Q 21		Change	2Q 22		2Q 21		Change
Advertising	$	839.5	$	749.6	12%	$	397.8	$	359.1	11%	$	1,237.3	$	1,108.7	12%	$	1,190.9	$	749.6	59%
Subscription & Licensing		606.3		538.3	13%		197.9		179.5	10%		804.2		717.8	12%		772.8		538.3	44%
Other		15.1		46.0	(67%)		44.3		15.8	180%		59.4		61.8	(4%)		57.2		46.0	24%
Total Revenue	$	1,460.9	$	1,333.9	10%	$	640.0	$	554.4	15%		2,100.9		1,888.3	11%		2,020.9		1,333.9	52%
Total Op Ex												1,332.0		1,109.0	20%		1,281.4		813.0	58%
Adjusted OIBDA ^3											$	768.9	$	779.3	(1%)	$	739.5	$	520.9	42%

Three Months Ended June 30, 2022 (Unaudited, in millions)
	US					Mexico					Total pro forma					Total, as reported
	2Q 22		2Q 21		Change	2Q 22		2Q 21		Change	2Q 22		2Q 21		Change	2Q 22		2Q 21		Change
Advertising	$	447.7	$	407.2	10%	$	220.9	$	193.0	14%	$	668.6	$	600.2	11%	$	668.6	$	407.2	64%
Subscription & Licensing		296.7		269.2	10%		100.8		91.8	10%		397.5		361.0	10%		397.4		269.2	48%
Other		3.1		23.8	(87%)		27.0		6.3	329%		30.2		30.0	1%		30.2		23.7	27%
Total Revenue	$	747.5	$	700.2	7%	$	348.7	$	291.1	20%		1,096.2		991.2	11%		1,096.2		700.1	57%
Total Op Ex												722.9		584.8	24%		722.9		431.3	68%
Adjusted OIBDA ^3											$	373.3	$	406.4	(8)%	$	373.3	$	268.8	39%

Revenue

Consolidated revenue grew 11% to $1.1B. Advertising revenue increased 11% driven by strong Upfronts in both the U.S. and Mexico, market share increases, and growth in both linear and streaming.

In the U.S., advertising revenue increased 10%. The company continued to benefit from the 2021/2022 broadcast Upfront which produced volume and price growth among the highest in its history. The quarter also reflected strong growth in demand for Advanced Marketing Solutions, where revenue grew 66%. The company’s U.S. networks’ share of Spanish language primetime viewing rose 40bps to 63.2% while its share of total television primetime viewing also rose 20bps to 7.0%.

In Mexico, advertising revenue increased 14%. The record setting 2022 Upfront produced strong client demand, with seven of the top 10 advertising categories growing their spend during the quarter. Additionally, the quarter reflected a 250bps increase in the Mexico broadcast channels’ weekday market share.

Subscription and Licensing revenue increased 10% in total, and 10% in each of the U.S. and Mexico. The increase was primarily due to revenue growth from virtual MVPDs, following carriage at YouTube TV which began in Q3 2021. In addition, the Company benefitted from the Reorganization⁴ that took place in May 2021.

Expenses and profitability

Total operating expenses grew 24% to $723 million. The increase primarily reflects investments in streaming, following the launch of the ViX AVOD service on March 31, and ahead of the ViX+ SVOD service launch on July 21. Adjusted OIBDA decreased 8%.

Cash flow and balance sheet

Cash flows provided by operating activities were $186.7 million for the first half of 2022, compared to $209 million for the same period a year ago. Investing activities included capital expenditures of $51.8 million compared to $15.0 million for the same prior period a year ago.

The Company refinanced approximately $1.5 billion of debt, leading to an extended maturity profile and greater portion of interest expense that is effectively fixed rate. The company’s leverage ratio, or net debt to EBITDA, was unchanged from the prior quarter-end at 5.5X. Cash on hand ended the quarter at $684 million, with incremental liquidity through available credit lines.

