Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | ||
Sep. 30, 2013 | Nov. 01, 2013 | Nov. 01, 2013 | |
Class A Common Stock | Class B common stock | ||
Document Information [Line Items] | ' | ' | ' |
Document Type | '10-Q | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 30-Sep-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'Q3 | ' | ' |
Trading Symbol | 'SALM | ' | ' |
Entity Registrant Name | 'SALEM COMMUNICATIONS CORP /DE/ | ' | ' |
Entity Central Index Key | '0001050606 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 19,362,902 | 5,553,696 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $1,426 | $380 |
Trade accounts receivable (less allowance for doubtful accounts of $8,926 in 2012 and $10,437 in 2013) | 34,507 | 35,009 |
Other receivables | 1,910 | 609 |
Prepaid expenses | 4,040 | 3,277 |
Deferred income taxes | 6,248 | 6,248 |
Assets held for sale | 1,700 | 1,964 |
Assets of discontinued operations | 8 | 8 |
Total current assets | 49,839 | 47,495 |
Property, plant and equipment (net of accumulated depreciation of $135,823 in 2012 and $143,408 in 2013) | 98,759 | 99,467 |
Broadcast licenses | 381,836 | 373,720 |
Goodwill | 22,002 | 22,383 |
Other indefinite-lived intangible assets | 1,528 | 1,873 |
Amortizable intangible assets (net of accumulated amortization of $25,121 in 2012 and $27,196 in 2013) | 8,136 | 8,753 |
Fair value of interest rate swap | 2,545 | ' |
Deferred financing costs | 4,291 | 4,002 |
Notes receivable (net of allowance of $702 in 2012 and $562 in 2013) | 209 | 1,662 |
Other assets | 1,944 | 2,007 |
Total assets | 571,089 | 561,362 |
Current liabilities: | ' | ' |
Accounts payable | 3,105 | 4,440 |
Accrued expenses | 7,168 | 6,627 |
Accrued compensation and related expenses | 7,368 | 8,668 |
Accrued interest | 1 | 1,110 |
Deferred revenue | 9,482 | 9,531 |
Income tax payable | 100 | 175 |
Terminated Subordinated Debt due to Related Parties | ' | 15,000 |
Current portion of long-term debt and capital lease obligations | 3,118 | 5,108 |
Total current liabilities | 30,342 | 50,659 |
Long-term debt and capital lease obligations, less current portion | 290,844 | 248,872 |
Deferred income taxes | 41,778 | 47,593 |
Deferred revenue | 9,955 | 8,140 |
Other liabilities | 20 | 29 |
Total liabilities | 372,939 | 355,293 |
Commitments and contingencies (Note 15) | ' | ' |
Stockholders' equity: | ' | ' |
Additional paid-in capital | 236,594 | 233,974 |
Retained earnings (accumulated deficit) | -4,711 | 5,832 |
Treasury stock, at cost (2,317,650 shares at December 31, 2012 and September 30, 2013) | -34,006 | -34,006 |
Total stockholders' equity | 198,150 | 206,069 |
Total liabilities and stockholders' equity | 571,089 | 561,362 |
Class A Common Stock | ' | ' |
Stockholders' equity: | ' | ' |
Common stock | 217 | 213 |
Class B common stock | ' | ' |
Stockholders' equity: | ' | ' |
Common stock | $56 | $56 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Trade accounts receivable, allowance for doubtful accounts | $10,437 | $8,926 |
Property, plant and equipment, accumulated depreciation | 143,408 | 135,823 |
Amortizable intangible assets, accumulated amortization | 27,196 | 25,121 |
Notes receivable, allowance | $562 | $702 |
Treasury stock, shares | 2,317,650 | 2,317,650 |
Class A Common Stock | ' | ' |
Common stock, par value | $0.01 | $0.01 |
Common stock, authorized | 80,000,000 | 80,000,000 |
Common stock, issued | 21,675,725 | 21,312,510 |
Common stock, outstanding | 19,358,075 | 18,994,860 |
Class B common stock | ' | ' |
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 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Income Statement [Abstract] | ' | ' | ' | ' |
Net broadcast revenue | $46,015,000 | $45,895,000 | $136,287,000 | $136,224,000 |
Net Internet revenue | 9,390,000 | 7,800,000 | 29,012,000 | 23,269,000 |
Net publishing revenue | 3,071,000 | 3,024,000 | 8,941,000 | 9,136,000 |
Total revenue | 58,476,000 | 56,719,000 | 174,240,000 | 168,629,000 |
Operating expenses: | ' | ' | ' | ' |
Broadcast operating expenses exclusive of depreciation and amortization shown below (including $341 and $348 for the three months ended September 30, 2012 and 2013, respectively, and $1,015 and $1,038 for the nine months ended September 30, 2012 and 2013, respectively, paid to related parties) | 30,847,000 | 30,628,000 | 91,258,000 | 90,289,000 |
Internet operating expenses exclusive of depreciation and amortization shown below | 6,644,000 | 5,825,000 | 20,372,000 | 17,858,000 |
Publishing operating expenses exclusive of depreciation and amortization shown below | 3,301,000 | 2,980,000 | 9,776,000 | 8,951,000 |
Corporate expenses exclusive of depreciation and amortization shown below (including $35 and $79 for the three months ended September 30, 2012 and 2013, and $235 and $239 for the nine months ended September 30, 2012 and 2013, respectively, paid to related parties) | 4,951,000 | 4,643,000 | 15,839,000 | 14,314,000 |
Depreciation | 3,089,000 | 3,083,000 | 9,313,000 | 9,150,000 |
Amortization | 695,000 | 494,000 | 2,076,000 | 1,625,000 |
Impairment of indefinite-lived long-term assets other than goodwill | ' | ' | 345,000 | ' |
Impairment of goodwill | ' | ' | 438,000 | ' |
Impairment of long-lived assets | ' | ' | ' | 5,608,000 |
(Gain) loss on the sale or disposal of assets | -25,000 | 587,000 | -20,000 | 563,000 |
Total operating expenses | 49,502,000 | 48,240,000 | 149,397,000 | 148,358,000 |
Operating income from continuing operations | 8,974,000 | 8,479,000 | 24,843,000 | 20,271,000 |
Other income (expense): | ' | ' | ' | ' |
Interest income | 16,000 | 24,000 | 52,000 | 83,000 |
Interest expense including $124 and $0 for the three months ended September 30, 2012 and 2013, and $238 and $154 for the nine months ended September 30, 2012 and 2013, respectively, paid to related parties | -3,770,000 | -6,127,000 | -13,212,000 | -18,787,000 |
Change in the fair value of interest rate swap | -1,033,000 | ' | 2,545,000 | ' |
Loss on early retirement of long-term debt | -16,000 | ' | -27,792,000 | -893,000 |
Net miscellaneous income and (expenses) | 4,000 | 60,000 | 15,000 | 71,000 |
Income (loss) from continuing operations before income taxes | 4,175,000 | 2,436,000 | -13,549,000 | 745,000 |
Benefit from income taxes | -1,159,000 | -971,000 | -5,506,000 | -1,768,000 |
Income (loss) from continuing operations | 5,334,000 | 3,407,000 | -8,043,000 | 2,513,000 |
Income (loss) from discontinued operations | -11,000 | -39,000 | -26,000 | -94,000 |
Net income (loss) | $5,323,000 | $3,368,000 | ($8,069,000) | $2,419,000 |
Basic earnings per share data: | ' | ' | ' | ' |
Earnings (loss) per share from continuing operations | $0.21 | $0.13 | ($0.32) | $0.10 |
Earnings (loss) per share from discontinued operations | ' | ' | ' | ' |
Basic earnings (loss) per share | $0.21 | $0.13 | ($0.32) | $0.10 |
Diluted earnings per share data: | ' | ' | ' | ' |
Earnings (loss) per share from continuing operations | $0.21 | $0.13 | ($0.32) | $0.10 |
Earnings (loss) per share from discontinued operations | ' | ' | ' | ' |
Diluted earnings (loss) per share | $0.21 | $0.13 | ($0.32) | $0.10 |
Distributions per share | ' | $0.03 | $0.10 | $0.10 |
Basic weighted average shares outstanding | 25,126,858 | 24,663,027 | 24,832,140 | 24,528,091 |
Diluted weighted average shares outstanding | 25,921,391 | 25,358,052 | 24,832,140 | 24,893,832 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Broadcast operating expenses exclusive of depreciation and amortization | $30,847 | $30,628 | $91,258 | $90,289 |
Corporate expenses exclusive of depreciation and amortization | 4,951 | 4,643 | 15,839 | 14,314 |
Related Party | ' | ' | ' | ' |
Broadcast operating expenses exclusive of depreciation and amortization | 348 | 341 | 1,038 | 1,015 |
Corporate expenses exclusive of depreciation and amortization | 79 | 35 | 239 | 235 |
Interest expense on related party debt | $0 | $124 | $154 | $238 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
OPERATING ACTIVITIES | ' | ' |
Net income (loss) from continuing operations | ($8,043,000) | $2,513,000 |
Adjustments to reconcile net loss from continuing operations to net cash provided by operating activities: | ' | ' |
Non-cash stock-based compensation | 1,529,000 | 995,000 |
Tax benefit related to stock options exercised | 117,000 | ' |
Depreciation and amortization | 11,389,000 | 10,775,000 |
Amortization of bond issue costs and bank loan fees | 682,000 | 970,000 |
Amortization and accretion of financing items | 148,000 | 134,000 |
Provision for bad debts | 2,490,000 | 1,860,000 |
Deferred income taxes | -5,815,000 | -2,041,000 |
Impairment of indefinite-lived long-term assets other than goodwill | 345,000 | ' |
Impairment of goodwill | 438,000 | ' |
Impairment of long-lived assets | ' | 5,608,000 |
Change in the fair value of interest rate swaps | -2,545,000 | ' |
Loss on early retirement of long-term debt | 27,792,000 | 893,000 |
(Gain) loss on the sale or disposal of assets | -20,000 | 563,000 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | 1,717,000 | -1,579,000 |
Prepaid expenses and other current assets | -860,000 | -509,000 |
Accounts payable and accrued expenses | -3,756,000 | 3,968,000 |
Deferred revenue | -4,148,000 | -1,752,000 |
Other liabilities | -9,000 | ' |
Income taxes payable | -75,000 | -37,000 |
Net cash provided by operating activities | 21,376,000 | 22,361,000 |
INVESTING ACTIVITIES | ' | ' |
Capital expenditures | -7,792,000 | -6,407,000 |
Deposits (release) of cash in escrow related to acquisitions | 170,000 | -250,000 |
Purchases of broadcast assets and radio stations | -7,000,000 | -3,330,000 |
Purchases of Internet businesses and assets | -707,000 | -3,165,000 |
Proceeds from the sale of assets | ' | 768,000 |
Release of restricted cash | ' | 110,000 |
Other | -117,000 | -110,000 |
Net cash used in investing activities | -15,446,000 | -12,384,000 |
FINANCING ACTIVITIES | ' | ' |
Payments to redeem Terminated 95/8% Notes | -213,500,000 | -17,500,000 |
Payment of bond premium in connection with early redemptions and repurchases of the Terminated 95/8% Notes | -22,677,000 | -525,000 |
Proceeds from borrowings under Term Loan B and Revolver | 319,012,000 | ' |
Payments under Term Loan B and Revolver | -26,052,000 | ' |
Payments of costs related to bank credit facility | -4,384,000 | -148,000 |
Proceeds from borrowings under terminated credit facilities and subordinated debt | 46,747,000 | 108,932,000 |
Payments under terminated credit facilities and subordinated debt | -87,220,000 | -101,813,000 |
Proceeds from Terminated Subordinated Debt due to Related Parties | ' | 18,000,000 |
Payments to Terminated Subordinated Debt due to Related Parties | -15,000,000 | -12,000,000 |
Proceeds from exercise of stock options | 978,000 | 68,000 |
Payments on capital lease obligations | -92,000 | -93,000 |
Payment of cash distribution on common stock | -2,474,000 | -2,558,000 |
Book overdraft | -196,000 | -2,212,000 |
Net cash used in financing activities | -4,858,000 | -9,849,000 |
CASH FLOWS FROM DISCONTINUED OPERATIONS | ' | ' |
Operating cash flows | -26,000 | ' |
Net cash outflows from discontinued operations | -26,000 | ' |
Net increase in cash and cash equivalents | 1,046,000 | 128,000 |
Cash and cash equivalents at beginning of year | 380,000 | 67,000 |
Cash and cash equivalents at end of period | 1,426,000 | 195,000 |
Cash paid during the period for: | ' | ' |
Interest, including $150 and $296 paid to related parties during the nine months ending September 30, 2012 and 2013, respectively | 13,384,000 | 12,417,000 |
Income taxes | 250,000 | 246,000 |
Other supplemental disclosures of cash flow information: | ' | ' |
Trade revenue | 3,962,000 | 4,006,000 |
Trade expense | 3,261,000 | 4,012,000 |
Non-cash investing and financing activities: | ' | ' |
Net present value of advertising credits payable | 2,427,000 | ' |
Assets acquired under capital leases | $97,000 | $27,000 |
CONDENSED_CONSOLIDATED_STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Statement Of Cash Flows [Abstract] | ' | ' |
Debt, interest rate | 9.63% | 9.63% |
Interest, paid to related parties | $296 | $150 |
BASIS_OF_PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
BASIS OF PRESENTATION | ' |
NOTE 1. BASIS OF PRESENTATION | |
The accompanying Condensed Consolidated Financial Statements of Salem Communications Corporation (“Salem,” “we,” “us,” “our” or the “company”) includes the company and all wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated. | |
Information with respect to the three and nine months ended September 30, 2012 and 2013 is unaudited. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the unaudited interim financial statements contain all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of the financial position, results of operations and cash flows of the company. The results of operations for the interim periods are not necessarily indicative of the results of operations for the full year. For further information, refer to the Consolidated Financial Statements and footnotes thereto included in our annual report on Form 10-K for the year ended December 31, 2012. | |
The balance sheet at December 31, 2012 included in this report has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by GAAP. | |
Description of Business | |
Salem is a diversified multi-media company with integrated business operations covering radio broadcasting, content programming, the Internet, and publishing. Our programming is intended for audiences interested in Christian and family-themed content and conservative news talk. Our foundational business is the ownership and operation of radio stations in large metropolitan markets. Upon the close of all announced transactions, we will own and/or operate 101 radio stations throughout the United States. Our broadcasting business also includes Salem Radio Network® (“SRN”), SRN News Network (“SNN”), Salem Music Network (“SMN”), Solid Gospel Network (“SGN”), Salem Media Representatives (“SMR”) and Vista Media Representatives (“VMR”). SRN, SNN, SMN and SGN are networks that produce and distribute programming, such as talk, news and music segments to radio stations throughout the United States, including Salem owned and operated stations. SMR and VMR sell commercial airtime to national advertisers on radio stations and networks that we own, as well as on independent radio station affiliates. | |
Salem Web Network™ (“SWN”), our Internet businesses, provide Christian and conservative-themed content, audio and video streaming, and other resources on the web. SWN’s Internet portals include OnePlace.com, Christianity.com, Crosswalk.com®, BibleStudyTools.com, GodTube.com, Townhall.com™, HotAir.com, WorshipHouseMedia.com, SermonSpice.com, GodVine.com and Jesus.org. SWN’s content is accessible through our radio station websites that feature content of interest to local listeners throughout the United States. In addition to operating our radio station websites, SWN operates Salem Consumer Products, a website offering books, DVD’s and editorial content developed by many of our on-air personalities that are available for purchase. The revenues generated from this segment are reported as Internet revenue on our Condensed Consolidated Statements of Operations. | |
Salem Publishing™ produces and distributes Christian and conservative opinion print magazines. Salem Publishing also includes Xulon Press™, a print-on-demand self-publishing service for Christian authors. The revenues generated from this segment are reported as publishing revenue on our Condensed Consolidated Statements of Operations. | |
Variable Interest Entities | |
We account for entities qualifying as variable interest entities (“VIEs”) in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810, “Consolidation” which requires VIEs to be consolidated by the primary beneficiary. The primary beneficiary is the entity that holds the majority of the beneficial interests in the VIE. A VIE is an entity for which the primary beneficiary’s interest in the entity can change with changes in factors other than the amount of investment in the entity. | |
We may enter into local marketing agreements (“LMA’s”) contemporaneously with entering an asset purchase agreement (“APA”) to acquire or sell a radio station. We may also enter into time brokerage agreements (“TBA’s”). Typically, both LMA’s and TBA’s are contractual agreements under which the station owner / licensee makes air-time available to a programmer / licensee in exchange for a fee and reimbursement of certain expenses. LMA’s and TBA’s 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 Federal Communications Commission (“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 LMA’s or TBA’s, depending on the facts and circumstances related to each transaction. As of September 30, 2013 we did not consolidate any entities with which we entered into LMA’s or TBA’s under the guidance in FASB ASC Topic 810. | |
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: (1) asset impairments, including broadcasting licenses and goodwill; (2) income tax valuation allowances; (3) uncertain tax positions; (4) allowance for doubtful accounts; (5) self-insurance reserves; (6) fair value of equity awards; (7) estimated lives for tangible and intangible assets; (8) fair value measurements; and (9) contingency reserves. 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 necessary. | |
Reclassifications | |
Certain reclassifications have been made to the prior year financial statements to conform to the current year presentation. |
IMPAIRMENT_OF_GOODWILL_AND_OTH
IMPAIRMENT OF GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2013 | |
