Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 08, 2018 | Jun. 30, 2017 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
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 | $ 78,674,071 | ||
Trading Symbol | SALM | ||
Common Class A [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 20,615,426 | ||
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, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 3 | $ 130 |
Trade accounts receivable (net of allowances of $10,420 in 2016 and $11,019 in 2017) | 34,843 | 37,260 |
Other receivables (net of allowances of $260 in 2016 and $227 in 2017) | 820 | 751 |
Inventories (net of reserves of $2,226 in 2016 and $1,657 in 2017) | 730 | 670 |
Prepaid expenses | 6,824 | 6,287 |
Deferred income taxes | 0 | 9,411 |
Assets held for sale | 3,500 | 0 |
Total current assets | 46,720 | 54,509 |
Land held for sale | 1,000 | 1,000 |
Notes receivable (net of allowance of $564 in 2016 and $759 in 2017) | 53 | 65 |
Property and equipment (net of accumulated depreciation of $156,024 in 2016 and $164,720 in 2017) | 99,480 | 102,790 |
Broadcast licenses | 380,914 | 388,517 |
Goodwill | 26,424 | 25,613 |
Other indefinite-lived intangible assets | 313 | 332 |
Amortizable intangible assets (net of accumulated amortization of $44,488 in 2016 and $47,179 in 2017) | 13,104 | 14,408 |
Deferred financing costs | 550 | 82 |
Deferred income taxes | 1,070 | 0 |
Other assets | 3,191 | 2,952 |
Total assets | 572,819 | 590,268 |
Current liabilities: | ||
Accounts payable | 1,584 | 4,968 |
Accrued expenses | 11,697 | 15,658 |
Accrued compensation and related expenses | 7,643 | 8,133 |
Accrued interest | 1,445 | 77 |
Current portion of deferred revenue | 10,499 | 9,491 |
Income taxes payable | 172 | 223 |
Current portion of long-term debt and capital lease obligations | 9,109 | 590 |
Total current liabilities | 42,149 | 39,140 |
Long-term debt and capital lease obligations, less current portion | 249,579 | 261,084 |
Fair value of interest rate swap | 0 | 514 |
Deferred income taxes | 34,151 | 63,423 |
Deferred rent expense | 9,494 | 9,596 |
Deferred revenue less current portion | 6,101 | 5,252 |
Other long-term liabilities | 64 | 67 |
Total liabilities | 341,538 | 379,076 |
Commitments and contingencies (Note 14) | ||
Stockholders' Equity: | ||
Additional paid-in capital | 244,634 | 242,400 |
Accumulated earnings | 20,370 | 2,516 |
Treasury stock, at cost (2,317,650 shares at December 31, 2016 and 2017) | (34,006) | (34,006) |
Total stockholders' equity | 231,281 | 211,192 |
Total liabilities and stockholders' equity | 572,819 | 590,268 |
Common Class A [Member] | ||
Stockholders' Equity: | ||
Common stock | 227 | 226 |
Total stockholders' equity | 227 | 226 |
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, 2017 | Dec. 31, 2016 |
Trade accounts receivable, allowances | $ 11,019 | $ 10,420 |
Allowance for Doubtful Other Receivables, Current | 227 | 260 |
Inventories, reserves | 1,657 | 2,226 |
Notes receivable, allowance | 759 | 564 |
Property and equipment, accumulated depreciation | 164,720 | 156,024 |
Amortizable intangible assets, accumulated amortization | $ 47,179 | $ 44,488 |
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 | 22,932,451 | 22,593,130 |
Common stock, outstanding | 20,614,801 | 20,275,480 |
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, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net broadcast revenue | $ 196,197 | $ 202,016 | $ 197,184 |
Net digital media revenue | 43,096 | 46,777 | 44,761 |
Net publishing revenue | 24,443 | 25,528 | 23,842 |
Total net revenue | 263,736 | 274,321 | 265,787 |
Operating expenses: | |||
Broadcast operating expenses, exclusive of depreciation and amortization shown below (including $1,509, $1,663 and $1,705 for the years ended December 31, 2015, 2016 and 2017, respectively, paid to related parties) | 145,494 | 146,283 | 140,819 |
Digital media operating expenses, exclusive of depreciation and amortization shown below | 33,675 | 36,290 | 35,380 |
Publishing operating expenses exclusive of depreciation and amortization shown below | 24,475 | 26,209 | 24,774 |
Unallocated corporate expenses, exclusive of depreciation and amortization shown below (including $133, $301 and $238 for the years ended December 31, 2015, 2016 and 2017, respectively, paid to related parties) | 16,255 | 14,994 | 15,146 |
Depreciation | 12,369 | 12,205 | 12,417 |
Amortization | 4,593 | 5,071 | 5,324 |
Change in the estimated fair value of contingent earn-out consideration | (23) | (689) | (1,715) |
Impairment of long-lived assets | 0 | 700 | 0 |
Impairment of indefinite-lived long-term assets other than goodwill | 19 | 7,041 | 0 |
Impairment of goodwill | 0 | 32 | 439 |
Impairment of amortizable intangible assets | 0 | 8 | 0 |
(Gain) loss on the sale or disposal of assets | 3,905 | (1,901) | 181 |
Total operating expenses | 240,762 | 246,243 | 232,765 |
Operating income | 22,974 | 28,078 | 33,022 |
Other income (expense): | |||
Interest income | 4 | 6 | 8 |
Interest expense, net of capitalized interest | (16,706) | (14,938) | (15,429) |
Change in the fair value of interest rate swap | 357 | 285 | (1,273) |
Gain on bargain purchase | 0 | 95 | 1,357 |
Loss on early retirement of long-term debt | (2,775) | (87) | (41) |
Net miscellaneous income and (expenses) | (80) | 6 | 201 |
Income from operations before income taxes | 3,774 | 13,445 | 17,845 |
Provision for (benefit from) income taxes | (20,870) | 4,572 | 6,695 |
Net income | $ 24,644 | $ 8,873 | $ 11,150 |
Basic earnings per share data: | |||
Basic earnings per share Class A and Class B common stock | $ 0.94 | $ 0.34 | $ 0.43 |
Diluted earnings per share data: | |||
Diluted earnings per share Class A and Class B common stock | 0.94 | 0.34 | 0.43 |
Distributions per share Class A and Class B common stock | $ 0.26 | $ 0.26 | $ 0.26 |
Basic weighted average Class A and Class B shares outstanding | 26,068,942 | 25,669,538 | 25,426,732 |
Diluted weighted average Class A and Class B shares outstanding | 26,435,757 | 26,034,990 | 25,887,819 |
CONSOLIDATED STATEMENTS OF OPE5
CONSOLIDATED STATEMENTS OF OPERATIONS [Parenthetical] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Broadcast operating expenses exclusive of depreciation and amortization | $ 145,494 | $ 146,283 | $ 140,819 |
Unallocated corporate expenses exclusive of depreciation and amortization | 16,255 | 14,994 | 15,146 |
Related Party [Member] | |||
Broadcast operating expenses exclusive of depreciation and amortization | 1,705 | 1,663 | 1,509 |
Unallocated corporate expenses exclusive of depreciation and amortization | $ 238 | $ 301 | $ 133 |
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] | Class A Common Stock [Member] | Class B Common Stock [Member] |
Balance at Dec. 31, 2014 | $ 201,468 | $ 239,414 | $ (4,217) | $ (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 | 59 | 59 | 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 | 207,221 | 240,627 | 321 | (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 | 0 | 0 | 0 | 0 | $ 0 | $ 0 |
Lapse of restricted shares (in shares) | 10,000 | 0 | ||||
Tax benefit related to stock options exercised | 201 | 201 | 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 | 211,192 | 242,400 | 2,516 | (34,006) | $ 226 | $ 56 |
Balance (in shares) at Dec. 31, 2016 | 22,593,130 | 5,553,696 | ||||
Stock-based compensation | 1,721 | 1,721 | 0 | 0 | $ 0 | $ 0 |
Options exercised | 514 | 513 | 0 | 0 | $ 1 | $ 0 |
Options exercised (in shares) | 127,663 | 0 | ||||
Lapse of restricted shares | 0 | 0 | 0 | 0 | $ 0 | $ 0 |
Lapse of restricted shares (in shares) | 211,658 | 0 | ||||
Cash distributions | (6,790) | 0 | (6,790) | 0 | $ 0 | $ 0 |
Net income | 24,644 | 0 | 24,644 | 0 | 0 | 0 |
Balance at Dec. 31, 2017 | $ 231,281 | $ 244,634 | $ 20,370 | $ (34,006) | $ 227 | $ 56 |
Balance (in shares) at Dec. 31, 2017 | 22,932,451 | 5,553,696 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
OPERATING ACTIVITIES | |||
Net income | $ 24,644 | $ 8,873 | $ 11,150 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Non-cash stock-based compensation | 1,721 | 582 | 771 |
Tax benefit related to stock options exercised | 0 | 255 | 133 |
Depreciation and amortization | 16,962 | 17,276 | 17,741 |
Amortization of deferred financing costs | 940 | 631 | 628 |
Accretion of financing items | 74 | 206 | 188 |
Accretion of acquisition-related deferred payments and contingent earn-out consideration | 42 | 70 | 349 |
Provision for bad debts | 2,196 | 941 | 1,733 |
Deferred income taxes | (20,932) | 4,089 | 6,313 |
Impairment of long-lived assets | 0 | 700 | 0 |
Impairment of indefinite-lived long-term assets other than goodwill | 19 | 7,041 | 0 |
Impairment of goodwill | 0 | 32 | 439 |
Impairment of amortizable intangible assets | 0 | 8 | 0 |
Change in the fair value of interest rate swap | (357) | (285) | 1,273 |
Change in the estimated fair value of contingent earn-out consideration | (23) | (689) | (1,715) |
(Gain) loss on the sale or disposal of assets | 3,905 | (1,901) | 181 |
Gain on bargain purchase | 0 | (95) | (1,357) |
Loss on early retirement of debt | 2,775 | 87 | 41 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 144 | 4,236 | 1,461 |
Inventories | (60) | 223 | (307) |
Prepaid expenses and other current assets | (537) | (2) | (705) |
Accounts payable and accrued expenses | (3,041) | (819) | (6,482) |
Deferred rent | (79) | 1,330 | 3,745 |
Deferred revenue | (1,009) | (4,106) | (72) |
Other liabilities | (3) | 33 | 703 |
Income taxes payable | (51) | 150 | (81) |
Net cash provided by operating activities | 27,330 | 38,866 | 36,130 |
INVESTING ACTIVITIES | |||
Cash paid for capital expenditures net of tenant improvement allowances | (8,534) | (9,414) | (8,833) |
Capital expenditures reimbursable under tenant improvement allowances and trade agreements | (50) | (620) | (3,034) |
Escrow deposits related to acquisitions | 0 | (36) | 0 |
Deposit received under option agreement for radio station sales | 0 | 450 | 0 |
Acquisitions of broadcast assets and radio stations | (2,282) | (1,758) | (12,411) |
Proceeds from the sale of assets | 2,456 | 3,147 | 10 |
Other | (242) | (606) | (443) |
Net cash used in investing activities | (10,342) | (15,493) | (29,183) |
FINANCING ACTIVITIES | |||
Payment of interest rate swap | (783) | 0 | 0 |
Proceeds from Notes offering | 255,000 | 0 | 0 |
Payments of debt issuance costs | (7,035) | 0 | 0 |
Payments of acquisition-related contingent earn-out consideration | (14) | (111) | (1,204) |
Payments of deferred installments due from acquisition activity | (225) | (3,621) | (935) |
Proceeds from the exercise of stock options | 514 | 993 | 385 |
Payment of cash distribution on common stock | (6,790) | (6,678) | (6,612) |
Payments on capital lease obligations | (122) | (107) | (112) |
Book overdraft | (3,184) | 12 | 2,075 |
Net cash used in financing activities | (17,115) | (23,341) | (6,882) |
CASH FLOWS FROM DISCONTINUED OPERATIONS | |||
Net increase (decrease) in cash and cash equivalents | (127) | 32 | 65 |
Cash and cash equivalents at beginning of year | 130 | 98 | 33 |
Cash and cash equivalents at end of year | 3 | 130 | 98 |
Cash paid during the year for: | |||
Cash paid for interest net of capitalized interest | 14,237 | 14,038 | 14,289 |
Cash paid for income taxes | 96 | 78 | 330 |
Other supplemental disclosures of cash flow information: | |||
Barter revenue | 5,939 | 5,470 | 6,204 |
Barter expense | 5,675 | 5,341 | 5,990 |
Non-cash investing and financing activities: | |||
Capital expenditures reimbursable under tenant improvement allowances | 50 | 620 | 2,998 |
Non-cash capital expenditures for property & equipment acquired under trade agreements | 39 | 0 | 36 |
Net assets and liabilities assumed non-cash acquisition | 2,852 | 0 | 0 |
Estimated present value of contingent earn-out consideration | 0 | 66 | 300 |
Current value of deferred cash payments (short-term) | 0 | 1,640 | 21 |
Assets acquired under capital leases | 16 | 0 | 0 |
Revolver [Member] | |||
FINANCING ACTIVITIES | |||
Payments on Term Loan B, Revolver and ABL Facility | (81,214) | (46,738) | (58,698) |
Proceeds from borrowings under Revolver and ABL Facility | 89,738 | 43,909 | 60,219 |
Term Loan B [Member] | |||
FINANCING ACTIVITIES | |||
Payments on Term Loan B, Revolver and ABL Facility | (263,000) | (11,000) | (2,000) |
Digital Media [Member] | |||
INVESTING ACTIVITIES | |||
Acquisitions of digital media and publishing businesses and assets | (1,690) | (3,253) | (4,472) |
Publishing Enterprise Valuations [Member] | |||
INVESTING ACTIVITIES | |||
Acquisitions of digital media and publishing businesses and assets | $ 0 | $ (3,403) | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1. 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 specializing in Christian and conservative content. Our media properties include radio broadcasting, digital media, and publishing entities. 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 radio broadcasting, which includes 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 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; BibleStudyTools.com, Crosswalk.com®, GodVine.com, iBelieve.com, GodTube.com, OnePlace.com, Christianity.com, GodUpdates.com, CrossCards.com, ChristianHeadlines.com, LightSource.com, AllCreated.com, ChristianRadio.com, CCMmagazine.com, SingingNews.com and SouthernGospel.com and our conservative opinion websites; collectively known as Townhall Media, include Townhall.com, HotAir.com, Twitchy.com, RedState.com, BearingArms.com, HumanEvents.com, and ConservativeRadio.com. We also publish digital newsletters through Eagle Financial Publications, which provide market analysis and non-individualized investment strategies from financial commentators on a subscription basis. Our church e-commerce websites, including SermonSearch.com, ChurchStaffing.com, WorshipHouseMedia.com, SermonSpice.com, WorshipHouseKids.com, Preaching.com, ChristianJobs.com and Youthworker.com, offer a variety of digital resources including videos, song tracks, sermon archives and job listings to pastors and Church leaders. E-commerce also includes Eagle Wellness, which sells nutritional supplements. Our web content is accessible through all of our radio station websites that feature content of interest to local audiences throughout the United States. Our publishing operating segment includes three businesses: (1) Regnery Publishing, 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, a self-publishing service for authors through Xulon Press, Mill City Press and Bookprinting.com; and (3) Singing News ® 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 amounts due to us from our customers from revenue generating activities. Our receivables are recorded at the invoiced amount 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 that are adjusted quarterly to exclude unearned or cancellable contracts. 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 collection efforts have been exhausted, 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 record a provision to expense the balance of unsold inventory that we believe to be unrecoverable. We review 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 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 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 the 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 3.7 2.3 2.2 2.8 2.5 2.4 Category Estimated Life Customer lists and contracts Lesser of 5 years or the 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 1 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 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 3.5 We account for broadcast licenses in accordance with FASB ASC Topic 350 IntangiblesGoodwill and Other 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, defined as 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. If the results of our qualitative assessment indicate that the fair value of a reporting unit is less than its carrying value, we perform a quantitative review of the reporting unit. We engage an independent third-party appraisal and valuation firm to assist us with determining the enterprise value as part of this quantitative review. We account for goodwill and other indefinite-lived intangible assets in accordance with FASB ASC Topic 350 IntangiblesGoodwill and Other 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 ended December 31, 2017. 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. The entity level is the level reviewed by management for which discrete financial information is available. One of our five networks has goodwill associated with it as of our annual testing period ended December 31, 2017. 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, and Eagle Financial Publications. The financial statements for Salem Web Network reflect the operating results and cash flows for our Christian content websites and our church product websites. The financial statements for Townhall.com reflect the operating results for each of our conservative opinion websites. Eagle Financial Publications include our investing websites and related digital publications. The unit of accounting we use to test goodwill in our publishing segment is the entity level, which includes Regnery Publishing and Salem Author Services. Regnery Publishing is a book publisher based in Washington DC, that operates from a stand-alone facility under one general manager, with operating results and cash flows of reported at the entity level. Salem Author Services operates from a stand-alone facility in Orlando, Florida under one general manager who is responsible for the 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, including goodwill, 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 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 results of our qualitative assessment indicate that the fair value of a reporting unit is less than its carrying value, we perform a quantitative review of the reporting unit. We engage an independent third-party appraisal and valuation firm to assist us with determining the enterprise value as part of this quantitative review. 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 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. 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 the purchase price allocations represent the appropriate estimated fair value of the assets acquired and we have not had to modify our purchase price allocations. We estimate the economic life of each tangible and intangible asset acquired to determine the period of time in which the asset should be depreciated or amortized. A considerable amount of judgment is required in assessing the economic life of each asset. We consider our own experience with similar assets, industry trends, market conditions and the age of the property at the time of our acquisition to estimate the economic life of each asset. If the financial condition of the assets were to deteriorate, the resulting change in life or impairment of the asset could cause a material impact and volatility in our operating results. To date, we have not experienced changes in the economic life established for each major category of our assets. 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 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. We recorded a net decrease to our estimated contingent earn-out liabilities of $ 23,000 689,000 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, 2017, 2016 and 2015 was approximately $ 5.8 5.4 6.1 5.6 5.3 5.9 0.1 42,000 0.1 0.1 34,000 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 Advertising and Promotional Cost Costs of media advertising and associated production costs are expensed as incurred and amounted to approximately $ 12.0 12.3 11.3 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 15.5 15.3 14.8 Deferred rental revenue was $ 4.3 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 we pay 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. Any projection of losses concerning our liability is subject to a high degree of variability. Among the causes of this variability are 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 $ 0.7 0.8 Year Ended December 31, 2016 2017 (Dollars in thousands) Balance, beginning of period $ 676 $ 783 Self-funded costs 9,526 9,735 Claims paid (9,419) (9,771) Ending period balance $ 783 $ 747 We are exposed to market risk from changes in interest rates. primarily for the purpose of reducing the impact of changing interest rates on our variable rate debt and to reduce the impact of changing fair market values on our fixed rate debt Under FASB ASC Topic 815, Derivatives and Hedging, On March 27, 2013, we entered into an interest rate swap agreement with Wells Fargo that began on March 28, 2014 with a notional principal amount of $ 150.0 0.625 March 28, 2019 1.645 0.8 December 31, 2016 December 31, 2017 (Dollars in thousands) Fair value of interest rate swap $ 514 $ On May 19, 2017, we entered into a new senior credit facility, which is an asset-based revolving credit facility (“ABL Facility”). The ABL Facility is a five-year $ 30.0 1.50 2.0 0.50 1.0 0.25 0.375 As of December 31, 2017, 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 the ABL approximates fair value as the related interest rates approximate rates currently available to the company. The carrying amount of the Notes at December 31, 2017 was $ 255.0 Our classification of outstanding borrowings on our Notes as long-term debt on our balance sheet is based on our assessment that, under the Indenture 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 Notes have a term of seven years, maturing on June 1, 2024 100 June 1, 2020 35 June 1, 2020 106.75 10 June 1, 2020 103 We report outstanding balances on the ABL Facility as short-term regardless of the maturity date based on use of the ABL Facility to fund ordinary and customary operating cash needs with frequent repayments. 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. 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 On May 19, 2017, we closed on a private offering of $ 255.0 6.75 2024 5.0 7.5 We incurred debt issuance costs of $ 6.3 0.7 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 $ 6.2 6.0 0.2 4.5 4.2 0.3 On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a corporate tax rate decrease from 35 21 The SEC issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of US GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Act. SAB 118 summarizes a three-step process to be applied at each reporting period to account for and qualitatively disclose: (1) the effects of the change in tax law for which accounting is complete; (2) provisional amounts (or adjustments to provisional amounts) for the effects of the tax law where accounting is not complete, but that a reasonable estimate has been determined; and (3) a reasonable estimate cannot yet be made and therefore taxes are reflected in accordance with law prior to the enactment of the Tax Cuts and Jobs Act. Amounts recorded where we consider accounting to be complete for the year ended December 31, 2017 principally relate to the reduction in the U.S. corporate income tax rate to 21%, which resulted in the recording of an income tax benefit of $ 23.0 Other significant provisions that are not yet effective but may impact income taxes in future years include include limitations on the current deductibility of net interest expense, limitation of net operating losses generated after fiscal 2018 to 80 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 p |
IMPAIRMENT OF GOODWILL AND OTHE
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
