10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

Quarterly Report pursuant to Section 13 OR 15 (d) of the Securities Exchange Act of 1934

For the quarterly period ended June 30, 2013

Commission file number: 001-31311	Commission file number: 000-25206
LIN TV Corp.	LIN Television Corporation
(Exact name of registrant as specified in its charter)	(Exact name of registrant as specified in its charter)
Delaware	Delaware
(State or other jurisdiction of incorporation or organization)	(State or other jurisdiction of incorporation or organization)
05-0501252	13-3581627
(I.R.S. Employer Identification No.)	(I.R.S. Employer Identification No.)

One West Exchange Street, Suite 5A, Providence, Rhode Island 02903

(Address of principal executive offices)

(401) 454-2880

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes x  No o

Indicate by check mark whether the registrant has submitted electronically and posted to its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding twelve months (or for such shorter period that the registrant was required to submit and post such files).  Yes x  No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o	Accelerated filer x
Non-accelerated filer o	Smaller reporting company o
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes o  No x

This combined Form 10-Q is separately filed by (i) LIN TV Corp. and (ii) LIN Television Corporation. LIN Television Corporation meets the conditions set forth in general instruction H (1) (a) and (b) of Form 10-Q and is, therefore, filing this form with the reduced disclosure format permitted by such instruction.

LIN TV Corp. Class A common stock, $0.01 par value, outstanding as of July 30, 2013: 33,471,856 shares.

LIN TV Corp. Class B common stock, $0.01 par value, outstanding as of July 30, 2013: 20,901,726 shares.

LIN TV Corp. Class C common stock, $0.01 par value, outstanding as of July 30, 2013: 2 shares.

LIN Television Corporation common stock, $0.01 par value, outstanding as of July 30, 2013: 1,000 shares.

EXPLANATORY NOTE

On July 30, 2013, LIN TV Corp. (“LIN TV”), completed its merger with and into LIN Media LLC, a Delaware limited liability company and wholly owned subsidiary of LIN TV (“LIN LLC”), with LIN LLC as the surviving entity (the “Merger”) pursuant to the Agreement and Plan of Merger, dated February 12, 2013, by and between LIN TV and LIN LLC (the “Merger Agreement”).  Entry into the Merger Agreement was previously announced by LIN TV on its Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on February 15, 2013.  LIN LLC had not commenced operations and had no assets or liabilities as of June 30, 2013.

LIN LLC filed a Current Report on Form 8-K on July 31, 2013 (the “Form 8-K”) for the purpose of establishing LIN LLC as the successor issuer pursuant to Rule 12g-3(a) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and to disclose certain related matters, including the consummation of the Merger.  Pursuant to Rule 12g-3(a) under the Exchange Act and in accordance with the filing of the Form 8-K, the class A common shares representing limited liability interests in LIN LLC, as the successor issuer to LIN TV, were deemed registered under Section 12(b) of the Exchange Act.  References to LIN TV in this Quarterly Report on Form 10-Q that include any period at and after the effectiveness of the Merger shall be deemed to refer to LIN LLC.  For more information concerning the effects of the Merger and the succession of LIN LLC to LIN TV upon its effectiveness, please see the Form 8-K.

Table of Contents

Part I. Financial Information
Item 1. Unaudited Consolidated Financial Statements of LIN TV Corp.	3
Consolidated Balance Sheets	3
Consolidated Statements of Operations	4
Consolidated Statements of Comprehensive Income	5
Consolidated Statements of Stockholders’ Deficit	6
Consolidated Statements of Cash Flows	8
Notes to Unaudited Consolidated Financial Statements (See separate index for Financial Statements of LIN Television Corporation)	9
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	32
Item 3. Quantitative and Qualitative Disclosures about Market Risk	39
Item 4. Controls and Procedures	39
Part II. Other Information
Item 1. Legal Proceedings	39
Item 1A. Risk Factors	39
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	40
Item 3. Defaults Upon Senior Securities	40
Item 4. Mine Safety Disclosure	40
Item 5. Other Information	40
Item 6. Exhibits	41
Signature Page	42

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Part I. Financial Information

Item 1. Unaudited Consolidated Financial Statements

LIN TV Corp.

Consolidated Balance Sheets

(unaudited)

	June 30, 2013			December 31, 2012
	(in thousands, except share data)
ASSETS
Current assets:
Cash and cash equivalents	$	19,799		$	46,307
Accounts receivable, less allowance for doubtful accounts (2013 - $3,858; 2012 - $3,599)	132,942			126,150
Deferred income tax assets	389			—
Other current assets	7,355			6,863
Total current assets	160,485			179,320
Property and equipment, net	232,204			241,926
Deferred financing costs	18,064			19,135
Goodwill	202,998			192,079
Broadcast licenses, net	536,515			536,515
Other intangible assets, net	57,371			59,554
Other assets	14,197			12,885
Total assets (a)	$	1,221,834		$	1,241,414
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Current portion of long-term debt	$	14,028		$	10,756
Accounts payable	16,254			18,955
Income taxes payable	160,284			766
Accrued expenses	58,106			153,246
Deferred income tax liabilities	—			168,219
Program obligations	8,989			10,770
Total current liabilities	257,661			362,712
Long-term debt, excluding current portion	930,910			879,471
Deferred income tax liabilities	51,750			40,556
Program obligations	4,073			4,281
Other liabilities	40,925			42,716
Total liabilities (a)	1,285,319			1,329,736
Commitments and Contingencies (Note 11)
Redeemable noncontrolling interest	13,846			3,242
LIN TV Corp. stockholders’ deficit:
Class A common stock, $0.01 par value, 100,000,000 shares authorized, Issued: 38,431,316 and 35,672,528 shares as of June 30, 2013 and December 31, 2012, respectively Outstanding: 33,483,657 and 30,724,869 shares as of June 30, 2013 and December 31, 2012, respectively	316			313
Class B common stock, $0.01 par value, 50,000,000 shares authorized, 20,901,726 and 23,401,726 shares as of June 30, 2013 and December 31, 2012, respectively, issued and outstanding; convertible into an equal number of shares of class A or class C common stock	235			235
Class C common stock, $0.01 par value, 50,000,000 shares authorized, 2 shares as of June 30, 2013 and December 31, 2012, issued and outstanding; convertible into an equal number of shares of class A common stock	—			—
Treasury stock, 4,947,659 shares of class A common stock as of June 30, 2013 and December 31, 2012, at cost	(21,984		)	(21,984		)
Additional paid-in capital	1,136,784			1,129,691
Accumulated deficit	(1,157,816		)	(1,164,435		)
Accumulated other comprehensive loss	(34,866		)	(35,384		)
Total stockholders’ deficit	(77,331		)	(91,564		)
Total liabilities, redeemable noncontrolling interest and stockholders’ deficit	$	1,221,834		$	1,241,414

The accompanying notes are an integral part of the unaudited consolidated financial statements.

(a)Our consolidated assets as of June 30, 2013 and December 31, 2012 include total assets of: $61,614 and $60,380, respectively, of variable interest entities (“VIEs”) that can only be used to settle the obligations of the VIEs. These assets include broadcast licenses and other intangible assets of: $45,870 and $46,604 and program rights of: $2,680 and $2,060 as of June 30, 2013 and December 31, 2012, respectively. Our consolidated liabilities as of June 30, 2013 and December 31, 2012 include $5,999 and $5,440, respectively, of total liabilities of the VIEs for which the VIEs’ creditors have no recourse to the Company, including $3,802 and $4,152, respectively, of program obligations.  See further description in Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies.”

3

LIN TV Corp.

Consolidated Statements of Operations

(unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
	(in thousands, except per share data)
Net revenues	$	164,346		$	121,016		$	305,338		$	224,216
Operating expenses:
Direct operating	63,623			37,245			118,191			72,402
Selling, general and administrative	40,040			28,043			77,338			56,426
Amortization of program rights	7,152			5,381			14,937			10,600
Corporate	9,094			8,219			19,365			14,965
Depreciation	11,320			6,651			22,958			13,410
Amortization of intangible assets	5,723			478			11,152			955
Restructuring charge	391			—			2,523			—
Loss from asset dispositions	87			4			182			3
Operating income	26,916			34,995			38,692			55,455
Other expense:
Interest expense, net	14,428			9,266			28,299			19,636
Share of loss in equity investments	25			62			25			153
Loss on extinguishment of debt	—			—			—			2,099
Other expense, net	84			101			60			88
Total other expense, net	14,537			9,429			28,384			21,976
Income before provision for income taxes	12,379			25,566			10,308			33,479
Provision for income taxes	5,210			10,109			4,159			12,907
Income from continuing operations	7,169			15,457			6,149			20,572
Discontinued operations:
Loss from discontinued operations, net of a provision for (benefit from) income taxes of $34 and $(541) for the three and six months ended June 30, 2012, respectively	—			(76		)	—			(1,018		)
Gain on the sale of discontinued operations, net of a provision for income taxes of $6,306 and $6,223 for the three and six months ended June 30, 2012, respectively	—			11,678			—			11,389
Net income	7,169			27,059			6,149			30,943
Net loss attributable to noncontrolling interests	(306		)	(59		)	(470		)	(441		)
Net income attributable to LIN TV Corp.	$	7,475		$	27,118		$	6,619		$	31,384
Basic income per common share attributable to LIN TV Corp.:
Income from continuing operations attributable to LIN TV Corp.	$	0.14		$	0.28		$	0.13		$	0.38
Loss from discontinued operations, net of tax	—			—			—			(0.02		)
Gain on the sale of discontinued operations, net of tax	—			0.21			—			0.20
Net income attributable to LIN TV Corp.	$	0.14		$	0.49		$	0.13		$	0.56
Weighted-average number of common shares outstanding used in calculating basic income per common share	52,278			55,174			52,095			55,680
Diluted income per common share attributable to LIN TV Corp.:
Income from continuing operations attributable to LIN TV Corp.	$	0.13		$	0.27		$	0.12		$	0.37
Loss from discontinued operations, net of tax	—			—			—			(0.02		)
Gain on the sale of discontinued operations, net of tax	—			0.21			—			0.20
Net income attributable to LIN TV Corp.	$	0.13		$	0.48		$	0.12		$	0.55
Weighted-average number of common shares outstanding used in calculating diluted income per common share	55,595			56,300			55,406			56,959

The accompanying notes are an integral part of the unaudited consolidated financial statements.

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LIN TV Corp.

Consolidated Statements of Comprehensive Income

(unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
	(in thousands)
Net income	$	7,169		$	27,059		$	6,149		$	30,943
Amortization of pension net losses, reclassified, net of tax of $169 and $170 for the three months ended June 30, 2013 and 2012, respectively, and $338 and $340 for the six months ended June 30, 2013 and 2012, respectively	259			261			518			522
Comprehensive income	7,428			27,320			6,667			31,465
Comprehensive loss attributable to noncontrolling interest	(306		)	(59		)	(470		)	(441		)
Comprehensive income attributable to LIN TV Corp.	$	7,734		$	27,379		$	7,137		$	31,906

The accompanying notes are an integral part of the unaudited consolidated financial statements.

5

LIN TV Corp.

Consolidated Statement of Stockholders’ Deficit

(unaudited)

(in thousands)

															Accumulated
	Common Stock						Treasury			Additional					Other			Total
	Class A		Class B		Class C		Stock			Paid-In		Accumulated			Comprehensive			Stockholders’
	Amount		Amount		Amount		(at cost)			Capital		Deficit			Loss			Deficit
Balance as of December 31, 2012	$	313	$	235	$	—	$	(21,984	)	$	1,129,691	$	(1,164,435	)	$	(35,384	)	$	(91,564	)
Amortization of pension net losses, net of tax of $338	—		—		—		—			—		—			518			518
Class A common stock issued pursuant to employee benefit plans	1		—		—		—			455		—			—			456
Class A common stock issued pursuant to exercise of stock options	2		—		—		—			701		—			—			703
Tax benefit from exercise of stock options	—		—		—		—			1,497		—			—			1,497
Stock-based compensation	—		—		—		—			4,440		—			—			4,440
Net income attributable to LIN TV Corp.	—		—		—		—			—		6,619			—			6,619
Balance as of June 30, 2013	$	316	$	235	$	—	$	(21,984	)	$	1,136,784	$	(1,157,816	)	$	(34,866	)	$	(77,331	)

The accompanying notes are an integral part of the unaudited consolidated financial statements.

6

LIN TV Corp.

Consolidated Statement of Stockholders’ Deficit

(unaudited)

(in thousands)

															Accumulated
	Common Stock						Treasury			Additional					Other			Total
	Class A		Class B		Class C		Stock			Paid-In		Accumulated			Comprehensive			Stockholders’
	Amount		Amount		Amount		(at cost)			Capital		Deficit			Loss			Deficit
Balance as of December 31, 2011	$	309	$	235	$	—	$	(10,598	)	$	1,121,589	$	(1,157,390	)	$	(38,777	)	$	(84,632	)
Amortization of pension net losses, net of tax of $340	—		—		—		—			—		—			522			522
Class A common stock issued pursuant to employee benefit plans	1		—		—		—			293		—			—			294
Class A common stock issued pursuant to exercise of stock options	—		—		—		—			59		—			—			59
Stock-based compensation	—		—		—		—			3,738		—			—			3,738
Purchase of LIN TV Corp. class A common stock	—		—		—		(6,500		)	—		—			—			(6,500		)
Net income attributable to LIN TV Corp.	—		—		—		—			—		31,384			—			31,384
Balance as of June 30, 2012	$	310	$	235	$	—	$	(17,098	)	$	1,125,679	$	(1,126,006	)	$	(38,255	)	$	(55,135	)

The accompanying notes are an integral part of the unaudited consolidated financial statements.

7

LIN TV Corp.

Consolidated Statements of Cash Flows

(unaudited)

	Six Months Ended June 30,
	2013			2012
	(in thousands)
OPERATING ACTIVITIES:
Net income	$	6,149		$	30,943
Loss from discontinued operations	—			1,018
Gain on the sale of discontinued operations	—			(11,389		)
Adjustment to reconcile net income to net cash provided by operating activities:
Depreciation	22,958			13,410
Amortization of intangible assets	11,152			955
Amortization of financing costs and note discounts	1,808			1,153
Amortization of program rights	14,937			10,600
Cash payments for programming	(16,072		)	(11,296		)
Loss on extinguishment of debt	—			871
Share of loss in equity investments	25			153
Deferred income taxes, net	3,803			12,391
Stock-based compensation	4,528			3,738
Loss from asset dispositions	182			3
Other, net	846			862
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable	1,203			(3,592		)
Other assets	(3,036		)	(2,155		)
Accounts payable	(6,479		)	(1,557		)
Accrued interest expense	4,510			(2,434		)
Other liabilities and accrued expenses	(3,949		)	(1,979		)
Net cash provided by operating activities, continuing operations	42,565			41,695
Net cash used in operating activities, discontinued operations	—			(2,736		)
Net cash provided by operating activities	42,565			38,959
INVESTING ACTIVITIES:
Capital expenditures	(14,170		)	(13,716		)
Change in restricted cash	—			255,159
Payments for business combinations, net of cash acquired	(9,824		)	(33,500		)
Proceeds from the sale of assets	34			1
Shortfall loans to joint venture with NBCUniversal	—			(1,680		)
Capital contribution to joint venture with NBCUniversal	(100,000		)	—
Net cash (used in) provided by investing activities, continuing operations	(123,960		)	206,264
Net cash provided by investing activities, discontinued operations	—			29,520
Net cash (used in) provided by investing activities	(123,960		)	235,784
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	1,156			352
Proceeds from borrowings on long-term debt	96,000			20,000
Principal payments on long-term debt	(41,617		)	(297,415		)
Payment of long-term debt issue costs	(652		)	(199		)
Treasury stock purchased	—			(6,500		)
Net cash provided by (used in) financing activities	54,887			(283,762		)
Net decrease in cash and cash equivalents	(26,508		)	(9,019		)
Cash and cash equivalents at the beginning of the period	46,307			18,057
Cash and cash equivalents at the end of the period	$	19,799		$	9,038

The accompanying notes are an integral part of the unaudited consolidated financial statements.

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LIN TV Corp.

Notes to Unaudited Consolidated Financial Statements

Note 1 — Basis of Presentation and Summary of Significant Accounting Policies

Principles of Consolidation

LIN TV Corp. (“LIN TV”), together with its subsidiaries, including LIN Television Corporation (“LIN Television”), is a local multimedia company operating in the United States. LIN TV and its subsidiaries are affiliates of HM Capital Partners I LP (“HMC”). In these notes, the terms “Company,” “we,” “us” or “our” mean LIN TV and all subsidiaries included in our consolidated financial statements.

Our consolidated financial statements reflect the operations of WWHO-TV in Columbus, OH and WUPW-TV in Toledo, OH as discontinued for all periods presented. See Note 3—“Discontinued Operations” for further discussion of our discontinued operations.

The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

In the opinion of management, the accompanying unaudited interim financial statements contain all adjustments necessary to state fairly our financial position, results of operations and cash flows for the periods presented.  The interim results of operations are not necessarily indicative of the results to be expected for the full year.

The accompanying consolidated financial statements include the accounts of our Company, our wholly-owned and majority-owned and controlled subsidiaries, and VIEs for which we are the primary beneficiary. We review all local marketing agreements (“LMAs”), shared services agreements (“SSAs”) or joint sales agreements (“JSAs”), to evaluate whether consolidation of entities party to such arrangements is required. All intercompany accounts and transactions have been eliminated. We conduct our business through LIN Television and its subsidiaries.  LIN TV has no operations or assets other than its investment in its subsidiaries. We operate in one reportable segment.

Joint Venture Sale Transaction and Merger

On February 12, 2013, we, along with our wholly-owned subsidiaries LIN Television and LIN Television of Texas, L.P., a Delaware limited partnership (“LIN Texas”) entered into and closed a transaction agreement (the “Transaction Agreement”) with NBC Telemundo License LLC, a Delaware limited liability company (“NBC”), NBCU New LLC I, a Delaware limited liability company, NBCU New LLC II, a Delaware limited liability company, General Electric Company, a New York corporation (“GE”), General Electric Capital Corporation, a Delaware corporation (“GECC” and together with GE, the “GE Parties”), National Broadcasting Company Holding, Inc., a Delaware corporation, Comcast Corporation, a Pennsylvania corporation (“Comcast”), NBCUniversal Media, LLC, a Delaware limited liability company (“NBCUniversal”), Lone Star SPV, LLC, a Delaware limited liability company and Station Venture Holdings, LLC, a Delaware limited liability company (“SVH”).  SVH held a 99.75% interest in Station Venture Operations, LP (“SVO”), which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture. The Transaction Agreement effected a series of transactions related to the ownership and sale of LIN Texas’s 20.38% equity interest in SVH, a joint venture in which NBC, an affiliate of NBCUniversal, held the remaining 79.62% equity interest (collectively, the “JV Sale Transaction”).

SVH was a limited partner in a business that operated an NBC affiliate in Dallas and an NBC affiliate in San Diego pursuant to a management agreement. At the time of LIN Texas’s acquisition of its interest in SVH in 1998, GECC provided secured debt financing to SVH in the form of a $815.5 million non-amortizing senior secured note due 2023 to GECC (the “GECC Note”), and, in connection with SVH’s assumption of the GECC Note, LIN TV guaranteed the payment of the full amount of principal and interest on the GECC Note (the “GECC Guarantee”).

In addition, during 2009, 2010, 2011 and 2012, LIN Television entered into agreements with SVH, the GE Parties and NBCUniversal pursuant to which LIN Television, the GE Parties and NBCUniversal caused to be provided to SVH certain unsecured shortfall funding loans (the “Shortfall Funding Loans”) on the basis of each party’s percentage of equity interest in SVH in order to fund interest payments on the GECC Note.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal,

9

and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the GECC Guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012 because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million incremental term loan facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable associated with this transaction remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the closing of the Agreement and Plan of Merger further described below.

Concurrent with the closing of the JV Sale Transaction, LIN TV entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LIN Media LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV (“LIN LLC”).  Pursuant to the Merger Agreement, which was approved by the shareholders of LIN TV on July 30, 2013, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity (the “Merger”).  The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes, with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock at the close of the Merger,  LIN TV realized a capital loss in the amount of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of such stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and, as a result, we expect to realize cash savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Variable Interest Entities

In determining whether we are the primary beneficiary of a VIE for financial reporting purposes, we consider whether we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether we have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. We consolidate VIEs when we are the primary beneficiary.

We have a JSA and an SSA with WBDT Television, LLC (“WBDT”), a third party licensee, for WBDT-TV in the Dayton, OH market. We also have JSAs and SSAs with affiliates of Vaughan Acquisition LLC (“Vaughan”), a third party licensee, for WTGS-TV in the Savannah, GA market, WYTV-TV in the Youngstown, OH market and KTKA-TV in the Topeka, KS market and SSAs with KASY-TV Licensee, LLC (“KASY”), a third-party licensee, for KWBQ-TV in the Santa Fe, NM market, KRWB-TV in the Roswell, NM market and KASY-TV in the Albuquerque, NM market. Under these agreements, we provide administrative services to these stations, have an obligation to reimburse certain of the station expenses, and we are compensated through a performance-based fee structure that provides us the benefit of certain returns from the operation of these stations.

We determined that WBDT, Vaughan and KASY are VIEs and as a result of the JSAs and/or SSAs, we have variable interests in these entities. We are the primary beneficiary of these entities, and therefore, we consolidate these entities within our consolidated financial statements.

The carrying amounts and classifications of the assets and liabilities of the variable interest entities described above, which have been included in our consolidating balance sheets as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

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	June 30,		December 31,
	2013		2012
ASSETS
Current assets:
Cash and cash equivalents	$	629	$	418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	$	61,614	$	60,380
LIABILITIES
Current liabilities:
Current portion of long-term debt	$	1,193	$	1,451
Accounts payable	1,219		—
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$	61,614	$	60,380

The assets of our consolidated VIEs can only be used to settle the obligations of the VIEs and may not be sold, or otherwise disposed of, except for assets sold or replaced with others of like kind or value. Other liabilities of $50,330 and $50,402 as of June 30, 2013 and December 31, 2012, respectively, serve to reduce the carrying value of the entities, and are eliminated in our consolidated financial statements. This reflects the fact that as of June 30, 2013 and December 31, 2012, LIN Television has an option that it may exercise if the Federal Communications Commission (“FCC”) attribution rules change. The option would allow LIN Television to acquire the assets or member’s interest of the VIE entities for a nominal exercise price, which is significantly less than the carrying value of their tangible and intangible net assets.

Redeemable Noncontrolling Interest

The following table presents the activity of the redeemable noncontrolling interest included in our consolidated balance sheets related to Nami Media, Inc. (“Nami Media”), HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), which represents third parties’ proportionate share of our consolidated net assets (in thousands):

	Redeemable Noncontrolling Interest
Balance as of December 31, 2012	$	3,242
Acquisition of redeemable noncontrolling interest	11,025
Net loss	(470		)
Stock-based compensation	49
Balance as of June 30, 2013	$	13,846

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the notes thereto. Our actual results could differ from these estimates. Estimates are used for the allowance for doubtful accounts in receivables, valuation of goodwill and intangible assets, assumptions used to determine fair value of financial instruments, amortization and impairment of program rights and intangible assets, stock-based compensation and other long-term incentive compensation arrangements, pension costs, barter transactions, income taxes, employee medical insurance claims, useful lives of property and equipment, contingencies, litigation and net assets of businesses acquired.

Net Earnings per Common Share

Basic earnings per share (“EPS”) is computed by dividing income attributable to common stockholders by the number of weighted-average outstanding shares of common stock.  Diluted EPS reflects the effect of the assumed exercise of stock options and vesting of restricted shares only in the periods in which such effect would have been dilutive.

The following table sets forth the computation of the common shares outstanding used in determining basic and diluted EPS (in thousands):

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	Three Months Ended June 30,		Six Months Ended June 30,
Denominator for EPS calculation:	2013	2012	2013	2012
Weighted-average common shares, basic	52,278	55,174	52,095	55,680
Effect of dilutive securities:
Stock options	3,317	1,126	3,311	1,279
Weighted-average common shares, diluted	55,595	56,300	55,406	56,959

We apply the treasury stock method to measure the dilutive effect of our outstanding stock option and restricted stock awards and include the respective common share equivalents in the denominator of our diluted EPS calculation.  Securities representing less than 0.1 million shares of common stock for the three and six months ended June 30, 2013, and 1.8 million shares of common stock for the three and six months ended June 30, 2012, were excluded from the computation of diluted EPS for these periods because their effect would have been anti-dilutive.  The net income per share amounts are the same for our class A, class B and class C common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation.

Recently Issued Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update No. 2013-02, “Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income,” which amends Accounting Standards Codification 220, “Comprehensive Income.” The amendments require an entity to disclose the impact of amounts reclassified out of accumulated other comprehensive income and into net income, by the respective line items of net income, if the amounts reclassified are reclassified to net income in their entirety in the same reporting period. The disclosure is required either on the face of the statement where net income is presented or in the notes. For amounts that are not reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. We prospectively adopted this guidance effective January 1, 2013 and it did not have a material impact on our financial statements.

In July 2012, there were revisions to the accounting standard for impairment tests of indefinite-lived intangible assets other than goodwill. Under the revised standard a company can first perform a qualitative assessment to determine whether further impairment testing of indefinite-lived intangible assets is necessary. A company can choose to perform the qualitative assessment on none, some, or all of its indefinite-lived intangible assets, and can also bypass the qualitative assessment and perform the quantitative impairment test for any indefinite-lived intangible in any period. The revised standard is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. We adopted this guidance effective January 1, 2013 and do not expect it to have a material impact on our impairment tests of indefinite-lived intangible assets.

Note 2 — Acquisitions

Dedicated Media, Inc.

On April 9, 2013, LIN Television acquired a 60% interest (calculated on a fully diluted basis) in Dedicated Media, a multi-channel advertisement buying and optimization company.  Dedicated Media is headquartered in Los Angeles, CA and employs new technologies to create, plan and execute digital marketing campaigns on behalf of its clients.  The purchase price totaled $5.8 million, which was funded from cash on hand at the time of the acquisition.

Under the terms of our agreement with Dedicated Media, we agreed to purchase the remaining outstanding shares of Dedicated Media by no later than February 15, 2015 if Dedicated Media achieves both (i) a target earnings before interest, taxes, depreciation and amortization (“EBITDA”) and (ii) a target gross profit in 2014, as outlined in the purchase agreement.  The purchase price of these shares is based on multiples of Dedicated Media’s 2014 EBITDA and gross profit.  Our maximum potential obligation under the purchase agreement is $26 million.  If Dedicated Media does not meet the target EBITDA or target gross profit in 2014, we have the option to purchase the remaining outstanding shares using the same purchase price multiple.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

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Current assets	$	7,524
Other intangible assets	4,620
Goodwill	1,796
Current liabilities	(4,354		)
Noncontrolling interest	(3,834		)
Total	$	5,752

The amount allocated to definite-lived intangible assets represents the estimated fair values of customer relationships of $3.9 million, completed technology of $0.5 million, and trademarks of $0.2 million . These intangible assets will be amortized over the estimated remaining useful lives of approximately 7 years for customer relationships, 4 years for completed technology and 2 years for trademarks.

HYFN, Inc.

On April 4, 2013, LIN Television acquired a 50.1% interest (calculated on a fully diluted basis) in HYFN, a full service digital advertising agency specializing in the planning, development, deployment and support for websites, mobile sites, interactive banners, games and various applications for multiple devices.  The purchase price totaled $7.2 million, $6.9 million of which was funded from cash on hand and $0.3 million was accrued at the time of the acquisition and is expected to be paid in accordance with the provisions of the purchase agreement during the first quarter of 2014.

Under the terms of our agreement with HYFN, we agreed to purchase the remaining outstanding shares of HYFN by no later than February 15, 2016 if HYFN achieves both (i) a target EBITDA and (ii) target net revenues in 2015, as outlined in the transaction agreements.  The purchase price of these shares is based on multiples of HYFN’s 2015 net revenue and EBITDA.  Our maximum potential obligation under the terms of our agreement is approximately $62.4 million.  If HYFN does not meet the target EBITDA or target net revenues in 2015, we have the option to purchase the remaining outstanding shares using the same purchase price multiple.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	3,938
Non-current assets	12
Other intangible assets	3,580
Goodwill	9,123
Current liabilities	(920		)
Non-current liabilities	(1,324		)
Noncontrolling interest	(7,191		)
Total	$	7,218

The amount allocated to definite-lived intangible assets represents the estimated fair values of customer relationships of $2.4 million, completed technology of $1.1 million, and trademarks of $0.1 million . These intangible assets will be amortized over the estimated remaining useful lives of approximately 8 years for customer relationships, 3 years for completed technology and 3 years for trademarks.

Goodwill of $1.8 million and $9.1 million is the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired, and primarily represents the benefits of the incremental revenue we expect to generate from the acquisitions of Dedicated Media and HYFN, respectively.  None of the goodwill recognized in connection with the acquisitions of Dedicated Media and HYFN is deductible for tax purposes.

Our obligations to purchase the noncontrolling interest holders’ shares of both Dedicated Media and HYFN are outside of our control, because they are based on the achievement of certain financial targets described above. Therefore, the noncontrolling interest related to Dedicated Media and HYFN as of June 30, 2013 has been reported as redeemable noncontrolling interest and classified as temporary equity on our consolidated balance sheets. As of the acquisition dates, the fair values of the noncontrolling interests were $3.8 million and $7.2 million for Dedicated Media and HYFN, respectively, and were measured based on the purchase prices for our 60% and 50.1% ownership interest in Dedicated Media and HYFN, respectively, and the net assets acquired as of the acquisition dates. As of June 30, 2013, we believe that achieving the financial targets is not yet probable and therefore, have not reflected these obligations in our consolidated financial statements.

If we do not purchase the remaining outstanding shares of Dedicated Media or HYFN by the dates set forth in the respective agreements, the noncontrolling interest holders have the right to purchase our interest. The purchase price of these shares is based on the same purchase price multiple described above and is exercisable only if the applicable financial targets are not met and we do not elect to purchase the remaining interest. The fair value of this option is zero and no amounts related to these options are included in our consolidated financial statements as of June 30, 2013.

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New Vision Television, LLC

On October 12, 2012, LIN Television completed its acquisition of television stations in eight markets that were previously owned by affiliates of New Vision Television, LLC (“New Vision”) for $334.9 million, subject to certain post-closing adjustments, and including the assumption of $14.3 million of finance lease obligations.  Concurrent with the acquisition, Vaughan, a third-party licensee, completed its acquisition of separately owned television stations (the “Vaughan Acquired Stations”) in three markets for $4.6 million from PBC Broadcasting, LLC (“PBC”).

LIN Television also agreed to provide certain services to the Vaughan Acquired Stations pursuant to JSAs and SSAs with Vaughan.  Under the JSAs and SSAs with Vaughan, we provide administrative and technical services, supporting the business and operation of the Vaughan Acquired Stations in exchange for commissions and fees that provide us the benefit of certain returns from the business of the Vaughan Acquired Stations.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and Vaughan in the acquisition (in thousands):

Program rights assets	$	2,040
Property and equipment	100,559
Broadcast licenses	133,120
Definite-lived intangible assets	55,837
Goodwill	64,589
Current liabilities	(417		)
Non-current liabilities	(2,239		)
Long-term debt assumed	(13,989		)
Total	$	339,500

The amount allocated to definite-lived intangible assets represents the estimated fair values of network affiliations of $30.8 million, favorable leases of $8.6 million, advertiser relationships of $6.1 million, retransmission consent agreements of $7 million, and other intangible assets of $3.3 million. These intangible assets will be amortized over the estimated remaining useful lives of approximately 2 years for network affiliations, 32 years for favorable leases, 10 years for advertiser relationships, 5 years for retransmission consent agreements, and a weighted average life of 6 years for other intangible assets.

ACME Television, LLC

On December 10, 2012, LIN Television acquired certain assets of the ACME Television, LLC (“ACME”) television stations KWBQ-TV, KRWB-TV and KASY-TV (collectively the “ACME Acquired Stations”), each of which serves the Albuquerque-Santa Fe, NM market. KASY, an unrelated third party, acquired the remaining assets of the ACME Acquired Stations, including the FCC license. The aggregate purchase price for the ACME Acquired Stations was $19 million, of which we paid approximately $17.3 million and KASY paid approximately $1.7 million.

LIN Television also agreed to provide certain services to the ACME Acquired Stations pursuant to SSAs with KASY.  Under the SSAs with KASY, we provide administrative and technical services, supporting the business and operations of the ACME Acquired Stations in exchange for commissions and fees that provide us the benefit of certain returns from the business of the ACME Acquired Stations.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and KASY in the acquisition (in thousands):

Current assets	$	1,656
Non-current assets	1,968
Other intangible assets	12,898
Goodwill	5,331
Non-current liabilities	(2,858		)
Total	$	18,995

Goodwill of $64.6 million and $5.3 million is the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired, and primarily represents the benefits of synergies and economies of scale we expect to realize from the acquisitions of the television stations from New Vision and ACME, respectively.  All of the goodwill recognized in connection with the acquisitions of New Vision and ACME is deductible for tax purposes.

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Net revenues and operating income of the television stations acquired during 2012 included in our consolidated statements of operations for the six months ended June 30, 2013 were $69.6 million and $1.2 million, respectively.

The provisional purchase price allocation for the acquisitions presented above is based upon all information available to us at the present time, and is based upon management’s preliminary estimates of the fair values using valuation techniques including income, cost and market approaches. The purchase price allocation is provisional pending our final determination of the fair values of the assets and liabilities, which we expect will occur within twelve months following the acquisition. Upon the completion of the final purchase price allocation, any reallocation of fair values to the assets acquired and liabilities assumed in the acquisitions could have a material impact on our depreciation and amortization expenses and future results of operations. During the three and six months ended June 30, 2013, certain measurement period adjustments were made to the initial allocation for the New Vision and ACME acquisitions performed in the fourth quarter of 2012, which were not material to the consolidated financial statements.

Pro Forma Information

The following table sets forth unaudited pro forma results of operations as of June 30, 2012, assuming that the above acquisitions of television stations from New Vision and ACME, along with transactions necessary to finance the acquisitions, occurred on January 1, 2011 (in thousands):

	Three Months EndedJune, 30 2012		Six Months Ended June 30, 2012
Net revenue	$	157,212	$	293,168
Net income	$	25,956	$	25,911
Basic income per common share attributable to LIN TV Corp.	$	0.47	$	0.47
Diluted income per common share attributable to LIN TV Corp.	$	0.46	$	0.45

This pro forma financial information is based on historical results of operations, adjusted for the allocation of the purchase price and other acquisition accounting adjustments, and is not necessarily indicative of what our results would have been had we operated the businesses since January 1, 2011. The pro forma adjustments for the three and six months ended June 30, 2012 reflect depreciation expense, amortization of intangibles and amortization of program contract costs related to the fair value adjustments of the assets acquired, additional interest expense related to the financing of the transactions, exclusion of nonrecurring financing and transaction related costs and the related tax effects of the adjustments.

Nami Media, Inc.

On November 22, 2011, LIN Television acquired a 57.6% interest (a 50.1% interest calculated on a fully diluted basis) in Nami Media, a digital advertising management and technology company based in Los Angeles, CA. Under the terms of our agreement with Nami Media, we agreed to purchase the remaining outstanding shares of Nami Media in 2014 if Nami Media achieves a target EBITDA in 2013 as outlined in the purchase agreement. The purchase price of these shares is based on multiples of Nami Media’s 2013 net revenues and EBITDA. Our maximum potential obligation under the purchase agreement is $37.4 million. Additionally, if Nami Media does not meet the target EBITDA in 2013, we have the option to purchase the remaining outstanding shares using the same purchase price multiple. Our obligation to purchase the noncontrolling interest holders’ shares is essentially outside of our control, because it is based on the achievement of target EBITDA in 2013. Therefore, the noncontrolling interest related to Nami Media as of June 30, 2013 and December 31, 2012 has been reported as redeemable noncontrolling interest and classified as temporary equity on our consolidated balance sheets. As of the acquisition date, the fair value of the noncontrolling interest was $3.5 million, and was measured based on the purchase price for our 57.6% ownership interest and the net assets acquired as of the acquisition date. As of June 30, 2013, we believe that the fair value of the mandatory purchase obligation is zero and as a result, have not reflected this obligation in our consolidated financial statements.

In 2014, if we do not purchase the remaining outstanding shares of Nami Media by the date set forth in the respective purchase agreements, the noncontrolling interest holders have the right to purchase our interest in Nami Media. The purchase price of these shares is based on the same purchase price multiple described above and is exercisable only if the 2013 EBITDA target is not met and we do not elect to purchase the remaining interest. The fair value of this option is zero and no amounts related to these options are included in our consolidated financial statements as of June 30, 2013 and December 31, 2012.

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LIN Digital

On October 2, 2009, LIN Television acquired Red McCombs Media, LP (“RMM”), an online advertising and media services company based in Austin, TX, which was rebranded as “LIN Digital” in the first quarter of 2013.  In connection with the acquisition, we entered into an incentive compensation arrangement with certain key members of management. The arrangement provided payments to those employees based on a computation of EBITDA generated by LIN Digital during 2012.  During the second quarter of 2013, we paid $8.9 million related to this incentive compensation arrangement.

Note 3 — Discontinued Operations

WWHO-TV

On February 16, 2012, we completed the sale of substantially all of the assets of WWHO-TV, our CW affiliate serving Columbus, OH, to Manhan Media, Inc.  During the six months ended June 30, 2012, we recorded a loss on the sale of WWHO-TV of $0.4 million ($0.3 million, net of tax).

WUPW-TV

On April 21, 2012, we completed the sale of substantially all of the assets of WUPW-TV to WUPW, LLC. During the three and six months ended June 30, 2012, we recorded a gain on the sale of WUPW-TV of $18 million ($11.7 million, net of tax).

The following presents summarized information for the discontinued operations (in thousands):

	Three Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV		WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	—	$	418		$	418
Operating income (loss)	—		—		—		16		(58		)	(42		)
Net income (loss)	—		—		—		22		(98		)	(76		)

	Six Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV			WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	440		$	2,193		$	2,633
Operating loss	—		—		—		(393		)	(1,166		)	(1,559		)
Net loss	—		—		—		(252		)	(766		)	(1,018		)

Note 4 —Investments

Joint Venture with NBCUniversal

As of December 31, 2012, we held a 20.38% interest in SVH, a joint venture with NBCUniversal, and accounted for our interest using the equity method as we did not have a controlling interest. SVH holds a 99.75% interest in SVO, which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture.

As further described in Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies” and Note 11 — “Commitments and Contingencies,” on February 12, 2013, LIN TV, LIN Television, and LIN Texas entered into, and simultaneously closed the transactions contemplated by the Transaction Agreement among subsidiaries of NBCUniversal, Comcast, the GE Parties, and SVH.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale

16

Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

Note 5 — Intangible Assets

Goodwill totaled $203 million and $192.1 million at June 30, 2013 and December 31, 2012, respectively. The change in the carrying amount of goodwill during the six months ended June 30, 2013 was as follows (in thousands):

	Goodwill
Balance as of December 31, 2012	$	192,079
Acquisitions	10,919
Balance as of June 30, 2013	$	202,998

The following table summarizes the carrying amounts of intangible assets (in thousands):

	June 30, 2013					December 31, 2012
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Broadcast licenses	$	536,515	$	—		$	536,515	$	—
Intangible assets subject to amortization (1)	85,950		(28,579		)	75,625		(16,071		)
Total	$	622,465	$	(28,579	)	$	612,140	$	(16,071	)

(1)Intangible assets subject to amortization are amortized on a straight line basis and primarily include network affiliations, acquired customer relationships, completed technology, brand names, non-compete agreements, internal-use software, favorable operating leases, and retransmission consent agreements.

There were no events during the six months ended June 30, 2013 and June 30, 2012 that warranted an interim impairment test of our indefinite-lived intangible assets, including goodwill.

Note 6 — Debt

We guarantee all of LIN Television’s debt.  All of the consolidated 100% owned subsidiaries of LIN Television fully and unconditionally guarantee LIN Television’s senior secured credit facility, the 83/8% Senior Notes due 2018 (the “83/8% Senior Notes”), and the 63/8% Senior Notes due 2021 (the “63/8% Senior Notes”) on a joint-and-several basis.

Debt consisted of the following (in thousands)

	June 30,		December 31,
	2013		2012
Senior Secured Credit Facility:
Revolving credit loans	$	—	$	—
$121,875 and $125,000 Term loans, net of discount of $390 and $435 as June 30, 2013 and December 31, 2012, respectively	121,485		124,565
$315,800 and $257,400 Incremental term loans, net of discount of $1,852 and $2,020 as of June 30,2013 and December 31, 2012, respectively	313,948		255,380
83/8% Senior Notes due 2018	200,000		200,000
63/8% Senior Notes due 2021	290,000		290,000
Capital lease obligations	14,757		14,881
Other debt	4,748		5,401
Total debt	944,938		890,227
Less current portion	14,028		10,756
Total long-term debt	$	930,910	$	879,471

During the three and six months ended June 30, 2013, we paid $2.4 million and $4.7 million, respectively, of principal on the term loans and incremental term loans related to mandatory quarterly payments under our senior secured credit facility.

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In February 2013, pursuant to our existing credit agreement, we issued $60 million of new debt in the form of a tranche B-2 incremental term facility (the “Incremental Facility”).  The Incremental Facility is a five-year term loan facility and is subject to the terms of LIN Television’s existing credit agreement, dated as of October 26, 2011, as amended on December 24, 2012, by and among LIN Television, JP Morgan Chase Bank as Administrative Agent and the banks and other financial institutions party thereto (the “Credit Agreement”).  The proceeds of the Incremental Facility, as well as cash on hand and cash from revolving borrowings under the Credit Agreement, were used to fund the $100 million transferred to SVH by LIN Television pursuant to the JV Sale Transaction.

During the six months ended June 30, 2012, we recorded a loss on extinguishment of debt of $2.1 million to our consolidated statement of operations, consisting of a write-down of deferred financing fees and unamortized discount related to the redemption of our 6 ½% Senior Subordinated Notes and our 6 ½% Senior Subordinated Notes — Class B (“6 ½% Senior Subordinated Notes”).

The fair values of our long-term debt are estimated based on quoted market prices for the same or similar issues (Level 2 inputs of the three-level fair value hierarchy).  The carrying amounts and fair values of our long-term debt were as follows (in thousands):

	June 30,		December 31,
	2013		2012
Carrying amount	$	930,181	$	875,346
Fair value	948,519		910,500

Note 7 — Fair Value Measurements

We record the fair value of certain financial assets and liabilities on a recurring basis.  The following table summarizes the financial assets measured at fair value in the accompanying financial statements using the three-level fair value hierarchy as of June 30, 2013 and December 31, 2012 (in thousands):

	Significant Observable Inputs		Significant Unobservable Inputs
	(Level 2)		(Level 3)		Total
June 30, 2013:
Assets:
Deferred compensation related investments	$	650	$	2,887	$	3,537
December 31, 2012:
Assets:
Deferred compensation related investments	$	619	$	2,461	$	3,080

For level two investments, the fair value of our investments is based upon the fair value of the investments selected by employees.  For level three investments, the fair value of our deferred compensation related investments is based on the cash surrender values of life insurance policies underlying our supplemental income deferral plan.

Note 8 — Retirement Plans

The following table shows the components of the net periodic pension cost and the contributions to our 401(k) Plan and the retirement plans (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net periodic pension cost (benefit):
Interest cost	$	1,314		$	1,364		$	2,628		$	2,728
Expected return on plan assets	(1,670		)	(1,549		)	(3,340		)	(3,098		)
Amortization of net loss	428			431			856			862
Net periodic cost	$	72		$	246		$	144		$	492
Contributions:
401(k) Plan	$	1,092		$	843		$	2,424		$	1,920
Defined contribution retirement plans	35			45			84			182
Defined benefit retirement plans	1,416			1,368			2,713			2,290
Total contributions	$	2,543		$	2,256		$	5,221		$	4,392

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See Note 11 — “Retirement Plans” in Item 15 of our Annual Report on Form 10-K for the year ended December 31, 2012 for a full description of our retirement plans.

Note 9 — Restructuring

During the three and six months ended June 30, 2013, we recorded a restructuring charge of $0.4 million and $2.5 million, respectively, for severance and related costs as a result of the integration of the television stations acquired during 2012.  During the three and six months ended June 30, 2013, we made cash payments of $1.7 million and $2.3 million, respectively, related to these restructuring actions.  We expect to make cash payments of approximately $0.1 million during the remainder of 2013 related to these restructuring activities.

Also, during the year ended December 31, 2012, we recorded a restructuring charge of $2.4 million as a result of the consolidation of certain activities at our stations.  During the six months ended June 30, 2013, we made cash payments of $0.8 million related to these restructuring actions.  We do not expect to make significant cash payments during the remainder of the year with respect to such transactions, as the majority of the restructuring activities are complete as of the date of this report.

	Severance and Related
Balance as of December 31, 2012	$	717
Charges	2,523
Payments	(3,107		)
Balance as of June 30, 2013	$	133

Note 10 — Income Taxes

We recorded a provision for income taxes of $5.2 million and $4.2 million for the three and six months ended June 30, 2013, respectively, compared to a provision for income taxes of $10.1 million and $12.9 million for the three and six months ended June 30, 2012, respectively.  The decrease in the tax provision was primarily a result of the decrease in income from operations before taxes as compared to the same periods last year.  Our effective income tax rate was 40.4% and 38.6% for the six months ended June 30, 2013 and June 30, 2012, respectively.  The increase in the effective income tax rate was primarily due to certain acquisition related expenses incurred during the six months ended June 30, 2013 for which no tax benefit was recorded.  We expect our effective income tax rate to range between 38% and 40% during the remainder of 2013, exclusive of any impact of the discrete items described below.

As of December 31, 2012, we had a valuation allowance of $18.2 million offsetting certain state net operating loss carryforwards and other state deferred tax assets, as we concluded that it was more likely than not that these deferred tax assets would not be realized.  As of June 30, 2013, we believe that it is reasonably possible that some or all of this existing state valuation allowance may be reversed within the next twelve months, primarily due to the Company’s ability to generate sufficient taxable income prior to the expiration of the net operating loss carryforwards described above.  Although realization is not assured, we expect that any such changes could have a material impact on our annual effective tax rate.

As a result of the JV Sale Transaction, we recognized $27.5 million and $0.9 million of incremental short-term deferred federal and state tax liabilities, respectively, in excess of those which were previously established. The financial impact of the JV Sale Transaction and corresponding tax expense of $28.4 million was reflected in our consolidated financial statements for the year ended December 31, 2012.  During the first quarter of 2013, approximately $163 million of short term deferred liabilities were reclassified to income taxes payable upon the consummation of the JV Sale Transaction.  As a result of the close of the Merger on July 30, 2013, approximately $115 million of this tax liability is expected to be extinguished, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction.  For further discussion regarding the JV Sale Transaction and the Merger, see Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies” and Note 11 — “Commitments and Contingencies.”

Note 11 — Commitments and Contingencies

We lease land, buildings, vehicles and equipment pursuant to non-cancelable operating lease agreements and we contract for general services pursuant to non-cancelable operating agreements that expire at various dates through 2036. In addition, we have entered into commitments for future syndicated entertainment and sports programming. Future payments for these non-cancelable operating leases and agreements, and future payments associated with syndicated television programs as of June 30, 2013 are as follows (in thousands):

19

Commitments

Year	Operating Leases and Agreements		Syndicated Television Programming			Total
2013	$	36,222	$	30,372		$	66,594
2014	35,451		20,709			56,160
2015	28,480		9,266			37,746
2016	13,585		5,503			19,088
2017	11,681		2,498			14,179
Thereafter	10,356		367			10,723
Total obligations	135,775		68,715			204,490
Less recorded contracts	—		(22,905		)	(22,905		)
Future contracts	$	135,775	$	45,810		$	181,585

Contingencies

GECC Guarantee and the Merger

GECC provided secured debt financing for the joint venture between NBCUniversal and us, in the form of an $815.5 million non-amortizing senior secured note due 2023 bearing interest at an initial rate of 8% per annum until March 1, 2013 and 9% per annum thereafter. The GECC Note was an obligation of the joint venture. As of December 31, 2012, we had a 20.38% equity interest in the joint venture and NBCUniversal had the remaining 79.62% equity interest, in which we and NBCUniversal each had a 50% voting interest. NBCUniversal operated two television stations, KXAS-TV, an NBC affiliate in Dallas, and KNSD-TV, an NBC affiliate in San Diego, pursuant to a management agreement. LIN TV had previously guaranteed the payment of principal and interest on the GECC Note.

On February 12, 2013, we, along with our wholly-owned subsidiaries, LIN Television and LIN Texas, entered into, and simultaneously closed the transactions contemplated by the Transaction Agreement with subsidiaries of NBCUniversal, the GE Parties, Comcast, and SVH. The Transaction Agreement effected a series of transactions whereby in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations relating to the shortfall funding agreements.  Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. The Transaction Agreement contains certain indemnifications and obligations with respect to representations and warranties; however, we do not anticipate that such obligations will result in any material liability to the Company.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012, because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million Incremental Facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss (“NOL”) carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the Merger described below.

On February 12, 2013, we also announced that LIN TV entered into the Merger Agreement with LIN LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV. On July 30, 2013, the shareholders of LIN TV approved the Merger and pursuant to the Merger Agreement, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity. The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock as of the close Merger, LIN TV realized a capital loss of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of this stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and as a result, we expect to realize tax savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

20

Litigation

We are involved in various claims and lawsuits that are generally incidental to our business. We are vigorously contesting all of these matters. The outcome of any current or future litigation cannot be accurately predicted. We record accruals for such contingencies to the extent that we conclude it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. No estimate of the possible loss or range of loss can be made at this time because the inherently unpredictable nature of legal proceedings may be exacerbated by various factors, including: (i) the damages sought in the proceedings are unsubstantiated or indeterminate; (ii) discovery is not complete; (iii) the proceeding is in its early stages; (iv) the matters present legal uncertainties; (v) there are significant facts in dispute; or (vi) there is a wide range of potential outcomes. Although the outcome of these and other legal proceedings cannot be predicted, we believe that their ultimate resolution will not have a material adverse effect on us.

Note 12 — Related Party

We have a non-controlling investment in an interactive service provider that hosts our websites. During the three and six months ended June 30, 2013, we incurred charges from the provider of $0.8 million and $1.7 million, respectively, and made cash payments to the provider of $0.5 million and $1.3 million, respectively, for web hosting services and website development and customization.  Additionally, during the three and six months ended June 30, 2012, we incurred charges from the provider of $0.4 million and $1.3 million, respectively, and made cash payments to the provider of $0.2 million and $0.7 million, respectively, for web hosting services and website development and customization.

Note 13 — Subsequent Events

On July 30, 2013, the shareholders of LIN TV approved the Merger and pursuant to the Merger Agreement, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity. The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock as of the close Merger, LIN TV realized a capital loss of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of this stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and as a result, we expect to realize tax savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction.

Note 14 — Condensed Consolidating Financial Statements

LIN Television, a 100% owned subsidiary of LIN TV, is the primary obligor of our senior secured credit facility, our 83/8% Senior Notes and our 63/8% Senior Notes, which are further described in Note 6 — “Debt”.  LIN TV fully and unconditionally guarantees all of LIN Television’s debt on a joint-and-several basis.  Additionally, all of the consolidated 100% owned subsidiaries of LIN Television fully and unconditionally guarantee LIN Television’s senior secured credit facility, our 83/8% Senior Notes and our 63/8% Senior Notes on a joint-and-several basis, subject to customary release provisions.  There are certain contractual restrictions on LIN Television’s ability to obtain funds in the form of dividends or loans from the non-guarantor subsidiaries.

The following condensed consolidating financial statements present the consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive income and consolidated statements of cash flows of LIN TV, LIN Television, as the issuer, the guarantor subsidiaries, and the non-guarantor subsidiaries of LIN Television and the elimination entries necessary to consolidate or combine the issuer with the guarantor and non-guarantor subsidiaries.  These statements are presented in accordance with the disclosure requirements under SEC Regulation S-X Rule 3-10.

