false000010488900001048892024-10-302024-10-30

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 30, 2024
GRAHAM HOLDINGS COMPANY
(Exact name of registrant as specified in its charter) 
   
Delaware
001-06714
53-0182885
(State or other jurisdiction of
incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
   
1300 North 17th Street, Arlington, Virginia
22209
(Address of principal executive offices)(Zip Code)
(703) 345-6300
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbolName of each exchange on which registered
Class B Common Stock, par value $1.00 per shareGHCNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 

Item 2.02          Results of Operations and Financial Condition.
On October 30, 2024, Graham Holdings Company issued a press release announcing the Company’s earnings for the third quarter ended September 30, 2024.  A copy of this press release is furnished with this report as an exhibit to this Form 8-K.
Item 9.01          Financial Statements and Exhibits.
Exhibit 99.1 Graham Holdings Company Earnings Release Dated October 30, 2024.


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Exhibit Index
 
 

Exhibit 104    Cover Page Interactive Data File, formatted in Inline XBRL and included as Exhibit 101.

3
SIGNATURE
 
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
  Graham Holdings Company
  (Registrant)
   
   
Date: October 30, 2024 /s/ Wallace R. Cooney
  Wallace R. Cooney,
Chief Financial Officer
(Principal Financial Officer)


 
 