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 25 Of the 25 markets for which an independent third party fair value appraisal was obtained in the prior year, eight markets were subject to testing in the current year. Geographic Market Clusters as of December 31, 2017 Percentage Range By Which 2016 Estimated Fair Value Exceeded 2017 Carrying Value ≤ 25% >26%-50% >50% to 75% > than 75% Number of accounting units 8 2 - 15 Broadcast license carrying value (in thousands) $ 174,287 $ 7,692 $ - $ 105,641 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. Based on this qualitative review, we identified eight additional markets subject to further testing, which included each of the eight markets not tested in the prior year. We identified one additional market subject to further testing based on declining SOI margins. Geographic Market Clusters as of December 31, 2017 Tested due to SOI Multiple and length of time from prior valuation Percentage Range ≤ 25% >26%-50% >50% to 100% > than 100% Number of accounting units - 4 1 4 Broadcast license carrying value (in thousands) $ - $ 49,765 $ 27,878 $ 27,372 Based on our qualitative assessment we engaged Noble Financial, an independent third-party appraisal and valuation firm, to assist us with determining the enterprise value as part of our quantitative review. The quantitative review performed was to estimate the fair value of broadcast licenses in 17 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. Broadcast Licenses December 31, 2015 December 31, 2016 December 31, 2017 Risk-adjusted discount rate 8.0% 8.5% 9.0% Operating profit margin ranges (13.9)% - 30.8% (13.9)% - 30.8% (13.9)% - 30.8% Long-term market revenue growth rate ranges 2.0% 1.9% 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 2017 testing period as compared to 2016 was largely attributable to increases in corporate borrowing interest rates during 2017 within the composite mix of industry participants considered in the analysis and the impact of the tax reform act of 2017. Based on our review and analysis, we did not recognize impairment charges to our broadcast license as of the annual testing period ended December 31, 2017. Market Cluster Excess Fair Value Atlanta, GA 3.5 % Boston, MA 31.6 % Chicago, IL 63.0 % Cleveland, OH 4.4 % Col Springs, CO 89.9 % Dallas, TX 1.3 % Detroit, MI 5.3 % Greenville, SC 92.0 % Louisville, KY 22.3 % Miami FL 71.3 % Minneapolis, MN 68.2 % Omaha NE 27.3 % Orlando FL 55.5 % Portland, OR 3.3 % Sacramento, CA 15.9 % San Francisco, CA 3.1 % Tampa, FL 22.9 % Mastheads We regularly perform quantitative reviews of mastheads due to the low margins by which the estimated fair value has exceeded our carrying value. Due to operating results that did not meet management’s expectations, we ceased publishing Preaching Magazine 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. Mastheads December 31, 2015 December 31, 2016 December 31, 2017 Risk-adjusted discount rate 8.0% 9.5% 10.0% Projected revenue growth ranges 2.1% 2.9% (4.3)% 1.2% (3.2)% 0.9% 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 2017 testing period as compared to 2016 was largely attributable to increases in corporate borrowing interest rates during 2016 within the composite mix of industry participants considered in the analysis and the impact of the tax reform act of 2017. Based on our review and analysis, we did not recognize impairment charges to mastheads as of the annual testing period ended December 31, 2017. Goodwill Broadcast Radio Stations Nineteen of our broadcast markets had goodwill associated with them as of December 31, 2017. Based on our qualitative review, we tested three of these market clusters for impairment of goodwill. 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. Broadcast Markets Enterprise Valuations December 31, 2015 December 31, 2016 December 31, 2017 Risk-adjusted discount rate 8.0% 8.5% 9.0% Operating profit margin ranges 49.7% (18.5)% 43.3% (7.8)% 36.2% Long-term revenue market growth rate ranges 2.0% 1.9% 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 2017 testing period as compared to 2016 was largely attributable to increases in corporate borrowing interest rates during 2017 within the composite mix of industry participants considered in the analysis and the impact of the tax reform act of 2017. 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 ended December 31, 2017. Broadcast Market Clusters as of December 31, 2017 Percentage Range By Which Estimated Fair Value Exceeds < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 3 2 7 7 Carrying value including goodwill (in thousands) 83,729 $ 25,053 $ 120,849 $ 69,981 Goodwill Broadcast Networks TCM, one of our five networks has goodwill associated with it as of our annual testing period ended December 31, 2017. Based on the first step of our qualitative review, in which we calculate excess fair value, or the amount by which our prior year estimated fair value exceeds the current year carrying value, with no significant changes in the prior year assumptions and key estimates, the value of broadcast network goodwill is not likely to be impaired 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 Four of our digital media businesses had goodwill associated with them as of our annual testing period ended December 31, 2017. We tested two of these entities for impairment based on our qualitative review indicating an excess carrying value of less than 25%. Digital Media Enterprise Valuations December 31, 2015 December 31, 2016 December 31, 2017 Risk adjusted discount rate 8.0% - 9.0% 8.5% - 9.5% 10.0% Operating profit margin ranges (8.9)% - 13.8% (20.3)% - 8.2% 8.0% 36.0% Long-term revenue market growth rate ranges 2.0 - 3.0% 1.9% - 2.5% 1.9% - 2.0% 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 2017 testing period as compared to 2016 was largely attributable to increases in the risk free rate and corporate borrowing interest rates during 2017 as compared to the prior year and the impact of the tax reform act of 2017. We engaged Noble Financial, an independent third-party appraisal firm, to assist us in estimating the enterprise of value this entity for the purpose of testing goodwill for impairment. 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 digital media entities. Digital Media Entities as of December 31, 2017 Percentage Range By Which Estimated Fair Value Exceeds Carrying < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 1 - 1 2 Carrying value including goodwill (in thousands) $ 448 $ - $ 3,585 $ 28,343 Goodwill Publishing Two of our publishing entities had goodwill associated with them as of the annual testing period ended December 31, 2017. 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. Publishing Enterprise Valuations December 31, 2015 December 31, 2016 December 31, 2017 Risk adjusted discount rate 8.0% 8.5% 10.0% Operating margin ranges 4.2% 6.2% 3.5% 5.7% 5.0% 5.5% Long-term revenue market growth rates 2.0% 1.9% 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 2017 testing period as compared to 2016 was largely attributable to increases in corporate borrowing interest rates during 2017 within the composite mix of industry participants considered in the analysis and the impact of the tax reform act of 2017. 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 ended December 31, 2017 and that Step 2 was not necessary. Publishing Entities as of December 31, 2017 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) $ - $ - $ - $ 2,993 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, 2017 | |
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 |
ACQUISITIONS AND RECENT TRANSAC
ACQUISITIONS AND RECENT TRANSACTIONS | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
ACQUISITIONS AND RECENT TRANSACTIONS | NOTE 4. ACQUISITIONS AND RECENT TRANSACTIONS During the year ended December 31, 2017, we completed or entered into the following transactions: 2017 Debt Transactions On May 19, 2017, we closed on a private offering of $ 255.0 6.75 2024 30.0 5.0 7.5 In connection with the Refinancing, on May 19, 2017, we repaid $ 258.0 0.6 1.5 4.1 56,000 On February 28, 2017, we repaid $ 3.0 300.0 6,200 18,000 On January 30, 2017, we repaid $ 2.0 4,500 12,000 2017 Equity Transactions On December 7, 2017 0.0650 1.7 December 29, 2017 December 18, 2017 On September 12, 2017 0.0650 1.7 September 29, 2017 September 22, 2017 On August 9, 2017, a restricted stock award of 33,066 On June 1, 2017, we announced a quarterly equity distribution in the amount of $ 0.0650 1.7 On March 9, 2017, we announced a quarterly equity distribution in the amount of $ 0.0650 1.7 On February 24, 2017, a restricted stock award of a total of 178,592 restricted stock from the date of grant, including the right to vote the shares and to receive dividends. 2017 Acquisitions Broadcast On November 22, 2017, we closed on the acquisition of radio station WSPZ-AM (now WWRC-AM) in Bethesda, Maryland for $ 0.6 On September 15, 2017, we closed on the acquisition of real property, including the land, tower and broadcasting facilities, of radio station WSPZ-AM (now WWRC-AM) in Bethesda, Maryland for $ 1.5 13,000 On July 24, 2017 40,000 On June 28, 2017 40,000 On March 14, 2017 20,000 On March 1, 2017 45,000 On January 16, 2017 33,000 On January 6, 2017 20,000 2017 Acquisitions - Digital Media On August 31, 2017, we acquired the TeacherTube.com website and related assets for $ 1.1 On August 31, 2017, we acquired the Intelligence Report newsletter and related assets valued at $ 2.5 2.9 On July 6, 2017, we acquired the TradersCrux.com website and related assets for $ 0.3 0.1 On June 8, 2017, we acquired a Portuguese Bible mobile application and related assets for $ 65,000 20,000 On March 15, 2017, we acquired the website prayers-for-special-help.com and related assets for $ 0.2 Acquisition Date Description Total Cost (Dollars in thousands) November 22, 2017 WWRC-AM (formerly WSPZ-AM) in Bethesda, Maryland (business acquisition) $ 620 September 15, 2017 Real property of radio station WSPZ-AM in Bethesda, Maryland (business acquisition) 1,500 August 31, 2017 TeacherTube.com (business acquisition) 1,100 August 31, 2017 Intelligence Reporter newsletter (business acquisition) July 24, 2017 FM Translator construction permit, Eaglemount, Washington (asset acquisition) 40 July 6, 2017 TradersCrux.com (business acquisition) 298 June 28, 2017 FM Translator construction permit, Festus, Missouri (asset acquisition) 40 June 8, 2017 Portuguese Bible Mobile Applications (business acquisition) 82 March 15, 2017 Prayers for Special Help (business acquisition) 245 March 14, 2017 FM Translator construction permit, Quartz Site, Arizona (asset purchase) 20 March 1, 2017 FM Translator construction permit, Roseburg, Oregon (asset purchase) 45 January 16, 2017 FM Translator, Astoria, Oregon (asset purchase) 33 January 1, 2017 FM Translator construction permit, Mohave Valley, Arizona (asset purchase) 20 $ 4,043 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 assets acquired. 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. To date, we have not recorded adjustments to the 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. We recognized costs associated with acquisitions of $ 0.1 0.5 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 $ 3,972 Escrow deposits paid in prior years 35 Present value of estimated fair value of contingent earn-out consideration 36 Total purchase price consideration $ 4,043 Net Broadcast Net Digital Media Total Net Assets Acquired Assets Acquired Assets Acquired (Dollars in thousands) Assets Property and equipment $ 1,915 $ 479 $ 2,394 Broadcast licenses 389 389 Goodwill 14 810 824 Customer lists and contracts 314 314 Domain and brand names 647 647 Subscriber base and lists 2,316 2,316 Non-compete agreements 11 11 $ 2,318 $ 4,577 $ 6,895 Liabilities Deferred revenue $ (2,852) (2,852) $ 2,318 $ 1,725 $ 4,043 2017 Divestitures On December 28, 2017, we sold real property, including the land, tower and broadcasting facilities, of radio station WSPZ-AM (now WWRC-AM) in Bethesda, Maryland for $ 1.9 0.4 On June 1, 2017, we received $ 0.6 Due to operating results that did not meet management’s expectations, we ceased publishing Preaching Magazine 10,000 56,000 On January 3, 2017, Word Broadcasting began operating our Louisville radio stations (WFIA-AM; WFIA-FM; WGTK-AM) under a twenty-four month TBA. We received $ 0.5 Pending Transactions at December 31, 2017 On December 29, 2017, we entered into two Local Marketing Agreements (“LMA”) to program radio stations KPAM-AM and KKOV-AM in Portland, Oregon. We began operating the radio stations on January 2, 2018. The LMA’s have a 12-month term. On December 1, 2017, we entered into an agreement to sell radio station WQVN-AM (formerly WKAT-AM in Miami, Florida for $ 3.5 4.7 In August 2017, we received an escrow deposit under an agreement to sell land in Covina, California for $ 1.0 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 0.1 During the year ended December 31, 2016, we completed or entered into the following transactions: 2016 Debt Transactions On December 30, 2016, we paid $ 5.0 33,000 On November 30, 2016, we paid $ 1.0 6,900 On September 30, 2016, we paid $ 2.3 1.5 14,000 On June 30, 2016, we paid $ 1.2 0.4 3,400 On March 31, 2016, we paid the quarterly installment due of $ 0.8 On March 17, 2016, we paid $ 0.8 6,700 2016 Equity Transactions On December 7, 2016, we announced a quarterly equity distribution in the amount of $ 0.0650 1.7 December 31, 2016 December 19, 2016 On September 9, 2016, we announced a quarterly equity distribution in the amount of $ 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 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. In 2017 and 2018, the FCC opened application filing windows wherein AM stations that did not participate in the 250 Mile Windows described above could file an application for a new fill-in FM translator to be used permanently with that AM station. We filed applications in each of the application filing windows. 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, we closed on the acquisition of an FM translator in Aurora, Florida for $ 50,000 On December 31, 2016, we closed on the acquisition of an FM translator in Port St. Lucie, Florida for $ 50,000 On December 14, 2016, we closed on the acquisition of an FM translator in Rhinelander, Wisconsin for $ 50,000 On December 8, 2016, we closed on the acquisition of an FM translator in Little Fish Lake Valley, California for $ 44,000 On December 1, 2016, we closed on the acquisition of an FM translator in Lake Placid, Florida for $ 35,000 On November 22, 2016, we closed on the acquisition of two FM translator construction permits in Lahaina, Hawaii and Kihei, Hawaii for $ 110,000 On November 22, 2016 38,500 On November 21, 2016, we closed on the acquisition of an FM translator in Dansville, New York for $ 75,000 On November 21, 2016, we closed on the acquisition of an FM translator in Carbondale, Pennsylvania for $ 75,000 On November 11, 2016 50,000 On November 7, 2016, we closed on the acquisition of an FM translator in Sebring, Florida for $ 77,000 On October 20, 2016 190,000 On October 20, 2016 155,000 On October 19, 2016 65,000 On October 12, 2016, we closed on the acquisition of an FM translator in Lake City, Florida for $ 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 2016 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 1.1 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 2016 Acquisitions - Publishing On August 1, 2016, we acquired the assets of Hillcrest Media Group, Inc., including Mill City Press and Bookprinting.com, 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 Mill City Press and Bookprinting.com (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 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 2016 Divestitures On September 1, 2016, we received $ 0.7 On June 10, 2016, we received $ 2.5 1.9 |
CONTINGENT EARN-OUT CONSIDERATI
CONTINGENT EARN-OUT CONSIDERATION | 12 Months Ended |
Dec. 31, 2017 | |
Business Combination, Contingent Consideration, Liability [Abstract] | |
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. TradersCrux.com We acquired the TradersCrux.com website and related assets for $ 0.3 0.3 0.1 18,750 We review the fair value of the contingent earn-out consideration quarterly over the earn-out period to compare actual revenues achieved and projected to the estimated 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 31,000 Portuguese Bible Mobile Application We acquired a Portuguese Bible mobile application and related assets on June 8, 2017. We paid $ 65,000 20,000 16,500 We review the fair value of the contingent earn-out consideration quarterly over the earn-out period to compare actual revenues achieved and projected to the estimated revenues 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 of $ 20,000 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 reviewed 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 were reflected in our results of operations in the period they were 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 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 91,000 14,000 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 8.5 2.4 2.0 0.9 1.4 Year Ended December 31, 2017 Short-Term Long-Term Accrued Expenses Other Liabilities Total (Dollars in thousands) Beginning Balance as of January 1, 2017 $ 66 $ $ 66 Acquisitions 36 36 Accretion of acquisition-related contingent earn-out consideration 4 4 Change in the estimated fair value of contingent earn-out consideration (23) (23) Reclassification of payments due in next 12 months to short-term Payments (14) (14) Ending Balance as of December 31, 2017 $ 69 $ $ 69 Year 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 |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2017 | |
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. The following table provides details of inventory on hand by segment: As of December 31, 2016 2017 (Dollars in thousands) Regnery Publishing book inventories $ 2,473 $ 2,038 Reserve for obsolescence Regnery Publishing (2,104) (1,621) Inventory, net - Regnery Publishing 369 417 Wellness products $ 423 $ 349 Reserve for obsolescence Wellness products (122) (36) Inventory, net - Wellness products 301 313 Consolidated inventories, net $ 670 $ 730 |
BROADCAST LICENSES
BROADCAST LICENSES | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
BROADCAST LICENSES | NOTE 7. BROADCAST LICENSES Year Ended December 31, 2016 2017 (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment $ 492,032 $ 494,058 Accumulated loss on impairment (99,001) (105,541) Balance, beginning of period after cumulative loss on impairment 393,031 388,517 Acquisitions of radio stations 74 191 Acquisitions of FM translators and construction permits 1,645 198 Capital projects to improve broadcast signal and strength 307 5 Sale of WQVN-AM (formerly WKAT-AM) - (7,997) Impairments based on the estimated fair value of broadcast licenses (6,540) Balance, end of period before cumulative loss on impairment $ 494,058 $ 486,455 Accumulated loss on impairment (105,541) (105,541) Balance, end of period after cumulative loss on impairment $ 388,517 $ 380,914 |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL | NOTE 8. GOODWILL Year Ended December 31, 2016 2017 (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment, $ 26,560 $ 27,642 Accumulated loss on impairment (1,997) (2,029) Balance, beginning of period after cumulative loss on impairment 24,563 25,613 Acquisitions of radio stations 14 Acquisitions of digital media entities 237 810 Acquisitions of publishing entities 845 Sale of income generating broadcast business (13) Impairments based on the estimated fair value (32) Balance, end of period before cumulative loss on impairment 27,642 28,453 Accumulated loss on impairment (2,029) (2,029) Ending period balance $ 25,613 $ 26,424 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 9. PROPERTY AND EQUIPMENT As of December 31, 2016 2017 (Dollars in thousands) Land $ 32,402 $ 32,320 Buildings 29,070 28,962 Office furnishings and equipment 37,386 37,583 Office furnishings and equipment under capital lease obligations 228 244 Antennae, towers and transmitting equipment 84,144 85,632 Antennae, towers and transmitting equipment under capital lease obligations 795 795 Studio, production and mobile equipment 28,668 29,697 Computer software and website development costs 20,042 24,477 Record and tape libraries 27 27 Automobiles 1,373 1,385 Leasehold improvements 14,696 19,003 Construction-in-progress 9,983 4,075 $ 258,814 $ 264,200 Less accumulated depreciation (156,024) (164,720) $ 102,790 $ 99,480 Depreciation expense was approximately $ 12.4 12.2 12.4 93,000 96,000 108,000 755,000 662,000 566,000 |
AMORTIZABLE INTANGIBLE ASSETS
AMORTIZABLE INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
Intangible Assets Disclosure [Abstract] | |
AMORTIZABLE INTANGIBLE ASSETS | NOTE 10. AMORTIZABLE INTANGIBLE ASSETS As of December 31, 2017 Accumulated Cost Amortization Net (Dollars in thousands) Customer lists and contracts $ 22,865 $ (20,888) $ 1,977 Domain and brand names 20,109 (14,650) 5,459 Favorable and assigned leases 2,379 (2,028) 351 Subscriber base and lists 8,797 (4,701) 4,096 Author relationships 2,771 (2,237) 534 Non-compete agreements 2,029 (1,342) 687 Other amortizable intangible assets 1,333 (1,333) $ 60,283 $ (47,179) $ 13,104 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 4.6 5.1 5.3 Year ended December 31, Amortization Expense (Dollars in thousands) 2018 $ 4,576 2019 4,006 2020 2,714 2021 1,159 2022 435 Thereafter 214 Total $ 13,104 |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2017 | |