21

Condensed Consolidating Balance Sheet

As of June 30, 2013

(in thousands)

	LIN TV Corp.			LIN Television Corporation			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	17,962		$	472	$	1,365	$	—		$	19,799
Accounts receivable, net	—			84,014			31,979		16,949		—			132,942
Income taxes receivable	—			2,550			—		—		(2,550		)	—
Deferred income tax assets	—			—			678		92		(381		)	389
Other current assets	—			4,709			868		1,778		—			7,355
Total current assets	—			109,235			33,997		20,184		(2,931		)	160,485
Property and equipment, net	—			189,748			37,484		4,972		—			232,204
Deferred financing costs	—			17,961			—		103		—			18,064
Goodwill	—			169,057			18,518		15,423		—			202,998
Broadcast licenses, net	—			—			493,814		42,701		—			536,515
Other intangible assets, net	—			39,994			2,307		15,070		—			57,371
Advances to consolidated subsidiaries	—			5,503			1,171,482		—		(1,176,985		)	—
Investment in consolidated subsidiaries	—			1,576,282			—		—		(1,576,282		)	—
Other assets	—			54,366			2,721		1,553		(44,443		)	14,197
Total assets	$	—		$	2,162,146		$	1,760,323	$	100,006	$	(2,800,641	)	$	1,221,834
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Current portion of long-term debt	$	—		$	12,802		$	—	$	1,226	$	—		$	14,028
Accounts payable	—			8,603			4,570		3,081		—			16,254
Income taxes payable	—			—			162,795		39		(2,550		)	160,284
Accrued expenses	—			49,256			6,767		2,083		—			58,106
Deferred income tax liabilities	—			381			—		—		(381		)	—
Program obligations	—			5,872			1,113		2,004		—			8,989
Total current liabilities	—			76,914			175,245		8,433		(2,931		)	257,661
Long-term debt, excluding current portion	—			927,243			—		3,667		—			930,910
Deferred income tax liabilities	—			20,960			29,504		1,286		—			51,750
Program obligations	—			2,008			267		1,798		—			4,073
Intercompany liabilities	—			1,171,482			1,006		4,497		(1,176,985		)	—
Accumulated losses in excess of investment in consolidated subsidiaries	77,331			—			—		—		(77,331		)	—
Other liabilities	—			40,870			55		44,443		(44,443		)	40,925
Total liabilities	77,331			2,239,477			206,077		64,124		(1,301,690		)	1,285,319
Redeemable noncontrolling interest	—			—			—		13,846		—			13,846
Total stockholders’ (deficit) equity	(77,331		)	(77,331		)	1,554,246		22,036		(1,498,951		)	(77,331		)
Total liabilities, redeemable noncontrolling interest and stockholders’ (deficit) equity	$	—		$	2,162,146		$	1,760,323	$	100,006	$	(2,800,641	)	$	1,221,834

22

Condensed Consolidating Balance Sheet

As of December 31, 2012

(in thousands)

	LIN TV Corp.			LIN Television Corporation			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	44,625		$	573	$	1,109	$	—		$	46,307
Accounts receivable, net	—			87,103			31,144		7,903		—			126,150
Deferred income tax assets	—			67,412			—		97		(67,509		)	—
Other current assets	—			4,850			554		1,459		—			6,863
Total current assets	—			203,990			32,271		10,568		(67,509		)	179,320
Property and equipment, net	—			197,560			39,534		4,832		—			241,926
Deferred financing costs	—			19,020			—		115		—			19,135
Goodwill	—			169,057			18,518		4,504		—			192,079
Broadcast licenses, net	—			—			493,814		42,701		—			536,515
Other intangible assets, net	—			48,897			2,775		7,882		—			59,554
Advances to consolidated subsidiaries	—			6,746			1,345,971		—		(1,352,717		)	—
Investment in consolidated subsidiaries	—			1,554,903			—		—		(1,554,903		)	—
Other assets	—			53,987			2,552		1,626		(45,280		)	12,885
Total assets	$	—		$	2,254,160		$	1,935,435	$	72,228	$	(3,020,409	)	$	1,241,414
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Current portion of long-term debt	$	—		$	9,243		$	—	$	1,513	$	—		$	10,756
Accounts payable	—			14,335			3,385		1,235		—			18,955
Income taxes payable	—			372			394		—		—			766
Accrued expenses	—			37,020			115,605		621		—			153,246
Deferred income tax liabilities	—			—			235,728		—		(67,509		)	168,219
Program obligations	—			7,479			1,106		2,185		—			10,770
Total current liabilities	—			68,449			356,218		5,554		(67,509		)	362,712
Long-term debt, excluding current portion	—			875,512			—		3,959		—			879,471
Deferred income tax liabilities	—			10,910			29,000		646		—			40,556
Program obligations	—			2,222			92		1,967		—			4,281
Intercompany liabilities	—			1,345,971			3,842		2,904		(1,352,717		)	—
Accumulated losses in excess of investment in consolidated subsidiaries	91,564			—			—		—		(91,564		)	—
Other liabilities	—			42,660			56		45,280		(45,280		)	42,716
Total liabilities	91,564			2,345,724			389,208		60,310		(1,557,070		)	1,329,736
Redeemable noncontrolling interest	—			—			—		3,242		—			3,242
Total stockholders’ (deficit) equity	(91,564		)	(91,564		)	1,546,227		8,676		(1,463,339		)	(91,564		)
Total liabilities, redeemable noncontrolling interest and stockholders’ (deficit) equity	$	—		$	2,254,160		$	1,935,435	$	72,228	$	(3,020,409	)	$	1,241,414

23

Condensed Consolidating Statement of Operations

For the Three Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	106,591		$	46,653		$	14,952		$	(3,850	)	$	164,346
Operating expenses:
Direct operating	—		35,858			19,676			10,255			(2,166		)	63,623
Selling, general and administrative	—		27,356			9,434			3,419			(169		)	40,040
Amortization of program rights	—		5,532			1,409			211			—			7,152
Corporate	—		9,094			—			—			—			9,094
Depreciation	—		9,154			1,803			363			—			11,320
Amortization of intangible assets	—		4,443			234			1,046			—			5,723
Restructuring	—		391			—			—			—			391
Loss from asset dispositions	—		94			(7		)	—			—			87
Operating income (loss)	—		14,669			14,104			(342		)	(1,515		)	26,916
Other expense (income):
Interest expense, net	—		14,164			—			110			154			14,428
Share of loss in equity investments	—		25			—			—			—			25
Gain on derivative instruments	—		—			—			—			—			—
Loss on extinguishment of debt	—		—			—			—			—			—
Intercompany fees and expenses	—		8,225			(8,225		)	—			—			—
Other, net	—		84			—			—			—			84
Total other expense (income), net	—		22,498			(8,225		)	110			154			14,537
(Loss) income from continuing operations before taxes and equity in (loss) income from operations of consolidated subsidiaries	—		(7,829		)	22,329			(452		)	(1,669		)	12,379
(Benefit from) provision for income taxes	—		(3,473		)	8,932			(249		)	—			5,210
Net (loss) income from continuing operations	—		(4,356		)	13,397			(203		)	(1,669		)	7,169
Equity in income (loss) from operations of consolidated subsidiaries	7,475		11,831			—			—			(19,306		)	—
Net income (loss)	7,475		7,475			13,397			(203		)	(20,975		)	7,169
Net loss attributable to noncontrolling interests	—		—			—			(306		)	—			(306		)
Net income (loss) attributable to LIN TV Corp.	$	7,475	$	7,475		$	13,397		$	103		$	(20,975	)	$	7,475

24

Condensed Consolidating Statement of Comprehensive Income

For the Three Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	7,475	$	7,475	$	13,397	$	(203	)	$	(20,975	)	$	7,169
Amortization of pension net losses, net of tax of $169	259		259		—		—			(259		)	259
Comprehensive income (loss)	7,734		7,734		13,397		(203		)	(21,234		)	7,428
Comprehensive loss attributable to noncontrolling interest	—		—		—		(306		)	—			(306		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	7,734	$	7,734	$	13,397	$	103		$	(21,234	)	$	7,734

25

Condensed Consolidating Statement of Operations

For the Six Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	204,239		$	85,637		$	21,383		$	(5,921	)	$	305,338
Operating expenses:
Direct operating	—		71,208			36,913			13,293			(3,223		)	118,191
Selling, general and administrative	—		53,388			19,223			4,990			(263		)	77,338
Amortization of program rights	—		11,014			2,899			1,024			—			14,937
Corporate	—		19,365			—			—			—			19,365
Depreciation	—		18,669			3,632			657			—			22,958
Amortization of intangible assets	—		8,904			467			1,781			—			11,152
Restructuring	—		2,523			—			—			—			2,523
Loss (gain) from asset dispositions	—		201			(19		)	—			—			182
Operating income (loss)	—		18,967			22,522			(362		)	(2,435		)	38,692
Other expense (income):
Interest expense, net	—		27,978			—			218			103			28,299
Share of loss in equity investments			25												25
Intercompany fees and expenses	—		16,600			(16,600		)	—			—			—
Other, net	—		60			—			—			—			60
Total other expense (income), net	—		44,663			(16,600		)	218			103			28,384
(Loss) income from continuing operations before taxes and equity in (loss) income from operations of consolidated subsidiaries	—		(25,696		)	39,122			(580		)	(2,538		)	10,308
(Benefit from) provision for income taxes	—		(10,936		)	15,649			(554		)	—			4,159
Net (loss) income from continuing operations	—		(14,760		)	23,473			(26		)	(2,538		)	6,149
Equity in (loss) income from operations of consolidated subsidiaries	6,619		21,379			—			—			(27,998		)	—
Net income (loss)	6,619		6,619			23,473			(26		)	(30,536		)	6,149
Net loss attributable to noncontrolling interests	—		—			—			(470		)	—			(470		)
Net income (loss) attributable to LIN TV Corp.	$	6,619	$	6,619		$	23,473		$	444		$	(30,536	)	$	6,619

26

Condensed Consolidating Statement of Comprehensive Income

For the Six Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	6,619	$	6,619	$	23,473	$	(26	)	$	(30,536	)	$	6,149
Amortization of pension net losses, net of tax of $338	518		518		—		—			(518		)	518
Comprehensive income (loss)	7,137		7,137		23,473		(26		)	(31,054		)	6,667
Comprehensive loss attributable to noncontrolling interest	—		—		—		(470		)	—			(470		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	7,137	$	7,137	$	23,473	$	444		$	(31,054	)	$	7,137

27

Condensed Consolidating Statement of Operations

For the Three Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	77,075		$	42,970		$	1,905		$	(934	)	$	121,016
Operating expenses:
Direct operating	—		21,439			15,364			1,186			(744		)	37,245
Selling, general and administrative	—		18,378			9,360			484			(179		)	28,043
Amortization of program rights	—		3,892			1,315			174			—			5,381
Corporate	—		7,699			520			—			—			8,219
Depreciation	—		4,697			1,889			65			—			6,651
Amortization of intangible assets	—		59			235			184			—			478
Loss (gain) from asset dispositions	—		5			(1		)	—			—			4
Operating income	—		20,906			14,288			(188		)	(11		)	34,995
Other expense (income):
Interest expense, net	—		9,259			—			27			(20		)	9,266
Share of loss in equity investments	—		62			—			—			—			62
Loss on extinguishment of debt	—		—			—			—			—			—
Intercompany fees and expenses	—		16,310			(16,310		)	—			—			—
Other, net	—		101			—			—			—			101
Total other expense (income), net	—		25,732			(16,310		)	27			(20		)	9,429
(Loss) income from continuing operations before taxes and equity in income (loss) from operations of consolidated subsidiaries	—		(4,826		)	30,598			(215		)	9			25,566
(Benefit from) provision for income taxes	—		(2,039		)	12,239			(91		)	—			10,109
Net (loss) income from continuing operations	—		(2,787		)	18,359			(124		)	9			15,457
Income (loss) from discontinued operations, net	—		20			(80		)	—			(16		)	(76		)
Gain from sale of discontinued operations, net	—		—			11,678			—			—			11,678
Equity in income (loss) from operations of consolidated subsidiaries	27,118		29,885			—			—			(57,003		)	—
Net income (loss)	27,118		27,118			29,957			(124		)	(57,010		)	27,059
Net loss attributable to noncontrolling interests	—		—			—			(59		)	—			(59		)
Net income (loss) attributable to LIN TV Corp.	$	27,118	$	27,118		$	29,957		$	(65	)	$	(57,010	)	$	27,118

28

Condensed Consolidating Statement of Comprehensive Income

For the Three Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	27,118	$	27,118	$	29,957	$	(124	)	$	(57,010	)	$	27,059
Amortization of pension net losses, net of tax of $170	261		261		—		—			(261		)	261
Comprehensive income (loss)	27,379		27,379		29,957		(124		)	(57,271		)	27,320
Comprehensive loss attributable to noncontrolling interest	—		—		—		(59		)	—			(59		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	27,379	$	27,379	$	29,957	$	(65	)	$	(57,271	)	$	27,379

Condensed Consolidating Statement of Operations

For the Six Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	144,404		$	77,907		$	3,602		$	(1,697	)	$	224,216
Operating expenses:
Direct operating	—		42,602			28,756			2,546			(1,502		)	72,402
Selling, general and administrative	—		37,064			18,666			994			(298		)	56,426
Amortization of program rights	—		7,571			2,682			347			—			10,600
Corporate	—		14,035			930			—			—			14,965
Depreciation	—		9,530			3,757			123			—			13,410
Amortization of intangible assets	—		119			468			368			—			955
Loss (gain) from asset dispositions	—		4			(1		)	—			—			3
Operating income	—		33,479			22,649			(776		)	103			55,455
Other expense (income):
Interest expense, net	—		19,623			—			42			(29		)	19,636
Share of loss in equity investments	—		153			—			—			—			153
Loss on extinguishment of debt	—		2,099			—			—			—			2,099
Intercompany fees and expenses	—		32,620			(32,620		)	—			—			—
Other, net	—		87			1			—			—			88
Total other expense (income), net	—		54,582			(32,619		)	42			(29		)	21,976
(Loss) income from continuing operations before taxes and equity in income (loss) from operations of consolidated subsidiaries	—		(21,103		)	55,268			(818		)	132			33,479
(Benefit from) provision for income taxes	—		(8,864		)	22,107			(336		)	—			12,907
Net (loss) income from continuing operations	—		(12,239		)	33,161			(482		)	132			20,572
Loss from discontinued operations, net	—		(251		)	(744		)	—			(23		)	(1,018		)
(Loss) gain on the sale of discontinued operations, net	—		(289		)	11,678			—			—			11,389
Equity in income (loss) from operations of consolidated subsidiaries	31,384		44,163			—			—			(75,547		)	—
Net income (loss)	31,384		31,384			44,095			(482		)	(75,438		)	30,943
Net loss attributable to noncontrolling interests	—		—			—			(441		)	—			(441		)
Net income (loss) attributable to LIN TV Corp.	$	31,384	$	31,384		$	44,095		$	(41	)	$	(75,438	)	$	31,384

Condensed Consolidating Statement of Comprehensive Income

For the Six Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	31,384	$	31,384	$	44,095	$	(482	)	$	(75,438	)	$	30,943
Amortization of pension net losses, net of tax of $340	522		522		—		—			(522		)	522
Comprehensive income (loss)	31,906		31,906		44,095		(482		)	(75,960		)	31,465
Comprehensive loss attributable to noncontrolling interest	—		—		—		(441		)	—			(441		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	31,906	$	31,906	$	44,095	$	(41	)	$	(75,960	)	$	31,906

29

Condensed Consolidating Statement of Cash Flows

For the Six Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.	LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Consolidating/ Eliminating Adjustments		LIN TV Corp. Consolidated
OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$—	$47,935		$33,058		$578		$(39,006	)	$42,565
INVESTING ACTIVITIES:
Capital expenditures	—	(11,372	)	(1,569	)	(1,229	)	—		(14,170	)
Payments for business combinations, net of cash acquired	—	(9,824	)	—		—		—		(9,824	)
Proceeds from the sale of assets	—	14		20		—		—		34
Capital contribution to joint venture with NBCUniversal	—	—		(100,000	)	—		—		(100,000	)
Advances on intercompany borrowings	—	(1,600	)	—		—		1,600		—
Payments from intercompany borrowings	—	15,009		122,405		—		(137,414	)	—
Net cash (used in) provided by investing activities	—	(7,773	)	20,856		(1,229	)	(135,814	)	(123,960	)
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	—	1,156		—		—		—		1,156
Proceeds from borrowings on long-term debt	—	96,000		—		—		—		96,000
Principal payments on long-term debt	—	(40,924	)	—		(693	)	—		(41,617	)
Payment of long-term debt issue costs	—	(652	)	—		—		—		(652	)
Payment of dividend	—	—		(39,006	)	—		39,006		—
Proceeds from intercompany borrowings	—	—		—		1,600		(1,600	)	—
Payments on intercompany borrowings	—	(122,405	)	(15,009	)	—		137,414		—
Net cash (used in) provided by financing activities	—	(66,825	)	(54,015	)	907		174,820		54,887
Net (decrease) increase in cash and cash equivalents	—	(26,663	)	(101	)	256		—		(26,508	)
Cash and cash equivalents at the beginning of the period	—	44,625		573		1,109		—		46,307
Cash and cash equivalents at the end of the period	$—	$17,962		$472		$1,365		$—		$19,799

30

Condensed Consolidating Statement of Cash Flows

For the Six Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities, continuing operations	$	—	$	55,345		$	(13,103	)	$	(570	)	$	23		$	41,695
Net cash used in operating activities, discontinued operations	—		(471		)	(2,242		)	—			(23		)	(2,736		)
Net cash provided by (used in) operating activities	—		54,874			(15,345		)	(570		)	—			38,959
INVESTING ACTIVITIES:
Capital expenditures	—		(9,195		)	(3,463		)	(1,058		)	—			(13,716		)
Change in restricted cash	—		255,159			—			—			—			255,159
Payments for business combinations, net of cash acquired	—		(33,500		)	—			—			—			(33,500		)
Proceeds from the sale of assets	—		—			1			—			—			1
Shortfall loan to joint venture with NBCUniversal	—		(1,680		)	—			—			—			(1,680		)
Advances on intercompany borrowings	—		(1,200		)	—			—			1,200			—
Payments from intercompany borrowings	—		4,395			—			—			(4,395		)	—
Net cash provided by (used in) investing activities, continuing operations	—		213,979			(3,462		)	(1,058		)	(3,195		)	206,264
Net cash provided by investing activities, discontinued operations	—		6,314			23,206			—			—			29,520
Net cash provided by (used in) investing activities	—		220,293			19,744			(1,058		)	(3,195		)	235,784
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	—		352			—			—			—			352
Proceeds from borrowings on long-term debt	—		20,000			—			—			—			20,000
Principal payments on long-term debt	—		(297,268		)	—			(147		)	—			(297,415		)
Payment of long-term debt issue costs	—		(199		)	—			—			—			(199		)
Treasury stock purchased	—		(6,500		)	—			—			—			(6,500		)
Proceeds from intercompany borrowings	—		—			—			1,200			(1,200		)	—
Payments on intercompany borrowings	—		—			(4,395		)	—			4,395			—
Net cash (used in) provided by financing activities	—		(283,615		)	(4,395		)	1,053			3,195			(283,762		)
Net decrease in cash and cash equivalents	—		(8,448		)	4			(575		)	—			(9,019		)
Cash and cash equivalents at the beginning of the period	—		16,571			653			833			—			18,057
Cash and cash equivalents at the end of the period	$	—	$	8,123		$	657		$	258		$	—		$	9,038

31

LIN TV Corp.

Management’s Discussion and Analysis

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Special Note about Forward-Looking Statements

This report contains certain forward-looking statements with respect to our financial condition, results of operations and business, including statements under this caption Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations”.  All of these forward-looking statements are based on estimates and assumptions made by our management, which, although we believe them to be reasonable, are inherently uncertain.  Therefore, you should not place undue reliance upon such estimates and statements.  We cannot assure you that any of such estimates or statements will be realized and actual results may differ materially from those contemplated by such forward-looking statements. Factors that may cause such differences include those discussed under the caption Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2012 (“10-K”).  Many of these factors are beyond our control.

Forward-looking statements contained herein speak only as of the date hereof.  We undertake no obligation to publicly release the result of any revisions to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

Executive Summary

We own, operate or service 43 television stations and seven digital channels in 23 U.S. markets, with multiple network affiliates in 18 markets, along with a diverse portfolio of websites, apps and mobile products. Our operating revenues are primarily derived from the sale of advertising time to local, national and political advertisers. Less significant revenues are generated from our television station websites, retransmission consent fees, interactive revenues and other revenues.

During the three and six months ended June 30, 2013, net revenues increased $43.3 million and $81.1 million compared to the same periods in 2012, primarily driven by an increase in our local revenues.  During the three and six months ended June 30, 2013, local revenues, which include net local advertising sales, retransmission consent fees and television station website revenues, increased $32.8 million and $64.5 million compared to the same periods last year.  In addition, national advertising sales increased $7.2 million and $13.5 million, respectively, during the three and six months ended June 30, 2013 compared to the same periods last year and interactive revenues increased $10.3 million and $12.4 million, respectively, during the three and six months ended June 30, 2013, compared to the same periods last year.

Excluding the impact of our 2012 station acquisitions and the 2013 acquisitions of HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), net revenues during the three months ended June 30, 2013 remained flat and increased $3.7 million during the three and six months ended June 30, 2013, respectively, as compared to the same periods in 2012.

On February 12, 2013, we, along with our wholly-owned subsidiaries LIN Television Corporation (“LIN Television”) and LIN Television of Texas, L.P., a Delaware limited partnership (“LIN Texas”) entered into and closed a transaction agreement (the “Transaction Agreement”) with NBC Telemundo License LLC, a Delaware limited liability company (“NBC”), NBCU New LLC I, a Delaware limited liability company, NBCU New LLC II, a Delaware limited liability company, General Electric Company, a New York corporation (“GE”), General Electric Capital Corporation, a Delaware corporation (“GECC” and together with GE, the “GE Parties”), National Broadcasting Company Holding, Inc., a Delaware corporation, Comcast Corporation, a Pennsylvania corporation (“Comcast”), NBCUniversal Media, LLC, a Delaware limited liability company (“NBCUniversal”), Lone Star SPV, LLC, a Delaware limited liability company and Station Venture Holdings, LLC, a Delaware limited liability company (“SVH”).  SVH held a 99.75% interest in Station Venture Operations, LP (“SVO”), which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture. The Transaction Agreement effected a series of transactions related to the ownership and sale of LIN Texas’s 20.38% equity interest in SVH, a joint venture in which NBC, an affiliate of NBCUniversal, held the remaining 79.62% equity interest (collectively, the “JV Sale Transaction”).  Also on February 12, 2013, we announced that we entered into an Agreement and Plan of Merger with LIN Media, LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV (“LIN LLC”) and subsequently completed this merger on July 30, 2013.  For further information, see Note 1—“Basis of Presentation and Summary of Significant Accounting Policies,” Note 11 — “Commitments and Contingencies” and Note 13 — “Subsequent Events” to our consolidated financial statements.

32

Critical Accounting Policies and Estimates

Certain of our accounting policies, as well as estimates we make, are critical to the presentation of our financial condition and results of operations since they are particularly sensitive to our judgment. Some of these policies and estimates relate to matters that are inherently uncertain. The estimates and judgments we make affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures of contingent liabilities. On an on-going basis, we evaluate our estimates, including those used for allowance for doubtful accounts in receivables, valuation of goodwill and intangible assets, amortization and impairment of program rights and intangible assets, stock-based compensation and other long-term incentive compensation arrangements, pension costs, barter transactions, income taxes, employee medical insurance claims, useful lives of property and equipment, contingencies, litigation and net assets of businesses acquired. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions, and it is possible that such differences could have a material impact on our consolidated financial statements.

Recent Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update No. 2013-02, “Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income,” which amends Accounting Standards Codification 220, “Comprehensive Income.” The amendments require an entity to disclose the impact of amounts reclassified out of accumulated other comprehensive income and into net income, by the respective line items of net income, if the amounts reclassified are reclassified to net income in their entirety in the same reporting period. The disclosure is required either on the face of the statement where net income is presented or in the notes. For amounts that are not reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. We prospectively adopted this guidance effective January 1, 2013 and it did not have a material impact on our financial statements.

In July 2012, there were revisions to the accounting standard for impairment tests of indefinite-lived intangible assets other than goodwill. Under the revised standard a company can first perform a qualitative assessment to determine whether further impairment testing of indefinite-lived intangible assets is necessary. A company can choose to perform the qualitative assessment on none, some, or all of its indefinite-lived intangible assets, and can also bypass the qualitative assessment and perform the quantitative impairment test for any indefinite-lived intangible in any period. The revised standard is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted during 2012 if a company has not yet performed its 2012 annual impairment test or issued its financial statements. We adopted this guidance effective January 1, 2013 and do not expect it to have a material impact on our impairment tests of indefinite-lived intangible assets.

Results of Operations

Set forth below are key components that contributed to our operating results (in thousands):

	Three Months Ended June 30,								Six Months Ended June 30,
	2013		2012		$ Change		% Change		2013		2012		$ Change		% Change
Local revenues	$	107,058	$	74,272	32,786		44	%	$	206,476	$	141,931	64,545		45	%
National advertising sales	32,572		25,402		7,170		28	%	62,068		48,523		13,545		28	%
Political advertising sales	1,508		7,645		(6,137	)	-80	%	2,017		10,581		(8,564	)	-81	%
Interactive revenues	20,837		10,520		10,317		98	%	29,878		17,506		12,372		71	%
Other revenues	2,371		3,177		(806	)	-25	%	4,899		5,675		(776	)	-14	%
Net revenues	164,346		121,016		43,330		36	%	305,338		224,216		81,122		36	%
Direct operating	63,623		37,245		26,378		71	%	118,191		72,402		45,789		63	%
Selling, general and administrative	40,040		28,043		11,997		43	%	77,338		56,426		20,912		37	%
Amortization of program rights	7,152		5,381		1,771		33	%	14,937		10,600		4,337		41	%
Corporate	9,094		8,219		875		11	%	19,365		14,965		4,400		29	%
Depreciation	11,320		6,651		4,669		70	%	22,958		13,410		9,548		71	%
Amortization of intangible assets	5,723		478		5,245		NM	(1)	11,152		955		10,197		NM	(1)
Restructuring	391		—		391		100	%	2,523		—		2,523		100	%
Loss from asset dispositions	87		4		83		NM	(1)	182		3		179		NM	(1)
Total operating expenses	137,430		86,021		51,409		60	%	266,646		168,761		97,885		58	%
Operating income	26,916		$	34,995	(8,079	)	-23	%	$	38,692	$	55,455	(16,763	)	-30	%

(1)   Percentage change not meaningful

33

Period Comparison

Revenues

Net revenues consist primarily of local revenues (which include net local advertising sales, retransmission consent fees and television station website revenues), net national advertising sales, interactive revenues, and political advertising sales.  Other revenues include barter revenues, production revenues, tower rental income and station copyright royalties.

During the three months ended June 30, 2013 net revenues increased $43.3 million, or 36%, compared to the same period in the prior year, of which $36.1 million related to television stations acquired during 2012.  Excluding the impact of the television stations acquired during 2012, net revenues increased $7.2 million, primarily due to a $10.2 million increase in interactive revenues and a $4.9 million increase in local revenues.  These increases were partially offset by a $6.3 million decrease in political advertising sales and a $1.6 million decrease in other revenues.

During the six months ended June 30, 2013, net revenues increased by $81.1 million, or 36%, compared to the same period in the prior year, of which $69.6 million related to television stations acquired during 2012.  Excluding the impact of the television stations acquired during 2012, net revenues increased $11.5 million primarily due to a $12.1 million increase in interactive revenues and a $10.3 million increase in local revenues.  These increases were partially offset by an $8.7 million decrease in political advertising sales and a $2.5 million decrease in other revenues.

The increase in interactive revenues during both periods over the same periods in the prior year is primarily a result of $8.2 million in revenues generated by Dedicated Media and HYFN for the three and six months ended June 30, 2013 as well as continued growth in LIN Digital display revenues.  The growth in local revenues, excluding the impact of our stations acquired in 2012, is primarily the result of a growth in retransmission consent fee revenues as a result of contract renewals and contractual rate increases.

During the three and six months ended June 30, 2013, the automotive category, which represented 24% and 25%, respectively, of local and national advertising sales, decreased by 3% compared to the three and six months ended June 30, 2012, during which the automotive category represented 24%, for both periods, of local and national advertising sales.

Operating Expenses

Operating expenses increased $51.4 million and $97.9 million, or 60% and 58%, during the three and six months ended June 30, 2013, respectively, compared to the same periods in the prior year, of which $42.4 million and $76.8 million of the increase for the three and six months ended June 30, 2013, respectively, related to our 2012 station acquisitions as well as the 2013 acquisitions of HYFN and Dedicated Media.  The increases during both periods were primarily due to increases in direct operating, selling general and administrative, depreciation and amortization expenses and corporate expenses.

Direct operating expenses increased $26.4 million and $45.8 million during the three and six months ended June 30, 2013, respectively, compared to the same periods last year, of which $19.8 million and $32.3 million, respectively, related to the 2012 station acquisitions as well as the 2013 acquisitions of HYFN and Dedicated Media. The remainder of the increase was primarily a result of an increase in fees pursuant to network affiliation agreements, growth in employee compensation expense and growth in cost of goods sold related to LIN Digital.

Selling, general and administrative, depreciation and amortization of intangible asset expenses increased $12 million, $4.7 million, and $5.2 million, respectively, during the three months ended June 30, 2013 as compared to the same period in the prior year and $20.9 million, $9.5 million and $10.2 million, respectively, during the six months ended June 30, 2013 as compared to the same period last year.  The increases in selling, general and administrative, depreciation and amortization expense for both periods are all primarily as a result of our 2012 station acquisitions as well as the 2013 acquisitions of HYFN and Dedicated Media.

Corporate expenses increased $0.9 million and $4.4 million during the three and six months ended June 30, 2013, respectively, primarily due to expenses incurred related to the JV Sale Transaction and the Merger with LIN LLC, as well as increases in employee compensation expense and acquisition related expenses compared to the same periods last year.

34

Other Expense

The following summarizes the components of other expense, net (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
Components of other expense, net:
Interest expense, net	$	14,428	$	9,266	28,299		$	19,636
Share of loss in equity investments	25		62		25		153
Loss on extinguishment of debt	—		—		—		2,099
Other expense, net	84		101		60		88
Total other expense, net	$	14,537	$	9,429	$	28,384	$	21,976

Other expense, net increased $5.1 million and $6.4 million, or 54% and 29% during the three and six months ended June 30, 2013 compared to the same periods last year, primarily due to an increase in interest expense as further described below, which was partially offset by a $2.1 million decrease in loss on extinguishment of debt, which was a result of the redemption of our 61/2% Senior Subordinated Notes during the first quarter of 2012.

Interest Expense

The following summarizes the components of interest expense, net (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
Components of interest expense:
Senior secured credit facility	$	4,885	$	4,946	$	9,270	$	9,954
83/8% Senior Notes	4,346		4,301		8,693		8,648
63/8% Senior Subordinated Notes	4,927		—		9,800		—
61/2% Senior Subordinated Notes	—		—		—		595
61/2% Senior Subordinated Notes - Class B	—		—		—		306
Other	270		19		536		133
Total interest expense, net	$	14,428	$	9,266	$	28,299	$	19,636

Interest expense, net increased by $5.2 million and $8.7 million, or 56% and 44% during the three and six months ended June 30, 2013 compared to the same periods last year, primarily as a result of the interest incurred on our 63/8% Senior Notes, which were issued during the fourth quarter of 2012 to finance a portion of the consideration paid to acquire the New Vision and ACME television stations. This increase was partially offset by a decrease in interest expense due to the redemption of our 61/2% Senior Subordinated Notes during the first quarter of 2012 as well as reductions in interest expense under our senior secured credit facility.

Provision for Income Taxes

Provision for income taxes decreased $4.9 million and $8.7 million for the three and six months ended June 30, 2013 compared to the same periods last year.  The decrease in the tax provision was primarily a result of the decrease in income from operations before taxes as compared to the same period last year.  Our effective income tax rate was 40.4% and 38.6% for the six months ended June 30, 2013 and June 30, 2012, respectively.  The increase in the effective income tax rate was primarily due to certain acquisition costs incurred during the six months ended June 30, 2013 for which no tax benefit is recorded.

Liquidity and Capital Resources

Our principal sources of funds for working capital have historically been cash from operations and borrowings under our senior secured credit facility.  As of June 30, 2013 we had unrestricted cash and cash equivalents of $19.8 million, and a $75 million revolving credit facility, all of which was available, subject to certain covenant restrictions.  Our total outstanding debt as of June 30, 2013 was $944.9 million.

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Joint Venture Sale Transaction and Merger

On February 12, 2013, we, along with our wholly-owned subsidiaries, LIN Television and LIN Texas, entered into, and simultaneously closed the transactions contemplated by the Transaction Agreement with subsidiaries of NBCUniversal, the GE Parties, Comcast, and SVH. The Transaction Agreement effected a series of transactions whereby in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations relating to the shortfall funding agreements.  Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. The Transaction Agreement contains certain indemnifications and obligations with respect to representations and warranties; however, we do not anticipate that such obligations will result in any material liability to the Company.  For further information, refer to Note 1 — “Basis for Presentation and Summary of Significant Accounting Policies” and Note 11 — “Commitments and Contingencies” to our consolidated financial statements.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the GECC Guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012 because it represented a probable and estimable obligation of the Company.  In February 2013, we issued a $60 million incremental term loan, and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss (“NOL”) carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the Merger as described below.

Concurrent with the closing of the JV Sale Transaction, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LIN Media LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV (“LIN LLC”).  Pursuant to the Merger Agreement, which was approved by the shareholders of LIN TV on July 30, 2013, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity (the “Merger”).  The Merger enabled LIN TV to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock at the time of the Merger, LIN TV realized a capital loss of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of this stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and as a result, we expect to experience tax savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the second half of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

We have incurred approximately $1 million and $3 million in transaction costs during the three and six months ended June 30, 2013, respectively, and expect to incur additional costs of $2.5 - $3.5 million during the remainder of 2013 related to the JV Sale Transaction and the Merger.

Our operating plan for the next 12 months anticipates that we generate cash from operations, utilize available borrowings, and make certain repayments of indebtedness, including mandatory repayments of term loans and incremental term loans under our senior secured credit facility. Our ability to borrow under our revolving credit facility is contingent on our compliance with certain financial covenants, which are measured, in part, by the level of earnings before interest expense, taxes, depreciation and amortization (“EBITDA”) that we generate from our operations.  As of June 30, 2013, we were in compliance with all financial and nonfinancial covenants under our senior secured credit facility.

Our future ability to generate cash from operations and from borrowings under our senior secured credit facility could be adversely affected by a number of risks, which are discussed in the Liquidity and Capital Resources section within Item 7.  “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in Item 1A.  “Risk Factors” in our 10-K and elsewhere herein.

Our liquidity position during 2013 has been, and over the next 12 months and beyond will primarily be affected by, but is not limited to, the following:

·Continued growth in local and interactive revenues.  During the three and six months ended June 30, 2013, our local revenues increased 44% and 45%, respectively, compared to the prior year.  Additionally, during the three and six months ended June 30, 2013, our interactive revenues increased 98% and 71%, respectively.  Excluding the impact of the stations acquired during 2012 as well as the acquisitions of HYFN and Dedicated Media, our local revenues increased 7% during the three and six months ended June 30, 2013 and our interactive revenues increased 19% and 23%, respectively, as compared to the same periods in the prior year.  We expect further growth in our local and interactive revenues, however, there can be no assurance that this will occur.

36

·Cyclical fluctuations.  We experience significant fluctuations in our political advertising revenues since advertising revenues are generally higher in even-numbered years due to additional revenues associated with political advertising related to local and national elections.  During the three and six months ended June 30, 2013, our net political advertising sales were $1.5 million and $2 million, respectively, compared to $7.6 million and $10.6 million for the three and six months ended June 30, 2012.  We anticipate decreased advertising revenues during the remainder of 2013 as a result of these cyclical fluctuations.

·Employee benefit contributions.  Our employee benefit plan contributions include contributions to our pension plan and the 401(k) Plan. Volatility in the equity markets impacts the fair value of our pension plan assets and ultimately the cash funding requirements of our pension plan. We expect to contribute $5.4 million to our pension plan and $5.3 million to our 401(k) Plan during 2013.

·Payments related to capital expenditures.  We expect to make cash payments of approximately $11 million - $16 million related to capital expenditures during the remainder of 2013, primarily as a result of completion of high definition broadcasting in some of our newly acquired markets and software development costs at our digital companies.

·Tax liability associated with the JV Sale Transaction.  We expect to fund any remaining tax liability associated with the JV Sale Transaction during the second half of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

·Other investments.  In connection with our acquisitions of Nami Media, Inc. (“Nami Media”) Dedicated Media, and HYFN, we may be required to purchase the remaining outstanding shares of these companies in 2014, 2015 and 2016, respectively, if certain financial targets as defined in each applicable purchase agreement are met.  Our maximum potential obligation under the Nami Media, HYFN and Dedicated Media agreements is $37.4 million, $62.4 million, and $26 million, respectively.  For further information see Note 2 — “Acquisitions” included in our 10-K.

Contractual Obligations

The following table summarizes the estimated future cash payments related to amendments to certain program obligations and operating contracts since December 31, 2012.

							2018 and
	2013		2014-2015		2016-2017		thereafter		Total
Program payments(1)	$	30,372	$	29,975	$	8,001	$	367	$	68,715
Operating agreements(2)	36,222		63,931		25,266		10,356		135,775

(1)We have entered into commitments for future syndicated news, entertainment and sports programming. We have $13.1 million of program obligations outstanding as of June 30, 2013 and unrecorded commitments of $45.8 million for programming that is not available to air as of June 30, 2013.

(2)We have entered into a variety of agreements for services used in the operation of our stations including ratings services, consulting and research services, news video services, news weather services, marketing services and other operating contracts under non-cancelable operating agreements.

Other than as shown above, there were no material changes in our contractual obligations from those shown in Liquidity and Capital Resources within Item 7.  “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our 10-K.

Summary of Cash Flows

The following presents summarized cash flow information (in thousands):

	Six Months Ended June 30,
	2013			2012			2013 vs 2012
Net cash provided by operating activities	$	42,565		$	38,959		$	3,606
Net cash (used in) provided by investing activities	(123,960		)	235,784			(359,744		)
Net cash provided by (used in) financing activities	54,887			(283,762		)	338,649
Net decrease in cash and cash equivalents	$	(26,508	)	$	(9,019	)	$	(17,489	)

37

Net cash provided by operating activities increased $3.6 million to $42.6 million for the six months ended June 30, 2013, compared to net cash provided by operating activities of $39 million for the six months ended June 30, 2012.  The increase is primarily attributable to an increase in net revenues of $81.1 million, which was partially offset by an increase in direct operating, selling, general and administrative and corporate expenses of $71.1 million and a $8.7 million increase in interest expense as compared to the six months ended June 30, 2012.

Net cash used in investing activities was $124 million for the six months ended June 30, 2013, compared to net cash provided by investing activities of $235.8 million for the six months ended June 30, 2012.  The net cash provided by investing activities during the six months ended June 30, 2012 was primarily attributable to a decrease in restricted cash that had been placed on irrevocable deposit as of December 31, 2011 and was subsequently used to fund the aggregate redemption price of our 61/2% Senior Subordinated Notes in January 2012.  In addition, we received approximately $29.5 million of net cash proceeds related to the divestiture of substantially all of the assets of WWHO-TV and WUPW-TV during the six months ended June 30, 2012.  The cash used in investing activities during the six months ended June 30, 2013 was primarily a result of the $100 million capital contribution made to the joint venture in February 2013 in connection with the JV Sale Transaction, $14.2 million of capital expenditures, and approximately $9.8 million in cash payments related to the acquisitions of Dedicated Media and HYFN in April 2013, net of cash acquired.

Net cash provided by financing activities was $54.9 million for the six months ended June 30, 2013, compared to net cash used in financing activities of $283.8 million during the six months ended June 30, 2012.  The increase is primarily attributable to the redemption of $252 million of our 6 1/2%Senior Subordinated Notes during the six months ended June 30, 2012 as well as an increase in proceeds from borrowings on long-term debt due to the new $60 million term loan entered into during the six months ended June 30, 2013 in connection with the JV Sale Transaction.

Description of Indebtedness

We guarantee all of LIN Television’s debt.  All of the consolidated 100% owned subsidiaries of LIN Television fully and unconditionally guarantee LIN Television’s senior secured credit facility, the 83/8% Senior Notes due 2018 (the “83/8% Senior Notes”), and the 63/8% Senior Notes due 2012 (the 63/8% Senior Notes) on a joint-and-several basis.

Debt consisted of the following (in thousands)

	June 30,			December 31,
	2013			2012
Senior Secured Credit Facility:
Revolving loans	$	—		$	—
$121,875 and $125,000 Term loans, net of discount of $390 and $435 as of June 30, 2013 and December 31, 2012, respectively	121,485			124,565
$315,800 and $257,400 Incremental term loans, net of discount of $1,852 and $2,020 as of June 30, 2013 and December 31, 2012, respectively	313,948			255,380
83/8% Senior Notes due 2018	200,000			200,000
63/8% Senior Notes due 2021	290,000			290,000
Capital lease obligations	14,757			14,881
Other debt	4,748			5,401
Total debt	944,938			890,227
Less current portion	14,028			10,756
Total long-term debt	$	930,910		$	879,471
Total debt	$	944,938		$	890,227
Cash and cash equivalents	(19,799		)	(46,307		)
Consolidated net debt(1)	$	925,139		$	843,920

(1)Consolidated net debt is a non-GAAP financial measure, and is equal to total debt less cash and cash equivalents.  For the purpose of our debt covenant calculations, our senior secured credit facility permits a maximum of $45 million to be offset against total debt in arriving at consolidated net debt.  For purposes of the table above, we have subtracted the total balance of our cash and cash equivalents as of June 30, 2013 and December 31, 2012 in arriving at consolidated net debt. Consolidated net debt provides investors with useful information about our financial position, and is one of the financial measures used to evaluate compliance with our debt covenants.

38

During the three and six months ended June 30, 2013, we paid $2.4 million and $4.7 million, respectively, of principal on the term loans and incremental term loans related to mandatory quarterly payments under our senior secured credit facility.

See Note 7 — “Long-term Debt” included in Item 15 of our 10-K for a full description of our senior secured credit facility.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As of June 30, 2013, there has been no significant change in our exposure to market risk from those disclosed in our 10-K. For discussion of our exposure to market risk, refer to Item 7A. Quantitative and Qualitative Disclosures about Market Risk contained in our 10-K.

Item 4. Controls and Procedures

a) Evaluation of disclosure controls and procedures.

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2013. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms.  Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.  Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving its objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.  Based on the evaluation of our disclosure controls and procedures as of June 30, 2013, our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.

b) Changes in internal controls.

There were no changes in our internal control over financial reporting identified in connection with the evaluation that occurred during the quarter ended June 30, 2013 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

Part II. Other Information

Item 1. Legal Proceedings

We are involved in various claims and lawsuits that are generally incidental to our business. We are vigorously contesting all of these matters. The outcome of any current or future litigation cannot be accurately predicted. We record accruals for such contingencies to the extent that we conclude it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. No further estimates of possible losses or range of losses can be made at this time because the inherently unpredictable nature of legal proceedings may be exacerbated by various factors, including: (i) the damages sought in the proceedings are unsubstantiated or indeterminate; (ii) discovery is not complete; (iii) the proceeding is in its early stages; (iv) the matters present legal uncertainties; (v) there are significant facts in dispute; or (vi) there is a wide range of potential outcomes. Although the outcome of these and other legal proceedings cannot be predicted, we believe that their ultimate resolution will not have a material adverse effect on us.

Item 1A. Risk Factors

In addition to the other information in this report, you should carefully consider the factors discussed in Part I Item 1A.  “Risk Factors” in our 10-K, which could materially affect our business, financial condition or future results.

39

We may not realize the anticipated benefits of the Merger because of, among other reasons, changes in tax laws.

We have presented in this Report on Form 10-Q the anticipated benefits of the Merger.  Many factors could affect the outcome of the Merger, and some or all of the anticipated benefits of the Merger may not occur. The consequence of LIN TV’s conversion of its form of organization from a corporation into a limited liability company structure in connection with the Merger had the effect of classifying it as a partnership for federal income tax purposes. Such partnership classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV recognized a loss in its 100% equity interest in LIN Television (its sole asset at the time of the Merger).

Each LIN TV stockholder should be aware that the U.S. federal income tax rules are constantly under review by persons involved in the legislative process, the IRS and the U.S. Treasury Department, frequently resulting in revised interpretations of established concepts, statutory changes, revisions to regulations and other modifications and interpretations. The present U.S. federal income tax treatment of an investment in LIN LLC common shares may be modified by administrative, legislative or judicial interpretation at any time, possibly on a retroactive basis and changes to the U.S. federal income tax laws and interpretations thereof could make it more difficult or impossible for us to realize all or any of the anticipated benefits of the Merger.

Further, we will apply certain assumptions and conventions in an attempt to comply with applicable rules and to report income, gain, deduction, loss and credit to holders in a manner that reflects such holders’ beneficial ownership of partnership items, taking into account variation in ownership interests during each taxable year because of trading activity. However, it is possible that our assumptions and conventions may not be in compliance with all aspects of applicable tax requirements. It is possible that the IRS may assert successfully that the conventions and assumptions used by us do not satisfy the technical requirements of the Internal Revenue Code of 1986, as amended, and/or Treasury regulations and could require that items of income, gain, loss, deductions or credit, including interest deductions, be adjusted, reallocated or disallowed in a manner that adversely affects stockholders.

Our defined benefit pension plan obligations are currently underfunded, and we may have to make significant cash payments to this plan, which would reduce the cash available for our business.

We have unfunded obligations under our defined benefit pension plan.  The funded status of the defined benefit pension plan depends on such factors as asset returns, market interest rates, legislative changes and funding regulations.  Our future required cash contributions and pension costs to the plan could increase if: (i) the returns on the assets of our plan were to decline in future periods; (ii) market interest rates were to decline; (iii) the Pension Benefit Guaranty Corporation (‘‘PBGC’’) were to require additional contributions to the plan as a result of acquisitions; or (iv) other actuarial assumptions were to be modified.  Any such increases could have a material and adverse effect on our business, financial condition, results of operations or cash flows.  The need to make contributions, which may be substantial, to such plan may reduce the cash available to meet our other obligations, including our debt obligations with respect to our senior secured credit facility, the 83/8% Senior Notes and the 63/8% Senior Notes or to meet the needs of our business. In addition, the PBGC may terminate our defined benefit pension plan under limited circumstances, including in the event the PBGC concludes that the risk may increase unreasonably if such plan continues. In the event a defined benefit pension plan is terminated for any reason while it is underfunded, we could be required to make an immediate payment to the PBGC of all or a substantial portion of such plan’s underfunding, as calculated by the PBGC based on its own assumptions (which might result in a larger obligation than that based on the assumptions we have used to fund such plan).

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosure

None.

Item 5. Other Information

None.

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Item 6. Exhibits —

3.1	Certificate of Formation of LIN Media LLC, dated as of February 11, 2013, filed as Exhibit 3.1 to the Registration Statement on Form S-4 of LIN Media LLC (Registration No. 333-188297) and incorporated by reference herein.
3.2	Amended and Restated Limited Liability Company Agreement of LIN Media LLC, filed as Exhibit 3.1 to the Current Report on Form 8-K12B (filed as of July 31, 2013 (File No. 001-36032) and incorporated by reference herein).
3.3	Second Amended and Restated Certificate of Incorporation of LIN TV Corp., as amended (filed as Exhibit 3.1 to our Quarterly Report on Form 10-Q filed as of August 9, 2004 (File Nos. 001-31311 and 000-25206) and incorporated by reference herein).
3.4	Third Amended and Restated Bylaws of LIN TV Corp., filed as Exhibit 3.2 (filed as Exhibit 3.2 to our Report on Form 10-K filed as of March 14, 2008 (File Nos. 001-31311 and 000-25206) and incorporated by reference herein).
3.5	Restated Certificate of Incorporation of LIN Television Corporation (filed as Exhibit 3.1 to the Quarterly Report on Form 10-Q of LIN TV Corp. and LIN Television Corporation for the fiscal quarter ended September 30, 2003 (File No. 000-25206) and incorporated by reference herein).
3.6	Restated Bylaws of LIN Television Corporation (filed as Exhibit 3.4 to the Registration Statement on Form S-1 of LIN Television Corporation and LIN Holding Corp. (Registration No. 333-54003) and incorporated by reference herein).
4.1	Specimen of stock certificate representing LIN TV Corp. Class A Common stock, par value $.01 per share (filed as Exhibit 4.1 to LIN TV Corp.’s Registration Statement on Form S-1 (Registration No. 333-83068) and incorporated by reference herein).
10.1	Incremental Term Loan Activation Notice Tranche B-2 Term Facility, dated as of February 12, 2013, by and between LIN Television and Deutsche Bank Trust Company Americas filed as Exhibit 10.1 to our Current Report on Form 8-K (filed as of February 15, 2013 (File Nos. 001-31311 and 000-25206) and incorporated by reference herein).
31.1	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Chief Executive Officer of LIN TV Corp.
31.2	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Chief Financial Officer of LIN TV Corp.
31.3	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Chief Executive Officer of LIN Television Corporation
31.4	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Chief Financial Officer of LIN Television Corporation
32.1	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the Chief Executive Officer and Chief Financial Officer of LIN TV Corp.
32.2	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the Chief Executive Officer and Chief Financial Officer of LIN Television Corporation
101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema Document
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document

*Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, or Section 18, as amended, of the Securities Exchange Act of 1934 and otherwise are not subject to liability.

41

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, each of LIN TV Corp. and LIN Television Corporation, has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	LIN TV CORP.
	LIN TELEVISION CORPORATION
Dated:	August 9, 2013
By:	/s/ Richard J. Schmaeling
	Richard J. Schmaeling
	Senior Vice President, Chief Financial Officer
	(Principal Financial Officer)
Dated:	August 9, 2013
By:	/s/ Nicholas N. Mohamed
	Nicholas N. Mohamed
	Vice President Controller
	(Principal Accounting Officer)

42

Table of Contents

Item 1. Unaudited Consolidated Financial Statements of LIN Television Corporation
Consolidated Balance Sheets	44
Consolidated Statements of Operations	45
Consolidated Statements of Comprehensive Income	46
Consolidated Statements of Stockholder’s Deficit	47
Consolidated Statements of Cash Flows	49
Notes to Unaudited Consolidated Financial Statements	50

43

LIN Television Corporation

Consolidated Balance Sheets

(unaudited)

	June 30, 2013			December 31, 2012
	(in thousands, except share data)
ASSETS
Current assets:
Cash and cash equivalents	$	19,799		$	46,307
Accounts receivable, less allowance for doubtful accounts (2013 - $3,858; 2012 - $3,599)	132,942			126,150
Deferred income tax assets	389			—
Other current assets	7,355			6,863
Total current assets	160,485			179,320
Property and equipment, net	232,204			241,926
Deferred financing costs	18,064			19,135
Goodwill	202,998			192,079
Broadcast licenses, net	536,515			536,515
Other intangible assets, net	57,371			59,554
Other assets	14,197			12,885
Total assets (a)	$	1,221,834		$	1,241,414
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Current portion of long-term debt	$	14,028		$	10,756
Accounts payable	16,254			18,955
Income taxes payable	160,284			766
Accrued expenses	58,106			153,246
Deferred income tax liabilities	—			168,219
Program obligations	8,989			10,770
Total current liabilities	257,661			362,712
Long-term debt, excluding current portion	930,910			879,471
Deferred income tax liabilities	51,750			40,556
Program obligations	4,073			4,281
Other liabilities	40,925			42,716
Total liabilities (a)	1,285,319			1,329,736
Commitments and Contingencies (Note 11)
Redeemable noncontrolling interest	13,846			3,242
LIN Television Corp. stockholder’s deficit:
Common stock, $0.01 par value, 1,000 shares	—			—
Investment in parents company’s stock, at cost	(21,984		)	(21,984		)
Additional paid-in capital	1,137,335			1,130,239
Accumulated deficit	(1,157,816		)	(1,164,435		)
Accumulated other comprehensive loss	(34,866		)	(35,384		)
Total stockholder’s deficit	(77,331		)	(91,564		)
Total liabilities, redeemable noncontrolling interest and stockholders’ deficit	$	1,221,834		$	1,241,414

The accompanying notes are an integral part of the unaudited consolidated financial statements.

(a)Our consolidated assets as of June 30, 2013 and December 31, 2012 include total assets of: $61,614 and $60,380, respectively, of variable interest entities (“VIEs”) that can only be used to settle the obligations of the VIEs. These assets include broadcast licenses and other intangible assets of: $45,870 and $46,604 and program rights of: $2,680 and $2,060 as of June 30, 2013 and December 31, 2012, respectively. Our consolidated liabilities as of June 30, 2013 and December 31, 2012 include $5,999 and $5,440, respectively, of total liabilities of the VIEs for which the VIEs’ creditors have no recourse to the Company, including $3,802 and $4,152, respectively, of program obligations.  See further description in Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies.”

44

LIN Television Corporation

Consolidated Statements of Operations

(unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
	(in thousands, except per share data)
Net revenues	$	164,346		$	121,016		$	305,338		$	224,216
Operating expenses:
Direct operating	63,623			37,245			118,191			72,402
Selling, general and administrative	40,040			28,043			77,338			56,426
Amortization of program rights	7,152			5,381			14,937			10,600
Corporate	9,094			8,219			19,365			14,965
Depreciation	11,320			6,651			22,958			13,410
Amortization of intangible assets	5,723			478			11,152			955
Restructuring charge	391			—			2,523			—
Loss from asset dispositions	87			4			182			3
Operating income	26,916			34,995			38,692			55,455
Other expense:
Interest expense, net	14,428			9,266			28,299			19,636
Share of loss in equity investments	25			62			25			153
Loss on extinguishment of debt	—			—			—			2,099
Other expense, net	84			101			60			88
Total other expense, net	14,537			9,429			28,384			21,976
Income before provision for income taxes	12,379			25,566			10,308			33,479
Provision for income taxes	5,210			10,109			4,159			12,907
Income from continuing operations	7,169			15,457			6,149			20,572
Discontinued operations:
Loss from discontinued operations, net of a provision for (benefit from) income taxes of $34 and $(541) for the three and six months ended June 30, 2012, respectively	—			(76		)	—			(1,018		)
Gain on the sale of discontinued operations, net of a provision for income taxes of $6,306 and $6,223 for the three and six months ended June 30, 2012, respectively	—			11,678			—			11,389
Net income	7,169			27,059			6,149			30,943
Net loss attributable to noncontrolling interests	(306		)	(59		)	(470		)	(441		)
Net income attributable to LIN TV Corp.	$	7,475		$	27,118		$	6,619		$	31,384

The accompanying notes are an integral part of the unaudited consolidated financial statements.

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LIN Television Corporation

Consolidated Statements of Comprehensive Income

(unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
	(in thousands)
Net income	$	7,169		$	27,059		$	6,149		$	30,943
Amortization of pension net losses, reclassified, net of tax of $169 and $170 for the three months ended June 30, 2013 and 2012, respectively, and $338 and $340 for the six months ended June 30, 2013 and 2012, respectively	259			261			518			522
Comprehensive income	7,428			27,320			6,667			31,465
Comprehensive loss attributable to noncontrolling interest	(306		)	(59		)	(470		)	(441		)
Comprehensive income attributable to LIN TV Corp.	$	7,734		$	27,379		$	7,137		$	31,906

The accompanying notes are an integral part of the unaudited consolidated financial statements.

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LIN Television Corporation

Consolidated Statement of Stockholders’ Deficit

(unaudited)

(in thousands, except share data)

				Investment in Parent Company’s			Additional					Accumulated Other			Total
	Common Stock			Common			Paid-In		Accumulated			Comprehensive			Stockholder’s
	Shares	Amount		Stock, at cost			Capital		Deficit			Loss			Deficit
Balance as of December 31, 2012	1,000	$	—	$	(21,984	)	$	1,130,239	$	(1,164,435	)	$	(35,384	)	$	(91,564	)
Amortization of pension net losses, net of tax of $338	—	—		—			—		—			518			518
LIN TV Corp. class A common stock issued pursuant to employee benefit plans	—	—		—			456		—			—			456
LIN TV Corp. class A common stock issued pursuant to exercise of stock options	—	—		—			703		—			—			703
Tax benefit from exercise of stock options	—	—		—			1,497		—			—			1,497
Stock-based compensation	—	—		—			4,440		—			—			4,440
Purchase of LIN TV Corp. class A common stock	—	—		—			—		—			—			—
Net income	—	—		—			—		6,619			—			6,619
Balance as of June 30, 2013	1,000	$	—	$	(21,984	)	$	1,137,335	$	(1,157,816	)	$	(34,866	)	$	(77,331	)

The accompanying notes are an integral part of the unaudited consolidated financial statements.

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LIN Television Corporation

Consolidated Statement of Stockholder’s Deficit

(unaudited)

(in thousands, except share data)

				Investment in
	Common Stock			Parent Company’s Common			Additional Paid-In		Accumulated			Accumulated Other Comprehensive			Total Stockholder’s
	Shares	Amount		Stock, at cost			Capital		Deficit			Loss			Deficit
Balance as of December 31, 2011	1,000	$	—	$	(10,598	)	$	1,122,133	$	(1,157,390	)	$	(38,777	)	$	(84,632	)
Amortization of pension net losses, net of tax of $340	—	—		—			—		—			522			522
LIN TV Corp. class A common stock issued pursuant to employee benefit plans	—	—		—			294		—			—			294
LIN TV Corp. class A common stock issued pursuant to exercise of stock options	—	—		—			59		—			—			59
Stock-based compensation	—	—		—			3,738		—			—			3,738
Purchase of LIN TV Corp. class A common stock	—	—		(6,500		)	—		—			—			(6,500		)
Net income attributable to LIN Television Corporation	—	—		—			—		31,384			—			31,384
Balance as of June 30, 2012	1,000	$	—	$	(17,098	)	$	1,126,224	$	(1,126,006	)	$	(38,255	)	$	(55,135	)

The accompanying notes are an integral part of the unaudited consolidated financial statements.

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LIN Television Corporation

Consolidated Statements of Cash Flows

(unaudited)

	Six Months Ended June 30,
	2013			2012
	(in thousands)
OPERATING ACTIVITIES:
Net income	$	6,149		$	30,943
Loss from discontinued operations	—			1,018
Gain on the sale of discontinued operations	—			(11,389		)
Adjustment to reconcile net income to net cash provided by operating activities:
Depreciation	22,958			13,410
Amortization of intangible assets	11,152			955
Amortization of financing costs and note discounts	1,808			1,153
Amortization of program rights	14,937			10,600
Cash payments for programming	(16,072		)	(11,296		)
Loss on extinguishment of debt	—			871
Share of loss in equity investments	25			153
Deferred income taxes, net	3,803			12,391
Stock-based compensation	4,528			3,738
Loss from asset dispositions	182			3
Other, net	846			862
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable	1,203			(3,592		)
Other assets	(3,036		)	(2,155		)
Accounts payable	(6,479		)	(1,557		)
Accrued interest expense	4,510			(2,434		)
Other liabilities and accrued expenses	(3,949		)	(1,979		)
Net cash provided by operating activities, continuing operations	42,565			41,695
Net cash used in operating activities, discontinued operations	—			(2,736		)
Net cash provided by operating activities	42,565			38,959
INVESTING ACTIVITIES:
Capital expenditures	(14,170		)	(13,716		)
Change in restricted cash	—			255
Payments for business combinations, net of cash acquired	(9,824		)	(33,500		)
Proceeds from the sale of assets	34			1
Shortfall loans to joint venture with NBCUniversal	—			(1,680		)
Capital contribution to joint venture with NBCUniversal	(100,000		)	—
Net cash (used in) provided by investing activities, continuing operations	(123,960		)	206,264
Net cash provided by investing activities, discontinued operations	—			29,520
Net cash (used in) provided by investing activities	(123,960		)	235,784
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	1,156			352
Proceeds from borrowings on long-term debt	96,000			20,000
Principal payments on long-term debt	(41,617		)	(297,415		)
Payment of long-term debt issue costs	(652		)	(199		)
Treasury stock purchased	—			(6,500		)
Net cash provided by (used in) financing activities	54,887			(283,762		)
Net decrease in cash and cash equivalents	(26,508		)	(9,019		)
Cash and cash equivalents at the beginning of the period	46,307			18,057
Cash and cash equivalents at the end of the period	$	19,799		$	9,038

The accompanying notes are an integral part of the unaudited consolidated financial statements.

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LIN Television Corporation

Notes to Unaudited Consolidated Financial Statements

Note 1 — Basis of Presentation and Summary of Significant Accounting Policies

Principles of Consolidation

LIN Television Corporation (“LIN Television”), together with its subsidiaries, is a local multimedia company operating in the United States. LIN Television and its subsidiaries are affiliates of HM Capital Partners I LP (“HMC”). In these notes, the terms “Company,” “we,” “us” or “our” mean LIN Television and all subsidiaries included in our consolidated financial statements. LIN Television is a wholly-owned subsidiary of LIN TV Corp. (“LIN TV”).

LIN TV has no independent assets or operations and guarantees all of our debt. All of the consolidated wholly-owned subsidiaries of LIN Television fully and unconditionally guarantee our Senior Secured Credit Facility, 83/8% Senior Notes due 2018 (the “83/8% Senior Notes”) and 63/8% Senior Notes due 2021 (the “63/8% Senior Notes”) on a joint-and-several basis, subject to customary release provisions.

Our consolidated financial statements reflect the operations of WWHO-TV in Columbus, OH and WUPW-TV in Toledo, OH as discontinued for all periods presented. See Note 3—“Discontinued Operations” for further discussion of our discontinued operations.

The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

In the opinion of management, the accompanying unaudited interim financial statements contain all adjustments necessary to state fairly our financial position, results of operations and cash flows for the periods presented.  The interim results of operations are not necessarily indicative of the results to be expected for the full year.

The accompanying consolidated financial statements include the accounts of our Company, our wholly-owned and majority-owned and controlled subsidiaries, and VIEs for which we are the primary beneficiary. We review all local marketing agreements (“LMAs”), shared services agreements (“SSAs”) or joint sales agreements (“JSAs”), to evaluate whether consolidation of entities party to such arrangements is required. All intercompany accounts and transactions have been eliminated.  We conduct our business through our subsidiaries and have no operations or assets other than our investment in our subsidiaries and equity-method investments. We operate in one reportable segment.