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 the FASB ASC Topic 350 “Intangibles—Goodwill and Other.” We do not amortize goodwill or other indefinite-lived intangible assets, but rather test for impairment annually or more frequently if events or circumstances indicate that an asset may be impaired. We complete our annual impairment tests in the fourth quarter of each year unless events or circumstances indicate that an asset may be impaired. | |
Due to actual operating results that did not meet or exceed our expectations or the assumptions used in our prior valuations, we performed an interim valuation of our mastheads and related goodwill as of June 30, 2013. Based on our review and analysis we recorded a $0.3 million impairment charge for mastheads and a $0.4 million impairment charge for goodwill as of the interim testing period ending June 30, 2013. These impairments are indicative of declining revenue and cash flows in the publishing industry and are not unique to our company. | |
We believe that we have made reasonable estimates and assumptions to calculate the fair value of our mastheads and goodwill, however, these estimates and assumptions could be materially different from actual results. 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 fair value of our indefinite-lived intangibles assets below the amounts reflected on our Condensed Consolidated Balance Sheet, we may recognize additional impairment charges, the amount of which may be material. There were no further indications of impairment as of the period ending September 30, 2013. |
IMPAIRMENT_OF_LONGLIVED_ASSETS
IMPAIRMENT OF LONG-LIVED ASSETS | 9 Months Ended |
Sep. 30, 2013 | |
Text Block [Abstract] | ' |
IMPAIRMENT OF LONG-LIVED ASSETS | ' |
NOTE 3. IMPAIRMENT OF LONG-LIVED ASSETS | |
We account for property, plant and equipment in accordance with FASB ASC Topic 360-10, “Property, Plant and Equipment”. We periodically review our long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. There were no indications of impairment present during the period ending September 30, 2013. | |
In June 2012, based on changes in managements’ planned usage, land in Covina, California was classified as held for sale and evaluated for impairment as of that date. In accordance with the authoritative guidance for impairment of long-lived assets held for sale, we determined the carrying value of the land exceeded the estimated fair value less cost to sell. For the three months ended June 30, 2012, we recorded an impairment charge of $5.6 million associated with this land based on the estimated sale price. |
ACQUSITIONS_AND_RECENT_TRANSAC
ACQUSITIONS AND RECENT TRANSACTIONS | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||||||
ACQUSITIONS AND RECENT TRANSACTIONS | ' | ||||||||||||||||
NOTE 4. ACQUSITIONS AND RECENT TRANSACTIONS | |||||||||||||||||
During the nine months ending September 30, 2013, we completed or entered into the following transactions: | |||||||||||||||||
Debt | |||||||||||||||||
On September 30, 2013, we repaid $4.0 million in principal on our current senior secured credit facility, consisting of a term loan of $300.0 million (“Term Loan B”). We recorded a $16,000 pre-tax loss on the early retirement of long-term debt related to the unamortized discount. | |||||||||||||||||
On June 28, 2013, we repaid $4.0 million in principal on the Term Loan B. We recorded a $14,000 pre-tax loss on the early retirement of long-term debt related to the unamortized discount. | |||||||||||||||||
On May 3, 2013, we terminated the Subordinated Debt due to Related Parties (as defined below) with Mr. Atsinger, Mr. Epperson and Mr. Hinz. There were no early termination penalties and no further amounts owed by Salem as a result of the termination of the Subordinated Debt due to Related Parties. | |||||||||||||||||
On March 14, 2013, we entered into the Term Loan B and a senior secured revolving credit facility of $25.0 million (“Revolver”). We used the proceeds from the Term Loan B and the Revolver to fund the repurchase of our 9 5⁄8% Senior Secured Second Lien Notes due 2016 (“Terminated 9 5⁄8% Notes”) pursuant to a cash tender offer launched on February 25, 2013 (“Tender Offer”), and to retire all other outstanding debt and pay related fees. Upon entry into the credit facility, our then existing revolving credit facilities, indebtedness due to First California Bank, and Subordinated Debt due to Related Parties were terminated. As a result of these terminations, we recorded a pre-tax loss on the early retirement of long-term debt of $0.9 million associated with unamortized bank fees and closing costs. | |||||||||||||||||
On March 14, 2013, we tendered for $212.6 million in aggregate principal amount of the Terminated 9 5⁄8% Notes for an aggregate purchase price of $240.3 million, or at a price equal to 110.65% of the face value of the Terminated 9 5⁄8% Notes in the Tender Offer. We paid $22.7 million for this repurchase resulting in a $26.9 million pre-tax loss on the early retirement of long-term debt, which included approximately $0.8 million of unamortized discount and $2.9 million of bond issue costs associated with the Terminated 9 5⁄8% Notes. We issued a notice of redemption to redeem any Terminated 9 5⁄8% Notes that remained outstanding after the expiration date of the Tender Offer. On June 3, 2013, we redeemed the remaining $0.9 million of the outstanding Terminated 9 5⁄8% Notes to satisfy and discharge Salem’s obligations under the indenture for the Terminated 9 5⁄8% Notes as of such date. | |||||||||||||||||
Equity | |||||||||||||||||
On September 12, 2013, we announced a quarterly distribution in the amount of $0.0525 per share on Class A and Class B common stock. The quarterly distribution of $1.3 million, or $0.0525 per share of Class A and Class B common stock, was paid on October 4, 2013 to all common stockholders of record as of September 26, 2013. | |||||||||||||||||
On May 30, 2013, we announced a quarterly distribution in the amount of $0.05 per share on Class A and Class B common stock. The quarterly distribution of $1.2 million, or $0.05 per share of Class A and Class B common stock, was paid on June 28, 2013 to all common stockholders of record as of June 14, 2013. | |||||||||||||||||
On March 18, 2013, we announced a quarterly distribution in the amount of $0.05 per share on Class A and Class B common stock. The quarterly distribution of $1.2 million, or $0.05 per share of Class A and Class B common stock, was paid on April 1, 2013 to all common stockholders of record as of March 25, 2013. | |||||||||||||||||
Acquisitions | |||||||||||||||||
On September 23, 2013, we entered into an APA to acquire radio stations KDIS-FM, Little Rock, Arkansas and KRDY-AM, San Antonio, Texas for $2.5 million in cash. We expect the transaction to close in the first quarter of 2014. | |||||||||||||||||
On September 11, 2013, we acquired the GodUpdates Facebook page for $0.3 million in cash, which we paid to the buyer on October 22, 2013. | |||||||||||||||||
On August 10, 2013, we acquired Christnotes.org for $0.5 million in cash. Christnotes.org is an online bible resource that allows users to search for bible verses and access commentary from biblical scholars. The acquisition resulted in goodwill of $20,755 representing the excess value of the business as a result of the integrated business model and services already established that provide future economic benefit to us. | |||||||||||||||||
On February 15, 2013, we completed the acquisition of WJKR-FM, Columbus, Ohio, for $4.0 million in cash. We began operating the radio station under a LMA with the prior owner on November 1, 2012. The accompanying Condensed Consolidated Statements of Operations reflect the operating results of this entity as of the LMA date. Effective February 15, 2013, we changed the call letters of this station to WTOH-FM. | |||||||||||||||||
On February 5, 2013, we completed the acquisition of WMUU-FM, Greenville, South Carolina, for $5.4 million. The $5.4 million purchase price consists of $1.0 million in cash due upon close of the transaction, $2.0 million payable in April 2014, and $3.0 million payable in advertising credits to Bob Jones University, a related party of the station’s owner. The advertising credits are payable over ten years resulting in a fair value of $2.4 million. The $0.6 million discount on the advertising credits was recorded as a reduction of the fair value and will be amortized to interest expense over the ten year term. We began operating the radio station under a LMA with the prior owner on December 3, 2012. The accompanying Condensed Consolidated Statements of Operations reflect the operating results of this entity as of the LMA date. Effective February 11, 2013, we changed the call letters of this station to WGTK-FM. We paid the entire balance due on the seller financed note, including accrued interest on September 30, 2013. | |||||||||||||||||
Throughout the nine months ending September 30, 2013, we have acquired various domain names, including ChristianHeadlines.com, as well as other intangible assets including applications associated with our Internet segment for an aggregate amount of approximately $0.2 million. | |||||||||||||||||
A summary of our business acquisitions and asset purchases for the nine months ended September 30, 2013, none of which were material to our condensed consolidated financial position as of the respective date of acquisition, is as follows: | |||||||||||||||||
Acquisition Date | Description | Total Cost | |||||||||||||||
(Dollars in thousands) | |||||||||||||||||
September 11, 2013 | GodUpdates (asset purchase) | $ | 250 | ||||||||||||||
August 10, 2013 | Christnotes.org (business acquisition) | 500 | |||||||||||||||
February 15, 2013 | WTOH-FM, Columbus, Ohio (business acquisition) | 4,000 | |||||||||||||||
February 5, 2013 | WGTK-FM, Greenville, South Carolina (business acquisition) | 5,427 | |||||||||||||||
Various | Purchase of various intangible Internet assets (asset purchases) | 207 | |||||||||||||||
$ | 10,384 | ||||||||||||||||
Under the acquisition method of accounting as specified in FASB ASC Topic 805 “Business Combinations,” the total acquisition consideration is allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the date of the transaction. Such estimates include discounted estimated cash flows to be generated by those assets and the expected useful lives based on historical experience, market trends and synergies to be achieved from the acquisition. We may obtain an independent third-party appraisal of the estimated fair value of the acquired net assets as of the acquisition date. Property, plant 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 represents the organizational systems and procedures in place to ensure the effective operation of the stations. The total acquisition consideration was allocated to the net assets acquired as follows: | |||||||||||||||||
Broadcast | Internet | Net | |||||||||||||||
Assets | Assets | Assets | |||||||||||||||
Acquired | Acquired | Acquired | |||||||||||||||
(Dollars in thousands) | |||||||||||||||||
Assets | |||||||||||||||||
Property and equipment | $ | 1,252 | $ | 106 | $ | 1,358 | |||||||||||
Broadcast licenses | 7,429 | — | 7,429 | ||||||||||||||
Goodwill | 37 | 21 | 58 | ||||||||||||||
Customer lists and contracts | — | 341 | 341 | ||||||||||||||
Domain and brand names | — | 409 | 409 | ||||||||||||||
Software | — | 80 | 80 | ||||||||||||||
Favorable and assigned lease | 709 | — | 709 | ||||||||||||||
$ | 9,427 | $ | 957 | $ | 10,384 | ||||||||||||
Discontinued Operations: | |||||||||||||||||
Based on operating results that did not meet our expectations, we ceased operating Samaritan Fundraising in December 2011. As of December 31, 2011, all employees of this entity were terminated. As a result of our decision to close operations, there have been no material cash flows associated with this entity and we have no ongoing or further involvement in the operations of this entity. The Condensed Consolidated Balance Sheets and Statements of Operations for all prior periods presented were reclassified to reflect the operating results and net assets of this entity as a discontinued operation. As of September 30, 2013, assets of discontinued operations consist of net receivables due to us from sales occurring prior to ceasing operations. | |||||||||||||||||
The following table sets forth the components of the loss from discontinued operations: | |||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||
2012 | 2013 | 2012 | 2013 | ||||||||||||||
(Dollars in thousands) | |||||||||||||||||
Net revenues | $ | 11 | $ | — | $ | 22 | $ | 11 | |||||||||
Operating expenses | (76 | ) | (19 | ) | (178 | ) | (54 | ) | |||||||||
Operating loss | $ | (65 | ) | $ | (19 | ) | $ | (156 | ) | $ | (43 | ) | |||||
Benefit from income taxes | (26 | ) | (8 | ) | (62 | ) | (17 | ) | |||||||||
Loss from discontinued operations, net of tax | $ | (39 | ) | $ | (11 | ) | $ | (94 | ) | $ | (26 | ) | |||||
STOCK_INCENTIVE_PLAN
STOCK INCENTIVE PLAN | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||||||
STOCK INCENTIVE PLAN | ' | ||||||||||||||||||||
NOTE 5. STOCK INCENTIVE PLAN | |||||||||||||||||||||
The company has one stock incentive plan. The Amended and Restated 1999 Stock Incentive Plan (the “Plan”) allows the company to grant stock options and restricted stock to employees, directors, officers and advisors of the company. A maximum of 5,000,000 shares are authorized under the Plan. Options generally vest over a four year period and have a maximum term of five years from the vesting date. The Plan provides that vesting may be accelerated upon the occurrence of certain corporate transactions of the company. The Plan provides that the Board of Directors, or a committee appointed by the Board, has discretion, subject to certain limits, to modify the terms of outstanding options. We recognize non-cash stock-based compensation expense related to the estimated fair value of stock options granted in accordance with FASB ASC Topic 718 “Compensation—Stock Compensation.” | |||||||||||||||||||||
The following table reflects the components of stock-based compensation expense recognized in the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2012 and 2013: | |||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||
2012 | 2013 | 2012 | 2013 | ||||||||||||||||||
(Dollars in thousands) | |||||||||||||||||||||
Stock option compensation expense included in corporate expenses | $ | 195 | $ | 243 | $ | 652 | $ | 555 | |||||||||||||
Restricted stock compensation expense included in corporate expenses | — | — | — | 481 | |||||||||||||||||
Stock option compensation expense included in broadcast operating expenses | 71 | 43 | 241 | 260 | |||||||||||||||||
Stock option compensation expense included in Internet operating expenses | 28 | 62 | 87 | 195 | |||||||||||||||||
Stock option compensation expense included in publishing operating expenses | 5 | 10 | 15 | 38 | |||||||||||||||||
Total stock-based compensation expense, pre-tax | 299 | $ | 358 | 995 | $ | 1,529 | |||||||||||||||
Tax provision for stock-based compensation expense | (119 | ) | (143 | ) | (430 | ) | (611 | ) | |||||||||||||
Total stock-based compensation expense, net of tax | $ | 180 | $ | 215 | $ | 565 | $ | 918 | |||||||||||||
Stock option and restricted stock grants | |||||||||||||||||||||
The Plan allows the company to grant stock options and shares of restricted stock to employees, directors, officers and advisors of the company. For grants of stock options, the option exercise price is set at the closing price of the company’s common stock on the date of grant, and the related number of shares underlying the stock option is fixed at that point in time. The Plan also provides for grants of restricted stock. Eligible employees may receive stock options annually with the number of shares and type of instrument generally determined by the employee’s salary grade and performance level. In addition, certain management and professional level employees typically receive a stock option grant upon commencement of employment. The Plan does not allow key employees and directors (restricted persons) to exercise options during pre-defined blackout periods. Employees may participate in plans established pursuant to Rule 10b5-1 under the Exchange Act that allow them to exercise options according to pre-established criteria. | |||||||||||||||||||||
We use the Black-Scholes valuation model to estimate the grant date fair value of stock options and restricted stock. The expected volatility reflects the consideration of the historical volatility of our stock as determined by the closing price over a six to ten year term that is generally commensurate with the expected term of the award. Expected dividends reflect the quarterly distributions authorized and declared on our Class A and Class B common stock as of the grant date. The expected term of the awards are based on evaluations of historical and expected future employee exercise behavior. The risk-free interest rates for periods within the expected term of the award are based on the U.S. Treasury yield curve in effect during the period the options were granted. We use historical data to estimate future forfeiture rates to apply against the gross amount of compensation expense determined using the valuation model. | |||||||||||||||||||||
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 three and nine months ended September 30, 2012 and 2013: | |||||||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||
2012 | 2013 | 2012 | 2013 | ||||||||||||||||||
Expected volatility | n/a | n/a | 102.40% | 100.78% | |||||||||||||||||