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Exhibit 99.1
Contact: Wallace R. CooneyFor Immediate Release 
(703) 345-6470October 30, 2024
GRAHAM HOLDINGS COMPANY REPORTS
THIRD QUARTER EARNINGS
ARLINGTON, VA - Graham Holdings Company (NYSE: GHC) today reported its financial results for the third quarter and first nine months of 2024. The Company also filed its Form 10-Q today for the quarter ended September 30, 2024 with the Securities and Exchange Commission.
Division Operating Results
Revenue for the third quarter of 2024 was $1,207.2 million, up 9% from $1,111.5 million in the third quarter of 2023. Revenues increased at education, television broadcasting, healthcare and automotive, partially offset by declines at manufacturing and other businesses. The Company reported operating income of $81.6 million for the third quarter of 2024, compared to an operating loss of $57.1 million for the third quarter of 2023. The improvement in operating results is due to goodwill and other long-lived asset impairment charges at World of Good Brands (WGB) and Dekko in the third quarter of 2023 and increases at education, television broadcasting, healthcare and automotive, partially offset by declines at manufacturing and other businesses, excluding the impairments. The Company reported adjusted operating cash flow (non-GAAP) of $126.1 million for the third quarter of 2024, compared to $83.7 million for the third quarter of 2023. Adjusted operating cash flow improved at education, television broadcasting, healthcare and automotive, partially offset by declines at manufacturing and other businesses. Capital expenditures totaled $23.8 million and $26.7 million for the third quarter of 2024 and 2023, respectively.
Revenue for the first nine months of 2024 was $3,545.1 million, up 9% from $3,248.1 million in the first nine months of 2023. Revenues increased at education, television broadcasting, healthcare and automotive, partially offset by declines at manufacturing and other businesses. The Company recorded operated income of $143.0 million for the first nine months of 2024, compared to $28.6 million for the first nine months of 2023. Excluding goodwill and other long-lived asset impairment charges, the improvement in operating results is due to increases at education, television broadcasting, healthcare and automotive, partially offset by declines at manufacturing and other businesses. The Company reported adjusted operating cash flow (non-GAAP) of $307.4 million for the first nine months of 2024, compared to $255.3 million for the first nine months of 2023. Adjusted operating cash flow improved at education, television broadcasting, healthcare, automotive and other businesses, partially offset by declines at manufacturing. Capital expenditures totaled $66.0 million and $71.6 million for the first nine months of 2024 and 2023, respectively.
Acquisitions and Dispositions of Businesses
There were no significant business acquisitions or dispositions during the first nine months of 2024.
Debt, Cash and Marketable Equity Securities
At September 30, 2024, the Company had $765.2 million in borrowings outstanding at an average interest rate of 6.2%, including $66.9 million outstanding on its $300 million revolving credit facility. Cash, marketable equity securities and other investments totaled $1,114.0 million at September 30, 2024.
Overall, the Company recognized $30.5 million and $154.3 million in net gains on marketable equity securities in the third quarter and first nine months of 2024, respectively, compared to $16.8 million and $113.4 million in net gains on marketable equity securities in the third quarter and first nine months of 2023, respectively.
Common Stock Repurchases
During the third quarter and first nine months of 2024, the Company purchased a total of 64,490 and 133,276 shares, respectively, of its Class B common stock at a cost of $48.7 million and $98.2 million, respectively. At September 30, 2024, there were 4,347,533 shares outstanding. On September 12, 2024, the Board of Directors authorized the Company to acquire up to 500,000 shares of its Class B common stock; the Company has remaining authorization for 486,132 shares as of September 30, 2024.
Overall Company Results
The Company reported net income attributable to common shares of $72.5 million ($16.42 per share) for the third quarter of 2024, compared to a net loss of $23.0 million ($5.02 per share) for the third quarter of 2023. For the first
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nine months of 2024, the Company recorded net income attributable to common shares of $175.8 million ($39.49 per share), compared to $152.0 million ($32.14 per share) for the first nine months of 2023.