Joint Venture Sale Transaction and Merger

On February 12, 2013, we, along with LIN TV and our wholly-owned subsidiary, LIN Television of Texas, L.P., a Delaware limited partnership (“LIN Texas”) entered into and closed a transaction agreement (the “Transaction Agreement”) with NBC Telemundo License LLC, a Delaware limited liability company (“NBC”), NBCU New LLC I, a Delaware limited liability company, NBCU New LLC II, a Delaware limited liability company, General Electric Company, a New York corporation (“GE”), General Electric Capital Corporation, a Delaware corporation (“GECC” and together with GE, the “GE Parties”), National Broadcasting Company Holding, Inc., a Delaware corporation, Comcast Corporation, a Pennsylvania corporation (“Comcast”), NBCUniversal Media, LLC, a Delaware limited liability company (“NBCUniversal”), Lone Star SPV, LLC, a Delaware limited liability company and Station Venture Holdings, LLC, a Delaware limited liability company (“SVH”).  SVH held a 99.75% interest in Station Venture Operations, LP (“SVO”), which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture. The Transaction Agreement effected a series of transactions related to the ownership and sale of LIN Texas’s 20.38% equity interest in SVH, a joint venture in which NBC, an affiliate of NBCUniversal, held the remaining 79.62% equity interest (collectively, the “JV Sale Transaction”).

SVH was a limited partner in a business that operated an NBC affiliate in Dallas and an NBC affiliate in San Diego pursuant to a management agreement. At the time of LIN Texas’s acquisition of its interest in SVH in 1998, GECC provided secured debt financing to SVH in the form of a $815.5 million non-amortizing senior secured note due 2023 to GECC (the “GECC Note”), and, in connection with SVH’s assumption of the GECC Note, LIN TV guaranteed the payment of the full amount of principal and interest on the GECC Note (the “GECC Guarantee”).

In addition, during 2009, 2010, 2011 and 2012, we entered into agreements with SVH, the GE Parties and NBCUniversal pursuant to which LIN Television, the GE Parties and NBCUniversal caused to be provided to SVH certain unsecured shortfall funding loans (the

50

“Shortfall Funding Loans”) on the basis of each party’s percentage of equity interest in SVH in order to fund interest payments on the GECC Note.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the GECC Guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012 because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million incremental term loan facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable associated with this transaction remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the closing of the Agreement and Plan of Merger further described below.

Concurrent with the closing of the JV Sale Transaction, LIN TV entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LIN Media LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV (“LIN LLC”).  Pursuant to the Merger Agreement, which was approved by the shareholders of LIN TV on July 30, 2013, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity (the “Merger”).  The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes, with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock at the close of the Merger,  LIN TV realized a capital loss in the amount of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of such stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and, as a result, we expect to realize cash savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Variable Interest Entities

In determining whether we are the primary beneficiary of a VIE for financial reporting purposes, we consider whether we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether we have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. We consolidate VIEs when we are the primary beneficiary.

We have a JSA and an SSA with WBDT Television, LLC (“WBDT”), a third party licensee, for WBDT-TV in the Dayton, OH market. We also have JSAs and SSAs with affiliates of Vaughan Acquisition LLC (“Vaughan”), a third party licensee, for WTGS-TV in the Savannah, GA market, WYTV-TV in the Youngstown, OH market and KTKA-TV in the Topeka, KS market and SSAs with KASY-TV Licensee, LLC (“KASY”), a third-party licensee, for KWBQ-TV in the Santa Fe, NM market, KRWB-TV in the Roswell, NM market and KASY-TV in the Albuquerque, NM market. Under these agreements, we provide administrative services to these stations, have an obligation to reimburse certain of the station expenses, and we are compensated through a performance-based fee structure that provides us the benefit of certain returns from the operation of these stations.

We determined that WBDT, Vaughan and KASY are VIEs and as a result of the JSAs and/or SSAs, we have variable interests in these entities. We are the primary beneficiary of these entities, and therefore, we consolidate these entities within our consolidated financial statements.

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The carrying amounts and classifications of the assets and liabilities of the variable interest entities described above, which have been included in our consolidating balance sheets as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

	June 30,		December 31,
	2013		2012
ASSETS
Current assets:
Cash and cash equivalents	$	629	$	418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	$	61,614	$	60,380
LIABILITIES
Current liabilities:
Current portion of long-term debt	$	1,193	$	1,451
Accounts payable	1,219		—
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$	61,614	$	60,380

The assets of our consolidated VIEs can only be used to settle the obligations of the VIEs and may not be sold, or otherwise disposed of, except for assets sold or replaced with others of like kind or value. Other liabilities of $50,330 and $50,402 as of June 30, 2013 and December 31, 2012, respectively, serve to reduce the carrying value of the entities, and are eliminated in our consolidated financial statements. This reflects the fact that as of June 30, 2013 and December 31, 2012, we have an option that we may exercise if the Federal Communications Commission (“FCC”) attribution rules change. The option would allow us to acquire the assets or member’s interest of the VIE entities for a nominal exercise price, which is significantly less than the carrying value of their tangible and intangible net assets.

Redeemable Noncontrolling Interest

The following table presents the activity of the redeemable noncontrolling interest included in our consolidated balance sheets related to Nami Media, Inc. (“Nami Media”), HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), which represents third parties’ proportionate share of our consolidated net assets (in thousands):

	Redeemable Noncontrolling Interest
Balance as of December 31, 2012	$	3,242
Acquisition of redeemable noncontrolling interest	11,025
Net loss	(470		)
Stock-based compensation	49
Balance as of June 30, 2013	$	13,846

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the notes thereto. Our actual results could differ from these estimates. Estimates are used for the allowance for doubtful accounts in receivables, valuation of goodwill and intangible assets, assumptions used to determine fair value of financial instruments, amortization and impairment of program rights and intangible assets, stock-based compensation and other long-term incentive compensation arrangements, pension costs, barter transactions,

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income taxes, employee medical insurance claims, useful lives of property and equipment, contingencies, litigation and net assets of businesses acquired.

Recently Issued Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update No. 2013-02, “Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income,” which amends Accounting Standards Codification 220, “Comprehensive Income.” The amendments require an entity to disclose the impact of amounts reclassified out of accumulated other comprehensive income and into net income, by the respective line items of net income, if the amounts reclassified are reclassified to net income in their entirety in the same reporting period. The disclosure is required either on the face of the statement where net income is presented or in the notes. For amounts that are not reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. We prospectively adopted this guidance effective January 1, 2013 and it did not have a material impact on our financial statements.

In July 2012, there were revisions to the accounting standard for impairment tests of indefinite-lived intangible assets other than goodwill. Under the revised standard a company can first perform a qualitative assessment to determine whether further impairment testing of indefinite-lived intangible assets is necessary. A company can choose to perform the qualitative assessment on none, some, or all of its indefinite-lived intangible assets, and can also bypass the qualitative assessment and perform the quantitative impairment test for any indefinite-lived intangible in any period. The revised standard is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. We adopted this guidance effective January 1, 2013 and do not expect it to have a material impact on our impairment tests of indefinite-lived intangible assets.

Note 2 — Acquisitions

Dedicated Media, Inc.

On April 9, 2013, we acquired a 60% interest (calculated on a fully diluted basis) in Dedicated Media, a multi-channel advertisement buying and optimization company.  Dedicated Media is headquartered in Los Angeles, CA and employs new technologies to create, plan and execute digital marketing campaigns on behalf of its clients.  The purchase price totaled $5.8 million, which was funded from cash on hand at the time of the acquisition.

Under the terms of our agreement with Dedicated Media, we agreed to purchase the remaining outstanding shares of Dedicated Media by no later than February 15, 2015 if Dedicated Media achieves both (i) a target earnings before interest, taxes, depreciation and amortization (“EBITDA”) and (ii) a target gross profit in 2014, as outlined in the purchase agreement.  The purchase price of these shares is based on multiples of Dedicated Media’s 2014 EBITDA and gross profit.  Our maximum potential obligation under the purchase agreement is $26 million.  If Dedicated Media does not meet the target EBITDA or target gross profit in 2014, we have the option to purchase the remaining outstanding shares using the same purchase price multiple.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	7,524
Other intangible assets	4,620
Goodwill	1,796
Current liabilities	(4,354		)
Noncontrolling interest	(3,834		)
Total	$	5,752

The amount allocated to definite-lived intangible assets represents the estimated fair values of customer relationships of $3.9 million, completed technology of $0.5 million, and trademarks of $0.2 million . These intangible assets will be amortized over the estimated remaining useful lives of approximately 7 years for customer relationships, 4 years for completed technology and 2 years for trademarks.

HYFN, Inc.

On April 4, 2013, we acquired a 50.1% interest (calculated on a fully diluted basis) in HYFN, a full service digital advertising agency specializing in the planning, development, deployment and support for websites, mobile sites, interactive banners, games and various applications for multiple devices.  The purchase price totaled $7.2 million, $6.9 of which was funded from cash on hand and $0.3 million was accrued at the time of the acquisition and is expected to be paid in accordance with the provisions of the purchase agreement during the first quarter of 2014.

Under the terms of our agreement with HYFN, we agreed to purchase the remaining outstanding shares of HYFN by no later than February 15, 2016 if HYFN achieves both (i) a target EBITDA and (ii) target net revenues in 2015, as outlined in the transaction agreements.  The purchase price of these shares is based on multiples of HYFN’s 2015 net revenue and EBITDA.  Our maximum

53

potential obligation under the terms of our agreement is approximately $62.4 million.  If HYFN does not meet the target EBITDA or target net revenues in 2015, we have the option to purchase the remaining outstanding shares using the same purchase price multiple.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	3,938
Non-current assets	12
Other intangible assets	3,580
Goodwill	9,123
Current liabilities	(920		)
Non-current liabilities	(1,324		)
Noncontrolling interest	(7,191		)
Total	$	7,218

The amount allocated to definite-lived intangible assets represents the estimated fair values of customer relationships of $2.4 million, completed technology of $1.1 million, and trademarks of $0.1 million . These intangible assets will be amortized over the estimated remaining useful lives of approximately 8 years for customer relationships, 3 years for completed technology and 3 years for trademarks.

Goodwill of $1.8 million and $9.1 million is the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired, and primarily represents the benefits of the incremental revenue we expect to generate from the acquisitions of Dedicated Media and HYFN, respectively.  None of the goodwill recognized in connection with the acquisitions of Dedicated Media and HYFN is deductible for tax purposes.

Our obligations to purchase the noncontrolling interest holders’ shares of both Dedicated Media and HYFN are outside of our control, because they are based on the achievement of certain financial targets described above. Therefore, the noncontrolling interest related to Dedicated Media and HYFN as of June 30, 2013 has been reported as redeemable noncontrolling interest and classified as temporary equity on our consolidated balance sheets. As of the acquisition dates, the fair values of the noncontrolling interests were $3.8 million and $7.2 million for Dedicated Media and HYFN, respectively, and were measured based on the purchase prices for our 60% and 50.1% ownership interest in Dedicated Media and HYFN, respectively, and the net assets acquired as of the acquisition dates. As of June 30, 2013, we believe that achieving the financial targets is not yet probable and therefore, have not reflected these obligations in our consolidated financial statements.

If we do not purchase the remaining outstanding shares of Dedicated Media or HYFN by the dates set forth in the respective purchase agreements, the noncontrolling interest holders have the right to purchase our interest. The purchase price of these shares is based on the same purchase price multiple described above and is exercisable only if the applicable financial targets are not met and we do not elect to purchase the remaining interest. The fair value of this option is zero and no amounts related to these options are included in our consolidated financial statements as of June 30, 2013.

New Vision Television, LLC

On October 12, 2012, we completed its acquisition of television stations in eight markets that were previously owned by affiliates of New Vision Television, LLC (“New Vision”) for $334.9 million, subject to certain post-closing adjustments, and including the assumption of $14.3 million of finance lease obligations.  Concurrent with the acquisition, Vaughan, a third-party licensee, completed its acquisition of separately owned television stations (the “Vaughan Acquired Stations”) in three markets for $4.6 million from PBC Broadcasting, LLC (“PBC”).

We also agreed to provide certain services to the Vaughan Acquired Stations pursuant to JSAs and SSAs with Vaughan.  Under the JSAs and SSAs with Vaughan, we provide administrative and technical services, supporting the business and operation of the Vaughan Acquired Stations in exchange for commissions and fees that provide us the benefit of certain returns from the business of the Vaughan Acquired Stations.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and Vaughan in the acquisition (in thousands):

Program rights assets	$	2,040
Property and equipment	100,559
Broadcast licenses	133,120
Definite-lived intangible assets	55,837
Goodwill	64,589
Current liabilities	(417		)
Non-current liabilities	(2,239		)
Long-term debt assumed	(13,989		)
Total	$	339,500

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The amount allocated to definite-lived intangible assets represents the estimated fair values of network affiliations of $30.8 million, favorable leases of $8.6 million, advertiser relationships of $6.1 million, retransmission consent agreements of $7 million, and other intangible assets of $3.3 million. These intangible assets will be amortized over the estimated remaining useful lives of approximately 2 years for network affiliations, 32 years for favorable leases, 10 years for advertiser relationships, 5 years for retransmission consent agreements, and a weighted average life of 6 years for other intangible assets.

ACME Television, LLC

On December 10, 2012, we acquired certain assets of the ACME Television, LLC (“ACME”) television stations KWBQ-TV, KRWB-TV and KASY-TV (collectively the “ACME Acquired Stations”), each of which serves the Albuquerque-Santa Fe, NM market. KASY, an unrelated third party, acquired the remaining assets of the ACME Acquired Stations, including the FCC license. The aggregate purchase price for the ACME Acquired Stations was $19 million, of which we paid approximately $17.3 million and KASY paid approximately $1.7 million.

We also agreed to provide certain services to the ACME Acquired Stations pursuant to SSAs with KASY.  Under the SSAs with KASY, we provide administrative and technical services, supporting the business and operations of the ACME Acquired Stations in exchange for commissions and fees that provide us the benefit of certain returns from the business of the ACME Acquired Stations.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and KASY in the acquisition (in thousands):

Current assets	$	1,656
Non-current assets	1,968
Other intangible assets	12,898
Goodwill	5,331
Non-current liabilities	(2,858		)
Total	$	18,995

Goodwill of $64.6 million and $5.3 million is the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired, and primarily represents the benefits of synergies and economies of scale we expect to realize from the acquisitions of the television stations from New Vision and ACME, respectively.  All of the goodwill recognized in connection with the acquisitions of New Vision and ACME is deductible for tax purposes.

Net revenues and operating income of the television stations acquired during 2012 included in our consolidated statements of operations for the six months ended June 30, 2013 were $69.6 million and $1.2 million, respectively.

The provisional purchase price allocation for the acquisitions presented above is based upon all information available to us at the present time, and is based upon management’s preliminary estimates of the fair values using valuation techniques including income, cost and market approaches. The purchase price allocation is provisional pending our final determination of the fair values of the assets and liabilities, which we expect will occur within twelve months following the acquisition. Upon the completion of the final purchase price allocation, any reallocation of fair values to the assets acquired and liabilities assumed in the acquisitions could have a material impact on our depreciation and amortization expenses and future results of operations. During the three and six months ended June 30, 2013, certain measurement period adjustments were made to the initial allocation for the New Vision and ACME acquisitions performed in the fourth quarter of 2012, which were not material to the consolidated financial statements.

Pro Forma Information

The following table sets forth unaudited pro forma results of operations as of June 30, 2012, assuming that the above acquisitions of television stations from New Vision and ACME, along with transactions necessary to finance the acquisitions, occurred on January 1, 2011 (in thousands):

	Three Months EndedJune, 30 2012		Six Months Ended June 30, 2012
Net revenue	$	157,212	$	293,168
Net income	$	25,956	$	25,911
Basic income per common share attributable to LIN TV Corp.	$	0.47	$	0.47
Diluted income per common share attributable to LIN TV Corp.	$	0.46	$	0.45

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This pro forma financial information is based on historical results of operations, adjusted for the allocation of the purchase price and other acquisition accounting adjustments, and is not necessarily indicative of what our results would have been had we operated the businesses since January 1, 2011. The pro forma adjustments for the three and six months ended June 30, 2012 reflect depreciation expense, amortization of intangibles and amortization of program contract costs related to the fair value adjustments of the assets acquired, additional interest expense related to the financing of the transactions, exclusion of nonrecurring financing and transaction related costs and the related tax effects of the adjustments.

Nami Media, Inc.

On November 22, 2011, we acquired a 57.6% interest (a 50.1% interest calculated on a fully diluted basis) in Nami Media, a digital advertising management and technology company based in Los Angeles, CA. Under the terms of our agreement with Nami Media, we agreed to purchase the remaining outstanding shares of Nami Media in 2014 if Nami Media achieves a target EBITDA in 2013 as outlined in the purchase agreement. The purchase price of these shares is based on multiples of Nami Media’s 2013 net revenues and EBITDA. Our maximum potential obligation under the purchase agreement is $37.4 million. Additionally, if Nami Media does not meet the target EBITDA in 2013, we have the option to purchase the remaining outstanding shares using the same purchase price multiple. Our obligation to purchase the noncontrolling interest holders’ shares is essentially outside of our control, because it is based on the achievement of target EBITDA in 2013. Therefore, the noncontrolling interest related to Nami Media as of June 30, 2013 and December 31, 2012 has been reported as redeemable noncontrolling interest and classified as temporary equity on our consolidated balance sheets. As of the acquisition date, the fair value of the noncontrolling interest was $3.5 million, and was measured based on the purchase price for our 57.6% ownership interest and the net assets acquired as of the acquisition date. As of June 30, 2013, we believe that the fair value of the mandatory purchase obligation is zero and as a result, have not reflected this obligation in our consolidated financial statements.

In 2014, if we do not purchase the remaining outstanding shares of Nami Media by the date set forth in the respective purchase agreements, the noncontrolling interest holders have the right to purchase our interest in Nami Media. The purchase price of these shares is based on the same purchase price multiple described above and is exercisable only if the 2013 EBITDA target is not met and we do not elect to purchase the remaining interest. The fair value of this option is zero and no amounts related to these options are included in our consolidated financial statements as of June 30, 2013 and December 31, 2012.

LIN Digital

On October 2, 2009, we acquired Red McCombs Media, LP (“RMM”), an online advertising and media services company based in Austin, TX, which was rebranded as “LIN Digital” in the first quarter of 2013.  In connection with the acquisition, we entered into an incentive compensation arrangement with certain key members of management. The arrangement provided payments to those employees based on a computation of EBITDA generated by LIN Digital during 2012.  During the second quarter of 2013, we paid $8.9 million related to this incentive compensation arrangement.

Note 3 — Discontinued Operations

WWHO-TV

On February 16, 2012, we completed the sale of substantially all of the assets of WWHO-TV, our CW affiliate serving Columbus, OH, to Manhan Media, Inc.  During the six months ended June 30, 2012, we recorded a loss on the sale of WWHO-TV of $0.4 million ($0.3 million, net of tax).

WUPW-TV

On April 21, 2012, we completed the sale of substantially all of the assets of WUPW-TV to WUPW, LLC. During the three and six months ended June 30, 2012, we recorded a gain on the sale of WUPW-TV of $18 million ($11.7 million, net of tax).

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The following presents summarized information for the discontinued operations (in thousands):

	Three Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV		WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	—	$	418		$	418
Operating income (loss)	—		—		—		16		(58		)	(42		)
Net income (loss)	—		—		—		22		(98		)	(76		)

	Six Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV			WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	440		$	2,193		$	2,633
Operating loss	—		—		—		(393		)	(1,166		)	(1,559		)
Net loss	—		—		—		(252		)	(766		)	(1,018		)

Note 4 — Investments

Joint Venture with NBCUniversal

As of December 31, 2012, we held a 20.38% interest in SVH, a joint venture with NBCUniversal, and accounted for our interest using the equity method as we did not have a controlling interest. SVH holds a 99.75% interest in SVO, which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture.

As further described in Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies” and Note 11 — “Commitments and Contingencies,” on February 12, 2013, LIN TV, LIN Television, and LIN Texas entered into, and simultaneously closed the transactions contemplated by the Transaction Agreement among subsidiaries of NBCUniversal, Comcast, the GE Parties, and SVH.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

Note 5 — Intangible Assets

Goodwill totaled $203 million and $192.1 million at June 30, 2013 and December 31, 2012, respectively. The change in the carrying amount of goodwill during the six months ended June 30, 2013 was as follows (in thousands):

	Goodwill
Balance as of December 31, 2012	$	192,079
Acquisitions	10,919
Balance as of June 30, 2013	$	202,998

The following table summarizes the carrying amounts of intangible assets (in thousands):

	June 30, 2013					December 31, 2012
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Broadcast licenses	$	536,515	$	—		$	536,515	$	—
Intangible assets subject to amortization (1)	85,950		(28,579		)	75,625		(16,071		)
Total	$	622,465	$	(28,579	)	$	612,140	$	(16,071	)

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(1)Intangible assets subject to amortization are amortized on a straight line basis and primarily include network affiliations, acquired customer relationships, completed technology, brand names, non-compete agreements, internal-use software, favorable operating leases, and retransmission consent agreements.

There were no events during the six months ended June 30, 2013 and June 30, 2012 that warranted an interim impairment test of our indefinite-lived intangible assets, including goodwill.

Note 6 — Debt

Debt consisted of the following (in thousands)

	June 30,		December 31,
	2013		2012
Senior Secured Credit Facility:
Revolving credit loans	$	—	$	—
$121,875 and $125,000 Term loans, net of discount of $390 and $435 as June 30, 2013 and December 31, 2012, respectively	121,485		124,565
$315,800 and $257,400 Incremental term loans, net of discount of $1,852 and $2,020 as of June 30,2013 and December 31, 2012, respectively	313,948		255,380
83/8% Senior Notes due 2018	200,000		200,000
63/8% Senior Notes due 2021	290,000		290,000
Capital lease obligations	14,757		14,881
Other debt	4,748		5,401
Total debt	944,938		890,227
Less current portion	14,028		10,756
Total long-term debt	$	930,910	$	879,471

During the three and six months ended June 30, 2013, we paid $2.4 million and $4.7 million, respectively, of principal on the term loans and incremental term loans related to mandatory quarterly payments under our senior secured credit facility.

In February 2013, pursuant to our existing credit agreement, we issued $60 million of new debt in the form of a tranche B-2 incremental term facility (the “Incremental Facility”).  The Incremental Facility is a five-year term loan facility and is subject to the terms of our existing credit agreement, dated as of October 26, 2011, as amended on December 24, 2012, by and among LIN Television, JP Morgan Chase Bank as Administrative Agent and the banks and other financial institutions party thereto (the “Credit Agreement”).  The proceeds of the Incremental Facility, as well as cash on hand and cash from revolving borrowings under the Credit Agreement, were used to fund the $100 million transferred to SVH by LIN Television pursuant to the JV Sale Transaction.

During the six months ended June 30, 2012, we recorded a loss on extinguishment of debt of $2.1 million to our consolidated statement of operations, consisting of a write-down of deferred financing fees and unamortized discount related to the redemption of our 6 ½% Senior Subordinated Notes and our 6 ½% Senior Subordinated Notes — Class B (“6 ½% Senior Subordinated Notes”).

The fair values of our long-term debt are estimated based on quoted market prices for the same or similar issues (Level 2 inputs of the three-level fair value hierarchy).  The carrying amounts and fair values of our long-term debt were as follows (in thousands):

	June 30,		December 31,
	2013		2012
Carrying amount	$	930,181	$	875,346
Fair value	948,519		910,500

Note 7 — Fair Value Measurements

We record the fair value of certain financial assets and liabilities on a recurring basis.  The following table summarizes the financial assets measured at fair value in the accompanying financial statements using the three-level fair value hierarchy as of June 30, 2013 and December 31, 2012 (in thousands):

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	Significant Observable Inputs		Significant Unobservable Inputs
	(Level 2)		(Level 3)		Total
June 30, 2013:
Assets:
Deferred compensation related investments	$	650	$	2,887	$	3,537
December 31, 2012:
Assets:
Deferred compensation related investments	$	619	$	2,461	$	3,080

For level two investments, the fair value of our investments is based upon the fair value of the investments selected by employees.  For level three investments, the fair value of our deferred compensation related investments is based on the cash surrender values of life insurance policies underlying our supplemental income deferral plan.

Note 8 — Retirement Plans

The following table shows the components of the net periodic pension cost and the contributions to our 401(k) Plan and the retirement plans (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net periodic pension cost (benefit):
Interest cost	$	1,314		$	1,364		$	2,628		$	2,728
Expected return on plan assets	(1,670		)	(1,549		)	(3,340		)	(3,098		)
Amortization of net loss	428			431			856			862
Net periodic cost	$	72		$	246		$	144		$	492
Contributions:
401(k) Plan	$	1,092		$	843		$	2,424		$	1,920
Defined contribution retirement plans	35			45			84			182
Defined benefit retirement plans	1,416			1,368			2,713			2,290
Total contributions	$	2,543		$	2,256		$	5,221		$	4,392

See Note 11 — “Retirement Plans” in Item 15 of our Annual Report on Form 10-K for the year ended December 31, 2012 for a full description of our retirement plans.

Note 9 — Restructuring

During the three and six months ended June 30, 2013, we recorded a restructuring charge of $0.4 million and $2.5 million, respectively, for severance and related costs as a result of the integration of the television stations acquired during 2012.  During the three and six months ended June 30, 2013, we made cash payments of $1.7 million and $2.3 million, respectively, related to these restructuring actions.  We expect to make cash payments of approximately $0.1 million during the remainder of 2013 related to these restructuring activities.

Also, during the year ended December 31, 2012, we recorded a restructuring charge of $2.4 million as a result of the consolidation of certain activities at our stations.  During the six months ended June 30, 2013, we made cash payments of $0.8 million related to these restructuring actions.  We do not expect to make significant cash payments during the remainder of the year with respect to such transactions, as the majority of the restructuring activities are complete as of the date of this report.

	Severance and Related
Balance as of December 31, 2012	$	717
Charges	2,523
Payments	(3,107		)
Balance as of June 30, 2013	$	133

Note 10 — Income Taxes

We recorded a provision for income taxes of $5.2 million and $4.2 million for the three and six months ended June 30, 2013, respectively, compared to a provision for income taxes of $10.1 million and $12.9 million for the three and six months ended June 30,

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2012, respectively.  The decrease in the tax provision was primarily a result of the decrease in income from operations before taxes as compared to the same periods last year.  Our effective income tax rate was 40.4% and 38.6% for the six months ended June 30, 2013 and June 30, 2012, respectively.  The increase in the effective income tax rate was primarily due to certain acquisition related expenses incurred during the six months ended June 30, 2013 for which no tax benefit was recorded.  We expect our effective income tax rate to range between 38% and 40% during the remainder of 2013, exclusive of any impact of the discrete items described below.

As of December 31, 2012, we had a valuation allowance of $18.2 million offsetting certain state net operating loss carryforwards and other state deferred tax assets, as we concluded that it was more likely than not that these deferred tax assets would not be realized.  As of June 30, 2013, we believe that it is reasonably possible that some or all of this existing state valuation allowance may be reversed within the next twelve months, primarily due to the Company’s ability to generate sufficient taxable income prior to the expiration of the net operating loss carryforwards described above.  Although realization is not assured, we expect that any such changes could have a material impact on our annual effective tax rate.

As a result of the JV Sale Transaction, we recognized $27.5 million and $0.9 million of incremental short-term deferred federal and state tax liabilities, respectively, in excess of those which were previously established. The financial impact of the JV Sale Transaction and corresponding tax expense of $28.4 million was reflected in our consolidated financial statements for the year ended December 31, 2012.  During the first quarter of 2013, approximately $163 million of short term deferred liabilities were reclassified to income taxes payable upon the consummation of the JV Sale Transaction.  As a result of the close of the Merger on July 30, 2013, approximately $115 million of this tax liability is expected to be extinguished, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction.  For further discussion regarding the JV Sale Transaction and the Merger, see Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies” and Note 11 — “Commitments and Contingencies.”

Note 11 — Commitments and Contingencies

We lease land, buildings, vehicles and equipment pursuant to non-cancelable operating lease agreements and we contract for general services pursuant to non-cancelable operating agreements that expire at various dates through 2036. In addition, we have entered into commitments for future syndicated entertainment and sports programming. Future payments for these non-cancelable operating leases and agreements, and future payments associated with syndicated television programs as of June 30, 2013 are as follows (in thousands):

Commitments

Year	Operating Leases and Agreements		Syndicated Television Programming			Total
2013	$	36,222	$	30,372		$	66,594
2014	35,451		20,709			56,160
2015	28,480		9,266			37,746
2016	13,585		5,503			19,088
2017	11,681		2,498			14,179
Thereafter	10,356		367			10,723
Total obligations	135,775		68,715			204,490
Less recorded contracts	—		(22,905		)	(22,905		)
Future contracts	$	135,775	$	45,810		$	181,585

Contingencies

GECC Guarantee and the Merger

GECC provided secured debt financing for the joint venture between NBCUniversal and us, in the form of an $815.5 million non-amortizing senior secured note due 2023 bearing interest at an initial rate of 8% per annum until March 1, 2013 and 9% per annum thereafter. The GECC Note was an obligation of the joint venture. As of December 31, 2012, we had a 20.38% equity interest in the joint venture and NBCUniversal had the remaining 79.62% equity interest, in which we and NBCUniversal each had a 50% voting interest. NBCUniversal operated two television stations, KXAS-TV, an NBC affiliate in Dallas, and KNSD-TV, an NBC affiliate in

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San Diego, pursuant to a management agreement. LIN TV had previously guaranteed the payment of principal and interest on the GECC Note.

On February 12, 2013, we, along with our wholly-owned subsidiary, LIN Texas, entered into, and simultaneously closed the transactions contemplated by the Transaction Agreement with subsidiaries of NBCUniversal, the GE Parties, Comcast, and SVH. The Transaction Agreement effected a series of transactions whereby in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations relating to the shortfall funding agreements.  Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. The Transaction Agreement contains certain indemnifications and obligations with respect to representations and warranties; however, we do not anticipate that such obligations will result in any material liability to the Company.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012, because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million Incremental Facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss (“NOL”) carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the Merger described below.

On February 12, 2013, we also announced that LIN TV entered into the Merger Agreement with LIN LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV. On July 30, 2013, the shareholders of LIN TV approved the Merger and pursuant to the Merger Agreement, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity. The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock as of the close Merger, LIN TV realized a capital loss of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of this stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and as a result, we expect to realize tax savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Litigation

We are involved in various claims and lawsuits that are generally incidental to our business. We are vigorously contesting all of these matters. The outcome of any current or future litigation cannot be accurately predicted. We record accruals for such contingencies to the extent that we conclude it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. No estimate of the possible loss or range of loss can be made at this time because the inherently unpredictable nature of legal proceedings may be exacerbated by various factors, including: (i) the damages sought in the proceedings are unsubstantiated or indeterminate; (ii) discovery is not complete; (iii) the proceeding is in its early stages; (iv) the matters present legal uncertainties; (v) there are significant facts in dispute; or (vi) there is a wide range of potential outcomes. Although the outcome of these and other legal proceedings cannot be predicted, we believe that their ultimate resolution will not have a material adverse effect on us.

Note 12 — Related Party

We have a non-controlling investment in an interactive service provider that hosts our websites. During the three and six months ended June 30, 2013, we incurred charges from the provider of $0.8 million and $1.7 million, respectively, and made cash payments to the provider of $0.5 million and $1.3 million, respectively, for web hosting services and website development and customization.  Additionally, during the three and six months ended June 30, 2012, we incurred charges from the provider of $0.4 million and $1.3 million, respectively, and made cash payments to the provider of $0.2 million and $0.7 million, respectively, for web hosting services and website development and customization.

Note 13 — Subsequent Events

On July 30, 2013, the shareholders of LIN TV approved the Merger and pursuant to the Merger Agreement, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity. The Merger enabled the surviving entity to be classified as a

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partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock as of the close Merger, LIN TV realized a capital loss of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of this stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and as a result, we expect to realize tax savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction.

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EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Vincent L. Sadusky, certify that:

1.I have reviewed this quarterly report on Form 10-Q of LIN TV Corp.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated:  August 9, 2013	/s/ Vincent L. Sadusky
	Vincent L. Sadusky
	President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, Richard J. Schmaeling, certify that:

1.     I have reviewed this quarterly report on Form 10-Q of LIN TV Corp.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated:  August 9, 2013	/s/ Richard J. Schmaeling
	Richard J. Schmaeling
	Senior Vice President and Chief Financial Officer

EX-31.3

Exhibit 31.3

CERTIFICATIONS

I, Vincent L. Sadusky, certify that:

1.I have reviewed this quarterly report on Form 10-Q of LIN Television Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated:  August 9, 2013	/s/ Vincent L. Sadusky
	Vincent L. Sadusky
	President and Chief Executive Officer

EX-31.4

Exhibit 31.4

CERTIFICATIONS

I, Richard J. Schmaeling, certify that:

1.     I have reviewed this quarterly report on Form 10-Q of LIN Television Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated:  August 9, 2013	/s/ Richard J. Schmaeling
	Richard J. Schmaeling
	Senior Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of LIN TV Corp. for the three months ended June 30, 2013 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, Vincent L. Sadusky, President and Chief Executive Officer of the Company, and Richard J. Schmaeling, Senior Vice President and Chief Financial Officer of the Company hereby certifies, pursuant to 18 U.S.C. Section 1350, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 9, 2013	/s/ Vincent L. Sadusky
	Vincent L. Sadusky
	President and Chief Executive Officer
Dated: August 9, 2013	/s/ Richard J. Schmaeling
	Richard J. Schmaeling
	Senior Vice President and Chief Financial Officer

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of LIN Television Corporation for the three months ended June 30, 2013 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, Vincent L. Sadusky, President and Chief Executive Officer of the Company, and Richard J. Schmaeling, Senior Vice President and Chief Financial Officer, hereby certifies, pursuant to 18 U.S.C. Section 1350, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 9, 2013	/s/ Vincent L. Sadusky
	Vincent L. Sadusky
	President and Chief Executive Officer
Dated: August 9, 2013	/s/ Richard J. Schmaeling
	Richard J. Schmaeling
	Senior Vice President and Chief Financial Officer

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Fair Value Measurements - LIN Television (Tables)

6 Months Ended

Jun. 30, 2013

Summary of financial assets measured at fair value

  The following table summarizes the financial assets measured at fair value in the accompanying financial statements using the three-level fair value hierarchy as of June 30, 2013 and December 31, 2012 (in thousands):

	Significant Observable Inputs		Significant Unobservable Inputs
	(Level 2)		(Level 3)		Total
June 30, 2013:
Assets:
Deferred compensation related investments	$	650	$	2,887	$	3,537
December 31, 2012:
Assets:
Deferred compensation related investments	$	619	$	2,461	$	3,080

LIN Television

Summary of financial assets measured at fair value

  The following table summarizes the financial assets measured at fair value in the accompanying financial statements using the three-level fair value hierarchy as of June 30, 2013 and December 31, 2012 (in thousands):

	Significant Observable Inputs		Significant Unobservable Inputs
	(Level 2)		(Level 3)		Total
June 30, 2013:
Assets:
Deferred compensation related investments	$	650	$	2,887	$	3,537
December 31, 2012:
Assets:
Deferred compensation related investments	$	619	$	2,461	$	3,080

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Income Taxes - LIN Television

6 Months Ended

Jun. 30, 2013

Income Taxes

Note 10 — Income Taxes

We recorded a provision for income taxes of $5.2 million and $4.2 million for the three and six months ended June 30, 2013, respectively, compared to a provision for income taxes of $10.1 million and $12.9 million for the three and six months ended June 30, 2012, respectively.  The decrease in the tax provision was primarily a result of the decrease in income from operations before taxes as compared to the same periods last year.  Our effective income tax rate was 40.4% and 38.6% for the six months ended June 30, 2013 and June 30, 2012, respectively.  The increase in the effective income tax rate was primarily due to certain acquisition related expenses incurred during the six months ended June 30, 2013 for which no tax benefit was recorded.  We expect our effective income tax rate to range between 38% and 40% during the remainder of 2013, exclusive of any impact of the discrete items described below.

As of December 31, 2012, we had a valuation allowance of $18.2 million offsetting certain state net operating loss carryforwards and other state deferred tax assets, as we concluded that it was more likely than not that these deferred tax assets would not be realized.  As of June 30, 2013, we believe that it is reasonably possible that some or all of this existing state valuation allowance may be reversed within the next twelve months, primarily due to the Company’s ability to generate sufficient taxable income prior to the expiration of the net operating loss carryforwards described above.  Although realization is not assured, we expect that any such changes could have a material impact on our annual effective tax rate.

As a result of the JV Sale Transaction, we recognized $27.5 million and $0.9 million of incremental short-term deferred federal and state tax liabilities, respectively, in excess of those which were previously established. The financial impact of the JV Sale Transaction and corresponding tax expense of $28.4 million was reflected in our consolidated financial statements for the year ended December 31, 2012.  During the first quarter of 2013, approximately $163 million of short term deferred liabilities were reclassified to income taxes payable upon the consummation of the JV Sale Transaction.  As a result of the close of the Merger on July 30, 2013, approximately $115 million of this tax liability is expected to be extinguished, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction.  For further discussion regarding the JV Sale Transaction and the Merger, see Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies” and Note 11 — “Commitments and Contingencies.”

LIN Television Corporation

Income Taxes

Note 10 — Income Taxes

We recorded a provision for income taxes of $5.2 million and $4.2 million for the three and six months ended June 30, 2013, respectively, compared to a provision for income taxes of $10.1 million and $12.9 million for the three and six months ended June 30, 2012, respectively.  The decrease in the tax provision was primarily a result of the decrease in income from operations before taxes as compared to the same periods last year.  Our effective income tax rate was 40.4% and 38.6% for the six months ended June 30, 2013 and June 30, 2012, respectively.  The increase in the effective income tax rate was primarily due to certain acquisition related expenses incurred during the six months ended June 30, 2013 for which no tax benefit was recorded.  We expect our effective income tax rate to range between 38% and 40% during the remainder of 2013, exclusive of any impact of the discrete items described below.

As of December 31, 2012, we had a valuation allowance of $18.2 million offsetting certain state net operating loss carryforwards and other state deferred tax assets, as we concluded that it was more likely than not that these deferred tax assets would not be realized.  As of June 30, 2013, we believe that it is reasonably possible that some or all of this existing state valuation allowance may be reversed within the next twelve months, primarily due to the Company’s ability to generate sufficient taxable income prior to the expiration of the net operating loss carryforwards described above.  Although realization is not assured, we expect that any such changes could have a material impact on our annual effective tax rate.

As a result of the JV Sale Transaction, we recognized $27.5 million and $0.9 million of incremental short-term deferred federal and state tax liabilities, respectively, in excess of those which were previously established. The financial impact of the JV Sale Transaction and corresponding tax expense of $28.4 million was reflected in our consolidated financial statements for the year ended December 31, 2012.  During the first quarter of 2013, approximately $163 million of short term deferred liabilities were reclassified to income taxes payable upon the consummation of the JV Sale Transaction.  As a result of the close of the Merger on July 30, 2013, approximately $115 million of this tax liability is expected to be extinguished, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction.  For further discussion regarding the JV Sale Transaction and the Merger, see Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies” and Note 11 — “Commitments and Contingencies.”

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Related Party - LIN Television

6 Months Ended

Jun. 30, 2013

Related Party

Note 12 — Related Party

We have a non-controlling investment in an interactive service provider that hosts our websites. During the three and six months ended June 30, 2013, we incurred charges from the provider of $0.8 million and $1.7 million, respectively, and made cash payments to the provider of $0.5 million and $1.3 million, respectively, for web hosting services and website development and customization.  Additionally, during the three and six months ended June 30, 2012, we incurred charges from the provider of $0.4 million and $1.3 million, respectively, and made cash payments to the provider of $0.2 million and $0.7 million, respectively, for web hosting services and website development and customization.

LIN Television Corporation

Related Party

Note 12 — Related Party

We have a non-controlling investment in an interactive service provider that hosts our websites. During the three and six months ended June 30, 2013, we incurred charges from the provider of $0.8 million and $1.7 million, respectively, and made cash payments to the provider of $0.5 million and $1.3 million, respectively, for web hosting services and website development and customization.  Additionally, during the three and six months ended June 30, 2012, we incurred charges from the provider of $0.4 million and $1.3 million, respectively, and made cash payments to the provider of $0.2 million and $0.7 million, respectively, for web hosting services and website development and customization.

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Basis of Presentation and Summary of Significant Accounting Policies - LIN Television (Details 3) (USD $) In Thousands, unless otherwise specified			6 Months Ended			6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2013 Nami, Dedicated Media and HYFN	Jun. 30, 2013 LIN Television	Dec. 31, 2012 LIN Television	Jun. 30, 2013 LIN Television Nami, Dedicated Media and HYFN
Redeemable Noncontrolling Interest
Balance as of the beginning of the period	$ 13,846	$ 3,242	$ 3,242	$ 13,846	$ 3,242	$ 3,242
Acquisition of redeemable noncontrolling interest			11,025			11,025
Net loss			470			470
Stock-based compensation			49			49
Balance as of the end of the period	$ 13,846	$ 3,242	$ 13,846	$ 13,846	$ 3,242	$ 13,846

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Retirement Plans - LIN Television (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net periodic pension cost (benefit):
Interest cost	$ 1,314	$ 1,364	$ 2,628	$ 2,728
Expected return on plan assets	(1,670)	(1,549)	(3,340)	(3,098)
Amortization of net loss	428	431	856	862
Net periodic cost:	72	246	144	492
Contributions:
401(k) Plan	1,092	843	2,424	1,920
Defined contribution retirement plans	35	45	84	182
Defined benefit retirement plans	1,416	1,368	2,713	2,290
Total contributions	2,543	2,256	5,221	4,392
LIN Television
Net periodic pension cost (benefit):
Interest cost	1,314	1,364	2,628	2,728
Expected return on plan assets	(1,670)	(1,549)	(3,340)	(3,098)
Amortization of net loss	428	431	856	862
Net periodic cost:	72	246	144	492
Contributions:
401(k) Plan	1,092	843	2,424	1,920
Defined contribution retirement plans	35	45	84	182
Defined benefit retirement plans	1,416	1,368	2,713	2,290
Total contributions	$ 2,543	$ 2,256	$ 5,221	$ 4,392

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Fair Value Measurements

6 Months Ended

Jun. 30, 2013

Fair Value Measurements

Fair Value Measurements

Note 7 — Fair Value Measurements

We record the fair value of certain financial assets and liabilities on a recurring basis.  The following table summarizes the financial assets measured at fair value in the accompanying financial statements using the three-level fair value hierarchy as of June 30, 2013 and December 31, 2012 (in thousands):

	Significant Observable Inputs		Significant Unobservable Inputs
	(Level 2)		(Level 3)		Total
June 30, 2013:
Assets:
Deferred compensation related investments	$	650	$	2,887	$	3,537
December 31, 2012:
Assets:
Deferred compensation related investments	$	619	$	2,461	$	3,080

For level two investments, the fair value of our investments is based upon the fair value of the investments selected by employees.  For level three investments, the fair value of our deferred compensation related investments is based on the cash surrender values of life insurance policies underlying our supplemental income deferral plan.

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Subsequent Events (Details) (USD $) In Millions, unless otherwise specified	6 Months Ended	0 Months Ended
	Jun. 30, 2013 LIN Television Corporation	Jul. 30, 2013 Merger Subsequent event Forecast	Jul. 30, 2013 Merger Subsequent event Forecast LIN Television Corporation	Jun. 30, 2013 Transaction agreement SVH	Jun. 30, 2013 Transaction agreement SVH LIN Television Corporation	Jul. 30, 2013 Transaction agreement Subsequent event Forecast SVH	Jul. 30, 2013 Transaction agreement Subsequent event Forecast SVH LIN Television Corporation
Subsequent Events
Ownership interest (as a percent)	100.00%
Capital loss resulting from difference between tax basis and fair value of subsidiary stock		$ 316
Tax saving due to setting offsetting of realized capital loss and net operating losses with the capital gain		115	115
Short-term deferred Federal and State tax liability associated with sale transaction				$ 163	$ 163	$ 115	$ 115

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Consolidated Statements of Operations (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Consolidated Statements of Operations
Net revenues	$ 164,346	$ 121,016	$ 305,338	$ 224,216
Operating expenses:
Direct operating	63,623	37,245	118,191	72,402
Selling, general and administrative	40,040	28,043	77,338	56,426
Amortization of program rights	7,152	5,381	14,937	10,600
Corporate	9,094	8,219	19,365	14,965
Depreciation	11,320	6,651	22,958	13,410
Amortization of intangible assets	5,723	478	11,152	955
Restructuring charge	391		2,523
Loss from asset dispositions	87	4	182	3
Operating income	26,916	34,995	38,692	55,455
Other expense:
Interest expense, net	14,428	9,266	28,299	19,636
Share of loss in equity investments	25	62	25	153
Loss on extinguishment of debt				2,099
Other expense, net	84	101	60	88
Total other expense, net	14,537	9,429	28,384	21,976
Income before provision for income taxes	12,379	25,566	10,308	33,479
Provision for income taxes	5,210	10,109	4,159	12,907
Income from continuing operations	7,169	15,457	6,149	20,572
Discontinued operations:
Loss from discontinued operations, net of a provision for (benefit from) income taxes of $34 and $(541) for the three and six months ended June 30, 2012, respectively		(76)		(1,018)
Gain on the sale of discontinued operations, net of a provision for income taxes of $6,306 and $6,223 for the three and six months ended June 30, 2012, respectively		11,678		11,389
Net income	7,169	27,059	6,149	30,943
Net loss attributable to noncontrolling interests	(306)	(59)	(470)	(441)
Net income attributable to LIN TV Corp.	$ 7,475	$ 27,118	$ 6,619	$ 31,384
Basic income per common share attributable to LIN TV Corp.:
Income from continuing operations attributable to LIN TV Corp. (in dollars per share)	$ 0.14	$ 0.28	$ 0.13	$ 0.38
Loss from discontinued operations, net of tax (in dollars per share)				$ (0.02)
Gain on the sale of discontinued operations, net of tax (in dollars per share)		$ 0.21		$ 0.20
Net income attributable to LIN TV Corp. (in dollars per share)	$ 0.14	$ 0.49	$ 0.13	$ 0.56
Weighted-average number of common shares outstanding used in calculating basic income per common share (in shares)	52,278	55,174	52,095	55,680
Diluted income per common share attributable to LIN TV Corp.:
Income from continuing operations attributable to LIN TV Corp. (in dollars per share)	$ 0.13	$ 0.27	$ 0.12	$ 0.37
Loss from discontinued operations, net of tax (in dollars per share)				$ (0.02)
Gain on the sale of discontinued operations, net of tax (in dollars per share)		$ 0.21		$ 0.20
Net income attributable to LIN TV Corp. (in dollars per share)	$ 0.13	$ 0.48	$ 0.12	$ 0.55
Weighted-average number of common shares outstanding used in calculating diluted income per common share (in shares)	55,595	56,300	55,406	56,959

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Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
OPERATING ACTIVITIES:
Net income	$ 6,149	$ 30,943
Loss from discontinued operations		1,018
Gain on the sale of discontinued operations		(11,389)
Adjustment to reconcile net income to net cash provided by operating activities:
Depreciation	22,958	13,410
Amortization of intangible assets	11,152	955
Amortization of financing costs and note discounts	1,808	1,153
Amortization of program rights	14,937	10,600
Cash payments for programming	(16,072)	(11,296)
Loss on extinguishment of debt		871
Share of loss in equity investments	25	153
Deferred income taxes, net	3,803	12,391
Stock-based compensation	4,528	3,738
Loss from asset dispositions	182	3
Other, net	846	862
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable	1,203	(3,592)
Other assets	(3,036)	(2,155)
Accounts payable	(6,479)	(1,557)
Accrued interest expense	4,510	(2,434)
Other liabilities and accrued expenses	(3,949)	(1,979)
Net cash provided by operating activities, continuing operations	42,565	41,695
Net cash used in operating activities, discontinued operations		(2,736)
Net cash provided by operating activities	42,565	38,959
INVESTING ACTIVITIES:
Capital expenditures	(14,170)	(13,716)
Change in restricted cash		255,159
Payments for business combinations, net of cash acquired	(9,824)	(33,500)
Proceeds from the sale of assets	34	1
Shortfall loans to joint venture with NBCUniversal		(1,680)
Capital contribution to joint venture with NBCUniversal	(100,000)
Net cash (used in) provided by investing activities, continuing operations	(123,960)	206,264
Net cash provided by investing activities, discontinued operations		29,520
Net cash (used in) provided by investing activities	(123,960)	235,784
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	1,156	352
Proceeds from borrowings on long-term debt	96,000	20,000
Principal payments on long-term debt	(41,617)	(297,415)
Payment of long-term debt issue costs	(652)	(199)
Treasury stock purchased		(6,500)
Net cash provided by (used in) financing activities	54,887	(283,762)
Net decrease in cash and cash equivalents	(26,508)	(9,019)
Cash and cash equivalents at the beginning of the period	46,307	18,057
Cash and cash equivalents at the end of the period	$ 19,799	$ 9,038

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Condensed Consolidating Financial Statements

6 Months Ended

Jun. 30, 2013

Condensed Consolidating Financial Statements

Condensed Consolidating Financial Statements

Note 14 — Condensed Consolidating Financial Statements

LIN Television, a 100% owned subsidiary of LIN TV, is the primary obligor of our senior secured credit facility, our 83/8% Senior Notes and our 63/8% Senior Notes, which are further described in Note 6 — “Debt”.  LIN TV fully and unconditionally guarantees all of LIN Television’s debt on a joint-and-several basis.  Additionally, all of the consolidated 100% owned subsidiaries of LIN Television fully and unconditionally guarantee LIN Television’s senior secured credit facility, our 83/8% Senior Notes and our 63/8% Senior Notes on a joint-and-several basis, subject to customary release provisions.  There are certain contractual restrictions on LIN Television’s ability to obtain funds in the form of dividends or loans from the non-guarantor subsidiaries.

The following condensed consolidating financial statements present the consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive income and consolidated statements of cash flows of LIN TV, LIN Television, as the issuer, the guarantor subsidiaries, and the non-guarantor subsidiaries of LIN Television and the elimination entries necessary to consolidate or combine the issuer with the guarantor and non-guarantor subsidiaries.  These statements are presented in accordance with the disclosure requirements under SEC Regulation S-X Rule 3-10.

