FAIR VALUE MEASUREMENTS (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Carrying Value And Fair Value Of Notes And Debentures

The following table sets forth the face value and fair value of our financial assets and liabilities as of December 31, 2022 and 2021 (in millions):


	2022				2021
	Face Value		Fair Value		Face Value		Fair Value
Level 1:
Investments in equity securities	N/A		$	6	N/A		$	5
Deferred compensation assets	$	41	41		$	48	48
Deferred compensation liabilities	35		35		38		38
STG:
Money market funds	N/A		741		N/A		265
DSG (a):
Money market funds	N/A		—		N/A		101
Level 2:
Investments in equity securities (b)	N/A		153		N/A		114
STG (c):
5.875% Senior Notes due 2026 (d)	—		—		348		357

5.500% Senior Notes due 2030	500		347		500		489
5.125% Senior Notes due 2027 (e)	282		230		400		391
4.125% Senior Secured Notes due 2030	750		560		750		712
Term Loan B-1, due January 3, 2024 (d)	—		—		379		373
Term Loan B-2, due September 30, 2026	1,258		1,198		1,271		1,239
Term Loan B-3, due April 1, 2028	729		692		736		722
Term Loan B-4, due April 21, 2029 (d)	746		709		—		—

DSG (a) (c):
12.750% Senior Secured Notes due 2026	—		—		31		17
6.625% Senior Notes due 2027	—		—		1,744		490
5.375% Senior Secured Notes due 2026	—		—		3,050		1,525
Term Loan, due August 24, 2026	—		—		3,226		1,484
Debt of variable interest entities (c)	8		8		9		9
Debt of non-media subsidiaries (c)	16		16		17		17
Level 3:
Investments in equity securities (f)	N/A		75		N/A		282

N/A - Not applicable

(a)The debt of DSG, a wholly-owned subsidiary of DSIH, was deconsolidated from our balance sheet as part of the Deconsolidation. See Deconsolidation of Diamond Sports Intermediate Holdings LLC within Note 1. Nature of Operations and Summary of Significant Accounting Policies.

(b)Consists of unrestricted warrants to acquire marketable common equity securities. The fair value of the warrants are derived from the quoted trading prices of the underlying common equity securities less the exercise price.

(c)Amounts are carried in our consolidated balance sheets net of debt discount, premium, and deferred financing costs, which are excluded in the above table, of $56 million and $158 million as of December 31, 2022 and 2021, respectively.

(d)In April 2022, STG raised Term B-4 Loans in an aggregate principal amount of $750 million, the proceeds of which 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. See STG Bank Credit Agreement within Note 7. Notes Payable and Commercial Bank Financing.

(e)During the year ended December 31, 2022, we purchased $118 million aggregate principal amount of the STG 5.125% Notes in open market transactions for consideration of $104 million. The STG 5.125% Notes acquired during the nine months ended September 30, 2022 were canceled immediately following their acquisition. See STG Notes within Note 7. Notes Payable and Commercial Bank Financing.

(f)On November 18, 2020, we entered into a commercial agreement with Bally's and received warrants and options to acquire common equity in the business. During the years ended December 31, 2022, 2021, and 2020, we recorded a fair value adjustment loss of $112 million, loss of $50 million, and gain of $133 million, respectively, related to these interests. The fair value of the warrants is primarily derived from the quoted trading prices of the underlying common equity adjusted for a 16% discount for lack of marketability ("DLOM") as of December 31, 2021. The fair value of the options is derived utilizing the Black Scholes valuation model. The most significant inputs include the trading price of the underlying common stock, the exercise price of the options, which range from $30 to $45 per share, and a DLOM of 16% as of December 31, 2021. There are certain restrictions surrounding the sale and ownership of common stock through the second anniversary of the agreement. The Company is also precluded from owning more than 4.9% of the outstanding common shares of Bally's, inclusive of shares obtained through the exercise of the warrants and options described above. See Note 6. Other Assets for further discussion.

Schedule of Changes In Level 3 Financial Liabilities Measured on Recurring Basis

The following table summarizes the changes in financial assets measured at fair value on a recurring basis and categorized as Level 3 under the fair value hierarchy (in millions):


	Options and Warrants
Fair Value at December 31, 2020	$	332


Measurement adjustments	(50)
Fair Value at December 31, 2021	282
Measurement adjustments	(112)
Transfer to Level 2	(95)
Fair Value at December 31, 2022	$	75