The results for the third quarter and first nine months of 2024 and 2023 were affected by a number of items as described in the Non-GAAP Financial Information schedule attached to this release. Excluding these items, net income attributable to common shares was $76.1 million ($17.25 per share) for the third quarter of 2024, compared to $48.9 million ($10.45 per share) for the third quarter of 2023. Excluding these items, net income attributable to common shares was $183.5 million ($41.20 per share) for the first nine months of 2024, compared to $150.8 million ($31.87 per share) for the first nine months of 2023.
Subsequent Event
In October 2024, the Company purchased an irrevocable group annuity contract from an insurance company for $461.3 million to settle $457.9 million of the outstanding defined benefit pension obligation related to certain retirees and beneficiaries. The purchase of the group annuity contract was funded from the assets of the Company’s pension plan. As a result of this transaction, the Company was relieved of all responsibility for these pension obligations and the insurance company is now required to pay and administer the retirement benefits owed to approximately 1,850 retirees and beneficiaries, with no change to the amount, timing or form of monthly retirement benefit payments. As a result, the Company estimates that it will record a one-time pre-tax settlement gain of approximately $700 million in the fourth quarter of 2024.
* * * * * * * * * * * *
Forward-Looking Statements
All public statements made by the Company and its representatives that are not statements of historical fact, including certain statements in this press release, in the Company’s Annual Report on Form 10-K and in the Company’s 2023 Annual Report to Stockholders, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on expectations, forecasts, and assumptions by the Company’s management and involve a number of risks, uncertainties, and other factors that could cause actual results to differ from those stated, including, without limitation, comments about expectations related to acquisitions or dispositions or related business activities, the Company’s business strategies and objectives, the prospects for growth in the Company’s various business operations, the Company’s future financial performance, and the risks and uncertainties described in Item 1A of the Company’s Annual Report on Form 10-K. Accordingly, undue reliance should not be placed on any forward-looking statement made by or on behalf of the Company. The Company assumes no obligation to update any forward-looking statement after the date on which such statement is made, even if new information subsequently becomes available.
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GRAHAM HOLDINGS COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
  Three Months Ended  
  September 30%
(in thousands, except per share amounts)20242023Change
Operating revenues$1,207,162 $1,111,519 9 
Operating expenses1,095,797 1,036,344 6 
Depreciation of property, plant and equipment21,332 22,207 (4)
Amortization of intangible assets8,385 11,759 (29)
Impairment of goodwill and other long-lived assets
— 98,321 — 
Operating income (loss)
81,648 (57,112)— 
Equity in losses of affiliates, net
(13,361)(791)— 
Interest income2,277 1,986 15 
Interest expense(25,896)(11,810)— 
Non-operating pension and postretirement benefit income, net38,307 35,653 7 
Gain on marketable equity securities, net30,496 16,759 82 
Other (expenses) income, net(465)3,581 — 
Income (loss) before income taxes
113,006 (11,734)— 
Provision for income taxes
38,500 9,400 — 
Net income (loss)
74,506 (21,134)— 
Net income attributable to noncontrolling interests
(2,003)(1,897)6 
Net Income (Loss) Attributable to Graham Holdings Company Common Stockholders
$72,503 $(23,031)— 
Per Share Information Attributable to Graham Holdings Company Common Stockholders
Basic net income (loss) per common share$16.54 $(5.02)— 
Basic average number of common shares outstanding4,352 4,602  
Diluted net income (loss) per common share$16.42 $(5.02)— 
Diluted average number of common shares outstanding4,384 4,602  
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GRAHAM HOLDINGS COMPANY  
CONSOLIDATED STATEMENTS OF OPERATIONS  
(Unaudited)  
  Nine Months Ended  
  September 30%
(in thousands, except per share amounts)20242023Change
Operating revenues$3,545,104 $3,248,064 9 
Operating expenses3,280,590 3,018,057 9 
Depreciation of property, plant and equipment66,032 63,335 4 
Amortization of intangible assets29,194 39,007 (25)
Impairment of goodwill and other long-lived assets26,287 99,066 (73)
Operating income143,001 28,599 — 
Equity in losses of affiliates, net
(8,470)(2,245)— 
Interest income6,566 4,738 39 
Interest expense(136,607)(37,878)— 
Non-operating pension and postretirement benefit income, net105,379 97,313 8 
Gain on marketable equity securities, net154,276 113,429 36 
Other income, net2,973 22,458 (87)
Income before income taxes267,118 226,414 18 
Provision for income taxes86,100 70,400 22 
Net income181,018 156,014 16 
Net income attributable to noncontrolling interests
(5,175)(3,985)30 
Net Income Attributable to Graham Holdings Company Common Stockholders
$175,843 $152,029 16 
Per Share Information Attributable to Graham Holdings Company Common Stockholders
   
