Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 24, 2017 | Jun. 30, 2016 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | SALEM MEDIA GROUP, INC. /DE/ | ||
Entity Central Index Key | 1,050,606 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 76,710,413 | ||
Trading Symbol | SALM | ||
Common Class A [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 20,455,572 | ||
Common Class B [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 5,553,696 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 130 | $ 98 |
Trade accounts receivable (net of allowances of $13,479 in 2015 and $10,420 in 2016) | 37,260 | 37,181 |
Other receivables (net of allowances of $371 in 2015 and $260 in 2016) | 751 | 1,981 |
Inventories (net of reserves of $1,855 in 2015 and $2,226 in 2016) | 670 | 893 |
Prepaid expenses | 6,287 | 6,285 |
Deferred income taxes | 9,411 | 9,813 |
Land held for sale | 1,000 | 1,700 |
Total current assets | 55,509 | 57,951 |
Notes receivable (net of allowance of $528 in 2015 and $564 in 2016) | 65 | 173 |
Property and equipment (net of accumulated depreciation of $162,382 in 2015 and $156,024 in 2016) | 102,790 | 105,483 |
Broadcast licenses | 388,517 | 393,031 |
Goodwill | 25,613 | 24,563 |
Other indefinite-lived intangible assets | 332 | 833 |
Amortizable intangible assets (net of accumulated amortization of $39,454 in 2015 and $44,488 in 2016) | 14,408 | 11,481 |
Deferred financing costs | 82 | 151 |
Other assets | 2,952 | 2,500 |
Total assets | 590,268 | 596,166 |
Current liabilities: | ||
Accounts payable | 4,968 | 5,177 |
Accrued expenses | 15,658 | 14,032 |
Accrued compensation and related expenses | 8,133 | 8,297 |
Accrued interest | 77 | 16 |
Current portion of deferred revenue | 9,491 | 11,549 |
Income taxes payable | 223 | 73 |
Current portion of long-term debt and capital lease obligations | 590 | 5,662 |
Total current liabilities | 39,140 | 44,806 |
Long-term debt and capital lease obligations, less current portion | 261,084 | 269,093 |
Fair value of interest rate swap | 514 | 798 |
Deferred income taxes | 60,769 | 57,082 |
Deferred rent expense | 9,596 | 8,300 |
Deferred revenue less current portion | 5,252 | 5,630 |
Other long-term liabilities | 67 | 636 |
Total liabilities | 376,422 | 386,345 |
Commitments and contingencies (Note 14) | ||
Stockholders' Equity: | ||
Additional paid-in capital | 243,607 | 241,780 |
Accumulated earnings | 3,963 | 1,768 |
Treasury stock, at cost (2,317,650 shares at December 31, 2015 and 2016) | (34,006) | (34,006) |
Total stockholders' equity | 213,846 | 209,821 |
Total liabilities and stockholders' equity | 590,268 | 596,166 |
Common Class A [Member] | ||
Stockholders' Equity: | ||
Common stock | 226 | 223 |
Total stockholders' equity | 226 | 223 |
Common Class B [Member] | ||
Stockholders' Equity: | ||
Common stock | 56 | 56 |
Total stockholders' equity | $ 56 | $ 56 |
CONSOLIDATED BALANCE SHEETS _Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Trade accounts receivable, allowances | $ 10,420 | $ 13,479 |
Allowance for Doubtful Other Receivables, Current | 260 | 371 |
Inventories, reserves | 2,226 | 1,855 |
Notes receivable, allowance | 564 | 528 |
Property and equipment, accumulated depreciation | 156,024 | 162,382 |
Amortizable intangible assets, accumulated amortization | $ 44,488 | $ 39,454 |
Treasury stock, shares | 2,317,650 | 2,317,650 |
Common Class A [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 80,000,000 | 80,000,000 |
Common stock, issued | 22,593,130 | 22,246,134 |
Common stock, outstanding | 20,275,480 | 19,928,484 |
Common Class B [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 20,000,000 | 20,000,000 |
Common stock, issued | 5,553,696 | 5,553,696 |
Common stock, outstanding | 5,553,696 | 5,553,696 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net broadcast revenue | $ 202,016 | $ 197,184 | $ 194,094 |
Net digital media revenue | 46,777 | 44,761 | 45,691 |
Net publishing revenue | 25,528 | 23,842 | 26,751 |
Total net revenue | 274,321 | 265,787 | 266,536 |
Operating expenses: | |||
Broadcast operating expenses, exclusive of depreciation and amortization shown below (including $1,454, $1,509 and $1,663 for the years ended December 31, 2014, 2015 and 2016, respectively, paid to related parties) | 146,283 | 140,819 | 139,206 |
Digital media operating expenses, exclusive of depreciation and amortization shown below | 36,290 | 35,380 | 35,590 |
Publishing operating expenses exclusive of depreciation and amortization shown below | 26,209 | 24,774 | 26,143 |
Unallocated corporate expenses, exclusive of depreciation and amortization shown below (including $274, $133 and $301 for the years ended December 31, 2014, 2015 and 2016, respectively, paid to related parties) | 14,994 | 15,146 | 17,092 |
Depreciation | 12,205 | 12,417 | 12,629 |
Amortization | 5,071 | 5,324 | 6,196 |
Change in the estimated fair value of contingent earn-out consideration | (689) | (1,715) | 734 |
Impairment of long-lived assets | 700 | 0 | 0 |
Impairment of indefinite-lived long-term assets other than goodwill | 7,041 | 0 | 34 |
Impairment of goodwill | 32 | 439 | 45 |
Impairment of amortizable intangible assets | 8 | 0 | 0 |
(Gain) loss on the sale or disposal of assets | (1,901) | 181 | 251 |
Total operating expenses | 246,243 | 232,765 | 237,920 |
Operating income | 28,078 | 33,022 | 28,616 |
Other income (expense): | |||
Interest income | 6 | 8 | 45 |
Interest expense, net of capitalized interest | (14,938) | (15,429) | (15,993) |
Change in the fair value of interest rate swap | 285 | (1,273) | (2,702) |
Gain on bargain purchase | 95 | 1,357 | 0 |
Loss on early retirement of long-term debt | (87) | (41) | (391) |
Net miscellaneous income and expenses | 6 | 201 | 665 |
Income from operations before income taxes | 13,445 | 17,845 | 10,240 |
Provision for income taxes | 4,572 | 6,695 | 4,765 |
Net income | $ 8,873 | $ 11,150 | $ 5,475 |
Basic earnings per share data: | |||
Basic earnings per share Class A and Class B common stock | $ 0.34 | $ 0.43 | $ 0.21 |
Diluted earnings per share data: | |||
Diluted earnings per share Class A and Class B common stock | 0.34 | 0.43 | 0.21 |
Distributions per share Class A and Class B common stock | $ 0.26 | $ 0.26 | $ 0.24 |
Basic weighted average Class A and Class B shares outstanding | 25,669,538 | 25,426,732 | 25,336,809 |
Diluted weighted average Class A and Class B shares outstanding | 26,034,990 | 25,887,819 | 26,081,175 |
CONSOLIDATED STATEMENTS OF OPE5
CONSOLIDATED STATEMENTS OF OPERATIONS [Parenthetical] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Broadcast operating expenses exclusive of depreciation and amortization | $ 146,283 | $ 140,819 | $ 139,206 |
Unallocated corporate expenses exclusive of depreciation and amortization | 14,994 | 15,146 | 17,092 |
Related Party [Member] | |||
Broadcast operating expenses exclusive of depreciation and amortization | 1,663 | 1,509 | 1,454 |
Unallocated corporate expenses exclusive of depreciation and amortization | $ 301 | $ 133 | $ 274 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Additional Paid-In Capital [Member] | Retained Earnings (Accumulated Deficit) [Member] | Treasury Stock [Member] | Common Class A [Member] | Common Class B [Member] |
Balance at Dec. 31, 2013 | $ 201,785 | $ 237,579 | $ (2,062) | $ (34,006) | $ 218 | $ 56 |
Balance (in shares) at Dec. 31, 2013 | 21,803,303 | 5,553,696 | ||||
Stock-based compensation | 1,576 | 1,576 | 0 | 0 | $ 0 | $ 0 |
Options exercised | 1,221 | 1,218 | 0 | 0 | $ 3 | $ 0 |
Options exercised (in shares) | 278,837 | 0 | ||||
Tax benefit related to stock options exercised | 120 | 120 | 0 | 0 | $ 0 | $ 0 |
Cash distributions | (6,183) | 0 | (6,183) | 0 | 0 | 0 |
Net income | 5,475 | 0 | 5,475 | 0 | 0 | 0 |
Balance at Dec. 31, 2014 | 203,994 | 240,493 | (2,770) | (34,006) | $ 221 | $ 56 |
Balance (in shares) at Dec. 31, 2014 | 22,082,140 | 5,553,696 | ||||
Stock-based compensation | 771 | 771 | 0 | 0 | $ 0 | $ 0 |
Options exercised | 385 | 383 | 0 | 0 | $ 2 | $ 0 |
Options exercised (in shares) | 163,994 | 0 | ||||
Tax benefit related to stock options exercised | 133 | 133 | 0 | 0 | $ 0 | $ 0 |
Cash distributions | (6,612) | 0 | (6,612) | 0 | 0 | 0 |
Net income | 11,150 | 0 | 11,150 | 0 | 0 | 0 |
Balance at Dec. 31, 2015 | 209,821 | 241,780 | 1,768 | (34,006) | $ 223 | $ 56 |
Balance (in shares) at Dec. 31, 2015 | 22,246,134 | 5,553,696 | ||||
Stock-based compensation | 582 | 582 | 0 | 0 | $ 0 | $ 0 |
Options exercised | 993 | 990 | 0 | 0 | $ 3 | $ 0 |
Options exercised (in shares) | 336,996 | 0 | ||||
Lapse of restricted shares (in shares) | 10,000 | 0 | ||||
Tax benefit related to stock options exercised | 255 | 255 | 0 | 0 | $ 0 | $ 0 |
Cash distributions | (6,678) | 0 | (6,678) | 0 | 0 | 0 |
Net income | 8,873 | 0 | 8,873 | 0 | 0 | 0 |
Balance at Dec. 31, 2016 | $ 213,846 | $ 243,607 | $ 3,963 | $ (34,006) | $ 226 | $ 56 |
Balance (in shares) at Dec. 31, 2016 | 22,593,130 | 5,553,696 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
OPERATING ACTIVITIES | |||
Net income | $ 8,873 | $ 11,150 | $ 5,475 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Non-cash stock-based compensation | 582 | 771 | 1,576 |
Tax benefit related to stock options exercised | 255 | 133 | 120 |
Depreciation and amortization | 17,276 | 17,741 | 18,825 |
Amortization of deferred financing costs | 631 | 628 | 643 |
Accretion of financing items | 206 | 188 | 187 |
Accretion of acquisition-related deferred payments and contingent earn-out consideration | 70 | 349 | 576 |
Provision for bad debts | 941 | 1,733 | 3,026 |
Deferred income taxes | 4,089 | 6,313 | 4,375 |
Impairment of long-lived assets | 700 | 0 | 0 |
Impairment of indefinite-lived long-term assets other than goodwill | 7,041 | 0 | 34 |
Impairment of goodwill | 32 | 439 | 45 |
Impairment of amortizable intangible assets | 8 | 0 | 0 |
Change in the fair value of interest rate swap | (285) | 1,273 | 2,702 |
Change in the estimated fair value of contingent earn-out consideration | (689) | (1,715) | 734 |
(Gain) loss on the sale or disposal of assets | (1,901) | 181 | 251 |
Gain on bargain purchase | (95) | (1,357) | 0 |
Loss on early retirement of debt | 87 | 41 | 391 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 4,236 | 1,461 | 4,101 |
Inventories | 223 | (307) | (27) |
Prepaid expenses and other current assets | (2) | (705) | 237 |
Accounts payable and accrued expenses | (819) | (6,482) | 538 |
Deferred rent | 1,330 | 3,745 | 643 |
Deferred revenue | (4,106) | (72) | (1,414) |
Other liabilities | 33 | 703 | (1,125) |
Income taxes payable | 150 | (81) | 12 |
Net cash provided by operating activities | 38,866 | 36,130 | 41,925 |
INVESTING ACTIVITIES | |||
Cash paid for capital expenditures net of tenant improvement allowances | (9,414) | (8,833) | (9,363) |
Capital expenditures reimbursable under tenant improvement allowances and trade agreements | (620) | (3,034) | (711) |
Escrow deposits related to acquisitions | (36) | 0 | (65) |
Deposit received under option agreement for radio station sales | 450 | 0 | 0 |
Purchases of broadcast assets and radio stations | (1,758) | (12,411) | (6,195) |
Proceeds from the sale of assets | 3,147 | 10 | 1,370 |
Other | (606) | (443) | (283) |
Net cash used in investing activities | (15,493) | (29,183) | (21,734) |
FINANCING ACTIVITIES | |||
Payments of costs related to bank credit facility | 0 | 0 | (13) |
Payments of acquisition-related contingent earn-out consideration | (111) | (1,204) | (300) |
Payments of deferred installments due from acquisition activity | (3,621) | (935) | 0 |
Proceeds from exercise of stock options | 993 | 385 | 1,221 |
Payment of cash distribution on common stock | (6,678) | (6,612) | (6,183) |
Payments on capital lease obligations | (107) | (112) | (130) |
Book overdraft | 12 | 2,075 | (1,352) |
Net cash used in financing activities | (23,341) | (6,882) | (20,223) |
CASH FLOWS FROM DISCONTINUED OPERATIONS | |||
Net increase (decrease) in cash and cash equivalents | 32 | 65 | (32) |
Cash and cash equivalents at beginning of year | 98 | 33 | 65 |
Cash and cash equivalents at end of year | 130 | 98 | 33 |
Cash paid during the year for: | |||
Cash paid for interest net of capitalized interest | 14,038 | 14,289 | 14,518 |
Cash paid for income taxes | 78 | 330 | 257 |
Other supplemental disclosures of cash flow information: | |||
Barter revenue | 5,470 | 6,204 | 6,227 |
Barter expense | 5,341 | 5,990 | 6,052 |
Non-cash investing and financing activities: | |||
Capital expenditures reimbursable under tenant improvement allowances | 620 | 2,998 | 670 |
Non-cash capital expenditures for property & equipment acquired trade agreements | 0 | 36 | 41 |
Estimated present value of contingent earn-out consideration | 66 | 300 | 2,047 |
Current value of deferred cash payments (short-term) | 1,640 | 21 | 600 |
Present value of deferred cash payments (due 2015) | 0 | 0 | 893 |
Present value of deferred cash payments (due 2016) | 0 | 0 | 2,289 |
Assets acquired under capital leases | 0 | 0 | 64 |
Term Loan B [Member] | |||
FINANCING ACTIVITIES | |||
Payments on Term Loan B and Revolver | (11,000) | (2,000) | (15,250) |
Revolver [Member] | |||
FINANCING ACTIVITIES | |||
Payments on Term Loan B and Revolver | (46,738) | (58,698) | (54,726) |
Proceeds from borrowings under Term Loan B and Revolver | 43,909 | 60,219 | 56,510 |
Digital Media [Member] | |||
INVESTING ACTIVITIES | |||
Purchases of digital media businesses and assets | (3,253) | (4,472) | (3,713) |
Publishing [Member] | |||
INVESTING ACTIVITIES | |||
Purchases of digital media businesses and assets | $ (3,403) | $ 0 | $ (2,774) |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | The accompanying consolidated financial statements of Salem Media Group, Inc. (“Salem” “we,” “us,” “our” or the “company”) include the company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated. Salem is a domestic multimedia company with integrated operations including radio broadcasting, digital media, and publishing. Effective as of February 19, 2015, we changed our name from Salem Communications Corporation to Salem Media Group, Inc. to more accurately reflect our multimedia business. Salem was formed in 1986 as a California corporation and was reincorporated in Delaware in 1999. Our content is intended for audiences interested in Christian and family-themed programming and conservative news talk. We maintain a website at www.salemmedia.com. We have three operating segments, (1) Broadcast, (2) Digital Media, and (3) Publishing, which are discussed in Note 20 Segment Data. Our foundational business is the ownership and operation of radio stations in large metropolitan markets. We also own and operate Salem Radio Network® (“SRN”), SRN News Network (“SNN”), Today’s Christian Music (“TCM”), Singing News Network (formerly Solid Gospel Network) and Salem Media Representatives TM Our digital media based businesses provide Christian, conservative, investing and health-themed content, e-commerce, audio and video streaming, and other resources digitally through the web. Salem Web Network (“SWN”) websites include Christian content websites: OnePlace.com, Christianity.com, Crosswalk.com®, GodVine.com, CrossCards.com, LighSource.com, Jesus.org, BibleStudyTools.com, iBelieve.com, CCMmagazine.com and ChristianHeadlines.com,. Our conservative opinion websites, collectively known as Townhall Media, include Townhall.com, HotAir.com, Twitchy.com, HumanEvents.com, RedState.com, and BearingArms.com. We also issue digital newsletters, including Eagle Financial Publications, which provide market analysis and non-individualized investment strategies from financial commentators on a subscription basis. Church product websites including WorshipHouseMedia.com, SermonSpice.com, SermonSearch.com, and ChurchStaffing.com offer downloads and service platforms to pastors and other educators. Our web content is accessible through all of our radio station websites that feature content of interest to local audiences throughout the United States. Digital media includes our e-commerce sites, Eagle Wellness and Gene Smart Wellness. These e-commerce sites offer health advice and nutritional products. Our publishing operating segment is comprised of three businesses: (1) Regnery Publishing is a traditional book publisher that has published dozens of bestselling books by leading conservative authors and personalities, including Ann Coulter, Newt Gingrich, David Limbaugh, Ed Klein, Mark Steyn and Dinesh D'Souza; (2) Salem Author Services, our self-publishing services for authors through Xulon Press and Hillcrest Media; and (3) Salem Publishing which produces and distributes five print magazines and one digital magazine. We consider all highly liquid debt instruments, purchased with an initial maturity of three-months or less, to be cash equivalents. The carrying value of our cash and cash equivalents approximated fair value at each balance sheet date. Trade accounts receivable represent receivables from customers for the sale of advertising, block program time, sponsorships and events, product sales, royalties, video and graphic downloads, subscriptions, and book sales. Our receivables are recorded as invoiced and represent claims that will be settled in cash. The carrying value of our receivables, net of the allowance for doubtful accounts and estimated sales returns, represents their estimated net realizable value. Trade accounts receivable for our self-publishing services represent contractual amounts due under individual payment plans. These contractual receivables are included in deferred revenue until the applicable earnings process is complete. We evaluate the balance reserved in our allowance for doubtful accounts on a quarterly basis based on our historical collection experience, the age of the receivables, specific customer information and current economic conditions. Past due balances are generally not written-off until all of our collection efforts have been unsuccessful, including use of a collections agency. A considerable amount of judgment is required in assessing the likelihood of ultimate realization of these receivables, including the current creditworthiness of each customer. If the financial condition of our customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. We have not modified our estimate methodology and we have not historically recognized significant losses from changes in our estimates. We believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. Inventories consist of finished goods, including published books and wellness products. Inventory is recorded at the lower of cost or market as determined on a First-In First-Out (“FIFO”) cost method. We reviewed historical data associated with book and wellness product inventories held by Regnery Publishing and our e-commerce wellness entities, as well as our own experiences to estimate the fair value of inventory on hand. Our analysis includes a review of actual sales returns, our allowances, royalty reserves, overall economic conditions and product demand. We record a provision to expense the balance of unsold inventory that we believe to be unrecoverable. We regularly monitor actual performance to our estimates and make adjustments as necessary. Estimated inventory reserves may be adjusted, either favorably or unfavorably, if factors such as the historical data we used to calculate these estimates do not properly reflect future returns or as a result of changes in economic conditions of the customer and/or the market. We have not modified our estimate methodology and we have not historically recognized significant losses from changes in our estimates. We believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. Property and equipment are recorded at cost less accumulated depreciation. Cost represents the historical cost of acquiring the asset, including the costs necessarily incurred to bring it to the condition and location necessary for its intended use. For assets constructed for our own use, such as towers and buildings that are discrete projects for which costs are separately accumulated and for which construction takes considerable time, we record capitalized interest. The amount capitalized is the cost that could have been avoided had the asset not been constructed and is based on the average accumulated expenditures incurred over the capitalization period at the weighted average rate applicable to our outstanding variable rate debt. We capitalized interest of $ 0.2 0.1 Category Estimated Life Buildings 40 years Office furnishings and equipment 5 -10 years Antennae, towers and transmitting equipment 10 - 20 years Studio, production and mobile equipment 5 - 10 years Computer software and website development costs 3 years Record and tape libraries 3 years Automobiles 5 years Leasehold improvements Lesser of useful life or remaining lease term The carrying value of property and equipment is evaluated periodically in relation to the operating performance and anticipated future cash flows of the underlying radio stations and business units for indicators of impairment. When indicators of impairment are present, and the cash flows estimated to be generated from these assets is less than the carrying value, an adjustment to reduce the carrying value to the fair market value of the assets is recorded. See Note 9 Property and Equipment. We capitalize costs incurred during the application development stage related to the development of internal-use software as specified in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 350-40 “ Internal-Use Software 2.3 2.2 3.9 2.5 2.4 2.4 Intangible assets are recorded at cost less accumulated amortization. Typically, intangible assets are acquired in conjunction with the acquisition of broadcast entities, digital media entities and publishing entities. Category Estimated Life Customer lists and contracts Lesser of 5 years or life of contract Domain and brand names 5 -7 years Favorable and assigned leases Lease Term Subscriber base and lists 3 - 7 years Author relationships 1 - 7 years Non-compete agreements 2 to 5 years The carrying value of our amortizable intangible assets are evaluated periodically in relation to the operating performance and anticipated future cash flows of the underlying radio stations and businesses for indicators of impairment. In accordance with FASB ASC Topic 360 “ Property, Plant and Equipment 8,000 In the case of our broadcast radio stations, we would not be able to operate the properties without the related FCC broadcast license for each property. Broadcast licenses are renewed with the FCC every eight years for a nominal fee that is expensed as incurred. We continually monitor our stations’ compliance with the various regulatory requirements that are necessary for FCC renewal and all of our broadcast licenses have been renewed at the end of their respective periods. We expect all of our broadcast licenses to be renewed in the future and therefore, we consider our broadcast licenses to be indefinite-lived intangible assets. The weighted-average period before the next renewal of our broadcasting licenses is 4.5 years. We do not amortize broadcast licenses, but rather test for impairment annually or more frequently if events or circumstances indicate that the value may be impaired. We perform our annual impairment testing during the fourth quarter of each year, which coincides with our budget and planning process for the upcoming year. The unit of accounting we use to test broadcast licenses is the cluster level, which we define as a group of radio stations operating in the same geographic market, sharing the same building and equipment and managed by a single general manager. The cluster level is the lowest level for which discrete financial information and cash flows are available and the level reviewed by management to analyze operating results. We perform a qualitative assessment for each of our broadcast market clusters. We review the significant assumptions and key estimates applicable to our prior year estimated fair value calculations to assess if events and circumstances have occurred that could affect these assumptions and key estimates. We also review internal benchmarks and the economic performance for each market cluster to assess if it is more likely than not that impairment exists. The first step of our qualitative assessment is to calculate excess fair value, or the amount by which our prior year estimated fair value exceeds the current year carrying value. We believe based on our analysis and review, including the financial performance of each market, that a 25 25 The second step of our qualitative assessment consists of a review of the financial operating results for each market cluster. Radio stations are often sold on the basis of a multiple of projected cash flow, or Station Operating Income (“SOI”) defined as net broadcast revenue less broadcast operating expenses. See Item 6 Selected Financial Data within this annual report for information on SOI, a non-GAAP measure. Numerous trade organizations and analysts review these radio station sales to track SOI multiples applicable to each transaction. Based on published reports and analysis of market transactions, we believe industry benchmarks to be in the six to seven times cash flow range. We elected an SOI benchmark of four as a conservative indicator of fair value. We account for goodwill and other indefinite-lived intangible assets in accordance with FASB ASC Topic 350 “ IntangiblesGoodwill and Other 70 94 6 The unit of accounting we use to test goodwill associated with our radio stations is the cluster level, which we define as a group of radio stations operating in the same geographic market, sharing the same building and equipment and managed by a single general manager. Nineteen of our 34 market clusters have goodwill associated with them as of our annual testing period ending December 31, 2016. The unit of accounting we use to test goodwill in our radio networks is the entity level, which includes Salem Radio Network® (“SRN”), SRN News Network (“SNN”), Todays Christian Music (“TCM”) and Singing News Network (formerly Solid Gospel Network. The entity level is the level reviewed by management for which discreet financial information is available. One of our five networks has goodwill associated with it as of our annual testing period ending December 31, 2016. The unit of accounting we use to test goodwill in our digital media segment is the entity level, which includes Salem Web Network, Townhall.com, Eagle Financial Publications and wellness products. The financial statements for Salem Web Network reflect the operating results and cash flows for all of our Internet sites and our church product sites exclusive of Townhall.com. The financial statements for Townhall.com reflect the operating results for each of our conservative opinion sites. Eagle Wellness includes only the results of the e-commerce site for nutritional products. The unit of accounting we use to test goodwill in our publishing segment is the entity level, which includes Regnery Publishing, Xulon Press, and Hillcrest Media. Regnery Publishing is our book publishing entity based in Washington DC, with a stand-alone facility under one general manager, with operating results and cash flows of reported at the entity level. Xulon Press and Hillcrest Media also operate from a stand-alone facility in Orlando, Florida under one general manager who is responsible for the separately stated operating results and cash flows. We perform a qualitative assessment to determine if events and circumstances have occurred that indicate it is more likely than not that the fair value of the assets in market cluster are less than their carrying values. We review the significant inputs used in our prior year fair value estimates to determine if any changes to those inputs should be made. We estimate fair value using a market approach and compare the estimated fair value of a market cluster to its carrying value, including goodwill. If the carrying amount, including goodwill, exceeds the estimated fair value of the market cluster, a potential indication exists that the amount of goodwill attributed to that market cluster may be impaired. When performing Step 1 of our annual impairment testing of goodwill, the fair value of the entity is estimated using a discounted cash flow analysis, a form of the income approach. The discounted cash flow analysis utilizes a five to seven year projection period to derive operating cash flow projections from a market participant view. We make certain assumptions regarding future revenue growth based on industry market data, historical performance and expected future performance. We also make assumptions regarding working capital requirements and ongoing capital expenditures for fixed assets. Future net free cash flows are calculated on a debt free basis and discounted to present value using a risk adjusted discount rate. The terminal year value is calculated using the Gordon constant growth method and long-term growth rate assumptions based on long-term industry growth and GDP inflation rates. The resulting fair value estimates, net of any interest bearing debt, are compared to the carrying value of each reporting units’ net assets. We estimate the fair value using a market approach and compare the estimated fair value of each entity to its carrying value, including goodwill. Under the market approach, we apply a multiple of four to each entities operating income to estimate the fair value. We believe that a multiple of four is a conservative indicator of fair value as described above. If the carrying amount, including goodwill, exceeds the estimated fair value of the reporting unit, an indication exists that the amount of goodwill attributed to that entity may be impaired. When we have indication of impairment, we engage an independent third-party appraisal and valuation firm to assist us with determining the enterprise value. If the results of Step 1 indicate that the carrying value of a reporting unit exceeds its fair value, Step 2 is required. Under Step 2, the implied fair value of the reporting unit, including goodwill, is calculated to determine the amount of the impairment. Other Indefinite-Lived Intangible Assets Mastheads consist of the graphic elements that identify our publications to readers and advertisers. These include customized typeset page headers, section headers, and column graphics as well as other name and identity stylized elements within the body of each publication. We test the value of mastheads as a single combined publishing entity as our print magazines operate from one shared facility under one general manager with operating results and cash flows reported on a combined basis for all publications. This is the lowest level for which discrete financial information and cash flows are available and the level reviewed by management to analyze operating results. We account for business acquisitions in accordance with the acquisition method of accounting as specified in FASB ASC Topic 805 “ Business Combinations We underwent such a reassessment, and as a result, recorded a gain on bargain purchase of $ 0.1 1.4 0.8 0.3 0.3 Acquisitions may include contingent earn-out consideration, the fair value of which is estimated as of the acquisition date as the present value of the expected contingent payments as determined using weighted probabilities of the payment amounts. See Note 4 Acquisitions and Recent Transactions and Note 5 Contingent Earn-Out Consideration. A majority of our radio station acquisitions have consisted primarily of the FCC licenses to broadcast in a particular market. We often do not acquire the existing format, or we change the format upon acquisition when we find it beneficial. As a result, a substantial portion of the purchase price for the assets of a radio station is allocated to the broadcast license. Property and equipment are recorded at their estimated fair value and depreciated on a straight-line basis over their estimated useful lives. Finite-lived intangible assets are recorded at their estimated fair value and amortized on a straight-line basis over their estimated useful lives. Costs associated with acquisitions, such as consulting and legal fees, are expensed as incurred in unallocated corporate operating expenses. Our acquisitions often include contingent earn-out consideration as part of the purchase price. The fair value of the contingent earn-out consideration is estimated as of the acquisition date based on the present value of the expected contingent payments to be made using a weighted probability of possible payments. The unobservable inputs used in the determination of the fair value of the contingent earn-out consideration include our own assumptions about the likelihood of payment based on the established benchmarks and discount rates based on our internal rate of return analysis. The fair value measurement includes inputs that are Level 3 measurements as discussed in Note 12 to our consolidated financial statements. We review the probabilities of possible future payments to the estimated fair value of any contingent earn-out consideration on a quarterly basis over the earn-out period. Actual results are compared to the estimates and probabilities of achievement used in our forecasts. Should actual results increase or decrease as compared to the assumption used in our analysis, the fair value of the contingent earn-out consideration obligations will increase or decrease, up to the contracted limit, as applicable. Changes in the fair value of the contingent earn-out consideration could cause a material impact and volatility in our operating results. See Note 5 Contingent Earn-Out Consideration. We regularly review underperforming assets to determine if a sale or disposal might be a better way to monetize the assets. When a station, group of stations, or other asset group is considered for sale or disposal, we review the transaction to determine if or when the entity qualifies as a discontinued operation in accordance with the criteria of FASB ASC Topic 205-20 “ Discontinued Operations Revenue is recognized as it is earned in accordance with applicable guidelines. We consider amounts to be earned once evidence of an arrangement has been obtained, services are performed, fees are fixed or determinable and collectability is reasonably assured. We account for broadcast revenue from the sale of airtime for programs or spots as the program or advertisement is broadcast. Revenues are reported net of agency commissions, which are calculated as a stated percentage applied to gross billings. Digital revenue is recognized upon delivery of page-views, delivery of impressions as specified in the contract, delivery of the digital newsletter or email, or upon delivery of the advertisement or programming content via streaming. Revenues are reported net of agency commissions, which are calculated as a stated percentage applied to gross billings. Revenue from product sales and book sales are recognized upon shipment net of distribution fees and an allowance for sales returns. Revenues from advertisements in our print magazines are recognized upon delivery of the publication net of agency commissions, which are calculated as a stated percentage applied to gross billings. Subscription revenue from our print magazines and digital newsletters is recognized over the life of the related subscription. We enter bundled advertising agreements that may include cross-promotions such as advertisements on our radio stations, digital banners, print magazine placements, booth space at local events, or some combination thereof. The multiple deliverables contained in each agreement are accounted for separately over their respective delivery period provided that they are separate units of accounting. The selling price for each deliverable is based on vendor specific objective evidence, if available, or the estimated fair value of each deliverable. Objective evidence of the fair value includes the price charged for each element when sold separately or the price that we would transact if the deliverable is sold regularly on a standalone basis. Arrangement consideration is allocated at the inception of each agreement to all deliverables using the relative selling price method. The relative selling price method allocates any discount in the arrangement proportionally to each deliverable on the basis of each deliverable’s selling price. We provide for estimated returns for products sold with the right of return, primarily book sales associated with Regnery Publishing and nutritional products sold through Eagle Wellness and Gene Smart. We record an estimate of these product returns as a reduction of revenue in the period of the sale. Our estimates are based upon historical sales returns, the amount of current period sales, economic trends and any changes in customer demand and acceptance of our products. We regularly monitor actual performance to estimated return rates and make adjustments as necessary. Estimated return rates utilized for establishing estimated returns reserves have approximated actual returns experience. However, actual returns may differ significantly, either favorably or unfavorably, from these estimates if factors such as the historical data we used to calculate these estimates do not properly reflect future returns or as a result of changes in economic conditions of the customer and/or the market. We have not modified our estimate methodology and we have not recognized significant losses from changes in our estimates We may provide broadcast time or digital advertising placement to customers in exchange for certain products, supplies or services. The terms of these exchanges generally permit for the preemption of such broadcast time or digital placements in favor of customers who purchase these items for cash. We include the value of such exchanges in net revenues and operating expenses. The value recorded for barter revenue and barter expense is based upon management’s estimate of the fair value of the products, supplies or services received. . We believe that our estimates and assumptions are reasonable and that our barter revenue and barter expense are accurately reflected. We record barter revenue as it is earned, typically when the broadcast time is used or the digital advertisement is delivered. We record barter expense equal to the estimated fair value of the goods or services received upon receipt or usage of the items as applicable. Barter revenue included in broadcast revenue for the years ended December 31, 2016, 2015 and 2014 was approximately $ 5.4 6.1 6.0 5.3 5.9 6.0 42,000 0.1 0.2 34,000 0.1 0.1 We account for stock-based compensation under the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 718, “ CompensationStock Compensation Costs of media advertising and associated production costs are expensed as incurred and amounted to approximately $ 12.3 11.3 11.5 We lease broadcast towers, transmitter sites and office space throughout the United States. We review each lease agreement upon inception to determine the appropriate classification of the lease as a capital lease or operating lease based on the factors listed in FASB ASC Topic 840 “ Leases 15.3 14.8 13.8 Deferred rental revenue was $ 4.3 4.4 We may construct or otherwise invest in leasehold improvements to properties. The costs of these leasehold improvements are capitalized and depreciated over the shorter of the estimated useful life of the improvement or the lease term including anticipated renewal periods. We provide health insurance benefits to eligible employees under a self-insured plan whereby the company pays actual medical claims subject to certain stop loss limits. We record self-insurance liabilities based on actual claims filed and an estimate of those claims incurred but not reported. Our estimates are based on historical data and probabilities that are subject to a high degree of variability due to unpredictable external factors such as future inflation rates, changes in severity, benefit level changes, medical costs and claim settlement patterns. Should the actual amount of claims increase or decrease beyond what was anticipated, we may adjust our future reserves. Our self-insurance liability was $ 0.8 0.7 We have not modified our estimate methodology and we have not historically recognized significant losses from changes in our estimates. While we had an unusually high level of claims in the third quarter of 2016 due to a larger than normal number of expensive claims, we believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. We are exposed to fluctuations in interest rates. We actively monitor these fluctuations and use derivative instruments from time to time to manage the related risk. In accordance with our risk management strategy, we may use derivative instruments only for the purpose of managing risk associated with an asset, liability, committed transaction, or probable forecasted transaction that is identified by management. Our use of derivative instruments may result in short-term gains or losses that may increase the volatility of our earnings. Under FASB ASC Topic 815, “ Derivatives and Hedging” On March 27, 2013, we entered into an interest rate swap agreement with Wells Fargo Bank, N.A. that began on March 28, 2014 with a notional principal amount of $ 150.0 0.625 March 28, 2019 1.645 0.5 As of December 31, 2015 As of December 31, 2016 (Dollars in thousands) Fair value of interest rate swap liability $ 798 $ 514 Fair Value Measurements and Disclosures As of December 31, 2016, the carrying value of cash and cash equivalents, trade accounts receivables, accounts payable, accrued expenses and accrued interest approximates fair value due to the short-term nature of such instruments. The carrying value of other long-term liabilities approximates fair value as the related interest rates approximate rates currently available to the company. See Note 12 Fair Value Measurements and Disclosures. Our classification of outstanding borrowings on our Term Loan B as long-term debt on our balance sheet is based on our assessment that, under the terms of our Credit Agreement and after considering our projected operating results and cash flows for the coming year, no principal payments are required to be made within the next twelve months. The Term Loan B has a term of seven years, maturing in March 2020. We are required to make principal payments of $ 750,000 Our projections of operating results and cash flows for the coming year are estimates dependent upon a number of factors including but not limited to developments in the markets in which we are operating in and varying economic and political factors. Accordingly, these projections are inherently uncertain and our actual results could differ from these estimates. Deferred financing costs consists of underwriting and legal fees incurred in conjunction with entering our Term Loan B and Revolver. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting” We adopted ASU 2015-03, as amended by ASU 2015-15, as of the effective date of January 1, 2016. Debt issue costs are being amortized to non-cash interest expense over the life of the Term Loan B using the effective interest method. We chose to continue presentation of debt issue costs associated with our Revolver as an asset in accordance with ASU 2015-15. We have retrospectively accounted for the implementation of ASU 2015-03 and ASU 2015-15 as a change in accounting principle. Costs of the Revolver are being amortized to non-cash interest expense over the five year life of the Revolver using the effective interest method based on an imputed interest rate of 4.58 We account for income taxes in accordance with FASB ASC Topic 740 “ Income Taxes We record a valuation allowance to reduce our deferred tax assets to the amount that is more likely than not to be realized. We consider all available evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates of future taxable income and ongoing prudent and feasible tax planning strategies in assessing the need for a valuation allowance. In the event we were to determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to earnings in the period in which we make such a determination. Likewise, if we later determine that it is more likely than not that the net deferred tax assets would be realized, we would reverse the applicable portion of the previously provided valuation allowance. For financial reporting purposes, we recorded a valuation allowance of $ 4.5 2.8 1.6 We are subject to audit and review by various taxing jurisdictions. We may recognize liabilities on our financial statements for positions taken on uncertain tax positions. When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others may be subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, we believe it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Such positions are deemed to be unrecognized tax benefits and a corresponding liability is established on |