Expected dividends | n/a | n/a | 5.07% | 2.05% | |||||||||||||||||
Expected term (in years) | n/a | n/a | 8.2 | 6.6 | |||||||||||||||||
Risk-free interest rate | n/a | n/a | 1.66% | 1.06% | |||||||||||||||||
Stock option information with respect to the company’s stock-based equity plans during the nine months ended September 30, 2013 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 | ||||||||||||||||
Exercise Price | Grant Date Fair Value | Remaining Contractual | Intrinsic Value | ||||||||||||||||||
Term | |||||||||||||||||||||
Outstanding at January 1, 2013 | 1,927,099 | $ | 4.37 | $ | 3.45 | 5.4 years | $ | 8,697 | |||||||||||||
Granted | 735,750 | $ | 6.93 | $ | 4.9 | 994 | |||||||||||||||
Exercised | (283,405 | ) | $ | 3.42 | $ | 2.36 | 1,201 | ||||||||||||||
Forfeited or expired | (83,424 | ) | $ | 12.08 | $ | 7.31 | 59 | ||||||||||||||
Outstanding at September 30, 2013 | 2,296,020 | $ | 5.03 | $ | 3.54 | 5.7 years | $ | 8,255 | |||||||||||||
Exercisable at September 30, 2013 | 639,204 | $ | 5.87 | $ | 4.22 | 3.1 years | 2,331 | ||||||||||||||
Expected to Vest | 1,573,147 | $ | 4.7 | $ | 3.28 | 6.6 years | $ | 5,625 | |||||||||||||
The aggregate intrinsic value represents the difference between the company’s closing stock price on September 30, 2013 of $8.28 and the option exercise price of the shares for stock options that were in the money, multiplied by the number of shares underlying such options. The total fair value of options vested during the nine months ended September 30, 2012 and 2013 was $0.5 million and $0.8 million, respectively. | |||||||||||||||||||||
Non-employee directors of the company have been awarded restricted stock grants that vest one year from the date of issuance. During the nine months ended September 30, 2013, the company granted restricted stock awards to certain members of management. These restricted stock awards vested immediately, but contained transfer restrictions under which they could not be sold, pledged, transferred or assigned until the three month anniversary from the grant date. The restricted stock awards were independent of option grants and were granted at no cost to the recipient other than applicable taxes owed by the recipient. The awards were considered to be issued and outstanding from the date of grant. | |||||||||||||||||||||
Information regarding the Company’s restricted stock during the nine months ended September 30, 2013 is as follows: | |||||||||||||||||||||
Restricted Stock | Shares | Weighted Average Grant | |||||||||||||||||||
Date Fair Value | |||||||||||||||||||||
Outstanding at January 1, 2013 | — | $ | — | ||||||||||||||||||
Granted | 79,810 | 6.02 | |||||||||||||||||||
Vested | (79,810 | ) | 6.02 | ||||||||||||||||||
Forfeited | — | — | |||||||||||||||||||
Non-Vested at September 30, 2013 | — | $ | — | ||||||||||||||||||
As of September 30, 2013, there was $3.0 million of total unrecognized compensation cost related to non-vested awards of stock options. This cost is expected to be recognized over a weighted-average period of 1.9 years. |
RECENT_ACCOUNTING_PRONOUNCEMEN
RECENT ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Changes And Error Corrections [Abstract] | ' |
RECENT ACCOUNTING PRONOUNCEMENTS | ' |
NOTE 6. RECENT ACCOUNTING PRONOUNCEMENTS | |
Changes to accounting principles are established by the FASB in the form of accounting standards updates (“ASU’s”) to the FASB’s Accounting Standards Codification. We consider the applicability and impact of all ASU’s. ASU’s not listed below were assessed and determined to be not applicable to our financial position or results of operations. | |
In July 2013, the FASB issued ASU 2013-11, Presentation of Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists, an amendment to FASB ASC Topic 740, Income Taxes, (“FASB ASU 2013-11”). This update clarifies that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. In situations where a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction or the tax law of the jurisdiction does not require, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This ASU is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013. Retrospective application is permitted. We are currently evaluating the impact, if any, that the adoption of this pronouncement may have on our financial position, results of operations, cash flows, or presentation thereof. | |
In July 2013, the FASB issued ASU 2013-10, Inclusion of the Fed Funds Effective Swap Rate (or Overnight Index Swap Rate) as a Benchmark Interest Rate for Hedge Accounting Purposes, an amendment to FASB ASC Topic 815, Derivatives and Hedging (“FASB ASC Topic 815”). The update permits the use of the Fed Funds Effective Swap Rate to be used as a US benchmark interest rate for hedge accounting purposes under FASB ASC Topic 815, in addition to the interest rates on direct Treasury obligations of the US government (“UST”) and the London Interbank Offered Rate (“LIBOR”). The update also removes the restriction on using different benchmark rates for similar hedges. This ASU is effective prospectively for qualifying new or redesignated hedging relationships entered into on or after July 17, 2013. We do not expect the impact of adopting this ASU to be material to our financial position, results of operations, cash flows, or presentation thereof. | |
In February 2013, the FASB issued ASU 2013-04, Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation is Fixed at the Reporting Date, an amendment to FASB ASC Topic 405, Liabilities (“FASB ASC Topic 405”). The update requires an entity to measure obligations resulting from joint and several liability arrangements for which the total amount of the obligation is fixed as of the reporting date as the sum of the obligation the entity agreed to pay among its co-obligors and any additional amount the entity expects to pay on behalf of its co-obligors. This ASU is effective for annual and interim periods beginning after December 15, 2013 and is required to be applied retrospectively to all prior periods presented for those obligations that existed upon adoption of the ASU. We do not expect the impact of adopting this ASU to be material to our financial position, results of operations, cash flows, or presentation thereof. |
EQUITY_TRANSACTIONS
EQUITY TRANSACTIONS | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Equity [Abstract] | ' | ||||||||||
EQUITY TRANSACTIONS | ' | ||||||||||
NOTE 7. EQUITY TRANSACTIONS | |||||||||||
We account for stock-based compensation expense in accordance with FASB ASC Topic 718 “Compensation-Stock Expense.” As a result, $0.4 million and $1.5 million of non-cash stock-based compensation expense has been recorded to additional paid-in capital for the three and nine month ended September 30, 2013, respectively, in comparison to $0.3 million and $1.0 million for the three and nine months ended September 30, 2012, respectively. | |||||||||||
On September 12, 2013, we announced that our Board of Directors increased our quarterly cash distribution from $0.05 per share to $0.0525 per share. The cash distribution was paid on October 4, 2013 to all Class A and Class B common stockholders of record as of September 26, 2013. The Board of Directors also decided to review distributions on a quarterly basis. | |||||||||||
The following table shows distributions that have been declared and paid since January 1, 2012: | |||||||||||
Announcement Date | Payment Date | Amount Per Share | Cash Distributed | ||||||||
(in thousands) | |||||||||||
September 12, 2013 | October 4, 2013 | $0.05 | $1,308 | ||||||||
May 30, 2013 | June 28, 2013 | $0.05 | 1,240 | ||||||||
March 18, 2013 | April 1, 2013 | $0.05 | 1,234 | ||||||||
November 29, 2012 | December 28, 2012 | $0.04 | 854 | ||||||||
August 30, 2012 | September 28, 2012 | $0.04 | 854 | ||||||||
May 31, 2012 | June 21, 2012 | $0.04 | 854 | ||||||||
March 7, 2012 | March 30, 2012 | $0.04 | 850 | ||||||||
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 requirements, and other factors. Based on the number of shares of Class A and Class B currently outstanding, and the currently approved distribution amount, we expect to pay total annual distributions of approximately $5.1 million for the year ending December 31, 2013. |
NOTES_PAYABLE_AND_LONGTERM_DEB
NOTES PAYABLE AND LONG-TERM DEBT | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||
NOTES PAYABLE AND LONG-TERM DEBT | ' | ||||||||||||||||
NOTE 8. NOTES PAYABLE AND LONG-TERM DEBT | |||||||||||||||||
Our parent company, Salem Communications Corporation, has no independent assets or operations, the subsidiary guarantees are full and unconditional and joint and several, and any subsidiaries of the parent company other than the subsidiary guarantors are minor. | |||||||||||||||||
Term Loan B and Revolving Credit Facility | |||||||||||||||||
On March 14, 2013, we entered into a new senior secured credit facility, consisting of a term loan of $300.0 million (“Term Loan B”) and a revolving credit facility of $25.0 million (“Revolver”). The Term Loan B was issued at a discount of 4.50% for total net proceeds of $298.5 million. The discount is being amortized to non-cash interest expense over the life of the loan using the effective interest method. For the three and nine months ended September 30, 2013, approximately $48,000 and $110,000, respectively, of the discount has been recognized as interest expense. | |||||||||||||||||
The Term Loan B has a term of seven years, in which time the principal amount may be increased by up to an additional $60.0 million, subject to the terms and conditions of the credit agreement. We are required to make principal payments of $750,000 per quarter beginning on September 30, 2013 for the Term Loan B. The Revolver has a term of five years. We believe that the borrowing capacity under our Term Loan B and Revolver allows us to meet our ongoing operating requirements, fund capital expenditures and satisfy our debt service requirements for at least the next twelve months. | |||||||||||||||||
On September 30, 2013, we repaid $4.0 million in principal on the Term Loan B. We recorded a $16,000 pre-tax loss on the early retirement of long-term debt related to the unamortized discount. On June 28, 2013, we repaid $4.0 million in principal on the Term Loan B. We recorded a $14,000 pre-tax loss on the early retirement of long-term debt related to the unamortized discount. As of September 30, 2013, accrued interest on the Term Loan B was approximately $1,000. | |||||||||||||||||
Borrowings under the Term Loan B may be made at LIBOR (subject to a floor of 1.00%) plus a spread of 3.50% or Wells Fargo’s base rate plus a spread of 2.50%. Borrowings under the Revolver may be made at LIBOR or Wells Fargo’s base rate plus a spread determined by reference to our leverage ratio, as set forth in the pricing grid below. If an event of default occurs under the credit agreement, the applicable interest rate may increase by 2.00% per annum. | |||||||||||||||||
Revolver Pricing | |||||||||||||||||
Pricing Level | Consolidated Leverage Ratio | Base Rate Loans | LIBOR Loans | ||||||||||||||
1 | Less than 3.00 to 1.00 | 1.25 | % | 2.25 | % | ||||||||||||
2 | Greater than or equal to 3.00 to 1.00 but less than 4.00 to 1.00 | 1.5 | % | 2.5 | % | ||||||||||||
3 | Greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00 | 1.75 | % | 2.75 | % | ||||||||||||
4 | Greater than or equal to 5.00 to 1.00 but less than 6.00 to 1.00 | 2 | % | 3 | % | ||||||||||||
5 | Greater than or equal to 6.00 to 1.00 | 2.5 | % | 3.5 | % | ||||||||||||
The obligations under the credit agreement and the related loan documents are secured by liens on substantially all of the assets of Salem and its subsidiaries, other than certain exceptions set forth in the Security Agreement, dated as of March 14, 2013, among Salem, the subsidiary guarantors party thereto, and Wells Fargo Bank, National Association, as Administrative Agent (the “Security Agreement”) and such other related loan documents. | |||||||||||||||||
With respect to financial covenants, the credit agreement includes a minimum interest coverage ratio, which starts at 1.50 to 1.0 and steps up to 2.50 to 1.0 by 2016 and a maximum leverage ratio, which starts at 6.75 to 1.0 and steps down to 5.75 to 1.0 by 2017. The credit agreement also includes other negative covenants that are customary for credit facilities of this type, including covenants that, subject to exceptions described in the credit agreement, restrict the ability of Salem and its subsidiary guarantors: (i) to incur additional indebtedness; (ii) to make investments; (iii) to make distributions, loans or transfers of assets; (iv) to enter into, create, incur, assume or suffer to exist any liens; (v) to sell assets; (vi) to enter into transactions with affiliates; or (vii) to merge or consolidate with, or dispose of all or substantially all assets to, a third party. As of September 30, 2013, our leverage ratio was 5.45 to 1 and our interest coverage ratio was 2.81 to 1. We were in compliance with our debt covenants under the credit facility at September 30, 2013. | |||||||||||||||||
Terminated Senior Secured Second Lien Notes | |||||||||||||||||
On December 1, 2009, we issued $300.0 million principal amount of Terminated 9 5⁄8% Notes at a discount for $298.1 million resulting in an effective yield of 9.75%. Interest was due and payable on June 15 and December 15 of each year, commencing June 15, 2010 until maturity. We were not required to make principal payments on the Terminated 9 5⁄8% Notes, which were due in full in December 2016. The Terminated 9 5⁄8% Notes were guaranteed by all of our existing domestic restricted subsidiaries. Upon issuance, we were required to pay $28.9 million per year in interest on the then outstanding Terminated 9 5⁄8% Notes. As of December 31, 2012, accrued interest on the Terminated 9 5⁄8% Notes was $0.9 million. The discount was being amortized to interest expense over the term of the Terminated 9 5⁄8% Notes based on the effective interest method. For the three and nine months ended September 30, 2012, approximately $48,000 and $0.1 million of the discount, respectively, was recognized as interest expense. For the three and nine months ended September 30, 2013, approximately $0 and $37,000 of the discount, respectively, was recognized as interest expense. | |||||||||||||||||
On March 14, 2013, we tendered for $212.6 million in aggregate principal amount of the Terminated 9 5⁄8% Notes for an aggregate purchase price of $240.3 million, or at a price equal to 110.65% of the face value of the Terminated 9 5⁄8% Notes in the Tender Offer. We paid $22.7 million for this repurchase resulting in a $26.9 million pre-tax loss on the early retirement of long-term debt, which included approximately $0.8 million of unamortized discount and $2.9 million of bond issue costs associated with the Terminated 9 5⁄8% Notes. We issued a notice of redemption to redeem any of the Terminated 9 5⁄8% Notes that remained outstanding after the expiration date of the Tender Offer. On June 3, 2013, we redeemed the remaining $0.9 million of the outstanding Terminated 9 5⁄8% Notes to satisfy and discharge Salem’s obligations under the indenture for the Terminated 9 5⁄8% Notes. The carrying value of the Terminated 9 5⁄8% Notes was $212.6 million at December 31, 2012. There are no outstanding Terminated 9 5⁄8% Notes as of the effectiveness of the redemption. | |||||||||||||||||
Information regarding repurchases and redemptions of the Terminated 9 5⁄8% Notes are as follows: | |||||||||||||||||
Date | Principal | Premium | Unamortized | Bond Issue | |||||||||||||
Redeemed/Repurchased | Paid | Discount | Costs | ||||||||||||||
(Dollars in thousands) | |||||||||||||||||
June 3, 2013 | $ | 903 | $ | 27 | $ | 3 | $ | — | |||||||||
March 14, 2013 | 212,597 | 22,650 | 837 | 2,867 | |||||||||||||
December 12, 2012 | 4,000 | 120 | 17 | 57 | |||||||||||||
June 1, 2012 | 17,500 | 525 | 80 | 287 | |||||||||||||
December 12, 2011 | 12,500 | 375 | 62 | 337 | |||||||||||||
September 6, 2011 | 5,000 | 144 | 26 | 135 | |||||||||||||
June 1, 2011 | 17,500 | 525 | 93 | 472 | |||||||||||||
December 1, 2010 | 12,500 | 375 | 70 | 334 | |||||||||||||
June 1, 2010 | 17,500 | 525 | 105 | 417 | |||||||||||||
Terminated Senior Credit Facility | |||||||||||||||||
On December 1, 2009, our parent company, Salem Communications Corporation entered into a Revolver (“Terminated Revolver”). We amended the Terminated Revolver on November 1, 2010 to increase the borrowing capacity from $30 million to $40 million. The amendment allowed us to use borrowings under the Revolver, subject to the “Available Amount” as defined by the terms of the credit agreement, to redeem applicable portions of the Terminated 9 5⁄8% Notes. The calculation of the “Available Amount” also pertained to the payment of dividends when the leverage ratio was above 5.0 to 1. | |||||||||||||||||
On November 15, 2011, we completed the Second Amendment of the Terminated Revolver to, among other things, (1) extend the maturity date from December 1, 2012 to December 1, 2014, (2) change the interest rate applicable to LIBOR or the Wells Fargo base rate plus a spread to be determined based on our leverage ratio, (3) allow us to borrow and repay unsecured indebtedness provided certain conditions are met and (4) include step-downs related to our leverage ratio covenant. We incurred $0.5 million in fees to complete this amendment, which were being amortized over the remaining term of the agreement. The applicable interest rate relating to the amended credit agreement was LIBOR plus a spread of 3.00% per annum or the Base Rate plus a spread of 1.25% per annum, which was adjustable based on our leverage ratio. If an event of default occurred, the interest rate could be increased by 2.00% per annum. Details of the change in our rate based on our leverage ratio were as follows: | |||||||||||||||||