Condensed Consolidating Balance Sheet

As of June 30, 2013

(in thousands)

	LIN TV Corp.			LIN Television Corporation			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	17,962		$	472	$	1,365	$	—		$	19,799
Accounts receivable, net	—			84,014			31,979		16,949		—			132,942
Income taxes receivable	—			2,550			—		—		(2,550		)	—
Deferred income tax assets	—			—			678		92		(381		)	389
Other current assets	—			4,709			868		1,778		—			7,355
Total current assets	—			109,235			33,997		20,184		(2,931		)	160,485
Property and equipment, net	—			189,748			37,484		4,972		—			232,204
Deferred financing costs	—			17,961			—		103		—			18,064
Goodwill	—			169,057			18,518		15,423		—			202,998
Broadcast licenses, net	—			—			493,814		42,701		—			536,515
Other intangible assets, net	—			39,994			2,307		15,070		—			57,371
Advances to consolidated subsidiaries	—			5,503			1,171,482		—		(1,176,985		)	—
Investment in consolidated subsidiaries	—			1,576,282			—		—		(1,576,282		)	—
Other assets	—			54,366			2,721		1,553		(44,443		)	14,197
Total assets	$	—		$	2,162,146		$	1,760,323	$	100,006	$	(2,800,641	)	$	1,221,834
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Current portion of long-term debt	$	—		$	12,802		$	—	$	1,226	$	—		$	14,028
Accounts payable	—			8,603			4,570		3,081		—			16,254
Income taxes payable	—			—			162,795		39		(2,550		)	160,284
Accrued expenses	—			49,256			6,767		2,083		—			58,106
Deferred income tax liabilities	—			381			—		—		(381		)	—
Program obligations	—			5,872			1,113		2,004		—			8,989
Total current liabilities	—			76,914			175,245		8,433		(2,931		)	257,661
Long-term debt, excluding current portion	—			927,243			—		3,667		—			930,910
Deferred income tax liabilities	—			20,960			29,504		1,286		—			51,750
Program obligations	—			2,008			267		1,798		—			4,073
Intercompany liabilities	—			1,171,482			1,006		4,497		(1,176,985		)	—
Accumulated losses in excess of investment in consolidated subsidiaries	77,331			—			—		—		(77,331		)	—
Other liabilities	—			40,870			55		44,443		(44,443		)	40,925
Total liabilities	77,331			2,239,477			206,077		64,124		(1,301,690		)	1,285,319
Redeemable noncontrolling interest	—			—			—		13,846		—			13,846
Total stockholders’ (deficit) equity	(77,331		)	(77,331		)	1,554,246		22,036		(1,498,951		)	(77,331		)
Total liabilities, redeemable noncontrolling interest and stockholders’ (deficit) equity	$	—		$	2,162,146		$	1,760,323	$	100,006	$	(2,800,641	)	$	1,221,834

Condensed Consolidating Balance Sheet

As of December 31, 2012

(in thousands)

	LIN TV Corp.			LIN Television Corporation			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	44,625		$	573	$	1,109	$	—		$	46,307
Accounts receivable, net	—			87,103			31,144		7,903		—			126,150
Deferred income tax assets	—			67,412			—		97		(67,509		)	—
Other current assets	—			4,850			554		1,459		—			6,863
Total current assets	—			203,990			32,271		10,568		(67,509		)	179,320
Property and equipment, net	—			197,560			39,534		4,832		—			241,926
Deferred financing costs	—			19,020			—		115		—			19,135
Goodwill	—			169,057			18,518		4,504		—			192,079
Broadcast licenses, net	—			—			493,814		42,701		—			536,515
Other intangible assets, net	—			48,897			2,775		7,882		—			59,554
Advances to consolidated subsidiaries	—			6,746			1,345,971		—		(1,352,717		)	—
Investment in consolidated subsidiaries	—			1,554,903			—		—		(1,554,903		)	—
Other assets	—			53,987			2,552		1,626		(45,280		)	12,885
Total assets	$	—		$	2,254,160		$	1,935,435	$	72,228	$	(3,020,409	)	$	1,241,414
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Current portion of long-term debt	$	—		$	9,243		$	—	$	1,513	$	—		$	10,756
Accounts payable	—			14,335			3,385		1,235		—			18,955
Income taxes payable	—			372			394		—		—			766
Accrued expenses	—			37,020			115,605		621		—			153,246
Deferred income tax liabilities	—			—			235,728		—		(67,509		)	168,219
Program obligations	—			7,479			1,106		2,185		—			10,770
Total current liabilities	—			68,449			356,218		5,554		(67,509		)	362,712
Long-term debt, excluding current portion	—			875,512			—		3,959		—			879,471
Deferred income tax liabilities	—			10,910			29,000		646		—			40,556
Program obligations	—			2,222			92		1,967		—			4,281
Intercompany liabilities	—			1,345,971			3,842		2,904		(1,352,717		)	—
Accumulated losses in excess of investment in consolidated subsidiaries	91,564			—			—		—		(91,564		)	—
Other liabilities	—			42,660			56		45,280		(45,280		)	42,716
Total liabilities	91,564			2,345,724			389,208		60,310		(1,557,070		)	1,329,736
Redeemable noncontrolling interest	—			—			—		3,242		—			3,242
Total stockholders’ (deficit) equity	(91,564		)	(91,564		)	1,546,227		8,676		(1,463,339		)	(91,564		)
Total liabilities, redeemable noncontrolling interest and stockholders’ (deficit) equity	$	—		$	2,254,160		$	1,935,435	$	72,228	$	(3,020,409	)	$	1,241,414

Condensed Consolidating Statement of Operations

For the Three Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	106,591		$	46,653		$	14,952		$	(3,850	)	$	164,346
Operating expenses:
Direct operating	—		35,858			19,676			10,255			(2,166		)	63,623
Selling, general and administrative	—		27,356			9,434			3,419			(169		)	40,040
Amortization of program rights	—		5,532			1,409			211			—			7,152
Corporate	—		9,094			—			—			—			9,094
Depreciation	—		9,154			1,803			363			—			11,320
Amortization of intangible assets	—		4,443			234			1,046			—			5,723
Restructuring	—		391			—			—			—			391
Loss from asset dispositions	—		94			(7		)	—			—			87
Operating income (loss)	—		14,669			14,104			(342		)	(1,515		)	26,916
Other expense (income):
Interest expense, net	—		14,164			—			110			154			14,428
Share of loss in equity investments	—		25			—			—			—			25
Gain on derivative instruments	—		—			—			—			—			—
Loss on extinguishment of debt	—		—			—			—			—			—
Intercompany fees and expenses	—		8,225			(8,225		)	—			—			—
Other, net	—		84			—			—			—			84
Total other expense (income), net	—		22,498			(8,225		)	110			154			14,537
(Loss) income from continuing operations before taxes and equity in (loss) income from operations of consolidated subsidiaries	—		(7,829		)	22,329			(452		)	(1,669		)	12,379
(Benefit from) provision for income taxes	—		(3,473		)	8,932			(249		)	—			5,210
Net (loss) income from continuing operations	—		(4,356		)	13,397			(203		)	(1,669		)	7,169
Equity in income (loss) from operations of consolidated subsidiaries	7,475		11,831			—			—			(19,306		)	—
Net income (loss)	7,475		7,475			13,397			(203		)	(20,975		)	7,169
Net loss attributable to noncontrolling interests	—		—			—			(306		)	—			(306		)
Net income (loss) attributable to LIN TV Corp.	$	7,475	$	7,475		$	13,397		$	103		$	(20,975	)	$	7,475

Condensed Consolidating Statement of Comprehensive Income

For the Three Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	7,475	$	7,475	$	13,397	$	(203	)	$	(20,975	)	$	7,169
Amortization of pension net losses, net of tax of $169	259		259		—		—			(259		)	259
Comprehensive income (loss)	7,734		7,734		13,397		(203		)	(21,234		)	7,428
Comprehensive loss attributable to noncontrolling interest	—		—		—		(306		)	—			(306		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	7,734	$	7,734	$	13,397	$	103		$	(21,234	)	$	7,734

Condensed Consolidating Statement of Operations

For the Six Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	204,239		$	85,637		$	21,383		$	(5,921	)	$	305,338
Operating expenses:
Direct operating	—		71,208			36,913			13,293			(3,223		)	118,191
Selling, general and administrative	—		53,388			19,223			4,990			(263		)	77,338
Amortization of program rights	—		11,014			2,899			1,024			—			14,937
Corporate	—		19,365			—			—			—			19,365
Depreciation	—		18,669			3,632			657			—			22,958
Amortization of intangible assets	—		8,904			467			1,781			—			11,152
Restructuring	—		2,523			—			—			—			2,523
Loss (gain) from asset dispositions	—		201			(19		)	—			—			182
Operating income (loss)	—		18,967			22,522			(362		)	(2,435		)	38,692
Other expense (income):
Interest expense, net	—		27,978			—			218			103			28,299
Share of loss in equity investments			25												25
Intercompany fees and expenses	—		16,600			(16,600		)	—			—			—
Other, net	—		60			—			—			—			60
Total other expense (income), net	—		44,663			(16,600		)	218			103			28,384
(Loss) income from continuing operations before taxes and equity in (loss) income from operations of consolidated subsidiaries	—		(25,696		)	39,122			(580		)	(2,538		)	10,308
(Benefit from) provision for income taxes	—		(10,936		)	15,649			(554		)	—			4,159
Net (loss) income from continuing operations	—		(14,760		)	23,473			(26		)	(2,538		)	6,149
Equity in (loss) income from operations of consolidated subsidiaries	6,619		21,379			—			—			(27,998		)	—
Net income (loss)	6,619		6,619			23,473			(26		)	(30,536		)	6,149
Net loss attributable to noncontrolling interests	—		—			—			(470		)	—			(470		)
Net income (loss) attributable to LIN TV Corp.	$	6,619	$	6,619		$	23,473		$	444		$	(30,536	)	$	6,619

Condensed Consolidating Statement of Comprehensive Income

For the Six Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	6,619	$	6,619	$	23,473	$	(26	)	$	(30,536	)	$	6,149
Amortization of pension net losses, net of tax of $338	518		518		—		—			(518		)	518
Comprehensive income (loss)	7,137		7,137		23,473		(26		)	(31,054		)	6,667
Comprehensive loss attributable to noncontrolling interest	—		—		—		(470		)	—			(470		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	7,137	$	7,137	$	23,473	$	444		$	(31,054	)	$	7,137

Condensed Consolidating Statement of Operations

For the Three Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	77,075		$	42,970		$	1,905		$	(934	)	$	121,016
Operating expenses:
Direct operating	—		21,439			15,364			1,186			(744		)	37,245
Selling, general and administrative	—		18,378			9,360			484			(179		)	28,043
Amortization of program rights	—		3,892			1,315			174			—			5,381
Corporate	—		7,699			520			—			—			8,219
Depreciation	—		4,697			1,889			65			—			6,651
Amortization of intangible assets	—		59			235			184			—			478
Loss (gain) from asset dispositions	—		5			(1		)	—			—			4
Operating income	—		20,906			14,288			(188		)	(11		)	34,995
Other expense (income):
Interest expense, net	—		9,259			—			27			(20		)	9,266
Share of loss in equity investments	—		62			—			—			—			62
Loss on extinguishment of debt	—		—			—			—			—			—
Intercompany fees and expenses	—		16,310			(16,310		)	—			—			—
Other, net	—		101			—			—			—			101
Total other expense (income), net	—		25,732			(16,310		)	27			(20		)	9,429
(Loss) income from continuing operations before taxes and equity in income (loss) from operations of consolidated subsidiaries	—		(4,826		)	30,598			(215		)	9			25,566
(Benefit from) provision for income taxes	—		(2,039		)	12,239			(91		)	—			10,109
Net (loss) income from continuing operations	—		(2,787		)	18,359			(124		)	9			15,457
Income (loss) from discontinued operations, net	—		20			(80		)	—			(16		)	(76		)
Gain from sale of discontinued operations, net	—		—			11,678			—			—			11,678
Equity in income (loss) from operations of consolidated subsidiaries	27,118		29,885			—			—			(57,003		)	—
Net income (loss)	27,118		27,118			29,957			(124		)	(57,010		)	27,059
Net loss attributable to noncontrolling interests	—		—			—			(59		)	—			(59		)
Net income (loss) attributable to LIN TV Corp.	$	27,118	$	27,118		$	29,957		$	(65	)	$	(57,010	)	$	27,118

Condensed Consolidating Statement of Comprehensive Income

For the Three Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	27,118	$	27,118	$	29,957	$	(124	)	$	(57,010	)	$	27,059
Amortization of pension net losses, net of tax of $170	261		261		—		—			(261		)	261
Comprehensive income (loss)	27,379		27,379		29,957		(124		)	(57,271		)	27,320
Comprehensive loss attributable to noncontrolling interest	—		—		—		(59		)	—			(59		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	27,379	$	27,379	$	29,957	$	(65	)	$	(57,271	)	$	27,379

Condensed Consolidating Statement of Operations

For the Six Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	144,404		$	77,907		$	3,602		$	(1,697	)	$	224,216
Operating expenses:
Direct operating	—		42,602			28,756			2,546			(1,502		)	72,402
Selling, general and administrative	—		37,064			18,666			994			(298		)	56,426
Amortization of program rights	—		7,571			2,682			347			—			10,600
Corporate	—		14,035			930			—			—			14,965
Depreciation	—		9,530			3,757			123			—			13,410
Amortization of intangible assets	—		119			468			368			—			955
Loss (gain) from asset dispositions	—		4			(1		)	—			—			3
Operating income	—		33,479			22,649			(776		)	103			55,455
Other expense (income):
Interest expense, net	—		19,623			—			42			(29		)	19,636
Share of loss in equity investments	—		153			—			—			—			153
Loss on extinguishment of debt	—		2,099			—			—			—			2,099
Intercompany fees and expenses	—		32,620			(32,620		)	—			—			—
Other, net	—		87			1			—			—			88
Total other expense (income), net	—		54,582			(32,619		)	42			(29		)	21,976
(Loss) income from continuing operations before taxes and equity in income (loss) from operations of consolidated subsidiaries	—		(21,103		)	55,268			(818		)	132			33,479
(Benefit from) provision for income taxes	—		(8,864		)	22,107			(336		)	—			12,907
Net (loss) income from continuing operations	—		(12,239		)	33,161			(482		)	132			20,572
Loss from discontinued operations, net	—		(251		)	(744		)	—			(23		)	(1,018		)
(Loss) gain on the sale of discontinued operations, net	—		(289		)	11,678			—			—			11,389
Equity in income (loss) from operations of consolidated subsidiaries	31,384		44,163			—			—			(75,547		)	—
Net income (loss)	31,384		31,384			44,095			(482		)	(75,438		)	30,943
Net loss attributable to noncontrolling interests	—		—			—			(441		)	—			(441		)
Net income (loss) attributable to LIN TV Corp.	$	31,384	$	31,384		$	44,095		$	(41	)	$	(75,438	)	$	31,384

Condensed Consolidating Statement of Comprehensive Income

For the Six Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	31,384	$	31,384	$	44,095	$	(482	)	$	(75,438	)	$	30,943
Amortization of pension net losses, net of tax of $340	522		522		—		—			(522		)	522
Comprehensive income (loss)	31,906		31,906		44,095		(482		)	(75,960		)	31,465
Comprehensive loss attributable to noncontrolling interest	—		—		—		(441		)	—			(441		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	31,906	$	31,906	$	44,095	$	(41	)	$	(75,960	)	$	31,906

Condensed Consolidating Statement of Cash Flows

For the Six Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.	LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Consolidating/ Eliminating Adjustments		LIN TV Corp. Consolidated
OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$—	$47,935		$33,058		$578		$(39,006	)	$42,565
INVESTING ACTIVITIES:
Capital expenditures	—	(11,372	)	(1,569	)	(1,229	)	—		(14,170	)
Payments for business combinations, net of cash acquired	—	(9,824	)	—		—		—		(9,824	)
Proceeds from the sale of assets	—	14		20		—		—		34
Capital contribution to joint venture with NBCUniversal	—	—		(100,000	)	—		—		(100,000	)
Advances on intercompany borrowings	—	(1,600	)	—		—		1,600		—
Payments from intercompany borrowings	—	15,009		122,405		—		(137,414	)	—
Net cash (used in) provided by investing activities	—	(7,773	)	20,856		(1,229	)	(135,814	)	(123,960	)
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	—	1,156		—		—		—		1,156
Proceeds from borrowings on long-term debt	—	96,000		—		—		—		96,000
Principal payments on long-term debt	—	(40,924	)	—		(693	)	—		(41,617	)
Payment of long-term debt issue costs	—	(652	)	—		—		—		(652	)
Payment of dividend	—	—		(39,006	)	—		39,006		—
Proceeds from intercompany borrowings	—	—		—		1,600		(1,600	)	—
Payments on intercompany borrowings	—	(122,405	)	(15,009	)	—		137,414		—
Net cash (used in) provided by financing activities	—	(66,825	)	(54,015	)	907		174,820		54,887
Net (decrease) increase in cash and cash equivalents	—	(26,663	)	(101	)	256		—		(26,508	)
Cash and cash equivalents at the beginning of the period	—	44,625		573		1,109		—		46,307
Cash and cash equivalents at the end of the period	$—	$17,962		$472		$1,365		$—		$19,799

Condensed Consolidating Statement of Cash Flows

For the Six Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities, continuing operations	$	—	$	55,345		$	(13,103	)	$	(570	)	$	23		$	41,695
Net cash used in operating activities, discontinued operations	—		(471		)	(2,242		)	—			(23		)	(2,736		)
Net cash provided by (used in) operating activities	—		54,874			(15,345		)	(570		)	—			38,959
INVESTING ACTIVITIES:
Capital expenditures	—		(9,195		)	(3,463		)	(1,058		)	—			(13,716		)
Change in restricted cash	—		255,159			—			—			—			255,159
Payments for business combinations, net of cash acquired	—		(33,500		)	—			—			—			(33,500		)
Proceeds from the sale of assets	—		—			1			—			—			1
Shortfall loan to joint venture with NBCUniversal	—		(1,680		)	—			—			—			(1,680		)
Advances on intercompany borrowings	—		(1,200		)	—			—			1,200			—
Payments from intercompany borrowings	—		4,395			—			—			(4,395		)	—
Net cash provided by (used in) investing activities, continuing operations	—		213,979			(3,462		)	(1,058		)	(3,195		)	206,264
Net cash provided by investing activities, discontinued operations	—		6,314			23,206			—			—			29,520
Net cash provided by (used in) investing activities	—		220,293			19,744			(1,058		)	(3,195		)	235,784
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	—		352			—			—			—			352
Proceeds from borrowings on long-term debt	—		20,000			—			—			—			20,000
Principal payments on long-term debt	—		(297,268		)	—			(147		)	—			(297,415		)
Payment of long-term debt issue costs	—		(199		)	—			—			—			(199		)
Treasury stock purchased	—		(6,500		)	—			—			—			(6,500		)
Proceeds from intercompany borrowings	—		—			—			1,200			(1,200		)	—
Payments on intercompany borrowings	—		—			(4,395		)	—			4,395			—
Net cash (used in) provided by financing activities	—		(283,615		)	(4,395		)	1,053			3,195			(283,762		)
Net decrease in cash and cash equivalents	—		(8,448		)	4			(575		)	—			(9,019		)
Cash and cash equivalents at the beginning of the period	—		16,571			653			833			—			18,057
Cash and cash equivalents at the end of the period	$	—	$	8,123		$	657		$	258		$	—		$	9,038

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Basis of Presentation and Summary of Significant Accounting Policies - LIN Television

6 Months Ended

Jun. 30, 2013

Basis of Presentation and Summary of Significant Accounting Policies

Note 1 — Basis of Presentation and Summary of Significant Accounting Policies

Principles of Consolidation

LIN TV Corp. (“LIN TV”), together with its subsidiaries, including LIN Television Corporation (“LIN Television”), is a local multimedia company operating in the United States. LIN TV and its subsidiaries are affiliates of HM Capital Partners I LP (“HMC”). In these notes, the terms “Company,” “we,” “us” or “our” mean LIN TV and all subsidiaries included in our consolidated financial statements.

Our consolidated financial statements reflect the operations of WWHO-TV in Columbus, OH and WUPW-TV in Toledo, OH as discontinued for all periods presented. See Note 3—“Discontinued Operations” for further discussion of our discontinued operations.

The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

In the opinion of management, the accompanying unaudited interim financial statements contain all adjustments necessary to state fairly our financial position, results of operations and cash flows for the periods presented.  The interim results of operations are not necessarily indicative of the results to be expected for the full year.

The accompanying consolidated financial statements include the accounts of our Company, our wholly-owned and majority-owned and controlled subsidiaries, and VIEs for which we are the primary beneficiary. We review all local marketing agreements (“LMAs”), shared services agreements (“SSAs”) or joint sales agreements (“JSAs”), to evaluate whether consolidation of entities party to such arrangements is required. All intercompany accounts and transactions have been eliminated. We conduct our business through LIN Television and its subsidiaries.  LIN TV has no operations or assets other than its investment in its subsidiaries. We operate in one reportable segment.

Joint Venture Sale Transaction and Merger

On February 12, 2013, we, along with our wholly-owned subsidiaries LIN Television and LIN Television of Texas, L.P., a Delaware limited partnership (“LIN Texas”) entered into and closed a transaction agreement (the “Transaction Agreement”) with NBC Telemundo License LLC, a Delaware limited liability company (“NBC”), NBCU New LLC I, a Delaware limited liability company, NBCU New LLC II, a Delaware limited liability company, General Electric Company, a New York corporation (“GE”), General Electric Capital Corporation, a Delaware corporation (“GECC” and together with GE, the “GE Parties”), National Broadcasting Company Holding, Inc., a Delaware corporation, Comcast Corporation, a Pennsylvania corporation (“Comcast”), NBCUniversal Media, LLC, a Delaware limited liability company (“NBCUniversal”), Lone Star SPV, LLC, a Delaware limited liability company and Station Venture Holdings, LLC, a Delaware limited liability company (“SVH”).  SVH held a 99.75% interest in Station Venture Operations, LP (“SVO”), which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture. The Transaction Agreement effected a series of transactions related to the ownership and sale of LIN Texas’s 20.38% equity interest in SVH, a joint venture in which NBC, an affiliate of NBCUniversal, held the remaining 79.62% equity interest (collectively, the “JV Sale Transaction”).

SVH was a limited partner in a business that operated an NBC affiliate in Dallas and an NBC affiliate in San Diego pursuant to a management agreement. At the time of LIN Texas’s acquisition of its interest in SVH in 1998, GECC provided secured debt financing to SVH in the form of a $815.5 million non-amortizing senior secured note due 2023 to GECC (the “GECC Note”), and, in connection with SVH’s assumption of the GECC Note, LIN TV guaranteed the payment of the full amount of principal and interest on the GECC Note (the “GECC Guarantee”).

In addition, during 2009, 2010, 2011 and 2012, LIN Television entered into agreements with SVH, the GE Parties and NBCUniversal pursuant to which LIN Television, the GE Parties and NBCUniversal caused to be provided to SVH certain unsecured shortfall funding loans (the “Shortfall Funding Loans”) on the basis of each party’s percentage of equity interest in SVH in order to fund interest payments on the GECC Note.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the GECC Guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012 because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million incremental term loan facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable associated with this transaction remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the closing of the Agreement and Plan of Merger further described below.

Concurrent with the closing of the JV Sale Transaction, LIN TV entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LIN Media LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV (“LIN LLC”).  Pursuant to the Merger Agreement, which was approved by the shareholders of LIN TV on July 30, 2013, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity (the “Merger”).  The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes, with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock at the close of the Merger,  LIN TV realized a capital loss in the amount of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of such stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and, as a result, we expect to realize cash savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Variable Interest Entities

In determining whether we are the primary beneficiary of a VIE for financial reporting purposes, we consider whether we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether we have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. We consolidate VIEs when we are the primary beneficiary.

We have a JSA and an SSA with WBDT Television, LLC (“WBDT”), a third party licensee, for WBDT-TV in the Dayton, OH market. We also have JSAs and SSAs with affiliates of Vaughan Acquisition LLC (“Vaughan”), a third party licensee, for WTGS-TV in the Savannah, GA market, WYTV-TV in the Youngstown, OH market and KTKA-TV in the Topeka, KS market and SSAs with KASY-TV Licensee, LLC (“KASY”), a third-party licensee, for KWBQ-TV in the Santa Fe, NM market, KRWB-TV in the Roswell, NM market and KASY-TV in the Albuquerque, NM market. Under these agreements, we provide administrative services to these stations, have an obligation to reimburse certain of the station expenses, and we are compensated through a performance-based fee structure that provides us the benefit of certain returns from the operation of these stations.

We determined that WBDT, Vaughan and KASY are VIEs and as a result of the JSAs and/or SSAs, we have variable interests in these entities. We are the primary beneficiary of these entities, and therefore, we consolidate these entities within our consolidated financial statements.

The carrying amounts and classifications of the assets and liabilities of the variable interest entities described above, which have been included in our consolidating balance sheets as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

	June 30,		December 31,
	2013		2012
ASSETS
Current assets:
Cash and cash equivalents	$	629	$	418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	$	61,614	$	60,380
LIABILITIES
Current liabilities:
Current portion of long-term debt	$	1,193	$	1,451
Accounts payable	1,219		—
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$	61,614	$	60,380

The assets of our consolidated VIEs can only be used to settle the obligations of the VIEs and may not be sold, or otherwise disposed of, except for assets sold or replaced with others of like kind or value. Other liabilities of $50,330 and $50,402 as of June 30, 2013 and December 31, 2012, respectively, serve to reduce the carrying value of the entities, and are eliminated in our consolidated financial statements. This reflects the fact that as of June 30, 2013 and December 31, 2012, LIN Television has an option that it may exercise if the Federal Communications Commission (“FCC”) attribution rules change. The option would allow LIN Television to acquire the assets or member’s interest of the VIE entities for a nominal exercise price, which is significantly less than the carrying value of their tangible and intangible net assets.

Redeemable Noncontrolling Interest

The following table presents the activity of the redeemable noncontrolling interest included in our consolidated balance sheets related to Nami Media, Inc. (“Nami Media”), HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), which represents third parties’ proportionate share of our consolidated net assets (in thousands):

	Redeemable Noncontrolling Interest
Balance as of December 31, 2012	$	3,242
Acquisition of redeemable noncontrolling interest	11,025
Net loss	(470		)
Stock-based compensation	49
Balance as of June 30, 2013	$	13,846

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the notes thereto. Our actual results could differ from these estimates. Estimates are used for the allowance for doubtful accounts in receivables, valuation of goodwill and intangible assets, assumptions used to determine fair value of financial instruments, amortization and impairment of program rights and intangible assets, stock-based compensation and other long-term incentive compensation arrangements, pension costs, barter transactions, income taxes, employee medical insurance claims, useful lives of property and equipment, contingencies, litigation and net assets of businesses acquired.

Net Earnings per Common Share

Basic earnings per share (“EPS”) is computed by dividing income attributable to common stockholders by the number of weighted-average outstanding shares of common stock.  Diluted EPS reflects the effect of the assumed exercise of stock options and vesting of restricted shares only in the periods in which such effect would have been dilutive.

The following table sets forth the computation of the common shares outstanding used in determining basic and diluted EPS (in thousands):

	Three Months Ended June 30,		Six Months Ended June 30,
Denominator for EPS calculation:	2013	2012	2013	2012
Weighted-average common shares, basic	52,278	55,174	52,095	55,680
Effect of dilutive securities:
Stock options	3,317	1,126	3,311	1,279
Weighted-average common shares, diluted	55,595	56,300	55,406	56,959

We apply the treasury stock method to measure the dilutive effect of our outstanding stock option and restricted stock awards and include the respective common share equivalents in the denominator of our diluted EPS calculation.  Securities representing less than 0.1 million shares of common stock for the three and six months ended June 30, 2013, and 1.8 million shares of common stock for the three and six months ended June 30, 2012, were excluded from the computation of diluted EPS for these periods because their effect would have been anti-dilutive.  The net income per share amounts are the same for our class A, class B and class C common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation.

Recently Issued Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update No. 2013-02, “Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income,” which amends Accounting Standards Codification 220, “Comprehensive Income.” The amendments require an entity to disclose the impact of amounts reclassified out of accumulated other comprehensive income and into net income, by the respective line items of net income, if the amounts reclassified are reclassified to net income in their entirety in the same reporting period. The disclosure is required either on the face of the statement where net income is presented or in the notes. For amounts that are not reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. We prospectively adopted this guidance effective January 1, 2013 and it did not have a material impact on our financial statements.

In July 2012, there were revisions to the accounting standard for impairment tests of indefinite-lived intangible assets other than goodwill. Under the revised standard a company can first perform a qualitative assessment to determine whether further impairment testing of indefinite-lived intangible assets is necessary. A company can choose to perform the qualitative assessment on none, some, or all of its indefinite-lived intangible assets, and can also bypass the qualitative assessment and perform the quantitative impairment test for any indefinite-lived intangible in any period. The revised standard is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. We adopted this guidance effective January 1, 2013 and do not expect it to have a material impact on our impairment tests of indefinite-lived intangible assets.

LIN Television Corporation

Basis of Presentation and Summary of Significant Accounting Policies

Note 1 — Basis of Presentation and Summary of Significant Accounting Policies

Principles of Consolidation

LIN Television Corporation (“LIN Television”), together with its subsidiaries, is a local multimedia company operating in the United States. LIN Television and its subsidiaries are affiliates of HM Capital Partners I LP (“HMC”). In these notes, the terms “Company,” “we,” “us” or “our” mean LIN Television and all subsidiaries included in our consolidated financial statements. LIN Television is a wholly-owned subsidiary of LIN TV Corp. (“LIN TV”).

LIN TV has no independent assets or operations and guarantees all of our debt. All of the consolidated wholly-owned subsidiaries of LIN Television fully and unconditionally guarantee our Senior Secured Credit Facility, 83/8% Senior Notes due 2018 (the “83/8% Senior Notes”) and 63/8% Senior Notes due 2021 (the “63/8% Senior Notes”) on a joint-and-several basis, subject to customary release provisions.

Our consolidated financial statements reflect the operations of WWHO-TV in Columbus, OH and WUPW-TV in Toledo, OH as discontinued for all periods presented. See Note 3—“Discontinued Operations” for further discussion of our discontinued operations.

The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

In the opinion of management, the accompanying unaudited interim financial statements contain all adjustments necessary to state fairly our financial position, results of operations and cash flows for the periods presented.  The interim results of operations are not necessarily indicative of the results to be expected for the full year.

The accompanying consolidated financial statements include the accounts of our Company, our wholly-owned and majority-owned and controlled subsidiaries, and VIEs for which we are the primary beneficiary. We review all local marketing agreements (“LMAs”), shared services agreements (“SSAs”) or joint sales agreements (“JSAs”), to evaluate whether consolidation of entities party to such arrangements is required. All intercompany accounts and transactions have been eliminated.  We conduct our business through our subsidiaries and have no operations or assets other than our investment in our subsidiaries and equity-method investments. We operate in one reportable segment.

Joint Venture Sale Transaction and Merger

On February 12, 2013, we, along with LIN TV and our wholly-owned subsidiary, LIN Television of Texas, L.P., a Delaware limited partnership (“LIN Texas”) entered into and closed a transaction agreement (the “Transaction Agreement”) with NBC Telemundo License LLC, a Delaware limited liability company (“NBC”), NBCU New LLC I, a Delaware limited liability company, NBCU New LLC II, a Delaware limited liability company, General Electric Company, a New York corporation (“GE”), General Electric Capital Corporation, a Delaware corporation (“GECC” and together with GE, the “GE Parties”), National Broadcasting Company Holding, Inc., a Delaware corporation, Comcast Corporation, a Pennsylvania corporation (“Comcast”), NBCUniversal Media, LLC, a Delaware limited liability company (“NBCUniversal”), Lone Star SPV, LLC, a Delaware limited liability company and Station Venture Holdings, LLC, a Delaware limited liability company (“SVH”).  SVH held a 99.75% interest in Station Venture Operations, LP (“SVO”), which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture. The Transaction Agreement effected a series of transactions related to the ownership and sale of LIN Texas’s 20.38% equity interest in SVH, a joint venture in which NBC, an affiliate of NBCUniversal, held the remaining 79.62% equity interest (collectively, the “JV Sale Transaction”).

SVH was a limited partner in a business that operated an NBC affiliate in Dallas and an NBC affiliate in San Diego pursuant to a management agreement. At the time of LIN Texas’s acquisition of its interest in SVH in 1998, GECC provided secured debt financing to SVH in the form of a $815.5 million non-amortizing senior secured note due 2023 to GECC (the “GECC Note”), and, in connection with SVH’s assumption of the GECC Note, LIN TV guaranteed the payment of the full amount of principal and interest on the GECC Note (the “GECC Guarantee”).

In addition, during 2009, 2010, 2011 and 2012, we entered into agreements with SVH, the GE Parties and NBCUniversal pursuant to which LIN Television, the GE Parties and NBCUniversal caused to be provided to SVH certain unsecured shortfall funding loans (the “Shortfall Funding Loans”) on the basis of each party’s percentage of equity interest in SVH in order to fund interest payments on the GECC Note.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the GECC Guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012 because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million incremental term loan facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable associated with this transaction remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the closing of the Agreement and Plan of Merger further described below.

Concurrent with the closing of the JV Sale Transaction, LIN TV entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LIN Media LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV (“LIN LLC”).  Pursuant to the Merger Agreement, which was approved by the shareholders of LIN TV on July 30, 2013, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity (the “Merger”).  The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes, with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock at the close of the Merger,  LIN TV realized a capital loss in the amount of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of such stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and, as a result, we expect to realize cash savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Variable Interest Entities

In determining whether we are the primary beneficiary of a VIE for financial reporting purposes, we consider whether we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether we have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. We consolidate VIEs when we are the primary beneficiary.

We have a JSA and an SSA with WBDT Television, LLC (“WBDT”), a third party licensee, for WBDT-TV in the Dayton, OH market. We also have JSAs and SSAs with affiliates of Vaughan Acquisition LLC (“Vaughan”), a third party licensee, for WTGS-TV in the Savannah, GA market, WYTV-TV in the Youngstown, OH market and KTKA-TV in the Topeka, KS market and SSAs with KASY-TV Licensee, LLC (“KASY”), a third-party licensee, for KWBQ-TV in the Santa Fe, NM market, KRWB-TV in the Roswell, NM market and KASY-TV in the Albuquerque, NM market. Under these agreements, we provide administrative services to these stations, have an obligation to reimburse certain of the station expenses, and we are compensated through a performance-based fee structure that provides us the benefit of certain returns from the operation of these stations.

We determined that WBDT, Vaughan and KASY are VIEs and as a result of the JSAs and/or SSAs, we have variable interests in these entities. We are the primary beneficiary of these entities, and therefore, we consolidate these entities within our consolidated financial statements.

The carrying amounts and classifications of the assets and liabilities of the variable interest entities described above, which have been included in our consolidating balance sheets as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

	June 30,		December 31,
	2013		2012
ASSETS
Current assets:
Cash and cash equivalents	$	629	$	418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	$	61,614	$	60,380
LIABILITIES
Current liabilities:
Current portion of long-term debt	$	1,193	$	1,451
Accounts payable	1,219		—
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$	61,614	$	60,380

The assets of our consolidated VIEs can only be used to settle the obligations of the VIEs and may not be sold, or otherwise disposed of, except for assets sold or replaced with others of like kind or value. Other liabilities of $50,330 and $50,402 as of June 30, 2013 and December 31, 2012, respectively, serve to reduce the carrying value of the entities, and are eliminated in our consolidated financial statements. This reflects the fact that as of June 30, 2013 and December 31, 2012, we have an option that we may exercise if the Federal Communications Commission (“FCC”) attribution rules change. The option would allow us to acquire the assets or member’s interest of the VIE entities for a nominal exercise price, which is significantly less than the carrying value of their tangible and intangible net assets.

Redeemable Noncontrolling Interest

The following table presents the activity of the redeemable noncontrolling interest included in our consolidated balance sheets related to Nami Media, Inc. (“Nami Media”), HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), which represents third parties’ proportionate share of our consolidated net assets (in thousands):

	Redeemable Noncontrolling Interest
Balance as of December 31, 2012	$	3,242
Acquisition of redeemable noncontrolling interest	11,025
Net loss	(470		)
Stock-based compensation	49
Balance as of June 30, 2013	$	13,846

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the notes thereto. Our actual results could differ from these estimates. Estimates are used for the allowance for doubtful accounts in receivables, valuation of goodwill and intangible assets, assumptions used to determine fair value of financial instruments, amortization and impairment of program rights and intangible assets, stock-based compensation and other long-term incentive compensation arrangements, pension costs, barter transactions, income taxes, employee medical insurance claims, useful lives of property and equipment, contingencies, litigation and net assets of businesses acquired.

Recently Issued Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update No. 2013-02, “Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income,” which amends Accounting Standards Codification 220, “Comprehensive Income.” The amendments require an entity to disclose the impact of amounts reclassified out of accumulated other comprehensive income and into net income, by the respective line items of net income, if the amounts reclassified are reclassified to net income in their entirety in the same reporting period. The disclosure is required either on the face of the statement where net income is presented or in the notes. For amounts that are not reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. We prospectively adopted this guidance effective January 1, 2013 and it did not have a material impact on our financial statements.

In July 2012, there were revisions to the accounting standard for impairment tests of indefinite-lived intangible assets other than goodwill. Under the revised standard a company can first perform a qualitative assessment to determine whether further impairment testing of indefinite-lived intangible assets is necessary. A company can choose to perform the qualitative assessment on none, some, or all of its indefinite-lived intangible assets, and can also bypass the qualitative assessment and perform the quantitative impairment test for any indefinite-lived intangible in any period. The revised standard is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. We adopted this guidance effective January 1, 2013 and do not expect it to have a material impact on our impairment tests of indefinite-lived intangible assets.

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Condensed Consolidating Financial Statements (Details 3) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Condensed consolidating financial statements
Net income (loss)	$ 7,169	$ 27,059	$ 6,149	$ 30,943
Amortization of pension net losses, reclassified, net of tax of $169 and $170 for the three months ended June 30, 2013 and 2012, respectively, and $338 and $340 for the six months ended June 30, 2013 and 2012, respectively	259	261	518	522
Amortization of pension net losses, tax	169	170	338	340
Comprehensive income	7,428	27,320	6,667	31,465
Comprehensive loss attributable to noncontrolling interest	(306)	(59)	(470)	(441)
Comprehensive income attributable to LIN TV Corp.	7,734	27,379	7,137	31,906
LIN TV Corp.
Condensed consolidating financial statements
Net income (loss)	7,475	27,118	6,619	31,384
Amortization of pension net losses, reclassified, net of tax of $169 and $170 for the three months ended June 30, 2013 and 2012, respectively, and $338 and $340 for the six months ended June 30, 2013 and 2012, respectively	259	261	518	522
Comprehensive income	7,734	27,379	7,137	31,906
Comprehensive income attributable to LIN TV Corp.	7,734	27,379	7,137	31,906
LIN Television Corporation
Condensed consolidating financial statements
Net income (loss)	7,475	27,118	6,619	31,384
Amortization of pension net losses, reclassified, net of tax of $169 and $170 for the three months ended June 30, 2013 and 2012, respectively, and $338 and $340 for the six months ended June 30, 2013 and 2012, respectively	259	261	518	522
Comprehensive income	7,734	27,379	7,137	31,906
Comprehensive income attributable to LIN TV Corp.	7,734	27,379	7,137	31,906
Guarantor Subsidiaries
Condensed consolidating financial statements
Net income (loss)	13,397	29,957	23,473	44,095
Comprehensive income	13,397	29,957	23,473	44,095
Comprehensive income attributable to LIN TV Corp.	13,397	29,957	23,473	44,095
Non-Guarantor Subsidiaries
Condensed consolidating financial statements
Net income (loss)	(203)	(124)	(26)	(482)
Comprehensive income	(203)	(124)	(26)	(482)
Comprehensive loss attributable to noncontrolling interest	(306)	(59)	(470)	(441)
Comprehensive income attributable to LIN TV Corp.	103	(65)	444	(41)
Consolidating/Eliminating Adjustments
Condensed consolidating financial statements
Net income (loss)	(20,975)	(57,010)	(30,536)	(75,438)
Amortization of pension net losses, reclassified, net of tax of $169 and $170 for the three months ended June 30, 2013 and 2012, respectively, and $338 and $340 for the six months ended June 30, 2013 and 2012, respectively	(259)	(261)	(518)	(522)
Comprehensive income	(21,234)	(57,271)	(31,054)	(75,960)
Comprehensive income attributable to LIN TV Corp.	$ (21,234)	$ (57,271)	$ (31,054)	$ (75,960)

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Retirement Plans

6 Months Ended

Jun. 30, 2013

Retirement Plans

Retirement Plans

Note 8 — Retirement Plans

The following table shows the components of the net periodic pension cost and the contributions to our 401(k) Plan and the retirement plans (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net periodic pension cost (benefit):
Interest cost	$	1,314		$	1,364		$	2,628		$	2,728
Expected return on plan assets	(1,670		)	(1,549		)	(3,340		)	(3,098		)
Amortization of net loss	428			431			856			862
Net periodic cost	$	72		$	246		$	144		$	492
Contributions:
401(k) Plan	$	1,092		$	843		$	2,424		$	1,920
Defined contribution retirement plans	35			45			84			182
Defined benefit retirement plans	1,416			1,368			2,713			2,290
Total contributions	$	2,543		$	2,256		$	5,221		$	4,392

See Note 11 — “Retirement Plans” in Item 15 of our Annual Report on Form 10-K for the year ended December 31, 2012 for a full description of our retirement plans.

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Retirement Plans - LIN Television (Tables)

6 Months Ended

Jun. 30, 2013

Schedule of the components of net periodic pension cost and the contributions to 401(k) Plan and the retirement plans

The following table shows the components of the net periodic pension cost and the contributions to our 401(k) Plan and the retirement plans (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net periodic pension cost (benefit):
Interest cost	$	1,314		$	1,364		$	2,628		$	2,728
Expected return on plan assets	(1,670		)	(1,549		)	(3,340		)	(3,098		)
Amortization of net loss	428			431			856			862
Net periodic cost	$	72		$	246		$	144		$	492
Contributions:
401(k) Plan	$	1,092		$	843		$	2,424		$	1,920
Defined contribution retirement plans	35			45			84			182
Defined benefit retirement plans	1,416			1,368			2,713			2,290
Total contributions	$	2,543		$	2,256		$	5,221		$	4,392

LIN Television

Schedule of the components of net periodic pension cost and the contributions to 401(k) Plan and the retirement plans

The following table shows the components of the net periodic pension cost and the contributions to our 401(k) Plan and the retirement plans (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net periodic pension cost (benefit):
Interest cost	$	1,314		$	1,364		$	2,628		$	2,728
Expected return on plan assets	(1,670		)	(1,549		)	(3,340		)	(3,098		)
Amortization of net loss	428			431			856			862
Net periodic cost	$	72		$	246		$	144		$	492
Contributions:
401(k) Plan	$	1,092		$	843		$	2,424		$	1,920
Defined contribution retirement plans	35			45			84			182
Defined benefit retirement plans	1,416			1,368			2,713			2,290
Total contributions	$	2,543		$	2,256		$	5,221		$	4,392

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Restructuring (Details) (USD $)	3 Months Ended	6 Months Ended			12 Months Ended	3 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2013	Jun. 30, 2013 Severance and Related	Jun. 30, 2013 Consolidation of activities at stations and corporate headquarters Severance and Related	Dec. 31, 2012 Consolidation of activities at stations and corporate headquarters Severance and Related	Jun. 30, 2013 Integration of the television stations acquired Severance and Related	Jun. 30, 2013 Integration of the television stations acquired Severance and Related
Restructuring
Expected cash payments during the remainder of 2013							$ 100,000
Restructuring
Balance at the beginning of the period			717,000
Charges	391,000	2,523,000	2,523,000		2,400,000	400,000	2,500,000
Payments			(3,107,000)	(800,000)		(1,700,000)	(2,300,000)
Balance at the end of the period			$ 133,000

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Basis of Presentation and Summary of Significant Accounting Policies - LIN Television (Policies)

6 Months Ended

Jun. 30, 2013

Principles of Consolidation

Principles of Consolidation

LIN TV Corp. (“LIN TV”), together with its subsidiaries, including LIN Television Corporation (“LIN Television”), is a local multimedia company operating in the United States. LIN TV and its subsidiaries are affiliates of HM Capital Partners I LP (“HMC”). In these notes, the terms “Company,” “we,” “us” or “our” mean LIN TV and all subsidiaries included in our consolidated financial statements.

Our consolidated financial statements reflect the operations of WWHO-TV in Columbus, OH and WUPW-TV in Toledo, OH as discontinued for all periods presented. See Note 3—“Discontinued Operations” for further discussion of our discontinued operations.

The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

In the opinion of management, the accompanying unaudited interim financial statements contain all adjustments necessary to state fairly our financial position, results of operations and cash flows for the periods presented.  The interim results of operations are not necessarily indicative of the results to be expected for the full year.

The accompanying consolidated financial statements include the accounts of our Company, our wholly-owned and majority-owned and controlled subsidiaries, and VIEs for which we are the primary beneficiary. We review all local marketing agreements (“LMAs”), shared services agreements (“SSAs”) or joint sales agreements (“JSAs”), to evaluate whether consolidation of entities party to such arrangements is required. All intercompany accounts and transactions have been eliminated. We conduct our business through LIN Television and its subsidiaries.  LIN TV has no operations or assets other than its investment in its subsidiaries. We operate in one reportable segment.

Joint Venture Sale Transaction and Merger

Joint Venture Sale Transaction and Merger

On February 12, 2013, we, along with our wholly-owned subsidiaries LIN Television and LIN Television of Texas, L.P., a Delaware limited partnership (“LIN Texas”) entered into and closed a transaction agreement (the “Transaction Agreement”) with NBC Telemundo License LLC, a Delaware limited liability company (“NBC”), NBCU New LLC I, a Delaware limited liability company, NBCU New LLC II, a Delaware limited liability company, General Electric Company, a New York corporation (“GE”), General Electric Capital Corporation, a Delaware corporation (“GECC” and together with GE, the “GE Parties”), National Broadcasting Company Holding, Inc., a Delaware corporation, Comcast Corporation, a Pennsylvania corporation (“Comcast”), NBCUniversal Media, LLC, a Delaware limited liability company (“NBCUniversal”), Lone Star SPV, LLC, a Delaware limited liability company and Station Venture Holdings, LLC, a Delaware limited liability company (“SVH”).  SVH held a 99.75% interest in Station Venture Operations, LP (“SVO”), which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture. The Transaction Agreement effected a series of transactions related to the ownership and sale of LIN Texas’s 20.38% equity interest in SVH, a joint venture in which NBC, an affiliate of NBCUniversal, held the remaining 79.62% equity interest (collectively, the “JV Sale Transaction”).

SVH was a limited partner in a business that operated an NBC affiliate in Dallas and an NBC affiliate in San Diego pursuant to a management agreement. At the time of LIN Texas’s acquisition of its interest in SVH in 1998, GECC provided secured debt financing to SVH in the form of a $815.5 million non-amortizing senior secured note due 2023 to GECC (the “GECC Note”), and, in connection with SVH’s assumption of the GECC Note, LIN TV guaranteed the payment of the full amount of principal and interest on the GECC Note (the “GECC Guarantee”).

In addition, during 2009, 2010, 2011 and 2012, LIN Television entered into agreements with SVH, the GE Parties and NBCUniversal pursuant to which LIN Television, the GE Parties and NBCUniversal caused to be provided to SVH certain unsecured shortfall funding loans (the “Shortfall Funding Loans”) on the basis of each party’s percentage of equity interest in SVH in order to fund interest payments on the GECC Note.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the GECC Guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012 because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million incremental term loan facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable associated with this transaction remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the closing of the Agreement and Plan of Merger further described below.

Concurrent with the closing of the JV Sale Transaction, LIN TV entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LIN Media LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV (“LIN LLC”).  Pursuant to the Merger Agreement, which was approved by the shareholders of LIN TV on July 30, 2013, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity (the “Merger”).  The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes, with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock at the close of the Merger,  LIN TV realized a capital loss in the amount of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of such stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and, as a result, we expect to realize cash savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Variable Interest Entities

Variable Interest Entities

In determining whether we are the primary beneficiary of a VIE for financial reporting purposes, we consider whether we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether we have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. We consolidate VIEs when we are the primary beneficiary.

We have a JSA and an SSA with WBDT Television, LLC (“WBDT”), a third party licensee, for WBDT-TV in the Dayton, OH market. We also have JSAs and SSAs with affiliates of Vaughan Acquisition LLC (“Vaughan”), a third party licensee, for WTGS-TV in the Savannah, GA market, WYTV-TV in the Youngstown, OH market and KTKA-TV in the Topeka, KS market and SSAs with KASY-TV Licensee, LLC (“KASY”), a third-party licensee, for KWBQ-TV in the Santa Fe, NM market, KRWB-TV in the Roswell, NM market and KASY-TV in the Albuquerque, NM market. Under these agreements, we provide administrative services to these stations, have an obligation to reimburse certain of the station expenses, and we are compensated through a performance-based fee structure that provides us the benefit of certain returns from the operation of these stations.

We determined that WBDT, Vaughan and KASY are VIEs and as a result of the JSAs and/or SSAs, we have variable interests in these entities. We are the primary beneficiary of these entities, and therefore, we consolidate these entities within our consolidated financial statements.

The carrying amounts and classifications of the assets and liabilities of the variable interest entities described above, which have been included in our consolidating balance sheets as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

	June 30,		December 31,
	2013		2012
ASSETS
Current assets:
Cash and cash equivalents	$	629	$	418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	$	61,614	$	60,380
LIABILITIES
Current liabilities:
Current portion of long-term debt	$	1,193	$	1,451
Accounts payable	1,219		—
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$	61,614	$	60,380

The assets of our consolidated VIEs can only be used to settle the obligations of the VIEs and may not be sold, or otherwise disposed of, except for assets sold or replaced with others of like kind or value. Other liabilities of $50,330 and $50,402 as of June 30, 2013 and December 31, 2012, respectively, serve to reduce the carrying value of the entities, and are eliminated in our consolidated financial statements. This reflects the fact that as of June 30, 2013 and December 31, 2012, LIN Television has an option that it may exercise if the Federal Communications Commission (“FCC”) attribution rules change. The option would allow LIN Television to acquire the assets or member’s interest of the VIE entities for a nominal exercise price, which is significantly less than the carrying value of their tangible and intangible net assets.

Redeemable Noncontrolling Interest

Redeemable Noncontrolling Interest

The following table presents the activity of the redeemable noncontrolling interest included in our consolidated balance sheets related to Nami Media, Inc. (“Nami Media”), HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), which represents third parties’ proportionate share of our consolidated net assets (in thousands):

	Redeemable Noncontrolling Interest
Balance as of December 31, 2012	$	3,242
Acquisition of redeemable noncontrolling interest	11,025
Net loss	(470		)
Stock-based compensation	49
Balance as of June 30, 2013	$	13,846

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the notes thereto. Our actual results could differ from these estimates. Estimates are used for the allowance for doubtful accounts in receivables, valuation of goodwill and intangible assets, assumptions used to determine fair value of financial instruments, amortization and impairment of program rights and intangible assets, stock-based compensation and other long-term incentive compensation arrangements, pension costs, barter transactions, income taxes, employee medical insurance claims, useful lives of property and equipment, contingencies, litigation and net assets of businesses acquired.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update No. 2013-02, “Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income,” which amends Accounting Standards Codification 220, “Comprehensive Income.” The amendments require an entity to disclose the impact of amounts reclassified out of accumulated other comprehensive income and into net income, by the respective line items of net income, if the amounts reclassified are reclassified to net income in their entirety in the same reporting period. The disclosure is required either on the face of the statement where net income is presented or in the notes. For amounts that are not reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. We prospectively adopted this guidance effective January 1, 2013 and it did not have a material impact on our financial statements.

In July 2012, there were revisions to the accounting standard for impairment tests of indefinite-lived intangible assets other than goodwill. Under the revised standard a company can first perform a qualitative assessment to determine whether further impairment testing of indefinite-lived intangible assets is necessary. A company can choose to perform the qualitative assessment on none, some, or all of its indefinite-lived intangible assets, and can also bypass the qualitative assessment and perform the quantitative impairment test for any indefinite-lived intangible in any period. The revised standard is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. We adopted this guidance effective January 1, 2013 and do not expect it to have a material impact on our impairment tests of indefinite-lived intangible assets.

LIN Television Corporation

Principles of Consolidation

Principles of Consolidation

LIN TV Corp. (“LIN TV”), together with its subsidiaries, including LIN Television Corporation (“LIN Television”), is a local multimedia company operating in the United States. LIN TV and its subsidiaries are affiliates of HM Capital Partners I LP (“HMC”). In these notes, the terms “Company,” “we,” “us” or “our” mean LIN TV and all subsidiaries included in our consolidated financial statements.

Our consolidated financial statements reflect the operations of WWHO-TV in Columbus, OH and WUPW-TV in Toledo, OH as discontinued for all periods presented. See Note 3—“Discontinued Operations” for further discussion of our discontinued operations.

The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

In the opinion of management, the accompanying unaudited interim financial statements contain all adjustments necessary to state fairly our financial position, results of operations and cash flows for the periods presented.  The interim results of operations are not necessarily indicative of the results to be expected for the full year.

The accompanying consolidated financial statements include the accounts of our Company, our wholly-owned and majority-owned and controlled subsidiaries, and VIEs for which we are the primary beneficiary. We review all local marketing agreements (“LMAs”), shared services agreements (“SSAs”) or joint sales agreements (“JSAs”), to evaluate whether consolidation of entities party to such arrangements is required. All intercompany accounts and transactions have been eliminated. We conduct our business through LIN Television and its subsidiaries.  LIN TV has no operations or assets other than its investment in its subsidiaries. We operate in one reportable segment.

Joint Venture Sale Transaction and Merger

Joint Venture Sale Transaction and Merger

On February 12, 2013, we, along with our wholly-owned subsidiaries LIN Television and LIN Television of Texas, L.P., a Delaware limited partnership (“LIN Texas”) entered into and closed a transaction agreement (the “Transaction Agreement”) with NBC Telemundo License LLC, a Delaware limited liability company (“NBC”), NBCU New LLC I, a Delaware limited liability company, NBCU New LLC II, a Delaware limited liability company, General Electric Company, a New York corporation (“GE”), General Electric Capital Corporation, a Delaware corporation (“GECC” and together with GE, the “GE Parties”), National Broadcasting Company Holding, Inc., a Delaware corporation, Comcast Corporation, a Pennsylvania corporation (“Comcast”), NBCUniversal Media, LLC, a Delaware limited liability company (“NBCUniversal”), Lone Star SPV, LLC, a Delaware limited liability company and Station Venture Holdings, LLC, a Delaware limited liability company (“SVH”).  SVH held a 99.75% interest in Station Venture Operations, LP (“SVO”), which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture. The Transaction Agreement effected a series of transactions related to the ownership and sale of LIN Texas’s 20.38% equity interest in SVH, a joint venture in which NBC, an affiliate of NBCUniversal, held the remaining 79.62% equity interest (collectively, the “JV Sale Transaction”).

SVH was a limited partner in a business that operated an NBC affiliate in Dallas and an NBC affiliate in San Diego pursuant to a management agreement. At the time of LIN Texas’s acquisition of its interest in SVH in 1998, GECC provided secured debt financing to SVH in the form of a $815.5 million non-amortizing senior secured note due 2023 to GECC (the “GECC Note”), and, in connection with SVH’s assumption of the GECC Note, LIN TV guaranteed the payment of the full amount of principal and interest on the GECC Note (the “GECC Guarantee”).

In addition, during 2009, 2010, 2011 and 2012, LIN Television entered into agreements with SVH, the GE Parties and NBCUniversal pursuant to which LIN Television, the GE Parties and NBCUniversal caused to be provided to SVH certain unsecured shortfall funding loans (the “Shortfall Funding Loans”) on the basis of each party’s percentage of equity interest in SVH in order to fund interest payments on the GECC Note.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the GECC Guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012 because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million incremental term loan facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable associated with this transaction remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the closing of the Agreement and Plan of Merger further described below.

Concurrent with the closing of the JV Sale Transaction, LIN TV entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LIN Media LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV (“LIN LLC”).  Pursuant to the Merger Agreement, which was approved by the shareholders of LIN TV on July 30, 2013, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity (the “Merger”).  The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes, with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock at the close of the Merger,  LIN TV realized a capital loss in the amount of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of such stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and, as a result, we expect to realize cash savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Variable Interest Entities

Variable Interest Entities

In determining whether we are the primary beneficiary of a VIE for financial reporting purposes, we consider whether we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether we have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. We consolidate VIEs when we are the primary beneficiary.

We have a JSA and an SSA with WBDT Television, LLC (“WBDT”), a third party licensee, for WBDT-TV in the Dayton, OH market. We also have JSAs and SSAs with affiliates of Vaughan Acquisition LLC (“Vaughan”), a third party licensee, for WTGS-TV in the Savannah, GA market, WYTV-TV in the Youngstown, OH market and KTKA-TV in the Topeka, KS market and SSAs with KASY-TV Licensee, LLC (“KASY”), a third-party licensee, for KWBQ-TV in the Santa Fe, NM market, KRWB-TV in the Roswell, NM market and KASY-TV in the Albuquerque, NM market. Under these agreements, we provide administrative services to these stations, have an obligation to reimburse certain of the station expenses, and we are compensated through a performance-based fee structure that provides us the benefit of certain returns from the operation of these stations.

We determined that WBDT, Vaughan and KASY are VIEs and as a result of the JSAs and/or SSAs, we have variable interests in these entities. We are the primary beneficiary of these entities, and therefore, we consolidate these entities within our consolidated financial statements.

The carrying amounts and classifications of the assets and liabilities of the variable interest entities described above, which have been included in our consolidating balance sheets as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

	June 30,		December 31,
	2013		2012
ASSETS
Current assets:
Cash and cash equivalents	$	629	$	418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	$	61,614	$	60,380
LIABILITIES
Current liabilities:
Current portion of long-term debt	$	1,193	$	1,451
Accounts payable	1,219		—
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$	61,614	$	60,380

The assets of our consolidated VIEs can only be used to settle the obligations of the VIEs and may not be sold, or otherwise disposed of, except for assets sold or replaced with others of like kind or value. Other liabilities of $50,330 and $50,402 as of June 30, 2013 and December 31, 2012, respectively, serve to reduce the carrying value of the entities, and are eliminated in our consolidated financial statements. This reflects the fact that as of June 30, 2013 and December 31, 2012, LIN Television has an option that it may exercise if the Federal Communications Commission (“FCC”) attribution rules change. The option would allow LIN Television to acquire the assets or member’s interest of the VIE entities for a nominal exercise price, which is significantly less than the carrying value of their tangible and intangible net assets.

Redeemable Noncontrolling Interest

Redeemable Noncontrolling Interest

The following table presents the activity of the redeemable noncontrolling interest included in our consolidated balance sheets related to Nami Media, Inc. (“Nami Media”), HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), which represents third parties’ proportionate share of our consolidated net assets (in thousands):

	Redeemable Noncontrolling Interest
Balance as of December 31, 2012	$	3,242
Acquisition of redeemable noncontrolling interest	11,025
Net loss	(470		)
Stock-based compensation	49
Balance as of June 30, 2013	$	13,846

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the notes thereto. Our actual results could differ from these estimates. Estimates are used for the allowance for doubtful accounts in receivables, valuation of goodwill and intangible assets, assumptions used to determine fair value of financial instruments, amortization and impairment of program rights and intangible assets, stock-based compensation and other long-term incentive compensation arrangements, pension costs, barter transactions, income taxes, employee medical insurance claims, useful lives of property and equipment, contingencies, litigation and net assets of businesses acquired.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update No. 2013-02, “Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income,” which amends Accounting Standards Codification 220, “Comprehensive Income.” The amendments require an entity to disclose the impact of amounts reclassified out of accumulated other comprehensive income and into net income, by the respective line items of net income, if the amounts reclassified are reclassified to net income in their entirety in the same reporting period. The disclosure is required either on the face of the statement where net income is presented or in the notes. For amounts that are not reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. We prospectively adopted this guidance effective January 1, 2013 and it did not have a material impact on our financial statements.

In July 2012, there were revisions to the accounting standard for impairment tests of indefinite-lived intangible assets other than goodwill. Under the revised standard a company can first perform a qualitative assessment to determine whether further impairment testing of indefinite-lived intangible assets is necessary. A company can choose to perform the qualitative assessment on none, some, or all of its indefinite-lived intangible assets, and can also bypass the qualitative assessment and perform the quantitative impairment test for any indefinite-lived intangible in any period. The revised standard is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. We adopted this guidance effective January 1, 2013 and do not expect it to have a material impact on our impairment tests of indefinite-lived intangible assets.