IMPAIRMENT OF GOODWILL AND OTHE
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS | NOTE 2. IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS We account for goodwill and other indefinite-lived intangible assets in accordance with FASB ASC Topic 350 “ IntangiblesGoodwill and Other Broadcast Licenses We perform a qualitative assessment for each of our broadcast market clusters annually. We review the significant assumptions and key estimates applicable to our prior year estimated fair value calculations to assess if events and circumstances have occurred that could affect these assumptions and key estimates. We also review internal benchmarks and the economic performance for each market cluster to assess if it is more likely than not that impairment exists. The first step of our qualitative assessment is to calculate excess fair value, or the amount by which our prior year estimated fair value exceeds the current year carrying value. We believe based on our analysis and review, including the financial performance of each market, that a 25% excess fair value margin is a conservative and reasonable benchmark for our qualitative analysis. Markets with an excess fair value of 25% or more, which have had no significant changes in the prior year assumptions and key estimates, are not likely to be impaired. Of the eleven markets for which an independent third party fair value appraisal was obtained in the prior year, three markets were subject to testing in the current year. The table below presents the percentage within a range by which our prior year start-up income estimated fair value exceeds the current year carrying value of our broadcasting licenses: Geographic Market Clusters as of December 31, 2016 Percentage Range By Which 2015 Estimated Fair Value Exceeds 2016 Carrying Value ≤ 25% >26%-50% >50% to 75% > than 75% Number of accounting units 3 4 1 3 Broadcast license carrying value (in thousands) $ 108,374 $ 49,738 $ 27,878 $ 15,650 We performed a quantitative analysis for 22 of our market clusters for which we did not obtain an independent third party fair value appraisal during our prior year annual testing period and 1 newly acquired market for which the fair value had been previously estimated as of the acquisition date during the prior year. The second step of our qualitative assessment consists of a review of the financial operating results for each market cluster. Radio stations are often sold on the basis of a multiple of projected cash flow, or Station Operating Income (“SOI”) defined as net broadcast revenue less broadcast operating expenses. See Item 6 Selected Financial Data within this annual report for information on SOI, a non-GAAP measure. Numerous trade organizations and analysts review these radio station sales to track SOI multiples applicable to each transaction. Based on published reports and analysis of market transactions, we believe industry benchmarks to be in the six to seven times cash flow range. We elected an SOI benchmark of four as a conservative indicator of fair value. Using an SOI multiple to estimate fair value, we did not identify additional markets for further testing. The table below shows the percentage within a range by which our estimated fair value exceeded the carrying value of our broadcasting licenses for these twenty three market clusters: Geographic Market Clusters as of December 31, 2016 Tested due to length of time from prior valuation Percentage Range by Which Prior ≤ 25% >26%-50% >50% to 100% > than 100% Number of accounting units 13 4 2 4 Broadcast license carrying value (in thousands) $ 166,107 $ 10,635 $ 9,904 $ 6,771 We engaged Noble Financial, an independent third-party appraisal and valuation firm, to assist us in estimating the fair value of broadcast licenses in 25 of our market clusters. The estimated fair value of each market cluster was determined using the Greenfield Method, a form of the income approach. The premise of the Greenfield Method is that the value of an FCC license is equivalent to a hypothetical start-up in which the only asset owned by the station as of the valuation date is the FCC license. This approach eliminates factors that are unique to the operation of the station, including its format and historical financial performance. The method then assumes the entity has to purchase, build, or rent all of the other assets needed to operate a comparable station to the one in which the FCC license is being utilized as of the valuation date. Cash flows are estimated and netted against all start-up costs, expenses and investments necessary to achieve a normalized and mature state of operations, thus reflecting only the cash flows directly attributable to the FCC License. A multi-year discounted cash flow approach is then used to determine the net present value of these cash flows to derive an indication of fair value. For cash flows beyond the projection period, a terminal value is calculated using the Gordon constant growth model and long-term industry growth rate assumptions based on long-term industry growth and Gross Domestic Product (“GDP”) inflation rates. The primary assumptions used in the Greenfield Method are: (1) gross operating revenue in the station’s designated market area, (2) normalized market share, (3) normalized profit margin, (4) duration of the “ramp-up” period to reach normalized operations, (which was assumed to be three years), (5) estimated start-up costs (based on market size), (6) ongoing replacement costs of fixed assets and working capital, (7) the calculations of yearly net free cash flows to invested capital; and (8) amortization of the intangible asset, the FCC license. The assumptions used reflect those of a hypothetical market participant and not necessarily the actual or projected results of Salem. The key estimates and assumptions used in the start-up income valuation for our broadcast licenses were as follows: Broadcast Licenses December 31, 2014 December 31, 2015 December 31, 2016 Risk-adjusted discount rate 8.0% 8.0% 8.5% Operating profit margin ranges (13.9%) - 30.8% (13.9%) - 30.8% (13.9%) - 30.8% Long-term market revenue growth rate ranges 1.5% - 2.5% 2.0% 1.9% The risk-adjusted discount rate reflects the Weighted Average Cost of Capital (“WACC”) developed based on data from same or similar industry participants and publicly available market data as of the measurement date. The increase in the WACC for the 2016 testing period as compared to 2015 was largely attributable to increases in corporate borrowing interest rates during 2016 within the composite mix of industry participants considered in the analysis. Based on our review and analysis, we determined that the carrying value of broadcast licenses in four of our market clusters were deemed to be impaired as of the annual testing period ending December 31, 2016. We recorded an impairment charge of $6.5 million to the value of broadcast licenses in Cleveland, Dallas-Ft Worth, Detroit and Portland. There were no impairment charges during the testing periods ending December 31, 2015 or 2014. The impairment charge was driven by an increase in the WACC during the year ended December 31, 2016 as compared to the prior year. We believe that these trends are indicative of trends in the industry as a whole and not unique to our company or operations. The table below presents the results of our impairment testing under the income approach for the 2016 annual testing period. Markets with a negative excess fair value were impaired as of the balance sheet date with corresponding adjustments to the FCC license value recorded. Market Cluster Excess Fair Value Atlanta, GA 6.6% Cleveland, OH (6.4%) Columbus, OH 47.1% Dallas, TX (1.0%) Denver, CO 765.2 Detroit, MI (3.3%) Honolulu, HI 146.40% Houston, TX 1,103.4% Little Rock 345.4% Los Angeles, CA 390.7% Louisville, KY 14.6% Miami FL 29.1% Nashville, TN 193.0% New York, NY 466.5% Omaha NE 22.5% Philadelphia, PA 86.3% Phoenix, AZ 83.4% Pittsburgh, PA 348.4% Portland, OR (9.6%) San Antonio, TX 257.2% San Diego, CA 37.8% San Francisco, CA 21.8% Seattle, WA 309.6% St Louis 261.2% Washington, D.C. 107.2% Mastheads We regularly perform quantitative reviews of our mastheads due to the low margin by which our estimated fair values have exceeded our carrying value, and ongoing operating results that have not met or exceeded our expectations. We engaged Noble Financial, an independent third-party appraisal firm, to assist us in estimating the fair value of our mastheads using a Relief from Royalty method, a form of the income approach. The Relief from Royalty method estimates the fair value of mastheads through use of a discounted cash flow model that incorporates a hypothetical “royalty rate” that a third-party owner would be willing to pay in lieu of owning the asset. The royalty rate is based on observed royalty rates for comparable assets as of the measurement date. We adjust the selected royalty rate to account for a percentage of the royalty fee that could be attributed to the use of other intangibles, such as goodwill, time in existence, trade secrets and industry expertise. The adjusted royalty rate represents the royalty fee remaining that could be attributed to the use of the masthead only. Pre-tax royalty income is based on a 10-year revenue forecast and assumed to carry on into perpetuity. Revenue beyond the projection period (terminal year) is based on estimated long-term industry growth rates. The analysis also incorporated the present value of the tax amortization benefit associated with the mastheads. The key estimates and assumptions are as follows: Mastheads December 31, 2014 December 31, 2015 December 31, 2016 Risk-adjusted discount rate 8.0% 8.0% 9.5% Projected revenue growth ranges (4.8%) 1.4% 2.1% 2.9% (4.3%) 1.2% Royalty rate 3.0% 3.0% 3.0% The risk-adjusted discount rate reflects the WACC developed based on data from same or similar industry participants and publicly available market data as of the measurement date. The increase in the WACC for the 2016 testing period as compared to 2015 was largely attributable to increases in corporate borrowing interest rates during 2016 within the composite mix of industry participants considered in the analysis. Based on our review and analysis as of the December 2016 annual testing period, we recorded an impairment charge of $0.5 million associated with the carrying value of mastheads. This impairment was driven by an increase in the WACC associated with the print magazine publishing business and declines in our forecasted revenue growth rates based on a continual erosion of operating results. The print magazine industry as a whole is impacted by the growth of digital-only publications, which are often free to readers or available at a significantly reduced cost to readers. We believe that the impairment is indicative of trends in the magazine publishing industry as a whole and is not unique to our company or publications. Goodwill Broadcast Radio Stations Nineteen of our broadcast markets had goodwill associated with them as of December 31, 2016. Based on our review, we tested eight of these market clusters for impairment of goodwill during the annual testing period ending December 31, 2016. We engaged Noble Financial, an independent third-party appraisal firm, to assist us in estimating the enterprise of value our market clusters for the purpose of testing goodwill for impairment. The key estimates and assumptions used for our enterprise valuations are as follows: December 31, 2014 December 31, 2015 December 31, 2016 Enterprise Valuations Broadcast Markets Broadcast Markets Broadcast Markets Risk-adjusted discount rate 8.0% 8.0% 8.5% Operating profit margin ranges 8.4% - 46.1% 49.7% (18.5%) 43.3% Long-term revenue market growth rate ranges 1.0% - 5.0% 2.0% 1.9% The risk-adjusted discount rate reflects the WACC developed based on data from same or similar industry participants and publicly available market data as of the measurement date. The increase in the WACC for the 2016 testing period as compared to 2015 was largely attributable to increases in corporate borrowing interest rates during 2016 within the composite mix of industry participants considered in the analysis. Based on our review and analysis, we determined that no impairment charges were necessary to the carrying value of our broadcast market goodwill as of the annual testing period ending December 31, 2016, December 31, 2015, and December 31, 2014, respectively and that Step 2 was not necessary. The tables below present the percentage within a range by which the estimated fair value exceeded the carrying value of each of our market clusters, including goodwill: Broadcast Market Clusters as of December 31, 2016 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 3 3 6 7 Carrying value including goodwill ( in thousands 93,978 $ 27,714 $ 124,464 $ 71,270 Broadcast Market Clusters as of December 31, 2015 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 3 3 2 11 Carrying value including goodwill ( in thousands $ 56,179 $ 52,164 $ 37,570 $ 169,907 Broadcast Market Clusters as of December 31, 2014 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 5 --- 2 7 Carrying value including goodwill ( in thousands $ 81,507 $ --- $ 27,636 $ 84,693 Goodwill Broadcast Networks TCM, one of our five networks has goodwill associated with it as of our annual testing period ending December 31, 2016. We identified operating losses within TCM that indicated that the value of goodwill may be impaired. We engaged Noble Financial, an independent third-party appraisal firm, to assist us in estimating the enterprise of value our networks for the purpose of testing goodwill for impairment. The key estimates and assumptions used for our enterprise valuations for each period tested are as follows: December 31, 2015 December 31, 2016 Enterprise Valuations Broadcast Networks Broadcast Networks Risk-adjusted discount rate 9.0% 9.5% Operating profit margin ranges (74.1) (97.5%) 1.0% 24.4% Long-term revenue market growth rates 2.0% 1.9% The risk-adjusted discount rate reflects the WACC developed based on data from same or similar industry participants and publicly available market data as of the measurement date. The increase in the WACC for the 2016 testing period as compared to 2015 was largely attributable to increases in corporate borrowing interest rates during 2016 within the composite mix of industry participants considered in the analysis. Based on this review and analysis, we determined that the fair value of the reporting unit was more than the carrying value. No impairment charges were recorded and Step 2 was not necessary based on the results. We did not perform a sensitivity analysis for the current year certain key assumptions, as such changes in assumptions would have no impact on the carrying value of goodwill associated with our broadcast networks. Goodwill Digital Media Five of our digital media businesses had goodwill associated with them as of our annual testing period ending December 31, 2016. We tested two of these entities for impairment based on an excess carrying value of less than 25%. The key estimates and assumptions used in the valuation of our digital media entities for each testing period are as follows: Enterprise Valuation December 31, 2014 December 31, 2015 December 31, 2016 Risk adjusted discount rate 8.0% 8.0% - 9.0% 8.5% - 9.5% Operating profit margin ranges (7.4%) - 34.9% (8.9%) - 13.8% (20.3%) - 8.2% Long-term revenue market growth rate ranges 2.50% 2.0 - 3.0% 1.9% - 2.5% The risk-adjusted discount rate reflects the WACC developed based on data from same or similar industry participants and publicly available market data as of the measurement date. The increase in the WACC for the 2016 testing period as compared to 2015 was largely attributable to increases in the risk free rate and corporate borrowing interest rates during 2016 as compared to the prior year. We engaged Noble Financial, an independent third-party appraisal firm, to assist us in estimating the enterprise of value these digital media businesses for the purpose of testing goodwill for impairment. Based on our review and analysis, we determined that the carrying value of our wellness business exceeded its fair value and Step 2 was necessary. Under Step 2, the implied fair value of the reporting unit, including goodwill, was estimated to determine the amount of the impairment. We recorded an impairment charge of $32,000 to the carrying value of goodwill and an impairment charge of approximately $8,000 to amortizable intangible assets. These impairment charges resulted from reductions in revenue forecasts for this business unit due to actual operating results to date that have not met expectations. The table below presents the percentage within a range by which the estimated fair value exceeded the carrying value of our accounting units, including goodwill. Digital Media Entities as of December 31, 2016 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 2 1 1 1 Carrying value including goodwill ( in thousands $ 811 $ 3,910 $ 28,285 $ 941 Digital Media Entities as of December 31, 2015 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 1 - 4 Carrying value including goodwill ( in thousands $ 4,488 $ - $ $ 29,126 Digital Media Entities as of December 31, 2014 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 1 1 1 1 Carrying value including goodwill ( in thousands $ 4,649 $ 6,118 $ 385 $ 26,101 Goodwill Publishing Two of our publishing entities had goodwill associated with them as of the annual testing period ending December 31, 2016. Based on actual operating results that did not meet our annual projections, we engaged Noble Financial, an independent third-party appraisal firm to assist us with estimating the enterprise value of one of these entities for the purpose of testing goodwill for impairment. The enterprise valuation assumes that the subject assets are installed as part of an operating business rather than as a hypothetical start-up. The key estimates and assumptions used for our enterprise valuations are as follows: Enterprise Valuation December 31, 2014 December 31, 2014 December 31, 2016 Risk adjusted discount rate 8.0% 8.0% 8.5% Operating margin ranges 2.4% - 5.9% 4.2% 6.2% 3.5% 5.7% Long-term revenue market growth rates 1.5% 2.0% 1.9% The risk-adjusted discount rate reflects the WACC developed based on data from same or similar industry participants and publicly available market data as of the measurement date. The increase in the WACC for the 2016 testing period as compared to 2015 was largely attributable to increases in corporate borrowing interest rates during 2016 within the composite mix of industry participants considered in the analysis. Based on our review and analysis of the enterprise estimated fair value, we determined that no impairment charges were necessary to the carrying value of goodwill associated with our publishing entities as of the annual testing period ending December 31, 2016 and that Step 2 was not necessary. The table below presents the percentage within a range by which the estimated fair value exceeded the carrying value of our accounting units, including goodwill. Publishing Accounting units as of December 31, 2016 Percentage Range By Which Estimated Fair Value Exceeds Carrying < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 2 Carrying value including goodwill ( in thousands $ 1,360 $ $ $ Publishing Accounting units as of December 31, 2015 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 1 1 Carrying value including goodwill ( in thousands $ 854 $ $ $ 2,453 Publishing Accounting units as of December 31, 2014 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 2 1 Carrying value including goodwill ( in thousands $ 3,417 $ $ $ 2,314 We believe that we have made reasonable estimates and assumptions to calculate the estimated fair value of our indefinite-lived intangible assets, however, these estimates and assumptions are highly judgmental in nature. Actual results can be materially different from estimates and assumptions. If actual market conditions are less favorable than those projected by the industry or by us, or if events occur or circumstances change that would reduce the estimated fair value of our indefinite-lived intangible assets below the amounts reflected on our balance sheet, we may recognize future impairment charges, the amount of which may be material. |
IMPAIRMENT OF LONG-LIVED ASSETS
IMPAIRMENT OF LONG-LIVED ASSETS | 12 Months Ended |
Dec. 31, 2016 | |
Impairment Of Long Lived Assets Disclosure [Abstract] | |
IMPAIRMENT OF LONG-LIVED ASSETS | NOTE 3. IMPAIRMENT OF LONG-LIVED ASSETS We account for property and equipment in accordance with FASB ASC Topic 360-10, “ Property, Plant and Equipment Based on changes in management’s planned usage, we classified land in Covina, California as held for sale as of June 2012. At that time, we evaluated the land for impairment in accordance with guidance for impairment of long-lived assets held for sale. We determined that the carrying value of the land exceeded the estimated fair value less costs to sell and recorded an impairment charge of $ 5.6 1.2 0.7 Fair Value Measurements Using: (Dollars in thousands) Quoted prices in Significant Other Significant As of December active markets Observable Inputs Unobservable Description 31, 2016 (Level 1) (Level 2) Inputs (Level 3) Total Loss Long-Lived Asset Held for Sale $ 1,000 $ 1,000 $ (700) |
ACQUISITIONS AND RECENT TRANSAC
ACQUISITIONS AND RECENT TRANSACTIONS | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
ACQUISITIONS AND RECENT TRANSACTIONS | NOTE 4. ACQUISITIONS AND RECENT TRANSACTIONS During the year ended December 31, 2016, we completed or entered into the following transactions: Debt On December 30, 2016, we paid $ 5.0 300.0 12 33 On November 30, 2016, we paid $ 1.0 On September 30, 2016, we paid $ 2.3 1.5 14 On June 30, 2016, we paid $ 1.2 0.4 On March 31, 2016, we paid the quarterly installment due of $ 0.8 On March 17, 2016, we paid $ 0.8 Equity On December 7, 2016 0.0650 1.7 December 31, 2016 December 19, 2016 On September 9, 2016 0.0650 1.7 September 30, 2016 September 19, 2016 On June 2, 2016 0.0650 1.6 June 30, 2016 June 16, 2016 On March 10, 2016 0.0650 1.7 April 5, 2016 March 22, 2016 Acquisitions Broadcast We acquired or entered agreements to acquire several FM Translators or FM Translator construction permits during the year. The FCC permits AM and FM radio stations to operate FM Translators. The FCC began an AM Revitalization program, or “AMR,” that included several initiatives intended to benefit AM broadcasters. One of these benefits, intended to promote the use of FM Translators by AM broadcasters, allows an AM station to relocate one FM translator up to 250 miles from its authorized site and operate the translator on any non-reserved band FM channel in the AM station’s market, subject to coverage and interference rules (“250 Mile Window”). On February 23, 2017, the FCC amended its rules to allow an AM station using a rebroadcasting FM translator to locate the FM translator anywhere within the AM station’s daytime service contour or anywhere within a 25-mile radius of the transmitter, even if the contour extends farther than 25 miles from the transmitter. This rule change, when it becomes effective, will be particularly useful for finding a location for these translators. On January 29, 2016, the FCC opened a one-time only 250 Mile Window during which only Class C and Class D AM broadcast stations could participate. This window closed on July 28, 2016. A second window opened on July 29, 2016, allowing Class A and Class B AM broadcast stations to participate in addition to any Class C and Class D AM broadcast station that did not participate in the first 250 Mile Window. The second 250 Mile Window closed on October 31, 2016. During these filing windows, qualifying AM stations were able to apply for one new FM translator station, in the non-reserved FM band to be used solely to re-broadcast the AM station’s AM signal to provide fill-in and/or nighttime service. The FM translator must rebroadcast the related AM station for at least four years, not counting any periods of silence. Construction permits provide authority to construct new FM Translators or make changes in existing facilities. We believe that securing these FM Translators allows us to increase our listening audience by providing enhanced coverage and reach of our existing AM broadcasts that can be heard on FM or expand the listenership of FM HD channels with the potential to create new stations using the HD-2, HD-3 and HD-4 channel capacity. Our 2016 broadcast acquisitions include the following: On December 31, 2016 50,000 On December 31, 2016 50,000 On December 14, 2016 50,000 On December 8, 2016 44,000 On December 1, 2016 35,000 On November 22, 2016 110,000 On November 22, 2016 38,500 On November 21, 2016 75,000 On November 21, 2016 75,000 On November 11, 2016 50,000 On November 7, 2016 77,000 On October 20, 2016 190,000 On October 20, 2016 155,000 On October 19, 2016 65,000 On October 12, 2016 65,000 On June 24, 2016, we entered into an LMA to operate radio station KTRB-AM in San Francisco, California beginning on July 1, 2016. The accompanying consolidated statements of operations included in this annual report on Form 10-K reflect the operating results of this entity as of the LMA date. On December 15, 2016, we entered into a new LMA to operate this station with East Bay Broadcasting, LLC, a related party. On June 20, 2016 0.3 On June 10, 2016 60,000 On June 8, 2016 50,000 On June 3, 2016 88,000 On May 13, 2016 50,000 On May 2, 2016 100,000 On April 29, 2016 25,000 Acquisitions Digital Media On December 1, 2016, we acquired ChristianConcertAlerts.com for $ 0.2 0.1 50,000 On October 17, 2016, we purchased Historyonthenet.com and Authentichistory.com for $ 0.1 On September 13, 2016, we acquired Mike Turner’s line of investment products, including TurnerTrends.com, other domain names and related assets for $ 0.4 0.1 0.1 66,000 7,200 On April 1, 2016 0.1 0.6 8,600 On March 8, 2016, we acquired King James Bible mobile applications for $ 4.0 2.7 1.3 0.3 0.6 0.3 0.2 0.2 Throughout the year ended December 31, 2016, we acquired other domain names and assets associated within our digital media operating segment for approximately $ 3,000 Acquisitions Publishing On August 1, 2016, we acquired the assets of Hillcrest Media Group, Inc. for $ 3.5 1.0 3.3 0.2 0.8 Throughout the year ended December 31, 2016, we acquired other domain names and assets associated within our publishing operating segment for approximately $ 3,000 Acquisition Date Description Total Consideration (Dollars in thousands) December 31, 2016 FM translator, Aurora, Florida (asset purchase) $ 50 December 31, 2016 FM translator, Port St. Lucie, Florida (asset purchase) 50 December 14, 2016 FM translator, Rhinelander, Wisconsin (asset purchase) 50 December 8, 2016 FM translator, Little Fish Lake Valley, California (asset purchase) 44 December 1, 2016 FM translator, Lake Placid, Florida (asset purchase) 35 December 1, 2016 Christian Concerts Alerts, LLC (asset purchase) 150 November 22, 2016 FM translator construction permit, Kihei, Hawaii (asset purchase) 55 November 22, 2016 FM translator construction permit, Lahaina, Hawaii (asset purchase) 55 November 22, 2016 FM translator, Crested Butte, Colorado (asset purchase) 39 November 21, 2016 FM translator, Dansville, New York (asset purchase) 75 November 21, 2016 FM translator, Carbondale, Pennsylvania (asset purchase) 75 November 11, 2016 FM translator construction permit, Kingsville, Texas (asset purchase) 50 November 7, 2016 FM translator, Sebring, Florida (asset purchase) 77 October 20, 2016 KXFN-AM, St. Louis, Missouri (business acquisition) 190 October 20, 2016 FM translator construction permit, Angola, Indiana (asset purchase) 50 October 20, 2016 FM translator construction permit, Cofax, Indiana (asset purchase) 55 October 20, 2016 FM translator construction permit, Battle Creek, Michigan (asset purchase) 50 October 19, 2016 FM translator construction permit Palm Coast, Florida purchased from a related party (asset purchase) 65 October 17, 2016 Historyonthenet.com and Authentichistory.com (asset purchase) 85 October 12, 2016 FM translator Lake City, Florida purchased from a related party (asset purchase) 65 September 13, 2016 Mike Turner’s investment products and domain names (business acquisition) 416 August 1, 2016 Hillcrest Media Group, Inc. (business acquisition) 3,515 June 20, 2016 FM translator, Columbus, Ohio (asset purchase) 345 June 10, 2016 FM translator, Amherst, New York (asset purchase) 60 June 8, 2016 FM translator construction permit, Charlotte, Michigan (asset purchase) 50 June 3, 2016 FM translator construction permit, Atwood, Kentucky (asset purchase) 88 May 13, 2016 FM translator construction permit, Kerrville, Texas (asset purchase) 50 May 2, 2016 FM translator, Lincoln, Maine (asset purchase) 100 April 29, 2016 FM translator construction permit, Emporia, Kansas (asset purchase) 25 April 1, 2016 Retirement Watch (business acquisition) 100 March 8, 2016 King James Bible mobile applications (business acquisition) 4,000 Various Purchase of other domain names and assets (asset purchases) 6 $ 10,120 The operating results of our business acquisitions and asset purchases are included in our consolidated results of operations from their respective closing date or the date that we began operating them under an LMA or TBA. Under the acquisition method of accounting as specified in FASB ASC Topic 805, “ Business Combinations Estimates of the fair value include discounted estimated cash flows to be generated by the assets and their expected useful lives based on historical experience, market trends and any synergies believed to be achieved from the acquisition. Acquisitions may include contingent consideration, the fair value of which is estimated as of the acquisition date as the present value of the expected contingent payments as determined using weighted probabilities of the payment amounts. We may retain a third-party appraiser to estimate the fair value of the acquired net assets as of the acquisition date. As part of the valuation and appraisal process, the third-party appraiser prepares a report assigning estimated fair values to the various asset categories in our financial statements. These fair value estimates are subjective in nature and require careful consideration and judgment. Management reviews the third party reports for reasonableness of the assigned values. We believe that these valuations and analysis provide appropriate estimates of the fair value for the net assets acquired as of the acquisition date. These initial valuations are subject to refinement during the measurement period, which may be up to one year from the acquisition date. During this measurement period we may retroactively record adjustments to the net assets acquired based on additional information obtained for items that existed as of the acquisition date. Upon the conclusion of the measurement period any adjustments are reflected in our consolidated statements of operations. We have not to date recorded adjustments to our estimated fair values used in our acquisition consideration during or after the measurement period. Property and equipment are recorded at the estimated fair value and depreciated on a straight-line basis over their estimated useful lives. Finite-lived intangible assets are recorded at their estimated fair value and amortized on a straight-line basis over their estimated useful lives. Goodwill, which represents the organizational systems and procedures in place to ensure the effective operation of the entity, may also be recorded and tested for impairment. Costs associated with acquisitions, such as consulting and legal fees, are expensed as incurred in corporate operating expenses. We recognized total costs associated with acquisitions of $ 0.5 0.3 The total acquisition consideration is equal to the sum of all cash payments, the fair value of any deferred payments and promissory notes, and the present value of any estimated contingent earn-out consideration. We estimate the fair value of contingent earn-out consideration using a probability-weighted discounted cash flow model. The fair value measurement is based on significant inputs that are not observable in the market and thus represent a Level 3 measurement as defined in Note 12 - Fair Value Measurements. Description Total Consideration (Dollars in thousands) Cash payments made upon closing $ 8,414 Deferred payments 1,640 Present value of estimated fair value of contingent earn-out consideration 66 Total acquisition consideration $ 10,120 Gain on bargain purchase 95 Fair value of net assets acquired $ 10,215 Net Broadcast Net Digital Media Net Publishing Net Total Assets Acquired Assets Acquired Assets Acquired Assets Acquired (Dollars in thousands) Assets Trade accounts receivable, net of allowances of $42 $ $ $ 166 $ 166 Property and equipment 224 405 271 900 Broadcast licenses 1,719 1,719 Goodwill 237 845 1,082 Domain and brand names 1,129 2,121 3,250 Customer lists and contracts 2,576 2,576 Subscriber base and lists 675 675 Author relationships 526 526 Non-compete agreements 289 716 1,005 Liabilities Deferred revenue (642) (1,042) (1,684) $ 1,943 $ 4,669 $ 3,603 $ 10,215 Divestitures In November 2016, we entered into an agreement with Word Broadcasting Network to transfer the operation of our Louisville radio stations (WFIA-AM; WFIA-FM; WGTK-AM) under a twenty-four month Time Brokerage Agreement (“TBA”) effective as of January 3, 2017. We collected $ 0.5 On September 1, 2016, we received $ 0.7 On June 10, 2016, we received $ 2.5 1.9 Pending Transactions We are programming radio station KHTE-FM, Little Rock, Arkansas, under a 36 month TBA that began on April 1, 2015. The TBA is extendable for up to 48 months. We have the option to acquire the station for $ 1.2 Date APA Permit or Purchase Escrow Entered ID Authorized Site - Current Price Deposits Date Closed Market (Dollars in thousands) 7/25/2016 K283CA Festus, Missouri * 40 8 - St. Louis, Missouri 7/26/2016 K294CP Roseburg, Oregon * 45 9 3/01/2017 Portland, Oregon 7/26/2016 K276FZ Eaglemount, Washington * 40 8 - Portland, Oregon 8/25/2016 K278BH Astoria, Oregon 33 7 1/16/2017 Seattle, Washington 9/22/2016 K260CG Mohave Valley, Arizona* 20 2 1/6/2017 Phoenix, Arizona 10/07/2016 K279CM Quartz Site, Arizona * 20 2 - To be determined * Indicates that the purchase is for an FM translator construction permit. During the year ended December 31, 2015, we completed or entered into the following transactions: Debt On January 30, 2015, we repaid $ 2.0 300.0 15,000 27,000 Equity On December 1, 2015 0.0650 1.7 December 29, 2015 December 15, 2015 On September 1, 2015 0.0650 1.7 September 30, 2015 September 16, 2015 On June 2, 2015 0.0650 1.7 June 30, 2015 June 16, 2015 On March 5, 2015 0.0650 1.6 March 31, 2015 March 17, 2015 Acquisitions On December 18, 2015 0.3 0.8 On December 15, 2015 0.4 0.3 On December 11, 2015 0.8 0.3 On December 8, 2015 0.6 9,000 On December 7, 2015 0.1 On December 4, 2015 0.3 9,000 On October 29, 2015 42,500 21,250 21,250 On October 1, 2015 1.5 16,000 On September 15, 2015 3.0 12,000 On September 10, 2015 0.5 5,000 On September 3, 2015 0.5 10,000 On September 1, 2015 1.5 45,000 On July 1, 2015 1.0 70,000 82,000 On June 4, 2015 0.1 On May 12, 2015 1.0 5,000 On May 7, 2015 2.8 5,000 On May 6, 2015 1.1 0.3 0.1 0.1 On April 7, 2015 0.2 On March 27, 2015 1.3 3,000 On February 6, 2015 0.6 0.4 3,000 50 0.2 Throughout the year ended December 31, 2015, we acquired other domain names and assets associated with our digital media operating segment for approximately $ 0.1 Acquisition Date Description Total Consideration (Dollars in thousands) December 18, 2015 WSDZ-AM, St. Louis, Missouri (business acquisition) $ 275 December 15, 2015 KDIZ-AM, Minneapolis, Minnesota (business acquisition) 375 December 11, 2015 WWMI-AM, Tampa, Florida(business acquisition) 750 December 8, 2015 KDDZ-AM, Denver, Colorado (business acquisition) 550 December 7, 2015 Instapray mobile applications (asset acquisition) 118 December 4, 2015 KDZR-AM, Portland, Oregon (business acquisition) 275 October 29, 2015 DividendYieldHunter.com (asset acquisition) 43 October 1, 2015 KKSP-FM, Little Rock, Arkansas (business acquisition) 1,500 September 15, 2015 KEXB-AM (formerly KMKI-AM) Dallas, Texas (business acquisition) 3,000 September 10, 2015 WBIX-AM (formerly WMKI-AM), Boston, Massachusetts (business acquisition) 500 September 3, 2015 Spanish Bible mobile applications (business acquisition) 500 September 1, 2015 DailyBible mobile applications (business acquisition) 1,500 July 1, 2015 DividendInvestor.com (business acquisition) 1,000 June 4, 2015 Gene Smart Wellness (asset acquisition) 100 May 12, 2015 WPGP-AM (formerly WDDZ-AM), Pittsburgh, Pennsylvania (business acquisition) 1,000 May 7, 2015 WDWD-AM, Atlanta, Georgia (business acquisition) 2,750 May 6, 2015 Daily Bible Devotion mobile applications (business acquisition) 1,242 April 7, 2015 Land and Studio Building, Greenville, South Carolina (asset purchase) 201 March 27, 2015 WDYZ-AM, Orlando, Florida (business acquisition) 1,300 February 6, 2015 Bryan Perry Newsletters (business acquisition) 158 Various Purchase of domain names and digital media assets (asset purchases) 134 $ 17,271 Description Total Consideration (Dollars in thousands) Cash payments $ 16,885 Escrow deposits paid in prior years 65 Cash payment due January 2016 21 Present value of estimated fair value contingent earn out consideration due 2016 176 Present value of estimated fair value contingent earn out consideration due 2017 124 Total acquisition consideration $ 17,271 Gain on bargain purchase 1,357 Fair value of net assets acquired $ 18,628 Net Broadcast Net Digital Media Net Assets Assets Acquired Assets Acquired Acquired (Dollars in thousands) Assets Property and equipment $ 7,845 649 8,494 Broadcast licenses 5,923 5,923 Goodwill 64 254 318 Customer lists and contracts 99 99 Domain and brand names 1,154 1,154 Subscriber base and lists 3,011 3,011 Non-compete agreements 146 146 Liabilities Deferred revenue liabilities assumed (517) (517) $ 13,832 4,796 18,628 |