Consolidated Leverage Ratio | Base Rate | Eurodollar | Applicable Fee | ||||||||||||||
Rate Loans | Rate | ||||||||||||||||
Less than 3.25 to 1.00 | 0.75 | % | 2.25 | % | 0.4 | % | |||||||||||
Greater than or equal to 3.25 to 1.00 but less than 4.50 to 1.00 | 0.75 | % | 2.5 | % | 0.5 | % | |||||||||||
Greater than or equal to 4.50 to 1.00 but less than 6.00 to 1.00 | 1.25 | % | 3 | % | 0.6 | % | |||||||||||
Greater than or equal to 6.00 to 1.00 | 2.25 | % | 3.5 | % | 0.75 | % | |||||||||||
The Terminated Revolver included a $5 million subfacility for standby letters of credit and a subfacility for swingline loans of up to $5 million, subject to the terms and conditions of the credit agreement relating to the Terminated Revolver. In addition to interest charges outlined above, we paid a commitment fee on the unused balance based on the Applicable Fee Rate in the above table. The Terminated Revolver included a $5 million subfacility for standby letters of credit and a subfacility for swingline loans of up to $5 million, subject to the terms and conditions of the credit agreement. | |||||||||||||||||
The Terminated Revolver was terminated on March 14, 2013 upon entry into our current senior secured credit facility. This termination resulted in a $0.9 million pre-tax loss on the early retirement of long-term debt related to unamortized credit facility fees. There is no outstanding balance on the Terminated Revolver as of the termination date. | |||||||||||||||||
Terminated Subordinated Credit Facility with First California Bank | |||||||||||||||||
On May 21, 2012, we entered into a Business Loan Agreement, Promissory Note and related loan documents with First California Bank (the “FCB Loan”). The FCB Loan was an unsecured, $10.0 million fixed-term loan with a maturity date of June 15, 2014. The interest rate for the FCB Loan (“Interest Rate”) was variable and was equal to the greater of: (a) 4.250% or (b) the Wall Street Journal Prime Rate as published in The Wall Street Journal and reported by FCB plus 1%. | |||||||||||||||||
We were required to repay the FCB Loan as follows: (a) twenty-three (23) consecutive monthly interest payments based upon the then-current principal balance outstanding at the then-current Interest Rate commencing on September 15, 2012; (b) seven quarterly consecutive principal payments of $1.25 million each commencing on September 15, 2012; and (c) one final principal and interest payment on June 15, 2014 of all outstanding and unpaid interest and principal as of such maturity date. The FCB Loan could be prepaid at any time subject to a minimum interest charge of fifty dollars ($50). If an event of default occured on the FCB Loan, the Interest Rate could have been increased by 5.00% per annum. | |||||||||||||||||
The FCB loan was terminated on March 14, 2013 upon entry into our current senior secured credit facility. This termination resulted in a $33,000 pre-tax loss on the early retirement of long-term debt for unamortized credit facility fees. There is no outstanding balance on the FCB Loan as of the termination date. | |||||||||||||||||
Terminated Subordinated Debt due to Related Parties | |||||||||||||||||
On November 17, 2011, we entered into subordinated lines of credit with Edward G. Atsinger III, Chief Executive Officer and director of Salem, and Stuart W. Epperson, Chairman of Salem’s Board of Directors. Pursuant to the related agreements, Mr. Epperson committed to provide an unsecured revolving line of credit to Salem in a principal amount of up to $3 million, and Mr. Atsinger committed to provide an unsecured revolving line of credit in a principal amount of up to $6 million. On May 21, 2012, we also entered into a subordinated line of credit with Roland S. Hinz, a Salem board member. Mr. Hinz committed to provide an unsecured revolving line of credit in a principal amount of up to $6 million. On September 12, 2012, we amended and restated the original subordinated line of credit with Mr. Hinz to increase the unsecured revolving line of credit by $6 million for a total line of credit of up to $12 million (together, the “Terminated Subordinated Debt due to Related Parties”). | |||||||||||||||||
The proceeds of the Terminated Subordinated Debt due to Related Parties could be used to repurchase a portion of the Terminated 9 5⁄8% Notes. Outstanding amounts under each subordinated line of credit bore interest at a rate equal to the lesser of (1) 5% per annum and (2) the maximum rate permitted for subordinated debt under the Terminated Revolver referred to above plus 2% per annum. Interest was payable at the time of any repayment of principal. In addition, outstanding amounts under each subordinated line of credit were to be repaid within three (3) months from the time that such amounts are borrowed, with the exception of the subordinated line of credit with Mr. Hinz, which was to be repaid within six (6) months from the time that such amounts were borrowed. The Terminated Subordinated Debt due to Related Parties did not contain any covenants. On March 14, 2013, we repaid these lines of credit upon entry into our current senior secured credit facility. On April 3, 2013, we provided written notice to Messrs. Atsinger, Epperson and Hinz electing to terminate the Terminated Subordinated Debt due to Related Parties and related agreements effective as of May 3, 2013. There are no outstanding balances on the Terminated Subordinated Debt due to Related Parties as of the repayment date. | |||||||||||||||||
Summary of long-term debt obligations | |||||||||||||||||
Long-term debt consisted of the following: | |||||||||||||||||
As of December 31, 2012 | As of September 30, 2013 | ||||||||||||||||
(Dollars in thousands) | |||||||||||||||||
Term Loan B | $ | — | $ | 290,640 | |||||||||||||
Revolver | — | 2,460 | |||||||||||||||
Terminated Revolver | 33,000 | — | |||||||||||||||
Terminated 9 5⁄8% senior secured second lien notes due 2016 | 212,622 | — | |||||||||||||||
Terminated Subordinated debt | 7,500 | — | |||||||||||||||
Terminated Subordinated Debt due to Related Parties | 15,000 | — | |||||||||||||||
Capital leases and other loans | 858 | 862 | |||||||||||||||
268,980 | 293,962 | ||||||||||||||||
Less current portion | (20,108 | ) | (3,118 | ) | |||||||||||||
$ | 248,872 | $ | 290,844 | ||||||||||||||
In addition to the outstanding amounts listed above, we also have interest payments related to our long-term debt as follows as of September 30, 2013: | |||||||||||||||||
• | Outstanding borrowings of $292.0 million under the Term Loan B with interest payments due at LIBOR (subject to a floor of 1.00%) plus 3.50% or prime rate plus 2.50%; and | ||||||||||||||||
• | Outstanding borrowings of $2.5 million under the Revolver, with interest payments due at LIBOR plus 3.00% or at prime rate plus 2.00%. | ||||||||||||||||
Other Debt | |||||||||||||||||
We have several capital leases related to various office equipment. The obligation recorded at December 31, 2012 and September 30, 2013 represents the present value of future commitments under the lease agreements. | |||||||||||||||||
Maturities of Long-Term Debt | |||||||||||||||||
Principal repayment requirements under all long-term debt agreements outstanding at September 30, 2013 for each of the next five years and thereafter are as follows: | |||||||||||||||||
Amount | |||||||||||||||||
For the Twelve Months Ended September 30, | (Dollars in thousands) | ||||||||||||||||
2014 | $ | 3,118 | |||||||||||||||
2015 | 3,108 | ||||||||||||||||
2016 | 3,091 | ||||||||||||||||
2017 | 3,094 | ||||||||||||||||
2018 | 5,551 | ||||||||||||||||
Thereafter | 276,000 | ||||||||||||||||
$ | 293,962 | ||||||||||||||||
DEFERRED_FINANCING_COSTS
DEFERRED FINANCING COSTS | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Text Block [Abstract] | ' | ||||||||
DEFERRED FINANCING COSTS | ' | ||||||||
NOTE 9. DEFERRED FINANCING COSTS | |||||||||
Bond issue costs represented the costs incurred in conjunction with the issuance of the Terminated 9 5⁄8% Notes. On March 14, 2013, we entered into a senior secured credit facility, consisting of a Term Loan B of $300.0 million and a Revolver of $25.0 million. Upon entry into our current senior secured credit facility, all other corporate debt was terminated and all unamortized prior bond issue costs of $2.9 million and unamortized bank loan fees of $0.8 million were recorded as a component of the loss on early retirement of long-term debt. Bank loan fees as of September 30, 2013 represent costs incurred with the current senior secured credit facility. These costs are being amortized over a five-to-seven year term, based on the maturity dates, as an adjustment to interest expense. | |||||||||
Deferred financing costs consist of the following: | |||||||||
As of December 31, 2012 | As of September 30, 2013 | ||||||||
(Dollars in thousands) | |||||||||
Bond issue costs | $ | 3,060 | $ | — | |||||
Bank loan fees | 942 | 4,291 | |||||||
$ | 4,002 | $ | 4,291 | ||||||
AMORTIZABLE_INTANGIBLE_ASSETS
AMORTIZABLE INTANGIBLE ASSETS | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
AMORTIZABLE INTANGIBLE ASSETS | ' | ||||||||||||
NOTE 10. AMORTIZABLE INTANGIBLE ASSETS | |||||||||||||
The following tables provide details, by major category, of the significant classes of amortizable intangible assets: | |||||||||||||
As of September 30, 2013 | |||||||||||||
Cost | Accumulated | Net | |||||||||||
Amortization | |||||||||||||
(Dollars in thousands) | |||||||||||||
Customer lists and contracts | $ | 17,554 | $ | (13,834 | ) | $ | 3,720 | ||||||
Domain and brand names | 11,423 | (7,864 | ) | 3,559 | |||||||||
Favorable and assigned leases | 2,358 | (1,676 | ) | 682 | |||||||||
Other amortizable intangible assets | 3,997 | (3,822 | ) | 175 | |||||||||
$ | 35,332 | $ | (27,196 | ) | $ | 8,136 | |||||||
As of December 31, 2012 | |||||||||||||
Cost | Accumulated | Net | |||||||||||
Amortization | |||||||||||||
(Dollars in thousands) | |||||||||||||
Customer lists and contracts | $ | 17,213 | $ | (12,665 | ) | $ | 4,548 | ||||||
Domain and brand names | 11,015 | (7,192 | ) | 3,823 | |||||||||
Favorable and assigned leases | 1,649 | (1,594 | ) | 55 | |||||||||
Other amortizable intangible assets | 3,997 | (3,670 | ) | 327 | |||||||||
$ | 33,874 | $ | (25,121 | ) | $ | 8,753 | |||||||
Based on the amortizable intangible assets as of September 30, 2013, we estimate amortization expense for the next five years to be as follows: | |||||||||||||
Year Ending December 31, | Amortization Expense | ||||||||||||
(Dollars in thousands) | |||||||||||||
2013 (Oct – Dec) | $ | 713 | |||||||||||
2014 | 2,565 | ||||||||||||
2015 | 1,887 | ||||||||||||
2016 | 1,106 | ||||||||||||
2017 | 707 | ||||||||||||
Thereafter | 1,158 | ||||||||||||
Total | $ | 8,136 | |||||||||||
BASIC_AND_DILUTED_NET_EARNINGS
BASIC AND DILUTED NET EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2013 | |
Earnings Per Share [Abstract] | ' |
BASIC AND DILUTED NET EARNINGS PER SHARE | ' |
NOTE 11. BASIC AND DILUTED NET EARNINGS PER SHARE | |
Basic net earnings per share is 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 2,089,524 and 2,296,020 shares of Class A common stock were outstanding at September 30, 2012 and 2013, respectively. Diluted weighted average shares outstanding exclude outstanding stock options whose exercise price is in excess of the average price of the company’s stock price. These options are excluded from the respective computations of diluted net income or loss per share because their effect would be anti-dilutive. As of September 30, 2012 and 2013 there were 695,025 and 794,553 dilutive shares, respectively. |
DERIVATIVE_INSTRUMENTS
DERIVATIVE INSTRUMENTS | 9 Months Ended |
Sep. 30, 2013 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ' |
DERIVATIVE INSTRUMENTS | ' |
NOTE 12. DERIVATIVE INSTRUMENTS | |
We are exposed to fluctuations in interest rates. We actively monitor these fluctuations and use derivative instruments from time to time to manage the related risk. In accordance with our risk management strategy, we may use derivative instruments only for the purpose of managing risk associated with an asset, liability, committed transaction, or probable forecasted transaction that is identified by management. Our use of derivative instruments may result in short-term gains or losses that may increase the volatility of our earnings. | |
Under FASB ASC Topic 815 “Derivatives and Hedging” the effective portion of the gain or loss on a derivative instrument designated and qualifying as a cash flow hedging instrument shall be reported as a component of other comprehensive income (outside earnings) and reclassified into earnings in the same period or periods during which the hedged forecasted transaction affects earnings. The remaining gain or loss on the derivative instrument, if any, shall be recognized currently in earnings. | |
On March 27, 2013, we entered into an interest rate swap agreement with Wells Fargo Bank, N.A that will begin on March 28, 2014 with a notional principal amount of $150.0 million. The agreement was entered to offset risks associated with the variable interest rate on our Term Loan B. Payments on the swap are due on a quarterly basis with a LIBOR floor of 0.625%. The swap expires on March 28, 2019 at a fixed rate of 1.685%. The interest rate swap agreement was not designated as a cash flow hedge, and as a result, all changes in the fair value are recognized in the current period statement of operations rather than through other comprehensive income. We recorded an asset of $2.5 million as of September 30, 2013, representing the change in the fair value of the interest rate swap agreement. The swap was valued based on observable inputs for similar assets and liabilities and other observable inputs for interest rates and yield curves, which are classified within Level 2 inputs in the fair value hierarchy described in Note 13. |
FAIR_VALUE_ACCOUNTING
FAIR VALUE ACCOUNTING | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||
FAIR VALUE ACCOUNTING | ' | ||||||||||||
NOTE 13. FAIR VALUE ACCOUNTING | |||||||||||||
FASB ASC Topic 820 “Fair Value Measurements and Disclosures” established a hierarchal disclosure framework associated with the level of pricing observability utilized in measuring fair value. This framework defines three levels of inputs to the fair value measurement process and requires that each fair value measurement be assigned to a level corresponding to the lowest level input that is significant to the fair value measurement in its entirety. The three broad levels of inputs defined by the FASB ASC Topic 820 hierarchy are as follows: | |||||||||||||
• | 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 September 30, 2013, the carrying value of cash and cash equivalents, trade accounts receivables, accounts payable, accrued expenses and accrued interest approximates fair value due to the short-term nature of such instruments. The carrying value of other long-term liabilities approximates fair value as the related interest rates approximate rates currently available to the company. The following table summarizes the fair value of our financial assets that are measured at fair value: | |||||||||||||
September 30, 2013 | |||||||||||||
Total Fair Value | Fair Value Measurement Category | ||||||||||||
and Carrying | |||||||||||||
Value on | |||||||||||||
Balance Sheet | Level 1 | Level 2 | Level 3 | ||||||||||
(Dollars in thousands) | |||||||||||||
Assets: | |||||||||||||
Fair value of interest rate swap | 2,545 | 2,545 |
INCOME_TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' |
INCOME TAXES | ' |
NOTE 14. INCOME TAXES | |
We account for income taxes in accordance with FASB ASC Topic 740 “Income Taxes.” We recorded a decrease in our unrecognized tax benefits of $2.1 million and $0.03 million, respectively, as of September 30, 2012 and 2013. At December 31, 2012, we had $1.3 million in liabilities for unrecognized tax benefits. Included in this liability amount were $0.02 million accrued for the related interest, net of federal income tax benefits, and $0.02 million for the related penalty recorded in income tax expense on our Condensed Consolidated Statements of Operations. Management expects a reduction of $0.4 million in the reserve over the next twelve months due to statute expirations. | |
Valuation Allowance (Deferred Taxes) | |
For financial reporting purposes, we recorded a valuation allowance of $3.0 million as of September 30, 2013 to offset a portion of the deferred tax assets related to the state net operating loss carryforwards. Management regularly reviews our financial forecasts in an effort to determine our ability to utilize the net operating loss carryforwards for tax purposes. Accordingly, the valuation allowance is adjusted periodically based on management’s estimate of the benefit the company will receive from such carryforwards. |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2013 | |
Commitments And Contingencies Disclosure [Abstract] | ' |
COMMITMENTS AND CONTINGENCIES | ' |
NOTE 15. COMMITMENTS AND CONTINGENCIES | |
The company enters into various agreements in the normal course of business that contain minimum guarantees. The typical minimum guarantee is tied to future revenue amounts that exceed the contractual level. Accordingly, the fair value of these arrangements is zero. | |