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. 6.75% Senior Secured Notes On May 19, 2017, we issued in a private placement the Notes, which were guaranteed on a senior secured basis by our existing subsidiaries (the “Subsidiary Guarantors”). The Notes bear interest at a rate of 6.75 The Notes and the ABL Facility are secured by liens on substantially all of our and the Subsidiary Guarantors’ assets, other than certain excluded assets. The ABL Facility has a first-priority lien on our and the Subsidiary Guarantor’s accounts receivable, inventory, deposit and securities accounts, certain real estate and related assets (the “ABL Priority Collateral”). The Notes are secured by a first-priority lien on substantially all other assets of ours and the Subsidiary Guarantors (the “Notes Priority Collateral”). There is no direct lien on our Federal Communications Commission (“FCC”) licenses to the extent prohibited by law or regulation. We may redeem the Notes, in whole or in part, at any time on or after June 1, 2020 at a price equal to 100 35 106.75 10 103 The indenture relating to the Notes (the “Indenture”) contains covenants that, among other things and subject in each case to certain specified exceptions, limit our ability and the ability of our restricted subsidiaries to: (i) incur additional debt; (ii) declare or pay dividends, redeem stock or make other distributions to stockholders; (iii) make investments; (iv) create liens or use assets as security in other transactions; (v) merge or consolidate, or sell, transfer, lease or dispose of substantially all of our assets; (vi) engage in transactions with affiliates; and (vii) sell or transfer assets. The Indenture provides for the following events of default (each, an “Event of Default”): (i) default in payment of principal or premium on the Notes at maturity, upon repurchase, acceleration, optional redemption or otherwise; (ii) default for 30 days in payment of interest on the Notes; (iii) the failure by us or certain restricted subsidiaries to comply with other agreements in the Indenture or the Notes, in certain cases subject to notice and lapse of time; (iv) the failure of any guarantee by certain significant Subsidiary Guarantors to be in full force and effect and enforceable in accordance with its terms, subject to notice and lapse of time; (v) certain accelerations (including failure to pay within any grace period) of other indebtedness of ours or any restricted subsidiary if the amount accelerated (or so unpaid) is at least $15 million; (vi) certain judgments for the payment of money in excess of $15 million; (vii) certain events of bankruptcy or insolvency with respect to us or any significant subsidiary; and (vii) certain defaults with respect to any collateral having a fair market value in excess of $15 million. 25 We are required to pay $ 17.2 1.4 We incurred debt issuance costs of $ 6.3 0.6 Asset-Based Revolving Credit Facility On May 19, 2017, the Company also entered into the ABL Facility pursuant to a Credit Agreement (the “Credit Agreement”) by and among us, as a borrower, our subsidiaries party thereto, as borrowers, Wells Fargo Bank, National Association, as administrative agent and lead arranger, and the lenders that are parties thereto. We used the proceeds of the ABL Facility, together with the net proceeds from the Notes offering, to repay outstanding borrowings under our previously existing senior credit facilities, and related fees and expenses. Going forward, the proceeds of the ABL Facility will be used to provide ongoing working capital and for other general corporate purposes (including permitted acquisitions). The ABL Facility is a five-year $ 30.0 5.0 7.5 0.50 1.00 1.50 2.00 2.00 0.25 0.375 The ABL Facility is secured by a first-priority lien on the ABL Priority Collateral and by a second-priority lien on the Notes Priority Collateral. There is no direct lien on the Company’s FCC licenses to the extent prohibited by law or regulation (other than the economic value and proceeds thereof). The Credit Agreement includes a springing fixed charge coverage ratio of 1.0 to 1.0, which is tested during the period commencing on the last day of the fiscal month most recently ended prior to the date on which Availability (as defined in the Credit Agreement) is less than the greater of 15% of the Maximum Revolver Amount (as defined in the Credit Agreement) and $ 4.5 The Credit Agreement provides for the following events of default: (i) default for non-payment of any principal or letter of credit reimbursement when due or any interest, fees or other amounts within five days of the due date; (ii) the failure by any borrower or any subsidiary to comply with any covenant or agreement contained in the Credit Agreement or any other loan document, in certain cases subject to applicable notice and lapse of time; (iii) any representation or warranty made pursuant to the Credit Agreement or any other loan document is incorrect in any material respect when made; (iv) certain defaults of other indebtedness of any borrower or any subsidiary of indebtedness of at least $10 million; (v) certain events of bankruptcy or insolvency with respect to any borrower or any subsidiary; (vi) certain judgments for the payment of money of $10 million or more; (vii) a change of control; and (viii) certain defaults relating to the loss of FCC licenses, cessation of broadcasting and termination of material station contracts. We incurred debt issue costs of $ 0.7 0.2 3.64 We report outstanding balances on the ABL Facility as short-term regardless of the maturity date based on use of the ABL Facility to fund ordinary and customary operating cash needs with frequent repayments. We believe that our borrowing capacity under the ABL Facility allows us to meet our ongoing operating requirements, fund capital expenditures and satisfy our debt service requirements for at least the next twelve months. Prior Term Loan B and Revolving Credit Facility Our prior credit facility consisted of a term loan of $ 300.0 25.0 298.5 74,000 206,000 188,000 The Term Loan B had a term of seven years, maturing in March 2020. On May 19, 2017, we used the net proceeds of the Notes and a portion of the ABL Facility to fully repay amounts outstanding under the Term Loan B of $ 258.0 4.1 2.1 1.5 0.6 Date Principal Paid Unamortized Discount (Dollars in Thousands) May 19, 2017 $ 258,000 $ 550 February 28, 2017 3,000 6 January 30, 2017 2,000 5 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 Debt issuance costs were amortized to non-cash interest expense over the life of the Term Loan B using the effective interest method. For the year ended December 31, 2017, 2016 and 2015, approximately $ 203,000 562,000 558,000 Debt issuance costs associated with the Revolver were recorded as an asset in accordance with ASU 2015-15. The costs were 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 Summary of long-term debt obligations As of December 31, 2016 2017 (Dollars in thousands) 6.75% Senior Secured Notes $ $ 255,000 Less unamortized debt issuance costs based on imputed interest rate of 7.08% (5,774) 6.75% Senior Secured Notes net carrying value 249,226 Asset-Based Revolving Credit Facility principal outstanding 9,000 Term Loan B principal amount 263,000 Less unamortized discount and debt issuance costs based on imputed interest rate of 4.78% (2,371) Term Loan B net carrying value 260,629 Revolver principal outstanding 477 Capital leases and other loans 568 462 Long-term debt and capital lease obligations less unamortized debt issuance costs 261,674 258,688 Less current portion (590) (9,109) Long-term debt and capital lease obligations less unamortized debt issuance costs, net of current portion $ 261,084 $ 249,579 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, 2017: · Outstanding borrowings of $ 9.0 0.50 1.00 1.50 2.00 · $ 255.0 6.75 · Commitment fee of 0.25 0.375 Other Debt We have several capital leases related to office equipment. The obligation recorded at December 31, 2017 and December 31, 2016 represents the present value of future commitments under the capital lease agreements. Maturities of Long-Term Debt and Capital Lease Obligations Amount For the Year Ended December 31, (Dollars in thousands) 2018 $ 9,109 2019 107 2020 110 2021 125 2022 11 Thereafter 255,000 $ 264,462 |
FAIR VALUE MEASUREMENTS AND DIS
FAIR VALUE MEASUREMENTS AND DISCLOSURES | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS AND DISCLOSURES | NOTE 12. FAIR VALUE MEASUREMENTS AND DISCLOSURES FASB ASC Topic 820 Fair Value Measurements and Disclosures, • Level 1 Inputs quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date; • Level 2 Inputs inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified (contractual) term, a Level 2 input must be observable for substantially the full term of the asset or liability; and • Level 3 Inputs unobservable inputs for the asset or liability. These unobservable inputs reflect the entity’s own assumptions about the assumptions that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances (which might include the reporting entity’s own data). As of December 31, 2017, 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 amount of the Notes at December 31, 2017 was $ 255.0 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 December 31, 2017 Carrying Value on Fair Value Measurement Category Balance Sheet Level 1 Level 2 Level 3 (Dollars in thousands) Assets Estimated fair value of other indefinite-lived intangible assets 313 313 Liabilities: Estimated fair value of contingent earn-out consideration included in accrued expenses 69 69 Long-term debt and capital lease obligations less unamortized debt issuance costs 258,688 258,688 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2017 | |
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. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a corporate tax rate decrease from 35% to 21 For financial reporting purposes, we recorded a valuation allowance of $ 6.2 6.0 0.2 4.5 4.2 0.3 1.6 The consolidated provision for (benefit from) income taxes is as follows: Year Ended December 31, 2015 2016 2017 (Dollars in thousands) Current: Federal $ $ $ State 249 229 63 249 229 63 Deferred: Federal 6,234 4,938 (21,167) State 212 (595) 234 6,446 4,343 (20,933) Provision for (benefit from) income taxes $ 6,695 $ 4,572 $ (20,870) As of December 31, 2016 2017 (Dollars in thousands) Deferred tax assets: Financial statement accruals not currently deductible $ 9,324 $ 6,220 Net operating loss, AMT credit and other carryforwards 71,215 55,720 State taxes 87 103 Other 740 2,191 Total deferred tax assets 81,366 64,234 Valuation allowance for deferred tax assets (4,487) (6,154) Net deferred tax assets $ 76,879 $ 58,080 Deferred tax liabilities: Excess of net book value of property and equipment and software for financial reporting purposes over tax basis $ 2,096 $ 1,218 Excess of net book value of intangible assets for financial reporting purposes over tax basis 128,988 89,898 Interest rate swap (193) Unrecognized tax benefits Other 45 Total deferred tax liabilities 130,891 91,161 Net deferred tax liabilities $ (54,012) $ (33,081) As of December 31, 2016 2017 (Dollars in thousands) Deferred income tax asset per balance sheet $ 9,411 $ 1,070 Deferred income tax liability per balance sheet (63,423) (34,151) $ (54,012) $ (33,081) Year Ended December 31, 2015 2016 2017 (Dollars in thousands) Statutory federal income tax rate (at 35%) $ 6,246 $ 4,706 $ 1,321 Effect of state taxes, net of federal 458 (486) (1,207) Permanent items 445 266 458 State rate change 23 (1,664) (179) Valuation allowance (181) 1,763 1,667 Tax Cuts and Jobs Act of 2017 (23,000) Other, net (296) (13) 70 Provision for income taxes $ 6,695 $ 4,572 $ (20,870) At December 31, 2017, we had net operating loss carryforwards for federal income tax purposes of approximately $ 153.1 2020 790.4 2018 2037 6.2 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 may 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, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 14. 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 $ 20.3 19.8 19.1 Related Parties Other Total (Dollars in thousand) 2018 $ 1,048 $ 12,101 $ 13,149 2019 790 11,249 12,039 2020 806 10,701 11,507 2021 794 9,202 9,996 2022 919 7,498 8,417 Thereafter 5,657 27,420 33,077 $ 10,014 $ 78,171 $ 88,185 |
STOCK INCENTIVE PLAN
STOCK INCENTIVE PLAN | 12 Months Ended |
Dec. 31, 2017 | |
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 Under the Plan, the Board, or a committee appointed by the Board, may impose restrictions on the exercise of 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 Improvements to Employee Share-Based Payment Accounting Year Ended December 31, 2015 2016 2017 (Dollars in thousands) Stock option compensation expense included in unallocated corporate expenses $ 474 $ 378 $ 153 Restricted stock shares compensation expense included in unallocated corporate expenses 34 24 1,100 Stock option compensation expense included in broadcast operating expenses 130 85 33 Restricted stock shares compensation expense included in broadcast operating expenses 224 Stock option compensation expense included in digital media operating expenses 92 60 30 Restricted stock shares compensation expense included in digital media operating expenses 124 Stock option compensation expense included in publishing operating expenses 41 35 21 Restricted stock shares compensation expense included in publishing operating expenses 36 Total stock-based compensation expense, pre-tax $ 771 $ 582 $ 1,721 Tax expense from stock-based compensation expense (308) (233) (688) Total stock-based compensation expense, net of tax $ 463 $ 349 $ 1,033 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 our 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 stock, which have been granted periodically 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 common 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 have used historical data to estimate future forfeiture rates to apply against the gross amount of compensation expense determined using the valuation model. These estimates have approximated our actual forfeiture rates. There were no stock options granted during the year ended December 31, 2017. Year Ended December 31, 2015 2016 Expected volatility 52.37 % 47.03 % Expected dividends 4.28 % 5.36 % Expected term (in years) 3.0 7.4 Risk-free interest rate 0.85 % 1.64 % Options Shares Weighted Average Weighted Average Weighted Average Aggregate 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 Outstanding at January 1, 2016 1,581,123 $ 4.87 $ 3.39 4.3 years $ 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 601,557 $ 4.80 $ 3.15 5.6 years $ 700 Outstanding at January 1, 2017 1,720,000 $ 5.12 $ 2.89 4.5 years $ 2,428 Granted Exercised (127,663) 4.02 2.03 401 Forfeited or expired (163,875) 5.75 2.99 136 Outstanding at December 31, 2017 1,428,462 $ 5.20 $ 2.96 3.7 years $ 653 Exercisable at December 31, 2017 934,959 5.66 3.77 2.7 years 414 Expected to Vest 468,581 $ 5.21 $ 2.98 3.7 years $ 239 The aggregate intrinsic value represents the difference between the company’s closing stock price on December 31, 2017 of $ 4.50 0.9 1.1 1.5 As of December 31, 2017, there was $ 0.3 1.5 On August 9, 2017, a restricted stock award of 33,066 The fair value of the restricted stock award was measured based on the grant date market price of our common shares and expensed as of the vesting date. The restricted stock award contained transfer restrictions under which they could not be sold, pledged, transferred or assigned until 90 days from the vesting date. The recipient of this restricted stock award is entitled to all of the rights of absolute ownership of the restricted stock from the date of grant, including the right to vote the shares and to receive dividends. On February 24, 2017, a restricted stock award of a total of 178,592 restricted stock from the date of grant including the right to vote the shares and to receive dividends. 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. Restricted Stock Awards Shares Weighted Average Grant Date Weighted Average Remaining Aggregate Intrinsic Non-Vested at January 1, 2016 10,000 $ 5.83 0.2 years $ 40 Granted Lapse of restrictions (10,000) (5.83) 52 Forfeited or expired Outstanding at December 31, 2016 $ $ Restricted Stock Awards Shares Weighted Average Grant Date Weighted Average Remaining Aggregate Intrinsic Non-Vested at January 1, 2017 $ years $ Granted 211,658 7.01 1,484 Lapse of restrictions (211,658) (7.01) 1,488 Forfeited or expired Outstanding at December 31, 2017 $ $ 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 - $3.37 351,370 3.2 $ 2.65 215,370 $ 2.59 $3.38 - $4.42 4,250 2.2 3.99 4,250 3.99 $4.43 - $4.85 428,292 5.7 4.85 83,039 4.85 $4.86 - $6.65 61,000 1.3 5.35 57,250 5.38 $6.66 - $7.54 553,550 2.7 6.92 553,550 6.92 $7.55 - $8.76 30,000 3.8 8.37 21,500 8.38 1,428,462 3.7 $ 5.20 934,959 $ 5.66 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2017 | |
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% of any class of our stock, immediate family members of any of the foregoing, and any entity in which any of the foregoing persons is employed or is a general partner or principal or in which the person has a 10% or greater beneficial ownership interest. The policy covers material transactions in which a related party had, has or will have a direct or indirect interest. On November 22, 2017, we closed on the acquisition of radio station WSPZ-AM (now WWRC-AM) in Bethesda, Maryland for $ 0.6 During the year ended December 31, 2017, we paid approximately $ 21,000 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. During the year ended December 31, 2017, we paid approximately $ 0.5 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 2017, 2016 and 2015 amounted to $ 191,000 185,000 180,000 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 2017, 2016 and 2015 amounted to $ 1.5 1.5 1.3 On September 15, 2017, we entered a lease with AM 570, LLC, a company owned by Edward G. Atsinger III, Chief Executive Officer and Stuart W. Epperson, Chairman of the Board for land, tower and broadcasting facilities, of radio station WSPZ-AM (now WWRC-AM) in Bethesda, Maryland. Our Nominating and Corporate Governance Committee reviewed the 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. We sold the related land, tower and broadcasting facility to an unrelated third party on December 28, 2017. The unrelated third party assumed the existing income generating leases acquired with the broadcast tower, including the AM 570 LLC lease. 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 2017, 2016 and 2015, the company billed Truth For Life approximately $ 2.1 2.2 2.2 0.2 Know the Truth - Mr. Riddle Know the Truth is a non-profit organization that is a customer of Salem Media Group, Inc. During 2017, 2016 and 2015, the company billed Know the Truth approximately $ 1.2 0.4 0.4 0.7 0.2 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 2017 and 2016, the company billed The Truth Network approximately $ 11,000 3,000 4,000 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 1.4 1.0 0.6 2.8 2.6 2.5 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 2017, 2016 and 2015 amounted to approximately $ 217,000 301,000 133,000 |
DEFINED CONTRIBUTION PLAN
DEFINED CONTRIBUTION PLAN | 12 Months Ended |
Dec. 31, 2017 | |
DEFINED CONTRIBTION PLAN [Abstract] | |
DEFINED CONTRIBTION PLAN | NOTE 17. DEFINED CONTRIBUTION 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 |
EQUITY TRANSACTIONS
EQUITY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2017 | |
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 1.7 0.6 0.8 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 requirements, and other factors. Any future distributions are likely to be comparable to prior declarations unless there are changes in expected future earnings, cash flows, financial and legal requirements. Announcement Date Payment Date Amount Per Share Cash Distributed December 7, 2017 December 29, 2017 $ 0.0650 $ 1,701 September 12, 2017 September 29, 2017 $ 0.0650 $ 1,701 June 1, 2017 June 30, 2017 $ 0.0650 $ 1,697 March 9, 2017 March 31, 2017 $ 0.0650 $ 1,691 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 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, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY RESULTS OF OPERATIONS | NOTE 19. QUARTERLY RESULTS OF OPERATIONS (UNAUDITED): March 31 June 30 September 30 December 31 2016 2017 2016 2017 2016 2017 2016 2017 (Dollars in thousands, except per share data) Total revenue $ 64,575 $ 64,980 $ 67,779 $ 66,112 $ 71,272 $ 65,433 $ 70,695 $ 67,211 Operating income 6,083 4,819 9,702 8,619 8,835 5,005 3,458 4,531 Net income (loss) $ 353 $ 1,060 $ 3,356 $ 1,272 $ 2,192 $ (46) $ 2,972 $ 22,358 Basic earnings per share Class A and Class B common stock $ 0.01 $ 0.04 $ 0.13 $ 0.05 $ 0.08 $ $ 0.11 $ 0.85 Diluted earnings per share Class A and B Class common stock $ 0.01 $ 0.04 $ 0.13 $ 0.05 $ 0.08 $ $ 0.11 $ 0.85 Weighted average Class A and Class B shares outstanding basic 25,485,234 25,901,801 25,551,445 26,062,403 25,815,242 26,144,796 25,826,230 26,166,769 Weighted average Class A and Class B shares outstanding diluted 25,802,958 26,290,926 26,052,649 26,593,366 26,183,182 26,144,796 26,101,172 26,378,260 |
SEGMENT DATA
SEGMENT DATA | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT DATA | NOTE 20. SEGMENT DATA FASB ASC Topic 280, Segment Reporting 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. composition of our operating s Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Year Ended December 31, 2017 Net revenue $ 196,197 $ 43,096 $ 24,443 $ $ 263,736 Operating expenses 145,494 33,675 24,475 16,255 219,899 Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration and (gain) loss on the sale or disposal of assets $ 50,703 $ 9,421 $ (32) $ (16,255) $ 43,837 Depreciation 7,754 3,166 644 805 12,369 Amortization 56 3,414 1,121 2 4,593 Impairment of indefinite-lived long-term assets other than goodwill 19 19 Change in estimated fair value of contingent earn-out consideration (23) (23) (Gain) loss on the sale or disposal of assets 3,898 (5) 12 3,905 Operating income (loss) $ 38,995 $ 2,864 $ (1,811) $ (17,074) $ 22,974 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 and (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 and (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 Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) As of December 31, 2017 Inventories, net $ $ 313 $ 417 $ $ 730 Property and equipment, net 83,901 6,173 1,281 8,125 99,480 Broadcast licenses 380,914 380,914 Goodwill 3,581 20,947 1,888 8 26,424 Other indefinite-lived intangible assets 313 313 Amortizable intangible assets, net 351 9,801 2,947 5 13,104 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 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 21. SUBSEQUENT EVENTS On January 3, 2018, we entered an agreement to sell radio station WBIX-AM in Boston, Massachusetts for $ 0.7 On February 28, 2018, we announced a quarterly equity distribution in the amount of $ 0.0650 On March 1, 2018, we entered an APA to acquire radio station KZTS-FM in Little Rock, Arkansas for $1.1 million 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, 2017 | |
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 specializing in Christian and conservative content. Our media properties include radio broadcasting, digital media, and publishing entities. 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 radio broadcasting, which includes 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 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; BibleStudyTools.com, Crosswalk.com®, GodVine.com, iBelieve.com, GodTube.com, OnePlace.com, Christianity.com, GodUpdates.com, CrossCards.com, ChristianHeadlines.com, LightSource.com, AllCreated.com, ChristianRadio.com, CCMmagazine.com, SingingNews.com and SouthernGospel.com and our conservative opinion websites; collectively known as Townhall Media, include Townhall.com, HotAir.com, Twitchy.com, RedState.com, BearingArms.com, HumanEvents.com, and ConservativeRadio.com. We also publish digital newsletters through Eagle Financial Publications, which provide market analysis and non-individualized investment strategies from financial commentators on a subscription basis. Our church e-commerce websites, including SermonSearch.com, ChurchStaffing.com, WorshipHouseMedia.com, SermonSpice.com, WorshipHouseKids.com, Preaching.com, ChristianJobs.com and Youthworker.com, offer a variety of digital resources including videos, song tracks, sermon archives and job listings to pastors and Church leaders. E-commerce also includes Eagle Wellness, which sells nutritional supplements. Our web content is accessible through all of our radio station websites that feature content of interest to local audiences throughout the United States. Our publishing operating segment includes three businesses: (1) Regnery Publishing, 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, a self-publishing service for authors through Xulon Press, Mill City Press and Bookprinting.com; and (3) Singing News ® |
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 amounts due to us from our customers from revenue generating activities. Our receivables are recorded at the invoiced amount 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 that are adjusted quarterly to exclude unearned or cancellable contracts. |
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 collection efforts have been exhausted, 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 record a provision to expense the balance of unsold inventory that we believe to be unrecoverable. We review 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 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 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 the 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 | 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 3.7 2.3 2.2 2.8 2.5 2.4 |
Amortizable Intangible Assets | Category Estimated Life Customer lists and contracts Lesser of 5 years or the 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 1 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 |