CONTINGENT EARN-OUT CONSIDERATI
CONTINGENT EARN-OUT CONSIDERATION | 12 Months Ended |
Dec. 31, 2016 | |
Business Combination, Contingent Consideration, Liability [Abstract] | |
CONTINGENT EARN-OUT CONSIDERATION | NOTE 5. CONTINGENT EARN-OUT CONSIDERATION Our acquisitions may include contingent earn-out consideration as part of the purchase price under which we will make future payments to the seller upon the achievement of certain benchmarks. The fair value of the contingent earn-out consideration is estimated as of the acquisition date at the present value of the expected contingent payments to be made using a probability-weighted discounted cash flow model for probabilities of possible future payments. The present value of the expected future payouts is accreted to interest expense over the earn-out period. The fair value estimates use unobservable inputs that reflect our own assumptions as to the ability of the acquired business to meet the targeted benchmarks and discount rates used in the calculations. The unobservable inputs are defined in FASB ASC Topic 820, “ Fair Value Measurements and Disclosures,” We review the probabilities of possible future payments to the estimated fair value of any contingent earn-out consideration on a quarterly basis over the earn-out period. Actual results are compared to the estimates and probabilities of achievement used in our forecasts. Should actual results of the acquired business increase or decrease as compared to our estimates and assumptions, the estimated fair value of the contingent earn-out consideration liability will increase or decrease, up to the contracted limit, as applicable. Changes in the estimated fair value of the contingent earn-out consideration are reflected in our results of operations in the period in which they are identified. Changes in the estimated fair value of the contingent earn-out consideration may materially impact and cause volatility in our operating results. Turner Investment Products We acquired Mike Turner’s line of investment products, including TurnerTrends.com and other domain names and related assets on September 13, 2016. We paid $ 0.4 0.1 66,000 We review the fair value of the contingent earn-out consideration quarterly over the earn-out period to compare actual subscriber revenues achieved and projected to the estimated subscriber revenues used in our forecasts. Any changes in the estimated fair value of the contingent earn-out consideration will be reflected in our results of operations in the period they are identified, up to the maximum future value outstanding under the contract of $ 0.1 Daily Bible Devotion We acquired Daily Bible Devotion mobile applications on May 6, 2015. We paid $ 1.1 0.3 165,000 142,000 We review the fair value of the contingent earn-out consideration quarterly over the two-year earn-out period to compare actual cumulative sessions achieved to the estimated cumulative sessions used in our forecasts. Any changes in the estimated fair value of the contingent earn-out consideration are reflected in our results of operations in the period they are identified, up to the maximum future value outstanding under the contract, or $ 0.3 75,000 Bryan Perry Newsletters On February 6, 2015, we acquired the assets and assumed the deferred subscription liabilities for Bryan Perry Newsletters, paying no cash to the seller upon closing. Future contingent earn-out consideration due to the seller is based upon net subscriber revenues achieved over a two-year period from date of close, of which we will pay the seller 50 171,000 158,000 We review the fair value of the contingent earn-out consideration quarterly over the two year earn-out period to compare actual subscription revenue earned to the estimated subscription revenue used in our forecasts. Any changes in the estimated fair value of the contingent earn-out consideration are reflected in our results of operations in the period they are identified. Changes in the fair value of the contingent earn-out consideration may materially impact and cause volatility in our future operating results. During the year ended December 31, 2016, we paid a total of $ 36,000 Eagle Publishing On January 10, 2014, we acquired the entities of Eagle Publishing, including Regnery Publishing, HumanEvents.com, RedState.com, Eagle Financial Publications and Eagle Wellness. The base purchase price was $ 8.5 3.5 2.5 2.4 2.0 0.9 1.4 Twitchy.com On December 10, 2013, we acquired Twitchy.com for $ 0.9 1.3 0.8 0.6 The fair value of the contingent earn-out consideration was reviewed quarterly over the two year earn-out period. Changes in the estimated fair value of the contingent earn-out consideration were reflected in our results of operations in the period they were identified. Our results of operations for the years ending December 31, 2014 and 2015 reflect an increase of $ 0.3 0.6 Twelve Months Ended December 31, 2016 Short-Term Long-Term Accrued Expenses Other Liabilities Total (Dollars in thousands) Beginning Balance as of January 1, 2016 $ 173 $ 602 $ 775 Acquisitions 66 66 Accretion of acquisition-related contingent earn-out consideration 17 8 25 Change in the estimated fair value of contingent earn-out consideration (635) (54) (689) Reclassification of payments due in next 12 months to short-term 556 (556) Payments (111) (111) Ending Balance as of December 31, 2016 $ 66 $ $ 66 Twelve Months Ended December 31, 2015 Short-Term Long-Term Accrued Expenses Other Liabilities Total (Dollars in thousands) Beginning Balance as of January 1, 2015 $ 1,575 $ 1,710 $ 3,285 Acquisitions 176 124 300 Accretion of acquisition-related contingent earn-out consideration 60 49 109 Change in the estimated fair value of contingent earn-out consideration (1,269) (446) (1,715) Reclassification of payments due in next 12 months to short-term 835 (835) Payments (1,204) (1,204) Ending Balance as of December 31, 2015 $ 173 $ 602 $ 775 |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 6. INVENTORIES Inventories consist of finished goods including books from Regnery Publishing and wellness products. All inventories are valued at the lower of cost or market as determined on a First-In First-Out (“FIFO”) cost method and reported net of estimated reserves for obsolescence. As of December 31, 2015 As of December 31, 2016 (Dollars in thousands) Regnery Publishing book inventories $ 2,186 $ 2,473 Reserve for obsolescence Regnery Publishing (1,798) (2,104) Inventory, net - Regnery Publishing 388 369 Wellness products $ 562 $ 423 Reserve for obsolescence Wellness products (57) (122) Inventory, net - Wellness products 505 301 Consolidated inventories, net $ 893 $ 670 |
BROADCAST LICENSES
BROADCAST LICENSES | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
BROADCAST LICENSES | NOTE 7. BROADCAST LICENSES Broadcast Licenses As of December 31, 2015 As of December 31, 2016 (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment $ 484,727 $ 492,032 Accumulated loss on impairment (99,001) (99,001) Balance, beginning of period after cumulative loss on impairment 385,726 393,031 Acquisitions of radio stations 5,923 74 Acquisitions of FM translators 276 1,645 Capital projects to improve broadcast signal and strength 1,106 307 Impairments based on estimated fair value of broadcast licenses (6,540) Balance, end of period before cumulative loss on impairment $ 492,032 $ 494,058 Accumulated loss on impairment (99,001) (105,541) Balance, end of period after cumulative loss on impairment $ 393,031 $ 388,517 |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL | NOTE 8. GOODWILL Goodwill As of December As of December 31, (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment, $ 26,242 $ 26,560 Accumulated loss on impairment (1,558) (1,997) Balance, beginning of period after cumulative loss on impairment 24,684 24,563 Acquisitions of radio stations 64 Acquisitions of digital media entities 254 237 Acquisitions of publishing entities 845 Impairment charge during year (439) (32) Balance, end of period before cumulative loss on impairment 26,560 27,642 Accumulated loss on impairment (1,997) (2,029) Ending period balance $ 24,563 $ 25,613 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 9. PROPERTY AND EQUIPMENT As of December 31, 2015 2016 (Dollars in thousands) Land $ 32,679 $ 32,402 Buildings 29,099 29,070 Office furnishings and equipment 39,071 37,386 Office furnishings and equipment under capital lease obligations 228 228 Antennae, towers and transmitting equipment 83,943 84,144 Antennae, towers and transmitting equipment under capital lease obligations 795 795 Studio, production and mobile equipment 30,598 28,668 Computer software and website development costs 28,134 20,042 Record and tape libraries 55 27 Automobiles 1,298 1,373 Leasehold improvements 15,333 14,696 Construction-in-progress 6,632 9,983 $ 267,865 $ 258,814 Less accumulated depreciation (162,382) (156,024) $ 105,483 $ 102,790 Depreciation expense was approximately $ 12.2 12.4 12.6 53,000 0.8 517,000 464,000 411,000 |
AMORTIZABLE INTANGIBLE ASSETS
AMORTIZABLE INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2016 | |
Intangible Assets Disclosure [Abstract] | |
AMORTIZABLE INTANGIBLE ASSETS | NOTE 10. AMORTIZABLE INTANGIBLE ASSETS As of December 31, 2016 Accumulated Cost Amortization Net (Dollars in thousands) Customer lists and contracts $ 22,599 $ (20,070) $ 2,529 Domain and brand names 19,821 (12,970) 6,851 Favorable and assigned leases 2,379 (1,972) 407 Subscriber base and lists 7,972 (5,304) 2,668 Author relationships 2,771 (1,824) 947 Non-compete agreements 2,018 (1,012) 1,006 Other amortizable intangible assets 1,336 (1,336) $ 58,896 $ (44,488) $ 14,408 As of December 31, 2015 Accumulated Cost Amortization Net (Dollars in thousands) Customer lists and contracts $ 20,009 $ (18,914) $ 1,095 Domain and brand names 16,619 (11,200) 5,419 Favorable and assigned leases 2,379 (1,887) 492 Subscriber base and lists 7,313 (3,808) 3,505 Author relationships 2,245 (1,523) 722 Non-compete agreements 1,034 (786) 248 Other amortizable intangible assets 1,336 (1,336) $ 50,935 $ (39,454) $ 11,481 5.1 5.3 6.2 Year ended December 31, Amortization Expense (Dollars in thousands) 2017 $ 4,356 2018 3,917 2019 3,347 2020 2,056 2021 503 Thereafter 229 Total $ 14,408 |
NOTES PAYABLE AND LONG-TERM DEB
NOTES PAYABLE AND LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE AND LONG-TERM DEBT | NOTE 11. LONG-TERM DEBT Salem Media Group, Inc. has no independent assets or operations, the subsidiary guarantees are full and unconditional and joint and several, and any subsidiaries of Salem Media Group, Inc. other than the subsidiary guarantors are minor. Term Loan B and Revolving Credit Facility On March 14, 2013, we entered into a senior secured credit facility, consisting of a term loan of $ 300.0 25.0 298.5 0.2 The Term Loan B has a term of seven years, maturing in March 2020. During this term, the principal amount may be increased by up to an additional $ 60.0 750,000 Date Principal Paid Unamortized Discount (Dollars in Thousands) December 30, 2016 $ 5,000 $ 12 November 30, 2016 1,000 3 September 30, 2016 1,500 4 September 30, 2016 750 June 30, 2016 441 1 June 30, 2016 750 March 31, 2016 750 March 17, 2016 809 2 January 30, 2015 2,000 15 In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting” We adopted ASU 2015-03, as amended by ASU 2015-15, as of the effective date, or fiscal years beginning after December 31, 2015. We chose to continue presentation of debt issue costs associated with our Revolver as an asset in accordance with ASU 2015-15. We have retrospectively accounted for the implementation of ASU 2015-03 and ASU 2015-15 as a change in accounting principle. December 31, 2015 (Dollars in thousands) As Updated As Reported ASU 2015-03 Balance Sheet Line Items: Term Loan B $ 273,136 $ 274,000 Less: Unamortized discount based on imputed interest rate of 4.78% (864) Less: Unamortized debt issuance costs based on imputed interest rate of 4.78% (2,361) Term Loan B net carrying value 273,136 270,775 Revolver 3,306 3,306 Capital leases and other loans 674 674 $ 277,116 $ 274,755 Less current portion (5,662) (5,662) Long-term debt and capital lease obligations less unamortized discount and debt issuance costs, net of current portion $ 271,454 $ 269,093 Deferred financing costs $ 2,512 $ 151 Debt issue costs are being amortized to non-cash interest expense over the life of the Term Loan B using the effective interest method. For the years ended December 31, 2015 and 2016, approximately $ 0.6 Debt issue costs associated with our Revolver are recorded as an asset in accordance with ASU 2015-15. These costs are being amortized to non-cash interest expense over the five year life of the Revolver using the effective interest method based on an imputed interest rate of 4.58 0.1 The Revolver has a term of five years, maturing in March 2018. We report outstanding balances on our Revolver as short-term based on use of the Revolver to fund ordinary and customary operating cash needs with repayments made frequently. We believe that the borrowing capacity under our Term Loan B and Revolver allows us to meet our ongoing operating requirements, fund capital expenditures and satisfy our debt service requirements for at least the next twelve months. Borrowings under the Term Loan B may be made at LIBOR (subject to a floor of 1.00 3.50 2.50 2.00 5.08 Revolver Pricing Pricing Level Consolidated Leverage Ratio Base Rate Loans LIBOR Loans 1 Less than 3.00 to 1.00 1.250 % 2.250 % 2 Greater than or equal to 3.00 to 1.00 but less than 4.00 to 1.00 1.500 % 2.500 % 3 Greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00 1.750 % 2.750 % 4 Greater than or equal to 5.00 to 1.00 but less than 6.00 to 1.00 2.000 % 3.000 % 5 Greater than or equal to 6.00 to 1.00 2.500 % 3.500 % The obligations under the credit agreement and the related loan documents are secured by liens on substantially all of the assets of Salem and its subsidiaries, other than certain exceptions set forth in the Security Agreement, dated as of March 14, 2013, among Salem, the subsidiary guarantors party thereto, and Wells Fargo, as Administrative Agent (the “Security Agreement”) and such other related loan documents. 4.96 to 1 6.00 3.57 Summary of long-term debt obligations December 31, 2015 December 31, 2016 (Dollars in thousands) Term Loan B principal amount $ 274,000 $ 263,000 Less unamortized discount and debt issuance costs based on imputed interest rate of 4.78% (3,225) (2,371) Term Loan B net carrying value 270,775 260,629 Revolver 3,306 477 Capital leases and other loans 674 568 274,755 261,674 Less current portion (5,662) (590) $ 269,093 $ 261,084 In addition to the outstanding amounts listed above, we also have interest payments related to our long-term debt as follows as of December 31, 2016: · Outstanding borrowings of $ 263.0 1.00 3.50 2.50 · Outstanding borrowings of $ 0.5 3.00 2.00 · Commitment fees of 0.50 · Quarterly interest payments on $ 150.0 0.625 1.645 Other Debt We have several capital leases related to office equipment. The obligation recorded at December 31, 2015 and 2016 represents the present value of future commitments under the capital lease agreements. Maturities of Long-Term Debt Amount For the Twelve Months Ended December 31, (Dollars in thousands) 2017 $ 590 2018 3,105 2019 3,103 2020 254,735 2021 120 Thereafter 21 $ 261,674 |
FAIR VALUE MEASURMENTS AND DISC
FAIR VALUE MEASURMENTS AND DISCLOSURES | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASURMENTS AND DISCLOSURES | NOTE 12. FAIR VALUE MEASURMENTS AND DISCLOSURES FASB ASC Topic 820 “ Fair Value Measurements and Disclosures, • Level 1 Inputs • Level 2 Inputs • Level 3 Inputs As of December 31, 2016, the carrying value of cash and cash equivalents, trade accounts receivables, accounts payable, accrued expenses and accrued interest approximates fair value due to the short-term nature of such instruments. We have certain assets that are measured at fair value on a non-recurring basis that are adjusted to fair value only when the carrying values exceed the fair values. The categorization of the framework used to price the assets is considered Level 3 due to the subjective nature of the unobservable inputs used when estimating the fair value. During the fourth quarter of 2016, we estimated the fair value of broadcast licenses and mastheads using significant unobservable inputs (Level 3). We adjusted four of our broadcast market clusters and mastheads to their estimated fair value and recorded a combined impairment loss of $7.0 million. See Note 2 Impairment of Goodwill and Other Indefinite Lived Intangible Assets. assets and December 31, 2016 Fair Value Measurement Category Total Fair Value and Carrying Value on Balance Sheet Level 1 Level 2 Level 3 (Dollars in thousands) Assets Estimated fair value of broadcast licenses 388,517 123,109 Estimated fair value of other indefinite-lived intangible assets 332 332 Liabilities: Estimated fair value of contingent earn-out consideration included in accrued expenses 66 66 Long-term debt and capital lease obligations less unamortized discount and debt issuance costs 261,674 261,674 Fair value of interest rate swap 514 514 Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. The fair value of contingent earn-out consideration is estimated as the present value of the expected contingent payments to be made using a probability-weighted discounted cash flow model for probabilities of possible future payments. These fair value estimates use unobservable inputs that reflect our own assumptions as to the ability of the acquired business to meet the targeted benchmarks and discount rates used in the calculations. The carrying value of long-term debt and capital lease obligations approximates the fair value as the related interest rates approximate rates currently available to the company for similar debt instruments of comparable maturity. The fair value of the interest rate swap is based on market quotes from a major financial institution taking into consideration the most recent market activity. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 13. INCOME TAXES We recognize deferred tax assets and liabilities for future tax consequences attributable to differences between our consolidated financial statement carrying amount of assets and liabilities and their respective tax bases. We measure these deferred tax assets and liabilities using enacted tax rates expected to apply in the years in which these temporary differences are expected to reverse. We recognize the effect on deferred tax assets and liabilities resulting from a change in tax rates in income in the period that includes the date of the change. For financial reporting purposes, we recorded a valuation allowance of $4.5 million as of December 31, 2016 to offset $ 4.2 0.3 1.6 2.8 December 31, 2016 (Dollars in thousands) Balance at January 1, 2016 $ 100 Additions based on tax positions related to the current year Additions based on tax positions related to prior years Reductions related to tax positions of prior years Decrease due to statute expirations (73) Related interest and penalties, net of federal tax benefits (27) Balance as of December 31, 2016 $ is as follows December 31, 2014 2015 2016 (Dollars in thousands) Current: Federal $ $ $ State 269 249 229 269 249 229 Deferred: Federal 3,932 6,234 4,938 State 564 212 (595) 4,496 6,446 4,343 Provision for income taxes $ 4,765 $ 6,695 $ 4,572 Consolidated deferred assets liabilities consist December 31, 2015 2016 (Dollars in thousands) Deferred tax assets: Financial statement accruals not currently deductible $ 9,699 $ 9,324 Net operating loss, AMT credit and other carryforwards 71,593 71,215 State taxes 114 87 Other 3,785 3,394 Total deferred tax assets 85,191 84,020 Valuation allowance for deferred tax assets (2,771) (4,487) Net deferred tax assets $ 82,420 $ 79,533 Deferred tax liabilities: Excess of net book value of property and equipment and software for financial reporting purposes over tax basis $ 2,826 $ 2,096 Excess of net book value of intangible assets for financial reporting purposes over tax basis 127,078 128,988 Interest rate swap (315) (193) Unrecognized tax benefits 100 Other Total deferred tax liabilities 129,689 130,891 Net deferred tax liabilities $ (47,269) $ (51,358) December 31, 2015 2016 (Dollars in thousands) Deferred income tax asset per balance sheet $ 9,813 $ 9,411 Deferred income tax liability per balance sheet (57,082) (60,769) $ (47,269) $ (51,358) Year Ended December 31, 2014 2015 2016 (Dollars in thousands) Statutory federal income tax rate (at 35%) $ 3,584 $ 6,246 $ 4,706 Effect of state taxes, net of federal 292 458 (486) Permanent items 613 445 266 State rate change 166 23 (1,664) Valuation allowance 84 (181) 1,763 Other, net 26 (296) (13) Provision for income taxes $ 4,765 $ 6,695 $ 4,572 At December 31, 2016, we had net operating loss carryforwards for federal income tax purposes of approximately $ 150.7 2020 2034 1,021.2 2017 2036 4.5 million $4.2 million the and $0.3 million associated with asset impairments. Our evaluation was performed for tax years that remain subject to examination by major tax jurisdictions, which range from 2012 through 2015. The amortization of our indefinite-lived intangible assets for tax purposes but not for book purposes creates deferred tax liabilities. A reversal of deferred tax liabilities occur when indefinite-lived intangibles: (1) become impaired; or (2) are sold, which would typically only occur in connection with the sale of the assets of a station or groups of stations or the entire company in a taxable transaction. Due to the amortization for tax purposes and not book purposes of our indefinite-lived intangible assets, we expect to continue to generate deferred tax liabilities in future periods exclusive of any impairment losses in future periods. These deferred tax liabilities and net operating loss carryforwards result in differences between our provision for income tax and cash paid for taxes |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | The Company enters into various agreements in the normal course of business that contain minimum guarantees. These minimum guarantees are often tied to future events, such as future revenue earned in excess of the contractual level. Accordingly, the fair value of these arrangements is zero. The Company also records contingent earn-out consideration representing the estimated fair value of future liabilities associated with acquisitions that may have additional payments due upon the achievement of certain performance targets. The fair value of the contingent earn-out consideration is estimated as of the acquisition date as the present value of the expected contingent payments as determined using weighted probabilities of the expected payment amounts. We review the probabilities of possible future payments to estimate the fair value of any contingent earn-out consideration on a quarterly basis over the earn-out period. Actual results are compared to the estimates and probabilities of achievement used in our forecasts. Should actual results of the acquired business increase or decrease as compared to our estimates and assumptions, the estimated fair value of the contingent earn-out consideration liability will increase or decrease, up to the contracted limit, as applicable. Changes in the estimated fair value of the contingent earn-out consideration are reflected in our results of operations in the period in which they are identified. Changes in the estimated fair value of the contingent earn-out consideration may materially impact and cause volatility in our operating results. The Company and its subsidiaries, incident to its business activities, are parties to a number of legal proceedings, lawsuits, arbitration and other claims. Such matters are subject to many uncertainties and outcomes that are not predictable with assurance. We evaluate claims based on what we believe to be both probable and reasonably estimable. With the exception of the matter described below, we are unable to ascertain the ultimate aggregate amount of monetary liability or the financial impact with respect to these matters. The company maintains insurance that may provide coverage for such matters. In April 2016, pursuant to a counterclaim to a collection suit initiated by Salem, an award was issued against Salem for breach of contract and attorney fees. While we have filed an appeal against the award as well as a malpractice lawsuit against the lawyer that represented Salem in the suit, we recorded a legal reserve of $ 0.5 The company believes, at this time, that the final resolution of these matters, individually and in the aggregate, will not have a material adverse effect upon the Company’s consolidated financial position, results of operations or cash flows. Salem leases various land, offices, studios and other equipment under operating leases that generally expire over the next ten to twenty-five years. The majority of these leases are subject to escalation clauses and may be renewed for successive periods ranging from one to five years on terms similar to current agreements and except for specified increases in lease payments. Rental expense included in operating expense under all lease agreements was $ 19.8 19.1 17.9 Related Parties Other Total (Dollars in thousand) 2017 $ 1,560 $ 11,698 $ 13,258 2018 852 11,282 12,134 2019 592 10,601 11,193 2020 606 10,033 10,639 2021 591 8,533 9,124 Thereafter 5,712 32,109 37,821 $ 9,913 $ 84,256 $ 94,169 |
STOCK INCENTIVE PLAN
STOCK INCENTIVE PLAN | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK INCENTIVE PLAN | NOTE 15. STOCK INCENTIVE PLAN Our Amended and Restated 1999 Stock Incentive Plan (the “Plan”) provides for grants of equity-based awards to employees, non-employee directors and officers, and advisors of the company (“Eligible Persons”). The Plan is designed to promote the interests of the company using equity investment interests to attract, motivate, and retain individuals. A maximum of 5,000,000 The Plan does not allow insiders, or key employees and directors to exercise awards during pre-defined blackout periods. Insiders may participate in plans established pursuant to Rule 10b5-1 under the Exchange Act that allow them to exercise awards subject to pre-established criteria. We recognize non-cash stock-based compensation expense based on the estimated fair value of awards in accordance with FASB ASC Topic 718 “ CompensationStock Compensation Year Ended December 31, 2014 2015 2016 (Dollars in thousands) Stock option compensation expense included in corporate expenses $ 1,025 $ 474 $ 378 Restricted stock shares compensation expense included in corporate expenses 34 24 Stock option compensation expense included in broadcast operating expenses 325 130 85 Stock option compensation expense included in Internet operating expenses 165 92 60 Stock option compensation expense included in publishing operating expenses 61 41 35 Total stock-based compensation expense, pre-tax $ 1,576 $ 771 $ 582 Tax benefit (expense) from stock-based compensation expense (630) (308) (233) Total stock-based compensation expense, net of tax $ 946 $ 463 $ 349 Stock option and restricted stock grants Eligible employees may receive stock option awards annually with the number of shares and type of instrument generally determined by the employee’s salary grade and performance level. Incentive and non-qualified stock option awards allow the recipient to purchase shares of the company common stock at a set price, not to be less than the closing market price on the date of award, for no consideration payable by the recipient. The related number of shares underlying the stock option is fixed at the time of the grant. Options generally vest over a four-year period with a maximum term of five years from the vesting date. In addition, certain management and professional level employees may receive stock option awards upon the commencement of employment. The Plan also allows for awards of restricted shares, which are typically granted annually to non-employee directors of the company. Awards granted to non-employee directors are made in exchange for their services to the company as directors and therefore, the guidance in FASB ASC Topic 505-50 “ Equity Based Payments to Non Employees The fair value of each award is estimated as of the date of the grant using the Black-Scholes valuation model. The expected volatility reflects the consideration of the historical volatility of our stock as determined by the closing price over a six to ten year term commensurate with the expected term of the award. Expected dividends reflect the amount of quarterly distributions authorized and declared on our Class A and Class B common stock as of the grant date. The expected term of the awards are based on evaluations of historical and expected future employee exercise behavior. The risk-free interest rates for periods within the expected term of the award are based on the U.S. Treasury yield curve in effect during the period the options were granted. We use historical data to estimate future forfeiture rates to apply against the gross amount of compensation expense determined using the valuation model. Year Ended December 31, 2014 2015 2016 Expected volatility 74.98 % 52.37 % 47.03 % Expected dividends 2.70 % 4.28 % 5.36 % Expected term (in years) 7.8 3.0 7.4 Risk-free interest rate 2.27 % 0.85 % 1.64 % Weighted Average Weighted Average Weighted Average Aggregate Options Shares Exercise Price Grant Date Fair Value Remaining Contractual Term Intrinsic Value Outstanding at January 1, 2014 2,162,067 $ 5.09 $ 3.57 5.5 years $ 8,491 Granted 25,000 8.40 4.73 Exercised (278,837) 4.38 3.43 1,260 Forfeited or expired (92,026) 12.25 7.89 43 Outstanding at December 31, 2014 1,816,204 $ 4.88 $ 3.39 4.8 years $ 5,718 Exercisable at December 31, 2014 663,417 5.32 3.90 3.0 years 2,015 Expected to Vest 1,094,574 $ 4.62 $ 3.10 5.9 years $ 3,515 Outstanding at January 1, 2015 1,816,204 $ 4.88 $ 3.39 5.5 years $ 5,718 Granted 10,000 6.08 1.98 Exercised (163,994) 2.35 1.53 589 Forfeited or expired (81,087) 10.32 6.93 12 Outstanding at December 31, 2015 1,581,123 $ 4.87 $ 3.39 4.3 years $ 1,738 Exercisable at December 31, 2015 947,573 4.92 3.54 3.3 years 1,001 Expected to Vest 601,557 $ 4.80 $ 3.15 5.6 years $ 700 Outstanding at January 1, 2016 1,581,123 $ 4.87 $ 3.39 4.3years $ 1,738 Granted 549,500 4.85 1.33 Exercised (336,996) 2.95 2.02 1,418 Forfeited or expired (73,627) 8.06 3.07 3 Outstanding at December 31, 2016 1,720,000 $ 5.12 $ 2.89 4.5 years $ 2,428 Exercisable at December 31, 2016 841,625 5.56 3.94 2.9 years 948 Expected to Vest 834,017 $ 5.11 $ 2.91 4.5 years $ 1,442 The aggregate intrinsic value represents the difference between the company’s closing stock price on December 31, 2016 of $ 6.25 1.1 1.5 1.9 Non-employee directors of the company have been awarded restricted stock grants that vest one year from the date of issuance. During the twelve months ended December 31, 2015, the company granted restricted stock awards to non-employee directors that vest one year from the date of issuance. These restricted stock awards contained transfer restrictions under which they could not be sold, pledged, transferred or assigned until the sooner of the fifth anniversary from the grant date or the day after the non-employee director is no longer a member of the company’s board. The restricted stock awards were independent of option grants and were granted at no cost to the recipient other than applicable taxes owed by the recipient. The awards were considered issued and outstanding from the date of grant. The fair values of shares of restricted stock awards are determined based on the closing price of the company’s common stock on the grant dates. Weighted Average Grant Date Weighted Average Remaining Aggregate Intrinsic Restricted Stock Awards Shares Fair Value Contractual Term Value Non-Vested at January 1, 2016 10,000 $ 5.83 0.2 years $ 40 Granted Lapsed (10,000) (5.83) 52 Forfeited or expired Outstanding at December 31, 2016 $ $ As of December 31, 2016, there was $ 0.4 2.0 Weighted Average Contractual Life Weighted Weighted Average Range of Remaining Average Exercisable Grant Date Exercise Prices Options (Years) Exercise Price Options Fair Value $2.38 - $2.56 147,375 2.4 $ 2.38 147,375 $ 2.38 $2.57 - $4.42 290,500 4.6 2.76 86,500 2.80 $4.43 - $4.85 541,000 6.7 4.85 $4.86 - $6.65 91,250 1.7 5.30 86,250 5.33 $6.66 - $7.54 619,875 3.6 6.92 506,750 6.92 $7.55 - $8.76 30,000 4.8 8.37 14,750 8.37 1,720,000 4.5 $ 5.12 841,625 $ 5.56 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 16. RELATED PARTY TRANSACTIONS Our board of directors has adopted a written policy for review, approval and monitoring of transactions between the company and its related parties. Related parties include our directors, executive officers, nominees to become a director, any person beneficially owning more than 5 10 On December 15, 2016, we entered into a related party LMA with East Bay Broadcasting, LLC, a company owned by Edward G. Atsinger III, Chief Executive Officer and Stuart W. Epperson, Chairman of the Board, to operate radio station KTRB-AM in San Francisco, California. We had been operating the station under an LMA agreement with an unrelated third party as of June 24, 2016. Our Nominating and Corporate Governance Committee reviewed the related party LMA and determined that the terms of the transaction were no less favorable to Salem than those that would be available in a comparable transaction in arm’s length dealings with an unrelated third party. On October 19, 2016, we acquired a construction permit for an FM translator 65,000 On October 12, 2016, we acquired an FM translator 65,000 Leases with Principal Stockholders A trust controlled by the Chief Executive Officer of the company, Edward G. Atsinger III, owns real estate on which assets of one radio station are located. Salem has entered into a lease agreement with this trust. Rental expense related to this lease included in operating expense for 2016, 2015 and 2014 amounted to $ 185,000 180,000 175,000 Land and buildings occupied by various Salem radio stations are leased from entities owned by the company’s CEO and its Chairman of the Board. Rental expense under these leases included in operating expense for 2016, 2015 and 2014 amounted to $ 1.5 1.3 1.3 On September 2, 2016, we entered into a related party lease with trusts created for the benefit of Edward G. Atsinger III, Chief Executive Officer, and Stuart W. Epperson, Chairman of the Board. The lease is for real property located in East Carondelet, Illinois that is used as the night site location for KXFN-AM in our St. Louis, Missouri market. Our Nominating and Corporate Governance Committee reviewed the lease and lease terms and determined that the terms of the transaction were no less favorable to Salem than those that would be available in a comparable transaction in arm’s length dealings with an unrelated third party. On March 2, 2016, we entered into a related party lease with trusts created for the benefit of Edward G. Atsinger III, Chief Executive Officer, and Stuart W. Epperson, Chairman of the Board. The lease is for real property located in Brighton, Colorado that is used to operate radio station KNUS-AM in our Denver, Colorado market. Our Nominating and Corporate Governance Committee reviewed the lease and lease terms and determined that the terms of the transaction were no less favorable to Salem than those that would be available in a comparable transaction in arm’s length dealings with an unrelated third party. Radio Stations Owned by the Epperson’s Nancy A. Epperson, the wife of the Chairman of the Board, Stuart W. Epperson, currently serves as an officer, director and stockholder of six radio stations in Virginia, five radio stations in North Carolina, and five radio stations in Florida. Chesapeake-Portsmouth Broadcasting Corporation (“Chesapeake-Portsmouth”) is a company controlled by Nancy Epperson, wife of Salem’s Chairman of the Board Stuart W. Epperson and sister of CEO Edward G. Atsinger III. Chesapeake-Portsmouth owns and operates radio stations WJGR-AM, Jacksonville, Florida, WZNZ-AM, Jacksonville, Florida and WZAZ-AM, Jacksonville, Florida. The markets where these radio stations are located are not currently served by stations owned and operated by the company. Under his employment agreement, Mr. Epperson is required to offer the company a right of first refusal of opportunities related to the company’s business. Radio Stations Owned by Mr. Hinz Mr. Hinz, a director of the company, through companies or entities controlled by him, operates three radio stations in Southern California. These radio stations are formatted in Christian Teaching and Talk programming in the Spanish language. Truth For LifeMr. Riddle Truth For Life is a non-profit organization that is a customer of Salem Media Group, Inc. During 2016, 2015 and 2014, the company billed Truth For Life approximately $ 2.2 Know the Truth - Mr. Riddle Know the Truth is a non-profit organization that is a customer of Salem Media Group, Inc. During 2016, 2015 and 2014, the company billed Know the Truth approximately $ 0.4 0.4 0.5 The Truth Network Stuart W. Epperson Jr. The Truth Network provides original and broadcast Christian radio that is a customer of Salem Media Group, Inc. During 2016, the company billed The Truth Network approximately $ 11,000 Split-Dollar Life Insurance Salem has maintained split-dollar life insurance policies for its Chairman and Chief Executive Officer since 1997. Since 2003, the company has been the owner of the split-dollar life insurance policies and is entitled to recover all of the premiums paid on these policies. The company records an asset based on the lower of the aggregate premiums paid or the insurance cash surrender value. The premiums were $ 386,000 the net cash surrender value of these policies as 1.0 0.6 0.2 2.6 2.5 1.9 Transportation Services Supplied by Atsinger Aviation From time to time, the company rents aircraft from a company owned by Edward G. Atsinger III, Chief Executive Officer and director of Salem. As approved by the independent members of the company’s board of directors, the company rents these aircraft on an hourly basis at what the company believes are market rates and uses them for general corporate needs. Total rental expense for these aircraft for 2016, 2015 and 2014 amounted to approximately $ 301,000 133,000 274,000 |