Basic net income per common share$39.74 $32.23 23 
Basic average number of common shares outstanding4,395 4,686  
Diluted net income per common share$39.49 $32.14 23 
Diluted average number of common shares outstanding4,423 4,700  

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GRAHAM HOLDINGS COMPANY
BUSINESS DIVISION INFORMATION
(Unaudited)
  Three Months Ended  Nine Months Ended  
  September 30%September 30%
(in thousands)20242023Change20242023Change
Operating Revenues            
Education$438,090 $411,837 6 $1,283,587 $1,192,105 8 
Television broadcasting145,422 116,112 25 373,958 347,818 8 
Manufacturing95,385 109,216 (13)300,914 343,882 (12)
Healthcare155,413 116,164 34 431,142 331,505 30 
Automotive289,392 272,018 6 902,046 765,251 18 
Other businesses83,464 86,653 (4)253,753 269,110 (6)
Corporate office576 365 58 1,727 1,215 42 
Intersegment elimination(580)(846)— (2,023)(2,822)— 
$1,207,162 $1,111,519 9 $3,545,104 $3,248,064 9 
Operating Expenses            
Education$403,200 $381,978 6 $1,182,833 $1,109,090 7 
Television broadcasting83,508 84,165 (1)251,283 254,098 (1)
Manufacturing90,890 150,190 (39)289,085 365,546 (21)
Healthcare141,153 110,193 28 398,054 314,221 27 
Automotive280,328 263,781 6 873,127 736,711 19 
Other businesses112,358 164,206 (32)364,563 401,525 (9)
Corporate office14,657 14,964 (2)45,181 41,096 10 
Intersegment elimination(580)(846)— (2,023)(2,822)— 
$1,125,514 $1,168,631 (4)$3,402,103 $3,219,465 6 
Operating Income (Loss)            
Education$34,890 $29,859 17 $100,754 $83,015 21 
Television broadcasting61,914 31,947 94 122,675 93,720 31 
Manufacturing4,495 (40,974)— 11,829 (21,664)— 
Healthcare14,260 5,971 — 33,088 17,284 91 
Automotive9,064 8,237 10 28,919 28,540 1 
Other businesses(28,894)(77,553)63 (110,810)(132,415)16 
Corporate office(14,081)(14,599)4 (43,454)(39,881)(9)
$81,648 $(57,112)— $143,001 $28,599 — 
Amortization of Intangible Assets and Impairment of Goodwill and Other Long-Lived Assets
Education$2,421 $3,210 (25)$8,267 $11,610 (29)
Television broadcasting1,360 1,363 0 4,070 4,088 0 
Manufacturing2,619 51,489 (95)8,387 60,683 (86)
Healthcare159 866 (82)1,393 2,702 (48)
Automotive5 3 67 10 3 — 
Other businesses1,821 53,149 (97)33,354 58,987 (43)
Corporate office— — — — — — 
$8,385 $110,080 (92)$55,481 $138,073 (60)
Operating Income (Loss) before Amortization of Intangible Assets and Impairment of Goodwill and Other Long-Lived Assets
Education$37,311 $33,069 13 $109,021 $94,625 15 
Television broadcasting63,274 33,310 90 126,745 97,808 30 
Manufacturing7,114 10,515 (32)20,216 39,019 (48)
Healthcare14,419 6,837 — 34,481 19,986 73 
Automotive9,069 8,240 10 28,929 28,543 1 
Other businesses(27,073)(24,404)(11)(77,456)(73,428)(5)
Corporate office(14,081)(14,599)4 (43,454)(39,881)(9)
$90,033 $52,968 70 $198,482 $166,672 19 
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  Three Months Ended  Nine Months Ended  
  September 30%September 30%
(in thousands)20242023Change20242023Change
Depreciation            
Education$8,576 $10,000 (14)$26,736 $28,428 (6)
Television broadcasting2,756 3,120 (12)8,494 9,243 (8)
Manufacturing2,818 2,388 18 8,227 6,957 18 
Healthcare1,754 1,411 24 5,031 3,802 32 
Automotive1,774 1,304 36 5,203 3,565 46 
Other businesses3,522 3,832 (8)11,909 10,882 9 
Corporate office132 152 (13)432 458 (6)
$21,332 $22,207 (4)$66,032 $63,335 4 
Pension Expense            
Education$4,445 $2,226 100 $13,267 $6,680 99 
Television broadcasting1,528 833 83 4,583 2,498 83 
Manufacturing978 280 — 1,897 836 — 
Healthcare4,804 3,521 36 14,413 10,563 36 
Automotive29 16 81 86 26 — 
Other businesses1,963 662 — 5,577 1,847 — 
Corporate office1,014 952 7 3,043 2,856 7 
$14,761 $8,490 74 $42,866 $25,306 69 
Adjusted Operating Cash Flow (non-GAAP)(1)
Education$50,332 $45,295 11 $149,024 $129,733 15 
Television broadcasting67,558 37,263 81 139,822 109,549 28 
Manufacturing10,910 13,183 (17)30,340 46,812 (35)
Healthcare20,977 11,769 78 53,925 34,351 57 
Automotive10,872 9,560 14 34,218 32,134 6 
Other businesses(21,588)(19,910)(8)(59,970)(60,699)1 
Corporate office(12,935)(13,495)4 (39,979)(36,567)(9)
$126,126 $83,665 51 $307,380 $255,313 20 
____________
(1)
Adjusted Operating Cash Flow (non-GAAP) is calculated as Operating Income (Loss) before Amortization of Intangible Assets and Impairment of Goodwill and Other Long-Lived Assets plus Depreciation Expense and Pension Expense.
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GRAHAM HOLDINGS COMPANY
EDUCATION DIVISION INFORMATION
(Unaudited)
  Three Months Ended  Nine Months Ended  
  September 30%September 30%
(in thousands)20242023Change20242023Change
Operating Revenues            
Kaplan international$277,009 $249,976 11 $813,833 $714,715 14 
Higher education85,655 81,925 5 246,818 250,557 (1)
Supplemental education76,134 78,332 (3)221,389 226,535 (2)
Kaplan corporate and other158 3,101 (95)5,739 8,360 (31)
Intersegment elimination(866)(1,497)— (4,192)(8,062)— 
$438,090 $411,837 6 $1,283,587 $1,192,105 8 
Operating Expenses            
Kaplan international$251,471 $227,756 10 $731,159 $650,443 12 
Higher education74,270 73,460 1 215,560 217,214 (1)