Broadcast Licenses | 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 3.5 We account for broadcast licenses in accordance with FASB ASC Topic 350 IntangiblesGoodwill and Other 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, defined as 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. If the results of our qualitative assessment indicate that the fair value of a reporting unit is less than its carrying value, we perform a quantitative review of the reporting unit. We engage an independent third-party appraisal and valuation firm to assist us with determining the enterprise value as part of this quantitative review. |
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 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 ended December 31, 2017. 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. The entity level is the level reviewed by management for which discrete financial information is available. One of our five networks has goodwill associated with it as of our annual testing period ended December 31, 2017. 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, and Eagle Financial Publications. The financial statements for Salem Web Network reflect the operating results and cash flows for our Christian content websites and our church product websites. The financial statements for Townhall.com reflect the operating results for each of our conservative opinion websites. Eagle Financial Publications include our investing websites and related digital publications. The unit of accounting we use to test goodwill in our publishing segment is the entity level, which includes Regnery Publishing and Salem Author Services. Regnery Publishing is a book publisher based in Washington DC, that operates from a stand-alone facility under one general manager, with operating results and cash flows of reported at the entity level. Salem Author Services operates from a stand-alone facility in Orlando, Florida under one general manager who is responsible for the 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, including goodwill, 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 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 results of our qualitative assessment indicate that the fair value of a reporting unit is less than its carrying value, we perform a quantitative review of the reporting unit. We engage an independent third-party appraisal and valuation firm to assist us with determining the enterprise value as part of this quantitative review. |
Other Indefinite-Lived Intangible Assets | 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 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. 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 the purchase price allocations represent the appropriate estimated fair value of the assets acquired and we have not had to modify our purchase price allocations. We estimate the economic life of each tangible and intangible asset acquired to determine the period of time in which the asset should be depreciated or amortized. A considerable amount of judgment is required in assessing the economic life of each asset. We consider our own experience with similar assets, industry trends, market conditions and the age of the property at the time of our acquisition to estimate the economic life of each asset. If the financial condition of the assets were to deteriorate, the resulting change in life or impairment of the asset could cause a material impact and volatility in our operating results. To date, we have not experienced changes in the economic life established for each major category of our assets. 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 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. We recorded a net decrease to our estimated contingent earn-out liabilities of $ 23,000 689,000 |
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. |
Revenue Recognition for Multiple-Deliverables | Revenue Recognition for 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, 2017, 2016 and 2015 was approximately $ 5.8 5.4 6.1 5.6 5.3 5.9 0.1 42,000 0.1 0.1 34,000 0.1 |
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 | Costs of media advertising and associated production costs are expensed as incurred and amounted to approximately $ 12.0 12.3 11.3 |
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 15.5 15.3 14.8 Deferred rental revenue was $ 4.3 |
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 we pay 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. Any projection of losses concerning our liability is subject to a high degree of variability. Among the causes of this variability are 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 $ 0.7 0.8 Year Ended December 31, 2016 2017 (Dollars in thousands) Balance, beginning of period $ 676 $ 783 Self-funded costs 9,526 9,735 Claims paid (9,419) (9,771) Ending period balance $ 783 $ 747 |
Derivative Instruments | Derivative Instruments We are exposed to market risk from changes in interest rates. primarily for the purpose of reducing the impact of changing interest rates on our variable rate debt and to reduce the impact of changing fair market values on our fixed rate debt Under FASB ASC Topic 815, Derivatives and Hedging, On March 27, 2013, we entered into an interest rate swap agreement with Wells Fargo that began on March 28, 2014 with a notional principal amount of $ 150.0 0.625 March 28, 2019 1.645 0.8 December 31, 2016 December 31, 2017 (Dollars in thousands) Fair value of interest rate swap $ 514 $ On May 19, 2017, we entered into a new senior credit facility, which is an asset-based revolving credit facility (“ABL Facility”). The ABL Facility is a five-year $ 30.0 1.50 2.0 0.50 1.0 0.25 0.375 |
Fair Value Measurements and Disclosures | Fair Value Measurements and Disclosures As of December 31, 2017, 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 the ABL approximates fair value as the related interest rates approximate rates currently available to the company. The carrying amount of the Notes at December 31, 2017 was $ 255.0 |
Long-term Debt and Debt Covenant Compliance | Long-term Debt and Debt Covenant Compliance Our classification of outstanding borrowings on our Notes as long-term debt on our balance sheet is based on our assessment that, under the Indenture 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 Notes have a term of seven years, maturing on June 1, 2024 100 June 1, 2020 35 June 1, 2020 106.75 10 June 1, 2020 103 We report outstanding balances on the ABL Facility as short-term regardless of the maturity date based on use of the ABL Facility to fund ordinary and customary operating cash needs with frequent repayments. 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 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 On May 19, 2017, we closed on a private offering of $ 255.0 6.75 2024 5.0 7.5 We incurred debt issuance costs of $ 6.3 0.7 |
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 $ 6.2 6.0 0.2 4.5 4.2 0.3 On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a corporate tax rate decrease from 35 21 The SEC issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of US GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Act. SAB 118 summarizes a three-step process to be applied at each reporting period to account for and qualitatively disclose: (1) the effects of the change in tax law for which accounting is complete; (2) provisional amounts (or adjustments to provisional amounts) for the effects of the tax law where accounting is not complete, but that a reasonable estimate has been determined; and (3) a reasonable estimate cannot yet be made and therefore taxes are reflected in accordance with law prior to the enactment of the Tax Cuts and Jobs Act. Amounts recorded where we consider accounting to be complete for the year ended December 31, 2017 principally relate to the reduction in the U.S. corporate income tax rate to 21%, which resulted in the recording of an income tax benefit of $ 23.0 Other significant provisions that are not yet effective but may impact income taxes in future years include include limitations on the current deductibility of net interest expense, limitation of net operating losses generated after fiscal 2018 to 80 |
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 the year ended December 31, 2017, we did not have any material unrecognized tax benefits recorded. During the year ended December 31, 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) Loss on the Sale or Disposal of Assets | (Gain) 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 3.9 4.7 77,000 2,000 0.5 0.4 16,000 During the year ended December 31, 2016, we recorded a $ 1.9 1.9 0.7 0.4 During the year ended December 31, 2015, we recorded a $ 0.2 0.2 |
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 1,428,462 1,720,000 1,581,123 814,556 795,378 589,437 Year Ended December 31, 2015 2016 2017 Weighted average shares 25,426,732 25,669,538 26,068,942 Effect of dilutive securities - stock options 461,087 365,452 366,815 Weighted average shares adjusted for dilutive securities 25,887,819 26,034,990 26,435,757 |
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. A VIE is consolidated in the financial statements if 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, 2017, 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, 2017, 2016 and 2015, 36.8 38.3 39.2 15.4 19.3 15.1 20.8 14.7 24.5 |
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 include the reclassification of land held for sale from current assets to long-term assets based on the APA term that exceeds twelve months. |
Out-of-Period Adjustment | 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 In evaluating the adjustment, we referred to the 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. |
Revision of Prior Period Consolidated Financial Statements | We identified an adjustment related to the accounting for deferred taxes associated with non-qualified stock options that were voluntarily surrendered or forfeited. These forfeitures should have been adjusted to the deferred tax assets with a corresponding entry to Additional Paid In Capital (“APIC”) or retained earnings if there was not a sufficient amount of excess tax benefits within APIC (“pool”) to absorb. The impact primarily resulted from a voluntary surrender of 1,741,854 In order to assess materiality with respect to the adjustments, we considered SAB 99, Materiality Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements December 31, 2014 As Reported Adjustment As Revised (in thousands) Additional Paid In Capital $ 240,493 $ (1,079) $ 239,414 Retained Earnings (Accumulated Deficit) (2,770) (1,447) (4,217) Total Stockholders' Equity 203,994 (2,526) 201,468 December 31, 2015 As Reported Adjustment As Revised (in thousands) Additional Paid In Capital 241,780 (1,153) 240,627 Retained Earnings (Accumulated Deficit) 1,768 (1,447) 321 Total Stockholders' Equity 209,821 (2,600) 207,221 December 31, 2016 As Reported Adjustment As Revised (in thousands) Deferred Income Tax Liability $ 60,769 $ 2,654 $ 63,423 Total Liabilities 376,422 2,654 379,076 Additional Paid In Capital 243,607 (1,207) 242,400 Retained Earnings (Accumulated Deficit) 3,963 (1,447) 2,516 Total Stockholders' Equity 213,846 (2,654) 211,192 In considering if we should amend previously filed 2016 Form 10-K and 2017 Form 10-Q’s, our evaluation of SAB 99 considered that the aggregate impact of the adjustment did not impact our net income or loss before income taxes, was not material to our operating results, had no impact on operating cash flows, and had an insignificant impact on the Consolidated Balance Sheets. In aggregate, we do not believe it is probable that the views of a reasonable investor would have changed by this adjustment in each of the consolidated financial statements to warrant an amendment. Accordingly, the adjustment was made to the December 31, 2016 Consolidated Balance Sheet and the December 31, 2014 balances in the Consolidated Statement of Changes in Stockholders’ Equity as described above using the SAB 108 approach. The cumulative adjustment was recorded as a decrease of $2.7 million in deferred tax assets, which is presented as an increase in deferred tax liabilities, with a corresponding decrease in APIC of $ 1.2 1.5 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Changes to accounting principles are established by the FASB in the form of Accounting Standards Updates (“ASU”) 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 2018, the FASB issued ASU 2018-03, Technical Corrections and Improvements to Financial Instruments-Overall (Subtopic 825-10) We do not expect on our In February 2018, the FASB issued ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220) Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income In January 2018, the FASB issued ASU 2018-01, Leases (Topic 842) Land Easement Practical Expedient for Transition to Topic 842. In December 2017, the Securities and Exchange Commission (“SEC”) issued guidance under Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act In November 2017, the FASB issued ASU 2017-14, Income Statement Reporting Comprehensive Income (Topic 220), Revenue Recognition (Topic 605), and Revenue from Contracts with Customers (Topic 606) In September 2017, the FASB issued ASU 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases ( In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities We do not expect on our In May 2017, the FASB issued ASU 2017-09, Compensation Stock Compensation (Topic 718) Scope of Modification Accounting, We do not expect on our In March 2017, the FASB issued ASU 2017-08, Receivables Nonrefundable Fees and Other Costs (Subtopic 310-20), Premium on Purchased Callable Debt Securities We do not expect on our In February 2017, the FASB issued ASU 2017-05, Other Income Gains and Losses from the Derecognition of Nonfinancial Assets (Topic 610-20) We do not expect on our In January 2017, the FASB issued ASU 2017-01, Business Combinations Clarifying the Definition of a Business In November 2016, the FASB issued ASU 2016-18, Statements of Cash Flows (Topic 230): Restricted Cash, 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. 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, We have not yet on our In February 2016, the FASB issued ASU 2016-02, Leases on our In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities We do not expect on our 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, 2017 | |
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 the useful life or remaining lease term |
Intangibles Asset Estimated Useful Lives | 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 the 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 1 to 5 years |
Schedule of Partial Self Insurance Reserves | Year Ended December 31, 2016 2017 (Dollars in thousands) Balance, beginning of period $ 676 $ 783 Self-funded costs 9,526 9,735 Claims paid (9,419) (9,771) Ending period balance $ 783 $ 747 |
Fair value of interest rate swap | December 31, 2016 December 31, 2017 (Dollars in thousands) Fair value of interest rate swap $ 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, 2015 2016 2017 Weighted average shares 25,426,732 25,669,538 26,068,942 Effect of dilutive securities - stock options 461,087 365,452 366,815 Weighted average shares adjusted for dilutive securities 25,887,819 26,034,990 26,435,757 |
Schedule of Error Corrections and Prior Period Adjustments | The impact of the adjustments on the Consolidated Financial Statements for each of the years presented is as follows: December 31, 2014 As Reported Adjustment As Revised (in thousands) Additional Paid In Capital $ 240,493 $ (1,079) $ 239,414 Retained Earnings (Accumulated Deficit) (2,770) (1,447) (4,217) Total Stockholders' Equity 203,994 (2,526) 201,468 December 31, 2015 As Reported Adjustment As Revised (in thousands) Additional Paid In Capital 241,780 (1,153) 240,627 Retained Earnings (Accumulated Deficit) 1,768 (1,447) 321 Total Stockholders' Equity 209,821 (2,600) 207,221 December 31, 2016 As Reported Adjustment As Revised (in thousands) Deferred Income Tax Liability $ 60,769 $ 2,654 $ 63,423 Total Liabilities 376,422 2,654 379,076 Additional Paid In Capital 243,607 (1,207) 242,400 Retained Earnings (Accumulated Deficit) 3,963 (1,447) 2,516 Total Stockholders' Equity 213,846 (2,654) 211,192 |
IMPAIRMENT OF GOODWILL AND OT31
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Results of Impairment Testing Under the Income Approach | The table below presents the results of our impairment testing under the income approach for the 2017 annual testing period. Market Cluster Excess Fair Value Atlanta, GA 3.5 % Boston, MA 31.6 % Chicago, IL 63.0 % Cleveland, OH 4.4 % Col Springs, CO 89.9 % Dallas, TX 1.3 % Detroit, MI 5.3 % Greenville, SC 92.0 % Louisville, KY 22.3 % Miami FL 71.3 % Minneapolis, MN 68.2 % Omaha NE 27.3 % Orlando FL 55.5 % Portland, OR 3.3 % Sacramento, CA 15.9 % San Francisco, CA 3.1 % Tampa, FL 22.9 % |
Key Estimates and Assumptions | The key estimates and assumptions are as follows: Mastheads December 31, 2015 December 31, 2016 December 31, 2017 Risk-adjusted discount rate 8.0% 9.5% 10.0% Projected revenue growth ranges 2.1% 2.9% (4.3)% 1.2% (3.2)% 0.9% Royalty rate 3.0% 3.0% 3.0% |
Broadcast Markets Enterprise Valuations [Member] | |
Schedule of Assumptions Used | The key estimates and assumptions used for our enterprise valuations are as follows: Broadcast Markets Enterprise Valuations December 31, 2015 December 31, 2016 December 31, 2017 Risk-adjusted discount rate 8.0% 8.5% 9.0% Operating profit margin ranges 49.7% (18.5)% 43.3% (7.8)% 36.2% Long-term revenue market growth rate ranges 2.0% 1.9% 1.9% |
Digital Media Enterprise Valuations [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, 2017 Percentage Range By Which Estimated Fair Value Exceeds Carrying < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 1 - 1 2 Carrying value including goodwill (in thousands) $ 448 $ - $ 3,585 $ 28,343 |
Schedule of Assumptions Used | The key estimates and assumptions used in the valuation of our digital media entities for each testing period are as follows: Digital Media Enterprise Valuations December 31, 2015 December 31, 2016 December 31, 2017 Risk adjusted discount rate 8.0% - 9.0% 8.5% - 9.5% 10.0% Operating profit margin ranges (8.9)% - 13.8% (20.3)% - 8.2% 8.0% 36.0% Long-term revenue market growth rate ranges 2.0 - 3.0% 1.9% - 2.5% 1.9% - 2.0% |
Publishing Enterprise Valuations [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 Entities as of December 31, 2017 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) $ - $ - $ - $ 2,993 |
Schedule of Assumptions Used | The key estimates and assumptions used for our enterprise valuations are as follows: Publishing Enterprise Valuations December 31, 2015 December 31, 2016 December 31, 2017 Risk adjusted discount rate 8.0% 8.5% 10.0% Operating margin ranges 4.2% 6.2% 3.5% 5.7% 5.0% 5.5% Long-term revenue market growth rates 2.0% 1.9% 1.9% |
Goodwill-Broadcast [Member] | |
Schedule of Assumptions Used | 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, 2017 Percentage Range By Which Estimated Fair Value Exceeds < 10% >10% to 20% >20% to 50% > than 50% Number of accounting units 3 2 7 7 Carrying value including goodwill (in thousands) 83,729 $ 25,053 $ 120,849 $ 69,981 |
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, 2017 Percentage Range By Which 2016 Estimated Fair Value Exceeded 2017 Carrying Value ≤ 25% >26%-50% >50% to 75% > than 75% Number of accounting units 8 2 - 15 Broadcast license carrying value (in thousands) $ 174,287 $ 7,692 $ - $ 105,641 |
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, 2015 December 31, 2016 December 31, 2017 Risk-adjusted discount rate 8.0% 8.5% 9.0% Operating profit margin ranges (13.9)% - 30.8% (13.9)% - 30.8% (13.9)% - 30.8% Long-term market revenue growth rate ranges 2.0% 1.9% 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 nine market clusters: Geographic Market Clusters as of December 31, 2017 Tested due to SOI Multiple and length of time from prior valuation Percentage Range ≤ 25% >26%-50% >50% to 100% > than 100% Number of accounting units - 4 1 4 Broadcast license carrying value (in thousands) $ - $ 49,765 $ 27,878 $ 27,372 |
ACQUISITIONS AND RECENT TRANS32
ACQUISITIONS AND RECENT TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017, 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 Cost (Dollars in thousands) November 22, 2017 WWRC-AM (formerly WSPZ-AM) in Bethesda, Maryland (business acquisition) $ 620 September 15, 2017 Real property of radio station WSPZ-AM in Bethesda, Maryland (business acquisition) 1,500 August 31, 2017 TeacherTube.com (business acquisition) 1,100 August 31, 2017 Intelligence Reporter newsletter (business acquisition) July 24, 2017 FM Translator construction permit, Eaglemount, Washington (asset acquisition) 40 July 6, 2017 TradersCrux.com (business acquisition) 298 June 28, 2017 FM Translator construction permit, Festus, Missouri (asset acquisition) 40 June 8, 2017 Portuguese Bible Mobile Applications (business acquisition) 82 March 15, 2017 Prayers for Special Help (business acquisition) 245 March 14, 2017 FM Translator construction permit, Quartz Site, Arizona (asset purchase) 20 March 1, 2017 FM Translator construction permit, Roseburg, Oregon (asset purchase) 45 January 16, 2017 FM Translator, Astoria, Oregon (asset purchase) 33 January 1, 2017 FM Translator construction permit, Mohave Valley, Arizona (asset purchase) 20 $ 4,043 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 Mill City Press and Bookprinting.com (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 |
Summary of Total Acquisition Consideration | The following table summarizes the total acquisition consideration for the year ended December 31, 2017: Description Total Consideration (Dollars in thousands) Cash payments made upon closing $ 3,972 Escrow deposits paid in prior years 35 Present value of estimated fair value of contingent earn-out consideration 36 Total purchase price consideration $ 4,043 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 |
Total Acquisition Consideration Allocated | The fair value of the net assets acquired was allocated as follows: Net Broadcast Net Digital Media Total Net Assets Acquired Assets Acquired Assets Acquired (Dollars in thousands) Assets Property and equipment $ 1,915 $ 479 $ 2,394 Broadcast licenses 389 389 Goodwill 14 810 824 Customer lists and contracts 314 314 Domain and brand names 647 647 Subscriber base and lists 2,316 2,316 Non-compete agreements 11 11 $ 2,318 $ 4,577 $ 6,895 Liabilities Deferred revenue $ (2,852) (2,852) $ 2,318 $ 1,725 $ 4,043 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 |
CONTINGENT EARN-OUT CONSIDERA33
CONTINGENT EARN-OUT CONSIDERATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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 ended December 31, 2017 and 2016. Year Ended December 31, 2017 Short-Term Long-Term Accrued Expenses Other Liabilities Total (Dollars in thousands) Beginning Balance as of January 1, 2017 $ 66 $ $ 66 Acquisitions 36 36 Accretion of acquisition-related contingent earn-out consideration 4 4 Change in the estimated fair value of contingent earn-out consideration (23) (23) Reclassification of payments due in next 12 months to short-term Payments (14) (14) Ending Balance as of December 31, 2017 $ 69 $ $ 69 Year 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 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2016 2017 (Dollars in thousands) Regnery Publishing book inventories $ 2,473 $ 2,038 Reserve for obsolescence Regnery Publishing (2,104) (1,621) Inventory, net - Regnery Publishing 369 417 Wellness products $ 423 $ 349 Reserve for obsolescence Wellness products (122) (36) Inventory, net - Wellness products 301 313 Consolidated inventories, net $ 670 $ 730 |
BROADCAST LICENSES (Tables)