DEFINED CONTRIBTION PLAN
DEFINED CONTRIBTION PLAN | 12 Months Ended |
Dec. 31, 2016 | |
DEFINED CONTRIBTION PLAN [Abstract] | |
DEFINED CONTRIBTION PLAN | NOTE 17. DEFINED CONTRIBTION PLAN We maintain a 401(k) defined contribution plan (the “401(k) Plan”), which covers all eligible employees (as defined in the 401(k) Plan). Participants are allowed to make non-forfeitable contributions up to 60 50 5 1.9 1.9 1.7 |
EQUITY TRANSACTIONS
EQUITY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
EQUITY TRANSACTIONS | NOTE 18. EQUITY TRANSACTIONS We account for stock-based compensation expense in accordance with FASB ASC Topic 718, “ Compensation-Stock Compensation 0.6 0.8 1.6 While we intend to pay regular quarterly distributions, the actual declaration of such future distributions and the establishment of the per share amount, record dates, and payment dates are subject to final determination by our Board of Directors and dependent upon future earnings, cash flows, financial and legal Cash Distributed Announcement Date Payment Date Amount Per Share (in thousands) December 7, 2016 December 31, 2016 $ 0.0650 $ 1,678 September 9, 2016 September 30, 2016 $ 0.0650 $ 1,679 June 2, 2016 June 30, 2016 $ 0.0650 $ 1,664 March 10, 2016 April 5, 2016 $ 0.0650 $ 1,657 December 1, 2015 December 29, 2015 $ 0.0650 $ 1,656 September 1, 2015 September 30, 2015 $ 0.0650 $ 1,655 June 2, 2015 June 30, 2015 $ 0.0650 $ 1,654 March 5, 2015 March 31, 2015 $ 0.0650 $ 1,647 Based on the number of shares of Class A and Class B currently outstanding, we expect to pay total annual distributions of approximately $ 6.8 |
QUARTERLY RESULTS OF OPERATIONS
QUARTERLY RESULTS OF OPERATIONS | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY RESULTS OF OPERATIONS | NOTE 19. QUARTERLY RESULTS OF OPERATIONS (UNAUDITED): March 31 June 30 September 30 December 31 2015 2016 2015 2016 2015 2016 2015 2016 (Dollars in thousands, except per share data) Total revenue $ 61,856 $ 64,575 $ 67,293 $ 67,779 $ 67,491 $ 71,272 $ 69,147 $ 70,695 Operating income 5,703 6,083 9,254 9,702 8,800 8,835 9,265 3,458 Net income $ 295 $ 353 $ 3,523 $ 3,356 $ 2,077 $ 2,192 $ 5,255 $ 2,972 Basic earnings per share Class A and Class B common stock $ 0.01 $ 0.01 $ 0.14 $ 0.13 $ 0.08 $ 0.08 $ 0.20 $ 0.11 Diluted earnings per share Class A and B Class common stock $ 0.01 $ 0.01 $ 0.14 $ 0.13 $ 0.08 $ 0.08 $ 0.20 $ 0.11 Weighted average Class A and Class B shares outstanding basic 25,346,499 25,485,234 25,429,127 25,551,445 25,459,962 25,815,242 25,471,342 25,826,230 Weighted average Class A and Class B shares outstanding diluted 25,921,118 25,802,958 25,829,493 26,052,649 25,907,651 26,183,182 25,893,015 26,101,172 |
SEGMENT DATA
SEGMENT DATA | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT DATA | NOTE 20. SEGMENT DATA FASB ASC Topic 280, “ Segment Reporting ” During the third quarter of 2016, we reclassed Salem Consumer Products, our e-commerce business that sells books, DVD’s and editorial content developed by our on-air personalities, from our Digital Media segment to our Broadcast segment. With this reclassification, all revenue and expenses generated by on-air hosts, including broadcast programs and e-commerce product sales are consolidated to assess the financial performance of each network program. Our operating segments reflect how our We measure and evaluate our operating segments based on operating income and operating expenses that do not include allocations of costs related to corporate functions, such as accounting and finance, human resources, legal, tax and treasury; nor do they include costs such as amortization, depreciation, taxes or interest expense. Changes to our operating segments did not impact the reporting units used to test non-amortizable assets for impairment. All prior periods presented are updated to reflect the new composition of our operating segments. Segment performance, as defined by Salem, is not necessarily comparable to other similarly titled captions of other companies. Digital Unallocated Broadcast Media Publishing Corporate Consolidated (Dollars in thousands) Year Ended December 31, 2016 Net revenue $ 202,016 $ 46,777 $ 25,528 $ $ 274,321 Operating expenses 146,283 36,290 26,209 14,994 223,776 Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration (gain) loss on the sale or disposal of assets $ 55,733 $ 10,487 $ (681) $ (14,994) $ 50,545 Depreciation 7,592 3,092 675 846 12,205 Amortization 86 4,304 680 1 5,071 Impairment of long-lived assets 700 700 Impairment of indefinite-lived long-term assets other than goodwill 6,540 501 7,041 Impairment of goodwill 32 32 Impairment of amortizable intangible assets 8 8 Change in estimated fair value of contingent earn-out consideration (146) (543) (689) (Gain) loss on the sale or disposal of assets (2,122) 236 (21) 6 (1,901) Operating income (loss) $ 42,937 $ 2,961 $ (1,973) $ (15,847) $ 28,078 Year Ended December 31, 2015 Net revenue $ 197,184 $ 44,761 $ 23,842 $ $ 265,787 Operating expenses 140,819 35,380 24,774 15,146 216,119 Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration (gain) loss on the sale or disposal of assets $ 56,365 $ 9,381 $ (932) $ (15,146) $ 49,668 Depreciation 7,726 3,091 637 963 12,417 Amortization 96 4,685 542 1 5,324 Impairment of goodwill 439 439 Change in estimated fair value of contingent earn-out consideration (478) (1,237) (1,715) (Gain) loss on the sale or disposal of assets 219 11 (58) 9 181 Operating income (loss) $ 47,885 $ 2,072 $ (816) $ (16,119) $ 33,022 Year Ended December 31, 2014 Net revenue $ 194,094 $ 45,691 $ 26,751 $ $ 266,536 Operating expenses 139,206 35,590 26,143 17,092 218,031 Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration (gain) loss on the sale or disposal of assets $ 54,888 $ 10,101 $ 608 $ (17,092) $ 48,505 Depreciation 7,988 2,987 529 1,125 12,629 Amortization 109 4,874 1,212 1 6,196 Impairment of indefinite-lived long-term assets other than goodwill 34 34 Impairment of goodwill 45 45 Change in estimated fair value of contingent earn-out consideration 325 409 734 (Gain) loss on the sale or disposal of assets 231 25 (5) 251 Operating income (loss) $ 46,560 $ 1,890 $ (1,616) $ (18,218) $ 28,616 Digital Unallocated Broadcast Media Publishing Corporate Consolidated (Dollars in thousands) As of December 31, 2016 Inventories, net $ $ 300 $ 370 $ $ 670 Property and equipment, net 86,976 6,634 1,779 7,401 102,790 Broadcast licenses 388,517 388,517 Goodwill 3,581 20,136 1,888 8 25,613 Other indefinite-lived intangible assets 332 332 Amortizable intangible assets, net 407 9,927 4,069 5 14,408 As of December 31, 2015 Inventories, net $ $ 505 $ 388 $ $ 893 Property and equipment, net 88,894 6,927 1,742 7,920 105,483 Broadcast licenses 393,031 393,031 Goodwill 3,581 19,930 1,044 8 24,563 Other indefinite-lived intangible assets 833 833 Amortizable intangible assets, net 492 9,599 1,385 5 11,481 Year ended December 31, 2014 2015 Original Updated Original Updated (Dollars in thousands) Revenues by Segment: Net Broadcast Revenue $ 192,923 $ 194,094 $ 196,090 $ 197,184 Net Digital Media Revenue 46,862 45,691 45,855 44,761 Net Publishing Revenue 26,751 26,751 23,842 23,842 Total Net Revenue $ 266,536 $ 266,536 $ 265,787 $ 265,787 Operating expenses by segment: Broadcast Operating Expenses $ 138,564 $ 139,206 $ 140,230 $ 140,819 Digital Media Operating Expenses 36,232 35,590 35,969 35,380 Publishing Operating Expenses 26,143 26,143 24,774 24,774 Unallocated Corporate Expenses 17,092 17,092 15,146 15,146 $ 218,031 $ 218,031 $ 216,119 $ 216,119 Net operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets $ 48,505 $ 48,505 $ 49,668 $ 49,668 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 21. SUBSEQUENT EVENTS On March 8, 2017, we announced a quarterly equity distribution in the amount of $ 0.0650 On March 1, 2017, we closed on the acquisition of an FM translator in Roseburg, Oregon for $ 45,000 On February 28, 2017, we repaid $ 3.0 6,300 17,000 On 2.0 through 4,500 12,270 On January 16, 2017 translator 33,000 in cash On January 6, 2017 translator 20,000 in cash Subsequent events reflect all applicable transactions through the date of the filing. |
SUMMARY OF SIGNIFICANT ACCOUN29
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements of Salem Media Group, Inc. (“Salem” “we,” “us,” “our” or the “company”) include the company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated. |
Description of Business | Description of Business Salem is a domestic multimedia company with integrated operations including radio broadcasting, digital media, and publishing. Effective as of February 19, 2015, we changed our name from Salem Communications Corporation to Salem Media Group, Inc. to more accurately reflect our multimedia business. Salem was formed in 1986 as a California corporation and was reincorporated in Delaware in 1999. Our content is intended for audiences interested in Christian and family-themed programming and conservative news talk. We maintain a website at www.salemmedia.com. We have three operating segments, (1) Broadcast, (2) Digital Media, and (3) Publishing, which are discussed in Note 20 Segment Data. Our foundational business is the ownership and operation of radio stations in large metropolitan markets. We also own and operate Salem Radio Network® (“SRN”), SRN News Network (“SNN”), Today’s Christian Music (“TCM”), Singing News Network (formerly Solid Gospel Network) and Salem Media Representatives TM Our digital media based businesses provide Christian, conservative, investing and health-themed content, e-commerce, audio and video streaming, and other resources digitally through the web. Salem Web Network (“SWN”) websites include Christian content websites: OnePlace.com, Christianity.com, Crosswalk.com®, GodVine.com, CrossCards.com, LighSource.com, Jesus.org, BibleStudyTools.com, iBelieve.com, CCMmagazine.com and ChristianHeadlines.com,. Our conservative opinion websites, collectively known as Townhall Media, include Townhall.com, HotAir.com, Twitchy.com, HumanEvents.com, RedState.com, and BearingArms.com. We also issue digital newsletters, including Eagle Financial Publications, which provide market analysis and non-individualized investment strategies from financial commentators on a subscription basis. Church product websites including WorshipHouseMedia.com, SermonSpice.com, SermonSearch.com, and ChurchStaffing.com offer downloads and service platforms to pastors and other educators. Our web content is accessible through all of our radio station websites that feature content of interest to local audiences throughout the United States. Digital media includes our e-commerce sites, Eagle Wellness and Gene Smart Wellness. These e-commerce sites offer health advice and nutritional products. Our publishing operating segment is comprised of three businesses: (1) Regnery Publishing is a traditional book publisher that has published dozens of bestselling books by leading conservative authors and personalities, including Ann Coulter, Newt Gingrich, David Limbaugh, Ed Klein, Mark Steyn and Dinesh D'Souza; (2) Salem Author Services, our self-publishing services for authors through Xulon Press and Hillcrest Media; and (3) Salem Publishing which produces and distributes five print magazines and one digital magazine. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid debt instruments, purchased with an initial maturity of three-months or less, to be cash equivalents. The carrying value of our cash and cash equivalents approximated fair value at each balance sheet date. |
Trade Accounts Receivable | Trade Accounts Receivable Trade accounts receivable represent receivables from customers for the sale of advertising, block program time, sponsorships and events, product sales, royalties, video and graphic downloads, subscriptions, and book sales. Our receivables are recorded as invoiced and represent claims that will be settled in cash. The carrying value of our receivables, net of the allowance for doubtful accounts and estimated sales returns, represents their estimated net realizable value. Trade accounts receivable for our self-publishing services represent contractual amounts due under individual payment plans. These contractual receivables are included in deferred revenue until the applicable earnings process is complete. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts We evaluate the balance reserved in our allowance for doubtful accounts on a quarterly basis based on our historical collection experience, the age of the receivables, specific customer information and current economic conditions. Past due balances are generally not written-off until all of our collection efforts have been unsuccessful, including use of a collections agency. A considerable amount of judgment is required in assessing the likelihood of ultimate realization of these receivables, including the current creditworthiness of each customer. If the financial condition of our customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. We have not modified our estimate methodology and we have not historically recognized significant losses from changes in our estimates. We believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. |
Inventory | Inventory Inventories consist of finished goods, including published books and wellness products. Inventory is recorded at the lower of cost or market as determined on a First-In First-Out (“FIFO”) cost method. |
Inventory Reserves | Inventory Reserves We reviewed historical data associated with book and wellness product inventories held by Regnery Publishing and our e-commerce wellness entities, as well as our own experiences to estimate the fair value of inventory on hand. Our analysis includes a review of actual sales returns, our allowances, royalty reserves, overall economic conditions and product demand. We record a provision to expense the balance of unsold inventory that we believe to be unrecoverable. We regularly monitor actual performance to our estimates and make adjustments as necessary. Estimated inventory reserves may be adjusted, either favorably or unfavorably, if factors such as the historical data we used to calculate these estimates do not properly reflect future returns or as a result of changes in economic conditions of the customer and/or the market. We have not modified our estimate methodology and we have not historically recognized significant losses from changes in our estimates. We believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost less accumulated depreciation. Cost represents the historical cost of acquiring the asset, including the costs necessarily incurred to bring it to the condition and location necessary for its intended use. For assets constructed for our own use, such as towers and buildings that are discrete projects for which costs are separately accumulated and for which construction takes considerable time, we record capitalized interest. The amount capitalized is the cost that could have been avoided had the asset not been constructed and is based on the average accumulated expenditures incurred over the capitalization period at the weighted average rate applicable to our outstanding variable rate debt. We capitalized interest of $ 0.2 0.1 Category Estimated Life Buildings 40 years Office furnishings and equipment 5 -10 years Antennae, towers and transmitting equipment 10 - 20 years Studio, production and mobile equipment 5 - 10 years Computer software and website development costs 3 years Record and tape libraries 3 years Automobiles 5 years Leasehold improvements Lesser of useful life or remaining lease term The carrying value of property and equipment is evaluated periodically in relation to the operating performance and anticipated future cash flows of the underlying radio stations and business units for indicators of impairment. When indicators of impairment are present, and the cash flows estimated to be generated from these assets is less than the carrying value, an adjustment to reduce the carrying value to the fair market value of the assets is recorded. See Note 9 Property and Equipment. |
Internally Developed Software and Website Development Costs | We capitalize costs incurred during the application development stage related to the development of internal-use software as specified in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 350-40 “ Internal-Use Software 2.3 2.2 3.9 2.5 2.4 2.4 |
Amortizable Intangible Assets | Amortizable Intangible Assets Intangible assets are recorded at cost less accumulated amortization. Typically, intangible assets are acquired in conjunction with the acquisition of broadcast entities, digital media entities and publishing entities. Category Estimated Life Customer lists and contracts Lesser of 5 years or life of contract Domain and brand names 5 -7 years Favorable and assigned leases Lease Term Subscriber base and lists 3 - 7 years Author relationships 1 - 7 years Non-compete agreements 2 to 5 years The carrying value of our amortizable intangible assets are evaluated periodically in relation to the operating performance and anticipated future cash flows of the underlying radio stations and businesses for indicators of impairment. In accordance with FASB ASC Topic 360 “ Property, Plant and Equipment 8,000 |
Broadcast Licenses | In the case of our broadcast radio stations, we would not be able to operate the properties without the related FCC broadcast license for each property. Broadcast licenses are renewed with the FCC every eight years for a nominal fee that is expensed as incurred. We continually monitor our stations’ compliance with the various regulatory requirements that are necessary for FCC renewal and all of our broadcast licenses have been renewed at the end of their respective periods. We expect all of our broadcast licenses to be renewed in the future and therefore, we consider our broadcast licenses to be indefinite-lived intangible assets. The weighted-average period before the next renewal of our broadcasting licenses is 4.5 years. We do not amortize broadcast licenses, but rather test for impairment annually or more frequently if events or circumstances indicate that the value may be impaired. We perform our annual impairment testing during the fourth quarter of each year, which coincides with our budget and planning process for the upcoming year. The unit of accounting we use to test broadcast licenses is the cluster level, which we define as a group of radio stations operating in the same geographic market, sharing the same building and equipment and managed by a single general manager. The cluster level is the lowest level for which discrete financial information and cash flows are available and the level reviewed by management to analyze operating results. We perform a qualitative assessment for each of our broadcast market clusters. We review the significant assumptions and key estimates applicable to our prior year estimated fair value calculations to assess if events and circumstances have occurred that could affect these assumptions and key estimates. We also review internal benchmarks and the economic performance for each market cluster to assess if it is more likely than not that impairment exists. The first step of our qualitative assessment is to calculate excess fair value, or the amount by which our prior year estimated fair value exceeds the current year carrying value. We believe based on our analysis and review, including the financial performance of each market, that a 25 25 The second step of our qualitative assessment consists of a review of the financial operating results for each market cluster. Radio stations are often sold on the basis of a multiple of projected cash flow, or Station Operating Income (“SOI”) defined as net broadcast revenue less broadcast operating expenses. See Item 6 Selected Financial Data within this annual report for information on SOI, a non-GAAP measure. Numerous trade organizations and analysts review these radio station sales to track SOI multiples applicable to each transaction. Based on published reports and analysis of market transactions, we believe industry benchmarks to be in the six to seven times cash flow range. We elected an SOI benchmark of four as a conservative indicator of fair value. |
Goodwill and Other Indefinite-Lived Intangible Assets | Goodwill and Other Indefinite-Lived Intangible Assets We account for goodwill and other indefinite-lived intangible assets in accordance with FASB ASC Topic 350 “ IntangiblesGoodwill and Other 70 94 6 The unit of accounting we use to test goodwill associated with our radio stations is the cluster level, which we define as a group of radio stations operating in the same geographic market, sharing the same building and equipment and managed by a single general manager. Nineteen of our 34 market clusters have goodwill associated with them as of our annual testing period ending December 31, 2016. The unit of accounting we use to test goodwill in our radio networks is the entity level, which includes Salem Radio Network® (“SRN”), SRN News Network (“SNN”), Todays Christian Music (“TCM”) and Singing News Network (formerly Solid Gospel Network. The entity level is the level reviewed by management for which discreet financial information is available. One of our five networks has goodwill associated with it as of our annual testing period ending December 31, 2016. The unit of accounting we use to test goodwill in our digital media segment is the entity level, which includes Salem Web Network, Townhall.com, Eagle Financial Publications and wellness products. The financial statements for Salem Web Network reflect the operating results and cash flows for all of our Internet sites and our church product sites exclusive of Townhall.com. The financial statements for Townhall.com reflect the operating results for each of our conservative opinion sites. Eagle Wellness includes only the results of the e-commerce site for nutritional products. The unit of accounting we use to test goodwill in our publishing segment is the entity level, which includes Regnery Publishing, Xulon Press, and Hillcrest Media. Regnery Publishing is our book publishing entity based in Washington DC, with a stand-alone facility under one general manager, with operating results and cash flows of reported at the entity level. Xulon Press and Hillcrest Media also operate from a stand-alone facility in Orlando, Florida under one general manager who is responsible for the separately stated operating results and cash flows. We perform a qualitative assessment to determine if events and circumstances have occurred that indicate it is more likely than not that the fair value of the assets in market cluster are less than their carrying values. We review the significant inputs used in our prior year fair value estimates to determine if any changes to those inputs should be made. We estimate fair value using a market approach and compare the estimated fair value of a market cluster to its carrying value, including goodwill. If the carrying amount, including goodwill, exceeds the estimated fair value of the market cluster, a potential indication exists that the amount of goodwill attributed to that market cluster may be impaired. When performing Step 1 of our annual impairment testing of goodwill, the fair value of the entity is estimated using a discounted cash flow analysis, a form of the income approach. The discounted cash flow analysis utilizes a five to seven year projection period to derive operating cash flow projections from a market participant view. We make certain assumptions regarding future revenue growth based on industry market data, historical performance and expected future performance. We also make assumptions regarding working capital requirements and ongoing capital expenditures for fixed assets. Future net free cash flows are calculated on a debt free basis and discounted to present value using a risk adjusted discount rate. The terminal year value is calculated using the Gordon constant growth method and long-term growth rate assumptions based on long-term industry growth and GDP inflation rates. The resulting fair value estimates, net of any interest bearing debt, are compared to the carrying value of each reporting units’ net assets. We estimate the fair value using a market approach and compare the estimated fair value of each entity to its carrying value, including goodwill. Under the market approach, we apply a multiple of four to each entities operating income to estimate the fair value. We believe that a multiple of four is a conservative indicator of fair value as described above. If the carrying amount, including goodwill, exceeds the estimated fair value of the reporting unit, an indication exists that the amount of goodwill attributed to that entity may be impaired. When we have indication of impairment, we engage an independent third-party appraisal and valuation firm to assist us with determining the enterprise value. If the results of Step 1 indicate that the carrying value of a reporting unit exceeds its fair value, Step 2 is required. Under Step 2, the implied fair value of the reporting unit, including goodwill, is calculated to determine the amount of the impairment. |
Other Indefinite-Lived Intangible Assets | Mastheads consist of the graphic elements that identify our publications to readers and advertisers. These include customized typeset page headers, section headers, and column graphics as well as other name and identity stylized elements within the body of each publication. We test the value of mastheads as a single combined publishing entity as our print magazines operate from one shared facility under one general manager with operating results and cash flows reported on a combined basis for all publications. This is the lowest level for which discrete financial information and cash flows are available and the level reviewed by management to analyze operating results. |
Business Acquisitions | Business Acquisitions We account for business acquisitions in accordance with the acquisition method of accounting as specified in FASB ASC Topic 805 “ Business Combinations We underwent such a reassessment, and as a result, recorded a gain on bargain purchase of $ 0.1 1.4 0.8 0.3 0.3 Acquisitions may include contingent earn-out consideration, the fair value of which is estimated as of the acquisition date as the present value of the expected contingent payments as determined using weighted probabilities of the payment amounts. See Note 4 Acquisitions and Recent Transactions and Note 5 Contingent Earn-Out Consideration. A majority of our radio station acquisitions have consisted primarily of the FCC licenses to broadcast in a particular market. We often do not acquire the existing format, or we change the format upon acquisition when we find it beneficial. As a result, a substantial portion of the purchase price for the assets of a radio station is allocated to the broadcast license. Property and equipment are recorded at their estimated fair value and depreciated on a straight-line basis over their estimated useful lives. Finite-lived intangible assets are recorded at their estimated fair value and amortized on a straight-line basis over their estimated useful lives. Costs associated with acquisitions, such as consulting and legal fees, are expensed as incurred in unallocated corporate operating expenses. |
Contingent Earn-Out Consideration | Contingent Earn-Out Consideration Our acquisitions often include contingent earn-out consideration as part of the purchase price. The fair value of the contingent earn-out consideration is estimated as of the acquisition date based on the present value of the expected contingent payments to be made using a weighted probability of possible payments. The unobservable inputs used in the determination of the fair value of the contingent earn-out consideration include our own assumptions about the likelihood of payment based on the established benchmarks and discount rates based on our internal rate of return analysis. The fair value measurement includes inputs that are Level 3 measurements as discussed in Note 12 to our consolidated financial statements. We review the probabilities of possible future payments to the estimated fair value of any contingent earn-out consideration on a quarterly basis over the earn-out period. Actual results are compared to the estimates and probabilities of achievement used in our forecasts. Should actual results increase or decrease as compared to the assumption used in our analysis, the fair value of the contingent earn-out consideration obligations will increase or decrease, up to the contracted limit, as applicable. Changes in the fair value of the contingent earn-out consideration could cause a material impact and volatility in our operating results. See Note 5 Contingent Earn-Out Consideration. |
Discontinued Operations | Discontinued Operations We regularly review underperforming assets to determine if a sale or disposal might be a better way to monetize the assets. When a station, group of stations, or other asset group is considered for sale or disposal, we review the transaction to determine if or when the entity qualifies as a discontinued operation in accordance with the criteria of FASB ASC Topic 205-20 “ Discontinued Operations |
Revenue Recognition | Revenue Recognition Revenue is recognized as it is earned in accordance with applicable guidelines. We consider amounts to be earned once evidence of an arrangement has been obtained, services are performed, fees are fixed or determinable and collectability is reasonably assured. We account for broadcast revenue from the sale of airtime for programs or spots as the program or advertisement is broadcast. Revenues are reported net of agency commissions, which are calculated as a stated percentage applied to gross billings. Digital revenue is recognized upon delivery of page-views, delivery of impressions as specified in the contract, delivery of the digital newsletter or email, or upon delivery of the advertisement or programming content via streaming. Revenues are reported net of agency commissions, which are calculated as a stated percentage applied to gross billings. Revenue from product sales and book sales are recognized upon shipment net of distribution fees and an allowance for sales returns. Revenues from advertisements in our print magazines are recognized upon delivery of the publication net of agency commissions, which are calculated as a stated percentage applied to gross billings. Subscription revenue from our print magazines and digital newsletters is recognized over the life of the related subscription. |
Multiple-Deliverables | Multiple-Deliverables We enter bundled advertising agreements that may include cross-promotions such as advertisements on our radio stations, digital banners, print magazine placements, booth space at local events, or some combination thereof. The multiple deliverables contained in each agreement are accounted for separately over their respective delivery period provided that they are separate units of accounting. The selling price for each deliverable is based on vendor specific objective evidence, if available, or the estimated fair value of each deliverable. Objective evidence of the fair value includes the price charged for each element when sold separately or the price that we would transact if the deliverable is sold regularly on a standalone basis. Arrangement consideration is allocated at the inception of each agreement to all deliverables using the relative selling price method. The relative selling price method allocates any discount in the arrangement proportionally to each deliverable on the basis of each deliverable’s selling price. |
Sales Returns | Sales Returns We provide for estimated returns for products sold with the right of return, primarily book sales associated with Regnery Publishing and nutritional products sold through Eagle Wellness and Gene Smart. We record an estimate of these product returns as a reduction of revenue in the period of the sale. Our estimates are based upon historical sales returns, the amount of current period sales, economic trends and any changes in customer demand and acceptance of our products. We regularly monitor actual performance to estimated return rates and make adjustments as necessary. Estimated return rates utilized for establishing estimated returns reserves have approximated actual returns experience. However, actual returns may differ significantly, either favorably or unfavorably, from these estimates if factors such as the historical data we used to calculate these estimates do not properly reflect future returns or as a result of changes in economic conditions of the customer and/or the market. We have not modified our estimate methodology and we have not recognized significant losses from changes in our estimates |
Barter Transactions | Barter Transactions We may provide broadcast time or digital advertising placement to customers in exchange for certain products, supplies or services. The terms of these exchanges generally permit for the preemption of such broadcast time or digital placements in favor of customers who purchase these items for cash. We include the value of such exchanges in net revenues and operating expenses. The value recorded for barter revenue and barter expense is based upon management’s estimate of the fair value of the products, supplies or services received. . We believe that our estimates and assumptions are reasonable and that our barter revenue and barter expense are accurately reflected. We record barter revenue as it is earned, typically when the broadcast time is used or the digital advertisement is delivered. We record barter expense equal to the estimated fair value of the goods or services received upon receipt or usage of the items as applicable. Barter revenue included in broadcast revenue for the years ended December 31, 2016, 2015 and 2014 was approximately $ 5.4 6.1 6.0 5.3 5.9 6.0 42,000 0.1 0.2 34,000 0.1 0.1 |
Accounting for Stock-Based Compensation | Stock-Based Compensation We account for stock-based compensation under the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 718, “ CompensationStock Compensation |
Advertising and Promotional Cost | Advertising and Promotional Cost Costs of media advertising and associated production costs are expensed as incurred and amounted to approximately $ 12.3 11.3 11.5 |
Leases | Leases We lease broadcast towers, transmitter sites and office space throughout the United States. We review each lease agreement upon inception to determine the appropriate classification of the lease as a capital lease or operating lease based on the factors listed in FASB ASC Topic 840 “ Leases 15.3 14.8 13.8 Deferred rental revenue was $ 4.3 4.4 |
Leasehold Improvements | Leasehold Improvements We may construct or otherwise invest in leasehold improvements to properties. The costs of these leasehold improvements are capitalized and depreciated over the shorter of the estimated useful life of the improvement or the lease term including anticipated renewal periods. |
Partial Self-Insurance on Employee Health Plan | Partial Self-Insurance on Employee Health Plan We provide health insurance benefits to eligible employees under a self-insured plan whereby the company pays actual medical claims subject to certain stop loss limits. We record self-insurance liabilities based on actual claims filed and an estimate of those claims incurred but not reported. Our estimates are based on historical data and probabilities that are subject to a high degree of variability due to unpredictable external factors such as future inflation rates, changes in severity, benefit level changes, medical costs and claim settlement patterns. Should the actual amount of claims increase or decrease beyond what was anticipated, we may adjust our future reserves. Our self-insurance liability was $ 0.8 0.7 We have not modified our estimate methodology and we have not historically recognized significant losses from changes in our estimates. While we had an unusually high level of claims in the third quarter of 2016 due to a larger than normal number of expensive claims, we believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. |
Derivative Instruments | Derivative Instruments We are exposed to fluctuations in interest rates. We actively monitor these fluctuations and use derivative instruments from time to time to manage the related risk. In accordance with our risk management strategy, we may use derivative instruments only for the purpose of managing risk associated with an asset, liability, committed transaction, or probable forecasted transaction that is identified by management. Our use of derivative instruments may result in short-term gains or losses that may increase the volatility of our earnings. Under FASB ASC Topic 815, “ Derivatives and Hedging” On March 27, 2013, we entered into an interest rate swap agreement with Wells Fargo Bank, N.A. that began on March 28, 2014 with a notional principal amount of $ 150.0 0.625 March 28, 2019 1.645 0.5 As of December 31, 2015 As of December 31, 2016 (Dollars in thousands) Fair value of interest rate swap liability $ 798 $ 514 |
Fair Value Accounting | Fair Value Measurements and Disclosures As of December 31, 2016, the carrying value of cash and cash equivalents, trade accounts receivables, accounts payable, accrued expenses and accrued interest approximates fair value due to the short-term nature of such instruments. The carrying value of other long-term liabilities approximates fair value as the related interest rates approximate rates currently available to the company. See Note 12 Fair Value Measurements and Disclosures. |
Long-term Debt and Debt Covenant Compliance | Long-term Debt and Debt Covenant Compliance Our classification of outstanding borrowings on our Term Loan B as long-term debt on our balance sheet is based on our assessment that, under the terms of our Credit Agreement and after considering our projected operating results and cash flows for the coming year, no principal payments are required to be made within the next twelve months. The Term Loan B has a term of seven years, maturing in March 2020. We are required to make principal payments of $ 750,000 Our projections of operating results and cash flows for the coming year are estimates dependent upon a number of factors including but not limited to developments in the markets in which we are operating in and varying economic and political factors. Accordingly, these projections are inherently uncertain and our actual results could differ from these estimates. |
Deferred Financing Costs | Deferred Financing Costs Deferred financing costs consists of underwriting and legal fees incurred in conjunction with entering our Term Loan B and Revolver. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting” We adopted ASU 2015-03, as amended by ASU 2015-15, as of the effective date of January 1, 2016. Debt issue costs are being amortized to non-cash interest expense over the life of the Term Loan B using the effective interest method. We chose to continue presentation of debt issue costs associated with our Revolver as an asset in accordance with ASU 2015-15. We have retrospectively accounted for the implementation of ASU 2015-03 and ASU 2015-15 as a change in accounting principle. Costs of the Revolver are being amortized to non-cash interest expense over the five year life of the Revolver using the effective interest method based on an imputed interest rate of 4.58 |