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Condensed Consolidating Financial Statements (Details 4) (USD $)	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities, continuing operations	$ 42,565,000	$ 41,695,000
Net cash used in operating activities, discontinued operations		(2,736,000)
Net cash provided by operating activities	42,565,000	38,959,000
INVESTING ACTIVITIES:
Capital expenditures	(14,170,000)	(13,716,000)
Change in restricted cash		255,159,000
Payments for business combinations, net of cash acquired	(9,824,000)	(33,500,000)
Proceeds from the sale of assets	34,000	1,000
Capital contribution to joint venture with NBCUniversal	(100,000,000)
Shortfall loan to joint venture with NBCUniversal		(1,680,000)
Net cash (used in) provided by investing activities, continuing operations	(123,960,000)	206,264,000
Net cash provided by investing activities, discontinued operations		29,520,000
Net cash (used in) provided by investing activities	(123,960,000)	235,784,000
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	1,156,000	352,000
Proceeds from borrowings on long-term debt	96,000,000	20,000,000
Principal payments on long-term debt	(41,617,000)	(297,415,000)
Payment of long-term debt issue costs	(652,000)	(199,000)
Treasury stock purchased		(6,500,000)
Net cash provided by (used in) financing activities	54,887,000	(283,762,000)
Net decrease in cash and cash equivalents	(26,508,000)	(9,019,000)
Cash and cash equivalents at the beginning of the period	46,307,000	18,057,000
Cash and cash equivalents at the end of the period	19,799,000	9,038,000
LIN Television Corporation
OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities, continuing operations		55,345,000
Net cash used in operating activities, discontinued operations		(471,000)
Net cash provided by operating activities	47,935,000	54,874,000
INVESTING ACTIVITIES:
Capital expenditures	(11,372,000)	(9,195,000)
Change in restricted cash		255,159,000
Payments for business combinations, net of cash acquired	(9,824,000)	(33,500,000)
Proceeds from the sale of assets	14,000
Shortfall loan to joint venture with NBCUniversal		(1,680,000)
Advances on intercompany borrowings	(1,600,000)	(1,200,000)
Payments from intercompany borrowings	15,009,000	4,395,000
Net cash (used in) provided by investing activities, continuing operations		213,979,000
Net cash provided by investing activities, discontinued operations		6,314,000
Net cash (used in) provided by investing activities	(7,773,000)	220,293,000
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	1,156,000	352,000
Proceeds from borrowings on long-term debt	96,000,000	20,000,000
Principal payments on long-term debt	(40,924,000)	(297,268,000)
Payment of long-term debt issue costs	(652,000)	(199,000)
Treasury stock purchased		(6,500,000)
Payments on intercompany borrowings	(122,405,000)
Net cash provided by (used in) financing activities	(66,825,000)	(283,615,000)
Net decrease in cash and cash equivalents	(26,663,000)	(8,448,000)
Cash and cash equivalents at the beginning of the period	44,625,000	16,571,000
Cash and cash equivalents at the end of the period	17,962,000	8,123,000
Guarantor Subsidiaries
OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities, continuing operations		(13,103,000)
Net cash used in operating activities, discontinued operations		(2,242,000)
Net cash provided by operating activities	33,058,000	(15,345,000)
INVESTING ACTIVITIES:
Capital expenditures	(1,569,000)	(3,463,000)
Proceeds from the sale of assets	20,000	1,000
Capital contribution to joint venture with NBCUniversal	(100,000,000)
Payments from intercompany borrowings	122,405,000
Net cash (used in) provided by investing activities, continuing operations		(3,462,000)
Net cash provided by investing activities, discontinued operations		23,206,000
Net cash (used in) provided by investing activities	20,856,000	19,744,000
FINANCING ACTIVITIES:
Payment of dividend	(39,006,000)
Payments on intercompany borrowings	(15,009,000)	(4,395,000)
Net cash provided by (used in) financing activities	(54,015,000)	(4,395,000)
Net decrease in cash and cash equivalents	(101,000)	4,000
Cash and cash equivalents at the beginning of the period	573,000	653,000
Cash and cash equivalents at the end of the period	472,000	657,000
Non-Guarantor Subsidiaries
OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities, continuing operations		(570,000)
Net cash provided by operating activities	578,000	(570,000)
INVESTING ACTIVITIES:
Capital expenditures	(1,229,000)	(1,058,000)
Net cash (used in) provided by investing activities, continuing operations		(1,058,000)
Net cash (used in) provided by investing activities	(1,229,000)	(1,058,000)
FINANCING ACTIVITIES:
Principal payments on long-term debt	(693,000)	(147,000)
Proceeds from intercompany borrowings	1,600,000	1,200,000
Net cash provided by (used in) financing activities	907,000	1,053,000
Net decrease in cash and cash equivalents	256,000	(575,000)
Cash and cash equivalents at the beginning of the period	1,109,000	833,000
Cash and cash equivalents at the end of the period	1,365,000	258,000
Consolidating/Eliminating Adjustments
OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities, continuing operations		23,000
Net cash used in operating activities, discontinued operations		(23,000)
Net cash provided by operating activities	(39,006,000)
INVESTING ACTIVITIES:
Advances on intercompany borrowings	1,600,000	1,200,000
Payments from intercompany borrowings	(137,414,000)	(4,395,000)
Net cash (used in) provided by investing activities, continuing operations		(3,195,000)
Net cash (used in) provided by investing activities	(135,814,000)	(3,195,000)
FINANCING ACTIVITIES:
Payment of dividend	39,006,000
Proceeds from intercompany borrowings	(1,600,000)	(1,200,000)
Payments on intercompany borrowings	137,414,000	4,395,000
Net cash provided by (used in) financing activities	$ 174,820,000	$ 3,195,000

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Basis of Presentation and Summary of Significant Accounting Policies (Details 3) (USD $) In Thousands, unless otherwise specified			6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2013 Nami, Dedicated Media and HYFN
Redeemable Noncontrolling Interest
Balance as of the beginning of the period	$ 13,846	$ 3,242	$ 3,242
Acquisition of redeemable noncontrolling interest			11,025
Net loss			(470)
Stock-based compensation			49
Balance as of the end of the period	$ 13,846	$ 3,242	$ 13,846

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Acquisitions (Tables)

6 Months Ended

Jun. 30, 2013

Dedicated Media | LIN Television Corporation

Acquisitions

Summary of the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	7,524
Other intangible assets	4,620
Goodwill	1,796
Current liabilities	(4,354		)
Noncontrolling interest	(3,834		)
Total	$	5,752

HYFN | LIN Television Corporation

Acquisitions

Summary of the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	3,938
Non-current assets	12
Other intangible assets	3,580
Goodwill	9,123
Current liabilities	(920		)
Non-current liabilities	(1,324		)
Noncontrolling interest	(7,191		)
Total	$	7,218

New Vision and Vaughan | LIN Television Corporation

Acquisitions

Summary of the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and Vaughan in the acquisition (in thousands):

Program rights assets	$	2,040
Property and equipment	100,559
Broadcast licenses	133,120
Definite-lived intangible assets	55,837
Goodwill	64,589
Current liabilities	(417		)
Non-current liabilities	(2,239		)
Long-term debt assumed	(13,989		)
Total	$	339,500

ACME | LIN Television Corporation

Acquisitions

Summary of the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and KASY in the acquisition (in thousands):

Current assets	$	1,656
Non-current assets	1,968
Other intangible assets	12,898
Goodwill	5,331
Non-current liabilities	(2,858		)
Total	$	18,995

New Vision and ACME

Acquisitions

Schedule of unaudited pro forma results of operations

The following table sets forth unaudited pro forma results of operations as of June 30, 2012, assuming that the above acquisitions of television stations from New Vision and ACME, along with transactions necessary to finance the acquisitions, occurred on January 1, 2011 (in thousands):

	Three Months EndedJune, 30 2012		Six Months Ended June 30, 2012
Net revenue	$	157,212	$	293,168
Net income	$	25,956	$	25,911
Basic income per common share attributable to LIN TV Corp.	$	0.47	$	0.47
Diluted income per common share attributable to LIN TV Corp.	$	0.46	$	0.45

New Vision and ACME | LIN Television Corporation

Acquisitions

Schedule of unaudited pro forma results of operations

The following table sets forth unaudited pro forma results of operations as of June 30, 2012, assuming that the above acquisitions of television stations from New Vision and ACME, along with transactions necessary to finance the acquisitions, occurred on January 1, 2011 (in thousands):

	Three Months EndedJune, 30 2012		Six Months Ended June 30, 2012
Net revenue	$	157,212	$	293,168
Net income	$	25,956	$	25,911
Basic income per common share attributable to LIN TV Corp.	$	0.47	$	0.47
Diluted income per common share attributable to LIN TV Corp.	$	0.46	$	0.45

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Basis of Presentation and Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2013

Basis of Presentation and Summary of Significant Accounting Policies

Schedule of assets and liabilities of WBDT, Vaughan and KASY included in the consolidating balance sheets

The carrying amounts and classifications of the assets and liabilities of the variable interest entities described above, which have been included in our consolidating balance sheets as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

	June 30,		December 31,
	2013		2012
ASSETS
Current assets:
Cash and cash equivalents	$	629	$	418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	$	61,614	$	60,380
LIABILITIES
Current liabilities:
Current portion of long-term debt	$	1,193	$	1,451
Accounts payable	1,219		—
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$	61,614	$	60,380

Schedule of the redeemable noncontrolling interest included in consolidated balance sheets related to Nami Media, HYFN Inc, and Dedicated Media, Inc.

The following table presents the activity of the redeemable noncontrolling interest included in our consolidated balance sheets related to Nami Media, Inc. (“Nami Media”), HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), which represents third parties’ proportionate share of our consolidated net assets (in thousands):

	Redeemable Noncontrolling Interest
Balance as of December 31, 2012	$	3,242
Acquisition of redeemable noncontrolling interest	11,025
Net loss	(470		)
Stock-based compensation	49
Balance as of June 30, 2013	$	13,846

Schedule of computation of the common shares outstanding used in determining basic and diluted EPS

The following table sets forth the computation of the common shares outstanding used in determining basic and diluted EPS (in thousands):

	Three Months Ended June 30,		Six Months Ended June 30,
Denominator for EPS calculation:	2013	2012	2013	2012
Weighted-average common shares, basic	52,278	55,174	52,095	55,680
Effect of dilutive securities:
Stock options	3,317	1,126	3,311	1,279
Weighted-average common shares, diluted	55,595	56,300	55,406	56,959

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Fair Value Measurements - LIN Television (Details) (Recurring, USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Level 2
Assets:
Deferred compensation related investments	$ 650	$ 619
Level 3
Assets:
Deferred compensation related investments	2,887	2,461
Total
Assets:
Deferred compensation related investments	3,537	3,080
LIN Television | Level 2
Assets:
Deferred compensation related investments	650	619
LIN Television | Level 3
Assets:
Deferred compensation related investments	2,887	2,461
LIN Television | Total
Assets:
Deferred compensation related investments	$ 3,537	$ 3,080

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Fair Value Measurements (Details) (Recurring, USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Level 2
Assets:
Deferred compensation related investments	$ 650	$ 619
Level 3
Assets:
Deferred compensation related investments	2,887	2,461
Total
Assets:
Deferred compensation related investments	$ 3,537	$ 3,080

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Commitments and Contingencies (Tables)

6 Months Ended

Jun. 30, 2013

Commitments and Contingencies

Summary of estimated future cash payments

Future payments for these non-cancelable operating leases and agreements, and future payments associated with syndicated television programs as of June 30, 2013 are as follows (in thousands):

Commitments

Year	Operating Leases and Agreements		Syndicated Television Programming			Total
2013	$	36,222	$	30,372		$	66,594
2014	35,451		20,709			56,160
2015	28,480		9,266			37,746
2016	13,585		5,503			19,088
2017	11,681		2,498			14,179
Thereafter	10,356		367			10,723
Total obligations	135,775		68,715			204,490
Less recorded contracts	—		(22,905		)	(22,905		)
Future contracts	$	135,775	$	45,810		$	181,585

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Basis of Presentation and Summary of Significant Accounting Policies (Details 5) In Millions, unless otherwise specified	3 Months Ended	6 Months Ended	3 Months Ended	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2012	Jun. 30, 2013 Maximum	Jun. 30, 2013 Maximum
Antidilutive securities
Antidilutive securities (in shares)	1.8	1.8	0.1	0.1

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Income Taxes (Details) (USD $)	3 Months Ended		6 Months Ended			6 Months Ended		0 Months Ended	12 Months Ended				12 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012	Jun. 30, 2013 Minimum	Jun. 30, 2013 Maximum	Jul. 30, 2013 Merger Subsequent event Forecast	Dec. 31, 2012 Transaction agreement	Mar. 31, 2013 Transaction agreement	Jun. 30, 2013 Transaction agreement SVH	Jul. 30, 2013 Transaction agreement Subsequent event Forecast SVH	Dec. 31, 2012 Federal Transaction agreement	Dec. 31, 2012 State Transaction agreement
Income Taxes
Provision for income taxes	$ 5,210,000	$ 10,109,000	$ 4,159,000	$ 12,907,000
Effective income tax rate (as a percent)			40.40%	38.60%
Amount of tax benefit related to acquisition related expenses			0
Income Taxes
Effective income tax rate remainder of 2013 (as a percent)						38.00%	40.00%
Valuation allowance					18,200,000
Period within which existing state valuation allowance may be reversed			12 months
Impact of JV Sale Transaction									28,400,000				27,500,000	900,000
Amount of short term deferred liabilities reclassified to income taxes payable upon the consummation of the JV Sale Transaction										163,000,000
Tax saving due to setting offsetting of realized capital loss and net operating losses with the capital gain								115,000,000
Amount of income tax benefit associated with tax liability expected to be extinguished								115,000,000
Short-term deferred Federal and State tax liability associated with sale transaction											$ 163,000,000	$ 115,000,000

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Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2013

Fair Value Measurements

Summary of financial assets measured at fair value

  The following table summarizes the financial assets measured at fair value in the accompanying financial statements using the three-level fair value hierarchy as of June 30, 2013 and December 31, 2012 (in thousands):

	Significant Observable Inputs		Significant Unobservable Inputs
	(Level 2)		(Level 3)		Total
June 30, 2013:
Assets:
Deferred compensation related investments	$	650	$	2,887	$	3,537
December 31, 2012:
Assets:
Deferred compensation related investments	$	619	$	2,461	$	3,080

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Consolidated Statement of Stockholders' Deficit - LIN Television (USD $) In Thousands, except Share data, unless otherwise specified	Total USD ($)	Additional Paid-In Capital USD ($)	Accumulated Deficit USD ($)	Accumulated Other Comprehensive Loss USD ($)	LIN Television Corporation USD ($)	LIN Television Corporation Common Stock	LIN Television Corporation Investment in Parent Company's Common Stock, at cost USD ($)	LIN Television Corporation Additional Paid-In Capital USD ($)	LIN Television Corporation Accumulated Deficit USD ($)	LIN Television Corporation Accumulated Other Comprehensive Loss USD ($)
Balance at Dec. 31, 2011	$ (84,632)	$ 1,121,589	$ (1,157,390)	$ (38,777)	$ (84,632)		$ (10,598)	$ 1,122,133	$ (1,157,390)	$ (38,777)
Balance (in shares) at Dec. 31, 2011						1,000
Increase (Decrease) in Stockholders' Equity
Amortization of pension net losses, net of tax of $338 and $340 for six months ended June 30, 2013 and 2012, respectively	522			522	522					522
LIN TV Corp. class A common stock issued pursuant to employee benefit plans	294	293			294			294
LIN TV Corp. class A common stock issued pursuant to exercise of stock options	59	59			59			59
Stock-based compensation	3,738	3,738			3,738			3,738
Purchase of LIN TV Corp. class A common stock	(6,500)				(6,500)		(6,500)
Net income	31,384		31,384		31,384				31,384
Balance at Jun. 30, 2012	(55,135)	1,125,679	(1,126,006)	(38,255)	(55,135)		(17,098)	1,126,224	(1,126,006)	(38,255)
Balance (in shares) at Jun. 30, 2012						1,000
Balance at Mar. 31, 2012
Increase (Decrease) in Stockholders' Equity
Amortization of pension net losses, net of tax of $338 and $340 for six months ended June 30, 2013 and 2012, respectively	261				261
Net income	27,118				27,118
Balance at Jun. 30, 2012	(55,135)				(55,135)
Balance (in shares) at Jun. 30, 2012						1,000
Balance at Dec. 31, 2012	(91,564)	1,129,691	(1,164,435)	(35,384)	(91,564)		(21,984)	1,130,239	(1,164,435)	(35,384)
Balance (in shares) at Dec. 31, 2012						1,000
Increase (Decrease) in Stockholders' Equity
Amortization of pension net losses, net of tax of $338 and $340 for six months ended June 30, 2013 and 2012, respectively	518			518	518					518
LIN TV Corp. class A common stock issued pursuant to employee benefit plans	456	455			456			456
LIN TV Corp. class A common stock issued pursuant to exercise of stock options	703	701			703			703
Tax benefit from exercise of stock options	1,497	1,497			1,497			1,497
Stock-based compensation	4,440	4,440			4,440			4,440
Net income	6,619		6,619		6,619				6,619
Balance at Jun. 30, 2013	(77,331)	1,136,784	(1,157,816)	(34,866)	(77,331)		(21,984)	1,137,335	(1,157,816)	(34,866)
Balance (in shares) at Jun. 30, 2013						1,000
Balance at Mar. 31, 2013
Increase (Decrease) in Stockholders' Equity
Amortization of pension net losses, net of tax of $338 and $340 for six months ended June 30, 2013 and 2012, respectively	259				259
Net income	7,475				7,475
Balance at Jun. 30, 2013	$ (77,331)				$ (77,331)		$ (21,984)
Balance (in shares) at Jun. 30, 2013						1,000

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Debt - LIN Television

6 Months Ended

Jun. 30, 2013

Debt

Note 6 — Debt

We guarantee all of LIN Television’s debt.  All of the consolidated 100% owned subsidiaries of LIN Television fully and unconditionally guarantee LIN Television’s senior secured credit facility, the 83/8% Senior Notes due 2018 (the “83/8% Senior Notes”), and the 63/8% Senior Notes due 2021 (the “63/8% Senior Notes”) on a joint-and-several basis.

Debt consisted of the following (in thousands)

	June 30,		December 31,
	2013		2012
Senior Secured Credit Facility:
Revolving credit loans	$	—	$	—
$121,875 and $125,000 Term loans, net of discount of $390 and $435 as June 30, 2013 and December 31, 2012, respectively	121,485		124,565
$315,800 and $257,400 Incremental term loans, net of discount of $1,852 and $2,020 as of June 30,2013 and December 31, 2012, respectively	313,948		255,380
83/8% Senior Notes due 2018	200,000		200,000
63/8% Senior Notes due 2021	290,000		290,000
Capital lease obligations	14,757		14,881
Other debt	4,748		5,401
Total debt	944,938		890,227
Less current portion	14,028		10,756
Total long-term debt	$	930,910	$	879,471

During the three and six months ended June 30, 2013, we paid $2.4 million and $4.7 million, respectively, of principal on the term loans and incremental term loans related to mandatory quarterly payments under our senior secured credit facility.

In February 2013, pursuant to our existing credit agreement, we issued $60 million of new debt in the form of a tranche B-2 incremental term facility (the “Incremental Facility”).  The Incremental Facility is a five-year term loan facility and is subject to the terms of LIN Television’s existing credit agreement, dated as of October 26, 2011, as amended on December 24, 2012, by and among LIN Television, JP Morgan Chase Bank as Administrative Agent and the banks and other financial institutions party thereto (the “Credit Agreement”).  The proceeds of the Incremental Facility, as well as cash on hand and cash from revolving borrowings under the Credit Agreement, were used to fund the $100 million transferred to SVH by LIN Television pursuant to the JV Sale Transaction.

During the six months ended June 30, 2012, we recorded a loss on extinguishment of debt of $2.1 million to our consolidated statement of operations, consisting of a write-down of deferred financing fees and unamortized discount related to the redemption of our 6 ½% Senior Subordinated Notes and our 6 ½% Senior Subordinated Notes — Class B (“6 ½% Senior Subordinated Notes”).

The fair values of our long-term debt are estimated based on quoted market prices for the same or similar issues (Level 2 inputs of the three-level fair value hierarchy).  The carrying amounts and fair values of our long-term debt were as follows (in thousands):

	June 30,		December 31,
	2013		2012
Carrying amount	$	930,181	$	875,346
Fair value	948,519		910,500

LIN Television Corporation

Debt

Note 6 — Debt

Debt consisted of the following (in thousands)

	June 30,		December 31,
	2013		2012
Senior Secured Credit Facility:
Revolving credit loans	$	—	$	—
$121,875 and $125,000 Term loans, net of discount of $390 and $435 as June 30, 2013 and December 31, 2012, respectively	121,485		124,565
$315,800 and $257,400 Incremental term loans, net of discount of $1,852 and $2,020 as of June 30,2013 and December 31, 2012, respectively	313,948		255,380
83/8% Senior Notes due 2018	200,000		200,000
63/8% Senior Notes due 2021	290,000		290,000
Capital lease obligations	14,757		14,881
Other debt	4,748		5,401
Total debt	944,938		890,227
Less current portion	14,028		10,756
Total long-term debt	$	930,910	$	879,471

During the three and six months ended June 30, 2013, we paid $2.4 million and $4.7 million, respectively, of principal on the term loans and incremental term loans related to mandatory quarterly payments under our senior secured credit facility.

In February 2013, pursuant to our existing credit agreement, we issued $60 million of new debt in the form of a tranche B-2 incremental term facility (the “Incremental Facility”).  The Incremental Facility is a five-year term loan facility and is subject to the terms of our existing credit agreement, dated as of October 26, 2011, as amended on December 24, 2012, by and among LIN Television, JP Morgan Chase Bank as Administrative Agent and the banks and other financial institutions party thereto (the “Credit Agreement”).  The proceeds of the Incremental Facility, as well as cash on hand and cash from revolving borrowings under the Credit Agreement, were used to fund the $100 million transferred to SVH by LIN Television pursuant to the JV Sale Transaction.

During the six months ended June 30, 2012, we recorded a loss on extinguishment of debt of $2.1 million to our consolidated statement of operations, consisting of a write-down of deferred financing fees and unamortized discount related to the redemption of our 6 ½% Senior Subordinated Notes and our 6 ½% Senior Subordinated Notes — Class B (“6 ½% Senior Subordinated Notes”).

The fair values of our long-term debt are estimated based on quoted market prices for the same or similar issues (Level 2 inputs of the three-level fair value hierarchy).  The carrying amounts and fair values of our long-term debt were as follows (in thousands):

	June 30,		December 31,
	2013		2012
Carrying amount	$	930,181	$	875,346
Fair value	948,519		910,500

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Consolidated Statements of Comprehensive Income (Parenthetical) - LIN Television (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Amortization of pension net losses, tax	$ 169	$ 170	$ 338	$ 340
LIN Television Corporation
Amortization of pension net losses, tax	$ 169	$ 170	$ 338	$ 340

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Investments (Details) (USD $)	6 Months Ended			0 Months Ended	1 Months Ended		0 Months Ended
	Jun. 30, 2013	Jun. 30, 2013 LIN Television	Dec. 31, 2012 SVH	Feb. 12, 2013 SVH LIN Television of Texas Transaction agreement	Feb. 28, 2013 SVH LIN Television	Dec. 31, 2012 SVH LIN Television	Feb. 12, 2013 SVH LIN Television Transaction agreement	Feb. 12, 2013 SVO	Dec. 31, 2012 SVO	Feb. 12, 2013 SVO LIN Television	Dec. 31, 2012 SVO LIN Television
Equity investments
Ownership percentage			20.38%	20.38%		20.38%		99.75%	99.75%	99.75%	99.75%
Capital contribution made by the entity	$ 100,000,000	$ 100,000,000			$ 100,000,000		$ 100,000,000
Ownership interest sold (as a percent)				20.38%
Proceeds from sale of equity interest				$ 1.00

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Discontinued Operations - LIN Television

6 Months Ended

Jun. 30, 2013

Discontinued Operations

Note 3 — Discontinued Operations

WWHO-TV

On February 16, 2012, we completed the sale of substantially all of the assets of WWHO-TV, our CW affiliate serving Columbus, OH, to Manhan Media, Inc.  During the six months ended June 30, 2012, we recorded a loss on the sale of WWHO-TV of $0.4 million ($0.3 million, net of tax).

WUPW-TV

On April 21, 2012, we completed the sale of substantially all of the assets of WUPW-TV to WUPW, LLC. During the three and six months ended June 30, 2012, we recorded a gain on the sale of WUPW-TV of $18 million ($11.7 million, net of tax).

The following presents summarized information for the discontinued operations (in thousands):

	Three Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV		WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	—	$	418		$	418
Operating income (loss)	—		—		—		16		(58		)	(42		)
Net income (loss)	—		—		—		22		(98		)	(76		)

	Six Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV			WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	440		$	2,193		$	2,633
Operating loss	—		—		—		(393		)	(1,166		)	(1,559		)
Net loss	—		—		—		(252		)	(766		)	(1,018		)

LIN Television Corporation

Discontinued Operations

Note 3 — Discontinued Operations

WWHO-TV

On February 16, 2012, we completed the sale of substantially all of the assets of WWHO-TV, our CW affiliate serving Columbus, OH, to Manhan Media, Inc.  During the six months ended June 30, 2012, we recorded a loss on the sale of WWHO-TV of $0.4 million ($0.3 million, net of tax).

WUPW-TV

On April 21, 2012, we completed the sale of substantially all of the assets of WUPW-TV to WUPW, LLC. During the three and six months ended June 30, 2012, we recorded a gain on the sale of WUPW-TV of $18 million ($11.7 million, net of tax).

The following presents summarized information for the discontinued operations (in thousands):

	Three Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV		WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	—	$	418		$	418
Operating income (loss)	—		—		—		16		(58		)	(42		)
Net income (loss)	—		—		—		22		(98		)	(76		)

	Six Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV			WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	440		$	2,193		$	2,633
Operating loss	—		—		—		(393		)	(1,166		)	(1,559		)
Net loss	—		—		—		(252		)	(766		)	(1,018		)

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Acquisitions - LIN Television (Details) (USD $)			3 Months Ended	6 Months Ended							0 Months Ended						0 Months Ended				1 Months Ended		1 Months Ended		1 Months Ended		1 Months Ended		1 Months Ended		0 Months Ended		3 Months Ended	6 Months Ended						3 Months Ended	0 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2012 New Vision and ACME	Jun. 30, 2012 New Vision and ACME	Dec. 10, 2012 KASY-TV Licensed, LLC ("KASY") ACME	Jun. 30, 2013 LIN Television Corporation	Dec. 31, 2012 LIN Television Corporation	Jun. 30, 2013 LIN Television Corporation Dedicated Media	Apr. 09, 2013 LIN Television Corporation Dedicated Media	Jun. 30, 2013 LIN Television Corporation Dedicated Media Maximum	Apr. 09, 2013 LIN Television Corporation Dedicated Media Customer relationships	Apr. 09, 2013 LIN Television Corporation Dedicated Media Completed technology	Apr. 09, 2013 LIN Television Corporation Dedicated Media Trademarks	Jun. 30, 2013 LIN Television Corporation HYFN	Apr. 04, 2013 LIN Television Corporation HYFN	Jun. 30, 2013 LIN Television Corporation HYFN Maximum	Apr. 04, 2013 LIN Television Corporation HYFN Customer relationships	Apr. 04, 2013 LIN Television Corporation HYFN Completed technology	Apr. 04, 2013 LIN Television Corporation HYFN Trademarks	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan	Oct. 31, 2012 LIN Television Corporation New Vision and Vaughan Network affiliations	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan Network affiliations	Oct. 31, 2012 LIN Television Corporation New Vision and Vaughan Favorable leases	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan Favorable leases	Oct. 31, 2012 LIN Television Corporation New Vision and Vaughan Advertiser relationships	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan Advertiser relationships	Oct. 31, 2012 LIN Television Corporation New Vision and Vaughan Retransmission consent agreements	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan Retransmission consent agreements	Oct. 31, 2012 LIN Television Corporation New Vision and Vaughan Other intangible assets	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan Other intangible assets	Oct. 12, 2012 LIN Television Corporation New Vision item	Dec. 10, 2012 LIN Television Corporation ACME	Jun. 30, 2012 LIN Television Corporation New Vision and ACME	Jun. 30, 2013 LIN Television Corporation New Vision and ACME	Jun. 30, 2012 LIN Television Corporation New Vision and ACME	Jun. 30, 2013 LIN Television Corporation Nami Media	Dec. 31, 2012 LIN Television Corporation Nami Media	Nov. 22, 2011 LIN Television Corporation Nami Media	Jun. 30, 2013 LIN Television Corporation Nami Media Maximum	Jun. 30, 2013 LIN Television Corporation LIN Digital	Oct. 12, 2012 LIN Television Corporation Vaughan item	Dec. 10, 2012 LIN Television Corporation KASY-TV Licensed, LLC ("KASY") ACME
Statement
Ownership interest (as a percent)									60.00%						50.10%																							57.60%
Ownership interest calculated on a fully diluted basis (as a percent)																																						50.10%
Number of markets covered by network-affiliated television stations																															8										3
Potential obligation or liability	$ 204,490,000					$ 204,490,000				$ 26,000,000						$ 62,400,000																							$ 37,400,000
Purchase price															7,200,000																334,900,000										4,600,000
Assumption of finance lease obligations															300,000																14,300,000
Amount of purchase price paid					1,700,000				5,800,000						6,900,000																	17,300,000										19,000,000
Provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed
Current assets									7,524,000						3,938,000																											1,656,000
Non-current assets															12,000																											1,968,000
Other intangible assets									4,620,000						3,580,000																											12,898,000
Program rights assets																				2,040,000
Property and equipment																				100,559,000
Broadcast licenses																				133,120,000
Definite-lived intangible assets											3,900,000	500,000	200,000				2,400,000	1,100,000	100,000	55,837,000		30,800,000		8,600,000		6,100,000		7,000,000		3,300,000
Goodwill	202,998,000	192,079,000				202,998,000	192,079,000		1,796,000						9,123,000					64,589,000																						5,331,000
Current liabilities									(4,354,000)						(920,000)					(417,000)
Non-current liabilities															(1,324,000)					(2,239,000)																						(2,858,000)
Long-term debt assumed																				(13,989,000)
Noncontrolling interest									(3,834,000)						(7,191,000)																							(3,500,000)
Total									5,752,000						7,218,000					339,500,000																						18,995,000
Estimated remaining useful lives																					2 years		32 years		10 years		5 years		6 years
Remaining useful life											P7Y	P4Y	P2Y				P8Y	P3Y	P3Y
Period for final determination of fair values of the assets and liabilities assumed in the acquisition following the acquisition date																																12 months
Amount of goodwill recognized in connection with the acquisition deductible for tax purposes									0						0
Net revenues																																		69,600,000
Operating income (loss)																																		1,200,000
Pro Forma Information
Net revenue																																	157,212,000		293,168,000
Net income																																	25,956,000		25,911,000
Basic income per common share attributable to LIN TV Corp. (in dollars per share)			$ 0.47	$ 0.47																													$ 0.47		$ 0.47
Diluted income per common share attributable to LIN TV Corp. (in dollars per share)			$ 0.46	$ 0.45																													$ 0.46		$ 0.45
Fair value of the non-controlling interest									3,834,000						7,191,000																							3,500,000
Fair value of mandatory purchase obligation																																				0
Fair value of option to purchase the remaining outstanding shares								0						0																						0	0
Amount paid related to the incentive compensation arrangement																																								$ 8,900,000

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Discontinued Operations - LIN Television (Details) (USD $)	3 Months Ended	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2012
Statement
Gain (loss) recorded on sale, net of tax	$ 11,678,000	$ 11,389,000
Net revenues	418,000	2,633,000
Operating income (loss)	(42,000)	(1,559,000)
(Loss) income from discontinued operations, net	(76,000)	(1,018,000)
WWHO-TV
Statement
Gain (loss) recorded on sale		(400,000)
Gain (loss) recorded on sale, net of tax		(300,000)
Net revenues		440,000
Operating income (loss)	16,000	(393,000)
(Loss) income from discontinued operations, net	22,000	(252,000)
WUPW-TV
Statement
Gain (loss) recorded on sale	18,000,000	18,000,000
Gain (loss) recorded on sale, net of tax	11,700,000	11,700,000
Net revenues	418,000	2,193,000
Operating income (loss)	(58,000)	(1,166,000)
(Loss) income from discontinued operations, net	(98,000)	(766,000)
LIN Television
Statement
Gain (loss) recorded on sale, net of tax	11,678,000	11,389,000
Net revenues	418,000	2,633,000
Operating income (loss)	(42,000)	(1,559,000)
(Loss) income from discontinued operations, net	(76,000)	(1,018,000)
LIN Television | WWHO-TV
Statement
Gain (loss) recorded on sale		(400,000)
Gain (loss) recorded on sale, net of tax		(300,000)
Net revenues		440,000
Operating income (loss)	16,000	(393,000)
(Loss) income from discontinued operations, net	22,000	(252,000)
LIN Television | WUPW-TV
Statement
Gain (loss) recorded on sale	18,000,000	18,000,000
Gain (loss) recorded on sale, net of tax	11,700,000	11,700,000
Net revenues	418,000	2,193,000
Operating income (loss)	(58,000)	(1,166,000)
(Loss) income from discontinued operations, net	$ (98,000)	$ (766,000)

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Intangible Assets - LIN Television (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Goodwill	$ 202,998	$ 192,079
Change in the carrying amount of goodwill
Balance at the beginning of the period	192,079
Acquisitions	10,919
Balance at the end of the period	202,998
Summary of the carrying amounts of intangible assets
Broadcast licenses	536,515	536,515
Intangible assets subject to amortization	85,950	75,625
Total intangible assets - gross carrying amount	622,465	612,140
Accumulated amortization	(28,579)	(16,071)
LIN Television Corporation
Goodwill	202,998	192,079
Change in the carrying amount of goodwill
Balance at the beginning of the period	192,079
Acquisitions	10,919
Balance at the end of the period	202,998
Summary of the carrying amounts of intangible assets
Broadcast licenses	536,515	536,515
Intangible assets subject to amortization	85,950	75,625
Total intangible assets - gross carrying amount	622,465	612,140
Accumulated amortization	$ (28,579)	$ (16,071)

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Basis of Presentation and Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2013

Basis of Presentation and Summary of Significant Accounting Policies

Principles of Consolidation

Principles of Consolidation

LIN TV Corp. (“LIN TV”), together with its subsidiaries, including LIN Television Corporation (“LIN Television”), is a local multimedia company operating in the United States. LIN TV and its subsidiaries are affiliates of HM Capital Partners I LP (“HMC”). In these notes, the terms “Company,” “we,” “us” or “our” mean LIN TV and all subsidiaries included in our consolidated financial statements.

Our consolidated financial statements reflect the operations of WWHO-TV in Columbus, OH and WUPW-TV in Toledo, OH as discontinued for all periods presented. See Note 3—“Discontinued Operations” for further discussion of our discontinued operations.

The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

In the opinion of management, the accompanying unaudited interim financial statements contain all adjustments necessary to state fairly our financial position, results of operations and cash flows for the periods presented.  The interim results of operations are not necessarily indicative of the results to be expected for the full year.

The accompanying consolidated financial statements include the accounts of our Company, our wholly-owned and majority-owned and controlled subsidiaries, and VIEs for which we are the primary beneficiary. We review all local marketing agreements (“LMAs”), shared services agreements (“SSAs”) or joint sales agreements (“JSAs”), to evaluate whether consolidation of entities party to such arrangements is required. All intercompany accounts and transactions have been eliminated. We conduct our business through LIN Television and its subsidiaries.  LIN TV has no operations or assets other than its investment in its subsidiaries. We operate in one reportable segment.

Joint Venture Sale Transaction and Merger

Joint Venture Sale Transaction and Merger

On February 12, 2013, we, along with our wholly-owned subsidiaries LIN Television and LIN Television of Texas, L.P., a Delaware limited partnership (“LIN Texas”) entered into and closed a transaction agreement (the “Transaction Agreement”) with NBC Telemundo License LLC, a Delaware limited liability company (“NBC”), NBCU New LLC I, a Delaware limited liability company, NBCU New LLC II, a Delaware limited liability company, General Electric Company, a New York corporation (“GE”), General Electric Capital Corporation, a Delaware corporation (“GECC” and together with GE, the “GE Parties”), National Broadcasting Company Holding, Inc., a Delaware corporation, Comcast Corporation, a Pennsylvania corporation (“Comcast”), NBCUniversal Media, LLC, a Delaware limited liability company (“NBCUniversal”), Lone Star SPV, LLC, a Delaware limited liability company and Station Venture Holdings, LLC, a Delaware limited liability company (“SVH”).  SVH held a 99.75% interest in Station Venture Operations, LP (“SVO”), which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture. The Transaction Agreement effected a series of transactions related to the ownership and sale of LIN Texas’s 20.38% equity interest in SVH, a joint venture in which NBC, an affiliate of NBCUniversal, held the remaining 79.62% equity interest (collectively, the “JV Sale Transaction”).

SVH was a limited partner in a business that operated an NBC affiliate in Dallas and an NBC affiliate in San Diego pursuant to a management agreement. At the time of LIN Texas’s acquisition of its interest in SVH in 1998, GECC provided secured debt financing to SVH in the form of a $815.5 million non-amortizing senior secured note due 2023 to GECC (the “GECC Note”), and, in connection with SVH’s assumption of the GECC Note, LIN TV guaranteed the payment of the full amount of principal and interest on the GECC Note (the “GECC Guarantee”).

In addition, during 2009, 2010, 2011 and 2012, LIN Television entered into agreements with SVH, the GE Parties and NBCUniversal pursuant to which LIN Television, the GE Parties and NBCUniversal caused to be provided to SVH certain unsecured shortfall funding loans (the “Shortfall Funding Loans”) on the basis of each party’s percentage of equity interest in SVH in order to fund interest payments on the GECC Note.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the GECC Guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012 because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million incremental term loan facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable associated with this transaction remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the closing of the Agreement and Plan of Merger further described below.

Concurrent with the closing of the JV Sale Transaction, LIN TV entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LIN Media LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV (“LIN LLC”).  Pursuant to the Merger Agreement, which was approved by the shareholders of LIN TV on July 30, 2013, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity (the “Merger”).  The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes, with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock at the close of the Merger,  LIN TV realized a capital loss in the amount of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of such stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and, as a result, we expect to realize cash savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Variable Interest Entities

Variable Interest Entities

In determining whether we are the primary beneficiary of a VIE for financial reporting purposes, we consider whether we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether we have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. We consolidate VIEs when we are the primary beneficiary.

We have a JSA and an SSA with WBDT Television, LLC (“WBDT”), a third party licensee, for WBDT-TV in the Dayton, OH market. We also have JSAs and SSAs with affiliates of Vaughan Acquisition LLC (“Vaughan”), a third party licensee, for WTGS-TV in the Savannah, GA market, WYTV-TV in the Youngstown, OH market and KTKA-TV in the Topeka, KS market and SSAs with KASY-TV Licensee, LLC (“KASY”), a third-party licensee, for KWBQ-TV in the Santa Fe, NM market, KRWB-TV in the Roswell, NM market and KASY-TV in the Albuquerque, NM market. Under these agreements, we provide administrative services to these stations, have an obligation to reimburse certain of the station expenses, and we are compensated through a performance-based fee structure that provides us the benefit of certain returns from the operation of these stations.

We determined that WBDT, Vaughan and KASY are VIEs and as a result of the JSAs and/or SSAs, we have variable interests in these entities. We are the primary beneficiary of these entities, and therefore, we consolidate these entities within our consolidated financial statements.

The carrying amounts and classifications of the assets and liabilities of the variable interest entities described above, which have been included in our consolidating balance sheets as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

	June 30,		December 31,
	2013		2012
ASSETS
Current assets:
Cash and cash equivalents	$	629	$	418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	$	61,614	$	60,380
LIABILITIES
Current liabilities:
Current portion of long-term debt	$	1,193	$	1,451
Accounts payable	1,219		—
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$	61,614	$	60,380

The assets of our consolidated VIEs can only be used to settle the obligations of the VIEs and may not be sold, or otherwise disposed of, except for assets sold or replaced with others of like kind or value. Other liabilities of $50,330 and $50,402 as of June 30, 2013 and December 31, 2012, respectively, serve to reduce the carrying value of the entities, and are eliminated in our consolidated financial statements. This reflects the fact that as of June 30, 2013 and December 31, 2012, LIN Television has an option that it may exercise if the Federal Communications Commission (“FCC”) attribution rules change. The option would allow LIN Television to acquire the assets or member’s interest of the VIE entities for a nominal exercise price, which is significantly less than the carrying value of their tangible and intangible net assets.

Redeemable Noncontrolling Interest

Redeemable Noncontrolling Interest

The following table presents the activity of the redeemable noncontrolling interest included in our consolidated balance sheets related to Nami Media, Inc. (“Nami Media”), HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), which represents third parties’ proportionate share of our consolidated net assets (in thousands):

	Redeemable Noncontrolling Interest
Balance as of December 31, 2012	$	3,242
Acquisition of redeemable noncontrolling interest	11,025
Net loss	(470		)
Stock-based compensation	49
Balance as of June 30, 2013	$	13,846

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the notes thereto. Our actual results could differ from these estimates. Estimates are used for the allowance for doubtful accounts in receivables, valuation of goodwill and intangible assets, assumptions used to determine fair value of financial instruments, amortization and impairment of program rights and intangible assets, stock-based compensation and other long-term incentive compensation arrangements, pension costs, barter transactions, income taxes, employee medical insurance claims, useful lives of property and equipment, contingencies, litigation and net assets of businesses acquired.

Net Earnings per Common Share

Net Earnings per Common Share

Basic earnings per share (“EPS”) is computed by dividing income attributable to common stockholders by the number of weighted-average outstanding shares of common stock.  Diluted EPS reflects the effect of the assumed exercise of stock options and vesting of restricted shares only in the periods in which such effect would have been dilutive.

The following table sets forth the computation of the common shares outstanding used in determining basic and diluted EPS (in thousands):

	Three Months Ended June 30,		Six Months Ended June 30,
Denominator for EPS calculation:	2013	2012	2013	2012
Weighted-average common shares, basic	52,278	55,174	52,095	55,680
Effect of dilutive securities:
Stock options	3,317	1,126	3,311	1,279
Weighted-average common shares, diluted	55,595	56,300	55,406	56,959

We apply the treasury stock method to measure the dilutive effect of our outstanding stock option and restricted stock awards and include the respective common share equivalents in the denominator of our diluted EPS calculation.  Securities representing less than 0.1 million shares of common stock for the three and six months ended June 30, 2013, and 1.8 million shares of common stock for the three and six months ended June 30, 2012, were excluded from the computation of diluted EPS for these periods because their effect would have been anti-dilutive.  The net income per share amounts are the same for our class A, class B and class C common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update No. 2013-02, “Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income,” which amends Accounting Standards Codification 220, “Comprehensive Income.” The amendments require an entity to disclose the impact of amounts reclassified out of accumulated other comprehensive income and into net income, by the respective line items of net income, if the amounts reclassified are reclassified to net income in their entirety in the same reporting period. The disclosure is required either on the face of the statement where net income is presented or in the notes. For amounts that are not reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. We prospectively adopted this guidance effective January 1, 2013 and it did not have a material impact on our financial statements.

In July 2012, there were revisions to the accounting standard for impairment tests of indefinite-lived intangible assets other than goodwill. Under the revised standard a company can first perform a qualitative assessment to determine whether further impairment testing of indefinite-lived intangible assets is necessary. A company can choose to perform the qualitative assessment on none, some, or all of its indefinite-lived intangible assets, and can also bypass the qualitative assessment and perform the quantitative impairment test for any indefinite-lived intangible in any period. The revised standard is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. We adopted this guidance effective January 1, 2013 and do not expect it to have a material impact on our impairment tests of indefinite-lived intangible assets.

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Consolidated Statements of Comprehensive Income (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Consolidated Statements of Comprehensive Income
Net income	$ 7,169	$ 27,059	$ 6,149	$ 30,943
Amortization of pension net losses, reclassified, net of tax of $169 and $170 for the three months ended June 30, 2013 and 2012, respectively, and $338 and $340 for the six months ended June 30, 2013 and 2012, respectively	259	261	518	522
Comprehensive income	7,428	27,320	6,667	31,465
Comprehensive loss attributable to noncontrolling interest	(306)	(59)	(470)	(441)
Comprehensive income attributable to LIN TV Corp.	$ 7,734	$ 27,379	$ 7,137	$ 31,906

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Consolidated Statement of Stockholders' Deficit (USD $) In Thousands, unless otherwise specified	Total	Common Stock Class A	Common Stock Class B	Treasury Stock (at cost)	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss
Balance at Dec. 31, 2011	$ (84,632)	$ 309	$ 235	$ (10,598)	$ 1,121,589	$ (1,157,390)	$ (38,777)
Increase (Decrease) in Stockholders' Equity
Amortization of pension net losses, net of tax of $338 and $340 for six months ended June 30, 2013 and 2012, respectively	522						522
Class A common stock issued pursuant to employee benefit plans	294	1			293
Class A common stock issued pursuant to exercise of stock options	59				59
Stock-based compensation	3,738				3,738
Purchase of LIN TV Corp. class A common stock	(6,500)			(6,500)
Net income attributable to LIN TV Corp.	31,384					31,384
Balance at Jun. 30, 2012	(55,135)	310	235	(17,098)	1,125,679	(1,126,006)	(38,255)
Balance at Dec. 31, 2012	(91,564)	313	235	(21,984)	1,129,691	(1,164,435)	(35,384)
Increase (Decrease) in Stockholders' Equity
Amortization of pension net losses, net of tax of $338 and $340 for six months ended June 30, 2013 and 2012, respectively	518						518
Class A common stock issued pursuant to employee benefit plans	456	1			455
Class A common stock issued pursuant to exercise of stock options	703	2			701
Tax benefit from exercise of stock options	1,497				1,497
Stock-based compensation	4,440				4,440
Net income attributable to LIN TV Corp.	6,619					6,619
Balance at Jun. 30, 2013	$ (77,331)	$ 316	$ 235	$ (21,984)	$ 1,136,784	$ (1,157,816)	$ (34,866)

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Basis of Presentation and Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2013

Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation and Summary of Significant Accounting Policies

Note 1 — Basis of Presentation and Summary of Significant Accounting Policies

Principles of Consolidation

LIN TV Corp. (“LIN TV”), together with its subsidiaries, including LIN Television Corporation (“LIN Television”), is a local multimedia company operating in the United States. LIN TV and its subsidiaries are affiliates of HM Capital Partners I LP (“HMC”). In these notes, the terms “Company,” “we,” “us” or “our” mean LIN TV and all subsidiaries included in our consolidated financial statements.

Our consolidated financial statements reflect the operations of WWHO-TV in Columbus, OH and WUPW-TV in Toledo, OH as discontinued for all periods presented. See Note 3—“Discontinued Operations” for further discussion of our discontinued operations.

The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

In the opinion of management, the accompanying unaudited interim financial statements contain all adjustments necessary to state fairly our financial position, results of operations and cash flows for the periods presented.  The interim results of operations are not necessarily indicative of the results to be expected for the full year.

The accompanying consolidated financial statements include the accounts of our Company, our wholly-owned and majority-owned and controlled subsidiaries, and VIEs for which we are the primary beneficiary. We review all local marketing agreements (“LMAs”), shared services agreements (“SSAs”) or joint sales agreements (“JSAs”), to evaluate whether consolidation of entities party to such arrangements is required. All intercompany accounts and transactions have been eliminated. We conduct our business through LIN Television and its subsidiaries.  LIN TV has no operations or assets other than its investment in its subsidiaries. We operate in one reportable segment.

Joint Venture Sale Transaction and Merger

On February 12, 2013, we, along with our wholly-owned subsidiaries LIN Television and LIN Television of Texas, L.P., a Delaware limited partnership (“LIN Texas”) entered into and closed a transaction agreement (the “Transaction Agreement”) with NBC Telemundo License LLC, a Delaware limited liability company (“NBC”), NBCU New LLC I, a Delaware limited liability company, NBCU New LLC II, a Delaware limited liability company, General Electric Company, a New York corporation (“GE”), General Electric Capital Corporation, a Delaware corporation (“GECC” and together with GE, the “GE Parties”), National Broadcasting Company Holding, Inc., a Delaware corporation, Comcast Corporation, a Pennsylvania corporation (“Comcast”), NBCUniversal Media, LLC, a Delaware limited liability company (“NBCUniversal”), Lone Star SPV, LLC, a Delaware limited liability company and Station Venture Holdings, LLC, a Delaware limited liability company (“SVH”).  SVH held a 99.75% interest in Station Venture Operations, LP (“SVO”), which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture. The Transaction Agreement effected a series of transactions related to the ownership and sale of LIN Texas’s 20.38% equity interest in SVH, a joint venture in which NBC, an affiliate of NBCUniversal, held the remaining 79.62% equity interest (collectively, the “JV Sale Transaction”).

SVH was a limited partner in a business that operated an NBC affiliate in Dallas and an NBC affiliate in San Diego pursuant to a management agreement. At the time of LIN Texas’s acquisition of its interest in SVH in 1998, GECC provided secured debt financing to SVH in the form of a $815.5 million non-amortizing senior secured note due 2023 to GECC (the “GECC Note”), and, in connection with SVH’s assumption of the GECC Note, LIN TV guaranteed the payment of the full amount of principal and interest on the GECC Note (the “GECC Guarantee”).

In addition, during 2009, 2010, 2011 and 2012, LIN Television entered into agreements with SVH, the GE Parties and NBCUniversal pursuant to which LIN Television, the GE Parties and NBCUniversal caused to be provided to SVH certain unsecured shortfall funding loans (the “Shortfall Funding Loans”) on the basis of each party’s percentage of equity interest in SVH in order to fund interest payments on the GECC Note.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the GECC Guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012 because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million incremental term loan facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable associated with this transaction remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the closing of the Agreement and Plan of Merger further described below.

Concurrent with the closing of the JV Sale Transaction, LIN TV entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LIN Media LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV (“LIN LLC”).  Pursuant to the Merger Agreement, which was approved by the shareholders of LIN TV on July 30, 2013, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity (the “Merger”).  The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes, with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock at the close of the Merger,  LIN TV realized a capital loss in the amount of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of such stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and, as a result, we expect to realize cash savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Variable Interest Entities

In determining whether we are the primary beneficiary of a VIE for financial reporting purposes, we consider whether we have the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether we have the obligation to absorb losses or the right to receive returns that would be significant to the VIE. We consolidate VIEs when we are the primary beneficiary.

We have a JSA and an SSA with WBDT Television, LLC (“WBDT”), a third party licensee, for WBDT-TV in the Dayton, OH market. We also have JSAs and SSAs with affiliates of Vaughan Acquisition LLC (“Vaughan”), a third party licensee, for WTGS-TV in the Savannah, GA market, WYTV-TV in the Youngstown, OH market and KTKA-TV in the Topeka, KS market and SSAs with KASY-TV Licensee, LLC (“KASY”), a third-party licensee, for KWBQ-TV in the Santa Fe, NM market, KRWB-TV in the Roswell, NM market and KASY-TV in the Albuquerque, NM market. Under these agreements, we provide administrative services to these stations, have an obligation to reimburse certain of the station expenses, and we are compensated through a performance-based fee structure that provides us the benefit of certain returns from the operation of these stations.

We determined that WBDT, Vaughan and KASY are VIEs and as a result of the JSAs and/or SSAs, we have variable interests in these entities. We are the primary beneficiary of these entities, and therefore, we consolidate these entities within our consolidated financial statements.

The carrying amounts and classifications of the assets and liabilities of the variable interest entities described above, which have been included in our consolidating balance sheets as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

	June 30,		December 31,
	2013		2012
ASSETS
Current assets:
Cash and cash equivalents	$	629	$	418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	$	61,614	$	60,380
LIABILITIES
Current liabilities:
Current portion of long-term debt	$	1,193	$	1,451
Accounts payable	1,219		—
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$	61,614	$	60,380

The assets of our consolidated VIEs can only be used to settle the obligations of the VIEs and may not be sold, or otherwise disposed of, except for assets sold or replaced with others of like kind or value. Other liabilities of $50,330 and $50,402 as of June 30, 2013 and December 31, 2012, respectively, serve to reduce the carrying value of the entities, and are eliminated in our consolidated financial statements. This reflects the fact that as of June 30, 2013 and December 31, 2012, LIN Television has an option that it may exercise if the Federal Communications Commission (“FCC”) attribution rules change. The option would allow LIN Television to acquire the assets or member’s interest of the VIE entities for a nominal exercise price, which is significantly less than the carrying value of their tangible and intangible net assets.

Redeemable Noncontrolling Interest

The following table presents the activity of the redeemable noncontrolling interest included in our consolidated balance sheets related to Nami Media, Inc. (“Nami Media”), HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), which represents third parties’ proportionate share of our consolidated net assets (in thousands):

	Redeemable Noncontrolling Interest
Balance as of December 31, 2012	$	3,242
Acquisition of redeemable noncontrolling interest	11,025
Net loss	(470		)
Stock-based compensation	49
Balance as of June 30, 2013	$	13,846

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the notes thereto. Our actual results could differ from these estimates. Estimates are used for the allowance for doubtful accounts in receivables, valuation of goodwill and intangible assets, assumptions used to determine fair value of financial instruments, amortization and impairment of program rights and intangible assets, stock-based compensation and other long-term incentive compensation arrangements, pension costs, barter transactions, income taxes, employee medical insurance claims, useful lives of property and equipment, contingencies, litigation and net assets of businesses acquired.

Net Earnings per Common Share

Basic earnings per share (“EPS”) is computed by dividing income attributable to common stockholders by the number of weighted-average outstanding shares of common stock.  Diluted EPS reflects the effect of the assumed exercise of stock options and vesting of restricted shares only in the periods in which such effect would have been dilutive.

The following table sets forth the computation of the common shares outstanding used in determining basic and diluted EPS (in thousands):

	Three Months Ended June 30,		Six Months Ended June 30,
Denominator for EPS calculation:	2013	2012	2013	2012
Weighted-average common shares, basic	52,278	55,174	52,095	55,680
Effect of dilutive securities:
Stock options	3,317	1,126	3,311	1,279
Weighted-average common shares, diluted	55,595	56,300	55,406	56,959

We apply the treasury stock method to measure the dilutive effect of our outstanding stock option and restricted stock awards and include the respective common share equivalents in the denominator of our diluted EPS calculation.  Securities representing less than 0.1 million shares of common stock for the three and six months ended June 30, 2013, and 1.8 million shares of common stock for the three and six months ended June 30, 2012, were excluded from the computation of diluted EPS for these periods because their effect would have been anti-dilutive.  The net income per share amounts are the same for our class A, class B and class C common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation.

Recently Issued Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update No. 2013-02, “Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income,” which amends Accounting Standards Codification 220, “Comprehensive Income.” The amendments require an entity to disclose the impact of amounts reclassified out of accumulated other comprehensive income and into net income, by the respective line items of net income, if the amounts reclassified are reclassified to net income in their entirety in the same reporting period. The disclosure is required either on the face of the statement where net income is presented or in the notes. For amounts that are not reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. We prospectively adopted this guidance effective January 1, 2013 and it did not have a material impact on our financial statements.

In July 2012, there were revisions to the accounting standard for impairment tests of indefinite-lived intangible assets other than goodwill. Under the revised standard a company can first perform a qualitative assessment to determine whether further impairment testing of indefinite-lived intangible assets is necessary. A company can choose to perform the qualitative assessment on none, some, or all of its indefinite-lived intangible assets, and can also bypass the qualitative assessment and perform the quantitative impairment test for any indefinite-lived intangible in any period. The revised standard is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. We adopted this guidance effective January 1, 2013 and do not expect it to have a material impact on our impairment tests of indefinite-lived intangible assets.

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Fair Value Measurements - LIN Television

6 Months Ended

Jun. 30, 2013

Fair Value Measurements

Note 7 — Fair Value Measurements

We record the fair value of certain financial assets and liabilities on a recurring basis.  The following table summarizes the financial assets measured at fair value in the accompanying financial statements using the three-level fair value hierarchy as of June 30, 2013 and December 31, 2012 (in thousands):

	Significant Observable Inputs		Significant Unobservable Inputs
	(Level 2)		(Level 3)		Total
June 30, 2013:
Assets:
Deferred compensation related investments	$	650	$	2,887	$	3,537
December 31, 2012:
Assets:
Deferred compensation related investments	$	619	$	2,461	$	3,080

For level two investments, the fair value of our investments is based upon the fair value of the investments selected by employees.  For level three investments, the fair value of our deferred compensation related investments is based on the cash surrender values of life insurance policies underlying our supplemental income deferral plan.

LIN Television Corporation

Fair Value Measurements

Note 7 — Fair Value Measurements

We record the fair value of certain financial assets and liabilities on a recurring basis.  The following table summarizes the financial assets measured at fair value in the accompanying financial statements using the three-level fair value hierarchy as of June 30, 2013 and December 31, 2012 (in thousands):

	Significant Observable Inputs		Significant Unobservable Inputs
	(Level 2)		(Level 3)		Total
June 30, 2013:
Assets:
Deferred compensation related investments	$	650	$	2,887	$	3,537
December 31, 2012:
Assets:
Deferred compensation related investments	$	619	$	2,461	$	3,080

For level two investments, the fair value of our investments is based upon the fair value of the investments selected by employees.  For level three investments, the fair value of our deferred compensation related investments is based on the cash surrender values of life insurance policies underlying our supplemental income deferral plan.