Supplemental education64,948 68,603 (5)199,951 209,543 (5)
Kaplan corporate and other10,875 10,513 3 32,096 28,434 13 
Amortization of intangible assets2,421 3,210 (25)8,267 11,133 (26)
Impairment of long-lived assets
— — — — 477 — 
Intersegment elimination(785)(1,564)— (4,200)(8,154)— 
$403,200 $381,978 6 $1,182,833 $1,109,090 7 
Operating Income (Loss)            
Kaplan international$25,538 $22,220 15 $82,674 $64,272 29 
Higher education11,385 8,465 34 31,258 33,343 (6)
Supplemental education11,186 9,729 15 21,438 16,992 26 
Kaplan corporate and other(10,717)(7,412)(45)(26,357)(20,074)(31)
Amortization of intangible assets(2,421)(3,210)25 (8,267)(11,133)26 
Impairment of long-lived assets
— — — — (477)— 
Intersegment elimination(81)67 — 8 92 — 
$34,890 $29,859 17 $100,754 $83,015 21 
Operating Income (Loss) before Amortization of Intangible Assets and Impairment of Long-Lived Assets
Kaplan international$25,538 $22,220 15 $82,674 $64,272 29 
Higher education11,385 8,465 34 31,258 33,343 (6)
Supplemental education11,186 9,729 15 21,438 16,992 26 
Kaplan corporate and other(10,717)(7,412)(45)(26,357)(20,074)(31)
Intersegment elimination(81)67 — 8 92 — 
$37,311 $33,069 13 $109,021 $94,625 15 
Depreciation            
Kaplan international$7,202 $7,599 (5)$21,735 $20,832 4 
Higher education589 1,258 (53)2,291 3,431 (33)
Supplemental education777 1,117 (30)2,653 4,087 (35)
Kaplan corporate and other8 26 (69)57 78 (27)
$8,576 $10,000 (14)$26,736 $28,428 (6)
Pension Expense        
Kaplan international$198 $83 — $527 $244 — 
Higher education1,903 958 99 5,729 2,803 — 
Supplemental education1,962 1,063 85 5,874 3,110 89 
Kaplan corporate and other382 122 — 1,137 523 — 
$4,445 $2,226 100 $13,267 $6,680 99 
Adjusted Operating Cash Flow (non-GAAP)(1)
Kaplan international$32,938 $29,902 10 $104,936 $85,348 23 
Higher education13,877 10,681 30 39,278 39,577 (1)
Supplemental education13,925 11,909 17 29,965 24,189 24 
Kaplan corporate and other(10,327)(7,264)(42)(25,163)(19,473)(29)
Intersegment elimination(81)67 — 8 92 — 
$50,332 $45,295 11 $149,024 $129,733 15 
____________
(1)
Adjusted Operating Cash Flow (non-GAAP) is calculated as Operating Income (Loss) before Amortization of Intangible Assets and Impairment of Long-Lived Assets plus Depreciation Expense and Pension Expense.
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NON-GAAP FINANCIAL INFORMATION
GRAHAM HOLDINGS COMPANY
(Unaudited)
In addition to the results reported in accordance with accounting principles generally accepted in the United States (GAAP) included in this press release, the Company has provided information regarding Adjusted Operating Cash Flow and Net income excluding certain items described below, reconciled to the most directly comparable GAAP measures. Management believes that these non-GAAP measures, when read in conjunction with the Company’s GAAP financials, provide useful information to investors by offering:
•the ability to make meaningful period-to-period comparisons of the Company’s ongoing results;
•the ability to identify trends in the Company’s underlying business; and
•a better understanding of how management plans and measures the Company’s underlying business.
Adjusted Operating Cash Flow and Net income, excluding certain items, should not be considered substitutes or alternatives to computations calculated in accordance with and required by GAAP. These non-GAAP financial measures should be read only in conjunction with financial information presented on a GAAP basis.
The gains and losses on marketable equity securities relate to the change in the fair value (quoted prices) of its portfolio of equity securities. The mandatorily redeemable noncontrolling interest represents the ownership portion of a group of minority shareholders at a subsidiary of the Company's Healthcare business. The Company measures the redemption value of this minority ownership on a quarterly basis with changes in the fair value recorded as interest expense or income, which is included in net income for the period. The effect of gains and losses on marketable equity securities and net interest expense related to fair value adjustments of the mandatorily redeemable noncontrolling interest are not directly related to the core performance of the Company’s business operations since these items do not directly relate to the sale of the Company’s services or products. The accounting principles generally accepted in the United States (“GAAP”) require that the Company include the gains and losses on marketable equity securities and net interest expense related to fair value adjustments of the mandatorily redeemable noncontrolling interest in net income on the Condensed Consolidated Statements of Operations. The Company excludes the gains and losses on marketable equity securities and net interest expense related to fair value adjustments of the mandatorily redeemable noncontrolling interest from the non-GAAP adjusted net income because these items are independent of the Company’s core operations and not indicative of the performance of the Company’s business operations.


