Income Tax Valuation Allowances (Deferred Taxes) | Income Tax Valuation Allowances (Deferred Taxes) We account for income taxes in accordance with FASB ASC Topic 740 “ Income Taxes We record a valuation allowance to reduce our deferred tax assets to the amount that is more likely than not to be realized. We consider all available evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates of future taxable income and ongoing prudent and feasible tax planning strategies in assessing the need for a valuation allowance. In the event we were to determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to earnings in the period in which we make such a determination. Likewise, if we later determine that it is more likely than not that the net deferred tax assets would be realized, we would reverse the applicable portion of the previously provided valuation allowance. For financial reporting purposes, we recorded a valuation allowance of $ 4.5 2.8 1.6 |
Income Taxes and Uncertain Tax Positions | Income Taxes and Uncertain Tax Positions We are subject to audit and review by various taxing jurisdictions. We may recognize liabilities on our financial statements for positions taken on uncertain tax positions. When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others may be subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, we believe it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Such positions are deemed to be unrecognized tax benefits and a corresponding liability is established on the balance sheet. It is inherently difficult and subjective to estimate such amounts, as this requires us to make estimates based on the various possible outcomes. We review and reevaluate uncertain tax positions on a quarterly basis. Changes in assumptions may result in the recognition of a tax benefit or an additional charge to the tax provision. During 2016, we recognized a net decrease of $ 0.1 0.1 21,000 6,000 |
Effective Tax Rate | Effective Tax Rate Our provision for income tax as a percentage of operating income before taxes, or our effective tax rate, may be impacted by: (1) changes in the level of income in any of our taxing jurisdictions; (2) changes in statutes and rules applicable to taxable income in the jurisdictions in which we operate; (3) changes in the expected outcome of income tax audits; (4) changes in the estimate of expenses that are not deductible for tax purposes; (5) income taxes in certain states where the states’ current taxable income is dependent on factors other than consolidated net income; (6) the addition of operations in states that on average have different income tax rates from states in which we currently operate, and (7) the effect of previously reported temporary differences between the and financial reporting bases of assets and liabilities. Our annual effective tax rate may also be materially impacted by tax expense associated with non-amortizable assets such as broadcast licenses and goodwill as well as changes in the deferred tax valuation allowance. An impairment loss for financial statement purposes will result in an income tax benefit during the period incurred as the amortization of broadcasting licenses and goodwill is deductible for income tax purposes. |
Reserves for Royalty Advances | Reserves for Royalty Advances Royalties due to book authors are paid in advance and capitalized. Royalties are expensed as the related book revenues are earned or when we determine that future recovery of the royalty is not likely. We reviewed historical data associated with royalty advances, earnings and recoverability based on actual results of Regnery Publishing. Historically, the longer the unearned portion of an advance remains outstanding, the less likely it is that we will recover the advance through the sale of the book. We apply this historical experience to outstanding royalty advances to estimate the likelihood of recovery. A provision was established to expense the balance of any unearned advance which we believe is not recoverable. Our analysis also considers other discrete factors, such as death of an author, any decision to not pursue publication of a title, poor market demand or other relevant factors. We have not modified our estimate methodology and we have not historically recognized significant losses from changes in our estimates. We believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. |
Contingency reserves | Contingency Reserves In the ordinary course of business, we are involved in various legal proceedings, lawsuits, arbitration and other claims which are complex in nature and have outcomes that are difficult to predict. Consequently, we are unable to ascertain the ultimate aggregate amount of monetary liability or the financial impact with respect to these matters. We record contingency reserves to the extent we conclude that it is probable that a liability has been incurred and the amount of the related loss can be reasonably estimated. The establishment of the reserve is based on a review of all relevant factors, the advice of legal counsel, and the subjective judgment of management. The reserves we have recorded to date have not been material to our consolidated financial position, results of operations or cash flows. We believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. While we believe that the final resolution of any known maters, individually and in the aggregate, will not have a material adverse effect upon our consolidated financial position, results of operations or cash flows, it is possible that we could incur additional losses. We maintain insurance that may provide coverage for such matters. Future claims against us, whether meritorious or not, could have a material adverse effect upon our consolidated financial position, results of operations or cash flows, including losses due to costly litigation and losses due to matters that require significant amounts of management time that can result in the diversion of significant operational resources. See Note 14 Commitments and Contingencies. |
Gain or Loss on the Sale or Disposal of Assets | Gain or Loss on the Sale or Disposal of Assets We record gains or losses on the sale or disposal of assets equal to the proceeds, if any, as compared to the net book value. Exchange transactions are accounted for in accordance with FASB ASC Topic 845 “ Non-Monetary Transactions 1.9 1.9 0.7 0.4 0.2 0.2 0.3 0.2 0.2 0.1 0.1 |
Basic and Diluted Net Earnings Per Share | Basic and Diluted Net Earnings Per Share Basic net earnings per share has been computed using the weighted average number of Class A and Class B shares of common stock outstanding during the period. Diluted net earnings per share is computed using the weighted average number of shares of Class A and Class B common stock outstanding during the period plus the dilutive effects of stock options. Options to purchase 1,720,000 1,581,123 1,816,204 795,378 589,437 705,163 Year Ended December 31, 2014 2015 2016 Weighted average shares 25,336,809 25,426,732 25,669,538 Effect of dilutive securities - stock options 744,366 461,087 365,452 Weighted average shares adjusted for dilutive securities 26,081,175 25,887,819 26,034,990 |
Segments | Segments We have three operating segments: (1) Broadcast, (2) Digital Media, and (3) Publishing, which also qualify as reportable segments. Our operating segments reflect how our chief operating decision makers, which we define as a collective group of senior executives, assesses the performance of each operating segment and determines the appropriate allocations of resources to each segment. We continually review our operating segment classifications to align with operational changes in our business and may make changes as necessary. We measure and evaluate our operating segments based on operating income and operating expenses that do not include allocations of costs related to corporate functions, such as accounting and finance, human resources, legal, tax and treasury, which are reported as unallocated corporate expenses in our consolidated statements of operations included in this annual report on Form 10-K. We also exclude costs such as amortization, depreciation, taxes and interest expense. During the third quarter of 2016, we reclassed Salem Consumer Products, our e-commerce business that sells books, DVD’s and editorial content developed by our on-air personalities, from our Digital Media segment to our Broadcast segment. This reclassification was to consolidate all revenue and expenses generated by on-air hosts, which includes broadcast programs and e-commerce product sales to better assess the financial performance of each network program. This reclassification did not impact the reporting units used to test non-amortizable assets for impairment. All prior periods presented are updated to reflect this new composition of our operating segments. Refer to Note 20 Segment Data in the notes to our consolidated financial statements. |
Variable Interest Entities | Variable Interest Entities We may enter into agreements or investments with other entities that could qualify as variable interest entities (“VIEs”) in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810 “ Consolidation.” We may enter into lease arrangements with entities controlled by our principal stockholders or other related parties. We believe that the requirements of FASB ASC Topic 810 do not apply to these entities because the lease arrangements do not contain explicit guarantees of the residual value of the real estate, do not contain purchase options or similar provisions and the leases are at terms that do not vary materially from leases that would have been available with unaffiliated parties. Additionally, we do not have an equity interest in the entities controlled by our principal stockholders or other related parties and we do not guarantee debt of the entities controlled by our principal stockholders or other related parties. We also enter into Local Marketing Agreements (“LMAs”) or Time Brokerage Agreements (“TBAs”) contemporaneously with entering into an Asset Purchase Agreement (“APA”) to acquire or sell a radio station. Typically, both LMAs and TBAs are contractual agreements under which the station owner/licensee makes airtime available to a programmer/licensee in exchange for a fee and reimbursement of certain expenses. LMAs and TBAs are subject to compliance with the antitrust laws and the communications laws, including the requirement that the licensee must maintain independent control over the station and, in particular, its personnel, programming, and finances. The FCC has held that such agreements do not violate the communications laws as long as the licensee of the station receiving programming from another station maintains ultimate responsibility for, and control over, station operations and otherwise ensures compliance with the communications laws. The requirements of FASB ASC Topic 810 may apply to entities under LMAs or TBAs, depending on the facts and circumstances related to each transaction. As of December 31, 2016, we did not have implicit or explicit arrangements that required consolidation under the guidance in FASB ASC Topic 810. |
Concentrations of Business Risks | Concentrations of Business Risks We derive a substantial part of our total revenues from the sale of advertising. For the years ended December 31, 2016, 2015 and 2014, 38.3 39.2 40.0 15.1 20.8 14.7 24.5 14.3 24.0 |
Concentrations of Credit Risks | Concentrations of Credit Risks Financial instruments that potentially subject us to concentrations of credit risk consist of cash and cash equivalents; trade accounts receivable and derivative instruments. We place our cash and cash equivalents with high quality financial institutions. Such balances may be in excess of the Federal Deposit Insurance Corporation insured limits. To manage the related credit exposure, we continually monitor the credit worthiness of the financial institutions where we have deposits. Concentrations of credit risk with respect to trade accounts receivable are limited due to the wide variety of customers and markets in which we provide services, as well as the dispersion of our operations across many geographic areas. We perform ongoing credit evaluations of our customers, but generally do not require collateral to support customer receivables. We establish an allowance for doubtful accounts based on various factors including the credit risk of specific customers, age of receivables outstanding, historical trends, economic conditions and other information. Historically, our bad debt expense has been within management’s expectations. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Significant areas for which management uses estimates include: · asset impairments, including goodwill, broadcasting licenses, other indefinite-lived intangible assets, and assets held for sale; · probabilities associated with the potential for contingent earn-out consideration; · fair value measurements; · contingency reserves; · allowance for doubtful accounts; · sales returns and allowances; · barter transactions; · inventory reserves; · reserves for royalty advances; · fair value of equity awards; · self-insurance reserves; · estimated lives for tangible and intangible assets; · income tax valuation allowances; and · uncertain tax positions. These estimates require the use of judgment as future events and the effect of these events cannot be predicted with certainty. The estimates will change as new events occur, as more experience is acquired and as more information is obtained. We evaluate and update our assumptions and estimates on an ongoing basis and we may consult outside experts to assist as considered necessary. |
Reclassifications | Reclassifications Certain reclassifications have been made to the prior year financial statements to conform to the current year presentation. These reclassifications include the adoption of FASB Accounting Standards Update (“ASU”) 2015-03 and ASU 2015-15 and the reclassification of Salem Consumer Products from e-commerce (digital) to broadcast. Under ASU 2015-03 and 2015-15, debt issuance costs, with the exception of costs associated with obtaining line-of-credit arrangements, are reported as a reduction of the debt liability rather than as a deferred cost asset. The adoption of ASU 2015-03 and ASU 2015-15 is reported as a change in accounting principle and discussed in detail in Note 11 Notes Payable. The reclassification of Salem Consumer Products, our e-commerce business that sells books, DVD’s and editorial content developed by our on-air personalities, was made to assess the performance of each network program based on all revenue sources. Refer to Note 20 Segment Data for an explanation of this reclassification. |
Out-of-Period Adjustment | During the third quarter of 2016, we identified an error in our valuation allowance for certain deferred tax assets. We recorded an adjustment to increase our estimated deferred tax valuation allowance by $1.6 million for a portion of the deferred tax assets related to state net operating loss carryforwards that we determined were not more likely than not to be realized. In evaluating the adjustment, we referred to the Securities and Exchange Commission (SEC) Staff Accounting Bulletin (SAB) No. 99, including SAB Topic 1.M, which provides guidance on the assessment of materiality and states that “the omission or misstatement of an item in a financial report is material if, in the light of surrounding circumstances, the magnitude of the item is such that it is probable that the judgment of a reasonable person relying upon the report would have been changed or influenced by the inclusion or correction of the item.” We also referred to SAB 108 for guidance on considering the effects of prior year misstatements when quantifying misstatements in current year financial statements and the assessment of materiality. Our analysis of the materiality of the adjustment was performed by reviewing quantitative and qualitative factors. We determined based on this analysis that the adjustment was not material to the current period and any prior periods. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Changes to accounting principles are established by the FASB in the form of ASUs to the FASB’s Codification. We consider the applicability and impact of all ASUs on our financial position, results of operations, cash flows, or presentation thereof. Described below are ASUs that are not yet effective, but may be applicable to our financial position, results of operations, cash flows, or presentation thereof. ASUs not listed below were assessed and determined to not be applicable to our financial position, results of operations, cash flows, or presentation thereof. In February 2017, the FASB issued ASU 2017-05, Other Income Gains and Losses from the Derecognition of Nonfinancial Assets (Topic 610-20) In January 2017, the FASB issued ASU 2017-04, “ Intangibles Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued ASU 2017-03, “Accounting Changes and Error Corrections (Topic 250) and Investments Equity Method and Joint Ventures (Topic 323)” In January 2017, the FASB issued ASU 2017-01, “Business Combinations Clarifying the Definition of a Business In December 2016, the FASB issued ASU 2016-19 “ Technical Corrections and Improvements, In November 2016, the FASB issued ASU 2016-18, “Statements of Cash Flows (Topic 230): Restricted Cash” which provides guidance on the presentation of restricted cash or restricted cash equivalents in the statement of cash flows. ASU 2016-18 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. We do not expect the adoption of ASU 2016-18 to have a material impact on our cash flows or presentation thereof. In October 2016, the FASB issued ASU 2016-17, “ Interests Held through Related Parties That Are under Common Control, In October 2016, the FASB issued ASU 2016-16 “ Intra-Entity Transfers of Assets Other Than Inventory This ASU requires entities to immediately recognize the tax consequences on intercompany asset transfers (excluding inventory) at the transaction date, rather than deferring the tax consequences under current GAAP. The guidance is effective for fiscal years beginning after December 15, 2018, and interim reports within those fiscal years, with early adoption permitted only as of the first quarter of a fiscal year. We do not expect the adoption of ASU 2016-16 to have a material impact on our financial position, results of operations, cash flows, or presentation thereof. In August 2016, the FASB issued ASU 2016-15, “ Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments,” In June 2016, the FASB issued ASU 2016-13, “Financial Instruments-Credit Losses,” In March 2016, the FASB issued ASU 2016-09, “ Improvements to Employee Share-Based Payment Accounting.” In February 2016, the FASB issued ASU 2016-02, “ Leases In January 2016, the FASB issued ASU 2016-01, “ Recognition and Measurement of Financial Assets and Financial Liabilities In November 2015, the FASB issued ASU 2015-17, “ Balance Sheet Classification of Deferred Taxes,” In July 2015, the FASB issued ASU 2015-11, “ Simplifying the Measurement of Inventory In May 2014, the FASB issued ASU 2014-09, “ Revenue from Contracts with Customers (Topic 606)” |
SUMMARY OF SIGNIFICANT ACCOUN30
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment Estimated Useful Lives | Depreciation is computed using the straight-line method over estimated useful lives as follows: Category Estimated Life Buildings 40 years Office furnishings and equipment 5 -10 years Antennae, towers and transmitting equipment 10 - 20 years Studio, production and mobile equipment 5 - 10 years Computer software and website development costs 3 years Record and tape libraries 3 years Automobiles 5 years Leasehold improvements Lesser of useful life or remaining lease term |
Intangibles Asset Estimated Useful Lives | These intangibles are amortized using the straight-line method over the following estimated useful lives: Category Estimated Life Customer lists and contracts Lesser of 5 years or life of contract Domain and brand names 5 -7 years Favorable and assigned leases Lease Term Subscriber base and lists 3 - 7 years Author relationships 1 - 7 years Non-compete agreements 2 to 5 years |
Fair value of interest rate swap | The swap was valued based on observable inputs for similar assets and liabilities and other observable inputs for interest rates and yield curves, which are classified within Level 2 inputs in the fair value hierarchy described below and in Note 12 to our consolidated financial statements. As of December 31, 2015 As of December 31, 2016 (Dollars in thousands) Fair value of interest rate swap liability $ 798 $ 514 |
Shares Used to Compute Basic and Diluted Net Earning Per Share | The following table sets forth the shares used to compute basic and diluted net earnings per share for the periods indicated: Year Ended December 31, 2014 2015 2016 Weighted average shares 25,336,809 25,426,732 25,669,538 Effect of dilutive securities - stock options 744,366 461,087 365,452 Weighted average shares adjusted for dilutive securities 26,081,175 25,887,819 26,034,990 |
IMPAIRMENT OF GOODWILL AND OT31
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Results of Impairment Testing Under the Income Approach | Market Cluster Excess Fair Value Atlanta, GA 6.6% Cleveland, OH (6.4%) Columbus, OH 47.1% Dallas, TX (1.0%) Denver, CO 765.2 Detroit, MI (3.3%) Honolulu, HI 146.40% Houston, TX 1,103.4% Little Rock 345.4% Los Angeles, CA 390.7% Louisville, KY 14.6% Miami FL 29.1% Nashville, TN 193.0% New York, NY 466.5% Omaha NE 22.5% Philadelphia, PA 86.3% Phoenix, AZ 83.4% Pittsburgh, PA 348.4% Portland, OR (9.6%) San Antonio, TX 257.2% San Diego, CA 37.8% San Francisco, CA 21.8% Seattle, WA 309.6% St Louis 261.2% Washington, D.C. 107.2% |
Key Estimates and Assumptions | The key estimates and assumptions are as follows: Mastheads December 31, 2014 December 31, 2015 December 31, 2016 Risk-adjusted discount rate 8.0% 8.0% 9.5% Projected revenue growth ranges (4.8%) 1.4% 2.1% 2.9% (4.3%) 1.2% Royalty rate 3.0% 3.0% 3.0% |
Enterprise Valuation [Member] | |
Schedule of Assumptions Used | The key estimates and assumptions used for our enterprise valuations are as follows: December 31, 2014 December 31, 2015 December 31, 2016 Enterprise Valuations Broadcast Markets Broadcast Markets Broadcast Markets Risk-adjusted discount rate 8.0% 8.0% 8.5% Operating profit margin ranges 8.4% - 46.1% 49.7% (18.5%) 43.3% Long-term revenue market growth rate ranges 1.0% - 5.0% 2.0% 1.9% |
Digital Media [Member] | |
Carrying Value And Fair Value Of Financial Instrument Disclosure | The table below presents the percentage within a range by which the estimated fair value exceeded the carrying value of our accounting units, including goodwill. Digital Media Entities as of December 31, 2016 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 2 1 1 1 Carrying value including goodwill (in thousands) $ 811 $ 3,910 $ 28,285 $ 941 Digital Media Entities as of December 31, 2015 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 1 - 4 Carrying value including goodwill (in thousands) $ 4,488 $ - $ $ 29,126 Digital Media Entities as of December 31, 2014 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 1 1 1 1 Carrying value including goodwill (in thousands) $ 4,649 $ 6,118 $ 385 $ 26,101 |
Digital Media [Member] | Enterprise Valuation [Member] | |
Schedule of Assumptions Used | Enterprise Valuation December 31, 2014 December 31, 2015 December 31, 2016 Risk adjusted discount rate 8.0% 8.0% - 9.0% 8.5% - 9.5% Operating profit margin ranges (7.4%) - 34.9% (8.9%) - 13.8% (20.3%) - 8.2% Long-term revenue market growth rate ranges 2.50% 2.0 - 3.0% 1.9% - 2.5% |
Publishing [Member] | |
Carrying Value And Fair Value Of Financial Instrument Disclosure | The table below presents the percentage within a range by which the estimated fair value exceeded the carrying value of our accounting units, including goodwill. Publishing Accounting units as of December 31, 2016 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 2 Carrying value including goodwill (in thousands) $ 1,360 $ $ $ Publishing Accounting units as of December 31, 2015 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 1 1 Carrying value including goodwill (in thousands) $ 854 $ $ $ 2,453 Publishing Accounting units as of December 31, 2014 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 2 1 Carrying value including goodwill (in thousands) $ 3,417 $ $ $ 2,314 |
Publishing [Member] | Enterprise Valuation [Member] | |
Schedule of Assumptions Used | The key estimates and assumptions used for our enterprise valuations are as follows: Enterprise Valuation December 31, 2014 December 31, 2014 December 31, 2016 Risk adjusted discount rate 8.0% 8.0% 8.5% Operating margin ranges 2.4% - 5.9% 4.2% 6.2% 3.5% 5.7% Long-term revenue market growth rates 1.5% 2.0% 1.9% |
Goodwill-Broadcast [Member] | |
Carrying Value And Fair Value Of Financial Instrument Disclosure | The tables below present the percentage within a range by which the estimated fair value exceeded the carrying value of each of our market clusters, including goodwill: Broadcast Market Clusters as of December 31, 2016 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 3 3 6 7 Carrying value including goodwill (in thousands) 93,978 $ 27,714 $ 124,464 $ 71,270 Broadcast Market Clusters as of December 31, 2015 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 3 3 2 11 Carrying value including goodwill (in thousands) $ 56,179 $ 52,164 $ 37,570 $ 169,907 Broadcast Market Clusters as of December 31, 2014 Percentage Range By Which Estimated Fair Value Exceeds Carrying Value Including Goodwill < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 5 2 7 Carrying value including goodwill (in thousands) $ 81,507 $ $ 27,636 $ 84,693 |
Schedule of Assumptions Used | The key estimates and assumptions used for our enterprise valuations for each period tested are as follows: December 31, 2015 December 31, 2016 Enterprise Valuations Broadcast Networks Broadcast Networks Risk-adjusted discount rate 9.0% 9.5% Operating profit margin ranges (74.1) (97.5%) 1.0% 24.4% Long-term revenue market growth rates 2.0% 1.9% |
Broadcast Licenses [Member] | |
Carrying Value And Fair Value Of Financial Instrument Disclosure | The table below presents the percentage within a range by which our prior year start-up income estimated fair value exceeds the current year carrying value of our broadcasting licenses: Geographic Market Clusters as of December 31, 2016 Percentage Range By Which 2015 Estimated Fair Value Exceeds 2016 Carrying Value = 25% >26%-50% >50% to 75% > than 75% Number of accounting units 3 4 1 3 Broadcast license carrying value (in thousands) $ 108,374 $ 49,738 $ 27,878 $ 15,650 |
Schedule of Assumptions Used | The key estimates and assumptions used in the start-up income valuation for our broadcast licenses were as follows: Broadcast Licenses December 31, 2014 December 31, 2015 December 31, 2016 Risk-adjusted discount rate 8.0% 8.0% 8.5% Operating profit margin ranges (13.9%) - 30.8% (13.9%) - 30.8% (13.9%) - 30.8% Long-term market revenue growth rate ranges 1.5% - 2.5% 2.0% 1.9% |
Broadcast Licenses [Member] | Station Operating Income [Member] | |
Carrying Value And Fair Value Of Financial Instrument Disclosure | The table below shows the percentage within a range by which our estimated fair value exceeded the carrying value of our broadcasting licenses for these twenty three market clusters: Geographic Market Clusters as of December 31, 2016 Tested due to length of time from prior valuation Percentage Range by Which Prior = 25% >26%-50% >50% to 100% > than 100% Number of accounting units 13 4 2 4 Broadcast license carrying value (in thousands) $ 166,107 $ 10,635 $ 9,904 $ 6,771 |
IMPAIRMENT OF LONG-LIVED ASSE32
IMPAIRMENT OF LONG-LIVED ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Impairment Of Long Lived Assets Disclosure [Abstract] | |
Long Lived Assets Held-for-sale | The table below presents the fair value measurements used to value this asset. Fair Value Measurements Using: (Dollars in thousands) Quoted prices in Significant Other Significant As of December active markets Observable Inputs Unobservable Description 31, 2016 (Level 1) (Level 2) Inputs (Level 3) Total Loss Long-Lived Asset Held for Sale $ 1,000 $ 1,000 $ (700) |
ACQUISITIONS AND RECENT TRANS33
ACQUISITIONS AND RECENT TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Summary of Business Acquisitions and Asset Purchased | A summary of our business acquisitions and asset purchases during the year ended December 31, 2016, none of which were individually or in the aggregate material to our consolidated financial position as of the respective date of acquisition, is as follows: Acquisition Date Description Total Consideration (Dollars in thousands) December 31, 2016 FM translator, Aurora, Florida (asset purchase) $ 50 December 31, 2016 FM translator, Port St. Lucie, Florida (asset purchase) 50 December 14, 2016 FM translator, Rhinelander, Wisconsin (asset purchase) 50 December 8, 2016 FM translator, Little Fish Lake Valley, California (asset purchase) 44 December 1, 2016 FM translator, Lake Placid, Florida (asset purchase) 35 December 1, 2016 Christian Concerts Alerts, LLC (asset purchase) 150 November 22, 2016 FM translator construction permit, Kihei, Hawaii (asset purchase) 55 November 22, 2016 FM translator construction permit, Lahaina, Hawaii (asset purchase) 55 November 22, 2016 FM translator, Crested Butte, Colorado (asset purchase) 39 November 21, 2016 FM translator, Dansville, New York (asset purchase) 75 November 21, 2016 FM translator, Carbondale, Pennsylvania (asset purchase) 75 November 11, 2016 FM translator construction permit, Kingsville, Texas (asset purchase) 50 November 7, 2016 FM translator, Sebring, Florida (asset purchase) 77 October 20, 2016 KXFN-AM, St. Louis, Missouri (business acquisition) 190 October 20, 2016 FM translator construction permit, Angola, Indiana (asset purchase) 50 October 20, 2016 FM translator construction permit, Cofax, Indiana (asset purchase) 55 October 20, 2016 FM translator construction permit, Battle Creek, Michigan (asset purchase) 50 October 19, 2016 FM translator construction permit Palm Coast, Florida purchased from a related party (asset purchase) 65 October 17, 2016 Historyonthenet.com and Authentichistory.com (asset purchase) 85 October 12, 2016 FM translator Lake City, Florida purchased from a related party (asset purchase) 65 September 13, 2016 Mike Turner’s investment products and domain names (business acquisition) 416 August 1, 2016 Hillcrest Media Group, Inc. (business acquisition) 3,515 June 20, 2016 FM translator, Columbus, Ohio (asset purchase) 345 June 10, 2016 FM translator, Amherst, New York (asset purchase) 60 June 8, 2016 FM translator construction permit, Charlotte, Michigan (asset purchase) 50 June 3, 2016 FM translator construction permit, Atwood, Kentucky (asset purchase) 88 May 13, 2016 FM translator construction permit, Kerrville, Texas (asset purchase) 50 May 2, 2016 FM translator, Lincoln, Maine (asset purchase) 100 April 29, 2016 FM translator construction permit, Emporia, Kansas (asset purchase) 25 April 1, 2016 Retirement Watch (business acquisition) 100 March 8, 2016 King James Bible mobile applications (business acquisition) 4,000 Various Purchase of other domain names and assets (asset purchases) 6 $ 10,120 A summary of our business acquisitions and asset purchases for the year ended December 31, 2015, none of which were individually or in the aggregate material to our consolidated financial position as of the respective date of acquisition, is as follows: Acquisition Date Description Total Consideration (Dollars in thousands) December 18, 2015 WSDZ-AM, St. Louis, Missouri (business acquisition) $ 275 December 15, 2015 KDIZ-AM, Minneapolis, Minnesota (business acquisition) 375 December 11, 2015 WWMI-AM, Tampa, Florida(business acquisition) 750 December 8, 2015 KDDZ-AM, Denver, Colorado (business acquisition) 550 December 7, 2015 Instapray mobile applications (asset acquisition) 118 December 4, 2015 KDZR-AM, Portland, Oregon (business acquisition) 275 October 29, 2015 DividendYieldHunter.com (asset acquisition) 43 October 1, 2015 KKSP-FM, Little Rock, Arkansas (business acquisition) 1,500 September 15, 2015 KEXB-AM (formerly KMKI-AM) Dallas, Texas (business acquisition) 3,000 September 10, 2015 WBIX-AM (formerly WMKI-AM), Boston, Massachusetts (business acquisition) 500 September 3, 2015 Spanish Bible mobile applications (business acquisition) 500 September 1, 2015 DailyBible mobile applications (business acquisition) 1,500 July 1, 2015 DividendInvestor.com (business acquisition) 1,000 June 4, 2015 Gene Smart Wellness (asset acquisition) 100 May 12, 2015 WPGP-AM (formerly WDDZ-AM), Pittsburgh, Pennsylvania (business acquisition) 1,000 May 7, 2015 WDWD-AM, Atlanta, Georgia (business acquisition) 2,750 May 6, 2015 Daily Bible Devotion mobile applications (business acquisition) 1,242 April 7, 2015 Land and Studio Building, Greenville, South Carolina (asset purchase) 201 March 27, 2015 WDYZ-AM, Orlando, Florida (business acquisition) 1,300 February 6, 2015 Bryan Perry Newsletters (business acquisition) 158 Various Purchase of domain names and digital media assets (asset purchases) 134 $ 17,271 |
Summary of Total Acquisition Consideration | The following table summarizes the total acquisition consideration for the year ended December 31, 2016: Description Total Consideration (Dollars in thousands) Cash payments made upon closing $ 8,414 Deferred payments 1,640 Present value of estimated fair value of contingent earn-out consideration 66 Total acquisition consideration $ 10,120 Gain on bargain purchase 95 Fair value of net assets acquired $ 10,215 The following table summarizes the total acquisition consideration for the year ended December 31, 2015: Description Total Consideration (Dollars in thousands) Cash payments $ 16,885 Escrow deposits paid in prior years 65 Cash payment due January 2016 21 Present value of estimated fair value contingent earn out consideration due 2016 176 Present value of estimated fair value contingent earn out consideration due 2017 124 Total acquisition consideration $ 17,271 Gain on bargain purchase 1,357 Fair value of net assets acquired $ 18,628 |
Total Acquisition Consideration Allocated | The fair value of the net assets acquired was allocated as follows: Net Broadcast Net Digital Media Net Publishing Net Total Assets Acquired Assets Acquired Assets Acquired Assets Acquired (Dollars in thousands) Assets Trade accounts receivable, net of allowances of $42 $ $ $ 166 $ 166 Property and equipment 224 405 271 900 Broadcast licenses 1,719 1,719 Goodwill 237 845 1,082 Domain and brand names 1,129 2,121 3,250 Customer lists and contracts 2,576 2,576 Subscriber base and lists 675 675 Author relationships 526 526 Non-compete agreements 289 716 1,005 Liabilities Deferred revenue (642) (1,042) (1,684) $ 1,943 $ 4,669 $ 3,603 $ 10,215 The fair value of the net assets acquired was allocated as follows: Net Broadcast Net Digital Media Net Assets Assets Acquired Assets Acquired Acquired (Dollars in thousands) Assets Property and equipment $ 7,845 649 8,494 Broadcast licenses 5,923 5,923 Goodwill 64 254 318 Customer lists and contracts 99 99 Domain and brand names 1,154 1,154 Subscriber base and lists 3,011 3,011 Non-compete agreements 146 146 Liabilities Deferred revenue liabilities assumed (517) (517) $ 13,832 4,796 18,628 |
Business Combination, Separately Recognized Transactions [Table Text Block] | FM translators or FM translator construction permits purchase agreements pending as of the year ended December 31, 2016, include the following: Date APA Permit or Purchase Escrow Entered ID Authorized Site - Current Price Deposits Date Closed Market (Dollars in thousands) 7/25/2016 K283CA Festus, Missouri * 40 8 - St. Louis, Missouri 7/26/2016 K294CP Roseburg, Oregon * 45 9 3/01/2017 Portland, Oregon 7/26/2016 K276FZ Eaglemount, Washington * 40 8 - Portland, Oregon 8/25/2016 K278BH Astoria, Oregon 33 7 1/16/2017 Seattle, Washington 9/22/2016 K260CG Mohave Valley, Arizona* 20 2 1/6/2017 Phoenix, Arizona 10/07/2016 K279CM Quartz Site, Arizona * 20 2 - To be determined * Indicates that the purchase is for an FM translator construction permit. |
CONTINGENT EARN-OUT CONSIDERA34
CONTINGENT EARN-OUT CONSIDERATION (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combination, Contingent Consideration, Liability [Abstract] | |
Schedule of changes in present value of acquisition related contingent earn-out consideration | The following table reflects the changes in the present value of our acquisition-related estimated contingent earn-out consideration for the years ending December 31, 2016 and 2015. Twelve Months Ended December 31, 2016 Short-Term Long-Term Accrued Expenses Other Liabilities Total (Dollars in thousands) Beginning Balance as of January 1, 2016 $ 173 $ 602 $ 775 Acquisitions 66 66 Accretion of acquisition-related contingent earn-out consideration 17 8 25 Change in the estimated fair value of contingent earn-out consideration (635) (54) (689) Reclassification of payments due in next 12 months to short-term 556 (556) Payments (111) (111) Ending Balance as of December 31, 2016 $ 66 $ $ 66 Twelve Months Ended December 31, 2015 Short-Term Long-Term Accrued Expenses Other Liabilities Total (Dollars in thousands) Beginning Balance as of January 1, 2015 $ 1,575 $ 1,710 $ 3,285 Acquisitions 176 124 300 Accretion of acquisition-related contingent earn-out consideration 60 49 109 Change in the estimated fair value of contingent earn-out consideration (1,269) (446) (1,715) Reclassification of payments due in next 12 months to short-term 835 (835) Payments (1,204) (1,204) Ending Balance as of December 31, 2015 $ 173 $ 602 $ 775 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory on hand by segment | The following table provides details of inventory on hand by segment: As of December 31, 2015 As of December 31, 2016 (Dollars in thousands) Regnery Publishing book inventories $ 2,186 $ 2,473 Reserve for obsolescence Regnery Publishing (1,798) (2,104) Inventory, net - Regnery Publishing 388 369 Wellness products $ 562 $ 423 Reserve for obsolescence Wellness products (57) (122) Inventory, net - Wellness products 505 301 Consolidated inventories, net $ 893 $ 670 |
BROADCAST LICENSES (Tables)
BROADCAST LICENSES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in broadcasting licenses | The following table presents the changes in broadcasting licenses that include acquisitions of radio stations and FM translators as discussed in Note 4 of our consolidated financial statements. Broadcast Licenses As of December 31, 2015 As of December 31, 2016 (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment $ 484,727 $ 492,032 Accumulated loss on impairment (99,001) (99,001) Balance, beginning of period after cumulative loss on impairment 385,726 393,031 Acquisitions of radio stations 5,923 74 Acquisitions of FM translators 276 1,645 Capital projects to improve broadcast signal and strength 1,106 307 Impairments based on estimated fair value of broadcast licenses (6,540) Balance, end of period before cumulative loss on impairment $ 492,032 $ 494,058 Accumulated loss on impairment (99,001) (105,541) Balance, end of period after cumulative loss on impairment $ 393,031 $ 388,517 |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in goodwill | The following table presents the changes in goodwill including acquisitions of multiple radio stations, digital entities and Hillcrest Media within our publishing segment. Goodwill As of December As of December 31, (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment, $ 26,242 $ 26,560 Accumulated loss on impairment (1,558) (1,997) Balance, beginning of period after cumulative loss on impairment 24,684 24,563 Acquisitions of radio stations 64 Acquisitions of digital media entities 254 237 Acquisitions of publishing entities 845 Impairment charge during year (439) (32) Balance, end of period before cumulative loss on impairment 26,560 27,642 Accumulated loss on impairment (1,997) (2,029) Ending period balance $ 24,563 $ 25,613 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Summary of categories of property and equipment | The following is a summary of the categories of our property and equipment: As of December 31, 2015 2016 (Dollars in thousands) Land $ 32,679 $ 32,402 Buildings 29,099 29,070 Office furnishings and equipment 39,071 37,386 Office furnishings and equipment under capital lease obligations 228 228 Antennae, towers and transmitting equipment 83,943 84,144 Antennae, towers and transmitting equipment under capital lease obligations 795 795 Studio, production and mobile equipment 30,598 28,668 Computer software and website development costs 28,134 20,042 Record and tape libraries 55 27 Automobiles 1,298 1,373 Leasehold improvements 15,333 14,696 Construction-in-progress 6,632 9,983 $ 267,865 $ 258,814 Less accumulated depreciation (162,382) (156,024) $ 105,483 $ 102,790 |