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Consolidated Statement of Stockholders' Deficit (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Consolidated Statement of Stockholders' Deficit
Pension net gain (losses), tax	$ 169	$ 170	$ 338	$ 340

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Acquisitions (Details) (USD $)			3 Months Ended	6 Months Ended							0 Months Ended						0 Months Ended				1 Months Ended		1 Months Ended		1 Months Ended		1 Months Ended		1 Months Ended		0 Months Ended		3 Months Ended	6 Months Ended						3 Months Ended	0 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2012 New Vision and ACME	Jun. 30, 2012 New Vision and ACME	Dec. 10, 2012 KASY-TV Licensed, LLC ("KASY") ACME	Jun. 30, 2013 LIN Television Corporation	Dec. 31, 2012 LIN Television Corporation	Jun. 30, 2013 LIN Television Corporation Dedicated Media	Apr. 09, 2013 LIN Television Corporation Dedicated Media	Jun. 30, 2013 LIN Television Corporation Dedicated Media Maximum	Apr. 09, 2013 LIN Television Corporation Dedicated Media Customer relationships	Apr. 09, 2013 LIN Television Corporation Dedicated Media Completed technology	Apr. 09, 2013 LIN Television Corporation Dedicated Media Trademarks	Jun. 30, 2013 LIN Television Corporation HYFN	Apr. 04, 2013 LIN Television Corporation HYFN	Jun. 30, 2013 LIN Television Corporation HYFN Maximum	Apr. 04, 2013 LIN Television Corporation HYFN Customer relationships	Apr. 04, 2013 LIN Television Corporation HYFN Completed technology	Apr. 04, 2013 LIN Television Corporation HYFN Trademarks	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan	Oct. 31, 2012 LIN Television Corporation New Vision and Vaughan Network affiliations	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan Network affiliations	Oct. 31, 2012 LIN Television Corporation New Vision and Vaughan Favorable leases	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan Favorable leases	Oct. 31, 2012 LIN Television Corporation New Vision and Vaughan Advertiser relationships	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan Advertiser relationships	Oct. 31, 2012 LIN Television Corporation New Vision and Vaughan Retransmission consent agreements	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan Retransmission consent agreements	Oct. 31, 2012 LIN Television Corporation New Vision and Vaughan Other intangible assets	Oct. 12, 2012 LIN Television Corporation New Vision and Vaughan Other intangible assets	Oct. 12, 2012 LIN Television Corporation New Vision item	Dec. 10, 2012 LIN Television Corporation ACME	Jun. 30, 2012 LIN Television Corporation New Vision and ACME	Jun. 30, 2013 LIN Television Corporation New Vision and ACME	Jun. 30, 2012 LIN Television Corporation New Vision and ACME	Jun. 30, 2013 LIN Television Corporation Nami Media	Dec. 31, 2012 LIN Television Corporation Nami Media	Nov. 22, 2011 LIN Television Corporation Nami Media	Jun. 30, 2013 LIN Television Corporation Nami Media Maximum	Jun. 30, 2013 LIN Television Corporation LIN Digital	Oct. 12, 2012 LIN Television Corporation Vaughan item	Dec. 10, 2012 LIN Television Corporation KASY-TV Licensed, LLC ("KASY") ACME
Acquisitions
Ownership interest (as a percent)									60.00%						50.10%																							57.60%
Ownership interest calculated on a fully diluted basis (as a percent)																																						50.10%
Number of markets covered by network-affiliated television stations																															8										3
Potential obligation or liability	$ 204,490,000					$ 204,490,000				$ 26,000,000						$ 62,400,000																							$ 37,400,000
Purchase price															7,200,000																334,900,000										4,600,000
Assumption of finance lease obligations															300,000																14,300,000
Amount of purchase price paid					1,700,000				5,800,000						6,900,000																	17,300,000										19,000,000
Provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed
Current assets									7,524,000						3,938,000																											1,656,000
Non-current assets															12,000																											1,968,000
Other intangible assets									4,620,000						3,580,000																											12,898,000
Program rights assets																				2,040,000
Property and equipment																				100,559,000
Broadcast licenses																				133,120,000
Definite-lived intangible assets											3,900,000	500,000	200,000				2,400,000	1,100,000	100,000	55,837,000		30,800,000		8,600,000		6,100,000		7,000,000		3,300,000
Goodwill	202,998,000	192,079,000				202,998,000	192,079,000		1,796,000						9,123,000					64,589,000																						5,331,000
Current liabilities									(4,354,000)						(920,000)					(417,000)
Non-current liabilities															(1,324,000)					(2,239,000)																						(2,858,000)
Long-term debt assumed																				(13,989,000)
Noncontrolling interest									(3,834,000)						(7,191,000)																							(3,500,000)
Total									5,752,000						7,218,000					339,500,000																						18,995,000
Estimated remaining useful lives																					2 years		32 years		10 years		5 years		6 years
Remaining useful life											P7Y	P4Y	P2Y				P8Y	P3Y	P3Y
Period for final determination of fair values of the assets and liabilities assumed in the acquisition following the acquisition date																																12 months
Amount of goodwill recognized in connection with the acquisition deductible for tax purposes									0						0
Net revenues																																		69,600,000
Operating income (loss)																																		1,200,000
Pro Forma Information
Net revenue																																	157,212,000		293,168,000
Net income																																	25,956,000		25,911,000
Basic income per common share attributable to LIN TV Corp. (in dollars per share)			$ 0.47	$ 0.47																													$ 0.47		$ 0.47
Diluted income per common share attributable to LIN TV Corp. (in dollars per share)			$ 0.46	$ 0.45																													$ 0.46		$ 0.45
Fair value of the non-controlling interest									3,834,000						7,191,000																							3,500,000
Fair value of mandatory purchase obligation																																				0
Fair value of option to purchase the remaining outstanding shares								0						0																						0	0
Amount paid related to the incentive compensation arrangement																																								$ 8,900,000

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Discontinued Operations (Tables)

6 Months Ended

Jun. 30, 2013

Discontinued Operations

Summary of information for discontinued operations

The following presents summarized information for the discontinued operations (in thousands):

	Three Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV		WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	—	$	418		$	418
Operating income (loss)	—		—		—		16		(58		)	(42		)
Net income (loss)	—		—		—		22		(98		)	(76		)

	Six Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV			WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	440		$	2,193		$	2,633
Operating loss	—		—		—		(393		)	(1,166		)	(1,559		)
Net loss	—		—		—		(252		)	(766		)	(1,018		)

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Retirement Plans (Tables)

6 Months Ended

Jun. 30, 2013

Retirement Plans

Schedule of the components of net periodic pension cost and the contributions to 401(k) Plan and the retirement plans

The following table shows the components of the net periodic pension cost and the contributions to our 401(k) Plan and the retirement plans (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net periodic pension cost (benefit):
Interest cost	$	1,314		$	1,364		$	2,628		$	2,728
Expected return on plan assets	(1,670		)	(1,549		)	(3,340		)	(3,098		)
Amortization of net loss	428			431			856			862
Net periodic cost	$	72		$	246		$	144		$	492
Contributions:
401(k) Plan	$	1,092		$	843		$	2,424		$	1,920
Defined contribution retirement plans	35			45			84			182
Defined benefit retirement plans	1,416			1,368			2,713			2,290
Total contributions	$	2,543		$	2,256		$	5,221		$	4,392

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Intangible Assets - LIN Television

6 Months Ended

Jun. 30, 2013

Intangible Assets

Note 5 — Intangible Assets

Goodwill totaled $203 million and $192.1 million at June 30, 2013 and December 31, 2012, respectively. The change in the carrying amount of goodwill during the six months ended June 30, 2013 was as follows (in thousands):

	Goodwill
Balance as of December 31, 2012	$	192,079
Acquisitions	10,919
Balance as of June 30, 2013	$	202,998

The following table summarizes the carrying amounts of intangible assets (in thousands):

	June 30, 2013					December 31, 2012
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Broadcast licenses	$	536,515	$	—		$	536,515	$	—
Intangible assets subject to amortization (1)	85,950		(28,579		)	75,625		(16,071		)
Total	$	622,465	$	(28,579	)	$	612,140	$	(16,071	)

(1) Intangible assets subject to amortization are amortized on a straight line basis and primarily include network affiliations, acquired customer relationships, completed technology, brand names, non-compete agreements, internal-use software, favorable operating leases, and retransmission consent agreements.

There were no events during the six months ended June 30, 2013 and June 30, 2012 that warranted an interim impairment test of our indefinite-lived intangible assets, including goodwill.

LIN Television Corporation

Intangible Assets

Note 5 — Intangible Assets

Goodwill totaled $203 million and $192.1 million at June 30, 2013 and December 31, 2012, respectively. The change in the carrying amount of goodwill during the six months ended June 30, 2013 was as follows (in thousands):

	Goodwill
Balance as of December 31, 2012	$	192,079
Acquisitions	10,919
Balance as of June 30, 2013	$	202,998

The following table summarizes the carrying amounts of intangible assets (in thousands):

	June 30, 2013					December 31, 2012
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Broadcast licenses	$	536,515	$	—		$	536,515	$	—
Intangible assets subject to amortization (1)	85,950		(28,579		)	75,625		(16,071		)
Total	$	622,465	$	(28,579	)	$	612,140	$	(16,071	)

(1) Intangible assets subject to amortization are amortized on a straight line basis and primarily include network affiliations, acquired customer relationships, completed technology, brand names, non-compete agreements, internal-use software, favorable operating leases, and retransmission consent agreements.

There were no events during the six months ended June 30, 2013 and June 30, 2012 that warranted an interim impairment test of our indefinite-lived intangible assets, including goodwill.

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Income Taxes - LIN Television (Details) (USD $)	3 Months Ended		6 Months Ended			6 Months Ended		0 Months Ended	12 Months Ended				12 Months Ended		3 Months Ended		6 Months Ended			6 Months Ended		0 Months Ended	12 Months Ended				12 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012	Jun. 30, 2013 Minimum	Jun. 30, 2013 Maximum	Jul. 30, 2013 Merger Subsequent event Forecast	Dec. 31, 2012 Transaction agreement	Mar. 31, 2013 Transaction agreement	Jun. 30, 2013 Transaction agreement SVH	Jul. 30, 2013 Transaction agreement Subsequent event Forecast SVH	Dec. 31, 2012 Federal Transaction agreement	Dec. 31, 2012 State Transaction agreement	Jun. 30, 2013 LIN Television	Jun. 30, 2012 LIN Television	Jun. 30, 2013 LIN Television	Jun. 30, 2012 LIN Television	Dec. 31, 2012 LIN Television	Jun. 30, 2013 LIN Television Minimum	Jun. 30, 2013 LIN Television Maximum	Jul. 30, 2013 LIN Television Merger Subsequent event Forecast	Dec. 31, 2012 LIN Television Transaction agreement	Mar. 31, 2013 LIN Television Transaction agreement	Jun. 30, 2013 LIN Television Transaction agreement SVH	Jul. 30, 2013 LIN Television Transaction agreement Subsequent event Forecast SVH	Dec. 31, 2012 LIN Television Federal Transaction agreement	Dec. 31, 2012 LIN Television State Transaction agreement
Provision for income taxes	$ 5,210,000	$ 10,109,000	$ 4,159,000	$ 12,907,000											$ 5,210,000	$ 10,109,000	$ 4,159,000	$ 12,907,000
Effective income tax rate (as a percent)			40.40%	38.60%													40.40%	38.60%
Amount of tax benefit related to acquisition related expenses			0														0
Effective income tax rate remainder of 2013 (as a percent)						38.00%	40.00%													38.00%	40.00%
Valuation allowance					18,200,000														18,200,000
Period within which existing state valuation allowance may be reversed			12 months														12 months
Impact of JV Sale Transaction									28,400,000				27,500,000	900,000									28,400,000				27,500,000	900,000
Amount of short term deferred liabilities reclassified to income taxes payable upon the consummation of the JV Sale Transaction										163,000,000														163,000,000
Tax saving due to setting offsetting of realized capital loss and net operating losses with the capital gain								115,000,000														115,000,000
Amount of income tax benefit associated with tax liability expected to be extinguished								115,000,000														115,000,000
Short-term deferred Federal and State tax liability associated with sale transaction											$ 163,000,000	$ 115,000,000													$ 163,000,000	$ 115,000,000

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Basis of Presentation and Summary of Significant Accounting Policies (Details 2) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013		Dec. 31, 2012		Jun. 30, 2012	Dec. 31, 2011
Current assets:
Cash and cash equivalents	$ 19,799		$ 46,307		$ 9,038	$ 18,057
Accounts receivable, net	132,942		126,150
Other assets	7,355		6,863
Total current assets	160,485		179,320
Property and equipment, net	232,204		241,926
Broadcast licenses and other intangible assets, net	536,515		536,515
Other assets	14,197		12,885
Total assets	1,221,834	[1]	1,241,414	[1]
Current liabilities:
Current portion of long-term debt	14,028		10,756
Accounts payable	16,254		18,955
Accrued expenses	58,106		153,246
Program obligations	8,989		10,770
Total current liabilities	257,661		362,712
Long-term debt, excluding current portion	930,910		879,471
Program obligations	4,073		4,281
Other liabilities	40,925		42,716
Total liabilities	1,285,319	[1]	1,329,736	[1]
WBDT, Vaughan and KASY
Current assets:
Cash and cash equivalents	629		418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	61,614		60,380
Current liabilities:
Current portion of long-term debt	1,193		1,451
Accounts payable	1,219
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$ 61,614		$ 60,380

[1] Our consolidated assets as of June 30, 2013 and December 31, 2012 include total assets of: $61,614 and $60,380, respectively, of variable interest entities ("VIEs") that can only be used to settle the obligations of the VIEs. These assets include broadcast licenses and other intangible assets of: $45,870 and $46,604 and program rights of: $2,680 and $2,060 as of June 30, 2013 and December 31, 2012, respectively. Our consolidated liabilities as of June 30, 2013 and December 31, 2012 include $5,999 and $5,440, respectively, of total liabilities of the VIEs for which the VIEs' creditors have no recourse to the Company, including $3,802 and $4,152, respectively, of program obligations. See further description in Note 1 - "Basis of Presentation and Summary of Significant Accounting Policies."

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Investments - LIN Television

6 Months Ended

Jun. 30, 2013

Investments

Note 4 —Investments

Joint Venture with NBCUniversal

As of December 31, 2012, we held a 20.38% interest in SVH, a joint venture with NBCUniversal, and accounted for our interest using the equity method as we did not have a controlling interest. SVH holds a 99.75% interest in SVO, which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture.

As further described in Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies” and Note 11 — “Commitments and Contingencies,” on February 12, 2013, LIN TV, LIN Television, and LIN Texas entered into, and simultaneously closed the transactions contemplated by the Transaction Agreement among subsidiaries of NBCUniversal, Comcast, the GE Parties, and SVH.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

LIN Television Corporation

Investments

Note 4 —Investments

Joint Venture with NBCUniversal

As of December 31, 2012, we held a 20.38% interest in SVH, a joint venture with NBCUniversal, and accounted for our interest using the equity method as we did not have a controlling interest. SVH holds a 99.75% interest in SVO, which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture.

As further described in Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies” and Note 11 — “Commitments and Contingencies,” on February 12, 2013, LIN TV, LIN Television, and LIN Texas entered into, and simultaneously closed the transactions contemplated by the Transaction Agreement among subsidiaries of NBCUniversal, Comcast, the GE Parties, and SVH.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

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Investments - LIN Television (Details) (USD $)	6 Months Ended			0 Months Ended	1 Months Ended		0 Months Ended
	Jun. 30, 2013	Jun. 30, 2013 LIN Television	Dec. 31, 2012 SVH	Feb. 12, 2013 SVH LIN Television of Texas Transaction agreement	Feb. 28, 2013 SVH LIN Television	Dec. 31, 2012 SVH LIN Television	Feb. 12, 2013 SVH LIN Television Transaction agreement	Feb. 12, 2013 SVO	Dec. 31, 2012 SVO	Feb. 12, 2013 SVO LIN Television	Dec. 31, 2012 SVO LIN Television
Statement
Ownership percentage			20.38%	20.38%		20.38%		99.75%	99.75%	99.75%	99.75%
Capital contribution made by the entity	$ 100,000,000	$ 100,000,000			$ 100,000,000		$ 100,000,000
Ownership interest sold (as a percent)				20.38%
Proceeds from sale of equity interest				$ 1.00

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Condensed Consolidating Financial Statements (Details 2) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Condensed consolidating financial statements
Net revenues	$ 164,346,000	$ 121,016,000	$ 305,338,000	$ 224,216,000
Operating expenses:
Direct operating	63,623,000	37,245,000	118,191,000	72,402,000
Selling, general and administrative	40,040,000	28,043,000	77,338,000	56,426,000
Amortization of program rights	7,152,000	5,381,000	14,937,000	10,600,000
Corporate	9,094,000	8,219,000	19,365,000	14,965,000
Depreciation	11,320,000	6,651,000	22,958,000	13,410,000
Amortization of intangible assets	5,723,000	478,000	11,152,000	955,000
Restructuring	391,000		2,523,000
Loss (gain) from asset dispositions	87,000	4,000	182,000	3,000
Operating income	26,916,000	34,995,000	38,692,000	55,455,000
Other expense (income):
Interest expense, net	14,428,000	9,266,000	28,299,000	19,636,000
Share of loss in equity investments	25,000	62,000	25,000	153,000
Loss on extinguishment of debt				2,099,000
Other, net	84,000	101,000	60,000	88,000
Total other expense, net	14,537,000	9,429,000	28,384,000	21,976,000
Income before provision for income taxes	12,379,000	25,566,000	10,308,000	33,479,000
(Benefit from) provision for income taxes	5,210,000	10,109,000	4,159,000	12,907,000
Income from continuing operations	7,169,000	15,457,000	6,149,000	20,572,000
(Loss) income from discontinued operations, net		(76,000)		(1,018,000)
Gain (loss) from sale of discontinued operations, net		11,678,000		11,389,000
Net income	7,169,000	27,059,000	6,149,000	30,943,000
Net loss attributable to noncontrolling interests	(306,000)	(59,000)	(470,000)	(441,000)
Net income attributable to LIN TV Corp.	7,475,000	27,118,000	6,619,000	31,384,000
LIN TV Corp.
Other expense (income):
Equity in income (loss) income from operations of consolidated subsidiaries	7,475,000	27,118,000	6,619,000	31,384,000
Net income	7,475,000	27,118,000	6,619,000	31,384,000
Net income attributable to LIN TV Corp.	7,475,000	27,118,000	6,619,000	31,384,000
LIN Television Corporation
Condensed consolidating financial statements
Net revenues	106,591,000	77,075,000	204,239,000	144,404,000
Operating expenses:
Direct operating	35,858,000	21,439,000	71,208,000	42,602,000
Selling, general and administrative	27,356,000	18,378,000	53,388,000	37,064,000
Amortization of program rights	5,532,000	3,892,000	11,014,000	7,571,000
Corporate	9,094,000	7,699,000	19,365,000	14,035,000
Depreciation	9,154,000	4,697,000	18,669,000	9,530,000
Amortization of intangible assets	4,443,000	59,000	8,904,000	119,000
Restructuring	391,000		2,523,000
Loss (gain) from asset dispositions	94,000	5,000	201,000	4,000
Operating income	14,669,000	20,906,000	18,967,000	33,479,000
Other expense (income):
Interest expense, net	14,164,000	9,259,000	27,978,000	19,623,000
Share of loss in equity investments	25,000	62,000	25,000	153,000
Loss on extinguishment of debt				2,099,000
Intercompany fees and expenses	8,225,000	16,310,000	16,600,000	32,620,000
Other, net	84,000	101,000	60,000	87,000
Total other expense, net	22,498,000	25,732,000	44,663,000	54,582,000
Income before provision for income taxes	(7,829,000)	(4,826,000)	(25,696,000)	(21,103,000)
(Benefit from) provision for income taxes	(3,473,000)	(2,039,000)	(10,936,000)	(8,864,000)
Income from continuing operations	(4,356,000)	(2,787,000)	(14,760,000)	(12,239,000)
(Loss) income from discontinued operations, net		20,000		(251,000)
Gain (loss) from sale of discontinued operations, net				(289,000)
Equity in income (loss) income from operations of consolidated subsidiaries	11,831,000	29,885,000	21,379,000	44,163,000
Net income	7,475,000	27,118,000	6,619,000	31,384,000
Net income attributable to LIN TV Corp.	7,475,000	27,118,000	6,619,000	31,384,000
Guarantor Subsidiaries
Condensed consolidating financial statements
Net revenues	46,653,000	42,970,000	85,637,000	77,907,000
Operating expenses:
Direct operating	19,676,000	15,364,000	36,913,000	28,756,000
Selling, general and administrative	9,434,000	9,360,000	19,223,000	18,666,000
Amortization of program rights	1,409,000	1,315,000	2,899,000	2,682,000
Corporate		520,000		930,000
Depreciation	1,803,000	1,889,000	3,632,000	3,757,000
Amortization of intangible assets	234,000	235,000	467,000	468,000
Loss (gain) from asset dispositions	(7,000)	(1,000)	(19,000)	(1,000)
Operating income	14,104,000	14,288,000	22,522,000	22,649,000
Other expense (income):
Intercompany fees and expenses	(8,225,000)	(16,310,000)	(16,600,000)	(32,620,000)
Other, net				1,000
Total other expense, net	(8,225,000)	(16,310,000)	(16,600,000)	(32,619,000)
Income before provision for income taxes	22,329,000	30,598,000	39,122,000	55,268,000
(Benefit from) provision for income taxes	8,932,000	12,239,000	15,649,000	22,107,000
Income from continuing operations	13,397,000	18,359,000	23,473,000	33,161,000
(Loss) income from discontinued operations, net		(80,000)		(744,000)
Gain (loss) from sale of discontinued operations, net		11,678,000		11,678,000
Net income	13,397,000	29,957,000	23,473,000	44,095,000
Net income attributable to LIN TV Corp.	13,397,000	29,957,000	23,473,000	44,095,000
Non-Guarantor Subsidiaries
Condensed consolidating financial statements
Net revenues	14,952,000	1,905,000	21,383,000	3,602,000
Operating expenses:
Direct operating	10,255,000	1,186,000	13,293,000	2,546,000
Selling, general and administrative	3,419,000	484,000	4,990,000	994,000
Amortization of program rights	211,000	174,000	1,024,000	347,000
Depreciation	363,000	65,000	657,000	123,000
Amortization of intangible assets	1,046,000	184,000	1,781,000	368,000
Operating income	(342,000)	(188,000)	(362,000)	(776,000)
Other expense (income):
Interest expense, net	110,000	27,000	218,000	42,000
Total other expense, net	110,000	27,000	218,000	42,000
Income before provision for income taxes	(452,000)	(215,000)	(580,000)	(818,000)
(Benefit from) provision for income taxes	(249,000)	(91,000)	(554,000)	(336,000)
Income from continuing operations	(203,000)	(124,000)	(26,000)	(482,000)
Net income	(203,000)	(124,000)	(26,000)	(482,000)
Net loss attributable to noncontrolling interests	(306,000)	(59,000)	(470,000)	(441,000)
Net income attributable to LIN TV Corp.	103,000	(65,000)	444,000	(41,000)
Consolidating/Eliminating Adjustments
Condensed consolidating financial statements
Net revenues	(3,850,000)	(934,000)	(5,921,000)	(1,697,000)
Operating expenses:
Direct operating	(2,166,000)	(744,000)	(3,223,000)	(1,502,000)
Selling, general and administrative	(169,000)	(179,000)	(263,000)	(298,000)
Operating income	(1,515,000)	(11,000)	(2,435,000)	103,000
Other expense (income):
Interest expense, net	154,000	(20,000)	103,000	(29,000)
Total other expense, net	154,000	(20,000)	103,000	(29,000)
Income before provision for income taxes	(1,669,000)	9,000	(2,538,000)	132,000
Income from continuing operations	(1,669,000)	9,000	(2,538,000)	132,000
(Loss) income from discontinued operations, net		(16,000)		(23,000)
Equity in income (loss) income from operations of consolidated subsidiaries	(19,306,000)	(57,003,000)	(27,998,000)	(75,547,000)
Net income	(20,975,000)	(57,010,000)	(30,536,000)	(75,438,000)
Net income attributable to LIN TV Corp.	$ (20,975,000)	$ (57,010,000)	$ (30,536,000)	$ (75,438,000)

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Commitments and Contingencies (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013
Commitments
2013	$ 66,594
2014	56,160
2015	37,746
2016	19,088
2017	14,179
Thereafter	10,723
Total obligations	204,490
Less recorded contracts	(22,905)
Future contracts	181,585
Operating Leases and Agreements
Commitments
2013	36,222
2014	35,451
2015	28,480
2016	13,585
2017	11,681
Thereafter	10,356
Total obligations	135,775
Future contracts	135,775
Syndicated Television Programming
Commitments
2013	30,372
2014	20,709
2015	9,266
2016	5,503
2017	2,498
Thereafter	367
Total obligations	68,715
Less recorded contracts	(22,905)
Future contracts	$ 45,810

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Debt (Details) (USD $)	6 Months Ended			6 Months Ended			1 Months Ended							6 Months Ended										1 Months Ended	3 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012	Jun. 30, 2013 LIN Television	Jun. 30, 2012 LIN Television	Dec. 31, 2012 LIN Television	Feb. 28, 2013 LIN Television SVH	Jun. 30, 2013 LIN Television Level 2	Dec. 31, 2012 LIN Television Level 2	Jun. 30, 2013 LIN Television 8.375% Senior Notes	Dec. 31, 2012 LIN Television 8.375% Senior Notes	Jun. 30, 2013 LIN Television 6.375% Senior Notes	Dec. 31, 2012 LIN Television 6.375% Senior Notes	Jun. 30, 2012 LIN Television Senior Subordinated Notes	Jun. 30, 2013 LIN Television Senior Subordinated Notes	Jan. 20, 2012 LIN Television 6.5% Senior Subordinated Notes Due 2013	Jan. 20, 2012 LIN Television 6.5% Senior Subordinated Notes due 2013 - Class B, net of discount	Jun. 30, 2013 LIN Television Capital lease obligations	Dec. 31, 2012 LIN Television Capital lease obligations	Jun. 30, 2013 LIN Television Other debt	Dec. 31, 2012 LIN Television Other debt	Jun. 30, 2013 LIN Television Senior Secured Credit Facility Term loans, net of discount	Dec. 31, 2012 LIN Television Senior Secured Credit Facility Term loans, net of discount	Feb. 28, 2013 LIN Television Senior Secured Credit Facility Incremental term loans, net of discount	Jun. 30, 2013 LIN Television Senior Secured Credit Facility Incremental term loans, net of discount	Jun. 30, 2013 LIN Television Senior Secured Credit Facility Incremental term loans, net of discount	Dec. 31, 2012 LIN Television Senior Secured Credit Facility Incremental term loans, net of discount
Debt
Percentage of ownership in subsidiaries				100.00%
Interest rate (as a percent)										8.375%	8.375%	6.375%	6.375%		6.50%	6.50%	6.50%
Face amount of debt																						$ 121,875,000	$ 125,000,000		$ 315,800,000	$ 315,800,000	$ 257,400,000
Unamortized discount																						390,000	435,000		1,852,000	1,852,000	2,020,000
Total debt				944,938,000		890,227,000				200,000,000	200,000,000	290,000,000	290,000,000					14,757,000	14,881,000	4,748,000	5,401,000	121,485,000	124,565,000		313,948,000	313,948,000	255,380,000
Less current portion	14,028,000		10,756,000	14,028,000		10,756,000
Total long-term debt	930,910,000		879,471,000	930,910,000		879,471,000
Repayment of debt	41,617,000	297,415,000		41,617,000	297,415,000																				2,400,000	4,700,000
Additional borrowings																								60,000,000
Term of debt instrument																								5 years
Amount transferred pursuant to the JV Sale Transaction	100,000,000			100,000,000			100,000,000
Loss on extinguishment of debt		2,099,000			2,099,000									2,100,000
Carrying amounts and fair values of long-term debt
Carrying Amount								930,181,000	875,346,000
Estimated Fair Value								$ 948,519,000	$ 910,500,000

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Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Accounts receivable, allowance for doubtful accounts	$ 3,858	$ 3,599
Treasury stock, shares	4,947,659	4,947,659
Total assets of VIEs	61,614	60,380
Broadcast licenses and other intangible assets, net	45,870	46,604
Program rights	2,680	2,060
Total liabilities of VIEs	5,999	5,440
Program obligations	$ 3,802	$ 4,152
Class A common stock
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	100,000,000	100,000,000
Common stock, issued shares	38,431,316	35,672,528
Common stock, outstanding shares	33,483,657	30,724,869
Class B common stock
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	50,000,000	50,000,000
Common stock, issued shares	20,901,726	23,401,726
Common stock, outstanding shares	20,901,726	23,401,726
Class C common stock
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	50,000,000	500,000,000
Common stock, issued shares	2	2
Common stock, outstanding shares	2	2

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Investments

6 Months Ended

Jun. 30, 2013

Investments

Investments

Note 4 —Investments

Joint Venture with NBCUniversal

As of December 31, 2012, we held a 20.38% interest in SVH, a joint venture with NBCUniversal, and accounted for our interest using the equity method as we did not have a controlling interest. SVH holds a 99.75% interest in SVO, which is the operating company that managed KXAS-TV and KNSD-TV, the television stations that comprised the joint venture.

As further described in Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies” and Note 11 — “Commitments and Contingencies,” on February 12, 2013, LIN TV, LIN Television, and LIN Texas entered into, and simultaneously closed the transactions contemplated by the Transaction Agreement among subsidiaries of NBCUniversal, Comcast, the GE Parties, and SVH.

Pursuant to the JV Sale Transaction, in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations related to any shortfall funding agreements. Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. As a result of the JV Sale Transaction, neither we nor any of our direct or indirect subsidiaries have any further investment in or obligations (funding or otherwise) related to SVH, including, without limitation, to make any other unsecured shortfall loans or payments under the GECC Note or the GECC Guarantee.

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Consolidated Statements of Operations (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2012
Consolidated Statements of Operations
Discontinued operations, (benefit from) provision for income taxes	$ 34	$ (541)
Provision for income taxes	$ 6,306	$ 6,223

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Consolidated Balance Sheets - LIN Television (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013		Dec. 31, 2012
Current assets:
Cash and cash equivalents	$ 19,799		$ 46,307
Accounts receivable, less allowance for doubtful accounts (2013 - $3,858; 2012 - $3,599)	132,942		126,150
Deferred income tax assets	389
Other current assets	7,355		6,863
Total current assets	160,485		179,320
Property and equipment, net	232,204		241,926
Deferred financing costs	18,064		19,135
Goodwill	202,998		192,079
Broadcast licenses, net	536,515		536,515
Other intangible assets, net	57,371		59,554
Other assets	14,197		12,885
Total assets	1,221,834	[1]	1,241,414	[1]
Current liabilities:
Current portion of long-term debt	14,028		10,756
Accounts payable	16,254		18,955
Income taxes payable	160,284		766
Accrued expenses	58,106		153,246
Deferred income tax liabilities			168,219
Program obligations	8,989		10,770
Total current liabilities	257,661		362,712
Long-term debt, excluding current portion	930,910		879,471
Deferred income tax liabilities	51,750		40,556
Program obligations	4,073		4,281
Other liabilities	40,925		42,716
Total liabilities	1,285,319	[1]	1,329,736	[1]
Commitments and Contingencies (Note 11)
Redeemable noncontrolling interest	13,846		3,242
LIN Television Corp. stockholder's deficit:
Additional paid-in capital	1,136,784		1,129,691
Accumulated deficit	(1,157,816)		(1,164,435)
Accumulated other comprehensive loss	(34,866)		(35,384)
Total stockholders' deficit	(77,331)		(91,564)
Total liabilities, redeemable noncontrolling interest and stockholders' deficit	1,221,834		1,241,414
LIN Television Corporation
Current assets:
Cash and cash equivalents	19,799		46,307
Accounts receivable, less allowance for doubtful accounts (2013 - $3,858; 2012 - $3,599)	132,942		126,150
Deferred income tax assets	389
Other current assets	7,355		6,863
Total current assets	160,485		179,320
Property and equipment, net	232,204		241,926
Deferred financing costs	18,064		19,135
Goodwill	202,998		192,079
Broadcast licenses, net	536,515		536,515
Other intangible assets, net	57,371		59,554
Other assets	14,197		12,885
Total assets	1,221,834	[1]	1,241,414	[1]
Current liabilities:
Current portion of long-term debt	14,028		10,756
Accounts payable	16,254		18,955
Income taxes payable	160,284		766
Accrued expenses	58,106		153,246
Deferred income tax liabilities			168,219
Program obligations	8,989		10,770
Total current liabilities	257,661		362,712
Long-term debt, excluding current portion	930,910		879,471
Deferred income tax liabilities	51,750		40,556
Program obligations	4,073		4,281
Other liabilities	40,925		42,716
Total liabilities	1,285,319	[1]	1,329,736	[1]
Commitments and Contingencies (Note 11)
Redeemable noncontrolling interest	13,846		3,242
LIN Television Corp. stockholder's deficit:
Common stock, $0.01 par value, 1,000 shares
Investment in parents company's stock, at cost	(21,984)		(21,984)
Additional paid-in capital	1,137,335		1,130,239
Accumulated deficit	(1,157,816)		(1,164,435)
Accumulated other comprehensive loss	(34,866)		(35,384)
Total stockholders' deficit	(77,331)		(91,564)
Total liabilities, redeemable noncontrolling interest and stockholders' deficit	$ 1,221,834		$ 1,241,414

[1] Our consolidated assets as of June 30, 2013 and December 31, 2012 include total assets of: $61,614 and $60,380, respectively, of variable interest entities ("VIEs") that can only be used to settle the obligations of the VIEs. These assets include broadcast licenses and other intangible assets of: $45,870 and $46,604 and program rights of: $2,680 and $2,060 as of June 30, 2013 and December 31, 2012, respectively. Our consolidated liabilities as of June 30, 2013 and December 31, 2012 include $5,999 and $5,440, respectively, of total liabilities of the VIEs for which the VIEs' creditors have no recourse to the Company, including $3,802 and $4,152, respectively, of program obligations. See further description in Note 1 - "Basis of Presentation and Summary of Significant Accounting Policies."

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Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013		Dec. 31, 2012
Current assets:
Cash and cash equivalents	$ 19,799		$ 46,307
Accounts receivable, less allowance for doubtful accounts (2013 - $3,858; 2012 - $3,599)	132,942		126,150
Deferred income tax assets	389
Other current assets	7,355		6,863
Total current assets	160,485		179,320
Property and equipment, net	232,204		241,926
Deferred financing costs	18,064		19,135
Goodwill	202,998		192,079
Broadcast licenses, net	536,515		536,515
Other intangible assets, net	57,371		59,554
Other assets	14,197		12,885
Total assets	1,221,834	[1]	1,241,414	[1]
Current liabilities:
Current portion of long-term debt	14,028		10,756
Accounts payable	16,254		18,955
Income taxes payable	160,284		766
Accrued expenses	58,106		153,246
Deferred income tax liabilities			168,219
Program obligations	8,989		10,770
Total current liabilities	257,661		362,712
Long-term debt, excluding current portion	930,910		879,471
Deferred income tax liabilities	51,750		40,556
Program obligations	4,073		4,281
Other liabilities	40,925		42,716
Total liabilities	1,285,319	[1]	1,329,736	[1]
Commitments and Contingencies (Note 11)
Redeemable noncontrolling interest	13,846		3,242
LIN TV Corp. stockholders' deficit:
Treasury stock, 4,947,659 shares of class A common stock as of June 30, 2013 and December 31, 2012, at cost	(21,984)		(21,984)
Additional paid-in capital	1,136,784		1,129,691
Accumulated deficit	(1,157,816)		(1,164,435)
Accumulated other comprehensive loss	(34,866)		(35,384)
Total stockholders' deficit	(77,331)		(91,564)
Total liabilities, redeemable noncontrolling interest and stockholders' deficit	1,221,834		1,241,414
Class A common stock
LIN TV Corp. stockholders' deficit:
Common stock	316		313
Class B common stock
LIN TV Corp. stockholders' deficit:
Common stock	$ 235		$ 235

[1] Our consolidated assets as of June 30, 2013 and December 31, 2012 include total assets of: $61,614 and $60,380, respectively, of variable interest entities ("VIEs") that can only be used to settle the obligations of the VIEs. These assets include broadcast licenses and other intangible assets of: $45,870 and $46,604 and program rights of: $2,680 and $2,060 as of June 30, 2013 and December 31, 2012, respectively. Our consolidated liabilities as of June 30, 2013 and December 31, 2012 include $5,999 and $5,440, respectively, of total liabilities of the VIEs for which the VIEs' creditors have no recourse to the Company, including $3,802 and $4,152, respectively, of program obligations. See further description in Note 1 - "Basis of Presentation and Summary of Significant Accounting Policies."

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Commitments and Contingencies (Details 2) (USD $)	6 Months Ended		1 Months Ended			0 Months Ended		1 Months Ended									1 Months Ended			0 Months Ended	1 Months Ended			1 Months Ended			0 Months Ended
	Jun. 30, 2013	Jun. 30, 2013 LIN Television Corporation	Feb. 28, 2013 LIN Television Corporation Incremental term loans, net of discount Senior Secured Credit Facility	Feb. 12, 2013 Joint venture	Dec. 31, 2012 Joint venture	Feb. 12, 2013 Joint venture NBCUniversal item	Dec. 31, 2012 Joint venture NBCUniversal	Feb. 28, 2013 Joint venture LIN Television Corporation	Feb. 12, 2013 Joint venture LIN Television Corporation	Dec. 31, 2012 Joint venture LIN Television Corporation	Jun. 30, 2013 GECC Note Joint venture	Jun. 30, 2013 GECC Note Joint venture LIN Television Corporation	Jun. 30, 2013 GECC Note Joint venture Period until March 1, 2013	Jun. 30, 2013 GECC Note Joint venture Period until March 1, 2013 LIN Television Corporation	Jun. 30, 2013 GECC Note Joint venture Period after March 1, 2013	Jun. 30, 2013 GECC Note Joint venture Period after March 1, 2013 LIN Television Corporation	Feb. 28, 2013 Sale Transaction Joint venture	Jun. 30, 2013 Sale Transaction Joint venture	Jul. 30, 2013 Sale Transaction Joint venture Forecast Subsequent event	Feb. 12, 2013 Sale Transaction Joint venture LIN Television Corporation	Feb. 28, 2013 Sale Transaction Joint venture LIN Television Corporation	Jun. 30, 2013 Sale Transaction Joint venture LIN Television Corporation	Dec. 31, 2012 Sale Transaction Joint venture LIN Television Corporation	Feb. 28, 2013 Sale Transaction Joint venture LIN Television Corporation Senior Secured Credit Facility	Feb. 28, 2013 Sale Transaction Joint venture LIN Television Corporation Incremental term loans, net of discount Senior Secured Credit Facility	Jul. 30, 2013 Sale Transaction Joint venture LIN Television Corporation Forecast Subsequent event	Feb. 12, 2013 Sale Transaction Joint venture LIN Television of Texas	Jul. 30, 2013 Merger Forecast Subsequent event	Jul. 30, 2013 Merger LIN Television Corporation Forecast Subsequent event
Commitment and Contingencies
Debt financing provided by GECC											$ 815,500,000	$ 815,500,000
Interest rate (as a percent)													8.00%	8.00%	9.00%	9.00%
Ownership interest percentage					20.38%					20.38%																	20.38%
Equity interest held by NBCUniversal (as a percent)							79.62%																				79.62%
Voting interest (as a percent)				50.00%		50.00%			50.00%
Number of television stations operated						2
Capital contribution in exchange of equity interest sold	100,000,000	100,000,000						100,000,000												100,000,000
Ownership interest sold (as a percent)																											20.38%
Proceeds from sale of equity interest																											1.00
Accrued liability to secure the release of the guarantee and the related income tax consequences																							100,000,000
Additional borrowings			60,000,000																						60,000,000
Amount of cash on hand and borrowings under the revolving credit facility utilized to fund the payment																	40,000,000				40,000,000			40,000,000
Short-term deferred Federal and State tax liability associated with sale transaction																		163,000,000	115,000,000			163,000,000				115,000,000
Tax saving due to setting offsetting of realized capital loss and net operating losses with the capital gain																												115,000,000	115,000,000
Ownership interest (as a percent)		100.00%
Capital loss resulting from difference between tax basis and fair value of subsidiary stock																												$ 316,000,000

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Subsequent Events - LIN Television

6 Months Ended

Jun. 30, 2013

Subsequent Events

Note 13 — Subsequent Events

On July 30, 2013, the shareholders of LIN TV approved the Merger and pursuant to the Merger Agreement, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity. The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock as of the close Merger, LIN TV realized a capital loss of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of this stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and as a result, we expect to realize tax savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction.

LIN Television Corporation

Subsequent Events

Note 13 — Subsequent Events

On July 30, 2013, the shareholders of LIN TV approved the Merger and pursuant to the Merger Agreement, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity. The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock as of the close Merger, LIN TV realized a capital loss of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of this stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and as a result, we expect to realize tax savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction.

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Restructuring - LIN Television

6 Months Ended

Jun. 30, 2013

Restructuring

Note 9 — Restructuring

During the three and six months ended June 30, 2013, we recorded a restructuring charge of $0.4 million and $2.5 million, respectively, for severance and related costs as a result of the integration of the television stations acquired during 2012.  During the three and six months ended June 30, 2013, we made cash payments of $1.7 million and $2.3 million, respectively, related to these restructuring actions.  We expect to make cash payments of approximately $0.1 million during the remainder of 2013 related to these restructuring activities.

Also, during the year ended December 31, 2012, we recorded a restructuring charge of $2.4 million as a result of the consolidation of certain activities at our stations.  During the six months ended June 30, 2013, we made cash payments of $0.8 million related to these restructuring actions.  We do not expect to make significant cash payments during the remainder of the year with respect to such transactions, as the majority of the restructuring activities are complete as of the date of this report.

	Severance and Related
Balance as of December 31, 2012	$	717
Charges	2,523
Payments	(3,107		)
Balance as of June 30, 2013	$	133

LIN Television Corporation

Restructuring

Note 9 — Restructuring

During the three and six months ended June 30, 2013, we recorded a restructuring charge of $0.4 million and $2.5 million, respectively, for severance and related costs as a result of the integration of the television stations acquired during 2012.  During the three and six months ended June 30, 2013, we made cash payments of $1.7 million and $2.3 million, respectively, related to these restructuring actions.  We expect to make cash payments of approximately $0.1 million during the remainder of 2013 related to these restructuring activities.

Also, during the year ended December 31, 2012, we recorded a restructuring charge of $2.4 million as a result of the consolidation of certain activities at our stations.  During the six months ended June 30, 2013, we made cash payments of $0.8 million related to these restructuring actions.  We do not expect to make significant cash payments during the remainder of the year with respect to such transactions, as the majority of the restructuring activities are complete as of the date of this report.

	Severance and Related
Balance as of December 31, 2012	$	717
Charges	2,523
Payments	(3,107		)
Balance as of June 30, 2013	$	133

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Intangible Assets (Tables)

6 Months Ended

Jun. 30, 2013

Intangible Assets

Schedule of the change in the carrying amount of goodwill

The change in the carrying amount of goodwill during the six months ended June 30, 2013 was as follows (in thousands):

	Goodwill
Balance as of December 31, 2012	$	192,079
Acquisitions	10,919
Balance as of June 30, 2013	$	202,998

Summary of the carrying amount of each major class of intangible assets

The following table summarizes the carrying amounts of intangible assets (in thousands):

	June 30, 2013					December 31, 2012
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Broadcast licenses	$	536,515	$	—		$	536,515	$	—
Intangible assets subject to amortization (1)	85,950		(28,579		)	75,625		(16,071		)
Total	$	622,465	$	(28,579	)	$	612,140	$	(16,071	)

(1) Intangible assets subject to amortization are amortized on a straight line basis and primarily include network affiliations, acquired customer relationships, completed technology, brand names, non-compete agreements, internal-use software, favorable operating leases, and retransmission consent agreements.

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Subsequent Events

6 Months Ended

Jun. 30, 2013

Subsequent Events

Subsequent Events

Note 13 — Subsequent Events

On July 30, 2013, the shareholders of LIN TV approved the Merger and pursuant to the Merger Agreement, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity. The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock as of the close Merger, LIN TV realized a capital loss of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of this stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and as a result, we expect to realize tax savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction.

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Commitments and Contingencies - LIN Television (Details 2) (USD $)	6 Months Ended						1 Months Ended			0 Months Ended	6 Months Ended	1 Months Ended							0 Months Ended	1 Months Ended			1 Months Ended			0 Months Ended			0 Months Ended
	Jun. 30, 2013	Feb. 12, 2013 Joint venture	Dec. 31, 2012 Joint venture	Jun. 30, 2013 GECC Note Joint venture	Jun. 30, 2013 GECC Note Joint venture Period until March 1, 2013	Jun. 30, 2013 GECC Note Joint venture Period after March 1, 2013	Feb. 28, 2013 Sale Transaction Joint venture	Jun. 30, 2013 Sale Transaction Joint venture	Jul. 30, 2013 Sale Transaction Joint venture Forecast Subsequent event	Jul. 30, 2013 Merger Forecast Subsequent event	Jun. 30, 2013 LIN Television Corporation	Feb. 28, 2013 LIN Television Corporation Incremental term loans, net of discount Senior Secured Credit Facility	Feb. 28, 2013 LIN Television Corporation Joint venture	Feb. 12, 2013 LIN Television Corporation Joint venture	Dec. 31, 2012 LIN Television Corporation Joint venture	Jun. 30, 2013 LIN Television Corporation GECC Note Joint venture	Jun. 30, 2013 LIN Television Corporation GECC Note Joint venture Period until March 1, 2013	Jun. 30, 2013 LIN Television Corporation GECC Note Joint venture Period after March 1, 2013	Feb. 12, 2013 LIN Television Corporation Sale Transaction Joint venture	Feb. 28, 2013 LIN Television Corporation Sale Transaction Joint venture	Jun. 30, 2013 LIN Television Corporation Sale Transaction Joint venture	Dec. 31, 2012 LIN Television Corporation Sale Transaction Joint venture	Feb. 28, 2013 LIN Television Corporation Sale Transaction Joint venture Senior Secured Credit Facility	Feb. 28, 2013 LIN Television Corporation Sale Transaction Joint venture Incremental term loans, net of discount Senior Secured Credit Facility	Jul. 30, 2013 LIN Television Corporation Sale Transaction Joint venture Forecast Subsequent event	Jul. 30, 2013 LIN Television Corporation Merger Forecast Subsequent event	Feb. 12, 2013 NBCUniversal Joint venture item	Dec. 31, 2012 NBCUniversal Joint venture	Feb. 12, 2013 LIN Television of Texas Sale Transaction Joint venture
Statement
Debt financing provided by GECC				$ 815,500,000												$ 815,500,000
Interest rate (as a percent)					8.00%	9.00%											8.00%	9.00%
Ownership interest percentage			20.38%												20.38%														20.38%
Equity interest held by NBCUniversal (as a percent)																												79.62%	79.62%
Voting interest (as a percent)		50.00%												50.00%													50.00%
Number of television stations operated																											2
Capital contribution in exchange of equity interest sold	100,000,000										100,000,000		100,000,000						100,000,000
Ownership interest sold (as a percent)																													20.38%
Proceeds from sale of equity interest																													1.00
Accrued liability to secure the release of the guarantee and the related income tax consequences																						100,000,000
Additional borrowings												60,000,000												60,000,000
Amount of cash on hand and borrowings under the revolving credit facility utilized to fund the payment							40,000,000													40,000,000			40,000,000
Short-term deferred Federal and State tax liability associated with sale transaction								163,000,000	115,000,000												163,000,000				115,000,000
Tax saving due to setting offsetting of realized capital loss and net operating losses with the capital gain										115,000,000																115,000,000
Ownership interest (as a percent)											100.00%
Capital loss resulting from difference between tax basis and fair value of subsidiary stock										$ 316,000,000

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Intangible Assets (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Intangible Assets
Goodwill	$ 202,998	$ 192,079
Change in the carrying amount of goodwill
Balance at the beginning of the period	192,079
Acquisitions	10,919
Balance at the end of the period	202,998
Summary of the carrying amounts of intangible assets
Broadcast licenses	536,515	536,515
Intangible assets subject to amortization	85,950	75,625
Total intangible assets - gross carrying amount	622,465	612,140
Accumulated amortization	$ (28,579)	$ (16,071)

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Commitments and Contingencies - LIN Television

6 Months Ended

Jun. 30, 2013

Commitments and Contingencies

Note 11 — Commitments and Contingencies

We lease land, buildings, vehicles and equipment pursuant to non-cancelable operating lease agreements and we contract for general services pursuant to non-cancelable operating agreements that expire at various dates through 2036. In addition, we have entered into commitments for future syndicated entertainment and sports programming. Future payments for these non-cancelable operating leases and agreements, and future payments associated with syndicated television programs as of June 30, 2013 are as follows (in thousands):

Commitments

Year	Operating Leases and Agreements		Syndicated Television Programming			Total
2013	$	36,222	$	30,372		$	66,594
2014	35,451		20,709			56,160
2015	28,480		9,266			37,746
2016	13,585		5,503			19,088
2017	11,681		2,498			14,179
Thereafter	10,356		367			10,723
Total obligations	135,775		68,715			204,490
Less recorded contracts	—		(22,905		)	(22,905		)
Future contracts	$	135,775	$	45,810		$	181,585

Contingencies

GECC Guarantee and the Merger

GECC provided secured debt financing for the joint venture between NBCUniversal and us, in the form of an $815.5 million non-amortizing senior secured note due 2023 bearing interest at an initial rate of 8% per annum until March 1, 2013 and 9% per annum thereafter. The GECC Note was an obligation of the joint venture. As of December 31, 2012, we had a 20.38% equity interest in the joint venture and NBCUniversal had the remaining 79.62% equity interest, in which we and NBCUniversal each had a 50% voting interest. NBCUniversal operated two television stations, KXAS-TV, an NBC affiliate in Dallas, and KNSD-TV, an NBC affiliate in San Diego, pursuant to a management agreement. LIN TV had previously guaranteed the payment of principal and interest on the GECC Note.

On February 12, 2013, we, along with our wholly-owned subsidiaries, LIN Television and LIN Texas, entered into, and simultaneously closed the transactions contemplated by the Transaction Agreement with subsidiaries of NBCUniversal, the GE Parties, Comcast, and SVH. The Transaction Agreement effected a series of transactions whereby in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations relating to the shortfall funding agreements.  Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. The Transaction Agreement contains certain indemnifications and obligations with respect to representations and warranties; however, we do not anticipate that such obligations will result in any material liability to the Company.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012, because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million Incremental Facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss (“NOL”) carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the Merger described below.

On February 12, 2013, we also announced that LIN TV entered into the Merger Agreement with LIN LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV. On July 30, 2013, the shareholders of LIN TV approved the Merger and pursuant to the Merger Agreement, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity. The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock as of the close Merger, LIN TV realized a capital loss of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of this stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and as a result, we expect to realize tax savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Litigation

We are involved in various claims and lawsuits that are generally incidental to our business. We are vigorously contesting all of these matters. The outcome of any current or future litigation cannot be accurately predicted. We record accruals for such contingencies to the extent that we conclude it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. No estimate of the possible loss or range of loss can be made at this time because the inherently unpredictable nature of legal proceedings may be exacerbated by various factors, including: (i) the damages sought in the proceedings are unsubstantiated or indeterminate; (ii) discovery is not complete; (iii) the proceeding is in its early stages; (iv) the matters present legal uncertainties; (v) there are significant facts in dispute; or (vi) there is a wide range of potential outcomes. Although the outcome of these and other legal proceedings cannot be predicted, we believe that their ultimate resolution will not have a material adverse effect on us.

LIN Television Corporation

Commitments and Contingencies

Note 11 — Commitments and Contingencies

We lease land, buildings, vehicles and equipment pursuant to non-cancelable operating lease agreements and we contract for general services pursuant to non-cancelable operating agreements that expire at various dates through 2036. In addition, we have entered into commitments for future syndicated entertainment and sports programming. Future payments for these non-cancelable operating leases and agreements, and future payments associated with syndicated television programs as of June 30, 2013 are as follows (in thousands):

Commitments

Year	Operating Leases and Agreements		Syndicated Television Programming			Total
2013	$	36,222	$	30,372		$	66,594
2014	35,451		20,709			56,160
2015	28,480		9,266			37,746
2016	13,585		5,503			19,088
2017	11,681		2,498			14,179
Thereafter	10,356		367			10,723
Total obligations	135,775		68,715			204,490
Less recorded contracts	—		(22,905		)	(22,905		)
Future contracts	$	135,775	$	45,810		$	181,585

Contingencies

GECC Guarantee and the Merger

GECC provided secured debt financing for the joint venture between NBCUniversal and us, in the form of an $815.5 million non-amortizing senior secured note due 2023 bearing interest at an initial rate of 8% per annum until March 1, 2013 and 9% per annum thereafter. The GECC Note was an obligation of the joint venture. As of December 31, 2012, we had a 20.38% equity interest in the joint venture and NBCUniversal had the remaining 79.62% equity interest, in which we and NBCUniversal each had a 50% voting interest. NBCUniversal operated two television stations, KXAS-TV, an NBC affiliate in Dallas, and KNSD-TV, an NBC affiliate in San Diego, pursuant to a management agreement. LIN TV had previously guaranteed the payment of principal and interest on the GECC Note.

On February 12, 2013, we, along with our wholly-owned subsidiary, LIN Texas, entered into, and simultaneously closed the transactions contemplated by the Transaction Agreement with subsidiaries of NBCUniversal, the GE Parties, Comcast, and SVH. The Transaction Agreement effected a series of transactions whereby in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations relating to the shortfall funding agreements.  Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. The Transaction Agreement contains certain indemnifications and obligations with respect to representations and warranties; however, we do not anticipate that such obligations will result in any material liability to the Company.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012, because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million Incremental Facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss (“NOL”) carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the Merger described below.

On February 12, 2013, we also announced that LIN TV entered into the Merger Agreement with LIN LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV. On July 30, 2013, the shareholders of LIN TV approved the Merger and pursuant to the Merger Agreement, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity. The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock as of the close Merger, LIN TV realized a capital loss of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of this stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and as a result, we expect to realize tax savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Litigation

We are involved in various claims and lawsuits that are generally incidental to our business. We are vigorously contesting all of these matters. The outcome of any current or future litigation cannot be accurately predicted. We record accruals for such contingencies to the extent that we conclude it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. No estimate of the possible loss or range of loss can be made at this time because the inherently unpredictable nature of legal proceedings may be exacerbated by various factors, including: (i) the damages sought in the proceedings are unsubstantiated or indeterminate; (ii) discovery is not complete; (iii) the proceeding is in its early stages; (iv) the matters present legal uncertainties; (v) there are significant facts in dispute; or (vi) there is a wide range of potential outcomes. Although the outcome of these and other legal proceedings cannot be predicted, we believe that their ultimate resolution will not have a material adverse effect on us.

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Condensed Consolidating Financial Statements (Details) (USD $) In Thousands, unless otherwise specified							6 Months Ended
	Jun. 30, 2013		Dec. 31, 2012		Jun. 30, 2012	Dec. 31, 2011	Jun. 30, 2013 LIN TV Corp.	Dec. 31, 2012 LIN TV Corp.	Jun. 30, 2013 LIN Television Corporation	Dec. 31, 2012 LIN Television Corporation	Jun. 30, 2012 LIN Television Corporation	Dec. 31, 2011 LIN Television Corporation	Jun. 30, 2013 LIN Television Corporation 8.375% Senior Notes	Jun. 30, 2013 LIN Television Corporation 6.375% Senior Notes	Jun. 30, 2013 Guarantor Subsidiaries	Dec. 31, 2012 Guarantor Subsidiaries	Jun. 30, 2012 Guarantor Subsidiaries	Dec. 31, 2011 Guarantor Subsidiaries	Jun. 30, 2013 Non-Guarantor Subsidiaries	Dec. 31, 2012 Non-Guarantor Subsidiaries	Jun. 30, 2012 Non-Guarantor Subsidiaries	Dec. 31, 2011 Non-Guarantor Subsidiaries	Jun. 30, 2013 Consolidating/Eliminating Adjustments	Dec. 31, 2012 Consolidating/Eliminating Adjustments
Condensed consolidating financial statements
Percentage of ownership in subsidiaries							100.00%
Interest rate (as a percent)													8.375%	6.375%
Current assets:
Cash and cash equivalents	$ 19,799		$ 46,307		$ 9,038	$ 18,057			$ 17,962	$ 44,625	$ 8,123	$ 16,571			$ 472	$ 573	$ 657	$ 653	$ 1,365	$ 1,109	$ 258	$ 833
Accounts receivable, net	132,942		126,150						84,014	87,103					31,979	31,144			16,949	7,903
Income taxes receivable									2,550														(2,550)
Deferred income tax assets	389									67,412					678				92	97			(381)	(67,509)
Other current assets	7,355		6,863						4,709	4,850					868	554			1,778	1,459
Total current assets	160,485		179,320						109,235	203,990					33,997	32,271			20,184	10,568			(2,931)	(67,509)
Property and equipment, net	232,204		241,926						189,748	197,560					37,484	39,534			4,972	4,832
Deferred financing costs	18,064		19,135						17,961	19,020									103	115
Goodwill	202,998		192,079						169,057	169,057					18,518	18,518			15,423	4,504
Broadcast licenses, net	536,515		536,515												493,814	493,814			42,701	42,701
Other intangible assets, net	57,371		59,554						39,994	48,897					2,307	2,775			15,070	7,882
Advances to consolidated subsidiaries									5,503	6,746					1,171,482	1,345,971							(1,176,985)	(1,352,717)
Investment in consolidated subsidiaries									1,576,282	1,554,903													(1,576,282)	(1,554,903)
Other assets	14,197		12,885						54,366	53,987					2,721	2,552			1,553	1,626			(44,443)	(45,280)
Total assets	1,221,834	[1]	1,241,414	[1]					2,162,146	2,254,160					1,760,323	1,935,435			100,006	72,228			(2,800,641)	(3,020,409)
Current liabilities:
Current portion of long-term debt	14,028		10,756						12,802	9,243									1,226	1,513
Accounts payable	16,254		18,955						8,603	14,335					4,570	3,385			3,081	1,235
Income taxes payable	160,284		766							372					162,795	394			39				(2,550)
Accrued expenses	58,106		153,246						49,256	37,020					6,767	115,605			2,083	621
Deferred income tax liabilities			168,219						381							235,728							(381)	(67,509)
Program obligations	8,989		10,770						5,872	7,479					1,113	1,106			2,004	2,185
Total current liabilities	257,661		362,712						76,914	68,449					175,245	356,218			8,433	5,554			(2,931)	(67,509)
Long-term debt, excluding current portion	930,910		879,471						927,243	875,512									3,667	3,959
Deferred income tax liabilities	51,750		40,556						20,960	10,910					29,504	29,000			1,286	646
Program obligations	4,073		4,281						2,008	2,222					267	92			1,798	1,967
Intercompany liabilities									1,171,482	1,345,971					1,006	3,842			4,497	2,904			(1,176,985)	(1,352,717)
Accumulated losses in excess of investment in consolidated subsidiaries							77,331	91,564															(77,331)	(91,564)
Other liabilities	40,925		42,716						40,870	42,660					55	56			44,443	45,280			(44,443)	(45,280)
Total liabilities	1,285,319	[1]	1,329,736	[1]			77,331	91,564	2,239,477	2,345,724					206,077	389,208			64,124	60,310			(1,301,690)	(1,557,070)
Redeemable noncontrolling interest	13,846		3,242																13,846	3,242
Total stockholders' deficit	(77,331)		(91,564)				(77,331)	(91,564)	(77,331)	(91,564)					1,554,246	1,546,227			22,036	8,676			(1,498,951)	(1,463,339)
Total liabilities, redeemable noncontrolling interest and stockholders' deficit	$ 1,221,834		$ 1,241,414						$ 2,162,146	$ 2,254,160					$ 1,760,323	$ 1,935,435			$ 100,006	$ 72,228			$ (2,800,641)	$ (3,020,409)

[1] Our consolidated assets as of June 30, 2013 and December 31, 2012 include total assets of: $61,614 and $60,380, respectively, of variable interest entities ("VIEs") that can only be used to settle the obligations of the VIEs. These assets include broadcast licenses and other intangible assets of: $45,870 and $46,604 and program rights of: $2,680 and $2,060 as of June 30, 2013 and December 31, 2012, respectively. Our consolidated liabilities as of June 30, 2013 and December 31, 2012 include $5,999 and $5,440, respectively, of total liabilities of the VIEs for which the VIEs' creditors have no recourse to the Company, including $3,802 and $4,152, respectively, of program obligations. See further description in Note 1 - "Basis of Presentation and Summary of Significant Accounting Policies."