BROADCAST LICENSES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in broadcasting licenses | Year Ended December 31, 2016 2017 (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment $ 492,032 $ 494,058 Accumulated loss on impairment (99,001) (105,541) Balance, beginning of period after cumulative loss on impairment 393,031 388,517 Acquisitions of radio stations 74 191 Acquisitions of FM translators and construction permits 1,645 198 Capital projects to improve broadcast signal and strength 307 5 Sale of WQVN-AM (formerly WKAT-AM) - (7,997) Impairments based on the estimated fair value of broadcast licenses (6,540) Balance, end of period before cumulative loss on impairment $ 494,058 $ 486,455 Accumulated loss on impairment (105,541) (105,541) Balance, end of period after cumulative loss on impairment $ 388,517 $ 380,914 |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in goodwill | The following table presents the changes in goodwill including business acquisitions as described in Note 4 Acquisitions and Recent Transactions. Year Ended December 31, 2016 2017 (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment, $ 26,560 $ 27,642 Accumulated loss on impairment (1,997) (2,029) Balance, beginning of period after cumulative loss on impairment 24,563 25,613 Acquisitions of radio stations 14 Acquisitions of digital media entities 237 810 Acquisitions of publishing entities 845 Sale of income generating broadcast business (13) Impairments based on the estimated fair value (32) Balance, end of period before cumulative loss on impairment 27,642 28,453 Accumulated loss on impairment (2,029) (2,029) Ending period balance $ 25,613 $ 26,424 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2016 2017 (Dollars in thousands) Land $ 32,402 $ 32,320 Buildings 29,070 28,962 Office furnishings and equipment 37,386 37,583 Office furnishings and equipment under capital lease obligations 228 244 Antennae, towers and transmitting equipment 84,144 85,632 Antennae, towers and transmitting equipment under capital lease obligations 795 795 Studio, production and mobile equipment 28,668 29,697 Computer software and website development costs 20,042 24,477 Record and tape libraries 27 27 Automobiles 1,373 1,385 Leasehold improvements 14,696 19,003 Construction-in-progress 9,983 4,075 $ 258,814 $ 264,200 Less accumulated depreciation (156,024) (164,720) $ 102,790 $ 99,480 |
AMORTIZABLE INTANGIBLE ASSETS (
AMORTIZABLE INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 Accumulated Cost Amortization Net (Dollars in thousands) Customer lists and contracts $ 22,865 $ (20,888) $ 1,977 Domain and brand names 20,109 (14,650) 5,459 Favorable and assigned leases 2,379 (2,028) 351 Subscriber base and lists 8,797 (4,701) 4,096 Author relationships 2,771 (2,237) 534 Non-compete agreements 2,029 (1,342) 687 Other amortizable intangible assets 1,333 (1,333) $ 60,283 $ (47,179) $ 13,104 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 |
Amortizable Intangible Assets, Estimate Amortization Expense | Amortization expense was approximately $ 4.6 5.1 5.3 Year ended December 31, Amortization Expense (Dollars in thousands) 2018 $ 4,576 2019 4,006 2020 2,714 2021 1,159 2022 435 Thereafter 214 Total $ 13,104 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Long-Term Debt | Long-term debt consisted of the following: As of December 31, 2016 2017 (Dollars in thousands) 6.75% Senior Secured Notes $ $ 255,000 Less unamortized debt issuance costs based on imputed interest rate of 7.08% (5,774) 6.75% Senior Secured Notes net carrying value 249,226 Asset-Based Revolving Credit Facility principal outstanding 9,000 Term Loan B principal amount 263,000 Less unamortized discount and debt issuance costs based on imputed interest rate of 4.78% (2,371) Term Loan B net carrying value 260,629 Revolver principal outstanding 477 Capital leases and other loans 568 462 Long-term debt and capital lease obligations less unamortized debt issuance costs 261,674 258,688 Less current portion (590) (9,109) Long-term debt and capital lease obligations less unamortized debt issuance costs, net of current portion $ 261,084 $ 249,579 |
Principle Repayment Requirements Under Long Term Agreements Outstanding | Principal repayment requirements under all long-term debt agreements outstanding at December 31, 2017 for each of the next five years and thereafter are as follows: Amount For the Year Ended December 31, (Dollars in thousands) 2018 $ 9,109 2019 107 2020 110 2021 125 2022 11 Thereafter 255,000 $ 264,462 |
Term B Loan [Member] | |
Repayments of Term Loan B | The following payments or prepayments of the Term Loan B were made during the year ended December 31, 2016 and through the date of the termination, including interest through the payment date as follows: Date Principal Paid Unamortized Discount (Dollars in Thousands) May 19, 2017 $ 258,000 $ 550 February 28, 2017 3,000 6 January 30, 2017 2,000 5 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 |
FAIR VALUE MEASUREMENTS AND D40
FAIR VALUE MEASUREMENTS AND DISCLOSURES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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 liabilities that are measured at fair value: December 31, 2017 Carrying Value on Fair Value Measurement Category Balance Sheet Level 1 Level 2 Level 3 (Dollars in thousands) Assets Estimated fair value of other indefinite-lived intangible assets 313 313 Liabilities: Estimated fair value of contingent earn-out consideration included in accrued expenses 69 69 Long-term debt and capital lease obligations less unamortized debt issuance costs 258,688 258,688 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Schedule of Consolidated Provision for Income Taxes | The consolidated provision for (benefit from) income taxes is as follows: Year Ended December 31, 2015 2016 2017 (Dollars in thousands) Current: Federal $ $ $ State 249 229 63 249 229 63 Deferred: Federal 6,234 4,938 (21,167) State 212 (595) 234 6,446 4,343 (20,933) Provision for (benefit from) income taxes $ 6,695 $ 4,572 $ (20,870) |
Schedule of Consolidated Deferred Tax Asset and Liability | Consolidated deferred tax assets and liabilities consist of the following: As of December 31, 2016 2017 (Dollars in thousands) Deferred tax assets: Financial statement accruals not currently deductible $ 9,324 $ 6,220 Net operating loss, AMT credit and other carryforwards 71,215 55,720 State taxes 87 103 Other 740 2,191 Total deferred tax assets 81,366 64,234 Valuation allowance for deferred tax assets (4,487) (6,154) Net deferred tax assets $ 76,879 $ 58,080 Deferred tax liabilities: Excess of net book value of property and equipment and software for financial reporting purposes over tax basis $ 2,096 $ 1,218 Excess of net book value of intangible assets for financial reporting purposes over tax basis 128,988 89,898 Interest rate swap (193) Unrecognized tax benefits Other 45 Total deferred tax liabilities 130,891 91,161 Net deferred tax liabilities $ (54,012) $ (33,081) |
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: As of December 31, 2016 2017 (Dollars in thousands) Deferred income tax asset per balance sheet $ 9,411 $ 1,070 Deferred income tax liability per balance sheet (63,423) (34,151) $ (54,012) $ (33,081) |
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, 2015 2016 2017 (Dollars in thousands) Statutory federal income tax rate (at 35%) $ 6,246 $ 4,706 $ 1,321 Effect of state taxes, net of federal 458 (486) (1,207) Permanent items 445 266 458 State rate change 23 (1,664) (179) Valuation allowance (181) 1,763 1,667 Tax Cuts and Jobs Act of 2017 (23,000) Other, net (296) (13) 70 Provision for income taxes $ 6,695 $ 4,572 $ (20,870) |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017, are as follows: Related Parties Other Total (Dollars in thousand) 2018 $ 1,048 $ 12,101 $ 13,149 2019 790 11,249 12,039 2020 806 10,701 11,507 2021 794 9,202 9,996 2022 919 7,498 8,417 Thereafter 5,657 27,420 33,077 $ 10,014 $ 78,171 $ 88,185 |
STOCK INCENTIVE PLAN (Tables)
STOCK INCENTIVE PLAN (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2015, 2016 and 2017: Year Ended December 31, 2015 2016 2017 (Dollars in thousands) Stock option compensation expense included in unallocated corporate expenses $ 474 $ 378 $ 153 Restricted stock shares compensation expense included in unallocated corporate expenses 34 24 1,100 Stock option compensation expense included in broadcast operating expenses 130 85 33 Restricted stock shares compensation expense included in broadcast operating expenses 224 Stock option compensation expense included in digital media operating expenses 92 60 30 Restricted stock shares compensation expense included in digital media operating expenses 124 Stock option compensation expense included in publishing operating expenses 41 35 21 Restricted stock shares compensation expense included in publishing operating expenses 36 Total stock-based compensation expense, pre-tax $ 771 $ 582 $ 1,721 Tax expense from stock-based compensation expense (308) (233) (688) Total stock-based compensation expense, net of tax $ 463 $ 349 $ 1,033 |
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, 2015 and 2016: Year Ended December 31, 2015 2016 Expected volatility 52.37 % 47.03 % Expected dividends 4.28 % 5.36 % Expected term (in years) 3.0 7.4 Risk-free interest rate 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, 2017 is as follows (Dollars in thousands, except weighted average exercise price and weighted average grant date fair value): Options Shares Weighted Average Weighted Average Weighted Average Aggregate 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 Outstanding at January 1, 2016 1,581,123 $ 4.87 $ 3.39 4.3 years $ 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 601,557 $ 4.80 $ 3.15 5.6 years $ 700 Outstanding at January 1, 2017 1,720,000 $ 5.12 $ 2.89 4.5 years $ 2,428 Granted Exercised (127,663) 4.02 2.03 401 Forfeited or expired (163,875) 5.75 2.99 136 Outstanding at December 31, 2017 1,428,462 $ 5.20 $ 2.96 3.7 years $ 653 Exercisable at December 31, 2017 934,959 5.66 3.77 2.7 years 414 Expected to Vest 468,581 $ 5.21 $ 2.98 3.7 years $ 239 |
Schedule of Information Regarding Restricted Stock Activity | Activity with respect to the company’s restricted stock awards during the year ended December 31, 2017 and 2016 is as follows: Restricted Stock Awards Shares Weighted Average Grant Date Weighted Average Remaining Aggregate Intrinsic Non-Vested at January 1, 2016 10,000 $ 5.83 0.2 years $ 40 Granted Lapse of restrictions (10,000) (5.83) 52 Forfeited or expired Outstanding at December 31, 2016 $ $ Restricted Stock Awards Shares Weighted Average Grant Date Weighted Average Remaining Aggregate Intrinsic Non-Vested at January 1, 2017 $ years $ Granted 211,658 7.01 1,484 Lapse of restrictions (211,658) (7.01) 1,488 Forfeited or expired Outstanding at December 31, 2017 $ $ |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable | Additional information regarding options outstanding as of December 31, 2017, 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 - $3.37 351,370 3.2 $ 2.65 215,370 $ 2.59 $3.38 - $4.42 4,250 2.2 3.99 4,250 3.99 $4.43 - $4.85 428,292 5.7 4.85 83,039 4.85 $4.86 - $6.65 61,000 1.3 5.35 57,250 5.38 $6.66 - $7.54 553,550 2.7 6.92 553,550 6.92 $7.55 - $8.76 30,000 3.8 8.37 21,500 8.38 1,428,462 3.7 $ 5.20 934,959 $ 5.66 |
EQUITY TRANSACTIONS (Tables)
EQUITY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Schedule of Cash Distributions Declared and Paid | The following table shows distributions that have been declared and paid since January 1, 2016: Announcement Date Payment Date Amount Per Share Cash Distributed December 7, 2017 December 29, 2017 $ 0.0650 $ 1,701 September 12, 2017 September 29, 2017 $ 0.0650 $ 1,701 June 1, 2017 June 30, 2017 $ 0.0650 $ 1,697 March 9, 2017 March 31, 2017 $ 0.0650 $ 1,691 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 |
QUARTERLY RESULTS OF OPERATIO45
QUARTERLY RESULTS OF OPERATIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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 2016 2017 2016 2017 2016 2017 2016 2017 (Dollars in thousands, except per share data) Total revenue $ 64,575 $ 64,980 $ 67,779 $ 66,112 $ 71,272 $ 65,433 $ 70,695 $ 67,211 Operating income 6,083 4,819 9,702 8,619 8,835 5,005 3,458 4,531 Net income (loss) $ 353 $ 1,060 $ 3,356 $ 1,272 $ 2,192 $ (46) $ 2,972 $ 22,358 Basic earnings per share Class A and Class B common stock $ 0.01 $ 0.04 $ 0.13 $ 0.05 $ 0.08 $ $ 0.11 $ 0.85 Diluted earnings per share Class A and B Class common stock $ 0.01 $ 0.04 $ 0.13 $ 0.05 $ 0.08 $ $ 0.11 $ 0.85 Weighted average Class A and Class B shares outstanding basic 25,485,234 25,901,801 25,551,445 26,062,403 25,815,242 26,144,796 25,826,230 26,166,769 Weighted average Class A and Class B shares outstanding diluted 25,802,958 26,290,926 26,052,649 26,593,366 26,183,182 26,144,796 26,101,172 26,378,260 |
SEGMENT DATA (Tables)
SEGMENT DATA (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Data | The table below presents financial information for each operating segment as of December 31, 2017, 2016 and 2015 based on the new composition of our operating s Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Year Ended December 31, 2017 Net revenue $ 196,197 $ 43,096 $ 24,443 $ $ 263,736 Operating expenses 145,494 33,675 24,475 16,255 219,899 Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out consideration and (gain) loss on the sale or disposal of assets $ 50,703 $ 9,421 $ (32) $ (16,255) $ 43,837 Depreciation 7,754 3,166 644 805 12,369 Amortization 56 3,414 1,121 2 4,593 Impairment of indefinite-lived long-term assets other than goodwill 19 19 Change in estimated fair value of contingent earn-out consideration (23) (23) (Gain) loss on the sale or disposal of assets 3,898 (5) 12 3,905 Operating income (loss) $ 38,995 $ 2,864 $ (1,811) $ (17,074) $ 22,974 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 and (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 and (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 Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) As of December 31, 2017 Inventories, net $ $ 313 $ 417 $ $ 730 Property and equipment, net 83,901 6,173 1,281 8,125 99,480 Broadcast licenses 380,914 380,914 Goodwill 3,581 20,947 1,888 8 26,424 Other indefinite-lived intangible assets 313 313 Amortizable intangible assets, net 351 9,801 2,947 5 13,104 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 |
SUMMARY OF SIGNIFICANT ACCOUN47
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Leasehold improvements [Member] | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property plant and equipment, estimated useful life, description | Lesser of the useful life or remaining lease term |
SUMMARY OF SIGNIFICANT ACCOUN48
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) | 12 Months Ended |
Dec. 31, 2017 | |
Customer lists and contracts [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived intangible assets useful life, description | Lesser of 5 years or the 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 |
SUMMARY OF SIGNIFICANT ACCOUN49
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Balance, beginning of period | $ 783 | $ 676 |
Self-funded costs | 9,735 | 9,526 |
Claims paid | (9,771) | (9,419) |
Ending period balance | $ 747 | $ 783 |
SUMMARY OF SIGNIFICANT ACCOUN50
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 3) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Fair value of interest rate swap | $ 0 | $ 514 |
SUMMARY OF SIGNIFICANT ACCOUN51
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 4) - shares | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Weighted average shares | 26,166,769 | 26,144,796 | 26,062,403 | 25,901,801 | 25,826,230 | 25,815,242 | 25,551,445 | 25,485,234 | 26,068,942 | 25,669,538 | 25,426,732 |
Effect of dilutive securities - stock options | 366,815 | 365,452 | 461,087 | ||||||||
Weighted average shares adjusted for dilutive securities | 26,378,260 | 26,144,796 | 26,593,366 | 26,290,926 | 26,101,172 | 26,183,182 | 26,052,649 | 25,802,958 | 26,435,757 | 26,034,990 | 25,887,819 |
SUMMARY OF SIGNIFICANT ACCOUN52
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 5) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred Income Tax Liability | $ 33,081 | $ 54,012 | ||
Deferred Income Tax Liability | 34,151 | 63,423 | ||
Total Liabilities | 341,538 | 379,076 | ||
Additional Paid In Capital | 244,634 | 242,400 | $ 240,627 | $ 239,414 |
Retained Earnings (Accumulated Deficit) | 20,370 | 2,516 | 321 | (4,217) |
Total Stockholders' Equity | $ 231,281 | 211,192 | 207,221 | 201,468 |
Scenario, Previously Reported [Member] | ||||
Deferred Income Tax Liability | 60,769 | |||
Total Liabilities | 376,422 | |||
Additional Paid In Capital | 243,607 | 241,780 | 240,493 | |
Retained Earnings (Accumulated Deficit) | 3,963 | 1,768 | (2,770) | |
Total Stockholders' Equity | 213,846 | 209,821 | 203,994 | |
Restatement Adjustment [Member] | ||||
Deferred Income Tax Liability | 2,654 | |||
Total Liabilities | 2,654 | |||
Additional Paid In Capital | (1,207) | (1,153) | (1,079) | |
Retained Earnings (Accumulated Deficit) | (1,447) | (1,447) | (1,447) | |
Total Stockholders' Equity | $ (2,654) | $ (2,600) | $ (2,526) |
SUMMARY OF SIGNIFICANT ACCOUN53
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
Dec. 22, 2017 | May 19, 2017 | Sep. 30, 2016 | Sep. 30, 2008 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 27, 2013 | |
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Interest Costs Capitalized | $ 200,000 | $ 200,000 | ||||||||
Capitalized Computer Software, Additions | 3,700,000 | 2,300,000 | $ 2,200,000 | |||||||
Capitalized Computer Software, Amortization | 2,800,000 | 2,500,000 | 2,400,000 | |||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | 3,900,000 | 200,000 | ||||||||
Deferred Revenue, Leases, Current | 4,300,000 | 4,300,000 | ||||||||
Self Insurance Reserve | 747,000 | 783,000 | 676,000 | |||||||
Unrecognized Tax Benefits, Beginning Balance | 100,000 | 100,000 | ||||||||
Unrecognized Tax Benefits, Interest on Income Taxes Accrued | $ 21,000 | |||||||||
Deferred Tax Assets, Valuation Allowance | $ 6,154,000 | $ 4,487,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | 1,428,462 | 1,720,000 | 1,581,123 | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 814,556 | 795,378 | 589,437 | |||||||
Percentage Of Total Revenue | 36.80% | 38.30% | 39.20% | |||||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | $ 0 | $ 95,000 | $ 1,357,000 | |||||||
Impairment of Intangible Assets, Finite-lived | 0 | 8,000 | 0 | |||||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 1,600,000 | $ 6,200,000 | 4,500,000 | |||||||
Leasehold Improvement Charges | 400,000 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.58% | |||||||||
Operating Leases, Rent Expense | $ 15,500,000 | 15,300,000 | 14,800,000 | |||||||
Unrecognized Tax Benefits, Income Tax Penalties Accrued | 6,000 | |||||||||
Decreased in Contingent Earnout Liabilities | 23,000 | 689,000 | ||||||||
Debt Instrument, Face Amount | 255,000,000 | |||||||||
Payments for Derivative Instrument, Investing Activities | $ 800,000 | |||||||||
Deferred Tax Assets, Operating Loss Carryforwards, State and Local | 6,000,000 | 4,200,000 | ||||||||
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Impairment Losses | $ 200,000 | 300,000 | ||||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | |||||||||
Deferred Income Tax Expense (Benefit) | $ 23,000,000 | $ (20,932,000) | 4,089,000 | 6,313,000 | ||||||
Debt Issuance Costs, Gross | 700,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 1,741,854 | |||||||||
Deferred Tax Liabilities, Net, Total | 33,081,000 | 54,012,000 | ||||||||
Additional Paid in Capital, Common Stock | 244,634,000 | 242,400,000 | 240,627,000 | $ 239,414,000 | ||||||
Retained Earnings (Accumulated Deficit), Total | $ 20,370,000 | 2,516,000 | 321,000 | (4,217,000) | ||||||
Percentage Of Taxable Income | 80.00% | |||||||||
Scenario, Plan [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | |||||||||
Restatement Adjustment [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Deferred Tax Liabilities, Net, Total | 2,654,000 | |||||||||
Additional Paid in Capital, Common Stock | (1,207,000) | (1,153,000) | (1,079,000) | |||||||
Retained Earnings (Accumulated Deficit), Total | (1,447,000) | (1,447,000) | $ (1,447,000) | |||||||
Standby Letters of Credit [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 5,000,000 | |||||||||
Debt Instrument, Redemption, Period One [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Debt Instrument, Redemption Period, Start Date | Jun. 1, 2020 | |||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 100.00% | |||||||||
Debt Instrument, Redemption, Period Two [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Debt Instrument, Redemption Period, End Date | Jun. 1, 2020 | |||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 35.00% | 106.75% | ||||||||
Debt Instrument, Redemption,Percenatge of Aggregate Principal Amount | 35.00% | |||||||||
Debt Instrument, Redemption, Period Three [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Debt Instrument, Redemption Period, End Date | Jun. 1, 2020 | |||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 10.00% | 103.00% | ||||||||
Debt Instrument, Redemption,Percenatge of Aggregate Principal Amount | 10.00% | |||||||||
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 | |||||||||
Assetbased Revoloving Credit Facility [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Debt Instrument, Face Amount | $ 30,000,000 | |||||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 2.00% | 2.00% | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 4,500,000 | $ 9,000,000 | ||||||||
Debt Related Commitment Fees and Debt Issuance Costs | $ 6,300,000 | |||||||||
Senior Secured Debt [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.75% | 7.08% | ||||||||
Debt Instrument, Face Amount | $ 255,000,000 | $ 255,000,000 | ||||||||
Debt Instrument Expiration Period | 2,024 | |||||||||
Debt Related Commitment Fees and Debt Issuance Costs | 600,000 | |||||||||
Revolver [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 25,000,000 | |||||||||
Long-term Line of Credit, Noncurrent | $ 25,000,000 | |||||||||
Notes [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Debt Instrument, Term | 7 years | |||||||||
Debt Instrument, Maturity Date | Jun. 1, 2024 | |||||||||
Swingline Loans [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 7,500,000 | |||||||||
Miami [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | $ 4,700,000 | $ 1,900,000 | ||||||||
Los Angeles [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Percentage Of Total Revenue | 15.40% | 15.10% | 14.70% | |||||||
Dallas TX [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | $ 77,000,000,000 | |||||||||
Percentage Of Total Revenue | 19.30% | 20.80% | 24.50% | |||||||
South Carolina [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | $ 700,000 | |||||||||
Tampa FL [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | $ 2,000,000,000 | |||||||||
Dallas Texas Market [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | 500,000 | |||||||||
Broadcasting [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Advertising Revenue | 5,800,000 | 5,400,000 | $ 6,100,000 | |||||||
Advertising Expense | 5,600,000 | 5,300,000 | 5,900,000 | |||||||
Digital Media [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Advertising Revenue | 100,000 | 42,000 | 100,000 | |||||||
Advertising Expense | 100,000 | 34,000 | 100,000 | |||||||
WQVN AM Tower Site [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | 400,000 | |||||||||
Print Magazine Segment [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | $ 16,000,000,000 | |||||||||
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 | ||||||||
Maximum [Member] | Assetbased Revoloving Credit Facility [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.375% | |||||||||
Maximum [Member] | Assetbased Revoloving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |||||||||
Maximum [Member] | Assetbased Revoloving Credit Facility [Member] | Base Rate [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||||||||