AMORTIZABLE INTANGIBLE ASSETS (
AMORTIZABLE INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Intangible Assets Disclosure [Abstract] | |
Summary of Significant Classes of Amortizable Intangible Assets | The following tables provide a summary of our significant classes of amortizable intangible assets: As of December 31, 2016 Accumulated Cost Amortization Net (Dollars in thousands) Customer lists and contracts $ 22,599 $ (20,070) $ 2,529 Domain and brand names 19,821 (12,970) 6,851 Favorable and assigned leases 2,379 (1,972) 407 Subscriber base and lists 7,972 (5,304) 2,668 Author relationships 2,771 (1,824) 947 Non-compete agreements 2,018 (1,012) 1,006 Other amortizable intangible assets 1,336 (1,336) $ 58,896 $ (44,488) $ 14,408 As of December 31, 2015 Accumulated Cost Amortization Net (Dollars in thousands) Customer lists and contracts $ 20,009 $ (18,914) $ 1,095 Domain and brand names 16,619 (11,200) 5,419 Favorable and assigned leases 2,379 (1,887) 492 Subscriber base and lists 7,313 (3,808) 3,505 Author relationships 2,245 (1,523) 722 Non-compete agreements 1,034 (786) 248 Other amortizable intangible assets 1,336 (1,336) $ 50,935 $ (39,454) $ 11,481 |
Amortizable Intangible Assets, Estimate Amortization Expense | Amortization expense was approximately $ 5.1 5.3 6.2 Year ended December 31, Amortization Expense (Dollars in thousands) 2017 $ 4,356 2018 3,917 2019 3,347 2020 2,056 2021 503 Thereafter 229 Total $ 14,408 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles | We have reclassified debt issue costs reported on our December 31, 2015 consolidated balance sheet as follows: December 31, 2015 (Dollars in thousands) As Updated As Reported ASU 2015-03 Balance Sheet Line Items: Term Loan B $ 273,136 $ 274,000 Less: Unamortized discount based on imputed interest rate of 4.78% (864) Less: Unamortized debt issuance costs based on imputed interest rate of 4.78% (2,361) Term Loan B net carrying value 273,136 270,775 Revolver 3,306 3,306 Capital leases and other loans 674 674 $ 277,116 $ 274,755 Less current portion (5,662) (5,662) Long-term debt and capital lease obligations less unamortized discount and debt issuance costs, net of current portion $ 271,454 $ 269,093 Deferred financing costs $ 2,512 $ 151 |
Long-Term Debt | Long-term debt consisted of the following: December 31, 2015 December 31, 2016 (Dollars in thousands) Term Loan B principal amount $ 274,000 $ 263,000 Less unamortized discount and debt issuance costs based on imputed interest rate of 4.78% (3,225) (2,371) Term Loan B net carrying value 270,775 260,629 Revolver 3,306 477 Capital leases and other loans 674 568 274,755 261,674 Less current portion (5,662) (590) $ 269,093 $ 261,084 |
Principle Repayment Requirements Under Long Term Agreements Outstanding | Principal repayment requirements under all long-term debt agreements outstanding at December 31, 2016 for each of the next five years and thereafter are as follows: Amount For the Twelve Months Ended December 31, (Dollars in thousands) 2017 $ 590 2018 3,105 2019 3,103 2020 254,735 2021 120 Thereafter 21 $ 261,674 |
Term Loan B And Revolving Credit Facility [Member] | |
Change in Rate Based on Leverage Ratio | Revolver Pricing Pricing Level Consolidated Leverage Ratio Base Rate Loans LIBOR Loans 1 Less than 3.00 to 1.00 1.250 % 2.250 % 2 Greater than or equal to 3.00 to 1.00 but less than 4.00 to 1.00 1.500 % 2.500 % 3 Greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00 1.750 % 2.750 % 4 Greater than or equal to 5.00 to 1.00 but less than 6.00 to 1.00 2.000 % 3.000 % 5 Greater than or equal to 6.00 to 1.00 2.500 % 3.500 % |
Term B Loan [Member] | |
Repayments of Term Loan B | We have made prepayments on our Term Loan B, including interest due through the date of the repayment as follows: Date Principal Paid Unamortized Discount (Dollars in Thousands) December 30, 2016 $ 5,000 $ 12 November 30, 2016 1,000 3 September 30, 2016 1,500 4 September 30, 2016 750 June 30, 2016 441 1 June 30, 2016 750 March 31, 2016 750 March 17, 2016 809 2 January 30, 2015 2,000 15 |
FAIR VALUE MEASURMENTS AND DI41
FAIR VALUE MEASURMENTS AND DISCLOSURES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities Measured at Fair Value | The following table summarizes the fair value of our financial assets and December 31, 2016 Fair Value Measurement Category Total Fair Value and Carrying Value on Balance Sheet Level 1 Level 2 Level 3 (Dollars in thousands) Assets Estimated fair value of broadcast licenses 388,517 123,109 Estimated fair value of other indefinite-lived intangible assets 332 332 Liabilities: Estimated fair value of contingent earn-out consideration included in accrued expenses 66 66 Long-term debt and capital lease obligations less unamortized discount and debt issuance costs 261,674 261,674 Fair value of interest rate swap 514 514 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Summary of Changes in Gross Amount of Unrecognized Tax Benefits | A summary of changes in the gross amount of unrecognized tax benefits is as follows: December 31, 2016 (Dollars in thousands) Balance at January 1, 2016 $ 100 Additions based on tax positions related to the current year Additions based on tax positions related to prior years Reductions related to tax positions of prior years Decrease due to statute expirations (73) Related interest and penalties, net of federal tax benefits (27) Balance as of December 31, 2016 $ |
Schedule of Schedule of Consolidated Provision for Income Taxes | The consolidated provision for income taxes is as follows December 31, 2014 2015 2016 (Dollars in thousands) Current: Federal $ $ $ State 269 249 229 269 249 229 Deferred: Federal 3,932 6,234 4,938 State 564 212 (595) 4,496 6,446 4,343 Provision for income taxes $ 4,765 $ 6,695 $ 4,572 |
Schedule of Consolidated Deferred Tax Asset and Liability | Consolidated deferred assets liabilities consist December 31, 2015 2016 (Dollars in thousands) Deferred tax assets: Financial statement accruals not currently deductible $ 9,699 $ 9,324 Net operating loss, AMT credit and other carryforwards 71,593 71,215 State taxes 114 87 Other 3,785 3,394 Total deferred tax assets 85,191 84,020 Valuation allowance for deferred tax assets (2,771) (4,487) Net deferred tax assets $ 82,420 $ 79,533 Deferred tax liabilities: Excess of net book value of property and equipment and software for financial reporting purposes over tax basis $ 2,826 $ 2,096 Excess of net book value of intangible assets for financial reporting purposes over tax basis 127,078 128,988 Interest rate swap (315) (193) Unrecognized tax benefits 100 Other Total deferred tax liabilities 129,689 130,891 Net deferred tax liabilities $ (47,269) $ (51,358) |
Schedule of Reconciliation of Net Deferred Tax Liabilities to Financial Instrument | The following table reconciles the above net deferred tax liabilities to the financial statements: December 31, 2015 2016 (Dollars in thousands) Deferred income tax asset per balance sheet $ 9,813 $ 9,411 Deferred income tax liability per balance sheet (57,082) (60,769) $ (47,269) $ (51,358) |
Schedule of Reconciliation of Statutory Federal Income Tax Rate to Provision for Income Tax | A reconciliation of the statutory federal income tax rate to the provision for income tax is as follows: Year Ended December 31, 2014 2015 2016 (Dollars in thousands) Statutory federal income tax rate (at 35%) $ 3,584 $ 6,246 $ 4,706 Effect of state taxes, net of federal 292 458 (486) Permanent items 613 445 266 State rate change 166 23 (1,664) Valuation allowance 84 (181) 1,763 Other, net 26 (296) (13) Provision for income taxes $ 4,765 $ 6,695 $ 4,572 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combination, Contingent Consideration, Liability [Abstract] | |
Schedule of Future Minimum Rental Payments Required Under Operating Leases that have Initial or Remaining Non-Cancelable Lease Terms in Excess of One Year | Future minimum rental payments required under operating leases that have initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2016, are as follows: Related Parties Other Total (Dollars in thousand) 2017 $ 1,560 $ 11,698 $ 13,258 2018 852 11,282 12,134 2019 592 10,601 11,193 2020 606 10,033 10,639 2021 591 8,533 9,124 Thereafter 5,712 32,109 37,821 $ 9,913 $ 84,256 $ 94,169 |
STOCK INCENTIVE PLAN (Tables)
STOCK INCENTIVE PLAN (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock-Based Compensation Expense Recognized | The following table reflects the components of stock-based compensation expense recognized in the Consolidated Statements of Operations for the years ended December 31, 2014, 2015 and 2016: Year Ended December 31, 2014 2015 2016 (Dollars in thousands) Stock option compensation expense included in corporate expenses $ 1,025 $ 474 $ 378 Restricted stock shares compensation expense included in corporate expenses 34 24 Stock option compensation expense included in broadcast operating expenses 325 130 85 Stock option compensation expense included in Internet operating expenses 165 92 60 Stock option compensation expense included in publishing operating expenses 61 41 35 Total stock-based compensation expense, pre-tax $ 1,576 $ 771 $ 582 Tax benefit (expense) from stock-based compensation expense (630) (308) (233) Total stock-based compensation expense, net of tax $ 946 $ 463 $ 349 |
Schedule of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options and Restricted Stock Awards using Black-Scholes Option Valuation Model | The weighted-average assumptions used to estimate the fair value of the stock options and restricted stock awards using the Black-Scholes valuation model were as follows for the years ended December 31, 2014, 2015 and 2016: Year Ended December 31, 2014 2015 2016 Expected volatility 74.98 % 52.37 % 47.03 % Expected dividends 2.70 % 4.28 % 5.36 % Expected term (in years) 7.8 3.0 7.4 Risk-free interest rate 2.27 % 0.85 % 1.64 % |
Schedule of Stock Option Activity | Activity with respect to the company’s option awards during the three years ended December 31, 2015 is as follows (Dollars in thousands, except weighted average exercise price and weighted average grant date fair value): Weighted Average Weighted Average Weighted Average Aggregate Options Shares Exercise Price Grant Date Fair Value Remaining Contractual Term Intrinsic Value Outstanding at January 1, 2014 2,162,067 $ 5.09 $ 3.57 5.5 years $ 8,491 Granted 25,000 8.40 4.73 Exercised (278,837) 4.38 3.43 1,260 Forfeited or expired (92,026) 12.25 7.89 43 Outstanding at December 31, 2014 1,816,204 $ 4.88 $ 3.39 4.8 years $ 5,718 Exercisable at December 31, 2014 663,417 5.32 3.90 3.0 years 2,015 Expected to Vest 1,094,574 $ 4.62 $ 3.10 5.9 years $ 3,515 Outstanding at January 1, 2015 1,816,204 $ 4.88 $ 3.39 5.5 years $ 5,718 Granted 10,000 6.08 1.98 Exercised (163,994) 2.35 1.53 589 Forfeited or expired (81,087) 10.32 6.93 12 Outstanding at December 31, 2015 1,581,123 $ 4.87 $ 3.39 4.3 years $ 1,738 Exercisable at December 31, 2015 947,573 4.92 3.54 3.3 years 1,001 Expected to Vest 601,557 $ 4.80 $ 3.15 5.6 years $ 700 Outstanding at January 1, 2016 1,581,123 $ 4.87 $ 3.39 4.3years $ 1,738 Granted 549,500 4.85 1.33 Exercised (336,996) 2.95 2.02 1,418 Forfeited or expired (73,627) 8.06 3.07 3 Outstanding at December 31, 2016 1,720,000 $ 5.12 $ 2.89 4.5 years $ 2,428 Exercisable at December 31, 2016 841,625 5.56 3.94 2.9 years 948 Expected to Vest 834,017 $ 5.11 $ 2.91 4.5 years $ 1,442 |
Schedule of Information Regarding Restricted Stock Activity | Activity with respect to the company’s restricted stock awards during the year ended December 31, 2016 is as follows: Weighted Average Grant Date Weighted Average Remaining Aggregate Intrinsic Restricted Stock Awards Shares Fair Value Contractual Term Value Non-Vested at January 1, 2016 10,000 $ 5.83 0.2 years $ 40 Granted Lapsed (10,000) (5.83) 52 Forfeited or expired Outstanding at December 31, 2016 $ $ |
Schedule of Additional Information Regarding Options Outstanding | Additional information regarding options outstanding as of December 31, 2016, is as follows: Weighted Average Contractual Life Weighted Weighted Average Range of Remaining Average Exercisable Grant Date Exercise Prices Options (Years) Exercise Price Options Fair Value $2.38 - $2.56 147,375 2.4 $ 2.38 147,375 $ 2.38 $2.57 - $4.42 290,500 4.6 2.76 86,500 2.80 $4.43 - $4.85 541,000 6.7 4.85 $4.86 - $6.65 91,250 1.7 5.30 86,250 5.33 $6.66 - $7.54 619,875 3.6 6.92 506,750 6.92 $7.55 - $8.76 30,000 4.8 8.37 14,750 8.37 1,720,000 4.5 $ 5.12 841,625 $ 5.56 |
EQUITY TRANSACTIONS (Tables)
EQUITY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Schedule of Cash Distributions Declared and Paid | The following table shows distributions that have been declared and paid since January 1, 2015: Cash Distributed Announcement Date Payment Date Amount Per Share (in thousands) December 7, 2016 December 31, 2016 $ 0.0650 $ 1,678 September 9, 2016 September 30, 2016 $ 0.0650 $ 1,679 June 2, 2016 June 30, 2016 $ 0.0650 $ 1,664 March 10, 2016 April 5, 2016 $ 0.0650 $ 1,657 December 1, 2015 December 29, 2015 $ 0.0650 $ 1,656 September 1, 2015 September 30, 2015 $ 0.0650 $ 1,655 June 2, 2015 June 30, 2015 $ 0.0650 $ 1,654 March 5, 2015 March 31, 2015 $ 0.0650 $ 1,647 |
QUARTERLY RESULTS OF OPERATIO46
QUARTERLY RESULTS OF OPERATIONS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | The following table sets forth selected financial results of the company on a quarterly basis. March 31 June 30 September 30 December 31 2015 2016 2015 2016 2015 2016 2015 2016 (Dollars in thousands, except per share data) Total revenue $ 61,856 $ 64,575 $ 67,293 $ 67,779 $ 67,491 $ 71,272 $ 69,147 $ 70,695 Operating income 5,703 6,083 9,254 9,702 8,800 8,835 9,265 3,458 Net income $ 295 $ 353 $ 3,523 $ 3,356 $ 2,077 $ 2,192 $ 5,255 $ 2,972 Basic earnings per share Class A and Class B common stock $ 0.01 $ 0.01 $ 0.14 $ 0.13 $ 0.08 $ 0.08 $ 0.20 $ 0.11 Diluted earnings per share Class A and B Class common stock $ 0.01 $ 0.01 $ 0.14 $ 0.13 $ 0.08 $ 0.08 $ 0.20 $ 0.11 Weighted average Class A and Class B shares outstanding basic 25,346,499 25,485,234 25,429,127 25,551,445 25,459,962 25,815,242 25,471,342 25,826,230 Weighted average Class A and Class B shares outstanding diluted 25,921,118 25,802,958 25,829,493 26,052,649 25,907,651 26,183,182 25,893,015 26,101,172 |
SEGMENT DATA (Tables)
SEGMENT DATA (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Data | The table below presents financial information for each operating segment as of December 31, 2016, 2015 and 2014 based on the new composition of our operating segments: Digital Unallocated Broadcast Media Publishing Corporate Consolidated (Dollars in thousands) Year Ended December 31, 2016 Net revenue $ 202,016 $ 46,777 $ 25,528 $ $ 274,321 Operating expenses 146,283 36,290 26,209 14,994 223,776 Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration (gain) loss on the sale or disposal of assets $ 55,733 $ 10,487 $ (681) $ (14,994) $ 50,545 Depreciation 7,592 3,092 675 846 12,205 Amortization 86 4,304 680 1 5,071 Impairment of long-lived assets 700 700 Impairment of indefinite-lived long-term assets other than goodwill 6,540 501 7,041 Impairment of goodwill 32 32 Impairment of amortizable intangible assets 8 8 Change in estimated fair value of contingent earn-out consideration (146) (543) (689) (Gain) loss on the sale or disposal of assets (2,122) 236 (21) 6 (1,901) Operating income (loss) $ 42,937 $ 2,961 $ (1,973) $ (15,847) $ 28,078 Year Ended December 31, 2015 Net revenue $ 197,184 $ 44,761 $ 23,842 $ $ 265,787 Operating expenses 140,819 35,380 24,774 15,146 216,119 Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration (gain) loss on the sale or disposal of assets $ 56,365 $ 9,381 $ (932) $ (15,146) $ 49,668 Depreciation 7,726 3,091 637 963 12,417 Amortization 96 4,685 542 1 5,324 Impairment of goodwill 439 439 Change in estimated fair value of contingent earn-out consideration (478) (1,237) (1,715) (Gain) loss on the sale or disposal of assets 219 11 (58) 9 181 Operating income (loss) $ 47,885 $ 2,072 $ (816) $ (16,119) $ 33,022 Year Ended December 31, 2014 Net revenue $ 194,094 $ 45,691 $ 26,751 $ $ 266,536 Operating expenses 139,206 35,590 26,143 17,092 218,031 Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration (gain) loss on the sale or disposal of assets $ 54,888 $ 10,101 $ 608 $ (17,092) $ 48,505 Depreciation 7,988 2,987 529 1,125 12,629 Amortization 109 4,874 1,212 1 6,196 Impairment of indefinite-lived long-term assets other than goodwill 34 34 Impairment of goodwill 45 45 Change in estimated fair value of contingent earn-out consideration 325 409 734 (Gain) loss on the sale or disposal of assets 231 25 (5) 251 Operating income (loss) $ 46,560 $ 1,890 $ (1,616) $ (18,218) $ 28,616 Digital Unallocated Broadcast Media Publishing Corporate Consolidated (Dollars in thousands) As of December 31, 2016 Inventories, net $ $ 300 $ 370 $ $ 670 Property and equipment, net 86,976 6,634 1,779 7,401 102,790 Broadcast licenses 388,517 388,517 Goodwill 3,581 20,136 1,888 8 25,613 Other indefinite-lived intangible assets 332 332 Amortizable intangible assets, net 407 9,927 4,069 5 14,408 As of December 31, 2015 Inventories, net $ $ 505 $ 388 $ $ 893 Property and equipment, net 88,894 6,927 1,742 7,920 105,483 Broadcast licenses 393,031 393,031 Goodwill 3,581 19,930 1,044 8 24,563 Other indefinite-lived intangible assets 833 833 Amortizable intangible assets, net 492 9,599 1,385 5 11,481 |
Schedule Of Financial Information By Operating Segment With Comparison Of Results Under Prior Composition Of Operating Segments As Compared To New Composition | The table below presents financial information for each operating segment as of December 31, 2015 and 2014 with a comparison of the results under the prior composition of our operating segments as compared to the new composition: Year ended December 31, 2014 2015 Original Updated Original Updated (Dollars in thousands) Revenues by Segment: Net Broadcast Revenue $ 192,923 $ 194,094 $ 196,090 $ 197,184 Net Digital Media Revenue 46,862 45,691 45,855 44,761 Net Publishing Revenue 26,751 26,751 23,842 23,842 Total Net Revenue $ 266,536 $ 266,536 $ 265,787 $ 265,787 Operating expenses by segment: Broadcast Operating Expenses $ 138,564 $ 139,206 $ 140,230 $ 140,819 Digital Media Operating Expenses 36,232 35,590 35,969 35,380 Publishing Operating Expenses 26,143 26,143 24,774 24,774 Unallocated Corporate Expenses 17,092 17,092 15,146 15,146 $ 218,031 $ 218,031 $ 216,119 $ 216,119 Net operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets $ 48,505 $ 48,505 $ 49,668 $ 49,668 |
SUMMARY OF SIGNIFICANT ACCOUN48
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Buildings [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property, Plant and Equipment, Useful Life | 40 years |
Office furnishings and equipment [Member] | Minimum [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Office furnishings and equipment [Member] | Maximum [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Antennae, towers and transmitting equipment [Member] | Minimum [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Antennae, towers and transmitting equipment [Member] | Maximum [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property, Plant and Equipment, Useful Life | 20 years |
Studio, production and mobile equipment [Member] | Minimum [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Studio, production and mobile equipment [Member] | Maximum [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Computer software and website development costs [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Record and tape libraries [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Automobiles [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Leasehold improvements [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property plant and equipment, estimated useful life, description | Lesser of useful life or remaining lease term |
SUMMARY OF SIGNIFICANT ACCOUN49
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) | 12 Months Ended |
Dec. 31, 2016 | |
Customer lists and contracts [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived intangible assets useful life, description | Lesser of 5 years or life of contract |
Domain and brand names [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived intangible assets useful life | 5 years |
Domain and brand names [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived intangible assets useful life | 7 years |
Favorable and assigned leases [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived intangible assets useful life, description | Lease Term |
Subscriber base and lists [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived intangible assets useful life | 3 years |
Subscriber base and lists [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived intangible assets useful life | 7 years |
Author relationships [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived intangible assets useful life | 1 year |
Author relationships [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived intangible assets useful life | 7 years |
Non-compete agreements [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived intangible assets useful life | 2 years |
Non-compete agreements [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived intangible assets useful life | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN50
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair value of interest rate swap liability | $ 514 | $ 798 |
SUMMARY OF SIGNIFICANT ACCOUN51
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 3) - shares | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Weighted average shares | 25,826,230 | 25,815,242 | 25,551,445 | 25,485,234 | 25,471,342 | 25,459,962 | 25,429,127 | 25,346,499 | 25,669,538 | 25,426,732 | 25,336,809 |
Effect of dilutive securities - stock options | 365,452 | 461,087 | 744,366 | ||||||||
Weighted average shares adjusted for dilutive securities | 26,101,172 | 26,183,182 | 26,052,649 | 25,802,958 | 25,893,015 | 25,907,651 | 25,829,493 | 25,921,118 | 26,034,990 | 25,887,819 | 26,081,175 |
SUMMARY OF SIGNIFICANT ACCOUN52
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Sep. 30, 2013 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 27, 2013 | |
Schedule Of Significant Accounting Policies [Line Items] | |||||
Interest Costs Capitalized | $ 200,000 | $ 100,000 | |||
Capitalized Computer Software, Additions | 2,300,000 | 2,200,000 | $ 3,900,000 | ||
Capitalized Computer Software, Amortization | $ 2,500,000 | 2,400,000 | 2,400,000 | ||
Percentage Of Intangible Assets | 70.00% | ||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | 200,000 | $ 100,000 | |||
Deferred Revenue, Leases, Current | $ 4,300,000 | 4,400,000 | |||
Self Insurance Reserve | 800,000 | 700,000 | |||
Unrecognized Tax Benefits, Beginning Balance | 0 | 100,000 | |||
Unrecognized Tax Benefits, Interest on Income Taxes Accrued | 21,000 | ||||
Deferred Tax Assets, Valuation Allowance | $ 4,487,000 | $ 2,771,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | 1,720,000 | 1,581,123 | 1,816,204 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 795,378 | 589,437 | 705,163 | ||
Percentage Of Total Revenue | 38.30% | 39.20% | 40.00% | ||
Business Combination, Bargain Purchase, Gain Recognized, Amount | $ 95,000 | $ 1,357,000 | $ 0 | ||
Impairment of Intangible Assets, Finite-lived | 8,000 | 0 | 0 | ||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 1,600,000 | ||||
Leasehold Improvement Charges | 400,000 | ||||
Operating Leases, Rent Expense | 15,300,000 | 14,800,000 | 13,800,000 | ||
Unrecognized Tax Benefits, Income Tax Penalties Accrued | 6,000 | ||||
WSDZ-AM [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | 800,000 | ||||
KDIZ-AM [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | 300,000 | ||||
WWMI-AM [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | $ 300,000 | ||||
KXFN-AM [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | $ 100,000 | ||||
Term B Loan [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Debt Instrument, Periodic Payment, Principal | $ 750,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 4.78% | 4.78% | |||
Revolver [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.58% | ||||
Miami [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | $ 1,900,000 | $ 200,000 | |||
Los Angeles [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Percentage Of Total Revenue | 15.10% | 14.70% | 14.30% | ||
Dallas TX [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Percentage Of Total Revenue | 20.80% | 24.50% | 24.00% | ||
San Francisco [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | $ 100,000 | ||||
South Carolina [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | 700,000 | ||||
Broadcasting [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Advertising Revenue | 5,400,000 | $ 6,100,000 | $ 6,000,000 | ||
Advertising Expense | 5,300,000 | 5,900,000 | 6,000,000 | ||
Digital Media [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Advertising Revenue | 42,000 | 100,000 | 200,000 | ||
Advertising Expense | 34,000 | 100,000 | 100,000 | ||
Write off of Receivable From Prior Station Sale [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | 200,000 | ||||
Pre Tax Gain (Loss) On Partial sale [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | 1,900,000 | 200,000 | 300,000 | ||
Production Costs [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Marketing and Advertising Expense, Total | $ 12,300,000 | $ 11,300,000 | $ 11,500,000 | ||
Broadcast Licenses [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Percentage Of Indefinite Lived Intangible Assets | 94.00% | ||||
Percentage Of Fair Value Over Carrying Value | 25.00% | ||||
Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount | 25.00% | ||||
Goodwill And Magazine Mastheads [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Percentage Of Indefinite Lived Intangible Assets | 6.00% | ||||
Licensing Agreements [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Finite-Lived Intangible Asset, Weighted Average Period before Next Renewal or Extension | 4 years 6 months | ||||
Interest Rate Swap [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Derivative, Notional Amount | $ 150,000,000 | $ 150,000,000 | |||
Derivative, Floor Interest Rate | 0.625% | ||||
Derivative, Maturity Date | Mar. 28, 2019 | ||||
Derivative, Fixed Interest Rate | 1.645% | ||||
Interest Rate Swap [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Derivative Asset | $ 500,000 |
IMPAIRMENT OF GOODWILL AND OT53
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details) - Broadcast Licenses [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Less than or equal to 25% [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 3 |
Broadcast license carrying value | $ 108,374 |
Less than or equal to 25% [Member] | Station Operating Income [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 13 |
Broadcast license carrying value | $ 166,107 |
>26% to 50% [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 4 |
Broadcast license carrying value | $ 49,738 |
>26% to 50% [Member] | Station Operating Income [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 4 |
Broadcast license carrying value | $ 10,635 |
>50% to 75% [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 1 |
Broadcast license carrying value | $ 27,878 |
>75% [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 3 |
Broadcast license carrying value | $ 15,650 |
>50% to 100% [Member] | Station Operating Income [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 2 |
Broadcast license carrying value | $ 9,904 |
> than 100% [Member] | Station Operating Income [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 4 |
Broadcast license carrying value | $ 6,771 |
IMPAIRMENT OF GOODWILL AND OT54
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 1) - Broadcast Licenses [Member] | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 8.50% | 8.00% | 8.00% |
Long-term market revenue growth rate ranges | 1.90% | 2.00% | |
Minimum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | (13.90%) | (13.90%) | (13.90%) |
Long-term market revenue growth rate ranges | 1.50% | ||
Maximum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | 30.80% | 30.80% | 30.80% |
Long-term market revenue growth rate ranges | 2.50% |
IMPAIRMENT OF GOODWILL AND OT55
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 2) - Current Year [Member] | 12 Months Ended |
Dec. 31, 2016 | |
Atlanta GA [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 6.60% |
Cleveland [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | (6.40%) |
Columbus OH [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 47.10% |
Dallas TX [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | (1.00%) |
Denver, CO [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 765.20% |
Detroit, MI [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | (3.30%) |
Honolulu, HI [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 146.40% |
Houston, TX [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 1103.40% |
Little Rock [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 345.40% |
Los Angeles CA [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 390.70% |
Louisville KY [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 14.60% |
Miami FL [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 29.10% |
Nashville TN [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 193.00% |
New York, NY [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 466.50% |
Omaha NE [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 22.50% |
Philadelphia PA [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 86.30% |
Phoenix AZ [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 83.40% |
Pittsburgh PA [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 348.40% |
Portland OR [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | (9.60%) |
San Antonio TX [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 257.20% |
San Diego CA [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 37.80% |
San Francisco CA [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 21.80% |
Seattle WA [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 309.60% |
St Louis [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 261.20% |
Washington D.C. [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess fair value estimate | 107.20% |
IMPAIRMENT OF GOODWILL AND OT56
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 3) - Mastheads [Member] | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk-adjusted discount rate | 9.50% | 8.00% | 8.00% |
Royalty rate | 3.00% | 3.00% | 3.00% |
Maximum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Projected revenue growth ranges | (4.30%) | 2.90% | (4.80%) |
Minimum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Projected revenue growth ranges | 1.20% | 2.10% | 1.40% |
IMPAIRMENT OF GOODWILL AND OT57
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 4) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Radio Clusters [Member] | Goodwill-Broadcast [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 8.50% | 8.00% | 8.00% |
Operating profit margin ranges | 49.70% | ||
Long-term revenue market growth rate ranges | 1.90% | 2.00% | |
Maximum [Member] | Radio Clusters [Member] | Goodwill-Broadcast [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | 43.30% | 46.10% | |
Long-term revenue market growth rate ranges | 5.00% | ||
Minimum [Member] | Radio Clusters [Member] | Goodwill-Broadcast [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | (18.50%) | 8.40% | |
Long-term revenue market growth rate ranges | 1.00% | ||
Enterprise Valuation [Member] | Goodwill-Broadcast [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 9.50% | 9.00% | |
Long-term revenue market growth rate ranges | 1.90% | 2.00% | |
Enterprise Valuation [Member] | Maximum [Member] | Goodwill-Broadcast [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | 24.40% | (97.50%) | |
Enterprise Valuation [Member] | Minimum [Member] | Goodwill-Broadcast [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | 1.00% | (74.10%) | |
Enterprise Valuation [Member] | Digital Media [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 8.00% | ||
Long-term revenue market growth rate ranges | 2.50% | ||
Enterprise Valuation [Member] | Digital Media [Member] | Maximum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 9.50% | 9.00% | |
Operating profit margin ranges | 8.20% | 13.80% | 34.90% |
Long-term revenue market growth rate ranges | 2.50% | 3.00% | |
Enterprise Valuation [Member] | Digital Media [Member] | Minimum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 8.50% | 8.00% | |
Operating profit margin ranges | (20.30%) | (8.90%) | (7.40%) |
Long-term revenue market growth rate ranges | 1.90% | 2.00% | |
Enterprise Valuation [Member] | Publishing [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 8.50% | 8.00% | 8.00% |
Long-term revenue market growth rate ranges | 1.90% | 2.00% | 1.50% |
Enterprise Valuation [Member] | Publishing [Member] | Maximum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | 5.70% | 6.20% | 5.90% |
Enterprise Valuation [Member] | Publishing [Member] | Minimum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | 3.50% | 4.20% | 2.40% |
IMPAIRMENT OF GOODWILL AND OT58
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 5) - Goodwill [Member] $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Less than 10% [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 3 | 3 | 5 |
Carrying value including goodwill | $ 93,978 | $ 56,179 | $ 81,507 |
>10% to 20% [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 3 | 3 | 0 |
Carrying value including goodwill | $ 27,714 | $ 52,164 | $ 0 |
> 20% to 50% [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 6 | 2 | 2 |
Carrying value including goodwill | $ 124,464 | $ 37,570 | $ 27,636 |
> than 50% [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 7 | 11 | 7 |
Carrying value including goodwill | $ 71,270 | $ 169,907 | $ 84,693 |
IMPAIRMENT OF GOODWILL AND OT59
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 6) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
>10% [Member] | Digital Media [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 2 | 1 | 1 |
Carrying value including goodwill | $ 811 | $ 4,488 | $ 4,649 |
>10% [Member] | Publishing [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 2 | 1 | 2 |
Carrying value including goodwill | $ 1,360 | $ 854 | $ 3,417 |
>10% to 20% [Member] | Digital Media [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 1 | 0 | 1 |
Carrying value including goodwill | $ 3,910 | $ 0 | $ 6,118 |
>10% to 20% [Member] | Publishing [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 0 | 0 | 0 |
Carrying value including goodwill | $ 0 | $ 0 | $ 0 |
>20% to 50% [Member] | Digital Media [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 1 | 1 | |
Carrying value including goodwill | $ 28,285 | $ 385 | |
>20% to 50% [Member] | Publishing [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 0 | 0 | 0 |
Carrying value including goodwill | $ 0 | $ 0 | $ 0 |
> than 50% [Member] | Digital Media [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 1 | 4 | 1 |
Carrying value including goodwill | $ 941 | $ 29,126 | $ 26,101 |
> than 50% [Member] | Publishing [Member] | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Number of accounting units | 0 | 1 | 1 |
Carrying value including goodwill | $ 0 | $ 2,453 | $ 2,314 |
IMPAIRMENT OF GOODWILL AND OT60
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill And Other Intangible Assets [Line Items] | |||
Goodwill, Impairment Loss | $ 32 | $ 439 | $ 45 |
Impairment of Intangible Assets, Finite-lived | 8 | 0 | 0 |
Broadcast Licenses [Member] | |||
Goodwill And Other Intangible Assets [Line Items] | |||
Asset Impairment Charges, Total | $ 6,500 | $ 0 | $ 0 |
Percentage Of Fair Value Over Carrying Value | 25.00% | ||
Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount | 25.00% | ||
Mastheads [Member] | |||
Goodwill And Other Intangible Assets [Line Items] | |||
Asset Impairment Charges, Total | $ 500 |
IMPAIRMENT OF LONG-LIVED ASSE61
IMPAIRMENT OF LONG-LIVED ASSETS (Details) - USD ($) $ in Thousands | Dec. 10, 2013 | Jun. 30, 2012 | Jun. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Land Available-for-sale | $ 1,000 | $ 1,700 | |||
Impairment Charges Land Held For Sale | $ 1,200 | $ 5,600 | $ 700 | (700) | |
Fair Value, Inputs, Level 1 [Member] | |||||
Land Available-for-sale | |||||
Fair Value, Inputs, Level 2 [Member] | |||||
Land Available-for-sale | |||||
Fair Value, Inputs, Level 3 [Member] | |||||
Land Available-for-sale | $ 1,000 |
IMPAIRMENT OF LONG-LIVED ASSE62
IMPAIRMENT OF LONG-LIVED ASSETS (Details Textual) - USD ($) $ in Thousands | Dec. 10, 2013 | Jun. 30, 2012 | Jun. 30, 2016 | Dec. 31, 2016 |
Impairment Of Long Lived Assets [Line Items] | ||||
Impairment Charges Land Held For Sale | $ 1,200 | $ 5,600 | $ 700 | $ (700) |
ACQUISITIONS AND RECENT TRANS63
ACQUISITIONS AND RECENT TRANSACTIONS (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Sep. 15, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 10,120,000 | $ 17,271,000 | |
WSDZ-AM, St. Louis, Missouri (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 275,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 18, 2015 | ||
KDIZ-AM, Minneapolis, Minnesota (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 375,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 15, 2015 | ||
WWMI-AM, Tampa, Florida (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 750,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 11, 2015 | ||
KDDZ-AM, Denver, Colorado (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 550,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 8, 2015 | ||
Instapray mobile applications (asset acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 118,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 7, 2015 | ||
KDZR-AM, Portland, Oregon (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 275,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 4, 2015 | ||
DividendYieldHunter.com (asset acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 43,000 | ||
Business Acquisition, Effective Date of Acquisition | Oct. 29, 2015 | ||
KKSP-FM, Little Rock, Arkansas (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 1,500,000 | ||
Business Acquisition, Effective Date of Acquisition | Oct. 1, 2015 | ||
KEXB-AM (formerly KMKI-AM) Dallas, Texas (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 3,000,000 | 500,000 | $ 3,000,000 |
Business Acquisition, Effective Date of Acquisition | Sep. 15, 2015 | ||
WBIX-AM (formerly WMKI-AM), Boston, Massachusetts (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 500,000 | ||
Business Acquisition, Effective Date of Acquisition | Sep. 10, 2015 | ||
Spanish Bible mobile applications (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 500,000 | ||
Business Acquisition, Effective Date of Acquisition | Sep. 3, 2015 | ||
Daily Bible mobile applications [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | 3,000 | $ 1,500,000 | |
Business Acquisition, Effective Date of Acquisition | Sep. 1, 2015 | ||
DividendInvestor.com (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 1,000,000 | ||
Business Acquisition, Effective Date of Acquisition | Jul. 1, 2015 | ||
Gene Smart Wellness [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 100,000 | ||
Business Acquisition, Effective Date of Acquisition | Jun. 4, 2015 | ||
WPGP-AM (formerly WDDZ-AM), Pittsburgh, Pennsylvania (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 1,000,000 | ||
Business Acquisition, Effective Date of Acquisition | May 12, 2015 | ||
WDWD-AM, Atlanta, Georgia (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 2,750,000 | ||
Business Acquisition, Effective Date of Acquisition | May 7, 2015 | ||
Daily Bible Devotion mobile applications (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 1,242,000 | ||