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. The company maintains insurance that may provide coverage for such matters. Consequently, the company is unable to ascertain the ultimate aggregate amount of monetary liability or the financial impact with respect to these matters. We do not believe, at this time, that these legal proceedings, individually and in the aggregate, give rise to a reasonable likelihood of material loss to the company’s consolidated financial position, results of operations or cash flows. |
SEGMENT_DATA
SEGMENT DATA | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||
SEGMENT DATA | ' | ||||||||||||||||||||
NOTE 16. SEGMENT DATA | |||||||||||||||||||||
FASB ASC Topic 280 “Segment Reporting” requires companies to provide certain information about their operating segments. We operate in three segments — radio broadcasting, Internet and publishing — of which our radio broadcasting and Internet segment are reportable segments. Our radio broadcasting segment operates radio stations throughout the United States, as well as various radio networks and our National sales group. Our Internet segment operates all of our websites and our consumer product sales. Our publishing segment operates our print magazines and Xulon Press, a print-on-demand book publisher. | |||||||||||||||||||||
Management uses operating income before depreciation, amortization, impairments and (gain) loss on sale or disposal of assets, as its measure of profitability for purposes of assessing performance and allocating resources. | |||||||||||||||||||||
Radio | Internet | Publishing | Corporate | Consolidated | |||||||||||||||||
Broadcast | |||||||||||||||||||||
(Dollars in thousands) | |||||||||||||||||||||
Three Months Ended | |||||||||||||||||||||
September 30, 2013 | |||||||||||||||||||||
Net revenue | $ | 46,015 | $ | 9,390 | $ | 3,071 | $ | — | $ | 58,476 | |||||||||||
Operating expenses | 30,847 | 6,644 | 3,301 | 4,951 | 45,743 | ||||||||||||||||
Operating income (loss) before depreciation, amortization, and (gain) loss on the sale or disposal of assets | $ | 15,168 | $ | 2,746 | $ | (230 | ) | $ | (4,951 | ) | $ | 12,733 | |||||||||
Depreciation | 1,986 | 702 | 115 | 286 | 3,089 | ||||||||||||||||
Amortization | 39 | 655 | 1 | — | 695 | ||||||||||||||||
(Gain) loss on the sale or disposal of assets | (35 | ) | — | — | 10 | (25 | ) | ||||||||||||||
Operating income (loss) from continuing operations | $ | 13,178 | $ | 1,389 | $ | (346 | ) | $ | (5,247 | ) | $ | 8,974 | |||||||||
Three Months Ended | |||||||||||||||||||||
September 30, 2012 | |||||||||||||||||||||
Net revenue | $ | 45,895 | $ | 7,800 | $ | 3,024 | $ | — | $ | 56,719 | |||||||||||
Operating expenses | 30,628 | 5,825 | 2,980 | 4,643 | 44,076 | ||||||||||||||||
Operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | $ | 15,267 | $ | 1,975 | $ | 44 | $ | (4,643 | ) | $ | 12,643 | ||||||||||
Depreciation | 2,059 | 604 | 109 | 311 | 3,083 | ||||||||||||||||
Amortization | 19 | 473 | 2 | — | 494 | ||||||||||||||||
(Gain) loss on the sale or disposal of assets | 588 | — | — | (1 | ) | 587 | |||||||||||||||
Operating income (loss) from continuing operations | $ | 12,601 | $ | 898 | $ | (67 | ) | $ | (4,953 | ) | $ | 8,479 | |||||||||
Nine Months Ended | |||||||||||||||||||||
September 30, 2013 | |||||||||||||||||||||
Net revenue | $ | 136,287 | $ | 29,012 | $ | 8,941 | $ | — | $ | 174,240 | |||||||||||
Operating expenses | 91,258 | 20,372 | 9,776 | 15,839 | 137,245 | ||||||||||||||||
Operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | $ | 45,029 | $ | 8,640 | $ | (835 | ) | $ | (15,839 | ) | $ | 36,995 | |||||||||
Depreciation | 5,923 | 2,189 | 349 | 852 | 9,313 | ||||||||||||||||
Amortization | 117 | 1,954 | 5 | — | 2,076 | ||||||||||||||||
Impairment of indefinite-lived long- term assets other than goodwill | — | — | 345 | — | 345 | ||||||||||||||||
Impairment of goodwill | — | — | 438 | — | 438 | ||||||||||||||||
(Gain) loss on the sale or disposal of assets | (30 | ) | — | — | 10 | (20 | ) | ||||||||||||||
Operating income (loss) from continuing operations | $ | 39,019 | $ | 4,497 | $ | (1,972 | ) | $ | (16,701 | ) | $ | 24,843 | |||||||||
Nine Months Ended | |||||||||||||||||||||
September 30, 2012 | |||||||||||||||||||||
Net revenue | $ | 136,224 | $ | 23,269 | $ | 9,136 | $ | — | $ | 168,629 | |||||||||||
Operating expenses | 90,289 | 17,858 | 8,951 | 14,314 | 131,412 | ||||||||||||||||
Operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | $ | 45,935 | $ | 5,411 | $ | 185 | $ | (14,314 | ) | $ | 37,217 | ||||||||||
Depreciation | 6,194 | 1,746 | 305 | 905 | 9,150 | ||||||||||||||||
Amortization | 86 | 1,531 | 7 | 1 | 1,625 | ||||||||||||||||
Impairment of long-lived assets | 5,608 | — | — | — | 5,608 | ||||||||||||||||
(Gain) loss on the sale or disposal of assets | 553 | 7 | — | 3 | 563 | ||||||||||||||||
Operating income (loss) from continuing operations | $ | 33,494 | $ | 2,127 | $ | (127 | ) | $ | (15,223 | ) | $ | 20,271 | |||||||||
Radio | Internet | Publishing | Corporate | Consolidated | |||||||||||||||||
Broadcast | |||||||||||||||||||||
(Dollars in thousands) | |||||||||||||||||||||
As of September 30, 2013 | |||||||||||||||||||||
Property, plant and equipment, net | $ | 82,368 | $ | 6,375 | $ | 1,451 | $ | 8,565 | $ | 98,759 | |||||||||||
Broadcast licenses | 381,836 | — | — | — | 381,836 | ||||||||||||||||
Goodwill | 3,917 | 17,178 | 899 | 8 | 22,002 | ||||||||||||||||
Other indefinite-lived intangible assets | — | — | 1,528 | — | 1,528 | ||||||||||||||||
Amortizable intangible assets, net | 698 | 7,424 | 12 | 2 | 8,136 | ||||||||||||||||
As of December 31, 2012 | |||||||||||||||||||||
Property, plant and equipment, net | $ | 82,972 | $ | 6,309 | $ | 1,271 | $ | 8,915 | $ | 99,467 | |||||||||||
Broadcast licenses | 373,720 | — | — | — | 373,720 | ||||||||||||||||
Goodwill | 3,881 | 17,157 | 1,337 | 8 | 22,383 | ||||||||||||||||
Other indefinite-lived intangible assets | — | — | 1,873 | — | 1,873 | ||||||||||||||||
Amortizable intangible assets, net | 106 | 8,634 | 11 | 2 | 8,753 |
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
NOTE 17. SUBSEQUENT EVENTS | |
Subsequent events reflect all applicable transactions through the date of the filing. |
BASIS_OF_PRESENTATION_Policies
BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Description of Business | ' |
Description of Business | |
Salem is a diversified multi-media company with integrated business operations covering radio broadcasting, content programming, the Internet, and publishing. Our programming is intended for audiences interested in Christian and family-themed content and conservative news talk. Our foundational business is the ownership and operation of radio stations in large metropolitan markets. Upon the close of all announced transactions, we will own and/or operate 101 radio stations throughout the United States. Our broadcasting business also includes Salem Radio Network® (“SRN”), SRN News Network (“SNN”), Salem Music Network (“SMN”), Solid Gospel Network (“SGN”), Salem Media Representatives (“SMR”) and Vista Media Representatives (“VMR”). SRN, SNN, SMN and SGN are networks that produce and distribute programming, such as talk, news and music segments to radio stations throughout the United States, including Salem owned and operated stations. SMR and VMR sell commercial airtime to national advertisers on radio stations and networks that we own, as well as on independent radio station affiliates. | |
Salem Web Network™ (“SWN”), our Internet businesses, provide Christian and conservative-themed content, audio and video streaming, and other resources on the web. SWN’s Internet portals include OnePlace.com, Christianity.com, Crosswalk.com®, BibleStudyTools.com, GodTube.com, Townhall.com™, HotAir.com, WorshipHouseMedia.com, SermonSpice.com, GodVine.com and Jesus.org. SWN’s content is accessible through our radio station websites that feature content of interest to local listeners throughout the United States. In addition to operating our radio station websites, SWN operates Salem Consumer Products, a website offering books, DVD’s and editorial content developed by many of our on-air personalities that are available for purchase. The revenues generated from this segment are reported as Internet revenue on our Condensed Consolidated Statements of Operations. | |
Salem Publishing™ produces and distributes Christian and conservative opinion print magazines. Salem Publishing also includes Xulon Press™, a print-on-demand self-publishing service for Christian authors. The revenues generated from this segment are reported as publishing revenue on our Condensed Consolidated Statements of Operations. | |
Variable Interest Entities | ' |
Variable Interest Entities | |
We account for entities qualifying as variable interest entities (“VIEs”) in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810, “Consolidation” which requires VIEs to be consolidated by the primary beneficiary. The primary beneficiary is the entity that holds the majority of the beneficial interests in the VIE. A VIE is an entity for which the primary beneficiary’s interest in the entity can change with changes in factors other than the amount of investment in the entity. | |
We may enter into local marketing agreements (“LMA’s”) contemporaneously with entering an asset purchase agreement (“APA”) to acquire or sell a radio station. We may also enter into time brokerage agreements (“TBA’s”). Typically, both LMA’s and TBA’s are contractual agreements under which the station owner / licensee makes air-time available to a programmer / licensee in exchange for a fee and reimbursement of certain expenses. LMA’s and TBA’s 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 Federal Communications Commission (“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 LMA’s or TBA’s, depending on the facts and circumstances related to each transaction. As of September 30, 2013 we did not consolidate any entities with which we entered into LMA’s or TBA’s under the guidance in FASB ASC Topic 810. | |
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: (1) asset impairments, including broadcasting licenses and goodwill; (2) income tax valuation allowances; (3) uncertain tax positions; (4) allowance for doubtful accounts; (5) self-insurance reserves; (6) fair value of equity awards; (7) estimated lives for tangible and intangible assets; (8) fair value measurements; and (9) contingency reserves. 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 necessary. | |
Reclassifications | ' |
Reclassifications | |
Certain reclassifications have been made to the prior year financial statements to conform to the current year presentation. |
ACQUSITIONS_AND_RECENT_TRANSAC1
ACQUSITIONS AND RECENT TRANSACTIONS (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||||||
Summary of Business Acquisitions and Asset Purchases | ' | ||||||||||||||||
A summary of our business acquisitions and asset purchases for the nine months ended September 30, 2013, none of which were material to our condensed consolidated financial position as of the respective date of acquisition, is as follows: | |||||||||||||||||
Acquisition Date | Description | Total Cost | |||||||||||||||
(Dollars in thousands) | |||||||||||||||||
September 11, 2013 | GodUpdates (asset purchase) | $ | 250 | ||||||||||||||
August 10, 2013 | Christnotes.org (business acquisition) | 500 | |||||||||||||||
February 15, 2013 | WTOH-FM, Columbus, Ohio (business acquisition) | 4,000 | |||||||||||||||
February 5, 2013 | WGTK-FM, Greenville, South Carolina (business acquisition) | 5,427 | |||||||||||||||
Various | Purchase of various intangible Internet assets (asset purchases) | 207 | |||||||||||||||
$ | 10,384 | ||||||||||||||||
Total Acquisition Consideration Allocated | ' | ||||||||||||||||
The total acquisition consideration was allocated to the net assets acquired as follows: | |||||||||||||||||
Broadcast | Internet | Net | |||||||||||||||
Assets | Assets | Assets | |||||||||||||||
Acquired | Acquired | Acquired | |||||||||||||||
(Dollars in thousands) | |||||||||||||||||
Assets | |||||||||||||||||
Property and equipment | $ | 1,252 | $ | 106 | $ | 1,358 | |||||||||||
Broadcast licenses | 7,429 | — | 7,429 | ||||||||||||||
Goodwill | 37 | 21 | 58 | ||||||||||||||
Customer lists and contracts | — | 341 | 341 | ||||||||||||||
Domain and brand names | — | 409 | 409 | ||||||||||||||
Software | — | 80 | 80 | ||||||||||||||
Favorable and assigned lease | 709 | — | 709 | ||||||||||||||
$ | 9,427 | $ | 957 | $ | 10,384 | ||||||||||||
Loss from Discontinued Operations | ' | ||||||||||||||||
The following table sets forth the components of the loss from discontinued operations: | |||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||
2012 | 2013 | 2012 | 2013 | ||||||||||||||
(Dollars in thousands) | |||||||||||||||||
Net revenues | $ | 11 | $ | — | $ | 22 | $ | 11 | |||||||||
Operating expenses | (76 | ) | (19 | ) | (178 | ) | (54 | ) | |||||||||
Operating loss | $ | (65 | ) | $ | (19 | ) | $ | (156 | ) | $ | (43 | ) | |||||
Benefit from income taxes | (26 | ) | (8 | ) | (62 | ) | (17 | ) | |||||||||
Loss from discontinued operations, net of tax | $ | (39 | ) | $ | (11 | ) | $ | (94 | ) | $ | (26 | ) | |||||
STOCK_INCENTIVE_PLAN_Tables
STOCK INCENTIVE PLAN (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||||||
Stock-Based Compensation Expense Recognized | ' | ||||||||||||||||||||
The following table reflects the components of stock-based compensation expense recognized in the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2012 and 2013: | |||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||
2012 | 2013 | 2012 | 2013 | ||||||||||||||||||
(Dollars in thousands) | |||||||||||||||||||||
Stock option compensation expense included in corporate expenses | $ | 195 | $ | 243 | $ | 652 | $ | 555 | |||||||||||||
Restricted stock compensation expense included in corporate expenses | — | — | — | 481 | |||||||||||||||||
Stock option compensation expense included in broadcast operating expenses | 71 | 43 | 241 | 260 | |||||||||||||||||
Stock option compensation expense included in Internet operating expenses | 28 | 62 | 87 | 195 | |||||||||||||||||
Stock option compensation expense included in publishing operating expenses | 5 | 10 | 15 | 38 | |||||||||||||||||
Total stock-based compensation expense, pre-tax | 299 | $ | 358 | 995 | $ | 1,529 | |||||||||||||||
Tax provision for stock-based compensation expense | (119 | ) | (143 | ) | (430 | ) | (611 | ) | |||||||||||||
Total stock-based compensation expense, net of tax | $ | 180 | $ | 215 | $ | 565 | $ | 918 | |||||||||||||
Weighted-Average Assumptions used to Estimate Fair Value of Stock Options and Restricted Stock Awards using Black-Scholes 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 three and nine months ended September 30, 2012 and 2013: | |||||||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||
2012 | 2013 | 2012 | 2013 | ||||||||||||||||||
Expected volatility | n/a | n/a | 102.40% | 100.78% | |||||||||||||||||
Expected dividends | n/a | n/a | 5.07% | 2.05% | |||||||||||||||||
Expected term (in years) | n/a | n/a | 8.2 | 6.6 | |||||||||||||||||
Risk-free interest rate | n/a | n/a | 1.66% | 1.06% | |||||||||||||||||
Stock Option | ' | ||||||||||||||||||||
Stock option information with respect to the company’s stock-based equity plans during the nine months ended September 30, 2013 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 | ||||||||||||||||
Exercise Price | Grant Date Fair Value | Remaining Contractual | Intrinsic Value | ||||||||||||||||||
Term | |||||||||||||||||||||
Outstanding at January 1, 2013 | 1,927,099 | $ | 4.37 | $ | 3.45 | 5.4 years | $ | 8,697 | |||||||||||||
Granted | 735,750 | $ | 6.93 | $ | 4.9 | 994 | |||||||||||||||
Exercised | (283,405 | ) | $ | 3.42 | $ | 2.36 | 1,201 | ||||||||||||||
Forfeited or expired | (83,424 | ) | $ | 12.08 | $ | 7.31 | 59 | ||||||||||||||
Outstanding at September 30, 2013 | 2,296,020 | $ | 5.03 | $ | 3.54 | 5.7 years | $ | 8,255 | |||||||||||||
Exercisable at September 30, 2013 | 639,204 | $ | 5.87 | $ | 4.22 | 3.1 years | 2,331 | ||||||||||||||
Expected to Vest | 1,573,147 | $ | 4.7 | $ | 3.28 | 6.6 years | $ | 5,625 | |||||||||||||
Information Regarding Restricted Stock | ' | ||||||||||||||||||||
Information regarding the Company’s restricted stock during the nine months ended September 30, 2013 is as follows: | |||||||||||||||||||||
Restricted Stock | Shares | Weighted Average Grant | |||||||||||||||||||
Date Fair Value | |||||||||||||||||||||
Outstanding at January 1, 2013 | — | $ | — | ||||||||||||||||||
Granted | 79,810 | 6.02 | |||||||||||||||||||
Vested | (79,810 | ) | 6.02 | ||||||||||||||||||
Forfeited | — | — | |||||||||||||||||||
Non-Vested at September 30, 2013 | — | $ | — | ||||||||||||||||||
EQUITY_TRANSACTIONS_Tables
EQUITY TRANSACTIONS (Tables) | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Equity [Abstract] | ' | ||||||||||
Schedule of Cash Distributions Declared and Paid | ' | ||||||||||
The following table shows distributions that have been declared and paid since January 1, 2012: | |||||||||||
Announcement Date | Payment Date | Amount Per Share | Cash Distributed | ||||||||
(in thousands) | |||||||||||
September 12, 2013 | October 4, 2013 | $0.05 | $1,308 | ||||||||
May 30, 2013 | June 28, 2013 | $0.05 | 1,240 | ||||||||
March 18, 2013 | April 1, 2013 | $0.05 | 1,234 | ||||||||
November 29, 2012 | December 28, 2012 | $0.04 | 854 | ||||||||
August 30, 2012 | September 28, 2012 | $0.04 | 854 | ||||||||
May 31, 2012 | June 21, 2012 | $0.04 | 854 | ||||||||
March 7, 2012 | March 30, 2012 | $0.04 | 850 |
NOTES_PAYABLE_AND_LONGTERM_DEB1