Maximum [Member] | Revolver [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.375% | |||||||||
Minimum [Member] | Assetbased Revoloving Credit Facility [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | |||||||||
Minimum [Member] | Assetbased Revoloving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | |||||||||
Minimum [Member] | Assetbased Revoloving Credit Facility [Member] | Base Rate [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |||||||||
Minimum [Member] | Revolver [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | |||||||||
Production Costs [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Marketing and Advertising Expense, Total | $ 12,000,000 | $ 12,300,000 | $ 11,300,000 | |||||||
Broadcast Licenses [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Percentage Of Fair Value Over Carrying Value | 25.00% | |||||||||
Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount | 25.00% | |||||||||
Licensing Agreements [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Finite-Lived Intangible Asset, Weighted Average Period before Next Renewal or Extension | 3 years 6 months | |||||||||
Interest Rate Swap [Member] | ||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||||||
Derivative, Notional Amount | $ 150,000,000 | |||||||||
Derivative, Floor Interest Rate | 0.625% | |||||||||
Derivative, Maturity Date | Mar. 28, 2019 | |||||||||
Derivative, Fixed Interest Rate | 1.645% |
IMPAIRMENT OF GOODWILL AND OT54
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details) - Broadcast Licenses [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Less than or equal to 25% [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 8 |
Broadcast license carrying value | $ 174,287 |
Less than or equal to 25% [Member] | Station Operating Income [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 0 |
Broadcast license carrying value | $ 0 |
>26% to 50% [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 2 |
Broadcast license carrying value | $ 7,692 |
>26% to 50% [Member] | Station Operating Income [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 4 |
Broadcast license carrying value | $ 49,765 |
>50% to 75% [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 0 |
Broadcast license carrying value | $ 0 |
>75% [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 15 |
Broadcast license carrying value | $ 105,641 |
>50% to 100% [Member] | Station Operating Income [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 1 |
Broadcast license carrying value | $ 27,878 |
> than 100% [Member] | Station Operating Income [Member] | |
Fair Value Measurements [Line Items] | |
Number of accounting units | 4 |
Broadcast license carrying value | $ 27,372 |
IMPAIRMENT OF GOODWILL AND OT55
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 1) - Broadcast Licenses [Member] | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk-adjusted discount rate | 9.00% | 8.50% | 8.00% |
Long-term market revenue growth rate ranges | 1.90% | 1.90% | 2.00% |
Minimum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | (13.90%) | (13.90%) | (13.90%) |
Maximum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | 30.80% | 30.80% | 30.80% |
IMPAIRMENT OF GOODWILL AND OT56
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 2) - Current Year [Member] | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 22.90% |
Atlanta GA [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 3.50% |
Boston MA [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 31.60% |
Chicago IL [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 63.00% |
Cleveland OH [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 4.40% |
Col Springs CO [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 89.90% |
Dallas TX [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 1.30% |
Detroit, MI [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 5.30% |
Greenville, SC [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 92.00% |
Louisville KY [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 22.30% |
Miami FL [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 71.30% |
Minneapolis, MN [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 68.20% |
Omaha NE [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 27.30% |
Orlando FL [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 55.50% |
Portland OR [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 3.30% |
Sacramento CA [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 15.90% |
San Francisco CA [Member] | |
Goodwill And Other Intangibles [Line Items] | |
Excess Fair Value Estimate | 3.10% |
IMPAIRMENT OF GOODWILL AND OT57
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 3) - Mastheads [Member] | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk-adjusted discount rate | 10.00% | 9.50% | 8.00% |
Royalty rate | 3.00% | 3.00% | 3.00% |
Maximum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Projected revenue growth ranges | 0.90% | 1.20% | 2.90% |
Minimum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Projected revenue growth ranges | (3.20%) | (4.30%) | 2.10% |
IMPAIRMENT OF GOODWILL AND OT58
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 4) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Radio Clusters [Member] | Goodwill-Broadcast [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 9.00% | 8.50% | 8.00% |
Operating profit margin ranges | 49.70% | ||
Long-term revenue market growth rate ranges | 1.90% | 1.90% | 2.00% |
Maximum [Member] | Radio Clusters [Member] | Goodwill-Broadcast [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | 36.20% | 43.30% | |
Minimum [Member] | Radio Clusters [Member] | Goodwill-Broadcast [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | (7.80%) | (18.50%) | |
Digital Media Enterprise Valuations [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 10.00% | ||
Digital Media Enterprise Valuations [Member] | Maximum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 9.50% | 9.00% | |
Operating profit margin ranges | 36.00% | 8.20% | 13.80% |
Long-term revenue market growth rate ranges | 2.00% | 2.50% | 3.00% |
Digital Media Enterprise Valuations [Member] | Minimum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 8.50% | 8.00% | |
Operating profit margin ranges | 8.00% | (20.30%) | (8.90%) |
Long-term revenue market growth rate ranges | 1.90% | 1.90% | 2.00% |
Publishing Enterprise Valuations [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Risk adjusted discount rate | 10.00% | 8.50% | 8.00% |
Long-term revenue market growth rate ranges | 1.90% | 1.90% | 2.00% |
Publishing Enterprise Valuations [Member] | Maximum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | 5.50% | 5.70% | 6.20% |
Publishing Enterprise Valuations [Member] | Minimum [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Operating profit margin ranges | 5.00% | 3.50% | 4.20% |
IMPAIRMENT OF GOODWILL AND OT59
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 5) - Goodwill [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($)integerItemType | |
Less than 10% [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 3 |
Carrying value including goodwill | $ | $ 83,729 |
>10% to 20% [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 2 |
Carrying value including goodwill | $ | $ 25,053 |
> 20% to 50% [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 7 |
Carrying value including goodwill | $ | $ 120,849 |
> than 50% [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 7 |
Carrying value including goodwill | $ | $ 69,981 |
IMPAIRMENT OF GOODWILL AND OT60
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details 6) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($)integerItemType | |
>10% [Member] | Digital Media [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 1 |
Carrying value including goodwill | $ | $ 448 |
>10% [Member] | Publishing Enterprise Valuations [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 0 |
Carrying value including goodwill | $ | $ 0 |
>10% to 20% [Member] | Digital Media [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 0 |
Carrying value including goodwill | $ | $ 0 |
>10% to 20% [Member] | Publishing Enterprise Valuations [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 0 |
Carrying value including goodwill | $ | $ 0 |
>20% to 50% [Member] | Digital Media [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 1 |
Carrying value including goodwill | $ | $ 3,585 |
>20% to 50% [Member] | Publishing Enterprise Valuations [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 0 |
Carrying value including goodwill | $ | $ 0 |
> than 50% [Member] | Digital Media [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 2 |
Carrying value including goodwill | $ | $ 28,343 |
> than 50% [Member] | Publishing Enterprise Valuations [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | integerItemType | 2 |
Carrying value including goodwill | $ | $ 2,993 |
IMPAIRMENT OF GOODWILL AND OT61
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill And Other Intangible Assets [Line Items] | |||
Impairment of Intangible Assets, Finite-lived | $ 0 | $ 8 | $ 0 |
Broadcast Licenses [Member] | |||
Goodwill And Other Intangible Assets [Line Items] | |||
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] | |||
Impairment of Intangible Assets, Finite-lived | $ 19 |
ACQUISITIONS AND RECENT TRANS62
ACQUISITIONS AND RECENT TRANSACTIONS (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 4,043 | $ 10,120 |
FM Translator, Aurora, Florida (asset purchase) | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 50 | |
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 | |
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 | |
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 | |
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 | |
Business Acquisition, Effective Date of Acquisition | Dec. 1, 2016 | |
Christian Concert Alerts.com [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 150 | |
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 | |
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 | |
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 | |
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 | |
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 | |
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 | |
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 | |
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 | |
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 | |
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 | |
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 | |
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 | |
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 | |
Business Acquisition, Effective Date of Acquisition | Oct. 12, 2016 | |
Mill City Press and Bookprinting.com (business acquisition) [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 3,515 | |
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 | |
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 | |
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 | |
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 | |
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 | |
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 | |
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 | |
Business Acquisition, Effective Date of Acquisition | Apr. 29, 2016 | |
Retirement Watch Business Acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 100 | |
Business Acquisition, Effective Date of Acquisition | Apr. 1, 2016 | |
Purchase of other domain names and assets asset purchases [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 6 | |
King James Bible Mobile Applications [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 4,000 | |
Business Acquisition, Effective Date of Acquisition | Mar. 8, 2016 | |
FM translator construction permit, Kingsville, Texas [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 50 | |
Business Acquisition, Effective Date of Acquisition | Nov. 11, 2016 | |
WWRC-AM formerly WSPZ-AM in Bethesda, Maryland business acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 620 | |
Business Acquisition, Effective Date of Acquisition | Nov. 22, 2017 | |
Real property of radio station WSPZ-AM in Bethesda, Maryland business acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 1,500 | |
Business Acquisition, Effective Date of Acquisition | Sep. 15, 2017 | |
TeacherTube.com business acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 1,100 | |
Business Acquisition, Effective Date of Acquisition | Aug. 31, 2017 | |
Intelligence Reporter newsletter business acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 0 | |
Business Acquisition, Effective Date of Acquisition | Aug. 31, 2017 | |
FM Translator construction permit, Eaglemount, Washington asset acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 40 | |
Business Acquisition, Effective Date of Acquisition | Jul. 24, 2017 | |
TradersCrux.com business acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 298 | |
Business Acquisition, Effective Date of Acquisition | Jul. 6, 2017 | |
FM Translator construction permit, Festus, Missouri asset acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 40 | |
Business Acquisition, Effective Date of Acquisition | Jun. 28, 2017 | |
Portuguese Bible Mobile Applications business acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 82 | |
Business Acquisition, Effective Date of Acquisition | Jun. 8, 2017 | |
Prayers for Special Help business acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 245 | |
Business Acquisition, Effective Date of Acquisition | Mar. 15, 2017 | |
FM Translator construction permit, Quartz Site, Arizona asset purchase [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 20 | |
Business Acquisition, Effective Date of Acquisition | Mar. 14, 2017 | |
FM Translator construction permit, Roseburg, Oregon asset purchase [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 45 | |
Business Acquisition, Effective Date of Acquisition | Mar. 1, 2017 | |
FM Translator, Astoria, Oregon asset purchase [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 33 | |
Business Acquisition, Effective Date of Acquisition | Jan. 16, 2017 | |
FM Translator construction permit, Mohave Valley, Arizona asset purchase [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 20 | |
Business Acquisition, Effective Date of Acquisition | Jan. 1, 2017 | |
Turner Investment Products Business Acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred, Total | $ 416 | |
Business Acquisition, Effective Date of Acquisition | Sep. 13, 2016 |
ACQUISITIONS AND RECENT TRANS63
ACQUISITIONS AND RECENT TRANSACTIONS (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||
Cash payments made upon closing | $ 3,972 | $ 8,414 | |
Deferred payments | 1,640 | ||
Present value of estimated fair value of contingent earn-out consideration | 66 | ||
Escrow deposits paid in prior years | 35 | ||
Present value of estimated fair value of contingent earn-out consideration | 36 | ||
Total purchase price consideration | 4,043 | ||
Total acquisition consideration | 10,120 | ||
Gain on bargain purchase | 0 | 95 | $ 1,357 |
Fair value of net assets acquired | $ 4,043 | $ 10,215 |
ACQUISITIONS AND RECENT TRANS64
ACQUISITIONS AND RECENT TRANSACTIONS (Details 2) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Assets | ||
Trade accounts receivable, net of allowances of $42 | $ 34,843 | $ 37,260 |
Property and equipment | 2,394 | 900 |
Broadcast licenses | 389 | 1,719 |
Goodwill | 824 | 1,082 |
Domain and brand names | 647 | 3,250 |
Customer lists and contracts | 314 | 2,576 |
Subscriber base and lists | 2,316 | 675 |
Author relationships | 526 | |
Non-compete agreements | 11 | 1,005 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Assets | 6,895 | |
Liabilities | ||
Deferred revenue | (2,852) | (1,684) |
Total purchase price consideration | 4,043 | 10,215 |
Broadcast [Member] | ||
Assets | ||
Trade accounts receivable, net of allowances of $42 | 0 | |
Property and equipment | 1,915 | 224 |
Broadcast licenses | 389 | 1,719 |
Goodwill | 14 | 0 |
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 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Assets | 2,318 | |
Liabilities | ||
Deferred revenue | 0 | 0 |
Total purchase price consideration | 2,318 | 1,943 |
Digital Media [Member] | ||
Assets | ||
Trade accounts receivable, net of allowances of $42 | 0 | |
Property and equipment | 479 | 405 |
Broadcast licenses | 0 | 0 |
Goodwill | 810 | 237 |
Domain and brand names | 647 | 1,129 |
Customer lists and contracts | 314 | 2,576 |
Subscriber base and lists | 2,316 | 675 |
Author relationships | 0 | |
Non-compete agreements | 11 | 289 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Assets | 4,577 | |
Liabilities | ||
Deferred revenue | (2,852) | (642) |
Total purchase price consideration | $ 1,725 | 4,669 |
Publishing Enterprise Valuations [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 TRANS65
ACQUISITIONS AND RECENT TRANSACTIONS (Details 2) (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||
Allowance for Doubtful Accounts Receivable, Current | $ 11,019 | $ 10,420 |
Allowance for Trade Receivables [Member] | ||
Business Acquisition [Line Items] | ||
Allowance for Doubtful Accounts Receivable, Current | $ 42 |
ACQUISITIONS AND RECENT TRANS66
ACQUISITIONS AND RECENT TRANSACTIONS (Details Textual) - USD ($) | Aug. 09, 2017 | Jul. 06, 2017 | Jun. 08, 2017 | Aug. 01, 2016 | Jun. 10, 2016 | Apr. 05, 2016 | Mar. 08, 2016 | Dec. 29, 2017 | Nov. 22, 2017 | Sep. 29, 2017 | Sep. 15, 2017 | Aug. 31, 2017 | Jun. 30, 2017 | May 30, 2017 | May 19, 2017 | Mar. 30, 2017 | Feb. 28, 2017 | Feb. 24, 2017 | Jan. 30, 2017 | Jan. 03, 2017 | Dec. 30, 2016 | Nov. 30, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Mar. 17, 2016 | Dec. 31, 2017 | Dec. 28, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 02, 2017 | Mar. 15, 2017 | Sep. 13, 2016 | May 17, 2016 |
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Payments for Loans | $ 2,000,000 | |||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 255,000,000 | |||||||||||||||||||||||||||||||||
Gains (Losses) on Extinguishment of Debt, Total | $ 600,000 | 4,500,000 | (2,775,000) | $ (87,000) | $ (41,000) | |||||||||||||||||||||||||||||
Amortization of Financing Costs | $ 18,000,000 | 12,000,000 | 940,000 | $ 631,000 | 628,000 | |||||||||||||||||||||||||||||
Dividends Payable, Date Declared | Mar. 10, 2016 | Dec. 7, 2017 | Sep. 12, 2017 | Jun. 2, 2016 | ||||||||||||||||||||||||||||||
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 | $ 1,700,000 | $ 1,700,000 | $ 1,700,000 | $ 1,700,000 | $ 1,600,000 | 6,790,000 | $ 6,678,000 | 6,612,000 | ||||||||||||||||||||||||
Dividends Payable, Date to be Paid | Apr. 5, 2016 | Dec. 29, 2017 | Sep. 29, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2016 | ||||||||||||||||||||||||||||
Dividends Payable, Date of Record | Mar. 22, 2016 | Dec. 18, 2017 | Sep. 22, 2017 | Sep. 19, 2016 | Jun. 16, 2016 | Dec. 19, 2016 | ||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | 4,043,000 | $ 10,120,000 | ||||||||||||||||||||||||||||||||
Goodwill | 26,424,000 | 25,613,000 | 24,563,000 | |||||||||||||||||||||||||||||||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | $ 1,200,000 | |||||||||||||||||||||||||||||||||
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 | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.58% | |||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 211,658 | 0 | ||||||||||||||||||||||||||||||||
Business Combination Recognized Identifiable Assets Increase or Decrease | $ 1,000,000 | $ 100,000 | $ 500,000 | |||||||||||||||||||||||||||||||
Proceeds from Collection of Lease Receivables | $ 600,000 | |||||||||||||||||||||||||||||||||
Proceeds from Sale of Intangible Assets | $ 10,000 | |||||||||||||||||||||||||||||||||
Gain (Loss) on Disposition of Intangible Assets | $ 56,000 | |||||||||||||||||||||||||||||||||
Swingline Loans [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 7,500,000 | |||||||||||||||||||||||||||||||||
WQVN-AM [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Agreement to Sell Assets in Cash | $ 3,500,000 | |||||||||||||||||||||||||||||||||
Gain (Loss) on Disposition of Assets for Financial Service Operations | 4,700,000 | |||||||||||||||||||||||||||||||||
WQVN AM Tower Site [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Proceeds from Sale of Property, Plant, and Equipment | $ 1,900,000 | |||||||||||||||||||||||||||||||||
Gain (Loss) on Disposition of Assets | $ 400,000 | |||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Executive Officer [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 33,066 | |||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Management [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 178,592 | |||||||||||||||||||||||||||||||||
Standby Letters of Credit [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 5,000,000 | |||||||||||||||||||||||||||||||||
Senior Secured Debt [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 255,000,000 | $ 255,000,000 | ||||||||||||||||||||||||||||||||
Debt Instrument Expiration Period | 2,024 | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.75% | 7.08% | ||||||||||||||||||||||||||||||||
Assetbased Revoloving Credit Facility [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,000,000 | |||||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 4,500,000 | $ 9,000,000 | ||||||||||||||||||||||||||||||||
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 | |||||||||||||||||||||||||||||||||
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 | 258,000,000 | 3,000,000 | $ 5,000,000 | $ 1,000,000 | 2,300,000 | $ 1,200,000 | $ 800,000 | $ 800,000 | ||||||||||||||||||||||||||
Debt Instrument, Face Amount | 300,000,000 | |||||||||||||||||||||||||||||||||
Gains (Losses) on Extinguishment of Debt, Total | 1,500,000 | $ 6,200,000 | $ 4,500 | 12,000 | 2,500 | 3,900 | 1,300 | 2,500 | ||||||||||||||||||||||||||
Amortization of Financing Costs | $ 33,000,000 | $ 6,900,000 | 14,000,000 | 3,400,000 | $ 6,700,000 | |||||||||||||||||||||||||||||
Early Repayments Of Debt Principal Payments | $ 1,500,000 | $ 400,000 | ||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.78% | |||||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 300,000,000 | |||||||||||||||||||||||||||||||||
Revolver [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Payments for Loans | 4,100,000 | |||||||||||||||||||||||||||||||||
Gains (Losses) on Extinguishment of Debt, Total | 56,000,000,000 | |||||||||||||||||||||||||||||||||
Amortization of Financing Costs | 26,000 | $ 70,000 | $ 68,000 | |||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 25,000,000 | |||||||||||||||||||||||||||||||||
Long-term Line of Credit, Noncurrent | $ 25,000,000 | |||||||||||||||||||||||||||||||||
Time Brokerage Agreement [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
License Fee Payable | 100,000 | |||||||||||||||||||||||||||||||||
Domain names and mobile applications for Daily Bible Devotion [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 3,000 | |||||||||||||||||||||||||||||||||
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 | |||||||||||||||||||||||||||||||||
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 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, Goodwill, and Liabilities Assumed, Net, Total | 200 | |||||||||||||||||||||||||||||||||
Payments to Acquire Businesses, Gross | 100 | |||||||||||||||||||||||||||||||||
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 | |||||||||||||||||||||||||||||||||
FM translator construction permit in Eaglemount, Washington Asset Purchase [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jul. 24, 2017 | |||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 40,000 | |||||||||||||||||||||||||||||||||