TelevisaUnivision Combination

On January 31, 2022, Grupo Televisa, S.A.B ("Televisa"; NYSE:TV; BMV:TLEVISA CPO) and Univision Holdings II, Inc. ("UH Holdco") (together with its wholly owned subsidiary, Univision Communications Inc., "Univision") announced the completion of the transaction between Televisa’s media content and production assets and Univision. The new company, which is named TelevisaUnivision, Inc. (the "Company" or "TelevisaUnivision"), creates the word’s leading Spanish-language media and content company. TelevisaUnivision will produce and deliver premium content for its own platforms and for others, while also providing innovative solutions for advertisers and distributors globally.

Reorganization Transaction

On March 12, 2021, Univision Holdings, Inc ("UHI") entered into a reorganization agreement, which closed on May 18, 2021, pursuant to which, among other things, UH Holdco (formally known as Searchlight III, UTD, L.P. "Searchlight") became the 100% owner of the issued and outstanding capital stock of UHI through a series of transactions (the "Reorganization"). Prior to the Reorganization, UH Holdco held a non-controlling interest in UHI. Upon consummation of the Reorganization, the existing Searchlight entity was converted into a Delaware corporation and re-named Univision Holdings II, Inc. As a result of the Reorganization, a new basis of accounting was established at May 18, 2021 (the "Reorganization Date"), which resulted in the remeasurement of the Company’s assets obtained and liabilities assumed to fair value as of such date. The periods prior to the reorganization date are identified as "Predecessor" and the period after the reorganization date is identified as "Successor".

Conference call

TelevisaUnivision will conduct a conference call to discuss its second quarter financial results at 11:00 a.m. Eastern Time / 8:00 a.m. Pacific Time on Tuesday, July 26, 2022. The call will be available via webcast at investors.univision.net or by dialing [phone] (within U.S.) or [phone] (outside U.S.)

About TelevisaUnivision, Inc.

As the leading Spanish-language media and content company in the world, TelevisaUnivision features the largest library of owned content and industry-leading production capabilities that power its streaming, digital and linear television offerings, as well as its radio platforms. The Company’s media portfolio includes the top-rated broadcast networks Univision and UniMás in the U.S. and Las Estrellas and Canal 5 in Mexico. TelevisaUnivision is home to 36 Spanish-language cable networks, including Galavisión and TUDN, the No. 1 Spanish-language sports network in the U.S. and Mexico. With the most compelling portfolio of Spanish-language sports rights in the world, TelevisaUnivision has solidified its position as the Home of Soccer. TelevisaUnivision also owns and manages 59 television stations across the U.S. and four broadcast channels in Mexico affiliated with 222 television stations, Videocine studio, and Uforia, the Home of Latin Music, which encompasses 57 owned or operated U.S. radio stations, a live event series and a robust digital audio footprint. TelevisaUnivision is home to the global streaming services ViX and Blim TV, which altogether host over 50,000 hours of high-quality, original Spanish-language programming from distinguished producers and top talent. The company’s prominent digital assets include Univision.com, Univision NOW, and several top-rated digital apps. For more information, visit televisaunivision.com.

Forward-Looking Statements / Safe Harbor

Certain statements contained within this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases you can identify forward looking statements by terms such as “anticipate,” “plan,” “may,” “intend,” “will,” “expect,” “believe,” “optimistic” or the negative of these terms, and similar expressions intended to identify forward-looking statements.

These forward-looking statements reflect our current views with respect to future events and are based on assumptions and are subject to risks and uncertainties. Also, these forward-looking statements present our estimates and assumptions only as of the date of this press release. We undertake no obligation to modify or revise any forward-looking statements to reflect events or circumstances occurring after the date that the forward-looking statement was made.

Factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include: risks and uncertainties related to, and disruptions to the Company’s business and operations caused by, the ongoing integration of the Televisa content business following the closing of the TelevisaUnivision Business Combination risks and uncertainties with respect to our ability to execute our growth strategy; risks and uncertainties as to the evolving and uncertain nature of the COVID-19 pandemic and its impact on the Company, the media industry, and the economy in general, including interference with, or increased cost of, the Company’s or its partners’ production and programming, changes in advertising revenue, suspension of sporting and other live events, and disruptions to the Company’s operations; and other factors as described under “Forward-Looking Statements” in the Company’s Reporting Package. Actual results may differ materially due to these risks and uncertainties. The Company assumes no obligation to update forward-looking information contained in this press release.

UNIVISION COMMUNICATIONS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited and in thousands)
	Three Months Ended June 30, 2022		Period from May 18, 2021 through June 30, 2021		Period from April 1, 2021 through May 17, 2021
	(Successor) ^4		(Successor) ^4		(Predecessor) ^4
Revenue	$	1,096,200	$	357,000	$	343,200
Direct operating expenses		459,000		128,900		136,300
Selling, general and administrative expenses		337,900		86,000		85,600
Impairment loss		-		-		68,400
Restructuring, severance and related charges		31,100		9,300		3,600
Depreciation and amortization		134,200		38,200		17,900
(Gain) loss on dispositions		(300)		-		200
Operating income		134,300		94,600		31,200
Other expense (income):
Interest expense		124,800		49,500		57,000
Interest income		(2,800)		(100)		-
Amortization of deferred financing costs		3,000		300		2,100
Gain on extinguishment of debt		(5,300)		-		-
Acquisition related costs and other, net		23,300		(21,700)		1,500
(Loss) income before income taxes		(8,700)		66,600		(29,400)
(Benefit) provision for income taxes		(1,200)		12,200		(11,600)
Net (loss) income	$	(7,500)	$	54,400	$	(17,800)

	Six Months Ended June 30, 2022		Period from May 18, 2021 through June 30, 2021		Period from January 1, 2021 through May 17, 2021
	(Successor) ^4		(Successor) ^4		(Predecessor) ^4
Revenue	$	2,020,900	$	357,000	$	976,900
Direct operating expenses		801,800		128,900		377,000
Selling, general and administrative expenses		585,800		86,000		230,300
Impairment loss		-		-		92,900
Restructuring, severance and related charges		44,800		9,300		7,600
Depreciation and amortization		249,100		38,200		52,900
(Gain) loss on dispositions		(12,200)		-		500
Operating income		351,600		94,600		215,700
Other expense (income):
Interest expense		239,600		49,500		167,400
Interest income		(3,300)		(100)		-
Amortization of deferred financing costs		5,400		300		6,200
Gain on extinguishment of debt		(5,300)		-		-
Acquisition related costs and other, net		67,700		(21,700)		(12,000)
Income before income taxes		47,500		66,600		54,100
Provision for income taxes		19,000		12,200		5,900
Net income	$	28,500	$	54,400	$	48,200