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The following tables reconcile the non-GAAP financial measures for Net income, excluding certain items, to the most directly comparable GAAP measures:
Three Months Ended September 30
20242023
(in thousands, except per share amounts)Income before income taxesIncome TaxesNet (Loss) Income(Loss) Income before income taxesIncome TaxesNet Income
Amounts attributable to Graham Holdings Company Common Stockholders
As reported$113,006 $38,500 $74,506 $(11,734)$9,400 $(21,134)
Attributable to noncontrolling interests(2,003)(1,897)
Attributable to Graham Holdings Company Stockholders72,503 (23,031)
Adjustments:
Goodwill and other long-lived asset impairment charges— (626)626 98,321 13,876 84,445 
Charges related to non-operating Separation Incentive Programs3,665 938 2,727 — — — 
Interest expense related to the fair value adjustment of the mandatorily redeemable noncontrolling interest9,730 (3,501)13,231 1,132 105 1,027 
Net gains on marketable equity securities(30,496)(7,808)(22,688)(16,758)(4,411)(12,347)
Net losses of affiliates whose operations are not managed by the Company
2,307 590 1,717 2,836 746 2,090 
Gain on sale of certain businesses and websites(3,763)(1,197)(2,566)— — — 
Credit to interest expense resulting from gains realized related to the termination of interest rate swaps— — — (4,581)(1,252)(3,329)
Net non-operating loss from impairment and write-up equity and cost method investments
14,236 3,642 10,594 — — — 
Net Income, adjusted (non-GAAP)
$76,144 