FM translator construction permit in Festus, Missouri Asset Purchase [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jun. 28, 2017 | |||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 40,000 | |||||||||||||||||||||||||||||||||
FM translator construction permit in Quartz Site, Arizona Asset Purchase [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Mar. 14, 2017 | |||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 20,000 | |||||||||||||||||||||||||||||||||
FM translator construction permit in Roseburg, Oregon Asset Purchase [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Mar. 1, 2017 | |||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 45,000 | |||||||||||||||||||||||||||||||||
FM translator in Astoria, Oregon Asset Purchase [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jan. 16, 2017 | |||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 33,000 | |||||||||||||||||||||||||||||||||
FM translator construction permit in Mohave Valley, Arizona Asset Purchase [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Acquisition, Effective Date of Acquisition | Jan. 6, 2017 | |||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 20,000 | |||||||||||||||||||||||||||||||||
Radio Station WSPZ-AM [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 600,000 | $ 1,500,000 | ||||||||||||||||||||||||||||||||
Goodwill | $ 13,000 | |||||||||||||||||||||||||||||||||
TeacherTube.com Website [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | 1,100,000 | |||||||||||||||||||||||||||||||||
Intelligence Report Newsletter [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | 2,500,000 | |||||||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities, Current | $ 2,900,000 | |||||||||||||||||||||||||||||||||
TradersCrux.com Website [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 300,000 | |||||||||||||||||||||||||||||||||
Estimated Contingent Earn-out Consideration | $ 100,000 | |||||||||||||||||||||||||||||||||
Portuguese Bible mobile application Assets Purchase [Member] | ||||||||||||||||||||||||||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||||||||||||||||||||||||||||
Business Combination, Consideration Transferred, Total | $ 65,000 | |||||||||||||||||||||||||||||||||
Estimated Contingent Earn-out Consideration | $ 20,000 | |||||||||||||||||||||||||||||||||
Prayers-For-Special-Help.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 | $ 200,000 |
CONTINGENT EARN-OUT CONSIDERA67
CONTINGENT EARN-OUT CONSIDERATION (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition, Contingent Consideration [Line Items] | |||
Beginning Balance | $ 66 | $ 775 | |
Acquisitions | 36 | 66 | |
Accretion of acquisition-related contingent earn-out consideration | 4 | 25 | |
Change in the estimated fair value of contingent earn-out consideration | (23) | (689) | $ (1,715) |
Reclassification of payments due in next 12 months to short-term | 0 | 0 | |
Payments | (14) | (111) | |
Ending Balance | 69 | 66 | 775 |
Short-Term Accrued Expenses [Member] | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Beginning Balance | 66 | 173 | |
Acquisitions | 36 | 66 | |
Accretion of acquisition-related contingent earn-out consideration | 4 | 17 | |
Change in the estimated fair value of contingent earn-out consideration | (23) | (635) | |
Reclassification of payments due in next 12 months to short-term | 0 | 556 | |
Payments | (14) | (111) | |
Ending Balance | 69 | 66 | 173 |
Long-Term Other Liabilities [Member] | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Beginning Balance | 0 | 602 | |
Acquisitions | 0 | 0 | |
Accretion of acquisition-related contingent earn-out consideration | 0 | 8 | |
Change in the estimated fair value of contingent earn-out consideration | 0 | (54) | |
Reclassification of payments due in next 12 months to short-term | 0 | (556) | |
Payments | 0 | 0 | |
Ending Balance | $ 0 | $ 0 | $ 602 |
CONTINGENT EARN-OUT CONSIDERA68
CONTINGENT EARN-OUT CONSIDERATION (Details Textual) - USD ($) | Sep. 13, 2017 | Jul. 06, 2017 | Jun. 08, 2017 | May 06, 2017 | May 06, 2015 | Feb. 06, 2015 | Jan. 10, 2014 | Sep. 13, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Feb. 06, 2017 |
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||
Business Combination, Contingent Consideration Arrangements Payment | $ (14,000) | $ (111,000) | ||||||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | (23,000) | $ (689,000) | $ (1,715,000) | |||||||||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | 1,200,000 | |||||||||||
Bryan Perry Newsletters (business acquisition) [Member] | ||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||
Business Combination, Contingent Consideration Arrangements Payment | 14,000 | $ 91,000 | ||||||||||
Business Combination Liabilities Arising From Contingencies Amount Recognized Discounted Present Value | $ 158,000 | |||||||||||
Business Combination, Contingent Consideration, Liability | $ 171,000 | |||||||||||
Contingent Earn Out Consideration Due To Seller Net Subscriber Revenues Percentage | 50.00% | |||||||||||
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 | $ 4,000 | |||||||||||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | $ 165,000 | |||||||||||
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 | $ 53,000 | |||||||||||
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 | |||||||||||
Portuguese Bible Mobile Application [Member] | ||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 65,000 | |||||||||||
Business Combination, Contingent Consideration Arrangements Payment | 20,000 | |||||||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 1,700 | |||||||||||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | 16,500 | |||||||||||
Business Acquisition Contingent Earn Out Consideration Payable | $ 20,000 | |||||||||||
TradersCrux com [Member] | ||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 300,000 | |||||||||||
Business Combination, Contingent Consideration Arrangements Payment | 100,000 | |||||||||||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | 18,750 | $ 31,000 | ||||||||||
Business Acquisition Contingent Earn Out Consideration Payable | 100,000 | |||||||||||
Payments to Acquire Businesses, Gross | $ 300,000 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory [Line Items] | ||
Reserve for obsolescence | $ (1,657) | $ (2,226) |
Inventories, net | 730 | 670 |
Regnery Publishing [Member] | ||
Inventory [Line Items] | ||
Inventories, gross | 2,038 | 2,473 |
Reserve for obsolescence | (1,621) | (2,104) |
Inventories, net | 417 | 369 |
Wellness Products [Member] | ||
Inventory [Line Items] | ||
Inventories, gross | 349 | 423 |
Reserve for obsolescence | (36) | (122) |
Inventories, net | $ 313 | $ 301 |
BROADCAST LICENSES (Details)
BROADCAST LICENSES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Indefinite-lived Intangible Assets [Line Items] | ||
Balance, beginning of period before cumulative loss on impairment | $ 494,058 | $ 492,032 |
Accumulated loss on impairment, Beginning Balance | (105,541) | (99,001) |
Balance, beginning of period after cumulative loss on impairment | 388,517 | 393,031 |
Capital projects to improve broadcast signal and strength | 5 | 307 |
Impairments based on estimated fair value of broadcast licenses | 0 | (6,540) |
Balance, end of period before cumulative loss on impairment | 486,455 | 494,058 |
Accumulated loss on impairment, Ending Balance | (105,541) | (105,541) |
Balance, end of period after cumulative loss on impairment | 380,914 | 388,517 |
Radio Stations [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Acquisitions | 191 | 74 |
FM Translators [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Acquisitions | 198 | 1,645 |
WQVN AM Tower Site [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Sale of WSPZ-AM (formerly WKAT-AM) | $ (7,997) | $ 0 |
GOODWILL (Details)
GOODWILL (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill [Line Items] | |||
Balance, beginning of period before cumulative loss on impairment, | $ 27,642 | $ 26,560 | |
Beginning Balance, Accumulated loss on impairment | (2,029) | (1,997) | |
Balance, beginning of period after cumulative loss on impairment | 25,613 | 24,563 | |
Impairments based on the estimated fair value | 0 | (32) | $ (439) |
Balance, end of period before cumulative loss on impairment | 28,453 | 27,642 | 26,560 |
Ending Balance, Accumulated loss on impairment | (2,029) | (2,029) | (1,997) |
Ending period balance | 26,424 | 25,613 | $ 24,563 |
Radio Stations [Member] | |||
Goodwill [Line Items] | |||
Acquisitions | 14 | 0 | |
Digital Media Entities [Member] | |||
Goodwill [Line Items] | |||
Acquisitions | 810 | 237 | |
Publishing Entities [Member] | |||
Goodwill [Line Items] | |||
Acquisitions | 0 | 845 | |
Broadcast business [Member] | |||
Goodwill [Line Items] | |||
Goodwill, Written off Related to Sale of Business Unit | $ (13) | $ 0 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment, Gross, Total | $ 264,200 | $ 258,814 |
Less accumulated depreciation | (164,720) | (156,024) |
Property, Plant and Equipment, Net, Total | 99,480 | 102,790 |
Land [Member] | ||
Property, Plant and Equipment, Gross, Total | 32,320 | 32,402 |
Building [Member] | ||
Property, Plant and Equipment, Gross, Total | 28,962 | 29,070 |
Office furnishings and equipment [Member] | ||
Property, Plant and Equipment, Gross, Total | 37,583 | 37,386 |
Office Furnishings And Equipment Under Capital Lease Obligations [Member] | ||
Property, Plant and Equipment, Gross, Total | 244 | 228 |
Antennae, towers and transmitting equipment | ||
Property, Plant and Equipment, Gross, Total | 85,632 | 84,144 |
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 | 29,697 | 28,668 |
Computer Software [Member] | ||
Property, Plant and Equipment, Gross, Total | 24,477 | 20,042 |
Record and tape libraries [Member] | ||
Property, Plant and Equipment, Gross, Total | 27 | 27 |
Automobiles [Member] | ||
Property, Plant and Equipment, Gross, Total | 1,385 | 1,373 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment, Gross, Total | 19,003 | 14,696 |
Construction in Progress [Member] | ||
Property, Plant and Equipment, Gross, Total | $ 4,075 | $ 9,983 |
PROPERTY AND EQUIPMENT (Detai73
PROPERTY AND EQUIPMENT (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Depreciation, Total | $ 12,400,000 | $ 12,200,000 | $ 12,400,000 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 164,720,000 | 156,024,000 | |
Capital Lease [Member] | |||
Depreciation, Total | 93,000,000,000 | 96,000,000,000 | 108,000,000,000 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | $ 755,000 | $ 662,000 | $ 566,000 |
AMORTIZABLE INTANGIBLE ASSETS74
AMORTIZABLE INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 60,283 | $ 58,896 |
Accumulated Amortization | (47,179) | (44,488) |
Net | 13,104 | 14,408 |
Customer lists and contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 22,865 | 22,599 |
Accumulated Amortization | (20,888) | (20,070) |
Net | 1,977 | 2,529 |
Domain and brand names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 20,109 | 19,821 |
Accumulated Amortization | (14,650) | (12,970) |
Net | 5,459 | 6,851 |
Favorable and assigned leases [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,379 | 2,379 |
Accumulated Amortization | (2,028) | (1,972) |
Net | 351 | 407 |
Subscriber base and lists [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 8,797 | 7,972 |
Accumulated Amortization | (4,701) | (5,304) |
Net | 4,096 | 2,668 |
Author Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,771 | 2,771 |
Accumulated Amortization | (2,237) | (1,824) |
Net | 534 | 947 |
Noncompete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,029 | 2,018 |
Accumulated Amortization | (1,342) | (1,012) |
Net | 687 | 1,006 |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 1,333 | 1,336 |
Accumulated Amortization | (1,333) | (1,336) |
Net | $ 0 | $ 0 |
AMORTIZABLE INTANGIBLE ASSETS75
AMORTIZABLE INTANGIBLE ASSETS (Details 1) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
2,018 | $ 4,576 | |
2,019 | 4,006 | |
2,020 | 2,714 | |
2,021 | 1,159 | |
2,022 | 435 | |
Thereafter | 214 | |
Net | $ 13,104 | $ 14,408 |
AMORTIZABLE INTANGIBLE ASSETS76
AMORTIZABLE INTANGIBLE ASSETS (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ 4.6 | $ 5.1 | $ 5.3 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) - USD ($) $ in Thousands | 1 Months Ended | ||||||||
May 19, 2017 | Feb. 28, 2017 | Jan. 30, 2017 | Dec. 30, 2016 | Nov. 30, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Mar. 17, 2016 | |
Principal Paid | $ 2,000 | ||||||||
Term Loan B Payment One [Member] | |||||||||
Principal Paid | $ 258,000 | $ 3,000 | 2,000 | $ 5,000 | $ 1,000 | $ 1,500 | $ 441 | $ 750 | $ 809 |
Unamortized Discount | $ 550 | $ 6 | $ 5 | $ 12 | $ 3 | 4 | 1 | $ 0 | $ 2 |
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, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Long-term Debt | $ 9,000 | $ 0 |
Long Term Debt And Capital Lease Obligations Current And Noncurrent | 264,462 | |
Long-term debt and capital lease obligations less unamortized debt issuance costs | 258,688 | 261,674 |
Less current portion | (9,109) | (590) |
Long-term debt and capital lease obligations less unamortized debt issuance costs, net of current portion | 249,579 | 261,084 |
Senior Secured Debt [Member] | ||
Debt Instrument [Line Items] | ||
Less unamortized discount and debt issuance costs based on an imputed interest rate | (5,774) | 0 |
Long-term Debt | 249,226 | 0 |
Long Term Debt And Capital Lease Obligations Current And Noncurrent | 255,000 | 0 |
Term B Loan [Member] | ||
Debt Instrument [Line Items] | ||
Less unamortized discount and debt issuance costs based on an imputed interest rate | 0 | (2,371) |
Long-term Debt | 0 | 260,629 |
Long Term Debt And Capital Lease Obligations Current And Noncurrent | 0 | 263,000 |
Revolver [Member] | ||
Debt Instrument [Line Items] | ||
Long Term Debt And Capital Lease Obligations Current And Noncurrent | 0 | 477 |
Capital Lease Obligations And Other [Member] | ||
Debt Instrument [Line Items] | ||
Long Term Debt And Capital Lease Obligations Current And Noncurrent | $ 462 | $ 568 |
LONG-TERM DEBT (Details 1) (Par
LONG-TERM DEBT (Details 1) (Parenthetical) | Dec. 31, 2017 | May 19, 2017 |
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 4.58% | |
Senior Secured Debt [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 7.08% | 6.75% |
LONG-TERM DEBT (Details 2)
LONG-TERM DEBT (Details 2) $ in Thousands | Dec. 31, 2017USD ($) |
2,018 | $ 9,109 |
2,019 | 107 |
2,020 | 110 |
2,021 | 125 |
2,022 | 11 |
Thereafter | 255,000 |
Long-term debt | $ 264,462 |
LONG-TERM DEBT (Details Textual
LONG-TERM DEBT (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||||
May 19, 2017 | Feb. 28, 2017 | Jan. 30, 2017 | Dec. 30, 2016 | Nov. 30, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 17, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Interest Expense, Debt | $ 203,000 | $ 562,000 | $ 558,000 | ||||||||
Amortization of Financing Costs | $ 18,000,000 | $ 12,000,000 | 940,000 | 631,000 | 628,000 | ||||||
Gains (Losses) on Extinguishment of Debt, Total | $ 600,000 | 4,500,000 | (2,775,000) | (87,000) | (41,000) | ||||||
Debt Instrument, Face Amount | 255,000,000 | ||||||||||
Interest Payable, Current | $ 1,445,000 | 77,000 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.58% | ||||||||||
Debt Instrument, Redemption, Period Two [Member] | |||||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 35.00% | 106.75% | |||||||||
Debt Instrument, Redemption Price, Percentage | 106.75% | ||||||||||
Debt Instrument, Redemption, Period Three [Member] | |||||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 10.00% | 103.00% | |||||||||
Debt Instrument, Redemption Price, Percentage | 103.00% | ||||||||||
Debt Instrument, Redemption, Period One [Member] | |||||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 100.00% | ||||||||||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||||||||||
Standby Letters of Credit [Member] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 5,000,000 | ||||||||||
Swingline Loans [Member] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 7,500,000 | ||||||||||
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Debt Instrument Interest Additional Interest Above Prime Rate | 2.00% | ||||||||||
Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Debt Instrument Interest Additional Interest Above Prime Rate | 1.50% | ||||||||||
Senior Secured Debt [Member] | |||||||||||
Interest Expense, Debt | 17,200,000 | ||||||||||
Debt Instrument, Face Amount | $ 255,000,000 | $ 255,000,000 | |||||||||
Interest Payable, Current | $ 1,400,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.75% | 7.08% | |||||||||
Debt Instrument, Debt Default, Description of Violation or Event of Default | The Indenture provides for the following events of default (each, an Event of Default): (i) default in payment of principal or premium on the Notes at maturity, upon repurchase, acceleration, optional redemption or otherwise; (ii) default for 30 days in payment of interest on the Notes; (iii) the failure by us or certain restricted subsidiaries to comply with other agreements in the Indenture or the Notes, in certain cases subject to notice and lapse of time; (iv) the failure of any guarantee by certain significant Subsidiary Guarantors to be in full force and effect and enforceable in accordance with its terms, subject to notice and lapse of time; (v) certain accelerations (including failure to pay within any grace period) of other indebtedness of ours or any restricted subsidiary if the amount accelerated (or so unpaid) is at least $15 million; (vi) certain judgments for the payment of money in excess of $15 million; (vii) certain events of bankruptcy or insolvency with respect to us or any significant subsidiary; and (vii) certain defaults with respect to any collateral having a fair market value in excess of $15 million. | ||||||||||
Debt Instrument Debt Default Percentage | 25.00% | ||||||||||
Debt Related Commitment Fees and Debt Issuance Costs | $ 600,000 | ||||||||||
Unamortized Debt Issuance Expense | 5,774,000 | 0 | |||||||||
Assetbased Revoloving Credit Facility [Member] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 4,500,000 | $ 9,000,000 | |||||||||
Line of Credit Facility, Covenant Terms | The Credit Agreement includes a springing fixed charge coverage ratio of 1.0 to 1.0, which is tested during the period commencing on the last day of the fiscal month most recently ended prior to the date on which Availability (as defined in the Credit Agreement) is less than the greater of 15% of the Maximum Revolver Amount (as defined in the Credit Agreement) and $4.5 million and continuing for a period of 60 consecutive days after the first day on which Availability exceeds such threshold amount. | ||||||||||
Debt Instrument, Face Amount | $ 30,000,000 | ||||||||||
Debt Instrument, Debt Default, Description of Violation or Event of Default | The Credit Agreement provides for the following events of default: (i) default for non-payment of any principal or letter of credit reimbursement when due or any interest, fees or other amounts within five days of the due date; (ii) the failure by any borrower or any subsidiary to comply with any covenant or agreement contained in the Credit Agreement or any other loan document, in certain cases subject to applicable notice and lapse of time; (iii) any representation or warranty made pursuant to the Credit Agreement or any other loan document is incorrect in any material respect when made; (iv) certain defaults of other indebtedness of any borrower or any subsidiary of indebtedness of at least $10 million; (v) certain events of bankruptcy or insolvency with respect to any borrower or any subsidiary; (vi) certain judgments for the payment of money of $10 million or more; (vii) a change of control; and (viii) certain defaults relating to the loss of FCC licenses, cessation of broadcasting and termination of material station contracts. | ||||||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 2.00% | 2.00% | |||||||||
Debt Related Commitment Fees and Debt Issuance Costs | $ 6,300,000 | ||||||||||
Debt Instrument Blended Interest Rate | 3.64% | ||||||||||
Assetbased Revoloving Credit Facility [Member] | Maximum [Member] | |||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.375% | ||||||||||
Assetbased Revoloving Credit Facility [Member] | Maximum [Member] | Base Rate [Member] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||||||
Assetbased Revoloving Credit Facility [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||||||||||
Assetbased Revoloving Credit Facility [Member] | Minimum [Member] | |||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | ||||||||||
Assetbased Revoloving Credit Facility [Member] | Minimum [Member] | Base Rate [Member] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||||||||||
Assetbased Revoloving Credit Facility [Member] | Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | ||||||||||
Term B Loan [Member] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 300,000,000 | ||||||||||
Senior Notes, Noncurrent | 298,500,000 | ||||||||||
Interest Expense, Debt | 74,000 | $ 206,000 | 188,000 | ||||||||
Amortization of Financing Costs | $ 33,000,000 | $ 6,900,000 | $ 14,000,000 | $ 3,400,000 | $ 6,700,000 | ||||||
Gains (Losses) on Extinguishment of Debt, Total | $ 1,500,000 | 6,200,000 | $ 4,500 | $ 12,000 | $ 2,500 | $ 3,900 | $ 1,300 | $ 2,500 | |||
Debt Instrument, Face Amount | $ 300,000,000 | ||||||||||
Debt Instrument, Unamortized Discount | 700,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.78% | ||||||||||
Debt Related Commitment Fees and Debt Issuance Costs | 200,000 | ||||||||||
Long-term Debt, Gross | 258,000,000 | ||||||||||
Unamortized Debt Issuance Expense | $ 0 | $ 2,371,000 | |||||||||
Term B Loan [Member] | Maximum [Member] | |||||||||||
Debt Instrument Interest Additional Interest Above Prime Rate | 1.00% | ||||||||||
Term B Loan [Member] | Minimum [Member] | |||||||||||
Debt Instrument Interest Additional Interest Above Prime Rate | 0.50% | ||||||||||
Revolver [Member] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 25,000,000 | ||||||||||
Amortization of Financing Costs | $ 26,000 | $ 70,000 | $ 68,000 | ||||||||
Gains (Losses) on Extinguishment of Debt, Total | 56,000,000,000 | ||||||||||
Long-term Line of Credit, Noncurrent | $ 25,000,000 | ||||||||||
Revolver [Member] | Maximum [Member] | |||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.375% | ||||||||||
Revolver [Member] | Minimum [Member] | |||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | ||||||||||
Term Loan B And Revolver [Member] | |||||||||||
Gains (Losses) on Extinguishment of Debt, Total | $ 2,100,000 | ||||||||||
Unamortized Debt Issuance Expense | $ 1,500,000 |
FAIR VALUE MEASUREMENTS AND D82
FAIR VALUE MEASUREMENTS AND DISCLOSURES (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | $ 69 |
Long-term debt and capital lease obligations less unamortized debt issuance costs | 258,688 |
Other Indefinite Lived Intangible Assets [Member] | |
Assets | |
Estimated fair value of other indefinite-lived intangible assets | 313 |
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 debt issuance costs | 0 |
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 debt issuance costs | 258,688 |
Fair Value, Inputs, Level 3 [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | 69 |
Long-term debt and capital lease obligations less unamortized debt issuance costs | 0 |
Fair Value, Inputs, Level 3 [Member] | Other Indefinite Lived Intangible Assets [Member] | |
Assets | |
Estimated fair value of other indefinite-lived intangible assets | $ 313 |
FAIR VALUE MEASUREMENTS AND D83
FAIR VALUE MEASUREMENTS AND DISCLOSURES (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 19 | $ 7,041 | $ 0 |
Debt Instrument, Face Amount | 255,000 | ||
Broadcast Market Clusters and Mastheads [Member] | |||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 7,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 63 | 229 | 249 |