UNIVISION COMMUNICATIONS INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands, except share and per-share data)
	June 30, 2022		December 31, 2021
ASSETS	(Unaudited)
Current assets:
Cash and cash equivalents	$	684,400	$	647,000
Restricted cash		-		1,071,300
Accounts receivable, less allowance for doubtful accounts of $3,500 in 2022 and $4,400 in 2021		982,200		669,000
Program rights and prepayments		622,800		91,800
Deferred tax assets		309,700		-
Income taxes		116,100		1,900
Prepaid expenses and other		317,900		96,400
Total current assets		3,033,100		2,577,400
Property and equipment, net		948,600		466,300
Intangible assets, net		6,725,900		5,194,100
Goodwill		7,499,400		5,444,400
Program rights and prepayments		213,100		41,000
Investments		229,200		98,100
Operating lease right-of-use assets		187,900		164,100
Other assets		131,400		70,000
Total assets	$	18,968,600	$	14,055,400
LIABILITIES AND STOCKHOLDER’S EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	889,000	$	549,600
Deferred revenue		570,600		68,400
Current operating lease liabilities		49,100		43,200
Current portion of long-term debt and finance lease obligations		89,200		30,400
Total current liabilities		1,597,900		691,600
Long-term debt and finance lease obligations		9,839,200		8,468,600
Deferred tax liabilities, net		895,800		1,058,100
Deferred revenue		74,300		167,500
Noncurrent operating lease liabilities		184,400		169,400
Other long-term liabilities		196,900		105,000
Total liabilities		12,788,500		10,660,200
Stockholder’s equity:
Common Stock, $0.01 par value; 100,000 shares authorized in 2022 and 2021, 1,000 shares issued and outstanding at June 30, 2022 and December 31, 2021		-		-
Additional paid-in-capital		5,811,100		3,293,600
Retained earnings		114,000		85,500
Accumulated other comprehensive income		255,000		16,100
Total stockholder’s equity		6,180,100		3,395,200
Total liabilities and stockholder’s equity	$	18,968,600	$	14,055,400

UNIVISION COMMUNICATIONS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited and in thousands)
	Six Months Ended June 30, 2022		Period from May 18, 2021 through June 30, 2021		Period from January 1, 2021 through May 17, 2021
	(Successor) ^4		(Successor) ^4		(Predecessor) ^4
Cash flows from operating activities:
Net income	$	28,500	$	54,400	$	48,200
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		94,500		11,200		31,000
Amortization of intangible assets		154,600		27,000		21,900
Amortization of deferred financing costs		5,400		300		6,200
Amortization of program rights and prepayments		472,400		31,500		69,600
Deferred income taxes		5,900		11,600		(2,600)
Non-cash deferred advertising commitments		(5,200)		(5,000)		(17,500)
Impairment loss		—		—		92,900
Debt extinguishment expense		17,600		—		—
Share-based compensation		58,300		1,600		4,000
(Gain) loss on dispositions		(12,200)		—		500
Other non-cash items		(33,400)		(34,900)		(16,100)
Changes in assets and liabilities:
Accounts receivable, net		57,900		(37,000)		67,000
Program rights and prepayments		(534,400)		(27,300)		(76,400)
Prepaid expenses and other		5,900		(200)		(4,800)
Accounts payable and accrued liabilities		(129,600)		(6,300)		(42,500)
Deferred revenue		21,800		(4,700)		(2,100)
Other long-term liabilities		4,700		(18,800)		6,500
Other assets		(26,000)		(2,600)		22,900
Net cash provided by operating activities		186,700		800		208,700
Cash flows from investing activities:
Capital expenditures		(51,800)		(2,500)		(12,500)
Proceeds on sale of investment and other assets		9,600		—		34,200
Investments and other acquisitions		(32,600)		—		(31,300)
Acquisition of businesses, net of cash acquired		(3,034,600)		—		—
Net cash used in operating activities		(3,109,400)		(2,500)		(9,600)
Cash flows from financing activities:
Proceeds from issuance of long-term debt		2,531,300		1,050,000		—
Payments of long-term debt and finance leases		(1,521,800)		(600)		(54,500)
Payments of revolving debt		—		(600)		(63,200)
Payments of refinancing fees		(76,600)		(19,600)		—
Payments of swap interest		(18,300)		—		—
Dividend payments on behalf of TelevisaUnivision, Inc.		(17,100)		—
Repurchase of common stock on behalf of TelevisaUnivision, Inc.		(3,800)		(100)		—
Tax payment related to net share settlement		(3,300)		—		(800)
Capital contribution from Parent, net of fees		1,002,400		8,300		—
Net cash provided by (used in) financing activities		1,892,800		1,037,400		(118,500)
Net (decrease) increase in cash, cash equivalents, and restricted cash		(1,029,900)		1,035,700		80,600
Effect of exchange rate changes on cash, cash equivalents, and restricted cash		2,600		—		—
Cash, cash equivalents, and restricted cash, beginning of period		1,720,100		606,000		525,400
Cash, cash equivalents, and restricted cash, end of period ^5	$	692,800	$	1,641,700	$	606,000