Business Acquisition, Effective Date of Acquisition | May 6, 2015 | ||
Land and Studio Building, Greenville, South Carolina (asset purchase) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 201,000 | ||
Business Acquisition, Effective Date of Acquisition | Apr. 7, 2015 | ||
WDYZ-AM in Orlando, Florida (business acquisition) | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 1,300,000 | ||
Business Acquisition, Effective Date of Acquisition | Mar. 27, 2015 | ||
Bryan Perry Newsletters (business acquisition) [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 158,000 | ||
Business Acquisition, Effective Date of Acquisition | Feb. 6, 2015 | ||
Purchase of domain names and digital media assets (asset purchases) | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 134,000 | ||
FM Translator, Aurora, Florida (asset purchase) | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 50,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 31, 2016 | ||
FM Translator Port St. Lucie Florida Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 50,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 31, 2016 | ||
FM Translator Rhinelander Wisconsin Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 50,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 14, 2016 | ||
FM Translator Little Fish Lake Valley California Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 44,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 8, 2016 | ||
FM Translator Lake Placid Florida Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 35,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 1, 2016 | ||
Christian Concert Alerts.com [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 150,000 | ||
Business Acquisition, Effective Date of Acquisition | Dec. 1, 2016 | ||
FM Translator construction permit, Kihei, Hawaii asset purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 55,000 | ||
Business Acquisition, Effective Date of Acquisition | Nov. 22, 2016 | ||
FM Translator construction permit, Lahaina, Hawaii asset purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 55,000 | ||
Business Acquisition, Effective Date of Acquisition | Nov. 22, 2016 | ||
FM Translator Crested Butte Colorado Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 39,000 | ||
Business Acquisition, Effective Date of Acquisition | Nov. 22, 2016 | ||
FM Translator Dansville New York Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 75,000 | ||
Business Acquisition, Effective Date of Acquisition | Nov. 21, 2016 | ||
FM Translator Carbondale Pennsylvania Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 75,000 | ||
Business Acquisition, Effective Date of Acquisition | Nov. 21, 2016 | ||
FM Translator Sebring Florida Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 77,000 | ||
Business Acquisition, Effective Date of Acquisition | Nov. 7, 2016 | ||
KXFN-AM, St. Louis, Missouri business acquisition [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 190,000 | ||
Business Acquisition, Effective Date of Acquisition | Oct. 20, 2016 | ||
FM Translator construction permit, Angola, Indiana asset purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 50,000 | ||
Business Acquisition, Effective Date of Acquisition | Oct. 20, 2016 | ||
FM Translator construction permit, Cofax, Indiana asset purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 55,000 | ||
Business Acquisition, Effective Date of Acquisition | Oct. 20, 2016 | ||
FM Translator construction permit, Battle Creek, Michigan asset purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 50,000 | ||
Business Acquisition, Effective Date of Acquisition | Oct. 20, 2016 | ||
FM Translator construction permit Palm Coast, Florida Related Partyasset purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 65,000 | ||
Business Acquisition, Effective Date of Acquisition | Oct. 19, 2016 | ||
Historyonthenet.com and Authentichistory.com asset purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 85,000 | ||
Business Acquisition, Effective Date of Acquisition | Oct. 17, 2016 | ||
FM Translator Lake City Florida Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 65,000 | ||
Business Acquisition, Effective Date of Acquisition | Oct. 12, 2016 | ||
Mike Turner s investment products and domain names business acquisition [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 416,000 | ||
Business Acquisition, Effective Date of Acquisition | Sep. 13, 2016 | ||
Hillcrest Media Group, Inc. business acquisition [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 3,515,000 | ||
Business Acquisition, Effective Date of Acquisition | Aug. 1, 2016 | ||
FM Translator, Columbus, Ohio asset purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 345,000 | ||
Business Acquisition, Effective Date of Acquisition | Jun. 20, 2016 | ||
Fm Translator Amherst New York Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 60,000 | ||
Business Acquisition, Effective Date of Acquisition | Jun. 10, 2016 | ||
Fm Translator Construction Permit Charlotte Michigan Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 50,000 | ||
Business Acquisition, Effective Date of Acquisition | Jun. 8, 2016 | ||
Fm Translator Construction Permit Atwood Kentucky Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 88,000 | ||
Business Acquisition, Effective Date of Acquisition | Jun. 3, 2016 | ||
Fm Translator Construction Permit Kerrville Texas Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 50,000 | ||
Business Acquisition, Effective Date of Acquisition | May 13, 2016 | ||
Fm Translator Lincoln Maine Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 100,000 | ||
Business Acquisition, Effective Date of Acquisition | May 2, 2016 | ||
Fm Translator Construction Permit Emporia Kansas Asset Purchase [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 25,000 | ||
Business Acquisition, Effective Date of Acquisition | Apr. 29, 2016 | ||
Retirement Watch Business Acquisition [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 100,000 | ||
Business Acquisition, Effective Date of Acquisition | Apr. 1, 2016 | ||
King James Bible Mobile Applications [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 4,000,000 | ||
Business Acquisition, Effective Date of Acquisition | Mar. 8, 2016 | ||
Purchase of other domain names and assets asset purchases [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 6,000 | ||
FM translator construction permit, Kingsville, Texas [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred, Total | $ 50,000 | ||
Business Acquisition, Effective Date of Acquisition | Nov. 11, 2016 |
ACQUISITIONS AND RECENT TRANS64
ACQUISITIONS AND RECENT TRANSACTIONS (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | |||
Cash payments | $ 8,414 | $ 16,885 | |
Deferred payments | 1,640 | ||
Present value of estimated fair value of contingent earn-out consideration | 66 | ||
Escrow deposits paid in prior years | 65 | ||
Cash payment due January 2016 | 21 | ||
Present value of estimated fair value contingent earn out consideration due 2016 | 176 | ||
Present value of estimated fair value contingent earn out consideration due 2017 | 124 | ||
Total acquisition consideration | 10,120 | 17,271 | |
Gain on bargain purchase | 95 | 1,357 | $ 0 |
Fair value of net assets acquired | $ 10,215 | $ 18,628 |
ACQUISITIONS AND RECENT TRANS65
ACQUISITIONS AND RECENT TRANSACTIONS (Details 2) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Assets | |||
Trade accounts receivable, net of allowances of $42 | $ 37,260 | $ 37,181 | |
Property and equipment | 900 | 8,494 | |
Broadcast licenses | 1,719 | 5,923 | |
Goodwill | 25,613 | 24,563 | $ 24,684 |
Domain and brand names | 3,250 | 1,154 | |
Customer lists and contracts | 2,576 | 99 | |
Subscriber base and lists | 675 | 3,011 | |
Author relationships | 526 | ||
Non-compete agreements | 1,005 | 146 | |
Liabilities | |||
Deferred revenue | (1,684) | (517) | |
Total purchase price consideration | 10,215 | 18,628 | |
Broadcast [Member] | |||
Assets | |||
Trade accounts receivable, net of allowances of $42 | 0 | ||
Property and equipment | 224 | 7,845 | |
Broadcast licenses | 1,719 | 5,923 | |
Goodwill | 0 | 64 | |
Domain and brand names | 0 | 0 | |
Customer lists and contracts | 0 | 0 | |
Subscriber base and lists | 0 | 0 | |
Author relationships | 0 | ||
Non-compete agreements | 0 | 0 | |
Liabilities | |||
Deferred revenue | 0 | 0 | |
Total purchase price consideration | 1,943 | 13,832 | |
Digital Media [Member] | |||
Assets | |||
Trade accounts receivable, net of allowances of $42 | 0 | ||
Property and equipment | 405 | 649 | |
Broadcast licenses | 0 | 0 | |
Goodwill | 237 | 254 | |
Domain and brand names | 1,129 | 1,154 | |
Customer lists and contracts | 2,576 | 99 | |
Subscriber base and lists | 675 | 3,011 | |
Author relationships | 0 | ||
Non-compete agreements | 289 | 146 | |
Liabilities | |||
Deferred revenue | (642) | (517) | |
Total purchase price consideration | 4,669 | $ 4,796 | |
Publishing [Member] | |||
Assets | |||
Trade accounts receivable, net of allowances of $42 | 166 | ||
Property and equipment | 271 | ||
Broadcast licenses | 0 | ||
Goodwill | 845 | ||
Domain and brand names | 2,121 | ||
Customer lists and contracts | 0 | ||
Subscriber base and lists | 0 | ||
Author relationships | 526 | ||
Non-compete agreements | 716 | ||
Liabilities | |||
Deferred revenue | (1,042) | ||
Total purchase price consideration | $ 3,603 |
ACQUISITIONS AND RECENT TRANS66
ACQUISITIONS AND RECENT TRANSACTIONS (Details 2) (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||
Allowance for Doubtful Accounts Receivable, Current | $ 10,420 | $ 13,479 |
Allowance for Trade Receivables [Member] | ||
Business Acquisition [Line Items] | ||
Allowance for Doubtful Accounts Receivable, Current | $ 42 |
ACQUISITIONS AND RECENT TRANS67
ACQUISITIONS AND RECENT TRANSACTIONS (Details 3) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016USD ($) | ||
Festus, Missouri [Member] | ||
Business Acquisition, Date of Acquisition Agreement | Jul. 25, 2016 | |
Business Acquisition, Permit Or Id Of Acquired Translators | K283CA | |
Entity Address, Address Description | Festus, Missouri * | [1] |
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 40 | |
Escrow Deposit | $ 8 | |
Business Acquisition Effective Closing Date Of Acquisition | St. Louis, Missouri | |
Roseburg, Oregon [Member] | ||
Business Acquisition, Date of Acquisition Agreement | Jul. 26, 2016 | |
Business Acquisition, Permit Or Id Of Acquired Translators | K294CP | |
Entity Address, Address Description | Roseburg, Oregon * | [1] |
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 45 | |
Escrow Deposit | $ 9 | |
Business Acquisition Market Segment Of Acquired Translators | 3/01/2017 | |
Business Acquisition Effective Closing Date Of Acquisition | Portland, Oregon | |
Eaglemount, Washington [Member] | ||
Business Acquisition, Date of Acquisition Agreement | Jul. 26, 2016 | |
Business Acquisition, Permit Or Id Of Acquired Translators | K276FZ | |
Entity Address, Address Description | Eaglemount, Washington * | [1] |
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 40 | |
Escrow Deposit | $ 8 | |
Business Acquisition Effective Closing Date Of Acquisition | Portland, Oregon | |
Astoria, Oregon [Member] | ||
Business Acquisition, Date of Acquisition Agreement | Aug. 25, 2016 | |
Business Acquisition, Permit Or Id Of Acquired Translators | K278BH | |
Entity Address, Address Description | Astoria, Oregon | |
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 33 | |
Escrow Deposit | $ 7 | |
Business Acquisition Market Segment Of Acquired Translators | 1/16/2017 | |
Business Acquisition Effective Closing Date Of Acquisition | Seattle, Washington | |
Mohave Valley, Arizona [Member] | ||
Business Acquisition, Date of Acquisition Agreement | Sep. 22, 2016 | |
Business Acquisition, Permit Or Id Of Acquired Translators | K260CG | |
Entity Address, Address Description | Mohave Valley, Arizona* | [1] |
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 20 | |
Escrow Deposit | $ 2 | |
Business Acquisition Market Segment Of Acquired Translators | 1/6/2017 | |
Business Acquisition Effective Closing Date Of Acquisition | Phoenix, Arizona | |
Quartz Site, Arizona [Member] | ||
Business Acquisition, Date of Acquisition Agreement | Oct. 7, 2016 | |
Business Acquisition, Permit Or Id Of Acquired Translators | K279CM | |
Entity Address, Address Description | Quartz Site, Arizona * | [1] |
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 20 | |
Escrow Deposit | $ 2 | |
Business Acquisition Effective Closing Date Of Acquisition | To be determined | |
[1] | Indicates that the purchase is for a FM Translator Construction Permit. |
ACQUISITIONS AND RECENT TRANS68
ACQUISITIONS AND RECENT TRANSACTIONS (Details Textual) - USD ($) | Aug. 01, 2016 | Jun. 10, 2016 | Mar. 08, 2016 | Dec. 15, 2015 | Dec. 11, 2015 | Apr. 07, 2015 | Feb. 06, 2015 | Dec. 30, 2016 | Nov. 30, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Mar. 17, 2016 | Dec. 18, 2015 | Dec. 02, 2015 | Oct. 29, 2015 | Sep. 15, 2015 | Sep. 02, 2015 | Jun. 02, 2015 | Mar. 05, 2015 | Jan. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 13, 2016 | May 17, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 02, 2015 | May 06, 2015 |
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Gains (Losses) on Extinguishment of Debt, Total | $ (87,000) | $ (41,000) | $ (391,000) | |||||||||||||||||||||||||||
Amortization of Financing Costs | 631,000 | 628,000 | 643,000 | |||||||||||||||||||||||||||
Dividends Payable, Date Declared | Dec. 7, 2016 | Sep. 9, 2016 | Jun. 2, 2016 | Mar. 10, 2016 | Dec. 1, 2015 | Sep. 1, 2015 | Jun. 2, 2015 | Mar. 5, 2015 | ||||||||||||||||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.0650 | $ 0.0650 | $ 0.0650 | $ 0.0650 | $ 0.0650 | $ 0.0650 | $ 0.0650 | $ 0.0650 | ||||||||||||||||||||||
Payments of Ordinary Dividends, Common Stock | $ 1,700,000 | $ 1,700,000 | $ 1,600,000 | $ 1,700,000 | $ 1,700,000 | $ 1,700,000 | $ 1,700,000 | $ 1,600,000 | 6,678,000 | 6,612,000 | 6,183,000 | |||||||||||||||||||
Dividends Payable, Date to be Paid | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Apr. 5, 2016 | Dec. 29, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | ||||||||||||||||||||||
Dividends Payable, Date of Record | Dec. 19, 2016 | Sep. 19, 2016 | Jun. 16, 2016 | Mar. 22, 2016 | Dec. 15, 2015 | Sep. 16, 2015 | Jun. 16, 2015 | Mar. 17, 2015 | ||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | 10,120,000 | 17,271,000 | ||||||||||||||||||||||||||||
Goodwill | 25,613,000 | 24,563,000 | 24,684,000 | |||||||||||||||||||||||||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | 95,000 | $ 1,357,000 | $ 0 | |||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | $ 1,300,000 | 1,100,000 | ||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | 600,000 | |||||||||||||||||||||||||||||
Payments to Acquire Intangible Assets | 3,000 | |||||||||||||||||||||||||||||
Proceeds from Sale of Land Held-for-use | $ 700,000 | |||||||||||||||||||||||||||||
Word Broadcasting Network [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Proceeds from Sale of Other Assets | 500,000 | |||||||||||||||||||||||||||||
Nationa lPark Service [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Proceeds from Sale of Other Assets | $ 2,500,000 | |||||||||||||||||||||||||||||
Gain (Loss) on Disposition of Other Assets | $ 1,900,000 | |||||||||||||||||||||||||||||
Instapray Mobile Applications [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 7, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 100,000 | |||||||||||||||||||||||||||||
King James Bible Mobile Applications [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities, Total | 4,000,000 | |||||||||||||||||||||||||||||
Goodwill | 200,000 | |||||||||||||||||||||||||||||
Payments to Acquire Businesses, Gross | 2,700,000 | |||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | $ 300,000 | |||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | 300,000 | |||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | $ 200,000 | |||||||||||||||||||||||||||||
Term B Loan [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Payments for Loans | $ 5,000,000 | $ 1,000,000 | 2,300,000 | $ 1,200,000 | $ 800,000 | $ 800,000 | $ 2,000,000 | |||||||||||||||||||||||
Debt Instrument, Face Amount | 300,000,000 | 300,000,000 | ||||||||||||||||||||||||||||
Gains (Losses) on Extinguishment of Debt, Total | 12,000 | 2,500 | 3,900 | 1,300 | 2,500 | 15,000 | ||||||||||||||||||||||||
Amortization of Financing Costs | $ 33,000 | $ 6,900 | 14,000 | 3,400 | $ 6,700 | $ 27,000 | ||||||||||||||||||||||||
Early Repayments Of Debt Principal Payments | $ 1,500,000 | $ 400,000 | ||||||||||||||||||||||||||||
Time Brokerage Agreement [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Combination, Assets Arising from Contingencies, Amount Recognized | 1,200,000 | |||||||||||||||||||||||||||||
Radio station, WDYZ-AM in Orlando, Florida (business acquisition) [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Mar. 27, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 1,300,000 | |||||||||||||||||||||||||||||
Goodwill | $ 3,000 | |||||||||||||||||||||||||||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | $ 800,000 | |||||||||||||||||||||||||||||
Bryan Perry Newsletters (business acquisition) [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Feb. 6, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 158,000 | |||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities, Total | $ 400,000 | |||||||||||||||||||||||||||||
Goodwill | 3,000 | |||||||||||||||||||||||||||||
Percentage Of Amount Payable To Seller | 50.00% | |||||||||||||||||||||||||||||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | $ 200,000 | |||||||||||||||||||||||||||||
WPGP-AM (formerly WDDZ-AM), Pittsburgh, Pennsylvania (business acquisition) [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | May 12, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 1,000,000 | |||||||||||||||||||||||||||||
Goodwill | 5,000 | |||||||||||||||||||||||||||||
Purchase of domain names and digital media assets (asset purchases) | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 134,000 | |||||||||||||||||||||||||||||
WDWD-AM, Atlanta, Georgia (business acquisition) [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | May 7, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 2,750,000 | |||||||||||||||||||||||||||||
Goodwill | 5,000 | |||||||||||||||||||||||||||||
Domain names and mobile applications for Daily Bible Devotion [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | May 6, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 1,242,000 | |||||||||||||||||||||||||||||
Goodwill | 100,000 | |||||||||||||||||||||||||||||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | $ 165,000 | |||||||||||||||||||||||||||||
Business Combination, Assets Arising from Contingencies, Amount Recognized | 100,000 | |||||||||||||||||||||||||||||
Business Acquisition Cost Of Acquired Entity Cash Paid Net | 1,100,000 | |||||||||||||||||||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 300,000 | |||||||||||||||||||||||||||||
Business Acquisition Contingent Earn Out Consideration Payable | $ 300,000 | |||||||||||||||||||||||||||||
Gene Smart Wellness e-commerce website [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jun. 4, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 100,000 | |||||||||||||||||||||||||||||
Radio station KEXB-AM in Dallas, Texas [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Sep. 15, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 3,000,000 | 500,000 | $ 3,000,000 | |||||||||||||||||||||||||||
Goodwill | 12,000 | |||||||||||||||||||||||||||||
Radio station WBIX-AM in Boston, Massachusetts [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Sep. 10, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 500,000 | |||||||||||||||||||||||||||||
Goodwill | 5,000 | |||||||||||||||||||||||||||||
Spanish Bible Mobile Applications (business acquisition) [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Sep. 3, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 500,000 | |||||||||||||||||||||||||||||
Goodwill | 10,000 | |||||||||||||||||||||||||||||
Domain names and mobile applications for Daily Bible Devotion [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Sep. 1, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 3,000 | $ 1,500,000 | ||||||||||||||||||||||||||||
DividendInvestor.com (business acquisition) [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jul. 1, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 1,000,000 | |||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities, Total | $ 70,000 | |||||||||||||||||||||||||||||
Goodwill | 82,000 | |||||||||||||||||||||||||||||
Radio station WWMI-AM in Tampa, Florida [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 11, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 800,000 | |||||||||||||||||||||||||||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | $ 300,000 | |||||||||||||||||||||||||||||
Radio station KDDZ-AM in Denver, Colorado [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 8, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 600,000 | |||||||||||||||||||||||||||||
Goodwill | 9,000 | |||||||||||||||||||||||||||||
Radio station KDIZ-AM in Minneapolis, Minnesota, Florida [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 15, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 400,000 | |||||||||||||||||||||||||||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | $ 300,000 | |||||||||||||||||||||||||||||
Radio station KDZR-AM in Portland, Oregon [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 4, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 300,000 | |||||||||||||||||||||||||||||
Goodwill | 9,000 | |||||||||||||||||||||||||||||
Radio station WSDZ-AM in St. Louis, Missouri [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 18, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 300,000 | |||||||||||||||||||||||||||||
DividendYieldHunter,com [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Oct. 29, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 42,500 | $ 21,250 | ||||||||||||||||||||||||||||
Business Combination, Contingent Consideration, Liability, Current | $ 21,250 | |||||||||||||||||||||||||||||
Radio Station KKSP-AM in Little Rock, Arkansas [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Oct. 1, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 1,500,000 | |||||||||||||||||||||||||||||
Goodwill | 16,000 | |||||||||||||||||||||||||||||
FM Translator in Columbus, Ohio [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jun. 20, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 300,000 | |||||||||||||||||||||||||||||
Land And Real Estate In Greenville, South Carolina [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Apr. 7, 2015 | |||||||||||||||||||||||||||||
Payments to Acquire Property, Plant, and Equipment, Total | $ 200,000 | |||||||||||||||||||||||||||||
FM Translator Aurora Florida Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 31, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 50,000 | |||||||||||||||||||||||||||||
FM Translator Port St. Lucie Florida Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 31, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 50,000 | |||||||||||||||||||||||||||||
FM Translator Rhinelander Wisconsin Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 14, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 50,000 | |||||||||||||||||||||||||||||
FM Translator Little Fish Lake Valley California Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 8, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 44,000 | |||||||||||||||||||||||||||||
FM Translator Lake Placid Florida Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 1, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 35,000 | |||||||||||||||||||||||||||||
FM Translator construction permit Lahaina Hawaii and Kihei Hawaii Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Nov. 22, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 110,000 | |||||||||||||||||||||||||||||
FM Translator Crested Butte Colorado Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Nov. 22, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 39,000 | |||||||||||||||||||||||||||||
FM Translator Dansville New York Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Nov. 21, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 75,000 | |||||||||||||||||||||||||||||
FM Translator construction permit Kingsville Texas Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Nov. 11, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 50,000 | |||||||||||||||||||||||||||||
FM Translator Sebring Florida Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Nov. 7, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 77,000 | |||||||||||||||||||||||||||||
FM Translator Carbondale Pennsylvania Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Nov. 21, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 75,000 | |||||||||||||||||||||||||||||
Radio Station KXFN-AM St. Louis Missouri [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Oct. 20, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 190,000 | |||||||||||||||||||||||||||||
FM Translator construction permit Angola Indiana Cofax Indiana and Battle Creek Michigan Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Oct. 20, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 155,000 | |||||||||||||||||||||||||||||
FM Translator construction permit Palm Coast Florida Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Oct. 19, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 65,000 | |||||||||||||||||||||||||||||
FM Translator Lake City Florida Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Oct. 12, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 65,000 | |||||||||||||||||||||||||||||
Fm Translator Amherst New York Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jun. 10, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 60,000 | |||||||||||||||||||||||||||||
Fm Translator Construction Permit Charlotte Michigan Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jun. 8, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 50,000 | |||||||||||||||||||||||||||||
Fm Translator Construction Permit Kerrville Texas Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | May 13, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 50,000 | |||||||||||||||||||||||||||||
Fm Translator Construction Permit Atwood Kentucky Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jun. 3, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 88,000 | |||||||||||||||||||||||||||||
Fm Translator Lincoln Maine Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | May 2, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 100,000 | |||||||||||||||||||||||||||||
Fm Translator Construction Permit Emporia Kansas Asset Purchase [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Apr. 29, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 25,000 | |||||||||||||||||||||||||||||
Christian Concert Alerts.com [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 1, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 150,000 | |||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities, Total | 200,000 | |||||||||||||||||||||||||||||
Payments to Acquire Businesses, Gross | 100,000 | |||||||||||||||||||||||||||||
Business Acquisition Installments Payable | 50,000 | |||||||||||||||||||||||||||||
History On The Net.com [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities, Total | 100,000 | |||||||||||||||||||||||||||||
Cycleprophetcom Business Acquisition [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | 400,000 | |||||||||||||||||||||||||||||
Goodwill | $ 7,200 | |||||||||||||||||||||||||||||
Business Acquisition Purchase Price Allocation Deferred Revenue | 100,000 | |||||||||||||||||||||||||||||
Business Acquisition Contingent Earn Out Consideration Payable | $ 100,000 | |||||||||||||||||||||||||||||
Estimated Contingent Earn-out Consideration | $ 66,000 | |||||||||||||||||||||||||||||
Retirement Watch Business Acquisition [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Apr. 1, 2016 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 100,000 | |||||||||||||||||||||||||||||
Goodwill | 8,600 | |||||||||||||||||||||||||||||
Business Acquisition Purchase Price Allocation Deferred Revenue | $ 600,000 | |||||||||||||||||||||||||||||
Hillcrest Media Group Inc [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 3,500,000 | |||||||||||||||||||||||||||||
Goodwill | 800,000 | |||||||||||||||||||||||||||||
Payments to Acquire Businesses, Gross | 3,300,000 | |||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Deferred Revenue | 1,000,000 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 200,000 | |||||||||||||||||||||||||||||
Daily Bible Devotion mobile applications [Member] | ||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Sep. 1, 2015 | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 1,500,000 | |||||||||||||||||||||||||||||
Goodwill | $ 45,000 |
CONTINGENT EARN-OUT CONSIDERA69
CONTINGENT EARN-OUT CONSIDERATION (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition, Contingent Consideration [Line Items] | |||
Beginning Balance | $ 775 | $ 3,285 | |
Acquisitions | 66 | 300 | |
Accretion of acquisition-related contingent earn-out consideration | 25 | 109 | |
Change in the estimated fair value of contingent earn-out consideration | (689) | (1,715) | $ 734 |
Reclassification of payments due in next 12 months to short-term | 0 | 0 | |
Payments | (111) | (1,204) | |
Ending Balance | 66 | 775 | 3,285 |
Short-Term Accrued Expenses [Member] | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Beginning Balance | 173 | 1,575 | |
Acquisitions | 66 | 176 | |
Accretion of acquisition-related contingent earn-out consideration | 17 | 60 | |
Change in the estimated fair value of contingent earn-out consideration | (635) | (1,269) | |
Reclassification of payments due in next 12 months to short-term | 556 | 835 | |
Payments | (111) | (1,204) | |
Ending Balance | 66 | 173 | 1,575 |
Long-Term Other Liabilities [Member] | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Beginning Balance | 602 | 1,710 | |
Acquisitions | 0 | 124 | |
Accretion of acquisition-related contingent earn-out consideration | 8 | 49 | |
Change in the estimated fair value of contingent earn-out consideration | (54) | (446) | |
Reclassification of payments due in next 12 months to short-term | (556) | (835) | |
Payments | 0 | 0 | |
Ending Balance | $ 0 | $ 602 | $ 1,710 |
CONTINGENT EARN-OUT CONSIDERA70
CONTINGENT EARN-OUT CONSIDERATION (Details Textual) - USD ($) | May 06, 2015 | Feb. 06, 2015 | Jan. 10, 2014 | Dec. 10, 2013 | Sep. 13, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Business Combination, Contingent Consideration Arrangements Payment | $ (111,000) | $ (1,204,000) | ||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | (689,000) | (1,715,000) | $ 734,000 | |||||
Bryan Perry Newsletters (business acquisition) [Member] | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Business Combination, Contingent Consideration Arrangements Payment | 36,000 | |||||||
Business Combination Liabilities Arising From Contingencies Amount Recognized Discounted Present Value | $ 158,000 | |||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | (14,000) | |||||||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | 200,000 | |||||||
Business Combination, Contingent Consideration, Liability | $ 171,000 | |||||||
Contingent Earn Out Consideration Due To Seller Net Subscriber Revenues Percentage | 50.00% | |||||||
Twitchy.com (business acquisition) [Member] | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 900,000 | |||||||
Business Combination, Contingent Consideration Arrangements Payment | 600,000 | |||||||
Business Combination Liabilities Arising From Contingencies Amount Recognized Discounted Present Value | 600,000 | |||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 300,000 | $ (500,000) | ||||||
Business Combination, Contingent Consideration, Liability | 800,000 | |||||||
Business Acquisition Contingent Earn Out Consideration Payable | $ 1,300,000 | |||||||
Eagle Publishing (business acquisition) [Member] | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 3,500,000 | |||||||
Business Combination, Contingent Consideration Arrangements Payment | 900,000 | |||||||
Business Combination Liabilities Arising From Contingencies Amount Recognized Discounted Present Value | 2,000,000 | |||||||
Business Combination, Contingent Consideration, Liability | 2,400,000 | |||||||
Business Acquisition Deferred Cash Payment Due | 2,500,000 | |||||||
Business Acquisition Contingent Earn Out Consideration Payable | 8,500,000 | |||||||
Daily Bible Devotion (business acquisition) [Member] | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 1,100,000 | |||||||
Business Combination, Contingent Consideration Arrangements Payment | 300,000 | 75,000 | ||||||
Business Combination Liabilities Arising From Contingencies Amount Recognized Discounted Present Value | 142,000 | |||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | (114,000) | |||||||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | 165,000 | |||||||
Business Acquisition Contingent Earn Out Consideration Payable | $ 300,000 | |||||||
Turner Investment Products [Member] | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 400,000 | |||||||
Business Combination, Contingent Consideration Arrangements Payment | 100,000 | |||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $ (18,000) | |||||||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | 66,000 | |||||||
Business Acquisition Contingent Earn Out Consideration Payable | $ 100,000 | |||||||
Eagle Publishing [Member] | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Business Acquisition Contingent Earn Out Consideration Payable | $ 1,400,000 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory [Line Items] | ||
Reserve for obsolescence | $ (2,226) | $ (1,855) |
Inventories, net | 670 | 893 |
Regnery Publishing [Member] | ||
Inventory [Line Items] | ||
Inventories, gross | 2,473 | 2,186 |
Reserve for obsolescence | (2,104) | (1,798) |
Inventories, net | 369 | 388 |
Wellness Products [Member] | ||
Inventory [Line Items] | ||
Inventories, gross | 423 | 562 |
Reserve for obsolescence | (122) | (57) |
Inventories, net | $ 301 | $ 505 |
BROADCAST LICENSES (Details)
BROADCAST LICENSES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Indefinite-lived Intangible Assets [Line Items] | ||
Balance, beginning of period before cumulative loss on impairment | $ 492,032 | $ 484,727 |
Accumulated loss on impairment, Beginning Balance | (99,001) | (99,001) |
Balance, beginning of period after cumulative loss on impairment | 393,031 | 385,726 |
Capital projects to improve broadcast signal and strength | 307 | 1,106 |
Impairments based on estimated fair value of broadcast licenses | (6,540) | 0 |
Balance, end of period before cumulative loss on impairment | 494,058 | 492,032 |
Accumulated loss on impairment, Ending Balance | (105,541) | (99,001) |
Balance, end of period after cumulative loss on impairment | 388,517 | 393,031 |
Radio Stations [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Acquisitions | 74 | 5,923 |
FM Translators [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Acquisitions | $ 1,645 | $ 276 |
GOODWILL (Details)
GOODWILL (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Line Items] | |||
Balance, beginning of period before cumulative loss on impairment, | $ 26,560 | $ 26,242 | |
Beginning Balance, Accumulated loss on impairment | (1,997) | (1,558) | |
Balance, beginning of period after cumulative loss on impairment | 24,563 | 24,684 | |
Impairment charge during year | (32) | (439) | $ (45) |
Balance, end of period before cumulative loss on impairment | 27,642 | 26,560 | 26,242 |
Ending Balance, Accumulated loss on impairment | (2,029) | (1,997) | (1,558) |
Ending period balance | 25,613 | 24,563 | $ 24,684 |
Radio Stations [Member] | |||
Goodwill [Line Items] | |||
Acquisitions | 0 | 64 | |
Digital Media Entities [Member] | |||
Goodwill [Line Items] | |||
Acquisitions | 237 | 254 | |
Publishing Entities [Member] | |||
Goodwill [Line Items] | |||
Acquisitions | $ 845 | $ 0 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment, Gross, Total | $ 258,814 | $ 267,865 |
Less accumulated depreciation | (156,024) | (162,382) |
Property, Plant and Equipment, Net, Total | 102,790 | 105,483 |
Land [Member] | ||
Property, Plant and Equipment, Gross, Total | 32,402 | 32,679 |
Building [Member] | ||
Property, Plant and Equipment, Gross, Total | 29,070 | 29,099 |
Office furnishings and equipment [Member] | ||
Property, Plant and Equipment, Gross, Total | 37,386 | 39,071 |
Office Furnishings And Equipment Under Capital Lease Obligations [Member] | ||
Property, Plant and Equipment, Gross, Total | 228 | 228 |
Antennae, towers and transmitting equipment | ||
Property, Plant and Equipment, Gross, Total | 84,144 | 83,943 |
Antennae Towers And Transmitting Equipment Under Capital Lease Obligations [Member] | ||
Property, Plant and Equipment, Gross, Total | 795 | 795 |
Studio, production and mobile equipment | ||
Property, Plant and Equipment, Gross, Total | 28,668 | 30,598 |
Computer Software [Member] | ||
Property, Plant and Equipment, Gross, Total | 20,042 | 28,134 |
Record and tape libraries [Member] | ||
Property, Plant and Equipment, Gross, Total | 27 | 55 |
Automobiles [Member] | ||
Property, Plant and Equipment, Gross, Total | 1,373 | 1,298 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment, Gross, Total | 14,696 | 15,333 |
Construction in Progress [Member] | ||
Property, Plant and Equipment, Gross, Total | $ 9,983 | $ 6,632 |
PROPERTY AND EQUIPMENT (Detai75
PROPERTY AND EQUIPMENT (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Depreciation, Total | $ 12,200,000 | $ 12,400,000 | $ 12,600,000 |
Capital Lease Obligations | 800,000 | ||
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 156,024,000 | 162,382,000 | |
Capital Lease [Member] | |||
Depreciation, Total | 53,000 | ||
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | $ 517,000 | $ 464,000 | $ 411,000 |
AMORTIZABLE INTANGIBLE ASSETS76
AMORTIZABLE INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 58,896 | $ 50,935 |
Accumulated Amortization | (44,488) | (39,454) |
Net | 14,408 | 11,481 |
Customer lists and contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 22,599 | 20,009 |
Accumulated Amortization | (20,070) | (18,914) |
Net | 2,529 | 1,095 |
Domain and brand names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 19,821 | 16,619 |
Accumulated Amortization | (12,970) | (11,200) |
Net | 6,851 | 5,419 |
Favorable and assigned leases [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,379 | 2,379 |
Accumulated Amortization | (1,972) | (1,887) |
Net | 407 | 492 |
Subscriber base and lists [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 7,972 | 7,313 |
Accumulated Amortization | (5,304) | (3,808) |
Net | 2,668 | 3,505 |
Author Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,771 | 2,245 |
Accumulated Amortization | (1,824) | (1,523) |
Net | 947 | 722 |
Noncompete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,018 | 1,034 |
Accumulated Amortization | (1,012) | (786) |
Net | 1,006 | 248 |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 1,336 | 1,336 |
Accumulated Amortization | (1,336) | (1,336) |
Net | $ 0 | $ 0 |
AMORTIZABLE INTANGIBLE ASSETS77
AMORTIZABLE INTANGIBLE ASSETS (Details 1) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
2,017 | $ 4,356 | |
2,018 | 3,917 | |
2,019 | 3,347 | |
2,020 | 2,056 | |
2,021 | 503 | |
Thereafter | 229 | |
Total | $ 14,408 | $ 11,481 |
AMORTIZABLE INTANGIBLE ASSETS78
AMORTIZABLE INTANGIBLE ASSETS (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ 5.1 | $ 5.3 | $ 6.2 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) - USD ($) $ in Thousands | 1 Months Ended | ||||||
Dec. 30, 2016 | Nov. 30, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Mar. 17, 2016 | Jan. 30, 2015 | |
Term Loan B Payment One [Member] | |||||||
Principal Paid | $ 5,000 | $ 1,000 | $ 1,500 | $ 441 | $ 750 | $ 809 | $ 2,000 |
Unamortized Discount | $ 12 | $ 3 | 4 | 1 | $ 0 | $ 2 | $ 15 |
Term Loan B Payment Two [Member] | |||||||
Principal Paid | 750 | 750 | |||||
Unamortized Discount | $ 0 | $ 0 |