NOTES PAYABLE AND LONG-TERM DEBT (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Change in Rate Based on Leverage Ratio | ' | ||||||||||||||||
Details of the change in our rate based on our leverage ratio were as follows: | |||||||||||||||||
Consolidated Leverage Ratio | Base Rate | Eurodollar | Applicable Fee | ||||||||||||||
Rate Loans | Rate | ||||||||||||||||
Less than 3.25 to 1.00 | 0.75 | % | 2.25 | % | 0.4 | % | |||||||||||
Greater than or equal to 3.25 to 1.00 but less than 4.50 to 1.00 | 0.75 | % | 2.5 | % | 0.5 | % | |||||||||||
Greater than or equal to 4.50 to 1.00 but less than 6.00 to 1.00 | 1.25 | % | 3 | % | 0.6 | % | |||||||||||
Greater than or equal to 6.00 to 1.00 | 2.25 | % | 3.5 | % | 0.75 | % | |||||||||||
Repurchased and Redemptions of Nine and Five Eighths Percent Notes | ' | ||||||||||||||||
Information regarding repurchases and redemptions of the Terminated 9 5⁄8% Notes are as follows: | |||||||||||||||||
Date | Principal | Premium | Unamortized | Bond Issue | |||||||||||||
Redeemed/Repurchased | Paid | Discount | Costs | ||||||||||||||
(Dollars in thousands) | |||||||||||||||||
June 3, 2013 | $ | 903 | $ | 27 | $ | 3 | $ | — | |||||||||
March 14, 2013 | 212,597 | 22,650 | 837 | 2,867 | |||||||||||||
December 12, 2012 | 4,000 | 120 | 17 | 57 | |||||||||||||
June 1, 2012 | 17,500 | 525 | 80 | 287 | |||||||||||||
December 12, 2011 | 12,500 | 375 | 62 | 337 | |||||||||||||
September 6, 2011 | 5,000 | 144 | 26 | 135 | |||||||||||||
June 1, 2011 | 17,500 | 525 | 93 | 472 | |||||||||||||
December 1, 2010 | 12,500 | 375 | 70 | 334 | |||||||||||||
June 1, 2010 | 17,500 | 525 | 105 | 417 | |||||||||||||
Long-Term Debt | ' | ||||||||||||||||
Long-term debt consisted of the following: | |||||||||||||||||
As of December 31, 2012 | As of September 30, 2013 | ||||||||||||||||
(Dollars in thousands) | |||||||||||||||||
Term Loan B | $ | — | $ | 290,640 | |||||||||||||
Revolver | — | 2,460 | |||||||||||||||
Terminated Revolver | 33,000 | — | |||||||||||||||
Terminated 9 5⁄8% senior secured second lien notes due 2016 | 212,622 | — | |||||||||||||||
Terminated Subordinated debt | 7,500 | — | |||||||||||||||
Terminated Subordinated Debt due to Related Parties | 15,000 | — | |||||||||||||||
Capital leases and other loans | 858 | 862 | |||||||||||||||
268,980 | 293,962 | ||||||||||||||||
Less current portion | (20,108 | ) | (3,118 | ) | |||||||||||||
$ | 248,872 | $ | 290,844 | ||||||||||||||
Principle Repayment Requirements Under Long Term Agreements Outstanding | ' | ||||||||||||||||
Principal repayment requirements under all long-term debt agreements outstanding at September 30, 2013 for each of the next five years and thereafter are as follows: | |||||||||||||||||
Amount | |||||||||||||||||
For the Twelve Months Ended September 30, | (Dollars in thousands) | ||||||||||||||||
2014 | $ | 3,118 | |||||||||||||||
2015 | 3,108 | ||||||||||||||||
2016 | 3,091 | ||||||||||||||||
2017 | 3,094 | ||||||||||||||||
2018 | 5,551 | ||||||||||||||||
Thereafter | 276,000 | ||||||||||||||||
$ | 293,962 | ||||||||||||||||
Term Loan B and Revolving Credit Facility | ' | ||||||||||||||||
Change in Rate Based on Leverage Ratio | ' | ||||||||||||||||
Revolver Pricing | |||||||||||||||||
Pricing Level | Consolidated Leverage Ratio | Base Rate Loans | LIBOR Loans | ||||||||||||||
1 | Less than 3.00 to 1.00 | 1.25 | % | 2.25 | % | ||||||||||||
2 | Greater than or equal to 3.00 to 1.00 but less than 4.00 to 1.00 | 1.5 | % | 2.5 | % | ||||||||||||
3 | Greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00 | 1.75 | % | 2.75 | % | ||||||||||||
4 | Greater than or equal to 5.00 to 1.00 but less than 6.00 to 1.00 | 2 | % | 3 | % | ||||||||||||
5 | Greater than or equal to 6.00 to 1.00 | 2.5 | % | 3.5 | % |
DEFERRED_FINANCING_COSTS_Table
DEFERRED FINANCING COSTS (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Text Block [Abstract] | ' | ||||||||
Deferred Financing Costs | ' | ||||||||
Deferred financing costs consist of the following: | |||||||||
As of December 31, 2012 | As of September 30, 2013 | ||||||||
(Dollars in thousands) | |||||||||
Bond issue costs | $ | 3,060 | $ | — | |||||
Bank loan fees | 942 | 4,291 | |||||||
$ | 4,002 | $ | 4,291 | ||||||
AMORTIZABLE_INTANGIBLE_ASSETS_
AMORTIZABLE INTANGIBLE ASSETS (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
Significant Classes of Amortizable Intangible Assets by Major Category | ' | ||||||||||||
The following tables provide details, by major category, of the significant classes of amortizable intangible assets: | |||||||||||||
As of September 30, 2013 | |||||||||||||
Cost | Accumulated | Net | |||||||||||
Amortization | |||||||||||||
(Dollars in thousands) | |||||||||||||
Customer lists and contracts | $ | 17,554 | $ | (13,834 | ) | $ | 3,720 | ||||||
Domain and brand names | 11,423 | (7,864 | ) | 3,559 | |||||||||
Favorable and assigned leases | 2,358 | (1,676 | ) | 682 | |||||||||
Other amortizable intangible assets | 3,997 | (3,822 | ) | 175 | |||||||||
$ | 35,332 | $ | (27,196 | ) | $ | 8,136 | |||||||
As of December 31, 2012 | |||||||||||||
Cost | Accumulated | Net | |||||||||||
Amortization | |||||||||||||
(Dollars in thousands) | |||||||||||||
Customer lists and contracts | $ | 17,213 | $ | (12,665 | ) | $ | 4,548 | ||||||
Domain and brand names | 11,015 | (7,192 | ) | 3,823 | |||||||||
Favorable and assigned leases | 1,649 | (1,594 | ) | 55 | |||||||||
Other amortizable intangible assets | 3,997 | (3,670 | ) | 327 | |||||||||
$ | 33,874 | $ | (25,121 | ) | $ | 8,753 | |||||||
Amortizable Intangible Assets, Estimate Amortization Expense | ' | ||||||||||||
Based on the amortizable intangible assets as of September 30, 2013, we estimate amortization expense for the next five years to be as follows: | |||||||||||||
Year Ending December 31, | Amortization Expense | ||||||||||||
(Dollars in thousands) | |||||||||||||
2013 (Oct – Dec) | $ | 713 | |||||||||||
2014 | 2,565 | ||||||||||||
2015 | 1,887 | ||||||||||||
2016 | 1,106 | ||||||||||||
2017 | 707 | ||||||||||||
Thereafter | 1,158 | ||||||||||||
Total | $ | 8,136 | |||||||||||
FAIR_VALUE_ACCOUNTING_Tables
FAIR VALUE ACCOUNTING (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||
Fair Value of Financial Assets Measured at Fair Value | ' | ||||||||||||
The following table summarizes the fair value of our financial assets that are measured at fair value: | |||||||||||||
September 30, 2013 | |||||||||||||
Total Fair Value | Fair Value Measurement Category | ||||||||||||
and Carrying | |||||||||||||
Value on | |||||||||||||
Balance Sheet | Level 1 | Level 2 | Level 3 | ||||||||||
(Dollars in thousands) | |||||||||||||
Assets: | |||||||||||||
Fair value of interest rate swap | 2,545 | 2,545 |
SEGMENT_DATA_Tables
SEGMENT DATA (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||
Segment Data | ' | ||||||||||||||||||||
Management uses operating income before depreciation, amortization, impairments and (gain) loss on sale or disposal of assets, as its measure of profitability for purposes of assessing performance and allocating resources. | |||||||||||||||||||||
Radio | Internet | Publishing | Corporate | Consolidated | |||||||||||||||||
Broadcast | |||||||||||||||||||||
(Dollars in thousands) | |||||||||||||||||||||
Three Months Ended | |||||||||||||||||||||
September 30, 2013 | |||||||||||||||||||||
Net revenue | $ | 46,015 | $ | 9,390 | $ | 3,071 | $ | — | $ | 58,476 | |||||||||||
Operating expenses | 30,847 | 6,644 | 3,301 | 4,951 | 45,743 | ||||||||||||||||
Operating income (loss) before depreciation, amortization, and (gain) loss on the sale or disposal of assets | $ | 15,168 | $ | 2,746 | $ | (230 | ) | $ | (4,951 | ) | $ | 12,733 | |||||||||
Depreciation | 1,986 | 702 | 115 | 286 | 3,089 | ||||||||||||||||
Amortization | 39 | 655 | 1 | — | 695 | ||||||||||||||||
(Gain) loss on the sale or disposal of assets | (35 | ) | — | — | 10 | (25 | ) | ||||||||||||||
Operating income (loss) from continuing operations | $ | 13,178 | $ | 1,389 | $ | (346 | ) | $ | (5,247 | ) | $ | 8,974 | |||||||||
Three Months Ended | |||||||||||||||||||||
September 30, 2012 | |||||||||||||||||||||
Net revenue | $ | 45,895 | $ | 7,800 | $ | 3,024 | $ | — | $ | 56,719 | |||||||||||
Operating expenses | 30,628 | 5,825 | 2,980 | 4,643 | 44,076 | ||||||||||||||||
Operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | $ | 15,267 | $ | 1,975 | $ | 44 | $ | (4,643 | ) | $ | 12,643 | ||||||||||
Depreciation | 2,059 | 604 | 109 | 311 | 3,083 | ||||||||||||||||
Amortization | 19 | 473 | 2 | — | 494 | ||||||||||||||||
(Gain) loss on the sale or disposal of assets | 588 | — | — | (1 | ) | 587 | |||||||||||||||
Operating income (loss) from continuing operations | $ | 12,601 | $ | 898 | $ | (67 | ) | $ | (4,953 | ) | $ | 8,479 | |||||||||
Nine Months Ended | |||||||||||||||||||||
September 30, 2013 | |||||||||||||||||||||
Net revenue | $ | 136,287 | $ | 29,012 | $ | 8,941 | $ | — | $ | 174,240 | |||||||||||
Operating expenses | 91,258 | 20,372 | 9,776 | 15,839 | 137,245 | ||||||||||||||||
Operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | $ | 45,029 | $ | 8,640 | $ | (835 | ) | $ | (15,839 | ) | $ | 36,995 | |||||||||
Depreciation | 5,923 | 2,189 | 349 | 852 | 9,313 | ||||||||||||||||
Amortization | 117 | 1,954 | 5 | — | 2,076 | ||||||||||||||||
Impairment of indefinite-lived long- term assets other than goodwill | — | — | 345 | — | 345 | ||||||||||||||||
Impairment of goodwill | — | — | 438 | — | 438 | ||||||||||||||||
(Gain) loss on the sale or disposal of assets | (30 | ) | — | — | 10 | (20 | ) | ||||||||||||||
Operating income (loss) from continuing operations | $ | 39,019 | $ | 4,497 | $ | (1,972 | ) | $ | (16,701 | ) | $ | 24,843 | |||||||||
Nine Months Ended | |||||||||||||||||||||
September 30, 2012 | |||||||||||||||||||||
Net revenue | $ | 136,224 | $ | 23,269 | $ | 9,136 | $ | — | $ | 168,629 | |||||||||||
Operating expenses | 90,289 | 17,858 | 8,951 | 14,314 | 131,412 | ||||||||||||||||
Operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | $ | 45,935 | $ | 5,411 | $ | 185 | $ | (14,314 | ) | $ | 37,217 | ||||||||||
Depreciation | 6,194 | 1,746 | 305 | 905 | 9,150 | ||||||||||||||||
Amortization | 86 | 1,531 | 7 | 1 | 1,625 | ||||||||||||||||
Impairment of long-lived assets | 5,608 | — | — | — | 5,608 | ||||||||||||||||
(Gain) loss on the sale or disposal of assets | 553 | 7 | — | 3 | 563 | ||||||||||||||||
Operating income (loss) from continuing operations | $ | 33,494 | $ | 2,127 | $ | (127 | ) | $ | (15,223 | ) | $ | 20,271 | |||||||||
Radio | Internet | Publishing | Corporate | Consolidated | |||||||||||||||||
Broadcast | |||||||||||||||||||||
(Dollars in thousands) | |||||||||||||||||||||
As of September 30, 2013 | |||||||||||||||||||||
Property, plant and equipment, net | $ | 82,368 | $ | 6,375 | $ | 1,451 | $ | 8,565 | $ | 98,759 | |||||||||||
Broadcast licenses | 381,836 | — | — | — | 381,836 | ||||||||||||||||
Goodwill | 3,917 | 17,178 | 899 | 8 | 22,002 | ||||||||||||||||
Other indefinite-lived intangible assets | — | — | 1,528 | — | 1,528 | ||||||||||||||||
Amortizable intangible assets, net | 698 | 7,424 | 12 | 2 | 8,136 | ||||||||||||||||
As of December 31, 2012 | |||||||||||||||||||||
Property, plant and equipment, net | $ | 82,972 | $ | 6,309 | $ | 1,271 | $ | 8,915 | $ | 99,467 | |||||||||||
Broadcast licenses | 373,720 | — | — | — | 373,720 | ||||||||||||||||
Goodwill | 3,881 | 17,157 | 1,337 | 8 | 22,383 | ||||||||||||||||
Other indefinite-lived intangible assets | — | — | 1,873 | — | 1,873 | ||||||||||||||||
Amortizable intangible assets, net | 106 | 8,634 | 11 | 2 | 8,753 |
Basis_of_Presentation_Addition
Basis of Presentation - Additional Information (Detail) | Sep. 30, 2013 |
Station | |
Accounting Policies [Abstract] | ' |
Radio stations to be owned and/or operated throughout United States | 101 |
Recovered_Sheet1
Impairment of Goodwill and Other Indefinite-Lived Intangible Assets - Additional Information (Detail) (USD $) | 6 Months Ended |
In Millions, unless otherwise specified | Jun. 30, 2013 |
Mastheads | ' |
Goodwill And Other Intangible Assets [Line Items] | ' |
Impairment charge | $0.30 |
Publishing | ' |
Goodwill And Other Intangible Assets [Line Items] | ' |
Impairment charge | $0.40 |
Recovered_Sheet2
Impairment of Long-Lived Assets - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Jun. 30, 2012 | Sep. 30, 2012 |
Property Plant And Equipment [Abstract] | ' | ' |
Impairment charges of assets held for sale, land | $5,600 | $5,608 |
Recovered_Sheet3
Acqusitions and Recent Transactions - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | |||||||||||||||||||||
30-May-13 | Sep. 30, 2013 | Sep. 12, 2013 | Mar. 14, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 28, 2013 | Sep. 30, 2013 | Mar. 14, 2013 | Mar. 14, 2013 | Mar. 14, 2013 | Sep. 30, 2013 | Jun. 03, 2013 | Dec. 12, 2012 | Jun. 01, 2012 | Dec. 12, 2011 | Sep. 06, 2011 | Jun. 01, 2011 | Dec. 01, 2010 | Jun. 01, 2010 | Dec. 31, 2009 | Sep. 30, 2013 | Sep. 23, 2013 | Sep. 11, 2013 | Aug. 10, 2013 | Feb. 15, 2013 | Feb. 05, 2013 | |
Term Loan B | Term Loan B | Term Loan B | Revolver | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Purchase of various intangible Internet assets (asset purchases) | KDIS-FM, Little Rock, Arkansas and KRDY-AM, San Antonio, Texas | GodUpdates Facebook page | Christnotes.org (business acquisition) | WJKR-FM, Columbus, Ohio | WMUU-FM, Greenville, South Carolina | ||||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, issuance of principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $300,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $300,000,000 | ' | ' | ' | ' | ' | ' |
Repayment of Term Loan B | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,000,000 | 4,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss on early retirement of long-term debt | ' | 16,000 | ' | 33,000 | -16,000 | ' | ' | -27,792,000 | -893,000 | 14,000 | 16,000 | ' | ' | 26,900,000 | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Senior secured credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 292,000,000 | 300,000,000 | 25,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal repurchased or redeemed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 212,597,000 | ' | 903,000 | 4,000,000 | 17,500,000 | 12,500,000 | 5,000,000 | 17,500,000 | 12,500,000 | 17,500,000 | ' | ' | ' | ' | ' | ' | ' |
Debt, aggregate purchase price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 240,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent of debt purchase price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 110.65% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount paid for redemption | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized Discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 837,000 | ' | 3,000 | 17,000 | 80,000 | 62,000 | 26,000 | 93,000 | 70,000 | 105,000 | ' | ' | ' | ' | ' | ' | ' |
Bond Issue Costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,867,000 | ' | ' | 57,000 | 287,000 | 337,000 | 135,000 | 472,000 | 334,000 | 417,000 | ' | ' | ' | ' | ' | ' | ' |
Class A and Class B common stock, dividend declared date | 30-May-13 | ' | 12-Sep-13 | ' | ' | ' | ' | 18-Mar-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class A and Class B common stock, dividend declared per share | $0.05 | ' | $0.05 | ' | ' | ' | ' | $0.05 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class A and Class B common stock, dividend paid | 1,200,000 | ' | 1,300,000 | ' | ' | 1,200,000 | ' | 2,474,000 | 2,558,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class A and Class B common stock, payment date | 28-Jun-13 | ' | 4-Oct-13 | ' | 4-Oct-13 | 1-Apr-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class A and Class B common stock, record date | 14-Jun-13 | ' | 26-Sep-13 | ' | 26-Sep-13 | 25-Mar-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class A and Class B common stock, dividend declared per share, paid | $0.05 | ' | $0.05 | ' | ' | $0.05 | $0.03 | $0.10 | $0.10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition purchase price | ' | 10,384,000 | ' | ' | 10,384,000 | ' | ' | 10,384,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 207,000 | 2,500,000 | 300,000 | 500,000 | 4,000,000 | ' |
Business acquisition, goodwill | ' | 58,000 | ' | ' | 58,000 | ' | ' | 58,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,755 | ' | ' |
Business acquisition purchase price | ' | ' | ' | ' | ' | ' | ' | 707,000 | 3,165,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,400,000 |
Amount due on close of Transaction | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 |
Amount payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 |
Advertising cost | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000,000 |
Acquisition payment date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2014-04 |
Discount on advertising credits | ' | ' | ' | ' | ' | ' | ' | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of advertising credits payable over ten years | ' | $2,400,000 | ' | ' | $2,400,000 | ' | ' | $2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Advertising credits payable term | ' | ' | ' | ' | ' | ' | ' | 'Ten | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization period of interest expense | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business_Acquisitions_and_Asse
Business Acquisitions and Asset Purchases (Detail) (USD $) | Sep. 30, 2013 | Sep. 11, 2013 | Aug. 10, 2013 | Feb. 15, 2013 | Feb. 05, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | GodUpdates (asset purchase) | Christnotes.org (business acquisition) | WTOH-FM, Columbus, Ohio (business acquisition) | WGTK-FM, Greenville, South Carolina (business acquisition) | Purchase of various intangible Internet assets (asset purchases) | |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Business acquisition, total cost | $10,384 | $250 | $500 | $4,000 | $5,427 | $207 |