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Consolidated Statement of Stockholders' Deficit (Parenthetical) - LIN Television (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Pension net gain (losses), tax	$ 169	$ 170	$ 338	$ 340
LIN Television Corporation
Pension net gain (losses), tax	$ 169	$ 170	$ 338	$ 340

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Basis of Presentation and Summary of Significant Accounting Policies (Details 4) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Denominator for EPS calculation:
Weighted-average common shares, basic	52,278	55,174	52,095	55,680
Effect of dilutive securities:
Stock options (in shares)	3,317	1,126	3,311	1,279
Weighted-average common shares, diluted (in shares)	55,595	56,300	55,406	56,959

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Condensed Consolidating Financial Statements (Tables)

6 Months Ended

Jun. 30, 2013

Condensed Consolidating Financial Statements

Schedule of Condensed Consolidating Balance Sheet

Condensed Consolidating Balance Sheet

As of June 30, 2013

(in thousands)

	LIN TV Corp.			LIN Television Corporation			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	17,962		$	472	$	1,365	$	—		$	19,799
Accounts receivable, net	—			84,014			31,979		16,949		—			132,942
Income taxes receivable	—			2,550			—		—		(2,550		)	—
Deferred income tax assets	—			—			678		92		(381		)	389
Other current assets	—			4,709			868		1,778		—			7,355
Total current assets	—			109,235			33,997		20,184		(2,931		)	160,485
Property and equipment, net	—			189,748			37,484		4,972		—			232,204
Deferred financing costs	—			17,961			—		103		—			18,064
Goodwill	—			169,057			18,518		15,423		—			202,998
Broadcast licenses, net	—			—			493,814		42,701		—			536,515
Other intangible assets, net	—			39,994			2,307		15,070		—			57,371
Advances to consolidated subsidiaries	—			5,503			1,171,482		—		(1,176,985		)	—
Investment in consolidated subsidiaries	—			1,576,282			—		—		(1,576,282		)	—
Other assets	—			54,366			2,721		1,553		(44,443		)	14,197
Total assets	$	—		$	2,162,146		$	1,760,323	$	100,006	$	(2,800,641	)	$	1,221,834
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Current portion of long-term debt	$	—		$	12,802		$	—	$	1,226	$	—		$	14,028
Accounts payable	—			8,603			4,570		3,081		—			16,254
Income taxes payable	—			—			162,795		39		(2,550		)	160,284
Accrued expenses	—			49,256			6,767		2,083		—			58,106
Deferred income tax liabilities	—			381			—		—		(381		)	—
Program obligations	—			5,872			1,113		2,004		—			8,989
Total current liabilities	—			76,914			175,245		8,433		(2,931		)	257,661
Long-term debt, excluding current portion	—			927,243			—		3,667		—			930,910
Deferred income tax liabilities	—			20,960			29,504		1,286		—			51,750
Program obligations	—			2,008			267		1,798		—			4,073
Intercompany liabilities	—			1,171,482			1,006		4,497		(1,176,985		)	—
Accumulated losses in excess of investment in consolidated subsidiaries	77,331			—			—		—		(77,331		)	—
Other liabilities	—			40,870			55		44,443		(44,443		)	40,925
Total liabilities	77,331			2,239,477			206,077		64,124		(1,301,690		)	1,285,319
Redeemable noncontrolling interest	—			—			—		13,846		—			13,846
Total stockholders’ (deficit) equity	(77,331		)	(77,331		)	1,554,246		22,036		(1,498,951		)	(77,331		)
Total liabilities, redeemable noncontrolling interest and stockholders’ (deficit) equity	$	—		$	2,162,146		$	1,760,323	$	100,006	$	(2,800,641	)	$	1,221,834

Condensed Consolidating Balance Sheet

As of December 31, 2012

(in thousands)

	LIN TV Corp.			LIN Television Corporation			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	44,625		$	573	$	1,109	$	—		$	46,307
Accounts receivable, net	—			87,103			31,144		7,903		—			126,150
Deferred income tax assets	—			67,412			—		97		(67,509		)	—
Other current assets	—			4,850			554		1,459		—			6,863
Total current assets	—			203,990			32,271		10,568		(67,509		)	179,320
Property and equipment, net	—			197,560			39,534		4,832		—			241,926
Deferred financing costs	—			19,020			—		115		—			19,135
Goodwill	—			169,057			18,518		4,504		—			192,079
Broadcast licenses, net	—			—			493,814		42,701		—			536,515
Other intangible assets, net	—			48,897			2,775		7,882		—			59,554
Advances to consolidated subsidiaries	—			6,746			1,345,971		—		(1,352,717		)	—
Investment in consolidated subsidiaries	—			1,554,903			—		—		(1,554,903		)	—
Other assets	—			53,987			2,552		1,626		(45,280		)	12,885
Total assets	$	—		$	2,254,160		$	1,935,435	$	72,228	$	(3,020,409	)	$	1,241,414
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Current portion of long-term debt	$	—		$	9,243		$	—	$	1,513	$	—		$	10,756
Accounts payable	—			14,335			3,385		1,235		—			18,955
Income taxes payable	—			372			394		—		—			766
Accrued expenses	—			37,020			115,605		621		—			153,246
Deferred income tax liabilities	—			—			235,728		—		(67,509		)	168,219
Program obligations	—			7,479			1,106		2,185		—			10,770
Total current liabilities	—			68,449			356,218		5,554		(67,509		)	362,712
Long-term debt, excluding current portion	—			875,512			—		3,959		—			879,471
Deferred income tax liabilities	—			10,910			29,000		646		—			40,556
Program obligations	—			2,222			92		1,967		—			4,281
Intercompany liabilities	—			1,345,971			3,842		2,904		(1,352,717		)	—
Accumulated losses in excess of investment in consolidated subsidiaries	91,564			—			—		—		(91,564		)	—
Other liabilities	—			42,660			56		45,280		(45,280		)	42,716
Total liabilities	91,564			2,345,724			389,208		60,310		(1,557,070		)	1,329,736
Redeemable noncontrolling interest	—			—			—		3,242		—			3,242
Total stockholders’ (deficit) equity	(91,564		)	(91,564		)	1,546,227		8,676		(1,463,339		)	(91,564		)
Total liabilities, redeemable noncontrolling interest and stockholders’ (deficit) equity	$	—		$	2,254,160		$	1,935,435	$	72,228	$	(3,020,409	)	$	1,241,414

Schedule of Condensed Consolidating Statement of Operations

Condensed Consolidating Statement of Operations

For the Three Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	106,591		$	46,653		$	14,952		$	(3,850	)	$	164,346
Operating expenses:
Direct operating	—		35,858			19,676			10,255			(2,166		)	63,623
Selling, general and administrative	—		27,356			9,434			3,419			(169		)	40,040
Amortization of program rights	—		5,532			1,409			211			—			7,152
Corporate	—		9,094			—			—			—			9,094
Depreciation	—		9,154			1,803			363			—			11,320
Amortization of intangible assets	—		4,443			234			1,046			—			5,723
Restructuring	—		391			—			—			—			391
Loss from asset dispositions	—		94			(7		)	—			—			87
Operating income (loss)	—		14,669			14,104			(342		)	(1,515		)	26,916
Other expense (income):
Interest expense, net	—		14,164			—			110			154			14,428
Share of loss in equity investments	—		25			—			—			—			25
Gain on derivative instruments	—		—			—			—			—			—
Loss on extinguishment of debt	—		—			—			—			—			—
Intercompany fees and expenses	—		8,225			(8,225		)	—			—			—
Other, net	—		84			—			—			—			84
Total other expense (income), net	—		22,498			(8,225		)	110			154			14,537
(Loss) income from continuing operations before taxes and equity in (loss) income from operations of consolidated subsidiaries	—		(7,829		)	22,329			(452		)	(1,669		)	12,379
(Benefit from) provision for income taxes	—		(3,473		)	8,932			(249		)	—			5,210
Net (loss) income from continuing operations	—		(4,356		)	13,397			(203		)	(1,669		)	7,169
Equity in income (loss) from operations of consolidated subsidiaries	7,475		11,831			—			—			(19,306		)	—
Net income (loss)	7,475		7,475			13,397			(203		)	(20,975		)	7,169
Net loss attributable to noncontrolling interests	—		—			—			(306		)	—			(306		)
Net income (loss) attributable to LIN TV Corp.	$	7,475	$	7,475		$	13,397		$	103		$	(20,975	)	$	7,475

Condensed Consolidating Statement of Operations

For the Six Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	204,239		$	85,637		$	21,383		$	(5,921	)	$	305,338
Operating expenses:
Direct operating	—		71,208			36,913			13,293			(3,223		)	118,191
Selling, general and administrative	—		53,388			19,223			4,990			(263		)	77,338
Amortization of program rights	—		11,014			2,899			1,024			—			14,937
Corporate	—		19,365			—			—			—			19,365
Depreciation	—		18,669			3,632			657			—			22,958
Amortization of intangible assets	—		8,904			467			1,781			—			11,152
Restructuring	—		2,523			—			—			—			2,523
Loss (gain) from asset dispositions	—		201			(19		)	—			—			182
Operating income (loss)	—		18,967			22,522			(362		)	(2,435		)	38,692
Other expense (income):
Interest expense, net	—		27,978			—			218			103			28,299
Share of loss in equity investments			25												25
Intercompany fees and expenses	—		16,600			(16,600		)	—			—			—
Other, net	—		60			—			—			—			60
Total other expense (income), net	—		44,663			(16,600		)	218			103			28,384
(Loss) income from continuing operations before taxes and equity in (loss) income from operations of consolidated subsidiaries	—		(25,696		)	39,122			(580		)	(2,538		)	10,308
(Benefit from) provision for income taxes	—		(10,936		)	15,649			(554		)	—			4,159
Net (loss) income from continuing operations	—		(14,760		)	23,473			(26		)	(2,538		)	6,149
Equity in (loss) income from operations of consolidated subsidiaries	6,619		21,379			—			—			(27,998		)	—
Net income (loss)	6,619		6,619			23,473			(26		)	(30,536		)	6,149
Net loss attributable to noncontrolling interests	—		—			—			(470		)	—			(470		)
Net income (loss) attributable to LIN TV Corp.	$	6,619	$	6,619		$	23,473		$	444		$	(30,536	)	$	6,619

Condensed Consolidating Statement of Operations

For the Three Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	77,075		$	42,970		$	1,905		$	(934	)	$	121,016
Operating expenses:
Direct operating	—		21,439			15,364			1,186			(744		)	37,245
Selling, general and administrative	—		18,378			9,360			484			(179		)	28,043
Amortization of program rights	—		3,892			1,315			174			—			5,381
Corporate	—		7,699			520			—			—			8,219
Depreciation	—		4,697			1,889			65			—			6,651
Amortization of intangible assets	—		59			235			184			—			478
Loss (gain) from asset dispositions	—		5			(1		)	—			—			4
Operating income	—		20,906			14,288			(188		)	(11		)	34,995
Other expense (income):
Interest expense, net	—		9,259			—			27			(20		)	9,266
Share of loss in equity investments	—		62			—			—			—			62
Loss on extinguishment of debt	—		—			—			—			—			—
Intercompany fees and expenses	—		16,310			(16,310		)	—			—			—
Other, net	—		101			—			—			—			101
Total other expense (income), net	—		25,732			(16,310		)	27			(20		)	9,429
(Loss) income from continuing operations before taxes and equity in income (loss) from operations of consolidated subsidiaries	—		(4,826		)	30,598			(215		)	9			25,566
(Benefit from) provision for income taxes	—		(2,039		)	12,239			(91		)	—			10,109
Net (loss) income from continuing operations	—		(2,787		)	18,359			(124		)	9			15,457
Income (loss) from discontinued operations, net	—		20			(80		)	—			(16		)	(76		)
Gain from sale of discontinued operations, net	—		—			11,678			—			—			11,678
Equity in income (loss) from operations of consolidated subsidiaries	27,118		29,885			—			—			(57,003		)	—
Net income (loss)	27,118		27,118			29,957			(124		)	(57,010		)	27,059
Net loss attributable to noncontrolling interests	—		—			—			(59		)	—			(59		)
Net income (loss) attributable to LIN TV Corp.	$	27,118	$	27,118		$	29,957		$	(65	)	$	(57,010	)	$	27,118

Condensed Consolidating Statement of Operations

For the Six Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net revenues	$	—	$	144,404		$	77,907		$	3,602		$	(1,697	)	$	224,216
Operating expenses:
Direct operating	—		42,602			28,756			2,546			(1,502		)	72,402
Selling, general and administrative	—		37,064			18,666			994			(298		)	56,426
Amortization of program rights	—		7,571			2,682			347			—			10,600
Corporate	—		14,035			930			—			—			14,965
Depreciation	—		9,530			3,757			123			—			13,410
Amortization of intangible assets	—		119			468			368			—			955
Loss (gain) from asset dispositions	—		4			(1		)	—			—			3
Operating income	—		33,479			22,649			(776		)	103			55,455
Other expense (income):
Interest expense, net	—		19,623			—			42			(29		)	19,636
Share of loss in equity investments	—		153			—			—			—			153
Loss on extinguishment of debt	—		2,099			—			—			—			2,099
Intercompany fees and expenses	—		32,620			(32,620		)	—			—			—
Other, net	—		87			1			—			—			88
Total other expense (income), net	—		54,582			(32,619		)	42			(29		)	21,976
(Loss) income from continuing operations before taxes and equity in income (loss) from operations of consolidated subsidiaries	—		(21,103		)	55,268			(818		)	132			33,479
(Benefit from) provision for income taxes	—		(8,864		)	22,107			(336		)	—			12,907
Net (loss) income from continuing operations	—		(12,239		)	33,161			(482		)	132			20,572
Loss from discontinued operations, net	—		(251		)	(744		)	—			(23		)	(1,018		)
(Loss) gain on the sale of discontinued operations, net	—		(289		)	11,678			—			—			11,389
Equity in income (loss) from operations of consolidated subsidiaries	31,384		44,163			—			—			(75,547		)	—
Net income (loss)	31,384		31,384			44,095			(482		)	(75,438		)	30,943
Net loss attributable to noncontrolling interests	—		—			—			(441		)	—			(441		)
Net income (loss) attributable to LIN TV Corp.	$	31,384	$	31,384		$	44,095		$	(41	)	$	(75,438	)	$	31,384

Schedule of Condensed Consolidating Statement of Comprehensive (Loss) Income

Condensed Consolidating Statement of Comprehensive Income

For the Three Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	7,475	$	7,475	$	13,397	$	(203	)	$	(20,975	)	$	7,169
Amortization of pension net losses, net of tax of $169	259		259		—		—			(259		)	259
Comprehensive income (loss)	7,734		7,734		13,397		(203		)	(21,234		)	7,428
Comprehensive loss attributable to noncontrolling interest	—		—		—		(306		)	—			(306		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	7,734	$	7,734	$	13,397	$	103		$	(21,234	)	$	7,734

Condensed Consolidating Statement of Comprehensive Income

For the Six Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	6,619	$	6,619	$	23,473	$	(26	)	$	(30,536	)	$	6,149
Amortization of pension net losses, net of tax of $338	518		518		—		—			(518		)	518
Comprehensive income (loss)	7,137		7,137		23,473		(26		)	(31,054		)	6,667
Comprehensive loss attributable to noncontrolling interest	—		—		—		(470		)	—			(470		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	7,137	$	7,137	$	23,473	$	444		$	(31,054	)	$	7,137

Condensed Consolidating Statement of Comprehensive Income

For the Three Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	27,118	$	27,118	$	29,957	$	(124	)	$	(57,010	)	$	27,059
Amortization of pension net losses, net of tax of $170	261		261		—		—			(261		)	261
Comprehensive income (loss)	27,379		27,379		29,957		(124		)	(57,271		)	27,320
Comprehensive loss attributable to noncontrolling interest	—		—		—		(59		)	—			(59		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	27,379	$	27,379	$	29,957	$	(65	)	$	(57,271	)	$	27,379

Condensed Consolidating Statement of Comprehensive Income

For the Six Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
Net income (loss)	$	31,384	$	31,384	$	44,095	$	(482	)	$	(75,438	)	$	30,943
Amortization of pension net losses, net of tax of $340	522		522		—		—			(522		)	522
Comprehensive income (loss)	31,906		31,906		44,095		(482		)	(75,960		)	31,465
Comprehensive loss attributable to noncontrolling interest	—		—		—		(441		)	—			(441		)
Comprehensive income (loss) attributable to LIN TV Corp.	$	31,906	$	31,906	$	44,095	$	(41	)	$	(75,960	)	$	31,906

Schedule of Condensed Consolidating Statement of Cash Flows

Condensed Consolidating Statement of Cash Flows

For the Six Months Ended June 30, 2013

(in thousands)

	LIN TV Corp.	LIN Television Corporation		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Consolidating/ Eliminating Adjustments		LIN TV Corp. Consolidated
OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$—	$47,935		$33,058		$578		$(39,006	)	$42,565
INVESTING ACTIVITIES:
Capital expenditures	—	(11,372	)	(1,569	)	(1,229	)	—		(14,170	)
Payments for business combinations, net of cash acquired	—	(9,824	)	—		—		—		(9,824	)
Proceeds from the sale of assets	—	14		20		—		—		34
Capital contribution to joint venture with NBCUniversal	—	—		(100,000	)	—		—		(100,000	)
Advances on intercompany borrowings	—	(1,600	)	—		—		1,600		—
Payments from intercompany borrowings	—	15,009		122,405		—		(137,414	)	—
Net cash (used in) provided by investing activities	—	(7,773	)	20,856		(1,229	)	(135,814	)	(123,960	)
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	—	1,156		—		—		—		1,156
Proceeds from borrowings on long-term debt	—	96,000		—		—		—		96,000
Principal payments on long-term debt	—	(40,924	)	—		(693	)	—		(41,617	)
Payment of long-term debt issue costs	—	(652	)	—		—		—		(652	)
Payment of dividend	—	—		(39,006	)	—		39,006		—
Proceeds from intercompany borrowings	—	—		—		1,600		(1,600	)	—
Payments on intercompany borrowings	—	(122,405	)	(15,009	)	—		137,414		—
Net cash (used in) provided by financing activities	—	(66,825	)	(54,015	)	907		174,820		54,887
Net (decrease) increase in cash and cash equivalents	—	(26,663	)	(101	)	256		—		(26,508	)
Cash and cash equivalents at the beginning of the period	—	44,625		573		1,109		—		46,307
Cash and cash equivalents at the end of the period	$—	$17,962		$472		$1,365		$—		$19,799

Condensed Consolidating Statement of Cash Flows

For the Six Months Ended June 30, 2012

(in thousands)

	LIN TV Corp.		LIN Television Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating/ Eliminating Adjustments			LIN TV Corp. Consolidated
OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities, continuing operations	$	—	$	55,345		$	(13,103	)	$	(570	)	$	23		$	41,695
Net cash used in operating activities, discontinued operations	—		(471		)	(2,242		)	—			(23		)	(2,736		)
Net cash provided by (used in) operating activities	—		54,874			(15,345		)	(570		)	—			38,959
INVESTING ACTIVITIES:
Capital expenditures	—		(9,195		)	(3,463		)	(1,058		)	—			(13,716		)
Change in restricted cash	—		255,159			—			—			—			255,159
Payments for business combinations, net of cash acquired	—		(33,500		)	—			—			—			(33,500		)
Proceeds from the sale of assets	—		—			1			—			—			1
Shortfall loan to joint venture with NBCUniversal	—		(1,680		)	—			—			—			(1,680		)
Advances on intercompany borrowings	—		(1,200		)	—			—			1,200			—
Payments from intercompany borrowings	—		4,395			—			—			(4,395		)	—
Net cash provided by (used in) investing activities, continuing operations	—		213,979			(3,462		)	(1,058		)	(3,195		)	206,264
Net cash provided by investing activities, discontinued operations	—		6,314			23,206			—			—			29,520
Net cash provided by (used in) investing activities	—		220,293			19,744			(1,058		)	(3,195		)	235,784
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	—		352			—			—			—			352
Proceeds from borrowings on long-term debt	—		20,000			—			—			—			20,000
Principal payments on long-term debt	—		(297,268		)	—			(147		)	—			(297,415		)
Payment of long-term debt issue costs	—		(199		)	—			—			—			(199		)
Treasury stock purchased	—		(6,500		)	—			—			—			(6,500		)
Proceeds from intercompany borrowings	—		—			—			1,200			(1,200		)	—
Payments on intercompany borrowings	—		—			(4,395		)	—			4,395			—
Net cash (used in) provided by financing activities	—		(283,615		)	(4,395		)	1,053			3,195			(283,762		)
Net decrease in cash and cash equivalents	—		(8,448		)	4			(575		)	—			(9,019		)
Cash and cash equivalents at the beginning of the period	—		16,571			653			833			—			18,057
Cash and cash equivalents at the end of the period	$	—	$	8,123		$	657		$	258		$	—		$	9,038

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Basis of Presentation and Summary of Significant Accounting Policies (Details) (USD $)	6 Months Ended		1 Months Ended	0 Months Ended							1 Months Ended		1 Months Ended			0 Months Ended		1 Months Ended			1 Months Ended
	Jun. 30, 2013 item	Jun. 30, 2013 LIN Television item	Feb. 28, 2013 LIN Television Senior Secured Credit Facility Incremental term loans, net of discount	Jul. 30, 2013 Merger Subsequent event Forecast	Jul. 30, 2013 Merger LIN Television Subsequent event Forecast	Feb. 12, 2013 SVO	Dec. 31, 2012 SVO	Feb. 12, 2013 SVO LIN Television	Dec. 31, 2012 SVO LIN Television	Dec. 31, 2012 SVH	Feb. 28, 2013 SVH LIN Television	Dec. 31, 2012 SVH LIN Television	Feb. 28, 2013 SVH Transaction agreement	Jun. 30, 2013 SVH Transaction agreement	Jul. 30, 2013 SVH Transaction agreement Subsequent event Forecast	Feb. 12, 2013 SVH Transaction agreement LIN Television of Texas	Feb. 12, 2013 SVH Transaction agreement LIN Television	Feb. 28, 2013 SVH Transaction agreement LIN Television	Jun. 30, 2013 SVH Transaction agreement LIN Television	Dec. 31, 2012 SVH Transaction agreement LIN Television	Feb. 28, 2013 SVH Transaction agreement LIN Television Senior Secured Credit Facility	Feb. 28, 2013 SVH Transaction agreement LIN Television Senior Secured Credit Facility Incremental term loans, net of discount	Jul. 30, 2013 SVH Transaction agreement LIN Television Subsequent event Forecast	Jun. 30, 2013 SVH GECC Note	Jun. 30, 2013 SVH GECC Note LIN Television
Principles of Consolidation
Number of reportable segments	1	1
Basis of presentation and summary of significant accounting policies
Ownership percentage held by SVH						99.75%	99.75%	99.75%	99.75%	20.38%		20.38%				20.38%
Equity interest held by NBCUniversal (as a percent)																79.62%
Debt financing provided by GECC																								$ 815,500,000	$ 815,500,000
Capital contribution in exchange of equity interest sold	100,000,000	100,000,000									100,000,000						100,000,000
Ownership interest sold (as a percent)																20.38%
Proceeds from sale of equity interest																1.00
Accrued liability to secure the release of the guarantee and the related income tax consequences																				100,000,000
Additional borrowings			60,000,000																			60,000,000
Amount of cash on hand and borrowings under the revolving credit facility utilized to fund the payment													40,000,000					40,000,000			40,000,000
Short-term deferred Federal and State tax liability associated with sale transaction														163,000,000	115,000,000				163,000,000				115,000,000
Amount of short-term deferred Federal and State tax liability associated with sale transaction expected to be extinguished				115,000,000	115,000,000
Tax saving due to setting offsetting of realized capital loss and net operating losses with the capital gain				115,000,000	115,000,000
Ownership interest (as a percent)		100.00%
Capital loss resulting from difference between tax basis and fair value of subsidiary stock				$ 316,000,000

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Discontinued Operations

6 Months Ended

Jun. 30, 2013

Discontinued Operations

Discontinued Operations

Note 3 — Discontinued Operations

WWHO-TV

On February 16, 2012, we completed the sale of substantially all of the assets of WWHO-TV, our CW affiliate serving Columbus, OH, to Manhan Media, Inc.  During the six months ended June 30, 2012, we recorded a loss on the sale of WWHO-TV of $0.4 million ($0.3 million, net of tax).

WUPW-TV

On April 21, 2012, we completed the sale of substantially all of the assets of WUPW-TV to WUPW, LLC. During the three and six months ended June 30, 2012, we recorded a gain on the sale of WUPW-TV of $18 million ($11.7 million, net of tax).

The following presents summarized information for the discontinued operations (in thousands):

	Three Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV		WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	—	$	418		$	418
Operating income (loss)	—		—		—		16		(58		)	(42		)
Net income (loss)	—		—		—		22		(98		)	(76		)

	Six Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV			WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	440		$	2,193		$	2,633
Operating loss	—		—		—		(393		)	(1,166		)	(1,559		)
Net loss	—		—		—		(252		)	(766		)	(1,018		)

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Consolidated Statements of Comprehensive Income - LIN Television (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net income	$ 7,169	$ 27,059	$ 6,149	$ 30,943
Amortization of pension net losses, reclassified, net of tax of $169 and $170 for the three months ended June 30, 2013 and 2012, respectively, and $338 and $340 for the six months ended June 30, 2013 and 2012, respectively	259	261	518	522
Comprehensive income	7,428	27,320	6,667	31,465
Comprehensive loss attributable to noncontrolling interest	(306)	(59)	(470)	(441)
Comprehensive income attributable to LIN TV Corp.	7,734	27,379	7,137	31,906
LIN Television Corporation
Net income	7,169	27,059	6,149	30,943
Amortization of pension net losses, reclassified, net of tax of $169 and $170 for the three months ended June 30, 2013 and 2012, respectively, and $338 and $340 for the six months ended June 30, 2013 and 2012, respectively	259	261	518	522
Comprehensive income	7,428	27,320	6,667	31,465
Comprehensive loss attributable to noncontrolling interest	(306)	(59)	(470)	(441)
Comprehensive income attributable to LIN TV Corp.	$ 7,734	$ 27,379	$ 7,137	$ 31,906

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Commitments and Contingencies - LIN Television (Tables)

6 Months Ended

Jun. 30, 2013

Summary of estimated future cash payments

Future payments for these non-cancelable operating leases and agreements, and future payments associated with syndicated television programs as of June 30, 2013 are as follows (in thousands):

Commitments

Year	Operating Leases and Agreements		Syndicated Television Programming			Total
2013	$	36,222	$	30,372		$	66,594
2014	35,451		20,709			56,160
2015	28,480		9,266			37,746
2016	13,585		5,503			19,088
2017	11,681		2,498			14,179
Thereafter	10,356		367			10,723
Total obligations	135,775		68,715			204,490
Less recorded contracts	—		(22,905		)	(22,905		)
Future contracts	$	135,775	$	45,810		$	181,585

LIN Television Corporation

Summary of estimated future cash payments

Future payments for these non-cancelable operating leases and agreements, and future payments associated with syndicated television programs as of June 30, 2013 are as follows (in thousands):

Commitments

Year	Operating Leases and Agreements		Syndicated Television Programming			Total
2013	$	36,222	$	30,372		$	66,594
2014	35,451		20,709			56,160
2015	28,480		9,266			37,746
2016	13,585		5,503			19,088
2017	11,681		2,498			14,179
Thereafter	10,356		367			10,723
Total obligations	135,775		68,715			204,490
Less recorded contracts	—		(22,905		)	(22,905		)
Future contracts	$	135,775	$	45,810		$	181,585

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Debt (Tables)

6 Months Ended

Jun. 30, 2013

Debt

Schedule of debt

Debt consisted of the following (in thousands)

	June 30,		December 31,
	2013		2012
Senior Secured Credit Facility:
Revolving credit loans	$	—	$	—
$121,875 and $125,000 Term loans, net of discount of $390 and $435 as June 30, 2013 and December 31, 2012, respectively	121,485		124,565
$315,800 and $257,400 Incremental term loans, net of discount of $1,852 and $2,020 as of June 30,2013 and December 31, 2012, respectively	313,948		255,380
83/8% Senior Notes due 2018	200,000		200,000
63/8% Senior Notes due 2021	290,000		290,000
Capital lease obligations	14,757		14,881
Other debt	4,748		5,401
Total debt	944,938		890,227
Less current portion	14,028		10,756
Total long-term debt	$	930,910	$	879,471

Schedule of carrying amounts and fair values of long-term debt

  The carrying amounts and fair values of our long-term debt were as follows (in thousands):

	June 30,		December 31,
	2013		2012
Carrying amount	$	930,181	$	875,346
Fair value	948,519		910,500

LIN Television Corporation

Debt

Schedule of debt

Debt consisted of the following (in thousands)

	June 30,		December 31,
	2013		2012
Senior Secured Credit Facility:
Revolving credit loans	$	—	$	—
$121,875 and $125,000 Term loans, net of discount of $390 and $435 as June 30, 2013 and December 31, 2012, respectively	121,485		124,565
$315,800 and $257,400 Incremental term loans, net of discount of $1,852 and $2,020 as of June 30,2013 and December 31, 2012, respectively	313,948		255,380
83/8% Senior Notes due 2018	200,000		200,000
63/8% Senior Notes due 2021	290,000		290,000
Capital lease obligations	14,757		14,881
Other debt	4,748		5,401
Total debt	944,938		890,227
Less current portion	14,028		10,756
Total long-term debt	$	930,910	$	879,471

Schedule of carrying amounts and fair values of long-term debt

  The carrying amounts and fair values of our long-term debt were as follows (in thousands):

	June 30,		December 31,
	2013		2012
Carrying amount	$	930,181	$	875,346
Fair value	948,519		910,500

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Discontinued Operations (Details) (USD $)	3 Months Ended	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2012
Discontinued Operations
Gain (loss) recorded on sale, net of tax	$ 11,678,000	$ 11,389,000
Net revenues	418,000	2,633,000
Operating income (loss)	(42,000)	(1,559,000)
(Loss) income from discontinued operations, net	(76,000)	(1,018,000)
WWHO-TV
Discontinued Operations
Gain (loss) recorded on sale		(400,000)
Gain (loss) recorded on sale, net of tax		(300,000)
Net revenues		440,000
Operating income (loss)	16,000	(393,000)
(Loss) income from discontinued operations, net	22,000	(252,000)
WUPW-TV
Discontinued Operations
Gain (loss) recorded on sale	18,000,000	18,000,000
Gain (loss) recorded on sale, net of tax	11,700,000	11,700,000
Net revenues	418,000	2,193,000
Operating income (loss)	(58,000)	(1,166,000)
(Loss) income from discontinued operations, net	$ (98,000)	$ (766,000)

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Commitments and Contingencies - LIN Television (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013
Statement
2013	$ 66,594
2014	56,160
2015	37,746
2016	19,088
2017	14,179
Thereafter	10,723
Total obligations	204,490
Less recorded contracts	(22,905)
Future contracts	181,585
Operating Leases and Agreements
Statement
2013	36,222
2014	35,451
2015	28,480
2016	13,585
2017	11,681
Thereafter	10,356
Total obligations	135,775
Future contracts	135,775
Syndicated Television Programming
Statement
2013	30,372
2014	20,709
2015	9,266
2016	5,503
2017	2,498
Thereafter	367
Total obligations	68,715
Less recorded contracts	(22,905)
Future contracts	45,810
LIN Television Corporation
Statement
2013	66,594
2014	56,160
2015	37,746
2016	19,088
2017	14,179
Thereafter	10,723
Total obligations	204,490
Less recorded contracts	(22,905)
Future contracts	181,585
LIN Television Corporation | Operating Leases and Agreements
Statement
2013	36,222
2014	35,451
2015	28,480
2016	13,585
2017	11,681
Thereafter	10,356
Total obligations	135,775
Future contracts	135,775
LIN Television Corporation | Syndicated Television Programming
Statement
2013	30,372
2014	20,709
2015	9,266
2016	5,503
2017	2,498
Thereafter	367
Total obligations	68,715
Less recorded contracts	(22,905)
Future contracts	$ 45,810

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Debt

6 Months Ended

Jun. 30, 2013

Debt

Debt

Note 6 — Debt

We guarantee all of LIN Television’s debt.  All of the consolidated 100% owned subsidiaries of LIN Television fully and unconditionally guarantee LIN Television’s senior secured credit facility, the 83/8% Senior Notes due 2018 (the “83/8% Senior Notes”), and the 63/8% Senior Notes due 2021 (the “63/8% Senior Notes”) on a joint-and-several basis.

Debt consisted of the following (in thousands)

	June 30,		December 31,
	2013		2012
Senior Secured Credit Facility:
Revolving credit loans	$	—	$	—
$121,875 and $125,000 Term loans, net of discount of $390 and $435 as June 30, 2013 and December 31, 2012, respectively	121,485		124,565
$315,800 and $257,400 Incremental term loans, net of discount of $1,852 and $2,020 as of June 30,2013 and December 31, 2012, respectively	313,948		255,380
83/8% Senior Notes due 2018	200,000		200,000
63/8% Senior Notes due 2021	290,000		290,000
Capital lease obligations	14,757		14,881
Other debt	4,748		5,401
Total debt	944,938		890,227
Less current portion	14,028		10,756
Total long-term debt	$	930,910	$	879,471

During the three and six months ended June 30, 2013, we paid $2.4 million and $4.7 million, respectively, of principal on the term loans and incremental term loans related to mandatory quarterly payments under our senior secured credit facility.

In February 2013, pursuant to our existing credit agreement, we issued $60 million of new debt in the form of a tranche B-2 incremental term facility (the “Incremental Facility”).  The Incremental Facility is a five-year term loan facility and is subject to the terms of LIN Television’s existing credit agreement, dated as of October 26, 2011, as amended on December 24, 2012, by and among LIN Television, JP Morgan Chase Bank as Administrative Agent and the banks and other financial institutions party thereto (the “Credit Agreement”).  The proceeds of the Incremental Facility, as well as cash on hand and cash from revolving borrowings under the Credit Agreement, were used to fund the $100 million transferred to SVH by LIN Television pursuant to the JV Sale Transaction.

During the six months ended June 30, 2012, we recorded a loss on extinguishment of debt of $2.1 million to our consolidated statement of operations, consisting of a write-down of deferred financing fees and unamortized discount related to the redemption of our 6 ½% Senior Subordinated Notes and our 6 ½% Senior Subordinated Notes — Class B (“6 ½% Senior Subordinated Notes”).

The fair values of our long-term debt are estimated based on quoted market prices for the same or similar issues (Level 2 inputs of the three-level fair value hierarchy).  The carrying amounts and fair values of our long-term debt were as follows (in thousands):

	June 30,		December 31,
	2013		2012
Carrying amount	$	930,181	$	875,346
Fair value	948,519		910,500

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Basis of Presentation and Summary of Significant Accounting Policies - LIN Television (Details 2) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013		Dec. 31, 2012		Jun. 30, 2012	Dec. 31, 2011
Current assets:
Cash and cash equivalents	$ 19,799		$ 46,307		$ 9,038	$ 18,057
Accounts receivable, net	132,942		126,150
Other assets	7,355		6,863
Total current assets	160,485		179,320
Property and equipment, net	232,204		241,926
Broadcast licenses and other intangible assets, net	536,515		536,515
Other assets	14,197		12,885
Total assets	1,221,834	[1]	1,241,414	[1]
Current liabilities:
Current portion of long-term debt	14,028		10,756
Accounts payable	16,254		18,955
Accrued expenses	58,106		153,246
Program obligations	8,989		10,770
Total current liabilities	257,661		362,712
Long-term debt, excluding current portion	930,910		879,471
Program obligations	4,073		4,281
Other liabilities	40,925		42,716
Total liabilities	1,285,319	[1]	1,329,736	[1]
WBDT, Vaughan and KASY
Current assets:
Cash and cash equivalents	629		418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	61,614		60,380
Current liabilities:
Current portion of long-term debt	1,193		1,451
Accounts payable	1,219
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	61,614		60,380
LIN Television
Current assets:
Cash and cash equivalents	19,799		46,307		9,038	18,057
Accounts receivable, net	132,942		126,150
Other assets	7,355		6,863
Total current assets	160,485		179,320
Property and equipment, net	232,204		241,926
Broadcast licenses and other intangible assets, net	536,515		536,515
Other assets	14,197		12,885
Total assets	1,221,834	[1]	1,241,414	[1]
Current liabilities:
Current portion of long-term debt	14,028		10,756
Accounts payable	16,254		18,955
Accrued expenses	58,106		153,246
Program obligations	8,989		10,770
Total current liabilities	257,661		362,712
Long-term debt, excluding current portion	930,910		879,471
Program obligations	4,073		4,281
Other liabilities	40,925		42,716
Total liabilities	1,285,319	[1]	1,329,736	[1]
LIN Television | WBDT, Vaughan and KASY
Current assets:
Cash and cash equivalents	629		418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	61,614		60,380
Current liabilities:
Current portion of long-term debt	1,193		1,451
Accounts payable	1,219
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$ 61,614		$ 60,380

[1] Our consolidated assets as of June 30, 2013 and December 31, 2012 include total assets of: $61,614 and $60,380, respectively, of variable interest entities ("VIEs") that can only be used to settle the obligations of the VIEs. These assets include broadcast licenses and other intangible assets of: $45,870 and $46,604 and program rights of: $2,680 and $2,060 as of June 30, 2013 and December 31, 2012, respectively. Our consolidated liabilities as of June 30, 2013 and December 31, 2012 include $5,999 and $5,440, respectively, of total liabilities of the VIEs for which the VIEs' creditors have no recourse to the Company, including $3,802 and $4,152, respectively, of program obligations. See further description in Note 1 - "Basis of Presentation and Summary of Significant Accounting Policies."

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Retirement Plans - LIN Television

6 Months Ended

Jun. 30, 2013

Retirement Plans

Note 8 — Retirement Plans

The following table shows the components of the net periodic pension cost and the contributions to our 401(k) Plan and the retirement plans (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net periodic pension cost (benefit):
Interest cost	$	1,314		$	1,364		$	2,628		$	2,728
Expected return on plan assets	(1,670		)	(1,549		)	(3,340		)	(3,098		)
Amortization of net loss	428			431			856			862
Net periodic cost	$	72		$	246		$	144		$	492
Contributions:
401(k) Plan	$	1,092		$	843		$	2,424		$	1,920
Defined contribution retirement plans	35			45			84			182
Defined benefit retirement plans	1,416			1,368			2,713			2,290
Total contributions	$	2,543		$	2,256		$	5,221		$	4,392

See Note 11 — “Retirement Plans” in Item 15 of our Annual Report on Form 10-K for the year ended December 31, 2012 for a full description of our retirement plans.

LIN Television Corporation

Retirement Plans

Note 8 — Retirement Plans

The following table shows the components of the net periodic pension cost and the contributions to our 401(k) Plan and the retirement plans (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net periodic pension cost (benefit):
Interest cost	$	1,314		$	1,364		$	2,628		$	2,728
Expected return on plan assets	(1,670		)	(1,549		)	(3,340		)	(3,098		)
Amortization of net loss	428			431			856			862
Net periodic cost	$	72		$	246		$	144		$	492
Contributions:
401(k) Plan	$	1,092		$	843		$	2,424		$	1,920
Defined contribution retirement plans	35			45			84			182
Defined benefit retirement plans	1,416			1,368			2,713			2,290
Total contributions	$	2,543		$	2,256		$	5,221		$	4,392

See Note 11 — “Retirement Plans” in Item 15 of our Annual Report on Form 10-K for the year ended December 31, 2012 for a full description of our retirement plans.

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Acquisitions

6 Months Ended

Jun. 30, 2013

Acquisitions

Acquisitions

Note 2 — Acquisitions

Dedicated Media, Inc.

On April 9, 2013, LIN Television acquired a 60% interest (calculated on a fully diluted basis) in Dedicated Media, a multi-channel advertisement buying and optimization company.  Dedicated Media is headquartered in Los Angeles, CA and employs new technologies to create, plan and execute digital marketing campaigns on behalf of its clients.  The purchase price totaled $5.8 million, which was funded from cash on hand at the time of the acquisition.

Under the terms of our agreement with Dedicated Media, we agreed to purchase the remaining outstanding shares of Dedicated Media by no later than February 15, 2015 if Dedicated Media achieves both (i) a target earnings before interest, taxes, depreciation and amortization (“EBITDA”) and (ii) a target gross profit in 2014, as outlined in the purchase agreement.  The purchase price of these shares is based on multiples of Dedicated Media’s 2014 EBITDA and gross profit.  Our maximum potential obligation under the purchase agreement is $26 million.  If Dedicated Media does not meet the target EBITDA or target gross profit in 2014, we have the option to purchase the remaining outstanding shares using the same purchase price multiple.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	7,524
Other intangible assets	4,620
Goodwill	1,796
Current liabilities	(4,354		)
Noncontrolling interest	(3,834		)
Total	$	5,752

The amount allocated to definite-lived intangible assets represents the estimated fair values of customer relationships of $3.9 million, completed technology of $0.5 million, and trademarks of $0.2 million . These intangible assets will be amortized over the estimated remaining useful lives of approximately 7 years for customer relationships, 4 years for completed technology and 2 years for trademarks.

HYFN, Inc.

On April 4, 2013, LIN Television acquired a 50.1% interest (calculated on a fully diluted basis) in HYFN, a full service digital advertising agency specializing in the planning, development, deployment and support for websites, mobile sites, interactive banners, games and various applications for multiple devices.  The purchase price totaled $7.2 million, $6.9 million of which was funded from cash on hand and $0.3 million was accrued at the time of the acquisition and is expected to be paid in accordance with the provisions of the purchase agreement during the first quarter of 2014.

Under the terms of our agreement with HYFN, we agreed to purchase the remaining outstanding shares of HYFN by no later than February 15, 2016 if HYFN achieves both (i) a target EBITDA and (ii) target net revenues in 2015, as outlined in the transaction agreements.  The purchase price of these shares is based on multiples of HYFN’s 2015 net revenue and EBITDA.  Our maximum potential obligation under the terms of our agreement is approximately $62.4 million.  If HYFN does not meet the target EBITDA or target net revenues in 2015, we have the option to purchase the remaining outstanding shares using the same purchase price multiple.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	3,938
Non-current assets	12
Other intangible assets	3,580
Goodwill	9,123
Current liabilities	(920		)
Non-current liabilities	(1,324		)
Noncontrolling interest	(7,191		)
Total	$	7,218

The amount allocated to definite-lived intangible assets represents the estimated fair values of customer relationships of $2.4 million, completed technology of $1.1 million, and trademarks of $0.1 million . These intangible assets will be amortized over the estimated remaining useful lives of approximately 8 years for customer relationships, 3 years for completed technology and 3 years for trademarks.

Goodwill of $1.8 million and $9.1 million is the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired, and primarily represents the benefits of the incremental revenue we expect to generate from the acquisitions of Dedicated Media and HYFN, respectively.  None of the goodwill recognized in connection with the acquisitions of Dedicated Media and HYFN is deductible for tax purposes.

Our obligations to purchase the noncontrolling interest holders’ shares of both Dedicated Media and HYFN are outside of our control, because they are based on the achievement of certain financial targets described above. Therefore, the noncontrolling interest related to Dedicated Media and HYFN as of June 30, 2013 has been reported as redeemable noncontrolling interest and classified as temporary equity on our consolidated balance sheets. As of the acquisition dates, the fair values of the noncontrolling interests were $3.8 million and $7.2 million for Dedicated Media and HYFN, respectively, and were measured based on the purchase prices for our 60% and 50.1% ownership interest in Dedicated Media and HYFN, respectively, and the net assets acquired as of the acquisition dates. As of June 30, 2013, we believe that achieving the financial targets is not yet probable and therefore, have not reflected these obligations in our consolidated financial statements.

If we do not purchase the remaining outstanding shares of Dedicated Media or HYFN by the dates set forth in the respective agreements, the noncontrolling interest holders have the right to purchase our interest. The purchase price of these shares is based on the same purchase price multiple described above and is exercisable only if the applicable financial targets are not met and we do not elect to purchase the remaining interest. The fair value of this option is zero and no amounts related to these options are included in our consolidated financial statements as of June 30, 2013.

New Vision Television, LLC

On October 12, 2012, LIN Television completed its acquisition of television stations in eight markets that were previously owned by affiliates of New Vision Television, LLC (“New Vision”) for $334.9 million, subject to certain post-closing adjustments, and including the assumption of $14.3 million of finance lease obligations.  Concurrent with the acquisition, Vaughan, a third-party licensee, completed its acquisition of separately owned television stations (the “Vaughan Acquired Stations”) in three markets for $4.6 million from PBC Broadcasting, LLC (“PBC”).

LIN Television also agreed to provide certain services to the Vaughan Acquired Stations pursuant to JSAs and SSAs with Vaughan.  Under the JSAs and SSAs with Vaughan, we provide administrative and technical services, supporting the business and operation of the Vaughan Acquired Stations in exchange for commissions and fees that provide us the benefit of certain returns from the business of the Vaughan Acquired Stations.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and Vaughan in the acquisition (in thousands):

Program rights assets	$	2,040
Property and equipment	100,559
Broadcast licenses	133,120
Definite-lived intangible assets	55,837
Goodwill	64,589
Current liabilities	(417		)
Non-current liabilities	(2,239		)
Long-term debt assumed	(13,989		)
Total	$	339,500

The amount allocated to definite-lived intangible assets represents the estimated fair values of network affiliations of $30.8 million, favorable leases of $8.6 million, advertiser relationships of $6.1 million, retransmission consent agreements of $7 million, and other intangible assets of $3.3 million. These intangible assets will be amortized over the estimated remaining useful lives of approximately 2 years for network affiliations, 32 years for favorable leases, 10 years for advertiser relationships, 5 years for retransmission consent agreements, and a weighted average life of 6 years for other intangible assets.

ACME Television, LLC

On December 10, 2012, LIN Television acquired certain assets of the ACME Television, LLC (“ACME”) television stations KWBQ-TV, KRWB-TV and KASY-TV (collectively the “ACME Acquired Stations”), each of which serves the Albuquerque-Santa Fe, NM market. KASY, an unrelated third party, acquired the remaining assets of the ACME Acquired Stations, including the FCC license. The aggregate purchase price for the ACME Acquired Stations was $19 million, of which we paid approximately $17.3 million and KASY paid approximately $1.7 million.

LIN Television also agreed to provide certain services to the ACME Acquired Stations pursuant to SSAs with KASY.  Under the SSAs with KASY, we provide administrative and technical services, supporting the business and operations of the ACME Acquired Stations in exchange for commissions and fees that provide us the benefit of certain returns from the business of the ACME Acquired Stations.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and KASY in the acquisition (in thousands):

Current assets	$	1,656
Non-current assets	1,968
Other intangible assets	12,898
Goodwill	5,331
Non-current liabilities	(2,858		)
Total	$	18,995

Goodwill of $64.6 million and $5.3 million is the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired, and primarily represents the benefits of synergies and economies of scale we expect to realize from the acquisitions of the television stations from New Vision and ACME, respectively.  All of the goodwill recognized in connection with the acquisitions of New Vision and ACME is deductible for tax purposes.

Net revenues and operating income of the television stations acquired during 2012 included in our consolidated statements of operations for the six months ended June 30, 2013 were $69.6 million and $1.2 million, respectively.

The provisional purchase price allocation for the acquisitions presented above is based upon all information available to us at the present time, and is based upon management’s preliminary estimates of the fair values using valuation techniques including income, cost and market approaches. The purchase price allocation is provisional pending our final determination of the fair values of the assets and liabilities, which we expect will occur within twelve months following the acquisition. Upon the completion of the final purchase price allocation, any reallocation of fair values to the assets acquired and liabilities assumed in the acquisitions could have a material impact on our depreciation and amortization expenses and future results of operations. During the three and six months ended June 30, 2013, certain measurement period adjustments were made to the initial allocation for the New Vision and ACME acquisitions performed in the fourth quarter of 2012, which were not material to the consolidated financial statements.

Pro Forma Information

The following table sets forth unaudited pro forma results of operations as of June 30, 2012, assuming that the above acquisitions of television stations from New Vision and ACME, along with transactions necessary to finance the acquisitions, occurred on January 1, 2011 (in thousands):

	Three Months EndedJune, 30 2012		Six Months Ended June 30, 2012
Net revenue	$	157,212	$	293,168
Net income	$	25,956	$	25,911
Basic income per common share attributable to LIN TV Corp.	$	0.47	$	0.47
Diluted income per common share attributable to LIN TV Corp.	$	0.46	$	0.45

This pro forma financial information is based on historical results of operations, adjusted for the allocation of the purchase price and other acquisition accounting adjustments, and is not necessarily indicative of what our results would have been had we operated the businesses since January 1, 2011. The pro forma adjustments for the three and six months ended June 30, 2012 reflect depreciation expense, amortization of intangibles and amortization of program contract costs related to the fair value adjustments of the assets acquired, additional interest expense related to the financing of the transactions, exclusion of nonrecurring financing and transaction related costs and the related tax effects of the adjustments.

Nami Media, Inc.

On November 22, 2011, LIN Television acquired a 57.6% interest (a 50.1% interest calculated on a fully diluted basis) in Nami Media, a digital advertising management and technology company based in Los Angeles, CA. Under the terms of our agreement with Nami Media, we agreed to purchase the remaining outstanding shares of Nami Media in 2014 if Nami Media achieves a target EBITDA in 2013 as outlined in the purchase agreement. The purchase price of these shares is based on multiples of Nami Media’s 2013 net revenues and EBITDA. Our maximum potential obligation under the purchase agreement is $37.4 million. Additionally, if Nami Media does not meet the target EBITDA in 2013, we have the option to purchase the remaining outstanding shares using the same purchase price multiple. Our obligation to purchase the noncontrolling interest holders’ shares is essentially outside of our control, because it is based on the achievement of target EBITDA in 2013. Therefore, the noncontrolling interest related to Nami Media as of June 30, 2013 and December 31, 2012 has been reported as redeemable noncontrolling interest and classified as temporary equity on our consolidated balance sheets. As of the acquisition date, the fair value of the noncontrolling interest was $3.5 million, and was measured based on the purchase price for our 57.6% ownership interest and the net assets acquired as of the acquisition date. As of June 30, 2013, we believe that the fair value of the mandatory purchase obligation is zero and as a result, have not reflected this obligation in our consolidated financial statements.

In 2014, if we do not purchase the remaining outstanding shares of Nami Media by the date set forth in the respective purchase agreements, the noncontrolling interest holders have the right to purchase our interest in Nami Media. The purchase price of these shares is based on the same purchase price multiple described above and is exercisable only if the 2013 EBITDA target is not met and we do not elect to purchase the remaining interest. The fair value of this option is zero and no amounts related to these options are included in our consolidated financial statements as of June 30, 2013 and December 31, 2012.

LIN Digital

On October 2, 2009, LIN Television acquired Red McCombs Media, LP (“RMM”), an online advertising and media services company based in Austin, TX, which was rebranded as “LIN Digital” in the first quarter of 2013.  In connection with the acquisition, we entered into an incentive compensation arrangement with certain key members of management. The arrangement provided payments to those employees based on a computation of EBITDA generated by LIN Digital during 2012.  During the second quarter of 2013, we paid $8.9 million related to this incentive compensation arrangement.

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Consolidated Statements of Comprehensive Income (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Consolidated Statements of Comprehensive Income
Amortization of pension net losses, tax	$ 169	$ 170	$ 338	$ 340

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Basis of Presentation and Summary of Significant Accounting Policies - LIN Television (Details) (USD $)	6 Months Ended						1 Months Ended	0 Months Ended							1 Months Ended		1 Months Ended			0 Months Ended		1 Months Ended			1 Months Ended
	Jun. 30, 2013 item	Jun. 30, 2013 LIN Television item	Jun. 30, 2013 LIN Television 8.375% Senior Notes	Dec. 31, 2012 LIN Television 8.375% Senior Notes	Jun. 30, 2013 LIN Television 6.375% Senior Notes	Dec. 31, 2012 LIN Television 6.375% Senior Notes	Feb. 28, 2013 LIN Television Senior Secured Credit Facility Incremental term loans, net of discount	Jul. 30, 2013 Merger Subsequent event Forecast	Jul. 30, 2013 Merger LIN Television Subsequent event Forecast	Feb. 12, 2013 SVO	Dec. 31, 2012 SVO	Feb. 12, 2013 SVO LIN Television	Dec. 31, 2012 SVO LIN Television	Dec. 31, 2012 SVH	Feb. 28, 2013 SVH LIN Television	Dec. 31, 2012 SVH LIN Television	Feb. 28, 2013 SVH Transaction agreement	Jun. 30, 2013 SVH Transaction agreement	Jul. 30, 2013 SVH Transaction agreement Subsequent event Forecast	Feb. 12, 2013 SVH Transaction agreement LIN Television of Texas	Feb. 12, 2013 SVH Transaction agreement LIN Television	Feb. 28, 2013 SVH Transaction agreement LIN Television	Jun. 30, 2013 SVH Transaction agreement LIN Television	Dec. 31, 2012 SVH Transaction agreement LIN Television	Feb. 28, 2013 SVH Transaction agreement LIN Television Senior Secured Credit Facility	Feb. 28, 2013 SVH Transaction agreement LIN Television Senior Secured Credit Facility Incremental term loans, net of discount	Jul. 30, 2013 SVH Transaction agreement LIN Television Subsequent event Forecast	Jun. 30, 2013 SVH GECC Note	Jun. 30, 2013 SVH GECC Note LIN Television
Basis of presentation and summary of significant accounting policies
Interest rate (as a percent)			8.375%	8.375%	6.375%	6.375%
Principles of Consolidation
Number of reportable segments	1	1
Ownership percentage held by SVH										99.75%	99.75%	99.75%	99.75%	20.38%		20.38%				20.38%
Equity interest held by NBCUniversal (as a percent)																				79.62%
Debt financing provided by GECC																												$ 815,500,000	$ 815,500,000
Capital contribution in exchange of equity interest sold	100,000,000	100,000,000													100,000,000						100,000,000
Ownership interest sold (as a percent)																				20.38%
Proceeds from sale of equity interest																				1.00
Accrued liability to secure the release of the guarantee and the related income tax consequences																								100,000,000
Additional borrowings							60,000,000																			60,000,000
Amount of cash on hand and borrowings under the revolving credit facility utilized to fund the payment																	40,000,000					40,000,000			40,000,000
Short-term deferred Federal and State tax liability associated with sale transaction																		163,000,000	115,000,000				163,000,000				115,000,000
Amount of short-term deferred Federal and State tax liability associated with sale transaction expected to be extinguished								115,000,000	115,000,000
Tax saving due to setting offsetting of realized capital loss and net operating losses with the capital gain								115,000,000	115,000,000
Ownership interest (as a percent)		100.00%
Capital loss resulting from difference between tax basis and fair value of subsidiary stock								$ 316,000,000

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Related Party (Details) (Interactive service provider, USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Interactive service provider
Related party
Charges incurred for web hosting services and web site development and customization	$ 800,000	$ 400,000	$ 1,700,000	$ 1,300,000
Cash payments made to the provider for web hosting services and web site development and customization	$ 500,000	$ 200,000	$ 1,300,000	$ 700,000

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Retirement Plans (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net periodic pension cost (benefit):
Interest cost	$ 1,314	$ 1,364	$ 2,628	$ 2,728
Expected return on plan assets	(1,670)	(1,549)	(3,340)	(3,098)
Amortization of net loss	428	431	856	862
Net periodic cost:	72	246	144	492
Contributions:
401(k) Plan	1,092	843	2,424	1,920
Defined contribution retirement plans	35	45	84	182
Defined benefit retirement plans	1,416	1,368	2,713	2,290
Total contributions	$ 2,543	$ 2,256	$ 5,221	$ 4,392

XML

Related Party - LIN Television (Details) (Interactive service provider, USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Statement
Charges incurred for web hosting services and web site development and customization	$ 800,000	$ 400,000	$ 1,700,000	$ 1,300,000
Cash payments made to the provider for web hosting services and web site development and customization	500,000	200,000	1,300,000	700,000
LIN Television
Statement
Charges incurred for web hosting services and web site development and customization	800,000	400,000	1,700,000	1,300,000
Cash payments made to the provider for web hosting services and web site development and customization	$ 500,000	$ 200,000	$ 1,300,000	$ 700,000

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Acquisitions - LIN Television (Tables)

6 Months Ended

Jun. 30, 2013

New Vision and ACME

Statement

Schedule of unaudited pro forma results of operations

The following table sets forth unaudited pro forma results of operations as of June 30, 2012, assuming that the above acquisitions of television stations from New Vision and ACME, along with transactions necessary to finance the acquisitions, occurred on January 1, 2011 (in thousands):

	Three Months EndedJune, 30 2012		Six Months Ended June 30, 2012
Net revenue	$	157,212	$	293,168
Net income	$	25,956	$	25,911
Basic income per common share attributable to LIN TV Corp.	$	0.47	$	0.47
Diluted income per common share attributable to LIN TV Corp.	$	0.46	$	0.45

LIN Television | Dedicated Media

Statement

Summary of the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	7,524
Other intangible assets	4,620
Goodwill	1,796
Current liabilities	(4,354		)
Noncontrolling interest	(3,834		)
Total	$	5,752

LIN Television | HYFN

Statement

Summary of the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	3,938
Non-current assets	12
Other intangible assets	3,580
Goodwill	9,123
Current liabilities	(920		)
Non-current liabilities	(1,324		)
Noncontrolling interest	(7,191		)
Total	$	7,218

LIN Television | New Vision and Vaughan

Statement

Summary of the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and Vaughan in the acquisition (in thousands):

Program rights assets	$	2,040
Property and equipment	100,559
Broadcast licenses	133,120
Definite-lived intangible assets	55,837
Goodwill	64,589
Current liabilities	(417		)
Non-current liabilities	(2,239		)
Long-term debt assumed	(13,989		)
Total	$	339,500

LIN Television | ACME

Statement

Summary of the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and KASY in the acquisition (in thousands):

Current assets	$	1,656
Non-current assets	1,968
Other intangible assets	12,898
Goodwill	5,331
Non-current liabilities	(2,858		)
Total	$	18,995

LIN Television | New Vision and ACME

Statement

Schedule of unaudited pro forma results of operations

The following table sets forth unaudited pro forma results of operations as of June 30, 2012, assuming that the above acquisitions of television stations from New Vision and ACME, along with transactions necessary to finance the acquisitions, occurred on January 1, 2011 (in thousands):

	Three Months EndedJune, 30 2012		Six Months Ended June 30, 2012
Net revenue	$	157,212	$	293,168
Net income	$	25,956	$	25,911
Basic income per common share attributable to LIN TV Corp.	$	0.47	$	0.47
Diluted income per common share attributable to LIN TV Corp.	$	0.46	$	0.45

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Restructuring (Tables)

6 Months Ended

Jun. 30, 2013

Restructuring

Schedule of activities for restructuring actions

	Severance and Related
Balance as of December 31, 2012	$	717
Charges	2,523
Payments	(3,107		)
Balance as of June 30, 2013	$	133

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Restructuring - LIN Television (Details) (USD $)	3 Months Ended	6 Months Ended			12 Months Ended	3 Months Ended	6 Months Ended	3 Months Ended	6 Months Ended			12 Months Ended	3 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2013	Jun. 30, 2013 Severance and Related	Jun. 30, 2013 Consolidation of activities at stations and corporate headquarters Severance and Related	Dec. 31, 2012 Consolidation of activities at stations and corporate headquarters Severance and Related	Jun. 30, 2013 Integration of the television stations acquired Severance and Related	Jun. 30, 2013 Integration of the television stations acquired Severance and Related	Jun. 30, 2013 LIN Television Corporation	Jun. 30, 2013 LIN Television Corporation	Jun. 30, 2013 LIN Television Corporation Severance and Related	Jun. 30, 2013 LIN Television Corporation Consolidation of activities at stations and corporate headquarters Severance and Related	Dec. 31, 2012 LIN Television Corporation Consolidation of activities at stations and corporate headquarters Severance and Related	Jun. 30, 2013 LIN Television Corporation Integration of the television stations acquired Severance and Related	Jun. 30, 2013 LIN Television Corporation Integration of the television stations acquired Severance and Related
Statement
Expected cash payments during the remainder of 2013							$ 100,000							$ 100,000
Restructuring
Balance at the beginning of the period			717,000							717,000
Charges	391,000	2,523,000	2,523,000		2,400,000	400,000	2,500,000	391,000	2,523,000	2,523,000		2,400,000	400,000	2,500,000
Payments			(3,107,000)	(800,000)		(1,700,000)	(2,300,000)			(3,107,000)	800,000		(1,700,000)	(2,300,000)
Balance at the end of the period			$ 133,000							$ 133,000

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Debt - LIN Television (Details) (USD $)	6 Months Ended			6 Months Ended			1 Months Ended							6 Months Ended										1 Months Ended	3 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012	Jun. 30, 2013 LIN Television	Jun. 30, 2012 LIN Television	Dec. 31, 2012 LIN Television	Feb. 28, 2013 LIN Television SVH	Jun. 30, 2013 LIN Television Level 2	Dec. 31, 2012 LIN Television Level 2	Jun. 30, 2013 LIN Television 8.375% Senior Notes	Dec. 31, 2012 LIN Television 8.375% Senior Notes	Jun. 30, 2013 LIN Television 6.375% Senior Notes	Dec. 31, 2012 LIN Television 6.375% Senior Notes	Jun. 30, 2012 LIN Television Senior Subordinated Notes	Jun. 30, 2013 LIN Television Senior Subordinated Notes	Jan. 20, 2012 LIN Television 6.5% Senior Subordinated Notes Due 2013	Jan. 20, 2012 LIN Television 6.5% Senior Subordinated Notes due 2013 - Class B, net of discount	Jun. 30, 2013 LIN Television Capital lease obligations	Dec. 31, 2012 LIN Television Capital lease obligations	Jun. 30, 2013 LIN Television Other debt	Dec. 31, 2012 LIN Television Other debt	Jun. 30, 2013 LIN Television Senior Secured Credit Facility Term loans, net of discount	Dec. 31, 2012 LIN Television Senior Secured Credit Facility Term loans, net of discount	Feb. 28, 2013 LIN Television Senior Secured Credit Facility Incremental term loans, net of discount	Jun. 30, 2013 LIN Television Senior Secured Credit Facility Incremental term loans, net of discount	Jun. 30, 2013 LIN Television Senior Secured Credit Facility Incremental term loans, net of discount	Dec. 31, 2012 LIN Television Senior Secured Credit Facility Incremental term loans, net of discount
Debt
Interest rate (as a percent)										8.375%	8.375%	6.375%	6.375%		6.50%	6.50%	6.50%
Face amount of debt																						$ 121,875,000	$ 125,000,000		$ 315,800,000	$ 315,800,000	$ 257,400,000
Additional borrowings																								60,000,000
Unamortized discount																						390,000	435,000		1,852,000	1,852,000	2,020,000
Total debt				944,938,000		890,227,000				200,000,000	200,000,000	290,000,000	290,000,000					14,757,000	14,881,000	4,748,000	5,401,000	121,485,000	124,565,000		313,948,000	313,948,000	255,380,000
Less current portion	14,028,000		10,756,000	14,028,000		10,756,000
Total long-term debt	930,910,000		879,471,000	930,910,000		879,471,000
Repayment of debt	41,617,000	297,415,000		41,617,000	297,415,000																				2,400,000	4,700,000
Term of debt instrument																								5 years
Amount transferred pursuant to the JV Sale Transaction	100,000,000			100,000,000			100,000,000
Loss on extinguishment of debt		2,099,000			2,099,000									2,100,000
Carrying amounts and fair values of long-term debt
Carrying Amount								930,181,000	875,346,000
Estimated Fair Value								$ 948,519,000	$ 910,500,000

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Basis of Presentation and Summary of Significant Accounting Policies - LIN Television (Tables)

6 Months Ended

Jun. 30, 2013

Schedule of assets and liabilities of WBDT, Vaughan and KASY included in the consolidating balance sheets

The carrying amounts and classifications of the assets and liabilities of the variable interest entities described above, which have been included in our consolidating balance sheets as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

	June 30,		December 31,
	2013		2012
ASSETS
Current assets:
Cash and cash equivalents	$	629	$	418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	$	61,614	$	60,380
LIABILITIES
Current liabilities:
Current portion of long-term debt	$	1,193	$	1,451
Accounts payable	1,219		—
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$	61,614	$	60,380

Schedule of the redeemable noncontrolling interest included in consolidated balance sheets related to Nami Media, HYFN Inc, and Dedicated Media, Inc.