LONG-TERM DEBT (Details 1)
LONG-TERM DEBT (Details 1) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Long Term Debt And Capital Lease Obligations Current And Noncurrent | $ 261,674 | $ 274,755 |
Less current portion | (590) | (5,662) |
Long-term debt and capital lease obligations, less current portion | 261,084 | 269,093 |
Deferred financing costs | 82 | 151 |
Scenario, Previously Reported [Member] | ||
Debt Instrument [Line Items] | ||
Long Term Debt And Capital Lease Obligations Current And Noncurrent | 277,116 | |
Less current portion | (5,662) | |
Long-term debt and capital lease obligations, less current portion | 271,454 | |
Deferred financing costs | 2,512 | |
Term B Loan [Member] | ||
Debt Instrument [Line Items] | ||
Term Loan B | 274,000 | |
Less: Unamortized discount based on imputed interest rate of 4.78% | (864) | |
Less: Unamortized debt issuance costs based on imputed interest rate of 4.78% | (2,371) | (2,361) |
Term Loan B net carrying value | 260,629 | 270,775 |
Long Term Debt And Capital Lease Obligations Current And Noncurrent | 263,000 | 274,000 |
Term B Loan [Member] | Scenario, Previously Reported [Member] | ||
Debt Instrument [Line Items] | ||
Term Loan B | 273,136 | |
Less: Unamortized discount based on imputed interest rate of 4.78% | 0 | |
Less: Unamortized debt issuance costs based on imputed interest rate of 4.78% | 0 | |
Term Loan B net carrying value | 273,136 | |
Revolver [Member] | ||
Debt Instrument [Line Items] | ||
Long Term Debt And Capital Lease Obligations Current And Noncurrent | 477 | 3,306 |
Revolver [Member] | Scenario, Previously Reported [Member] | ||
Debt Instrument [Line Items] | ||
Long Term Debt And Capital Lease Obligations Current And Noncurrent | 3,306 | |
Capital Lease Obligations And Other [Member] | ||
Debt Instrument [Line Items] | ||
Long Term Debt And Capital Lease Obligations Current And Noncurrent | $ 568 | 674 |
Capital Lease Obligations And Other [Member] | Scenario, Previously Reported [Member] | ||
Debt Instrument [Line Items] | ||
Long Term Debt And Capital Lease Obligations Current And Noncurrent | $ 674 |
LONG-TERM DEBT (Details 1) (Par
LONG-TERM DEBT (Details 1) (Parenthetical) | Dec. 31, 2016 | Dec. 31, 2015 |
Term B Loan [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 4.78% | 4.78% |
LONG-TERM DEBT (Details 2)
LONG-TERM DEBT (Details 2) | Dec. 31, 2016 |
Less than 3.00 to 1.00 [Member] | Base Rate [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 1.25% |
Less than 3.00 to 1.00 [Member] | LIBOR Loans [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 2.25% |
Greater than or equal to 3.00 to 1.00 but less than 4.00 to 1.00 [Member] | Base Rate [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 1.50% |
Greater than or equal to 3.00 to 1.00 but less than 4.00 to 1.00 [Member] | LIBOR Loans [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 2.50% |
Greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00 [Member] | Base Rate [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 1.75% |
Greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00 [Member] | LIBOR Loans [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 2.75% |
Greater than or equal to 5.00 to 1.00 but less than 6.00 to 1.00 [Member] | Base Rate [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 2.00% |
Greater than or equal to 5.00 to 1.00 but less than 6.00 to 1.00 [Member] | LIBOR Loans [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 3.00% |
Greater than or equal to 6.00 to 1.00 [Member] | Base Rate [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 2.50% |
Greater than or equal to 6.00 to 1.00 [Member] | LIBOR Loans [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 3.50% |
LONG-TERM DEBT (Details 3)
LONG-TERM DEBT (Details 3) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Long-term debt | $ 261,674 | $ 274,755 |
Less current portion | (590) | (5,662) |
Long-term Debt and Capital Lease Obligations, Total | 261,084 | 269,093 |
Term B Loan [Member] | ||
Long-term debt | 263,000 | 274,000 |
Less unamortized discount and debt issuance costs based on imputed interest rate of 4.78% | (2,371) | (2,361) |
Term Loan B net carrying value | 260,629 | 270,775 |
Revolver [Member] | ||
Long-term debt | 477 | 3,306 |
Capital Lease Obligations And Other [Member] | ||
Long-term debt | $ 568 | $ 674 |
LONG-TERM DEBT (Details 4)
LONG-TERM DEBT (Details 4) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
2,017 | $ 590 | |
2,018 | 3,105 | |
2,019 | 3,103 | |
2,020 | 254,735 | |
2,021 | 120 | |
Thereafter | 21 | |
Long-term debt | $ 261,674 | $ 274,755 |
LONG-TERM DEBT (Details Textual
LONG-TERM DEBT (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||||||
Dec. 30, 2016 | Nov. 30, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 17, 2016 | Jan. 30, 2015 | Sep. 30, 2013 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 27, 2013 | Mar. 14, 2013 | |
Interest Expense, Debt | $ 600,000 | $ 600,000 | ||||||||||
Amortization of Financing Costs | 631,000 | 628,000 | $ 643,000 | |||||||||
Interest Rate Swap [Member] | ||||||||||||
Derivative, Notional Amount | $ 150,000,000 | $ 150,000,000 | ||||||||||
Derivative, Floor Interest Rate | 0.625% | |||||||||||
Derivative, Fixed Interest Rate | 1.645% | |||||||||||
Revolving Credit Facility [Member] | ||||||||||||
Line of Credit Facility, Covenant Terms | With respect to financial covenants, the credit agreement includes a minimum interest coverage ratio, which started at 1.50 to 1.0 and stepped up to 2.50 to 1.0 and a maximum leverage ratio, which started at 6.75 to 1.0 and steps down to 5.75 to 1.0 by 2017. The credit agreement also includes other negative covenants that are customary for credit facilities of this type, including covenants that, subject to exceptions described in the credit agreement, restrict the ability of Salem and its subsidiary guarantors | |||||||||||
Interest Coverage Ratio | 3.57% | |||||||||||
Leverage Ratio, Description | 4.96 to 1 | |||||||||||
Leverage Ratio | 6.00% | |||||||||||
Term B Loan [Member] | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 263,000,000 | $ 300,000,000 | ||||||||||
Senior Notes, Noncurrent | 298,500,000 | |||||||||||
Interest Expense, Debt | $ 200,000 | $ 200,000 | ||||||||||
Amortization of Financing Costs | $ 33,000 | $ 6,900 | $ 14,000 | $ 3,400 | $ 6,700 | $ 27,000 | ||||||
Floor Rate On Term Loan | 1.00% | |||||||||||
Debt Instrument Interest Additional Interest Above London Inter bank Offered Rate | 3.50% | |||||||||||
Debt Instrument Interest Additional Interest Above Base Rate | 2.50% | |||||||||||
Line Of Credit Default Rate Above Applicable Interest Rate | 2.00% | |||||||||||
Proceeds from Issuance of Debt | $ 60,000,000 | |||||||||||
Debt Instrument, Periodic Payment, Principal | $ 750,000 | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.08% | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.78% | 4.78% | ||||||||||
Revolver [Member] | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 500,000 | $ 25,000,000 | ||||||||||
Amortization of Financing Costs | $ 100,000 | $ 100,000 | ||||||||||
Debt Instrument Interest Additional Interest Above London Inter bank Offered Rate | 3.00% | |||||||||||
Debt Instrument Interest Additional Interest Above Base Rate | 2.00% | |||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.50% | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.58% |
FAIR VALUE MEASURMENTS AND DI86
FAIR VALUE MEASURMENTS AND DISCLOSURES (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | $ 66 |
Long-term debt and capital lease obligations less unamortized discount and debt issuance costs | 261,674 |
Fair value of interest rate swap | 514 |
Licensing Agreements [Member] | |
Assets: | |
Estimated fair value | 388,517 |
Other Indefinite Lived Intangible Assets [Member] | |
Assets: | |
Estimated fair value | 332 |
Fair Value, Inputs, Level 1 [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | 0 |
Long-term debt and capital lease obligations less unamortized discount and debt issuance costs | 0 |
Fair value of interest rate swap | 0 |
Fair Value, Inputs, Level 1 [Member] | Licensing Agreements [Member] | |
Assets: | |
Estimated fair value | |
Fair Value, Inputs, Level 1 [Member] | Other Indefinite Lived Intangible Assets [Member] | |
Assets: | |
Estimated fair value | |
Fair Value, Inputs, Level 2 [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | 0 |
Long-term debt and capital lease obligations less unamortized discount and debt issuance costs | 261,674 |
Fair value of interest rate swap | 514 |
Fair Value, Inputs, Level 2 [Member] | Licensing Agreements [Member] | |
Assets: | |
Estimated fair value | |
Fair Value, Inputs, Level 2 [Member] | Other Indefinite Lived Intangible Assets [Member] | |
Assets: | |
Estimated fair value | |
Fair Value, Inputs, Level 3 [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | 66 |
Long-term debt and capital lease obligations less unamortized discount and debt issuance costs | 0 |
Fair value of interest rate swap | 0 |
Fair Value, Inputs, Level 3 [Member] | Licensing Agreements [Member] | |
Assets: | |
Estimated fair value | 123,109 |
Fair Value, Inputs, Level 3 [Member] | Other Indefinite Lived Intangible Assets [Member] | |
Assets: | |
Estimated fair value | $ 332 |
FAIR VALUE MEASURMENTS AND DI87
FAIR VALUE MEASURMENTS AND DISCLOSURES (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 7,041 | $ 0 | $ 34 |
Broadcast Market Clusters and Mastheads [Member] | |||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 7,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Income Taxes [Line Items] | |
Balance at January 1, 2016 | $ 100 |
Additions based on tax positions related to the current year | 0 |
Additions based on tax positions related to prior years | 0 |
Reductions related to tax positions of prior years | 0 |
Decrease due to statute expirations | (73) |
Related interest and penalties, net of federal tax benefits | (27) |
Balance as of December 31, 2016 | $ 0 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 229 | 249 | 269 |
Current Income Tax Expense (Benefit), Total | 229 | 249 | 269 |
Deferred: | |||
Federal | 4,938 | 6,234 | 3,932 |
State | (595) | 212 | 564 |
Deferred Income Taxes and Tax Credits, Total | 4,343 | 6,446 | 4,496 |
Provision for income taxes | $ 4,572 | $ 6,695 | $ 4,765 |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets: | ||
Financial statement accruals not currently deductible | $ 9,324 | $ 9,699 |
Net operating loss, AMT credit and other carryforwards | 71,215 | 71,593 |
State taxes | 87 | 114 |
Other | 3,394 | 3,785 |
Total deferred tax assets | 84,020 | 85,191 |
Valuation allowance for deferred tax assets | (4,487) | (2,771) |
Net deferred tax assets | 79,533 | 82,420 |
Deferred tax liabilities: | ||
Excess of net book value of property and equipment and software for financial reporting purposes over tax basis | 2,096 | 2,826 |
Excess of net book value of intangible assets for financial reporting purposes over tax basis | 128,988 | 127,078 |
Interest rate swap | (193) | (315) |
Unrecognized tax benefits | 0 | 100 |
Other | 0 | 0 |
Total deferred tax liabilities | 130,891 | 129,689 |
Net deferred tax liabilities | $ (51,358) | $ (47,269) |
INCOME TAXES (Details 3)
INCOME TAXES (Details 3) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Components of Deferred Tax Assets and Liabilities [Abstract] | ||
Deferred income tax asset per balance sheet | $ 9,411 | $ 9,813 |
Deferred income tax liability per balance sheet | (60,769) | (57,082) |
Net deferred tax liabilities | $ (51,358) | $ (47,269) |
INCOME TAXES (Details 4)
INCOME TAXES (Details 4) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Statutory federal income tax rate (at 35%) | $ 4,706 | $ 6,246 | $ 3,584 |
Effect of state taxes, net of federal | (486) | 458 | 292 |
Permanent items | 266 | 445 | 613 |
State rate change | (1,664) | 23 | 166 |
Valuation allowance | 1,763 | (181) | 84 |
Other, net | (13) | (296) | 26 |
Provision for income taxes | $ 4,572 | $ 6,695 | $ 4,765 |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Contingency [Line Items] | ||
Deferred Tax Assets, Valuation Allowance | $ 4,487 | $ 2,771 |
Deferred Tax Assets, Operating Loss Carryforwards, State and Local | 4,200 | |
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Impairment Losses | 300 | |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 1,600 | |
Domestic Tax Authority [Member] | ||
Income Tax Contingency [Line Items] | ||
Operating Loss Carryforwards | $ 150,700 | |
Beginning Year of Expiry for Net Operating Loss Carry forwards | 2,020 | |
Ending Year of Expiry for Net Operating Loss Carryforwards | 2,034 | |
State and Local Jurisdiction [Member] | ||
Income Tax Contingency [Line Items] | ||
Operating Loss Carryforwards | $ 1,021,200 | |
Beginning Year of Expiry for Net Operating Loss Carry forwards | 2,017 | |
Ending Year of Expiry for Net Operating Loss Carryforwards | 2,036 |
COMMITMENTS AND CONTINGENCIES94
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Leases Future Minimum Payments [Line Items] | |
2,017 | $ 13,258 |
2,018 | 12,134 |
2,019 | 11,193 |
2,020 | 10,639 |
2,021 | 9,124 |
Thereafter | 37,821 |
Operating Leases, Future Minimum Payments Due, Total | 94,169 |
Related Party [Member] | |
Leases Future Minimum Payments [Line Items] | |
2,017 | 1,560 |
2,018 | 852 |
2,019 | 592 |
2,020 | 606 |
2,021 | 591 |
Thereafter | 5,712 |
Operating Leases, Future Minimum Payments Due, Total | 9,913 |
Other [Member] | |
Leases Future Minimum Payments [Line Items] | |
2,017 | 11,698 |
2,018 | 11,282 |
2,019 | 10,601 |
2,020 | 10,033 |
2,021 | 8,533 |
Thereafter | 32,109 |
Operating Leases, Future Minimum Payments Due, Total | $ 84,256 |
COMMITMENTS AND CONTINGENCIES95
COMMITMENTS AND CONTINGENCIES (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Commitments And Contingencies [Line Items] | |||
Operating Leases, Rent Expense | $ 15.3 | $ 14.8 | $ 13.8 |
Loss Contingency Accrual | $ 0.5 |
STOCK INCENTIVE PLAN (Details)
STOCK INCENTIVE PLAN (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock-based compensation expense, pre-tax | $ 582 | $ 771 | $ 1,576 |
Tax benefit (expense) from stock-based compensation expense | (233) | (308) | (630) |
Total stock-based compensation expense, net of tax | 349 | 463 | 946 |
Corporate [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock option compensation expense | 378 | 474 | 1,025 |
Restricted stock shares compensation expense | 24 | 34 | 0 |
Broadcast [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock option compensation expense | 85 | 130 | 325 |
Publishing [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock option compensation expense | 35 | 41 | 61 |
Internet [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock option compensation expense | $ 60 | $ 92 | $ 165 |
STOCK INCENTIVE PLAN (Details 1
STOCK INCENTIVE PLAN (Details 1) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Expected volatility | 47.03% | 52.37% | 74.98% |
Expected dividends | 5.36% | 4.28% | 2.70% |
Expected term (in years) | 7 years 4 months 24 days | 3 years | 7 years 9 months 18 days |
Risk-free interest rate | 1.64% | 0.85% | 2.27% |
STOCK INCENTIVE PLAN (Details 2
STOCK INCENTIVE PLAN (Details 2) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Shares | |||
Beginning Balance | 1,581,123 | 1,816,204 | |
Ending Balance | 1,720,000 | 1,581,123 | 1,816,204 |
Exercisable at end of period | 841,625 | ||
Weighted Average Exercise Price | |||
Ending Balance | $ 5.12 | ||
Weighted Average Remaining Contractual Term | |||
Outstanding | 4 years 6 months | ||
Employee Stock Option [Member] | |||
Shares | |||
Beginning Balance | 1,581,123 | 1,816,204 | 2,162,067 |
Granted | 549,500 | 10,000 | 25,000 |
Exercised | (336,996) | (163,994) | (278,837) |
Forfeited or expired | (73,627) | (81,087) | (92,026) |
Ending Balance | 1,720,000 | 1,581,123 | 1,816,204 |
Exercisable at end of period | 841,625 | 947,573 | 663,417 |
Expected to Vest | 834,017 | 601,557 | 1,094,574 |
Weighted Average Exercise Price | |||
Beginning Balance | $ 4.87 | $ 4.88 | $ 5.09 |
Granted | 4.85 | 6.08 | 8.40 |
Exercised | 2.95 | 2.35 | 4.38 |
Forfeited or expired | 8.06 | 10.32 | 12.25 |
Ending Balance | 5.12 | 4.87 | 4.88 |
Exercisable at end of period | 5.56 | 4.92 | 5.32 |
Expected to Vest | 5.11 | 4.80 | 4.62 |
Weighted Average Grant Date Fair value | |||
Beginning Balance | 3.39 | 3.39 | 3.57 |
Granted | 1.33 | 1.98 | 4.73 |
Exercised | 2.02 | 1.53 | 3.43 |
Forfeited or expired | 3.07 | 6.93 | 7.89 |
Ending Balance | 2.89 | 3.39 | 3.39 |
Exercisable at end of period | 3.94 | 3.54 | 3.90 |
Expected to Vest | $ 2.91 | $ 3.15 | $ 3.10 |
Weighted Average Remaining Contractual Term | |||
Contractual term | 4 years 3 months 18 days | 5 years 6 months | 5 years 6 months |
Outstanding | 4 years 6 months | 4 years 3 months 18 days | 4 years 9 months 18 days |
Exercisable at end of period | 2 years 10 months 24 days | 3 years 3 months 18 days | 3 years |
Expected to Vest | 4 years 6 months | 5 years 7 months 6 days | 5 years 10 months 24 days |
Aggregate Intrinsic Value | |||
Beginning Balance | $ 1,738 | $ 5,718 | $ 8,491 |
Granted | 0 | 0 | 0 |
Exercised | 1,418 | 589 | 1,260 |
Forfeited or expired | 3 | 12 | 43 |
Ending Balance | 2,428 | 1,738 | 5,718 |
Exercisable at end of period | 948 | 1,001 | 2,015 |
Expected to Vest | $ 1,442 | $ 700 | $ 3,515 |
STOCK INCENTIVE PLAN (Details 3
STOCK INCENTIVE PLAN (Details 3) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($)$ / sharesshares | |
Shares | |
Beginning balance | shares | shares | 10,000 |
Granted | shares | 0 |
Lapsed | shares | (10,000) |
Forfeited | shares | 0 |
Ending balance | shares | shares | 0 |
Weighted Average Grant Date Fair Value | |
Beginning balance | $ / shares | $ 5.83 |
Granted | $ / shares | 0 |
Lapsed | $ / shares | (5.83) |
Forfeited | $ / shares | 0 |
Ending balance | $ / shares | $ 0 |
Weighted Average Remaining Contractual Term | |
Outstanding, contractual term | 2 months 12 days |
Aggregate Intrinsic Value | |
Beginning Balance | $ | $ | $ 40 |
Granted | $ | $ | 0 |
Lapsed | $ | 52 |
Forfeited or expired | $ | 0 |
Ending Balance | $ | $ | $ 0 |
STOCK INCENTIVE PLAN (Details 4
STOCK INCENTIVE PLAN (Details 4) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options | 1,720,000 | 1,581,123 | 1,816,204 |
Weighted Average Contractual Life Remaining (Years) | 4 years 6 months | ||
Weighted Average Exercise Price | $ 5.12 | ||
Exercisable Options | 841,625 | ||
Weighted Average Grant Date Fair Value | $ 5.56 | ||
Range of Exercise Prices From $2.38 to $2.56 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices, Lower Limit | 2.38 | ||
Range of Exercise Prices, Upper Limit | $ 2.56 | ||
Options | 147,375 | ||
Weighted Average Contractual Life Remaining (Years) | 2 years 4 months 24 days | ||
Weighted Average Exercise Price | $ 2.38 | ||
Exercisable Options | 147,375 | ||
Weighted Average Grant Date Fair Value | $ 2.38 | ||
Range of Exercise Prices From $2.57 to $4.42 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices, Lower Limit | 2.57 | ||
Range of Exercise Prices, Upper Limit | $ 4.42 | ||
Options | 290,500 | ||
Weighted Average Contractual Life Remaining (Years) | 4 years 7 months 6 days | ||
Weighted Average Exercise Price | $ 2.76 | ||
Exercisable Options | 86,500 | ||
Weighted Average Grant Date Fair Value | $ 2.80 | ||
Range of Exercise Prices From $4.43 to $4.85 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices, Lower Limit | 4.43 | ||
Range of Exercise Prices, Upper Limit | $ 4.85 | ||
Options | 541,000 | ||
Weighted Average Contractual Life Remaining (Years) | 6 years 8 months 12 days | ||
Weighted Average Exercise Price | $ 4.85 | ||
Exercisable Options | 0 | ||
Weighted Average Grant Date Fair Value | $ 0 | ||
Range of Exercise Prices From $4.86 to $6.65 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices, Lower Limit | 4.86 | ||
Range of Exercise Prices, Upper Limit | $ 6.65 | ||
Options | 91,250 | ||
Weighted Average Contractual Life Remaining (Years) | 1 year 8 months 12 days | ||
Weighted Average Exercise Price | $ 5.30 | ||
Exercisable Options | 86,250 | ||
Weighted Average Grant Date Fair Value | $ 5.33 | ||
Range of Exercise Prices From $6.66 to $7.54 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices, Lower Limit | 6.66 | ||
Range of Exercise Prices, Upper Limit | $ 7.54 | ||
Options | 619,875 | ||
Weighted Average Contractual Life Remaining (Years) | 3 years 7 months 6 days | ||
Weighted Average Exercise Price | $ 6.92 | ||
Exercisable Options | 506,750 | ||
Weighted Average Grant Date Fair Value | $ 6.92 | ||
Range of Exercise Prices From $7.55 to $8.76 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices, Lower Limit | 7.55 | ||
Range of Exercise Prices, Upper Limit | $ 8.76 | ||
Options | 30,000 | ||
Weighted Average Contractual Life Remaining (Years) | 4 years 9 months 18 days | ||
Weighted Average Exercise Price | $ 8.37 | ||
Exercisable Options | 14,750 | ||
Weighted Average Grant Date Fair Value | $ 8.37 |
STOCK INCENTIVE PLAN (Details T
STOCK INCENTIVE PLAN (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 0.4 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | ||
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Transfer Restriction Period Of Restricted Stock | 5 years | ||
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Transfer Restriction Period Of Restricted Stock | 1 year | ||
Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 5,000,000 | ||
Share Price | $ 6.25 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 1.1 | $ 1.5 | $ 1.9 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | Oct. 12, 2016 | Oct. 19, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Related Party Transaction [Line Items] | |||||
Minimum Ownership Percentage Of Capital Stock | 5.00% | ||||
Related Party Ownership Percentage | 10.00% | ||||
Operating Leases, Rent Expense | $ 15,300,000 | $ 14,800,000 | $ 13,800,000 | ||
Related Party Annual Payments For Insurance Premiums | 386,000 | 386,000 | 386,000 | ||
Net Assets | 2,600,000 | 2,500,000 | 1,900,000 | ||
Business Combination, Consideration Transferred | 10,120,000 | 17,271,000 | |||
Cash Surrender Value of Life Insurance | 1,000,000 | 600,000 | 200,000 | ||
Fm Translator Construction Permit Delmarva Educational Association Corporation Asset Purchase Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Business Combination, Consideration Transferred | $ 65,000 | ||||
Fm Translator Delmarva Educational Association Corporation Asset Purchase Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Business Combination, Consideration Transferred | $ 65,000 | ||||
Trust [Member] | Chief Executive Officer [Member] | |||||
Related Party Transaction [Line Items] | |||||
Operating Leases, Rent Expense | 185,000 | 180,000 | 175,000 | ||
Know the Truth [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related Party Transaction, Other Revenues from Transactions with Related Party | 400,000 | 400,000 | 500,000 | ||
Chairman And Chief Executive Officer [Member] | Land and Building [Member] | |||||
Related Party Transaction [Line Items] | |||||
Operating Leases, Rent Expense | 1,500,000 | 1,300,000 | 1,300,000 | ||
Truth For Life [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related Party Transaction, Other Revenues from Transactions with Related Party | 2,200,000 | 2,200,000 | 2,200,000 | ||
Edward G. Atsinger III, Chief Executive Officer and Director [Member] | |||||
Related Party Transaction [Line Items] | |||||
Operating Leases, Rent Expense | 301,000 | $ 133,000 | $ 274,000 | ||
The Truth Network [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related Party Transaction, Amounts of Transaction | $ 11,000 |
DEFINED CONTRIBTION PLAN (Detai
DEFINED CONTRIBTION PLAN (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Contribution Benefit Plans [Line Items] | |||
Defined Contribution Plan Maximum Employee Contribution As Percentage Of Base Salary | 60.00% | ||
Defined Benefit Plan, Contributions by Employer | $ 1.9 | $ 1.9 | $ 1.7 |
First Five Percent Of Each Participants Contributions [Member] | |||
Defined Contribution Benefit Plans [Line Items] | |||
Defined Contribution Plan Employer Matching Contribution To Employee Contribution | 50.00% | ||
Defined Contribution Plan Employee Contributions Percentage Of Eligible Compensation | 5.00% |
EQUITY TRANSACTIONS (Details)
EQUITY TRANSACTIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||
Dec. 30, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 02, 2015 | Sep. 02, 2015 | Jun. 02, 2015 | Mar. 05, 2015 | Dec. 31, 2016 | |
Dividends Payable [Line Items] | |||||||||
Announcement Date | Dec. 7, 2016 | Sep. 9, 2016 | Jun. 2, 2016 | Mar. 10, 2016 | Dec. 1, 2015 | Sep. 1, 2015 | Jun. 2, 2015 | Mar. 5, 2015 | |
Payment Date | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Apr. 5, 2016 | Dec. 29, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | |
Dividend Payment One [Member] | |||||||||
Dividends Payable [Line Items] | |||||||||
Announcement Date | Dec. 7, 2016 | ||||||||
Payment Date | Dec. 31, 2016 | ||||||||
Amount Per Share | $ 0.0650 | ||||||||
Cash Distributed | $ 1,678 | ||||||||
Dividend Payment Two [Member] | |||||||||
Dividends Payable [Line Items] | |||||||||
Announcement Date | Sep. 9, 2016 | ||||||||
Payment Date | Sep. 30, 2016 | ||||||||
Amount Per Share | $ 0.0650 | ||||||||
Cash Distributed | $ 1,679 | ||||||||
Dividend Payment Three [Member] | |||||||||
Dividends Payable [Line Items] | |||||||||
Announcement Date | Jun. 2, 2016 | ||||||||
Payment Date | Jun. 30, 2016 | ||||||||
Amount Per Share | $ 0.0650 | ||||||||
Cash Distributed | $ 1,664 | ||||||||
Dividend Payment Four [Member] | |||||||||
Dividends Payable [Line Items] | |||||||||
Announcement Date | Mar. 10, 2016 | ||||||||
Payment Date | Apr. 5, 2016 | ||||||||
Amount Per Share | $ 0.0650 | ||||||||
Cash Distributed | $ 1,657 | ||||||||
Dividend Payment Five [Member] | |||||||||
Dividends Payable [Line Items] | |||||||||
Announcement Date | Dec. 1, 2015 | ||||||||
Payment Date | Dec. 29, 2015 | ||||||||
Amount Per Share | $ 0.0650 | ||||||||
Cash Distributed | $ 1,656 | ||||||||
Dividend Payment Six [Member] | |||||||||
Dividends Payable [Line Items] | |||||||||
Announcement Date | Sep. 1, 2015 | ||||||||
Payment Date | Sep. 30, 2015 | ||||||||
Amount Per Share | $ 0.0650 | ||||||||
Cash Distributed | $ 1,655 | ||||||||
Dividend Payment Seven [Member] | |||||||||
Dividends Payable [Line Items] | |||||||||
Announcement Date | Jun. 2, 2015 | ||||||||
Payment Date | Jun. 30, 2015 | ||||||||
Amount Per Share | $ 0.0650 | ||||||||
Cash Distributed | $ 1,654 | ||||||||
Dividend Payment Eight [Member] | |||||||||
Dividends Payable [Line Items] | |||||||||
Announcement Date | Mar. 5, 2015 | ||||||||
Payment Date | Mar. 31, 2015 | ||||||||
Amount Per Share | $ 0.0650 | ||||||||
Cash Distributed | $ 1,647 |
EQUITY TRANSACTIONS (Details Te
EQUITY TRANSACTIONS (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition, Total | $ 582 | $ 771 | $ 1,576 | |
Scenario, Forecast [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Expected Dividend Payments | $ 6,800 |
QUARTERLY RESULTS OF OPERATI106
QUARTERLY RESULTS OF OPERATIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Total revenue | $ 70,695 | $ 71,272 | $ 67,779 | $ 64,575 | $ 69,147 | $ 67,491 | $ 67,293 | $ 61,856 | |||
Operating income | 3,458 | 8,835 | 9,702 | 6,083 | 9,265 | 8,800 | 9,254 | 5,703 | $ 28,078 | $ 33,022 | $ 28,616 |
Net income | $ 2,972 | $ 2,192 | $ 3,356 | $ 353 | $ 5,255 | $ 2,077 | $ 3,523 | $ 295 | $ 8,873 | $ 11,150 | $ 5,475 |
Basic earnings per share Class A and Class B common stock | $ 0.11 | $ 0.08 | $ 0.13 | $ 0.01 | $ 0.20 | $ 0.08 | $ 0.14 | $ 0.01 | $ 0.34 | $ 0.43 | $ 0.21 |
Diluted earnings per share Class A and Class common stock | $ 0.11 | $ 0.08 | $ 0.13 | $ 0.01 | $ 0.20 | $ 0.08 | $ 0.14 | $ 0.01 | $ 0.34 | $ 0.43 | $ 0.21 |
Weighted average Class A and Class B shares outstanding - basic | 25,826,230 | 25,815,242 | 25,551,445 | 25,485,234 | 25,471,342 | 25,459,962 | 25,429,127 | 25,346,499 | 25,669,538 | 25,426,732 | 25,336,809 |
Weighted average Class A and Class B shares outstanding - diluted | 26,101,172 | 26,183,182 | 26,052,649 | 25,802,958 | 25,893,015 | 25,907,651 | 25,829,493 | 25,921,118 | 26,034,990 | 25,887,819 | 26,081,175 |
SEGMENT DATA (Details)
SEGMENT DATA (Details) - USD ($) $ in Thousands | Dec. 10, 2013 | Jun. 30, 2012 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Net revenue | $ 274,321 | $ 265,787 | $ 266,536 | ||||||||||
Depreciation | 12,205 | 12,417 | 12,629 | ||||||||||
Amortization | 5,071 | 5,324 | 6,196 | ||||||||||
Impairment of long-lived assets | $ 1,200 | $ 5,600 | $ 700 | (700) | |||||||||
Impairment of indefinite-lived long-term assets other than goodwill | 7,041 | 0 | 34 | ||||||||||
Impairment of goodwill | 32 | 439 | 45 | ||||||||||
Impairment of amortizable intangible assets | 8 | 0 | 0 | ||||||||||
Change in estimated fair value of contingent earn-out consideration | (689) | (1,715) | 734 | ||||||||||
(Gain) loss on the sale or disposal of assets | 1,901 | (181) | (251) | ||||||||||
Operating income (loss) | $ 3,458 | $ 8,835 | $ 9,702 | $ 6,083 | $ 9,265 | $ 8,800 | $ 9,254 | $ 5,703 | 28,078 | 33,022 | 28,616 | ||
Inventories, net | 670 | 893 | 670 | 893 | |||||||||
Property and equipment, net | 102,790 | 105,483 | 102,790 | 105,483 | |||||||||
Broadcast licenses | 388,517 | 393,031 | 388,517 | 393,031 | 385,726 | ||||||||
Goodwill | 25,613 | 24,563 | 25,613 | 24,563 | 24,684 | ||||||||
Other indefinite-lived intangible assets | 332 | 833 | 332 | 833 | |||||||||
Amortizable intangible assets, net | 14,408 | 11,481 | 14,408 | 11,481 | |||||||||
Operating Segments [Member] | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Net revenue | 274,321 | 265,787 | 266,536 | ||||||||||
Operating expenses | 223,776 | 216,119 | 218,031 | ||||||||||
Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration (gain) loss on the sale or disposal of assets | 50,545 | 49,668 | 48,505 | ||||||||||
Depreciation | 12,205 | 12,417 | 12,629 | ||||||||||
Amortization | 5,071 | 5,324 | 6,196 | ||||||||||
Impairment of long-lived assets | 700 | ||||||||||||
Impairment of indefinite-lived long-term assets other than goodwill | 7,041 | 34 | |||||||||||
Impairment of goodwill | 32 | 439 | 45 | ||||||||||
Impairment of amortizable intangible assets | 8 | ||||||||||||
Change in estimated fair value of contingent earn-out consideration | (689) | (1,715) | 734 | ||||||||||
(Gain) loss on the sale or disposal of assets | (1,901) | 181 | 251 | ||||||||||
Operating income (loss) | 28,078 | 33,022 | 28,616 | ||||||||||
Operating Segments [Member] | Broadcast [Member] | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Net revenue | 202,016 | 197,184 | 194,094 | ||||||||||
Operating expenses | 146,283 | 140,819 | 139,206 | ||||||||||
Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration (gain) loss on the sale or disposal of assets | 55,733 | 56,365 | 54,888 | ||||||||||
Depreciation | 7,592 | 7,726 | 7,988 | ||||||||||
Amortization | 86 | 96 | 109 | ||||||||||
Impairment of long-lived assets | 700 | ||||||||||||
Impairment of indefinite-lived long-term assets other than goodwill | 6,540 | 0 | |||||||||||
Impairment of goodwill | 0 | 439 | 0 | ||||||||||
Impairment of amortizable intangible assets | 0 | ||||||||||||
Change in estimated fair value of contingent earn-out consideration | 0 | 0 | 0 | ||||||||||
(Gain) loss on the sale or disposal of assets | (2,122) | 219 | 231 | ||||||||||
Operating income (loss) | 42,937 | 47,885 | 46,560 | ||||||||||
Inventories, net | 0 | 0 | 0 | 0 | |||||||||
Property and equipment, net | 86,976 | 88,894 | 86,976 | 88,894 | |||||||||
Broadcast licenses | 388,517 | 393,031 | 388,517 | 393,031 | |||||||||
Goodwill | 3,581 | 3,581 | 3,581 | 3,581 | |||||||||
Other indefinite-lived intangible assets | 0 | 0 | 0 | 0 | |||||||||
Amortizable intangible assets, net | 407 | 492 | 407 | 492 | |||||||||
Operating Segments [Member] | Digital Media [Member] | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Net revenue | 46,777 | 44,761 | 45,691 | ||||||||||
Operating expenses | 36,290 | 35,380 | 35,590 | ||||||||||
Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration (gain) loss on the sale or disposal of assets | 10,487 | 9,381 | 10,101 | ||||||||||
Depreciation | 3,092 | 3,091 | 2,987 | ||||||||||
Amortization | 4,304 | 4,685 | 4,874 | ||||||||||
Impairment of long-lived assets | 0 | ||||||||||||
Impairment of indefinite-lived long-term assets other than goodwill | 0 | 0 | |||||||||||
Impairment of goodwill | 32 | 0 | 0 | ||||||||||
Impairment of amortizable intangible assets | 8 | ||||||||||||
Change in estimated fair value of contingent earn-out consideration | (146) | (478) | 325 | ||||||||||
(Gain) loss on the sale or disposal of assets | 236 | 11 | 25 | ||||||||||
Operating income (loss) | 2,961 | 2,072 | 1,890 | ||||||||||
Inventories, net | 300 | 505 | 300 | 505 | |||||||||
Property and equipment, net | 6,634 | 6,927 | 6,634 | 6,927 | |||||||||
Broadcast licenses | 0 | 0 | 0 | 0 | |||||||||
Goodwill | 20,136 | 19,930 | 20,136 | 19,930 | |||||||||
Other indefinite-lived intangible assets | 0 | 0 | 0 | 0 | |||||||||
Amortizable intangible assets, net | 9,927 | 9,599 | 9,927 | 9,599 | |||||||||
Operating Segments [Member] | Publishing [Member] | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Net revenue | 25,528 | 23,842 | 26,751 | ||||||||||
Operating expenses | 26,209 | 24,774 | 26,143 | ||||||||||
Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration (gain) loss on the sale or disposal of assets | (681) | (932) | 608 | ||||||||||
Depreciation | 675 | 637 | 529 | ||||||||||
Amortization | 680 | 542 | 1,212 | ||||||||||
Impairment of long-lived assets | 0 | ||||||||||||
Impairment of indefinite-lived long-term assets other than goodwill | 501 | 34 | |||||||||||
Impairment of goodwill | 0 | 0 | 45 | ||||||||||
Impairment of amortizable intangible assets | 0 | ||||||||||||
Change in estimated fair value of contingent earn-out consideration | (543) | (1,237) | 409 | ||||||||||
(Gain) loss on the sale or disposal of assets | (21) | (58) | (5) | ||||||||||
Operating income (loss) | (1,973) | (816) | (1,616) | ||||||||||
Inventories, net | 370 | 388 | 370 | 388 | |||||||||
Property and equipment, net | 1,779 | 1,742 | 1,779 | 1,742 | |||||||||
Broadcast licenses | 0 | 0 | 0 | 0 | |||||||||
Goodwill | 1,888 | 1,044 | 1,888 | 1,044 | |||||||||
Other indefinite-lived intangible assets | 332 | 833 | 332 | 833 | |||||||||
Amortizable intangible assets, net | 4,069 | 1,385 | 4,069 | 1,385 | |||||||||
Operating Segments [Member] | Unallocated Corporate [Member] | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Net revenue | 0 | 0 | 0 | ||||||||||
Operating expenses | 14,994 | 15,146 | 17,092 | ||||||||||
Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration (gain) loss on the sale or disposal of assets | (14,994) | (15,146) | (17,092) | ||||||||||
Depreciation | 846 | 963 | 1,125 | ||||||||||
Amortization | 1 | 1 | 1 | ||||||||||
Impairment of long-lived assets | 0 | ||||||||||||
Impairment of indefinite-lived long-term assets other than goodwill | 0 | 0 | |||||||||||
Impairment of goodwill | 0 | 0 | 0 | ||||||||||
Impairment of amortizable intangible assets | 0 | ||||||||||||
Change in estimated fair value of contingent earn-out consideration | 0 | 0 | 0 | ||||||||||
(Gain) loss on the sale or disposal of assets | 6 | 9 | 0 | ||||||||||
Operating income (loss) | (15,847) | (16,119) | $ (18,218) | ||||||||||
Inventories, net | 0 | 0 | 0 | 0 | |||||||||
Property and equipment, net | 7,401 | 7,920 | 7,401 | 7,920 | |||||||||
Broadcast licenses | 0 | 0 | 0 | 0 | |||||||||
Goodwill | 8 | 8 | 8 | 8 | |||||||||
Other indefinite-lived intangible assets | 0 | 0 | 0 | 0 | |||||||||
Amortizable intangible assets, net | $ 5 | $ 5 | $ 5 | $ 5 |
SEGMENT DATA (Details 1)
SEGMENT DATA (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Net revenue | $ 274,321 | $ 265,787 | $ 266,536 |
Operating Segments [Member] | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Net revenue | 274,321 | 265,787 | 266,536 |
Operating expenses | 223,776 | 216,119 | 218,031 |
Net operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | 50,545 | 49,668 | 48,505 |
Operating Segments [Member] | Broadcast [Member] | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Net revenue | 202,016 | 197,184 | 194,094 |
Operating expenses | 146,283 | 140,819 | 139,206 |
Net operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | 55,733 | 56,365 | 54,888 |
Operating Segments [Member] | Digital Media [Member] | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Net revenue | 46,777 | 44,761 | 45,691 |
Operating expenses | 36,290 | 35,380 | 35,590 |
Net operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | 10,487 | 9,381 | 10,101 |
Operating Segments [Member] | Publishing [Member] | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Net revenue | 25,528 | 23,842 | 26,751 |
Operating expenses | 26,209 | 24,774 | 26,143 |
Net operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | (681) | (932) | 608 |
Operating Segments [Member] | Unallocated Corporate [Member] | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Net revenue | 0 | 0 | 0 |
Operating expenses | 14,994 | 15,146 | 17,092 |
Net operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | $ (14,994) | (15,146) | (17,092) |
As Reported Original [Member] | Operating Segments [Member] | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Net revenue | 265,787 | 266,536 | |
Operating expenses | 216,119 | 218,031 | |
Net operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | 49,668 | 48,505 | |
As Reported Original [Member] | Operating Segments [Member] | Broadcast [Member] | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Net revenue | 196,090 | 192,923 | |
Operating expenses | 140,230 | 138,564 | |
As Reported Original [Member] | Operating Segments [Member] | Digital Media [Member] | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Net revenue | 45,855 | 46,862 | |
Operating expenses | 35,969 | 36,232 | |
As Reported Original [Member] | Operating Segments [Member] | Publishing [Member] | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Net revenue | 23,842 | 26,751 | |
Operating expenses | 24,774 | 26,143 | |
As Reported Original [Member] | Operating Segments [Member] | Unallocated Corporate [Member] | |||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||
Operating expenses | $ 15,146 | $ 17,092 |
SEGMENT DATA (Details Textual)
SEGMENT DATA (Details Textual) | 12 Months Ended |
Dec. 31, 2016Segment | |
Segment Reporting Information [Line Items] | |
Number of Operating Segments | 3 |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) - USD ($) | Mar. 08, 2017 | Jan. 06, 2017 | Feb. 28, 2017 | Jan. 30, 2017 | Jan. 16, 2017 | Dec. 30, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 02, 2015 | Sep. 02, 2015 | Jun. 02, 2015 | Mar. 05, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 02, 2017 | Mar. 08, 2016 |
Subsequent Event [Line Items] | ||||||||||||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.0650 | $ 0.0650 | $ 0.0650 | $ 0.0650 | $ 0.0650 | $ 0.0650 | $ 0.0650 | $ 0.0650 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | $ 600,000 | |||||||||||||||||
Gain (Loss) on Extinguishment of Debt | $ (87,000) | $ (41,000) | $ (391,000) | |||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.0650 | |||||||||||||||||
Subsequent Event [Member] | Term Loan B [Member] | ||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | $ 17,000 | |||||||||||||||||
Repayments of Debt | 3 | $ 2,000,000 | ||||||||||||||||
Debt Instrument, Fee Amount | 12,270 | |||||||||||||||||
Gain (Loss) on Extinguishment of Debt | $ (6,300) | $ (4,500) | ||||||||||||||||
Subsequent Event [Member] | FM Translator in Astoria, Florida [Member] | ||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jan. 16, 2017 | |||||||||||||||||
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 33,000 | |||||||||||||||||
Subsequent Event [Member] | FM Translator construction permit in Mohave Valley, Arizona [Member] | ||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jan. 6, 2017 | |||||||||||||||||
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 20,000 | |||||||||||||||||
Subsequent Event [Member] | Roseburg, Oregon [Member] | ||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 45,000 |