Total_Acquisition_Consideratio
Total Acquisition Consideration Allocated (Detail) (USD $) | Sep. 30, 2013 |
Assets | ' |
Property and equipment | $1,358,000 |
Broadcast licenses | 7,429,000 |
Goodwill | 58,000 |
Customer lists and contracts | 341,000 |
Domain and brand names | 409,000 |
Software | 80,000 |
Favorable and assigned lease | 709,000 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets, Total | 10,384,000 |
Broadcast | ' |
Assets | ' |
Property and equipment | 1,252,000 |
Broadcast licenses | 7,429,000 |
Goodwill | 37,000 |
Favorable and assigned lease | 709,000 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets, Total | 9,427,000 |
Internet | ' |
Assets | ' |
Property and equipment | 106,000 |
Goodwill | 21,000 |
Customer lists and contracts | 341,000 |
Domain and brand names | 409,000 |
Software | 80,000 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets, Total | $957,000 |
Loss_from_Discontinued_Operati
Loss from Discontinued Operations (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ' | ' | ' | ' |
Net revenues | ' | $11 | $11 | $22 |
Operating expenses | -19 | -76 | -54 | -178 |
Operating loss | -19 | -65 | -43 | -156 |
Benefit from income taxes | -8 | -26 | -17 | -62 |
Loss from discontinued operations, net of tax | ($11) | ($39) | ($26) | ($94) |
Stock_Incentive_Plan_Additiona
Stock Incentive Plan - Additional Information (Detail) (USD $) | 9 Months Ended | |
In Millions, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
OptionPlan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Number of stock option plans | 1 | ' |
Closing stock price | $8.28 | ' |
Total fair value of options vested | $0.80 | $0.50 |
Total unrecognized compensation cost related to non-vested awards of stock options | $3 | ' |
Total unrecognized compensation cost related to non-vested awards of stock options, weighted average recognition period | '1 year 10 months 24 days | ' |
Minimum | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock option, historical volatility term | '6 years | ' |
Maximum | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock option, historical volatility term | '10 years | ' |
Stock Option | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Shares authorized under plan | 5,000,000 | ' |
Stock Option | Minimum | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Share based compensation, vesting period | '4 years | ' |
Stock Option | Maximum | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock options, term | '5 years | ' |
Restricted stock | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Share based compensation, vesting period | '1 year | ' |
StockBased_Compensation_Expens
Stock-Based Compensation Expense Recognized (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Total stock-based compensation expense, pre-tax | $358 | $299 | $1,529 | $995 |
Tax provision for stock-based compensation expense | -143 | -119 | -611 | -430 |
Total stock-based compensation expense, net of tax | 215 | 180 | 918 | 565 |
Corporate | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock option expense | 243 | 195 | 555 | 652 |
Restricted stock expense | ' | ' | 481 | ' |
Broadcast | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock option expense | 43 | 71 | 260 | 241 |
Internet | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock option expense | 62 | 28 | 195 | 87 |
Publishing | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock option expense | $10 | $5 | $38 | $15 |
WeightedAverage_Assumptions_us
Weighted-Average Assumptions used to Estimate Fair Value of Stock Options and Restricted Stock Awards using Black-Scholes Valuation Model (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ' | ' | ' |
Expected volatility | ' | ' | 100.78% | 102.40% |
Expected dividends | ' | ' | 2.05% | 5.07% |
Expected term (in years) | ' | ' | '6 years 7 months 6 days | '8 years 2 months 12 days |
Risk-free interest rate | ' | ' | 1.06% | 1.66% |
Stock_Option_Information_Detai
Stock Option Information (Detail) (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Shares | ' | ' |
Beginning Balance | 1,927,099 | 2,089,524 |
Granted | 735,750 | ' |
Exercised | -283,405 | ' |
Forfeited or expired | -83,424 | ' |
Ending Balance | 2,296,020 | 2,089,524 |
Exercisable at end of period | 639,204 | ' |
Expected to Vest | 1,573,147 | ' |
Weighted Average Exercise Price | ' | ' |
Beginning Balance | $4.37 | ' |
Granted | $6.93 | ' |
Exercised | $3.42 | ' |
Forfeited or expired | $12.08 | ' |
Ending Balance | $5.03 | ' |
Exercisable at end of period | $5.87 | ' |
Expected to Vest | $4.70 | ' |
Weighted Average Grant Date Fair value | ' | ' |
Beginning Balance | $3.45 | ' |
Granted | $4.90 | ' |
Exercised | $2.36 | ' |
Forfeited or expired | $7.31 | ' |
Ending Balance | $3.54 | ' |
Exercisable at end of period | $4.22 | ' |
Expected to Vest | $3.28 | ' |
Weighted Average Remaining Contractual Term | ' | ' |
Outstanding at beginning of period | '5 years 4 months 24 days | ' |
Outstanding at end of period | '5 years 8 months 12 days | ' |
Exercisable at end of period | '3 years 1 month 6 days | ' |
Expected to Vest | '6 years 7 months 6 days | ' |
Aggregate Intrinsic Value | ' | ' |
Beginning Balance | $8,697 | ' |
Granted | 994 | ' |
Exercised | 1,201 | ' |
Forfeited or expired | 59 | ' |
Ending Balance | 8,255 | ' |
Exercisable at end of period | 2,331 | ' |
Expected to Vest | $5,625 | ' |
Information_Regarding_Restrict
Information Regarding Restricted Stock (Detail) (USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Shares | ' |
Beginning Balance | ' |
Granted | 79,810 |
Vested | -79,810 |
Forfeited | ' |
Ending Balance | ' |
Weighted Average Grant Date Fair Value | ' |
Beginning Balance | ' |
Granted | $6.02 |
Vested | $6.02 |
Forfeited | ' |
Ending Balance | ' |
Equity_Transactions_Additional
Equity Transactions - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
In Millions, except Per Share data, unless otherwise specified | 30-May-13 | Sep. 12, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Stock based compensation expenses | ' | ' | $0.40 | ' | $0.30 | $1.50 | $1 |
Common stock, dividend declared per share | $0.05 | $0.05 | ' | ' | ' | $0.05 | ' |
Class A and Class B common stock, payment date | 28-Jun-13 | 4-Oct-13 | 4-Oct-13 | 1-Apr-13 | ' | ' | ' |
Class A and Class B common stock, record date | 14-Jun-13 | 26-Sep-13 | 26-Sep-13 | 25-Mar-13 | ' | ' | ' |
Class A and Class B common stock, expected annual dividend payment | ' | ' | $5.10 | ' | ' | $5.10 | ' |
Minimum | ' | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Common stock, dividend declared per share | ' | $0.05 | ' | ' | ' | ' | ' |
Maximum | ' | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Common stock, dividend declared per share | ' | $0.05 | ' | ' | ' | ' | ' |
Schedule_of_Cash_Distributions
Schedule of Cash Distributions Declared and Paid (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | 30-May-13 | Sep. 12, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2013 |
Dividends Payable [Line Items] | ' | ' | ' | ' | ' |
Announcement Date | 28-Jun-13 | 4-Oct-13 | 4-Oct-13 | 1-Apr-13 | ' |
Payment Date | 30-May-13 | 12-Sep-13 | ' | ' | 18-Mar-13 |
Dividend Payment 1st | ' | ' | ' | ' | ' |
Dividends Payable [Line Items] | ' | ' | ' | ' | ' |
Announcement Date | ' | ' | ' | ' | 12-Sep-13 |
Payment Date | ' | ' | ' | ' | 4-Oct-13 |
Amount Per Share | ' | ' | 0.0525 | ' | 0.0525 |
Cash Distributed | ' | ' | ' | ' | 1,308 |
Dividend Payment 2nd | ' | ' | ' | ' | ' |
Dividends Payable [Line Items] | ' | ' | ' | ' | ' |
Announcement Date | ' | ' | ' | ' | 30-May-13 |
Payment Date | ' | ' | ' | ' | 28-Jun-13 |
Amount Per Share | ' | ' | 0.05 | ' | 0.05 |
Cash Distributed | ' | ' | ' | ' | 1,240 |
Dividend Payment 3rd | ' | ' | ' | ' | ' |
Dividends Payable [Line Items] | ' | ' | ' | ' | ' |
Announcement Date | ' | ' | ' | ' | 18-Mar-13 |
Payment Date | ' | ' | ' | ' | 1-Apr-13 |
Amount Per Share | ' | ' | 0.05 | ' | 0.05 |
Cash Distributed | ' | ' | ' | ' | 1,234 |
Dividend Payment 4th | ' | ' | ' | ' | ' |
Dividends Payable [Line Items] | ' | ' | ' | ' | ' |
Announcement Date | ' | ' | ' | ' | 29-Nov-12 |
Payment Date | ' | ' | ' | ' | 28-Dec-12 |
Amount Per Share | ' | ' | 0.035 | ' | 0.035 |
Cash Distributed | ' | ' | ' | ' | 854 |
Dividend Payment Five | ' | ' | ' | ' | ' |
Dividends Payable [Line Items] | ' | ' | ' | ' | ' |
Announcement Date | ' | ' | ' | ' | 30-Aug-12 |
Payment Date | ' | ' | ' | ' | 28-Sep-12 |
Amount Per Share | ' | ' | 0.035 | ' | 0.035 |
Cash Distributed | ' | ' | ' | ' | 854 |
Dividend Payment Six | ' | ' | ' | ' | ' |
Dividends Payable [Line Items] | ' | ' | ' | ' | ' |
Announcement Date | ' | ' | ' | ' | 31-May-12 |
Payment Date | ' | ' | ' | ' | 21-Jun-12 |
Amount Per Share | ' | ' | 0.035 | ' | 0.035 |
Cash Distributed | ' | ' | ' | ' | 854 |
Dividend Payment Seven | ' | ' | ' | ' | ' |
Dividends Payable [Line Items] | ' | ' | ' | ' | ' |
Announcement Date | ' | ' | ' | ' | 7-Mar-12 |
Payment Date | ' | ' | ' | ' | 30-Mar-12 |
Amount Per Share | ' | ' | 0.035 | ' | 0.035 |
Cash Distributed | ' | ' | ' | ' | 850 |
Recovered_Sheet4
Notes Payable and Long-Term Debt - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | ||||||||||||||||||||||||||||||||
Sep. 30, 2013 | Mar. 14, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Jun. 28, 2013 | Mar. 14, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 14, 2013 | Sep. 30, 2013 | Mar. 14, 2013 | Nov. 15, 2011 | Sep. 30, 2013 | Nov. 01, 2010 | Dec. 01, 2009 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 15, 2012 | 21-May-12 | Jun. 03, 2013 | Mar. 14, 2013 | Dec. 31, 2009 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | Dec. 31, 2012 | Dec. 12, 2012 | Jun. 01, 2012 | Dec. 12, 2011 | Sep. 06, 2011 | Jun. 01, 2011 | Dec. 01, 2010 | Jun. 01, 2010 | Sep. 30, 2013 | Nov. 17, 2011 | Nov. 17, 2011 | Sep. 12, 2012 | 21-May-12 | |
Standby letters of credit | Swingline Credit Facility | Term Loan B | Term Loan B | Term Loan B | Term Loan B | Revolver | Revolver | Terminated Revolver | Terminated Revolver | Terminated Revolver | Terminated Revolver | Terminated Revolver | Terminated Revolver | Terminated Revolver | Terminated Revolver | Terminated Revolver | Terminated Subordinated debt | Terminated Subordinated debt | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated Subordinated Debt due to Related Parties | Terminated Subordinated Debt due to Related Parties | Terminated Subordinated Debt due to Related Parties | Terminated Subordinated Debt due to Related Parties | Terminated Subordinated Debt due to Related Parties | |||||||
Minimum | Maximum | Covenant requirement | Covenant requirement | Stuart W. Epperson, Board of Directors Chairman | Edward G. Atsinger III, Chief Executive Officer and Director | Roland S. Hinz, a Salem board member | Roland S. Hinz, a Salem board member | |||||||||||||||||||||||||||||||||||||||
Minimum | Maximum | |||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, borrowing capacity | ' | ' | ' | ' | ' | ' | $5,000,000 | $5,000,000 | ' | $300,000,000 | $292,000,000 | $292,000,000 | $25,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,000,000 | $6,000,000 | $12,000,000 | $6,000,000 |
Interest expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 48,000 | 110,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 48,000 | 37,000 | 0.1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, issued at discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | 298,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 298,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, discount percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term loan maturity year | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional term loan amount increased | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, quarterly consecutive principal payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayment of term loan | 4,000,000 | ' | ' | ' | ' | ' | ' | ' | 4,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss on early retirement of long-term debt | 16,000 | 33,000 | -16,000 | -27,792,000 | -893,000 | ' | ' | ' | 14,000 | ' | ' | 16,000 | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 26,900,000 | ' | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, accrued interest | 1,000 | ' | 1,000 | 1,000 | ' | 1,110,000 | ' | ' | ' | ' | 1,000,000 | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Floor percentage on Term Loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, interest rate over LIBOR | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.50% | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, interest rate above base rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.50% | ' | ' | ' | 1.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, increase in interest rate if default occurs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | 2.00% | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving credit facility, covenant description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'With respect to financial covenants, the credit agreement includes a minimum interest coverage ratio, which starts at 1.50 to 1.0 and steps up to 2.50 to 1.0 by 2016 and a maximum leverage ratio, which starts at 6.75 to 1.0 and steps down to 5.75 to 1.0 by 2017. The credit agreement also includes other negative covenants that are customary for credit facilities of this type, including covenants that, subject to exceptions described in the credit agreement, restrict the ability of Salem and its subsidiary guarantors | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest coverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 281.00% | ' | ' | ' | ' | 150.00% | 250.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Leverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 545.00% | 500.00% | ' | 575.00% | 675.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, issuance of principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000,000 | 300,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, effective yield | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, interest payment terms | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Interest was due and payable on June 15 and December 15 of each year, commencing June 15, 2010 until maturity. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt maturity period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2016-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, annual interest payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal repurchased or redeemed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 903,000 | 212,597,000 | ' | ' | ' | ' | ' | ' | ' | 4,000,000 | 17,500,000 | 12,500,000 | 5,000,000 | 17,500,000 | 12,500,000 | 17,500,000 | ' | ' | ' | ' | ' |
Notes, aggregate purchase price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 240,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent of debt purchase price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 110.65% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount paid for redemption | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized Discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000 | 837,000 | ' | ' | ' | ' | ' | ' | ' | 17,000 | 80,000 | 62,000 | 26,000 | 93,000 | 70,000 | 105,000 | ' | ' | ' | ' | ' |
Bond issue cost | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,867,000 | ' | ' | ' | ' | ' | ' | ' | 57,000 | 287,000 | 337,000 | 135,000 | 472,000 | 334,000 | 417,000 | ' | ' | ' | ' | ' |
Carrying value of notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 212,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Redeemed notes amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 903,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, interest rate | 9.63% | ' | 9.63% | 9.63% | 9.63% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9.63% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40,000,000 | 30,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, amendment fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving credit facility, second amendment description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'On November 15, 2011, we completed the Second Amendment of the Terminated Revolver to, among other things, (1) extend the maturity date from December 1, 2012 to December 1, 2014, (2) change the interest rate applicable to LIBOR or the Wells Fargo base rate plus a spread to be determined based on our leverage ratio, (3) allow us to borrow and repay unsecured indebtedness provided certain conditions are met and (4) include step-downs related to our leverage ratio covenant. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving credit facility extend maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2014-12-01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Jun-14 | 15-Jun-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, interest at a floating rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, floating rate, interest above prime rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.50% | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, interest rate terms | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The interest rate for the FCB Loan ("Interest Rate") was variable and was equal to the greater of (a) 4.250% or (b) the Wall Street Journal Prime Rate as published in The Wall Street Journal and reported by FCB plus 1%. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Outstanding amounts under each subordinated line of credit bore interest at a rate equal to the lesser of (1) 5% per annum and (2) the maximum rate permitted for subordinated debt under the Terminated Revolver referred to above plus 2% per annum. Interest was payable at the time of any repayment of principal. In addition, outstanding amounts under each subordinated line of credit were to be repaid within three (3) months from the time that such amounts are borrowed, with the exception of the subordinated line of credit with Mr. Hinz, which was to be repaid within six (6) months from the time that such amounts were borrowed. | ' | ' | ' | ' |