Current Income Tax Expense (Benefit), Total | 63 | 229 | 249 |
Deferred: | |||
Federal | (21,167) | 4,938 | 6,234 |
State | 234 | (595) | 212 |
Deferred Income Taxes and Tax Credits, Total | (20,933) | 4,343 | 6,446 |
Provision for income taxes | $ (20,870) | $ 4,572 | $ 6,695 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Financial statement accruals not currently deductible | $ 6,220 | $ 9,324 |
Net operating loss, AMT credit and other carryforwards | 55,720 | 71,215 |
State taxes | 103 | 87 |
Other | 2,191 | 740 |
Total deferred tax assets | 64,234 | 81,366 |
Valuation allowance for deferred tax assets | (6,154) | (4,487) |
Net deferred tax assets | 58,080 | 76,879 |
Deferred tax liabilities: | ||
Excess of net book value of property and equipment and software for financial reporting purposes over tax basis | 1,218 | 2,096 |
Excess of net book value of intangible assets for financial reporting purposes over tax basis | 89,898 | 128,988 |
Interest rate swap | 0 | (193) |
Unrecognized tax benefits | 0 | 0 |
Other | 45 | 0 |
Total deferred tax liabilities | 91,161 | 130,891 |
Net deferred tax liabilities | $ (33,081) | $ (54,012) |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Components of Deferred Tax Assets and Liabilities [Abstract] | ||
Deferred income tax asset per balance sheet | $ 0 | $ 9,411 |
Deferred income tax liability per balance sheet | (34,151) | (63,423) |
Net deferred tax liabilities | $ (33,081) | $ (54,012) |
INCOME TAXES (Details 3)
INCOME TAXES (Details 3) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Statutory federal income tax rate (at 35%) | $ 1,321 | $ 4,706 | $ 6,246 |
Effect of state taxes, net of federal | (1,207) | (486) | 458 |
Permanent items | 458 | 266 | 445 |
State rate change | (179) | (1,664) | 23 |
Valuation allowance | 1,667 | 1,763 | (181) |
Tax Cuts and Jobs Act of 2017 | (23,000) | 0 | 0 |
Other, net | 70 | (13) | (296) |
Provision for income taxes | $ (20,870) | $ 4,572 | $ 6,695 |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Contingency [Line Items] | ||||
Deferred Tax Assets, Valuation Allowance | $ 6,154 | $ 4,487 | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | |||
Deferred Tax Assets, Operating Loss Carryforwards, State and Local | $ 6,000 | 4,200 | ||
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Impairment Losses | 200 | 300 | ||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 1,600 | 6,200 | $ 4,500 | |
Scenario, Plan [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | |||
Domestic Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Operating Loss Carryforwards | $ 153,100 | |||
Ending Year of Expiry for Net Operating Loss Carryforwards | 2,020 | |||
State and Local Jurisdiction [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Operating Loss Carryforwards | $ 790,400 | |||
Beginning Year of Expiry for Net Operating Loss Carry forwards | 2,018 | |||
Ending Year of Expiry for Net Operating Loss Carryforwards | 2,037 |
COMMITMENTS AND CONTINGENCIES89
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Leases Future Minimum Payments [Line Items] | |
2,018 | $ 13,149 |
2,019 | 12,039 |
2,020 | 11,507 |
2,021 | 9,996 |
2,022 | 8,417 |
Thereafter | 33,077 |
Operating Leases, Future Minimum Payments Due, Total | 88,185 |
Related Party [Member] | |
Leases Future Minimum Payments [Line Items] | |
2,018 | 1,048 |
2,019 | 790 |
2,020 | 806 |
2,021 | 794 |
2,022 | 919 |
Thereafter | 5,657 |
Operating Leases, Future Minimum Payments Due, Total | 10,014 |
Other [Member] | |
Leases Future Minimum Payments [Line Items] | |
2,018 | 12,101 |
2,019 | 11,249 |
2,020 | 10,701 |
2,021 | 9,202 |
2,022 | 7,498 |
Thereafter | 27,420 |
Operating Leases, Future Minimum Payments Due, Total | $ 78,171 |
COMMITMENTS AND CONTINGENCIES90
COMMITMENTS AND CONTINGENCIES (Details Textual) $ in Millions | Mar. 31, 2016USD ($) |
Commitments And Contingencies [Line Items] | |
Loss Contingency Accrual | $ 0.5 |
STOCK INCENTIVE PLAN (Details)
STOCK INCENTIVE PLAN (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock-based compensation expense, pre-tax | $ 1,721 | $ 582 | $ 771 |
Tax benefit (expense) from stock-based compensation expense | (688) | (233) | (308) |
Total stock-based compensation expense, net of tax | 1,033 | 349 | 463 |
Corporate [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock option compensation expense | 153 | 378 | 474 |
Restricted stock shares compensation expenses | 1,100 | 24 | 34 |
Broadcast [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock option compensation expense | 33 | 85 | 130 |
Restricted stock shares compensation expenses | 224 | 0 | 0 |
Digital Media Enterprise Valuations [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock option compensation expense | 30 | 60 | 92 |
Restricted stock shares compensation expenses | 124 | 0 | 0 |
Publishing Enterprise Valuations [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock option compensation expense | 21 | 35 | 41 |
Restricted stock shares compensation expenses | $ 36 | $ 0 | $ 0 |
STOCK INCENTIVE PLAN (Details 1
STOCK INCENTIVE PLAN (Details 1) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Expected volatility | 47.03% | 52.37% |
Expected dividends | 5.36% | 4.28% |
Expected term (in years) | 7 years 4 months 24 days | 3 years |
Risk-free interest rate | 1.64% | 0.85% |
STOCK INCENTIVE PLAN (Details 2
STOCK INCENTIVE PLAN (Details 2) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2008 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Shares | |||||
Beginning Balance | 1,720,000 | 1,581,123 | |||
Exercised | (1,741,854) | ||||
Ending Balance | 1,428,462 | 1,720,000 | 1,581,123 | ||
Exercisable at end of period | 934,959 | ||||
Weighted Average Exercise Price | |||||
Ending Balance | $ 5.20 | ||||
Weighted Average Remaining Contractual Term | |||||
Outstanding | 3 years 8 months 12 days | ||||
Employee Stock Option [Member] | |||||
Shares | |||||
Beginning Balance | 1,720,000 | 1,581,123 | 1,816,204 | ||
Granted | 0 | 549,500 | 10,000 | ||
Exercised | (127,663) | (336,996) | (163,994) | ||
Forfeited or expired | (163,875) | (73,627) | (81,087) | ||
Ending Balance | 1,428,462 | 1,720,000 | 1,581,123 | 1,816,204 | |
Exercisable at end of period | 934,959 | 841,625 | 947,573 | ||
Expected to Vest | 468,581 | 601,557 | |||
Weighted Average Exercise Price | |||||
Beginning Balance | $ 5.12 | $ 4.87 | $ 4.88 | ||
Granted | 4.85 | 6.08 | |||
Exercised | 4.02 | 2.95 | 2.35 | ||
Forfeited or expired | 5.75 | 8.06 | 10.32 | ||
Ending Balance | 5.2 | 5.12 | 4.87 | $ 4.88 | |
Exercisable at end of period | 5.66 | 5.56 | 4.92 | ||
Expected to Vest | 5.21 | 4.8 | |||
Weighted Average Grant Date Fair value | |||||
Beginning Balance | 2.89 | 3.39 | 3.39 | ||
Granted | 1.33 | 1.98 | |||
Exercised | 2.03 | 2.02 | 1.53 | ||
Forfeited or expired | 2.99 | 3.07 | 6.93 | ||
Ending Balance | 2.96 | 2.89 | 3.39 | $ 3.39 | |
Exercisable at end of period | 3.77 | 3.94 | $ 3.54 | ||
Expected to Vest | $ 2.98 | $ 3.15 | |||
Weighted Average Remaining Contractual Term | |||||
Outstanding | 3 years 8 months 12 days | 4 years 6 months | 4 years 3 months 18 days | 5 years 6 months | |
Exercisable at end of period | 2 years 8 months 12 days | 2 years 10 months 24 days | 3 years 3 months 18 days | ||
Expected to Vest | 3 years 8 months 12 days | 5 years 7 months 6 days | |||
Aggregate Intrinsic Value | |||||
Beginning Balance | $ 2,428 | $ 1,738 | $ 5,718 | ||
Granted | 0 | 0 | |||
Exercised | 401 | 1,418 | 589 | ||
Forfeited or expired | 136 | 3 | 12 | ||
Ending Balance | 653 | 2,428 | 1,738 | $ 5,718 | |
Exercisable at end of period | 414 | 948 | $ 1,001 | ||
Expected to Vest | $ 239 | $ 700 |
STOCK INCENTIVE PLAN (Details 3
STOCK INCENTIVE PLAN (Details 3) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Shares | ||
Beginning balance | 0 | 10,000 |
Granted | 211,658 | 0 |
Lapse of restrictions | (211,658) | (10,000) |
Forfeited | 0 | 0 |
Ending balance | 0 | 0 |
Weighted Average Grant Date Fair Value | ||
Beginning balance (in dollars per share) | $ 0 | $ 5.83 |
Granted (in dollars per share) | 7.01 | 0 |
Lapse of restrictions (in dollars per share) | (7.01) | (5.83) |
Forfeited (in dollars per share) | 0 | 0 |
Ending balance (in dollars per share) | $ 0 | $ 0 |
Weighted Average Remaining Contractual Term | ||
Outstanding, contractual term (in years) | 2 months 12 days | |
Aggregate Intrinsic Value | ||
Beginning Balance | $ 0 | $ 40 |
Granted | 1,484 | 0 |
Lapse of restrictions | 1,488 | 52 |
Forfeited or expired | 0 | 0 |
Ending Balance | $ 0 | $ 0 |
STOCK INCENTIVE PLAN (Details 4
STOCK INCENTIVE PLAN (Details 4) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options | 1,428,462 | 1,720,000 | 1,581,123 |
Weighted Average Contractual Life Remaining (Years) | 3 years 8 months 12 days | ||
Weighted Average Exercise Price | $ 5.20 | ||
Exercisable Options | 934,959 | ||
Exercisable at end of period | $ 5.66 | ||
Range of Exercise Prices From $2.38 to $3.37 [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 | $ 3.37 | ||
Options | 351,370 | ||
Weighted Average Contractual Life Remaining (Years) | 3 years 2 months 12 days | ||
Weighted Average Exercise Price | $ 2.65 | ||
Exercisable Options | 215,370 | ||
Exercisable at end of period | $ 2.59 | ||
Range of Exercise Prices From $3.38 to $4.42 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices, Lower Limit | 3.38 | ||
Range of Exercise Prices, Upper Limit | $ 4.42 | ||
Options | 4,250 | ||
Weighted Average Contractual Life Remaining (Years) | 2 years 2 months 12 days | ||
Weighted Average Exercise Price | $ 3.99 | ||
Exercisable Options | 4,250 | ||
Exercisable at end of period | $ 3.99 | ||
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 | 428,292 | ||
Weighted Average Contractual Life Remaining (Years) | 5 years 8 months 12 days | ||
Weighted Average Exercise Price | $ 4.85 | ||
Exercisable Options | 83,039 | ||
Exercisable at end of period | $ 4.85 | ||
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 | 61,000 | ||
Weighted Average Contractual Life Remaining (Years) | 1 year 3 months 18 days | ||
Weighted Average Exercise Price | $ 5.35 | ||
Exercisable Options | 57,250 | ||
Exercisable at end of period | $ 5.38 | ||
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 | 553,550 | ||
Weighted Average Contractual Life Remaining (Years) | 2 years 8 months 12 days | ||
Weighted Average Exercise Price | $ 6.92 | ||
Exercisable Options | 553,550 | ||
Exercisable at end of period | $ 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) | 3 years 9 months 18 days | ||
Weighted Average Exercise Price | $ 8.37 | ||
Exercisable Options | 21,500 | ||
Exercisable at end of period | $ 8.38 |
STOCK INCENTIVE PLAN (Details T
STOCK INCENTIVE PLAN (Details Textual) - USD ($) $ / shares in Units, $ in Millions | Aug. 09, 2017 | Feb. 24, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 0.3 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 6 months | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 211,658 | 0 | |||
Restricted stock [Member] | Executive Officer [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 33,066 | ||||
Restricted stock [Member] | Management [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 178,592 | ||||
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 | $ 4.50 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 0.9 | $ 1.1 | $ 1.5 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Nov. 20, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | ||||
Operating Leases, Rent Expense | $ 15,500,000 | $ 15,300,000 | $ 14,800,000 | |
Related Party Annual Payments For Insurance Premiums | 386,000 | |||
Net Assets | 2,800,000 | 2,600,000 | 2,500,000 | |
Business Combination, Consideration Transferred | 4,043,000 | 10,120,000 | ||
Related Party Transaction, Amounts of Transaction | 500,000 | |||
Split-Dollar Life Insurance [Member] | ||||
Related Party Transaction [Line Items] | ||||
Business Combination, Consideration Transferred | 1,400,000 | 1,000,000 | 600,000 | |
Trust [Member] | Chief Executive Officer [Member] | ||||
Related Party Transaction [Line Items] | ||||
Operating Leases, Rent Expense | 191,000 | 185,000 | 180,000 | |
Know the Truth [Member] | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Other Revenues from Transactions with Related Party | 1,200,000 | 400,000 | 400,000 | |
Accounts Receivable, Related Parties | 700,000 | 200,000 | ||
Chairman And Chief Executive Officer [Member] | Land and Building [Member] | ||||
Related Party Transaction [Line Items] | ||||
Operating Leases, Rent Expense | 1,500,000 | 1,500,000 | 1,300,000 | |
Truth For Life [Member] | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Other Revenues from Transactions with Related Party | 2,100,000 | 2,200,000 | 2,200,000 | |
Accounts Receivable, Related Parties | 200,000 | 200,000 | ||
Edward G. Atsinger III, Chief Executive Officer and Director [Member] | ||||
Related Party Transaction [Line Items] | ||||
Operating Leases, Rent Expense | 217,000 | 301,000 | $ 133,000 | |
The Truth Network [Member] | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Amounts of Transaction | 11,000 | |||
Accounts Receivable, Related Parties | 3,000 | $ 4,000 | ||
AM 570, LLC [Member] | ||||
Related Party Transaction [Line Items] | ||||
Business Combination, Consideration Transferred | $ 600,000 | |||
Delmarva Educational Association Corporation [Member] | ||||
Related Party Transaction [Line Items] | ||||
Business Combination, Consideration Transferred | $ 21,000 |
DEFINED CONTRIBUTION PLAN (Deta
DEFINED CONTRIBUTION PLAN (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
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 | $ 1.9 |
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 | Apr. 05, 2016 | Dec. 29, 2017 | Sep. 29, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 |
Dividends Payable [Line Items] | |||||||
Announcement Date | Mar. 10, 2016 | Dec. 7, 2017 | Sep. 12, 2017 | Jun. 2, 2016 | |||
Payment Date | Apr. 5, 2016 | Dec. 29, 2017 | Sep. 29, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2016 | |
Dividend Payment One [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Announcement Date | Dec. 7, 2017 | ||||||
Payment Date | Dec. 29, 2017 | ||||||
Amount Per Share | $ 0.0650 | ||||||
Cash Distributed | $ 1,701 | ||||||
Dividend Payment Two [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Announcement Date | Sep. 12, 2017 | ||||||
Payment Date | Sep. 29, 2017 | ||||||
Amount Per Share | $ 0.0650 | ||||||
Cash Distributed | $ 1,701 | ||||||
Dividend Payment Three [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Announcement Date | Jun. 1, 2017 | ||||||
Payment Date | Jun. 30, 2017 | ||||||
Amount Per Share | $ 0.0650 | ||||||
Cash Distributed | $ 1,697 | ||||||
Dividend Payment Four [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Announcement Date | Mar. 9, 2017 | ||||||
Payment Date | Mar. 31, 2017 | ||||||
Amount Per Share | $ 0.0650 | ||||||
Cash Distributed | $ 1,691 | ||||||
Dividend Payment Five [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 Six [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 Seven [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 Eight [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Announcement Date | Mar. 10, 2016 | ||||||
Payment Date | Apr. 5, 2016 | ||||||
Amount Per Share | $ 0.0650 | ||||||
Cash Distributed | $ 1,657 |
EQUITY TRANSACTIONS (Details Te
EQUITY TRANSACTIONS (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2018 | |
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 | $ 1,721 | $ 582 | $ 771 | |
Scenario, Forecast [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Expected Dividend Payments | $ 6,800 |
QUARTERLY RESULTS OF OPERATI101
QUARTERLY RESULTS OF OPERATIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Total revenue | $ 67,211 | $ 65,433 | $ 66,112 | $ 64,980 | $ 70,695 | $ 71,272 | $ 67,779 | $ 64,575 | |||
Operating income | 4,531 | 5,005 | 8,619 | 4,819 | 3,458 | 8,835 | 9,702 | 6,083 | $ 22,974 | $ 28,078 | $ 33,022 |
Net income | $ 22,358 | $ (46) | $ 1,272 | $ 1,060 | $ 2,972 | $ 2,192 | $ 3,356 | $ 353 | $ 24,644 | $ 8,873 | $ 11,150 |
Basic earnings per share Class A and Class B common stock | $ 0.85 | $ 0 | $ 0.05 | $ 0.04 | $ 0.11 | $ 0.08 | $ 0.13 | $ 0.01 | $ 0.94 | $ 0.34 | $ 0.43 |
Diluted earnings per share Class A and Class common stock | $ 0.85 | $ 0 | $ 0.05 | $ 0.04 | $ 0.11 | $ 0.08 | $ 0.13 | $ 0.01 | $ 0.94 | $ 0.34 | $ 0.43 |
Weighted average Class A and Class B shares outstanding - basic | 26,166,769 | 26,144,796 | 26,062,403 | 25,901,801 | 25,826,230 | 25,815,242 | 25,551,445 | 25,485,234 | 26,068,942 | 25,669,538 | 25,426,732 |
Weighted average Class A and Class B shares outstanding - diluted | 26,378,260 | 26,144,796 | 26,593,366 | 26,290,926 | 26,101,172 | 26,183,182 | 26,052,649 | 25,802,958 | 26,435,757 | 26,034,990 | 25,887,819 |
SEGMENT DATA (Details)
SEGMENT DATA (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||
Net revenue | $ 263,736 | $ 274,321 | $ 265,787 | ||||||||
Depreciation | 12,369 | 12,205 | 12,417 | ||||||||
Amortization | 4,593 | 5,071 | 5,324 | ||||||||
Impairment of indefinite-lived long-term assets other than goodwill | 19 | 7,041 | 0 | ||||||||
Impairment of goodwill | 0 | 32 | 439 | ||||||||
Impairment of amortizable intangible assets | 0 | 8 | 0 | ||||||||
Change in estimated fair value of contingent earn-out consideration | (23) | (689) | (1,715) | ||||||||
(Gain) loss on the sale or disposal of assets | (3,905) | 1,901 | (181) | ||||||||
Operating income (loss) | $ 4,531 | $ 5,005 | $ 8,619 | $ 4,819 | $ 3,458 | $ 8,835 | $ 9,702 | $ 6,083 | 22,974 | 28,078 | 33,022 |
Inventories, net | 730 | 670 | 730 | 670 | |||||||
Property and equipment, net | 99,480 | 102,790 | 99,480 | 102,790 | |||||||
Broadcast licenses | 380,914 | 388,517 | 380,914 | 388,517 | 393,031 | ||||||
Goodwill | 26,424 | 25,613 | 26,424 | 25,613 | 24,563 | ||||||
Other indefinite-lived intangible assets | 313 | 332 | 313 | 332 | |||||||
Amortizable intangible assets, net | 13,104 | 14,408 | 13,104 | 14,408 | |||||||
Operating Segments [Member] | |||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||
Net revenue | 263,736 | 274,321 | 265,787 | ||||||||
Operating expenses | 219,899 | 223,776 | 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 | 43,837 | 50,545 | 49,668 | ||||||||
Depreciation | 12,369 | 12,205 | 12,417 | ||||||||
Amortization | 4,593 | 5,071 | 5,324 | ||||||||
Impairment of long-lived assets | 700 | ||||||||||
Impairment of indefinite-lived long-term assets other than goodwill | 19 | 7,041 | |||||||||
Impairment of goodwill | 32 | 439 | |||||||||
Impairment of amortizable intangible assets | 8 | ||||||||||
Change in estimated fair value of contingent earn-out consideration | (23) | (689) | (1,715) | ||||||||
(Gain) loss on the sale or disposal of assets | 3,905 | (1,901) | 181 | ||||||||
Operating income (loss) | 22,974 | 28,078 | 33,022 | ||||||||
Operating Segments [Member] | Broadcast [Member] | |||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||
Net revenue | 196,197 | 202,016 | 197,184 | ||||||||
Operating expenses | 145,494 | 146,283 | 140,819 | ||||||||
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 | 50,703 | 55,733 | 56,365 | ||||||||
Depreciation | 7,754 | 7,592 | 7,726 | ||||||||
Amortization | 56 | 86 | 96 | ||||||||
Impairment of long-lived assets | 700 | ||||||||||
Impairment of indefinite-lived long-term assets other than goodwill | 0 | 6,540 | |||||||||
Impairment of goodwill | 0 | 439 | |||||||||
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 | 3,898 | (2,122) | 219 | ||||||||
Operating income (loss) | 38,995 | 42,937 | 47,885 | ||||||||
Inventories, net | 0 | 0 | 0 | 0 | |||||||
Property and equipment, net | 83,901 | 86,976 | 83,901 | 86,976 | |||||||
Broadcast licenses | 380,914 | 388,517 | 380,914 | 388,517 | |||||||
Goodwill | 3,581 | 3,581 | 3,581 | 3,581 | |||||||
Other indefinite-lived intangible assets | 0 | 0 | 0 | 0 | |||||||
Amortizable intangible assets, net | 351 | 407 | 351 | 407 | |||||||
Operating Segments [Member] | Digital Media [Member] | |||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||
Net revenue | 43,096 | 46,777 | 44,761 | ||||||||
Operating expenses | 33,675 | 36,290 | 35,380 | ||||||||
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 | 9,421 | 10,487 | 9,381 | ||||||||
Depreciation | 3,166 | 3,092 | 3,091 | ||||||||
Amortization | 3,414 | 4,304 | 4,685 | ||||||||
Impairment of long-lived assets | 0 | ||||||||||
Impairment of indefinite-lived long-term assets other than goodwill | 0 | 0 | |||||||||
Impairment of goodwill | 32 | 0 | |||||||||
Impairment of amortizable intangible assets | 8 | ||||||||||
Change in estimated fair value of contingent earn-out consideration | (23) | (146) | (478) | ||||||||
(Gain) loss on the sale or disposal of assets | 0 | 236 | 11 | ||||||||
Operating income (loss) | 2,864 | 2,961 | 2,072 | ||||||||
Inventories, net | 313 | 300 | 313 | 300 | |||||||
Property and equipment, net | 6,173 | 6,634 | 6,173 | 6,634 | |||||||
Broadcast licenses | 0 | 0 | 0 | 0 | |||||||
Goodwill | 20,947 | 20,136 | 20,947 | 20,136 | |||||||
Other indefinite-lived intangible assets | 0 | 0 | 0 | 0 | |||||||
Amortizable intangible assets, net | 9,801 | 9,927 | 9,801 | 9,927 | |||||||
Operating Segments [Member] | Publishing Enterprise Valuations [Member] | |||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||
Net revenue | 24,443 | 25,528 | 23,842 | ||||||||
Operating expenses | 24,475 | 26,209 | 24,774 | ||||||||
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 | (32) | (681) | (932) | ||||||||
Depreciation | 644 | 675 | 637 | ||||||||
Amortization | 1,121 | 680 | 542 | ||||||||
Impairment of long-lived assets | 0 | ||||||||||
Impairment of indefinite-lived long-term assets other than goodwill | 19 | 501 | |||||||||
Impairment of goodwill | 0 | 0 | |||||||||
Impairment of amortizable intangible assets | 0 | ||||||||||
Change in estimated fair value of contingent earn-out consideration | 0 | (543) | (1,237) | ||||||||
(Gain) loss on the sale or disposal of assets | (5) | (21) | (58) | ||||||||
Operating income (loss) | (1,811) | (1,973) | (816) | ||||||||
Inventories, net | 417 | 370 | 417 | 370 | |||||||
Property and equipment, net | 1,281 | 1,779 | 1,281 | 1,779 | |||||||
Broadcast licenses | 0 | 0 | 0 | 0 | |||||||
Goodwill | 1,888 | 1,888 | 1,888 | 1,888 | |||||||
Other indefinite-lived intangible assets | 313 | 332 | 313 | 332 | |||||||
Amortizable intangible assets, net | 2,947 | 4,069 | 2,947 | 4,069 | |||||||
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 | 16,255 | 14,994 | 15,146 | ||||||||
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 | (16,255) | (14,994) | (15,146) | ||||||||
Depreciation | 805 | 846 | 963 | ||||||||
Amortization | 2 | 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 | |||||||||
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 | 12 | 6 | 9 | ||||||||
Operating income (loss) | (17,074) | (15,847) | $ (16,119) | ||||||||
Inventories, net | 0 | 0 | 0 | 0 | |||||||
Property and equipment, net | 8,125 | 7,401 | 8,125 | 7,401 | |||||||
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 |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Mar. 01, 2018 | Feb. 08, 2018 | Apr. 05, 2016 | Dec. 29, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 03, 2018 |
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, Consideration Transferred | $ 4,043 | $ 10,120 | ||||||||||
Subsequent Event [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.0650 | |||||||||||
Subsequent Event [Member] | Boston Massachusetts [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Business Acquisition Cost Of Acquired Entity Cash Paid Net | $ 700 | |||||||||||
Subsequent Event [Member] | Radio Station KZTS-FM [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Business Combination, Consideration Transferred | $ 1,100 |