Washington Post 2015 Annual Report Download - page 48

cannot be relied on if any of these assumptions or statements is incorrect, incomplete or inaccurate in any
material respect. The opinion of counsel is not binding on the Internal Revenue Service or the courts, and there
can be no assurance that the Internal Revenue Service or a court will not take a contrary position.
If the Distribution were determined not to qualify for non-recognition of gain and loss, our stockholders could be
subject to tax. In this case, each U.S. stockholder who received Cable ONE common stock in the Distribution
would generally be treated as receiving a distribution in an amount equal to the fair market value of the Cable
ONE common stock received in the Distribution, which would generally result in (1) a taxable dividend to the
holder to the extent of the holder’s pro rata share of our current and accumulated earnings and profits; (2) a
reduction in the holder’s tax basis (but not below zero) in our common stock to the extent the amount received
exceeds the holder’s share of our earnings and profits; and (3) a taxable gain from the exchange of our common
stock to the extent the amount received exceeds the sum of the holder’s share of our earnings and profits and the
holder’s tax basis in our common stock.
In addition, Section 355(e) of the Internal Revenue Code generally creates a presumption that the Distribution
would be taxable to us, but not to our stockholders, if we, Cable ONE or any of our respective stockholders were
to engage in transactions that result in a 50% or greater change by vote or value in the ownership of our stock or
the stock of Cable ONE during the four-year period beginning on the date that begins two years before the date
of the Distribution, unless it were established that such transactions and the Distribution were not part of a plan
or series of related transactions giving effect to such a change in ownership. If the Distribution were taxable to us
due to such a 50% or greater change in ownership, we would recognize a gain equal to the excess of the fair
market value of the Cable ONE common stock distributed to our stockholders in the Distribution over our tax
basis in the Cable ONE common stock. Any such tax liability could be material.
Item 1B. Unresolved Staff Comments.
Not applicable.
Item 2. Properties.
The Company leases space for its corporate offices in Arlington, VA. The space consists of 33,815 square feet of
office space, and the lease expires in 2024, subject to an option of the Company to extend.
In 2015, the Company sold one property located along the Potomac River in Alexandria, VA. A second property
in Alexandria is under contract for sale and is expected to close in 2016.
Directly or through its subsidiaries, Kaplan owns a total of four properties: a 30,000-square-foot, six-story
building located at 131 West 56th Street in New York City, used by KIC North America as an education center
primarily for international students; a redeveloped 47,410-square-foot, four-story brick building in Lincoln, NE,
used by Kaplan University; a 4,000-square-foot office condominium in Chapel Hill, NC, utilized by KTP; and a
15,000-square-foot, three-story building in Berkeley, CA, used by KTP and KIC North America.
In the U.S., Kaplan, Inc. and KHE lease corporate offices, together with a data center, call center and employee-
training facilities, in two 97,000-square-foot buildings located on adjacent lots in Fort Lauderdale, FL. Both of
those leases will expire in 2018. Kaplan, Inc. and KHE share corporate office space in a 22,000-square-foot
office building in Alpharetta, GA, under a lease that expires in 2016. KHE leases 62,500 square feet of corporate
office space in Chicago, IL, under a lease that will expire in 2022. KHE also separately leases 76,500 square feet
of office space in Chicago, IL; however, the location has been entirely subleased through the remainder of the
lease term. In addition, KHE separately leases two corporate offices, totaling 64,128 square feet, in La Crosse,
WI, under leases that will expire in 2022; a two-story, 124,500-square-foot building in Orlando, FL, that is used
as an additional support center (of which 12,300 square feet have been subleased to a third party), pursuant to a
lease that will expire in 2021; and 88,800 square feet of corporate office space in Plantation, FL, for a term that
expires in 2021. Kaplan, Inc. and KTP have signed a sublease for 84,500 square feet in New York (expiring in
33 GRAHAM HOLDINGS COMPANY