The following table presents the activity of the redeemable noncontrolling interest included in our consolidated balance sheets related to Nami Media, Inc. (“Nami Media”), HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), which represents third parties’ proportionate share of our consolidated net assets (in thousands):

	Redeemable Noncontrolling Interest
Balance as of December 31, 2012	$	3,242
Acquisition of redeemable noncontrolling interest	11,025
Net loss	(470		)
Stock-based compensation	49
Balance as of June 30, 2013	$	13,846

LIN Television Corporation

Schedule of assets and liabilities of WBDT, Vaughan and KASY included in the consolidating balance sheets

The carrying amounts and classifications of the assets and liabilities of the variable interest entities described above, which have been included in our consolidating balance sheets as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

	June 30,		December 31,
	2013		2012
ASSETS
Current assets:
Cash and cash equivalents	$	629	$	418
Accounts receivable, net	6,675		6,021
Other assets	1,181		2,092
Total current assets	8,485		8,531
Property and equipment, net	3,277		3,190
Broadcast licenses and other intangible assets, net	45,870		46,604
Other assets	3,982		2,055
Total assets	$	61,614	$	60,380
LIABILITIES
Current liabilities:
Current portion of long-term debt	$	1,193	$	1,451
Accounts payable	1,219		—
Accrued expenses	978		425
Program obligations	2,004		2,185
Total current liabilities	5,394		4,061
Long-term debt, excluding current portion	4,092		3,950
Program obligations	1,798		1,967
Other liabilities	50,330		50,402
Total liabilities	$	61,614	$	60,380

Schedule of the redeemable noncontrolling interest included in consolidated balance sheets related to Nami Media, HYFN Inc, and Dedicated Media, Inc.

The following table presents the activity of the redeemable noncontrolling interest included in our consolidated balance sheets related to Nami Media, Inc. (“Nami Media”), HYFN, Inc. (“HYFN”) and Dedicated Media, Inc. (“Dedicated Media”), which represents third parties’ proportionate share of our consolidated net assets (in thousands):

	Redeemable Noncontrolling Interest
Balance as of December 31, 2012	$	3,242
Acquisition of redeemable noncontrolling interest	11,025
Net loss	(470		)
Stock-based compensation	49
Balance as of June 30, 2013	$	13,846

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Restructuring - LIN Television (Tables)

6 Months Ended

Jun. 30, 2013

Schedule of activities for restructuring actions

	Severance and Related
Balance as of December 31, 2012	$	717
Charges	2,523
Payments	(3,107		)
Balance as of June 30, 2013	$	133

LIN Television Corporation

Schedule of activities for restructuring actions

	Severance and Related
Balance as of December 31, 2012	$	717
Charges	2,523
Payments	(3,107		)
Balance as of June 30, 2013	$	133

XML

Consolidated Statements of Cash Flows - LIN Television (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
OPERATING ACTIVITIES:
Net income	$ 6,149	$ 30,943
Loss from discontinued operations		1,018
Gain on the sale of discontinued operations		(11,389)
Adjustment to reconcile net income to net cash provided by operating activities:
Depreciation	22,958	13,410
Amortization of intangible assets	11,152	955
Amortization of financing costs and note discounts	1,808	1,153
Amortization of program rights	14,937	10,600
Cash payments for programming	(16,072)	(11,296)
Loss on extinguishment of debt		871
Share of loss in equity investments	25	153
Deferred income taxes, net	3,803	12,391
Stock-based compensation	4,528	3,738
Loss from asset dispositions	182	3
Other, net	846	862
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable	1,203	(3,592)
Other assets	(3,036)	(2,155)
Accounts payable	(6,479)	(1,557)
Accrued interest expense	4,510	(2,434)
Other liabilities and accrued expenses	(3,949)	(1,979)
Net cash provided by operating activities, continuing operations	42,565	41,695
Net cash used in operating activities, discontinued operations		(2,736)
Net cash provided by operating activities	42,565	38,959
INVESTING ACTIVITIES:
Capital expenditures	(14,170)	(13,716)
Change in restricted cash		255,159
Payments for business combinations, net of cash acquired	(9,824)	(33,500)
Proceeds from the sale of assets	34	1
Shortfall loans to joint venture with NBCUniversal		(1,680)
Capital contribution to joint venture with NBCUniversal	(100,000)
Net cash (used in) provided by investing activities, continuing operations	(123,960)	206,264
Net cash provided by investing activities, discontinued operations		29,520
Net cash (used in) provided by investing activities	(123,960)	235,784
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	1,156	352
Proceeds from borrowings on long-term debt	96,000	20,000
Principal payments on long-term debt	(41,617)	(297,415)
Payment of long-term debt issue costs	(652)	(199)
Treasury stock purchased		(6,500)
Net cash provided by (used in) financing activities	54,887	(283,762)
Net decrease in cash and cash equivalents	(26,508)	(9,019)
Cash and cash equivalents at the beginning of the period	46,307	18,057
Cash and cash equivalents at the end of the period	19,799	9,038
LIN Television Corporation
OPERATING ACTIVITIES:
Net income	6,149	30,943
Loss from discontinued operations		1,018
Gain on the sale of discontinued operations		(11,389)
Adjustment to reconcile net income to net cash provided by operating activities:
Depreciation	22,958	13,410
Amortization of intangible assets	11,152	955
Amortization of financing costs and note discounts	1,808	1,153
Amortization of program rights	14,937	10,600
Cash payments for programming	(16,072)	(11,296)
Loss on extinguishment of debt		871
Share of loss in equity investments	25	153
Deferred income taxes, net	3,803	12,391
Stock-based compensation	4,528	3,738
Loss from asset dispositions	182	3
Other, net	846	862
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable	1,203	(3,592)
Other assets	(3,036)	(2,155)
Accounts payable	(6,479)	(1,557)
Accrued interest expense	4,510	(2,434)
Other liabilities and accrued expenses	(3,949)	(1,979)
Net cash provided by operating activities, continuing operations	42,565	41,695
Net cash used in operating activities, discontinued operations		(2,736)
Net cash provided by operating activities	42,565	38,959
INVESTING ACTIVITIES:
Capital expenditures	(14,170)	(13,716)
Change in restricted cash		255,159
Payments for business combinations, net of cash acquired	(9,824)	(33,500)
Proceeds from the sale of assets	34	1
Shortfall loans to joint venture with NBCUniversal		(1,680)
Capital contribution to joint venture with NBCUniversal	(100,000)
Net cash (used in) provided by investing activities, continuing operations	(123,960)	206,264
Net cash provided by investing activities, discontinued operations		29,520
Net cash (used in) provided by investing activities	(123,960)	235,784
FINANCING ACTIVITIES:
Net proceeds on exercises of employee and director stock-based compensation	1,156	352
Proceeds from borrowings on long-term debt	96,000	20,000
Principal payments on long-term debt	(41,617)	(297,415)
Payment of long-term debt issue costs	(652)	(199)
Treasury stock purchased		(6,500)
Net cash provided by (used in) financing activities	54,887	(283,762)
Net decrease in cash and cash equivalents	(26,508)	(9,019)
Cash and cash equivalents at the beginning of the period	46,307	18,057
Cash and cash equivalents at the end of the period	$ 19,799	$ 9,038

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Consolidated Balance Sheets (Parenthetical) - LIN Television (USD $) In Thousands, except Share data, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Accounts receivable, allowance for doubtful accounts	$ 3,858	$ 3,599
Total assets of VIEs	61,614	60,380
Broadcast licenses and other intangible assets, net	45,870	46,604
Program rights	2,680	2,060
Total liabilities of VIEs	5,999	5,440
Program obligations	3,802	4,152
LIN Television Corporation
Accounts receivable, allowance for doubtful accounts	3,858	3,599
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares	1,000	1,000
Total assets of VIEs	61,614	60,380
Broadcast licenses and other intangible assets, net	45,870	46,604
Program rights	2,680	2,060
Total liabilities of VIEs	5,999	5,440
Program obligations	$ 3,802	$ 4,152

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Discontinued Operations - LIN Television (Tables)

6 Months Ended

Jun. 30, 2013

Summary of information for discontinued operations

The following presents summarized information for the discontinued operations (in thousands):

	Three Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV		WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	—	$	418		$	418
Operating income (loss)	—		—		—		16		(58		)	(42		)
Net income (loss)	—		—		—		22		(98		)	(76		)

	Six Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV			WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	440		$	2,193		$	2,633
Operating loss	—		—		—		(393		)	(1,166		)	(1,559		)
Net loss	—		—		—		(252		)	(766		)	(1,018		)

LIN Television

Summary of information for discontinued operations

The following presents summarized information for the discontinued operations (in thousands):

	Three Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV		WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	—	$	418		$	418
Operating income (loss)	—		—		—		16		(58		)	(42		)
Net income (loss)	—		—		—		22		(98		)	(76		)

	Six Months Ended June 30,
	2013						2012
	WWHO- TV		WUPW- TV		Total		WWHO- TV			WUPW- TV			Total
Net revenues	$	—	$	—	$	—	$	440		$	2,193		$	2,633
Operating loss	—		—		—		(393		)	(1,166		)	(1,559		)
Net loss	—		—		—		(252		)	(766		)	(1,018		)

XML

Restructuring

6 Months Ended

Jun. 30, 2013

Restructuring

Restructuring

Note 9 — Restructuring

During the three and six months ended June 30, 2013, we recorded a restructuring charge of $0.4 million and $2.5 million, respectively, for severance and related costs as a result of the integration of the television stations acquired during 2012.  During the three and six months ended June 30, 2013, we made cash payments of $1.7 million and $2.3 million, respectively, related to these restructuring actions.  We expect to make cash payments of approximately $0.1 million during the remainder of 2013 related to these restructuring activities.

Also, during the year ended December 31, 2012, we recorded a restructuring charge of $2.4 million as a result of the consolidation of certain activities at our stations.  During the six months ended June 30, 2013, we made cash payments of $0.8 million related to these restructuring actions.  We do not expect to make significant cash payments during the remainder of the year with respect to such transactions, as the majority of the restructuring activities are complete as of the date of this report.

	Severance and Related
Balance as of December 31, 2012	$	717
Charges	2,523
Payments	(3,107		)
Balance as of June 30, 2013	$	133

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Intangible Assets

6 Months Ended

Jun. 30, 2013

Intangible Assets

Intangible Assets

Note 5 — Intangible Assets

Goodwill totaled $203 million and $192.1 million at June 30, 2013 and December 31, 2012, respectively. The change in the carrying amount of goodwill during the six months ended June 30, 2013 was as follows (in thousands):

	Goodwill
Balance as of December 31, 2012	$	192,079
Acquisitions	10,919
Balance as of June 30, 2013	$	202,998

The following table summarizes the carrying amounts of intangible assets (in thousands):

	June 30, 2013					December 31, 2012
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Broadcast licenses	$	536,515	$	—		$	536,515	$	—
Intangible assets subject to amortization (1)	85,950		(28,579		)	75,625		(16,071		)
Total	$	622,465	$	(28,579	)	$	612,140	$	(16,071	)

(1) Intangible assets subject to amortization are amortized on a straight line basis and primarily include network affiliations, acquired customer relationships, completed technology, brand names, non-compete agreements, internal-use software, favorable operating leases, and retransmission consent agreements.

There were no events during the six months ended June 30, 2013 and June 30, 2012 that warranted an interim impairment test of our indefinite-lived intangible assets, including goodwill.

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Acquisitions - LIN Television

6 Months Ended

Jun. 30, 2013

Acquisitions

Note 2 — Acquisitions

Dedicated Media, Inc.

On April 9, 2013, LIN Television acquired a 60% interest (calculated on a fully diluted basis) in Dedicated Media, a multi-channel advertisement buying and optimization company.  Dedicated Media is headquartered in Los Angeles, CA and employs new technologies to create, plan and execute digital marketing campaigns on behalf of its clients.  The purchase price totaled $5.8 million, which was funded from cash on hand at the time of the acquisition.

Under the terms of our agreement with Dedicated Media, we agreed to purchase the remaining outstanding shares of Dedicated Media by no later than February 15, 2015 if Dedicated Media achieves both (i) a target earnings before interest, taxes, depreciation and amortization (“EBITDA”) and (ii) a target gross profit in 2014, as outlined in the purchase agreement.  The purchase price of these shares is based on multiples of Dedicated Media’s 2014 EBITDA and gross profit.  Our maximum potential obligation under the purchase agreement is $26 million.  If Dedicated Media does not meet the target EBITDA or target gross profit in 2014, we have the option to purchase the remaining outstanding shares using the same purchase price multiple.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	7,524
Other intangible assets	4,620
Goodwill	1,796
Current liabilities	(4,354		)
Noncontrolling interest	(3,834		)
Total	$	5,752

The amount allocated to definite-lived intangible assets represents the estimated fair values of customer relationships of $3.9 million, completed technology of $0.5 million, and trademarks of $0.2 million . These intangible assets will be amortized over the estimated remaining useful lives of approximately 7 years for customer relationships, 4 years for completed technology and 2 years for trademarks.

HYFN, Inc.

On April 4, 2013, LIN Television acquired a 50.1% interest (calculated on a fully diluted basis) in HYFN, a full service digital advertising agency specializing in the planning, development, deployment and support for websites, mobile sites, interactive banners, games and various applications for multiple devices.  The purchase price totaled $7.2 million, $6.9 million of which was funded from cash on hand and $0.3 million was accrued at the time of the acquisition and is expected to be paid in accordance with the provisions of the purchase agreement during the first quarter of 2014.

Under the terms of our agreement with HYFN, we agreed to purchase the remaining outstanding shares of HYFN by no later than February 15, 2016 if HYFN achieves both (i) a target EBITDA and (ii) target net revenues in 2015, as outlined in the transaction agreements.  The purchase price of these shares is based on multiples of HYFN’s 2015 net revenue and EBITDA.  Our maximum potential obligation under the terms of our agreement is approximately $62.4 million.  If HYFN does not meet the target EBITDA or target net revenues in 2015, we have the option to purchase the remaining outstanding shares using the same purchase price multiple.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	3,938
Non-current assets	12
Other intangible assets	3,580
Goodwill	9,123
Current liabilities	(920		)
Non-current liabilities	(1,324		)
Noncontrolling interest	(7,191		)
Total	$	7,218

The amount allocated to definite-lived intangible assets represents the estimated fair values of customer relationships of $2.4 million, completed technology of $1.1 million, and trademarks of $0.1 million . These intangible assets will be amortized over the estimated remaining useful lives of approximately 8 years for customer relationships, 3 years for completed technology and 3 years for trademarks.

Goodwill of $1.8 million and $9.1 million is the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired, and primarily represents the benefits of the incremental revenue we expect to generate from the acquisitions of Dedicated Media and HYFN, respectively.  None of the goodwill recognized in connection with the acquisitions of Dedicated Media and HYFN is deductible for tax purposes.

Our obligations to purchase the noncontrolling interest holders’ shares of both Dedicated Media and HYFN are outside of our control, because they are based on the achievement of certain financial targets described above. Therefore, the noncontrolling interest related to Dedicated Media and HYFN as of June 30, 2013 has been reported as redeemable noncontrolling interest and classified as temporary equity on our consolidated balance sheets. As of the acquisition dates, the fair values of the noncontrolling interests were $3.8 million and $7.2 million for Dedicated Media and HYFN, respectively, and were measured based on the purchase prices for our 60% and 50.1% ownership interest in Dedicated Media and HYFN, respectively, and the net assets acquired as of the acquisition dates. As of June 30, 2013, we believe that achieving the financial targets is not yet probable and therefore, have not reflected these obligations in our consolidated financial statements.

If we do not purchase the remaining outstanding shares of Dedicated Media or HYFN by the dates set forth in the respective agreements, the noncontrolling interest holders have the right to purchase our interest. The purchase price of these shares is based on the same purchase price multiple described above and is exercisable only if the applicable financial targets are not met and we do not elect to purchase the remaining interest. The fair value of this option is zero and no amounts related to these options are included in our consolidated financial statements as of June 30, 2013.

New Vision Television, LLC

On October 12, 2012, LIN Television completed its acquisition of television stations in eight markets that were previously owned by affiliates of New Vision Television, LLC (“New Vision”) for $334.9 million, subject to certain post-closing adjustments, and including the assumption of $14.3 million of finance lease obligations.  Concurrent with the acquisition, Vaughan, a third-party licensee, completed its acquisition of separately owned television stations (the “Vaughan Acquired Stations”) in three markets for $4.6 million from PBC Broadcasting, LLC (“PBC”).

LIN Television also agreed to provide certain services to the Vaughan Acquired Stations pursuant to JSAs and SSAs with Vaughan.  Under the JSAs and SSAs with Vaughan, we provide administrative and technical services, supporting the business and operation of the Vaughan Acquired Stations in exchange for commissions and fees that provide us the benefit of certain returns from the business of the Vaughan Acquired Stations.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and Vaughan in the acquisition (in thousands):

Program rights assets	$	2,040
Property and equipment	100,559
Broadcast licenses	133,120
Definite-lived intangible assets	55,837
Goodwill	64,589
Current liabilities	(417		)
Non-current liabilities	(2,239		)
Long-term debt assumed	(13,989		)
Total	$	339,500

The amount allocated to definite-lived intangible assets represents the estimated fair values of network affiliations of $30.8 million, favorable leases of $8.6 million, advertiser relationships of $6.1 million, retransmission consent agreements of $7 million, and other intangible assets of $3.3 million. These intangible assets will be amortized over the estimated remaining useful lives of approximately 2 years for network affiliations, 32 years for favorable leases, 10 years for advertiser relationships, 5 years for retransmission consent agreements, and a weighted average life of 6 years for other intangible assets.

ACME Television, LLC

On December 10, 2012, LIN Television acquired certain assets of the ACME Television, LLC (“ACME”) television stations KWBQ-TV, KRWB-TV and KASY-TV (collectively the “ACME Acquired Stations”), each of which serves the Albuquerque-Santa Fe, NM market. KASY, an unrelated third party, acquired the remaining assets of the ACME Acquired Stations, including the FCC license. The aggregate purchase price for the ACME Acquired Stations was $19 million, of which we paid approximately $17.3 million and KASY paid approximately $1.7 million.

LIN Television also agreed to provide certain services to the ACME Acquired Stations pursuant to SSAs with KASY.  Under the SSAs with KASY, we provide administrative and technical services, supporting the business and operations of the ACME Acquired Stations in exchange for commissions and fees that provide us the benefit of certain returns from the business of the ACME Acquired Stations.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and KASY in the acquisition (in thousands):

Current assets	$	1,656
Non-current assets	1,968
Other intangible assets	12,898
Goodwill	5,331
Non-current liabilities	(2,858		)
Total	$	18,995

Goodwill of $64.6 million and $5.3 million is the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired, and primarily represents the benefits of synergies and economies of scale we expect to realize from the acquisitions of the television stations from New Vision and ACME, respectively.  All of the goodwill recognized in connection with the acquisitions of New Vision and ACME is deductible for tax purposes.

Net revenues and operating income of the television stations acquired during 2012 included in our consolidated statements of operations for the six months ended June 30, 2013 were $69.6 million and $1.2 million, respectively.

The provisional purchase price allocation for the acquisitions presented above is based upon all information available to us at the present time, and is based upon management’s preliminary estimates of the fair values using valuation techniques including income, cost and market approaches. The purchase price allocation is provisional pending our final determination of the fair values of the assets and liabilities, which we expect will occur within twelve months following the acquisition. Upon the completion of the final purchase price allocation, any reallocation of fair values to the assets acquired and liabilities assumed in the acquisitions could have a material impact on our depreciation and amortization expenses and future results of operations. During the three and six months ended June 30, 2013, certain measurement period adjustments were made to the initial allocation for the New Vision and ACME acquisitions performed in the fourth quarter of 2012, which were not material to the consolidated financial statements.

Pro Forma Information

The following table sets forth unaudited pro forma results of operations as of June 30, 2012, assuming that the above acquisitions of television stations from New Vision and ACME, along with transactions necessary to finance the acquisitions, occurred on January 1, 2011 (in thousands):

	Three Months EndedJune, 30 2012		Six Months Ended June 30, 2012
Net revenue	$	157,212	$	293,168
Net income	$	25,956	$	25,911
Basic income per common share attributable to LIN TV Corp.	$	0.47	$	0.47
Diluted income per common share attributable to LIN TV Corp.	$	0.46	$	0.45

This pro forma financial information is based on historical results of operations, adjusted for the allocation of the purchase price and other acquisition accounting adjustments, and is not necessarily indicative of what our results would have been had we operated the businesses since January 1, 2011. The pro forma adjustments for the three and six months ended June 30, 2012 reflect depreciation expense, amortization of intangibles and amortization of program contract costs related to the fair value adjustments of the assets acquired, additional interest expense related to the financing of the transactions, exclusion of nonrecurring financing and transaction related costs and the related tax effects of the adjustments.

Nami Media, Inc.

On November 22, 2011, LIN Television acquired a 57.6% interest (a 50.1% interest calculated on a fully diluted basis) in Nami Media, a digital advertising management and technology company based in Los Angeles, CA. Under the terms of our agreement with Nami Media, we agreed to purchase the remaining outstanding shares of Nami Media in 2014 if Nami Media achieves a target EBITDA in 2013 as outlined in the purchase agreement. The purchase price of these shares is based on multiples of Nami Media’s 2013 net revenues and EBITDA. Our maximum potential obligation under the purchase agreement is $37.4 million. Additionally, if Nami Media does not meet the target EBITDA in 2013, we have the option to purchase the remaining outstanding shares using the same purchase price multiple. Our obligation to purchase the noncontrolling interest holders’ shares is essentially outside of our control, because it is based on the achievement of target EBITDA in 2013. Therefore, the noncontrolling interest related to Nami Media as of June 30, 2013 and December 31, 2012 has been reported as redeemable noncontrolling interest and classified as temporary equity on our consolidated balance sheets. As of the acquisition date, the fair value of the noncontrolling interest was $3.5 million, and was measured based on the purchase price for our 57.6% ownership interest and the net assets acquired as of the acquisition date. As of June 30, 2013, we believe that the fair value of the mandatory purchase obligation is zero and as a result, have not reflected this obligation in our consolidated financial statements.

In 2014, if we do not purchase the remaining outstanding shares of Nami Media by the date set forth in the respective purchase agreements, the noncontrolling interest holders have the right to purchase our interest in Nami Media. The purchase price of these shares is based on the same purchase price multiple described above and is exercisable only if the 2013 EBITDA target is not met and we do not elect to purchase the remaining interest. The fair value of this option is zero and no amounts related to these options are included in our consolidated financial statements as of June 30, 2013 and December 31, 2012.

LIN Digital

On October 2, 2009, LIN Television acquired Red McCombs Media, LP (“RMM”), an online advertising and media services company based in Austin, TX, which was rebranded as “LIN Digital” in the first quarter of 2013.  In connection with the acquisition, we entered into an incentive compensation arrangement with certain key members of management. The arrangement provided payments to those employees based on a computation of EBITDA generated by LIN Digital during 2012.  During the second quarter of 2013, we paid $8.9 million related to this incentive compensation arrangement.

LIN Television Corporation

Acquisitions

Note 2 — Acquisitions

Dedicated Media, Inc.

On April 9, 2013, we acquired a 60% interest (calculated on a fully diluted basis) in Dedicated Media, a multi-channel advertisement buying and optimization company.  Dedicated Media is headquartered in Los Angeles, CA and employs new technologies to create, plan and execute digital marketing campaigns on behalf of its clients.  The purchase price totaled $5.8 million, which was funded from cash on hand at the time of the acquisition.

Under the terms of our agreement with Dedicated Media, we agreed to purchase the remaining outstanding shares of Dedicated Media by no later than February 15, 2015 if Dedicated Media achieves both (i) a target earnings before interest, taxes, depreciation and amortization (“EBITDA”) and (ii) a target gross profit in 2014, as outlined in the purchase agreement.  The purchase price of these shares is based on multiples of Dedicated Media’s 2014 EBITDA and gross profit.  Our maximum potential obligation under the purchase agreement is $26 million.  If Dedicated Media does not meet the target EBITDA or target gross profit in 2014, we have the option to purchase the remaining outstanding shares using the same purchase price multiple.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	7,524
Other intangible assets	4,620
Goodwill	1,796
Current liabilities	(4,354		)
Noncontrolling interest	(3,834		)
Total	$	5,752

The amount allocated to definite-lived intangible assets represents the estimated fair values of customer relationships of $3.9 million, completed technology of $0.5 million, and trademarks of $0.2 million . These intangible assets will be amortized over the estimated remaining useful lives of approximately 7 years for customer relationships, 4 years for completed technology and 2 years for trademarks.

HYFN, Inc.

On April 4, 2013, we acquired a 50.1% interest (calculated on a fully diluted basis) in HYFN, a full service digital advertising agency specializing in the planning, development, deployment and support for websites, mobile sites, interactive banners, games and various applications for multiple devices.  The purchase price totaled $7.2 million, $6.9 of which was funded from cash on hand and $0.3 million was accrued at the time of the acquisition and is expected to be paid in accordance with the provisions of the purchase agreement during the first quarter of 2014.

Under the terms of our agreement with HYFN, we agreed to purchase the remaining outstanding shares of HYFN by no later than February 15, 2016 if HYFN achieves both (i) a target EBITDA and (ii) target net revenues in 2015, as outlined in the transaction agreements.  The purchase price of these shares is based on multiples of HYFN’s 2015 net revenue and EBITDA.  Our maximum potential obligation under the terms of our agreement is approximately $62.4 million.  If HYFN does not meet the target EBITDA or target net revenues in 2015, we have the option to purchase the remaining outstanding shares using the same purchase price multiple.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by us in the acquisition (in thousands):

Current assets	$	3,938
Non-current assets	12
Other intangible assets	3,580
Goodwill	9,123
Current liabilities	(920		)
Non-current liabilities	(1,324		)
Noncontrolling interest	(7,191		)
Total	$	7,218

The amount allocated to definite-lived intangible assets represents the estimated fair values of customer relationships of $2.4 million, completed technology of $1.1 million, and trademarks of $0.1 million . These intangible assets will be amortized over the estimated remaining useful lives of approximately 8 years for customer relationships, 3 years for completed technology and 3 years for trademarks.

Goodwill of $1.8 million and $9.1 million is the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired, and primarily represents the benefits of the incremental revenue we expect to generate from the acquisitions of Dedicated Media and HYFN, respectively.  None of the goodwill recognized in connection with the acquisitions of Dedicated Media and HYFN is deductible for tax purposes.

Our obligations to purchase the noncontrolling interest holders’ shares of both Dedicated Media and HYFN are outside of our control, because they are based on the achievement of certain financial targets described above. Therefore, the noncontrolling interest related to Dedicated Media and HYFN as of June 30, 2013 has been reported as redeemable noncontrolling interest and classified as temporary equity on our consolidated balance sheets. As of the acquisition dates, the fair values of the noncontrolling interests were $3.8 million and $7.2 million for Dedicated Media and HYFN, respectively, and were measured based on the purchase prices for our 60% and 50.1% ownership interest in Dedicated Media and HYFN, respectively, and the net assets acquired as of the acquisition dates. As of June 30, 2013, we believe that achieving the financial targets is not yet probable and therefore, have not reflected these obligations in our consolidated financial statements.

If we do not purchase the remaining outstanding shares of Dedicated Media or HYFN by the dates set forth in the respective purchase agreements, the noncontrolling interest holders have the right to purchase our interest. The purchase price of these shares is based on the same purchase price multiple described above and is exercisable only if the applicable financial targets are not met and we do not elect to purchase the remaining interest. The fair value of this option is zero and no amounts related to these options are included in our consolidated financial statements as of June 30, 2013.

New Vision Television, LLC

On October 12, 2012, we completed its acquisition of television stations in eight markets that were previously owned by affiliates of New Vision Television, LLC (“New Vision”) for $334.9 million, subject to certain post-closing adjustments, and including the assumption of $14.3 million of finance lease obligations.  Concurrent with the acquisition, Vaughan, a third-party licensee, completed its acquisition of separately owned television stations (the “Vaughan Acquired Stations”) in three markets for $4.6 million from PBC Broadcasting, LLC (“PBC”).

We also agreed to provide certain services to the Vaughan Acquired Stations pursuant to JSAs and SSAs with Vaughan.  Under the JSAs and SSAs with Vaughan, we provide administrative and technical services, supporting the business and operation of the Vaughan Acquired Stations in exchange for commissions and fees that provide us the benefit of certain returns from the business of the Vaughan Acquired Stations.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and Vaughan in the acquisition (in thousands):

Program rights assets	$	2,040
Property and equipment	100,559
Broadcast licenses	133,120
Definite-lived intangible assets	55,837
Goodwill	64,589
Current liabilities	(417		)
Non-current liabilities	(2,239		)
Long-term debt assumed	(13,989		)
Total	$	339,500

The amount allocated to definite-lived intangible assets represents the estimated fair values of network affiliations of $30.8 million, favorable leases of $8.6 million, advertiser relationships of $6.1 million, retransmission consent agreements of $7 million, and other intangible assets of $3.3 million. These intangible assets will be amortized over the estimated remaining useful lives of approximately 2 years for network affiliations, 32 years for favorable leases, 10 years for advertiser relationships, 5 years for retransmission consent agreements, and a weighted average life of 6 years for other intangible assets.

ACME Television, LLC

On December 10, 2012, we acquired certain assets of the ACME Television, LLC (“ACME”) television stations KWBQ-TV, KRWB-TV and KASY-TV (collectively the “ACME Acquired Stations”), each of which serves the Albuquerque-Santa Fe, NM market. KASY, an unrelated third party, acquired the remaining assets of the ACME Acquired Stations, including the FCC license. The aggregate purchase price for the ACME Acquired Stations was $19 million, of which we paid approximately $17.3 million and KASY paid approximately $1.7 million.

We also agreed to provide certain services to the ACME Acquired Stations pursuant to SSAs with KASY.  Under the SSAs with KASY, we provide administrative and technical services, supporting the business and operations of the ACME Acquired Stations in exchange for commissions and fees that provide us the benefit of certain returns from the business of the ACME Acquired Stations.

The following table summarizes the provisional allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed by both us and KASY in the acquisition (in thousands):

Current assets	$	1,656
Non-current assets	1,968
Other intangible assets	12,898
Goodwill	5,331
Non-current liabilities	(2,858		)
Total	$	18,995

Goodwill of $64.6 million and $5.3 million is the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired, and primarily represents the benefits of synergies and economies of scale we expect to realize from the acquisitions of the television stations from New Vision and ACME, respectively.  All of the goodwill recognized in connection with the acquisitions of New Vision and ACME is deductible for tax purposes.

Net revenues and operating income of the television stations acquired during 2012 included in our consolidated statements of operations for the six months ended June 30, 2013 were $69.6 million and $1.2 million, respectively.

The provisional purchase price allocation for the acquisitions presented above is based upon all information available to us at the present time, and is based upon management’s preliminary estimates of the fair values using valuation techniques including income, cost and market approaches. The purchase price allocation is provisional pending our final determination of the fair values of the assets and liabilities, which we expect will occur within twelve months following the acquisition. Upon the completion of the final purchase price allocation, any reallocation of fair values to the assets acquired and liabilities assumed in the acquisitions could have a material impact on our depreciation and amortization expenses and future results of operations. During the three and six months ended June 30, 2013, certain measurement period adjustments were made to the initial allocation for the New Vision and ACME acquisitions performed in the fourth quarter of 2012, which were not material to the consolidated financial statements.

Pro Forma Information

The following table sets forth unaudited pro forma results of operations as of June 30, 2012, assuming that the above acquisitions of television stations from New Vision and ACME, along with transactions necessary to finance the acquisitions, occurred on January 1, 2011 (in thousands):

	Three Months EndedJune, 30 2012		Six Months Ended June 30, 2012
Net revenue	$	157,212	$	293,168
Net income	$	25,956	$	25,911
Basic income per common share attributable to LIN TV Corp.	$	0.47	$	0.47
Diluted income per common share attributable to LIN TV Corp.	$	0.46	$	0.45

This pro forma financial information is based on historical results of operations, adjusted for the allocation of the purchase price and other acquisition accounting adjustments, and is not necessarily indicative of what our results would have been had we operated the businesses since January 1, 2011. The pro forma adjustments for the three and six months ended June 30, 2012 reflect depreciation expense, amortization of intangibles and amortization of program contract costs related to the fair value adjustments of the assets acquired, additional interest expense related to the financing of the transactions, exclusion of nonrecurring financing and transaction related costs and the related tax effects of the adjustments.

Nami Media, Inc.

On November 22, 2011, we acquired a 57.6% interest (a 50.1% interest calculated on a fully diluted basis) in Nami Media, a digital advertising management and technology company based in Los Angeles, CA. Under the terms of our agreement with Nami Media, we agreed to purchase the remaining outstanding shares of Nami Media in 2014 if Nami Media achieves a target EBITDA in 2013 as outlined in the purchase agreement. The purchase price of these shares is based on multiples of Nami Media’s 2013 net revenues and EBITDA. Our maximum potential obligation under the purchase agreement is $37.4 million. Additionally, if Nami Media does not meet the target EBITDA in 2013, we have the option to purchase the remaining outstanding shares using the same purchase price multiple. Our obligation to purchase the noncontrolling interest holders’ shares is essentially outside of our control, because it is based on the achievement of target EBITDA in 2013. Therefore, the noncontrolling interest related to Nami Media as of June 30, 2013 and December 31, 2012 has been reported as redeemable noncontrolling interest and classified as temporary equity on our consolidated balance sheets. As of the acquisition date, the fair value of the noncontrolling interest was $3.5 million, and was measured based on the purchase price for our 57.6% ownership interest and the net assets acquired as of the acquisition date. As of June 30, 2013, we believe that the fair value of the mandatory purchase obligation is zero and as a result, have not reflected this obligation in our consolidated financial statements.

In 2014, if we do not purchase the remaining outstanding shares of Nami Media by the date set forth in the respective purchase agreements, the noncontrolling interest holders have the right to purchase our interest in Nami Media. The purchase price of these shares is based on the same purchase price multiple described above and is exercisable only if the 2013 EBITDA target is not met and we do not elect to purchase the remaining interest. The fair value of this option is zero and no amounts related to these options are included in our consolidated financial statements as of June 30, 2013 and December 31, 2012.

LIN Digital

On October 2, 2009, we acquired Red McCombs Media, LP (“RMM”), an online advertising and media services company based in Austin, TX, which was rebranded as “LIN Digital” in the first quarter of 2013.  In connection with the acquisition, we entered into an incentive compensation arrangement with certain key members of management. The arrangement provided payments to those employees based on a computation of EBITDA generated by LIN Digital during 2012.  During the second quarter of 2013, we paid $8.9 million related to this incentive compensation arrangement.

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Related Party

6 Months Ended

Jun. 30, 2013

Related Party

Related Party

Note 12 — Related Party

We have a non-controlling investment in an interactive service provider that hosts our websites. During the three and six months ended June 30, 2013, we incurred charges from the provider of $0.8 million and $1.7 million, respectively, and made cash payments to the provider of $0.5 million and $1.3 million, respectively, for web hosting services and website development and customization.  Additionally, during the three and six months ended June 30, 2012, we incurred charges from the provider of $0.4 million and $1.3 million, respectively, and made cash payments to the provider of $0.2 million and $0.7 million, respectively, for web hosting services and website development and customization.

XML

Income Taxes

6 Months Ended

Jun. 30, 2013

Income Taxes

Income Taxes

Note 10 — Income Taxes

We recorded a provision for income taxes of $5.2 million and $4.2 million for the three and six months ended June 30, 2013, respectively, compared to a provision for income taxes of $10.1 million and $12.9 million for the three and six months ended June 30, 2012, respectively.  The decrease in the tax provision was primarily a result of the decrease in income from operations before taxes as compared to the same periods last year.  Our effective income tax rate was 40.4% and 38.6% for the six months ended June 30, 2013 and June 30, 2012, respectively.  The increase in the effective income tax rate was primarily due to certain acquisition related expenses incurred during the six months ended June 30, 2013 for which no tax benefit was recorded.  We expect our effective income tax rate to range between 38% and 40% during the remainder of 2013, exclusive of any impact of the discrete items described below.

As of December 31, 2012, we had a valuation allowance of $18.2 million offsetting certain state net operating loss carryforwards and other state deferred tax assets, as we concluded that it was more likely than not that these deferred tax assets would not be realized.  As of June 30, 2013, we believe that it is reasonably possible that some or all of this existing state valuation allowance may be reversed within the next twelve months, primarily due to the Company’s ability to generate sufficient taxable income prior to the expiration of the net operating loss carryforwards described above.  Although realization is not assured, we expect that any such changes could have a material impact on our annual effective tax rate.

As a result of the JV Sale Transaction, we recognized $27.5 million and $0.9 million of incremental short-term deferred federal and state tax liabilities, respectively, in excess of those which were previously established. The financial impact of the JV Sale Transaction and corresponding tax expense of $28.4 million was reflected in our consolidated financial statements for the year ended December 31, 2012.  During the first quarter of 2013, approximately $163 million of short term deferred liabilities were reclassified to income taxes payable upon the consummation of the JV Sale Transaction.  As a result of the close of the Merger on July 30, 2013, approximately $115 million of this tax liability is expected to be extinguished, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction.  For further discussion regarding the JV Sale Transaction and the Merger, see Note 1 — “Basis of Presentation and Summary of Significant Accounting Policies” and Note 11 — “Commitments and Contingencies.”

XML

Subsequent Events - LIN Television (Details) (USD $) In Millions, unless otherwise specified	0 Months Ended			6 Months Ended	0 Months Ended
	Jul. 30, 2013 Merger Subsequent event Forecast	Jun. 30, 2013 Transaction agreement SVH	Jul. 30, 2013 Transaction agreement Subsequent event Forecast SVH	Jun. 30, 2013 LIN Television Corporation	Jul. 30, 2013 LIN Television Corporation Merger Subsequent event Forecast	Jun. 30, 2013 LIN Television Corporation Transaction agreement SVH	Jul. 30, 2013 LIN Television Corporation Transaction agreement Subsequent event Forecast SVH
Subsequent Events
Ownership interest (as a percent)				100.00%
Capital loss resulting from difference between tax basis and fair value of subsidiary stock	$ 316
Tax saving due to setting offsetting of realized capital loss and net operating losses with the capital gain	115				115
Short-term deferred Federal and State tax liability associated with sale transaction		$ 163	$ 115			$ 163	$ 115

XML

Document and Entity Information	6 Months Ended
	Jun. 30, 2013	Jul. 30, 2013 LIN Television Corporation	Jul. 30, 2013 Class A common stock	Jul. 30, 2013 Class B common stock	Jul. 30, 2013 Class C common stock
Entity Registrant Name	LIN TV CORP.
Entity Central Index Key	0001166789
Document Type	10-Q
Document Period End Date	Jun. 30, 2013
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		1,000	33,471,856	20,901,726	2
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2

XML

Intangible Assets - LIN Television (Tables)

6 Months Ended

Jun. 30, 2013

Schedule of the change in the carrying amount of goodwill

The change in the carrying amount of goodwill during the six months ended June 30, 2013 was as follows (in thousands):

	Goodwill
Balance as of December 31, 2012	$	192,079
Acquisitions	10,919
Balance as of June 30, 2013	$	202,998

Summary of the carrying amount of each major class of intangible assets

The following table summarizes the carrying amounts of intangible assets (in thousands):

	June 30, 2013					December 31, 2012
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Broadcast licenses	$	536,515	$	—		$	536,515	$	—
Intangible assets subject to amortization (1)	85,950		(28,579		)	75,625		(16,071		)
Total	$	622,465	$	(28,579	)	$	612,140	$	(16,071	)

(1) Intangible assets subject to amortization are amortized on a straight line basis and primarily include network affiliations, acquired customer relationships, completed technology, brand names, non-compete agreements, internal-use software, favorable operating leases, and retransmission consent agreements.

LIN Television

Schedule of the change in the carrying amount of goodwill

The change in the carrying amount of goodwill during the six months ended June 30, 2013 was as follows (in thousands):

	Goodwill
Balance as of December 31, 2012	$	192,079
Acquisitions	10,919
Balance as of June 30, 2013	$	202,998

Summary of the carrying amount of each major class of intangible assets

The following table summarizes the carrying amounts of intangible assets (in thousands):

	June 30, 2013					December 31, 2012
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Broadcast licenses	$	536,515	$	—		$	536,515	$	—
Intangible assets subject to amortization (1)	85,950		(28,579		)	75,625		(16,071		)
Total	$	622,465	$	(28,579	)	$	612,140	$	(16,071	)

(1) Intangible assets subject to amortization are amortized on a straight line basis and primarily include network affiliations, acquired customer relationships, completed technology, brand names, non-compete agreements, internal-use software, favorable operating leases, and retransmission consent agreements.

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2013

Commitments and Contingencies

Commitments and Contingencies

Note 11 — Commitments and Contingencies

We lease land, buildings, vehicles and equipment pursuant to non-cancelable operating lease agreements and we contract for general services pursuant to non-cancelable operating agreements that expire at various dates through 2036. In addition, we have entered into commitments for future syndicated entertainment and sports programming. Future payments for these non-cancelable operating leases and agreements, and future payments associated with syndicated television programs as of June 30, 2013 are as follows (in thousands):

Commitments

Year	Operating Leases and Agreements		Syndicated Television Programming			Total
2013	$	36,222	$	30,372		$	66,594
2014	35,451		20,709			56,160
2015	28,480		9,266			37,746
2016	13,585		5,503			19,088
2017	11,681		2,498			14,179
Thereafter	10,356		367			10,723
Total obligations	135,775		68,715			204,490
Less recorded contracts	—		(22,905		)	(22,905		)
Future contracts	$	135,775	$	45,810		$	181,585

Contingencies

GECC Guarantee and the Merger

GECC provided secured debt financing for the joint venture between NBCUniversal and us, in the form of an $815.5 million non-amortizing senior secured note due 2023 bearing interest at an initial rate of 8% per annum until March 1, 2013 and 9% per annum thereafter. The GECC Note was an obligation of the joint venture. As of December 31, 2012, we had a 20.38% equity interest in the joint venture and NBCUniversal had the remaining 79.62% equity interest, in which we and NBCUniversal each had a 50% voting interest. NBCUniversal operated two television stations, KXAS-TV, an NBC affiliate in Dallas, and KNSD-TV, an NBC affiliate in San Diego, pursuant to a management agreement. LIN TV had previously guaranteed the payment of principal and interest on the GECC Note.

On February 12, 2013, we, along with our wholly-owned subsidiaries, LIN Television and LIN Texas, entered into, and simultaneously closed the transactions contemplated by the Transaction Agreement with subsidiaries of NBCUniversal, the GE Parties, Comcast, and SVH. The Transaction Agreement effected a series of transactions whereby in exchange for LIN Television causing a $100 million capital contribution to be made to SVH (which was used to prepay a portion of the GECC Note), LIN TV was released from the GECC Guarantee and any further obligations relating to the shortfall funding agreements.  Further, LIN Texas sold its 20.38% equity interest in SVH to affiliates of NBCUniversal, and the LIN parties transferred their rights to receivables related to the Shortfall Funding Loans for $1.00. The Transaction Agreement contains certain indemnifications and obligations with respect to representations and warranties; however, we do not anticipate that such obligations will result in any material liability to the Company.

We accrued for and expensed the $100 million capital contribution to SVH to secure the release of the guarantee and recorded the related tax effects in our consolidated financial statements as of December 31, 2012, because it represented a probable and estimable obligation of the Company.  In February 2013, we entered into a $60 million Incremental Facility and utilized $40 million of cash on hand and borrowings under our revolving credit facility to fund the $100 million payment. As a result of the JV Sale Transaction, after utilizing all of our available Federal net operating loss (“NOL”) carryforwards to offset the taxable gain recognized in such transaction, we had an approximate $163 million income tax payable remaining as of June 30, 2013, approximately $115 million of which is expected to be extinguished as a result of the Merger described below.

On February 12, 2013, we also announced that LIN TV entered into the Merger Agreement with LIN LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of LIN TV. On July 30, 2013, the shareholders of LIN TV approved the Merger and pursuant to the Merger Agreement, LIN TV was merged with and into LIN LLC with LIN LLC continuing as the surviving entity. The Merger enabled the surviving entity to be classified as a partnership for federal income tax purposes and such change in classification was treated as a liquidation of LIN TV for federal income tax purposes with the result that LIN TV realized a capital loss in its 100% equity interest in LIN Television.

As a result of the average of LIN TV’s opening and closing trading prices of its stock as of the close Merger, LIN TV realized a capital loss of approximately $316 million, which represents the difference between its tax basis in the stock of LIN Television, and the fair market value of this stock as of July 30, 2013.  The capital loss realized and existing net operating losses will be used to offset a portion of the capital gain recognized in the JV Sale Transaction and as a result, we expect to realize tax savings of approximately $115 million, resulting in a remaining tax liability of approximately $48 million associated with the JV Sale Transaction. We expect to fund this tax liability during the fourth quarter of 2013 using a combination of cash on hand and amounts available under our revolving credit facility.

Litigation

We are involved in various claims and lawsuits that are generally incidental to our business. We are vigorously contesting all of these matters. The outcome of any current or future litigation cannot be accurately predicted. We record accruals for such contingencies to the extent that we conclude it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. No estimate of the possible loss or range of loss can be made at this time because the inherently unpredictable nature of legal proceedings may be exacerbated by various factors, including: (i) the damages sought in the proceedings are unsubstantiated or indeterminate; (ii) discovery is not complete; (iii) the proceeding is in its early stages; (iv) the matters present legal uncertainties; (v) there are significant facts in dispute; or (vi) there is a wide range of potential outcomes. Although the outcome of these and other legal proceedings cannot be predicted, we believe that their ultimate resolution will not have a material adverse effect on us.

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Consolidated Statements of Operations (Parenthetical) - LIN Television (USD $) In Thousands, unless otherwise specified	3 Months Ended	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2012
Discontinued operations, (benefit from) provision for income taxes	$ 34	$ (541)
Provision for income taxes	6,306	6,223
LIN Television Corporation
Discontinued operations, (benefit from) provision for income taxes	34	(541)
Provision for income taxes	$ 6,306	$ 6,223

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Consolidated Statements of Operations - LIN Television (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net revenues	$ 164,346	$ 121,016	$ 305,338	$ 224,216
Operating expenses:
Direct operating	63,623	37,245	118,191	72,402
Selling, general and administrative	40,040	28,043	77,338	56,426
Amortization of program rights	7,152	5,381	14,937	10,600
Corporate	9,094	8,219	19,365	14,965
Depreciation	11,320	6,651	22,958	13,410
Amortization of intangible assets	5,723	478	11,152	955
Restructuring charge	391		2,523
Loss from asset dispositions	87	4	182	3
Operating income	26,916	34,995	38,692	55,455
Other expense:
Interest expense, net	14,428	9,266	28,299	19,636
Share of loss in equity investments	25	62	25	153
Loss on extinguishment of debt				2,099
Other expense, net	84	101	60	88
Total other expense, net	14,537	9,429	28,384	21,976
Income before provision for income taxes	12,379	25,566	10,308	33,479
Provision for income taxes	5,210	10,109	4,159	12,907
Income from continuing operations	7,169	15,457	6,149	20,572
Discontinued operations:
Loss from discontinued operations, net of a provision for (benefit from) income taxes of $34 and $(541) for the three and six months ended June 30, 2012, respectively		(76)		(1,018)
Gain on the sale of discontinued operations, net of a provision for income taxes of $6,306 and $6,223 for the three and six months ended June 30, 2012, respectively		11,678		11,389
Net income	7,169	27,059	6,149	30,943
Net loss attributable to noncontrolling interests	(306)	(59)	(470)	(441)
Net income attributable to LIN TV Corp.	7,475	27,118	6,619	31,384
LIN Television Corporation
Net revenues	164,346	121,016	305,338	224,216
Operating expenses:
Direct operating	63,623	37,245	118,191	72,402
Selling, general and administrative	40,040	28,043	77,338	56,426
Amortization of program rights	7,152	5,381	14,937	10,600
Corporate	9,094	8,219	19,365	14,965
Depreciation	11,320	6,651	22,958	13,410
Amortization of intangible assets	5,723	478	11,152	955
Restructuring charge	391		2,523
Loss from asset dispositions	87	4	182	3
Operating income	26,916	34,995	38,692	55,455
Other expense:
Interest expense, net	14,428	9,266	28,299	19,636
Share of loss in equity investments	25	62	25	153
Loss on extinguishment of debt				2,099
Other expense, net	84	101	60	88
Total other expense, net	14,537	9,429	28,384	21,976
Income before provision for income taxes	12,379	25,566	10,308	33,479
Provision for income taxes	5,210	10,109	4,159	12,907
Income from continuing operations	7,169	15,457	6,149	20,572
Discontinued operations:
Loss from discontinued operations, net of a provision for (benefit from) income taxes of $34 and $(541) for the three and six months ended June 30, 2012, respectively		(76)		(1,018)
Gain on the sale of discontinued operations, net of a provision for income taxes of $6,306 and $6,223 for the three and six months ended June 30, 2012, respectively		11,678		11,389
Net income	7,169	27,059	6,149	30,943
Net loss attributable to noncontrolling interests	(306)	(59)	(470)	(441)
Net income attributable to LIN TV Corp.	$ 7,475	$ 27,118	$ 6,619	$ 31,384

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Debt - LIN Television (Tables)

6 Months Ended

Jun. 30, 2013

Debt

Schedule of debt

Debt consisted of the following (in thousands)

	June 30,		December 31,
	2013		2012
Senior Secured Credit Facility:
Revolving credit loans	$	—	$	—
$121,875 and $125,000 Term loans, net of discount of $390 and $435 as June 30, 2013 and December 31, 2012, respectively	121,485		124,565
$315,800 and $257,400 Incremental term loans, net of discount of $1,852 and $2,020 as of June 30,2013 and December 31, 2012, respectively	313,948		255,380
83/8% Senior Notes due 2018	200,000		200,000
63/8% Senior Notes due 2021	290,000		290,000
Capital lease obligations	14,757		14,881
Other debt	4,748		5,401
Total debt	944,938		890,227
Less current portion	14,028		10,756
Total long-term debt	$	930,910	$	879,471

Schedule of carrying amounts and fair values of long-term debt

  The carrying amounts and fair values of our long-term debt were as follows (in thousands):

	June 30,		December 31,
	2013		2012
Carrying amount	$	930,181	$	875,346
Fair value	948,519		910,500

LIN Television Corporation

Debt

Schedule of debt

Debt consisted of the following (in thousands)

	June 30,		December 31,
	2013		2012
Senior Secured Credit Facility:
Revolving credit loans	$	—	$	—
$121,875 and $125,000 Term loans, net of discount of $390 and $435 as June 30, 2013 and December 31, 2012, respectively	121,485		124,565
$315,800 and $257,400 Incremental term loans, net of discount of $1,852 and $2,020 as of June 30,2013 and December 31, 2012, respectively	313,948		255,380
83/8% Senior Notes due 2018	200,000		200,000
63/8% Senior Notes due 2021	290,000		290,000
Capital lease obligations	14,757		14,881
Other debt	4,748		5,401
Total debt	944,938		890,227
Less current portion	14,028		10,756
Total long-term debt	$	930,910	$	879,471

Schedule of carrying amounts and fair values of long-term debt

  The carrying amounts and fair values of our long-term debt were as follows (in thousands):

	June 30,		December 31,
	2013		2012
Carrying amount	$	930,181	$	875,346
Fair value	948,519		910,500