RECONCILIATION OF NET INCOME TO ADJUSTED OIBDA ³

Management of the Company evaluates operating performance for planning and forecasting future business operations by considering Adjusted OIBDA (as described below) and Bank Credit Adjusted OIBDA (as described below). Management also uses Bank Credit Adjusted OIBDA to assess the Company’s ability to satisfy certain financial covenants contained in the Company’s senior secured credit facilities and the indentures governing its senior notes. Adjusted OIBDA and Bank Credit Adjusted OIBDA eliminate the effects of certain items that the Company does not consider indicative of its core operating performance. Adjusted OIBDA represent operating income before depreciation, amortization and certain additional adjustments to operating income. Bank Credit Adjusted OIBDA represents Adjusted OIBDA with certain additional adjustments permitted under the Company’s senior secured credit facilities and its indentures governing the senior notes that include add-backs and/or deductions, as applicable, for specified business optimization expenses, and income (loss) from equity investments in entities, the results of which are consolidated in the Company’s operating income (loss), that are not treated as subsidiaries, and certain other expenses. Adjusted OIBDA and Bank Credit Adjusted OIBDA are not, and should not be used as, indicators of or alternatives to operating income as reflected in the consolidated financial statements. They are not measures of financial performance under GAAP and they should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. Since the definition of Adjusted OIBDA and Bank Credit Adjusted OIBDA may vary among companies and industries, neither should be used as a measure of performance among companies. The Company is providing a reconciliation of the non-GAAP terms Adjusted OIBDA and Bank Credit Adjusted OIBDA to net income, which is the most directly comparable GAAP financial measure.

The tables below set forth a reconciliation of the non-GAAP terms Adjusted OIBDA and Bank Credit Adjusted OIBDA to net income.

	Three Months Ended June 30, 2022
(Unaudited, in thousands)
Operating income	$	134,300
Less expenses included in operating income (loss) but excluded from Adjusted OIBDA:
Depreciation and amortization		134,200
Impairment loss ^6		—
Restructuring, severance and related charges		31,100
Gain on dispositions ^7		(300)
Share-based compensation		39,800
Purchase price adjustments		32,500
Other adjustments ^8		1,700
Adjusted OIBDA	$	373,300
Adjusted OIBDA	$	373,300
Less expenses included in Adjusted OIBDA but excluded from Bank Credit Adjusted OIBDA: ^9		4,300
Bank Credit Adjusted OIBDA	$	377,600

	Three Months Ended June 30, 2021
(Unaudited, in thousands)
Operating income	$	125,800
Less expenses included in operating income (loss) but excluded from Adjusted OIBDA:
Depreciation and amortization		56,100
Impairment loss		68,400
Restructuring, severance and related charges		12,900
Loss on dispositions		200
Share-based compensation		3,300
Purchase price adjustments		—
Other adjustments		2,100
Adjusted OIBDA	$	268,800
Adjusted OIBDA	$	268,800
Less expenses included in Adjusted OIBDA but excluded from Bank Credit Adjusted OIBDA:		4,000
Bank Credit Adjusted OIBDA	$	272,800

The tables below set forth a reconciliation of the non-GAAP terms Adjusted OIBDA and Bank Credit Adjusted OIBDA to net income.