Credit facility, term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '23 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, interest charge | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, increased interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
FCB loan termination date | 14-Mar-13 | ' | 14-Mar-13 | 14-Mar-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, interest rate above LIBOR | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.50% | 3.50% | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, outstanding amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Change_in_Rate_Based_on_Levera
Change in Rate Based on Leverage Ratio (Detail) | Sep. 30, 2013 | Sep. 30, 2012 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Base Rate | Base Rate | Base Rate | Base Rate | Base Rate | LIBOR Loans | LIBOR Loans | LIBOR Loans | LIBOR Loans | LIBOR Loans | Less than 3.25 to 1.00 | Less than 3.25 to 1.00 | Less than 3.25 to 1.00 | Greater than or equal to 3.25 to 1.00 but less than 4.50 to 1.00 | Greater than or equal to 3.25 to 1.00 but less than 4.50 to 1.00 | Greater than or equal to 3.25 to 1.00 but less than 4.50 to 1.00 | Greater than or equal to 4.50 to 1.00 but less than 6.00 to 1.00 | Greater than or equal to 4.50 to 1.00 but less than 6.00 to 1.00 | Greater than or equal to 4.50 to 1.00 but less than 6.00 to 1.00 | Greater than or equal to 6.00 to 1.00 | Greater than or equal to 6.00 to 1.00 | Greater than or equal to 6.00 to 1.00 | |||
Less than 3.00 to 1.00 | Greater than or equal to 3.00 to 1.00 but less than 4.00 to 1.00 | Greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00 | Greater than or equal to 5.00 to 1.00 but less than 6.00 to 1.00 | Greater than or equal to 6.00 to 1.00 | Less than 3.00 to 1.00 | Greater than or equal to 3.00 to 1.00 but less than 4.00 to 1.00 | Greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00 | Greater than or equal to 5.00 to 1.00 but less than 6.00 to 1.00 | Greater than or equal to 6.00 to 1.00 | Base Rate | Eurodollar Rate Loans | Applicable Fee Rate | Base Rate | Eurodollar Rate Loans | Applicable Fee Rate | Base Rate | Eurodollar Rate Loans | Applicable Fee Rate | Base Rate | Eurodollar Rate Loans | Applicable Fee Rate | |||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Change in rate based on leverage ratio, contractual interest rate | 9.63% | 9.63% | 1.25% | 1.50% | 1.75% | 2.00% | 2.50% | 2.25% | 2.50% | 2.75% | 3.00% | 3.50% | 0.75% | 2.25% | 0.40% | 0.75% | 2.50% | 0.50% | 1.25% | 3.00% | 0.60% | 2.25% | 3.50% | 0.75% |
Change_in_Rate_Based_on_Levera1
Change in Rate Based on Leverage Ratio (Parenthetical) (Detail) | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Maximum | Maximum | Maximum | Maximum | Minimum | Minimum | Minimum | Minimum | Less than 3.25 to 1.00 | Greater than or equal to 3.25 to 1.00 but less than 4.50 to 1.00 | Greater than or equal to 3.25 to 1.00 but less than 4.50 to 1.00 | Greater than or equal to 4.50 to 1.00 but less than 6.00 to 1.00 | Greater than or equal to 4.50 to 1.00 but less than 6.00 to 1.00 | Greater than or equal to 6.00 to 1.00 | |
Less than 3.00 to 1.00 | Greater than or equal to 3.00 to 1.00 but less than 4.00 to 1.00 | Greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00 | Greater than or equal to 5.00 to 1.00 but less than 6.00 to 1.00 | Greater than or equal to 3.00 to 1.00 but less than 4.00 to 1.00 | Greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00 | Greater than or equal to 5.00 to 1.00 but less than 6.00 to 1.00 | Greater than or equal to 6.00 to 1.00 | Maximum | Maximum | Minimum | Maximum | Minimum | Minimum | |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Leverage ratio | 3.00% | 4.00% | 5.00% | 6.00% | 3.00% | 4.00% | 5.00% | 6.00% | 3.25% | 4.50% | 3.25% | 6.00% | 4.50% | 6.00% |
Repurchased_and_Redemptions_of
Repurchased and Redemptions of Terminated Nine and Five-Eighths Percent Notes (Detail) (Terminated 95/8% Senior Secured Second Lien Notes, USD $) | Jun. 03, 2013 | Mar. 14, 2013 | Dec. 12, 2012 | Jun. 01, 2012 | Dec. 12, 2011 | Sep. 06, 2011 | Jun. 01, 2011 | Dec. 01, 2010 | Jun. 01, 2010 |
In Thousands, unless otherwise specified | |||||||||
Terminated 95/8% Senior Secured Second Lien Notes | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal Redeemed/Repurchased | $903 | $212,597 | $4,000 | $17,500 | $12,500 | $5,000 | $17,500 | $12,500 | $17,500 |
Premium Paid | 27 | 22,650 | 120 | 525 | 375 | 144 | 525 | 375 | 525 |
Unamortized Discount | 3 | 837 | 17 | 80 | 62 | 26 | 93 | 70 | 105 |
Bond Issue Costs | ' | $2,867 | $57 | $287 | $337 | $135 | $472 | $334 | $417 |
LongTerm_Debt_Detail
Long-Term Debt (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Long-term debt | $293,962 | $268,980 |
Less current portion | -3,118 | -20,108 |
Long-term debt and capital lease obligations, less current portion | 290,844 | 248,872 |
Term Loan B | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 290,640 | ' |
Revolver | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 2,460 | ' |
Terminated Revolver | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | ' | 33,000 |
Terminated 95/8% Senior Secured Second Lien Notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | ' | 212,622 |
Terminated Subordinated debt | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | ' | 7,500 |
Terminated Subordinated Debt due to Related Parties | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | ' | 15,000 |
Capital leases and other loans | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | $862 | $858 |
LongTerm_Debt_Parenthetical_De
Long-Term Debt (Parenthetical) (Detail) (Terminated 95/8% Senior Secured Second Lien Notes) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2012 | |
Terminated 95/8% Senior Secured Second Lien Notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt, interest rate | 9.63% | 9.63% |
Debt, maturity year | '2016 | '2016 |
Principle_Repayment_Requiremen
Principle Repayment Requirements Under Long Term Agreements Outstanding (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ' | ' |
2014 | $3,118 | ' |
2015 | 3,108 | ' |
2016 | 3,091 | ' |
2017 | 3,094 | ' |
2018 | 5,551 | ' |
Thereafter | 276,000 | ' |
Long-term debt | $293,962 | $268,980 |
Deferred_Financing_Costs_Addit
Deferred Financing Costs - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | ||||||||||||||
Sep. 30, 2013 | Mar. 14, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Jun. 28, 2013 | Sep. 30, 2013 | Mar. 14, 2013 | Mar. 14, 2013 | Mar. 14, 2013 | Sep. 30, 2013 | Jun. 03, 2013 | Dec. 12, 2012 | Jun. 01, 2012 | Dec. 12, 2011 | Sep. 06, 2011 | Jun. 01, 2011 | Dec. 01, 2010 | Jun. 01, 2010 | |
Minimum | Maximum | Term Loan B | Term Loan B | Term Loan B | Revolver | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | Terminated 95/8% Senior Secured Second Lien Notes | ||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Senior secured credit facility | ' | ' | ' | ' | ' | ' | ' | ' | $292,000,000 | $300,000,000 | $25,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Bond Issue Costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,867,000 | ' | ' | 57,000 | 287,000 | 337,000 | 135,000 | 472,000 | 334,000 | 417,000 |
Unamortized bank loan fees | $16,000 | $33,000 | ($16,000) | ($27,792,000) | ($893,000) | ' | ' | $14,000 | $16,000 | ' | ' | $26,900,000 | $900,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred financing costs amortization period | ' | ' | ' | ' | ' | '5 years | '7 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred_Financing_Costs_Detai
Deferred Financing Costs (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ' | ' |
Deferred financing costs | $4,291 | $4,002 |
Bond issue costs | ' | ' |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ' | ' |
Deferred financing costs | ' | 3,060 |
Bank loan fees | ' | ' |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ' | ' |
Deferred financing costs | $4,291 | $942 |
Significant_Classes_of_Amortiz
Significant Classes of Amortizable Intangible Assets by Major Category (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Cost | $35,332 | $33,874 |
Accumulated Amortization | -27,196 | -25,121 |
Net | 8,136 | 8,753 |
Customer lists and contracts | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Cost | 17,554 | 17,213 |
Accumulated Amortization | -13,834 | -12,665 |
Net | 3,720 | 4,548 |
Domain and brand names | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Cost | 11,423 | 11,015 |
Accumulated Amortization | -7,864 | -7,192 |
Net | 3,559 | 3,823 |
Favorable and assigned leases | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Cost | 2,358 | 1,649 |
Accumulated Amortization | -1,676 | -1,594 |
Net | 682 | 55 |
Other amortizable intangible assets | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Cost | 3,997 | 3,997 |
Accumulated Amortization | -3,822 | -3,670 |
Net | $175 | $327 |
Recovered_Sheet5
Amortizable Intangible Assets, Estimate Amortization Expense (Detail) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Goodwill And Intangible Assets Disclosure [Abstract] | ' |
2013 (Oct - Dec) | $713 |
2014 | 2,565 |
2015 | 1,887 |
2016 | 1,106 |
2017 | 707 |
Thereafter | 1,158 |
Total | $8,136 |
Recovered_Sheet6
Basic and Diluted Net Earnings Per Share - Additional Information (Detail) | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Earnings Per Share [Abstract] | ' | ' | ' |
Options to purchase Class A common stock | 2,296,020 | 2,089,524 | 1,927,099 |
Dilutive shares | 794,553 | 695,025 | ' |
Derivative_Instruments_Additio
Derivative Instruments - Additional Information (Detail) (Fair value of interest rate swaps, USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2013 | Mar. 27, 2013 |
Derivative [Line Items] | ' | ' |
Interest rate swap agreement, notional principal amount | ' | $150 |
Payments swap LIBOR floor rate | 0.63% | ' |
Interest rate swap, expiration date | 28-Mar-19 | ' |
Interest rate swap, fixed rate | 1.69% | ' |
Level 2 | ' | ' |
Derivative [Line Items] | ' | ' |
Change in fair value of the interest rate swap agreement asset | 2.5 | ' |
Fair_Value_Accounting_Fair_Val
Fair Value Accounting - Fair Value of Financial Assets Measured at Fair Value (Detail) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Assets: | ' |
Total Fair Value and Carrying Value on Balance Sheet | $2,545 |
Fair value of interest rate swaps | ' |
Assets: | ' |
Total Fair Value and Carrying Value on Balance Sheet | 2,545 |
Level 1 | Fair value of interest rate swaps | ' |
Assets: | ' |
Total Fair Value and Carrying Value on Balance Sheet | ' |
Level 2 | Fair value of interest rate swaps | ' |
Assets: | ' |
Total Fair Value and Carrying Value on Balance Sheet | 2,545 |
Level 3 | Fair value of interest rate swaps | ' |
Assets: | ' |
Total Fair Value and Carrying Value on Balance Sheet | ' |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 9 Months Ended | 12 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Decrease in unrecognized tax benefits | $0.03 | $2.10 | ' |
Liabilities for unrecognized tax benefits | ' | ' | 1.3 |
Unrecognized tax benefit, interest accrued net of federal income tax benefits | ' | ' | 0.02 |
Unrecognized tax benefits, penalty | ' | ' | 0.02 |
Reduction of reserve | ' | ' | 0.4 |
Valuation allowance to offset deferred tax asset | $3 | ' | ' |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | Sep. 30, 2013 |
Commitments And Contingencies Disclosure [Abstract] | ' |
Fair value of guarantees | $0 |
Segment_Data_Detail
Segment Data (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' | ' |
Net revenue | $58,476 | $56,719 | ' | $174,240 | $168,629 | ' |
Operating expenses | 45,743 | 44,076 | ' | 137,245 | 131,412 | ' |
Operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | 12,733 | 12,643 | ' | 36,995 | 37,217 | ' |
Depreciation | 3,089 | 3,083 | ' | 9,313 | 9,150 | ' |
Amortization | 695 | 494 | ' | 2,076 | 1,625 | ' |
Impairment of indefinite-lived long- term assets other than goodwill | ' | ' | ' | 345 | ' | ' |
Impairment of long-lived assets | ' | ' | 5,600 | ' | 5,608 | ' |
Impairment of goodwill | ' | ' | ' | 438 | ' | ' |
(Gain) loss on the sale or disposal of assets | -25 | 587 | ' | -20 | 563 | ' |
Operating income from continuing operations | 8,974 | 8,479 | ' | 24,843 | 20,271 | ' |
Property, plant and equipment, net | 98,759 | ' | ' | 98,759 | ' | 99,467 |
Broadcast licenses | 381,836 | ' | ' | 381,836 | ' | 373,720 |
Goodwill | 22,002 | ' | ' | 22,002 | ' | 22,383 |
Other indefinite-lived intangible assets | 1,528 | ' | ' | 1,528 | ' | 1,873 |
Amortizable intangible assets, net | 8,136 | ' | ' | 8,136 | ' | 8,753 |
Operating Segments | Radio Broadcast | ' | ' | ' | ' | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' | ' |
Net revenue | 46,015 | 45,895 | ' | 136,287 | 136,224 | ' |
Operating expenses | 30,847 | 30,628 | ' | 91,258 | 90,289 | ' |
Operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | 15,168 | 15,267 | ' | 45,029 | 45,935 | ' |
Depreciation | 1,986 | 2,059 | ' | 5,923 | 6,194 | ' |
Amortization | 39 | 19 | ' | 117 | 86 | ' |
Impairment of indefinite-lived long- term assets other than goodwill | ' | ' | ' | ' | ' | ' |
Impairment of long-lived assets | ' | ' | ' | ' | 5,608 | ' |
Impairment of goodwill | ' | ' | ' | ' | ' | ' |
(Gain) loss on the sale or disposal of assets | -35 | 588 | ' | -30 | 553 | ' |
Operating income from continuing operations | 13,178 | 12,601 | ' | 39,019 | 33,494 | ' |
Property, plant and equipment, net | 82,368 | ' | ' | 82,368 | ' | 82,972 |
Broadcast licenses | 381,836 | ' | ' | 381,836 | ' | 373,720 |
Goodwill | 3,917 | ' | ' | 3,917 | ' | 3,881 |
Other indefinite-lived intangible assets | ' | ' | ' | ' | ' | ' |
Amortizable intangible assets, net | 698 | ' | ' | 698 | ' | 106 |
Operating Segments | Internet | ' | ' | ' | ' | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' | ' |
Net revenue | 9,390 | 7,800 | ' | 29,012 | 23,269 | ' |
Operating expenses | 6,644 | 5,825 | ' | 20,372 | 17,858 | ' |
Operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | 2,746 | 1,975 | ' | 8,640 | 5,411 | ' |
Depreciation | 702 | 604 | ' | 2,189 | 1,746 | ' |
Amortization | 655 | 473 | ' | 1,954 | 1,531 | ' |
Impairment of indefinite-lived long- term assets other than goodwill | ' | ' | ' | ' | ' | ' |
Impairment of long-lived assets | ' | ' | ' | ' | ' | ' |
Impairment of goodwill | ' | ' | ' | ' | ' | ' |
(Gain) loss on the sale or disposal of assets | ' | ' | ' | ' | 7 | ' |
Operating income from continuing operations | 1,389 | 898 | ' | 4,497 | 2,127 | ' |
Property, plant and equipment, net | 6,375 | ' | ' | 6,375 | ' | 6,309 |
Broadcast licenses | ' | ' | ' | ' | ' | ' |
Goodwill | 17,178 | ' | ' | 17,178 | ' | 17,157 |
Other indefinite-lived intangible assets | ' | ' | ' | ' | ' | ' |
Amortizable intangible assets, net | 7,424 | ' | ' | 7,424 | ' | 8,634 |
Operating Segments | Publishing | ' | ' | ' | ' | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' | ' |
Net revenue | 3,071 | 3,024 | ' | 8,941 | 9,136 | ' |
Operating expenses | 3,301 | 2,980 | ' | 9,776 | 8,951 | ' |
Operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | -230 | 44 | ' | -835 | 185 | ' |
Depreciation | 115 | 109 | ' | 349 | 305 | ' |
Amortization | 1 | 2 | ' | 5 | 7 | ' |
Impairment of indefinite-lived long- term assets other than goodwill | ' | ' | ' | 345 | ' | ' |
Impairment of long-lived assets | ' | ' | ' | ' | ' | ' |
Impairment of goodwill | ' | ' | ' | 438 | ' | ' |
(Gain) loss on the sale or disposal of assets | ' | ' | ' | ' | ' | ' |
Operating income from continuing operations | -346 | -67 | ' | -1,972 | -127 | ' |
Property, plant and equipment, net | 1,451 | ' | ' | 1,451 | ' | 1,271 |
Broadcast licenses | ' | ' | ' | ' | ' | ' |
Goodwill | 899 | ' | ' | 899 | ' | 1,337 |
Other indefinite-lived intangible assets | 1,528 | ' | ' | 1,528 | ' | 1,873 |
Amortizable intangible assets, net | 12 | ' | ' | 12 | ' | 11 |
Operating Segments | Corporate | ' | ' | ' | ' | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' | ' |
Net revenue | ' | ' | ' | ' | ' | ' |
Operating expenses | 4,951 | 4,643 | ' | 15,839 | 14,314 | ' |
Operating income (loss) before depreciation, amortization, impairments and (gain) loss on the sale or disposal of assets | -4,951 | -4,643 | ' | -15,839 | -14,314 | ' |
Depreciation | 286 | 311 | ' | 852 | 905 | ' |
Amortization | ' | ' | ' | ' | 1 | ' |
Impairment of indefinite-lived long- term assets other than goodwill | ' | ' | ' | ' | ' | ' |
Impairment of long-lived assets | ' | ' | ' | ' | ' | ' |
Impairment of goodwill | ' | ' | ' | ' | ' | ' |
(Gain) loss on the sale or disposal of assets | 10 | -1 | ' | 10 | 3 | ' |
Operating income from continuing operations | -5,247 | -4,953 | ' | -16,701 | -15,223 | ' |
Property, plant and equipment, net | 8,565 | ' | ' | 8,565 | ' | 8,915 |
Broadcast licenses | ' | ' | ' | ' | ' | ' |
Goodwill | 8 | ' | ' | 8 | ' | 8 |
Other indefinite-lived intangible assets | ' | ' | ' | ' | ' | ' |
Amortizable intangible assets, net | $2 | ' | ' | $2 | ' | $2 |