$48,855 
Per share information attributable to Graham Holdings Company Common Stockholders
Diluted (loss) income per common share, as reported
$16.42 $(5.02)
Adjustments:
Goodwill and other long-lived asset impairment charges0.14 18.18 
Charges related to non-operating Separation Incentive Programs0.62 — 
Interest expense related to the fair value adjustment of the mandatorily redeemable noncontrolling interest3.00 0.22 
Net gains on marketable equity securities(5.14)(2.66)
Net losses of affiliates whose operations are not managed by the Company
0.39 0.45 
Gain on sale of certain businesses and websites(0.58)— 
Credit to interest expense resulting from gains realized related to the termination of interest rate swaps— (0.72)
Net non-operating loss from impairment and write-up equity and cost method investments
2.40 — 
Diluted income per common share, adjusted (non-GAAP)
$17.25 $10.45 
The adjusted diluted per share amounts may not compute due to rounding.





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  Nine Months Ended September 30
20242023
(in thousands, except per share amounts)Income before income taxesIncome TaxesNet IncomeIncome before income taxesIncome TaxesNet Income
Amounts attributable to Graham Holdings Company Common Stockholders
As reported$267,118 $86,100 $181,018 $226,414 $70,400 $156,014 
Attributable to noncontrolling interests(5,175)(3,985)
Attributable to Graham Holdings Company Stockholders$175,843 $152,029 
Adjustments:
Net credit related to fair value changes in contingent consideration from prior acquisitions— — — (4,688)(143)(4,545)
Goodwill and other long-lived asset impairment charges26,287 5,067 21,220 99,066 14,078 84,988 
Charges related to non-operating Voluntary Retirement Incentive Program and Separation Incentive Programs20,493 5,246 15,247 9,646 2,481 7,165 
Interest expense related to the fair value adjustment of the mandatorily redeemable noncontrolling interest85,145 8,740 76,405 1,421 152 1,269 
Net gains on marketable equity securities(154,276)(39,502)(114,774)(113,429)(29,861)(83,568)
Net losses of affiliates whose operations are not managed by the Company
4,922 1,260 3,662 9,657 2,542 7,115 
Gain on sale of certain businesses and websites(7,246)(1,956)(5,290)— — — 
Gain on sale of Pinna— — — (10,033)(2,641)(7,392)
Non-operating loss (gain) from impairment, write-up and sales of equity and cost method investments
14,980 3,833 11,147 (3,935)(1,008)(2,927)
Credit to interest expense resulting from gains realized related to the termination of interest rate swaps— — — (4,581)(1,252)(3,329)
Net Income, adjusted (non-GAAP)$183,460 $150,805 
Per share information attributable to Graham Holdings Company Common Stockholders
Diluted income per common share, as reported$39.49 $32.14 
Adjustments:
Net credit related to fair value changes in contingent consideration from prior acquisitions— (0.98)
Goodwill and other long-lived asset impairment charges4.77 18.30 
Charges related to non-operating Voluntary Retirement Incentive Program and Separation Incentive Programs3.42 1.54 
Interest expense related to the fair value adjustment of the mandatorily redeemable noncontrolling interest17.16 0.27 
Net gains on marketable equity securities(25.77)(17.99)
Net losses of affiliates whose operations are not managed by the Company
0.82 1.53 
Gain on sale of certain businesses and websites(1.19)— 
Gain on sale of Pinna— (1.59)
Non-operating loss (gain) from impairment, write-up and sales of equity and cost method investments
2.50 (0.63)
Credit to interest expense resulting from gains realized related to the termination of interest rate swaps— (0.72)
Diluted income per common share, adjusted (non-GAAP)$41.20 $31.87 
The adjusted diluted per share amounts may not compute due to rounding.

# # #
v3.24.3
Cover Page
Oct. 30, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Oct. 30, 2024
Entity Registrant Name GRAHAM HOLDINGS CO
Entity Incorporation, State or Country Code DE
Entity File Number 001-06714
Entity Tax Identification Number 53-0182885
Entity Address, Address Line One 1300 North 17th Street
Entity Address, City or Town Arlington
Entity Address, State or Province VA
Entity Address, Postal Zip Code 22209
City Area Code 703
Local Phone Number 345-6300
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Class B Common Stock, par value $1.00 per share
Trading Symbol GHC
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0000104889
Amendment Flag false
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