	Six Months Ended June 30, 2022
(Unaudited, in thousands)
Operating income (loss)	$	351,600
Less expenses included in operating income (loss) but excluded from Adjusted OIBDA:
Depreciation and amortization		249,100
Impairment loss		—
Restructuring, severance and related charges		44,800
Gain on dispositions		(12,200)
Share-based compensation		58,300
Purchase price adjustments		44,100
Other adjustments		3,800
Adjusted OIBDA	$	739,500
Adjusted OIBDA	$	739,500
Less expenses included in Adjusted OIBDA but excluded from Bank Credit Adjusted OIBDA:		8,700
Bank Credit Adjusted OIBDA	$	748,200

	Six Months Ended June 30, 2021
(Unaudited, in thousands)
Operating income (loss)	$	310,300
Less expenses included in operating income (loss) but excluded from Adjusted OIBDA:
Depreciation and amortization		91,100
Impairment loss		92,900
Restructuring, severance and related charges		16,900
Loss on dispositions		500
Share-based compensation		5,600
Purchase price adjustments		—
Other adjustments		3,600
Adjusted OIBDA	$	520,900
Adjusted OIBDA	$	520,900
Less expenses included in Adjusted OIBDA but excluded from Bank Credit Adjusted OIBDA:		7,800
Bank Credit Adjusted OIBDA	$	528,700

^1	Pro Forma results assume that the Televisa content business acquisition occurred on January 1, 2021.
^2	Unless stated otherwise, all ratings information in the U.S. is presented for Adults 18-49 in Spanish-language primetime, and in Mexico is People 4+, 28 cities Nielsen IBOPE.
^3	See page 8 for a description of the non-GAAP term Adjusted OIBDA, a reconciliation to net income and limitations on its use.
^4	The Company adopted pushdown accounting on May 18, 2021 (the “Reorganization Date”) as a result of the Reorganization transaction defined and discussed under “Reorganization Transaction.” As a result of the application of pushdown accounting, the Company’s financial statements for periods prior to the Reorganization Date are not comparable to those for periods subsequent to the Reorganization Date. References to “Successor” refer to the Company on or after the Reorganization Date. References to “Predecessor” refer to the Company prior to the Reorganization Date. Operating results for the Successor and Predecessor periods are not necessarily indicative of the results to be expected for a full fiscal year. References such as the “Company,” “we,” “our” and “us” refer to Univision Communications Inc. and its consolidated subsidiaries, whether Predecessor and/or Successor, as appropriate. The three and six months ended June 30, 2022 numbers are part of the Successor's period and the three and six months ended June 30, 2021 are presented on a combined Predecessor and Successor basis.
^5	Restricted cash included within Prepaid expenses and other and Other assets was $8.4 million and $1.8 million at June 30, 2022 and 2021, respectively. The 2022 Restricted cash balance pertain to escrow amounts for agency commissions, certain lease and grant payments. The 2021 Restricted cash balance pertain to escrow amounts for certain lease and grant requirements.
^6	Impairment loss in 2021 is related to the write down of FCC licenses, program rights and charges to certain lease assets.
^7	Gain on dispositions in 2022 primarily relates to sell of certain assets and the write-off of facility-related assets. Loss on disposition in 2021 primarily relates to the write-off of facility-related assets.
^8	Other adjustments in 2022 and 2021 to operating income are primarily comprised of unusual and infrequent items as permitted by our credit agreement and operating expenses in connection with COVID-19.
^9	Under the Company’s credit agreement governing the Company’s senior secured credit facilities and indentures governing the Company’s senior notes, Bank Credit Adjusted OIBDA permits the add-back and/or deduction, as applicable, for specified income (loss) from equity investments in entities, the results of which are consolidated in the Company’s operating income (loss), that are not treated as subsidiaries, in each case under such credit facilities and indentures, and certain other expenses. The amounts for certain entities that are not treated as subsidiaries under the Company’s senior secured credit facilities and indentures governing the Company’s senior notes above represent the residual elimination after the other permitted exclusions from Bank Credit Adjusted OIBDA. In addition, certain contractual adjustments under the Company’s senior secured credit facilities and indentures are permitted to operating income (loss) under the Company’s senior secured credit facilities and indentures governing the Company’s senior notes in all periods related to the treatment of the accounts receivable facility under GAAP that existed when the credit facilities were originally entered into and other miscellaneous items.